From the SEC filing:
ITEM 4. PURPOSE OF TRANSACTION
As a result of a meeting between George Tulloch, the Issuer's
President, and Allen Carlin, General Counsel at the Issuer's offices in New
York, to discuss Reporting Person's future projects. The Reporting Person
desires that a direct association with the company be made and believes
that relationship, may be economically beneficial to the Shareholders of
Issuer.
In anticipation of the development of such relationship Reporting
Person hereby discloses his intentions of acquiring a significant amount of
stock in the future, which may be in excess of 5% of the outstanding shares
of Issuer in a random and arbitrary acquisition approach.
Issuer's artifacts derived from its exploration of the Titanic are of
such meaningful historic value that Reporting Person is of the opinion that
such property, in conformity with the policies of the Issuer, should not be
subject to sale to the private sector, however; should be maintained to
honor all those who perished and survived aboard the Titanic and all of
their descendants. The Reporting Person believes that he can make
available to the company, a traditionally dignified place to display any
artifacts, which may be financially beneficial to the company, and its
shareholders.
The Reporting Person is of the belief that the discussions over the
project may result in a long term benefit to the Issuer in full compliance
with the compatibility of the Issuers current philosophy and policy toward
the artifacts retrieved through the exploration of the Titanic.
The Reporting Person, after a meeting in Las Vegas, Nevada, with Larry
Gilbert, president of Exhibition Merchandising, Inc, DBA Titanic
Merchandising, the contractual merchandising arm for R.M.S. Titanic, Inc.,
put into writing an understanding (the "Titanic Merchandising Purchase
Agreement") for purposes of: (i) acquiring Titanic merchandise (replica and
other merchandise) and (ii) establishing an ongoing relationship to acquire
Titanic based merchandise some of which has already been purchased.
At the present time the Reporting Person, in response to Item 2 of
this Statement does not have any plans or proposals which relate to or
would result in any of the following, except as discussed above in Item 2
and in this Item 4:
(1)An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries;
(2)Sale or transfer of a material amount of assets of the Issuer or any
of its subsidiaries;
(3)Any change in the present board of directors or management of the
Issuer, including any plans or proposals to change the number or term of
the directors or to fill any existing vacancies on the board;
(4)Any material change in the present capitalization or dividend policy
of the Issuer;
(5)Any other material change in the Issuer's business or corporate
structure;
(6)Changes in the Issuer's charter, bylaws or instruments corresponding
thereto or other corporate actions which may impede the acquisition of
control of the Company by any person;
(7)Causing the Issuer's Common Stock to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered national
securities association;
(8)A class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934, as amended; or
(9) Any action similar to any of those enumerated above.
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