THE REAL INFO ON X - STREAM...YOU OWN IT?? READ THIS..
FROM A BOARD:
Don't tear that MEGA COM share certificate up just yet. I am also a shareholder in this "dodgy outfit" that was once run by a "shadow director". For the past 18 months (since Firecrest was suspended) I have been keeping in touch with the company regarding it's future. In a letter I received from Mr Manning(Chairman) on 18th march 1998 he tells me that Mega Com has signed a conditional merger agreement with a third party company and this will lead to the shares being relisted very soon. He told me that shareholders should receive news of this merger in the next few weeks. I hope this info helps a little. ----------------------------------------------------------------------
NEWS :
Internet Service Provider suspends two directors
21 September 1996
London-based Web developer and Internet Service Provider (ISP), Nethead, a wholly owned subsidiary of Multimedia Group Firecrest, has suspended two of its directors pending further investigation.
The suspensions follow the resignation this week of two programmers and a designer. Sources claim that the company is having difficulty completing an important contract on schedule through lack of staff.
Despite rumours to the contrary, a spokesman for Firecrest said Nethead will not be folding and the launch of the Capital Radio Web site, which Nethead designed and will host, is not under threat. It added that two of the programmers had already been replaced and a contract designer hired.
Firecrest refused to say why the directors had been suspended but issued the following statement:
"Over the last week, a number of matters have come to light relating to the conduct of certain employees in the operation of the business of the company. As a result, Steve McVicars and Oscar Jenkins have been relieved of their duties while the investigation takes place. On a day-to- day basis, Steve McVicars and Oscar Jenkins will have no authority within the company and their roles will be filled by Bob Stewart and Sean Bermingham. We anticipate that this matter can be brought to a conclusion within a short period."
The company refused to comment on rumours that the two directors had their keys and credit cards confiscated and that locks on the premises had been changed.
Contact: Nethead (www.nethead.co.uk)
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NEWS :
Nick Gilbert, Internet Business.
Firecrest, the advertising and internet products concern that was delisted from the Alternative Investment Market, is getting a US listing through a reverse takeover by Super Phone, a shell company. 10-Dec-96 Firecrest has sold the worldwide rights for the Internet Transphone and the Collect Loyalty scheme to Netex Network Communication of the US, for $12m. 04-Jul-96 Firecrest has awarded Multi Media Publishing of Norway the Scandinavian rights to sell Internet Transphone, which enables credit card transactions on the internet. 23-Mar-96
Firecrest has made a deal with Energis which will allow Nethead subscribers access to the internet at local-call prices. 18-Nov-95
Firecrest has won the UK rights to provide the Digiphone discount telephone service on the internet. 11-Nov-95
Firecrest has bought 74% of Nethead, the internet access provider. 04-Oct-95
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FIRECREST LINK SEVERED
MALCOM Evans, managing director of marketing services operator Firecrest when it was booted off Aim, has been kicked off the board of football exhibition company Hall of Fame in a last-ditch attempt to get the £4m flotation away. "Rightly or wrongly, investors were put off by the perceived Firecrest connection," said managing director Gary Trowsdale.
Potential investors have also forced founding shareholders to cut their stake in the company from 23 per cent to 17 per cent. Mr Trowsdale said that investors were unhappy with his own 5.8 per cent stake and Mr Evans's £200,000-worth of shares, both awarded largely free. To add credibility, Stuart McDonald, chairman of Speciality Shops and a non-exec director at Brent Walker, has been appointed deputy chairman. ALISTAIR OSBORNE
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Posted by Rycal on 12/April/1999 at 23:25:
I was unfortunate enough to dabble in Firecrest hoping for the phoenix to rise but, unlucky, first company to be dropped from the AIM for financial irregularities,I then recieved a certificate saying I was now the proud owner of Mega Com which apparently traded on the Nasdeq although I could never find them, then a few months ago another load of bumph arrives, Mega Com was to become known as The X-Stream Network. Since then alls quiet,did it happen or was it all a dream /nightmare,any body please give me a clue ???
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To: Frank Buck (1527 ) From: richard wagner (Trial Member) Monday, Mar 30 1998 5:18PM ET Reply # some developments in uk today regarding the payphone business, touted in quarterly report of 16 march as a source of revenues and cash flow for the coming 12 months. all the payphone businesses in uk were today placed in liquidation. the meeting was chaired by wettreich, who had signed papers on 3 march convening the meeting. the sole purpose of the meeting was to liquidate the companies. how come, 13 days later, the payphone businesses are going to provide revenues and cash flow? the uk holding company for camelot, now called constable group plc (it used to be called meteor technology plc) shows some 900,000 pounds sterling of its assets as being money due to it from the payphone companies. the total book value of the assets of the payphone companies was shown as 168,000 sterling. not quite enough to pay constable, let alone the other creditors - and there are many of them. wettreich told the meeting that cash receipts from the payphone businesses were 40,000 sterling in february 1998, down by 60% compared with prior months. the insolvency practitioner appointed at the meeting referred to 'peculiar circumstances' surrounding the liquidation application, and several times spoke of the lack of information received from wettreich. wettreich is leaving for usa, but supposed to be back in uk in two weeks to answer questions about the collapse of the payphones businesses. questions were also raised about the uk stockbroking business controlled by wettreich, alexander mark, but were not directly relevant to today's meeting.
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CAMELOT SEC FILING
On March 4, 1997, the Company acquired the US and Canadian rights to PCAMS software a payphone contract and management system software from Meteor Technology, plc payable by the cancellation of (british pounds) 2,000,000 ofloan stock owed to the Company by Meteor and (british pounds) 500,000 by the issuance by the Company to Meteor of 80,960 restricted common shares. Mr.Wettreich and Ms. Fitzgerald who were directors of both companies at the time, did not participate in any directors votes in relation to this transaction. On May 11, 1998 the PCAMS software was sold back to Meteor for (british pounds)70,000 as the Company did not have the funds to market the software.
On March 27, 1997, the Company created a new wholly owed subsidiary, mrcdrom.com, inc., to establish a software Internet catalogue. On April 3, 1997, mrcdrom.com filed a registration statement with the Securities and Exchange Commission (the "SEC"). The filing offered for sale
In May, 1997, the Company accepted a Preferred Share, Series J stock subscription by Adina, Inc., a public company of which Mr. Wettreich is a director and officer. Mr. Wettreich did not participate in any directors vote in respect to this transaction. The consideration for the issuance of the Preferred Shares was the transfer of eighty (80%) percent of AMI a public company whose major asset is fifty-seven (57%) percent of the outstanding ordinary shares of Meteor. The Preferred Shares, Series J have one vote per share voting with the common shares, have a liquidation preference over the common shares but are subordinate to the outstanding Preferred Shares, are not convertible and pay no dividend. They also are subject to a forward or reverse split in any instances for which the common shares are subject to a forward or reverse split on the exact same basis.
On May 30, 1997, the Company subscribed for (british pounds)500,000 1997-2007 10% unsecured redeemable loan stock of Meteor by paying cash. Mr. Wettreich and Ms. Fitzgerald who were directors of both companies at the time, did not participate in any directors votes in relation to this transaction.
On March 20, 1998 Registrant sold to Forsam Venture Funding, Inc., 3,837,706 shares in AMI for its then net asset value per share of $24,233 payable by the issuance by Forsam of 8% Preferred shares. Mr. Wettreich is a director of Forsam and did not participate in any director vote relating to this transaction. At the same time Registrant sold to Abuja Consultancy, Ltd. 2,192,265 shares in AMI for $13,830 cash. These transactions represented Registrants total shareholding in AMI.
On March 20, 1998 Registrant sold to Abuja Consultancy, Ltd. 1,149,464 shares in Meteor Technology plc representing its total shareholding in that company for a price calculated at the then pro rata net asset value of Meteor amounting to $16,187 cash.
In March 23, 1998, Registrant acquired from AMI 43,000 Preferred Shares, Series B of Forsam Venture Funding for $43,000 cash.
On March 31, 1998, the Registrant's wholly owned subsidiary, Third Planet Publishing, Inc. entered into a conditional contract with Wincroft, Inc. to sell all right, title and interest in the VideoTalk product for $7,002,056 payable by the issuance of common stock, preferred stock and a promissory note in the amount of $2,000,000.
On June 29, 1998, Registrant agreed with Wincroft, Inc., at the request of Wincroft, to satisfy the outstanding Promissory Note payable to Camelot by Wincroft in the amount of $2,000,000 of Wincroft Non-Voting Preferred Stock, Series B. These Preferred Shares pay a dividend of 10% when and as declared by the board of directors and will pay an additional yield equivalent to 10% of any revenues derived by Wincroft on sale of VideoTalk. The Preferred Shares also call for redemption by Wincroft in the event VideoTalk is sold. Wincroft requested this action in order to assist in its fund raising capabilities. Wincroft is seeking funds to pay for working capital and marketing expenditures.
Although the Company's historical financial results for the year ended April 30, 1997 were not good, Management believes that this is very typical for a company primarily involved in research and development. Management believes that Registrant's principal subsidiary Third Planet is now
The appointment of Firecrest Group PLC as exclusive distributor for DigiPhone in the United Kingdom and Ireland, occurred during the period under review. The consideration for the granting of the UK and Ireland exclusive rights was $1,950,575 payable by issuance by Firecrest of 1,856,453 ordinary shares equal to approximately 10% of the increased share capital of Firecrest. Firecrest is a media and marketing company in the United Kingdom.
The rights for Scandinavia were conditionally purchased in January 1996 by Telepartner Holdings A/S, a Copenhagen, Denmark based company, which is the leading telephone database services company in Scandinavia. The consideration for the exclusive distribution rights was $1,000,000 payable by the issuance to Camelot of shares in Telepartner equal to 2.7% of the share capital of Telepartner. Due to the non-receipt of consideration, the Company terminated the agreement in May 1996.
In July, 1996, after the financial year end, the Company concluded an agreement with DigiPhone Europe, Ltd., whereby it appointed DigiPhone Europe, Ltd. as exclusive distributor for DigiPhone and DigiPhone Deluxe in Europe, excluding the United Kingdom and Ireland. The consideration for the rights was (british pounds)5,000,000 6% loan stock (approximately $7,500,000). DigiPhone Europe, Ltd. is a London, England based European software marketing company which merged with Telecom Credit Europe, PLC ("TCE"), a public company listed on the Alternative Investment Market of the London Stock Exchange. Following the merger, Camelot owns approximately 16% of TCE. The majority stockholder of TCE, Danny Wettreich, is also Chairman and Chief Executive Officer of Camelot. Mr. Wettreich did not participate in any Directors' vote in relation to this transaction.
During the period the Company opened five Mr. CD-ROM Stores in the Carrollton, Texas area. The retail stores range in size from 1,000 square feet to 3,000 square feet, and specialize in CD- ROM software with up to 2,000 titles in stock. These Mr. CD-ROM corporate stores were intended to be the first of a previously announced target of 100 corporate and franchise stores to be opened by Christmas 1996. However, results from the stores led Management to the conclusion that the retail concept was not viable, and the stores were closed in 1997.
On January 26, 1996, the Company announced that it has concluded an agreement with UUNet. Technologies, Inc. whereby it will use UUNet's Internet backbone for the Company's newly formed subsidiary, Camelot Internet Access Services, Inc. ("Camelot Internet"). The use of UUNet's exclusive alternate Internet backbone facilities enables Camelot Internet to instantly establish itself as a nationwide quality Internet service provider. Camelot Internet was officially launched in June 1996 at which time its nationwide services commenced. Camelot Internet is offered as part of Camelot's DigiPhone Deluxe software package.
At the world's first Internet Telephony conference, held in London, England on April 18-19 and called "Dialing The Net", Danny Wettreich, Chairman and Chief Executive Officer of Camelot, disclosed a development program for the DigiPhone Multi-Protocol Frameworks. These frameworks will enable DigiPhone to communicate with any other standards-based Internet Telephony software.
A 30 day free trial of DigiPhone Version 1.03 software is available through the Company's web site on the Internet. To access this free offer, users download the software from the Company's web page, digiphone.com. The only system requirement for potential users are a multimedia PC, Internet access and web browser software. At the end of the 30 day trial, users can purchase a full version of DigiPhone or DigiPhone Deluxe software by calling a toll- free number. Users will also be provided with a list of retailers that carry DigiPhone Deluxe software. To gain additional exposure for DigiPhone software, Camelot will, in the future, offer this 30 day trial version bundled with various third party hardware products and through Internet access provider services.
Subsequent to the period under review, the Company announced that it has applied for a patent for VideoTalkT, a video and audio communications system for the Internet. VideoTalk is a complete hardware and software system which, when connected to a multimedia PC, enables full duplex video and audio conferencing over the Internet. It will provide significant advantages to users as VideoTalk does not require a soundcard or a video capture card. VideoTalk will come with a new version of DigiPhone 2.0 which will include the recently announced Multi-Protocol Framework allowing voice communication with other Internet telephony software. VideoTalk's features are designed to incorporate new leading edge audio and video compression technology to enable connections over devices such as 28.8 kbps modems. VideoTalk is designed with an expansion peripheral interface that enables attachments to be added to the VideoTalk unit. Third Planet will provide API specifications so that other developers can take advantage of the features and processing power of VideoTalk in their applications.
The Company also announced the Proficia, an Internet telephony handset which is specifically designed to enable superior voice communications over the Internet. The handset attaches to the side of a computer monitor and functions in a similar way to a telephone handset, thus eliminating the necessity for a headset or microphone and speakers when Internet voice communication software is used.
Management expects its principal revenue and profitability will emanate from DigiPhone derivative software products and from license fees, and intends to concentrate the majority of its management and financial resources on the development and successful marketing of Internet related products produced by its subsidiary Third Planet.
Liquidity and Capital Resources
MY FINDINGS :
X - Stream is a registered Delaware Company
Paul Myers = Managing Director
Chris Sukornyk = President
9-2-96 Meteor Technology Plc said it paid $475,152 in loan to Firecrest Group Plc for Irish rights to Internet telephone software, making a divorce between software developer Camelot Corp and Firecrest. Colin Grant, financial director of meteor, said Firecrest "Failed to market and launch the product, called Digiphone, since it acquired the rights for the U.K. and Ireland last November from camelot.
Camelot Corp...Symbol CAML
Daniel Wettreich
FIRECREST
5 Stratford Palce
london W1N 9NE
United kingdom
J. Robert Manning..Chairman
Roy Capper..CEO
Malcom Evans...Managing Director
Gregory B. Carvalho...Controler
MEGA COM GROUP..Symbol ACOM
49 st. Clair Avenue West
Suite 104
Toronto, Ontario M4V 1K6
R. Capper....President
G.B. Carvalho...Corp. Sec.
S.J. Eske...Treasurer
hemscott.com
www2.vnu.co.uk
ukbusinesspark.co.uk
tenkwizard.com
sec.gov
Message 3891196
digiphone.co.uk
hemscott.com
nethead.ltd.uk
foxhayes.co.uk
x-stream.com |
