To: esecurities(tm) who wrote (1471 ) 4/11/1998 12:08:00 PM From: esecurities(tm) Respond to of 2443
S/H Proposal For Inclusion In Mgt Proxy Stmt:Mgt Reorg, cont. FISCAL 1997 SEC FORM 10K--(Bonuses, European Sales/F1 fiasco) NOTE 3--CONCENTRATION OF CREDIT RISK, FOREIGN OPERATIONS, AND MAJOR (1)(2) CUSTOMER INFORMATION Financial instruments which potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and accounts receivable. The Company's cash equivalents are in high quality securities placed with institutions with high credit ratings. The Company's accounts receivable are primarily from a small number of computer wholesale distributors and software specialty stores located in the United States, Canada, and western Europe. Management believes that any risk of loss is significantly reduced by its ongoing credit evaluations of its customers' financial condition. In 1995 product sales to two customers each accounted for approximately 10% of revenues. In 1996, no customer individually accounted for more than 10% of revenues. During 1997, two customers accounted for 11.8% and 10.4% of revenues, respectively. The Company operates in a single industry segment comprising interactive control devices for use with personal computer entertainment software. Certain of the Company's products are manufactured and assembled in Taiwan and China by an independent contractor. Products manufactured and assembled by this vendor approximated 37.6% and 74.3%, and 89.9% of total products in 1995, 1996, and 1997 respectively. Net revenue by geographic region and as a percentage of total revenue for each region outside the United States that constituted more than 10% of the Company's total revenue is as follows: YEARS ENDED DECEMBER 31, ------------------------------- 1995 1996 1997 --------- --------- --------- Net revenue by geographic region: Europe................................................................. $ 2,489 $ 10,225 $ 13,473* Net revenue as a percentage of total revenue: Europe................................................................. 12.8% 33.2% 29.6% The Company's U.K. operations accounted for substantially all of the Company's European sales. Identifiable assets of the Company's U.K. operations were $4,179 at December 31, 1997. (1) Dollars in thousands. (2) European revenues increased 310.81% from fiscal 1996 vs. fiscal 1995, however, European revenues increased only 31.77 % fiscal 1997 vs. fiscal 1996 and declined as a percentage of net total revenues. NOTE 7--ACCRUED LIABILITIES Accrued liabilities consist of the following: DECEMBER 31, -------------------- 1996 1997 --------- --------- Accrued bonuses........................................................................ 460 601 A portion of the compensation paid by the Company to certain officers is determined based upon the Company's revenues and net income for the year. source: 1997 10K sec.yahoo.com Conclusion [and for adoption into Shareholder Proposal for Inclusion in Management's Proxy Statement]. I. Marketing [and Finance) have substantially failed ThrustMaster and its shareholders. TMSR must immediately seek hiring a new V. P. Marketing (and CFO). II. Bonuses should be tied to profitability only for non-officer/director employees and only pursuant to TMSRs 401K Plan and solely tied to stock appreciation for TMSR officers(.) The alternatives to the failure of implementing said shareholder proposal(s) may/will be class action litigation. We are also concerned there may be an SEC investigation into management's Q1 insider sells immediately preceding claims of a Q1 <$.20> eps loss [and] attributable to [Q1] 'return' problems v. returns from Q4 '97 [obviously affecting management bonuses, 401K contributions, etc.].