TMMI Chat Session Summary: Hi all, here are the key posts from the recent "chat" session. In addition to posting them here I have also posted them on the TMMI threads on AOL, Prodigy, Raging Bull and emailed them to 110 different TMMI shareholders. If you don't receive the email and would like to be on that list let me know. Bruce
TOM: Hello All,
I will try to make myself available to talk on the SI line around 20:00 PST (8:00 P.M PST) tomorrow 8-13-98 to answer any questions I can. I have been getting mail from all over wanting to now what is going on. I will give a quick statement of who, what and where so we don't have to go over new ground. I will be getting on a plane soon but will get this letter off before I get airborne.
I entered TMM about 18 months ago because some SI people and some non SI people. The non-SI people represent about 18-20 percent ( this could be higher as some have told me they were hedging there bet's at 1.X cents.) based on the same information I share with SI members. I started this company in 1989 with Taylor Kramer, Dan Shields and myself. We put forth a plan to build software only video. We had the goal from the original investors to get a CD/ROM done using our technology, build a system for resale and get some big time users to use it and get a telecommunication company to validate and use the technology. This was a goal set out after by three people. What did we accomplish? We got Paramount to use the technology on there premiere product "Star Trek Next Generation' CD/ROM ( the highest budget CD/ROM to date. We got Spectrum Holobyte one of the largest computer game manufactures to buy on of our TMM producer stations so they could convert the Video themselves, as well as the U.S. Government to validate the technology in both the white and black worlds. We also sold some 20 other units that have been used on some 100 + CD/ROM titles. We went to MCI and spent months going up level by level all the way to the presidents office in Washington D.C. Drafted a document to have placed TMM in a group with MCI paying for and having exclusive use of a product that would be built for MCI using ISI fractal code. (Why was TMM in this group ? Because we did motion fractals better than ISI and could make great user interfaces and were not arrogant like some Dr's.) This was all done by November 1994.
Not bad for three guys that started the company four years earlier in a garage to a market cap of 140+ million dollars. So what happened ? A group that was holding a note on TMM had tried to get the management group(TSimpson, D Shields and T. Kramer) to agree to let a note go into default that was over due at that time. We fought it and agreed that the note would be taken down by our share of the consortium money payments. We thought that every thing was ok and broke for Xmas/New Year break (or first real days off in 2 years.) While I was at a Dr.'s Office, waiting forever, I happened to pick up the classified adds for something to read and lo and behold I see and announcement that TMM a Thousand Oaks Company, is in default of a loan and will have a sell of assets on January 2, 1995. We found this very interesting as this was news to us. There plan was to B.K. the company and wipe out all the shareholders and take it for themselves. We had 2 working days to file for protection against acceleration. This ended up with the management giving up 2/3 of there share to keep all whole. The shareholders decided to put Peter Olson's crew in-charge of the company over the objections of the founders. They then ran the founders out of the company and destroyed everything. After Olson crew spent all the money and changed the focus of the company it was left in the hands of The Chairman of the board. He hired Mr. Fernandez to try to make heads or tails of the mess that Olsen left. When it came apparent that Olsen and Danlot had broken all ties with the system that was in place, I was asked to come in and help. After seeing what was left, our first priority was to get business back into TMM but this keep running into roadblocks because nobody wanted to do business with a company that was still in B.K. court. So we then undertook the enormous task of trying to settle all the claims with no money or legal help.
At this point we had to make a commitment of our own cash and help from Mike Fernandez's legal friends to try to pull this off EVERYBODY we went to said there is no way you can do it. We did. We are now in the process of re-building our relationship with old customers find some strategic alliances and make the company attractive to somebody who could use 12 million dollars in loss carried forward that has synergy with our group. We have identified and started this process, we have commitment from two very big customers to perform work for if we can set-up the facilities.
I would love to tell all more about what is going on right now but I'm under non-discloser until such time as the deals are done. I can say this is a multi-company agreement so it is taking longer than all would like but based on where we all were 3 months ago, I know that a majority of the share holders are very happy( because they know where this could have been, and our very supportive of the efforts we are making). So the new comers know, all the money and time over the last 18 months has not been your money, or time it has been our money and time that has not been reimbursed in anyway. I personally do this out of love for my friend/brother/partner who has been a casualty of the takeover. (A&E is doing a one hour story about the takeover of TMM on 8-20-98 at 6:00 PST) and some of the original shareholders who account for 30-35 percent of TMM. I also do it for you, as shareholders I just hope you remember me when I pull this thing off and I will pull it off or die trying. I do realize that some people are looking for short term fixes but that will not help the long term health of the company. The 15C-211 and 10Q fillings that are underway and the sales for our first operating quarter will set the stock price. I hope this brings all up to speed on the who, what and where. I have tried to answer as many questions as I can in this short history. Please think about your questions for tomorrow and I will handle them the best I can and ;
I remain Sincerely yours,
Thomas Simpson
P.S. Please excuse any typos as I have to run to make the plane.
LARRY: Tom, the shareholders know I deal in facts. I have no intention to question your view of the history. The only comment I will make is your use of the word "SHAREHOLDERS". Common shareholders have NEVER had a voice in the operations of this company. The board of directors have NEVER been elected by the shareholders. My view has always been "Give us a voice". That has never happened. As you well remember early on in our conversations, your interest lies in the technology. You have no intention to run this company. You have kept that promise. This letter is directed toward those that do (Mr. Fernandez-president and Mr. Papilia-chairman of the board) Without your effort up to now we would not have a technology business. You have given that back to us. I thank you for that.
Unfortunately I will not be around for the Q&A session this evening. In fact I have no questions. All I want is action. I as shareholders of a publicly owned company want a shareholder's meeting as called for in our by-laws. I want to vote on the leaders of our company! I want a publicly traded company! Not a promise of a meeting. I have been promised many times!!!!
Your friend, Larry
TOM: Hi Doc, You are correct if you mean the shareholders now, at the time 6 people had 50 + percent of the stock and they were the shareholders by majority of the stock. I won't print names as I think you know who I speak off. I to would love to have a shareholders meeting the problem is there is no money for one at this time. To have a legal meeting we need a third party accounting firm to hold one and the best price we have gotten is $ 12,000.00 for all cost including mailings and reporting to the SEC. Plus we have the cost of a meeting place, we could do that in Denver as we have access to the university hall. I would be happy to chip in if we had a pot to raise this money, If anybody has any ideas how to do this another way under SEC rules we are wide open. As always I remain Sincerely yours;
Thomas Simpson (With whiter teeth thanks to Larry)
LARRY: Tom, with approval of some shareholders who have contributed about $4000 we could start that pot NOW! I'll check with them and see if they approve. I recall Joe Stratter and myself did some research on this topic and came up with a figure of about $5,000 for the service less hall.
Larry
TOM: Larry, That would be great, find out if that includes mailings ?
SHOTGUN: Tom, If someone new was looking in on this subject and wondering what it is that TMM does, what would you say? What is TMM's business? What are our goals. What do we do or want to do? What is the potential for what we do? Any kind of time-lines would be great if possible. I sensed something different in your note this morning. Maybe things are about to turn around for TMM, I hope. Thanks, Shotgun
TOM: Hi Johnny, TMM business is that of Multimedia in the world of DVD compression products, and tele-communications/distance learning applications. Tom
KEN: Tom, When do you expect to have a final agreement with the new company? Thanks, Ken
TOM: Ken , I execpt to be done inside of two weeks (Aug 25) is the date I would think.
Tom
ROB: Tom ,
The deal everyone is talking about is that with ECC or is this a additional deal that you have eluded to in your earlier post?? Thanks and keep up the good work, rob
TOM: We have two deals, one with the media center and multimedia jobs and one with the ECC/smog device. The smog device plan is still in due-diligence. tom
ARNIE: Tom, when will tmmi release financial statements with footnotes? How about sales figures for 1997 - Elvis or whatever? When do you expect to have revenue sufficient to pay employees? How many employees does tmmi currently have and are they currently being paid (with cash)? Can we expect any new info on Taylor Kramer in the A & E story on 8/20? My gut says that ECC's technology is on the margins. That is, that it's unproven and/or not currently accepted by mainstream auto folks. Convince this board otherwise.
Arnie
TOM: Arnie, I will answer that with Bruces questions after I talk with the boy's if that's Ok(Bruce has 25 questions and that will be covered) I'm not avoiding them just want to say more than I can now. I believe that I will be able to say more I just want to clear it. (I don't make legal policy and they don't make Tech policy. Tom
SHOTGUN: Tom, Have there been any real communications with Iterated lately? I downloaded Real Video G2 recently and the fractal video looks good. Shotgun
TOM: Johnny, Mike F. has sent some letters asking how we proceed but it would be my bet that we will end up in litigation to recover the 4+ million. There has been so much change at ISI nobody knows who anybody is anymore. Tom
SHOTGUN: That's what I was afraid of. I doubt if anyone there knows who TMM is. I wonder if there is a statute of limitations and if we are getting close to it. No reply required, I'm just wondering. That 4mil. would be handy right now. Shotgun
TOM: We have no time limit of the delivery of product. We have paid for a product and it has not been delivered. No statute will be applicable in this case. We need to start court action for some event to take place. There not going to get off that easy !! Tom
BRUCE: 1. When will TMM start reporting quarterly financials? * Tom has indicated 3rd calendar quarter of 1998 2. Will changes be made to TMM's Board of Directors? 3. What will the mgmt. positions/titles be for the new business? 4. Organizational chart for current ECC? 5. What are the details of the stock swap between TMM & ECC? 6. Who are the current stockholders of ECC? 7. Are there any third party reviews of ECC's Emission System? 8. Does ECC have business projects besides the Emission System? 9. Is there a combined business plan completed yet? 10. Any new marketing plans for Trudef? 11. Any new marketing plans for Virtual Graceland? 12. RAVE project updates? 13. Database project updates? 14. New DVD projects? 15. Updates on Iterated negotiation? 16. Jackson lawsuit updates (has Mrs. Jackson been served yet?)? 17. TMM back salary & debt status? 18. When will the TMM website be updated? 19. Status of the Mobil post production/broadcast trailer project? 20. Date & plan for shareholder meeting? 21. Will the Yalamanchili brothers/software engineers be staying with TMM?
TOM: Hi All, Here are Bruce's questions;
Q: When will TMM start reporting quarterly financial ?
A: We are in the process of trying to make heads or tails out of the Olsen era. This will more than likely go into Mid September at the rate it is proceeding. After this is done the 15C-211 will be filed And a form 10Q will follow and this will act as the first report and The next will be the quarter ending Dec 31, 1998. We have set up a G & A overhead to handle all the jobs reporting and this should be Published each quarter for us to decide if we stay with the project Or kill it in favor of a better money maker. This will also act as a Report for the shareholders.
Q: Will changes be made to TMM's board of directors ?
A: We will need to have an official shareholders meeting to elect the board. Our team will have a board in place that we would like to add a rep. From The SI shareholders group. Remember that this was the downfall of the old TMM because the fired everybody who got them there and made very very Bad decisions. I want people to be represented but we don't want to give up Control of the company and it's focus.
Q: What will the Management positions and titles be for the new company.
A: I can't answer all the positions due to the non-discloser but here's what I can. Tom Simpson head of the media group/multimedia productions and content. Dave Elliot- Internet and web page coordinator/lead Dr. Jenkins Chief Tech. Officer Mike Fernandez legal, contracts and administration. Ed Brown-- marketing Dan Shields CEO if we can get him to come and pay him (he is helping out with the books now) Others do not want their names out until the give notice
Q: Organization chart for ECC ?
A: Syd cook is the only full time person at ECC to my knowledge.
Q: What are the details of ECC/TMM stock swap.
A: This has not been determined. Peter Jenkins research will have a lot to due with it.
Q: Who are the Current shareholders of ECC ?
A: The majority owner is Syd Cook. I know of no others.
Q: All in one answer about ECC
A: We have hired Dr. Peter Jenkins to go over the patents and state of the competition In this area so as to be able to give it a value. ECC will act as a whole owned sub. With Syd Cook would run the group and TMM will handle the G & A.
Q: Any new marketing plans for Trudef ?
A: We have had great success with Trudef over the web. We are having the university Tear it apart so we can add new features if Necessary and the marketing group to look at our packaging and demographics.
Q: Are there new plans for Virtual Graceland ?
A: We are waiting approval on a redone DVD version with better video and audio Tracks. We have had very good input from the hard core Elvis fans on what they Would like added.
Q: Rave Projects update ?
A: Look for them at a blockbuster near you real soon. We have redone the capture and computer parts and are ready to produce Sep. 1.
I will finish the rest tomorrow because I'm falling asleep Jetlag don't ya know.
To Be continued.
MICHAEL: Hi all, I had a nice conversation with Tom just before he started posting on SI. He apologized for not getting back to me earlier, but he was without a computer at the time.
It appears that my technical background is right in line with what TMMI is working toward. I offered my technical services and Tom is going to organize a meeting with the two of us and Dr. Jenkins the end of this month. This way we can discuss how I might be of use.
I must admit I feel a bit more secure about the future of TMMI, and I look forward to meeting with Tom and Dr. Jenkins around August 29th or 30th.
Thanks Tom!
Michael |