Dr. Frankel,
At the address listed below, Jeff Berry, so noted man of integrity, located a transaction that is in absolute conflict with the public story given contemporaneously, and most definitely today by RG. It is about those 14,000,000 shares owned by the Gordon's that were supposed to have been put up as collateral for a personal loan to RG so that he could re loan the proceeds to TSIG. As I understand it, and due to the convoluted nature of all these dealings and writings, this seems to be the genesis of this particular discussion.
First, and not really a big issue. Contrary to what was told to the shareholders at that time, it would appear that that Mr. Gordon sold those shares and did not put them up for collateral. We have no paper work showing anything to the contrary.
If you will go through the dates and transactions you will find that before December 7th, 1997, the Gordon's were beneficial owners of 5,037,959 shares of TSIG. As we understand there were app. 28,000,000 shares outstanding at the time. He owned 17% of the company.
At that point Mr. Gordon had also made enough decisions in his direction of the company to leave it on the edge of bankruptcy. Really that's being kind. The company was bankrupt. Period!!
If Mr. Gordon is such a benevolent person to have put his shares on the line for the purpose of bailing the company out of a position that he alone was responsible for getting it into in the first place, then why didn't Mr. Gordon use those shares for collateral?
No, he didn't do that. He, the great deal maker, came up with a scheme that would grant himself 14,000,000 more shares/$0.15 options after almost killing the company, a public company, then use such shares as collateral for a loan, or so you would have been led to believe, (where's the PERSONAL papers for that quasi corporate transaction?) that ultimately resulted in a default, that the company and Mr. Gordon are now in court over, at the expense of the company.
These 14,000,000 shares were never part of the Gordon's personal holdings. But, now if you would believe all that has been told by Mr. Gordon, they have been etched in all our memories as the great sacrifice that Mr. Gordon was willing to make to save a struggling company. You want Bull, there's some real Bull. Now how does it happen that from an original vantage point of having 5,000,000 shares in a 28,000,000 issue base, a 17% ownership, that this convert over into more than 40,000,000 shares in a 73,000,000 share base, a 54% ownership or potential ownership, given the lack of performance over the ENTIRE history of OUR PUBLIC company?
All these dealings are clouded in quasi public/private agreements with unknown people, (I'm really looking forward to the explanation of who is Bernie Deutch?), ensuing lawsuits, hidden in difficult language, and certain people would have us believe that Mr. Gordon stands there as, “the savoir of this company and put his personal fortune on the line”, all the while, he never risked a nickel and the PUBLIC SHAREHOLDER is losing all their rights to egregious behavior and questionable Board of Director shenanigans in rubber stamping these deals. Do you really believe that we'll get to a major exchange listing with all these goings on. Give us a break..
Dr. Frankel, please…. this stinks and you know it. The thread has more respect for your integrity. Get a seat on the board and put a stop to this crap once and for all. Convince Mr. Gordon it's in everyone's best interests, mostly his, to give the job over to Mr. Hwang. Everyone, especially Mr. Gordon will be happier and wealthier. And yes, his ownership should NOT, definitely NOT exceed 17% of the company and that's even too much given his dismal performance.
The excerpt below is from the filing in June of 1998, the smoking gun so to speak.
Got to run, see you all Friday.
Sword.Com
freeedgar.com
49271&Year=98&SECIndex=18&Extension=.tst&PathFlag=0&TextFileSize=67270
&SFType=&SDFiled=&DateFiled=6/25/98&SourcePage=FilingsResults&UseFrame
=1&OEMSource=&FormType=S-8&CompanyName=TELESERVICES+INTERNATIONAL+GROUP+INC
Just as a further aside, note how deftly the passage is worded with regards to Heaven International. (By the way, does Heaven have to register 144's to sell or buy or trade shares?) The word included could easily be overlooked and would leave the casual observer to conclude that they were additional holdings further inflating the appearance of Mr. Gordon's holdings at the time. And included where?
Robert P. Gordon, 47, has served as the Chairman and a Director of the Registrant since September 26, 1996. Mr. Gordon founded the Registrant's subsidiary, VSI, in 1992. (2) Mr. Gordon individually owns 2,929,352 shares of the Company's Common Stock, Elizabeth K. Gordon, his wife, individually owns 1,409,857, and they jointly own 698,750 shares. Also included are 362,010 shares owned by Heaven International, Inc., which is controlled by Robert P. Gordon. On December 8, 1997, Mr. Gordon was granted a total of 7,000,000 options to purchase common stock under the Plan, exercisable at $0.15 per share, expiring on December 31, 2002. The shares underlying these options were registered for reoffer and resale pursuant to a reoffer prospectus filed in conjunction with a Form S-8 Registration Statement (Registration No. 333-52271) filed on May 8, 1998, which registered 12,000,000 shares issuable under the Plan. All such options have been exercised and 6,480,000 underlying shares have been sold pursuant to the earlier reoffer prospectus by Mr. Gordon. The remaining 520,000 shares are included in this reoffer prospectus for possible reoffer and resale. On April 20, 1998, Mr. Gordon was granted an additional 7,000,000 options to purchase common stock under the Plan, exercisable at $0.15 per share, expiring on April 30, 2003. The shares underlying these additional options are being registered hereunder for possible reoffer and resale, which may be made on a continuing or delayed basis in the future. At the date of this Prospectus, Mr. Gordon has not exercised any of these additional options. |
