Players Network Inc. (fka PNTV)

[lesgetrich]

All the toxic notes have 4.99% limits. Doesn't stop any conversions as they short first and never hold any shares.

They can convert their loans in smaller multiples but they still have a problem when the daily trading volume averages under 1 million shares/day. They'd have a hard time selling their converted shares without driving down the pps. Most of these loans have not been converted, which indicates to me that they're still betting on the company's eventual success. As I said, however, this would be the area I'm most concerned about as a shareholder. If they can complete GLF, and I believe that's their highest priority, these loans should become more manageable. So far, management has done a pretty good job keeping the lenders in check.

Look up the definition of "Gross Income" and realize that they are getting 20% of adjusted gross revenue (their definition) and 20% of gross income. Hopefully that isn't news to the company.

I know the textbook definitions but they are meaningless when the terms are redefined within a contract. The contract definitions, not the textbook definitions, are legally binding. Here's how these terms are defined in the Definitive Funding Agreement...

Definitive Funding Agreement

1. Basic Transaction . The transaction will involve a total investment of $2,500,000 to be invested into Players Network in the form of a Convertible Note Debenture. and in consideration of such investment RxMM will receive warrants as an Establishment Fee (Collectively, the “ Transaction ”) and that any portion when exercised will off-set and be credited as payment on the balance of the Note to the extent of the amount exercised, thus reducing the principal owed on the note pro-rata, and also a payable percentage of revenue of PNTV reduced with the same pro-rata until the Note is either paid back or converted to equity...


...d. The Adjusted Gross Revenue is defined as all revenues after deduction of the direct cost associated with the goods and services and commissions, management excluding taxes and overhead of the corporation form revenue directly generated by the Company, but not the Company’s subsidiaries which is based on Gross Income.

e. The Gross Income is defined as 100% of all the money distributed to Company by any of it subsidiaries. For Example; if the company is distributed $1,000,000 in Gross Income through any of its subsidiaries to the Company, the investor will receive $200,000 of that Income.

Consequently, the payments are reduced proportionately as warrant shares are converted and they can more accurately be described as based on 20% of PNTV gross margin and 20% of subsidiary profits. As for...

Liabilities are well over $2 million and as late as end of July, they were still issuing more toxic debt.

Some of that toxic debt is being used to pay off other toxic loans as they become due. Surprisingly, to date, only a small percentage of these loans have actually converted to shares.