Responses from Steve in re: Questions.
I sent Steve about 10 questions (some were multi-part, but you'll see which are which) today that were asked by various members of this board and he's replied back. The only thing he asked me to do before posting them here was to include his disclaimer, which is as follows (it's the standard one):
These are simply my personal comments, and should not be relied upon in your investment decisions. I strongly urge you to conduct your own due diligence with regard to any and all investments. I respectfully refer you to the United States Securities and Exchange Commission, OTCBB, or other pertinent authorities for your review of all pertinent documents, filings, and/or information statements, paying particular attention to any stated or implied risks or uncertainties.
1. Is there any progress being made on commercial financing (I guess, as opposed to angel investor etc. type financing)?
Over the past 7 months or so, we have remarked that other than the initial Host installation, which Tivus is initially funding, any contract can be financed and will be financed through non-dilutive means, i.e., bank or lender financing. Now, this is something we have also stated, once the installation is complete and Host signs the 5-year contract as per the agreement, then even the current installation can be financed as a whole from a bank such as Amegy here in Texas, or Macquarie. Early next year, if management chooses that route, it may set up the possibility to use that capital again for expansion, the NOC, pay down debt, or retire shares… the possibilities are endless.
2. Any news on an up list?
Now that we have the annual report completed, 2010 as well as 2009 will be audited including to-date. At the risk of my prognostication abilities being sub-par right now, It appears that we’ll be able to begin the audit of 2 years of our financials by the end of the month, if not before. Remember, this is my plan. I have been close to auditing before once, and we needed the limited funds we had to be applied toward our opportunity with our installations. Now, things are different and I expect this schedule will hold. However, I advise all, I have never seen anything in the regulatory side as well as the sales side EVER happen when I thought it would. Please work with me. If we can all agree, that sometimes, a small company needs to turn-on-a-dime, change short term schedules and reallocate resources, then I would feel more comfortable, giving a best guess time frame, at times.
Also, any advice you could give me would be appreciated because it does not serve our shareholders for me to satisfy one with a guess, be off a week and just get a pummeling for it: “this company is never correct” or “nontransparent” etc. So I usually live by “the needs of the many outweigh the needs of the few." I would be very interested what shareholders think about my concern, too.
3. If the uplist is going to occur, is it going to be an uplist to the OTCQX? If so, when? And if not, why not?
Yes, OTCQB, see time frame ESTIMATE above.
Note: The investor that asked the question above believes that Q.S. was the wrong way to go to expand the company's retail investor base. He also believes the OTCQX is the OTCBB's primary tier and that it's on the QX that a company stands the best chance for attracting institutional investors as well as expanding the previously mentioned retail investor base.
I appreciate the comments, however, my experience tells me that increasing our shareholder base now will begin to help absolutely everyone have the best and most robust chance to realize real shareholder value. If we would be using a sleazy stock promoter I would agree. However, I am still unaware of any legitimate issues with Q.S. over the past years. It's very much a quality firm, and we purchased an awareness package for one year. My goal is to elevate Tivus to north of 2400 shareholders. I have done it before for other companies and I am going to do it here as well. On this one, a little due diligence and a little faith that I at least have some idea of what I am doing might be required.
NOTE: BTW, every one of us are shareholders, too. Me, Shiva and everyone here. The tide rises and falls, affecting us all the same way.
4. What are all the requirements to be fulfilled to attain the uplist? The board member asking this believes that time is the reason the uplist hasn't occurred as yet.
Not sure I understand the “time” reason, but a company on the Pink Sheets that wishes to uplist to OTCBB/OTCQB “simply” needs to have an independent audit performed on the last 2 years of the company's GAAP qualified financials. We worked hard for the past six months preparing for the audit. I have worked some that have taken even longer. It depends on available finances and books that can be checked against receipts, disbursements, etc. The whole preparation for, and audit of, our financials (including bringing them up to GAAP standards) costs north of $100,000. I don’t yet know the final tally, but this should give you some idea of the immense undertaking a real audit is to complete. Well, I think we’re ready, so we’ll see how right I am.
5. The same board member wants to know why no audited statements have been promulgated yet, and also when they can be expected?
As long as we remember the definition of the word “expected“ is not a synonym for “guaranteed,” “certainty,” and “sure thing,” please see #2 above
6. Why no revenue as yet from the signage in the Doubletree Omaha lobby?
(Tivus is focusing on the immensely larger IPTV market, at 52, I don’t have the time to see my investment grow through digital signage. Folks, the time is now, all major chains have advised their corporate and franchise properties that they must upgrade to HDTV immediately, we are at the right place with the right solution in the right industry at the right time. Remember: No hotel is requiring 2 to 3 digital signs in the lobby, but it IS requiring 1500 TVs in the rooms that have the real potential for real revenue, much faster.
7. Who is Habib Murshed, and what is his purpose as far as Tivus is concerned? The board member asking this question observed that Murshed is listed as a director with no shares and who also has interests that are "very, very similar to TIVU technology."
Mr. Murshed is Tivus’ Director, that is his relationship to the company, which was clearly described in our most recent GAAP compliant filing. The technology he is promoting is ours. I would have thought that obvious, but I hope this puts all suspicions to rest. I hope more operators become Tivus resellers. Bring me a hotel online, and I’ll give you a commission. Seriously: That would just thrill me to no end.
NOTE FROM ME: I don't have time for outdoor or indoor sales, but this may be something some of you might want to consider.
8. When will the Q1 2011 financials be published and the audit be completed?
Q1 working on now. Should not be too much longer. Audit: It’s just a guess, but please see above the above earlier response.
9. (NOTE: I copied-and-pasted this one directly from the asker's question posted to the board earlier today)
A1, can you perhaps get Steve to comment on the QS deal? I think we all agree QS hasn't done much yet for the money they're receiving. Whether Tivus should've done something else with the money, is something else but very few of us consider that money well spent.
[color=red]Well, I must disagree “that QS hasn’t done much.” At this stage of the game it’s a little like seeing a new car in a magazine ad and observing "that [the car] drives terribly," just from having seen the ad. They just came on board recently and have been hired for a year. This is a marathon not a sprint. They’re first seeding the internet with access articles for new investors: Currently, we are just about to get the stop sign off, so I did not want Q.S. driving people excitedly to a stop sign. Was I right or wrong here? Look at it this way: We should want “the house” looking as good as possible before we throw a party. I hope I have communicated effectively the reality we find ourselves in today. [/color]
They have been brought on for one year, and if I get my 300-plus percent or more increase in our investor base over the next year, then it indeed was “worth it.” You see, that's the difference between a stock promotion and an awareness campaign in my profession. Stock promoters promote...stock. Awareness campaigns, on the other hand, simply make that information available in thousands of places on the Internet. That information is non-hyped, no-spam and real information, then when that person checks out our stock or calls me, if I have done my job correctly, it increases the likelihood that we get what is called a conversion, which is an interested person who turns into an investor. I am NOT trying to promote the “stock,” though. My job is the company. Our fundamentals will kick in soon enough. Believe me, we want the world watching us right now (when the full PS info is back, that is))
I'm also wondering whether he can share a schedule for installations to be finished and up & running at the Doubletree (we know it's being installed at the pace of the DT but surely there must be some kind of date set as a goal)? We have been given several dates.
Which date I have been given over the past months would you have liked me to relay in a release? They are all in the past, they were all expected dates and I would have been wrong every time, too. Lead balloon... And I would have had no way of knowing any different until those dates were held off.
Sorry further discussion of this falls under disclosure rules. Not in this forum, in other words. Those announcements have to be publicly disclosed to all at the same time, so further comment on this from me is prohibited. That's why I have told all who ask: They can be assured when things happen of a material nature there we will inform shareholders just as we have with the Host install. I believe our record on that is clear, and you can expect it to remain clear.
And what was the extra pay check in 2010 for Shiva for? Was it perhaps some sort of bonus for meeting targets (whatever they were)? I'd think a company just starting to get contracts would be a little more careful with its money (considering the pay check and the QS deal).
During the course of preparing the books for audit, sometimes documentation is lacking, even if one piece of paper is missing, and depending on the type of disbursements, it could kill an audit, meaning we all would have to wait until August 2012 to qualify for uplisting. Since the disbursements in question were used during 2010 to market, sell, and create the Tivus we are discussing today, the decision was made to assign those disbursements to an advance, which means he’ll have to deal with a tax liability for an advance that actually went to building the company. Bonus indeed! I can assure you, we are pre-revenue so nobody is taking a real salary at the moment... I could amend it, and wait till August 2012 to audit if that would be preferable to everyone? Show of hands?
Also, why has Tivus only been uplisted to Limited Information on OTCMARKETS? And when can we expect audited financials as was promised for months?
Well that is up to OTCMARKETS, not us, but I expect it this week if history is any indication of the usual time frame.
That's everything for today, folks. Think on any follow-up questions, or news ones, and I'll get them to Steve tomorrow. This post will also be put up as a permanent sticky, so that the questions and answers can be referred to in the future.
AI
