Here is the SUMMARY of last-night's ENTI-CEO-Podcast ...below!
ENTI CEO Thomas Hargis speaking, very-early-a.m. Friday morning, March 23, 2012:
--- "I want to Announce the re-acquisition of MusicMatrix (MMx),
the Platform, the Twitter feeds, pretty much all of the Products
that come along with the MMx Product, from Pegasus-Tel.
--- "Some of you are going to be interested in the actual details of that,
some of which still have to be released by Pegasus-Tel and
filed in their 8-k.
--- "What I CAN release to you is that we have acquired the
MMx Product. I'm in the process of getting all of the Passwords, accesses,
and Development Stage of the MMx Platform. I am very excited
about getting that back underneath the Encounter Family and our Developers.
--- "I don't know what stage of development the MMx Platform was in,
when we acquired it back from Pegasus-Tel.
--- "Part of the acquisition has a lot to do with the one-for-one Share-Dividend
that Management of BOTH Companies executed. It was the Opinion of
the current Management of BOTH Pegasus-Tel and ENTI, that it was
in the best interests of BOTH Companies that MMx come back to Encounter.
--- "We have a vested interest in the success of MMx, and it is
our Goal to make MMx the success that we've always WANTED IT TO BE,
the success that the Investors have put their FAITH INTO, to
actually see a Product come to fruition.
--- "MusicMatrix WILL look different in the end. It obviously will
have more of A MODERN TOUCH, in a sense that we're NOT going to
go with a "YouTube Model" that was in the past, and we most likely
will NOT be going with a "Subscription Model" either.
--- "What the End Product will look like is going to be a matter of
Development, Marketing, and its current Status. I haven't had a
chance to look-through ALL of the details. I have seen an overview
and the Financials, and some of the Development portions of it
that are on "standby," but I haven't had a chance yet, to get
ALL of the Passwords and everything that would be Proprietary,
for me to single-handedly look it over and give you an Update
on what the lead-time would be in finishing-up the Upgrades to MMx,
and that doesn't even take into account what we would look-for
as a Company in terms of re-tooling MMx to make it BOTH beneficial and profitable.
--- "Part of Encounter's reason (I can't speak for
Pegasus-Tel. You'd have to ask THEIR CEO what their reasoning was.)
Part of the Share-Dividend was acquiring A LOT OF Financial data
and undertaking laborious Administrative hurdles, to get Share-Dividends out
to every Investor of Encounter.
--- "I can say that there were over 500 Certs that had ONLY ONE SHARE.
For every Cert that was worth 0.0001, it would have COST
Encounter $1.50 to $2.00 EACH, to mail those out, not counting
Foreign Transactions. I can't release the final number at this time,
but the Transaction actually COST Encounter A SIGNIFICANT AMOUNT OF MONEY.
--- "I mention this because the Transaction and Agreement with
Pegasus-Tel was made before my arrival. And SINCE my arrival,
it was pretty-much my obligation to see it through, because
prior Management of Encounter WAS ALSO the Management of
Pegasus-Tel, and obviously no matter what MY feelings on the
Deal were, the Deal was in place before I arrived, and it was
--- "Situations changed during the potential restructuring of Encounter
and the arrival of "ROAR!" and restructuring of the Programming
responsibilities of "ROAR!", which is why there was a small
information-gap and lack of Updates.
--- "With the instability at Pegasus-Tel -- changing Ownership
not once, but TWICE -- and the Share-Dividend never being fully executed,
it was readily apparent to BOTH Companies that THE BEST SCENARIO,
MOVING FORWARD, WAS TO ACTUALLY REVERSE THE DEAL.
--- "Since none of the Stocks were Converted into Common Shares,
and there were NO Active Stocks in the Marketplace -- REGARDLESS OF
whether people actually received their Shares OR NOT -- since
they were not Active and they were not Trading, IT WAS EASY FOR US
TO RESCIND THE DEAL.
--- "So in effect, Encounter Technologies has re-acquired MMx
AT NO COST. In fact, we actually incurred SOME debt that was
paid-off. So in fact, Encounter actually got "a better end of the Deal."
While it was at Pegasus-Tel, some of the debt to Developers
and other obligations was paid-off by Pegasus-Tel.
--- "Encounter is receiving Liabilities and Revenue streams
from MMx BACK, but actually in a much-better position, AND WE WILL
NOT OWE ANYTHING TO PEGASUS-TEL MOVING FORWARD.
--- "So, WE DON'T OWE PEGASUS-TEL ANY MONEY.
PEGASUS-TEL OWES ENCOUNTER NOTHING.
And, ENCOUNTER NOW HAS MMx BACK.
--- "NO ONE WILL BE RECEIVING THEIR SHARE-DIVIDENDS. And, for
those Investors who HAVE received their Share-Dividends, you
will find that Pegasus-Tell will be making an Announcement
on the Status of those Share-Dividends BEFORE the Conversion Date.
--- "So in effect, Encounter and Pegasus-Tel have signed an Agreement
that has effectively put BOTH Companies BACK as close as possible
to a condition that existed BEFORE THE DEAL to move MMx over to Pegasus-Tel.
--- "I can tell you that this was very complicated. This was a
very long and drawn-out process that involved A LOT OF HARD
WORK. I can safely say that I am very pleased at the hard work
of ALL the Parties involved, including a VERY THOROUGH Legal Team
that spent many hours going-through A LOT OF DIFFERENT THINGS,
because as you can imagine, transferring something over ONCE
is tedious enough. Moving it BACK is just as tedious.
--- "One of the things that is different in style between
prior Management and myself is that I move very diligently,
very carefully, and I want to make sure that we are making the
right decision for the Long-Term viability of Encounter.
--- "It is ONE THING to issue Press Releases and get people
It is another thing to actually DELIVER. I am in THE DELIVERY BUSINESS,
NOT the Cheerleading Business.
--- "It was readily apparent that MMx was not in the future plans of Pegasus-Tel, and where they are going with their current
Company and the direction of THAT Company, and MusicMatrix
probably would have died-on-the-vine. It just made it a lot easier
for us to re-Invest in something that we all have worked really
hard to build, and to watch it "die" was simply unacceptable in my Opinion.
--- "And so, we worked THIS EXTREMELY DIFFICULT SCENARIO OUT.
We will be Press-Releasing A LOT OF THIS, but I am being a little bit
patient, because Pegasus-Tel, being a fully-Reporting Company,
has to File certain Procedures with the SEC in regards to 8-k's
and things like that.
--- "I do realize Encounter's current position in regards to
Reporting. It is obvious that we have stalled in regards to Uplisting, and a lot of that has to do with the restructuring
of the Company itself and the re-acquisition of the MMx Product.
In the re-acquisition of the MMx Product, the Share-Dividend
was put to a halt, in order to put-forth a much more viable
Proposal to Pegasus-Tel, and for Pegasus-Tel to be able to execute
their future plans properly.
--- "Also, because of the price and expense of sending-out the
Share-Dividends on paper Certs, it would have put Encounter at a
negative Fiscal position. Costing $2-$3 to send-out these Certs
that have a Value of $0.0001 just wasn't economically VIABLE --
it made NO LOGICAL SENSE, which is one of the Goals that
I'd previously talked-about in previous Podcasts.
--- "I want to put Encounter in a position to return to DTCC.
This is STILL MY GOAL AND OBLIGATION -- to return Encounter to
the DTCC. That paper-Certs situation was UN-ACCEPTABLE.
It made it very difficult for the Company to function, it made it
very difficult for future Investors, and it makes it very difficult
for our current Investors. It's a decision that prior Management made,
and it's a condition in which we currently are-in, but that
DOES NOT DICTATE THAT WE HAVE TO STAY IN THIS CONDITION
which is why we are diligently working on re-acquiring DTCC access.
--- "We will now be moving forward with more-quicker-resulting
Projects and Goals. Realize that a lot of things go-on behind
the scenes, SOME OF WHICH I can Podcast-about, and other things
are better-off left unsaid.
--- "Regarding the look and the future plans of MusicMatrix,
I WAS NOT a part of Encounter during the Development of MMx.
I came in on the very tail-end, in more of an Advisory Role,
So as far as the complete back-end Programming scheme, skeleton,
and Proprietary Coding -- that is not something that I had
complete and total access to. I am well-aware of the functions and workings,
but not the complete access. So I am going to need to take a
more complete look-at, along with my Development Team.
--- "I AM the President and CEO of Encounter Technologies.
There is no other "Co-CEO," nor Management Team that is on
that was part of the prior Management of Encounter. The prior Management
of Encounter is JUST THAT: prior Management. There is no
Outside Consulting, there are no other Contracts nor Liabilities
in terms of Employee Consultation or any other Contractual Duties
being performed BY ANY OTHER PRIOR MANAGEMENT OF ENCOUNTER.
That is my decision. This is where we are moving forward in a
clear and transparent manner, obviously considering in the best
interests of Encounter with regard to Negotiations and to actually
function in a very competitive environment.
--- "Regarding the Share Structure, R/S, and whether we are
going to Retire Shares, I think it's obvious that Encounter
has an extremely, EXTREMELY big Share Structure -- one that is
unacceptable and unrealistic for the continued growth of Encounter.
--- "We will modify that. We are going to have to address that.
There are MANY DIFFERENT AVENUES OF DOING THAT. There is a
reason why I extended the Outstanding to the amount that I did.
There is a reason and a plan for everything. Investors have to
be able to Trust that I have THE BEST INTERESTS OF THE LONGS AT HEART.
--- "I don't care about the Shorts. I don't care about the Flippers.
I don't care about the people who are going to Bail. If they're
gonna Bail, LET 'EM BAIL. The Bailers will not be rewarded in the end.
--- "I have A COMPLETE LIST OF EVERY SHAREHOLDER that was here
on the moment I arrived. THOSE are the Shareholders, the ones
who were fiercely Loyal to Encounter, and who have Invested an
extreme amount of time, energy, and of course Finances in a
Company that they believed-in -- and in EVERY WAY, STILL believe-in.
--- "Is Encounter going to have BOTH "ROAR!" and MusicMatrix
at the same time? At this time, we envision BOTH "ROAR!" AND
MusicMatrix as a part of the Encounter Family of Products.
Right now, MusicMatrix and "ROAR!" are our Flagship Products
and our Flagship Programs. THOSE are going to be our central focus for
at least the SHORT- and MEDIUM-TERM.
--- "REGARDING FILM ROOKIE and the Revenue from its Sale,
Encounter has not received the proceeds from that Sale yet.
That Payment is not due until One-Year after the Sale.
On the One-Year Anniversary of that Sale, I will quickly address the Status of that Payment -- which I am looking forward
to receiving. It is a Payment that was agreed-to IN CASH.
It IS NOT a Preferred or a Stock "deal." I WILL NOT ACCEPT
Stock. I Sold that Asset on a 365-Day Term, giving the
Owner the opportunity to produce Revenue, and at the same time,
give that Owner the possibility of putting Film Rookie into the
best-possible position. It would have been sitting in Encounter's vault.
--- "I can think of no better Celebration one year after
that Sale than to file a wonderful 8-k Report saying that we have
just acquired a Quarter-of-a-Million-Dollars in Revenue for
Encounter Technologies. I think you can imagine what we can do
with those funds -- CHIEFLY ADDRESSING SHARE STRUCTURE and
really rewarding our Investors.
--- "I believe that Encounter is turning a corner, making some
strides. I can promise you there are going to be some VERY
SWIFT MOVES NOW THAT THIS TRANSACTION HAS BEEN COMPLETED, and
Encounter and Pegasus-Tel are being Restored to their CONDITION
PRIOR TO THIS AGREEMENT. This also frees-up our Legal Team
as well as our Development Team to know the directions that
we're going to be going in. It allows me to put the Resources
of our Investment Group as well as our Investor Relations Crew
behind a concerted task and a concerted effort to restore
Investor Confidence -- especially to the Longs who have
Invested into Encounter throughout the last Three Years, really.
--- "...."Info@Encounterdt.com" is where you can reach our
Investor Relations Group, who are going to be handling ALL of
your Questions. I hope you can understand why I could not answer
any of your Questions leading up to this point, because of the
sensitivity of the Negotiations and the sensitivity of the
Company that we were Negotiating with, as well as the
Ownership change with Pegasus-Tel and its prior Management.
--- "I am VERY EXCITED about the direction in which Encounter
is going. This is a very deliberate attempt by Encounter to
BOTH stabilize and in some ways DE-HYPE a lot of the Product
--- "I AM NOT HERE FOR HYPE. I AM HERE FOR TANGIBLE RESULTS.
Tangible results come in the form of a working Product, NOT Press Releases.
I understand the need that Investors have to be informed,
and I will try to keep you as Updated as possible.
--- "I am NOT in the business to put out pointless Press Releases
to increase hype on a Product that is unable to deliver on the
expectations upon-which we have built it.
--- "Someone told me a long time ago, "You always under-Sell
and over-Deliver." That's one of the reasons why I mentioned
that there were no Negotiations going-on with PTEL, BECAUSE
AT THAT TIME, THERE WERE NOT. The moment we began Negotiations
with Pegasus-Tel, it was rumoured but I couldn't acknowledge it,
because there was no "Deal" done, and speculation COULD HAVE
RUINED THE "DEAL." Also, Investors calling or getting
in-between the "Deals" that I need to Negotiate and make,
make it extremely difficult for me to put Encounter in the
best position-possible for the future.
--- "I work behind-the-scenes, but I work in a way that is
looking toward the Long-Term viability of the Company and its
Investors. You're going to have to Trust me. I have a lot riding on
the expectations of the Investors as well as my own expectations.
I don't do failure well. I don't HANDLE failure well, and I DID NOT
come to Encounter to flounder.
--- "I realize that prior Management had some connections and
ties to some other Companies. ALL OF THOSE PRIOR COMPANIES ARE IRRELEVANT.
They are irrelevant to ME, and they are irrelevant to Encounter.
The only time when those conversations are relevant are
whenever anyone wants to discuss prior Management and the prior
Management's involvement in those other Companies. As far as
I am concerned, they do not involve Encounter TODAY, nor will
they involve Encounter in the future.
--- "You can follow me on Twitter...www.twitter.com/encounterceo.
--- "This is Thomas Hargis, President and CEO of Encounter Technologies, March 22, 2012. GO ENCOUNTER!"