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Tenderloin,
There was nothing to "tolerate". I posted my thoughts regarding what I consider to be e.Digital's four markets of focus then supported my position with rational analysis. I didn't ask anyone to say I was right or wrong. I simply made posted my thoughts, hoped to have a discussion, but simply ended up being flamed.
Sunpoop was the only one who engaged in a dialogue disagreeing with my view and supporting his own. Others such as EDIGlong and Lawyerlong just chose to say I was wrong and label me a basher.
It would appear that any dissenting view on the other board is not tolerated.
FF--
All you have to do is go back through filings of many moons ago to see the names are the same. This is WAY before Ran was on board.
Why do you think Cassandra calls these investors "Friends of Woody" instead of "Friends of Ran"?
FF--
The investors who participated in the last round of financing have supported e.Digital long before Ran Furman was even heard of. There isn't a connection between those investors and Furman.
OZ--
You mean Dan Rather skews the truth??
I'll be damn!
Could it be that...
the items being sold on eBay through resellers consist of the finished goods that APL sold off, and not inventory that e.Digital sold?
"At September 30, 2002, approximately $51,922 of
finished goods inventory was held at APL Direct Logistics' facilities. In the quarter ending December 31, 2002, APL drew down on $129,925 of the letter of credit and sold our inventory, with a value of $51,992"
OZ--
Cassandra's abrupt disappearance was also before she could address how I pointed out that her claim of the series C & D preffered issue investors were the same people, was in fact, inaccurate. She asked me in essence to prove my statements (which I did) however she has yet to address my question in this post: http://www.investorshub.com/boards/read_msg.asp?message_id=1168315
Oh well...
Cassandra,
There were only two entities (one of the entities involved more than one fund) for the series C issue. They were Millenium Partners and AIG Soundshore. These two entities were not involved with the series D issue.
In case you are thinking perhaps they were involved with the series B issue, I believe that was done with the JNC Opportunity Fund (1999?)
Since you likely have all the old SEC filings bookmarked, verifying this data should not be the least bit difficult.
On a side note, do you have any verifiable proof that the current investors of the series D issue have ever shorted shares of e.Digital? Nevermind...
Cassandra--
The following statement you made is inaccurate:
"e.Digital has been claiming that these financiers are "friendly" for several years, yet these are the same financiers who shorted EDIG stock continuously in the last round of Series C preferred stock, in which they had a guarantee to always be "in the money.""
The investors for the series C & D preferred issue are not the same.
I could do like you and demand a retraction and apology for an intentional misrepresentation and a blatant attempt to mislead investors...but I will not. I'll simply believe that you made an honest mistake.
LOLOLOLOL!
Todd,
Most shareholders were able to understand that "massive dilution" or registration of the shares was an absolute given for June 30, 2003. Although Cassandra stated numerous times that this "massive dilution" was to occur "on or before June 30, 2003", it did not.
It would have been a sign of character to simply admit her error and carry on with her day, researching and reconfirming that e.Digital is not worthy of her investment dollars.
However, she chose not to. Oh well, no skin off my nose.
It is all one big conspiracy!
Lookout...I think I just saw a black helicopter!
OZ--
Don't you realize that they are just trying to "pump" their share price?
But...
You were the one who said that the "massive dilution" was to occur on or before June 30, 2003.
Remember??
Posted by: Cassandra
In reply to: Sentinel who wrote msg# 34622 Date:4/23/2003 3:10:14 PM
Post #of 39991
Sentinel: I have posted extensive information about the upcoming S-3 that is to be filed by EDIG on or before 6/30/03 both here and on RB. Here's one of the posts: #msg-892577
http://www.investorshub.com/boards/read_msg.asp?message_id=944003
Posted by: Cassandra
In reply to: DABOSS who wrote msg# 34628 Date:4/23/2003 3:25:02 PM
Post #of 39994
DABOSS: What do you think the impact will be on the share price when EDIG files another S-3 to register several million more common shares on or before 6/30/03?
http://www.investorshub.com/boards/read_msg.asp?message_id=944074
Posted by: Cassandra
In reply to: 9miles who wrote msg# 34634 Date:4/23/2003 3:46:35 PM
Post #of 39994
9 miles: I consider 20-30% dilution to be rather massive, don't you? The last registration was only 15% dilution and it took the share price down from $1.08 to .70 very quickly with a continuing downtrend to the current level.
This upcoming dilution within 5 weeks could be even worse since the holders of the Series D CP shares can short them before converting to cover. All they need to do is to wait for EDIG to sell shelf shares at increasingly lower levels to reset the conversion price.
http://www.investorshub.com/boards/read_msg.asp?message_id=944177
Cassandra, why don't you do the classy thing and just admit that you were not correct?
BTW, nobody is saying that a registration will not occur, but rather that it didn't have to happen in the time frame you were so adamant about.
Did I miss it??
Did I miss the filing by e.Digital registering shares from the series D preferred offering, thus causing "massive dilution"?? Wasn't this supposed to occur by yesterday?
If I recall correctly, this horse was beat to death several times over as claims of "massive dilution" was to fall upon the shareholders.
Oh well...maybe someone was just plain wrong.
Cassandra,
So the bottom line is that you cannot support your position that the options exercised in February 2000 were granted as ISO's. Sorry but saying JimC and you had a dialogue on ragingbull discussing this is far from supporting your position. Also, where is the post where JimC agreed with you that the options granted were ISO's?
Cassandra--
Please do not misunderstand...I did not say that they the optionee could choose how the option would be treated for tax purposes. Since the plan grants options as both ISO's and NQSO's, the options exercised in February of 2000 may have been granted as NQSO's.
You did not post proof to support your statement, rather your quote from the proxy supports what I have been stating:
"Other than incentive stock options granted under the 1994 Plan, all options granted under the 1994 Plan will be taxed as nonstatutory options."
The above is a common sense statement. Since the plan grants options as ISO's and NQSO's, if the options granted are not ISO's then they will be taxes as NQSO's. Seems simple enough.
Again, since the plan grants options as both ISO's and NQSO's, please support your position that the options exercised in February 2000 were granted as ISO's.
If you can't or won't support your position, simply say so and we can move on to issues that are not 3 years old.
Cassandra--
What is it about the following statement that you do not understand:
"The 1994 Plan provides for the granting of options which either qualify for treatment as incentive stock options under Section 422A of the Internal Revenue Code of 1986, as amended (the "Code") and are designated "incentive stock options" or which do not qualify for such treatment and are designated "nonstatutory stock options." Unless the context clearly indicates to the contrary, the term "option" used herein shall mean either an incentive stock option or a non-statutory stock option and the
term "optionee" shall mean any person holding an option granted under the 1994 Plan.
As I previously stated, the plan grants options which can qualify for either ISO or NQSO treatment. Therefore as previously posted, the options exercised in February of 2000 may very well have NQSO's, not ISO's as you have repeatedly stated.
Again, please post your support which confirms that the options exercised in February of 2000 were incentive stock options under IRC 422A.
Cassandra--
I would prefer if you would simply post your proof to support your position. You have a history of asking others to support their statements, yet for some reason you seem to either not want or cannot practice what you preach.
Not that it matters, but I do not recall JimC posting that the shares exercised in February 2000 were treated as ISO's.
Additionally, nice try to spin and deflect the message and purpose of my post. My post was not an attempt to defend anyone or anything, but rather prove to you (after several posts over the past 3 years) that the options exercised in February of 2000 could qualify as either ISO's or NQSO's and to ask for you to support your previous statements.
If you don't want to or can't support your position, just say so and we can move on to much more current and germane discussions about the company.
Cassandra--
For the last time, the 1994 stock option plan provides that options may qualify for treatment as either ISO's or NQSO's. From the Proxy statement of 09/2000:
General Description of the 1994 Plan
The 1994 Plan is designed to promote the interest of the Company and its stockholders by providing an incentive to certain key employees, directors and consultants of the Company and its affiliates to continue their employment and
to afford such employees, directors and consultants the opportunity to acquire and enlarge their stock ownership in the Company in order that they may have a direct interest in the Company's success. The 1994 Plan provides for the
granting of options which either qualify for treatment as incentive stock options under Section 422A of the Internal Revenue Code of 1986, as amended (the "Code") and are designated "incentive stock options" or which do not qualify for such treatment and are designated "nonstatutory stock options." Unless the context clearly indicates to the contrary, the term "option" used herein shall mean either an incentive stock option or a non-statutory stock option and the
term "optionee" shall mean any person holding an option granted under the 1994 Plan.
http://www.sec.gov/Archives/edgar/data/886328/000089843000002750/0000898430-00-002750.txt
Additionally, from the same proxy statement:
Nonstatutory Options. Other than incentive stock options granted under the 1994 Plan, all options granted under the 1994 Plan will be taxed as nonstatutory options. Upon the grant of a nonstatutory option, no income will be recognized
by the optionee and the Company will not be entitled to a deduction. This is because such options are not actively traded on an established market and the fair market value of the option privilege is not easily ascertainable. Upon the
exercise of nonstatutory options, the optionee will recognize taxable income in the amount by which the then fair market value of the shares of Common Stock acquired exceeds the option exercise price, with the Company being entitled to a
deduction in an equal amount. The amount of such taxable income will be characterized as compensation income to the optionee. Persons that may be subject to the application of the provisions of Section 16(b) of the Securities Exchange Act of 1934 are subject to certain additional rules.
Upon the subsequent disposition of the Common Stock, the optionee will recognize gain or loss, which will be characterized as capital gain or loss in an amount equal to the difference between the proceeds received upon disposition
and his or her basis for the shares (the basis being equal to the sum of the price paid for the stock and the amount of income realized upon exercise of the option) provided the shares are held as a capital asset. Any capital gain or
loss to the optionee will be characterized as long-term or short-term, depending upon whether his or her holding period for tax purposes exceeds one year.
The taxable income recognized upon the exercise of nonstatutory options is subject to withholding for federal income tax purposes. Accordingly, the Company generally must, as a condition to the exercise of a nonstatutory option, deduct from payments otherwise due to the optionee the amount of taxes required to be withheld by virtue of such exercise or require that the optionee pay such withholding to the Company or make other arrangements satisfactory to the Company regarding the payment of such taxes.
Cassandra, please post your proof which supports this statement which you made:
"However, since these execs exercised ISOs (incentive stock options), they had no withholding tax due whatsoever and no need to sell them immediately."
Please support your statements that the options exercised were treated for tax purposes as ISO's.
"J"
Tinroad--
It is my understanding that the physical measurements of the Cornice media are the same as the IBM Microdrive. Perhaps e.Digital can utilize any excess inventory of the original MXP100 and deliver a ''new'' MXP100 utilizing this new solution.
Moxa--
I would love to see licensing revenue in excess of $1-2 per unit, however IMO it is not likely. I think a review of the royalty/licensing payments received to date (B&O & Musical) would result in e.Digital being lucky to receive $1-2 per unit.
I am disappointed that the subscription opportunities seemed to have been scrapped. IMO, this would have provided not only additional marketing opportunities, but the possibility of a recurring revenue stream. I think the bundling of a subscription service with the device would have increased the licensing revenue, without sacrificing margins.
Again this is all JMHO.
lickily,
I would anticipate the licensing revenue from the O1000 to be in the $1 - $2 per unit range.
JMHO...
Redwing--
Some are inadvertantly or intentionally confusing the registration of unregistered securities with the sale of stock from the remaining available shelf shares.
This is NOT an "option" for dilution but an actual "AGREEMENT" for dilution that is required by the Covenants for the Series D Convertible Preferred Shares.
The above statement is false and is either a lie or, if allowed the benefit of the doubt, a simple misunderstanding of a matter that the author purported to have extensive knowledge about.
From the S-3 courtesy of Tinroad:
(b) Notwithstanding the provisions hereof, the Company shall have the right at any time after it shall have given written notice pursuant hereto (irrespective of whether a written request for inclusion of any such securities shall have been made) to elect not to file any such proposed registration statement, or to withdraw the same after the filing but prior to the effective date thereof.
Sentinel--
The S-3 does not state what some are implying. Here is the reference some folks are jabbering about:
6. REGISTRATION RIGHTS On or before June 30, 2003, the Company shall undertake to file a registration statement for the resale of the Conversion Shares with the Securities and Exchange Commission ("SEC") on Form S-3 or other appropriate form, and will utilize commercially reasonable efforts to make such registration statement effective as soon as possible thereafter.
Perhaps the ones doing the jabbering should spend a little more time learning about registration statements instead of pontificating.
Additionally, this section of the conversion agreement seemed to conveniently be glossed over:
(L) INVESTMENT INTENT. The Series D Preferred Stock is being acquired for long-term investment only for my own account and not with a view to, or for sale in connection with, any distribution of the Series D Preferred Stock or any Conversion Shares. I do not have any present intention of distributing or selling any of the Series D Preferred Stock or any interest therein.
As always, JMHO.
DaiLin--
It is my understanding that the company did not receive an additional $200,000, but rather this financing fee is being structured as an increase to principal.
"J"
PressEsc--
Let me offer one other point as to why and how the debt holders would not receive the e.Digital IP. First off, there are over 15M shares from the shelf registration available to be utilized -- if the company needed to. Secondly, over and above those shares there are some 50M shares authorized, but unissued which the company can utilize in a financing arrangement -- again if it needed to.
The possibility of default on the debt and e.Digital forfeiting its IP is so remote that it does not warrant another thought.
"J"
PressESC--
Something else to consider...if your second theory were the case, why would IKant want e.Digital to continue to linger and run the risk of incurring additional debt? If the goal for IKant is to capture the IP, what beneficial factor would IKant have to delay this event?
"J"
PressESC--
If your theory were true, there would have been no reason for IKant to negotiate the loan and extend the terms as they did. As you may recall, the original loan was due in April.
"J"
My own two cents...
IMO, sales projections of e.Digital branded devices, a consumer electronics brand with no identity, no marketing dollars, and virtually completely dependent on teenage sales clerks at retail CE stores to sell their devices, of one device per store per day is overly optimistic.
Companies with much deeper pockets for marketing and who have already seeded the market with name recognition (i.e. SBLU) do not meet this high bar.
In my conservative view, I think that a sales rate of 5 - 7 units per month per location as the e.Digital identity and brand is introduced to consumers at large.
Anyway, just my two cents worth!
Best of luck to all!
"J"
Tenderloin--
My statements regarding my understanding of the Dataplay arrangement were not conceived in a vaccuum, but rather they were extensively discussed in a lengthy discussion between myself, Jim Collier, and another shareholder.
The purpose of having two people on the phone was to ensure the accuracy and understanding of what was stated.
I will continue to believe what I have posted earlier.
Best wishes,
"J"
Tenderloin--
FWIW, I think it is needless to say that there is a lot of confusion on this issue regarding what e.Digital does and does not receive.
Since I was not privy to your conversation with RP, the questions posed, nor the context of the conversation, I can only speculate that there is a miscommunication somewhere in the translation.
I would find it very hard to believe that Dataplay would announce a strategic alliancec with e.Digital if the work that e.Digital provided was solely NRE and to supply reference designs that may or may not be elected by CE companies.
Best wishes,
"J"
Tenderloin--
Chaos is running amuck and confusion seems to be everywhere! It is my understanding that e.Digital will receive a royalty for every Dataplay enabled DAP that is capable of playing the pre-recorded secure content. It is further my understanding that this does not mean that the device must be an e.Digital design and/or product.
The royalty payment may be coming from the OEM (such as Musical -- not the end distributor i.e. iRiver) acting as a conduit for this particular piece of the pie. In other words, a royalty may be built into Musical's cost...which they in turn pay out to another company (i.e. e.Digital).
This is all just my understanding of the situation.
Regards,
"J"
Smay--
I apologize if you have taken my post personally. Your e-mail correspondence with the company is just the latest in a long line of e.Digital shareholders contacting the company, their customers, and their prospects asking for confirmation of what is either already known, or asking for reconfirmation of a public confirmation regarding some piece of data which is obvious and known.
Some people seem to take the path of least resistance and simply contact the company anytime a thought or question pops into their head, rather than take a couple of moments to do some rudimentary looking around to see if the answers that they seek are readily available.
Just my meaningless opinion.
"J"
E-mail confirmation from e.Digital!
Following is a question I e-mailed to e.Digital asking for confirmation and the response follows:
Dear Jim,
Can you confirm that e.Digital's street address is 13114 Evening Creek Drive?
Thank you,
"J"
------
Dear "J",
Yes, the street address for e.Digital is 13114 Evening Creek Drive.
Sincerely,
Management
-----------
Obviously, the above dialogue is fictional and is for entertainment purposes only and is meant to demonstrate how ridiculous the repetitive e-mails to management, customers, and prospective customers are.
Best of luck to all!!
"J"
Smay--
The MP2000 has been available for sale on the e.Digital website since December. Here is the press release from December: http://www.edig.com/news/releases/pr120601.html.
"J"
50+
Thank you for the kind words...it is very much appreicated.
I would suspect that Mr. Deifer's projection of $20M worth of digital audio players is based on internal projects of how the MTV branded device, their current line of devices, and the new devices to be introduced will be marketed.
What is unknown at this juncture is just how and to what extent MTV will market the device. Will they take an extremely active role marketing the device via such cult followings as "The Real World", "Road Rules", "Video Music Awards", "Spring Break", etc.? Will they utilize they influence via such personalities as Carson Daly and others? Or will they take a backseat approach and let Evolution handle all the marketing for the brick and mortar retail sales? Time will ultimately tell and how and who (i.e. which entity or both) markets the device will ultimately dictate how sucessful the unit will be at penetrating the DAP marketplace.
Hope this helps.
Best wishes,
"J"
Sentinel--
From reading the article on DP, my interpretation of the following statement:
"But six-employee Evolution managed to beat out Sony for the MTV partnership and now is looking at selling $20 million in digital music players in the next year."
...is that this will include their entire DAP product line and not only include the DataPlay device. If Evolution is expanding their DAP product line as they state, then perhaps we will see an evolution branded jukebox, MXP-100, or other e.Digital designed product.
Best wishes,
"J"
Duke...
With all due respect, a deluge of calls from e.Digital sharehodlers asking to reconfirm the confirmation of information announced in a public venue from a company that agreed to retail e.Digital branded products is not helpful nor productive to them.
Genuine interest from consumers is important to Good Guys, but repetitive calls from e.Digital shareholders simply skews the expectations of the retailer and does not paint an accurate portrayal of the level of interest of said products.
As an example, since the e.Digital products have been on the GoodGuys.com website, of the total number of calls and e-mails that they have received inquiring about these products, what percentage is from non-shareholders compared to shareholders? Afterall, why would a shareholder by an e.Digital device from a retailer when he/she can purchase it directly from the company and provide e.Digital with a much larger per unit profit?
"J"
Just out of curiosity...
...how many more e.Digital shareholders are going to contact Good Guys to ask them to reiterate what was already publicly stated on 02-14-02?
I am sure if we work real hard we can make Good Guys rue the day that they signed the contract to retail e.Digital branded digital audio players.
"J"