Let's get this one-man clown show on the road, Randy!
SHAREHOLDER UPDATE OF MAY 18, 2017
Greetings. I have chosen to provide ENTI's followers on InvestorsHub with an update by this method. There is certain information that I want the shareholders to learn, but during the company's ongoing, aggressive development, I don't believe a press release would best serve the company's current purposes and would be a precious waste of (out-of-pocket) monies that can be utilized elsewhere.
Firstly, The Hudson and Grande Organization no longer exists and hasn't for over two years. Mike has "called it a day" on his involvement in public companies (at least, ours), and, moreover, H & G, as a constructive, fictitious entity, no longer owns any controlling interest in any public company.
Due to [yet] another uncompleted transaction, I repurchased ENTI's control preferred stock under a stock purchase agreement that became effective on February 20, 2017. (I have never owned any common stock in ENTI, which is not to say that in future I won't, I just haven't owned any (nor did EMSR, First Hudson Trust, and Mike) in prior periods.) Furthermore, contrary to public opinion and unfounded speculation, Mike and I were not affiliated with any person/entity that owned any significant number of shares of common stock, except regular shareholders, and we NEVER received any part of any person's or entity's stock purchase or sale. More importantly, Mike and I NEVER caused the issuance of any common stock in Encounter to anyone. Some shares were promised to certain people that aided the company, but the certificates were never delivered due to several reasons. In this case, if the shares were issued to those people, the number of shares wouldn't have amounted to much; not certainly with the exorbitant number of shares the company has issued prior to 2012.)
There is much to be done to address ENTI's administrative and business concerns. The first step toward accomplishing one or more of these tasks is to disclose all the company's activities from the month and year of its last filing to date with the SEC (March 22, 2001). This will be accomplished soon by the company's filing of a current report on Form 8-K with the SEC. This cumulative report will contain detailed information for the public on the state of the company.
The good news is that as the result of the culmination of all of my disclosure actions is that, the shareholders of the company will be told and know - by fact, not speculation - what's been going on with the company. My guess is that, to some shareholders, to learn the information will be gratifying; to most shareholders, the disclosures will be unpleasant; and, to other shareholders, some of the news in describing the near-term and long-term development will be seemingly intolerable and, yet, another ploy to pacify the shareholders by Encounter's senior executive management.
In addition to the Form 8-K Current Report, I will be filing a Schedule 13D with the SEC in the coming business days. (For those who don't possess it, Encounter's central index key at the SEC is 0001109697.) That 13D schedule requires me to disclose my plans for the company's business and operations. The rules governing that form filing also require indicating other items of material concern to shareholders; matters like reverse splits and recapitalizations. Yes, to put an end to speculation, there will be a reverse split of the company's common stock in the near-term. The record date will be set forth in the 8-K and 13D. There's one thing about a reverse split that everyone seems to overlook - the value of any shareholders' total holdings will not change: As an example, 1 share after the split down would be worth the value of 1,000 shares before the record date. (Do not misconstrue the example to mean the reverse stock split ratio; that's not the ratio, just and example.) There simply wouldn't be a large number of shares to trade. The company will never realize any significant per share value of its stock if there are billions of shares outstanding. But the company's stock might realize a decent per share value if there are tens of millions of shares outstanding, especially, if the company is conducting a bona fide business. In furtherance of that point, there will be some dilution to the post-reversal holders of the company's stock. The company intends to register its securities and, by doing so, will also conduct a limited offering of shares (under Regulation A or on Form S-1) to fund its legitimate, cash-generating business going forward. The company's then shareholders may expect a dilution of, perhaps, up to 25% of their holdings; however, the final determination will be disclosed in the 8-K and/or 13D. Please, don't read into this because you will only be speculating on facts you don't have based on information you don't know.
Moving forward there will be established three newly-formed subsidiaries. The first will serve to consult attorneys and others in business matters. The second will serve to engage in the pharmaceutical business (compliant under U. S. Federal and various state's laws). The third subsidiary will own multifamily residential and commercial properties.
There is a reason the federal government designates certain information as "non-public". On an earlier occasion, I disclosed information to the shareholders for this or another public company I headed up. The shareholders so antagonized the sellers of the target property, the deal didn't go through and I was perceived to be hoodlum, of sorts. (I have since learned from that mistake.) In fact, many of those persons are the very shareholders who have and continue to criticize the company's senior executive management, much of the time, without knowing all the facts.
There will be a discussion in the 8-K regarding litigation. Encounter will either be instigating the litigation or defending itself as the result of most transactions that originated in and prior to 2012 (which were, pretty much, speculative, at best). In three cases, there were public companies that Encounter's former senior executive management was dealing with to no avail. However, those transactions may have been misconstrued by shareholders, as the shareholders' continuing investments did not produce the results intended by the company's former management (third-party company stock dividends, asset transfers, etc.).
In terms of the company's administration, there are several material issues that must be addressed with our stock transfer agent, the Depository Trust and Clearing Corporation ("DTCC"), the National Securities Clearing Corporation ("NSCC"), and the Financial Industry Regulatory Authority ("FINRA"). Due to the direct actions by the company's senior executive management in and prior to 2012, Encounter has a DTC Chill imposed against its securities. Moreover, the company did not comply with the rules and regulations that required the company to notify FINRA of certain actions and/or events prior to their occurrence. I am working to resolve these issues; however, in honesty, I cannot speculate on the outcome. All these issues existed months and years before I joined the company. Regrettably, our stock transfer agent, Pacific Stock Transfer, must observe federal and state guidelines and, therefore, must observe the impositions on the company's securities until those matters are resolved. I am hopeful that Pacific will continue to work with me, if for nothing more, than to service the company's shareholders.
Encounter will be introducing a new website in the next month. Now, I have established several accounts on various social media sites. Please, don't everyone rush to their phones or computers. I am providing the contact information as a courtesy, but there is no employee to answer your Tweets, e-mails, or posts for another month.
At Twitter, Encounter is @enticolorado (Encounter Tech); at Pinterest, Encounter is Encounter Tech; at Facebook, Encounter is @enticolorado (Encounter Tech); and at Gmail and Google+, Encounter is eticolorado@gmail.com. Again, there's nobody available to reply to your e-mails, posts, or Tweets just yet, so don't rag on me or the company on InvestorsHub or elsewhere if you don't get an answer for a month.
The company also signed-up for a mailing address in Las Vegas. This address is temporary and will be replaced by an actual office the company is in the process of selecting. The move-in is still at least two months away. (The company's address and other information, for the most part, is current on the Link ATS (that is, Link Alternative Trading System, owned and operated by OTC Markets Group, Inc., for those who are unfamiliar with that designation) site for Encounter's profile.)
I am making every effort to make the company's stock become more valuable for all shareholders but, particularly, for those shareholders who have held on to the company's shares for so many years and who then really believed in the company's senior executive management's statements and announcements in and prior to 2012.
I will always accept any shareholder's call, time and hour permitting. I ask that you allow me another few weeks before you start calling, as all the information you have been and are requesting will be disclosed in the 8-K and 13D.
Let's not allow unfounded speculation to govern the relationships between Encounter and its shareholders. There are rules the company must abide by in terms of disclosing accurate historical and current information to its shareholders and the public. It and I are subject to strict anti-fraud provisions of federal and state's securities laws. Let's all be aware of those rules and not jump to conclusions when the company doesn't or won't release public information that its shareholders want to be divulged right away. At times, the company cannot obligate itself to release certain information. Let's start anew and Encounter Today™.
Respectfully,
Randy Hudson
Chairman and President
STATEMENTS FOR OUR PROTECTION AND YOURS. NOTICE OF FORWARD-LOOKING STATEMENTS. PLEASE READ CAREFULLY. This writing contains certain statements that may suggest the existence of certain risks and uncertainties expressed through the language used by Randy Hudson or Encounter to favorably describe Encounter's future proposed transactions, and the anticipated results therefrom. Some of these statements may be interpreted to mean that Hudson or Encounter are trying to induce you to believe them, respectively. Don't let yourselves be deceived. Encounter's shareholders may be subject to numerous unidentified adverse risks related to the company's plan of operations stated in this announcement, which, in some cases, may be concealed by Hudson's or Encounter's use of these certain and ambiguous phrases or terms. These statements may relate to Encounter's stated future actions, objectives, expectations, and intentions regarding its plan of operations and results therefrom, if any. Hudson's and Encounter's use of words such as "contemplate", "anticipate", "intend", "plan", "propose", "may", "could", and similar terms and expressions may identify these statements. The actual consequences of Encounter's future performance could differ materially from those stated herein. Factors that could contribute to these differences include those stated herein with the types of phrases and terms referred to above are sometimes referred to as "forward-looking" statements. PLEASE GOVERN YOURSELVES ACCORDINGLY. SEEK THE ASSISTANCE OF A LICENSED STOCKBROKER OR LICENSED FINANCIAL PROFESSIONAL, ATTORNEY, OR ACCOUNTANT. DO NOT INVEST IN ENCOUNTER'S SECURITIES UNLESS YOU ARE PREPARED TO LOSE YOUR ENTIRE INVESTMENT. THE COMPANY HAS A HISTORY OF REPETITIVE LOSSES AND THE NON-PAYMENT OF DIVIDENDS TO ITS SHAREHOLDERS.
