Monday, December 20, 2010 3:52:53 PM
CCAJ - Here is Jeff's response to my questions regarding the PI deal and company debt.
----- Original Message -----
From: J B
To: X@gmail.com
Sent: Monday, December 20, 2010 3:30 PM
Subject: RE: Question
Pedro,
I hope you and all shareholders are well and that you and your family have a great xmas and healthy 2011. I'll answer your questions in the order you asked them.
1. If the PI deal fell apart because you did not convert the debt, why did you not convert?
Needless to say there are specifics here that pertain to the deal which I will not discuss, nor will I point the finger of blame at anyone other than myself if need be. However, I felt given certain actions and non-actions? That it was in the best interest of all shareholders that I use what leverage I had to "help" the deal unwind. This was done in a respectful manner and the relationship between myself and Steven Remondini is fine.
2. What will happen to the share structure?
I am no longer a director or an officer. However its my understanding that the rights to the pref C stock in this transaction will be terminated.
3. Why do we have debt when it was suppossively paid off?
A majority of the $250,000 Cornell debt was paid off through an injection of working capital by Amendia back in late 2007 and 2008 via 2 convertible notes. That working capital was also utilized to pay for forensic accounting to get the books and records of the company recreated being Otto ran away with them,this was done by Frazier and Deeter a firm in GA. There were also legal bills past from Otto and going forward that were incurred by a certain former CEO in 2007 along with his salary, rent,D&O ins, shareholder meeting expenses and whatever admin costs etc etc. Pedro, you were not around then,but hearing this you might be able to understand why I killed that deal as well lol. All in all, I negotiated all debt and control shares to be assigned to me from the very start with RW to Amendia. That is the answer to your question
4. Are you no longer an Officer or Director of CCAJ?
Negative
5. What are the major hurdles in closing deals, since so many have failed?
lol Now that is a funny question. CCAJ has had an open book going into any and all deals we attempted, we did not lie or misrepresent anything to anyone and nobody will say that. The debt was and is always on the table when I have negotiated with a company and we have the finacial reports to show. However when dealing with small co's that are not public yet, they tend to leave out some of the details; you've heard the saying "the devil is in the details"? Well sometimes you catch the devil before and sometime you catch him after you close. Of course, there is the structure part as well. Any company that is worth the notion of a PE will want a RS, so nuff said there. I have tried and continue to try to seek out deals for Coastal and that will not stop until we get her done or that last breathe leaves my lungs which ever comes first........
--------------------------------------------------------------------------------
From: x@gmail.com
To: jberk31@hotmail.com
Subject: Question
Date: Mon, 20 Dec 2010 14:34:17 -0500
Jeff,
Can you answer some questions regarding the recent PI press release.
1. If the PI deal fell apart because you did not convert the debt, why did you not convert?
2. What will happen to the share structure?
3. Why do we have debt when it was suppossively paid off?
4. Are you no longer an Officer or Director of CCAJ?
5. What are the major hurdles in closing deals, since so many have failed?
----- Original Message -----
From: J B
To: X@gmail.com
Sent: Monday, December 20, 2010 3:30 PM
Subject: RE: Question
Pedro,
I hope you and all shareholders are well and that you and your family have a great xmas and healthy 2011. I'll answer your questions in the order you asked them.
1. If the PI deal fell apart because you did not convert the debt, why did you not convert?
Needless to say there are specifics here that pertain to the deal which I will not discuss, nor will I point the finger of blame at anyone other than myself if need be. However, I felt given certain actions and non-actions? That it was in the best interest of all shareholders that I use what leverage I had to "help" the deal unwind. This was done in a respectful manner and the relationship between myself and Steven Remondini is fine.
2. What will happen to the share structure?
I am no longer a director or an officer. However its my understanding that the rights to the pref C stock in this transaction will be terminated.
3. Why do we have debt when it was suppossively paid off?
A majority of the $250,000 Cornell debt was paid off through an injection of working capital by Amendia back in late 2007 and 2008 via 2 convertible notes. That working capital was also utilized to pay for forensic accounting to get the books and records of the company recreated being Otto ran away with them,this was done by Frazier and Deeter a firm in GA. There were also legal bills past from Otto and going forward that were incurred by a certain former CEO in 2007 along with his salary, rent,D&O ins, shareholder meeting expenses and whatever admin costs etc etc. Pedro, you were not around then,but hearing this you might be able to understand why I killed that deal as well lol. All in all, I negotiated all debt and control shares to be assigned to me from the very start with RW to Amendia. That is the answer to your question
4. Are you no longer an Officer or Director of CCAJ?
Negative
5. What are the major hurdles in closing deals, since so many have failed?
lol Now that is a funny question. CCAJ has had an open book going into any and all deals we attempted, we did not lie or misrepresent anything to anyone and nobody will say that. The debt was and is always on the table when I have negotiated with a company and we have the finacial reports to show. However when dealing with small co's that are not public yet, they tend to leave out some of the details; you've heard the saying "the devil is in the details"? Well sometimes you catch the devil before and sometime you catch him after you close. Of course, there is the structure part as well. Any company that is worth the notion of a PE will want a RS, so nuff said there. I have tried and continue to try to seek out deals for Coastal and that will not stop until we get her done or that last breathe leaves my lungs which ever comes first........
--------------------------------------------------------------------------------
From: x@gmail.com
To: jberk31@hotmail.com
Subject: Question
Date: Mon, 20 Dec 2010 14:34:17 -0500
Jeff,
Can you answer some questions regarding the recent PI press release.
1. If the PI deal fell apart because you did not convert the debt, why did you not convert?
2. What will happen to the share structure?
3. Why do we have debt when it was suppossively paid off?
4. Are you no longer an Officer or Director of CCAJ?
5. What are the major hurdles in closing deals, since so many have failed?

