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Re: qtipjoe post# 5457

Tuesday, 01/24/2012 1:41:34 PM

Tuesday, January 24, 2012 1:41:34 PM

Post# of 20680
Let's take this into account as I had not fully read the proposed Proxy but here is a part of it explaining my concerns:

"Impact on Stockholders of Approval or Disapproval of this Proposal

The substantial increase in the number of outstanding shares of Common Stock will have a dilutive effect on the Common Stock of the Company. However, the Debt Conversion Agreement and associated issuance of shares of Common Stock will permit the elimination of all of the Company’s existing debt. It is unknown the effect, positive or negative, that the transactions to be undertaken pursuant to the Debt Conversion Agreement would have on the future value of the Company or the Common Stock. In connection with the Debt Conversion Agreement, as noted above, TelVue’s management engaged 4Xe to act as the Company’s financial advisor and to render an opinion as to the fairness of the debt conversion from a financial point of view to the minority stockholders of TelVue (i.e., those stockholders other than Mr. Lenfest, management and the other directors) (the “Minority”). "

The rest of the proxy I leave to you to read but it's not as rosy as many make it out to be. Many concerns are listed by the company. But remember Qtip, you are in debt until this passes, you do not have a large float until this passes. And let's also clarify one thing Authorized shares are not Available shares. It only gives the company more chances of selling stock to continue to raise money, causing even further dilution. This I understand as they hope to utilize stock to raise money vs going into further debt. But success of this strategy all depends on the company moving forward in a profitable status. And to this point they are not. Proxy mentions that concern.

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