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#84249 - 02/02/05 07:37 PM
Jill Kelly Fire Was No Mystery - It Was A Message
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Max Hardcore Prison Bitch
Registered: 01/19/04
Posts: 249
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JKP CEO Bob Friedland may have messed with the wrong crew this time when he booted Keith Gordon and his New York Bizarre guys from their partnership. www.lukeisback.com
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#84250 - 02/02/05 07:46 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 08/03/03
Posts: 5849
Loc: TX, USA
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All you have to do is look at JKP's SEC filing posted here a while back to know that JKP is running with the wrong crowd.
_________________________
"If they can't picture me with a knife, forcing them to strip in an alley, I don't want any part of it. It's humiliating." - windsock
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#84251 - 02/02/05 08:22 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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the financials for jkp are the most recurring nightmare for guys from price-waterhouser or E&Y. the SEC has been distracted by public demands for executive crucification and some giant mergers and breakups but it's almost like there's no effort being made to look like a real company. remember luke having the vision to put this prophetic conversation with jrv and company up? least covert money-laundering operation ever!
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84254 - 02/03/05 08:04 AM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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you've gotta have a copy of the "superbowl shuffle" on vhs somewhere for motivational music and fond memories of the 4-6 defense to keep you going. i hate you though, i broke out the bertrand book to refresh myself on freddy today.
my mom is intimately familiar with the SEC right now and i'm going to give her a call tonight, wait for her to start swearing for ten minutes then find out some procedural stuff and exactly where it's jurisdiction starts and ends in relation to the other crime fighters in pocket protectors we're paying for.
i hear rick solomon's sitting on a buddy ryan tape, it may just be rumor but it's going to be huge.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84255 - 02/03/05 08:31 AM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 09/23/04
Posts: 10321
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The irony. JKP brought down by a Jewish Porn Beat Writer, an Arab lawyer representing himself as a goofball Catholic Priest, and a smartass WASP from Harvard who looks like Matt Casey.
aside:The Fridge was in my Business Law class
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#84256 - 02/03/05 08:55 AM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Human Garbage
Registered: 02/12/04
Posts: 1683
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Quote:
The irony. JKP brought down by a Jewish Porn Beat Writer, an Arab lawyer representing himself as a goofball Catholic Priest, and a smartass WASP from Harvard who looks like Matt Casey.
aside:The Fridge was in my Business Law class
In a sick way... I envy you. Chris Zorich is actually a really nice guy, but he's still low on the totem pole in Chicago law pecking order. I think the Fridge could make partner just on the basis of his shuffling skills.
Back to JKP: the funny thing is that you can see the writing on the wall of it right now, or at least one possible scenario. Forget about where the money is coming from and going to ($9 million dollars loss in one year? Why would they even have a nine million dollar gross budget, total, much less a loss of that amount?) Everyone that owes that company will be mutilated if Bob simply calls in the deferred compensation and loans he's made. Their "board"? Seriously, slap yourself around, people. Jill is an employee of her own company, she's not going to stand in the way of anything.
How could a company with probably less than 10 full employees lose $9 million dollars? Most of it, of course, was Bob's capital, and most of it was before they went public. The former makes me arch an eyebrow, but does the latter have any signficance? What kind of due diligence has to be done on that $9 million once they went public? Can he simply point to a balance sheet that says, in paper, he transferred X amount of money to the company?
(I mean all this practically, not by the letter of the law. I'm a lawyer, I've never told anyone to lie but I've been lied to plenty by my clients, so let's not go the "presumably" route. I'm wondering what the SEC would flag as being highly dubious or not.)
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#84257 - 02/03/05 10:18 AM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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i think a really interesting experiment would be buying a bunch of shares and see what happens. they're required to send you quite a bit of information as one of the largest individual holders which you could probably buy into for under a grand. i'd think about it despite never seeing half of the money again-but my hangup is if we're right about something seedy happening there i really don't need to be associated it. somehow, it's going to end up like a disturbed anthill. replace the ants with fleeing italian guys.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84258 - 02/03/05 11:36 AM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Human Garbage
Registered: 02/12/04
Posts: 1683
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Buy one share and they have to send you their annual report. They also have to send you ballots for Board of Directors elections but somehow I doubt that's relevant. This is what we know: 1. Jill Kelly is no more than a paid employee with some worthless stock in "Jill Kelly Productions." 2. They pulled off a reverse merger acquisition with little legitimate reason to do so, since there is no demand for their common stock shares (valued by JKP at $0.001. This isn't uncommon for small market companies but it sort of defeats the point of going public for legitimate reasons when no one wants to invest in your company.) 3. Many of the shareholders are friends and family of CEO Mr. Burns. Others are adult industry players who either came up with capital or, more likely, discharged debt in exchange for stock options. Bob's own stock is held by a trust. 4. Rather notice this stunning peak and valley. I'm just guessing, but it appears that stockholders were selling at 5x the value, possibly through pre-arranged stock options, or possibly through prior agreement. Since there's no demand for this stock, we can at least say that most or all of these sales came from the original investors listed in their initial SEC filing following the company buying "IDC Technologies" (née "Pacific Trading Post," which did graphics for snowboards) and going public. 5. The 60+ year old CEO is inordinately fond of sleeping with his 20 year old employees. Not our business? Hell, try that in the real world. 6. Who is an investor in this British fund? Looks like a politician signed their annual report. 7. If this were a simple dodge, why would they hire PortfolioPR--which seems to specialize in penny stock companies--to do their IR/PR? Yet practically everything in the public domain with JKP's name on it is produced in house, in contradiction of the norm with PortfolioPR's other clients.
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#84259 - 02/03/05 12:03 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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Bam! we've got scrap-metals and hauling, manufacturing consultants and they're doing precious metals in WEST AFRICA. that's arguably the best area of the world if you need to make large amounts of money dissapear or appear. those places don't keep real records if they're keeping them at all. all you've gotta do is have the balls to set something up and say you lost or gained money doing business there. did you find a more detailed profile of jkp's actual financials or looked into what the "restricted" status means in practice? this is turning into porno scooby-doo and i love it.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84260 - 02/03/05 12:06 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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i'm curious as to who they got the 55k warehouse from too, maybe jeff could say if that's huge or too small for what they're doing.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84261 - 02/03/05 12:26 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Human Garbage
Registered: 02/12/04
Posts: 1683
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Here's Frank Maude's website. He's a Tory, apparently in good standing, and though I don't understand British politics, appears to be a centrist (ie, no railing against obscenity). He also seems to enjoy sitting on a number of hedge fund and corporate boards. In the middle of last month, someone sold 50,000 shares of common stock in JKP. That's really a drop in the bucket since they've issued (or plan to issue) 500 million shares for a hilarious valuation of $5 million dollars. But the seller didn't get more than pennies for them, compared to a year ago, after they went public, and shares were being sold for several times that. I dunno, what I think we're looking at is a guy (Mr. Burns) making sure he has a golden parachute. He funded Ms. Kelly to the hilt and fondled the young starlets then, realizing how much money (his family's money) he'd blown, is attempting to con someone into buying it from him, and definitely to protect himself from the earlier debt-ridden financial profile.
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#84262 - 02/03/05 03:28 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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ADT regular
Registered: 02/03/05
Posts: 5
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scott hoover, JKP employee, writes on adultfyi:
-----------------------------------------------------------
"That rumor about the fire [at Jill kelly's house] is utter bullshit. I was caused by faulty wiring....I do not think anyone from Bizarre would be stupid enough (or agile enough) to climb up into Jill’s attic and set a fire or rewire it to short out.
What was done with Bizarre’s product was a legal business transaction. I could go into detail about the shady and underhanded events that happened to cause us to sever ties with Bizarre, but that will all come out in the end. The truth always does. We shall prevail.
Everyone LOVES to trash JKP- is it because it’s a woman owned company or because of people’s feelings towards Bob? I have no idea but it is completely moronic to think that we are over here shaking in our boots in fear of any wannabe or so called “mafia connected†criminals coming to take us out. Fuck them and fuck those who continue to have nothing better to do with their time than make up silly shit. Hey- why not talk about something good. It seems so many people in this business really hate the industry that is their bread and butter. Self loathing is rampant here. Go do something else! Why not go bake a cake for your neighbor or visit and elderly relative you locked into a nursing home. Can you people really look at yourselves in the mirror each day for more than a quick second?"
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JKP's a woman owned company? not unless BF got some bolt-ons and had his cock and balls cut off.
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#84263 - 02/04/05 04:37 AM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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outstanding first post and good point-i forgot they push it as women-owned since it's been common knowledge it hasn't been for months here.
i will watch the super bowl--what the bears did to jamesn's 8-year old psyche that year still needs mending. then i'll go remind arab about winning 3/4. but i've got nothing at all important to do today, i'm going to look around, maybe set up a chris connors etrade account.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84265 - 02/04/05 07:27 AM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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the best is that bob is listed as the main company contact. now this isn't on a company profile listing officers, it's just on some press release they sent out saying to contact "bob".
they've been dropped by, can't pay for, or are just too idiotic to use the real PR firm they hired. it's a second-tier agency out of manhattan who would turn white that what i just read was an official response.
get this, the big news is despite losing money, they've joined in allaince with a SILKSCREENING company to start a JKP clothing line. getting shelfspace in stores or peoiple who know the first thing about actually selling clothing is unrealistic if you aren't ready to spend some money.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84266 - 02/04/05 07:30 AM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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i expect "JKP" t-shirts will replace the simpsons ones and chicago bulls 1992 champs ones as the hot thing in ghana's goodwill distribution offices. they'll be on every kid behind sally struthers as she weeps.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84267 - 02/04/05 10:56 AM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Human Garbage
Registered: 02/12/04
Posts: 1683
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Quote:
they've been dropped by, can't pay for, or are just too idiotic to use the real PR firm they hired. it's a second-tier agency out of manhattan who would turn white that what i just read was an official response.
That's what I gathered. The real firm does PR and IR, probably more IR, and I presume got them hooked up with that British fund. That's pure speculation on my part.
Excuse me, I'm going to go to PRNewswire and format Scott Hoover's menstrual angst into a proper press release so everyone can marvel at his genius for making a good impression on people.
Quote:
get this, the big news is despite losing money, they've joined in allaince with a SILKSCREENING company to start a JKP clothing line. getting shelfspace in stores or peoiple who know the first thing about actually selling clothing is unrealistic if you aren't ready to spend some money.
Funny you mention that. One of my clients is an old hand in Conde Nast and said to me that the only type of business that needs more capitalization than print is fashion.
"Silksreening?" So are they just slapping their logo on something? Must be. Have they done actual market research on their brand? Who outside of porn and the Los Angeles County divorce attorney population has heard of Jill Kelly?
Here's a five second test:
Edit: links don't work with quote marks - just type them in google with quote marks around them if ya don't believe me.
Results 1-10 of 582,000 for "Jill Kelly".
Results 1-10 of 1,330,000 for "Jenna Jameson".
Results 1-10 of 765,000 for "Tera Patrick".
Results 1-10 of 814,000 for "Asia Carrera".
Now, figure that much of that is just product placement rather than "authentic" chatter. Jill has been in the business how long, though? Asia has no company with her name on it, neither does Jenna (not her full name, anyway), and Tera's probably done less than 30 videos in addition to not having her full name on her own company.
Edited by smiling arab (02/04/05 11:02 AM)
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#84268 - 02/04/05 03:37 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Human Garbage
Registered: 02/12/04
Posts: 1683
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Aha, I think I get this Jubilee Investment Trust business now. I am just going to use this thread for my notes. Have fun, Luke. 
The shares in JKP owned by Jubilee were not purchased outright. Rather, they were swapped from a company called "Maximum Ventures, Inc," which I recall from JKP's initial SEC filing. (There are two - one a British Columbian mining interest; another, this one, in New York).
On November 18, 2003, per this link, Jubilee swapped shares of Jubilee itself with Maximum Ventures in exchange for Maximum's holding of JKP shares.
Who was "Maximum Ventures"? According to this link, it was sold. The purchase price is quite interesting. Maximum had transferred more than a million shares of JKP restricted stock valued at $3.75 per share. Yet, not long after, Maximum itself was sold to VerticleBuyer for only $450,000 (representing 77% of the company's outstanding shares). Compare/contrast: JKP restricted stock valued at around $4 million, vs. a tenth of that.
Quite interesting: just two weeks prior to swapping his JKP stock to Jubilee, on November 6, 2003 the CEO of Maximum Ventures, Abraham "Avi" Mirman released this press release announcing the Jill Kelly Productions Adult cable channel that James mentioned. Note it was issued by Maximum--not JKP.
Note also that the above press release announces no contract, no money at all, just a "letter of intent"--just two weeks prior to selling. I haven't been able to find any other JKP press releases signed by Avi. Why haven't we heard anything else about the cable channel? Was it something to attract genuine investors by JKP's angel in NY so he could cash out?
Here's Maximum's piece of shit website. It says that they helped with "reverse mergers," among other things. Aha. Maximum consults with Bob, is given worthless stock in lieu of cash, then sells it while it can.
Avi's other company is called Mirman Capital Ventures. Mostly involved in biotech.
Jubilee swapped some of their shares for JKP. Why? Like Maximum, swapping their stock for other companies was the shell game by which they hoped to catch lightning in a bottle and attract investors:
From their 2003 report, shortly after picking up their JKP shares from Avi Mirman:
Quote:
The Company's original intention was to build a portfolio as quickly as
possible, with sufficient critical mass to create genuine liquidity in the
Company's shares, for the benefit of those companies which had agreed to exchange a block of their own shares for shares in Jubilee.
The percentage of Jubilee's holdings in JKP in relation to the rest of their portfolio has fallen dramatically in the past year. At the time of their swap from Maximum, it represented some 8% of their portfolio. Now, per their
3rd quarter 2004 report, it's only 3.5% (and that's considering, again, the hilarious restricted stock valuation of 1.242 million quid). This number is so small that they don't even list it in their top (equally dodgy) primary holdings.
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#84269 - 02/04/05 03:51 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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AC Cream Wannabe
Registered: 12/02/04
Posts: 483
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Quote:
Aha, I think I get this Jubilee Investment Trust business now. I am just going to use this thread for my notes. Have fun, Luke.
The shares in JKP owned by Jubilee were not purchased outright. Rather, they were swapped from a company called "Maximum Ventures, Inc," which I recall from JKP's initial SEC filing. (There are two - one a British Columbian mining interest; another, this one, in New York).
On November 18, 2003, per this link, Jubilee swapped shares of Jubilee itself with Maximum Ventures in exchange for Maximum's holding of JKP shares.
Who was "Maximum Ventures"? According to this link, it was sold. The purchase price is quite interesting. Maximum had transferred more than a million shares of JKP restricted stock valued at $3.75 per share. Yet, not long after, Maximum itself was sold to VerticleBuyer for only $450,000 (representing 77% of the company's outstanding shares). Compare/contrast: JKP restricted stock valued at around $4 million, vs. a tenth of that.
Quite interesting: just two weeks prior to swapping his JKP stock to Jubilee, on November 6, 2003 the CEO of Maximum Ventures, Abraham "Avi" Mirman released this press release announcing the Jill Kelly Productions Adult cable channel that James mentioned. Note it was issued by Maximum--not JKP.
Note also that the above press release announces no contract, no money at all, just a "letter of intent"--just two weeks prior to selling. I haven't been able to find any other JKP press releases signed by Avi. Why haven't we heard anything else about the cable channel? Was it something to attract genuine investors by JKP's angel in NY so he could cash out?
Here's Maximum's piece of shit website. It says that they helped with "reverse mergers," among other things. Aha. Maximum consults with Bob, is given worthless stock in lieu of cash, then sells it while it can.
Avi's other company is called Mirman Capital Ventures. Mostly involved in biotech.
Jubilee swapped some of their shares for JKP. Why? Like Maximum, swapping their stock for other companies was the shell game by which they hoped to catch lightning in a bottle and attract investors:
From their 2003 report, shortly after picking up their JKP shares from Avi Mirman:
Quote:
The Company's original intention was to build a portfolio as quickly as
possible, with sufficient critical mass to create genuine liquidity in the
Company's shares, for the benefit of those companies which had agreed to exchange a block of their own shares for shares in Jubilee.
The percentage of Jubilee's holdings in JKP in relation to the rest of their portfolio has fallen dramatically in the past year. At the time of their swap from Maximum, it represented some 8% of their portfolio. Now, per their
3rd quarter 2004 report, it's only 3.5% (and that's considering, again, the hilarious restricted stock valuation of 1.242 million quid). This number is so small that they don't even list it in their top (equally dodgy) primary holdings.
This is easily the greatest thread in the history of XXXPorntalk. It just keeps unfolding and getting juicier with each post. I love it!
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#84279 - 02/04/05 08:22 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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when i'm not drunk, i'll look more closely at the edgar filings. keep in mind the sorbanes-oxley act was huge(passed 02, went into effect 2003) and makes things tighter. lots tighter-it made it easy for the sec to pursue executives on criminal charges AND requires them to have signed off on basically every statement filed. bob's name is on everything, or should be-if it's submitted he doesn't have the ability to claim ignorance.
let's see,they can't promise it would operate until this june without major outside investment,of 5 milllion
here's who owns what
Name of Beneficial Owner Position Ownership of Class(1)
Robert A. Friedland(2)(3)
Chief Executive Officer, Secretary and Chairman of the Board of Directors 16,594,000 52.5 %
Adrianne D. Moore(2)
President and Vice Chairman of the Board of Directors 5,172,000 20.4 %
Ronald C. Stone(2)
Chief Operating Officer and Chief Financial Officer 1,735,000 6.8 %
Daniel R. Ice(2)(4)
Director 500,000 1.9 %
Phillip D. London(2)(5)
Director 521,000 2 %
Keith Gordon(2)
Vice President 100,000 *
Robert Hollis(6)
Beneficial Owner 2,000,000 7.3 %
Kings Against 3, LLC(7)
Beneficial Owner 2,750,000 9.8 %
Maximum Ventures, Inc.(8)
Beneficial Owner 2,781,180 10.1 %
Jubilee Investment Trust, PLC(9)
Beneficial Owner 4,001,213 15.8 %
All Officers and Directors as a Group (6 persons)
24,622,000 78 %
those aren't dollars, just shares of penny stock, but it shows how the cake be sliced. the other thing i think is odd is how frequently the board loans and repays itself hundreds of thousands of dollars, jill's always paying back 150k and under.
the sec might be interested in their complacency in terms of auditing themselves, which they didn't do twice. however, if it's any kind of money laundering, i asked my mom who's got an mba from the same crimson-colored evil empire as i've got my undergrad. obviously i didn't get too specific about "hey mom, so this porn company father guido sarducci and i are researching, if they were laundering money or owned by the cosa nostra....". it's just not what i need after already playing my prodigal son card to death. anyhow, she offhand thought for a random penny-stock company it'd be all fbi for crime and for laundering it would involve them again but probably noticed first by the comptroller of currency or some other agency.
i'll look shit over and axe more when my brain isn't marinating, the edgar filings are impossible to read numbers on because they fucked the formatting of colums up.
Edited by jamesn (02/04/05 08:35 PM)
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84280 - 02/04/05 08:34 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Human Garbage
Registered: 02/12/04
Posts: 1683
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Wow... so much interesting shit at Edgar. Hey Luke: Here's Keith Gordon's employment contract. They set up a wholly-owned subsidiary called "JKP Bizarre" to distribute his stuff. Here's Jill's employment contract. Now, if you're an executive, you need to have one, but I think it's funny that JKP's own "PR professional" Scott Hoover persists in misrepresenting this as a "woman-owned company." It's a corporation, and far and away most of the shares are not in her hands. It isn't nice to mis-represent the ownership of a publically-traded corporation, Scott, even if the only place you can sell it is on Pink Sheets. The Koretskys own Pleasure Productions. In 1999, their partnership with New Frontier Media--another clusterfuck of a porn company going public--was a "perfect fit," according to Koretsky. Within two years, they were suing the holy hell out of each other over, among other things, stock transfers. (Parenthetically, I have to say that I know judges who would throw this complaint in the lawyer's face. I've never seen so many misspellings in one document since I was a clerk typing affadavits from crackheads.)
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#84281 - 02/04/05 08:41 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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arab, what do you know about the philly firm signing off on everything? i know it's not cravath or anything and have a good sense of the deisel firms out there(chicago's got kirkland's main office,etc.). i didn't read much, but they seemed legit, but most of their headlines were bankruptcies or allegations of doing naughty shit with money.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84283 - 02/04/05 08:53 PM
Re: Jill Kelly Fire Was No Mystery - It Was A Mess
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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yeah, it's always listed jubilee/armadillo but i didn't find an obvious statement. it's also a stupid name for a company in the UK, where 3 people know what an armadillo is from the discovery channel.
this is like dodgy-capitalization christmas, until the italian guys kill us. i can see bob pounding a desk somewhere, telling jenna haze "I don't care what you have to do, I want the arab silenced! what are you waiting for? get to it!"
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84284 - 02/05/05 11:19 AM
Bernstein and Woodward of XXXPornTalk
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ADT regular
Registered: 02/03/05
Posts: 5
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Wow! You two guys are like if Bernstein and Woodward were working for the Journal, assigned to the porn beat.
I'm mesmerized! Luke should be too.
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#84285 - 02/05/05 04:04 PM
Re: Bernstein and Woodward of XXXPornTalk
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Human Garbage
Registered: 02/12/04
Posts: 1683
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Klehr is a fairly decent, if cheap, law firm. There haven't been any disciplinary proceedings taken against any partners or Barry Siegel, the guy that did JKP's SEC paperwork. What is/was Bob's connection to the three owners of IDC Technologies? At least there were three of them when they purchased PacificTradingPost. One of the three was implicated and subject to investigation following a raid on a boiler room pumping-and-dumping stocks that they had business with. I haven't been able to find any SEC charges. And, while we're on the subject, why did Bob issue a $778,414.05 promissory note to himself through a shell corporation? Perhaps he won't be satisfied with still more stock in lieu of cash, like Michael Koretsky got for his $250,000 note. Or this porn producer, James L. Long, who was, after 3 years, paid only $10,000 of $140,000 owed to him, and settled for still more stock. Now it's starting to make sense. This company was absolutely riddled with debts, but probably not any more. Let them eat stock options! And more stock options! It's an all-girl orgy of stock options! I never get tired of exchanging cash and services for stock options! Damn you promissory note! Psst, hey, buddy, wanna buy a stock option?Re: Avi Mirman and his Maximum Ventures, Inc's holdings of JKP (later swapped to Jubilee after the mysterious "letter of intent" for a JKP adult cable channel), I was correct. Maximum was advising Bob and JKP and as a result was paid in company stock--so much company stock he was actually part-owner of the company. The merger agreement refers to Maximum having all but veto power over a number of issues in the agreement. From the JKP-IDC Technologies merger agreement: Quote:
2.5 MVI Warrants. Pursuant to Section 3 of that certain Amended and Restated Exclusive Advisory Agreement (the "Advisory Agreement") by and between JKP and Maximum Ventures Inc. ("MVI"), MVI will receive warrants for the purchase of 20% of the shares of the Company Common Stock held by the former shareholders of JKP immediately following the Effective Time at an exercise price of $0.001 per share. MVI shall be a third party beneficiary of this Agreement.
From the same document:
Quote:
(m) Absence of Certain Changes and Events
Except as set forth in Schedule 4.2(m) hereto, since the date of the JKP Balance Sheet, JKP has conducted its business only in the Ordinary Course of Business, there has not been any material adverse effect on JKP's business or operations, and there has not been any:
* * * * *
x. increase in salaries or bonuses or retention of any new
consultant, except for MVI or executive; or
* * * * *
(a) Conduct of Business. Prior to and through the Closing Date, each
of the Company and Acquisition shall:
iii. not pay, incur or declare any dividends or distributions
with respect to its shareholders or amend its Certificate of Incorporation or
By-Laws, without the prior written consent of JKP and MVI;
iv. not authorize, issue, sell, purchase or redeem any shares
of its capital stock or any options or other rights to acquire ownerships
interests without the prior written consent of JKP and MVI;
* * * * *
viii. report periodically to JKP and MVI concerning the status of the business and operations of the Company; and
ix. confer with JKP and MVI concerning operational matters of a material nature.
* * * * *
5.4 Publicity. Any public announcement or press release relating to this Agreement or the Contemplated Transactions must be approved by MVI, JKP and the Company in writing before being made or released.
That was on August 8, 2003. On November 6, 2003--three months later--Avi Mirman issued this press release on a "letter of intent" signed by JKP to own their own adult cable channel, a subject which has never been heard about from any JKP corporate officer again. Less than two weeks later, Mirman swapped his JKP shares with Jubilee. Quite a deal, isn't it?
That "letter-of-intent" press release had an extensive quotation from Bob. Kind of serious, that, if it turns out this "letter of intent" was intended solely to overstate the company's future earnings potential. It's a different world when you're under Sarbanes-Oxley jurisdiction, compared to being a horny old man that likes to fondle twenty year old girls in your sole proprietorship.
_________________________
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#84286 - 02/05/05 05:52 PM
Re: Bernstein and Woodward of XXXPornTalk
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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you've checked out the sarbanes-oxley? what i can't figure out is how a guy who was a managing director for SSB and morgan would sign something related to JKP at all. you figure there are a fewe hundred people in the world at this dude's level in corporate finance and banking. There's no question he knew exactly what he was doing when he started investing in a porn company that's losing millions while risking his good name and maybe jailtime in the worst-case. i'm still looking for something that's solid evidence of it, but given a decade at those two jobs he should have the kind of scratch nobody else in the picture has. how did bob have this startup money and it's been a looooong time for a single-digit millionaire to lose money every year. maybe someone's going to buy him out and infuse cash. maybe they already did a while ago. it'd certainly explain some of why the company is being used as a petty-cash drawer by it's board.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84287 - 02/06/05 07:03 PM
Re: Bernstein and Woodward of XXXPornTalk
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ADT regular
Registered: 02/06/05
Posts: 10
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Hello Ladies and Gents, This is Avi Mirman at Maximum Ventures in New York. Excellent thread. Thought I would join the mix and get involved in some good gossip. Every once in a while I surf the porn gossip channels and today to my tremendous satisfaction, my name and company appear front and center. Mr. Arab - lots of painstaking research on your part I see, albeit factually incorrect in many instances. Some are right; most are wrong. I don't blame you one bit - perhaps JKP deserves your commentary through biased perspectives. Maybe not - who knows. First lesson in reporting the facts straight: I did not sell 77% of Maximum Ventures for $450,000. If I were to sell that stake in my company, you would have to add another 2 zeroes, and then multiply by 4. From the press release concerning VBYR: "VerticalBuyer, Inc. (OTC Bulletin Board: VBYR - News; the "Company") today announced that Computer Software Innovations, Inc., a South Carolina corporation ("CSI") has purchased a controlling stake in the Company from Maximum Ventures, Inc., a New York corporation ("Maximum"). CSI purchased from Maximum 13,950,000 shares representing approximately 77% of the Company's outstanding common stock. The purchase price for the shares was $450,000." Here's the link: http://biz.yahoo.com/prnews/050131/nym220_1.htmlIn other words, I had an ownership interest of stock in a company called Vertical Buyer (13,950,000 shares) for which I received $450,000 in a sale; not that of my own company's (MVI). Since I was Chairman and CEO of VBYR, I could understand how perhaps you mixed things up. Second lesson: I did not and do not issue press releases, ever. This, of course, nullifies your subsequent theory. Here is the link, once again for your convenience: http://www.prweb.com/releases/2003/11/prweb88357.htmNotice the part on the bottom that says the SOURCE is Jill Kelly Productions. Yes, it lists me as a contact person. The company felt I would be better suited to field questions from the investing public. FYI - I received no inquiries. There are multiple more errors in your analysis. I do admire your tenacity, though, in trying to conduct some investigative research. Stick to investigating porn, kid. In the event you want to pursue this and ask questions, feel free to ask. I will answer. Since I do not have the time to check this thread on a regular basis, all I ask is that you email me direct. That goes for anyone. Once I respond, you have total permission to reprint onto this website or others. You may be surprised at my responses. Best regards, avi@maximumventures.com
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#84288 - 02/06/05 07:25 PM
Re: Bernstein and Woodward of XXXPornTalk
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Whoremaster
Registered: 01/25/04
Posts: 2742
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#84289 - 02/06/05 09:15 PM
Re: Bernstein and Woodward of XXXPornTalk
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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thanks for checking in-we're mostly thinking out loud at this point. if you wouldn't mind just a short summary of your financial involvement with and perhaps even why you invested in JKP it would go a great length in terms of satisfying our curiousity. we're not ernst and young and the nature of what is being discussed is exploratory at this time and perhaps you feel there are errors that need to be corrected-i think you'll be quickly accomodated. however, sifting through rapidly-written postings for any minutiae of innaccuracy, pointing them out and asking all further discussion to be conducted privately might not be the best way to satisfy everyone. it is public information, i'll gladly correct anything you object to after verifying it and keep away from anything more than conjecture but i think this is an appropriate place for discussing the topic, which certainly has raised eyebrows in the past.
btw-i don't know if i'm qualified to "stick to porn", all i've got on my resume is some lousy diploma from the university in my city under "location". i can't even locate mongolia on a map, let alone find precious metals there.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84290 - 02/07/05 06:47 AM
Re: Bernstein and Woodward of XXXPornTalk
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ADT regular
Registered: 02/03/05
Posts: 5
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hmmm.... a variation on the good cop/bad cop approach. first, scott hoover bellows, rants, and castigates. now, this avi floats in on a raft made of olive branches, all polite and (seemingly) well-intended: He simply wants to correct some misstated facts and offer a friendly, smiling advisement to "stick to porn."
the plot thickens indeed.
Edited by Porn Parasite (02/07/05 06:53 AM)
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#84291 - 02/07/05 08:40 AM
Re: Bernstein and Woodward of XXXPornTalk
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Human Garbage
Registered: 02/12/04
Posts: 1683
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First, I did misinterpret the press release for the (non-) sale of Maximum: it was transferring the stock of a third company. I apologize.
I will mail this to you as well, but what we're doing here is simply (as I stated at the start of my post) posting notes, no more and no less, posting information as we find it and figuring out just how badly the company's PR falters before reality.
There are a number of unanswered questions about JKP's decision to go public, the transfer of dept into stock options, etc. But most of these are paled by the question of why you, Avi, sold out of your holdings in JKP just three months after they went public. I presume your advisory agreement had something to do with the reverse merger, is that correct? If so, why cut loose before they even really got underway?
_________________________
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#84292 - 02/07/05 12:03 PM
Re: Bernstein and Woodward of XXXPornTalk
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Human Garbage
Registered: 02/12/04
Posts: 1683
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Ah, you can hear he flurry of activity in the background. All will be revealed shortly. In the meantime, let's go back to how JKP was run before it's IPO. Bob Friedland runs a shell corporation called Matzuda. When he was still dating employees he had 50 years on, Matzuda was essentially acting as the liquid cash for financing JKP's operations, incurring considerable debt. Many of those debts were later converted into stock options held not by Matzuda but a trust fund in Bob's name. What sort of operating expenses did JKP incur for Matzuda? That's buried in the prospectus: Quote:
From January 1, 2001 to April 30, 2003, we paid Matzuda Corporation $5,000 a month as rental payments on the office space that we rented for our operations.
JKP was later paying less than this--approximately $4,000 and change--for an entire floor of a building they were renting. It doesn't end there, though. Bob was also paying his company--he was CEO, remember--a "consulting fee":
Quote:
From January 1, 2001 to July 31, 2003, we paid Matzuda Corporation consulting fees in the amount of $37,500 per month in connection with film production consulting services it provided to us.
I'm curious what "film production consulting services" Bob provided to Bob. Did Bob say "Hey, Bob, how about more blondes in JKP videos?" Or did he say, "Hmm, Shyla... that's a girl you should hire, marry, and then annul." Whatever advice was given by Bob to Bob, it was certainly well rewarded.
_________________________
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#84293 - 02/07/05 01:24 PM
Re: Bernstein and Woodward of XXXPornTalk
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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I'm still digging as deeply as someone who should stick to porn is capable of, given my obviously oppressive limitations.
A quick question, since it is frequently-mentioned by JKP as a selling-point---roughly how much are you guys paying out in residuals to your performers? It wasn't clear on any document I could find.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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#84294 - 02/07/05 03:10 PM
Re: Bernstein and Woodward of XXXPornTalk
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ADT regular
Registered: 02/06/05
Posts: 10
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I believe I answered your questions in a reply email. For the benefit of others:
> Dear Avi,
>
> I did misinterpret the press release for the (non-)
> sale of Maximum: it was transferring the stock of a
> third company. I apologize.
- Not a problem. Happens to everyone.
>
> What we're doing here is simply (as I stated at the
> start of my post) posting notes, no more and no less,
> posting information as we find it and figuring out
> just how badly the company's PR falters before
> reality.
>
> There are a number of unanswered questions about JKP's
> decision to go public, the transfer of dept into stock
> options, etc. But most of these are paled by the
> question of why you sold your holdings in JKP just
> three months after they went public. I presume your
> advisory agreement had something to do with the
> reverse merger, is that correct? If so, why cut loose
> before they even really got underway?
1. We didn't "sell" our holdings. We exchanged a relatively small portion of our shares with a UK-based exchange fund that lists it shares on the London Exchange for trading. At the time of the transaction, 1,066,666 shares represented less than 20% of our stake. This exchange, by the way, paved the road for an exchange between the same family of funds and Jill Kelly Productions directly. JKP subsequently sold that stake for $3 million gross dollars to a third party - something I imagine any company in the adult space would love. All in, $6.25 million gross into JKP.
2. As a symbol of our belief in the co moving forward, we further invested $600,000 hard dollars into a private placement that is reflected in the SB-2 registration statement. Next to the London-based fund, we are the largest investor in Jill Kelly Productions. This is a far cry from "cutting loose".
3. Our advisory agreement called on many duties, one of which was to complete a reverse acquisition of Jill Kelly Productions.
I can tell you in hindsight that we have been approached by all forms of adult companies for the same service (capital and listing) ever since the completion of the JKP transaction. As much as people like to bash JKP for all kinds of reasons, both before and after the transaction (and believe me, I have no allegiance to anything or anyone but that of mine and investors' capital chances for success), the bottom line is that they did what no other company has been able to achieve. They convinced Wall Street to break the stigma associated with porn and to participate. I would urge all in the adult business to put the gossip aside, and welcome these types of transactions because if people like me feel comfortable, the funding will continue in the direction of other companies in the space. This will only help the adult business grow. This will only help the adult category emerge from the black clouds it currently suffers from as it relates to the Wall Street world.
Perhaps you can name another 2 year old adult company that can brag of raising millions from Wall Street bankers.
You have my name. What's yours?
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#84295 - 02/07/05 03:13 PM
Re: Bernstein and Woodward of XXXPornTalk
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ADT regular
Registered: 02/06/05
Posts: 10
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James - never got involved in the operations.
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#84296 - 02/07/05 03:16 PM
Re: Bernstein and Woodward of XXXPornTalk
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ADT regular
Registered: 02/06/05
Posts: 10
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Arab,
Perhaps you write an email to JKP/Friedland and ask him his thoughts on this particular post?
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#84297 - 02/07/05 03:20 PM
Re: Bernstein and Woodward of XXXPornTalk
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ADT regular
Registered: 02/06/05
Posts: 10
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More of our emails (this is fair for the sake of full disclosure):
> Thank you for your detailed reply.
>
> My name is *********, I'm an attorney in Chicago.
>
> Comments below.
>
> > At the time of
> > the transaction, 1,066,666
> > shares represented less than 20% of our stake.
> > This exchange, by the way,
> > paved the road for an exchange between the same
> > family of funds and Jill
> > Kelly Productions directly. JKP subsequently sold
> > that stake for $3 million
> > gross dollars to a third party - something I imagine
> > any company in the
> > adult space would love. All in, $6.25 million gross
> > into JKP.
>
>
> Sure, I saw the portion about the trade of stocks and
> the subsequent selling to infuse cash. But what does
> this mean when a company loses $9 million in one year?
- I believe you should look deeper into the financials of the filings for
the answer. Since you are an attorney this should be simple for you. I
haven't looked lately but I believe most are attributable to "non-cash"
items, such as the preferred stock and warrant issuances at below market.
The vast majority of those losses are not related to cash flow loss, which
is where I think you are heading with this. Surely, you know the
difference.
>
> I'm told that you're the person to speak to about the
> ill-fated "JKP nightclub." You had a role in that, I
> presume?
Who told you that?
We introduced the management team of the club to JKP. JKP entered into a
Letter of Intent to acquire the club. For putting the deal together and
for supervising management here in NY, we were getting a small piece of the
deal. JKP later decided to walk away before final execution, so instead we
(meaning Maximum) decided to assume responsibility for whatever monies where
forwarded (minimal - about $108,000) and took possession ourselves. If
you want to know why JKP walked, ask the company themselves for the answer.
It would not be fair for me to represent them in this regard.
>
>
> > 2. As a symbol of our belief in the co moving
> > forward, we further invested
> > $600,000 hard dollars into a private placement that
> > is reflected in the SB-2
> > registration statement. Next to the London-based
> > fund, we are the largest
> > investor in Jill Kelly Productions. This is a far
> > cry from "cutting loose".
>
>
> Thank you for clarifying. I wasn't aware that you
> still had an ownership stake in the company.
>
Again, and I am surprised that you could not derive this from your own
postings since you are an attorney, it is black and white in the SB-2.
Your own posting:
Robert A. Friedland(2)(3)
Chief Executive Officer, Secretary and Chairman of the Board of Directors
16,594,000 52.5 %
Adrianne D. Moore(2)
President and Vice Chairman of the Board of Directors 5,172,000 20.4 %
Ronald C. Stone(2)
Chief Operating Officer and Chief Financial Officer 1,735,000 6.8 %
Daniel R. Ice(2)(4)
Director 500,000 1.9 %
Phillip D. London(2)(5)
Director 521,000 2 %
Keith Gordon(2)
Vice President 100,000 *
Robert Hollis(6)
Beneficial Owner 2,000,000 7.3 %
Kings Against 3, LLC(7)
Beneficial Owner 2,750,000 9.8 %
Maximum Ventures, Inc.(8)
Beneficial Owner 2,781,180 10.1 %
Jubilee Investment Trust, PLC(9)
Beneficial Owner 4,001,213 15.8 %
All Officers and Directors as a Group (6 persons)
24,622,000 78 %
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#84298 - 02/07/05 03:31 PM
Re: Bernstein and Woodward of XXXPornTalk
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Porn Jesus
Registered: 04/17/04
Posts: 6005
Loc: travieso capital management an...
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respectfully, wouldn't that have been mentioned to you or something someone such as yourself working in the nyc financial world would have noticed just looking at the numbers available to you? it's not your responsibility to budget or distribute them obviously, but someone with your job would seem to know something like money you took in going back out or at least be able to recognize it immediately.
_________________________
"She has no waist, no arse...an interesting face...but all we are really worshipping is two bags of silicone"
Martin Amis "honoring" katie price with a character bearing some of her traits
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