To: StockDung who wrote (88831) | 12/18/2004 12:08:55 PM | From: scion | | | STREAMEDIA PRE-IPO rosenlegal.com
40. Streamedia was organized by Rupp and Essary as a limited liability company in New Jersey in September 1998. In December of 1998 the company was reorganized as a corporation in the State of Delaware under the name Streamedia Communications, Inc.
41. For the twelve months ended December 31, 1999, the Company had no revenue and a loss of $3.8 million.
INFLATED IPO VALUATION
42. Thus, at the time of the IPO, the Company had no revenue, no customers, no user base, no proprietary technology, no intellectual property (with the exception of 2 intended trademarks that have since been abandoned), no networks, no system or ability to deliver products or services, no technical competence, no offered products or services and less than 10 employees. The two founders, Rupp and Essary, together with others had paid on average less than 16 cents per share for the Company’s stock less than a year earlier, yet the Company and the Underwriter Defendants assigned a per share price of $8.50 in the IPO - implying a market value of more than $38.0 million to the Company. |
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To: StockDung who wrote (88831) | 12/18/2004 12:12:29 PM | From: scion | | | 71. Page 25 of the Prospectus describes Essary.s business experience as including having been Chairman of IRI, Inc. and a founder and publisher of StreetLevel. The real names of these organizations are Investors Research Institute and Hotstocks@StreetLevel. Upon information and belief, Essary changed the names of these organizations in the Prospectus to more innocuous sounding names to avoid being so closely associated with the micro-cap stock promotion newsletters that he has been running for many years. A June 5, 1997 article in TheStreet.com by Erle Norton claimed that Essary had made misrepresentations as to his stock picking prowess and the quality of the companies that he touted through his Investor Research Institute and Waaco Kid.s Forum newsletters.
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To: scion who wrote (88842) | 12/18/2004 12:19:32 PM | From: StockDung | | | Amazing that a fraudster like Essary still getting away with his promotion of weak stocks and portraying them as viable companies and good investments which are unbias reports.
For a fee of $25,000 Gayle Essary will hype your companies stock. |
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To: scion who wrote (88844) | 12/18/2004 12:20:57 PM | From: scion | | | 75. On May 21, 2001, the Company issued the following press release on business wire:
Streamedia ’Chairman’ Returns to Facilitate HOA Merger Deal with Shareholder Dilution Issues Interim President/CEO Term Expires
Essary Announces Shareholder Committee
NEW YORK--(BUSINESS WIRE)--May 21, 2001--Streamedia Communications,Inc. (NASDAQ: SMIL, SMILW; BOS: STA, STAW), New York (www.streamedia.net and www.eleaders.com) and Los Angeles (www.bijoucafe.com), a dynamic U.S.-based streaming media services company, confirms its long-time Chairman from the Company’s inception, and its principal shareholder, Gayle Essary, has returned to help facilitate the proposed merger with HOA Networks, Inc., following the expiration of the term of Interim President/CEO Henry Siegel.
Essary stated that a Committee of Shareholders has been formed to research possible dilutive stock distributions over the past few weeks to determine the basis for their authorizations, and to report back to the Board its findings. Isaac Zabare, a private investor and consultant to Tension Tech, Inc., Brooklyn, NY, a designer of computer systems and networks for brokerage firms, has agreed to serve as Chairman of the shareholders committee.
Management also announced the appointment of Goldstein & DiGioia, LLP, New York, to act as the Company’s outside counsel, to be represented by Victor J. DiGioia, Esq.
Calling the proposed merger in the best interests of shareholders, Essary said he is looking forward to returning to his position with ESCO Capital Management Co. (www.escocapital.com) and as a consultant to the Company as soon as the merger and orderly transfer of authority can be assured.
76. On May 23, 2001, the Company issued the following press release on business wire.
Streamedia Responds to Unauthorized Press Release NEW YORK--(BUSINESS WIRE)--May 23, 2001--The Board of Directors of Streamedia Communications, Inc. (NASDAQ:SMIL - news) reports that Gayle Essary, former Chairman and Vice President of Streamedia, issued a press release purportedly on behalf of the Company on Monday, May 21, 2001, at 10:04 Eastern Time.
This press release was not authorized by Streamedia, its Board of Directors, or its employees. This unauthorized press release, the Board of Directors believes, contains significant misrepresentations of important facts concerning the Company. The Board of Directors urges shareholders to disregard these misstatements.
For its part, the Board of Directors is investigating this and other breaches of a severance agreement previously negotiated between the Company and Mr. Essary. The Board further is considering appropriate remedies against Mr. Essary’s actions. The Board of Directors also wishes to report that the proposed merger with HOA Networks Corp. was, and still is, progressing according to the plan and agreement of merger that was ratified by both companies.
77. Thus, Essary’s proclivity to issue false and misleading information to investors has been clearly documented and confirmed by the Company itself.
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To: StockDung who wrote (88848) | 12/18/2004 12:31:12 PM | From: scion | | | I'm beginning to think that the SEC Investigation division has been on extended vacation for a very long time, or in a catatonic state where some scams are concerned. Look at the egregious press releases being put out by MLON and its Dominion of Melchizedek bunch... |
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To: scion who wrote (88849) | 12/18/2004 1:03:43 PM | From: Buckey | | | MLON - I have seen exaggerated claims before but this string of releases is absolutely like nothing I have ever seen before - It has set the bar really really High ( or low). I am sure by the end of next week he will have a deal to develop Condos on Pluto. And customers lined up and financers in plaza. |
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To: scion who wrote (88849) | 12/18/2004 1:09:02 PM | From: StockDung | | | GayleEssaryStockFraudGate, I was banned from SI GMXX thread after I had mad several unflatering posts about Gayle Essary Subject 53304
Gayles years of pennyStock shananagans is well documented.
Now with symbol change (ISON) I am no longer banned.
For Now |
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