Has Mr. Samblis… “Screwed the Pooch” ???

Has Mr. Samblis, CEO of IC Punch Media (aka VU Television) “screwed the pooch” as the saying goes, with his latest decision to post on LieHub?  It certainly looks that way.  Many investors had long given up on Mr. Samblis’s efforts to reconstruct the company after the breakup of his partnership with Mr. Joseph Collins… however his most recent actions have sealed the deal for many of those who still had a glimmer of hope still in them.  Now it appears only the most extreme fringe of loyal supporters may be left to support Mr. Samblis, in the face of overwhelming sentiment that the company will never recover.

Take a look at the below graphic.  You can see by the vast number of post deletions of investors expressing their opinion over the situation, that there are those that seemingly still support Mr. Samblis.  Their effort to hide the true feelings and opinions of their fellow investors is evidence of their blind and unwavering support of Mr. Samblis and the company.  Do they really think that attempting to hide opinions will change the facts?

Click on any graphic to enlarge.

Image

Pictured below is one of the posts they deleted because they did not want you to see it.  This post is a partial compilation of posts that Mr. Samblis posted over on LieHub last night.  WHY was this post deleted if for no other reason than censorship, in an attempt to shield Mr. Samblis (and YOU ) from his own words ???  Shameful pure and simple.

Image

Then, when Mr. Samblis finally got banned from the IC Punch Board, he continues to embarrass himself on other boards.  See the graphic below.

Image

Then there is this post they also didn’t want you to see:

Image

Folks… this is a hot mess !  The pending Collins 50-million dollar lawsuit, coupled with Mr. Samblis’s seemingly endless string of bad decision after bad decision, and the fact that Mr. Samblis doesn’t seem to learn from his past actions, and seems unwilling to hire someone with the skills and professionalism to begin a rebuilding effort .. all add up to very little, if any, hope that anything good will come of this company.

It’s a shame really, because with the right leadership, this company could do very well given time.  The broadcasting concept of delivering entertaining content to the viewers using the technological advances of late and future, is a sound one.  One that could be very profitable very quickly given the right leadership.  Perhaps, in time, if/when Mr. Collins takes his company public, his might be the company to invest in.  Most investors were overjoyed when the Collins/Samblis partnership was announced, because many saw the potential of what Mr. Collins brought to the table.  Say what you will about Mr. Collins, its very doubtful you will ever see pictures of him in a bar with what appears to be him engaging in a lap dance.  As we posted here, and as can be seen above, there are many differences between the two men.  The full story of the breakup has yet to air, but something tells us Mr. Collins is not the bad guy Mr. Samblis makes him out to be, based on some of the decisions and actions Mr. Samblis has taken since the breakup.

So… you decide… has Mr. Samblis “screwed the pooch” or not ???   Let us know your thoughts by leaving a comment using the “Leave a Comment”  function at the top-right of this post.  Unlike Investors Hangout, your thoughts will not be deleted !

 

An interview with Mr. Joseph Collins !

We had an opportunity to interview Mr. Joseph Collins, President of Punch TV.  As can be seen by the introduction to the questioning, Mr. Collins was advised that his responses would be on the record, and likely published for all to see.  One would think that given your comments would be on the record, and you had sufficient time to prepare your responses… you would make sure your responses were truthful and accurate.  It is working under this concept that we make the following observations and comments.  And again, we thank Mr. Collins for his time to respond, and his directness in his responses.

See the interview verbatim text here.

We think many would agree that the central issue that caused the breakup of Collins and Samblis was the issue of viewership.  Mr. Samblis has seemed to maintain that Mr. Collins misrepresented the level of potential viewers/homes their signal would be available to.  In Mr. Collins’s response to question #1 he seems to be saying Mr. Samblis’s assertion is incorrect.  Now, this is question #1, and since this, according to Mr. Samblis, was the central issue that caused the problems between the two, one would need to make a determination as to which man is more creditable, and therefore more believable with respect to the central issue.  There are more questions to follow, and if you don’t think Mr. Collins is creditable on this issue, than you are unlikely to believe his responses to the rest of the questions.  We suspect the avid believers in Mr. Samblis will likely disbelieve anything Mr. Collins says, however keep in mind that Mr. Collins is on the record here with his responses, and, appears to have (previously) provided documentation to support his positions.  Mr. Samblis on the other hand has not really provided much detail on any issues surrounding the breakup, or the cause thereof.  We are confident investors would welcome a response by Mr. Samblis, accompanied with supporting documents to validate his responses.  As the accuser, Mr. Samblis should be required to prove his case.

The second, and likely related, issue is that of control of the company.  Mr. Collins states in his response to question #1 that Mr. Samblis was “not going to yield control of the company under any circumstances, even though the contract clearly stipulated differently“.   As we referenced in our recent blog post here, Mr. Collins provided documentation that appears to support his position that Mr. Collins was to “step up” as CEO.  Additionally as we pointed out, there appears to be no preconditions to this specific clause in the contract.  Lacking rebuttal documents from Mr. Samblis it would appear the document Mr. Collins provided is accurate.

If one were to look logically at the contract agreement overall, and then ask themselves what would be the inducement for Mr. Collins to have his company acquired by Mr. Samblis and his public company IC Places… it could seem reasonable that this CEO clause is believable, and likely valid.  It would just seem to be common sense to think that Mr. Collins would have been asking… what’s in it for me?  Mr. Collins had been in business for some 15 years building Punch TV, and one would need to ask themselves why he would turn over his baby to Mr. Samblis without some assurances that he would still be in control over what he worked so hard building.  Likewise its believable that Mr. Samblis would offer such in order to make the deal happen.  Specifically if he knew, as Mr. Collins states, he had an ace in the hole so to speak in that there was an employment contract in force providing that Mr. Samblis would always maintain majority control of the stock, and therefore the company.  IF, as Mr. Collins states, this document was requested, and not provided (under the guise of no such document existed) Mr. Samblis would feel protected in allowing the specific takeover language be included in the contract.  We will leave it to the courts to decide the legality of this action.

Another interesting point, again of central issue, is the return of the shares exchanged as a result of the agreement.  Mr. Collins states (question #3) that upon acceptance of the rescind agreement, Mr. Samblis cancelled the shares.  If in fact Mr. Samblis “cancelled” the shares, and in effect rendering them worthless, 1) what was the point of returning them, and 2) if the shares were indeed worthless why did Mr. Samblis make such a spectacle of calling and waiting for their return?

Feel free to read the verbatim text of the interview and make your own decision and conclusions.  Many reading such, coupled with Mr. Samblis’s creditability issues, may find Mr. Collins’s responses valid and accurate when not looked at through a self serving bias in favor of Mr. Samblis.  In addition to looking at the information logically, let your gut be your guide.

Mr. Samblis… you are encouraged to air any rebuttal facts in support of your previously stated position.  We would be happy to publish such here.  Given that there are many who question your creditability, supporting documentation would be extremely helpful at rebuilding your creditability.

 

 

Breaking up is hard to do…

Yes folks, breaking up is hard to do… so goes the song, and so goes it in real life.  The Collins / Samblis breakup will be no exception.  Not only will it be no exception, unless one or the other (or both) comes to their senses and agrees to a compromise, this thing is likely to drag on for quite a while.  And what are the chances one or the other of these men will compromise ???  There is a term used in the nuclear arms race… MAD, Mutual Assured Destruction.  Its very likely that this dispute will end in the destruction of both sides if, someone does not realize this and accept a compromise.

There are those who think this is a slam-dunk for Samblis.  We suspect its those that are avid supporters of Mr. Samblis, and his company IC Punch Media.  What you are about to read will likely not change the minds of avid supporters, but those of you who have an open mind will likely see some validity in the concepts.  There are some, according to some message board posts, that are seemingly already thinking of ways Mr. Samblis should spend the winnings.  Folks… it is unlikely either side will benefit from this breakup.  However, there is one group that will benefit from this dispute… the attorneys !

Since the breakup… who has done better, or maybe look at it as who has minimized their business as a result.  Mr. Collins has a robust website, Mr. Samblis closed down his website and forwarded any traffic to FilmOn.  When Mr. Collins and Mr. Samblis were together they had a lavish “upfront” party.  Since the breakup Mr. Collins has scheduled a New Years Eve gala for late December (http://www.video.punchtvnetwork.com/index.php/party ).  Mr. Samblis on the other hand has no such events scheduled, and didn’t even put something together for the launch of his new network.  Mr. Collins has press releases frequently, while Mr. Samblis has them rarely, if at all, and simply chooses to utilize FaceBook as his media PR outlet.   Mr. Collins’s network is broadcasting on over 20 affiliates, while Mr. Samblis’s network is simply broadcasting on FilmOn, where anyone with a video camera can obtain air time (http://www.filmon.us/alkidavid).  Mr. Collins has a production studio, and Mr. Samblis apparently does not.  Mr. Collins is recognized by the California Assembly (https://www.prbuzz.com/entertainment/139083-punch-tv-ceo-joseph-collins-recognized-by-california-legislative-assembly.html and https://www.facebook.com/photo.php?fbid=708917485793183&l=5cb6d15b99 ) while Mr. Samblis is photographed with playboy bunnies and women at bars.  We could go on and on but I think you get the picture… one CEO is moving forward, while the other CEO is… well lets just say not so much.  The thought here is… who has more resources to defend legal actions, and who has creditability as an upstanding businessman in the community ?

According to wording that was listed in the most recent 10-Q (http://www.sec.gov/Archives/edgar/data/1437596/000155724013000402/pnch_q3-sept2013.htm )… Mr. Collins returned 153 million shares.  The business “assets and business” were valued at 135 million shares (see graphic below).  So… Mr. Collins returned more than the value of the business assets, therefore he will likely be deemed the rightful owner of the Punch name, and any associated assets of the company.  Perhaps what could be at dispute here is the shares for the employment contract, NOT the assets.  Mr. Collins appears to have returned a portion of his employment contract shares (some 18 million shares) and the balance is in question.  Perhaps there is an open dispute regarding service rendered and the shares were held back, or, deemed rightfully his to do as he saw fit.  In any case, there will likely be a creditable defense put forth by Mr. Collins’s attorneys that there is no dispute with the assets (because he returned those shares), just the employment contract.  Mr. Collins obviously contributed to the company while he was there, so all that is left to determine is to what extent his services should be compensated.  Perhaps there was a calculation by Mr. Collins (and/or his attorney) that would account for the return of shares over and above the asset value.  Mr. Samblis can not have the Punch name AND keep the money (shares) used to pay for such.  Remember… Mr. Samblis has repeatedly maintained a distinction between the asset purchase, and the employment contract.

Click any graphic to enlarge for reading)

Image

Additionally, Mr. Samblis (see post below) has stated recently, and repeatedly, that he wants to distance himself from the Punch name, and at times has called the Punch name “poison”.  WHY then is he taking a position of fighting for such?  The classic question is… was he lying then, or is he lying now when he says now that he wants the Punch name, and apparently seems to be willing to spend investor funds to go after it.  This action simply defies logic.

Image

It appears Mr. Collins was to be given 150 million shares of restricted stock as inducement to join the company as President.  In the employment contract, at first glance, it appears that stock exchange only happened if Mr. Collins raised 3-million dollars of capital investment.  However, when read more closely it actually states “the company” needed to raise the 3-million, not specifically Mr. Collins.  Therefore Mr. Collins can not be held personally (specifically and wholly) responsible for “the company” not reaching that goal.  Section 4b seems to indicate that 150-million shares are to be given to Mr. Collins NOT related to any achieved criteria, but simply as an inducement to come on board as President.  The clause appears to be independent of any criteria by using the words “immediate issuance”.  Section 4b stands independent, unlike section 4c, where “bonuses” are addressed, and are definitely tied to achievements (but not necessarily Collins personal achievements) .  If 4b stands up in court, Mr. Samblis could be looking at a situation where he ows Mr. Collins some 18-million shares back of the returned shares.

Image

There was also some disagreement (and some thought it was a ridiculous statement for Mr. Collins to make), that Mr. Samblis was to give up his CEO title after 3-months to Mr. Collins.  If you look at the contract closely you will notice section 4c i, ii, iii, iv all contain the “and” provision, however section 4c V follows no “and”, and appears to stand independent of the conditions placed on the awards above.  You can be sure any good attorney will argue this point.

Will ANY of the Collins legal arguments prove successful… who knows, but keep in mind as the saying goes… you never know what a judge will do.  Remember the woman who sued McDonald’s because SHE spilled hot coffee on herself… AND WON !  One has to look no further than to some of the ridiculous consumer warnings on products nowadays.  These warning, in most cases, were put there as a result of someone suing the manufacture of the product because THEY did something stupid.

Folks… if you think Samblis has a lock on emerging a winner in this dispute, you are simply ignoring the facts and possible endings.  Even a “compromise” solution to this dispute will hurt, because in a compromise, neither party gets all of what they wanted.

Stayed tuned (but feel free to get up and make a sandwich, because this will likely take some time).  This will likely get nastier before it gets any better.  And… what happens to the PPS in the meantime ???

 

Rescind the rescind agreement… wait… what ???

Yes, that’s right folks… apparently Mr. Samblis, CEO of IC Punch Media, Inc. has planted the seed that he is rescinding the rescind agreement.  See the graphic below.

Image

According to this Investors Hangout post, which appears to contain information taken from the IC Places Facebook page… Mr. Samblis states we “have revoked the recession agreement“.   Notice Mr. Samblis states he “have“, indicating an action that has already taken place.

So… if the original agreement to rescind has been revoked, then Mr. Collins is President again.  Mr. Collins now owns some 350 million shares of PNCH again.  Mr. Collins is now on the Board of Directors again, etc, etc, etc.  Folks… you just can’t make this stuff up as the comics say.

Keep in mind here folks… Mr. Samblis has a creditability issue.  He also has a financial issue, in that, the stock price is at rock bottom and is about worthless for raising capital, badly needed to keep PNCH afloat.  He needs to prime the pump as they say in order to instil some hope in investors minds in order to get the stock price back up to the point that it can generate some much needed capital to finance the ongoing day to day operations.  And he will likely have a trusted surrogate promote the activity.

Also… its not clear if the original rescind agreement (which by the way to our knowledge has never been made public in or outside of any corporate filing) is actually valid and enforceable.  It has to be assumed that Collins has access to attorneys also, and there must be some reason he never returned his shares.  But of course no one knows if that is accurate either.  Take a quick peek at this document talking about contract rescission here. (and yes, it states California law at the top but other states are similar and was only referenced to illustrate the complexity of such actions).  As you can see, its not as simple as simply stating out loud, or wishing it to be that makes it valid.  Court action is needed for that.  Neither party here likely has the funds for a court battle so it likely remains a stalemate until its validity is adjudicated in a court of law.  And if the original rescind action is complex… what about rescinding the rescind agreement ???   Try looking that action up on the internet… lol.

Yes, perhaps Mr. Samblis has been successful at getting some content removed from YouTube, but also perhaps just temporarily due to the validity of the rescind agreement… i.e. who is really the rightful owner of the Punch name.  It is very easy to get YouTube to pull content, specially when a DMCA request is filed.  It is much easier for YouTube to pull the content in question and avoid any legal issues for themselves than it would be to fight a court battle over the posters right to post the material.  However it is likely Mr. Collins will contest the removal, and if his argument is robust, the content will likely reappear.  Here again, YouTube will not want to get in a legal battle over exactly who has the legal rights to the name at this point and will likely take a neutral position lacking court sanctioned documents citing who is the legal owner of the material and/or name.

This Collins/Samblis feud is a real mess folks… and it is not likely to be settled for a long long time given the financial status of both men.  So… don’t get your hopes up too high.

 

Life’s mystries !

Yes, there are quite a few mysteries with PNCH.  So many questions, and so few answers.  Why is that ?  How hard can it be to answer a simple, straightforward, legitimate, investor question ?

Some important questions that remain unanswered by Mr. Steven Samblis, CEO of IC Punch Media, Inc are:

Revenue.  Why is there NO revenue being reported ?   There is a general understanding that the website IC Places is part of the PNCH company.  It is simply defies logic to think that none of the advertising on the website is, or has (of late), produced even $1.00 in revenue.  OR, any other business endeavor PNCH may have been engaged in, such as the ClearVision Airport deal.  It important to understand the difference between revenue, and profit.  It’s understandable that the company may not be making a “profit” on any advertising or other activities surrounding the business or website due to costs, overhead, etc., however it’s just unbelievable Mr. Samblis is running advertising on the site for free.  If anyone paid to have an ad on the website, that is revenue, regardless of any associated costs to run the ad.  Where is that revenue at ???

There are some who think that any such revenue is being recorded within the accounting of the IC Places Productions company, also owned by Mr. Samblis.   What if… any “revenue” is being accounted for within the IC Productions company (which to our understanding is a wholly owned subsidiary of Mr. Samblis, however NOT part of the IC Punch Media, Inc (PNCH) company)… and the “expenses” to produce the medium that airs the ads (IC Places.com)  receives the expenses ?  Aside from any legal discussions within the IRS and/or SEC over any such a practice … this would seem to indicate a willingness to mislead investors at the very least.   We would welcome Mr. Samblis to set the record straight on this subject.  Lacking such just leaves the issue open to speculation.  In the past Mr. Samblis’s response to such a question was to attack the questioner, but never address the question.  Perhaps now would be the time to come clean and directly address the issue with a full and complete explanation of how it’s possible to run a business and not have even $1.00 of revenue over a 9-month period for those efforts.

Image

Click graphic to enlarge.  Complete Quarterly statement here:

Broadcasting content.  It was with great fanfare that VU Television Network announced that they had purchased the rights to 2000 hours of programming for airing on their network.  See the press release here.  In fact this purchase was such a huge deal that Mr. Samblis decided to delay the much publicized initial launch of the network because of it.  Additionally, although it was not communicated to the investors a that time, the “original” programming content that had been developed for the launch… was set aside in favor of the new content.  There was never any details released to the investors, or the public, related to the cost of this deal.  And there was no mention of it in the most recent quarterly report.  Granted, the report covered a reporting period ending September 30th., so maybe the financial aspect of the deal would not be included, but the report was filed on November 19th, long after the initial launch using this programming.  Why no mention of the purchase ?

Now, fast forward to recently, sometime around the filing of the quarterly report, and there is no more 2000 hours of programming being broadcast on the VU Television Network.  Where did this content go ???  This much publicized content deal, that was important enough to delay a much publicized initial launch… now appears to be non-existent.  The network now appears to be broadcasting the content that was not good enough for the initial launch.  Also, VU Television Network now appears to be airing re-runs of old movies, which is in direct opposition to their (initial) claim that they were cutting edge broadcasting for the 18-34 year old demographic.  We see now that they have changed their company focus wording to programming “that speaks to classic and contemporary ideals and interests, ranging from the inspiring to the hilarious.”  This change is a major shift in direction and it would seem fiscally responsible to have advised the investors about.  This programming issue also needs a full and complete explanation.

Outstanding Share increases.  This also is a major issue that needs a full and complete – and honest, discussion.  As can be seen by the below chart, the outstanding share count is projected to increase to 5-billion shares by June if the current trend continues. Mr. Samblis keeps spouting the same rhetoric about he has not sold a single share in over a year… well the figures that are represented in this chart need an explanation.  We addressed the situation recently here.   Mr. Samblis, as CEO of the company, certainly knows how and why this increase is happening, and should be straight with the investors about it and not repeatedly play them as fools using the I never sold a single share line.

Image

If Mr. Samblis ever expects his company to do better… then HE needs to do better.  He needs to do a better job at being straightforward with investors on simple, but very important questions like the ones posted above.

Can he turn this company around… maybe.  But what he can’t turn around is the past… HIS past.   That’s the one stubborn thing about history… you can’t get rid of it.   Investors don’t care too much about the past if they are making money, but the problem is, will they become investors if they do more than 5-minutes of research on the CEO’s past experience and history of management decisions.   An internet connection, rudimentary knowledge of using Google, and 5-minutes, will likely have 99% of potential investors taking their chances on some other stock.  Mr. Samblis hasn’t made one, or even a few bad decisions… we all have made a few bad decisions in our lives, but Mr. Samblis has frequently, and consistently made bad decision after bad decision.  Some could say that’s the only type of decision he knows how to make.  But the very worst decision he has ever made… is the one where he chose not to be straightforward with investors.  For most, his creditability is shot.  He is frequently called a “liar”.

We think however, Mr. Samblis could begin the process of rebuilding his creditability if he would simply make a choice, a decision, to begin being straightforward with his investors.  We feel he needs to find a venue, perhaps the Investors Hangout, apologize for his decisions that caused this company’s stock to hit a low of .0001, and then open himself up to questions – AND… answer those questions openly and honestly.  Stay for as long as it takes, and return frequently to address open issues.  Hiding behind a Facebook site where tough and unflattering questions are deleted, does nothing to rebuild creditability.