Settlement + MOU + Form 4 from RG = ???
posted on
Mar 17, 2008 10:36AM
Here's something I wanted to post months ago shortly after the settlement, but I didn't want to add another "incredible" assumption to my "old" assumption, that one of the settlement terms with the J3 might have been the subtle purchase of PTSC shares by the J3 over a period of x months ("pricing period") FOR PTSC (= instead of a buyback, they let the J3 buy back shares for them).
But after the Form 4 from Rick Goerner and someone asking for the possible meaning of the MOU I have to write this off my mind!...;-)
Ok, here it goes:
Most of you, who are experienced with business practices, know that a "Memorandum of Understanding" is meant to be the start or a fundament for a joint venture/collaboration. Thus a MOU is followed by a contract, IF both sides are happy with the works and process of the "plan" described in the MOU.
As the settlement pr spoke of a "business resolution" and mentioned the MOU (guided by Judge Ward) my first impression/idea was: the settlement is not only about money in terms of "real" money, but in terms of a partnership (I mentioned this in of my posts, but nobody took notice of it...:-(...).
The Form 4 from RG stating, that Goerner's options wouldn't vest in the case of a merger or acquisition with TPL, strengthened my thoughts:
If one point of the settlement required the development and building of a joint venture between the J3 (or one of them) and PTSC AND TPL - at costs of the J3 - then this would not count as "new" entity - thus RG couldn't notch it up as his merit.
(BTW, it's interesting, that they looked for CEO with "operations experience", would fit in this scenario of a joint venture, led by PTSC/TPL, financed by the J3).
All together this could mean:
1. The MOU should be followed by a contract.
2. Judge Ward is taking care, that the main points of the MOU are implemented AND followed by a contract.
3. The "real" money the J3 have to pay seems not that big, because they have to invest it in the "business resolution" = partnership
4. I'm completely wrong and should start writing fairy tales.
Take care!