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Message: Now here's a conspiracy theory for you!

Now here's a conspiracy theory for you!

posted on Apr 25, 2008 10:18AM
I don't want this to come off as negative, but since the issue has been brought up over and over, if you look at it from this perspective, you can see how much of what has transpired over the last 3 years, really fits into this scenario. This is truly just thinking out loud. I hesitate to post it, but I think it's worth thinking about, even if it is very remote in possibility. Also, considering the crossover of TPL affiliated PDS and PTSC board members that Greeneyes was sharp enough to highlight yesterday, and the actions of the current BOD, it is hard not to find this a somewhat plausible theory, IMO. I post it as more food for thought, and something for shareholders to be wary of, and to keep an eye out for. I think those who might have some insight into the management and BOD players of PTSC to date, and what ties they might have to TPL, do you feel positive that the players that have come and gone were solidly in the PTSC column, or were they possibly helping TPL work through a scenario similar to this. Can Goerner & Schrock be categorically said to be NOT TPL aligned?
Also, this comes from a VERY negative TPL viewpoint, something that I don't necessarily share. I don't know much about TPL, and haven't met either Leckrones, but I get a less than positive feeling about them from those I respect here on the board. What I can say is that my experience in the market and with public and private companies proves that MONEY and the pursuit of as much of it as you can get is what motivates business people, and concern for shareholders amounts to as little as they can get away with, and even then, they don't care as they think they'll get their lawyers to help them ultimately get away with it.
Anyway, here's some reasoning for TPL/PTSC to defer payments, limit information, keep conditions to where the share price doesn't flourish, but was once able to, etc. etc.$242.77 M - Total Fees Brought In by MMP Licensing 2005License Fees - $23.05MExpenses - ??TPL's Share - $10MPTSC's Share - $13.05 2006License Fees - $60MExpenses - $4.49MInterest - $0.18TPL's Share - $27.84MPTSC's Share -$27.84M 2007License Fees - $111MExpenses - $12.2Interest - $0.42TPL's Share - $49.61MPTSC's Share -$49.61M 2008License Fees - $48.9MExpenses - $16.3Interest - $0.17TPL's Share - $16.4MPTSC's Share -$16.4M So TPL has received - $103.84M PLUS some portion of the $33M in expenses - let's call it 30% giving the other 70% to the outside lawyers. So in total TPL has collected to date approx $115M for the licensing activities to date. This is pure profit as unlike PTSC, who has to cover their expenses out of their own pockets, presumably all of TPL's expenses related to MMP are in the money they charge PDS to license MMP. Now TPL offered PTSC $7M originally for MMP (plus royalties), something they publicly valued at over $1B. This was rejected by the company at the time, I'd assume because Swartz/Johnson et al realized that they would be getting screwed based on the true value they could hang on and get out of PTSC shares (which we've learned has been a heck of a lot more than $7M!). Also, from PTSC's perspective, the MMP rightfully belonged to PTSC, not TPL. Now considering PTSC has approx $27M in cash/equivalents that TPL would get if they bought PTSC, you can take that right off the top of any offer as they would just get that money back. Also, considering TPL has collected $115M pure profit, for something PTSC originally argued they didn't own, TPL has collected or can use $142M in essentially HOUSE MONEY, that it can put into play to buy MMP. I think this part is pure coincidence, but that works out to roughly $0.36 per share. In the interim from the original offer, to today, PTSC has essentially discarded most if not all the baggage that would detract from TPL's profit in acquiring PTSC, i.e. paying off Swartz (instead, the information flow has been such that the share price has had run ups that have allowed S&L to sell off and make a ton off of the shares it owned/converted, all money that came at NO expense to TPL or PTSC). PTSC has eliminated debt, warrants, and even whittled down the OS. The only money that PTSC has spent that TPL wouldn't get back is the dividend money, the warrant/debenture costs, and the share buybacks. Also, presumably, any money that TPL spends to buy PTSC or the MMP even if it were at $1 per share, would eventually comeback to them 2 or 3 fold through licensing. So, is this what TPL is/has been up to? Have Pohl and others been part of this overall plan? I don't think there's anything illegal if this were the case, nor do I think there's anything necessarily wrong with it as it would be a pretty shrewd business move on TPL's part to acquire what they may not have had any rights to, essentially for free. Ultimately, the only ones who get screwed in such a scheme are the PTSC retail shareholders, and obviously, that's the typical scenario for any company, any stock. The moral to this story is that we can all be more vigilant about what is going on with PTSC, and more demanding of transparency from the company. We can really press the BOD and CEO to provide oversight and failsafe governance over our dealings with TPL that do not necessarily appear to be there, or when they are as greeneyes pointed out, aren't necessarily being enforced. If TPL wants the MMP, they better be prepared to pay PROPERLY for it, and it's our job to represent to Goerner & the BOD, that we will not allow them to allow TPL to maneuver its way to MMP ownership through anything but a properly valued offer.
If they tried to get it for $7M, I certainly wouldn't put it past them to try to get it for $400M, money that is essentially free money in the long run.

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