posted
We should be expecting to see the long form TO submitted to the SEC this week.
Posts: 807 | From: Upstate NY | Registered: Dec 2005
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posted
No, they have 10 days after the long form is submitted.
My guess is that it will be filed either today or tomorrow. That would give HRVE exactly 10 days to get their guidance to their shareholders before the May 1st deadline.
Talk about cutting it close! Posts: 807 | From: Upstate NY | Registered: Dec 2005
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posted
Yeah thats why I was thinking it would be counted from the 3rd of this month or from the 8k on the 5th. Thats just not giving much time for HRVE shareholders.
Posts: 216 | Registered: Mar 2006
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posted
I think a lot of people thought that originally, myself included. Kat got the answer from Welch last week. At the end of last week, they were supposedly finishing up the TO to be submitted. I say it has to be either today or tomorrow due to time contraints.
Posts: 807 | From: Upstate NY | Registered: Dec 2005
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posted
A week and a half ago I got this response from Welch-
"The full Tender Offer documents are almost complete and once delivered to HRVE must be sent to all HRVE shareholders."
Posts: 216 | Registered: Mar 2006
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posted
Decent volume so far compared to last week. Almost as much volume in 40 minutes as Friday's total volume. Good to see some interest and a little green.
posted
Harvey Electronics, Inc. Responds to Modern Technology Corp. Announcement of Possible Tender Offer
By BusinessWire Last Update: 4/17/2006 2:45:01 PM Data provided by
LYNDHURST, N.J., Apr 17, 2006 (BUSINESS WIRE) -- Harvey Electronics, Inc. ("Harvey Electronics", "Harvey" or the "Company"; NASDAQ Capital Market symbol: "HRVE") announced today that its Board of Directors has met to consider and determine a preliminary reaction to the public announcement and purported tender offer by Modern Technology Corporation ("Modern Technology"; OTCBB: MOTG.OB) for 51% of the issued and outstanding common shares of the Company.
Michael Recca, the Chairman of Harvey Electronics stated; "Contrary to the public announcements and filing of Modern Technology with the Securities and Exchange Commission, it is the view of the Board of Harvey that Modern Technology has NOT commenced a tender offer for the common shares that conforms with the requirements of applicable securities laws. We believe that the Schedule TO filing by Modern Technology is deficient in several material respects and fails to include material terms of a proper, and legally compliant, tender offer that would enable Harvey's Board of Directors to offer guidance to shareholders."
"Despite the Board's careful consideration of the purported offer, and in consultation with counsel to the Company, we are unable to make a recommendation concerning the Modern Technology announcement at this time."
"The Directors will carefully and promptly consider any tender offer or other documents properly filed by Modern Technology with the Securities and Exchange Commission and will respond appropriately when and if these documents are available. Until such time as more information is available, the Company's Board suggests that its shareholders take no action."
Additional Information
Prior to any request for the shareholders of Harvey Electronics to take any action with respect to the Modern Technology proposal, appropriate filings shall be made with the SEC, which filings may include proxy statements, a Schedule TO and/or a Schedule 14D-9. These filings will contain important information about the Modern Technology proposal and Harvey Electronics' position regarding the proposal. You are urged to read them carefully before taking any action or making any decision with respect to the proposal. You will be able to obtain the documents when they become available free of charge at the website maintained by the SEC at www.sec.gov.
About Harvey Electronics, Inc.
Harvey Electronics is a leading retailer and custom installer of high quality, exclusive home theater, audio and video products in the metropolitan New York area. The Company currently operates a total of nine locations; eight Harvey showrooms and one separate Bang & Olufsen branded store. There are two Harvey locations in Manhattan and six suburban locations in Paramus, New Jersey; Mt. Kisco, in Westchester; Greenwich, Connecticut; Greenvale/Roslyn, on the north shore of Long Island, in Eatontown, New Jersey and our newest store in Bridgewater, New Jersey. The Bang & Olufsen branded store is located in Union Square on 927 Broadway at 21st Street, in Manhattan. The Company also has a Bang & Olufsen showroom within our Harvey retail store in Greenwich, Connecticut.
Audio Video International, a well-respected trade publication, has named Harvey Electronics a national "Top Ten Retailer of the Year", seven years in a row.
Please visit a Harvey store or one of our Bang & Olufsen showrooms. Also, please inquire about Harvey's custom installation services.
From time to time, information provided by the Company, statements made by its employees or information, included in its filings with the Securities and Exchange Commission may contain statements, which are so-called "forward-looking statements" and not historical facts. Forward-looking statements can be identified by the use of words such as "believe", "expect", "intend", "anticipate", "in my opinion", and similar words or variations. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company's actual future results may differ significantly from those stated in any forward-looking statements. Forward-looking statements involve a number of risks and uncertainties, including, but not limited to, product demand, pricing, market acceptance, litigation, risks in product and technology development and other risk factors detailed in the Company's Prospectus dated March 31, 1998 and from time to time in the Company's Securities and Exchange Commission reports including its Form 10-K and Forms 10-Q.
For more information and showroom locations, visit our website at www.harveyonline.com.
SOURCE: Harvey Electronics, Inc.
Posts: 216 | Registered: Mar 2006
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posted
As of right now, I no longer have a stake in MOTG. My plans were to flip the stock yesterday, but I got caught at the bottom with the majority of my shares for a hefty loss. My hopes are that it will drop further in the near term, so I can scoop them back up, but judging by the strength of the stock towards the end of the day, yesterday, I'm not sure that I'm going to get that opportunity. Posts: 807 | From: Upstate NY | Registered: Dec 2005
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quote:Originally posted by binsleep: As of right now, I no longer have a stake in MOTG. My plans were to flip the stock yesterday, but I got caught at the bottom with the majority of my shares for a hefty loss. My hopes are that it will drop further in the near term, so I can scoop them back up, but judging by the strength of the stock towards the end of the day, yesterday, I'm not sure that I'm going to get that opportunity.
Good luck to you Binsleep. It's been tough with this stock. I've flipped many shares to keep me from losing too much. Should have sold all at .07. We live and learn. Ciao.
quote:Originally posted by binsleep: As of right now, I no longer have a stake in MOTG. My plans were to flip the stock yesterday, but I got caught at the bottom with the majority of my shares for a hefty loss. My hopes are that it will drop further in the near term, so I can scoop them back up, but judging by the strength of the stock towards the end of the day, yesterday, I'm not sure that I'm going to get that opportunity.
Not sure I would of sold near the low but, Good luck to you anyway.
Posts: 216 | Registered: Mar 2006
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Harvey Electronics Announces Large Capital Infusion by Several Institutional Investors Led by Former Fortune 500 CEOs Tuesday April 18, 8:30 am ET
LYNDHURST, N.J.--(BUSINESS WIRE)--April 18, 2006--Harvey Electronics, Inc. (NASDAQ Capital Market symbol "HRVE"), the New York area's leading retailer and installer of high-end home theaters, announced today that it would receive approximately $4.0 million in growth capital from several institutional investors led by Trinity Investment Partners LLC, a private equity firm comprised of former Fortune 500 CEOs from some of the world's most successful branded consumer products companies. Joining Trinity is Firebrand Partners LLC, an investment firm focused on the specialty retail sector. ADVERTISEMENT
Three of Trinity's Management Partners are expected to join the Harvey Board of Directors including Ron Jones, former Chairman and CEO of Sealy mattresses, President of HON Industries office furniture and President of Masco's Home Furnishings group, and Charles Berger, formerly Chairman and CEO of Scotts lawn and garden and Heinz' Weight Watchers division. Also expected to join the Board is Firebrand Partners' Scott Galloway, founder and former Chairman of specialty retail firm Red Envelope. Another Trinity Management Partner, Peter Larson, is expected to take the role of Special Advisor to the Chairman. Larson is formerly Chairman and CEO of Brunswick Corporation, Worldwide Chairman of the Consumer and Personal Care group of Johnson & Johnson, and President of the Health, Infant and Adult Care sectors of Kimberly-Clark.
The Company will use the capital primarily to refurbish existing stores and add new locations focused on the Harvey Design Studio retail concept that will showcase Harvey's premium products and services in attractive home "lifestyle vignettes" that reflect the design and comfort found in the homes of its high-end customers. In addition, the funds will be used for general corporate purposes and working capital.
Franklin Karp, Harvey's CEO, commented, "It's a great day for our shareholders, our customers, and our employees. The infusion of this equity growth capital combined with the talents of the CEOs who will be joining our Board is unprecedented for a small-cap consumer electronics company. Trinity's partners bring an extraordinary track record of success in building some of the world's most successful branded consumer products companies. Harvey's goal is to become the dominant installer of high-end home theaters in the New York metropolitan region, and we now have the money and the management talent to pursue our ambitions."
Harvey's current Chairman, Michael Recca, stated, "This transaction will benefit all of Harvey's shareholders. The Company clearly needs additional capital to develop its business plan, but capital alone is not sufficient. The Trinity transaction adds the crucial element of sophisticated and experienced directors whose expertise will be invaluable in enabling the Company to reach the next level. Moreover, unlike other recent convertible preferred issues by small-cap companies, this is true equity capital with the preferred stock convertible at a fixed price of $0.70 per share. It is a real endorsement of the potential of the Harvey brand that sophisticated operators and investors are eager to put so much growth capital into the Company on such favorable terms. If you have not been watching Harvey Electronics, you should be now. Although I am stepping down as Chairman, I do so confident that the Company, management, employees and shareholders are in good and capable hands and that Harvey faces a bright future."
Andy Stackpole, Trinity's founder and a former Managing Director in Merrill Lynch's Global Consumer Products group, is expected to become Chairman of Harvey. It is expected that Harvey's other Board members will be stepping down and will be replaced by a new slate of directors to be voted on by shareholders. Harvey's management team, including CEO Franklin Karp and CFO Joseph Calabrese, will remain with the Company in their current positions following the investment.
Stackpole stated, "We view Harvey as the nation's premier platform to invest in the incredible growth that is taking place in the high-end home theater installation market. Already the leading player in the country's most important region for premium audio and video, Harvey is also the #4 competitor nationally. This is a $3 billion + market which is growing in excess of 20% per year. With Harvey's brand, experience, and infrastructure we believe it is well-positioned to capitalize on this growth."
Joseph Calabrese, Harvey's CFO, commented, "The business and financial logic of this deal are obvious. Moreover, this significant infusion of new equity on our balance sheet is a transforming event for the Company."
The investors will purchase newly issued shares of 8% Convertible Preferred Stock, convertible into common stock at $0.70 per share and receive approximately 1.7 million Series A 7-year warrants exercisable at $1.40 per share. The transaction is subject to shareholder approval, which the Company will seek at a special meeting of shareholders. Complete details of the transaction will be available in an 8-K filing with the Securities and Exchange Commission, including items such as registration rights, and the Company's Proxy Statement which will be mailed to shareholders.
SHAREHOLDERS ARE URGED TO READ THE REGISTRANT'S PROXY STATEMENT RELATING TO THE TRANSACTIONS DESCRIBED HEREIN WHEN IT IS AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. Shareholders may obtain copies of the proxy statement and any other relevant document for free, when available, from the website of the Securities and Exchange Commission, www.sec.gov, or by directing a request to Joseph J. Calabrese of the Registrant at jcalabrese*harveyonline.com or (201) 842-0078 extension 2502.
Harvey Electronics, Inc., the investors in the Company's 8% Convertible Preferred Stock and vFinance Investments, Inc., the Company's placement agent, and their respective directors, members, managers, and officers may be deemed to be participants in the solicitation of proxies from Harvey shareholders in connection with the proposed transactions. Information about the ownership of Harvey stock, if any, by these persons is set forth in the proxy statement for Harvey's 2005 Annual Meeting of Shareholders.
About Harvey Electronics, Inc.
Harvey Electronics is a leading retailer and custom installer of high quality, exclusive home theater, audio and video products in the metropolitan New York area. The Company currently operates a total of nine locations; eight Harvey showrooms and one separate Bang & Olufsen branded store. There are two Harvey locations in Manhattan and six suburban locations in Paramus, New Jersey; Mt. Kisco, in Westchester; Greenwich, Connecticut; Greenvale/Roslyn, on the north shore of Long Island, in Eatontown, New Jersey and our newest store in Bridgewater, New Jersey. The Bang & Olufsen branded store is located in Union Square on 927 Broadway at 21st Street, in Manhattan. The Company also has a Bang & Olufsen showroom within our Harvey retail store in Greenwich, Connecticut.
Audio Video International, a well-respected trade publication, has named Harvey Electronics a national "Top Ten Retailer of the Year", seven years in a row.
Please visit a Harvey store or one of our Bang & Olufsen showrooms. Also, please inquire about Harvey's custom installation services.
From time to time, information provided by the Company, statements made by its employees or information, included in its filings with the Securities and Exchange Commission may contain statements, which are so-called "forward-looking statements" and not historical facts. Forward-looking statements can be identified by the use of words such as "believe", "expect", "intend", "anticipate", "in my opinion", and similar words or variations. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company's actual future results may differ significantly from those stated in any forward-looking statements. Forward-looking statements involve a number of risks and uncertainties, including, but not limited to, product demand, pricing, market acceptance, litigation, risks in product and technology development and other risk factors detailed in the Company's Prospectus dated March 31, 1998 and from time to time in the Company's Securities and Exchange Commission reports including its Form 10-K and Forms 10-Q.
For more information and showroom locations, visit our website at www.harveyonline.com.
About Trinity Investment Partners LLC
Trinity Investment Partners LLC is an investment firm focused on management buyouts, recapitalizations, and growth capital investments in the branded consumer products and retail sectors. Trinity's Management Partners are among the most experienced and successful executives in the branded consumer products industry. In the aggregate, they have:
Over 100 years of combined industry experience; Managed businesses with total revenues in excess of $24 billion; Improved profitability by between 50% and 400% at the companies they have led while also growing market share; Spearheaded the acquisition of more than 30 businesses totaling over $6 billion in invested capital; and Managed highly leveraged capital structures while delivering strong returns to investors.
Contact: Harvey Electronics, Inc. Michael E. Recca, 212-709-1907 Fax: 212-709-1952 mer*skycapitalholdings.com or Franklin C. Karp, 201-842-0078 fkarp*harveyonline.com or Joseph J. Calabrese, 201-842-0078 jcalabrese*harveyonline.com Fax: 201-842-0317 or Trinity Investment Partners LLC Andy Stackpole, 917-368-8204 andystackpole*aol.com
-------------------------------------------------------------------------------- Source: Harvey Electronics, Inc.
Posts: 807 | From: Upstate NY | Registered: Dec 2005
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posted
It looks like HRVE may be trying to roll up their sleeves and pull out of this on their own. They are already up over $1.00 on pre-market. I wonder what this does to the MOTG deal?
Posts: 807 | From: Upstate NY | Registered: Dec 2005
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posted
With or without HRVE, MOTG is still a $25 million revenue a year company with an O/S of only 70 million or so. Welch said there were other acquisitions they were looking at also I believe. Undervalued either way, im still holding.
Posts: 216 | Registered: Mar 2006
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quote:Originally posted by Stocktrader20: With or without HRVE, MOTG is still a $25 million revenue a year company with an O/S of only 70 million or so. Welch said there were other acquisitions they were looking at also I believe. Undervalued either way, im still holding.
Stocktrader: I agree. Welch has brought MOTG a long way in the past year, and for the most part, with only slight bumps in the road. I wouldn't be surprised if he indeed pulls through anyways. I just wonder how much of this he knew about? He's going to be dealing with a different CEO now.
Posts: 807 | From: Upstate NY | Registered: Dec 2005
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posted
I emailed him yesterday and from reading his responses he wasent aware of the todays HRVE news. It appears that way anyway. But Im still confident in this company without HRVE. And also in the immediate future we still have the quarter filing to give MOTG a pop.
Posts: 216 | Registered: Mar 2006
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quote:Originally posted by Zosyn: posturing. they want more money from MOTG...
I wish I could say I agree. But this is a large-scale move by Harvey. They are replacing the entire board with members of the investment team, leaving only the CEO and CFO. Additionally, the company is printing 1.7 million convertible shares for the investment team. It looks like Harvey has taken matters into their own hands.
This does not, however, mean that they are going to get themselves above $1.00 long enough to remain listed. There is still room for MOTG here if the market does not react by blowing HRVE over a buck. This group of investors is planning on remodeling stores and building new ones. That takes time, which is something HRVE does not have. Anyone know how many more months HRVE has before getting delisted?
Part of me thinks Harve's new investors are going to find their $4 million invested in an OTCBB very soon.
They're going down, we're going up.
Posts: 953 | From: Southwest USA | Registered: Nov 2005
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posted
Press Release Source: Modern Technology Corp
Modern Technology Corp Subsidiary, INmarketing Group, Anticipates Record Revenue for the Quarter Tuesday April 18, 11:54 am ET
OXFORD, MS--(MARKET WIRE)--Apr 18, 2006 -- Modern Technology Corp (OTC BB:MOTG.OB - News), a diversified technology development and acquisition company, announced today its subsidiary INmarketing Group anticipates the first three months of 2006 to be the strongest quarter in its history and should exceed projections.
ADVERTISEMENT INmarketing's audited financials were recently filed demonstrating impressive year-on-year growth. The rapid growth continues with a record-breaking quarter and moves this important subsidiary closer to its projected $14,000,000 in revenue for 2006.
INmarketing's results are fully consolidated and will be reported as part of our upcoming Form 10Q-SB filing. We anticipate our revenues to be in excess of $4,600,000.00, which represents a 300% increase over the same period last year.
Anthony Welch, Chairman of Modern, said: "Shareholders can expect continued strong growth and results. This year will be an important year for us. So far this year, we have reported record results and have an active acquisition pipeline. Shareholders can expect a busy year at MOTG."
The company's present Earnings-per-share is expected to improve with each passing month throughout 2006 through cost reductions and expected additions to operations.
About Modern Technology Corp
Modern Technology Corp, a diversified technology development and acquisition company, builds revenues through continuous growth, strategic acquisitions, and commercialization of nascent technology. MOTG improves operating efficiencies through the elimination of cost redundancies and realized synergy between subsidiaries. MOTG also commercializes new technology and provides to its subsidiaries new product lines, operations infrastructure, and significant intellectual capital. The company's mission is to build shareholder value through a model of continuous growth. Web Address: http://www.moderntechnologycorp.com
Safe-Harbor Statement
This press release contains statements (such as projections regarding future performance) that are forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to those detailed from time to time in the Company's filings with the Securities and Exchange Commission.
Contact:
Company Contact: Megan Peterson 1.662.236.5928
Modern Technology Corp 1420 North Lamar Blvd. Oxford, MS 38655 USA Phone: +1.662.236.5928 Fax: +1.662.236.7663 Web: http://www.moderntechnologycorp.comPosts: 1351 | From: Phoenix Az | Registered: Nov 2005
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quote:Originally posted by Katrina7: INmarketing's results are fully consolidated and will be reported as part of our upcoming Form 10Q-SB filing. We anticipate our revenues to be in excess of $4,600,000.00, which represents a 300% increase over the same period last year.
Less than 30 days until that Q comes out Posts: 953 | From: Southwest USA | Registered: Nov 2005
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posted
Judging by that PR, AW was as blown away by the HRVE announcement as we were. Has anyone heard from him?
Posts: 807 | From: Upstate NY | Registered: Dec 2005
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posted
Hey guys, I heard from AW, he says the deal isnt dead yet and that the offer is still legal. He says he has to look at this new financing, which will effectively dilute HRVE, and decide if they should raise, lower or pull the offer.
Didnt get a clear reading from him on what he thought would happen.
Posts: 1351 | From: Phoenix Az | Registered: Nov 2005
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posted
Modern Technology Corp Issues Update on Harvey Tender Offer 4/18/2006
OXFORD, MS, Apr 18, 2006 (MARKET WIRE via COMTEX News Network) -- Modern Technology Corp (OTC BB: MOTG), a diversified technology development and acquisition company, released today an update on its Tender Offer to acquire Harvey Electronics (NASDAQ: HRVE).
On April 17th, 2006, Harvey Electronics released an announcement asserting our Tender Offer to be invalid due to certain 'deficiencies.' We disagree and maintain the commencement of a Tender Offer to be a valid commencement under applicable securities regulations.
On April 18th, Harvey Electronics released an announcement regarding a change of the Board and of a financing arrangement. This represents a significant material event requiring careful study.
We may increase, decrease, or entirely withdraw our Tender Offer based on our analysis.
Anthony Welch, Chairman, said: "Today's announcement from Harvey Electronics changes the picture for us and every stockholder of Harveys. We will carefully review the financing agreement and update our Tender Offer accordingly."
About Modern Technology Corp
Modern Technology Corp, a diversified technology development and acquisition company, builds revenues through continuous growth, strategic acquisitions, and commercialization of nascent technology. MOTG improves operating efficiencies through the elimination of cost redundancies and realized synergy between subsidiaries. MOTG also commercializes new technology and provides to its subsidiaries new product lines, operations infrastructure, and significant intellectual capital. The company's mission is to build shareholder value through a model of continuous growth. Web Address: http://www.moderntechnologycorp.comPosts: 953 | From: Southwest USA | Registered: Nov 2005
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posted
Well--at least you know I'm telling you the truth....the same thing he told me is in the pr....
Posts: 1351 | From: Phoenix Az | Registered: Nov 2005
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posted
Hehe, both companies appear to be playing hardball with each other. Hopefully, this turns out to be in MOTG's favor. If they can't get HRVE for less, then maybe Welch should forget about it and move on. MOTG's current revenue streams are already starting to improve. With redundant costs amongst the subsidiaries being eliminated and increasing revenues each quarter, MOTG is already in a much better position than it was a year ago and should be a good investment going forward.
Posts: 807 | From: Upstate NY | Registered: Dec 2005
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quote:Originally posted by Katrina7: Well--at least you know I'm telling you the truth....the same thing he told me is in the pr....
Kat, I never doubted you!
Besides, I've seen "the infamous pictures" and they make up for it even if you weren't telling the truth Posts: 807 | From: Upstate NY | Registered: Dec 2005
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