Since our update on ICA member GemsTV and AGTA member JTV
in the last newsletter, there have been a slew of announcements regarding
the status of Gems TV and the Termsheet Agreement with MMCG (JTV).
On May 3rd it was announced that Chief Executive Officer and Executive
Director Anthony Richard Hillyer resigned, (See announcement) followed by a statement that the third quarter earnings of the company would
be released on May 10.
Before posting the 3rd quarter earnings however, GemsTV holdings limited,
on May 5th, released an update on Gems TV USA Limited stating that Delaware courts had appointed a statutory committee of
unsecured creditors to represent all of Gems USA’s unsecured creditors.
This committee includes DirecTV and other creditors listed in the JEA newsletter
dated May 2, 2010. The deadline for Gems USA to file a schedule of assets
and liabilities and a statement of its financial affairs is May 21, 2010.
As promised, the third quarter earnings were released (unaudited) on May 10, showing heavy losses to shareholders
who collectively hold 1,039,542,220 issued shares. The very same day,
GemsTV Holdings Limited announced the establishment of its new, wholly owned
subsidiary incorporated in the British Virgin Islands “Gems TV Investments Limited”
whose principal activity is investment holding.
A day later the resignation of Mr. Leong Ka Yew, Independent Director, Chairman
of the Nominating Committee and Member of the Audit and Remuneration
Committees, was submitted and accepted.
The news and announcements didn’t stop there. On May 12 GemsTV Holdings
Limited entered into a conditional sale and purchase agreement to sell GemsTV
UK to The Colourful Company Group Limited for 3 million pounds cash
($4.5 million USD). The proposal also states that if the sale fails, GemsTV
Holdings Ltd. will most likely shut down UK operations and liquidate Gems UK
assets.
Just yesterday new information was released regarding the Termsheet agreement
between Gems TV and JTV. The termsheet agreement is now a Conditional
Investment Agreement, in which Gems TV will pay $60million USD for 32.7% of
MMCG (JTV), rather than the 37.8% originally proposed. The $60 million investment
will buy Gems TV 10 million shares of MMCG and will still be paid as follows: $20 million
cash, $20 million inventories, $20 million other assets. The cash however, won’t be
paid up front. GemsTV will only have to come up with $10 million and will be given an
interest free promissory note for the remaining ten, due 11 months later. The
agreement states that the upfront $10 million will come from, “its internal sources but
[Gems TV Holdings] may obtain financing from financial institutions and possible
corporate actions by the Company.”
It is not yet a done deal as shareholders from both GemsTV Holdings and MMCG (JTV)
have to approve the agreement. The deal is also off if anyone can lay legal claim to the
“Inventories or the Other Assets and Intangibles” that GemsTV is using to buy the shares.
Gems TV will have the opportunity to appoint two (2) directors to the MMCG (JTV) board ,
but will also agree not to operate any business in the USA which is in competition with MMCG (JTV).
A U.S. Federal Appeals Court has ruled that eBay American has no legal obligation to ensure brand authenticity of the Tiffany products listed on it.
Legalized trademark infringement has taken a giant step forward. You heard right. It's perfectly legal to list a fake brand-name product on e-Bay without eBay having any liability for the seller having done so. Sure, the brand owner can come after the forger, but who has got time to police all the thousands of items offered for sale on eBay?
Welcome to the wide open (cyber)spaces of eBay: eBay America, that is.
A United States Federal appeals court has just upheld a lower court ruling finding that eBay (America) is not responsible for its sellers' trademark violations. The unsuccessful suit was brought by Tiffany, a very zealous defender of its brand.
Thankfully, such brand anarchy is not the rule elsewhere. In France, two years ago, eBay was ordered to pay $61 million to LVMH and ordered to remove all listings of LVMH branded products. Last November, the French court upheld its earlier ruling and slapped an additional $2.5 million fine on eBay for non-compliance with its earlier order.
So here is where things stand: your chances of buying a bogus branded product on eBay America are far greater than they are on eBay France.
Nevertheless, the reality is this: brand bilking is rampant in cyberspace. That's because eBay believes it is simply providing exchange-of-goods space the way a school might allow use of its yard for a garage sale. It is strictly buyer beware.
Does eBay have the right to be so cavalier about and indifferent to brand-item swindles in the market place it provides? Since its primary function is to serve as a facilitator, can it escape legal obligations for sales of inauthentic brand-name products? The JEA has decided to give this question top priority and will pursue an investigation into the matter.
In the mean time, tell everyone you know that the Internet is a dangerous place to buy authentic brand-name products.