A Few Answers From MPTV

Company Announces New Term Sheet Signing For $100 Million

The Timeshare Beat
August 9, 2001
MPTV, a company which has been attempting to build a timeshare resort in Las Vegas since around 1994, announced yesterday the signing of a term sheet for a $100 million construction loan. This potential loan would go for the construction of 4 towers on the property, which is located between the MGM Grand Hotel/Casino and the Aladdin Hotel/Casino on the Strip and the Hard Rock Cafe on Paradise and Harmon Avenue. The property is the current home to Lake Tropicana Apartments, some of which are rented on a month-to-month basis while MPTV attempts to acquire funding for construction.

This announcement comes on the heels of an August 3 announcement that it has accepted, signed and executed the term sheet it had received from a major construction-loan lender for an $11.5 million loan. That loan will be used for MPTV's Phase I project, to renovate existing units for sale as timeshare units on its Lake Trop property.

The lender involved in the new $100 million loan was not identified.

Over time, and particularly following MPTV's Webcast on August 3, The Timeshare Beat has fielded a number of questions from MPTV shareholders. In addition, we have had questions of our own that we would like to have answered. Accordingly, we sent a list of these questions to Laurel Moody, PR Consultant for MPTV. As of press time on Tuesday The Beat had received no response, so we went to print with the questions.

Wednesday morning we received a response from IR Consultant Serena Riedel.

Said Ms. Riedel, "Laurel Moody primarily handles MPTV investor calls and I handle shareholder emails... Should you wish to discuss your questions with Laurel, feel free to call her at 212-484-5313 and identify yourself and company. I will however try to answer those questions which I am familiar with. The others may appear in future webcasts addressing shareholder concerns......."

Below is the list of questions asked by The Timeshare Beat on behalf of ourselves and MPTV shareholders, with Ms. Riedel's unedited responses.

From investors:

1. In my portfolio of stocks, out of 27 different companies that I own, only MPTV won't let me know where their offices are located. This doesn't seem right and I was wondering if you could tell me the real reason they don't want their investors to know where their office is located?

• Ms. Riedel: Re: The Office Move - MPTV's address is: 92 Corporate Park, C-310, Irvine, CA 92606 MPTV's Telephone # (949) 260-1822 Fax (949) 752-6377 MPTV asks that you continue to direct your investor questions to us, not the corporate office, to allow them to conduct their business and daily operations. We handle all shareholder inquiries on their behalf.
  Re: Office Move & Threats - MPTV Employees at the former address had not only received threats, but had been physically assaulted by some shareholders. Legal council directed Hurley Reed that he has both a Corporate and Personal responsibility to protect the Employees and assets of MPTV.

2. If MPTV has month to month renters at Lake Trop as they stated in yesterdays broadcast, how much notice (by Nevada State Law) will they have to give these residents and what happens (as it did recently at another timeshare resort) if the current residents ban together (and united) they oppose being evicted?

• Ms. Riedel: A 30-day notice is typically for month-to-month renters.

3. Hurley Reed said yesterday that MPTV will have 40 units (or 2.080 timeshare weeks). Aren't they going to keep some of that inventory out of sales for maintance purposes?

• Ms. Riedel: The 40 units are just from Phase 1. After Phase 1 renovation of existing units, comes Phase 2 and 3 new construction which will convert the property into something that resembles the massive building shown on its old website. I believe it showed 4 towers (approximately 10-12 stories high) which will produce significantly more timeshare weeks.

4. Who or what company is going to do the actual marketing for MPTV and has a contract been negotiated yet?

• Ms. Riedel: Acquisition Target Identity- The Company has already identified an acquisition candidate that has over $100 million in annual revenues and is profitable. MPTV is currently in the process of carrying out due diligence. ALL parties involved sign "binding non-disclosure agreements" wherein no involved parties can disclose ANY information to anyone else. MPTV's reasoning for acquiring a timeshare company with facilities already in place, a successful marketing team, an established buyers network, and substantial revenues is to secure future growth.

5. Mr. Seidman stated that he didn't want to give an exact time for funding by saying that he didn't want to say "4-6 weeks..." Does this mean that they believe that funding will in fact come within that time frame? If not, can they say that it will be less than a year, six months, three months...

6. Mr. Reed wouldn't quote prices on the two bedroom suites other than to say they will be 'competitive'. Why can't we know the prices. Surely, MPTV has already determined what their prices will be, but 'competitive' can also imply they will compete with the resale market which is about half the price of developers weeks. Please explain.

7. I sold my MPTV stock sometime ago (and did okay) and am thinking about buying back in but so help me, nothing really seems to be going forward. Why is it that 'other' timeshare companies don't take as long to get funded, build and/or market but MPTV can't seem to get off the ground?

8. Yesterday's webcast claimed that they have to file for the permits yet last year they said the same thing and if I remember correctly, they said they had already started that process (last year). Which is it?

9. MPTV implied that their acquisition target is unobtainable (for now) until they can prove they can sell and compete in the market place. That being the case, why then do they keep talking about the cart before the horse?

10. It is said that Serena has a lot of shares in MPTV and that she accepted those shares in lieu of actual payments for her services. I guess that is okay, but isn't that sort of a conflict of interest? Also, does that other PR company also have shares in MPTV and/or are they just being paid cash for services rendered?

• Ms. Riedel: I guess you have been reading Raging Bull judging from these comments..... 1 million restricted shares is very competitive for an IR consultant contract in today's market.... secondly, at subpenny or 1-cent this equals a maximum of $10,000 minus brokerage fees and waiting the one year minimum.... To avoid conflict of interest, the company or individual should probably wait to free up those shares until they are no longer involved with the company. Now, for six months worth of work, break that down to a monthly fee to pay the employees and what do you really have? Doesn't sound so exorbiant to me. Lastly, those shares were issued not to me but to my former employer RealSense. Now, as an independent consultant, I have found it more advantageous to get cash compensation....it's easier to spend at the grocery store!
  
  Rather than get your info from outdated and unreliable sources like Yahoo or Raging Bull, please refer to the company's SEC filings on www.freeedgar.com for factual data.

11. Has MPTV already been accepted by Interval International as they suggested yesterday or is this just more of what may happen (as in forward looking statements)?

12. In 1997 I went by Lake Tropicana and talked with a lady who said they were remodeling the suites because they were getting into the timeshare game and she showed me the model and a couple of other suites that were being renovated. Now here it is, 2001 almost 4 years later and nothing is happening. What gives?

13. What's with all this "coming soon" stuff on MPTV's website? I know that it has changed from the first site they put up (and it was awful), but why can't they have current information on their website now. It doesn't take that long and could be done in as little as one day. If they are too busy, for pay, I'll be glad to do it for them ;).

Here is a list of The Timeshare Beat's questions (none of which received an answer):

1. What is MPTV's target VPG, closing ratios, rescission factors?

2. Will MPTV be providing consumer financing and if so, what is the anticipated interest rate and the terms of the contract(s)?

3. Will MPTV's maintance fees be capped (as in tied to the CPI/USA)?

4. What plans does MPTV have for its HOA, will MPTV always be a member of the HOA and if so, what percent will they control?

5. Will MPTV be offering the RCI Points system (although they said they will be an II resort) and is their acquisition target currently offering RCI (or its own) points?

6. How many OPC locations have (or planned) MPTV negotiated for in the Vegas Market and at what locations (if any) have they contractually secured those rights (and for how long)?

7. In what US States will MPTV register its timesharing plan for solicitation purposes of residents in those states?

8. Will MPTV be offering to sell their inventory on their website (in accordance with established statutes)?

9. In case of the untimely demise of Mr. Reed, considering the multiple titles and positions that he holds within the company, who will assume control of MPTV, Inc.?

10. Assuming that all of MPTV's issues are on course, and barring acts of God etc., what is the longest period of time before MPTV actually begins marketing their product?

11. Mr. Reed has a well documented and historical track record in land, camp-grounds and the timeshare market. MPTV however, to the best of our knowledge, has never launched a successful timeshare product. Why then does MPTV always place the following in their press releases. "...an innovator in Timeshare Resort Development..."

12. According to the information on the Yahoo Stock profile, Mr. Reed is listed as Chairman, President, CEO, Chief Financial Officer and is being paid a yearly salary of $306,000 (and we assume plus expenses, medical, dental, life insurance and possibly stock options etc.)

In contrast, the President and CEO of Trendwest is paid $323,000 per year, however Mr. Peare oversees the operations of nearly 2000 employees and their entire resort system (which is active and selling) worldwide.

In addition, Mr. Mederlander of MEGO Corp. has an annual pay package of $207-K; Mr. Martori of ILX, $200-K....

Some Presidents and CEO of Timeshare companies are paid more, some less than Mr. Reed, but considering that MPTV has yet to sell one interval, and the amount time (years) that it is taking MPTV to get off the ground, his pay seems to be exceptionally high and wouldn't (or shouldn't) some of that money go for more critical MPTV issues and concerns?

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