- 9 -
programs on a national format.4 Mr. Speer owned 60 percent of
the stock of HSN and was the chief executive officer and the
chairman of the board of directors of HSN from the time it was
founded until he sold his stock in February 1993. Mr. Paxson
owned the remaining 40 percent of the stock and was the president
of HSN.
On March 28, 1985, HSN entered into an agreement with Modern
Talking Picture Service, Inc., for a 5-hour time segment on
satellite (the Satellite Agreement), which would enable it to
broadcast nationally. The term of the agreement commenced on
July 1, 1985. If HSN failed to broadcast for a period of 10
consecutive business days, it would be deemed to have terminated
the agreement.
On April 15, 1985, the shareholders and directors of HSC
held their annual meeting, during which Mr. Speer and Mr. Paxson
presented a proposal to expand HSC to a national format by
forming a national group with HSN as a subsidiary. A majority of
the shareholders rejected the proposal, as it required a
significant financial commitment and was perceived as too risky.
HSC was beginning to realize profits after having lost money
during its first fiscal year of operations. Instead, the HSC
shareholders agreed to authorize HSN to use the trademarks,
4HSN was originally incorporated under the laws of the State
of Florida. Subsequently, in early 1986, HSN organized a wholly
owned Delaware subsidiary and merged into it.
Page: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Next
Last modified: May 25, 2011