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David Levy - I will ruin you, I will ruin you both

On Thursday the 4th of May 2017, RCL posted on facebook and Paul Andrews released the following information detailing the falling out between the ex-directors and David Levy. This includes David Levy's infamous quote "I will ruin you, I will ruin you both, I have done it before, I will do it again!"

David Levy: I will ruin you, I will ruin you both

"David Levy: I will ruin you, I will ruin you both, I have done it before, I will do it again!"

Here is Paul Andrews original post in the public discussion facebook group, along with the full email transcript:


Paul Andrews post on facebook on May 4th:

I have hidden specific finance details, and bank totals and so on, as I have no desire to damage RCL the company Chris and I own 50% of.

Few points to make clear before you read this very long chain of emails.

We DID have ball park production figures, but not final to the component figures. We knew close enough. We DID have an agreement in place with the manufacturers that we would pay them X pounds per unit for them to make the Vega Plus. So we had that agreement in place, it was NEVER in doubt you would have got your Vega Plus consoles. In outline the deal was we would pay them X per unit for the new machines, but of that X, Y would come off the old debt, and Z off the new debt. That way the overall debt would be lowered, and everyone would win.

Once Vega Plus consoles were delivered to backers we could look at some sort of finance to go to retail production and hopefully one day make a profit and so on. To be honest pretty normal company stuff! BUT we had to pull our belts in to make this happen, you can now read for yourself what happened…

Oh and Martin was NEVER an employee… she was a part time PR contractor…

Plus the exact words used by Levy in the first email against myself and Chris (which I will never forget, and was shouted at us in a crowded hotel bar at Paddington train station) were - "I WILL RUIN YOU, I WILL RUIN YOU BOTH, I HAVE DONE IT BEFORE, I WILL DO IT AGAIN"

Now read and understand.....


On 22 March 2016, Paul Andrews wrote:

Further to our board meeting on Friday.

I will detail in a further email the points raised on the agenda, and the various actions we agreed to take at this point. I think in this email we can though, make that the point that clearly all four shareholders, and the three active directors, are fully committed to producing the Vega and Vega+ consoles, and there is no reason as to why they cannot. I also have further exciting news on various sales and production prospects for the Vega, which have arisen since Friday as well. Again I will detail them in a further email.

This email is to address the issues that arose when we got to the meeting agenda point on ‘external projects’.

We started (David, Chris and Paul) to discuss on-going and potential outside interests, but unfortunately when we got to try to discuss one particular project David got very agitated, started raising his voice, then proceeded to threaten both Chris and I, saying he would ruin us, and that he had done to other people in the past, and he would in turn do it to us.
I then asked him to stop threatening us, at which point he did say he was sorry, but then proceeded to storm out of the building, leaving us without a chance to resolve what his issues might have been, nor finish the meeting in a normal sensible manner. David had at the beginning of the meeting stated he was very tired and had not slept well due to spending most of his time for the past two weeks looking after this wife. Also as he had made me aware previously he is taking medication, so on that basis we don’t wish to pursue further the threats made to Chris and I, and want to move on forward together as a team still for the benefit of us all.

To be clear Retro Computers Ltd, was set up with the sole aim of producing a Sinclair Spectrum based device. This is evidenced in fact by the book we all contributed to, which details this journey to do this, from my suggestion to Clive for the project, to my license deal with SKY, to finding Chris, and so on. The company was never set up as a general company to do any projects outside of that specific remit of which we agreed. Again this is further evidenced by the fact we called the company Sinclair Computers Ltd. We only changed it to Retro Computers Ltd due to pressure from SKY who said they owned that name and we could not use it. Sinclair Computers was what we set out to create.

We all have prior and subsequent interests in other companies and ventures, which cover both games and other technology.

It would be absurd to think that working on the Sinclair based project via the vehicle of Retro Computers Ltd, would impinge on anything else that any of us are doing. For example Chris works at Companies House and also worked on electronic game based products for years. Paul has worked in the games industry, specifically retro games for many years, let alone other technology and media interests. David works on other games machines and technology projects, and has spent many months over the past year abroad working on those projects separate to his involvement with Retro Computers Ltd, as well as book writing, and now working with an American Corporation on various web based projects. David and Paul have also worked together on other external projects and joint companies, although based on the past few days it would now seem David no longer wants to work with Paul on anything else external further, which is fine it’s his choice.

The point I wish to make is, no matter what our other external projects are, which we are all entitled to do, we are all committed still to carrying on with the Sinclair project via Retro Computers Ltd. We should aim to work on reducing the debt currently owed to XXXXXXXX, delivering the Vega+ console to backers, and hopefully also take it further to the global retail market if possible. None of this is relevant to anything else we are doing externally, and we wish to move forward as a team with Retro Computers Ltd, in the remit on which we all agreed at the beginning of this journey.

I hope we can do this between us.

David - we will presume unless you reply otherwise that you are in agreement with the contents of this email, and we can all move forward.

Regards
Paul and Chris


On 23 March 2016 at 09:33, Paul Andrews wrote:

As we flagged up at the meeting last Friday we do have some money issues we need to understand and manage.

At this point it’s very hard to get an exact figure on our debt with XXXX, nor the figure we will potentially have to pay to make the Indiegogo backers Vega+ consoles yet for all the reasons we know. What we can say is we are likely to get around £350,000 as a final figure from the current campaign, but from that we have to deduct approximately 30% for VAT and Indiegogo fees. This will leave us with around £245,000 to come in to us. At this point XXXX is quoting a figure we owe them of around XXXXXXXX. This does of course include the pre-ordered materials and VAT, but as above we cannot yet confirm the final figure we will owe them, but we will have to pay the VAT portion upfront and wait up to three months to claim it back, so cash flow wise we have to consider it. Even though they hold a materials bond, we are still likely to be very very close in money. We also have to factor in making the new units for the backers, and what that will cost. We don’t know that cost yet, but we will have to mostly pay upfront for that also. There are other things we will have to factor in as well such as the costs of making the plastic moulds and so on. All of these are unknowns currently, all we do know is at best it will be tight, or at worst we will not have enough to cover all these expenses and will have to juggle juggle juggle to manage the cash flow. Hopefully with the potential to sell off existing stock we might be able to lessen this problem, but we cannot assume this will happen. Again we have to assume we have to sell the existing stock at little more than cost, with minimal margin, hence no extra cash flow will result from that, all be it our debt might decrease.

We also have to consider how we make future retail stock. At this point in time we have two potential issues. Even to make a small batch we need some upfront money to do this, that’s if XXXX make it or we get them made abroad. Realistically whoever does it will want money upfront, and we don’t have it. Even if XXXX agreed to do it on credit the chances are in that case the cost of them doing it will be so high as to be pointless as we will not make a profit. The other thing to factor in is, if demand from retail IS high, we will need even more units made up front, again with no cash from us to do this.

There are potential solutions to these issues but they are not quick fixes and need serious consideration. We do not want to end up in the same scenario we are in now, 12 months down the line again.

We also have a raft of other outstanding debts, from royalties to rights owners, to donations to the charity, to paying people for ECCC still and so on. These debts must be paid before we agree or actually do spend any more money. Much as we would like to do certain things, the cold hard reality is we cannot at this point afford to do them.

Things we must pay/do as a priority

XXXXX – we have to reduce and eventually remove the debt we owe them

Royalties – we already owe thousands in unpaid royalties to games rights owners, this debt will go up the moment we send out the new Vega+ backers units as well – this has to be paid ASAP

Charity – we owe X to the charity, both in terms of the initial promised donation, and from rights owners and SKY having their portions sent to it. Again this will increase with the Vega+ shipping – this has to be paid ASAP

People we owe money to or will shortly – this is a big chapter, people we already owe money to are people like Paul Dunn who we still owe thousands for the ECCC stuff for example. We will certainly owe money to people like Dave Woodfield for any work he carries out, we might have to pay Rick to get him to help us finish the plastics, and so on, so we have to budget a certain amount for this. This is a moving target at the moment but needs considering.

Chris – we owe Chris the XXXXXXXX pounds as per our agreement. We also have to pay Chris X amount to bring him to parity with Paul and David for his outstanding consultancy fees. We also further owe him for holidays he took as we agreed also.

On-going and current losses and out of pocket expenses for Directors. While we cannot afford to pay anymore on-going consultancy fees for the foreseeable future, we still have to pay any out of pocket expenses and debts and losses already owed.

On-going sales expenses. While hopefully we have at least a small trickle of sales of the old Vega to cover this cash flow wise, we still have on-going fees for storage and so on of the old stock we have to consider. Also fees XXXX is still racking up for the storage fees at Amazon and so on.

Things we just literally cannot afford to do/carry on doing at this point in time

We cannot for the foreseeable future charge any further consultancy fees for our time. Much as this is unpleasant, we have to pay back what we owe as a company before we do this.

We have to stop any spend on further (past the current campaign) on paid for PR or marketing. We just cannot afford to do this, plus we have to balance at this point, between the good will we already have, and the fact we cannot justify spending more money on on-going PR and marketing if we don’t know at this point if we can make the retail units. We have no choice but to do this in house for now.

We cannot afford to commission or do anymore on ECCC at this point in time, We already owe X at this point, so cannot justify spending anymore on this project.

We cannot afford to do more marketing materials, or massive web site changes. We will do minor mods or corrections, but again for now we must just stop spending money on this.
Basically we have no choice but to cut our cloth.

I am sure there are other things we must or must not do, which you guys can add, but as a starting point these are the things we have to look at. I am looking at this in worse case scenarios, which we have to do. If things turn out better than that, that will be brilliant, but we have to plan for the worst at this point.

Regards
Paul


From: Chris Smith
To: Paul Andrews
Cc: David Levy
Sent: Wednesday, March 23, 2016 3:28 PM
Subject: Re: Financial Management of Retro Computers Ltd

Wow! There is quite a lot in there! That's a really good start on the financial plan (establishing where we are and the immediate priorities going forward). I didn't really appreciate how large the XXXXXX bill was. The zero cashflow is also clearly an issue...

Your recommendations seem sensible to me.

We should discuss and document our cashflow options too, sometime soon, so we can plan for retail manufacture (ie post Indiegogo backer satisfaction).

Chris


On 24 March 2016 at 18:37, David Levy wrote:

Chris / Paul,

I agree that this is a start, and clearly we need to work this into a detailed plan once we have the necessary numbers to enable us to do that. A key point will be the cost to us of the Vega+ and Vega, once Bob has done his sums and considered our request to reduce their prices to us for both products.

I agree completely that none of us, nor any of our companies, should take any money from Retro Computers Ltd unless and until such payments are part of a plan that has been agreed by all three of us.

One detail that I'd like to pick up on now is the question of what the XXXXX to Chris was for (XXXXXXXX). When I said last Friday that Chris has now had all of the XXXXX from the shareholders agreement, you (Chris) responded that the invoices actually said that the payments were for work done by you for the company. But surely that canot be correct.

I've been advised that if you do any paid work for the company it would breach your Civil Service employment contract, and that if Retro were to knowingly be complicit in such a breach then it could cause us problems.

So please confirm - what were the XX payments of XXXXXXXX for? Were they for work done by you for the company or was it the second half of the XXXX?

David


From: Chris Smith
Sent: Monday, March 28, 2016 4:50 PM
To: David Levy
Cc: Paul Andrews
Subject: Re: Financial Management of Retro Computers Ltd

I'm glad we all agree that, other than running costs, we cannot take further consultancy fees at the moment, and need to spend as little as possible. Of course, the priority is to concentrate on the immediate debts, and the fulfillment of the backers orders for the Vega+ console. We have to curb all other spending as we just cannot afford that currently. I have some expenses for the Vega + prototypes and bluetooth/USB research, but I can sit on those for the moment if needs be.

With regards to my employment situation with Companies House, the good news is that Retro Computers Ltd cannot be in any breech. Apart from having full and knowing support from the Directorate at Companies House, I also have a nonstandard and non-civil servant contract of employment, so there are no issues for us to worry about, and we can safely work on the Vega+. David, I hope that puts your mind at rest.

So, as we discussed at the London meeting, the shareholders agreement has not yet been fully executed, as I have not yet received my full compensation for the prior technical work, and there are one or two invoices still outstanding, holiday reimbursement etc.

Cheers,
Chris


From: Paul Andrews 
To: Chris Smith ; David Levy
Sent: Monday, March 28, 2016 5:13 PM
Subject: Re: Financial Management of Retro Computers Ltd

I am glad we can all agree on how urgent it is to stop spending money we don’t have at this point in time. Other than running costs and day to day expenses we have to at this point stop spending money on anything which is not lowering the debt level or paying for the new Vega+ consoles to be made and sent to backers.

One of the immediate things we have to stop spending on is PR and marketing. We obviously needed it for the period of the campaign, but the situation we find ourselves in now, is that we do not have the funds to do retail production Vega+ consoles.

Until we have that funding in place hopefully, although at this point I am unsure were we will get this from (i.e. none of us has the funds, sales of the original Vega at best will help pay off some debts, but not generate production cash flow etc.) we just cannot justify spending further money on PR and marketing for a product which at this point in time we do not know if we will be able to produce retail models of.

Suzanne has done a super job for us over the past year or more. But we cannot ask her to now do work when we know we just don’t have the funds to give her moving forward at this point in time. Hopefully if the situation changes we can look again at working with her, but for now we have to thank her, but sadly stop further expenditure. On the basis we have paid her weekly, but she bills us every two weeks, I think it only right we give her two weeks notice. I think this would be best coming from you David as you are her friend, and you agreed the weekly rate with her.
I also suggest that we arrange a suitable bunch of flowers be sent to her as a token thank you, other than payment, to say think you from us all.

Over the next few days I will find some time to look at other immediate things we can cut back on, but as we need to morally give Suzanne some notice I think this is the most pressing one.
Can you confirm you will action this David, and also confirm Suzanne’s address so I can arrange some flowers to be sent also.

Regards
Paul


From: David Levy
Sent: Monday, March 28, 2016 8:24 PM
To: Paul Andrews ; Chris Smith
Subject: Re: Financial Management of Retro Computers Ltd

I disagree.

As you say, Suzanne has done a superb job for us and the result is all the money we have raised on Indiegogo. We absolutely need to have good PR services going forward,a nd Suzanne will be far less expensive, and almost certainly muvch much netter, than anyone else we could have handling our PR.

Furthermore, under the sherhodlers' agreement we cannot dismiss any staff earning more than £10,000 per year without the agreement of three of us, and I certainly do not agree to do so.

David


From: Paul Andrews
To: David Levy ; Chris Smith
Sent: Tuesday, March 29, 2016 9:06 AM
Subject: Re: Financial Management of Retro Computers Ltd

David

We are all trying to act responsibly and in the best interest of the company and its debtors. The simple truth of the matter is we do not have the funds to be able to carry on with PR at this point in time, let alone do PR for a future retail product we currently do not have the funds to manufacture. If and when this situation changes we can look again.

I put it to you again that we have to spend all available funds on paying back creditors and debtors at this point in time, we cannot spend money outside of day to day running costs, and reducing our debt level and making and supplying the Vega+ to backers.

Suzanne has just put her latest invoice in to us for £XXXX this will leave us with around £XXXXXX only in the bank at this point in time, while we owe heading for £XXXXXXXXX in total debts at this time. After the appropriate fees and taxes have been taken from the Indiegogo money we will only be getting in about £257,000 in, even with the odd amount of money owed to us from retailers you can see we do not have enough money at this point to pay the debtors, let alone produce the Vega+ for backers, and carry on with non-essential contractors and actions such as PR. We can potentially work through all this, but not if we carry on spending money which does not directly reduce this debt.

I understand that it is hard for you as Suzanne is a personal friend, but this is not personal, it is a pure economic matter, and we have to collectively do the best for the company.

I would also point out two items, one is Suzanne is not a member of staff. She is a contractor paid on a weekly basis until such time as the company gives notice, we have to give notice as above. The definition of staff is someone employed directly by the company, the company has no direct employees. I would also point out that as Chris mentioned in a previous email the shareholders agreement has also never been fully executed either.

I am asking you to agree with us in the best interests of the company. Please confirm you are willing to do this.

Paul


David Levy wrote –

Paul,

I am definitely not in agreement with your proposal re Suzanne, for various reasons.

We absolutely do need continuing PR services to maintain our profile. That is most definitely in the best interest of the company.

And it is ludicrous and highly disloyal of you to suggest, immediately after Suzanne led our campaign to raise more than £350,000, and having also been very successful with her work on the first campaign, that we should dismiss her. I don't think you understand the importance of PR. We should be paying a good PR person before we take any money ourselves. Having someone as good as Suzanne in our team, at a fraction of the normal day rate for someone with her capabilities, is a must.

Also, your comment suggesting that she is not a member of staff is not valid. Please take a look at this link:

https://www.gov.uk/employment-status/worker

During our meeting on March 18th you offered to resign as a director of Retro Computers Limited. As Chairman I hereby accept your resignation. Please confirm that you will co-operate with the company in moving the registered office and appointing a new Managing Director.

David

P.S. What was the result of the meeting with Currys?


Paul Andrews – 30th March

Without Prejudice

David

At the meeting on the 18th of March 2016, I in no way offered my resignation. I can only assume that you were in such a temper while threatening to ruin both Chris and I, that as you stormed off out of the building, that you somehow misheard or misunderstood.

For clarity I am, and always have been totally loyal to Retro Computers Limited, and have always been happy to carry out all of the agreed projects of which were agreed in the NDA, and HOA as I have already referenced in previous emails.

I feel that because of the way our conversations are heading we have to consider holding a full shareholders meeting to resolve any conflicts between the directors, which seem to be manifesting.

Paul


Footnote: Shortly after David Levy's "I will ruin you" outburst, David Levy and Suzanne Martin accused Paul Andrews of being a Nazi and demanded that he should resign.

 

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