SonicSave.com, is a unique, business-to-consumer and business-to-business,
Internet discount buyers' club. We are currently in the formative stages of
introducing to the web a simplified yet sophisticated business strategy which
incorporates a combination of on-line, database and transaction management
technologies. Our proprietary purchasing model, patent pending, will permit
participating merchants to offer discounted products and services directly to a
targeted market consisting of our retail consumer members as well as corporate
account members. We began to accept free members in October 2000 and as of
November 30, 2000 we had 800,000 free members and six participating merchants.
We also had affiliate relationships with 19 online merchants. To date we have
had no revenues from our operations. There can be no assurance that the number
of members and merchants will continue to increase or will not decrease.
We have established a one-stop Internet shopping location that we believe
will function in an efficient, secure and user-friendly fashion by eliminating
many of the intermediary middlemen normally involved in the chain of
distribution of consumer goods and services. As a result we can offer a wide
range of discounted goods and services to our members while creating a dynamic,
business-to-business networking center for our participating merchants. We
believe our program will also increase our participating merchants' sales
potential via access to our on-line audience of consumers.
To our knowledge, this innovative business approach to on-line selling is
unique to the Internet environment.
Growth of the Internet. The Internet has emerged as a global medium,
enabling millions of people worldwide to share information, communicate and
conduct business electronically. International Data Corporation estimated that
the number of Web users would grow from approximately 150 million worldwide in
1998 to approximately 500 million worldwide by the end of 2003.
The growing adoption of the Web represents an enormous opportunity for
businesses to conduct commerce over the Internet. International Data Corporation
estimated that commerce over the Internet would increase from approximately $40
billion worldwide in 1998 to approximately $900 billion worldwide in 2003.
The Direct Marketing Opportunity of the Internet. The same advantages that
facilitate the growth of electronic commerce make the Internet a compelling
medium for direct marketing campaigns. Direct marketing over the Internet uses
e-mail to reach potential buyers, potentially offering them a significantly
broader selection of products and services than is available locally.
Internet-based direct marketing also allows marketers to rapidly collect
meaningful demographic information and feedback from consumers and to use this
information to tailor new messages quickly.
The Frugal Shopper Opportunity. SonicSave.com's business model focuses on
the Internet population referred to as "Bargainers" in the Media Metrix/McKinsey
survey titled: All Visitors Are Not Created Equal." This survey of 50,000
Internet users pegs 8% of the on-line population as belonging to this segment.
These individuals identify with being "frugal" and generally spend less time
on-line. Those who fall within the "frugal" category will be the primary target
of a controlled launch for SonicSave.com's Internet discount buying club.
SonicSave.com will seek to extend the capabilities of "bricks and mortar"
and on-line merchants in promoting purchase behavior over the Internet. In a
recent survey conducted by Bain & Company for Mainspring Communications,
researchers concluded: "on-line merchants must strive to gain customer loyalty
if they are to become profitable." In a survey by Infoquest, it was found that
of those shopping on the Web, "only 25% actually purchase products or services."
Current shopping behaviors indicate that the loyalty is very much a function of
trust -- that the price is right, that the transaction is secure, the merchant
will stand behind the product and the customer has the opportunity to inspect
SonicSave.com will seek to create an e-commerce environment that blends
the benefits of on-line shopping with the confidence that comes from purchasing
at the store while enjoying the benefits of a buyers' club discount.
SonicSave.com will offer shoppers much of what is missing from the on-line
purchase experience -- the satisfaction of bringing the bargain home, with the
potential of customer loyalty.
The statistical data concerning the Internet is taken or derived from
information published by the sources listed above. Although we believe that the
data that is included in the Industry Background section of this prospectus is
generally representative of the matters reflected therein, the data may be
imprecise and investors are cautioned not to place undue reliance on it.
Our strategy is to develop an Internet-based discount buyers' club
destination site that will permit consumers to have access to discounted goods
and services from multiple merchants on a regular basis. The following are key
elements of our strategy:
o create and implement a state-of-the-art Website through our contract
with Cue Data Services and through use of our proprietary
o create brand name recognition and sign up a large membership base on
the Website, through our targeted direct marketing and Web
advertising efforts and through a series of promotional give-away
contests for our shares of common stock;
o differentiate ourselves from other Internet based buying services by
providing on-line and on-site purchase options through the use of
o enter into agreements with a large number of participating merchants
in a broad range of product and service categories;
o enter into advertising arrangements with different businesses and
companies that are interested in advertising on our Website, based
on the number of members and merchants;
o continually upgrade our Website to add vendors and services to
visitors and members; and
o introduce premium services such as SonicVIP.com
To our knowledge, our business model establishes a discount Internet
buyer's club that has no duplicate. However, in the future, modifications to our
business model may be required . A possibility also exists that a market for our
services will never develop. If a market fails to develop or develops more
slowly than expected, we might incur more losses than expected and we might not
To be successful, we must:
o attract a large membership base of loyal consumers;
o develop and increase awareness of our brands;
o attract a large number of participating merchants in a broad range
of product and service categories who are willing to provide
attractive discounts and incentives to our members;
o continue to develop and upgrade our technology;
o establish strategic relationships with Web traffic and other
customer referral sources;
o build an operations structure to support our business; and
o attract and retain qualified personnel.
We cannot guarantee that we will achieve these goals. We also cannot
guarantee that merchants will accept our services as a replacement for
traditional distribution channels. Market acceptance of our services will depend
on the continued growth in the use of the Internet in general and as a source of
discount shopping in particular. The failure of our services to achieve market
acceptance would prevent us from attracting a large member base and would
adversely affect our revenues.
The SonicSave.com Business Solution.
Our patent pending business method involves Web architecture enabling
SonicSave.com to perform a series of transactional steps from initiating
consumer interest through purchase. SonicSave.com operates a central Website
capable of communicating with club members and participating merchants'
Websites. Our business method permits us to bring the market, consisting of
travel, automotive, insurance and retail product and service providers, directly
to the consumer.
There are various buying incentives that may be made to the members under
our business method, but the most frequently used buying incentive will be in
the form of a discount on the purchase price paid by a member for a selected
good or service. Member enrollment may be by a communication network such as the
Web and the completion of an on-line form; or by hard copy using a printed
enrollment form. Either method will include an agreement containing conditions
of membership. The collected member data is then input
and organized in our data base so that a catalog of products, services, and
incentives suitable for that particular member will be available from
Data from participating merchants is compiled and placed on our Web site
in the form of a catalog. The catalog includes hyperlinks to participating
merchants enabling our member to view and use the participating merchant's web
Referral information includes member's unique identification number
assigned upon enrollment and the identification of a selected product or service
inclusive of the unique identification number assigned the product or service.
Referral processing software running on the participating merchant's site uses
this information to identify, the member using the hyperlink, the product or
service the member selected from the catalog and the buying incentive for that
product available to the member. If the member subsequently purchases a selected
product from the participating merchant's site, referral processing software
automatically transmits a record of the purchase to our computer for storage in
the member data base and can be used for credit towards additional incentives
that may become available to the member.
We offer two forms of membership:
o free membership under the name "SonicSave.com", which
will provide the basic level of service available to all
o paid membership under the name "SonicVIP.com," which
will provide a premium level of service, including
additional benefits with higher cost savings.
Upon completion of enrollment, SonicSave.com will forward to new members
formal membership confirmation along with a directory of products, services,
participating merchants and available incentives.
In time, strategic planning initiatives for off-line shopping enhancements
will enable each member to receive a unique, coded, Internet identification
card. The code on the member's card is machine-readable for transmission over a
merchant's communications network. This will identify SonicSave.com members to
affiliated merchants when they are shopping off-line at "brick and mortar"
locations. Printed discount coupons are also being considered.
Each member will also receive a unique, Internet identification code, and
may receive a membership card displaying the member's identification or a
printed discount coupon. If the member chooses, the code is machine readable and
capable of transmission over a communications network to the SonicSave.com
Our business plan also contemplates seeking strategic partners with whom
we can jointly offer membership cards with bank or financial institution credit
and debit card capability.
Our Website will be divided into a number of areas, including a catalog of
participating merchants and a section that highlights particular specials and
incentives that are being offered by the merchants. We will provide each
participating merchant with one full page of secure ad space on our Website. The
merchant will be responsible for designing and maintaining the
contents of its ad space at its own cost. In addition, we will send out periodic
e-mails to our members that highlight particular merchants and their offerings.
These e-mail notifications will be targeted to the members' preferences.
Our Website will offer members alternative buying options. One option will
permit the member to purchase merchandise directly from a participating
merchant's page on our Website. In this instance, SonicSave.com electronically
forwards the purchase order to the merchant for fulfillment; all of which is
executed through our Website portal.
Members will also have the ability to purchase merchandise directly from
the merchant using SonicSave.com's Website hyperlink to the merchant's Website.
Again, fulfillment would be by the merchant.
In the future, in some instances, members will also be able to use their
SonicSave.com membership cards to receive discounts when they make purchases at
the stores of participating merchants.
For the two months ended June 30, 2000 and the three months ended
September 30, 2000 (unaudited) research and development expenses related to the
business method and Website features were $0 and $32,700, respectively.
We intend to offer a premium level of service known as "SonicVIP.com" at a
cost of $25.00 per year. The Sonic VIP member will receive all of the benefits
of being a member of SonicSave.com, plus special offers on high end products and
services for consumers and business customers.
MediaMatrix best defines the customer segment for this product as the
"simplifiers" -- those in search of access to deals, but who "find no thrill in
the hunt." As a group this user-class represents a base of 48 million people.
o SonicVip.com will offer members discounts on a wide range of high
value products including:
o health care insurance;
o first class travel;
o luxury hotel packages;
o on-line "discount events" offered by high end merchants and service
Recruitment Strategy for Members.
In order to attract new members to our Website, we intend to use the
o we will recruit members using highly targeted direct marketing and
Web advertising vehicles focused on attracting bargain conscious
shoppers such as
college students and young adults, and retired persons. Our
promotions will carry an "It's OK to be frugal" message;
o SonicSave.com members will be offered the opportunity to acquire
shares of our common stock by participating in a series of
promotional give-away contests for up to 1,500,000 shares of our
common stock . Commencing on the date of the final prospectus, each
month for a period of 24 months we will select at random from among
all SonicSave.com members and other eligible participants two first
prize winners who will each receive 10,000 shares of common stock;
two second prize winners who will each receive 5,000 shares of
common stock and 200 runner-up winners who will each receive 100
shares of common stock. In addition, in 2001 and 2002 we will select
at random from among all SonicSave.com members a grand prize winner
who will receive 100,000 shares of common stock. We will also select
a grand prize winner to receive 100,000 shares of common stock once
SonicSave.com & SonicVIP.com exceeds 1,000,000 members; see "Plan of
Distribution - Promotional Stock Give-Away Contests";
o we will seek and reward referrals among our registered membership
base using a viral marketing technique; and
o SonicSave.com will employ a business account strategy as
relationships with business service providers are developed. This
approach provides our merchants with an opportunity to fashion their
advertising and revenue models more closely to their market and
within their budget constraints.
SonicSave.com's goal is to create a critical mass of users who take pride
in their ability to save money. The anonymous nature of the Internet allows
those who identify with being excessively frugal a portal into the world of Web
discounts with little or no transparency. This community of SonicSave.com
members will carry their membership with them through check out. We can also
support special on-site offers through this technology.
We will market ourselves to the universe of on-line discount shoppers as
the "place for people who worry about spending too much." SonicSave.com will
employ a targeted campaign to position itself as the Web's only site designed
for the customer segment identified as "Bargainers."
Specific tactics will include:
o market research to test the positioning for SonicSave.com;
o launch activities in major markets directed at the consumer
audience, including mailings, events and tele-center activity;
o a referral campaign will be launched, on-site, as membership reaches
o a public relations campaign directed at newspaper and magazine
consumer reporters announcing the SonicSave.com site;
o cooperative advertising with participating merchants and
best-in-class consumer Websites; and
o marketing activities will include sponsorships of events aligned
with the demographic profile of potential members in major markets.
SonicSave.com expects marketing costs to account for 60% to 85% of
operational expenses in the first three years of corporate operations. We
anticipate that co-operative advertising and strategic alliances will offset a
portion of these costs.
We have identified potential merchants by researching publicly-available
industry data in the following industries: travel, retail, automotive and
insurance. Our selection strategy targets those companies having significant
market share and brand name recognition in their industries, as well as
financial stability and an internet-oriented advertising strategy. As an
inducement to try our new service, we are currently offering certain prospective
merchants reduced rate and, in some cases, short term free trial participation
arrangements on our Website.
As of November 30, 2000, we had entered into trial agreements with six
participating merchants, on a click-through fee basis in which we receive a fee
whenever a member clicks on a participating merchant's advertising page or
Website - whether or not they make a purchase. We will recognize only the
click-through fees, and not the gross sales prices charged to our members as
Each participating merchant is furnished with one full page of secure ad
space on our Website. The merchant is responsible for designing and maintaining
the contents of its ad page at its own cost.
Each merchant that participates in SonicSave.com and SonicVIP.com is
required to offer our members discounts and other special promotions on its
goods and services and to honor such offers through Web-based purchases and/or
at its stores.
As of November 30, 2000, we had also entered into arrangements with 19
merchants to permit them to link their Websites to our Website in exchange for a
fee based on sales made to our members who access their Website from our site.
We propose to recruit participating merchants by offering the following
o initial trial periods in which they may participate on our Website
at reduced rates or, in some cases, without charge;
o a captive audience of discount shoppers who can purchase using
"clicks and mortar" and "bricks and mortar" transaction
o added control over discount and other special promotional offers in
the on-line environment, as SonicSave.com incorporates one of the
retail industry's most successful innovations -- namely off-price
o co-branding opportunities with participating merchants in other
business classes for product and service packages; and
o the ability to create a loyal customer base.
Revenue from advertising on the internet is driven by the size and quality
of a Website's audience. We believe that our target audience -- frugal consumers
-- will give us the ability to structure attractive arrangements with
advertisers. Advertising revenues, if any, will be earned from:
o monthly advertisement fees paid by merchants;
o the sale of advertising banners;
o the placement of pop-up windows;
o the sale of advertising in our weekly electronic newsletter; and
o revenue streams from advertisers generated from weekly, automated
o We believe that our strategy for attracting new and repeat users to
our Website will provide attractive marketing opportunities for
advertisers and electronic merchants.
Operations and Technology.
SonicSave.com's business is supported by a state-of-the-art systems
platform, which was designed with an emphasis on scalability, performance and
reliability. The software platform that we use was designed to include open
application protocol interfaces that can provide real-time connectivity to
merchants in a range of industries. SonicSave.com's Internet servers utilize
Verisign digital certificates to help it conduct secure communications and
All proprietary software developed to date was contracted to DLF Webgroup
Inc. and Alexander Gediman, a freelance web-designer who performs on an as
needed basis. The DLF contract has been completed and there are no further
SonicSave.com will out-source most of its call center and customer service
functions, and will use a real-time interactive voice response system with
transfer capabilities to its call centers and customer service centers in
SonicSave.com's systems infrastructure, Web and database servers are
hosted at Media3 Technologies, LLC in Pembroke, MA pursuant to an "open-ended"
agreement that contains no clauses for penalties upon early termination. Media3
Technologies, LLC provides communication lines from multiple providers including
UUNet and AT&T, 24-hour monitoring and engineering support, an uninterruptible
power supply system and generator and redundant servers at its Pembroke, MA site
to provide service capability if the primary site fails.
The market for electronic commerce direct selling channels on the Internet
is new and rapidly evolving, and competition for members, consumers and visitors
is intense and is expected to increase significantly in the future. Barriers to
entry are relatively insubstantial. We believe that the principal competitive
factors for companies seeking to create electronic commerce networks on the
Internet are critical mass, functionality, brand recognition, member loyalty,
broad demographic focus and open access for visitors. Established companies,
which are primarily focused on creating electronic commerce networks on the
Internet, and with whom we will compete, include: Value America, Shopping.com,
Buy.com, Priceline.com, Fashionmall.com, the NetMarket division of Cendent
Many of our existing and potential competitors have longer operating
histories in the Web market, greater name recognition, larger customer bases and
significantly greater financial, technical and marketing resources than us. Such
competitors are able to undertake more extensive marketing campaigns for their
brands and services, and make more attractive offers to potential employees,
vendor affiliates, commerce companies and third-party content providers. There
can also be no assurance that we will be able to compete successfully against
our current or future competitors or that competition will not have a material
adverse effect on our business, results of operations and financial condition.
We are not currently subject to direct regulation by any domestic or
foreign governmental agency, other than regulations applicable to businesses
generally, and laws or regulations directly applicable to access to online
commerce. However, due to the increasing popularity and use of the Internet and
other online services, it is possible that a number of laws and regulations may
be adopted with respect to the Internet or other online services covering issues
such as user privacy, pricing, content, copyrights, distribution, and
characteristics and quality of products and services. Furthermore, the growth
and development of the market for online commerce may prompt more stringent
consumer protection laws that may impose additional burdens on those companies
conducting business online. The adoption of any additional laws or regulations
may decrease the growth of the Internet or other online services, which could,
in turn, decrease the demand for our products and services and increase our cost
applicability to the Internet and other online services of existing laws in
various jurisdictions governing issues such as property ownership, sales and
other taxes and personal privacy is uncertain and may take years to resolve.
In addition, as our service is available over the Internet in multiple
states and foreign countries, and as we propose to offer our services to
numerous consumers residing in such states and foreign countries, such
jurisdictions may claim that we are required to qualify to do business as a
foreign corporation in each such state and foreign country. We are qualified to
do business in only two states, and our failure to qualify as a foreign
corporation in a jurisdiction where it is required to do so could subject us to
taxes and penalties for the failure to qualify. Any such new legislation or
regulation, the application of laws and regulations from jurisdictions whose
laws do not currently apply to our business, or the application of existing laws
and regulations to the Internet and other online services could have a material
adverse effect on us.
Intellectual Property and Proprietary Rights.
SonicSave.com currently has one pending United States patent application.
While SonicSave.com believes that its pending patent application
helps to protect its business, there can be no assurance that:
o the pending patent application will result in the issuance of a
o competitors or potential competitors of SonicSave.com's will not
devise new methods of competing with us that are not covered by
SonicSave.com's patent application; or
o a third party will not have or obtain one or more patents that
prevent SonicSave.com from practicing features of its business or
will require SonicSave.com to pay for a license to use those
There has been recent discussion in the press regarding the examination
and issuance of so-called "business-method" patents. As a result, the United
States Patent and Trademark Office has indicated that it intends to intensify
the review process applicable to such patent applications. SonicSave.com cannot
anticipate what affect, if any, the new process will have on our pending patent
We regard our current and future copyrights, service marks, trademarks,
trade dress, trade secrets and similar intellectual property as critical to our
success. We intend to rely on trademark and copyright law, trade secret
protection and confidentiality and/or license agreements with our employees,
users, partners and others to protect our proprietary rights. Effective
trademark, service mark, copyright and trade secret protection may not be
available in every country in which we may operate to provide services online.
Therefore, the steps we take to protect our proprietary rights may be
We currently hold various Web domain names relating to our brand,
including the "SonicSave.com" domain name in the United States. Governmental
agencies and their designees generally regulate the acquisition and maintenance
of domain names and this regulation is subject to change. Governing bodies may
establish additional top-level domains, appoint additional domain name
registrars or modify the requirements for holding domain names. As a result, we
may be unable to acquire or maintain relevant domain names in all countries in
which we intend to conduct business.
The relationship between trademark and similar laws and domain name
registration is evolving, including passage during 1999 of the Anti-Cyber
Squatting Consumer Protection Act, which significantly enhances the ability to
prevent incorporation by third parties of trademarks into domain names.
SonicSave.com intends to actively pursue infringers who improperly incorporate
its trademarks into domain names, as appropriate, to maintain and enhance the
strength of its trademarks.
As of September 30, 2000, we had 4 full-time employees . Our future
success will depend, in part, on our ability to continue to attract, retain and
motivate highly qualified technical and management personnel for whom
competition is intense. From time to time, we also employ independent
contractors. Our employees are not covered by any collective
bargaining agreement and we have never experienced a work stoppage. We believe
our relations with our employees are good.
We have also retained the following consultants on a short term or at-will
basis to assist us with various aspects of our business:
Website Technology Jeremy Delorey-freelance designer
Media 3 Technology Inc.-host services (See
"Business - Operations and Technology"
DLF Webgroup Inc.-web construction
CueData Services Inc.-technical staffing
Alexander Gediman-freelance designer
Sweepstakes Management Ventura Associates
Telecommunications Brian Warren & Co.
Public Relations John Newton
Airline Merchant Agreements Donald L. Sexton Associates
Management Consulting Wirebridge Inc.
These consultants are generally paid on an hourly basis or, in some cases,
on a percentage or success fee basis.
Our headquarters are currently located in a facility in Brookline,
Massachusetts consisting of approximately 2,500 square feet of office space that
is leased by an affiliate of ours pursuant to a lease expiring on June 1, 2004
and that we occupy on an at-will basis.
Executive Officers and Directors.
The following table sets forth information with respect to our directors
and executive officers:
Name Age Position
---- --- --------
Andre Danesh 66 President, Treasurer, Secretary and
Chairman of the Board
William Connolly 50 Senior Vice President and Chief
Sean K. Wilder 26 Vice President, Business Development
David Reznikov 28 Vice President, Member Acquisition
Ira Cohen 46 Director, Member of Audit Committee
Charles W. Smith 68 Director
John J. Perkins 69 Director, Member of Audit Committee
Directors are elected to serve until the next annual meeting of
stockholders and until their successors have been elected and have qualified.
Officers are elected annually by the Board of Directors and serve at the
discretion of the Board.
Andre Danesh founded SonicSave.com and has served as its President and
Chairman of the Board since May 2000. During the past five years, Mr. Danesh
served as president of Allied Financial Corporation, a private investment
company which he founded and owns. From 1984 to 1986, Mr. Danesh served as the
chairman of the stockholder's committee of Charter Oil Company which became
Spelling Entertainment and was acquired by Viacom in July of 1999. From 1989 to
1990 Mr. Danesh served as the member of the stockholder's committee of Southmark
Co. He received his Bachelor of Science Degree and Masters Degree in chemistry
and mathematics from Indiana State University, a Doctoral Degree from the
University of Montpellier and a Post-Doctorate degree from the University of
William E. Connolly has served as Senior Vice President and Chief
Financial Officer of SonicSave.com since May 2000. From July 1998 to May 2000 he
served as an Asst. V.P., Branch Manager for Eastern Bank, Lynn, MA. From
September 1995 to July 1998 Mr. Connolly served as an Asst. V.P., Regional
Manager for Cambridgeport Bank, Cambridge, MA. He has also served as a branch
sales manager for Cape Cod Bank and Trust Co, Hyannis, MA and as a Mortgage
Sales Representative for Citizens Mortgage Corp., Providence, RI. From January
1986 to September 1993 Mr. Connolly was a Sales Manager at Government Systems
Division, GTE Corp., Taunton, MA. He was commissioned and served as a Captain in
the United States Air Force from 1979 to 1986. Mr. Connolly is a graduate of
Boston College and holds a Bachelor of Science Degree in Marketing.
Sean Wilder has served as Vice President of Business Development and
Advertising Sales of SonicSave.com since May 2000. From November 1998 to May
2000 Mr. Wilder served as Account Executive for E! Entertainment Television
Networks, Advertising Sales. From September 1997 to November 1998 Mr. Wilder
served as a National Broadcast Negotiator at Initiative Media Worldwide. From
August 1996 to 1997 Mr. Wilder served as a teleservices
representative at Massachusetts Financial Services. Mr. Wilder graduated from
Boston College and received his Bachelor of Arts Degree.
David Reznikov has served as Vice President of Member Acquisition of
SonicSave.com since February 2000. From March 1998 to October 1999 Mr. Reznikov
served as Director of Marketing for Equinox Corporation. From April 1996 to
April 1998 Mr. Reznikov worked as a paralegal for Peabody and Arnold LLP. Mr.
Reznikov graduated from Boston University and received his Bachelor of Arts
Ira Cohen has been a director of SonicSave.com since August 2000. Since
March 1998, he has served as president and chief operating officer of Aztec
Technology. From 1996 to March 1998 he served as an independent information
technology consultant providing strategic business and sales modeling advice for
various clients. From 1979 to 1996 he served as executive vice president and
co-founder of Copley Systems Inc. From 1976 to 1979 he served as economist at
Arthur D. Little Co. Mr. Cohen received his Bachelor of Arts degree in Economics
from Boston University.
Charles W. Smith has been a director of SonicSave.com since August 2000.
From 1972 to 1992, he served as VP and Senior VP of Finance and was also the
Treasurer for Boston University. From 1965 to 1972, he had served as VP of
Business Affairs of Haverford College. From 1964 to 1965, Mr. Smith served in
accounting practices and was CFO at the University of Uganda. He is also a
Fellow of the Institute of Chartered Accountants in England and Wales.
John J. Perkins has been a director of SonicSave.com since September 2000.
From March 1999 to present he has served as Senior Vice President of Acordia,
Inc. From 1984 to 1999 he served as President, Chairman of International
Insurance Group Ltd. From 1974 to 1984 he served as President of Corroon & Black
of Massachusetts. From 1970 to 1974 he served as Vice President of Marsh &
McLennan Inc. Mr. Perkins is a trustee of the City of Boston Retirement Fund and
a director of Fitforall.com. Mr. Perkins received his Bachelor of Arts degree
from Boston College.
Audit Committee. The Board of Directors has appointed an Audit Committee
consisting of Messrs. Cohen and Perkins. The duties of the Audit Committee are
o recommend to the full Board the auditing firm to be selected each
year as SonicSave.com's independent auditors,
o consult with the persons so chosen to be the independent auditors
with regard to the plan of audit, or proposed report of audit, and
the accompanying management letter, if any,
o periodically consult with the independent auditors, as appropriate,
out of the presence of management with regard to the adequacy of the
internal accounting and control procedures,
o review SonicSave.com's financial condition and results of operations
with management and the independent auditors and
o review any non-audit services and special engagements to be
performed by the independent auditors and consider the effect of
such performance on the auditors' independence.