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Message: Re: SGE1 / Re: After further investigation,: Pay: - LL
19
Sep 09, 2008 07:40AM
1
Sep 09, 2008 08:57AM

Good argument. Perhaps I was "reading in" based on Wolf's initiative of the past strongly suggesting that the company disclose its detailed business plans for all to see.

However, it seems to me that there are several things are being ignored in this discussion (though a couple of them HAVE BEEN addressed to a small degree).

1) These 5M preferred shares are already authorized. IF there is such an adverse attitude about the company's ability to actually use them, why wasn't this adversity displayed at the time shareholders voted their authorization? I've been around PTSC for over a decade, and I don't recall ANY discussion of this in the past. The ship has sailed in this regard, and it seems to me shareholders did not authorize those shares with the thought that they would never be used, nor with the thought that the company would have to disclose their intent and get shareholder blessings prior to their issuance.

2) We've seen how effective the votes of shareholders have been in the past regarding anything PTSC management may want to do (or have on the BoD). If an action involving the preferred shares were presented as you describe, what is the probability of the company's decision being overturned by a majority of shareholders? IMO, zero.

3) As addressed previously by myself and others, if you take this chip off the bargaining table (or make the situation such that, for whatever reason, the company would choose to avoid using those authorized preferred shares), what chips are they left with? Yes, common shares. But do you want another Swartz deal? They do have other, far less desireable IMO, chips they could play with that would be far more detrimental than the issuance of preferred shares.

4) Where was it that it was mentioned in any recent company correspondence that there was any intent to use the authorized preferred shares? I don't recall seeing it.

5) When was it these preferred shares were authorized? They haven't elected to use them to date (in times far for dire than today; times when those shares would definitely have been more "preferred" in a literal sense), so why does this rise to this level of import NOW?

6) They still have 80-90M common shares to work with today. They just closed a deal that consumed some 32M common shares. If there were any true desire to utilize those preferred shares, doesn't it seem they'd have used them in this most recent deal or one prior? And wouldn't it be more prudent to use those preferred shares rather than common shares, which I would think would be much more easily marketable (to obtain cash)? I just appears to me (with acknowledged ignorance) that they have gone out of their way to preserve those authorized preferred shares. Perserved why? Maybe for what they find as the deal of the century. Maybe with the intent that those shares can be retired.

7) I personnally think that this whole thing is an incredibly trivial issue that was blown way out of proportion by the "initiative". They just issued some 32M common shares without prior shareholder approval, and Brian was one of those congratualting the company for the wise move. Yet, recognizing that the preferred shares are a somewhat "different animal", there is all this concern. Why? And why isn't there a simto initiative regarding the future use of common shares?

8) It seems to me, that by the very nature of preferred shares versus common shares, the concern only elevates if the company is about to go under. That's the subliminal message sent to all with this initiative, IMO. If you believe that this company is on the path to success, this is a true non-issue. If you believe that this company is doomed to failure, then the use of the authorized preferred shares IS AN ISSUE - but if you truly have this belief or fear, why are you still holding?

Many questions for your consideration.... making much more of "much ado about nothing".

JMHOs,

SGE



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