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Biotech / Medical : Paracelsian Inc (PRLN)

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To: helkel who wrote (3065)8/13/1997 3:54:00 PM
From: John H. Farro   of 4342
 
Meeting Report: Part 1

The meeting is over and I will try to describe some of what went on. Unfortunately, my memory may be somewhat faulty, and though I tried to take some notes, I am not the fastest note taker. I also must admit that I didn't understand the answers to some of the questions that were asked. Trying to grasp exactly what occurred is like trying to grasp a cloud. No matter how hard you try to reach, you know something is eluding you.

First let me state that it was a great pleasure to meet a couple of people from this thread. Harold Stone was a very gracious gentleman and Jonathan Schonsheck is just as brilliant in person as he is in his writings. I hope they will feel free to jump in and fill in things that I ommit and details that I got wrong. Unfortunately, I did not have the honor of meeting Paul because he did not attend.

I had no idea what to expect going into the meeting. I thought there was a good possibility that the Board might take a vote on the election of new Directors and immediately walk out without answering our questions. After all, the fact that they did not hold the meeting until 3 months after the bylaws required them to and the fact that they were under pressure of a threat of a court order to hold a meeting indicated to me that there was a possibility that they may have been reluctant to answer questions. By the way, I phrased that last sentence very carefully. I had assumed that they were holding the meeting because a court had forced them to do so. Technically, this was not so. Colin Campbell had filed a lawsuit whose objective was to force a meeting, but the company had the meeting before the court actually made a ruling forcing them to have a meeting. In fact, according to Rhodes, at first Colin Campbell wanted to have the meeting at the earliest possible date, but then after PRLN proposed a date he wanted the meeting to be postponed. I am not sure why Dr. Campbell wanted the meeting postponed, but I think it was for a technical legal reason. Rhodes did not go into the reasons why a certain date was picked. So did the company have the meeting voluntarily, or was it forced to do have the meeting? I can't prove it, but my gut feeling is that if Campbell didn't file the lawsuit there never would have been a meeting. Rhodes and the Board agreed to have a meeting only because the Court hovered over them with the threat of a decision impending against them. They would have looked worse if the court had ordered them to hold a meeting, therefor they decided to call one before the Court issued its decree.

Of course, that is just my humble opinion and speculation. I could be wrong in my assessment of motives, so take it for what you want.

By the way Harold, they guy on the Street who put 8 to 1 odds on a bet that Rhodes wouldn't show up may have lost as much as some PRLN investors :-) I have to admit that I was surprised that he showed. I was wrong in my assessment of him as a coward. So you see, I can be wrong, so take what I say with a grain of salt.

More to come. . .
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