Links to the Shorts letters that came out at the special shareholders meeting.
Message 9242631
Message 9243181
1st letter
Message 9254542
Jim ... here is the letter, which I scanned and OCRed into text that was sent to CBQ. Please note: this attorney did not get the date of the Special meeting right. It was today, not September 29, 1999. Also, these guys have apparently sold all their stock and now short approximately 240,000 shares as of 4-29-1999. Not to mention, they do not want a new board either. However, even though they do not own any stock, they want to affect the operation of company, I guess. Maybe a tactic to make Mark issue shares to them. CBQ can't just issue shares to anyone.
JAMES L. BINGHAM
ATTORNEY AT LAW
1777 South Harrison Street. Suite 2100
Denver, Colorado, 80210
303-623-6569
FAX: 303-282-7728
April 29, 1999
VIA FEDERAL, ~ EXPRESS
Mr. Michael Sheriff, CEO
Cyberquest, Inc.
4851 Keller Springs Road, Suite 213
Dallas, TX 75248
Re: Mel Kupetz/Cyberquest, Inc.
Our Client No.: 2127-107
Dear Mr. Sheriff:
My name is James Bingham, and I represent Mel Kupetz and Richard Steinberg with respect to a dispute between my clients and Mr. Mark Pierce regarding delivery of 240,000 shares of common stock in Cyberquest. Enclosed are copies of a letter recently mailed to Mr. Pierce regarding said dispute for distribution to the Board. Also, please note that a duplicate package has been sent to you via Federal Express in the event that one package is not delivered in time for the meeting.
Please note that my clients are beneficial owners of Cyberquest stock, and they
have not had adequate notice of the special meeting called for September 30, 1999. In light of the present dispute, I strongly urge the Board to take no further action regarding officers, directors, issuance of stock, or any other matter requiting a vote until this dispute can be resolved.
Thank you in advance for your cooperation in this matter.
Sincerely,
James L. Bingham
cc: MKupetz
RSteinberg
Unbelieveable... CBQ notified the shareholders through the DTC and 10 days is all that is required for an emergency shareholder meeting. By the way the package made it in time but no one showed up to the shareholder meeting from this scenario.
Wonder why these guys are addressing this to CBQI? CBQI did not sell their shares or sell any shares short! CBQI is baffled, as what the underlying reason is for bringing this issue to them. Mark Pierce is not a director or holds any position with the company. He is a shareholder just like them.
2nd letter
Message 9254970
LOL .. Here is the threat to take this matter to everyone or anyone that will listen them about this supposed verbally promised committment MP made!!! ANyway ...
JAMES L. BINGHAM
ATTORNEY AT LAW
1777 South Harrison Street. Suite 2100
Denver, Colorado, 80210
303-623-6569
FAX: 303-282-7728
April 29, 1999
VIA FEDERAL EXPRESS
Mr. Mark Pierce
4221 E. Tonatoc Canyon Drive
Tucson, AZ 85718
Re:
Mol Kupetz/Cyberquest, Inc.
Our Client No.: 2127-107
Dear Mr. Pierce:
My name is James Bingham, and I represent Mel Kupetz and Richard Steinberg
regarding your failure to deliver 240,000 shares of common stock in Cyberquest and $100,000.00 cash as promised. It is my understanding that the shares of stock are in a brokerage account in Denver, and the broker is only awaiting your notarized written authorization to deliver the shares to my clients.
As you surely recall, Mr. Kupetz was a shareholder and former President in the
predecessor company to Freedom Funding, Inc. When Freedom Funding, Inc. merged with Cyberquest, Inc. you never gave my clients the opportunity to approve the merger even though their combined positions represented three million shares Freedom Funding's stock. However, you later told my clients that they would receive an equivalent interest in Cyberquest as well as an interest in your future positions in Cyberquest. Moreover, in November of 1998, you requested that certain shareholders sell their stock, and you guaranteed that you would deliver the shares of stock to cover the sale. However, despite your numerous promises to make good on the
stock transfer and payments, you have failed to deliver the shares of stock and the cash.
Mr. Pierce, my review of this matter indicates several problem areas regarding
your conduct with respect to both Freedom Funding, Inc. and Cyberquest, Inc. including: 1) defects in documentation regarding your ownership position in Freedom Funding and the resignation of previous officers and directors under suspicious circumstances including the
Letter to Mr. Mark Pierce
April 23, 1999
Page 2
resignation of Mr. Roger Tompkins; 2) misrepresentations and breaches of fiduciary duty on your part regarding the merger of Freedom Funding and Cyberquest; 3) suspicious dealings with off-shore accounts including a Bahamian broker account; 4) failure to disclose my clients' vested 50% beneficial ownership interest in your past and present security stock positions of Freedom Funding and Cyberquest; 5) conflicts of interest between you and Cyberquest that could be construed as less than an "arms-length" transaction; 6) failure to deliver shares of stock and cash as promised; and 7) failure to adequately notify my clients of the special meeting to be held
on April 30, 1999.
Your actions in this matter have been irresponsible and have caused considerable
financial loss to my clients. Therefore I must insist that you immediately deliver the shares of stock and cash as promised. Failure to meet your obligations will force my clients to take all legal steps necessary to enforce their rights including actions against you personally and against Cyberquest as well as notification to the S.E.C., N.A.S.D.A.Q. and the Colorado Supreme Court.
Please deliver the notarized stock transfer letter and wire cash owed to Rocky
Mountain Securities, the Denver broker, with a copy of the documentation to me no later than Thursday, April 29, 1999, at 9:00 a.m.M.D.T, lf you fail to do so, a notice of claim with a copy of this letter will be presented to the directors of Cyberquest, Inc. at the special meeting of the directors on Friday, April 30, 1999.
Please note that you are still listed as an active attorney licensed to practice law in
Colorado and subject to the disciplinary rules in the State. I believe that there may be evidence that your actions constitute a grievable offense, and I strongly recommend that you consult with an attorney experienced in grievance procedures.
Your immediate attention to this matter is expected. To that end, please call me
before Thursday to make arrangements for transfer of the shares of stock and cash.
Sincerely,
James L. Bingham
cc:
MKupetz
RSteinberg
Cyberquest, Inc.
Please note their is no documentation to this only they calim they did all this on a verbal promise from MP.
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