[REPEAT][11-16-99 07:09 PM ET] HIRSCHFIELD-TESSLERs [AND ENTRENCHED BOARD] MERGER SEES DBCC TRADING DOWN TO 1995 LEVELS...JOEL KRASNER, FIRST ALBANY CONTRADICTED BY DBCC ONLY DAYS AFTER HIS 11 NOV VCALL.COM INTERVIEW ON DBCC, MKTW [REF/ SI DBCC MSG #4980]...KRASNER INDICATED THERE WERE FOUR (4) ANTICIPATED DBCC IPOs, OF WHICH, WERE INDICATED WOULD NOT BE THE CASE BY [A DOWNBEAT] [OUTGOING?] MARK IMPERIALE, PRESIDENT, DBCC PURSUANT TO VCALL.COMs FOLLOW-UP WEB BROADCAST CONFERENCE CALL ON YESTERDAYs MERGER ANNOUNCEMENT (REF/ vcall.com )...IMPERIALE SUGGESTED THE MERGER MAY NOW PRECLUDE AN ESIGNAL IPO AND WAS EVEN MORE AMBIGUOUS REGARDING ANY OTHER POTENTIAL IPO...BEGGING THE QUESTION AS TO WHERE FIRST ALBANYs KRASNER WAS GETTING HIS INFORMATION?...TESSLER CITED ROUTINE DAY-TO-DAY MARKET FLUCTUATIONS WHEN QUESTIONED WHY DBCC STOCK WAS REACTING NEGATIVELY TO THE MERGER ANNOUNCEMENT...DBCC SUSTAINED A FURTHER 20% HIT TO ITS SHARES TODAY CLOSING AT 9 15/16 TO 1995 TRADING RANGES AND SHAREHOLDER VALUE INFERIOR RETURNS V. S&P 500 (REF/ finance.yahoo.com )IN SAID 5-YEAR PERIOD...
[THIS MERGER MAKES [NO] ECONOMIC NON-INSIDER SHAREHOLDER VALUE SENSE, AT BEST AND MAY INVOLVE POSSIBLE ALLEGED UNITED STATES, STATE S.E.C. AND TORT VIOLATIONS INCLUDING BUT NOT LIMITED TO UNDUE INFLUENCE, NEGLIGENCE, BREACH OF FIDUCIARY DUTY AND CAPACITY, RULE 10B-5 VIOLATION(S), DENIAL OF NON-INSIDER SHAREHOLDER DUE PROCESS RIGHTS...]...IN OUR OPINION...
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