NEW SHAREHOLDERS LETTER FROM THE CEO (AWESOME)!!!!!!
A Letter from the CEO
August 19, 2005
Dear Shareholders:
In April 2004, more than a year before I became President and CEO of Spectrum Sciences & Software Holdings Corp., the U.S. Securities and Exchange Commission (SEC) informed Spectrum Holdings that it was conducting an informal inquiry into the company. The inquiry, which is ongoing, focuses on certain trading and promotional activity by an outside consultant related to the market for Spectrum Holdings stock. Let me make three important points:
Neither the company nor any of its officers or directors has been charged with any unlawful conduct.
We have every reason to believe that the SEC inquiry will be favorably resolved.
The company has cooperated fully with the SEC throughout the inquiry.
Nonetheless, this cloud continues to hang over our company. I was well aware of it when I entered into the agreement that merged Horne Engineering Services with Spectrum Holdings, and it is my number one priority to make it go away.
Throughout my life, I have been uncompromising in my commitment to quality and integrity. That’s the foundation of my business philosophy. If Spectrum Holdings erred in the past by failing to adequately monitor and control anyone who was representing it, I’ll correct that. Above all, I believe in playing by the rules.
I may not know all the facts surrounding this inquiry, and the SEC has yet to close this case. But that is not relevant to my course of action. As long as I am the leader of this company, Spectrum Holdings will be a model of responsible corporate self-governance.
If you have not done so already, please review the merger agreement I signed on May 11, 2005 . It includes the following provision:
In no event later than the date which is the six (6) month anniversary of the Closing Date (the "Compliance Date "), the Buyer’s Board of Directors and committees thereof, as applicable, shall be in full compliance with corporate governance standards set forth by Nasdaq in respect of an application for listing on Nasdaq (including either of the Nasdaq National Market or Nasdaq Small Cap Market) and any SEC rule, regulation or provision related thereto …
Spectrum Holdings needs to rise above the status of a “penny,” or Bulletin Board, stock. My vision is to move far beyond that, and we need to have our house in order to do so. Here are some of the actions your Board of Directors and I have taken thus far to ensure strict internal controls:
Issued management directives on insider trading and fair disclosure.
Established our Disclosure Committee.
Appointed a Corporate Compliance Officer.
Created an Advisory Board with three of five industry leaders on-board.
Identified a chairman for our Audit Committee.
In addition, I am interviewing candidates for internal Corporate Counsel, and we will soon be issuing a Spectrum-wide Code of Business Ethics and Conduct.
Many attributes characterize a “world class” company. They include a solid base of satisfied customers, processes that help ensure that we continue to meet our clients’ expectations for quality products and services and that we continue to grow our business, a corporate culture that places a premium on performance, and a workforce of knowledgeable, dedicated people. They also include knowing the value of values, of “walking the talk.”
Spectrum Holdings is on the path to becoming a world-class company. That’s my commitment to you. That’s my commitment to myself.
Sincerely,
Darryl K. Horne, PE
President and CEO
spectrumholdingscorp.com |
