Greetings All,
As a long term supporter of Spectrum Signal Processing, I am pleased
to post the following on the company's behalf. Any comments or
questions regarding this posting, should be directed to the company,
not to myself.
Open letter to Shareholders who read this Board:
It was recently brought to my attention that some comments were posted
on the internet by Larry Giordano (#317, Dec. 2nd) which called into
question the integrity of Spectrum's management team. It is with
great reluctance that I must post a rebuttal. Ordinarily I would not
communicate with shareholders in this way, but I am advised by legal
counsel that, as the president of a public company, I have a duty to
shareholders to dispel rumors which may imply that our management team
engages in criminal behavior, namely misleading shareholders.
The suggestion that I mislead shareholders of Spectrum is extremely
prejudicial and obviously patently untrue. I am very disturbed that I
have had unethical or even criminal conduct ascribed to me, and as
that is a libelous statement, I would expect that the comment be
withdrawn.
Additionally, Marty McConnell, our CFO, tells me that he never made
the statement ascribed to him in the posting. In fact it is quite
incorrect. If Mr. Giordano checked his facts, available in public
filings, he would find the following:
1. As of May 7, 1997, "All Directors and executive officers as a group
(11 persons) beneficially owned 11.8% of the company". This DOES NOT
include unvested stock options, which amount to a significant number
of shares. Ron Wages was not in this figure, and I assure you that he,
like ALL Spectrum employees, negotiated a stock option package when he
joined the company. If you include vested and unvested employee
options and the recent shares bought back by the company, the
"beneficial" ownership is over 20%. This is in line with common
practice in the high technology industry.
2. From the information circular: "Under the company's executive
compensation plan, cash bonuses may be earned by officers based upon
the achievement of targets relating to key strategic objectives,
financial performance of the Company and individual performance". The
vast majority of these are based upon meeting earnings targets. Many
consider it UNETHICAL to base bonuses on stock price as it promotes
manipulation of this price rather than a focus on the fundamentals of
the Company.
PMG stated publicly on our analyst conference call in October that
they continue to support the company and invite investors to call them
directly to verify that. As Mr. Giordano is on record as a
participant on this call, it is surprising that he would cite events
that occurred in the summer and question PMG's commitment now.
I hope this clears up any misunderstandings and apologize for
intruding on your forum. If investors would like further information
on the company I invite them to call Susan Schoenhals in investor
relations.
Barry Jinks,
President & CEO,
Spectrum Signal Processing, Inc. |
