Reply #1593 repost.
(alleged) stock fraud and manipulation redux: (reposted and sp. ed.)
ISSUES OF FACT
ISSUES OF LAW
...what ACCO/Gravis/Groome...would like you now to believe...re: consistent patterns of alleged fraud, as follows:
...as at June '96 allegations of criminal gross negligence were firmly established. Then
there were the further alleged criminal gross negligence committed by John Campbell,
Grant Russell and Mike Cooper in re: Nam Tai pursuant to Gravis' 'false and
fraudulent' Form of Proxy and Information Circular. Then the back pedaling and calls
from Nam Tai and Cooper to myself begging forgiveness and denying any and all
knowledge of said coincidentally (ACCO) similar 'going private' proxy
resolutions...then only after shareholder expose a dramatic and stunning turnaround
occured and a conflict resolution news release was issued whereby in a rare corporate
move Gravis and Nam Tai withdrew basically every Proxy resolution pursuant to
Gravis' July 29 Annual General Meeting(AGM). Then mysteriously and cooincidentally
Nam Tai withdrew their entire offer after waiving all due diligence and accepting the
shareholder influenced mitigation and the ACCO superior Yanion trx appeared which
WAS voted upon and approved at said July 29 AGM.
There was NO mention of anything ACCO but Yanion at said AGM however Barry
Fraser of the law offices of McCarthy Tetrault DID nominate and move to restructure
Gravis' Board of Directors and block my approval to the Board despite my nomination
and overwhelming support. McCarthy Tetrault nominated Richard Groome, Bob Smiley and Barry Fraser at the July 29th AGM Yanion approved investment into
Gravis. Within days after the AGM the Board effectively nominated and elected by
McCarthy's alleged undue influence, slam dunked the false and fraudulent ACCO
tender offer before anyone realized what was happening. It was also subsequently
determined that McCarthy Tetrault is American Brands' (NYSE:AMB) aka ACCO
aka PYRAMID aka Kensington Canadian legal counsel...Furthermore, the address of
PYRAMID aka ACCO aka AMERICAN BRANDS is the street address of
McCarthy Tetrault...does trojan horse..foxes in the hen house...undue
influence...fraudulent misrepresentation...fraudulent concealment...criminal
conspiracy...come to mind? Again, alleged criminal gross negligence was firmly
established prior to Yanion...now the shareholders are contending with alleged false
and fraudulent proxy/Information Circular/ACCO tender offer/13 and 14(d)
filings...then the shareholders have the matter of the alleged extortive ramblings of the
ACCO/Gravis September 17 1996 threat of bankruptcy in the event of a failed 75%
tender offer...ACCO indeed did waive their tender offer rights and proceeded with
their allegedly fraudulently conceived and implemented tender offer...ref/Robert
Fairweather of Richardson Greenshields (604) 602-2019, Fraser Blackwood (604)
661-9418 and Mike Cooper (604) 431-5020 ADVANCED GRAVIS ...REPEATS
RECOMMENDATION THAT SHAREHOLDERS ACCEPT
PYRAMID...OFFER...dtd Sept 16 1996. Remember, Robert Fairweather called me
and even left me his home number on September 19 to tender my shares and that
Fraser Blackwood would wait until the deadline of 12:00pm at his ofices should I drive
up and hand-deliver my alleged shareholdings...also remember Mr. Fairweather, the
lead member of the lead broker dealer representing the ACCO tender offer failed to
take my calls when I tried to confirm his position and realized something was very
wrong when I spoke to his wife the night of the 19th...I since tried to verify anything
with Mike Cooper and Chadbourne and Park, (NYSE:AMB)'s US legal counsel and
drafter of the 13(d) US SEC filing whereupon both Cooper and the lead counsel both
denied any knowledge of AMB's 13D nor the fact of the contents of said 13D
whereupon AMB specifically stated their intent to inititate a 'going private' transaction.
(that was only weeks ago)...
On Halloween Mike Cooper issued yet another release confirming verbatim what he only
recently denied any knowledge of. Furthermore, Cooper has ramped up his double
talk/newspeak propaganda and now is refering to he and Grant and Richard Groome
as the 'special committee' created to act as the 'independent' steering committee on
behalf of you and me to verify and validate ACCO's going private $C.45 offer...as Jim
said...Mike, Grant and Richard, the newly designated 'special committee' are the same
people...
also and of equally substantive significance...Mike Cooper took an $8 million write-off pursuant to fiscal '96!!!??? why? for no reason other than to justify a long-ago blue-printed fraudulently conceived plan to establish a much lower shareholder equity playing into the hands of and justifying Goepel Shields' preposterous
valuation...One year ago Gravis had a book value of appx. $C1.00 and Cooper with
nothing more than financial sleight of hand made a last minute move to reestablish
Gravis' book value closer to AMB's offer...this was no cooincidence nor was their
ANY reason for Cooper to have done what he did in the interests of shareholder value
maximization...no, Cooper was motivated purely by alleged greed and
self-dealing...this has already been firmly and unequivocally established pursuant to the
Nam Tai investment and concomitant Information Circular and fiscal 96 Form of
Proxy...Again, the 'special committee' is comprised of Cooper-holds no shares plus took a $64000 bonus in the same stroke of taking an $8 million extraordinary, non-operating non-recurring, loss which merely served to arbitrarily destroy and justify a substantially lower book value,
Groome-holds no shares, Russell-dumped a major portion of his holdings in Dec
'95-Jan '96 at $C1.00 precipitating a free fall in Gravis share price prior to the
imminently pending bad news and the abrupt departure of two directors, Baab and
Miller...
I called Cooper and Fairweather of Richardson Greenshields this morning...Cooper,
still, says nothing and eventually hung up on me when I asked him why he never urged
my assistance when he cried the sky was falling and the fact I was a former director
and Gravis' largest private investor and only individual director investor..and why he
never communicates with those shareholders whose lives he has ruined....Cooper hung
up on me...Of further and equal significance, Robert Fairweather of Richardson Greenshields
(604)602-2019, the name designated on the smoking gun Sept 16 1996 news release,
was let go and when I asked his replacement, Daniel Nocnte, Dominion Securities
whom recently acquired RG (604) 257-7623,...Mr. Nocnte replied what happened to
Mr. Fairweather was "...none of my business..."...very interesting and significant...I
respectfully submit Fairweather's departure after 12+ years was not a cooincidence
and was immediately after the ACCO tender offer, i.e. in the last 30 days...I have also
learned from Smith Barney that (NYSE:AMB) aka ACCO has not paid the
commissions to any Broker Dealer RG aggressively lobbied to persuade Gravis s/h's to
tender...pursuant to page 20, paragraph 14. Dealer Manager and Soliciting Dealer
Group of said OFFER TO PURCHASE FOR CASH TENDER CIRCULAR...
The gravis shareholders further allege they are the victims of further alleged causes of
action including but not limited to further criminal gross negligence and proxy and
tender fraud,further fraudulent misrepresentation and fraudulent concealment, further
undue influence, further violations of corporate opportunity, and the RICO act as sole
and proximate cause in the irreparable harm and unspecified damages sustained by the
gravis shareholders.
The shareholders further maintain and allege this is one of the biggest alleged stock
fraud schemes in the recent history of the TSE and NASDAQ and NYSE...
by order of the shareholders
/s/Norman A. Levinson,CEO
MCM Acquisitions Inc. |
