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Non-Tech : Knight/Trimark Group, Inc. -- Ignore unavailable to you. Want to Upgrade?

To: Joseph Silent who wrote (3424)	8/11/1999 6:37:00 PM
From: Sir Francis Drake	Read Replies (5) \| Respond to of 10027

MEA CULPA I am usually pretty thorough in doing research on the companies that I intend to invest in. Yet, I egregiously missed an important piece of information that I found out only now thanks to the link Joseph provided: <<On October 8, 1998, our Board of Directors approved a program to repurchase, over a period of up to eighteen months, up to 3 million shares of our outstanding Class A common stock up to a total aggregate amount not to exceed $20 million. On July 21, 1999, our Board of Directors cancelled the repurchase program. We did not repurchase any shares under this program.>> I missed this. I was unaware of the fact that the program was cancelled. This is totally my fault and a terrible oversight for which I must take full responsibility. As an investor, it is my duty to be aware of all developments which might affect the value of my investments. The fact, that I missed this, pains me a great deal - I did not see it in any news release, and I should have dug deeper. I now believe that this must have at least partially contributed to the weak price performance of NITE recently, and to the impunity the shorts felt. I am not going to argue over the advisability of cancelling the program. I am sure the company can claim that they need the capital for expansion etc., and can use it more productively. While I take full responisbility for my bad DD, I wish management had made the announcement of this cancellation a bit more prominent. As it is, I made a fool of myself mentioning the program for the past few days, but that's all my fault. Further, to first establish a purchase program, and then cancel it, does not inspire my confidence in management. I in no way blame them for my own faulty DD - this has nothing to do with it. But to me, regardless of what anyone says, it means one of two things: in effect management is sending a signal to the market that they will not defend their shares; or they are poor at the very JOB OF MANAGING - in this case, managing shareholder value - if you know what you are doing, and need the capital, why did you establish the program in the FIRST PLACE? And what took you so by surprise that you now cancel it? Either - or. To manage, is to anticipate. At the very least, to me they did not anticipate well. To see the massive insider sells coupled with the program cancellation leaves a bad taste in my mouth - though I acknowlegde their right to do so. Speaking for myself however, I have lost faith in management. I said a few days ago, that how management treats shareholder value, is very important to me - it is not good enough, as in a private company to simply "take care of business" and the value will take care of itself. The companies in which I invest (as opposed to trade) for the long term, the attitude is very different - it is very explicitly focused on that value, IN ADDITION to building value through building the business. Accordingly, I will now look to exit my longer term investment positions in NITE. This is not to say that I now think the shares will not appreciate. They can appreciate 1000% in 6 months for all I care. This is beyond that. I will trade this stock. But I will not be an investor. To me, this is not an issue of whether the stock will be profitable long term - I expect, and hope it will be. But for my long term investments, I need more than "appreciation" - I need to feel that management is fanatical about shareholder value explicitly, in ADDITION to being fanatical about building value through building the company business. This is a personal decision, driven by my personal criteria. These may not be valid to anyone but myself. However, if I do announce them publicly, I do so, because I have been so public about my investment in this stock to begin with. I do not mean to imply that this is not a good stock, a good company, or a good investment. I offer my sincere apologies to the board, if by my posts, I have led anyone to establish a long position in this stock, and perhaps lost money. This looks to have been the bottom, at least short term, so my looking for an exit, is obviously not driven by purely monetary considerations. And it should not be taken to encourage anyone to base their investing decisions on my actions. Again, my profound apologies. Regards, Morgan

To: Joseph Silent who wrote (3424)	8/11/1999 8:32:00 PM
From: Retta	Respond to of 10027

Dalin- Thanks That's been buggin me for months! BTY!

To: Joseph Silent who wrote (3424)	8/12/1999 6:35:00 AM
From: Herschel Rubin	Respond to of 10027

Joseph, Re: The 10-Q Filing Aside from the normal forward-looking risk disclaimers, there weren't too many surprises in the 10-Q. I think the resident SI NITE "fearless threadleader" is making a mountain out of a molehill on this issue. Indeed, a lot goes on in Corporate Board meetings that doesn't hit the street, and for strategic reasons, any Board has a right to NOT disclose those issues until they want to. Welcome to the real world of investing. I've got a different take on the cancellation of share repurchase program. On face value, an overly dramatic knee-jerk response would seem to be warranted: "What is the management doing this for?", "Why don't they care about shareholder value?" "Why didn't they tell us sooner?" "The scumbags"... Whine, whine, whine, etc.. But if you put yourself in the shoes of management, you might see this in a different light: First of all, NITE Management DIDN'T HAVE to cancel the share repurchase plan. They could have let it remain in place and gone about business as usual. So why did they do it? They obviously had a reason. Let's examine the possible reasons (and others might want to add their 2c also) --1. The venerable Bob Kim has suggested that cancelling the program may just serve to facilitate pooling acquisitions. (translated: if NITE were planning pooling acquisitions, having a repurchase plan outstanding may be in conflict with or may hinder acquisitions treated as a pooling of interests). --2. At the time of the cancelation (July 21, 1999) NITE closed at $52.00). Is it not reasonable for the company to conclude that at that price they would rather use their resources for strategic acquisitions?? I would much rather see NITE NOT buyback shares and instead use the capital for expansion (as has been stated). After all, they don't have a huge amount of cash, especially when they have ambitious international + option expansion plans. Also, keep in mind, these grandiose expansion plans probably hadn't been hatched as of October 8th 1998 when the repurchase plan was declared. Now that the company has set its sights on global hegemony yet they have only a fixed amount of cash, the Board of Directors may have concluded that having a share repurchase plan in place may be inappropriate, if not misleading. --3. It is also instructive to analyze why the share repurchase might have been announced in the first place... It was announced on October 8, 1998. Those of us who remember that day know that it was the rock bottom low of Asian Flu & Latin/Russia Devaluation. Things were bleak. NITE shares had dropped about 60% from their mid-September 1998 peak (sound familiar? - NITE has dropped 65.6% as of the recent low of $28). NITE's share repurchase announcement WAS a defensive measure. As many companies do at times of extreme share undervaluation, they announce INTENT to repurchase simply as a defensive measure. Studies have shown that a large percentage of companies DO NOT follow through with their share repurchase plans (plans change, stock valuations change, or the announcements are a bluff). In the case of NITE, the stock (and the stock market) rebounded like a jackrabbit out of that October 8th nadir, at which time, they may have reconsidered buying, or they figured that their announcement was effective in rescuing shareholder value. --4. "Logistics" posted here: "Ever think stock buyback was cancelled due to a potential buyout?" Yet another possibility. --5. The cancellation was shortly BEFORE NITE took an 18% stake in EASDAQ. They may just have too many plans for their capital (e.g. the forthcoming acquisition of an Options House). Terms of the purchase may have required elimination of the shareholder buyback plan. At any rate, there IS a reason for the cancellation... And it is NOT necessarily a signal the company thinks (or thought at $52 on July 21) NITE's shares are overvalued. P.S. After sifting through lengthy ragging on NITE on this subject by our "fearless threadleader" talking about "direct hits to the gut of shareholders", etc. I'm beginning to wonder if he isn't holding a short position on NITE overnight.

To: Joseph Silent who wrote (3424)	8/12/1999 6:39:00 AM
From: Herschel Rubin	Respond to of 10027

READ THIS ONE (I unfortunately clicked on the FIXED FONT OPTION in the prior message). Joseph, Re: The 10-Q Filing Aside from the normal forward-looking risk disclaimers, there weren't too many surprises in the 10-Q. I think the resident SI NITE "fearless threadleader" is making a mountain out of a molehill on this issue. Indeed, a lot goes on in Corporate Board meetings that doesn't hit the street, and for strategic reasons, any Board has a right to NOT disclose those issues until they want to. Welcome to the real world of investing. I've got a different take on the cancellation of share repurchase program. On face value, an overly dramatic knee-jerk response might seem to be warranted: "What is the management doing this for?", "Why don't they care about shareholder value?" "Why didn't they tell us sooner?" "The scumbags"... Whine, whine, whine, etc.. But if you put yourself in the shoes of management, you might see this in a different light: First of all, NITE Management DIDN'T HAVE to cancel the share repurchase plan. They could have let it remain in place and gone about business as usual. So why did they do it? They obviously had a reason. Let's examine the possible reasons (and others might want to add their 2c also) --1. The venerable Bob Kim has suggested that cancelling the program may just serve to facilitate pooling acquisitions. (translated: if NITE were planning pooling acquisitions, having a repurchase plan outstanding may be in conflict with or may hinder acquisitions treated as a pooling of interests). --2. At the time of the cancelation (July 21, 1999) NITE closed at $52.00). Is it not reasonable for the company to conclude that at that price they would rather use their resources for strategic acquisitions?? I would much rather see NITE NOT buyback shares and instead use the capital for expansion (as has been stated). After all, they don't have a huge amount of cash, especially when they have ambitious international + option expansion plans. Also, keep in mind, these grandiose expansion plans probably hadn't been hatched as of October 8th 1998 when the repurchase plan was declared. Now that the company has set its sights on global hegemony yet they have only a fixed amount of cash, the Board of Directors may have concluded that having a share repurchase plan in place may be inappropriate, if not misleading. --3. It is also instructive to analyze why the share repurchase might have been announced in the first place... It was announced on October 8, 1998. Those of us who remember that day know that it was the rock bottom low of Asian Flu & Latin/Russia Devaluation. Things were bleak. NITE shares had dropped about 60% from their mid-September 1998 peak (sound familiar? - NITE has dropped 65.6% as of the recent low of $28). NITE's share repurchase announcement WAS a defensive measure. As many companies do at times of extreme share undervaluation, they announce INTENT to repurchase simply as a defensive measure. Studies have shown that a large percentage of companies DO NOT follow through with their share repurchase plans (plans change, stock valuations change, or the announcements are a bluff). In the case of NITE, the stock (and the stock market) rebounded like a jackrabbit out of that October 8th nadir, at which time, they may have reconsidered buying, or they figured that their announcement was effective in rescuing shareholder value. --4. "Logistics" posted here: "Ever think stock buyback was cancelled due to a potential buyout?" Yet another possibility. --5. The cancellation was shortly BEFORE NITE took an 18% stake in EASDAQ. They may just have too many plans for their capital (e.g. the forthcoming acquisition of an Options House). Terms of the purchase may have required elimination of the shareholder buyback plan. At any rate, there IS a reason for the cancellation... And it is NOT necessarily a signal the company thinks (or thought at $52 on July 21) NITE's shares are overvalued. P.S. After sifting through lengthy ragging on NITE on this subject by our "fearless threadleader" over-dramaticizing about "direct hits to the gut of shareholders", etc. I'm beginning to wonder if he isn't holding a short position on NITE overnight. The stock may not do much different tomorrow than it has been doing for the past few days.