Thermo Tech's dealings with Solucorp. [Solucorp was another alleged big stock scam]
Van Sun says VSE finally halts Solucorp Thermo Tech Technologies Inc TTR Shares issued 8,177,508 1995-01-31 close $3.5 Thursday Oct 5 1995 See Solucorp Industries Ltd (SSN) In the News
The Vancouver Sun reports in its Thursday edition that the Vancouver stock exchange has finally halted trading in Solucorp Industries. Reporter David Baines says Solucorp and Thermo Tech Technologies have a "symbiotic relationship," as shown in their assorted cross-dealings that he revealed in recent articles. VSE officials froze trading in Solucorp on Wednesday, with the stock at $13.75. The Sun says the VSE is now trying to sort out what money went where.
Trading continues in Thermo Tech, which delisted from the VSE in January and now trades exclusively on Nasdaq. Thermo Tech, meanwhile, provides more ugly details on its latest financial results. General and administrative expenses for the year ending April 30 jumped 64 per-cent to $6.4 million. This includes $1.4 million on advertising and "corporate and investor relations expenses," which means stock promotion. (c) Copyright 1999 Canjex Publishing Ltd.http://www.canada-stockwatch.com
Van Sun questions Thermo Tech's deal with Solucorp, as plant shutdown revealed Thermo Tech Technologies Inc TTR Shares issued 8,177,508 1995-01-31 close $3.5 Monday Oct 2 1995
The Vancouver Sun, in its Saturday edition, questions Thermo Tech Technologies' annual revenues of $2.47 million, which represent the first from its organic waste composting plant in Corinth, New York. Reporter David Baines says notes to Thermo Tech's financials show 94 per-cent of this revenue came from another controversial VSE company, Solucorp Industries. Solucorp is closely associated with Thermo Tech and its president, Rene Branconnier. Solucorp's unaudited financials for the nine months ending in March make no reference to any payments to Thermo Tech. Almost all of Thermo Tech's revenues come from a "put or pay" agreement, as the Corinth plant is receiving hardly any organic waste.
The financials disclose, for the first time, that the Corinth plant was shut down after the April 30 year end and it is currently awaiting re-permitting. New York State engineer Stephen Barlow says the plant was shut down two months ago to make modifications to deal with odour and emission problems. (c) Copyright 1999 Canjex Publishing Ltd. canada-stockwatch.com
Van Sun says Thermo Tech, Solucorp questions mount Thermo Tech Technologies Inc TTR Shares issued 8,177,508 1995-01-31 close $3.5 Tuesday Oct 3 1995
See BC Securities Commission (BCSEC) In the News
The Vancouver Sun reports in its Tuesday edition that there is sad irony in the fact that BC securities commission chairman Doug Hyndman, the province's top securities regulator, will be a keynote speaker at a conference on complying with public disclosure requirements. Reporter David Baines says Mr Hyndman has never been very aggressive in addressing the disclosure offences that occur regularly on Howe Street. Thermo Tech Technologies is a case example. Thermo Tech's documented disclosure record is sorely lacking. Its recent financial footnotes show for the first time that cash has been going in a circle between Thermo Tech and VSE-listed Solucorp without any work being performed.
The statements also reveal that Thermo Tech ventured into the fish farming world by buying an acquaculture license for $1 million from a company controlled by an unnamed director. Solucorp now plans to acquire "airspace" in Thermo Tech's plant for shares, not cash. (c) Copyright 1999 Canjex Publishing Ltd. canada-stockwatch.com
Airspace purchase clarified Solucorp Industries Ltd SSN Shares issued 12,351,818 1995-09-28 close $13.87 Friday Sep 29 1995
Mr Peter Mantia reports the company clarifies the announcement made September 27 1995, respecting the purchase of certain airspace in recycling plants from Corinth Bio-Conversion, Inc, a New York company, for a purchase price of US$1,415,625. Canada Stockwatch apparently did not print the announcement as part of the news release delivered to them by the company on September 27 1995.
The company originally announced a "put or pay" agreement in July 1994 with Corinth Bio-Conversion, Inc of New York, a company owned by Thermo-Tech Technologies Inc. That agreement called for the company to deliver certain waste to Corinth's recycling plants at a prearranged price. Corinth was unable to accept the waste that the company wanted to deliver, as the recycling plants were not capable of processing the kind of waste that the company was delivering. The July 1994 agreement was modified and confirmed in an agreement dated for reference September 14 1995 and signed September 27 1995.
The amended agreement calls for the company to acquire airspace in the Corinth recycling plants for ten years at a fixed price. The amended agreement states that payments that would have been made under the original agreement now will be considered to be owing by Solucorp, and the amounts will be paid by way of prepayment for airspace now available. The recycling plants now have the capacity to accept the waste that the company will deliver, which the company will need for waste deposits. Airspace for waste on the east coast in the US is in short supply and the company expects the price to rise steeply over the next few years. The airspace acquired has a current value of US$2,165,625 and may be used by the company for a period of ten years. The airspace will be paid by the issuance of 147,259 shares of the company at a deemed price of $13.17 per share. The agreement is subject to approval of the Vancouver Stock Exchange.
Solucorp owns the MBS patent-pending system, a proven technology which has been accepted into the US Environmental Protection Agency's Superfund Innovative Technology Evaluation (SITE) program for the remediation of heavy metal contaminated soils, ashes and sludges. Solucorp also provides technical, sales and marketing support for commercial and governmental soils remediation programs.
Solucorp's environmental improvement services also include environmental impact and remediation training through its Environmental Training Institute (ETI); safe handling, transport and disposal of hazardous waste; storage tank and mercury spill cleanup; air monitoring; water treatment; waste management; and other contaminant and remediation of environmental problems. (c) Copyright 1999 Canjex Publishing Ltd. canada-stockwatch.com
Van Sun questions revenue items Solucorp Industries Ltd SSN Shares issued 12,351,818 1995-12-01 close $12.62 Monday Dec 4 1995
The Vancouver Sun says in its Saturday issue that something smells like horsefeathers in Solucorp Industries' stables. Reporter David Baines says that Solucorp is a nag, no matter how you dress it up. Solucorp shares have climbed to $12-5/8 on the basis of a technology to remove heavy metals from contaminated soil. With 13.5 million shares outstanding, the company's total stock market value is now $170 million, versus a book value of only $2.9 million as of June 30. Mr Baines says the company's financial statements raise questions about its integrity. He highlights the accounting treatment given to several deals with controversial Thermo Tech Technologies and focuses on three revenue items that together account for $2 million of Solucorp's $2.8 million in reported revenues. A $1.1 million advance payment by Thermo Tech to Solucorp on a $3.3 million Ontario soil remediation contract is treated differently by accountants for the two companies. (c) Copyright 1999 Canjex Publishing Ltd. canada-stockwatch.com
Reply to Vancouver Sun
Thermo Tech Technologies Inc TTR Shares issued 8,177,508 1995-01-31 close $3.5 Thursday Oct 5 1995 Mr Rene Branconnier reports Thermo Tech wishes to correct certain misinformation which has been published concerning its affairs. The company's transactions with Solucorp Industries Ltd are properly and accurately reflected in its audited financial statements and have been disclosed as required. The company and Solucorp are two independent companies with a common interest in proposed environmental projects.
Executive Compensation The services of the executive officers are provided to the company through consulting companies. The services of Rene Branconnier, president are provided through San Clair Holdings, a consulting company owned by Mr Branconnier's wife. As fully disclosed in documents filed with all applicable regulatory authorities and forwarded to every shareholder of the company, this consulting company received a total of $154,000 during the fiscal year ended April 30 1995 which includes $144,000 paid to Mr Branconnier for acting as chairman, president and CEO. The balance of $10,000 represents payments for services provided to the company by other employees of the consulting company. Mr Gerald Caul has been a senior executive of the company since 1991. During the fiscal year ended April 30 1995. Mr Caul provided 100% of his time and effort to the company and received a salary of $120,000. Subsequent to the year end, Mr Caul has substantially reduced his efforts on behalf of the company, which is reflected in his level of compensation for the current fiscal period.
Aquaculture Rights The company acquired its thermophilic digestion rights pursuant to a 1987 license agreement with a private company currently controlled by Rene Branconnier. Due to prior obligations, the license agreement specifically excluded certain geographical regions and the right to apply the technology to waste produced by the marine and aquaculture industries, known as the fish rights.
These exceptions have been continuously and properly disclosed. The company anticipated a demand by its licensees for access to the fish rights as the fishing industry generates a large volume of waste readily converted by the company's thermophile technology into an end product with substantial value. The company has had a request from an arms-length licensee for such a license. Independent members of the board of directors of the company have initiated negotiations with M. Branconnier leading to an agreed valuation cap of $1.0 million. The transaction has not closed and details as to the form of consideration, timing of payment and final valuation have yet to be agreed upon. Further particulars will be provided when and if this transaction closes.
The company has previously indicated its policy to only announce material changes and material transactions when they are completed. An exception to this internal policy has been made in order to correct misinformation concerning the above matters. (c) Copyright 1999 Canjex Publishing Ltd. canada-stockwatch.com |