New Year Update - 2002 PETALING JAYA, MALAYSIA, Jan. 7 /PRNewswire/ - Thermo Tech Technologies Inc. (the "Company") is providing the following summary and update of events and matters of significance to the Company and its shareholders. This news release is both a summary of events of the past year and of the immediate and longer- term plans and efforts to move the Company forward.
At the end of January, 2001, a new management and board of directors assumed responsibility for the control and operation of the Company and all its subsidiaries, including Firmaplus Sdn Bhd ("Firmaplus"), a Malaysian company acquired by the Company in January, 2001. Underlying the various business decisions related to the acquisition of Firmaplus and the resulting change of management was the very large business opportunity for the Company's technology in the Malaysian market, including the scale and technology match with one of Malaysia's primary industries, the palm oil processing industry. The potential in that industry has not diminished. As a result of a public introduction of the Thermo Master(TM) technology to that industry in August, 2001 at the world congress on palm oil (2001 PIPOC) followed shortly by an Open Day public demonstration of the Company's technology with the Company's mobile demonstration unit, interest was created and remains strong.
The Company launched its updated web site at www.ttrif.com to introduce the new management and new business of Firmaplus. The site contains pictorial reviews of both PIPOC and the Open Day. The Company's Chairman, Mr. Ismail Radi, is completing a new message for the web site and invites shareholders and other interested parties to visit the site soon and to consider his vision of the Company as it moves forward into 2002.
The Company has consistently stated that the present management wants to concentrate on building the whole Company through the opportunity available to Firmaplus in Malaysia and other parts of Southeast Asia. In order to focus on this market with its challenges and opportunities, the Company entered into an agreement with its former service provider to manage a wide range of matters in return for which the Company issued a convertible debenture to the service provider's nominee, a third party financial group, to pay the costs of these services and responsibilities. It was believed by management that this would allow its North American operations to be run effectively, its administrative and accounting activities to be managed and its mechanical and administrative public company duties and responsibilities to be met in respect to reporting and similar obligations. With North America assumed to be under effective control, management intended to concentrate on building business in Malaysia and Southeast Asia.
Unfortunately, these matters did not work out as planned or as contracted. For this reason, as well as a number of others that became apparent as new management became more familiar with the situation it found in the Company, a lawsuit was launched in the Supreme Court of British Columbia. The numerous allegations in the lawsuit are serious. The lawsuit was summarized in a news release from the Company, dated November 20, 2001. As always, the Company reminds shareholders that the allegations made in its Statement of Claim filed with the Supreme Court of British Columbia are not fact and are only allegations until proven in court at a trial of the lawsuit. Investigation and preparation of the materials underlying the lawsuit took considerable time and energy from the resources of management and caused delay in developing business, as originally envisioned.
Even though pursuit of the lawsuit will continue to take both human and financial resources, the board of directors and management firmly believe that the Company has taken the proper course of action and that by so-doing has stabilized the situation so that it can now move forward with other more positive matters.
The Company continues to attend to its business in Malaysia and Canada. Operations at the Company's Thermo Master(TM) Plant operated by its wholly owned subsidiary, Hamilton Bio Conversion Inc., have been suspended. As announced in an earlier news release, despite being advised that the Company expected its service provider to honor its contractual obligations to continue to operate the Hamilton plant, the service provider withdrew and shut down the Hamilton plant upon departing. The Company maintains that by vacating the premises in this manner and also by not effectively and properly attending to its responsibilities while it was operating the plant, the service provider breached the terms of the contract. This matter falls under the allegations of the above noted lawsuit. As a result, the Company has had to re-assume management of the Hamilton plant. Upon resuming control, the Company has found the plant and equipment to have mechanical problems requiring repair as well as significant and unexpected third party debt that must be satisfied before the plant can be properly put back into operation. The lawsuit also addresses these matters. However, in the meantime and in the interest of business, the Company itself is in the process of addressing these issues directly with the intention of bringing Hamilton plant back into operation and reinstating it as a source of revenue. While all of this will be accomplished as quickly as possible, management cannot accurately predict when it will be able to complete these matters. Corporate management is committed to bringing the Hamilton plant back to operation and is working with its staff and consultants to develop an effective plan for re-commencing operations.
As previously announced, the Company has been unable to complete its audit and file its Form 20-F Annual Report as a result of the breach of contract alleged in the lawsuit. A decision has been taken to hire a skilled financial and accounting consultant who may be able to construct auditable financial statements using raw banking and similar data, which the Company has assembled over the last months. When this process is complete, the Company's auditor, BDO Dunwoody, will undertake to assess the auditablility of the financial statements of the Company and its subsidiaries. Management now believes that this account preparation and the subsequent audit process will contribute significantly to simplifying the Company's accounts and dealings, which management believes have become unnecessarily convoluted and complex, as is also revealed by the allegations of the lawsuit.
Because the Company's audited financial statements and the Form 20-F Annual Report could not be filed, the Company was removed from the Over-the- Counter Bulletin Board where its common shares were previously quoted. Arrangements were made for an orderly transition and the Company's common shares are currently quoted on the Pink Sheets. Upon completion of audited financial statements, the Company intends to bring itself current in its SEC reporting obligations and file an application to have its common shares quoted on the Over-the-Counter Bulletin Board.
In Malaysia, Firmaplus continues to see serious interest in the Thermo Master(TM) technology and continues to advance its business in that market. Naturally, events in North America have disrupted the ability of Firmaplus to conclude agreements and launch business. Senior Management is working with external consultants to prepare a comprehensive business plan and structure its business to take advantage of the Malaysian opportunities, with minimum risk of impact from North America. From this base, the Company is pursuing financing for plant projects as stated in earlier releases. Although no financing arrangement has been finalized to date, and the Company cannot predict precisely when it may be able to conclude such an arrangement or arrangements, it is now consulting with parties capable of providing debt financing on a project by project basis.
Mr. Ismail Radi, Chairman of Thermo Tech Technologies Inc. stated today: "I want to assure the Company's many loyal shareholders that as much as it is within our power to control, we do have a future, and a promising one. Our technology is truly unique and brings an answer that is needed in our environment in Malaysia and throughout the world. Since I first became involved it has been my personal vision to deliver the Thermo Master(TM) technology to the opportunities presented in Malaysia by the palm oil industry. The longer we work here, the more your management team sees that this industry understands what we can do to improve and advance their interests as well as our own. Even if it seems strange to predict such big things just at this moment, we see this Malaysian opportunity only as a first step. We know that what we have is a global opportunity and a world technology. As we welcome the New Year of 2002 we must think that way and maintain our vision for the future."
Mr. Radi concluded, "On behalf of Thermo Tech's board, management and staff, I wish to offer to our many shareholders and friends, my best wishes for a Happy and Prosperous New Year."
Thermo Tech Technologies Inc. is involved in organic waste recycling. Thermo Tech's patented thermophilic process is utilized in compact and environmentally friendly Thermo Master(TM) plants to convert biodegradable food waste into high protein animal feed and wastewater treatment sludges into fertilizer concentrate.
ON BEHALF OF THE BOARD OF DIRECTORS OF:
THERMO TECH(TM) TECHNOLOGIES INC.
"Ismail Radi"
Per:
Ismail Radi Chairman
(TM) The terms Thermo Tech(TM) and Thermo Master(TM) are registered trademarks of Thermo Tech(TM) Technologies Inc. The term Thermo Master(TM) is licensed for use by Hamilton Bio Conversion Inc., and Richmond Bio Conversion Inc.
SOURCE Thermo Tech(TM) Technologies Inc.
/CONTACT: Thermo Tech(TM) Technologies Inc. (TTRI.F), 603 7956-6000, Visit our Web Site at: www.ttrif.com/ |