To: Clement who wrote (5383 ) 4/6/1999 11:39:00 PM From: CAYMAN Respond to of 6467
SHAREHOLDERS: RE: EXPECTATIONS FROM MEETING FRIDAY-APRIL 9. By: Zsuzsa Reply To: None Tuesday, 6 Apr 1999 at 9:26 PM EDT RAGING BULL Post #604 of 606 Many have expressed explicit reservations regarding likelihood of Friday's meeting with Thermo Tech Officers/Directors being successful or even worthwhile. Others are hopeful every issue raised so far will be addressed . Unfortunately : That can not happen. The enemy is time, not Thermo Tech.. Some issues are complex and will require lengthy discussion. Some will take coaxing or re-framing to achieve meaningful responses. Others will likely stray into areas TT legitimately can not answer. Still other questions may be deemed during the meetings to be so antagonistic , that to press harder would defeat/undermine the entire effort at this time. That does not mean , they will be avoided . Rather it is recognition we may not achieve all we desire in a single session. Most questions have been provided in advance to allow TT time to adequately digest them and consider their answers. Hopefully they are able to take time to handle a number of questions this way. It will allow more time for the complex or sensitive issues. If the session were approached with concern we won't achieve everyone's objectives including our own there would be little reason to go at all. To help everyone understand our perspective and expectations for this meeting; the following are edited excerpts from one email addressing our expectations with one person who expressed valid concern based upon historical reality. In my view this person determined the meeting outcome and our interpretation of the meetings and question answers before Dave & Peter even stepped onto a plane to go to Richmond/Langley. Without doubt they speak for many. Their primary question to me was: "Is TTRIF Using You ?" Excerpts from the emailed reply to statements of concern and what must be accepted as justified pessimism follow: " Possibly. For now I choose to take that chance. It appears paranoia has been the greatest product Thermo Tech Board of Directors have successfully or consistently produced. I indicated to Dave Bowen, that even if everything were signed in Blood & Sworn Before The Supreme Court , there are many shareholders who would believe nothing from TT Directors could be accepted as true. He and myself are both cautiously optimistic & sceptical at this stage. The "TT Paranoia" is regrettably evident in your messages to me. You remain unwilling to even communicate in your proper name. I could take your response as insulting or deceitful . Quite frankly : "I Don't" Why ? We have both already considered the very real possibility our effort has potential to provide TT with a tool to reach shareholders more directly and disseminate inaccurate or misleading messages. You may not know that since early January , I have posted probing questions that had previously been communicated directly to R.Branconnier at Thermo Tech. The protocol followed has been constant. 1.) Attempt first to obtain answers to questions directly from the company via responsible respectfully presented material to R.Branconnier.(excluding the very early going when I attempted to communicate with Brad Harker). 2.) Provide them with a Date/Time deadline for response. 3.) In absence of response , proceed to post details of material submitted on Raging Bull/Yahoo. 4.) Follow up questions submitted as per 1.) and repeat the process. If the April 9 meeting and other discussions with TT are not satisfactory (by our standards & perhaps not yours ) we have established Time Lines to pursue alternative actions . If we consider it necessary to pursue something else a similar protocol procedure as noted above will be followed: a.) The action will be clearly outlined to TT first. b.) An opportunity time frame for reply will be provided. c.) Detail program / action on message boards d.) Shareholders will be provided opportunity for reply and input . e.) Program will be implemented after adjustments for shareholder input. Our primary goal right now is: Obtain detailed , verifiable answers to questions we are entitled to ask as shareholders . ( Most questions are defined as proper according to the Canadian Business Corporation Act-CBCA) In an earlier email to you : I forwarded a copy of a communication between , Dave and myself relating to the potential use of a Chartered Accountant I have worked with for many years in Richmond. i. ) He is highly qualified. ii.) Has previously been involved in a variety of forensic accounting matters. iii.) He would need considerable detailed background information to be most effective. We discussed using him to ensure investigative questioning of Thermo Tech Directors remains on track and penetrates key areas to determine : i. ) True condition of company ii.) Whether there are inappropriate/unlawful or unreported activities by directors. You are not the only one to have experienced misrepresentations, innuendo and "Special Spins " on info from TT . Most of us have seen and regrettably financially suffered from their "facts", We want to ensure we touch every conceivable area of shareholder concern and wanted to be confident our questions are on target. 1.) Will they all be answered ? Highly unlikely. 2.) Will there be "Prepared or Canned answers to some of them? Definitely ! 3.) Will we achieve all of our goals ? No ! 4.) Will we have commenced construction of a mechanism for responsible communication between TT Directors and the Shareholders (Including the shareholders you define as insignificant ones like ourselves) ? We believe it will be a significant step forward. 5.) Will we continue to elicit assistance from those we feel may be able to contribute to this program ? Yes !. Your belief we are wasting our time and efforts is subjective. Only I can determine in the end if I deemed my time was wasted. Most likely something will be learned or gained. Neither Dave nor myself were born yesterday. We are approaching this session with our eyes wide open and expectations in check. That you have elected to marginalize the effort being undertaken on behalf of all shareholders is disappointing. Cite the following from your email: "It is my intention to Respond to Toastmans (Dave) post on Yahoo about the meeting on April 9th, 1999 and I will reiterate this information >and expound on it time permitting." You apparently consider it constructive to pre-judge an event. The meeting has not yet taken place, so I guess it is important to start putting a negative twist on it now. More important to you than that: It seems necessary for you to pre-condition all rightfully anxious shareholders for material they will have a chance to analyse themselves very shortly. Perhaps none but you are able to interpret any information accurately. Regrettably I do not have that psychic ability or accurate judgemental capacity. My goal as a shareholder is to learn the truth and ensure the best steps possible are taken to correct the problems of the past. If the meetings are not satisfactory options exist: I do not know yet what the best option from the many possibilities will be: Some possibilities: a.)Proxy Vote to replace directors. b.)Class Action Lawsuit c.) Individual Law Suits d.) Referral to RCMP -Commercial Crime e.) Media Campaign to exert strong pressure & expose directors.. f.) Petition in Bankruptcy There is a possibility that: We just might obtain "Truth and Responsibility " from these directors. As for the association developed with Peter Van Arnhem which some have asked about; it is simple: Peter has established a certain communication capability with some persons at TT . We (Dave, Peter & I ) have chosen to expand upon that existing association. Is he extremely forward looking and highly disposed toward Positive comments regarding the company ? Yes. Does he speak for me ? No ! Does he speak for Dave ? I don't think so. Ask him. Is he entitled to his view ? Yes. Sincerely ; Jim Howard Once the meetings are completed , there will be a brief post to provide everyone with some flavour of the discussions as they were perceived. Then when all information/interpretations are evaluated and put into context, we will prepare a detailed post. Will likely take 2 or 3 days. This will probably lead to more questions from some and relieve or confirm concerns for others. Our greatest hopes medium and longer term? 1.) "Establishing a framework for open , frequent, timely , accurate and detailed dialogue. 2.) Paving the way for presence "In the Boardroom" of 1 or 2 shareholders, directly responsible to all shareholders who possibly hold internal operating review responsibilities. FYI Jim