VirTra Inc (VTSI)

[Ellington]

Another reason for "No": Isn't it better if those negotiating with Virtra are unsure as to whether the Virtra shareholders will accept a given deal? Doesn't that strengthen the argument for accepting a deal better suited to our interests? And wouldn't it be better if shareholders gave a public rebuke to the company on an earlier decision that is not in our interest?

I am not cooling, but can see one reason why perhaps I should: what if the people on this board (who might represent 10% of the company shares) were willing to pledge their votes to Kelly? Perhaps there is something of a real emergency, and it would be best not to force the company to put out a new SEC proxy later. Maybe it would be best if the firm backed down now, rather than later.

Given the possibility of asking for shares when a deal is done, it still seems wrong for us to accept the huge increase in authorized.

Something else is important. The leadership doesn't talk to Kelly. Why not? The story we are told here, is that the others went behind the man's back, did not consult with him, and therefore gave him little choice but to step away.

Now, assuming that the story is true, the reason for going behind Kelly's back may be the one criticism we can make of him: he was the ever-optimistic CEO. Maybe the others did not want his rose-colored thoughts to interfere with a hard choice.

Their behavior may have been justified, just a business decision. Kelly's response seems as if it too was justified; you can't ask a man to stay as CEO just to protect the stock price. In any case, it is now the new guys who are smashing the stock price.

What if we gave Kelly the right to speak on our behalf? Is there an emotional immaturity on the part of my erstwhile hero Ferris? Or is it something worse?

There's a real danger here, and it's not saying "No."

Please consider this statement very, very carefully:

"The retail shareholders bear the brunt of the damage from the issuance of the excessive numbers of shares initially and then, the second front hits, and we bear the damage that comes from the excessive numbers of shares that the directors and execs then acquire to make up for their losses from the original issuance of excessive shares."