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Re: smswint post# 8465

Tuesday, 03/30/2010 3:50:00 PM

Tuesday, March 30, 2010 3:50:00 PM

Post# of 52074
Steve, if I have my understanding of posters in good order, I think I remember you being a pastor by profession. Whether you are or not, the determination of 'foolishness' isn't associated with a future outcome, it is associated with not receiving advice. The association as to outcome is perhaps inferred, but not stated.

I and others, Humph most formally recently, have advocated that MZEI needs a strengthened management team, objectively lacking the typical skill set of executive officers, lacking time to functionally accomplish all that needs to be done, and protecting shareholders from the untimely demise of team members.

In effect, we independently have advocated that management should seek the advice of professionals who can offer counsel and lighten the work load and in all probability, enhance shareholder value thereby. Management's written replies have consistently been that they don't need help currently. Eschewing the need for or benefit of counsel simply raises concerns for many of us who see the enormty of work to be done.

Several posters wish to vilify those of us with these views, which views by nature are intended to be constructive to the success of the company and shareholder value. We haven't run around trying to stir trouble; we have communicated our views directly to management and in Humphs case, he tried to communicate his interest and actions to shareholders through this board. Transparency of motive shouldn't be an issue, but it is often questioned.

Steve, the notion that the determination of foolishness is futuristic and outcome based is subjective, open for individual future interpretation. The fact that management presently doesn't desire to expand the board or executive offices and thereby seek advice is objective.

Those denying the need for advice, for Humph's proposal, must do so on the basis of 1) disruption of purpose, 2) financial cost; or 3) lack of need. Those holding this view must also conclude that the benefit management may gain from counsel comes with too high a cost (cost generally falling into the above three categories). I ask, what harm could come from gaining advice and the sharing of work? In the instance Ed and the board select such persons (counsel), there should be minimal conflict of purpose or philosphy and cost is a mute issue in the construct of near anticipated revenues and MZEI's ability to do short-term private placements. Any experienced business person can readily see that there is an objective need for additional support in the design and execution of the business plan.

Alternatively, one must also conclude that the benefits from expanding the management team (exeutive offices and board) are minimal relative to the risk/cost of doing so. Perhaps this is where the issue of dichotomy really lies. As an example, management has prefaced the revenue stream to the company based on unit sales. The price of the equipment has been thus far predicated upon some multiple of discount to the implied treatment costs for HAIs (6-7x savings as I remember). Instead of pricing the product thusly, what if new counsel caused the company to offer it's product on the basis of a lease rather than a sale? A lease has accounting benefits to the hospitals and generates a revenue stream that is continuous to MZEI rather than one-time. If a hospital spent $7 on HIAs a year, would it be willing to spend $1 each year to fix the problem versus $1 one-time (or every so often depending upon equipment longevity)? What is the benefit of such a simple idea compared to the cost of new board members or talented executive management additions? What is the value of the stock based upon one-time revenues versus annual annuity-like revenues of similar size?

Who knows if such an idea would be acceptable to MZEI's customers? Only detailed pricing indifference analysis can determine the price structure of MZEI's product, whereby the hospital is willing to buy/lease the product and MZEI isn't leaving too much on the table. What does possible tort reform imply to a hospital's HAI cost structure and willingness to pay? Simply stated, qualified and experienced management would know what such analysis is, what it entails, etc. etc. Experienced management will bring in tools to deal with other aspects of marketing, finance, production (or outsourcing), accounting, etc.

Whether you believe Ed has the educational and experiential tool belt to understand and execute on these many levels is immaterial. The fact is, the job is too big for the handful of staff to execute well. Can they execute? Sure. They may get us the thus far articulated one-time revenues. Would a broader and more experienced team possibly get us annual revenues of like amount? These are the kinds and magnatude of benefits that those of us calling for expansion of the team see as being possible.

The magnatude of these potential benefits cause me to view arguments about team cohesiveness (i.e. control), a few hundred thousand in costs (even a few million) and perceived lack of need as failing substantively, particularly when the issues are fairly easily managed.

Let's move away from badmouthing the "critics" as such perceived criticism is really advice, advice management needs to act upon, advice that they and all shareholders should favor.
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