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Re: RichieRich post# 27999

Wednesday, 04/28/2010 5:00:08 PM

Wednesday, April 28, 2010 5:00:08 PM

Post# of 35503
Here is the transcript from the conference call. It was posted here a long while back. Thought it would make good reading for those who may have missed it.

Full Transcript of THRR Conference Call of March 24, 2010


Thresher Industries conference call.
March 24, 2010 Transcription of Conference Call with Thresher Industries
Source: http://75.145.22.108/dl/thrr.gsm

Roger Rowell Voice: Luke are you on the call?

Luke: Hi, I just joined in.

Okay-now we’re ready to get started. My name is Roger Rowell, I’m the Chief Financial Officer for Thresher Industries. Also on the phone is our legal counsel, Luke Cuvis.

This call today is for myself and counsel to clarify the letter of intent that Thresher Industries received on March, 10, 2010. First let me start by saying thank you to all our shareholders and interested parties for your support of Thresher Industries. We have been working very hard for you for the past five years and appreciate all of your support we have received from past and present investors. These are very exciting times for us as we begin new projects and continue with current ones like the material testings with our partner Cal Poly St. Luis Vista. The results of these tests will further our goals to be a leading material and manufacturing company. Now, Thresher has approved the letter of intent, however there are several hurdles that have to occur for the offer to be executed, counsel will elaborate further during their discussion. The letter of intent details are as follows: The offer is to purchase all the outstanding shares at one penny. Offer is subject to full due diligence by offeror. Offer is non-binding until all parties agree to all terms and conditions and upon signing formal documents on the closing date. Closing date will be April 30, 2010, after which letter of intent will be null and void.

Then we further received details from the offeror which state the offer is to buy 100% of the issued and outstanding and is to be considered a mini-tender offer. The due diligence should take no longer than 20 days. The required documents would be a minimum of all filings and financial statements as per the OTC disclosure. The closing date is dependent upon completion of the due diligence. Now Luke Cuvis will give us legal meaning of this offer and its terms and conditions.

Roger Rowell: Luke?

Luke Cuvis: Hello everybody. As far as the letter of intent and the offer to purchase all the shares is considered a mini-tender in the SEC. Details is-There are going to be a series of documents to have to be filed with the SEC and approved by the SEC for a mini-tender to be executed. At that point, when we have a preliminary approval we will send out a information statement under sec. 14 to all the shareholders of record street and beneficial, ah outlining the terms of the tender offer and there will be a proxy on the matter and there is going to have to be a certain percentage of shareholders in order for the transaction to move forward -to agree to it. All of those things are going to come out in the diligence stage, which Mr. Rowell said, would take about 20 days, once we pour through their financial statements, we get in touch with their legal counsel, we start discussing how the tender offer is going to take form. After that there will be more, ah, news from the company to the shareholders. But as far ah, as that, we are in the due diligence stage and we are responding to the offeror and these details, and when we have more news, we will put out a press release. That’s all.

Roger Rowell-Thank you so much for your attendance, and thanks for your support of Thresher Industries. I hope everyone has a good day. Bye