You’re telling me the sheer mention of the name Romano and Spillan are potentially indictable offenses? I hope this is not the legal counsel the board member provides the board observer.
As for pushing through a buyout via a minority override, I would first have to question your premise. For starters anything an alias on a message board posts regarding additional facts must be stricken from the record since there is no way to verify or confirm such statements. I can only present my side based on what the company decides to make public.
That being said, I will play along this once and entertain your view of the buyout deal... and point out a flaw as I see it.
1: During the buyout period I never saw any public statement/document showing any single investor owning more than 5% of the company. How then is it possible for 10 people to own a 51+% majority?
2: A statement from the company itself would have been helpful in explaining this so called majority ownership denial of sale, but such declaration was never issued which leads me to believe it was not the case. The company’s on record official position was “At this time, management believes that a cash tender offer price of $1.50 per share net on a fully diluted basis, plus all fees and transaction costs would be received favorably by our shareholders and recommended by the Board of Directors." What you’re stating contradicts the company’s official position? If your word is to be believed and the company did not have majority approval, you would think that at a minimum the company could have kept their shareholders informed, but keeping shareholders abreast has never been a USFF strong point. Perhaps the failure to communicate throughout the years has contributed to Robert being so “frustrated by the complete lack of investor support.”
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