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SPIN

08/27/03 9:40 PM

#8094 RE: internet #8084

internet re:SSP.

i haven't scrutinized SSP's books (& i'm not a beancounter type in the least), but know they have been booking revs @ a nice clip the last few months & have made significant inroads w/govt security sales.

Wave holds around 5Mil shares of SSPX, which is around 20% of the shares out.

If Wave does in fact have deals sealed that will deliver even moderately significant revs, they may be in a position to execute an LBO that essentially buys SSP's market share w/govt (as well as the revs that will flow from recently announced Ks). Combined w/the TecSec & Cubic deals, Wave could carve out a nice (profitable) niche in govt security.

It might be a risky gambit & i've thrown it out there on a purely conceptual basis, but if they are able to obtain debt financing, it might be an effective use of that credit to take out SSP & retire the issue altogether w/a combo cash/stock deal.

maybe there are already plans for the increase in auth shares? (assuming it is approved & based on past ASMs, it'll probably breeze through).

while i'm thinking of it & because today is the ASM, i'd like to reiterate that Wave mgmt's removal of the rubber stamp provision to extend the 1994 exec compensation plan was a profound step towards good corporate governance. Similarly, the decision to leave the # of options avail for the comp plan "as is" was also a sign that things may be improving to this important end.

it might be wild-eyed to suggest a Wave LBO of SSP, but it has compelling digital identity & authentication synergies & creates new opportunities for Wave & Wave could close the NoCal office & move the west coast Wave operations to Irvine (isn't PJS still involved in Irvine Sensors?)

$.02,

SPIN

PS props to djtherex for the heavy lifting on yahoo.