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Message: Re: The Latest "Make PTSC Look Bad" Initiative

Let's take a harder look at the last initiative - to stop PTSC from gaining authorization for more Preferred Shares. The "Preferred Shares Hubbub". If you think it through, it becomes obvious that it was a wildly exagerated concern about nothing, nada, zero, IMO. It also reveals, IMO, that the initiator of that hubbub is not capable of deep "business thought". Or maybe he is - and the phanton concern serves underlying purposes (to do/say whatever will make PTSC look bad to present and potential investors - thus driving the PPS lower).

I and others made the "easy" observations about how the company already had 5M Preferred shares (and hadn't used them), how no noise was made (to my recollection) when those shares were authorized, and how the company had expressed no immediate interest in using any Preferred Shares for any purpose - they just wanted to have them available (presumeably to be used for company - and shareholder - advantage at some time in the future should the ideal opportunity arise).

Now for the deep "business thought" that was lacking in all the discussion in the fight against authorizing more Preferred Shares.

Bottom line IMO, it doesn't matter how many Preferred Shares are authorized. If there's just one single Preferred Share authorized, that's all it takes. Adding more is completely meaningless. Here's why:

First some background. Preferred Shares are most desireable for one simple reason: Holders of such shares are "in line" ahead of common shareholders if the worst happens. They get their piece of the liquidation value of the company before common shareholders see a penny. Per my understanding, they have no greater voting rights, or any other greater rights than common shareholders - just that "protection" should things go completely haywire.

Some have said that "the company can price those preferred shares at any value they want". While I believe it is true that Preferred Shares can be priced at a value independent of the value of common shares, they do have to be priced at a value that is realistic in the eyes of the potential buyer/taker. Thus, there must be an underlying basis for their value that is "believeable" enough to attract buyers/takers.

I would think that a realistic value for those Preferred Shares would have to be based on the value of all assets owned by the company (which is especially important due to the nature of Preferred Shares, since they get the first shot at liquidation if it were to occur), plus some value for intrinsic/realistic projection of future return. So the value of Preferred Shares would be based on a single, solid number at any moment in time. The total value of all Preferred Shares cannot exceed that extrapulated total value of the company's assets plus well-founded projections. It's a fixed value at any moment in time.

So you have "X" number of available Preferred Shares, and a snapshot total value for all those shares based on the value of the company. Again, a fixed total value.

With this in mind, it doesn't matter how many Preferred Shares exist.

If the company (realistically priced assets plus very realistic revenue projections) were valued at $30M:

One Preferred Share authorized could be valued at $30M.

5M Preferred Shares could be valued at $6 per share.

10M Preferred Shares could be valued at $3 per share.

15M Preferred Shares could be valued at $2 per share.

30M Preferred Shares could be valued at $1 per share.

Bottom line - it doesn't matter how many Preferred Shares exist, as they would have to be valued based on a fixed number at any moment in time. The authorization of more Preferred Shares does nothing but enable greater flexibility to the company should it choose to use any. It doesn't change the value of the company, or the underlying basis for Preferred Share value.

While the above thought process is rather simplistic, to get the point across, I do believe it demonstrates how the "Preferred Share hubbub" was a phanton concern - completely meaningless.

I could see how it would have been a real concern if it were PTSC's first attempt to get authorization for Preferred Shares. THAT would make some sense. But when there were 5M Preferred Shares already authorized, adding any amount would make zero difference. The aggregate value of all Preferred Shares could not exceed a fixed value.

I invite constructive criticism of my thought process here. Maybe I'm all wet and don't feel it dripping off. I can accept that. But if my thought process is on the mark, then my conclusions about the "Preferred Shares hubbub" are also on the mark.

And what would that suggest regarding the current initiative, and those prior?

I suggest the initiator cool his jets, and wait for the USPTO result like the rest of us have resigned to do, and stop trying anything/everything under the sun to make PTSC appear to be a bad investment. Either that or take the advice of the "Hippy-Dippy Weather Man" - "if you don't like the weather - move". The other option would be step up, man up, and confront me directly for a constructive argument. Not likely if the past is any indicator....

SGE



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