Sol Prizant

April 02, 2007 13:12 ET

Wildcat Shareholders Provide Response to Further Misrepresentations Made by the Wildcat Board

TORONTO, ONTARIO--(CCNMatthews - April 2, 2007) - Sol Prizant and Yes Forex Limited (the "Concerned Wildcat Shareholders") announce today a response to a letter to shareholders dated March 28, 2007 mailed by the Wildcat board of directors (except Sol Prizant) to the shareholders of Wildcat last week. The letter is entitled "Trust the Facts". The current Board's "Facts" are more untruths intended to mislead the shareholders of Wildcat. Consider:

In the entire letter the second last paragraph contains the only purported refutation of the charges levied against the current Board in the Concerned Shareholders Circular. The only answers offered by the current Board are:

1. the attack in the Concerned Shareholders Circular on the current Board's share transactions is "misguided and unfounded" and these transactions have been "properly conducted and reported to the appropriate regulatory authorities."

The Truth is: Jerrold Siemens, Robert Dzisiak and Denis Fillion sold Wildcat shares with knowledge of material undisclosed information to purchase flow-through shares at a lower price than the price at which they were selling their shares. The net price (after the tax benefit attached to the flow-through shares) for the shares purchased was almost half the price for which they sold their shares. They basically doubled their money on their shares. This transaction took advantage of insider information and was opportunistic. To say these trades were "properly conducted" is false and an attempt to deceive you into believing they don't recognize it as such. The current Board is no longer fit to lead this company. Why didn't the Board have PWC comment on these transactions?

2. "most importantly, the board had, and continues to have, a corporate strategic plan".

The Truth is: Nonsense. Where is it? To whom has it been presented? How come nobody knows about it? There is No plan, No President. No CEO. No COO. No idea how to take Wildcat forward. Ask yourself: having read this Board's circular, press releases, letters to shareholders do I have a clue what their corporate strategic plan is? The plan that the Concerned Shareholders would ask their Board nominees to effect is set out at pages 31 to 35 of the Concerned Shareholders Circular.

3. "the involvement and attendance record of Directors is simply wrong";

The Truth is: three past Presidents have said the same thing - the current Board was non-responsive and did not deal with necessary board business or attend meetings.

4. The Truth is the March 28, 2007 Letter to Shareholders offers no answer to any other charge levied against this Board in the Concerned Shareholders Circular, including;

The current Board has offered no explanation as to why they did not direct PWC to interview Mr. Prizant, Mr. Berman (the former acting CFO), Lesley Wos the bookkeeper or others prior to releasing their interim report. Why? Because they specifically didn't want PWC to find out The Truth and be forced to report it to you;

The current Board has offered no answer for Jerrold Siemens' related party transactions.

The current Board has not challenged the many contributions and accomplishments of Mr. Prizant while President and CEO.

In addition to not offering any answer for their inappropriate conduct and dishonesty, once again this Board has not offered any evidence in support of its unsubstantiated allegations. Why haven't they offered the shareholders evidence? Because what they say is false. For example:

False Board Allegation: The decline in Wildcat's share prices been caused by the sale of Yes Forex Inc. of its shares.

The Evidence: The decline in the Wildcat share price commenced upon the termination of Sol Prizant as President and CEO because the market has no confidence in the existing board. Since the beginning of January, approximately 2.5 million common shares of Wildcat have been traded on the TSX Venture Exchange. Of this amount, Yes Forex Inc. has sold 362,500 common shares for one reason - to raise funding for the proxy fight for the benefit of all Wildcat shareholders. Yes Forex's largest trade was on February 7, 2007 when 250,000 common shares were sold at $0.55 per share. This amount was easily absorbed by the market and the Wildcat shares continued to trade at prices above $0.50 for the following two weeks. All other trades were completed in small increments and had no impact whatsoever on the market. The current Board is squandering hundreds of thousands of dollars of company money to entrench their positions. Why has the current Board refused to disclose the amount of Wildcat's money they have wasted on spin doctors and other firms that they pay to craft messages to mislead you? Why have they not spent any of their own money?

False Board Allegation: PWC contacted Prizant's lawyers prior to the release of the Concerned Shareholders Circular to have him answer their questions about whether there were double payments or unauthorized related party transactions.

The Evidence: What this Board does not tell you is that Mr. Prizant invited PWC to speak with him prior to the release of the current Board's circular but the current Board did not accept that invitation because they knew that it would completely exonerate Mr. Prizant and prevent them from stacking their own circular with false accusations and dishonesty. The Concerned Shareholders Circular contains a full answer to each of the "questions" raised in the PWC report which establishes definitively that there were no double payments, inappropriate expenditures or unauthorized related party transactions.

False Board Allegation: Without Board approval, Prizant loaned Wildcat $250,000 - significantly less than the amount he claims - at a time when the Company was well financed and did not need a loan.

The Evidence: Mr. Prizant loaned Wildcat $450,000. $200,000 in May and $250,000 at the end of August - the cancelled cheques are attached. He did so for the benefit of Wildcat and with Board approval (and then gratitude) to fund operations. Why does this Board tell you the loan was $250,000 when they know this is false? Why does this Board tell you that the company was well financed when it knows Wildcat had no non-flow through monies to fund operations? Why does this Board not reference Mr. Prizant's letter to them of August, 2007 (attached to the Concerned Shareholders Circular) in which Mr. Prizant's offer to make a $300,000 loan is made? Why does this Board not produce the minutes of the October, 2007 Board of Director's meeting in which Mr. Prizant's loan to the company was discussed and approved? Because the allegations are false. The Board's contention that Mr. Prizant made loans in order to be able to convert them to Wildcat shares is ridiculous. Mr. Prizant could have bought the stock in the market cheaper than the price at which he converted the loans.

False Board Allegation: Former President and Chief Operating Officer Ed Sawitzky's support has been bought because he has been offered an executive position with Wildcat should they be successful in taking control of the Board and your company.

The Evidence: Ed Sawitzky resigned because he could not deal with an inept and ineffective Board who were willing to allow the public dissemination of inaccurate information. Why does this Board not explain why a man who had transferred his most promising projects to Wildcat for development, found the current Board so inept that he had to resign. If the current Board is replaced Mr. Sawitzky has offered to return to Wildcat. Were it not for the current Board's bumbling and interference, Mr. Sawitzky would likely still be President today.

The shareholders of Wildcat are asked to carefully review the Concerned Wildcat Shareholders information circular sent to shareholders last week and available at Shareholders are asked to vote the WHITE proxy previously sent to them in support of the Concerned Wildcat Shareholders. Shareholders are asked not to sign or return the Blue form of proxy sent to them by the current board.

If shareholders have any questions or require any assistance in voting their WHITE proxy, they are asked to call Shareholder Response Group at 1-866-925-9121.

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