This was great news for all the Company’s shareholders and as a result, we are finally in a position to start communicating again through the Website. The Company’s management has received a lot of criticism related to the apparent lack of communication. The following will help with your understanding of exactly what transpired.
It was recommended by the Company’s attorneys that while the SEC was in the process of completing their review of the Post-Effective Amendment addressing the November 2005 Rescission that the Website not be updated or altered. Furthermore, while the 15c2-11 application to the NASD by the market maker was being processed, further representations by the Company on the Website were not advised. The Company acknowledges that this may have been a frustrating period for those shareholders looking for information. However, those shareholders that contacted the Company always received a timely response and had their concerns addressed. The Company regrets any inconvenience that the Website update delay may have caused.
For those shareholders that did not follow the Company’s progress with the SEC by reviewing the various Post-Effective Amendment revisions on the SEC Website (this information is available by going to the Investor Relations section on the ARC Website and using the Financial Information link, the SEC filings are displayed), our efforts to respond to the SEC in connection to the rescission were finally successful at the end of June. However, while completing the SEC regulatory review process, to address another regulatory concern of the NASD, it was determined that a Form 8-K be filed with the SEC.
The Form 8-K was basically an effort to make public, a third party valuation of the proposed business that the Company would be developing over the next number of years. The valuation assumed that the Company was able to successfully move forward with its, financial, development and construction, and operational plans. That is to say, the valuation was based upon the Company going forward with its plans and developing the business as provided for in the Business Plan of the Company.
A month after the Form 8-K was filed, the Company received notice from the market maker in August 2006 advising us that the NASD had suggested that the language of the Form 8-K was “too promotional.” Several days later, conversations with the SEC made it necessary to further delay our efforts to get the Company’s stock trading. In discussions with our attorneys, the SEC expressed concern pertaining to the Form 8-K and as a result of further discussions, the Company agreed to provide a further Post-Effective Amendment to address the promotional aspects of the Form 8-K. Although activity to complete the Post-Effective Amendment commenced in late August 2006, it was cleared by the SEC only on January 29th, 2007. NASD approval was obtained 8 days later.
It is unfortunate that the regulatory process delayed the overall business of the Company. Certainly, we want to thank the majority of shareholders for their continued support through the regulatory process. It is interesting to note that during the regulatory delay, energy prices have increased thereby making the proposed Alliance initiative that much more attractive. Furthermore, the US Administration continues to encourage the development and use of energy alternatives and renewable energy sources. The Company continues to be favorably positioned to address these needs.
Shareholders should also be advised that the delays in the regulatory process had nothing to do with the business or technology of the Company. The current regulatory environment in the US is extremely difficult. In the following correspondence from our attorneys, the delays the Company experienced are disclosed.
As many of you are aware, having the Company’s stock trading was a prerequisite to moving forward with the $20 Million financing. At this time, the Company’s focus and efforts will be toward achieving that goal. We are still on plan and it will be necessary to complete the financial arrangements that will allow the Company to construct and operate the show case waste to energy installation. Activity and dialogue have already commenced in connection to completing the necessary project financing,
Shareholders are reminded that during the initial trading period, the market maker trades the stock exclusively for the first 28 days. Subsequent to the 28 day exclusive period, other market makers may trade the stock.
The Company continues to receive calls from shareholders wanting to know the number of shares that are being sold in the IPO. Shareholders are reminded again that this is not an IPO, nor was it ever going to be an IPO. From the beginning of the regulatory process, the Company was going to register the shares of a relatively small group of existing shareholders in a Registration Statement filed with the SEC. That has occurred and as a result, only those shares are available for trading.
US shareholders can contact Gregg Pollack at Lampost Capital (561) 883-0454 to open a trading account. Those shareholders in Canada can do the same by contacting Lampost’s affiliate Progressive Wealth Management (416) 943-4302 and asking for Own Menzel.
