I had the opportunity to connect with Jim Voisin and he provided the following responses to my inquiries on the JV Agreement.
Aafab wrote:
We have been embroiled in controversy on Agoracom again. If you have not read ... recent postings on the SPQ forum regarding the UC/SPQ/KWR JV agreement, let me direct your attention to the recurring issue of ‘cause for delay’.
Aafab asked
I understood that some of the early delay with the JV document was a result of the SPQ reworking the numbers affecting their split with KWG but that this had been resolved between them and KWG was prepared to sign off on the new percentage split. Is this accurate?
Jim Voisin responded:
"The issue and delay has been caused by a mathematical difference between the wording of the SPQ/KWG agreement and the SPQ/UC agreement. SPQ and UC ( Novak & Voisin ) are working through these variances in calculations along with our Lawyers and an accountant. Mr Smeenk, Novak, and Myself have been friends for 20 years and I see no effort to attempt to change the basis of the LOI agreement. We must just make the numbers work the way that they were intended to work".
Aafab Asked
I understood that we had submitted our investment documents on the JV land for 2007, that they had been acknowledged and signed off by SPQ and were also in the hands of KWR for their acknowledgement. Is this accurate?
Jim Voisin responded:
"The numbers have been submitted without question, and I had a detailed report written by Dr Howard Latti at the request of Neil Novak. No other comments have arisen , so I assume we have fulfilled our commitment."
Aafab asked
I also understood that the lawyers had worked their magic and that everything between SPQ and UC was agreeable to KWG.
Jim Voisin responded:
"It's more of an accounting issue than a legal issue, so the lawyers are talking, but not in a "legal" nasty way. All sides are attempting to resolve the issue".
Aafab asked:
In summary "I understood that all that was all was well and that we were simply in line for a signature, so what is the advantage to KWG to delay signing this fundamental JV agreement?
Jim Voisin responded:
"KWG is not delaying the process. The mathematical algorithm to make this blend with the SPQ/KWG agreement is the issue. SPQ/KWG/UC all agree that UC has the right to earn into 55% of the SPQ/KWG joint venture properties in question. I see no issue there at all! But ( I hate the But ) we have to find the path to mathematically get there.
It will happen, and we are all pushing it forward. We are Not fighting, or anything like that, but rather working together to a solution to this very complex issue".
Aafab's colour commentary:
Jim is a concientious CEO and is a champion of his shareholders. I continue to be impressed with his direct and conversational style. He and I are from a generation of doubt and challenge so we know how to ask and answer the tough questions without fear. Jim's vision, integrity, optimism, energy and enthusiasm are the hallmarks of true corporate leadership. I am certain that his 'on-board' team are equally committed to corporate time lines and operational objectives but the universe does not march to UC's drum. I am pleased with Jim's response and I will continue to hold long, deep and strong. Jim has drawn attention to my unbriddled eagerness and has provided a few deep breaths on the way to success. Although patience is virtue I will have to relearn, thank goodness that it is the only one.
So in closing I offer Jim's closing remarks:
"Does UC have the right to earn 55% of the land in question ????????
Yes".
