LEGAL PROCEEDINGSFrom MicroSignal's latest quarterly 10Q report ending September 30, 2003 - filed Nov. 20, 2003 ... ITEM 1. LEGAL PROCEEDINGS 1. MicroSignal Corp. v. George Parks (03-A-468548-B) (District Ct. NV). On June 2, 2003, the Company filed a verified complaint against George Parks in Las Vegas, NV. The lawsuit is captioned MicroSignal Corp. v. George Parks (03-A-468548-B)(District Ct. NV). The complaint sought injunctive relief against Mr. Parks to (a) compel him to produce the necessary books and records of the company wrongfully withheld by him and (b) to enjoin him from libeling the company. Mr. Parks moved to dismiss on long jurisdiction claims. The Nevada court denied the motion to dismiss. Management is confident that it will prevail on the lawsuit against Mr. Parks. 3. MicroSignal Corp. v. Matthew McConaghy et al. (03-A-472656B) (District Ct. NV) On August 25, 2003, the company filed a verified complaint against Matthew McConaghy and others in the Eighth judicial district in Las Vegas, NV. A preliminary injunction has been issued against Mr. McConaghy enjoining him from acting as President of the company. The lawsuit was filed as the result of the company firing Mr. McConaghy as President for cause. The other named defendants were dismissed after they resigned as directors of the company having been illegally appointed by Mr. McConaghy. On November 17, 2003, the court ruled against Mr. McConaghy's motion to quash service of process. Mr. McConanghy has been ordered to file his responsive pleading. 3. MicroSignal Corp., a Pennsylvania corporation, and George Parks v. MicroSignal Corp. (formerly Pro Glass Technologies, a Nevada corporation, Matthew McConaghy, Chris Puleo, Sherri Yavelak and Nathan Blumberg, M.D. (No. G.D. 03-20299)(Ct. Common Pleas Allegheny Cty, PA). 4. MicroSignal Corp., a Pennsylvania corporation, and George Parks v. MicroSignal Corp. (formerly Pro Glass Technologies, a Nevada corporation, Matthew McConaghy, Chris Puleo, Sherri Yavelak and Nathan Blumberg, M.D. (No. 03-A-472656B) (U.S. Dist. Ct. W. Penn) On October 16, 2003, the company was given telefax notice of the filing of a lawsuit against it in Pittsburgh, PA by George Parks individually and purportedly acting on behalf of MicroSignal Corp. the private Pennsylvania company. On October 17, 2003, the company appeared in court to oppose Mr. Parks. The lawsuit is captioned MicroSignal Corp., a Pennsylvania corporation, and George Parks v. MicroSignal Corp. (formerly Pro Glass Technologies, a Nevada corporation, Matthew McConaghy, Chris Puleo, Sherri Yavelak and Nathan Blumberg, M.D. (No. G.D. 03-20299) (Ct. Common Pleas Allegheny Cty, PA). The lawsuit was removed to federal court on the motion of MicroSignal Corp. who filed a counterclaim against Mr. Parks to stop him from interfering with the business of MicroSignal. The matter is now set for an expedited hearing in December 2003 (Case No. 03-1589) (U.S. Dist. Ct. W.D. of Penn). The parties are currently in discovery. |
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The following screen shots are from the website of the district court in Nevada. Direct links are not allowed on the court's website. You must navigate by case number or party search, and once there the page itself times out to the main page. Therefore I took these scren shots and posted them here as a convenience.
The Nevada case is MicroSignal suing the ex-CEO (George Parks) of the the then private MicroSignal. In Pennsylvania it's the opposite, where Parks is suing the now public MicroSignal. One needs a pacer account to access any information in the Pennsylvania court. If anyone has such an account you my e-mail the docket info and I'll post it on this web-page. The next hearing date in Penn is DEC 17 (see Radical's posts below) and DEC 29 in Nevada (see screen shots). |
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Legal discussions from the November 18th Sec 14CFollowing the September 10, 2002 Agreement and Plan of Reorganization or "reverse-merger" by and between MicroSignal Corp., a private Pennsylvania corporation, and MicroSignal Corp., a Nevada corporation (formerly "Pro Glass Technologies, Inc., a Nevada corporation) with the Nevada corporation the surviving entity, we have issued the 17,051,344 shares due the private Pennsylvania shareholders and debt holders. As part of the "reverse-merger" transaction, we commenced an audit of the old Pennsylvania corporation which was over $3,000,000 in debt and whose operations are best described as "stalled" from 2000 forward with little or no promise to commercialize SLICES(TM).Although the "reverse merger" was approved by George Parks who was then the sole director of the private Pennsylvania corporation and thereafter ratified by the majority of the shareholders in a special vote to approve the reverse merger (including Mr. Parks' vote in favor of the merger), Mr. Parks refused to turn over books and records in his possession. The records included a complete shareholders list, stock/debenture subscription documents and other papers reflecting who was entitled to receive pro rata distribution of the 17,051,344 shares. The conduct of Mr. Parks effectively stalled the audit on the private Pennsylvania corporation. On June 2, 2003, the Company was forced to file a lawsuit against Mr. Parks in Las Vegas, NV to compel him to produce the necessary books and records. This was after 6 months of futile negotiations with Mr. Parks. The lawsuit is captioned MicroSignal Corp. v. George Parks (03-A-468548-B)(District Ct. NV). A ruling by the Nevada court upholding long arm jurisdiction over Mr. Parks (who had tried to get the case dismissed) resulted in renewed negotiations by him with management. These negotiations failed in or about September 2003, and thereafter Mr. Parks filed a lawsuit in Pittsburgh, PA challenging the reverse merger. The Parks lawsuit was filed on October 16, 2003 and was served by telefax. On October 17, 2003, the company appeared in court to oppose Mr. Parks. The lawsuit is captioned MicroSignal Corp., a Pennsylvania corporation, and George Parks v. MicroSignal Corp. (formerly Pro Glass Technologies, a Nevada corporation, Matthew McConaghy, Chris Puleo, Sherri Yavelak and Nathan Blumberg, M.D. (No. G.D. 03-20299)(Ct. Common Pleas Allegheny Cty, PA). The lawsuit was removed to federal court on the motion of MicroSignal Corp. who filed a counterclaim against Mr. Parks to stop him from interfering with the business of MicroSignal. The matter is now set for an expedited hearing on December 2, 2003 (Case No. 03-1589) (U.S. Dist. Ct. W.D. of Penn). The parties are currently in discovery. It is unclear whether Mr. Parks is working with Matthew McConaghy who is the former President and CEO of MicroSignal who was fired for cause on August 25, 2003. The lawsuit against Mr. McConanghy is captioned MicroSignal Corp. v. Matthew McConaghy et al. (03-A-472656B)(District Ct. NV). The Company believes that the lawsuit filed by Mr. Parks is a veiled attempt to avoid the production of books and records in his possession and which have been wrongfully withheld by him for the past 6 months. All attempts to mediate difference between the parties have to date failed with respect to Messrs. Parks and McConanghy. As a result of these events, the majority shareholders believed that it was in the best interest of MicroSignal to take the specific actions described herein. |
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