WE EXPOSE CORPORATE FRAUDSTERS IRRESPECTIVE WHO THEY ARE

MARK PAULSMEIER EXONERATED FROM FALSE BRITISH MEDIA REPORTS ABOUT MARKS & SPENCER

I am emphatically repudiating any claim made by the British media that Mr. Mark Paulsmeier was in any way directly involved in the Marks & Spencer takeover attempt during February 2005.

The Marks & Spencer takeover was solely an initiative of MS Investment Partners, an investment vehicle that consisted of me Howard Green, and xxxxxxxxxx of Marks & Spencer [who is also known as the infamous Andrew], and xxxxxxxxxxx of Walker Crips Stockbrokers, and xxxxxxxxx of the stock broking firm Charles Stanley & Co Limited. [I am currently compelled to keep secret the identity of my former partners, due to a legal injunction they have ordered against me. At present I may not reveal their names or more specifically their involvement in the proposed transaction.]

The involvement of the Paulsmeier Inc Group and specifically that of Mark Paulsmeier have been limited to the raising of 10.5 Billion Pounds Sterling to fund our Marks & Spencer takeover.

The funding has been secured by Mark Paulsmeier with the Oakwell Consortium, a group of International Private Equity firms. One of the dynamic features of the funding terms has been that the majority of the Marks & Spencer staff has to become stock beneficiaries in the takeover transaction.

This exciting transaction was initially proposed to me in early 2004 as a MBO and at the time I have considered myself extremely fortunate to be involved in such a significant staff empowerment transaction, which in fact would have been the first in Europe’s corporate history.

The planning, and raising of capital, and consulting with legal and corporate consultants on the Marks & Spencer MBO transaction nearly took us 9 months before we were ready to submit our official proposal to the Marks & Spencer Board.

During the latter part of February 2005 I was suddenly instructed by my Marks & Spencer partner to leak the information about the transaction to the London Stock Exchange and British media. I have done so without hesitation but in hindsight I should have known that this was the wrong thing to do.

Regardless, The Guardian newspaper in London was at the exact same time being advised by one of their directors [the same director strangely enough also served as the executive Chairman of Marks & Spencer at the time] that the South African entrepreneur Mark Paulsmeier is in the process of buying Marks & Spencer. No mention was made of MS Investment Partners.

The Marks & Spencer share prize rallied on the news of a Mark Paulsmeier takeover of Marks & Spencer and The Guardian newspaper simultaneously began publishing incorrect information about the transaction, and discrediting Mark Paulsmeier in the process. One can only conclude it was done with the specific intent of sabotaging the transaction, which in fact just so happened to be the case with the Marks & Spencer share prize going down sharply. Millions have been made by my partners and others on that day and unfortunately others have lost millions.

The Guardian continued publishing the false information notwithstanding the fact that Mark Paulsmeier granted The Guardian with an interview in Cape Town in which he provided a full disclosure of the actual facts pertaining to the proposed MS Investment Partners MBO transaction.

Mark Paulsmeier was naturally stunned by the events that unfolded and immediately suspected that we [MS Investment Partners] are involved in market manipulation. He confronted me about his suspicions and announced that he is withdrawing from the transaction to mitigate any further speculation in the Marks & Spencer share prize. He has immediately contacted the British financial regulators about his suspicions and decision to withdraw.

The rest of the British media merely echoed the false information published by The Guardian newspaper, foolishly believing it to be true. Not surprising then that so many media groups have since settled libel claims with Mark Paulsmeier and withdrawing the rubbish they have printed.

Suffice to say, many people including me, and Mark Paulsmeier, and the Marks & Spencer staff have been deliberately misled by my partners, and it is therefore an absolute travesty of justice if one considers that my partners were not prosecuted for their actions and innocent people like Mark Paulsmeier and others are put before the firing squad instead of us.

I have kept all records and copies of the below documents regarding the proposed Marks & Spencer MBO transaction for more than 3 years for verification by anyone:

  • The minutes of 23 meetings that was held amongst the MS Investment Partners, and between us and our takeover advisory and due diligence teams, as well as between us and the financing consortium. ["Andrew" my Marks & Spencer partner was present at nine of these meetings.]
  • Copies of the private and confidential M&S documentation that was submitted by "Andrew" to the due diligence team for investigation and evaluation purposes.
  • A copy of the due diligence report that was submitted to the Oakwell funding consortium.
  • Copies of the Oakwell funding consortium's Commitment Letter and applicable Financing Agreement.
  • Copies of the eleven capital guarantees submitted by the Oakwell funding consortium, regarding the funding of the M&S takeover transaction.
  • Copies of several invoices from PWC, KPMG and others, pertaining to professional and corporate advisory services rendered.
  • A copy of the "Takeover Offer" presented to the M&S Board of Directors.
  • A scanned copy of a photograph taken of "Andrew" and his stockbroker partners together with several members of MS Investment Partners' advisory teams and members of the Oakwell funding consortium, at the Sheraton Skyline Hotel, Heathrow, London.
  • A copy of a payment transfer to the amount of $2 million, advanced to MS Investment Partners in order to conclude the M&S takeover transaction.

When I took possession of the documentation in January 2008, I have personally invited the Guardian, FSA and Takeover Panel to peruse through the said documentation. I have not received a single response from anyone in this regard. I find this extremely peculiar. Why do these gentlemen not want the real events that transpired, as well as correct information reflected in the public domain?

The Guardian newspaper has previously in its relentless efforts to discredit Mark Paulsmeier and the M&S transaction rather eloquently stated, and I quote “ The might of London's regulatory authorities have finally caught up with Mark Paulsmeier” to create the impression that the transaction was somehow not credible.

Surely, if Mark Paulsmeier has done anything wrong as was suggested, don’t you think the UK’s regulatory authorities would have since February 2005 at least personally consulted with him in this regard, or requested documentary evidence that would provide credence to the transaction, or take appropriate legal action against Mark Paulsmeier?

Yet, to this day no charges have ever been laid against him. The UK’s regulatory authorities have also never contacted Mark Paulsmeier since he has withdrawn from the transaction. Regardless of the fact that all the documentary evidence relating to the M&S transaction has been secured for inspection by the international media, FSA and Takeover Panel. Needless to say, none of the aforementioned parties have made use of this opportunity.

To the British Media, the Takeover Panel and the Financial Services Authority I can only say "SHAME ON YOU" for not complying with your respective professional mandates in this regard. Your involvement in the M&S saga has been a disgrace.

You know, here in the US we prosecute and punish corrupt and unethical corporate executives severely. Just think about the Enron’s, Anderson’s, Martha Stewart, etc. Furthermore, in the US we do not reward corporate fraudsters with royal titles or superior social status. By protecting “Andrew” and the two stockbrokers, you are actually equally guilty.

HOWARD GREEN

CEO, MS INVESTMENT PARTNERS