Activist Spotlight on Point Blank Solutions and Steel Partners

Point Blank Solutions, Inc. (PBSO.PK)
Revenues: 279M
Market Cap: 128M

BACKGROUND

• Point Blank Solutions (formerly DHB Industries, Inc.)
• April 3rd 2006 PBSO delayed filing their 10K due to various financial restatements and subsequently became delisted from the NASDAQ.
• March 2007 Steel Partners begins investing in the company.
• October 2007 Steel offers $5.50 to purchase the company with 30 days due diligence.
• November 2007 PBSO rejects Steel's offer.
• February 2007 Steel announces their intention to replace the board of directors at the annual meeting. One of Steel's five nominees includes General Merrill A. McPeak, the former Air Force Chief of Staff and Co-Chairman of Barack Obama's presidential campaign.
• April 2008 PBSO hires Wachovia Securities to explore strategic alternatives, including a sale; Postpones annual meeting until August 15th.
• April 2008 Steel filed a complaint requesting the Court (Delaware) order the company to hold its annual meeting for the election of directors.
  
• May 2008 the Court entered into a Stipulation and Order providing that PBSO hold their annual meeting on August 19th unless otherwise approved by the Court.
• July 25th PBSO filed a motion to postpone its annual meeting again from August 19th to November 19th.
• July 2008 Steel issues a press release calling the request a ploy to block the Democratic process for the election of directors and a further entrenchment of the current board.
  

CURRENT ACTIVIST OWNERSHIP

• Steel Partners owns 9.6%
• Harbinger Capital 14.8%
  

ADDITIONAL INFORMATION

In September 2007 Terry Brooks was granted a divorce from her husband David Brooks, the Company's founder and former CEO until July 2006. Previous to the divorce Mr. and Ms. Brooks owned 11,314,391 shares (approximately 22% of PBSO).
The divorce provided that Mr. Brooks transfer 8,257,009 shares of his stock to Ms. Brooks (approximately 16% of PBSO's stock outstanding).

In October 2007 David Brooks, was indicted for insider trading, fraud, obstruction of justice and tax evasion.
Click here for a copy of the Indictment.

In January 2008 the United Stated District Court issued a seizure Warrant for the shares in connection with the criminal case pending against Mr. Brooks ordering that 6,757,099 shares (13% of PBSO shares outstanding) be seized by the FBI.

After giving effect to the divorce and FBI seizure, Ms. Brooks has the right to vote 3,057,292 shares of which she is the sole record holder (5.9%) and Mr. Brooks has the right to vote 8,257,099 shares (16.1%) until the transfer of the shares are effectuated.

The ultimate ownership and right to vote these shares may be a critical component in the outcome of this proxy fight.

Grief - And Man Becomes the Hunted

This is the final record by 90's Doom/Sludge gods Grief. This is probably my favorite album by these guys. Full of heavy, jagged riffs, huge sludge bombs. Total Sabbath/Vitus worship with grinding vocals. Every time I listen to the song "If The World Was Flat" I want to punch a hole in the wall. One of the most interesting doom bands I have ever heard. the_finest.


download here.

Necros - IQ32 EP

Here's IQ32 by 80's Ohio hardcore band Necros. Amazing fast, furious, powerful hardcore punk. One of the earliest, finest, and my personal favorite 80's midwest hardcore band. In the Necros short lifespan, they spent most of their time opening for bands such as, Black Flag and DOA, and playing shows with other midwestern bands like Negative Approach, The Meatmen, and Bored Youth. This EP was released by Touch and Go Records and Dischord Records. "I.Q.32 I.Q.32 I.Q.32 Midwest fuck you!"



download here.

Weekend Nachos - It's A Wonderful Life

Weekend Nachos is a hardcore (NOT POWERVIOLENCE) band from Illinois. Fast, pissed, and heavy in vain of Think I Care and Infest. This is probably one of my favorite bands! The recordings are a tad bit lo-fi, but still good. Their new stuff has gotten a lot better (check out Punish and Destroy on Cowabunga and the tracks off the This Comp Kills Fascists CD on Relapse). On tour now, go fucking watch them! Check myspace for tour details.

http://www.myspace.com/weekendnachos
Download Here

Cursed - II

This is Cursed's sophomore album on Goodfellow records. Members were in bands Left for Dead, The Swarm, Ruination, Ire, and Haymaker. Played hardcore similar to Trap Them, Converge, and Integrity. They are now, unfortunately, broke up due to their shit being stolen on their European tour. They have two other LPs that are still in print (I, repressed on Thrash Art, and III: Architects of Troubled Sleep on Goodfellow). III was actually released maybe two months before they broke up.

http://yourfuckingfuneral.blogspot.com/
Download Here

As Good As Dead - Just One Of Those Years

As Good As Dead is a straight edge hardcore punk band from Toledo, Ohio. They just released this EP, but they gave me permission to up this onto my blog. Influenced by bands like Black Flag, Negative Approach, Doom, and SS Decontrol.

http://www.myspace.com/asgoodasdeadsxe
Download Here

Cut The Shit - Harmed And Dangerous

Cut the Shit was a punk/hardcore band based out of Boston, MA. It featured ex-members of Tear It Up, Cops and Robbers, and Bones Brigade. Harmed and Dangerous is 18 tracks of pissed off, raw hardcore/punk. Plenty of speed, thrash, and pissed lyrical themes. awesome.


download here.

Crossed Out - Discography 1990 - 1993

Most of you probably already have this. If not, get it. This is important.

Crossed out were of the first wave powerviolence bands in the early 90's, along with No Comment, Man Is The Bastard, Capitalist Casualties, etc.. This discography contains all of their released material, demos, and live tracks. (S/T 7", a 5" Split with Dropdead some songs for the Son Of Bleeeaaargh! Compilation, and a Split 7" with Man Is the Bastard)

download here.

Citizens Arrest - Demo '89

Citizens Arrest was a hardcore punk band from New York that existed from 1988-1990. Influences by bands like Siege, Negative FX, and SoA, Citizens Arrest played numerous times despite being around for only a couple years. Their music was a mix of hardcore bordering on thrash complimented by gruff vocals that made them sound like they were a Japanese band like S.O.B. or Gauze. Considered one of the seminal bands of the late 80’s N.Y. hardcore scene, many wonder what might have been if internal band conflicts wouldn’t have torn the band apart so early. This Demo features an awesome cover of Red C's "Pressure's On".

download here

Acrid

Acrid was a Canadian hardcore band that existed durring the mid-to-late 1990s. They delivered extremely distorted, sludgy, sick, grinding metal. No sing-alongs, no breakdowns, no poppy interludes, just scathing, scary metal, and vocals delivered straight from hell. high, low, distorted, strangled as fuck, glass in the larynx vocals of Neil Rodman. Members of Acrid went on to play in acts like Grade and the Swarm.

eighty-sixed 12" download here.

split 12" with Left For Dead (my rip) download here.

Disembodied - Existence In Suicide EP

Hailing from Minneapolis, Minnesota. Disembodied established itself as one of the heaviest and most underrated bands in hardcore, also one of the pioneering metallic hardcore bands of the 90's. Existence In Suicide is the bands first release on Furface Records in 1995. They had 5 other releases on various labels before breaking up in 1999.

download here.

Siege - Drop Dead

Siege was a highly influential hardcore punk group formed in 1983 in Weymouth, Massachusetts that some people credit with singlehandedly inventing the style and sound of the genre that was to become known as grindcore. Drop Dead is their only album ever to be released. The original album was a self-released demo cassette with six songs. It has been further released on Deep Six and Relapse with 3 other songs.

download here.