SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
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Foxmoor Industries Inc.
(Names of Registrant as Specified in Its Charter)
General Pacific Capital, Inc.
(Names of Person(s) Filing Proxy Statement, if other than the Registrant)
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Important Notice from General Pacific Capital Inc.
Why isn't Foxmoor management answering
our questions?
Ross Corace, the President of Foxmoor, has sent a letter to you, the
shareholders of Foxmoor, trying to convince you not to vote for General
Pacific's slate of directors. His letter is full of allegations concerning the
principals of General Pacific and their motives, but it doesn't address the
basic issues which are at the core of the election:
What has the management of Foxmoor done to build shareholder value?
Why won't the management of Foxmoor give basic information to its
shareholders concerning Foxmoor's business?
Why won't Foxmoor management answer our questions?
Let us make one thing clear. We believe that given proper management
Foxmoor Industries can be a profitable investment for General Pacific Capital.
And if the investment is profitable for us, it will be profitable all other
shareholders as well. All shares which we have purchased to date have been at
market prices and any shares we purchase from Foxmoor in the future will be at
or above market prices. The only way we can profit is if the market value of
Foxmoor increases. That is what we are committed to.
Mr. Corace also has raised questions about the experience of the General
Pacific nominees. Please consider the following:
Michael Smith was a director and chief financial officer of Mercer
International, a NASDAQ company which grew from approximately $58 million in
assets and $1.6 million in net income in 1991 to $329 million in assets and $66
million in net income in 1995. Mr. Smith is currently President of MFC Bancorp
Ltd., a NASDAQ company which owns a private Swiss bank and has a current market
value of approximately $70 million.
Paul Eagland has worked with Mercer International and with MFC Bancorp in
acquisition related activities and has been involved in the restructuring of
numerous Canadian public companies.
John Lefebvre was in charge of investor relations for Foxmoor from 1990
until April 1997. In that position, he gained first hand knowledge of Foxmoor's
business and Mr. Corace's management.
Now consider Mr. Corace's experience. Under his management, Foxmoor's stock
price has gone from approximately $2.00 per share in 1992 to $.75 today.
Mr. Corace tells shareholders that earnings are improving during 1997.
Let's see--for the first nine months of the 1997 fiscal year, earnings were $.08
per share. Yet, for the first nine months of the 1996 fiscal year, earnings were
$0.14 per share. At General Pacific Capital, we don't consider a drop in
earnings from last year to be a signficant improvement. We don't think you
should either.
And why won't Mr. Corace tell us about the over 300,000 shares that he
issued to himself and another party in April, just before the record date for
the Annual Meeting. Were these shares issued so that Mr. Corace could use them
to vote on June 16th just to keep his joe? As shareholders, we'd like to know
whether he paid cash for these shares and whether he intends to keep those
shares after the Annual Meeting is over.
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JUST GIVE US THE FACTS, MR. CORACE. WE ALL NEED ANSWERS, NOT SELF-SERVING
GENERALIZATIONS WHICH ONLY TRY TO CONFUSE THE OWNERS OF THE COMPANY, WHO ARE
YOUR EMPLOYERS. WE'RE CONFIDENT THAT ONCE FOXMOOR'S SHAREHOLDERS KNOW THE FACTS,
THEY'LL MAKE THE RIGHT CHOICE.
If you want to know more about us, please call the number below. Thank
you.
FOXMOOR SHAREHOLDERS
DESERVE FULL, TRUE AND COMPLETE
DISCLOSURE
If you think is's time for a new management team that
puts your interests first, vote the BLUE proxy card
FOR the nominees of General Pacific Capital, Inc., an experienced,
professional management team dedicated to the
restoration of a shareholder value at Foxmoor.
Paul H. Eagland
Michael J. Smith
John R. Lefebvre, Jr.
If you would like to learn more about Foxmoor
or about General Pacific Capital,
please call us toll free at 1-888-394-7799.
If you have questions or need assistance in voting
your shares, please contact the firm assisting us
in the solicitation of proxies:
GEORGESON & COMPANY INC.
WALL STREET PLAZA
NEW YORK, NEW YORK 10005
TOLL FREE: 1-800-223-2064
BANKS & BROKERS CALL: 212-440-9800
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