DATATRAK Calls on Arosa Investment Management to Stop Damaging Important Company Relations

Shareholders should not be fooled by Arosa's weak, misleading and indirect "denial" with respect to their nominees' involvement in a smear campaign against the Company

Arosa's indirect "denial" fits pattern of unethical behavior that calls into question its nominees' suitability to sit on the board of any public company

Employees and customers express worry of Arosa's possible election to Board of Directors, appalled at actions carried out by Alex Tabatabai

Jan 06, 2016, 21:39 ET from DATATRAK International, Inc.

CLEVELAND, Jan. 6, 2016 /PRNewswire/ -- DATATRAK International, Inc. (OTCQX: DTRK), the leader in developing cloud-based, unified dClinical technologies and delivering related services for the clinical trials industry, today called upon Arosa Investment Management to halt its continued egregious and harmful activity relating to DATATRAK.

Laurence Birch, the Company's President and CEO said, "Shortly before Arosa began its damaging proxy campaign, we asked Alex Tabatabai of Arosa whether he had any interest in serving on our board or in recommending anyone to serve on the board of DATATRAK.  Unfortunately, rather than productively discussing his interest in our company, Mr.Tabatabai purposely misled us by indicating that not only was he happy with management and the board, but that he also had no interest in serving on the DATATRAK board. His latest indirect denial of unethical behavior during a proxy contest he initiated after purposely misleading the Company is just another example of a pattern of unethical behavior by Arosa / Mr.Tabatabai.  Based on Arosa's ongoing malicious conduct in the proxy contest, the Company finds it hard to comprehend how shareholders can trust that Arosa will change its stripes and suddenly work productively and with integrity if elected.  Their malicious and inflammatory behavior in this contest is causing a great deal of angst in our employee base and with some of our largest customers and continues to cause significant damage to our business.  I call on our shareholders one final time to not let your Company and your investment be further harmed by Arosa's damaging actions and mischaracterizations."

The Company offered the following clarifying commentary:

1.   Please don't be fooled by Arosa's belated and insincere denial of their internet smear activities against the Company and its management team. 

  • The Yahoo! account in question originated in France because the person who used the Yahoo and Twitter accounts accessed both of them using an underground Internet network called TOR, which is designed to cover the end user's tracks. Consequently, the IP addresses used to access the accounts were masked to give the appearance that they originated in various locations around the world (mostly outside the U.S). 
  • The account in question was set up on 10/23/15, right before the offending materials in question were posted and just eleven days after Arosa initiated a proxy contest with the Company.
  • After receiving information back from a subpoena to Yahoo!, it was revealed the account's contact information matches that of Tabatabai including a private cell phone number.
  • Not only were the same materials distributed on Twitter; but they were sent to shareholders anonymously.  Arosa is one of only two shareholders (we also believe the other shareholder is also working in concert with the dissidents), with access to the shareholder list containing addresses and contact information.
  • Shareholders can draw their own conclusions, but Arosa's last minute indirect denial is completely unbelievable and unsupportable based on the facts.  With respect to Arosa's reference to its denial in the court filings - denying material allegations in initial court documents is often standard litigation practice with little practical downside to untruthful denials. That's why discovery - such as that the Company obtained - follows initial pleadings to assist in finding the truth.  We find it notable that Arosa didn't take the opportunity to directly and boldly deny its activity here, but rather cross-referenced a court filing.

2. The continued distribution of unsubstantiated accusations against members of the management team are reckless and appear aimed at harming the Company and its stakeholders.

  • As stated before, the Board of Directors was made aware of the allegations some time ago (by shareholders who are now working in concert with the dissidents) and would have disclosed the result of any evaluation if they were material. Arosa continues to recklessly disseminate these unsubstantiated rumors, treating them as fact and our employees and customers are outraged by their many actions.

3.  The Company postponed the Annual Meeting given the seriousness of the information at hand.

  • The postponement of the Annual Meeting by the Board of Directors was the necessary and responsible thing to do, in order to provide shareholders the opportunity to evaluate this new material information regarding Arosa's conduct for themselves and several shareholders have recast their votes in light of this information. 
  • The Board of Directors is committed to holding the election this Friday and will honor the results whoever prevails.  The Company awaits the shareholders' decision – vote with management for a proven team with a plan for success, or take an incredible leap of blind faith with their investment by supporting a dissident stockholder whose lack of professional integrity has been evident since he first launched his attack on our Company.  Management and the Board of Directors are committed to taking the high road and working cooperatively for the benefit of all of our shareholders.

DATATRAK requests that shareholders consider the consequence of voting for Arosa's slate in light of the evidence proving intentional harm carried out against the Company, including the damaging of customer and employee relations.  We believe in the future of DATATRAK. Please do not be misled by Arosa. If you have already voted a Blue proxy card, a later dated WHITE proxy card will revoke that vote.

If you have any questions or need assistance in voting your WHITE PROXY CARD, please contact Morrow & Co., our proxy solicitor, toll-free at 800-662-5200, or via E-mail at DTRK@morrowco.com.

Note: permission to use quotations was neither sought nor obtained.

DATATRAK is a worldwide technology and consulting Company delivering digital clinical solutions and related services for the clinical trials industry. The Company delivers a portfolio of software solutions through the unified dClinical platform, safely accelerating clinical research, from Concept to Cure®.

About DATATRAK

DATATRAK International is a worldwide technology and services Company delivering Unified dClinical solutions and related services for the clinical trials industry. DATATRAK built its multi-component, comprehensive solution on a single, unified platform and expanded this concept to include services delivery via DATATRAK's Clinical and Consulting Services group. The Company delivers a complete portfolio of software products designed to accelerate the reporting of clinical research data from sites to sponsors and ultimately regulatory authorities, faster and more efficiently than loosely integrated technologies. The DATATRAK ONE® software solution, deployed worldwide through an ASP or Enterprise Transfer offering, supports Phase I – Phase IV drug and device studies in multiple languages throughout the world. DATATRAK has offices located in Chicago, IL; Cary Research Triangle Park (RTP), North Carolina; Bryan, Texas; and Cleveland, Ohio. For more information, visit http://www.datatrak.com.

Except for the historical information contained in this press release, the statements made in this release are forward-looking statements. These forward-looking statements are made based on management's expectations, assumptions, estimates and current beliefs concerning the operations, future results and prospects of the Company and are subject to uncertainties and factors which are difficult to predict and, in many instances, are beyond the control of the Company, and which could cause actual results to differ materially from those contemplated in these forward-looking statements. For a list of certain factors that may cause actual results to differ materially from those contemplated in these forward looking statements, please see the Company's report filed with the OTCQX Market on March 13, 2015 announcing its results for the full year period ended December 31, 2014. The Company undertakes no obligation to update publicly or revise any forward-looking statement whether as a result of new information, future events or otherwise.

 

SOURCE DATATRAK International, Inc.



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