Published:
Z Trim Holdings, Inc. Annual Shareholders Meeting Highlights:
MUNDELEIN, Ill., Jan. 6 /PRNewswire-FirstCall/ -- Z Trim Holdings, Inc.
(OTC Bulletin Board: ZTMH) reported today the results of its December 30, 2008
annual shareholder meeting. With approximately 50 shareholders in attendance,
the meeting featured frank discussion by President and Director Steve Cohen on
the aggressive direction the Z Trim management team and board of directors are
pursuing to advance Z Trim as one of the most important food innovations in
recent history. Cohen discussed the Company's progress over the previous year
and immediate planning priorities. He then addressed questions and comments
from shareholders in attendance.
Demonstrating the unique attributes and versatility of Z Trim, the meeting
featured a delicious presentation of prepared foods showcasing the
multifunctionality of the ingredient, including meats, dips, soups, calzones,
biscuits with honey butter and various desserts including cheesecake and
cookies. All dishes were accompanied by displays featuring nutritional
profiles and attributes printed on menus and tent cards. The calories from fat
in common foods were reduced anywhere from 30% to 80% without compromising
taste, while moisture control, volume extension, and fiber supplementation
were listed among the many other attributes Z Trim brings to formulations
across the spectrum of food categories presented. Also on display were items
made by customers of the Company and currently available on the market,
including a variety of salad dressings from Heinz, Ken's Foods, and Supreme
Oil, respectively, egg frittatas by Hans Kissle, frozen entrees by Chef
Papillote and a variety of dressings and sauces made by Walden Farms.
Shareholders listened intently to the presentations by board member
Triveni Shukla, PhD, and Chief Financial Officer Brian Chaiken. At the
conclusion of the meeting, the Directors, Management and staff of Z Trim made
themselves available to carry on individual discussions with shareholders over
the buffet sampling of foods made with Z Trim.
Five nominees were elected to the board to serve until such time as
respective successors are duly elected. One of the five directors is new to
the board. Elected to the board are: Triveni Shukla, PhD.; Mark Hershhorn,
Steve Cohen, Brian Israel and Sheldon Drobny (see bios, below).
Specific vote outcomes for the five directors were as follows:
Name of Nominee Votes For (on a cumulative basis)
Steven J. Cohen 56,479,682
Triveni Shukla 56,472,822
Brian S. Israel 56,022,290
Mark Hershhorn 56,035,024
Sheldon Drobny 56,005,648
The shareholders considered also whether to amend the corporate By-Laws to
eliminate cumulative voting provisions. There were 19,595,993 votes cast in
favor, 2,293,805 votes cast against, 462,126 abstentions and 36,126,178 broker
non-votes, which vote was not sufficient for approval and the measure did not
pass.
In addition, the shareholders voted on whether to authorize the board of
directors to effect a 30:1 reverse split of the Company's common stock on or
before June 30, 2009. There were 53,029,478 votes cast in favor, 4,668,004
votes cast against and 780,619 abstentions, which vote was sufficient for
approval and the measure passed with 68% voting "for" and 6% voting "against."
"We are very excited about the changes and growth the future holds for Z
Trim. The shareholders have demonstrated their vision by voting for a lean
board and supporting an initiative that will allow the Company to effect a
meaningful and value-driven capital structure that we expect will enhance the
Company's growth," said Steve Cohen, President and Director of Z Trim
Holdings, Inc. "2009 will be an exciting year for Z Trim and its shareholders,
and we look forward to working hard to build upon our successes and delivering
value to our shareholders."
BIOS OF THE MEMBERS OF THE BOARD OF DIRECTORS
STEVE J. COHEN, the Company's President has been employed by Z Trim since
2002 when he was hired as its director of investor relations. He was promoted
to Vice President of Corporate Development in 2003 and to President in March
of 2006 when he also began serving on the Board of Directors. In August of
2007 Mr. Cohen assumed the role of chief executive officer. Prior to joining
Z Trim, Mr. Cohen had 25 years' experience at the Chicago Mercantile Exchange
where he worked in various brokerage house positions as well as a trader. Mr.
Cohen attended college at the University of Illinois and Oakton Community
College. Mr. Cohen was a member of the U.S. Olympic team at the 1988 Olympics
inSeoul and was a coach for the U.S. Olympic Team at the 2000 Olympics in
Sydney Australia.
TRIVENI P. SHUKLA, Ph.D. is the Executive Vice President, Manufacturing &
Technology for Z Trim Holdings, Inc., and has been with the Company since
January 1, 2004, and was appointed to serve as a director on December 19,
2007. Prior to joining Z Trim, Dr. Shukla was the President of F.R.I.
Enterprises LLC from 1985 through March 2003. Dr. Shukla served as Corporate
Manager, R&D, Technical Service, and Engineering for the Krause Milling
Company, which became part of ADM in 1985, from 1973 through 1984. Dr. Shukla
served as Associate Director, Research and Planning, for Phelco-Land O'Lake
from 1969 through 1973. He was in charge of quality control for the National
Dairy Research Institute,India and was the youngest gazetted Officer approved
by Union Public Service Commission,India. Dr. Shukla was a third party
expert for International Finance Corporation/Word Bank from 1991 through
2001. Dr. Shukla has provided advisory services to the following companies
around the globe: US Feed Grains Council, Indian Council of Agricultural
Research, Winrock International, Labbat Anderson Group, Anheuser-Busch, A.E.
Staley, American Maize Co., Bimbo (Mexico), Cedarburg Dairy/Kemp, Cargill,
ConAgra, Experience Inc., Frigo Cheese Co./Unigated Ltd., Grupo Minsa s.a. de
c.v. (Mexico), Heinz Co./Ore-Ida Foods, Heinz Co./Foodways Natl., Hershey
Foods Corporation, Illinois Cereal Mills, Kraft-General Foods, Mexican Accent
Inc., Monsanto Company, Nabisco Brands, National Honey Board, Nagarjuna
Chemicals and Vertilizers,India, Oscar Meyer Foods/Philip Morris, Procter &
Gamble, Quaker Oats, Sigma Alimentos/Grupo Alpha (Mexico), Group Minsa of
Mexico and Matrix Group ofMalaysia. Dr. Shukla's advisory services have been
of the nature of privatization, business planning, innovation and R&D, plant
start-up, and management of intangible assets. Dr. Shukla has designed
turnkey facilities inColombia,India,Malaysia, andTaiwan. Some of Dr.
Shukla's accomplishments include:
-- Congressional Liaison, Institute of Food Technology's research
Committee
-- Chairman, Technical Board, American Corn Miller's Federation,
Washington, D.C.(1977-1984)
-- Industry Member USDA's NC-51 (1980-84)
-- Panelist at Harvard's Agriculture and Biotechnology Program
-- Member, Scientific Advisory Panel, American Association of Cereal
Chemists(1999-Present)
-- Cornerstone Member, Council of Agricultural Science and Technology
-- Member, Board of Directors, Matrix Specialties, K.L., Malaysia
-- Business Planning Advisor to Universal Food's, Milwaukee, WI and Pinahs
Co., Waukesha, WI
Dr. Shukla received his B.Sc. (Agricultural Engineering) from the
University of Gorakhpur,India, First in the University, and his M.Sc. (Food/
Engineering) from Agra University,India, First in the Faculty of Agriculture,
and his Ph.D. (Food/Dairy Technology) from University of Illinois, Urbana-
Champaign.
BRIAN S. ISRAEL was appointed on May 23, 2007 to fill a vacancy on the
Company's Board of Directors. He presently serves as Chairman of the
Compensation and Nominating Committees and as interim Chair of the Audit
Committee until a permanent Chair is appointed subsequent to the 2008 Annual
Shareholders meeting. Mr. Israel spent more than 20 years in the real estate
finance industry, during which he managed teams responsible for production,
operations, risk management, product and policy development, technology and
project management functions for a major national lender and a large regional
commercial bank. In his most recent position, he served From March 1989 to
January 2004 as Vice President and Division Administrator for the Residential
Mortgage Division of Harris Trust and Savings Bank's Consumer lending Center.
Since retiring from the corporate world in January of 2004, he has dedicated
his time and energy primarily to Community Service in the non-profit sector as
President of the River North Residents Association, which works with city
officials and local businesses to enhance the quality of life for nearly
10,000 members through advocacy for responsible development and commerce,
improvements to infrastructure and amenities, and the creation, protection and
improvement of public open space.
Mr. Israel is a Mentor and a member of the Advisory Council of Big
Brothers Big Sisters of Metropolitan Chicago, President of the Chicago
Hospitality Resource Partnership, and a member of the Ely Chapter of Lambda
Alpha International. He also provides strategic planning, training and
project management services to businesses and non-profit entities as an
independent consultant and serves as President of North Shore Custom Homes,
Ltd., a developer of upscale residential real estate.
MARK HERSHHORN has a background in the marketing and operations of
nutrition systems, food industry marketing and transactional television. Mark
was appointed to the Company's Board of Directors at the last shareholder
meeting, held on December 19, 2007. From August 1998 to present, Mark has
served as President and co-owner of CKS & Associates Management LLC; President
and CEO of CKS & Associates; CEO of Midwest Real Estate Investment LLC;
General Partner of New Horizons West LLP, and CEO of New Horizons Real Estate
Holdings LLC. During much of the 1990's, Mark served as President, CEO and
director of National Media Corporation and as Chairman of the company's
international subsidiary, Quantum International Ltd. Prior to that, Mark
served as Senior Vice President of food operations and joint ventures for
Nutri/System, Inc. During the 1980's, Mark was Chief Financial Officer,
Treasurer, Vice President and director of the Franklin Mint. Mark has also
held positions with companies such as Price-Waterhouse, Pfizer Diagnostics,
and Wallace and Wampole Laboratories. Mark received his BS Degree in
Economics from Rutgers University and an MBA from the Wharton School of
Finance, University of Pennsylvania.
SHELDON DROBNY has a long and distinguished background in the accounting
and financial industries. He has held the position of Chairman and Principal
of Paradigm Group II LLC ("Paradigm") from 1991 to date. Paradigm is an
investment firm he founded with over $200 million worth of investments in over
40 companies. He is a board member of numerous Paradigm Group II portfolio
companies, including: Cypress Bioscience (Chaired Audit Committee), TL
Contact, XML Global (Chairman), Vertaport, Inc. and others. Sheldon started
his career with the Internal Revenue Service, and then became the managing
partner in the firm of Adler Drobny Fischer LLC. He received his Bachelor of
Science in Business Administration from Roosevelt University. He is a
Certified Public Accountant, having received the Elijah Watts Sells award,
given to the top 25 out of 20,000 CPA candidates inthe United States. He is
also admitted to practice before the U.S. Tax Court as a non-attorney, one of
fewer than 200 non-attorneys to receive such distinction. He is affiliated
with the following organizations: American Institute of Certified Public
Accountants, Illinois CPA Society, University of Illinois Foundation Member,
University of Illinois Chicago Circle Campus - Board of Visitors, University
of Illinois Presidents Council - Certificate of Appreciation, Woodrow Wilson
Council of the Woodrow Wilson International Center for Scholars, Simon
Wiesenthal Center - International Leadership Council.
ABOUT Z TRIM(R)
Z Trim Holdings, Incorporated, http://www.ztrim.com, partners with the
food industry in the deployment of solutions and technologies built around
cutting edge dietary fibers, blends and custom emulsions. Innovation for
health and wellness is built into our business model with components of
capital value added, process value added, product value added, market value
added, and R&D value added.
Z Trim and Z Trim/NanoGum Blends are natural, functional food ingredients
emulsifiers and stabilizers made from the hulls of either corn OR oat. Z Trim
is versatile and can serve as a fat replacement, thickening agent or
emulsifier with texturization, binding, shaping, suspension, water control and
pH balance attributes. Z Trim represents a natural and frequently cost
competitive alternative or complement to many of the oils, gums and starches
it can replace. Because Z Trim is non-caloric dietary fiber, replacement of
added fats with Z Trim can achieve up to 80% calorie reduction in many foods
without negatively affecting taste or texture, and can substantially reduce
harmful trans and saturated fats found in many foods. Z Trim has wide
application in dairy products, dressings, dips, sauces, baked goods, processed
meats, snack foods, cookies, pies, cakes, icings, brownies, bars, ice cream,
milk shakes and many other foods.
Forward-Looking Statements and Risk Factors
Certain statements in this press release are "forward.looking statements"
within the meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. These statements involve a number
of risks, uncertainties and other factors that could cause actual results,
performance or achievements of Z Trim Holdings to be materially different from
any future results, performance or achievements expressed or implied by these
forward.looking statements. Other factors, which could materially affect such
forward.looking statements, can be found in our filings with the Securities
and Exchange Commission at www.sec.gov, including risk factors relating to
material weaknesses in internal control over financial reporting, our history
of operating losses, lack thus far of significant market acceptance of our
products, the fact that we may dilute existing shareholders through additional
stock issuances, and our reliance on our intellectual property. Investors,
potential investors and other readers are urged to consider these factors
carefully in evaluating the forward.looking statements and are cautioned not
to place undue reliance on such forward.looking statements. The
forward.looking statements made herein are only made as of the date of this
press release and we undertake no obligation to publicly update such
forward.looking statements to reflect subsequent events or circumstances.
Contact: Angela Strickland
Voice: (847) 549-6002
Email: angela.strickland@ztrim.com
SOURCE Z Trim Holdings, Inc.
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