Fred, I think you have the right idea,,perhaps fax these snippits from the SB-2 for clarification,before calling..DD
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WE MAY HAVE TO HOLD A SPECIAL SHAREHOLDERS' MEETING TO INCREASE THE NUMBER OF
SHARES OF COMMON STOCK AUTHORIZED TO BE ISSUED. To date, 100,000,000 shares of
common stock are authorized and 80,064,798 shares are outstanding. Because the
number of shares we may have to issue when debentures are converted by selling
shareholders depends on the market price of our common stock, we may be
required to issue more shares than we have authorized. Increasing the number of
authorized shares requires stockholder approval. We are considering calling a
special shareholders' meeting to do this before we have issued all authorized
shares. There can be no assurance that the shareholders will approve an
increase in the authorized shares, which could have a serious impact on our
ability to meet our contractual obligations to the selling securityholders.
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From time to time the selling securityholders may engage in short
sales, short sales against the box, puts and calls and other transactions in
securities of the company or derivatives thereof, and may sell and deliver the
shares in connection therewith or in settlement of securities loans. If the
selling securityholders engage in such transactions, the conversion price may be
affected. From time to time the selling securityholders may pledge their shares
pursuant to the margin provisions of its customer agreements with its brokers.
Upon a default by the selling securityholders, the broker may offer and sell the
pledged shares from time to time. |
