Randy -
If you read p. 13 of the proxy statement, it states the exact reason for the increase in the numer of authorized shares. On a fully diluted basis, assuming conversion of all option, preferred stock and warrants, they would have about 28.6 million shares oustanding, which is awfully close to their total of 30 million authorized. That would leave them unable to raise additional money if needed, or use the stock for any other purposed. This just gives them added flexibility.
As to the Notice of Settlement, it seems fairly cut and dry. Dr. Fields will stand for re-election as a Class II, rather than a Class I director. Dolgoff will not contest the election. He just wants PJTV to pay his legal fees, which the company is contesting. The court will determine what amount, if any, that the company will have to pay towards those legal fees. That ends this litigation.
As to their K and Q's, there is nothing surprising or new.
The two key issues are sales and the primary Dolgoff suit, which we should have more information on by the end of the month.
Greg |