The other purpose is to give the Company additional
flexibility in future financings. Can't you read
the frickin proxy statement for yourself?
You are correct. The SEC has no power to reject the proxy
statement even if it believes the recap plan is a "bad"
idea or has no "legitimate" corporate purpose. Its role
is primarily procedural in nature and designed to ensure
that the Company has complied with applicable disclosure
rules. Any attacks on the merits of the recap plan will
have to made in a Delaware court.
Numerous complaints have been filed with the SEC, but it
has taken no action. Looks like we AREM shareholders will
have to take matters into our own hands. That's what the
recap plan is all about!
Regarding the "failed to deliver" problem, you should
see letter no. 19 to AremisSoft Shareholders at www.irwin
ljacobs.com and letter of Mr. James J. Godfrey, VP of
AG Edwards, stating what Godfrey was told by Mr. Jeff
Brockenborough, Director of Market Risk, NSCC (212)-
855-5765. What that means, Kevin, is that transactions
involving over 1,000,000 shares of AREM stock (over 5%
of the float) have failed to settle because the brokers
for the sellers have not delivered the stock. I wonder
why that could possibly be?
The NASD seems to be taking the position that the
mandatory buy-in requirments of 11830 does not apply
to short sales made before AREM was placed on the
restricted list. This is ludicrous inasmuch as 11830
was intended to prevent and deal with the very sort
of persistent "failed to deliver" problem the market
now confronts regarding supply of AREM stock. In the
eyes of the NASD, it would seem that "naked" short
sales could stay open, i.e., unsettled, INDEFINITELY
without creating a regulatory problem.
Anything else we can help you with Kevin? |
