Block sale of 2.4 million shares by Computer Associates--The company reported in its SEC filing of Oct. 27, 1997 the issuance of 3,706,603 shares of common stock--all of this was for Computer Associates with the exception of 100,000 shares for The Private Bank and Trust. Of the shares offered to Computer Associates "the company received $12.0 which was used for working capital and other corporate general purposes".
"The company has not made any underwriting arrangements with respect to the shares" further "the shares may be sold from time to time by the selling stockholders, directly or through underwriters, dealers or agents, in market transactions, including block trades or ordinary brokers"--"the price at which the shares are sold and commissions, if any, paid in connection with any sale, may be privately negotiated based on the prevailing market prices"
" The Company will pay certain of the legal and other expenses of this offering (estimated to be $32,000), except that the selling stockholders will bear the cost of any brokerage commissions or discounts incurred in connections with the sale of their shares."
So the Company got $12.0 million in exchange for certain notes--Computer Associates gave the notes back and got 3.6 million shares of which they sold 2.4 million and have some type of hedging arrangement with a Canadian firm (my understanding) on the remaining 1.2 million shares.
There is no commission or brokerage cost to the company on the market action by Computer Associates.
Maurice |