That private placement done throughout '97 still hasn't been registered. Those people who have held their restricted shares for one year can get an opinion letter from the corporate attorney attesting that they have held the stock for 1 year, and thus are free to have the legend removed and the stock made freely tradable. Normally someone owning less than 5% of the shares outstanding does NOT have to file a 144 ( one filer owns 400K pre-split shares), but to be able to free up these as-yet unregistered shares--he has to file a 144. Post-split, of course, this is 40K shares. The one filing for 1,050,000 shares DOES own over 5% and would have to file a 144 regardless if restricted or not. None of these shares are sold yet, and the 1.05MM definitely won't be sold in the next 8 trading days. Since neither of these parties are insiders, not too sure their names have to be released in the 144 filing.
I entered in the pp initially on Oct 8th, and if these shares are not registered by then--I guarantee I will file a 144 to get that legend removed--but that will not mean I intend to sell at that time.
Eventually all 30,000,000 pre-split private placement shares will be able to be traded. Does that mean all 30MM--or 3Mm now, will be sold? These 144's are a non-event. If the restriction were lifted, none other than the >5% holders would have to file a 144. Hopes this clears up the reason for the 144 filings.
Regards,
Gary |
