Good morning everyone. WAVX has filed it's proxy statement with the SEC, which you can get at freeedgar. Here's the section I was wanting to see, which provides the rationale for authorizing the 25 million increase in class A shares. Seems that after conversion of preferred shares and allowing for employee options, there's only 10 million of the 25 million currently aauthorizable shares available. This would increase that to 35 million shares:
<< The increase in authorized shares of Class A Common Stock would permit the Company to (i) sell shares for cash, (ii) continue the issuance of shares in connection with the Company's stock option plans, (iii) provide flexibility in raising additional equity capital to fund the Company's growth and general corporate needs, and (iv) use the Class A Common Stock for other purposes, without the delay and expense of calling a special meeting of stockholders for such purpose. If the proposed increase in the amount of authorized shares of Class A Common Stock is approved, the shares could be issued by action of the Board of Directors, at any time and for any purpose, without further approval or action by the stockholders, subject to the provisions of the Restated Certificate of Incorporation and other applicable legal requirements. The Company currently plans to issue shares in connection with the Company's stock option plans and upon conversion of the Company's outstanding convertible securities.
The issuance of additional shares of Class A Common Stock in certain transactions and under certain circumstances could have the effect of discouraging or impeding an unfriendly attempt to acquire control of the Company. Shares of Class A Common Stock could be issued to persons, firms or entities known to be more favorable to management, thus creating possible voting impediments and assisting management to retain their positions. The Board of Directors is unaware of any pending or proposed effort to take control of the Company or to change management and there have been no contacts or negotiations with the Board of Directors in this connection.>>
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