OK Wayne, here goes the summary. PM me if you want more details after this (same offer goes for everyone) and we can talk about it, maybe on the phone because my two-finger typing takes awhile <g>.
Appropriate Health Services.com, Inc., d/b/a StayHealthy.com (which is also the address of their website and it's worth a visit, but note that the really exciting stuff is not up there yet), is offering the last few shares remaining out of a 500,000 share private offering under Rule 504 of SEC Regulation D. The private offering price is $2.00 per share. These shares were originally going to be sold primarily to heavy-hitter friends of the insiders and the company's investment banker, Sutro & Co., but a couple of us helped convince John Collins, the CEO, that selling the $2.00 shares to sophisticated "small" investors would help create a buzz for the company's probable (NO GUARANTEE!) upcoming IPO, as well as create interest in the company's products and services. The "pre-IPO buzz" theory has worked wonders with many Internet IPOs, from Amazon to Priceline, and few would argue that a soaring stock price and the ensuing discussion of the company on message boards, CNBC, etc., can help make a company a household name.
If there is an IPO (which is expected but, again, cannot be guaranteed), preliminary indications from the company and potential underwriters are that it could be priced well in excess of $20 per share. This, of course, presupposes that the company's current revenue projections are on track at that time. I will refrain from discussing sensitive company business matters in a public forum, but can provide more details privately. There was one press release on 4/28, regarding a lucrative contract with a national HMO, that ran on Business Wire and may be found at their site or on the SI thread for Avalon Group, Inc. Avalon, which used to trade as AVAL on the OTC-BB, was merged into Appropriate Health Services.com a couple of months ago, and many of us are continuing to use the Avalon thread (don't search under "AVAL" because we removed the ticker from the thread header when the trading ceased) to post StayHealthy stuff while we prepare to launch a StayHealthy.com thread in a week or so. There will be two additional press releases which are a couple of days overdue and are expected next week.
An IPO could occur as early as September or as late as early next year. Discussions are ongoing with several underwriters, some of whom I believe have already committed to participate. (BUT there can be no assurance that there will be an IPO... have I said that enough? <g>)
These private placement shares have no public trading market currently, but will NOT be restricted upon the IPO. They will be identical to the shares that will be offered as part of the IPO. Currently, there are 10.7 million shares outstanding. There are 500,000 more in this private offering, and it is expected that one more private offering of 1.8 million shares will be done, at a higher price ($4 or $5 per share?) to bring in the institutions and friends of the insiders and investment bankers who didn't get into the current offering but who could then be motivated to promote the IPO to their customers and contacts. Again, this is pretty standard pre-IPO strategy.
The IPO itself is expected to consist of 2 million new shares, and the 2.3 million shares from the two private placements, plus some of the old AVAL shares, will be registered with the SEC for sale and immediately tradable upon the effectiveness of the Registration Statement for the IPO. The total float as of the IPO should be about 5 million, with a total outstanding of about 15 million, and I believe that the company will be profitable or close to it by then - highly unusual for an IPO and virtually unprecedented for an Internet company IPO. Contrast STAY (the hoped-for ticker) with Priceline (PCLN), for example, which has 180 million shares out, and a stock price that recently hit the 160's for a market cap of $29 billion with NO profits, and LOTS of potential competition.
StayHealthy's primary expected source of revenues has NO competition at present. I won't go into detail here, again, but please see the 4/28 release for a partial explanation and contact me for the rest. I would also urge any interested persons to speak with John Collins, the CEO, and I will tell you privately how and when to reach him.
DISCLOSURE: I am not employed by or an "affiliate" of the company, but I own a large number of shares and should be viewed as highly biased. I have a close relationship with management of the company and believe that the information I possess and my interpretations thereof are accurate, but I can give no assurance that statements made to me and others by company representatives about the company's potential future business, whether there will be an initial public offering of the company's stock, or anything else, will prove to have been accurate. -Eric |
