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Technology Stocks : Superconductor Technologies : SCON -- Ignore unavailable to you. Want to Upgrade?

To: Art M who wrote (454)	2/28/2000 9:43:00 PM
From: Tom Hua	Read Replies (1) \| Respond to of 903

Art, as of 12/31/99, SCON had a negative book value of (1.00)/share. Without the private placement announced on feb 11, SCON would be facing delisting from Nasdaq. From its recent SEC filing: You are being asked to consider and provide written consent to a proposed issuance and sale by Superconductor Technologies Inc. of up to 3,138,800 shares of our common stock to a limited number of institutional investors in a registered public offering and certain other holders of our outstanding preferred stock. The number of shares we propose to issue in the offering is in excess of 20% of our currently outstanding shares of common stock and the shares will be sold at a discount to the market price of our stock. As a result, the transaction requires the consent of our stockholders under Nasdaq Marketplace Rule 4460(i) in order for us to maintain our Nasdaq National Market system listing. The proposed offering and the money we hope to raise in it are extremely important to us. The board of directors has unanimously approved the proposed offering and recommends that the stockholders consent to the offering and issuance of the common stock. ... We are soliciting consents to act upon the following proposal: o To approve the issuance of up to 3,138,800 shares of common stock, 2,888,800 to a limited number of institutional investors at a purchase price equal to 95% of the 30-day trading average of our common stock prior to the closing date of the offering, and 250,000 pursuant to warrants to be issued to the holders of 118,751 shares of our preferred stock to induce those holders to convert that stock into 2,458,491 shares of our common stock. Regards, Tom