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Pastimes : Raymond L. Dirks Internet Research Tribunal Thread -- Ignore unavailable to you. Want to Upgrade?


To: StockDung who wrote (282)6/7/2003 6:37:41 PM
From: scion  Respond to of 544
 
Initially, NASDAQ Listing Qualifications staff determined that it could
not approve our application to list our common stock on the NASDAQ SmallCap
Market.

After a hearing the NASDAQ qualification listing panel approved our
application subject to conditions, including meeting all quantitative and
quantitative requirements for new issuers. The finding as amended is subject to
approval by the panel of the voting trust agreement and acceptability of the
trustee as well as execution of a suitable lock-up agreement. The lock-up
agreement will provide that the subject shares may not be sold, transferred,
pledged or hypothecated for 365 days following the public offering except to
the extent other insiders sell their shares. We are also required to notify
NASDAQ of our release of the underwriter's lockup. The panel decision is now
subject to review by the Listing and Hearing Review Council. A decision is
anticipated by June.

The panel decision was based on the involvement of Ross Mandell with
us and the panel's view of the nature and extent of Mr. Mandell's
regulatory history in the securities industry which is substantially described
in this prospectus. To satisfy the panel we and Mr. Mandell took several
steps to reduce his involvement with the Company.

Those steps included the termination of Mr. Mandell's consulting
agreement, his agreement not to serve as an officer, director, employee or
consultant and the placement of all of his shares in a voting trust. In
accordance with the terms of the termination agreement with Mr. Mandell, we are
no longer obligated to pay him any money on a monthly basis. He is due, however,
the sum of $200,000 upon the successful completion of this offering.

10kwizard.com



To: StockDung who wrote (282)6/7/2003 6:41:31 PM
From: scion  Read Replies (1) | Respond to of 544
 
REINK CORP filed this 10QSB on 11/15/2002

In May 2002, the Company entered into an agreement with The Thornwater Company,
L.P. ("Thornwater") to raise up to $2 million in secured convertible promissory
notes. The notes are to be sold in units of $50,000 per unit with a minimum
offering of five units and a maximum offering of 40 units. The notes will bear
interest at eight percent (8%) per annum with the option to convert into common
shares of the Company at $0.30 per share (originally $0.55 per share). The
Company will pay a fee of twelve percent (12%) of gross proceeds from each
issuance if the investor is referred by Thornwater, and five percent (5%) of
gross proceeds if the investor is referred by the Company. In addition, in
accordance with the agreement, the Company will issue warrants to Thornwater at
a strike price of $0.66 per share to purchase the Company's stock at a rate
equal to ten percent (10%) of the number of shares that the notes being issued
are convertible. As of September 30, 2002, the Company has not sold the minimum
offering of five units.

10kwizard.com