To: Michael Hoffman who wrote (3663 ) 12/20/1997 7:53:00 PM From: Ploni Read Replies (1) | Respond to of 10479
Is anyone else upset about the delay in obtaining a NASDAQ National Market listing? It doesn't take the NASD that long to make a decision, and as we know that Osicom meets the quantitative requirements, it seems as though NASD must have some other concerns. For example:The Association shall review the issuer's past corporate governance activities when the issuer's securities were traded on or after withdrawal from Nasdaq National Market or a securities exchange which imposes corporate governance requirements. Based on such review, the Association may take any appropriate action, including placing of restrictions on or additional requirements for designation, or the denial of designation of a security [if] the association determines that there have been violations or evasions of such corporate governance standards. Determinations under this paragraph (c) shall be made on a case-by-case basis as necessary to protect investors and the public interest. - From Grant-Thornton's web site. Can a few of us shareholders band together and sue NASD to either grant National Market listing, or tell us what is going on? I was one of the unlucky shareholders in Cityscape, and it turns out that on October 27, NASD contacted CTYS to ask about compliance with listing requirements and corporate governance rules. (I speculate the NASD's concern was that Cityscape's stock was plunging, and the company refused to make any timely comments. Also, NASD may have been concerned that the company was withholding relevant information from the public, for which they are now in fact being sued.) On December 5, NASD notified Cityscape that they'd be delisted from the National Market. This information still wasn't released by Cityscape until Dec. 18, yet another example of the company's withholding of relevant information. The point of my mention of Cityscape is that I fail to see how NASD protected the public's interest. (1) They decided to investigate the stock well after its significant plunge; (2) They didn't announce to anyone that they were investigating the company -- perhaps this is only fair, because if nothing wrong had been discovered, such an announcement might have severely hurt the stock; (3) When they finally decided to delist the company, they still didn't make an announcement; (4) NASD remained silent another 13 days as Cityscape delayed making this information public; (5) when the information did become public, the stock price collapsed to almost zero -- so that certainly didn't protect the existing shareholders in any way. I would like to believe that Osicom has done nothing wrong, and is entitled to National Listing, and is being persecuted without cause by the NASD, perhaps because of the libel that has been printed against the company. If nothing is wrong, I feel that the NASD has caused harm to the shareholders of Osicom, and to the company itself. If something is wrong, I feel that the NASD should tell us what, as I think we'd all want to know this now , before we continue to invest more money in this issue. If any of you agree, and think we as private shareholders have a right to demand positive action or information from the NASD, I think we should either talk about hiring an attorney to represent us, or consider the initiation of a writing campaign to NASD personnel.One of [Grant Thornton's] partners, Domenick J. Esposito, is a member of the Nasdaq Listing and Review Committee to the Board of Directors. Three partners, J. W. Mike Starr, Joseph Graziano and Randall Hadley, are Hearing Panel members to this committee. They can be reached at: Phone Facsimile E-Mail Dom Esposito 212/599-0100 212/370-4520 desposito@gt.com Mike Starr 312/856-0001 312/861-1340 mstarr@gt.com Joe Graziano 212/599-0100 212/370-4520 jgraziano@gt.com Randy Hadley 714/553-1600 714/553-0168 rhadley@gt.com {That's also from Grant-Thornton's web site.} I apologize in advance if any of you think that I am only hurting our own interests by discussing this matter, but I didn't enjoy losing a ton of money in Cityscape, and you all may appreciate that I am very tired of feeling like a mushroom (being kept in the dark and fed manure). I think NASD owes the investing public some consideration.