To: Sean Reilly who wrote (9298 ) 2/25/1998 10:18:00 AM From: Rob Taylor Read Replies (3) | Respond to of 12454
Sean, Unfortunately, these filings are very rarely clear and straightforward. Let me try to give you some answers based on my understanding of your question. You asked: <Would you be able to tell me why all the shares with the other filers were'nt(sic) offered for sale?> If <other filers> refers to all those listed besides Mr Cannivino, the following is probably the case: Shares listed in the first column as _beneficially owned_ do not necessarily refer to shares that are covered under the S-8 filing. You will see this if you add the total in the first and second columns together. The total about 1.6 mil less that the 11.8 mil covered by the filing, as described in the first under THE PROSPECTUS. In Mr. Cannivino's case, all 500,000 probably are covered. However many of these other people own stock which is unrestricted and freely tradable, and only those shares eligible for trading, once the S-8 is approved, are listed in the second column totaling 3.3 mil shares. The third column simply shows the difference between the first and second columns. In other words, should each individual decide to sell all of the shares listed in column two, they would have the amount in column three left to sell. You may ask, where are the other 8+ mil shares they are registering, but are not visible in the columns. Well if you wade through the verbiage in the S-8, you'll find the balance referred to as warrants, options, payment to contractors etc. Those 8+ mil shares which have a value to CCC of just over $12 mil, if memory serves me, are what are called committed or sometimes reserved shares. They are set aside by vehicles such as the stock options plans of 93 and 95 for compensation, but are not _beneficially owned_ yet because the designees have not exercised the options/warrants etc which involves them paying CCC some of that $12 mil I mentioned above. Even though they are not yet owned, they are being registered by the S-8. So, in answer to your question; yes they are registering all this stock and <getting it all over with in one shot>. You probably thought your simple question would get a two line answer. HA! Anyway, hope that is what you were looking for in terms of information. Rob