Storm's new equity will be used to ramp up sales in its new channel IMO (Sears, Office Depo, etc). I still think they are focused on different things.
I pulled the attached from Storm's SEC announcement related to its private placement. How does this apply to VSNR and does VSNR meet the requirements? I don't think VSNR does either on share price being 5 dollars or above; or on small cap. $4 or above. VSNR IS in a better position than Storm in this respect and NASDAQ probably fudges on the numerous requirements - it is probably that VSNR would "materially" meet from the attached. Remember the following is regarding Storm's SEC filing:
"COMPLIANCE WITH NASDAQ LISTING REQUIREMENTS; DISCLOSURE RELATING TO LOW- PRICED STOCKS. The Company's Common Stock is quoted on the Nasdaq National Market. However, in order to continue to be included in the National Market, a company must maintain, among other things, $1,000,000 in net tangible assets (total assets less total liabilities and goodwill), which requirement is increased to $2,000,000 if the company has had losses in two of the most recent three years or to $4,000,000 if the company had losses in three of the most
recent four years, and a $1,000,000 market value of the public float (excluding shares held directly or indirectly by any officer or director of the company and by any person holding beneficially more than 10% of the company's outstanding
shares). In addition, continued inclusion requires two market makers and a minimum bid price of $1.00 per share; provided, however, that if a company falls below such minimum bid price, it will remain eligible for continued inclusion in the National Market if the market value of the public float is at least $3,000,000 and the company has $4,000,000 in net tangible assets. The Nasdaq
Stock Market, Inc. ("Nasdaq") has recently adopted new maintenance criteria which, when they become effective with respect to the Company at the end of February 1998, will eliminate the exception to the $1.00 per share minimum bid price and require, among other things, $4,000,000 in net tangible assets and $5,000,000 market value of the public float. Alternative maintenance criteria
include, among other requirements, a $50,000,000 market capitalization or $50,000,000 in both total assets and revenue and a $5.00 per share minimum bid price. At the present time, principally as the result of the payment of cash and notes pursuant to the Logitech Acquisition, the Company does not meet the prior or newly adopted National Market maintenance criteria. If the Company is not able to raise sufficient equity or otherwise take action to meet such requirements, the Company may be delisted from the National Market and the quotation of the Company's Common Stock could be included on the Nasdaq SmallCap
Market (the "SmallCap Market") if the requirements for inclusion on the SmallCap Market are met. As a result of quotation on the SmallCap Market, an investor may find it more difficult to dispose of the Company's Common Stock.
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Currently, a company must have $4,000,000 in total assets, $2,000,000 in capital and surplus, $1,000,000 market value of the public float and a minimum bid price of $3.00 per share for inclusion in the SmallCap Market, unless any of such requirements are waived by Nasdaq. However, Nasdaq has also recently adopted new inclusion criteria for the SmallCap Market which, when they become
effective, will require, among other things, $4,000,000 in net tangible assets or $50,000,000 market capitalization or $750,000 net income in two of the last three years, $5,000,000 market value of the public float and a minimum bid price of $4.00 per share. Failure to meet the SmallCap Market inclusion criteria, or
the failure to meet the SmallCap Market maintenance criteria if the initial SmallCap Market inclusion criteria are met, may result in the delisting of the Company's Common Stock from Nasdaq. Trading, if any, in the Company's Common Stock would thereafter be conducted in the non-Nasdaq over-the-counter market. As a result of such delisting, an investor may find it more difficult to dispose of, or to obtain accurate quotations as to the market value of, the Company's
Common Stock. In addition, if the Company's Common Stock were delisted from trading on Nasdaq trading in the Company's Common Stock could be subject to certain rules promulgated under the Exchange Act related to penny stocks. Such restrictions could severely limit the market liquidity of the Common Stock and the ability of purchasers in this offering to sell the Common Stock in the secondary market."
Sincerely,
Ben |
