To: ferdc who wrote (2405 ) 4/22/1998 6:09:00 PM From: William T. Katz Read Replies (1) | Respond to of 16960
Good find. Here is the full paragraph:SHARES ELIGIBLE FOR FUTURE SALE Sales of substantial amounts of the Company's Common Stock in the public market after this offering could adversely affect the market price of the Company's Common Stock. Of the 14,594,770 shares of Common Stock to be outstanding upon completion of the offering, the 2,900,000 shares offered hereby, the 3,450,000 shares sold in the Company's initial public offering and 4,564,551 additional shares will be freely tradeable without restriction. An additional 87,510 shares will become eligible for sale beginning on June 30, 1998 under Rule 144. An additional 3,564,569 shares will be eligible for sale beginning on the opening of market on the third trading day following the date of public disclosure of the Company's financial results for the three months ended March 31, 1998, upon expiration of certain lock-up agreements and subject to the provisions of Rules 144(k), 144 and 701 under the Securities Act of 1933, as amended (the "Act"). In October 1997, the Company filed a Registration Statement on Form S-8 registering 3,499,768 shares subject to outstanding options or reserved for future issuance under the Company's stock plans. The holders of approximately 3,106,181 shares of Common Stock to be outstanding upon the closing of this offering are entitled to certain rights to registration for sale to the public beginning 180 days after the effective date of the offering. See "Management -- Stock Plans," "Description of Capital Stock," and "Shares Eligible for Future Sale." If this is one of the causes for the fall, then the stock will rebound once the selling pressure is off. Also, from my previous exposure to this sort of sale, I thought the underwriters will eventually keep the stock in a certain price range while selling. If the underwriters let it tank, they lose business in the future don't they? [Someone with more experience in this comment]