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Microcap & Penny Stocks : CSHK CASHCO MANAGEMENT Y2K -- Ignore unavailable to you. Want to Upgrade?

To: JOE TURMAINE who wrote (1410)	4/30/1998 2:01:00 PM
From: TEDennis	Respond to of 7491

Joe: Re: "For some reason it appears that CASHCO is being held to a higher standard than 3,000 plus other non reporting BB companies" I think you're reading more into this situation than necessary. This thread mentions "Y2K solution". That tends to attract some very detail oriented investors who are both financially and technically astute. The people who "follow" those folks because of their ability to sniff out winners (and losers) also get attracted to the thread. The same process has occurred in several other Y2K threads by the "new" folks here and many others. Once the detail oriented folks get enough data to satisfy their needs, they will either decide to buy or move on. As I tell my teenage son ... I hope it's just a phase ... I know this is a BB stock. It caught my attention because of the unusual combination of kitty litter and Y2K solutions. You have to admit that is a bit different than most of the other Y2K situations. Unless, of course, you don't follow Y2K closely. Regards, TED

To: JOE TURMAINE who wrote (1410)	4/30/1998 2:02:00 PM
From: jhild	Respond to of 7491

For some reason it appears that CASHCO is being held to a higher standard than 3,000 plus other non reporting BB companies. Why would you not want a company that you have your money invested in to be held to a high standard? I would think that you would join those who have asked questions in coming to a complete accounting and understanding of the condition of this company. What is your take on today's action in the stock price? Volume still below listed daily average, but it looks like it is retracing a little here, even on such a strong up day in the DOW.

To: JOE TURMAINE who wrote (1410)	4/30/1998 2:54:00 PM
From: Janice Shell	Read Replies (1) \| Respond to of 7491

From our helpful lurking Chickeratus: Under the securities laws, in order for a company to offer and sell securities, it must either register the offering or the offering must qualify for one of the statutory exemptions from registration. The exemption that is used most often is the "4(2)" offering which exempts offerings which are not public offerings. Under relevant case law, once a company has more than 10 or so offerees, there is a good chance that the offering could be considered a public offering depending on the manner in which the securities were sold (that is, were there public solicitations, etc.). Because of the uncertainty created by the case law under Section 4(2), the SEC came up with a number of "safe harbor" exemptions from registration that created objective criteria that, if met, insulated a company from liability for failing to register an offering. The best known and most often used safe harbor is Regulation D. Now, we can assume that Reg. D was probably used by CSHK when it sold stock to its original investors. My guess is that they probably relied on Rule 504 of Reg. D, which exempts offers and sales by companies that are not reporting companies so long as the aggregate offering price does not exceed $1 million (including securities sold in the 12 month period preceding the offering) and the company is not already a reporting company and is not a development stage company that either doesn't have a business plan or has indicated that its business plan is to acquire unidentified companies. Rule 504 has no required disclosure obligations. Securities sold in a Rule 504 transaction are not restricted, which means they can be resold without the holder being deemed a statutory underwriter. This is how these startup, bulletin board companies are able to create a trading market without becoming subject to SEC reporting requirements. The question then becomes, did CSHK have an articulated business plan when it sold stock in reliance on Rule 504? Also, if there are 50 million shares outstanding (as we were told by jimb), were the shares sold at $.02 per share or less? Otherwise, how were they able to sell all these shares so quickly without blowing the $1 million restriction? Also remember, regardless of whether the regs allow a company to conduct an offering without having to provide mandatory disclosure, the company is still subject to the antifraud provisions, which require disclosure of all material facts and the nonomission of facts which are necessary to make the statements made not misleading. In layman's terms, don't lie, don't mislead, and don't forget to say everything that's important. Raises yet more interesting questions, does it not?