To: Crossy who wrote (1824 ) 5/31/1998 7:48:00 PM From: Kurt N Read Replies (4) | Respond to of 4142
You need to look at the bigger picture, the relationship between MIDLW/MIDL and MIDL/MIDLP, and the inter-relationship beween the 2 relationships. Having the preferred not convert until the following 3 conditions are met is in MIDLW/MIDL/MIDLP holders best interests. #1: Trading on a listed exchange (Nasdaq/AMEX/NYSE) #2: Institutional investors holding MIDLP and some MIDL (or just MIDLP only), #3: All the warrants have been exercised. #2 is the important one and we are about 6 months away (hopefully sooner, but within 6 months it should become apparent. look at the volume...look at the volume...look at the price go up....) Remember what is currently going on with the common and warrants by the MM's/arbitragers. Person A buys MIDL, MM shorts it/buys warrant as protection/pockets difference/hopes that they don't have to exercise the warrant/etc. Remember number of MIDL shares outstanding is extremely small. This game will eventually stop once the warrants are forced to be exercised. (or at least the profit incentive for shorting no longer exists, and if they used the warrant as a hedge and exercise it in effect their short position is eliminated, if not they are short). Also the maxinum number of MIDL that can be legally shorted is the number of MIDL outstanding. Outstanding MIDLW > Outstanding MIDL. If the preferred were to convert before the exercising (voluntary/force convert after $2.50 close bid for 10 days in a row and 30 days notice) of all MIDLW there would be more MIDL shares that they could short against to play this arbitrage game. OK. Let's assume the warrant conversion is done and the float is ~10 million (which is still small enough), choices are either MIDL or MIDLP. The bigger the float, the more buying it takes to move the price up. Without the MIDLP in the float the common should move up faster (benefits MIDL and MIDLW exercisers). Since the common moves up faster and the MIDLP is based upon the common, it will move up faster as well. Now, suppose that the MIDLP optionally converts in Oct 99 earliest (assuming sharholder approval). Warrants are gone, but the MIDL was $2.50+ for 90 days before the 30 day recall notice. Smaller float helped bring common price quicker, MIDLP price goes up likewise, and institutional investors are involved. Having the MIDLP convert into MIDL will not be a problem then. Also, I imagine another dividend would be given to MIDLP holders in 1999. Preferrred stock gets precedence over common for dividends (ie. a dividend may be paid on the preferred and not on the common, but if a dividend is paid on the common it must be paid on the preferred). Let's say it is another dividend implemented as a forward-split, by waiting 1 more year we own that many more shares of a $50+ stock by then. Ooh, almost forget about the shorts in MIDLP. If the MIDLP doesn't convert to MIDL then the only way to cover is with MIDLP. Sucks to be them. Kurt