To: umbro who wrote (9930 ) 7/10/1998 1:43:00 PM From: Oeconomicus Read Replies (2) | Respond to of 164684
Gary, re the float: First, the 5 million shares registered in June were not sold in the market. The registration statement is very clear on how the shares may be issued:Such shares may be issued in exchange for the shares of capital stock (by merger or otherwise), partnership interests or other assets representing an interest, direct or indirect, in other companies or other entities, or in exchange for assets used in or related to the business of such entities. It goes on to say that the shares may not be sold in the market by the recipients in such a transaction described above unless, of course, those shares are subsequently registered for public sale. Second, to arrive at the float, it appears that you have taken the outstanding shares and subtracted insider ownership. Usually that's OK, but I think it would be more reliable to simply add up all the shares actually registered with the SEC and, therefore, saleable in the market. That would include the IPO shares, shares covered by 144 filings and shares covered by any registration statements filed by the company since the IPO. I think they registered shares used to pay for the acquisitions they have done (prior to the 5 million above) and those covered by option plans. Of course, since the one year 144 holding period is ancient history for all the pre-IPO investors, the float could increase rapidly through the fairly quick and painless 144 process, but until they file 'em, they can't sell 'em. They can, however, file then sell before anyone out here in the world ever sees the filing. Bottom line is I think you are way high on the float. If it was really that high, it'd be a lot easier to borrow shares. Regards, Bob