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Microcap & Penny Stocks : THNS - Technest Holdings (Prev. FNTN) -- Ignore unavailable to you. Want to Upgrade?

To: Kevin McKenzie who wrote (3763)	8/18/1998 4:54:00 PM
From: Michael T Currie	Read Replies (2) \| Respond to of 15313

OK, folks, I may have a couple of answers. I looked at this attorney's web site: flemingoneill.com Although I don't pretend to fully understand all of this, a couple of things stood out. These are pasted below: Note that Rule 144 only comes into play when one is seeking an exemption from registration. If stock is registered and unrestricted and one is not an affiliate, one is free to sell it without reference to the conditions of Rule 144. If stock is registered when it is originally issued and later becomes restricted (as explained below), a sale transaction will require registration (often referred to as "registration for resale") anew, or an exemption from registration. We need to know whether the stock that has been referenced on Yahoo is restricted or not. Apparently there are no limitations apart from disclosure on unrestricted, registered shares. The Basics of Rule 144 Rule 144 is used for sales of restricted stock by any person and for sales of restricted and non-restricted stock by or for the account of an affiliate. The conditions contained in Rule 144 with which one must comply in order to meet the safe harbor for non-underwriter status concern available information, the length of time the person has owned the securities, and the amount of securities sold. First, public information regarding the issuer, i.e., reports periodically filed with the S.E.C. by reporting companies, must be available. Second, generally, the seller must have owned the securities for at least one year. There are extensive rules concerning when one may "tack" onto his own holding period the length of time a previous owner held the securities. Also, for holding period purposes, securities are not fungible. The holding period requirement does not apply to affiliates selling unrestricted securities. Third, one may only sell under the Rule in any three-month period an amount equal to the greater of 1% of the outstanding shares of the issuer or the previous four-week period's average weekly trading volume of the issuer's securities. The sale must also be through a broker or market maker. Where the seller is not an affiliate of the issuer, has not been an affiliate during the preceding three months, and the securities were acquired from the issuer or any affiliate at least two years prior to the sale, then Rule 144(k) allows sales without reference to the public information requirement, volume limitations, and requirement that the sale be through a broker or market maker. There's a very important bit in here I think. The rule says " the greater of 1% of the outstanding shares of the issuer or the previous four-week period's average weekly trading volume of the issuer's securities". I would think that the average weekly trading volume over the past four weeks has been on the order of 1 million shares +. Bill, can you extract this figure out of your spreadsheet? Mike