To: Rico Staris who wrote (6856 ) 9/24/1998 12:41:00 AM From: Jeffrey S. Mitchell Read Replies (1) | Respond to of 26163
Rico, as a holder of 144 stock issued by WellRich you should be a great test case for whether you and other WellRich holders can or can not actually sell your stock. Please, call your broker, read him the terms set forth in your contract (or, even better, post those paragraphs here for us to see), and tell us what he says one way or the other. The letter you received from AZNT left out one important detail. Even if your Rule 144 stock is no longer restricted (either because it was a one year hold or a two year hold reduced to one year by a change in SEC law), by law you can't sell it because AZNT is not current with their filings to the SEC. So, all this stuff about a temporary hold is a moot point. Funny thing... AZNT is 8 months past due on their 10K and didn't bother to tell this to their TA until a week ago Monday. Furthermore, AZNT declined to tell you why they are on their third (recent) TA. From what I am told, AZNT refused to let the first TA make good on 144 shares despite being ordered by a court to do so. The last day before the TA could legally override AZNT, AZNT fired the TA. The next TA was asked to do the same thing and their attorney advised them to drop the account. The current TA has acceded to AZNT's wishes to let AZNT review all transactions, restricted or otherwise. But now that they know how delinquent AZNT has been with their filings, who knows how long they will last. The moral? Even if your shares are fully tradeable right now, good luck trying to get any money for them. Don't you think it's worth knowing this before you really want to sell? Again, please do so and let us all know what you find out. Keep in mind that WellRich raised about $5M for AZNT. That's a lot of shares that, if tradeable, could tank the stock bigtime if people started selling. So, that's yet another reason to find out if your stock may be tradeable as, if it is, I doubt you want to be caught in a stampede if others in your position start selling. And that's yet another reason why perhaps AZNT doesn't want you to sell. Don't you find it really curious that AZNT didn't simply say "Read your contract carefully; your stock is restricted by contract for two years, not one. Please ask your broker to confirm that to you"? But, instead, they literally beg you not to even try. Strange. As has been said many a time here, they doth protest too much. Lastly, don't you also find it strange how everyone who has Rule 144 shares to sell is supposedly part of some evil short selling conspiracy? First it was Andy Mann who would be forced to cover immediately after the first lawsuit was filed. Didn't happen. Then it was JB Oxford who was supposed to join as an MM in order to cover. Didn't happen. Then several of us called attention to these facts and we were somehow the evil shorts. The when it was alleged Rick Marcasse had covered Andy Mann suddenly we had pro AZNT Icabod writing Rick a prison song. Problem is, he wrote it to the wrong Rick (Marchese). Then it was revealed that WellRich had brought AZNT to arbitration and suddenly they were the evil ones shorting the stock. Who will it be next week? And if everyone is indeed short AZNT, ask yourself why the people closest to the company are all short it. - Jeff P.S. Under Rule 144 as currently in effect, restricted securities are generally available for public resale after such securities have been held by the purchasers thereof for a period of two years; however the Securities and Exchange Commission has amended Rule 144 effective April 29, 1997, to provide for the resale of such securities after one year. After the expiration of the one year holding period, such securities may be sold in "broker's transactions" provided that certain requirements are met and that the sales by a holder of such securities during any three month period do not exceed the greater of one percent (1%) of the then issued and outstanding shares of the issuer or the average weekly trading volume of such shares in the over-the-counter market during the four calendar weeks preceding the date on which a notice of such sale is sent to the Securities and Exchange Commission. Under the new rules, at the end of two years, persons not "affiliated" with the issuer may sell restricted securities without regard to the volume limitations imposed by Rule 144. Persons "affiliated" with the issuer are persons deemed to be in control of the issuer, including executive officers, directors and ten percent or greater shareholders; such persons may sell shares only in compliance with the requirements of Rule 144, including the volume limitations imposed thereby, regardless of the length of time such securities have been held. freeedgar.com