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Technology Stocks : Research Frontiers (REFR) -- Ignore unavailable to you. Want to Upgrade?

To: N. Dixon who wrote (972)	10/6/1998 12:51:00 PM
From: Jonathan Babb	Read Replies (1) \| Respond to of 50499

It can also be the price that REFR determines as the floor if THEY so choose. Does anyone disagree with THAT statement? I do agree that REFR can set a floor price below which no transaction will occur. In other cases I have seen a minimum amount that must be sold ($1M for example), but I can't find any such statement in the S-3, so theoretically REFR does not have to issue any stock. However, there are penalties if they issue no stock: From SEC filing: 1.2 Notwithstanding anything herein to the contrary, Warrants to purchase 65,500 Shares shall be immediately vested. The remaining warrants shall vest, if at all, as follows: (A) If by December 31, 1999, the Warrantholder has not received at least one Put Notice (as such term is defined in the Class A Warrant between the Company and the Warrantholder) from the Company and has not exercised this Warrant in whole or in part as of such date, Warrants to purchase an additional 21,834 Shares shall become vested. (B) If by December 31, 2000, the Warrantholder has not received a total of at least two Put Notices from the Company and has not exercised this Warrant in whole or in part as of such date, Warrants to purchase an additional 21,834 Shares shall become vested. (C) If by December 31, 2001, the Warrantholder has not received a total of at least three Put Notices from the Company and has not exercised this Warrant in whole or in part as of such date, Warrants to purchase an additional 21,832 Shares shall become vested. ----------- As I stated in my first message, I think it behaves like a limited sell order for REFR. A limit order does not get executed if the market price falls below the limit price (floor). But please, read the S-3 and decide for yourself. Better yet, ask your lawyer. Jon