Good News in the February 12th Proxy Statement (Not!!!)
>>> Warning! Please Don't Read This Post If You Have Either A Weak Stomach Or Are Incapable of Appreciating a Sarcastic Sense of Humor. <<<
Foxy: The "good" (sic) news is that Abacan's management team seem to be paying themselves a "reasonable" (sic) amount for the "enormous" (sic) amount of "work" (sic) they're having to do...
(Not!)
<<The aggregate cash compensation (including salaries, director's fees, commissions, consulting fees, bonuses paid for services rendered bonuses paid for services rendered in a previous year, and any compensation other than bonuses earned) paid to the three executive officers and corporations controlled by them by the Corporation and its subsidiaries for services rendered, during the fiscal period ended December 31, 1998, totalled approximately $199,500 to Mr. Stephens, approximately $150,000 to Mr. Harvie, and approximately $197,500 to Mr. Cherwayko. A company wholly owned by Mr. Cherwayko also became entitled to receive production royalty payments of approximately $1,082,000 during the fiscal year ended December 31, 1998 from Liberty Technical Services Ltd., ("Liberty") a wholly owned subsidiary of the Corporation. Liberty has not yet paid the production royalty.>>
And, you have to admit that Cherwayko and Folawiyo "voluntarily cancelled" (sic) their options...
(Not!)
<<5. STOCK OPTION AND SAR REPRICING
During the most recently completed financial year, Mr. Wade Cherwayko agreed to voluntarily cancel options to acquire 1,522,300 common shares at $7.17 per common share and options to acquire 500,000 common shares at $7.99 per common share for a total of 2,022,300 common shares. Mr. Folawiyo also agreed to voluntarily cancel options to acquire 300,000 common shares at $7.99 per common share and options to acquire 500,000 common shares at $7.17 per common share for a total of 800,000 common shares. In each case, the cancellation was made following a request by the Corporation to cancel options in order to facilitate the granting of options to new and existing directors, executive officers, consultants and employees. During the most recently completed financial year, Mr. Cherwayko and Mr. Folawiyo were granted options to acquire 725,000 and 675,000 common shares respectively. See "Stock Options". The grants to Messrs. Cherwayko and Folawiyo were included as part of a general grant of stock options to directors, executive officers, consultants and employees. Under the policies of The Toronto Stock Exchange, the cancellation and re-grant of options to acquire common shares constitutes a repricing of stock options. Such repricing is subject to shareholder ratification pursuant to the policies of the TSE...>>
... so the Company could... umm... issue them at a much... er... "fairer" (sic) range ($0.18/share to $0.39/share).
As the Church Lady on Saturday Night Live used to say...
"Well now... isn't that SPECIAL!" ;^)
Unfortunately, my dear Foxy, you were right once again... the target price after the reverse split, $1.80/share, has been set "well above" (sic) the NASD's $1.00 minimum bid level required to maintain its listing.
<<PROPOSAL 3. AMENDMENT TO THE CERTIFICATE OF AMALGAMATION TO EFFECT A REVERSE STOCK SPLIT
The Corporation's Board of Directors has unanimously approved and determined to submit to the shareholders of the Corporation an amendment (the "Amendment") to the Corporations Certificate of Amalgamation to effect a consolidation (reverse stock split) of the Corporation's common shares (the "Reverse Stock Split"). The Reverse Stock Split will be effected in accordance with a formula based upon the trading price of the Corporation's common shares during the ten(10) trading days prior to the filing of the Amendment. Under this formula, the Reverse Stock Split will be effected pursuant to a conversion rate equal to the lower of (1) ten shares of the Corporation's presently outstanding common stock; or (2) that number of common shares obtained by dividing $1.80 by the average of the closing low bid prices of the Corporation's common shares during the ten (10) trading days prior to the filing of the Amendment, being converted into one (1) new share of the Corporation's common stock (the "Conversion Formula"). In the event that the Conversion Formula would result in the conversion of a fractional number of shares of the Corporation's presently outstanding common stock into each new share of the Corporation's common stock, the resulting ratio will be rounded up to the next whole number. For example, if the average of the closing low bid prices of the Corporation's common shares during the (10) trading days prior to the filing of the Amendment were $0.45 per share, the Reverse Stock Split would result in each four (4) shares of the Corporation's presently outstanding common shares being converted into one (1) new share of the Corporation's common shares (the "New Common Share"). By the way of further example, if the average of the closing low bid prices of the Corporation common shares during the ten (10) trading days prior to the filing of the Amendment was $0.40 per share, the Reverse Stock Split would result in each five (5) shares of the Corporation's presently outstanding common shares being converted into one (1) New Common Share.>>
... so there's no apparent fear of any marginable "upside" (sic) on the horizon anytime soon.
What a pity, dudette. Although neither you nor I will be able to participate in the inevitable "downside" (sic) of this Darwinian process, the market makers will probably clean up.
Perhaps some of the longs here should think ahead and start passing around the Vaseline now? JMHO. ;^)
Razor |
