Silicon Investor (SI) -- The First Internet Community

STOCKTALK

We've detected that you're using an ad content blocking browser plug-in or feature. Ads provide a critical source of revenue to the continued operation of Silicon Investor. We ask that you disable ad blocking while on Silicon Investor in the best interests of our community. If you are not using an ad blocker but are still receiving this message, make sure your browser's tracking protection is set to the 'standard' level.

Non-Tech : Enamelon (ENML) - Does anyone follow this? -- Ignore unavailable to you. Want to Upgrade?

To: Q. who wrote (795)	4/7/1999 11:39:00 AM
From: Harpo	Respond to of 863

Greetings John, The Company filed a PRE14A form with the SEC on April 2. Basically, the way I read proposal 3 in the filing, is that the company is seeking approval to raise the limit of shares that may be converted when the series b convertable notes are redeemed. Apparently, there was a cap of 2,046,932 shares (20% of outstanding) which can't be exceeded. If the variable price for the shares should fall below 2 1/2 the noteholders can only convert 2,046,932 shares worth and the company would have to pony up the rest in cash. here's an excerpt from the filing, If the Company does not obtain Stockholder approval to issue more than 2,047,596 shares of its common stock, the preferred stockholders would still have the right to receive 2,047,596 shares of common stock on conversion. However, the preferred stockholders can, among other things, require the Company to pay them in cash for each share that cannot be converted into common stock as a result of the limitation the greater of (1) $12,500 plus the 6% accrual amount or (2) the closing bid price of the common stock on the date of conversion multiplied by the shares of common stock that would have been issued but for the limitation. The Company's ability to make those cash payments will depend on its available cash resources at the time of conversion. The payment of such amounts may adversely affect the liquidity and financial condition of the Company. THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT THE STOCKHOLDERS VOTE "FOR" PROPOSAL 3. regards, bb

To: Q. who wrote (795)	4/7/1999 11:50:00 AM
From: Harpo	Read Replies (1) \| Respond to of 863

Also, re proxy filing, Company seeks shareholders; <<To approve an amendment to the Company's Certificate of Incorporation to increase the number of authorized shares of the Company's common stock from 30,000,000 shares to 50,000,000 shares;>> Why they want to do this now is a little confusing to me since there are still only 12 million shares out there. <<As of March 18, 1999, 10,285,253 shares of common stock were issued and outstanding, and approximately 1,880,095 shares of common stock were reserved for issuance under the existing Stock Option Plans. If Proposal 4 is approved, 500,000 additional shares of common stock will also be reserved for issuance under the Company's 1999 Incentive Stock Option Plan. In addition, approximately 753,508 shares of Common Stock are reserved for issuance upon the exercise of currently exercisable warrants, and 1,777,768 shares of common stock are reserved for issuance on conversion of the Company's series B convertible preferred stock. The increased capitalization to be authorized would provide needed flexibility for future financial and capital requirements so that the Company could take proper advantage of propitious market conditions and possible business acquisitions. Shares of common stock would also be available to the Company for stock dividends or splits should the Board of Directors decide that it would be desirable, in light of market conditions then prevailing, to broaden the public ownership of, and to enhance the market for, the shares of the Company's common stock.>> Maybe they're gearing up for a big livakias style hype job. bb