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Technology Stocks : RRRR: Rare Medium Group (soon to be) formerly ICC -- Ignore unavailable to you. Want to Upgrade?


To: ztect who wrote (444)4/24/1999 11:48:00 AM
From: TradeOfTheDay  Respond to of 1150
 
We do know that YOU are an attorney...perhaps you could enlighten us as to what YOUR role is in this company ? Letting us know YOUR qualifications would be a good start at disclosure... thanks

Careful, careful... lots of eyes watching this thread... it's made the Hot List. Kudos to you , for starting such an interesting thread and bringing it to everyone's attention. I look forward to learning more.



To: ztect who wrote (444)4/24/1999 11:49:00 AM
From: Mama Bear  Read Replies (2) | Respond to of 1150
 
ztect, Christian is a fairly perceptive fellow, usually he's pretty accurate in his posted analysis. I don't think he's an SEC attorney, of course neither do I think that is required.

BTW, I've got no position in RRRR right now. I was shorting it yesterday, and am inclined to play it from that side. I notice a certain familiar smell coming from the issue.

BTW, congrats on getting in so low. Could you share a few pointers on how you find these deals in front of the publicity?

Barb



To: ztect who wrote (444)4/24/1999 6:02:00 PM
From: Anaxagoras  Read Replies (1) | Respond to of 1150
 
<<Pretty creative......
Would love to run both the language of the 10-k and that
interpretation of the 10-k past an SEC attorney.

Is Christian an SEC attorney or someone just trying to
lend credence to his argument?>>


I've refrained from discussing this (Christian's remarks shouldn't have been posted originally), but there's a lot of confusion here that I think I can quickly clear up. This is not a big deal to understand. Dig up the SPA which you'll find in an Item 7 entry on the 8-K filed 3/4/99.
edgar-online.com

The crucial idea here to grasp is in the following:
<<(c) Upon Conversion of Debenture at Floor Price. In the event that the holder of this Warrant converts any of such holder's Debentures at a Conversion Price equal to the Floor Price, then the Exercise Price as to a number of Warrant Shares issuable upon exercise of this Warrant shall automatically be reduced to $.01 (the "Floor Price Reset"). >>

So when the conversion price hits and goes through the floor, the holder gets warrants whose strikes go to a penny- exactly how many warrants get reset is a function of how far beneath the "floor" (cough, cough) the stock goes; the lower, the greater the number of reset warrants, and so the greater the number of shares the debenture guys get. If you want to see exactly how it works you can play with the mechanics by running numbers through the formula described in the filing. Although technically speaking the convertible debenture has a floor, the financing deal in effect does not because of the warrants and the way they are tied to the conversion of the debentures. This dodge is really pretty simple once you grasp it; you don't need an SEC attorney to explain it to you, and the crap about "just lending credence" doesn't wash. It's a floorless.

Anaxagoras