Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Register for free to join our community of investors and share your ideas. You will also get access to streaming quotes, interactive charts, trades, portfolio, live options flow and more tools.
Green wavx
You Posted:
Thank you for your concern.
When you read some of the early posts regarding this mornings
news, it is obvious the poster is:
A. A Cynic
B. A Basher
C. A Short
D. All of the above
You forgot:
E. Intelligent
F. Insightfull
D. Savy
eamonnshute
Thanks Tony! The commercial application in Europe must be NEC, then there was the hospital in Puerto Rico..The rest is needs a PR darn it!....CL
eamonnshute
Help me out...There is Embassy and Embassy R..What is the difference? TIA. Embassy according to the most recent filing still needs 3 million to complete. I wonder if what they want is certified and completed?. Well at least you all know why SkS was in CA last week. Sure hope it pans out for you all....CL
Ramsey2....Hey, the guys at Cubic were buying! How come they could and Steven Couldn't?
http://biz.yahoo.com/t/C/CUB.html
IAMSAM, Your facts are indisputable. A conclusion that the relationship with Comodo will bear fruit or that by Wave being a contributing member of TCG will allow it too monopolize TCG standards is not reasonable. TCG exist so that the new TPM technology will be compatible across hardware and software platforms. It's not an organization founded so Wave can attend meetings and exploit any advantage over any other application provider. Quite the opposite. It is there so all will understand and be able to write applications for TPM's. If Wave comes up with a killer application, all will have equal access to TPM technology to compete. They will be able to design TPM applications just like Adobe did and although you may not see specific Wave Premium services packaged together, individually IMO the features that are important from Waves Premium Services will pop up in other providers products. Adobe, Infineon HP are just three examples of TPM technology being utilized by the industry. I can not see how an underfunded, inexperienced company from Lee Ma with absolutely no track record in servicing a customer can capitalize on a couple of utilities and services that will be designed and deployed by the biggest and best in the industry.
Usually when I see smoke, I run, I don't wait for the fire.....
CPA. While you got the SEC's ear, can you ask them if there is any legal grounds to justify no insider buying?. I would like to know if they consider the CEO's statement that insiders have not been buying on advice of counsel due to the material events about too happen legitimate......TIA
CPA/RACHEL
Wave has already publicly announced their intent to sell their interest in SSPX and may have even registered the shares for sale.
As attractive as SSPX may be, I concur with you CPA. I can't see anyone rushing that sale given Waves current cash position.
They may wait till SSPX is a BB stock and at the very least could wait till the last hour in October when Wave is on fumes....CL
OT Trance, MIght as well bust out the plastic now..3 to 18 posts won't get you past your morning Corn Flakes...CL
doma..Then why the secure hub? What they display and what makes it to production are often two different things. If the chip is a TPM and the port is anchored to that TPM I would think it would provide the same security. What you are saying is the chip needs to be in the key board to protect the information on a 24 inch cord going to the PC. IMO only in the most secure environments would that be necessary......CL
eamonshute, If the USB Hub is trusted, then very inexpensive keyboards with simple readers (no chips) may be used with the same effectiveness as an Embassy key board for a whole lot less money. Just a thought. We all know keyboards are disposable and replaced daily as a result of simple coffee spills. It would make more sense to have the port trusted than the keyboard. How do you replace an Embassy keyboard after bumping your espresso into it? In the design process, you start out with the big expensive solution, then try to accomplish the same tasks with cheaper easier to deploy technology. I wonder who's utility is driving that Trusted USB Port? I think every application provider is working on implementing TPM solutions to there present line of products.....CL
Thanks Eamonshute! Message adjusted...
eamonnshute Doesn't look like a good short to me..
bttb..Paypal was purchased by Ebay..I wonder if SkS knew?...CL
Snackman62..I'm not the CEO of the company, and my Judgement has proved sound. My decision to stay on the sidelines since mid 2000 with the exception of a few trades (some good some bad) has proven to be the correct trade. As far as wave going back to the BB, if the shareholder equity falls below 5 million OR the share price remains below a buck they will face delisting. Are you of the opinion delisting will not happen? TIA.....CL
Snackman62, SkS has made plenty of statements and revenue projections that where publicly recorded on quarterly CC's that did not materialize. Case in point when he reiterated Pacific Grows revenue projections that have still not materialized. What makes this time different? TIA...CL
Snackman
Do you think or did SKS think this buyout would or could happen before wave runs out of cash Oct 15, 2003? TIA...CL
Some would regard this as "hype"
All one has to do is get $1.50 in a private sale of it's SSP stock and it's a done deal. No dilution and money in the bank. So please don't say it's impossible because that is not the truth.
All one has to do is get Wave to 50 and everyones problems are solved as well.......CL
Snackman,
SSPX is currently trading at .80 with an average daily volume of under 6 thousand shares. It is also currently undergoing the NASDAQ delisting process.
Did SkS share any inside information about any bids for SSPX at almost double it's current share price?
Your assumption SSPX will rise to 1.50 is either based on inside information or base less hype. Which is it..TIA CL
Skoal......Glad to see you back! You saved me back in 2000! Not sure if there is anything to Wavx. If you read the board long enough the Kool Aid seems to have an effect. One must remain focused on technicals, fundamentals and reality to preserve ones capital. I will let you know if this thing starts to rumble. Good to see you....CL
Eamonshute....
Maybe it's a multiple choice proxy?.....Circle the amount of shares you want to vote on and send it in bearing in my mind dilution means nothing....CL
Your right, I read the writing 115 million, thought it said 150. So it's 115, 120, 135....Guess they compromised with 120 million...CL
One thing is for sure, They couldn't decide between 120 135 and 150 million shares....The 135 to 150 is for next years meeting. CL
It's nice how you proudly display the flag, as you make fun of a board that was founded on the principals of free speech and at the same violate about the only rule which is using vulgarity.....Sorry I am disgusted with your post..
Matt, How about if we just took the ticker off?
SkS, Why not write the header for the board? At least the introduction to Wave Systems will be up to date and indisputable!!! TIA.......CL
You got it!!! Not sure what it pays but there guaranteed to be little to do..Thanks for the first post!!
Maybe not, but your welcome. If I go, I will probably be wearing my kevlar underwear and have a name tag on that says Barge......CL
et was left blank because they could not have the meeting till this proxy was approved by the SEC. The document needed to be approved/printed/mailed 10 days before the ASHM. The SHM may have been delayed if the approval of the proxy was delayed. It's on for the 08/04/03...I kind of wish it was delayed until the q2 numbers came out. How can anyone ask proper financial questions without fresh numbers?.....CL
I bet (for fun) Wave will announce they will be in Intels Booth for the fall show the day of the meeting. Just a guess......
WaveXpress
It appears options for WaveXpress shares are being granted. More founders shares????? Who is Archon technologies inc???
Bolds are mine..
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table provides information about securities authorized for issuance under the Company's equity compensation plans.
Plan Category
--------------------------------------------------------------------------------
Number of Securities to be issued upon exercise of outstanding options warrants and rights
(a)
--------------------------------------------------------------------------------
Weighted Average
exercise price of
outstanding options,
warrants and rights
(b)
--------------------------------------------------------------------------------
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
(c)
--------------------------------------------------------------------------------
Equity compensation plans approved by security holders 10,846,298 $ 5.45 1,265,203
Wave equity compensation plans not approved by security holders
129,365
5.10
—
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Total Company plans
10,975,663
$
5.44
1,265,203
WaveXpress equity compensation plans not approved by security holders(1)
1,402,841
$
1.21
1,069,382
--------------------------------------------------------------------------------
(1)
The WaveXpress equity compensation plans provide grants of options to purchase shares of WaveXpress Common Stock. Accordingly the WaveXpress equity plans have no dilutive effect on the existing shareholders of Wave.
Wave Equity compensation plans not approved by security holders are comprised of the following:
In connection with a software development agreement that the Company entered into with Archon Technologies, Inc. ("Archon"), the Company issued to Archon a warrant to purchase 50,000 shares of Class A Common Stock at $3.48 per share, pursuant to an individual compensation plan with Archon (the "Archon Plan"). The warrant became exercisable on November 9, 2002, and expires on November 9, 2007. No additional warrants are required to be granted pursuant to the Archon Plan.
2
--------------------------------------------------------------------------------
Details on the financing from the proxy.........................
Bolds are mine that cover the points I made earlier. My previous post this morning was very close on all the numbers. I did that out of memory ....
On April 30, 2003 (the "Original Issuance Date"), the Company issued 548.50 shares of its Series H Stock, in a private placement to a group of accredited investors for an aggregate purchase price of $5,485,000 (the "Financing").
The Series H Stock is initially convertible into 7,217,105 shares of the Company's Class A Common Stock at an initial conversion price of $0.76 per share. Pursuant to the Purchase Agreements, the conversion price will be proportionately decreased upon a stock split of the outstanding Class A Common Stock by the Company. The conversion price will be proportionately increased if the Company combines the outstanding Class A Common Stock. In the event the Company issues stock dividends, the conversion price shall be adjusted so that the holders of the Series H Stock shall receive upon conversion thereof, the number of additional shares of Class A Common Stock they would have received had their Series H Stock been converted into Class A Common Stock beforehand. Proportional adjustments are also made to the conversion price upon reclassifications, exchanges or substitutions of the Class A Common Stock. If the Company sells additional shares of Class A Common Stock or its equivalent at a price per share less than the current conversion price, such conversion price shall be adjusted using a weighted average basis for adjustment.
Dividends on the Series H Stock accrue on the initial liquidation preference amount of each share ($10,000) at an annual rate of 10%, increasing to 12% on April 30, 2004. Subject to certain conditions, each share of Series H Stock carries a mandatory conversion provision whereby if the closing bid on the Company's Class A Common Stock exceeds $1.90 for 15 of 20 consecutive trading days, the Series H Stock shall automatically convert into Class A Common Stock at the conversion price then in effect.
Also pursuant to the Purchase Agreements, the holders of the Series H Stock have the right of first offer and refusal in any subsequent offer or sale to, or exchange with any third party of Class A Common Stock or any securities convertible, exercisable or exchangeable into Class A Common Stock, except under certain circumstances. If the Company does a private equity or equity linked financing within the one-year period after April 30, 2003, the holders of the Series H Stock may exchange the Series H Stock for the securities in such financing. Upon the occurrence of certain major transactions (including (i) the consolidation, merger or other business combination of the Company with or into another entity; (ii) the sale or transfer of more than 50% of Wave's assets, other than (A) the sale or transfer of inventory in the ordinary course of business, (B) the sale or transfer of the stock or assets of WaveXpress, or (C) the sale or transfer of the assets of SignOnLine; or (iii) acquisition by a third party of more than 50% of the outstanding shares of Class A Common Stock), the holders of the Series H Stock shall have the right to redeem the Series H Stock at a price per share equal to 100% of the liquidation preference amount plus accrued and unpaid dividends. Upon the occurrence of certain triggering events (including (i) so long as any shares of Series H Stock are outstanding, the effectiveness of this registration statement lapses for any reason or is unavailable to the holder of the Series H Stock for sale of the shares of Class A Common Stock, and such lapse or unavailability continues for a period of ten (10) consecutive trading days, and the shares of Class A Common Stock into which such holder's Series H Stock can be converted cannot be sold in the public securities market pursuant to Rule 144(k), provided that the cause of such lapse or unavailability is not due to factors solely within the control of such holder of Series H Stock; (ii) the suspension from listing or the failure of the Class A Common Stock to be listed on The Nasdaq National Market, The Nasdaq SmallCap Market, OTC Bulletin Board, The New York Stock Exchange, Inc., The American Stock Exchange, Inc., or another securities exchange, quotation system or market, for a period of five (5) consecutive days; (iii) the Company's notice to any holder of Series H Stock, including by way of public announcement, at any time, of its inability to comply or its intention not to comply with proper requests for conversion of any Series H Stock into shares of Class A Common Stock; (iv) The Company's failure to comply with a conversion notice within ten (10) business days after the receipt by the Company of such conversion notice; or (v) the Company breaches any representation, warranty, covenant or other term or condition of the Purchase Agreements, or any other agreement, document, certificate or other instrument delivered in connection with the Financing, except to the extent that such breach would not have a material adverse effect and except, in the case of breach of a representation, warranty, covenant or other term or condition which is curable, only if such breach continues for a period of at least ten (10) days), the holders of the Series H Stock shall have the right to redeem the Series H Stock at a price per share equal to 120% of the liquidation preference amount, plus any accrued and unpaid dividends. The Company currently has no other commitments in place for future issuances of common stock or any other securities. The Company has a sufficient number of shares authorized in which to convert and exercise the Series H Securities up to the Share Cap.
Also, as part of the transaction, the Company issued to the investors the Series H Warrants. The Series H Warrants can initially be exercised for an aggregate of 3,608,553 shares of Class A Common Stock. The Series H Warrants have a five (5) year term and an initial exercise price equal to $1.13 per share. Commencing eighteen (18) months after April 30, 2003, the Company may call up to 100% of the Series H Warrants if the market value of its Class A Common Stock exceeds 250% of $1.13 (subject to adjustment pursuant to the terms of the Series H Warrants) for a minimum of fifteen (15) business days during any twenty (20) consecutive business day period. The number of shares of Class A Common Stock issuable upon conversion or exercise of the respective Series H Security, as described in these paragraphs, is limited by the Share Cap as set forth below.
Shareholders wishing further information concerning the rights, preferences, and terms of the securities are referred to the full description thereof contained in the Company's Current Report on Form 8-K filed with the Commission on May 7, 2003 and the exhibits to such report.
Pursuant to Nasdaq Rule 4350(i), the Company must obtain shareholder approval for the issuance or potential issuance of securities representing twenty percent or more of its outstanding listed securities or twenty percent or more of the voting power outstanding before the issuance. Pursuant to the terms of the Purchase Agreements, the Company is required to solicit such shareholder approval for the issuance of shares of Class A Common Stock upon conversion of or in lieu of cash dividends on the Series H Stock and upon the exercise of the Series H Warrants. Accordingly, absent shareholder approval, the terms of the Purchase Agreements provide that the Company can issue up to 10,031,095 shares of Class A Common Stock (the "Share Cap") upon conversion and exercise of the Series H Securities, and upon payment of dividends accruing on the Series H Stock. The Share Cap represents 19.99 percent of the shares of Class A Common Stock outstanding prior to the Original Issuance Date minus the shares of Class A Common Stock issuable upon the exercise of warrants issued to the placement agents and sub-placement agents for their services in connection with the issuance of the Series H Securities. If holders of the Series H Securities convert and or exercise such securities for the number of shares of the Company's Class A Common Stock equal to the Share Cap, the holders of the Series H Stock would hold 16.06% of the Company's outstanding Common Stock. If the Company obtains shareholder approval, it will only be limited in the number of shares of Class A Common Stock that could be issued upon conversion of or in lieu of cash dividends on the Series H Stock and upon exercise of the Series H Warrants by the amount of shares of Class A Common Stock authorized by the Restated Certificate of Incorporation and such issuance of shares of Class A Common Stock will no longer be subject to shareholder approval under Nasdaq Rule 4350(i). If all of the Series H Securities are converted and or exercised, in the event that Proposal No. 5 is approved, the holders of the Series H Stock will obtain approximately 17.12% of the Company's outstanding Common Stock. Additionally, in the event dividends are declared on the Series H Stock and the Company elects to pay such dividends in shares of Class A Common Stock, the dilutive effect of such issuance of shares would be approximately 1% per year. IF THE COMPANY DOES NOT OBTAIN SHAREHOLDER APPROVAL AND, THEREFORE, CANNOT ISSUE SHARES OF CLASS A COMMON STOCK IN EXCESS OF THE SHARE CAP DUE TO RESTRICTIONS RELATING TO NASDAQ RULE 4350(i), THE COMPANY MAY, AS OF AUGUST 15, 2003, BE REQUIRED TO REDEEM THE SERIES H SECURITIES CONVERTIBLE INTO OR EXCHANGEABLE FOR CLASS A COMMON STOCK IN EXCESS OF THE SHARE CAP PURSUANT TO THE TERMS OF THE PURCHASE AGREEMENTS, IF ANY HOLDER OF SUCH SERIES H SECURITIES EXERCISES ITS OPTION TO CAUSE THE COMPANY TO REDEEM SUCH SERIES H SECURITIES.
If Proposal No. 5 is not approved, the Company would be required to redeem approximately 40.26 shares of Series H Stock at the greater of the liquidation preference amount or the liquidation preference amount proportionately increased by increases in the market value of the Company's Common Stock plus any accrued and unpaid dividends. Accordingly, the amount that the Company would be required to redeem in cash if Proposal No. 5 is not approved assuming all holders of Series H Stock elected to redeem the Series H Securities in excess of the share cap would be a minimum of $402,260 plus accrued and unpaid dividends.
An affirmative vote of a majority of the total votes cast on this Proposal No. 5 in person or by proxy is required to approve the proposed issuance of shares of Class A Common Stock.
The Board of Directors deems Proposal No. 5 to be in the best interests of the Company and its shareholders and recommends that the shareholders vote "FOR" approval of the proposed issuance of shares of Class A Common Stock.
The proxy is out. Here is the link....
http://knobias.10kwizard.com/contents.php?ipage=2252613&repo=tenk
Tampa
We already know there was a mistake in the filing that had two different SHM schedule dates. That alone should delay the registration and proxy. I would like to see the SHM after the Q2 numbers come out. Then we will have 45 day old financial information and be able to ask questions. You know they will be released at the last possible moment.....due 08/15 CL
cricket...
My last post on the subject....
My question to snackman:
You guys are banking an awefull lot on Attestation. Barge or snackman62, did SkS emphasize the importance and any potential revenue stream from Attestation over dinner???? TIA.....CL
His answer:
Your arguements are really not worth the time to answer.
Snackman
I still don't and neither does the community have the answer to to my question. Seems a bit disengenious when the board moderator won't answer a simple question. I spent a lot of time on a post on financing because I felt concerned that some here may not have understood the deal wave got. I answer almost every question people have. I am sorry, I consider Snackman62's answer insulting to me and the rest of the community.
I guess SkS did not mention Attestation at dinner or Snackman62 would have answered the question. It seems if the answer does not suite his bullish stance, one can expect an insulting post back rather than the correct answer....CL
cricket...
"The TDS is the application service provider’s interface to the TAN and guarantees that trustlets are created within the security boundaries of the EMBASSY Trust System (ETS).
This clearly states Embassy Trust Systems...Is the vanilla TPM running Waves Premium Service considered Embassy trust System??
It's kind of a good if it is, good if or isn't type thing.
If it's Embassy, it still needs 3 million to complete.
If it's NOT Embassy, It's not a working vanilla TAN.
I'm just not clear on it.....CL
Attestation gives wave an assumed exclusive on premium services, that is if Verisign does not replicate it. That why I think it was important. Well, does Steven think it is important. Did he mention it? TIA and please don't try to dilute the importance of Attestation....CL
cricket...On these boards I have read that the one thing wave has an exclusive on is Attestation. Everything else can be copied. you just stated that attestation is a ten million dollar license. I think it is important if the CEO feels it is a viable revenue stream. I respectfully disagree with you...CL
bowave...
Lay off any person that has nothing to do with the most viable and upcoming revenue stream. Anyone that has nothing to do with Safekeeper and premium services are gone. If need be close Wave Express, not appoint another 250k CEO. Work without pay or just enough to pay the bills at home like I have done on and off for years as my business hit financial barriers. No business can survive without strict fiscall discipline. I have cut my payroll nearly 33% this year with a 30% rise in sales. Shows you how much fat there is in any business. I would also cut up any company credit cards for anyone that did not travel and put daily charge limits on those cards. I would also hire someone with OEM deployment sales experience from Symantec or Mcafee, some one with contacts. To me that is better money spent then leaving dad in charge of wavexpress which seems to be written off by know. Imagine the salesman we could get for Peters salary and expense money??? One more thing, no first class travel, and air miles belong to the company.
That is where I would start. Can't get any more specific than that without spending more time in Lee. I would not keep the plan a secret. I have seen any stocks rally when they announced restructuring and cst cutting measures. Can't give you anymore details unless I spent a lot of time in Lee first.....CL
Ramsey,
That's exactly the email I was think of. What was he refering too? Could you please repost the email if you have it. Thanks very much...CL
Snackman62,
Is it safe for all to assume SkS did not speak of attestation and not mention a revenue stream from it? Don't answer it for me, answer the question for everyone else who is banking on Attestation being waves ticket. You,re not being fair to everyone else. It's not fair to leave that question unanswered for the rest of this community......CL
I would do exactly what I am doing. Not own the stock, wait as the 12 million shares get absorbed. Wait as the future finance shares get absorbed (as many as 15 to 20 million) further eroding the stock price, and if they ever get a viable business plan with some sales, buy in after the the plan was paid for by all those that bought in prematurely that paid for all of Stevens First Class travel, loans, mistakes, bonuses, failed business ventures and anything else you can think of that they blew $200 million on. I am of the opinion that Steven is wrong and is in denial and there will be plenty more rounds of financing before we bury this thing or it survives. Who knows , maybe one of those rounds will also bring in competent management investors on WS will trust and then Steven can concentrate on deployment or whatever he does best.....CL