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Re: siriusadult post# 4337

Wednesday, 02/14/2007 3:00:47 AM

Wednesday, February 14, 2007 3:00:47 AM

Post# of 9101
Anti-Dilution Provision

A provision in an option or a convertible security. It protects an investor from dilution resulting from later issues of stock at a lower price than the investor originally paid. Also known as an "anti-dilution clause".

Ok, so most of us paid more than $1.61, which is the average of ALL the 'extra stuff' that contributed to dilution--10,860,263 shares handed out in the 1st 3 quarters of 2006, some exercised with values starting at $1, up to $3.87 per share, and some not yet exercised.

Restricted Stock

Insider holdings that are under some other kind of sales restriction. Restricted stock must be traded in compliance with special SEC regulations

Insiders are given restricted stock after merger and acquisition activity, underwriting activity, and affiliate ownership in order to prevent premature selling that might adversely affect the company. Restricted stock cannot be sold without registration with the SEC (under the Securities Act of 1933)or some other special exemption.

And I have not got the numbers on restricted stock, yet...but I think the worse case scenario is what the Wall Street guys look at, anyhow...so I hear....

DILUTED EPS
A performance metric used to gauge the quality of a company's earnings per share (EPS) if all convertible securities were exercised. Convertible securities refers to all outstanding convertible preferred shares, convertible debentures, stock options (primarily employee based) and warrants. Unless the company has no additional potential shares outstanding (a relatively rare circumstance) the diluted EPS will always be lower than the simple EPS.

Remember that earnings per share is calculated by dividing the company's profit by the number of shares outstanding. Warrants, stock options, convertible preferred shares, etc. all serve to increasing the number of shares outstanding. As a shareholder, this is a bad thing. If the denominator in the equation (shares outstanding) is larger, the earnings per share is reduced (the same profit figure is used in the numerator).

This is a conservative metric because it indicates somewhat of a worst-case scenario. On one hand, everyone holding options, warrants, convertible preferred shares, etc. is unlikely convert their shares all at once. At the same time, if things go well, there is a good chance that all options and convertibles will be converted into common stock. A big difference in a company's EPS and diluted EPS can indicate high potential dilution for the company's shares, an attribute almost unanimously ostracized by analysts and investors alike.












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