Wave Systems Corp. (fka WAVXQ)

[Fullmoon]

Rach, CL is busy doing a google search

To answer your question, they'll be able to sell shares once the registration becomes effective and when the price reaches the price they want. To accomplish this they'll hire an underwriter beforehand. The underwriter (hopefully not Pacific Growth Equities) can buy the amount of shares being offered and then re-sell them to their clients. Let's say the price is $10 and Wave wants to sell a million shares. The underwriter will pay Wave something less, say $9.50 for proceeds to Wave of $9,500,000. The underwriter will then price the secondary (shelf) stock to sell to their clients, in my example $10 (after all, who'll pay more if the stock is at $10? They'll just buy it on the mkt, not on the offering). Assuming everything sells, the underwriter receives $10,000,000 for a $9,500,000 "investment", but out of this profit of $500,000 comes the underwriting expenses, brokerage commissions, legal, accounting, etc.

The other method is called "best efforts" where the underwriter tries his best to sell a million shares, but is not held on any unsold shares.

The beauty of a shelf offering is the ability to time the sale when it is to your advantage.

hope this helps