Aether Issues Clarification Regarding Registration Statement Filing and Announces NexGen Technologies 10b5-1 Plan
22 9월 2006 - 5:05AM
Business Wire
Aether Holdings, Inc. (the "Company") (Nasdaq:AETH) stated that in
response to inquiries from its investors it wanted to clarify
certain matters with respect to the Registration Statement on Form
S-3 it filed with the Securities and Exchange Commission ("SEC") on
Friday, September 15, 2006. As previously disclosed in Form 8-K
filed on June 7, 2006, the Company entered into a registration
rights agreement with the former security holders of UCC Capital
Corporation ("UCC"), including Robert D'Loren who now serves as the
Company's CEO and President. This registration rights agreement
requires the registration of 2.5 million shares of the Company's
common stock that were issued to the owners of UCC on June 6 as
initial consideration pursuant to the merger. In addition, the
registration rights agreement also required the registration of
warrants issued to Mr. D'Loren upon his hiring to purchase 125,000
shares of the Company's common stock and to Jefferies &
Company, Inc. to purchase 440,000 shares of the Company's common
stock as payment for acting as an advisor in connection with the
UCC acquisition. Mr. D'Loren's warrants vest on each of the first
three anniversaries of the UCC acquisition. The Jefferies &
Company warrant vested on June 6, 2006. The registration rights
agreement states that so long as he remains Chief Executive Officer
of the Company, Mr. D'Loren will not sell any shares of Company
common stock until 6 months following the UCC acquisition and for a
period of six months thereafter, will not sell more then one-third
of his shares, other than pursuant to a 10b5-1 plan. Mr. D'Loren
further stated that he, D'Loren Realty, LLC and the D'Loren family
trust have no intention of selling any shares in the near future.
Also, on September 21, 2006, NexGen Technologies, L.L.C., a limited
liability company controlled by David S. Oros, the Chairman of the
Board of Aether Holdings, Inc., entered into a Rule 10b5-1 trading
plan (the "Plan") with a broker, in accordance with Rule 10b5-1
under the Securities Exchange Act of 1934, as amended. Mr. Oros
entered into the Plan as part of his overall financial planning
strategy. The Plan specifies that an aggregate of 1.35 million
shares of Company stock may be sold periodically, subject to the
terms and conditions of the Plan between October 2, 2006 and April
30, 2007. All shares under the Plan will be sold in a manner so as
to minimize any potential impact on the market for the Company's
stock. Pursuant to the terms of the Plan, NexGen and Mr. Oros will
have no further control over the timing of stock sales under the
Plan. Sales made pursuant to the Plan will be disclosed publicly
through Form 4 and Form 144 filings with the SEC, as well as in
amendments to the Schedule 13D filed by NexGen and Mr. Oros with
the SEC. If all shares subject to the Plan are sold, Mr. Oros would
continue to beneficially own, directly and indirectly, 3,287,576
shares, or approximately 6.9% of the outstanding shares of the
Company's common stock. Rule 10b5-1 permits an insider to implement
a written prearranged trading plan entered into at a time when the
insider is not aware of any material nonpublic information about
the Company and allows the insider to trade on a one-time or
regularly scheduled basis regardless of any material nonpublic
information about the Company thereafter received by the insider.
Aether (NASDAQ:AETH)
과거 데이터 주식 차트
부터 5월(5) 2024 으로 6월(6) 2024
Aether (NASDAQ:AETH)
과거 데이터 주식 차트
부터 6월(6) 2023 으로 6월(6) 2024