Posts tagged as:

SEC

OpenTable To IPO This Year

by Jason Wilk on May 7, 2009

  • OpenTable, the popular restaurant reservation website, plans to raise as much as $48.3 million in an initial public stock offering that would make it the second US technology start-up to go public this year. Shares will be offered for $12 to $14. The company is selling 1.57 million new shares, while existing investors are selling 1.43 million. The four largest shareholders, venture capital firms led by Benchmark Capital, aren’t selling shares. OpenTable reported a loss of $1.02 million last year as it expanded into Europe. The company runs the OpenTable.com site and sells software that 10,645 restaurants use to manage their tables and keep track of clients’ preferences. (Boston)
  • Highlight: Sales rose 36 percent last year

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Carol Bartz Compensation Plan

by Jason Wilk on January 16, 2009

  • Breakdown of Yahoo’s new CEO compensation. A little ridiculous considering her experience running a search/advertising company (which is none)

1. Compensation. Your starting annual base salary will be at the rate of one million dollars ($1,000,000) per annum, less applicable taxes and withholdings, paid in accordance with the Company’s normal payroll practices and subject to annual review for increase (“Base Salary”). You will also be eligible to receive an annual target bonus of two hundred percent (200%) of your annual Base Salary (“Target Bonus”) to be determined by the Compensation Committee of the Board (the “Compensation Committee”) in its discretion based on your performance and the Company’s performance for the relevant year. The bonus program will have a maximum bonus of two (2) times the annual Target Bonus.

2. Inducement Stock Option Grant. As a part of the Company team, we strongly believe that ownership of the Company by our employees is an important factor to our success. Therefore, as part of your compensation, the Compensation Committee will grant you at its next scheduled meeting at which equity grants are to be made (currently scheduled for January 30, 2009) (the “Grant Meeting”) an option to purchase five million (5,000,000) shares of the Company’s common stock (the “Inducement Option”). The per share exercise price for the Inducement Option will be the fair market value of a share of the Company’s common stock on the date of grant as determined by the Compensation Committee… The Inducement Option shall be exercisable for seven (7) years from the date of grant, subject to earlier termination as provided herein, in the Plan and the applicable notice of stock option grant and stock option agreement.

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The SEC Blows A Whistle On Itself

by Jason Wilk on November 30, 2008

  • As Mark Cuban pointed out this morning, (an appropriate post considering he is in trouble with them), the SEC system has some broken pieces inside of it and the legendary finger pointer is finally turning its finger back at itself.
  • As most would not think, employees and executives of the SEC are actually able to play the stock market. Not that they shouldn’t have a fair chance to invest their money, but doesn’t allowing them to invest in individual bonds or stocks seem just a little bit ‘insider to you?’
  • What policy currently governs this? Well, there is a SEC policy in place that outlines do’s ad don’t of trading stock, most of which emphasizes employees not investing in a company they are inpecting. But as Cuban points out, “if you know about actions of one company, even if you don’t trade that company, doesn’t that provide you insight into an entire industry ?” Sounds very unfair.
  • It gets worse. In a recent Inspector General’s Report to Congress regarding the SEC, they had determined the current system in place governing the SEC is “insufficient to prevent and detect insider trading on the part of
    Commission employees
    or violations of the Commission’s rules”
  • The recent investigation found that the reports employees are required to file when they buy, sell or own securities are not meaningfully reviewed or sufficiently checked for conflicts of interest. So in a nutshell, for the last decade or longer, SEC employees have been bringing down insider traders, while they have been operating under their own non-regulated umbrella for personal investments. Serious joke.

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  • Yesterday, the SEC issued its formal cease-and-desist letter outlining its reasoning for characterizing Prosper and other P2P Lending destinations as ’sellers of investment’.
  • Prosper, the first mover in this space had been trying to ditch the stigma that they were selling investment, but they absolutely were. Now they must register with the SEC to relaunch the business; a process that can take months.
  • With so many Americans in trouble now, and unable to get credit, these niche marketplaces for loans have turned into ‘business to consumer’ lending havens and they should definitely have to register with the SEC
  • New to the scene, Loanio also has to shut down until the SEC approves their registration. This is good news for Lending Club, the Facebook app that filed with the SEC in April and is about to get approved for every state next week.

TC

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http://www.mpsaz.org/mrsandom/mrsandom/mamma_reg.gif

  • Mark Cuban in 2004 was a major stakeholder in search engine Mamma.com. 
  • He started to sense things were not going well for the company when they told him that they were going to engage in PIPE financing
  • Mark sold his shares on the news, which had not gone public yet and the next day, prices fell nearly 10% (price has never returned again) 
  • I’m sure there is an explanation for all of this coming soon. 

TC, Blog Maverick

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