Business Services Industry
Call Now, Inc. Sells Shares in Penson Worldwide IPO
Business Wire, May 18, 2006
SELMA, Texas -- Call Now, Inc. (OTC:CLNW) announced today that it sold 136,815 shares of Penson Worldwide, Inc. (NASDAQ:PNSN) in the Penson initial public offering priced at $17 per share. Penson is a provider of execution, clearing, custody, settlement, and technology infrastructure products and services to securities firms and others servicing the securities industry.
Call Now received 3,283,582 shares of Penson common stock in 2005 by converting a $6.6 million loan to Penson that was funded in 2003. Immediately prior to the initial public offering of Penson, a reverse 1-for-2.4 share stock split was affected, resulting in an adjustment of the Company's holding to 1,368,159 shares. Call Now elected to sell 10% of its Penson holdings, or 136,815 shares, in the IPO generating proceeds of $2,325,855 before underwriting discounts and commissions. Call Now utilized 79,899 of its Penson shares to participate in a "split-off" of Penson's non-core businesses into a newly formed entity, SAMCO Holdings, Inc. ("SAMCO"), prior to the IPO. SAMCO's operations involve fixed income underwriting, sales and trading, investment banking, public finance, research, institutional and high net worth sales, retail brokerage and registered investment advisory businesses, as well as offering private equity funds. After accounting for the Penson shares sold in the IPO and exchanged for SAMCO, the Company will continue to own 1,151,444 shares of Penson common stock.
Thomas R. Johnson, President and CEO of Call Now, Inc., is a director of Penson Worldwide, Inc.
Accounting Treatment
Management anticipates that, in accordance with Statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities," the remaining 1,151,444 shares of Penson stock will be classified as "available-for-sale" and valued on Call Now's balance sheet based on the closing price of the Penson shares at the end of each fiscal quarter and changes in quarter to quarter valuation will be recognized in a separate component of stockholders' equity. Management also anticipates that the value of the SAMCO shares will be based on a pro rata assignment of the original cost basis for the 79,899 Penson shares. This anticipated accounting treatment is subject to review by Call Now's independent registered public accountant.
Cautionary Note Concerning Forward Looking Statements
This press release may be deemed to contain forward-looking statements that involve risks and uncertainties concerning the future value of Call Now's stock holdings in Penson and SAMCO, and the accounting treatment of such shares. The value of such holdings is dependent upon factors which are outside of the control of Call Now. Accounting treatment is subject to review by Call Now's independent registered public account.
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