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ITEM 5.
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MARKET FOR REGISTRANT’S COMMON STOCK AND RELATED SHAREHOLDER MATTERS
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Market Information
Our common stock has been quoted on the Nasdaq National Market under the symbol “DSCM” since our initial public offering on July 27, 1999. Prior
to that time, there was no public market for our common stock. The following table sets forth, for the periods indicated, the high and low sales prices of our common stock, as reported by the Nasdaq National Market.
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High
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Low
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Fiscal Year Ended January 2, 2005
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First Quarter
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$
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8.00
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$
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4.76
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Second Quarter
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$
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6.08
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$
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2.89
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Third Quarter
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$
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3.52
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$
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2.02
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Fourth Quarter
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$
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3.98
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$
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2.91
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High
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Low
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Fiscal Year Ended December 28, 2003
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First Quarter
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$
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4.23
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$
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1.99
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Second Quarter
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$
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6.29
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$
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3.33
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Third Quarter
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$
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9.19
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$
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4.53
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Fourth Quarter
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$
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8.90
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$
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4.90
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Holders
On March 2, 2005, the last reported sale price of our common stock on the
Nasdaq National Market was $2.15 per share. As of March 2, 2005, there were approximately 834 holders of record of our common stock, although there are a much larger number of beneficial owners.
Dividends
We have never declared or paid cash or stock dividends on our capital stock. We currently intend to retain all available
funds and any future earnings for use in the operation and expansion of our business and do not anticipate paying any dividends in the foreseeable future.
Recent Sales of Unregistered Securities
On October 12, 2004, we entered into a settlement agreement and mutual release, dated as of October 7, 2004, with Arlington Contact Lens Service, Inc., or
AC Lens, in connection with the settlement of a lawsuit relating to a commercial dispute between us and AC Lens. Under the terms of the settlement agreement, we issued 135,930 shares of our common stock to AC Lens. The issuance of these shares was
exempt from registration under the Securities Act of 1933, as amended, or the Securities Act, as a private offering under Section 4(2) of the Securities Act.
On February 14, 2005, in connection with the performance of services, we issued to Heidrick & Struggles, Inc. a warrant to purchase 125,000 shares of
our common stock at $2.36 per share. The issuance of this warrant was exempt from registration under the Securities Act as a private offering under Section 4(2) of the Securities Act.
On March 2, 2005, we issued 10 million shares of our common stock to Ziff Asset Management, L.P. for an aggregate purchase
price of $26.0 million in cash. The sale of these shares was exempt from registration under the Securities Act as a private offering to an “accredited investor” under Section 4(2) of the Securities Act and Rule 506 of Regulation D under
the Securities Act.
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