Proposed Increase in authorized shares of Common Stock/prefered conversions
TO THE SHAREHOLDERS:
NOTICE IS HEREBY GIVEN that the Annual Meeting of Shareholders of
ViewCast.com, Inc. (formerly MultiMedia Access Corporation), a Delaware
corporation (the "Company"), is scheduled to be held on July 22, 1999 at 1:30
p.m., local time, at the offices of the Company, 2665 Villa Creek Drive, Suite
200, Dallas, TX 75234 for the following purposes:
1. To elect five directors to serve for the terms of office
specified in the accompanying proxy statement and until their
successors are duly elected and qualified;
2. To approve an increase in authorized shares of Common Stock of
the Company from 30,000,000 to 40,000,000;
3. To approve the convertibility of Series B Preferred Stock;
4. To approve an increase in the shares of Common Stock as to
which options may be granted under the Company's 1995 Employee
Stock Option Plan from 3,900,000 to 4,900,000;
5 To ratify the appointment of Ernst & Young LLP as independent
auditors for the Company for fiscal year 1999; and
6. To transact such other business as may properly come before the
meeting and any adjournment thereof.
the Company has agreed to use its best efforts to obtain shareholder
approval to permit the conversion of the shares of Series B Preferred Stock to
up to 2,606,896 shares, or 21.5%, of outstanding shares of Common Stock of the
Company as of February 24, 1999 at this meeting.
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