10/05/2000 Shell List ALERT
REVERSE MERGER: Our profile list stock BCSC (.04x.06)will reverse merge into AutoVenu, Inc., a software developer targeted at specific business-to-business e-commerce industries. It appears this was a very quiet deal considering no shares traded today after the SEC 8-K form was filed. The float appears to be about 3.5mil shares (not including the old insider holdings).
-MARK MOLDENHAUER, the new President, Secretary, and Director will own 82% of the common stock and 95% of the preferred stock. He was previously VP of AutoTradeCenters.com (OTCBB: AUTC, $2). Following is his bio from AUTC: Since 1986, he has been engaged in the business of arranging public and private mergers, acquisitions, and the placement of equity and debt financing through his firm, MRM Consultants. In connection with rendering those consulting services, he has served as a director of numerous public and private companies. Mr. Moldenhauer was involved in management consulting services from 1980 to 1985 through Ball Management. From 1978 to 1980, he was a tax specialist for the Adolph Coors Company in Golden, Colorado, and from 1976 to 1978, he worked as an auditor for the national accounting firm then known as Peat, Marwick, Mitchell & Co. He received a master's degree in accounting from the University of Arkansas in 1976.
-From their 09/25/2000 8-K filed 10/05/2000:
-On September 25, 2000, the registrant entered into a Share Exchange Agreement with the shareholders of AutoVenu, Inc., a Delaware corporation, and consummated the acquisition by exchanging 303.7241 shares of the registrant's common stock and 6.393 shares of the registrant's to be created Series A preferred stock for each issued and outstanding share of common stock of AutoVenu, Inc. The Series A preferred stock will be convertible into 100 shares of common stock without additional consideration.
-AutoVenu, Inc. is a private software development company based in Scottsdale, Arizona. AutoVenu, Inc. intends to develop and market a suite of proprietary software applications targeted at specific business-to-business e-commerce industries. As the parent company of AutoVenu, Inc., the registrant intends to continue the development and business of AutoVenu, Inc.
-As a result, the AutoVenu Shareholders will collectively own 85,953,920of the then outstanding shares of BCS Common Stock. and 1,809,216 shares of BCS Preferred Stock.
-The authorized capital stock of BCS consists of 100,000,000 shares of common stock, no par value, and 10,000,000 shares of preferred stock, no par value. The issued and outstanding capital stock of BCS consists of 14,046,080 shares of common stock, no par value per share. |
