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Biotech / Medical : Fountain Pharmaceuticals (FPHI)

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To: Mark Fisner who wrote (21)8/12/1997 1:39:00 AM
From: Mark Fisner   of 78
 
Peter - Thought you may be interested:

I've been (trying) to go though the Company's 8-k form filed with the SEC on 7/31/97 (this covers the financing agreement). The company is doing some fairly serious reorganization. Here are some superficial items:

1) The Company will implement a 1:10 reverse stock split soon. No date was given.

The following are statements from within the form (bolding is mine):

SUBSEQUENT FINANCING. The Parties acknowledge that the Company may require additional financing to continue to expand its business. In this regard, the Buyer has agreed to undertake in a commercially reasonable manner such efforts as may be necessary to assist the Company in obtaining additional financing. Notwithstanding the foregoing, the Buyer's commitment shall be
limited to undertaking those acts that are reasonable and appropriate given the financial and other capacity of the Buyer and shall not require the Buyer to make any further or additional investment in the Company. In addition, nothing herein shall prohibit or restrict the Company's right or ability to seek additional financing from such other sources the Company shall deem appropriate.

NASDAQ NATIONAL MARKET LISTING. At such point in time as the Company meets the quantitative criteria for initial listing on the Nasdaq National Market, the Company shall use its best efforts to list the Company's Common Stock on the Nasdaq National Market.

BTW, the 'buyer' is an investment group from Wyoming who is purchasing $2.5M worth of a new, restricted class A share.

Fisner
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