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Pastimes : The OTCBB Garbage Dump -- Ignore unavailable to you. Want to Upgrade?

To: Tom Allinder who wrote (362)	8/1/1999 5:45:00 PM
From: Craig K	Respond to of 2942

I have talked twice to Innovative Tracking Solutions... Here it is... The reasons for this occurring are 1)..BGIX is not reporting and wish to be 2)..BGIX price is suffering because thehealthchannel.com is not getting the exposure it needs and Brokers/institutions will not invest because of reason #1.. 3)..IVTX wants to be private because they can't provide the public liquidity that shareholders require at this point.. here is the Deal... There are 3.78m IVTX shares, 56 Million BGIX shares... IVTX 1.1 million of which only 800K are non-restricted (400k-504), (400K-144) The other 2.6 Million shares got to BGIX… They needed to make the shares equal so BGIX shareholders can exchange, any overage will be cancelled... Effectively any IVTX shareholder on the record date will get 2x THCL shares...BGIX will have the option of exchanging for THCL 1-1, or keep BGIX (which will get de-listed, because they have no intention of reporting to SEC requirements)... Record date of 2-1 Distribution of IVTX is not decided, the reason for the 2-1 was the disparity between BGIX price and IVTX price...on 28th close... As far as the 20;1 goes...they said that is truely a split, because they are not authorized to allocate more outstanding shares, but there is some SEC exemption that allows them to split and re-allocate.. BGIX shareholders will get 1 year to exchange shares, but they said that it would be stupid not to do it immediately.... I understand from them that there are great plans for thehealthchannel.com…there competitors are trading in the $20s and are listed on Nasdaq…so we should know what to expect….furthermore, they will be fully reporting and can attract institutional type investors… They asked that I make it clear that there is not a 20:1 forward split for IVTX shareholders, just a 2:1 re-distribution…which is effectively a 2:1 Forward Split….I have never seen this type of transaction before, where they can split the shares and re-distribute, but they claim that there is an SEC exemption that allows it…we will see…I understand that they can't give all IVTX shareholders a 20:1 forward split, or there would be no shares to distribute to BGIX holders…..gonna be interesting, but either way, we bought ourselves a Monster …the likes of JNOT….I think… Craig