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Technology Stocks : Mbrane (NASDAQ: MBRN) - An enterprise solution? -- Ignore unavailable to you. Want to Upgrade?


To: LTK007 who wrote (768)1/10/2000 5:43:00 PM
From: Shinie  Read Replies (2) | Respond to of 1238
 
FAQ: centurasoft.com

Centura acquires $12.5M in additional financing - FAQ

Q: Is this a good thing for Centura common stockholders?
A: Yes. The preferred stock instrument has been designed to align the interests of the
preferred stockholders with the interests of the common stockholders.

Q: What exactly do you plan to use the money for?
A: The incremental financing will help Centura on a number of strategic fronts. The
funds are earmarked generally for our Information Appliance and e-Business strategic
business units to support market and channel development activities, product
development and acquisition of technology. In addition, some of the funds will be used
for a new internal enterprise information system and for general working capital.

Q: What is meant by "conversion ceiling price"?
A: This is the maximum rate at which the preferred stockholders can convert preferred
stock dollars into common stock.

Q: Is "conversion ceiling price" the same as strike price?
A: Yes and no. Under the terms of the preferred stock, if the preferred stockholders
convert during a period when the common stock is trading below the ceiling
conversion price ($5.82) the preferred stockholders can convert at the then current
market price of the common stock. If the common stock is trading above $5.82 then
the preferred stockholders would be still be able to convert at the ceiling conversion
price. For example:

If the common stock is trading at $10, the preferred stockholders can still
convert at the rate of $5.82 (this is like buying common stock at $5.82)
such that $1,000 worth of preferred stock would convert into
approximately 172 shares of common stock. If the common stock were
trading at $5.00 the preferred stockholders would be able to convert at
$5.00.

Q: What is meant by "conversion at the option of the company for a period of 10
months from issuance"?
A: This means that the Company can require that the preferred stockholders convert
into common stock.

Q: How dilutive is this to common stockholders?
A: Conversion of 100% of the preferred at the ceiling conversion price of $5.82 would
require Centura to issue approximately 2.1M shares of common stock, or
approximately 5.7% of the current 37M shares outstanding.

Q: Do you plan to do more deals of this type?
A: We have no plans to do so currently. We will however, continue to evaluate our
financing needs and various mechanisms to achieve such needs on an ongoing basis