To: Ditchdigger who wrote (21878 ) 11/10/2000 9:30:40 AM From: DanZ Respond to of 29382 The number of shares went up about 10% over the last year. Most of the shares were issued to Citadel, either in the form of options when the financing first closed, or to pay off the balance of their preferred stock and notes earlier this year. A few of the shares were issued to officers as part of their annual compensation and the consultant that they speak of is either Ken Waters or Bill Boone, both of which have helped the company greatly with their strategic planning. Bill Boone receives no other payment from the company but I'm not sure about Ken Waters. Gum Tech's stock was trading near 10 when they borrowed $6 million from Citadel. The package was structured as $4 million in notes and $2 million in convertible preferred stock. I don't really consider it dilutive for several reasons. One, they used the money to launch Zicam Cold Remedy, which led to a profitable Q4 99 and then they launched Zicam Allergy Relief this year. The stock rallied as a result, and Citadel sold most of their stock in the mid 20s. The result is that Gum Tech didn't have to issue as many shares when they paid Citadel off because the stock was trading much higher than when the debt was issued. If they had issued equity when the stock was trading at 10, they would have had to issue many more shares to raise the same amount of capital. Second, I only consider the issuance of shares dilutive when it doesn't result in at least the same increase in sales or profits. Gum Tech's sales were up 194% last year and are up about 30% so far this year. I don't consider a 10% increase in the number of shares outstanding dilutive under these circumstances. Fast growing companies like Gum Tech have to raise capital to grow, and when they put it to good use, it isn't dilutive. According to two company press releases, they are very close to signing a major contract with a large consumer products company for a new dental gum. The volume of this contract will be great enough to make the gum business profitable, and sales of existing gum products will be accretive to earnings. If sales weren't growing so rapidly and they weren't close to profitability, I would be more concerned about the 10% increase in the number of shares outstanding. Regards, Dan