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Microcap & Penny Stocks : FRANKLIN TELECOM (FTEL) -- Ignore unavailable to you. Want to Upgrade?

To: Caravan who wrote (20940)	11/10/1997 12:52:00 AM
From: Martin P. Smith	Respond to of 41046

From the S-1a just filed. Basically we are looking at the 5.5 mill converting at $5 so 1.1 million shares between March and October. ---------------------------- The Company is authorized to issue 10,000,000 shares of Preferred Stock, issuable in one or more series, each with such designations, preferences, rights, and restrictions as the Board of Directors may determine. In accordance with such authorization, the Board of Directors has designated 1,000 shares as Series A Preferred Stock, of which 540 shares are issued and outstanding. The Series A Preferred Stock is not redeemable, and has no dividend preference. Each share of Series A Preferred Stock has a liquidation preference of $10,000 per share, and accrues a premium at the rate of 8% per annum. The Series A Preferred Stock has no voting rights, except as required by law, and is convertible into Common Stock commencing in March 1998 at a conversion price equal to the lesser of $5.00 per share or between 80% and 85% of the fair market value of the Common Stock, based on closing prices during a measuring period prior to conversion, with a minimum of $1.00 per share. The Series A Preferred Stock is automatically converted into Common Stock in October of 1998.