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To: Arcane Lore who wrote (253)12/29/1998 10:33:00 PM
From: Arcane Lore  Read Replies (1) | Respond to of 435
 
From the NT 10-Q filed on Dec. 17:

... In addition, on December 10, 1998 the Company entered into an Agreement for A Private Equity Line of Common Stock & Warrants Pursuant to Regulation D. The Commitment Amount is $60 million with an optional $40 million add-on with Swartz Private Equity, LLC.

The Management of the Company believes that its current cash on hand will be sufficient to sustain current operations for the fiscal year ending January 31, 1999. The Company anticipates that if it can satisfy the conditions to the funding of the Private Equity Line of Common Stock & Warrants it will have sufficient cash flow to sustain operations for the fiscal year ending January 31, 2000. However, if it is unable to satisfy those conditions, the Company would need to seek additional funds in order to sustain its ongoing operations. There can be no assurance that such capital resources will be available or, if available, that such funding will be on terms acceptable to the Company.


sec.gov

The actual 10-Q filed Dec. 22 adds potentially significant additional information to the above:

...In addition, on December 10, 1998 the Company entered into an Agreement for A Private Equity Line of Common Stock and Warrants Pursuant to Regulation D. The commitment amount is $60 million, with an optional $40 million add-on, with Swartz Private Equity, LLC ("Swartz"). Pursuant to such agreement and subject to some limitations, the Company may periodically require Swartz to purchase a number of shares equal to as much as 25% of the sum of the daily reported trading volumes in the outstanding Common Stock on the OTC Bulletin Board over a twenty trading day period following the date designated in the Company's election to draw down on the line. However, the Company may only require such a purchase after a registration statement for the resale of such shares becomes effective. It is not anticipated that proceeds from this agreement will be available to repay the Secured Promissory Note in the principal amount of $2,500,000 when such note becomes due and payable on January 6, 1999. The Company is currently seeking additional financing to meet that obligation. The Management of the Company believes that its current cash on hand will be sufficient to sustain current operations for the fiscal year ending January 31, 1999 excluding repayment of debt. The Company anticipates that if it can satisfy the conditions to the funding of the Private Equity Line of Common Stock and Warrants, it will have sufficient cash flow to sustain operations for the fiscal year ending January 31, 2000. However, if it is unable to satisfy those conditions, the Company would need to seek additional funds in order to sustain its ongoing operations. There can be no assurance that such capital resources
will be available or, if available, that such funding will be on terms
acceptable to the Company. In addition, the pendency of lawsuits and the attendant adverse publicity and the recent volatility in the market price of the Company's common stock may not only reduce significantly the liquidity of the Company's stock but also make it difficult for the Company to raise additional capital to sustain its operations and achieve its planned expansion. See "Factors That May Affect Future Performance - SEC Investigation, Interruption Of Trading and Shareholder Litigation." ...


sec.gov