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Microcap & Penny Stocks : WCTI (Wordcruncher Internet) Search Engine of the future. -- Ignore unavailable to you. Want to Upgrade?

To: john jordan who wrote (4208)	2/26/1999 8:52:00 PM
From: Pete Summers	Read Replies (2) \| Respond to of 5300

To All. This an e-mail I received from wordcruncher. It covers what Larry received and a little bit more! Pete WCTI Series A Preferred Stock As announced in our press release of February 10, 1999 WCTI has received the initial $6.1 Million tranche under a total $15 million private offering of WCTI’s Series A Preferred Stock. Additional fundings of up to $3.9 million are currently scheduled for later this week. The balance of $5 million may be taken down by the WCTI, at their option, but subject to meeting certain conditions, in approximately 180 days. The terms of this offering include a conversion feature whereby the Preferred Holders may convert their shares into Common Shares at a fixed price of $10.08 per share, commencing in July of 1999. Conversions are limited to no more than 20% of the total preferred offering per month, i.e. conversion is spread over five (5) months, in an effort to limit and distribute the impact of dilution. More rapid conversion is allowed under certain very aggressive market conditions. Effectively, assuming that WCTI takes down the full $15 million, we will have given up shares equal to approximately 12.55% of the existing shareholder base in exchange for this substantial equity injection. Fully diluted, less than 9% of the outstanding shares will be owned by the new shareholders who put up the $15 million. Given all of the considerations, the Board of Directors of WCTI felt that this was a reasonable, if not attractive option.