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To: katmando who wrote (10381)3/5/1999 12:17:00 PM
From: katmando  Respond to of 27722
 
Round #1: Description of Capital Stock.

Purpose: To figure out Baby NERD Proposed Offer Price.

Source: S-1 dtd 3.3.99 8:13am.

1. Set aside Baby NERD for now. NAVR owns all outstdg shs (10K shs).

2. Set aside NAVR Preferred Stock for now. 10 Mil shs, none issued.

3. NAVR Common Stock Recap:

............. 20,000,000 Authorized
............. 5,922,500 Issued/Outstdg (Actual)
............. 6,472,500 Issued/Outstdg (Pro Forma)
............. 2,075,000 Contingent to Baby NERD post IPO
............. 1,475,000 Stock Options after IPO
............. 4,055,000 Balance

4. NAVR Common Stock, Issued/Outsdg (Actual):

............. 5,922,500 I/O Total
............. 5,000,000 Owned by 6 Indivs (real cheap)
............. 882,500 Owned by VVTV
............. 40,000 Owned by Insiders @ $1.64, 9/98.

5. NAVR Common Stock, I/O (Pro Forma):

............. 6,472,500 Restricted Securities by Rule 144 @ $.89
............. 550,000 VVTV Restricted, 1 yr post IPO @ $.91
............. 5,922,500 Convert Debt owed to NAVR @ $.88

6. More to follow.