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Strategies & Market Trends : ICCSA -- Ignore unavailable to you. Want to Upgrade?

To: Roger A. Babb who wrote (34)	3/21/1999 3:47:00 AM
From: Dale Baker	Read Replies (1) \| Respond to of 361

Trouble sleeping? Yeah, I bought some MFCO at a buck basically like a call option with no expiry. Let me know if any interesting news comes out. Did you see this on ICCAC? messages.yahoo.com@m2.yahoo.com

To: Roger A. Babb who wrote (34)	3/21/1999 1:15:00 PM
From: Dale Baker	Respond to of 361

Here is the latest 10-Q: sec.gov. One of my favorite parts:"From November 18, 1991 (inception) to January 31, 1999, the Company recognized revenues of approximately $654,000 and had an accumulated deficit of approximately $16.5 million. The Company has continued to operate at a deficit since inception and expects to continue to operate at a deficit until such time, if ever, as operations generate sufficient revenues to cover costs. The Company's ability to generate revenues and operate profitably and continue as a going concern, is dependent on its ability to market the CommerceSense System it has developed and its ability to raise the necessary additional operating funds. The likelihood of the success of the Company must be considered in light of the difficulties and risks inherent in a new business. There can be no assurance that revenues will increase significantly in the future or that the Company will ever achieve profitable operations. As of January 31, 1999, the Company had received and accepted subscription for the purchase of $2,595,000 of Bridge Units from individual accredited investors. The Company currently estimates that cash on hand together with cash generated from operations will be sufficient to satisfy the Company's cash requirements only until April 30, 1999. The Company commenced a Private Placement offering up to 7,405 shares of the Series A Convertible Redeemable Preferred Stock ("Series A Preferred Stock") immediately following the closing of the Bridge Financing at a price per share of $1,000. In addition, the Company has offered the Bridge Note holders the opportunity to exchange their Bridge Notes into shares of the Series A Preferred Stock. All of the holders of the Bridge Notes have agreed to exchange the Bridge Notes into shares of the Series A Preferred Stock subject to shareholders approval of the potential issuance of more than 19.9% of the outstanding voting securities of the Company as required by the rules of the Nasdaq Stock Market and continued listing on the Nasdaq SmallCap Market. As a result an additional 2,595 shares of Series A Preferred Stock will be issued, and the total of the Series A Preferred Stock will be up to 10,000. The stockholders approved the Share Issuance Proposal at a Special Meeting of Shareholders on March 17,1999, thereby authorizing the issuance of Common Stock representing more than 20% of the issued and outstanding shares thereof and to determine the other terms and conditions of the Private Placement." And there's more: "Liquidity and Capital Resources The Company has incurred substantial losses since inception. Although no assurance can be given, the Company anticipates that revenues will continue to be generated, although as a result of increased expenses associated with any such revenues, losses may increase, or the decrease in losses realized in fiscal 1999 may not be comparable to fiscal 1998. At January 31, 1999, the Company had a negative working capital of approximately ($154,000). The Company has financed its operations through private placements during fiscal 1994, its initial public offering during fiscal 1995 (the "IPO"), a private placement in March 1997, and a private placement of Bridge Note Units during fiscal 1998 and 1999. The Company anticipates losses through fiscal 1999, as the Company attempts to expand commercial markets for CommerceSense. The Company does not have sufficient financial resources to continue its operations beyond April 1999, without obtaining additional financing. There can be no assurance that the Company will be able to obtain the necessary financing or to generate sufficient revenue to continue its operations and continue as a going concern. Any additional equity financing would be dilutive to stockholders, and debt financing, if available, may contain covenants that might restrict the Company's ability to implement its current objectives.