NETLIVE COMMUNICATIONS INC 4
4 · NETLIVE COMMUNICATIONS INC · Filed Apr 14, 1999
Insider Transaction Report
Form 4
Fresne, Donald C.
DirectorPRESIDENT
Transactions
- Purchase
Common Stock
1999-03-18+1,020,000→ 1,020,000 total(indirect: (1))
Footnotes (3)
- [2]The shares of Series A Convertible Preferred Stock are convertible into shares of Common Stock at a conversion rate initially equal to one share of Common Stock for each one share of Preferred Stock. The shares are convertible only if the Issuer's audited consolidated net after tax income ("Net Income") exceeds the equivalent in U.S. Dollars of Australian $3,571,429 ("Target Income") for any of the fiscal years ending June 30, 1999, 2000 and 2001. If Net Income exceeds Target Income in any of such years, for each U.S. $200,000 increment that Net Income exceeds Target Income, 200,000 shares of Preferred Stock will be convertible into shares of Common Stock.
- [3]By Wischer Corporation Pty Ltd. WCPL contracted to purchase these shares from Playbyrne Investments Pty Ltd for an aggregate purchase price of Australian $1.00.
- [4]By Wischer Corporation Pty Ltd. The options will vest sooner upon the occurrence of the following events: on the effectiveness of a 3.4 to 1 reverse stock split by the Issuer, as to 850,000 shares; and at the discretion of the Board of Directors of the Issuer, following a review of the performance of the Issuer and its subsidiaries, as to the balance of 850,000 shares. ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. /s/ Adrian D. Wischer 4/12/99 ---------------------------------------- -------------------- **