EGAN-MANAGED CAPITAL

Egan-Managed Capital was formed by the Egan family with the objective of helping future entrepreneurs build significant enterprises. They seek opportunities to invest in companies where they can provide more than just capital. They look for situations where they can provide tactical and strategic assistance in areas where they have relevant knowledge. They manage three venture capital funds - Egan-Managed Capital I, Egan-Managed Capital II, and Egan-Managed Capital III. Egan-Managed Capita... l I has $42.8 million of capital and was formed in 1997. The fund made 15 investments and is fully invested or committed. These investments ranged in size from $750,000 to $5 million. Egan-Managed Capital II has $100 million of capital and was formed in 2000. The fund has made 17 investments and is fully invested or committed. These investments ranged in size from $1 million to $6 million. Egan-Managed Capital III has $90 million of capital and was formed in October 2003. The fund is prepared to make investments in the range of $1 million to $6 million, but their preferred initial appetite is between $2 and $3 million. Deal structure Their investments typically take the form of Convertible Preferred Stock with the traditional protections afforded institutional investors like them. These include Registration Rights, Voting Agreements, etc. Since providing assistance to their portfolio companies is such an important part of their investment philosophy, they nearly always require a board seat. They find that by being an active member of the Board of Directors they are in a position to share their insights and participate in the strategic direction of the Company.