EFTA02444164.pdf

"Steven A. Victor, M.D., the Company's founder"

"Victor Products, Inc. (VPI), a separate corporation formed and controlled by Steven A. Victor, M.D."

"The Company will reimburse Dr. Victor $10,000 per month for the Company's use of his office facilities, office staff and equipment."

"$1,000,000 of proceeds from the Offering will be used to purchase certain business and assets (including the assignment of certain contracts) from VPI"

"While the principals of the Company have been formulating plans for the operation of the Company prior to its incorporation"

"The Company is anticipated to enter into arrangements with related parties, which arrangements may not be on a arm's-length basis. It is anticipated t"

"make membership in the Company's group of recommended physicians less valuable to physicians"

"decrease the amount of fees paid to the Company for providing its referral services."

"The Company is, and is likely to remain, subject to control by its founder, Steven A. Victor, M.D."

"Prior to the Offering, Steven A. Victor, M.D., has owned or controlled all of the Company's outstanding capital stock"

"Dr. Victor (directly or through affiliates) will continue to control the election of all members to the Company's Board of Directors"

"use the first $1 million of offering proceeding to purchase certain business and assets from VPI"

"The Company will be dependent on the services of it founder, Steven A. Victor, M.D., as well as on other members of any management team employed by th"

"If the services of Dr. Victor or other key management personnel are not available, the Company would be severely and adversely affected."