TRANSACTION STRUCTURES

Meridian typically structures private capital transactions utilizing one or more of the following types of capital structures.

Private Equity Capital Credit Line

Under this alternative, Meridian establishes a private equity capital credit line which your Business can draw against as needed.

In the typical transaction of this type:

·                     The Business may draw any amount needed, up to the maximum credit line amount, with each draw being not less than $50,000.

·                     The entire credit line must be drawn and fully utilized within six months after the Closing.

·                     Meridian receives a mutually agreed Equity Interest in the Business.

·                     Meridian's Equity Interest can be continuous or can be subject to am Equity Repurchase Agreement wherein the Business and its Principals agree to repurchase the Meridian Equity Interest by making a monthly Equity Repurchase Payment which is equal to the sum of the following:

·                     A monthly payment equivalent to six percent per annum on the nonutilized portion of the credit line; plus

·                     A monthly payment for each draw taken against the credit line, with such monthly payment being similar to a payment which would be equivalent the draw amount being repaid at a specified and agreed upon interest rate over a sixty month period, if the draw transaction had been a loan.

·                     Meridian has the right to designate one person to the governing board of the Business until such time as the Equity Repurchase has been completed.

Private Working Capital Credit Line

Under this alternative, Meridian establishes a private capital credit line which your Business can draw against as needed for working capital.

In the typical transaction of this type:

·                     The Business may draw any amount needed, up to the maximum credit line amount, with each draw being not less than $50,000.

·                     The entire credit line must be drawn and fully utilized within six months after the Closing.

·                     Interest at a specified and agreed upon rate is charged on the nonutilized portion of the credit line, with interest payments made monthly.

·                     Monthly payments are made on each draw taken against the credit line, with the payments being calculated based upon the draw being repaid over a specified and agreed upon number of months at an specified and agreed upon interest rate.

Private Capital Equipment Lease Credit Line

Under this alternative, Meridian establishes a private capital equipment lease credit line which your Business can draw against as needed for equipment leases.

In the typical transaction of this type:

·                     The Business may draw any amount needed, up to the maximum credit line amount, with each draw being not less than $50,000, for equipment leases.

·                     The entire credit line must be drawn and fully utilized within six months after the Closing.

·                     Monthly fees are charged at a specified and agreed upon amount for the nonutilized portion of the credit line with payments made monthly.

·                     Monthly equipment lease payments are made on each draw taken against the credit line, with the payments being equal to a specified and agreed upon monthly payment.