Each one in plain English, with the numbers worked through for a shareholder.
28 Dec 2010capital raising announcement● Neutral
On December 22, 2010 the company agreed to sell 2,500,000 shares at $0.08 per share for $200,000 to one private investor, paid in installments: $50,000 on January 7, $50,000 on February 4 and $100,000 on March 4, 2011. Unlike the recent placements paid at once, cash arrives only as installments are paid.
What it means for a shareholder
2.5m new shares at $0.080 to raise about $200,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On November 4, 2010 the company agreed with three private investors, and on November 5 sold, 2,000,000 shares at $0.08 per share for $160,000 in total. Another cash raise at the same price, diluting existing holders.
What it means for a shareholder
2.0m new shares at $0.080 to raise about $160,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
1 Nov 2010capital raising announcement● NeutralMajor
On October 27, 2010 the company agreed to sell 5,250,000 shares at $0.08 per share for $420,000 to one private investor, payable by October 29, 2010. This is the largest single cash placement in this run of small sales; new shares dilute existing holders.
What it means for a shareholder
5.3m new shares at $0.080 to raise about $420,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On October 20, 2010 the company agreed to sell 2,142,857 shares at $0.07 per share for $150,000 to one private investor, payable the same day. The price is below the $0.08 of recent placements, so this raise is at a lower price per share than the earlier ones.
What it means for a shareholder
2.1m new shares at $0.070 to raise about $150,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On October 19, 2010 the company agreed to sell 250,000 shares at $0.08 per share for $20,000 to one private investor, payable by October 20, 2010. A further small placement in the ongoing series.
What it means for a shareholder
250,000 new shares at $0.080 to raise about $20,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On September 24, 2010 the company agreed to sell 375,000 shares at $0.08 per share for $30,000 to one private investor, payable by September 25, 2010. Another small cash raise at the same price, diluting existing holders slightly.
What it means for a shareholder
375,000 new shares at $0.080 to raise about $30,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On September 3, 2010 the company agreed to sell 625,000 shares at $0.08 per share for $50,000 to one private investor, payable by September 7, 2010. It continues the series of small private placements at $0.08; new shares dilute existing holders.
What it means for a shareholder
625,000 new shares at $0.080 to raise about $50,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On September 2, 2010 the company agreed to sell 250,000 shares at $0.08 per share for $20,000 to one private investor, payable by September 3, 2010. This is another small cash raise at the same price as the May and August 2010 placements; new shares dilute existing holders.
What it means for a shareholder
250,000 new shares at $0.080 to raise about $20,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On August 28, 2010 the company agreed to sell 1,250,000 shares at $0.08 per share for $100,000 to one private investor, payable by August 30, 2010. This is a small cash raise at the same price as the May 2010 placement.
What it means for a shareholder
1.3m new shares at $0.080 to raise about $100,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
A company director agreed on July 23, 2010 to buy 600,000 shares at $0.083 per share for $50,000, payable on or before July 26, 2010. This is a small cash raise from an insider.
What it means for a shareholder
600,000 new shares at $0.083 to raise about $50,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
10 May 2010capital raising announcement▲ GoodMajor
The company agreed to sell 10,000,000 shares at $0.08 per share, $800,000 in total, to two private investors ($400,000 each), paid in installments from May 5 to November 15, 2010. This is a second round of installment-paid private placements after March's $0.05 deal, at a higher price; the new shares dilute holders and cash comes only as installments are paid.
What it means for a shareholder
10.0m new shares at $0.080 to raise about $800,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
The maturity of both promissory notes to CEO Walter Geldenhuys ($225,544 and $80,000) was extended to April 15, 2011. The company also announced it retained Michael McCabe of Oblon Spivak McClelland, Maier & Neustadt, LLP; the filing text gives only the press release title, not its purpose (inference: likely related to the patent interference).
Lambert Lavallee's obligation was modified a fifth time: he must pay $65,000 by April 1, 2010, $75,572.30 by May 1 and $75,572.30 by June 1, or tender 14.29 shares for cancellation per $1 unpaid. The $65,000 April 1 payment has been paid, the first payment confirmed in the filings so far.
16 Mar 2010capital raising announcement● NeutralMajor
The company agreed to sell 10,000,000 shares at $0.05 ($500,000 total) to two private investors, paid in installments from March 12 to June 15, 2010, replacing some of the cash the failed Lion Share deal was meant to bring. It also disclosed that on March 9, 2010 the USPTO declared a patent interference between its application 09/351,542 (senior party) and Allvoice Developments' patent 5,799,273 (junior party), in which Allvoice must prove it invented first. The outcome is not stated; new shares dilute existing holders.
What it means for a shareholder
10.0m new shares at $0.050 to raise about $500,000. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
15 Jan 2010material agreement termination▼ BadMajor
The $5,000,000 Lion Share Capital note for 16,000,000 shares was never paid: no payments were made, the company declared default on December 10, 2009, and on January 11, 2010 it foreclosed on the pledged shares and cancelled the note and the Purchase Agreement. This resolves the Lion Share thread negatively: the expected $5,000,000 never arrived, though the company took back the pledged shares (the filing does not say they were cancelled).
On December 8, 2009 the company issued 350,000 restricted shares to OTC Navigation for three months of public relations services starting January 2010. This is a small share issue paid for services, not cash raised, and follows the similar Equiti-trend arrangement from March 2009.
Lambert Lavallee's payment obligation was modified a fourth time: he must now deliver $478,605.90 by April 30, 2010, or tender 6.45 shares for cancellation per $1 unpaid. The amount owed is lower than the $790,945 set in May 2009 and the deadline is later, but the filing does not explain the reduction.
On October 9, 2009 the company gave CEO and director Walter Geldenhuys a new $80,000 promissory note maturing April 9, 2010. This adds to the existing $225,544 note to him, so the company is borrowing further from its CEO.
The company extended the maturity of its $225,544 promissory note to CEO and director Walter Geldenhuys from July 6, 2009 to October 5, 2009. This is a loan from an insider, so the company has a debt owed to its CEO that it did not repay on schedule; the filing gives no interest rate or reason.
Lambert Lavallee, who owes money from the 2008 AVRS deal arrangement, now must deliver $790,945 by August 31, 2009, or tender 4 shares for cancellation per $1 unpaid (the earlier terms were 2.5 shares per $1). This is the third modification of the original April 2008 letter agreement, so the payment obligation has been pushed back again. The filing does not say how much he has paid so far.
On March 25, 2009 the company merged its wholly-owned subsidiary NCC, LLC (which holds the speech-recognition patent) into itself, so the patent and all NCC's liabilities now sit directly in the company; no payment was made. It also announced a Notice of Allowance from the USPTO for a second patent, 'Speech Recognition and Transcription Among Users Having Heterogeneous Protocols', and said it filed its 10-K for 2008 on March 30, 2009. The filing does not say whether the earlier AVRS-into-parent merger and rename were finished, though it now names the registrant Advanced Voice Recognition Systems, Inc. (inference: the rename is in effect).
The company issued 350,000 restricted shares to Equiti-trend Advisors LLC in return for six months of public relations and investor communications services starting March 18, 2009. This is a small share issue paid for services, not cash raised.
1 Oct 2008capital raising announcement● NeutralMajor
The renamed company agreed to sell 16,000,000 shares to Lion Share Capital LLC for a $5,000,000 promissory note at 7.5%, repayable in three installments ($750,000 by November 8, 2008; $3,000,000 by February 6, 2009; $1,250,000 by March 23, 2009), with the shares pledged as security. It also gave Lambert Lavallee until November 15, 2008 to deliver $1,400,000 or return 2.5 shares per $1 unpaid, modifying the earlier payment arrangement from the AVRS deal. Cash arrives only as the note is paid, and new shares dilute holders.
