INFO
Corporate Structure
A Nevada company originally incorporated in 1989 Grandeur Inc. is awaiting stockholder approval to be renamed delSecur Corporation (delSecur). The change is being made to reflect Grandeur's acquisition on February 26, 1998, of 100% of the issued and outstanding shares of delSecur Inc., a Canadian corporation. At the date of acquisition the Canadian corporation was the exclusive world licensee of the del-ID® technology by virtue of an Exclusive License Agreement dated November 12, 1997 between it and Pierre de Lanauze, inventor of the del-ID® technology. The head office of delSecur is at:
1801 McGill College, suite 1330
Montreal, QC H3A 2N4
Canada
Grandeur Inc. has 13,848,300 ($.001 par value Class A) shares outstanding and is listed on the NASD OTC Bulletin Board (symbol GDER until changed to reflect corporate name change). Pierre de Lanauze and his family exercise direct control through their beneficial ownership of approximately 57% of the shares.
Auditors: PriceWaterhouseCoopers, Chartered Accountants, Montreal
Legal counsel: De Granpré, Chaurette, Lévesque, Attorneys, Montreal
Directors and Officers
Pierre de Lanauze, Montreal, Chairman, President & C.E.O
Marc Deschenaux, Montreal, Executive Vice-President, Director
Suzie de Lanauze, Montreal, General Manager, Director.
Plans are in place to strengthen senior management in keeping with the Corporation's increasing responsibilities as strategic partners and licensees sign on. Particular emphasis will be placed on finance/financial controls, scientific research and commercial licensing in respect of which management advisory committees are being formed.
Exclusive License Agreement
The November 12, 1997 License Agreement under which the Corporation operates confers upon the Corporation exclusive world rights to exploit the technology for commercial purposes. Among other, generally standard, provisions the Agreement confers upon the Corporation, for the duration of the US patent or 20 years (renewable), the right to enter sublicense agreements with third parties, subject to the payment to Pierre de Lanauze of a 2% royalty on all revenues derived by the Corporation and its licensees. In addition, the Corporation is obliged to pay $1,000,000 USD to Mr. de Lanauze, part of which remains outstanding.
Strategy and Objectives
delSecur's overall business development strategy is to confine itself to technology licensing, thereby taking advantage of the manufacturing and marketing expertise of major established companies like those involved in the MIAMI project. In light of this, the Corporation is interested to sell master manufacturing licenses to a few selected strategic partners and otherwise to license user organizations on a royalty basis. Such user organizations will also have rights to self-manufacture, if required. Royalties will pertain on a one-time basis to the number of del-ID® readers in a system and annually to the number of individual del-grams online in a server or offline in a smart card. Provisionally, it has been determined than royalties will generally fall in the range of $5USD per reader (estimated cost less than $100USD) and $1.50USD per del-gram per year.
For delSecur, its strategic partners, licensees and shareholders the opportunity, and the objective, is nothing less than to set the authentication standards by which totally secure access to computers, telephones, cellular phones, ATMs and other devices via credit/debit cards, smart cards, security cards, door access cards, licenses etc. will be made available in the future, both online and offline, to authorized users without compromising their right to privacy in any way, in fact by affording them a higher level of electronic security than is available to them now. If, in the process, the pervasive fraud and misrepresentation problem, to the extent that it is attributable to unauthorized access, is on its way to being eliminated, so much better; delSecur,s primary objective of making money for its customers and its shareholders will have been achieve.
Financial Review
Given that delSecur's strategic plan is to confine itself to operating as a technology licensor, not as a manufacturer or system developer, the Corporation has a limited requirement for financing. Overhead is running about $50,000 per month currently, financed on a temporary basis by shareholder loans pending receipt of anticipated payments/advance royalties by strategic partners/licensees who have expressed their willingness to become financially involved in return for privileged status of one kind or another. Negotiations with at least one of these partners should be concluded shortly.
Another anticipated source of non-equity financing is an agency of the Quebec government who are awaiting an updated progress report from CRIM. This should be in their hands momentarily. Funding from this source would be in the form of a grant and would apply, in part at least, to the work being undertaken by CRIM.
While an equity capital infusion may be indicated on a balance sheet basis, in view of the accelerating pace of developments that would bolster the Corporation's financial position in the near future, management believes the consequent equity dilution is unwarranted at the present time.
Additional financial information can be obtained from DelSecur's (or Grandeur's) Form 10K and 8QSB filings with the Securities and Exchange Commission
|
