Mr. Hassan already has effective control of this company. Other shareholders are just along for the ride.
From the 10QSB Filed 2/15/00
Through certain contractual agreements associated
with Mr. Hassan becoming Chairman and his ownership of NeST, Mr. Hassan controls
the voting of 14,391,837 shares of the Company's Common Stock presently owned by
the Company's majority shareholder, Alvin Hoffman, and has rights to acquire an
additional 12,862,334 shares through the exercise of stock options and warrants.
Total number of shares outstanding: 32,367,000.
Total number authorized: 50,000,000
Other interesting points:
Under Cost of Sales
Under the terms of the relationship, the Company's staff
responsible for managing the existing manufacturing operation were transferred
to Nestronics effective January 2, 2000.
<That's how NeST will acquire the manufacturing capability>
Under Liquidity and Capital Resources:
The Company is in technical default
of the bank line of credit agreement which requires $500,000 minimum working
capital and minimum tangible net worth of $175,000 and is presently working with
the financial lender to amend certain of the financial covenants.
Under the terms of the NeST Development Agreement, the Company has the
option to pay for NeST development services either in cash or by the issuance of
warrants to purchase AM Common Stock. The Company issued 3,628,316 warrants to
purchase common stock at an exercise price of $0.01 per share as payment for
$1.2 million owed NeST for services performed from April 4, 1999 through January
1, 2000 and issued 4,234,018 shares as payment for $670,000 owed NeST for
services performed from November 1998 through April 3, 1999. The Company
anticipates that future NeST expenses occurring after January 1, 2000 will be
paid in cash. |
