Today is the one-year anniversary of the Consent Order from the DEC that allowed commercial production to begin. It's also the date Bordynuik began drawing his salary and ironically the same day an unnamed Member of the Board had to loan the company $35,000 which was later repaid in PIPE shares... The 10K/A says the lender agreed to take PIPE shares as repayment but the transaction is not mentioned in that filing or subsequent 10Q's.
On May 19, 2010, the Company entered into an employment agreement with John Bordynuik, the Company’s President and CEO. The agreement has a five-year term which ends on May 19, 2015, and may be extended upon the mutual agreement of the Company and Mr. Bordynuik. Pursuant to the agreement, and a resolution of the Board of Directors, Mr. Bordynuik’s non-retrospective annual salary of $180,000 became payable upon the Company’s receipt of the Consent Order on December 14, 2010. In addition, Mr. Bordynuik has been granted option awards, which are contingent upon specific milestones being achieved by the Company and also a mutual understanding of the options terms and conditions between Mr. Bordynuik and the Board of Directors.
On December 14, 2010 the Company entered into a non-interest bearing short-term loan agreement with an existing shareholder in the amount of $35,000, with no specific terms of repayment. In March 2011, this shareholder and the Company have agreed to convert this short-term loan into common shares by way of the private placement.
sec.gov
In December 2010, a member of the Board of Directors entered into an unsecured short-term loan agreement with the Company. The loan, which was repaid in the current period through the issuance of shares, bears no interest and was due on November 22, 2011. The loan was used for working capital purposes.
On December 14, 2010 the Company entered into a short-term loan agreement with an existing shareholder in the amount of $35,000 (Note 8(a)). This loan was settled with the issuance of common stock during the period (Note 12). (except "Note 12" doesn't mention it)
sec.gov
NOTE 12 – SHAREHOLDERS’ EQUITY
Common Stock and Additional Paid in Capital
On March 25, 2011, the Company closed an asset purchase agreement to purchase land and building from an independent party. Under the terms of the aforementioned agreement, the Company was to issue 44,964 shares of common stock, par value $0.001 per share, valued at $26,979 as part of the consideration. During the period, the Company issued the 44,964 shares to the vendor for total proceeds of $26,979.
In December 2010, the Company consummated a confidential private placement for the issuance and sale of 2,430,000 shares of common stock at a price of $0.50 per share. The Company received gross proceeds in the amount of $1,189,000, net of share issue costs of $26,000. The 2,430,000 shares of common stock were issued on January 19, 2011.
On January 19, 2011, the Company issued 223,334 shares of common stock as compensation to various parties. The shares were valued at $145,167 and were charged to operations in prior year.
On January 28, 2011, the Company issued 100,000 shares of common stock to a former employee as severance expense of $82,000. The shares issued have been valued at the closing share price on the respective issue date and were reported as operating expenses in the statement of operations.
On March 1, 2011, the Company issued 375,000 shares of common stock to two individuals at an expense of $300,000 as compensation for services provided. The shares issued have been valued at the closing share price on the respective issue date and were reported as operating expenses in the statement of operations except $40,000 which is recorded as prepaid expenses.
On March 12, 2011, the Company issued 240,924 shares of common stock to various parties at an expense of $192,739 as compensation for services provided. The shares issued have been valued at the closing share price on the respective issue date and were reported as operating expenses in the statement of operations.
In June 2011, the Company consummated a confidential private placement for the issuance and sale of 2,010,484 shares of common stock at a price of $0.70 per share. The Company received gross proceeds in the amount of $1,407,339, net of share issue costs of $Nil. The Company also had subscriptions for an additional 407,071 shares for proceeds of $284,950.
On April 15, 2011, the Company issued 184,099 shares of common stock to various parties at an expense of $390,290 as compensation for services provided. The shares issued have been valued at the closing share price on the respective issue date and were reported as operating expenses in the statement of operations.
On May 17, 2011, the Company issued 214,286 shares of common stock valued at $150,000 to an individual for reimbursement for expenses incurred on the Company’s behalf ($50,000) and repayment of temporary cash advances provided to the Company ($100,000). The $50,000 of shares issued have been reported as operating expenses in the statement of operations and $100,000 of shares have been applied against the temporary cash advance provided to the Company.
On May 17, 2011, the Company issued 125,000 shares of common stock valued at $408,750 to an individual for investor relations and other related services to be rendered to the Company. The shares issued have been valued at the closing share price on the respective issue date and was reported as operating expenses in the statement of operations except $136,250 which is recorded as prepaid expenses.
On June 15, 2011, the Company issued 205,307 shares of common stock to various parties at an expense of $164,246 as compensation for services provided. The shares issued have been valued at the closing share price on the respective issue date and were reported as operating expenses in the statement of operations.
On June 22, 2011, the Company issued 49,658 shares of common stock to various parties at an expense of $206,081 as a compensation for services provided. The shares issued have been valued at the closing share price on the respective issue date and were reported as operating expenses in the statement of operations.
On June 12, 2011, the Company issued 210,000 shares of common stock to various parties at an expense of $178,500 as compensation for services provided. The shares issued have been valued at the closing share price on the respective issue date and were reported as operating expenses in the statement of operations.
In June 2011, the Company consummated a confidential private placement with certain accredited investors for the issuance and sale of 8,157,057 shares of common stock. The offering was at $0.70 per share and the Company had subscriptions for these shares which amounted to proceeds of $5,709,940. The Company received $5,688,406 of these proceeds with the balance of $21,534 recorded as subscription receivable at June 30, 2011.
On June 23, 2011, the board of directors authorized the issue of 266,971 shares of common stock to certain employees at an expense of $1,049,196 as compensation for services provided. The shares issued have been valued at the closing share price on the respective dates of approval and were reported as operating expenses in the statement of operations. |
