1. This site uses cookies. By continuing to use this site, you are agreeing to our use of cookies. Learn More.

VSI.V - Vendtek Systems Inc

Discussion in 'Canadian Stocks' started by Theoilguy55, Sep 10, 2015.

  1. Theoilguy55

    Theoilguy55 New Member

    Joined:
    Aug 19, 2014
    Messages:
    115
    Likes Received:
    3
    VSI.V - Vendtek Systems
    Most recent financial results, including up to date news releases. This is a restructured tech company with an established clientele basis around the world for prepaid cards, pos systems and other devices. The stock has been rolled back and injected with over $2 million cash from only a couple sources over the last 9 months.

    Price: $0.04
    Common Shares: 7,264,583 (Now at 16,743,151 after recent placements)
    Insider/Institutional Holdings: 80% as per Sedi

    Funds Raised in 2015:

    1) $150,000 Placement to F3 Capital at 10.5c a share (January 2015)
    2) $350,000 Debenture to F3 Capital at 1% interest and 50c exercise price(February 2015)
    3) $663,499 Placement at 7c. Mostly F3 Capital, Flipe Ayres and Logistics(June 2015)
    4) $1,000,000 Debenture from F3 Capital at 12% interest and 10.5c exercise price(Sept 2015)

    Company Websites: http://www.vendteksystems.com/ and http://www.nowprepay.com/

    Quarterly Results, ending April 30th 2015(most recent).

    ASSETS
    Cash: $117,923 (Now at $1,781,422 after last two placements)
    Accounts Receivables: $73,640
    Prepaid Expenses: $83,662
    Property & Equipment: $71,624
    Intangible Assets: $51,124

    LIABILITIES
    Payables: $1,996,797
    Finance Lease: $17,393
    Convertible Debenture(Short term): $860,000
    Short Term Loan: $790,287
    Capital Lease Obligations: $29,720
    Long Term Debenture: $861,506

    MD&A Highlights

    Our principal product is our proprietary eFresh™ software which consists of a suite of server applications and corresponding end point device software. The eFresh™ software is used to create a distribution and transaction processing system which can be used to sell services on proprietary or non-proprietary hardware thereby creating an eFresh™ network. Our eFresh™ software creates a digital or electronic payment mechanism as a replacement for cash that allows the system to act as an electronic data warehouse in certain business transactions. Internationally, we have licensed our software to allow our partners to develop a local e-distribution network. The software has other potential applications in situations where businesses are looking to replace cash as a mechanism for payment (i.e. gift cards; prepaid credit cards; bill payment; international mobile top-up and micromoney transfer; prepaid utilities and prepaid cable TV). The eFresh™ software utilizes point-of-sale (“POS”) terminals and other electronic terminals as distribution points (located in retail locations) which connect to a central server and provide secure electronic distribution for prepaid goods and services to consumers in real time. Third party kiosks, bank machines, POS terminals, PC computers, mobile phones, and any (including mobile) web browser are all potentially suitable distribution points. Compared to the traditional method of delivering prepaid services using cards or plastic vouchers, distributing these services electronically allows substantial savings through reduced printing and packaging costs, physical distribution costs and shrinkage (theft), as well as the elimination of inventory holding costs at the retail distribution level. We also have developed applications for distribution using Android and IOS devices.

    In August 2014 the Company lost control of its Brazilian subsidiary, Now Prepay Serviços de Informática Ltda which led to a deconsolidation of its financial statements. Subsequently to these events, the Company, in the first quarter of 2015, terminated any and all efforts related to developing its own network in Brazil started focusing solely on selling its eFreshTM software to third parties.

    Our Strategy

    Our primary goal is to maximize our revenue by helping our clients to develop their own networks, seeking a higher number of transactions and higher volume of products processed through our eFresh™ software. To achieve this goal, our focus is:

    1. 1. To offer eFreshTM as a Service to third party networks that have chosen not to develop their own technology;

    2. Expande eFreshTM’s capability to create multiple solutions to multiple industries within the payment and transaction processing segment.

    When we license our software we provide technical support for our customers to ensure they have the opportunity to grow their businesses quickly and cost effectively. To help our users and licencees expand their distribution networks (serving to increase our revenues), we often provide customized solutions. Our licensing model often provides a tiered structure, stipulating minimum monthly fees should the monthly transaction not meet a required level.

    We have also moved to providing software as a service (“SaaS”) solution for some of our international customers. This allows us to leverage our existing operations, eFresh™ servers, infrastructure and core competencies while at the same time letting our international customers focus on growing their business quickly, without expending the time and effort to set up a back office system. Additionally, SaaS allows our customers to launch their networks faster than if deploying an in-country server. We can now launch a new customer in a matter of a few weeks under the right circumstances. Our staff has extensive experience in managing all the operating details of the back office aspect of running an eFresh™ network. By letting our customers use this experience, we can immediately provide to them years of operating knowledge. The strategy further benefits the Company by deepening the relationship between our customers and us. The SaaS solution takes advantage of devices that can use the Internet to securely connect to our servers. These devices include POS terminals that use a cellular data connection, mobile phones and PC’s running our eFresh™ PC software. Depending on the extent of the services provided, we are able to charge a higher license fee to those customers using our SaaS offer than under our traditional licensing arrangements.

    Subsequent events

    On June 5, 2015 the Company closed its previously announced non-brokered private placement of 9,478,568 units of the Company (each a "Unit") at a price of $0.07 per Unit for gross proceeds of $663,499.76 (the "Offering"). Each Unit was comprised of one common share in the capital of the Company (each a "Common Share") and one warrant (each a "Warrant"). Each Warrant is exercisable to purchase one Common Share at a price of $0.25 (subject to adjustment) for a period of three years from the date of issuance. The net proceeds from the Offering will be used for general corporate purposes, including working capital. As at April 30, 2015, $374,000 of the proceeds had been received by the Company and are included in short term loans

    Outlook

    We have a multi-point strategy to drive growth with the primary goal of increasing the number of transactions processed through our eFresh™ system globally. We have three main priorities for fiscal 2015:

    1. Increasing international license revenues

    2. Continuing to invest in and build out our eFresh™ platform, and

    3. Drive towards overall Company EBITDA and cash flow profitability.

    From the last quarterly news release:

    "Since the beginning of the current quarter, our company has refocused its business to solely operate as a software provider, having eFresh as its core product. While this decision was inevitable due to the company's inability to raise sufficient funds in order to support the growth in its distribution network, it was also supported by our strong belief that our eFresh technology can, with the adequate sales team and structure, generate significant value to our shareholders," said Felipe Ayres, VendTek's chief executive officer.
     
  2. Theoilguy55

    Theoilguy55 New Member

    Joined:
    Aug 19, 2014
    Messages:
    115
    Likes Received:
    3
    most recent news:
    VendTek closes $1-million debenture financing with F3

    2015-09-02 13:45 MT - News Release


    An anonymous director reports

    VENDTEK ANNOUNCES $1,000,000 PRIVATE PLACEMENT OF DEBENTURES

    VendTek Systems Inc. has closed its previously announced non-brokered private placement of $1-million in secured convertible debentures to F3 Capital Partners Ltd. The debentures bear interest at a rate of 12 per cent annually, will mature on the date that is three years from the closing of the private placement and entitle the holder thereof to acquire common shares of the company at a price of 10 cents per common share on conversion.

    The net proceeds from the private placement will be used for general corporate purposes, including working capital.

    All securities issued in connection with the private placement will be subject to a four-month-and-one-day hold period that will expire on Jan. 3, 2016.

    The private placement may be considered a related party transaction pursuant to applicable securities laws due to the fact that certain insiders of the company participated in the private placement. The private placement is exempt from the formal valuation requirements under securities laws as the transaction involves the distribution of securities of the company for cash, and neither the company nor, to the knowledge of the company, the related parties participating in the private placement had knowledge of any material information concerning the company or its securities that has not been generally disclosed. The private placement is exempt from the minority approval requirements under securities laws as the transaction involves the distribution of securities for cash, the fair market value of the private placement is less than $2.5-million and all of the company's independent directors have approved the private placement.

    As a result of the private placement, the related party will have the change in ownership of the company as shown in the attached table.



    Related party Number (and %) of Number (and %) of
    voting securities voting securities
    before private placement after private placement

    F3 Capital Partners Ltd. 5,414,351 (32.33%) 5,414,351 (32.33%)



    If all of the convertible securities held by F3 Capital Partners Ltd. were converted (including the debentures issued pursuant to the private placement), F3 Capital Partners would hold 21,528,702 (65.52 per cent) of the voting securities of the company after the private placement.

    We seek Safe Harbor.

    © 2015 Canjex Publishing Ltd. All rights reserved.
     
    prav likes this.
  3. Theoilguy55

    Theoilguy55 New Member

    Joined:
    Aug 19, 2014
    Messages:
    115
    Likes Received:
    3
    VSI Third Quarter Results (Ending July 31 2015)

    Price: $0.04
    Common Shares: 16,743,151
    Insider/Institutional Holdings : 80%

    Although the numbers below show a loss in the quarter, the company revenues are increasing year over year while costs are decreasing. As well, the amount of time and capital injection that has occurred over the past 10 months is quite impressive, over $2 million and all from insiders/institutions. There are bigger plans for this company and the market has not recognized it just yet. This leads me to believe that the two institutions and new insiders will keep funding VSI until their goals of profitability have been met. With only a couple million shares in retail hands, some positive news would move this stock quickly.



    Financial Results

    ASSETS
    Cash: $134,089 ($1 million debenture closed in September)
    Accounts Receivable: $195,744
    Prepaid Expenses: $84,622
    Property & Equipment: $83,131
    Intangible Assets: $48,119

    LIABILITIES
    Payables: $2,152,142
    Lease: $25,975
    Current Convertible Deb: $735,757
    Short Term Loan: $764,702
    Long-term lease: $14,107
    Long Term Debenture: $877,415

    Quarter Sales: $391K(Last year $304K)
    G&A Expenses: $639K(Last year $820K)
    Research: $175K (Last year 196K)
    Loss: $544K(Last year $762K)


    MD&A Highlights

    The Company is principally a software applications and services company. We develop, market and license automated transaction software and supporting technologies that improve the efficiency of product delivery, reduce costs to clients and offer superior transaction security measures. Our business focuses primarily in the prepaid telecom and financial services industries. We license our software to third parties around the world including countries like Canada, Brazil, Mozambique, England, and the United Arab Emirates.



    Our Strategy
    Our primary goal is to maximize our revenue by helping our clients to develop their own networks, seeking a higher number of transactions and higher volume of products processed through our eFresh™ software. To achieve this goal, our focus is:

    1. To offer eFresh® as a Service to third party networks that have chosen not to develop their own technology
    2. Expand eFresh’s® capability to create multiple solutions to multiple industries within the payment and transaction processing segment.


    Overview of Revenues
    As part of our new strategy to develop recurring sources of revenue, we have focused in offering eFresh® to distributors of electronic products and serices in Canada, United Kingdom and the United Arab Emirates. This new strategy followed the sale of substantially all of our former Canadian operations effective January 31, 2014, the discontinuation of our less significant U.S. operations at March 31, 2014 and the de-consolidation of NPS (Brazil) August 31, 2014, which halted its operations as of August 2014 due to the parent company’s inability to financially sustain that operation, which was generation significant negative operational cash flow. With this new strategy, the entirety of our revenue going forward will be generated from selling eFresh® as a service.



    Research and Development Expenses
    Our research and development expenses consist primarily of compensation costs for engineering personnel, costs associated with various software projects, including testing, developing prototypes and related expenses. Our engineering personnel are located in our offices in Canada and China along with certain sales/support staff in the Middle East. We believe the international structure of our engineering group allows us to continue our development in a cost effective way. As a percentage of revenue, we expect our research and development expense to decrease as revenue increases. We normally expense our development costs associated with advancing our eFresh® software.



    Revenue
    Our revenue for the quarter ended July 31, 2015 increased $86,000, or 28.3%, to $391,000 from $305,000 for the corresponding period in 2014. This increase is mainly due to a new revenue contracts acquired during the quarter. Our revenue for the nine months ended July 31, 2015 decreased $385,000, or 29.5%, to $921,000 from $1.3 million for the corresponding period in 2014. This decrease is mainly due to a large multi-year contract that had expired in April 2014 valued at USD$50,000 per month.



    General and Administrative
    General and administrative expenses were $639,000 and $820,000 for the three months ended July 31, 2015, and 2014 respectively. This $181,000 decrease is due mainly to the reduction of salaries and wages from the restructuring changes. As a percentage of revenue, general and administrative expenses were 163.3% and 269.1% for the three months ended July 31, 2015 and 2014 respectively. Included in general and administrative expenses for the three months ended July 31, 2015 and 2014 were $16,000 and $17,000, respectively, of non-cash stock-based compensation expense



    Research and Development
    Product development costs for the three months ended July 31, 2015, and 2014 were $175,000 and $196,000. This $21,000 decrease is due mainly to the reduction of salaries and wages from the restructuring changes. As a percentage of revenue, research and development costs were 44.8% and 64.3% during the second quarters of 2015 and 2014, respectively.



    Subsequent event

    On September 2, 2015 the Company closed its previously announced private placement of $1,000,000 in secured convertible debentures.

    The debentures bear interest at a rate of 12% per annum and mature on September 2, 2018. These debentures are convertible into common shares of the Company any time until maturity at a price of $0.10 per common share on conversion.

    The net proceeds from the Offering will be used for general corporate purposes, including working capital. As at July 31, 2015, $326,000 of the proceeds had been received as a bridge loan by the Company and are included in short term loans.



    Outlook
    We have a multi-point strategy to drive growth with the primary goal of increasing the number of transactions processed through our eFresh® system globally.
    We have three main priorities for fiscal 2015: 1. Increasing international license revenues, 2. Continuing to invest in and build out our eFresh® platform, and 3. Drive towards overall Company EBITDA and cash flow profitability.
     
  4. Theoilguy55

    Theoilguy55 New Member

    Joined:
    Aug 19, 2014
    Messages:
    115
    Likes Received:
    3
    VendTek investor F3 Capital acquires $1M debenture

    2015-10-08 09:36 MT - News Release

    Mr. Felipe Ayres of F3 reports

    F3 CAPITAL PARTNERS LTD. ACQUIRES DEBENTURE OF VENDTEK SYSTEMS INC.

    On Sept. 2, 2015, F3 Capital Partners Ltd. purchased from VendTek Systems Inc. a $1-million secured convertible debenture with a term of three years, at an annual interest rate of 12 per cent. The second convertible debenture has a conversion price of 10 cents per common share of VendTek.

    The acquisition of the second convertible debenture represents an acquisition of approximately 37.39 per cent of the total issued and outstanding common shares (assuming conversion of the second convertible debenture into common shares).

    F3, together with the insiders of F3, now owns and controls the second convertible debenture, a total of 6,301,064 common shares, 6,300,064 share purchase warrants of VendTek and a $350,000 secured convertible debenture of VendTek with a term of three years, at an annual interest rate of 1 per cent. These numbers include 358,142 common shares and 357,142 warrants owned and/or controlled by Rodrigo Ayres, a director and the chief operating officer of F3, and 528,571 common shares and 528,571 warrants held by Felipe Ayres, a director and the chief executive officer of F3.

    Upon the exercise of the warrants and the conversion of debentures (assuming the convertible debenture is converted in the first year of its term), F3 will hold approximately 65.52 per cent of the total issued and outstanding common shares (67 per cent including the common shares held by insiders of F3).

    The securities will be held for investment purposes, and F3, together with any joint actors, may acquire additional securities of VendTek or dispose of their holdings of VendTek securities, in accordance with applicable securities laws as investment conditions warrant.

    The second convertible debenture was issued in reliance of the accredited investor exemption set forth in Section 2.3 of National Instrument 45-106, Prospectus and Registration Exemptions.

    The early warning report for F3 will be filed on VendTek's SEDAR profile, and a copy can be obtained from Felipe Ayres, chief executive officer, at 1-403-463-1188.

    We seek Safe Harbor.

    © 2015 Canjex Publishing Ltd. All rights reserved.
     
Loading...

Share This Page