Before you invest in AXTG, PLEASE DO YOUR DD.
AXTG's PPS IS ON A DOWNWARD TREND
AXTG IS OPERATING AT A LOSS
Patent number: 6969955
Filing date: Jan 29, 2004
Issue date: Nov 29, 2005
Inventors: James A. Erickson, Mark B. Gruenewald, Kipton P. Hirschbach
Assignees: Axis Technologies, Inc.
Primary Examiner: Tuyet Thi Vo
Attorney: Blackwell Sanders Peper Martin LLP
Application number: 10/707,982
315/159; 315DIG 4; 315/291; 315/312
Axis Technologies (OTC:AXTG)
52 Week Trading Range: $0.17 - $0.76
Market Capitalization: $17.7 Million
Public Float: 19.1 Million shares
Green Company With Proprietary Fluorescent Lighting Ballasts that Dim and Brighten Depending on Daylight Entering Room from Windows and Skylights for Energy Savings up to 70%
- Obama Administration's Stimulus Bill Provides Substantial Funding for Updating Federal Buildings for Energy Efficiency
- State Governments Provided Funding for Updating State-owned Buildings
- Energy Innovation Group (EIG), a major distributor of Axis Ballasts based in Southern California, forecasts $5.4 Million in Axis ballast revenue for 2009. EIG has placed an order for $700, 000 initially
- Company has applied for OTCBB listing
- 2008 compared to 2007 Revenue Growth anticipated to be sustantial when annual report is filed
- A number of Florida, Michigan and New Jersey state government buildings have Axis ballasts installed. Great potential for AXTG to benefit from Obama Administration Stimulus Bill which specifies refurbishing outdated Federal buildings to include incorporating energy efficiency applications
- Patented ballasts from Axis offer energy savings up to 70%--ballasts for fluorescent lighting individually and automatically dim and brighten dependent upon natural light entering the work space from windows and skylights.
- Many utilities offer up to 100% rebates for Axis's ballasts -- reducing return on investment (ROI) time for customers
- Peak load shedding product (Market launch pending) to be targeted directly at utility industry for remote controlled dimming ballasts. Potential for large orders from utilities is significant.
- AXTG is the exclusive ballast supplier for technology from the California Lighting Technology (CLTC) which has been informed by well-known big box retailers of their interest in beta testing at retail locations during 2009 (Reference link: http://cltc.ucdavis.edu/content/view/239/161/)
- More Original Equipment Manufacturers (OEM's) incorporating Axis ballasts in fixture designs shipped from the factory
Axis Technologies, Inc., with headquarters in Lincoln, Nebraska, was founded nearly five years ago to develop a dimming/daylight harvesting fluorescent ballast as an energy-efficient and cost-effective fluorescent dimming ballast. Its patented control system is installed in each individual ballast creating a dimming/daylight harvesting (DDH) system out of each individual fluorescent fixture that requires no external control system, and reduces labor costs of installing and adjusting dimming systems that are used with conventional systems.
Dear fellow shareholders:
Axis management filed an 8-K on Friday which details the termination of a financing agreement entered into by Axis with DHAB, LLC which had the intent to obtain financing for working capital and paying off a Senior Secured Convertible Note with Gemini Strategies, LLC. The agreement set forth a deadline date for the financing of July 1, 2010. In connection with this agreement dated April 22, 2010, the Company and its wholly-owned subsidiary, Axis Technologies, Inc., had entered into an Amendment Agreement with Gemini Strategies, LLC and Gemini Master Fund, Ltd. which provided an extension of the maturity date of the outstanding Convertible Note to July 1, 2010.
Obviously, this deadline date was not met and has necessitated the Company to terminate the current agreement with DHAB, LLC. In the meantime, Gemini has notified the Company of a Disposition of Collateral to exercise their rights under the terms of the Senior Secured Convertible Note. However, the Company is in close contact with Gemini and is working in tandem with Gemini management to assist Axis in curing the default, including working with major shareholders of the Company and pursuing alternative financing. One of the terms of the original agreement with DHAB precluded the Company to "shop around" for other financing alternatives, however, the Company has already identified interested potential financing sources just in case the DHAB agreement did not result in a closing.
Management is confident that the Company can cure the default with Gemini in the near future and obtain the working capital to build the inventory necessary to fulfill orders already on backorder. We have not been idle during the past few months. Although working to complete the financing was a major investment in time and effort, the Company has continued to identify future potential business with both major distributors and end users. The major hurdle has been the need to pay off Gemini and having the working capital to capitalize on the business that we know is out there.
We know that Axis Technologies offers clients the least expensive, easiest to install daylight harvesting ballast available today. And the "lowest hanging fruit" for maximizing energy efficiency in building with windows and skylights is the retrofitting of already installed fluorescent lighting fixtures. Axis Technologies' addressable ballast will be the next generation product for companies and utilities that have a focus on managing peak load demand. But the lack of capital has delayed our market launch for a few months. We are excited about the prospects for this new technology and are confident that, once we complete a capital raise, shareholders will enjoy much more frequent news from their Company.
We understand shareholders' frustration and appreciate everyone's patience -- the same frustration and need for patience that management has had to endure recently. Although, upon initial inspection, this news of further delays in financing is not welcome, the next step in obtaining the necessary capital from other sources can now be taken. Again, we already are in discussions with those interested alternative sources and we remain open to a quick close with DHAB, LLC with different terms should they finally have the capital raised to move forward.
Axis Technologies, Inc. Announces Year to Date Shipments of Daylight Harvesting Ballasts Valued Over $500,000
Press Release Source: Axis Technologies Group, Inc. On Monday May 3, 2010, 10:20 am EDT
LINCOLN, NE--(Marketwire - 05/03/10) - Axis Technologies Group, Inc. (Pinksheets:AXTG - News), a green technology designer, manufacturer and marketer of a proprietary line of energy-saving daylight harvesting electronic dimming ballasts for the commercial lighting industry, announced today that the company has fulfilled purchase orders worth over $500,000 since the beginning of 2010. The company has shipped ballasts for a number of Federal projects, commercial buildings, a community college and the United States Coast Guard.
Jim Erickson, President of Axis Technologies, said, "Since the start of this year, we have been very encouraged not only by the increased level of interest in our daylight harvesting ballasts, but the actual level of converting that interest into sales. As we have noted in the past, there has been many corporations and government agencies that have expressed a commitment to 'going green', but did not follow through with the budgeting necessary to fulfill that commitment. What we are seeing now is the interest developing into decision -- with our orders finally increasing and interest from distributors and end users up substantially. Judging by our high probability prospect pipeline, we are looking forward to a very strong second quarter."
Entry into a Material Definitive Agreement, Unregistered Sale of Equities
Item 1.01 Entry into a Material Definitive Agreement
On April 22, 2010, Axis Technologies Group, Inc. (the "Company"), IRC - Interstate Realty Corporation ("IRC"), and DHAB, LLC ("DHAB") entered into an Axis Joint Venture Agreement (the "JV Agreement"), thereby forming a Tennessee joint venture/general partnership between the Company and IRC. The joint venture is named the Axis Joint Venture (the "Joint Venture"). The primary purpose of the Joint Venture is to facilitate and make funds available for the Company to acquire inventory and sell such inventory to customers on a temporary basis until the contemplated equity transaction, as further described below, is completed in its entirety. This joint venture structure is being set up only to secure IRC's interest for their willingness to advance funds to Axis for inventory purchases. Specifically, IRC will advance funds to purchase inventory from manufacturers, which inventory will be delivered to customers of the Company in connection with two separate purchase orders for 12,000 units of inventory, each. Payments made by customers for the units will be deposited in a bank account from which IRC will be promptly repaid for all sums advanced by IRC for the purchase of the inventory from manufacturers and for related reasonable costs and expenses incurred by IRC. IRC will also receive a fee of $50,000 as consideration for providing or arranging for the inventory purchases. IRC will hold a security interest in the bank account, thereby securing repayment by the Company of the amounts IRC advances and is owed, pursuant to the Deposit Account Security Agreement entered into by the Company and IRC. Repayment of the amounts advanced by IRC is also secured by a first lien on all of the Company's personal property, including its inventory, pursuant to a Security Agreement entered into by IRC and the Company.
Pursuant to the JV Agreement, the Company issued DHAB an aggregate of 163,192,720 shares (the "DHAB Stock") of its common stock in return for a Promissory Note from DHAB in the principal amount of $6,000,000 and the execution by DHAB of a Stock Pledge and Security Agreement (the "DHAB Security Agreement"). The Promissory Note bears no interest and is due on July 1, 2010. If an event of default occurs under the Promissory Note, the Company's sole remedy is to exercise its rights under the DHAB Security Agreement. Pursuant to the DHAB Security Agreement, DHAB pledged to the Company a continuing security interest in the DHAB Stock as collateral for DHAB's $6,000,000 obligation to the Company under the Promissory Note. All certificates representing the DHAB Stock are to be delivered to and retained by the Company. As DHAB pays such obligation to the Company (either in the form of monies or other consideration performed by DHAB), the Company will release the equivalent number of shares of the DHAB Stock on a prorated basis as is represented by the sums so paid on a $0.04 per share basis. DHAB will not have any voting rights pertaining to the DHAB Stock, other than to shares that the Company has released as security. The JV Agreement provides that the Company will not issue or agree to issue any additional shares of its common stock prior to July 20, 2010, and IRC intends to invest in DHAB and to be a member thereof.
In connection with the JV Agreement, on April 22, 2010, the Company and its wholly-owned subsidiary, Axis Technologies, Inc., entered into an Amendment Agreement with Gemini Strategies, LLC and Gemini Master Fund, Ltd. (collectively with Gemini Strategies, LLC and individually, "Gemini"). The Amendment Agreement provides for the extension of the maturity date of the Amended and Restated 10% Senior Secured Convertible Note, restated as of December 30, 2009, with a principal amount as of such date of $1,884,097.22 (the "Gemini Note"). The maturity date of the Gemini Note is extended to July 1, 2010, provided that upon the Company receiving funds in connection with the $6,000,000 Promissory Note with DHAB, the Gemini Note is to be repaid with the proceeds from such funds. Ten percent of all proceeds received from the sale of units of the inventory to customers is also to be paid to Gemini as partial repayment of the Gemini Note. The Amendment Agreement further provides for the consent by Gemini to the transactions contemplated by the JV Agreement, and subordination of Gemini's existing lien on the Company's inventory and other collateral.
Item 3.02 Unregistered Sale of Equity Securities
As described in more detail above in Item 1.01, on April 22, 2010, the Company issued DHAB an aggregate of 163,192,720 shares of its common stock in return for a Promissory Note from DHAB in the principal amount of $6,000,000 and the execution by DHAB of a Stock Pledge and Security Agreement. The shares were issued under the exemption from registration provided by Section 4(2) of the Securities Act of 1933 and the rules and regulations promulgated thereunder. The offer and sale of the shares was made exclusively to an "accredited investor" (as such term is defined in Rule 501(a) of Regulation D) in an offer and sale not involving a public offering. The holder of the shares purchased the securities for its own account and not with a view towards or for resale. There was no general solicitation or advertising conducted in connection with the sale of the securities.
Energy Innovation Group Projects 500,000 Unit California Requirement Annually for Axis Technologies Demand Response Ballast
Energy Efficiency Integrator Anticipates Significant Demand From Utilities for Remote Controlled Dimming Ballast
- On Tuesday May 5, 2009, 7:05 am EDT
LOS ANGELES, CA--(MARKET WIRE)--May 5, 2009 -- Energy Innovation Group (EIG), a leading energy efficiency integrator, advised today that Axis Technologies Group, Inc.'s. (Other OTC:AXTG.PK - News) load shedding demand response ballast recently announced for introduction at next week's Lightfair International trade show in New York City could become a standard tool for use by utilities to help control energy use during high energy demand periods.
Mr. Pelston continued, "To our knowledge, the Axis ballast has been the only proven reliable product available with individual photo-sensor control which automatically reduces power in all areas with daylight entering the space to maintain light levels and significantly reduce power use. With this significant improvement offered in Axis's new offering with the load shedding capability, the ballast can not only achieve major energy savings for the energy, but also qualify for utility demand response incentive programs. These programs offer major incentives for companies to install such load shedding products and provides the utilities with the essential capability to immediately use the load shedding feature remotely to reduce energy use and protect the grid from possible brownouts and blackouts. In some cases, utilities may cover the full cost of installing such a system for the benefit of assuring the reliability of the energy grid."
"In California alone, we can see an annual market demand of 500,000 ballasts statewide over the next few years as more utilities act upon State and Federal mandates to pursue energy efficient technologies that maximize the management of their power grids. Energy Innovation Group is already engaged in significant energy efficiency and demand response marketing and has identified corporate and utility interest for a demand response ballast. We look forward to significantly expanding the incorporation of Axis's ballasts in our energy audit plans."
Axis Technologies Announces Multiple Installations of Company's Dimming / Daylight Harvesting Ballasts in New Jersey!
http://www.marketwire.com/press-release/Axis-Technologies-Group-Inc-956416.html FOR THE WHOLE STORY!
LINCOLN, NE--(Marketwire - March 3, 2009) - Axis Technologies Group, Inc. (PINKSHEETS: AXTG), a green technology designer, manufacturer and marketer of a proprietary line of energy saving and daylight harvesting electronic dimming ballasts for the commercial lighting industry, announced that recent installations in several locations have has led to kilo watt hour (KWH) energy reductions and corresponding carbon dioxide reductions.
The Sprint Recycling (www.sprintrecycling.com) plant in Newark, NJ operates a 24,000-square-foot facility with a 20,000 ton/month capacity for recycling paper products. Nearly 200 Axis ballasts were installed in new fixtures in this facility. Tricarico Architecture & Design (www.tricarico.com), a leading architecture firm in Wayne, NJ which utilizes the latest in state-of-the-art technology to create innovative designs and has completed over 10,000 high profile projects, has installed over 150 Axis ballasts in their facility. Axis ballasts have also been installed in a number of schools and military facilities. In just these three installations, the new fixtures are cumulatively saving approximately 60,000 KWH annually, which translates to nearly 103,000 pounds of carbon dioxide.
Daylight Harvesting Ballasts From Axis Technologies Helping to Contribute to Michigans Energy Reduction Goals!
http://www.marketwire.com/press-release/Axis-Technologies-Group-Inc-954585.html FOR THE WHOLE STORY!
LINCOLN, NE--(Marketwire - February 26, 2009) - Axis Technologies Group, Inc. (PINKSHEETS: AXTG), a green technology designer, manufacturer and marketer of a proprietary line of energy saving and daylight harvesting electronic dimming ballasts for the commercial lighting industry, is pleased to announce that the company's energy efficient ballasts have been installed in several Michigan state office buildings and have helped contribute to reductions in energy use. In the past three years, Michigan Governor Jennifer M. Granholm's investment in energy saving technologies has cut electricity use by 23 percent and saved taxpayers over $60 million. The Michigan Department of Management and Budget (DMB) is administering the projects were instrumental in achieving the significant savings.
Axis Technologies' Dimming / Daylight Harvesting Ballasts Selected for Energy-Saving Upgrade of Florida State Office Building!
http://www.marketwire.com/press-release/Axis-Technologies-Group-Inc-953430.html FOR THE WHOLE STORY!
Proactive State Governments Impacting Increase in Adoption of Green Technology Initiatives.
LINCOLN, NE--(Marketwire - February 24, 2009) - Axis Technologies Group, Inc. (PINKSHEETS: AXTG), a green technology designer, manufacturer and marketer of a proprietary line of energy saving and daylight harvesting electronic dimming ballasts for the commercial lighting industry, announced that the company's energy efficient ballasts have been installed in the Daytona Beach Regional Service Center, a facility of the State of Florida.
In a September 2008 press release, Florida Department of Management Services (DMS) Secretary, Linda H. South, stated, "As the agency responsible for state-managed facilities statewide, we have a responsibility to ensure those facilities are efficient in reducing our carbon footprint and that we're doing our part to follow Governor Crist's lead of reducing waste and providing savings to the taxpayers of Florida."
One of these facilities was the Daytona Regional Service Center. The Axis Technologies, Inc. Daylight Harvesting & Dimming Ballast was selected to be part of the lighting update of the state owned building. Nearly 600 new fixtures were installed with Axis ballasts.
Simkar Lighting Adds Dimming / Daylight Harvesting Ballasts as an Energy-Saving Option in Their Green Initiative Fixtures!
http://www.marketwire.com/press-release/Axis-Technologies-Group-Inc-942047.html FOR THE WHOLE STORY!
PHILADELPHIA, PA--(MARKET WIRE)--Jan 27, 2009 -- Simkar Lighting (www.simkar.com), a producer of Commercial/Industrial Lighting fixtures is proud to announce the inclusion of daylight sensing to their "Green" initiative line of fluorescent fixtures by offering the Axis Technologies, Inc. (Other OTC:AXTG.PK - News) dimming/daylight harvesting ballasts as an option in their fixture line as well as a retrofit kit that will include a daylight harvesting ballast and sockets.
"The inclusion of Daylight sensing systems by AXIS Technologies to Simkar's high performance, energy efficient product line is a logical decision considering ease of installation and superior performance compared to other products currently on the market," says Ken Bopf, Vice President of Sales. "The ability to set dimming levels and individual fixture operation allows Simkar fixtures with the Axis Ballast to meet the switching requirements in certain electrical codes and rebate programs."