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CurAegis Technologies, Inc. was incorporated as a New York business corporation on September 25, 1996. The Company develops and markets advanced technologies in the areas of wellness, safety and power. Currently, we are focusing on the commercialization strategies in the following technologies:
| ||(i) ||the CURA system which includes the myCadian™ watch which measures degradation of alertness and sleep attributes and the Z-Coach e-learning education and training tool and |
| ||(ii) ||the Aegis hydraulic pump |
The myCadian™ watch consists of hardware and software that measures multiple metrics in order to establish that a person's ability to perform a task or job appears to be degrading. The Aegis hydraulic pump is designed with an innovative hydraulic design that delivers greater efficiencies and is smaller than currently offered products. The Company has not had any significant revenue-producing operations.
CURA Division: the myCadian ™ watch, the CURA™ System, and Z-Coach™ e-learning
The Company’s CURA division is developing a proprietary technology and suite of products designed to (i) measure the decrease in a person’s alertness and (ii) to train individuals on how to improve alertness levels. The CURA™ system and the myCadian™ watch enable the user and third parties to anticipate and avert undesired or disastrous situations caused by the degradation of alertness. With the information provided from the CURA™ software analytics employees can work with Z-Coach, our proprietary sleep training and education solution to correct sleep issues and improve overall wellness.
The myCadian™ watch is a wearable device developed using physiological monitoring hardware and our proprietary CURA™ (Circadian User Risk Assessment) software and detects a degradation of alertness in a user and reveals sleep and fatigue problems. The myCadian™ watch will contain an emergency notification function through the use of a panic button or in sensing a lack of motion which would generate a third party panic notification. The CURA™ system will include:
| ||- ||a proprietary tool that combines signal processing and pattern recognition to guide users and third parties about the alertness of the wearer, |
| ||- ||a risk assessment that identifies the degradation of alertness potentially affecting the wearer’s ability perform tasks, |
| ||- ||a comprehensive assessment for wellness, alertness and sleep, |
| ||- ||real-time reporting that distills complex data into actionable information on mobile and desktop platforms, |
| ||- ||predictive reporting for a user to take action when alertness begins to wane-before fatigue becomes dangerous, |
| ||- ||flexible settings to provide employers a customized CURA tool within existing safety definitions and to create protocols for a unique environment, |
| ||- ||pricing that makes it affordable across a broad based workforce. |
The Z-Coach e-learning tool was created by highly respected fatigue management scientists and was acquired by the Company in September 2015. The first of six Z-Coach e-learning modules, Z-Coach Aviation, has been designed for aviation professionals, from flight and ground crews, to scheduling, dispatch, administration and management. Z-Coach learning topics include: Risks and Costs of Fatigue, Fundamentals of Sleep, Fatigue Mitigation and Countermeasures. Z-Coach participants gain an awareness of the dangers inherent in the lack of sleep and learn to utilize lifestyle tools to make changes to improve their health, mood, productivity and safety. CurAegis Technologies plans to release five additional industry-specific versions of Z-Coach in conjunction with the launch of the CURA™ system and the myCadian™ watch.
Aegis Division: Hydraulic Pump –
The development of our hydraulic pump has taken on added significance in light of recent U.S. government emissions regulations for off road diesel engines. These regulations will require diesel engines to pollute less. To help achieve these new standards, companies are attempting to run diesel engines, and thus their hydraulic pumps, at lower rotational speeds. This requires larger displacement hydraulic pumps to be installed to compensate for the decrease in rotational speed. Among other advantages, the unique technology of our hydraulic pump allows a larger displacement pump to fit into the same or smaller footprint than that of existing pumps. This enables manufacturers to keep the current equipment layout without the need for expensive modifications to accommodate larger hydraulic pumps.
Our goal with the hydraulic pump technology is to give the marketplace a revolutionary new concept in hydraulic pumps and motors that will be:
| ||- ||smaller and lighter than conventional pumps and motors, |
| ||- ||unique in its ability to scale larger, allowing more powerful pumps and motors. |
We are now ready to approach corporate industry leaders in the hydraulic pump market to propose a prototype for a specific application. In connection with this, we are hiring an experienced industry advisor for market introductions, discussions and presentations of this unique technology.
We will continue to design modifications to enhance the overall pump technology. We have filed for patent protection for our novel non-rotating group pump concept, and we are also working on additional patents as a result of engineering breakthroughs in our design process. Although there is still much to be done, we continue to be extremely encouraged by our testing.
CEO Update - October 2017
I know it has been a while since my last CEO Report, but we have been waiting for a few events to occur before we could make some important announcements.
The fatigue management and sleep industries are showing tremendous growth and attracting a lot of attention.
LACK OF SLEEP IS KILLING US
A “catastrophic sleep-loss epidemic” is causing a host of potentially fatal diseases, according to Professor Matthew Walker, director of the Centre for Human Sleep Science at the University of California, Berkeley. In an interview with the Guardian, he warns that sleep deprivation is not being taken seriously enough by employers and everyday people alike — according to his research, there is a “powerful” link between a lack of sleep and cancer, Alzheimer’s disease, diabetes, obesity, heart disease, and other conditions. "No aspect of our biology is left unscathed by sleep deprivation,” he says. “It sinks down into every possible nook and cranny. And yet no one is doing anything about it. Things have to change: in the workplace and our communities, our homes and families."
This is over and above the mistakes and accidents created by fatigue.
The CURA™ System now works with both iOS and Android phones. We finally have aligned the communications between our watch, the smart phone and our cloud, however, we still have some additional bugs to be fixed. I would like to emphasize that our patent-pending technology and our secret sauce have been working extremely well for the last 6 months. It has been very frustrating to have taken so long for this outside work to be completed. For this reason, we are bringing our App development in-house. Blair Anderson has been brought on as Director of Software Engineering – CURA Division. Blair’s expertise will allow us to control our own destiny. I am confident that with this change, we will quickly be able to clear out the existing bugs and greatly improve our products.
Our incredible inventors (and geniuses) Matt Kenyon, VP of Technology and Innovation – CURA Division, and Colin Payne-Rogers, Senior Mathematician, have been working on new research and development initiatives. Their new work has very exciting and transformative potential.
We have received extraordinary interest in the CURA System from potential customers, and their insurance carriers, in order to cut down on mistakes and accidents in the workplace, as well as increase productivity and lower absenteeism.
We have nine major pilots sold and scheduled for late October and/or November. We are now starting to deliver these systems. These pilots are in the areas of Trucking, Aviation, General Manufacturing, Mining, Athletics, Municipal, and Direct to Consumer. We are hopeful to soon start pilots with Medical, Busing, and other organizations in the vertical markets mentioned above. Each one of these can turn into major sales opportunities. Most are starting with 30 to 60-day pilots. Even assuming success of the pilots, we do not know at this time how long an actual complete sales cycle will take.
We have been asked by many people and organizations if the CURA System can be compatible or integrated with other smart watches such as Apple Watch. In response, we have started to do just that. We believe that in the next 90-120 days, we will be able to sell the myCadian CURA App for wearers of other watches. This will open up a whole new market for us. However, if a user or organization wants or needs the accuracy of a scientifically validated wearable for the CURA System, the myCadian watch is the only solution on the market at this time.
We are working on a direct to consumer strategy through large groups or organizations as well as through social media and our own online store. Previously, we have been concentrating on the corporate market and have been touting the tremendous advantages the CURA System brings to them. However, our system also has tremendous benefits to individual users. These benefits to individuals are described below.
“The CURA System is a breakthrough proprietary Wellness and Safety technology, created to make your life healthier and safer. Of the three essential elements of health (sleep, nutrition and exercise), sleep is by far the most important. In fact, good sleep can lead to success of the other two. Proper sleep can improve your longevity, enhance your quality of life, and significantly cut long-term healthcare costs. The good news is that, unlike diets that are difficult to start and hard to continue, or exercise that is hard to find the time and energy to do, improving sleep is much easier.
The CURA System will 1) make you aware of the importance of sleep in your daily life, 2) show you how to easily change your behavior to make your life safer, healthier and longer, 3) give you accurate and relevant real-time information about your current and long-term sleep and fatigue health. It is a life changer.”
We will give large discounts to members of these groups and organizations and their families. We believe, with this strategy, we can reach over 100 million potential users. Again, they can buy our watch and/or just pay the monthly fee for the App and use their existing Apple Watch or other smart-watch. From our research, we believe that in the thirty (30) top apps in the health and wellness category, there are six (6) that are sleep-related. However, no other system can do what the CURA System does.
We have hired a major PR agency to assist in our launch. This company is 100% focused on tech and have launched over 1,000 products in the last 10 years including major wearables. They are extremely excited about our product.
Aegis Pumps and Motors
On October 3, 2017, at CurAegis Technologies, an epic event occurred that may revolutionize the hydraulics industry. Our new motor/pump design took a month longer than our vendor estimated to transform it into our prototype, but the results of our testing are incredibly exciting. I must tell you that at the end of our test, our engineering staff and others actually stood up and cheered. It was like a moon landing.
With our new test stand, we can now test our prototype at up to 3000 RPM, at up to 5,000 psi. This will save us about $50,000 per test at a third-party location. Our new prototype motor is smaller (greater power density) than any competitive motor we know of. Our tests show it will be significantly more efficient than competitive motors. We believe we will also be less expensive than other axial piston motors on the market. This should give us the trifecta against competition. We have already started creating specifications for a variable displacement pump which we hope will be done in the next 6-8 months.
We have to give the highest accolades to Doug Hemink, Director of Technology – Aegis Division, and his group of incredible engineers, for creating this ingenious, new, and disruptive technology. The complexity of this engineering feat is mind-boggling and the creativity needed to envision the technology is very rare to find.
Our plan is to license our technology to major manufacturers. We may consider an exclusive licensing agreement for a period of time if we feel that it is the best way to reach the OEM and after-market customers. We are now scheduling meetings with some of the major manufactures. At this time, we do not know what their reactions will be. However, our preliminary discussions have been encouraging.
We are still in the midst of a minimum of a $3 million raise. We have taken in over $1.6 million so far and are in conversations with many potential investors. Our hope is that this will be our last raise and that we will be able to “boot strap” ourselves from now on.
This is a very exciting time and barring “Murphy’s Law”, we should have meaningful revenues soon.
Again, thank you for your patience and confidence.
Richard A. Kaplan.
Chief Executive Officer
Stock Price- 10 year (left) and Year-to-Date (right) history of TOVC share price: http://bigcharts.marketwatch.com/advchart/frames/frames.asp?symb=TOVC&time=8&freq=1
Positives: New CEO and CFO: Richard A. Kaplan, Chief Executive Officer and Robert W. Fishback were appointed the company's Chief Financial Officier. Three (3) members of the Board immediately offered their resignations. On September 26, 2011 the company announced that local Rochester NY billionaire Tom Golisano had invested over $6.2M in the company and would be providing input to management and the BOD. A few weeks after the Golisano announcemnt, Hyundai has issued a PR citing collaboration wtih TOVC in testing on their Genesis model (http://www.autoblog.com/2011/10/14/supercharged-hyundai-genesis-hurricane-sc-to-bow-at-sema/ ). The Gleasman family was responsible for the design and engineering behind the Torsen Differential. Torvec's automotive engineering skill was recognized by the industry and the military (see May 5 CEO Update: http://www.torvec.com/messagefromceo050508.htm). Since the Torsen, the company has developed several other potentially revolutionary products in automotive engineering. Their newest products address market needs for greater fuel efficiency, lower cost, less weight and reduced emissions. Torvec's technology holds the promise of giving American companies a competitive advantage in fuel efficiency, safety and the creation of a new class of vehicles - tracked vehicles with applications from border patrol, search and rescue and construction to a recreation. The company has announced that it is working with GM on various models including Cadillac. Recognition of their technological capabilities has come from the likes of NASA. Numerous patents and IP are held by and assigned to the company and its shareholders.
Concerns: Historically, there were a number of pink flags: (#msg-42787201). New CEO Dick Kaplan and Tom Golisano's role and bank-roll are looking to re-write the company's history
* For long term investors, the new Series C stock heavily dilutes the company but at least it may bring with it accountability, timelines, credibility and commercialization events.
* 57% of the company stock is held by the Gleasman 's so control rests entirely in the hands of a very limited number of family members
* Management has a history of moving the goalposts, painting rosy outlooks and optimistic projections. Dick Kaplan seems to be addressing this previous problem.
* Turnover in previous management teams has been an issue. New management has recently been put in place by the Gleasman family. Time will tell if this marriage works. It's still a family controlled company.
* The company is heavily engineering based. Sales, Marketing and Strategic Planning have not been successful as measured by the share price. New management brings new hope.
* Expectations of numerous previous projects have fallen short:: "Ford Tracked Vehicle", Hilary Clinton involvement, DARPA, Chery, Shanghai Automotive, Peng-Pu, City of Chicago 'Green" initiative, EPA testing, Koenensigg, Nissan and NYS School Buses have frustrated investors in recent years.
* Pending commercialization of their various technologies has been predicted since 2000 SEC filings. CEO Updates, which use to tick the stock price northward, began to have less and less impact until finally, with a website redesign, they were dropped completelyand erased as a historical record of mis-achievement. A classic, the Dec 2008 CEO Update, set expectations of one or more announcements of a "major development" and "watershed event" by or at the 2009 Annual Shareholders Meeting. That never occurred
* The company's IVT (infinitely variable transmission) technology does not appear presently to be a serious contender in spite of the "Perfect Storm" environment for fuel efficiency. As of September 2008, the "Perfect Storm' which had oil prices above $150 per barrel has at least temporarily subsided. This peak in fuel prices should have been accompanied by an commensurate peak in the valuation of some of the company's technology. As the YTD share price graphic above indicates, that did not occur.
* Until recently (October 2010), trading volume has been thin and hence volatile and only semi-liquid. With the announcement of Kaplan as CEO and Tom Golisano as investor and BOD member, both volume and share price have begun to recover. Whether this is sustainable will be seen as new management and a new BOD takes control.
* Suggest new investors review a decade's worth of SEC filings and over four years of CEO Updates found on the company's website.
January 2010 Shareholders Meeting - unlike past years, no SEC filings were submitted regarding the specific content of the meeting nor powerpoint slides used.
2009 Shareholder's Meeting
"Major development" still in the works with a large automotive manufacturer for FTV. $10K royalty/profit per FTV. GM still in discussions regarding IsoTorque diff in six models (half million rear wheel drive vehicles). Un-named heavy truck manufacturer interested in inner-axel differential. IsoTorque standing order supposidly in-house from Nissan but company can't afford to manufacture them until greater economies of scale are realized. Not to be found in the SEC 8-K filing is that the Ford FTV deal which was the highlight of the 2008 meeting appears now to be dead.
January 2008 Shareholder's Meeting
Management positioned the company's primary technologies as being 'in-play': It's an unusual use of the term given that the technology has now been "in play" for the better part of a year. Ford Motor Company was reported as in negotiations on the company's Fast Tracked Vehicle (FTV - also known as the Full Terrain Vehicle and referred to at this year's Shareholder Meeting as the "Ford Tracked Vehicle"), General Motors has been reported as in negotiations on the use of the Company's IsoTorque Differential across all its models, Lockheed-Martin in negotiation for utilization of up to 1.3 million the company's CV Joints (CVJ) for pending military use in the Joint Light Tactical Vehicle (JLTV), a California Hybrid Bus manufacturer in negotiation to implement the CVJ in the design of their product. See #msg-26492129 for text and powerpoint files as presented to shareholders on January 28th, 2008. A projected transaction with Nissan for Iso-Torque Differentials has still yet to be announced. Lockheed Martin was successfully chosen this month as one of three finalist in contention for the military's JLTV contact. In a recent board survey, 81% of Torvec shareholders believed the company's CV Joint to have been in the Lockheed prototypes. Recent evidence suggests they were not. The company says it can't comment due to non-disclosure agreements with Lockheed.
VALUATION #msg-20205087 and #msg-20206084, #msg-8231969 #msg-11828725 #msg-14443213. Developments as of October 2007 led to speculation that the company could be worth in excess of $30 per share but shares have been on a downward trend since January 2007 with the exception of a Dec/Jan blip up due to CEO Update promising the announcement of a "major development" by or at the 2009 Shareholder meeting. That didn't happen. A Jim Gleasman valuation model from April 2008 was posted: #msg-29039800. Valuation in this model is north of $150 per share. Management has been quoted as saying investment will either lead to "the outhouse" or "the penthouse". Throughout much of 2010, the stock has hit new low after new low, bottoming out at $0.30 during the Summer. That may change going forward from October 2010 with the announcement of new management. No new strategic plans have yet been announced.
Shares Outstanding: As of December 1, 2009: 35,448,646. and has commitments to issue additional common shares upon the exercise of common stock warrants and potential conversions of Class A and Class B Preferred Stock.
Float: About 16M (realistically much lower- probably on the order of 8 to 9M - as many shares rest in supposidly company-friendly hands - see #msg-8069620, )
% Held by Insiders: ~57% % Held by All Directors: ~37.89%
...Keith Gleasman, President , 9,328,273 shares or 23.34%
...James Gleasman, (deceased) 5,884,013 shares or 15.37%
...Margaret Gleasman, (Vernon Gleasman's Estate, Beneficial Owner.) 2,310,314 shares or 6.5%
Stock Dividend or Stock Splits: Board of Directors and shareholders voted in 2006 to increase the number of authorized common shares by 360,000,000 common shares. As a result of the amendment, the company's certificate of incorporation provides that the company has authority to issue an aggregate 400,000,000 common shares.
Torvec has two wholly owned subsidiaries: IVT Diesel Corp and Iso-Torque Corp. Both are expected to form joint ventures or license TOVC technology to partners.
The company believes its products are production ready: #msg-23996633
PRINCIPAL INVENTORS: THE GLEASMAN FAMILY
Vernon Gleasman (1912-2004) - responsible for invention of Torsen Differential (1951). See link: http://archive.twst.com/notes/articles/agu606.html
James Gleasman (1946-2010 )
Keith Gleasman (1953- )
PARTNERS AND TECHNOLOGY APPLICATIONS
United States Air Force - interest in development of an Advanced Combat Firefighting Vehicle (ACFV), a high speed, high maneuverability vehicle capable of traversing extreme and inhospitable terrain. Going where other vehicles can't go: #msg-29063650
General Motors Corporation - in discussion on TOVC's IsoTorque Differential for several models including Cadillac.
SMS Supercars - announced January 8, 2010 the availability of an IsoTorque Diff as an option on its SMS 2010 Carmaro to be shown at the 2010 Detroit Auto Show. (#msg-45306771)
Lockheed JLTV - Joint Light Tactical Vehicle. See #msg-23853213 . Follow JLTV development here: http://contracting.tacom.army.mil/ssn/jltv.htm
Announcement Oct 15, 2007 from office of Senator Hillary Clinton announces partnership of Torvec and Lockheed. "Our men and women, if they are called upon to engage in combat by their country, need to have the very best that our country has to offer," said U.S. Senator Hillary Clinton. "The relationship between Lockheed Martin and Torvec, Inc. creates an innovative solution for the next generation of tactical wheeled vehicles. Senator Clinton's interest in the next generation of tactical wheeled vehicles allowed her to make the connection with the automotive technologies produced by Torvec, Inc. and Lockheed Martin Systems Integration."
http://clinton.senate.gov/news/statements/details.cfm?id=285305&& While Locheed Martin has been selected as one of three finalists for this military contract, it is unknown for certain whether Torvec's CVJ is or will be a part of the final design, should Lockheed be selected as the manufacturer.
NASA Electrically modified IVT (transmissions) and IsoTorque differentials for next generation Moon Rover. An engineer's potential 'dream' endorsement of the technology. #msg-16513092 - artist's rendering. http://www.torvec.com/images/NASA/NASA_Diffs_2.jpg
The company says it is focused on the commercialization of the first two of the products listed below.
New version of their original Torsen differential, currently standard equipment on Lexis, Toyota, Audi, Land Rover, GM and >30 other models. ISO-Torque Differential is less expensive and more efficient (due to many fewer parts) and is much lighter than the original Torsen design. The original Torsen design, the patent on which has expired, was sold in 2003 to Toyoda Machine Works for > $100M. (#msg-8218965). Currently installed on a Nissan 350-Z and some GM models (Cadillac CTS). Post on three (3) models of Torsen differential (#msg-32189319) from http://en.wikipedia.org/wiki/Torsen. IsoTorque looks to be the first of the company's technologies which will see the light of day.
Hydraulic Pump and Motor
Historically, the problem with hydraulics has been their excessive noise, heat and weight. This made the technology unacceptable for most automobile and light truck use. Torvec's Hydraulic Pump and Motor, Rota-Torque™, has been designed specifically for automotive use and has none of these disadvantages. It is smaller, quieter and lighter than current models (80 lbs vs 360 lbs).
Fast Track Vehicle... Think of the track of a tank attached to the undercarriage of a standard pickup truck. Prototype vehicles incorporates many other TORVEC technologies. Steers with a steering wheel for ease of use and maneuverability. Designed for highway speeds. 17" wide rubber tracks won't leave ruts, making the FTV highway-and-environmentally-friendly. All-terrain vehicle capable of navigation thru sand, mud, snow, rocky terrain, etc. New 2007 patents around track and steer drive mechanisms. The "FTV" acronym has gone from "Fast Tracked Vehicle" to "Full Terrain Vehicle" to "Ford Tracked Vehicle" and now back to "Full Terrain Vehicle". Perhaps it should be called the "Future Tense Vehicle".
Infinitely Variable Transmission (IVT)
Utilizes TORVEC's patented lightweight HYDRAULIC PUMP AND MOTOR assembly. The transmission provides an uninterrupted drive through an infinite number of geared spread ratios allowing ideal torque flow to propel the vehicle while permitting the engine to run at optimum efficiency. Using TORVEC's hydraulics, its transmission is lighter than current transmissions and has far fewer total parts (170 vs 700+). The IVT allows an engine to run at a constant speed rather than having to variate. This results in reduced pollution and improved fuel economy.
Constant Velocity (CV) Joint
Approximately 300 million constant velocity (CV) joints are sold throughout the world every year, comprising a market of over $6 billion. They are primarily used in front-wheel-drive vehicles, sport utility vehicles, and 4x4 light trucks, and are also used in some rear-wheel-drive vehicles. New military applications such as the JLTV could increase demand for this technology. (See #msg-42623601 however!) Torvec's spherical gearing was invented for use in its own pumps and motors. This Torvec CV joint, which uses spherical gears, is interchangeable with existing CV joints, and has lower weight and manufacturing cost than current CV joints. The Torvec CV Joint has world-wide patent protection.
In June 2007, the company announced a transfer of its ice technology license agreement with Dartmouth College to Ice Engineering, LLC --- a company owned by the original inventor of the technology, Dr. Victor Petrenko. Torvec's gain of $3.5M in the transaction ($300,000 per quarter starting March 2008) is being held up by auditors. A future revenue stream based on commercialization of technology is possible.. See the company announcement: http://www.torvec.com/messagefromceo062007.htm
SEC Filings As management is fond of saying, "It's all in the filings!".
September 1998 Shareholder Update: #msg-26343885
Strategy and Highlights from Year End 10-Ks and Shareholder updates:
Year Ending 1999 10-KSB: n/a
Year Ending 2000 10-KSB: #msg-26344586
Year Ending 2001 10-KSB: n/a
Year Ending 2002 10-KSB: #msg-26345049
Year Ending 2003 10-KSB: #msg-26378279
Year Ending 2004 10-KSB: #msg-26378852
Year Ending 2005 10-KSB: #msg-26379770
Time sequence related to CXO management engagement: #msg-29847354
2007 Annual Meeting of Shareholders: held Rochester NY Thursday January 25th, 2007 at Casa Larga. Coverage of the meeting started here: #msg-16508364. #msg-16707077
2008 Annual Meeting of Shareholders: held in Rochester NY Thursday January 28th, 2008 at Casa Larga. Text and graphics linked at the following post: #msg-26492129
2009 Annual Meeting of Shareholders: held in Rochester NY Thursday January 29th, 2009 at Casa Larga. Summary of major points. #msg-35205006
2010 Annual Meeting of Shareholders: held in Rochester NY Thursday January 28th, 2010 at Casa Larga.
2012 Annual Meeting of Shareholders: to be held on June 14th, 2012 at 7:00 pm at Casa Larga Vineyards (2287 Turk Hill Road, Fairport, NY).
COMPANY WEBSITE and PHONE NUMBER:
http://www.torvec.com ……..Office: 585.254.1100 begin_of_the_skype_highlighting 585.254.1100 end_of_the_skype_highlighting ……… Fax 585.254.1105.