Manaris (AVNY)

[walterc]

Mr.



You are certainly right in saying that the results of our efforts and good decisions are not yet reflected in the share price. It is something we are acutely aware of and have been trying to correct.



Regarding your concern relative to a “hostile” acquisition, we would like to make the following comments:



1. If anybody tries to accumulate sufficient shares on the open market to constitute a substantial holding,

1. first the price will go up,

2. second once the buyer has accumulated 5%, the buyer must publicly state its intentions,

3. and thirdly at 10% the buyer becomes an affiliate and must file a Form 3 disclosing its shareholding and thereafter file a Form 4 every time the buyer buys or sells shares.



2. Also, we have a very experienced board. If we are approached by somebody who wants to buy a majority stake, the board will need to consider very carefully whether the offer values the company fairly, and whether there might be other interested parties who want to tender an offer. The board can always say No if it believes the company is being undervalued. And at current prices we certainly believe the company is undervalued.



I hope that this addresses your concerns,



Sincerely,

This is an answer to my question that the company would be sold at ridiculous prices


For the few readers of this board , I believe this wil become a ten bagger

[walterc]

We did pass on your Thanks to John.



As I am sure you appreciate, there is nothing better we can do to protect shareholders than to continue to work hard and make the company healthy and profitable. We are not aware of any concerted effort on the part of a few to take advantage of current prices. We will of course be mindful of our responsibilities to our shareholders, should any transactions present themselves to us.



Best Regards,





Marie-Annick Riel

General Manager - Avensys Solutions

Avensys Inc.

400 Montpellier Blvd

Saint-Laurent, Qc

H4N 2G7

email [e-mail]

[walterc]

July 7th, 2008

Message from President and CEO of Avensys Corporation
Update to shareholders
As I approach the end of my third year as your CEO at Avensys Corporation (Avensys), I want to reflect on the progress we have made over the past 3 years and to present to you what we see ahead.
When I first wrote to you in October 2005, we had three operating subsidiaries – Avensys Inc., Chartrand Laframboise Inc. (CLI), and C-Chip Technologies (North America) Inc. Our revenue for the fiscal year ended, June 30, 2005 was $5 million and our operating losses were high. Our debt was expensive and highly dilutive. We had autonomous management teams at each of the subsidiaries, and a small cadre of staff at the holding company.
Our strategy has been to:
• Focus the business on Avensys Inc. where we believe future sustainability and profitability lies, and grow that business aggressively.
• Stabilize our balance sheet and stop diluting our shareholders
• Build one management team and dramatically reduce overhead
Today we have one operating subsidiary, Avensys Inc., with two operating divisions:
• Avensys Technologies designs, manufactures, distributes, and markets worldwide high reliability optical components and modules as well as Fiber Bragg Gratings for the telecom market and high power devices and sub-assemblies for fiber lasers to the industrial market.
• Avensys Solutions is an industry leader in providing instrumentation and integrated solutions for the monitoring of industrial processes and environmental surveillance applications for air, water and soil in the Canadian marketplace.
Our current annual run rate for revenues is approximately $30 million, split evenly between the two divisions. We have one strategic financial investor, Imperium Partners, and a debt structure designed to provide management with the time to focus on building and operating the business. We have one management team and our public company operating costs have been reduced by two thirds. Despite the Canadian dollar appreciating by about 20%, from an average of 0.8255 in 2005 to 0.9929 in 2008, we are starting to show positive EBITDA and operating cash flow numbers on a quarterly basis. CAGR for revenues over the past 3 years was 59%.


Milestones in the implementation of our strategy over the past 3 years are:
• In February 2006, Avensys sold Chartrand Laframboise Inc., a security investigation firm, to a leading player in the security services business.
• In April 2006, Avensys acquired the assets of ITF Optical Technologies Inc. (ITF), a designer and manufacturer of advanced photonic solutions based on proprietary all-fiber technology, and together with the preferred shareholders of ITF created ITF Laboratories, a R&D organization.
• In August 2006, Avensys concluded a private placement for $3.6 million with accredited and institutional investors through the issuance of Series B convertible debenture.
• In December 2006, C-Chip Technologies entered into a technology license agreement with a technology partner. Subsequently, the agreement between C-Chip and its partner was terminated, effective December 2007, and C-Chip’s outstanding loan was forgiven. The C-Chip business was discontinued.
• In July 2007, Avensys entered into a strategic financial partnership with Imperium Partners in New York. In addition to the redemption of the Series B convertible debenture issued in August 2006, this capital restructuring provided Avensys with additional working capital and credit facilities to fund future growth and expansion.
• In March 2008, Avensys acquired the operations of Willer Engineering Limited, a privately-owned Toronto-based company providing industrial process measurement and Continuous Emission Monitoring (CEM) instrumentation solutions to the Eastern Canada industrial marketplace.
Throughout this period we have announced numerous product and market developments. Our Avensys Technologies division announced the qualification of our high powered pump laser combiner for the industrial laser market, the launch of a new miniature differential phase shift keying (DPSK) demodulator for the telecom market, record shipments of Fiber Bragg Gratings, new distributorships throughout the world for our line of optical components, and significant growth in the undersea telecom market. Avensys Solutions announced the sale of 125 ISCO flow meters for a the largest Inflow and Infiltration study in Canadian history to be carried out by Earth Tech Canada for the Regional Municipality of York wastewater system. Avensys Solutions continued to add several new product lines from leading suppliers around the world to its product lines and has steadily increased its presence as a value-add supplier of integrated monitoring solutions.
Looking ahead, I am excited by our prospects. Our vision is clear. Following the Willer acquisition, Avensys Solutions, the environmental and process measurement division, was able to quickly realize the planned costs savings associated with operational synergies and increase its order backlog for integrated solutions. The Willer team’s expertise takes us up the value chain thus creating opportunities to generate higher gross margins. The sales force has been integrated and early signs are very encouraging. We hope this newly merged division will take advantage of the growth associated with tighter control of industrial emissions and greenhouse effect gases.


At Avensys Technologies, the future is equally exciting. Fiber Laser is a disruptive technology in the industrial laser market. At present, we manufacture combiners for mid and high powered fiber lasers and plan to manufacture optical engines for lower powered fiber lasers. Growth rates should be in excess of 50%, bearing in mind that these components currently comprise approximately 20% of our optical business. In the telecommunications market, we currently make components (demodulators) for the new hi-speed transmission 40Gbs systems. We believe this market will emerge over the next 12 months. The demand for our undersea components should continue to be strong, although we do not anticipate the same growth rate as we have seen over the past 12 months. We do see strong growth for our Fiber Bragg Gratings commodity into the telecom market, and are exploring the possible establishment of a manufacturing organization in Asia, both to be near our customers and to take advantage of a lower cost structure.
Given these strong business fundamentals, we expect continued growth in revenues for our next fiscal year ending June 30, 2009. We continue to look opportunistically for acquisitions for both our divisions. With the Canadian dollar exchange rate stabilizing at par, we should be cash flow positive from operations for this coming FY 2009, after necessary capital expenditures, and should show an operating profit in Quarters 3 and 4.
We have a great team, excellent products and technologies, and strong market opportunities. I feel very confident about our future. Thank you for your support.

John Fraser
Chief Executive Officer

[walterc]

http://biz.yahoo.com/prnews/080514/nyw030.html?.v=101

excellent progress again but smallcaps are not really wanted at this moment


But sometime somewhere this will explode

[walterc]

Hi Walter,

The Company is gearing up for its earnings. We will announce the date soon.


Best,

Truc

[walterc]

http://biz.yahoo.com/prnews/080325/nytu015.html?.v=101

[walterc]

It is an intention , so the deal is not yet closed which means that they do not yet disclose the purchase price and the way it will be structured

[walterc]

http://biz.yahoo.com/prnews/080311/nytu141.html?.v=101

[Bigstud is here]

Gee! This thing is still trading. I use to own 5500 back in 04 and sold them in feb 05 @ .85 when it was CCHI and made 20 bucks profit on the darn thing. I got out because something didnt seem right. I remember there was a flyer out on something about C-chip but Im amaze its still trading. I was checking some of my history & statements and came across CCHI, looking back at some of my old trades and see if they r still alive. Also I see another company is using cchi now,Cambridge Capital Holdings. Now looking back at this it was a sucker stock because of that flyer promotion. Anything u get in emails or by mail is a sucker stock is what I learn over the years and seen a few of them this year but they r short plays on some but not all. I bet if this ever gets back to .85 or .90 u guys will be out of this faster than a speeding bullet. I dont see it getting there again but what do I know. Anything possible I guess. Good luck u guys.

[walterc]

Press Release Source: Avensys Corporation


Avensys Tech More Than Doubles its FBG Monthly Shipments
Thursday February 21, 8:00 am ET
11,000 FBG's Per Month Shipped Due to Strong Demand in the Telecom Diode and Optical Sensor Markets


MONTREAL, Feb. 21 /PRNewswire-FirstCall/ -- Avensys Corporation (OTC Bulletin Board: AVNY, FRANKFURT WKN: A0M9YA) today announced that Avensys Tech, a division of its wholly-owned subsidiary Avensys Inc., a leading manufacturer and distributor of fiber optic components and integrator of instrumentation and turn-key systems for environmental monitoring, has surpassed the mark of 11,000 Fiber Bragg Gratings (FBG) units shipped in a single month, during the month of January 2008.
ADVERTISEMENT


This milestone was achieved through a steady growth in the monthly production of FBG's and represents an increase of 116% compared to 5,100 units shipped during the same month last year.

An FBG is a fiber based mirror, used for wavelength selection or stabilization and is a key component in telecom and fiber laser systems. The growing demand can be attributed to growth in both the telecom diode and optical sensor markets.

Hassan Kassi, general manager of Avensys Technologies stated, "We are very pleased with our efforts to build a high volume FBG production line that can serve the growing needs of the Telecom market both in North America and abroad. Our streamlined manufacturing process and high quality production team are key elements in sustaining our success and allowing us to maintain our position as a volume player in this growing market."

[walterc]

Good morning,



To follow below, please find the Avensys 2Q Earnings press release that was disseminated this morning.



Best,

Truc









PRESS RELEASE – FOR IMMEDIATE RELEASE



AVENSYS CORPORATION REPORTS SECOND QUARTER FISCAL YEAR 2008 FINANCIAL RESULTS, ENDED DECEMBER 31, 2007
Strong Sales from Avensys Tech and Avensys Environmental Solutions Divisions



Second Quarter 2008 Highlights:

Avensys subsidiary revenues were $4.1 million compared to $3.1 million for the same period last year, an increase of 32%;
Overall revenues were $4.3 million compared to $4.9 million for the same period last year. Decline was due to a one-time recognition of $1.7 million of deferred revenue for our C-Chip subsidiary taken during the second quarter of the prior fiscal year;
Gross margin of $1.5 million was 34.7% as a percentage of consolidated revenues compared to $900 thousand, or 18.9% for the same period last year. The prior year percentage was adversely affected by a very narrow gross margin on the deferred revenue recognition;
Loss from operations was $1.0 million, compared to $1.1 million, for the same period a year ago;
Net cash used in operating activities for the second quarter was $340 thousand, as compared with net cash used of $81 thousand for the same period last year;
Adjusted EBITDA loss for the second quarter was $778 thousand, as compared with an adjusted EBITDA loss of $697 thousand for the same period last year.


Montreal, Canada – February 11, 2008 – Avensys Corporation (OTCBB: AVNY), a leading manufacturer and distributor of fiber optic components, and integrator of instrumentation and turn-key systems for environmental monitoring, today reported its financial results for the second quarter of its 2008 fiscal year, ended December 31, 2007.



While the Avensys business generated a robust year-on-year improvement of 32% in revenues, there was a 15% decline in revenues from the first quarter of the current fiscal year. The second quarter is historically a slow sales cycle. This slowdown is typically offset by increased spending from customers in the second half of the fiscal year and the Company has no reason to believe that this year will be any different.



In addition, Avensys Tech, the optical component division, curtailed output production during the period in order to train new staff, as demand for products continues to gain momentum. Notwithstanding this, Avensys Tech generated a remarkable 57% increase in sales year-on-year. Avensys Environmental Solutions’ revenues declined by 13%. The six month figures are plus 51% and minus 8%, respectively for the two divisions.



The decline in Avensys Corporation’s revenues in the three months ended December 31, 2007 was due to a change in the application of revenue recognition policy in the second quarter of fiscal year 2007 with respect to revenue for the C-Chip subsidiary. Prior to signing the technology license agreement in December 2006, C-Chip revenues were being deferred over 36 months. Once the agreement was signed the Company immediately took all the deferred revenue into income, and from December 2006 until December 31, 2007, have been recording royalties only.



As previously communicated, Avensys is focused on its fiber optics and environmental solutions business segments which have demonstrated the most potential for sustainable and long-term growth. As a result, the Company has ended the relationship with its C-Chip business partner, completing this transformation and allowing it to focus on these core businesses.



President and Chief Executive Officer, John Fraser of Avensys Corporation, commented, “During the second quarter, the Company completed its transformation by putting focus on building sustainable and long-term growth from its core businesses. The quarter marks the completed transition of Avensys as we are now focused on becoming a leader in the fiber optics industry. The fiber optics industry is an area marked by remarkable growth and renewal in the past few years, generally caused by a rising demand from the telecommunications industry, and driven by new digital media, high throughput devices as well as an emerging paradigm shift to high output lasers in the fiber optic laser industry. Avensys is also an indirect beneficiary of large scale undersea telecom projects as our Tech division is one of the few component companies in the world with undersea certified production lines. Avensys Solutions division continues to perform steadily and is a solid contributor to our overall revenue stream.”



Six Months Results

For the six months ended December 31, 2007, Avensys Corporation reported consolidated revenues of $9.3 million versus $8.6 million recorded for the same period in the prior year. Gross margin improved to 40% as a percentage of consolidated revenues as compared to 27% for the same period last year. Loss from Operations was $1.1 million, compared to $1.7 million, for the same period last year. Net cash used in operating activities for the six months ended December 31, 2007 was $530 thousand, as compared with net cash used of $1.7 million for the same period last year. The Company generated an adjusted EBITDA loss of $778 thousand, as compared with an adjusted EBITDA loss of $697 thousand for the same period last year.



Mr. Fraser concluded, “We ended the period with a working capital surplus of $1.6 million and an amenable working capital and credit facility to help finance our growing business. In addition as a reflection of the significant progress made by the Company, the notes to the consolidated financial statements for the first half exclude the Company’s previously disclosed going concern reference. We are now ramping our internal infrastructure for growth and to meet the increased production demand for our products. The restructuring efforts and turnaround in our business is now beginning to pay off and we hope that this will reflect in the building of shareholder value for our investors.”



Conference Call

Avensys Corporation will host a conference call today at 11:00am ET and will be simultaneously broadcast live over the Internet at www.avensyscorporation.com or www.vcall.com. Please allow extra time prior to the call to visit the site and download the streaming media software required to listen to the Internet broadcast. The online archive of the broadcast will be available within one hour of the live call.



Those who would like to participate on the conference call should dial 877-407-9210 (US and Canada) and [phone] (International).



A replay of the call will be available on the Company's Web site or by dialing 877-660-6853 (US and Canada) and [phone] (International). When prompted please enter access code, #286 and conference ID #271931. The replay will be available one hour following the live call and for two weeks
______________________________________________________________________

[walterc]

Avensys Corporation Reports Second Quarter Fiscal Year 2008 Financial Results, Ended December 31, 2007

[walterc]

Avensys Corporation Sells 125 Isco Flow Meters to Be Used in the Regional Municipality of York Wastewater Systems


Flow Meters to be Used in the Largest Flow Metering Project in Canada to Date


MONTREAL, Feb. 11 /PRNewswire-FirstCall/ -- Avensys Corporation (OTC Bulletin Board: AVNY) today announced that Avensys Environmental Solutions, a division of its wholly-owned subsidiary Avensys Inc., a leading manufacturer and distributor of fiber optic components and integrator of instrumentation and turn-key systems for environmental monitoring, received an order for 125 Isco 2100 Series Flow meters to be used in The Regional Municipality of York's wastewater systems in Ontario, Canada. The order is estimated to be worth approximately $500,000 and will be delivered in first the quarter of 2008.

Earth Tech Canada, working on behalf of York Region, will use these flow meters to complete a comprehensive Inflow and Infiltration Assessment. This study will consist of a region-wide analysis of wet and dry weather flows within each of its nine municipalities and on the Regional wastewater system. The main objective of this project is to identify extraneous inflow and infiltration flows in sewer systems that ultimately flow into the Region's wastewater conveyance and treatment facilities and to recommend suitable areas for pilot remediation projects.

The York Region Inflow and Infiltration Project will be a multi-year program, and is the single largest flow monitoring project in Canadian history -- 120 temporary flow monitoring locations, 15 additional rain gauges, with a minimum monitoring period of one year.

Mrs. Marie-Annick Riel, general manager of Avensys Environmental Solutions commented, "We are very pleased that our Isco Flow meter line has been selected for this study. This sale further strengthens our position as a leading provider of environmental monitoring instrumentation and turnkey solutions in the Canadian marketplace. It is also a tribute to the technical capabilities of the Teledyne Isco line of products which we have been distributing for close to 30 years."

About York Region

The Regional Municipality of York is made up of nine municipalities and provides services to 983,000 residents, more than 86,000 businesses and 460,000 employees.

York Region has a two-tier government structure, with services provided by the Region and local area municipal governments. The Region provides services for its residents and businesses that include infrastructure, transit, water and wastewater, emergency services, policing, human services and growth management.

About Earth Tech Inc.

Earth Tech Inc. is a global provider of a full suite of engineering, construction and operations services to the international water/wastewater, environmental, transportation, and facilities markets. A business unit of Tyco International Ltd., Earth Tech employs some 7,000 talented people, delivering services to customers in 15 countries. Founded in 1970, Earth Tech is headquartered in Long Beach, Calif. More information on Earth Tech can be found at www.earthtech.com.

About Teledyne Isco

Founded in 1958, Teledyne Isco is a leading manufacturer of automatic water and wastewater samplers, open channel flow meters, liquid chromatography instruments, and precision syringe pumps. Benefits derived from Teledyne Isco products range from maintaining a clean environment to developing disease- curing drugs to increasing energy supplies. Teledyne Isco, Inc., headquartered in Lincoln, Nebraska, is a wholly owned subsidiary of Teledyne Technologies, Inc. (NYSE symbol: TDY), which is headquartered in Thousand Oaks, California. For more information on Teledyne Isco, visit their website at www.isco.com.

About Avensys Corporation

Avensys Corporation operates Avensys Inc., its wholly-owned core subsidiary. Avensys Inc., through its manufacturing division Avensys Technologies, designs, manufactures, distributes, and markets high reliability optical components and modules as well as FBGs for the telecom market and high power devices and sub-assemblies for the industrial market. Avensys Technologies is also a pioneer in the development of packaged fiber-based sensors and possesses leading edge intellectual property. Avensys Environmental Solutions, also a division of Avensys Inc., is an industry leader in providing environmental monitoring solutions for air, water and soil in the Canadian marketplace. To find out more about Avensys Environmental Solutions, please visit our website at www.avensyssolutions.com. For Avensys Corporation Company news and updates you can also visit www.avensyscorporation.com

Forward-Looking Statements

Except for historical information contained herein, the statements in this news release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause a company's actual results, performance and achievement in the future to differ materially from forecasted results, performance, and achievement. These risks and uncertainties are described in the Company's periodic filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof, or to reflect the occurrence of unanticipated events or changes in the Company's plans or expectations.

For more information, please contact:
Truc Nguyen or Christopher Chu
The Global Consulting Group
T:
E: [e-mail] | E: [e-mail] Avensys Corporation














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[walterc]

http://www.taglichbrothers.com/equityuniverse/companies/avensyscorp/avensyscorp-01022008.pdf

tecent rapport over Avensys

[walterc]

I think the results will be good as they are very early with the announcement

Good morning,



To follow below and attached, please find today's recently disseminated press release from Avensys Corp (OTCBB: AVNY).



AVNY will host a conference call to discuss second quarter financial results. Dial in information is provided below:



In conjunction with the earnings release, Avensys Corp will host a conference call with John Fraser, President and CEO, and Tony Giuliano, Chief Financial Officer. The call will take place, Monday, February 11, 2008 at 11:00am ET and will be simultaneously broadcast live over the Internet at www.avensyscorporation.com or www.vcall.com. Please allow extra time prior to the call to visit the site and download the streaming media software required to listen to the Internet broadcast. The online archive of the broadcast will be available within one hour of the live call.



Those who would like to participate on the conference call should dial [phone] (US and Canada) and [phone] (International).



A replay of the call will be available on the Company’s Web site or by dialing [phone] (US and Canada) and [phone] (International). When prompted please enter access code, 286 and conference ID 271931. The replay will be available for two weeks following the event.



Regards,



Noy Sayouthasad

Investor Relations

The Global Consulting Group
T: 646-284-9407 | F: 646-284-9494 | M: 646-824-2846

E: [e-mail]

[walterc]

Yahoo!My Yahoo!Mail Make Y! your home pageYahoo! SearchSearch:Sign In
New User? Sign UpFinance Home -Help




Press Release Source: Avensys Corporation


ITF Labs' Pump Laser Combiner Demonstrates Exceptional Reliability
Tuesday January 22, 8:00 am ET
New Pump Laser to be Displayed at Photonics West Exhibition in San Jose on January 22-24


MONTREAL, Jan. 22 /PRNewswire-FirstCall/ -- Avensys Inc., a wholly owned subsidiary of Avensys Corporation (OTC Bulletin Board: AVNY - News) today announced that its R&D partner, ITF Laboratories Inc. (ITF Labs) has successfully passed all the Telecordia GR-1221-CORE qualification requirements and therefore added another key product to its high power end-coupled fiber combiner family.
ADVERTISEMENT


The end-coupled fiber-based combiners have successfully passed all the Telcordia GR-1221-CORE qualification requirements; they also successfully passed what are believed to be the world's most demanding power handling tests for a pump combiner. The Telcordia standard, derives from Telcordia Technologies (formerly Bellcore Labs), and is an industry standard set to ensure the reliability for passive optical components. Telcordia is the main standard officially adopted by different specialized committees and issued through registered Bellcore's Generic Requirements (GR) document.

The ITF Combiners provide a cost-efficient way to increase laser power by combining more than 1 kW of pump power in a single combiner. By using an all- fiber design, the input power always remains in the fiber, resulting in low insertion loss, low polarization dependent loss, and extremely high power handling capability.

ITF Labs' VP of Engineering, Nigel Holehouse stated, "This qualification proves that our designs are the most robust high-power fibre components for laser applications available on the market and creates a new standard on which the market can rely."

ITF Labs, along with its commercialization partner, Avensys Inc., will showcase these new products at the Photonics West Exhibition on January 22 - 24, 2008 in San Jose, CA. The exhibition is being held at the San Jose Convention Center and located at booth # 5114.

During the exhibit, ITF Labs will also be presenting four scientific articles and will participate in two poster sessions and two oral presentations covering the many aspects of fiber laser technology and aerospace communications, thus displaying its leadership in the area of optical components.

Photonics West attracts more than 17,000 attendees from 50 different countries and is the most important North American exhibition on optics, lasers, biomedical optics, optoelectronic components, and imaging technologies.

About ITF Laboratories Inc.

ITF Laboratories Inc. is 42% owned by Avensys Inc., a wholly-owned subsidiary of Avensys Corporation and was created as a result of the acquisition of ITF Optical Technologies Inc. (ITF) by Avensys Inc. in April 2006. It is the result of the merger of former ITF Research and Development unit, including all of its intellectual property assets, with that of Avensys Inc.'s partner, Avensys Laboratories Inc. ITF Labs spearheads the development of ultra-reliable fiber optic systems including high-power fused components, optical sensors and instrumentation and fiber laser components.

About Avensys Corporation

Avensys Inc., a wholly owned subsidiary of Avensys Corporation, through its manufacturing division Avensys Technologies, designs, manufactures, distributes, and markets high reliability optical components and modules as well as FBGs for the telecom market and high power devices and sub-assemblies for the industrial market. Avensys is also a pioneer in the development of packaged fiber-based sensors and possesses leading edge intellectual property. Avensys Environmental Solutions, also a division of Avensys Inc., is an industry leader in providing environmental monitoring solutions for air, water and soil in the Canadian marketplace. Please visit www.avensyscorporation.com for Company news and updates.

Forward-Looking Statements

Except for historical information contained herein, the statements in this news release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause a company's actual results, performance and achievement in the future to differ materially from forecasted results, performance, and achievement. These risks and uncertainties are described in the Company's periodic filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof, or to reflect the occurrence of unanticipated events or changes in the Company's plans or expectations.


For more information, please contact:
Truc Nguyen or Christopher Chu
The Global Consulting Group
T:
E: [e-mail] | E: [e-mail]




--------------------------------------------------------------------------------
Source: Avensys Corporation


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· MANARIS CORP Files SEC form 8-K, Entry into a Material Definitive Agreement, Other Events, Financial Statements and E - EDGAR Online (Mon Dec 17)
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[walterc]

Date Insider Shares Type Transaction Value*
3-Dec-07 FRASER JOHN G
Officer 124,000 Direct Purchase at $0.08 - $0.08 per share. $9,9202
30-Nov-07 FRASER JOHN G
Officer 376,000 Direct Purchase at $0.08 - $0.08 per share. $30,0002


and there were new purchases too by other officers;

I am trying to find them

A small signal of confidence

[walterc]

This board will ne closed as Manaris has changed its name to Avensys = AVNY

[Ben1949]

Thanks again: you saved the day!

Ben

[walterc]

this time i managed to keep the price up with my 100 shares?

[walterc]

i was not there for one evening and down they went.
This really looks like somebody is trying to get the SP down all the time; These are no normal traders.

[walterc]

I keep buying my 100 shares.

[Ben1949]

Ask @ 9ct at opening. Guess who found some shares somewhere to dump at 8ct? Wouldn't be NITE, would it? Surprise, surprise: its NITE again. Imagine MANS rising to 9 ct. Can't have that, can we?

[walterc]

yes my 100 shares are holding strong. Plus 6% today. You see how easy it is to manipulate shareprices on the OTCB

[Ben1949]

Manaris Corporation to Announce First Quarter Fiscal Year 2008 Results on November 14

I saw it wasn't posted, so here's the link:

http://biz.yahoo.com/prnews/071109/nyf077.html?.v=92

P.S.
Thanks for buying 100 shares, Walter.

[walterc]

ADVERTISEMENT


To hear the interview in its entirety, visit http://www.wallst.net and click on "Interviews." The interview can be accessed by locating the company's ticker symbol under the appropriate exchange at the "Interviews" section of the site or by entering the company's ticker symbol in the Search Archive window.

[walterc]

data), sign up for a free trial of Real-time Quotes.

HEADLINES Change Display [ hide $$ edit ]
• WallSt.net Updates Investment Community Through All-New Interview With Manaris Corporation
PR Newswire (Fri 9:30am

[walterc]

Dear Walter

Imperium is entitled to 64,731,229 common shares. Imperium is a long-term strategic partner. The conversion of the Note represents 36,363,636 out of the 64,731,229. The remaining amount of shares, in the form of warrants, totaling 28,367,593 common shares, they will have to pay for, at $0.11 each, which would provide proceeds of $3,120,435. This is quite different than the Series B Notes. In addition, Imperium has provided a Working Capital Facility and they will be active to help us in our consolidation strategy.

Regards

Calculation on the remaining effect of the dilution for the existing financing arrangement

[Ben1949]

Great numbers. And great outlook.And what do we get? Knight is shorting the hell out of Mans. We must be set up for a very cheap takeover. JMHO. They are shaking the tree again.

[walterc]

Where are all the fans? Frustrated already? The good times are there to come , when all the frustrated have sold their shares, The turnaround is succesful . Last quarter was profitable and cash positive and first quarter was excellent according to the conferenc call. Margins of 40%. Can you believe where the shares will be if the 100 millions are met in three years time?

[walterc]

FOR IMMEDIATE RELEASE

MANARIS CORPORATION REPORTS ALL-TIME RECORD REVENUE FOR FISCAL YEAR 2007


Full Year Revenue Increased 78% to $18.7 Million; Operating Loss Narrows to $1.18 Million; Avensys Inc. Records Profit for the First Time



Montreal – September 27, 2007 – Manaris Corporation (OTCBB: MANS, Frankfurt WKN: A0F5LD), a leading manufacturer and distributor of fiber optic components and integrator of instrumentation and turn-key systems for environmental monitoring, today reported its financial results for the fourth quarter and year ended June 30, 2007.

Fiscal Year 2007 Highlights:
Revenues climbed to $18.7 million versus $10.5 million for the same period last year;
Operating loss, after impact of investment tax credit, narrowed to $1.18 million compared to $7.28 million a year earlier;
Net cash used from Operating Activities totaled $2.42 million versus $4.26 million in the previous year;
Holding company operating expenses significantly reduced compared to fiscal year 2006; and
Avensys Inc., our main operating subsidiary, records a net profit for the first time in fiscal year 2007.
Fourth Quarter 2007 Highlights:
Revenues were $5.5 million versus $3.4 million in the same quarter a year earlier;
Operating loss, after impact of investment tax credit was $0.16 million compared to an operating loss of $2.1 million; and
Net cash generated from Operating Activities was $0.36 million compared to net cash used of $1.44 million in the same quarter of fiscal year 2006.


President and Chief Executive Officer John Fraser of Manaris Corp said, “In the twelve months ended June 30, 2007, Manaris made further progress in sharpening our strategic focus. We improved the financial health of the Company as we nearly doubled our revenues. Our operating loss decreased significantly and our net working capital position was positive at year end. In our final quarter of the year ended June 30, 2007, we generated record quarterly revenue of $5.5 million.”



Segment Breakdown



Avensys Inc. generated net income in excess of $1.5 million during fiscal year 2007. Revenues increased by 62.8% as compared to the same period a year ago. During the year, several new products, which had been under development at ITF Optical, reached a marketable stage and were transferred from R&D to production at the Avensys Tech division. Avensys Tech officially launched its 2+1 combiners in February 2007 with sales in the first five months exceeding 650 units. Avensys Tech also witnessed success with its DPSK demodulator modules. Avensys Solutions continued to grow at a rate of approximately 10%, well ahead of accepted growth figures for this marketplace of about 3%. During the year, Avensys Solutions renewed several contracts with key suppliers including ISCO and IDEXX. In addition, Avensys Solutions also signed new exclusive distribution agreements in Canada with four leading equipment manufacturers.


The Company took steps to ensure profitability for its C-Chip Technologies (North America) business. By strengthening the relationship with its technology partner, i-Metrik, and leveraging its expertise and market presence, Manaris was able to eliminate costs and generate profits from royalties. The launch of the new GSM-based Credit Chip 200G provided a competitive alternative which resulted in increased sales and steady royalty revenues which were used to repay C-Chip’s loan. C-Chip reported a profit of $56,000 during fiscal year 2007. C-Chip recorded royalties’ income for the three and twelve month periods ended June 30, 2007 were $139,262 and $355,928, respectively.


Subsequent to the fiscal year ended June 30, 2007, the Company focused on reducing the dilutive impact of past financings on its shareholders and establishing the platform for continued and sustainable growth. During the first quarter of fiscal 2008, Manaris redeemed the Series B Notes and Series B OID Notes (“Notes”) issued in August 2006. The Company also redeemed a significant portion of the warrants attached to these Notes. In order to accomplish this redemption, on September 24, 2007, the Company entered into a Securities Purchase and Loan Agreement (“SPL Agreement”) with Imperium for the sale of a 6% Original Issue Discount Senior Secured Convertible Note (“Convertible Note”) in the amount of $4,708,900. The principal value and the gross proceeds of the Convertible Note is $4,000,000. The Convertible Note matures on September 24, 2012 and the original principal amount is convertible into common shares of the Company at a conversion price of $0.11 per share. The principal value will accrete to the value of the Convertible Note over a two year period and will subsequently accrue interest at 6%. Monthly installments of principal and interest will be payable commencing after the second year up to the maturity date.



The SPL Agreement also provides the holder of the Convertible Note with a Warrant to purchase up to 20,276,190 shares of the Company’s outstanding common stock on a fully diluted basis. On August 22, 2007, the Company issued to the holder of the Convertible Note a Warrant to purchase up to 5% of the Company’s outstanding common stock on a fully diluted basis. In addition, the SPL Agreement provides the Company with a $2,500,000 Working Capital Facility which will enable the Company to meet any immediate working capital requirements and fund future growth.



Mr. Fraser concluded, “We continue to improve our manufacturing process and streamline costs. The positive results from Avensys confirm the validity of our strategic decision to use Avensys as a primary vehicle for future growth. Our objective is to continue to grow revenues and execute on the business strategy we have outlined.”



In conjunction with the earnings release, Manaris Corp will host a conference call with John Fraser, President and CEO, and Tony Giuliano, Chief Financial Officer. The call will take place, Thursday, September 27, 2007 at 11:00am ET and will be simultaneously broadcast live over the Internet at www.manariscorp.com or www.vcall.com. Please allow extra time prior to the call to visit the site and download the streaming media software required to listen to the Internet broadcast. The online archive of the broadcast will be available within one hour of the live call.



Those who would like to participate on the conference call should dial [phone] (US and Canada) and [phone] (International).



A replay of the call will be available on the Company’s Web site or by dialing [phone] (US and Canada) and [phone] (International). When prompted please enter access code, 286 and conference ID 256704. The replay will be available for two weeks following the event.





About Manaris Corporation
Manaris operates two wholly-owned subsidiaries. Our Avensys subsidiary, through its manufacturing division Avensys Technologies, designs, manufactures, distributes, and markets high reliability optical components and modules as well as FBGs for the telecom market and high power devices and sub-assemblies for the industrial market. Avensys is also a pioneer in the development of packaged fiber-based sensors and possesses leading edge intellectual property. Avensys Solutions, is an industry leader in providing environmental monitoring solutions for air, water and soil, as well as geostructure in the Canadian. Our other subsidiary, C-Chip Technologies Corporation (North America) licensed its technology to its technology partner iMetrik Inc, whereby, C-Chip will receive royalties from iMetrik for its worldwide sales of GSM-based “locate and disable” products into the “Buy Here Pay Here” (BHPH) used car market




Forward-Looking Statements:
Except for historical information contained herein, the statements in this news release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause a company's actual results, performance and achievement in the future to differ materially from forecasted results, performance, and achievement. These risks and uncertainties are described in the Company's periodic filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof, or to reflect the occurrence of unanticipated events or changes in the Company's plans or expectations.



For more information, please contact:



Trúc Nguyen, Deputy Managing Director

The Global Consulting Group

T: [phone]

E: [e-mail]

______________________________________________________________________
This email has been scanned by the MessageLabs Email Security System.
For more information please visit http://www.messagelabs.com/email
______________________________________________________________________

[walterc]

MANARIS CORPORATION SETS DATE TO DISCUSS RESULTS FOR THE FOURTH QUARTER AND FISCAL YEAR ENDED JUNE 30, 2007


Montreal – September 26, 2007 – Manaris Corporation (OTCBB: MANS, Frankfurt WKN: A0F5LD), the publicly-traded holding company of Avensys Inc, a leading manufacturer and distributor of fiber optic components and integrator of instrumentation and turn-key systems for environmental monitoring, will announce results for the Fourth Quarter and Fiscal Year ended June 30, 2007 on Thursday, September 27, 2007 prior to the open of the market.



In conjunction with the earnings release, Manaris Corp will host a conference call with John Fraser, president and CEO, and Tony Giuliano, chief financial officer. The call will take place tomorrow, Thursday, September 27, 2007 at 11:00am ET and will be simultaneously broadcast live over the Internet at www.manariscorp.com or www.vcall.com. Please allow extra time prior to the call to visit the site and download the streaming media software required to listen to the Internet broadcast. The online archive of the broadcast will be available within one hour of the live call.



Those who would like to participate on the conference call should dial 877-407-8033 (US and Canada) and 201-689-8033 (International).



A replay of the call will be available on the Company’s Web site or by dialing 877-660-6853 (US and Canada) and 201-612-7415 (International). When prompted please enter access code, 286 and conference ID 256704. The replay will be available for two weeks following the event.

[walterc]

Although it may be a bit frustrating to us shareholders who don't have much visibility about how things are progressing, the company's attitude is that the shareprice is of minor concern right now. They seem quite certain that the shareprice will take care of itself. The impetus for shareprice increases will come Q over Q as we see the company's revenues/margins improving and also when specific announcements are made.

I stole this text from TXPO on another board but I think it is equally applicable on Manaris.

I hope we will know more next week when the figures come out

[walterc]

Dear Walter

While the company is working very hard to improve its stock price
performance, it does not comment on stock movements as this is something
that it can not control.



The answer on my question whethet they were aware of manipulation of the shareprice

[walterc]

I am not sure if the shareprice will move if they meet the targets. I have the impression that in generally the market will be shaky for the next month ,and that does not help yhe small companies but,if they ever meet the target in 3 years time of 100 million turnover i would gess this shareprice will be a lot higher than 1 usd

[Ben1949]

Shaking the tree?

I think MM's are trying to get rid of the weak hands in the runup to ER. They want our shares on the cheap.
Still, it does look very discouraging, with no rises towards the ER. They won't get my shares, though. In too long @ too high shareprices. I have no option but to ride it out.
Any views on the coming numbers? And will they move the shareprice?

[walterc]

To be honoust, their products do not ring a bell to me, but who cares if they have over 100 millions in sales in 3 years time

DPSK Demodulator - Differential Phase Shift Keying
- Terrestrial long haul application
- Also know as “delay line interferometer”
- Regenerate signal


IFAM - Integrated Fiber Amplifier Module
- Terrestrial long haul application
- Amplifies light


BRAGG - Terrestrial and Undersea
- Stabilize output of lasers
- filter out wavelengths in a WDM system
- Gain flattening Filter

COMBINERS - Industrial & Commercial
- Uses Multimode Fiber
- Couples Powers into single high power output source
- Used to pump fiber lasers

COUPLERS AND - Terrestrial and Undersea
SPLITTERS - divides, routes or combines optical
signals

[walterc]

Hereunder some answers to some questions which I raised some time ago. The answer on the possible share manipulation is not yet adressed.


Hi Walter

I have received answers to your questions. Please see below.

I am away travelling and will check if there were any others outstanding when I get back. I just thought I would get this too you as soon as I can.

Best
David

1) What is the breakdown of the major shareholders of Manaris? i.e the top 5 holders.



The only major shareholder is Imperium Partners.



2) "The Company has incurred significant losses since inception and has relied on non-operational sources of financing to fund operations, and, as at March 31, 2007, had not respected a certain loan covenant."



This was referring to two ratios with respect to Avensys’ bank line of credit, which as of June 30, 2007, as a result of continued good results, are now being met and this will be deleted from the June 30, 2007 10K.



3) What are the particular products that are driving the bulk of Avensys' revenue?



See attached main product listing.



4) "the persons who shall be eligible to receive Grants shall be employees, consultants and advisers who provide services to the Company in connection with, among other things, the Company’s obligations as a publicly-held reporting company. The term consultant shall mean any person who is engaged by the Company to render services and is compensated for such services." How much of the outstanding shares is attributable to employee options and how much is a result of grants to service providers?



It would be very time consuming to work out the amount of outstanding shares attributable to employee options and grants to service providers. What we can tell you is that it would likely be a small percentage. In addition, in 2007 only one service provider received stock options.

[walterc]

I like this article and I hope that Manaris can be one of the potential moneymakers for me (see conclusion)
http://money.cnn.com/2007/09/06/pf/zweig_september.moneymag/

[walterc]

I have forwarded the question to the company

[walterc]

I do not know where we can find the answer.

The company is not very helpful in answering these type ofquestions.But I see your point.

Somebody could be interested in keeping the price of the shares low so that he can do a take-over bid of all the shares at a low price.Or even take all the shares from the market???

[Ben1949]

Today I sold 3500 shares at $0,09. The bid was $0,09/the ask was $0,10.
Right after that, I bought back 1000 shares at $0,10
In came NITE, lowering the ask to $0,095 (as usual)
Now, if I would hold a large shortposition, the raise to $0,10 would be very unwelcome. So, I would be on the fone to NITE, telling them to hit the ask a.s.a.p.

My question to boardmembers: is there a way to find out, who owns the bulk of the MANS shares? Could MANS be a takeover target? Any views?

[jmack3265]

Yes hans123, presented primarily as a 4M share registration for employee compensation plan but what's important to watch is......

From the 8S
"The persons who shall be eligible to receive Grants shall be employees, consultants and advisers who provide services to the Company in connection with, among other things, the Company’s obligations as a publicly-held reporting company. The term consultant shall mean any person who is engaged by the Company to render services and is compensated for such services."

just how much of this 4M share registration goes to employees and how much of it is used in paying debt due to consultants or debt acquired for services. Manaris paying their attorney's is one thing but if they have, are, or start paying their suppliers with equity for debt that's another matter all together.

EX-10.1 3 v085804_ex10-1.htm
http://www.sec.gov/Archives/edgar/data/1125051/000114420407045595/v085804_ex10-1.htm

[hans123]

It's from a other messageboard about manaris ;

http://www.sec.gov/Archives/edgar/data/1125051/000114420407045595/0001144204-07-045595-index.htm

greatings hans

[jmack3265]

I hear ya Walter. It appears to me there are two types of OTC stocks.

Ones that are just FLUFF and pumped as such by management.

Ones that are small under capitalized but serious and let there performance and execution do the pumping.

Who knows maybe some day in the not too distant future both companies can get off this ridiculous platform and move up to NASDAQ credibility. The ones that are all fluff seldom do and when they do they don't last very long.

[walterc]

It is so frustrating to see these price movements south for a company that is already strongly undervalued. They will never get my shares for that price unless I find out that john Frazer does not keep his promises ,. But I believe he will. Think about a turnover of 100 millions in 3 years time and a multiple of 4. makes a marketcapitalization of 400 millions (and you know rhat the industry seems to have amultiple of 10??) look at the market capitalization now??

If you believe in justice??


PS You know that txpo has a multiple of 4 already and they are not yet cahflow positive and have not yet found the 1 million.

[walterc]

In this report they establish a price target of 0,25 usd per share for Manaris based on target sales of 2007/2008.They use a multiple of sales of 1, whereas in the industry the multiple is 10 and for Manaris it was historically 4. So if you know that Frazer considers a growth of 85 % per year and given the fact that a multiple of 4 is more realistic i do not want to dream about what the shareprice could be if Frazer keeps his promises.

[walterc]

http://www.taglichbrother s.com/equityuniverse/comp anies/manaris/manaris-080 12007.pdf

I do not know whether you can click on this but you can findthe info on Yahoo finance if you cannot open it

[walterc]

thanks Jmack. I believe we will know a lot more in a few weeks when the filing of the 10Q is out.

[jmack3265]

Well Walter good job and there is your starting point or baseline so to speak. Now the question is, what can one deduce from the July 30 PR? Taking the PR at face value one could assume:

1. Manaris has assumed $2.3M in capitalization from Impirium Partners of which Manaris used a portion to redeem the majority of convertible debt. Also it would appear on reasonable terms at 8.5% and redeemed the Y & Z warrants. In addition, Imperium also purchased a portion of the outstanding Notes directly from a certain holder, with the total amount of such disbursement amounting to $0.2 million. This can be interpreted as a positive and important event IMO if:

A. Avensys has unique, profitable products with demand and are currently booking significant sales.

B. Fraser balances operating expenses (OPEX) and makes a serious effort to redeem the balance of convertible debt.

2. Appears a baseline for the SP has been set at $.11 and IMO shouldn't drift much below that.

3. What besides the 8.5% interest is Impirium receiving?

A. Probably warrants so it is important to see how many and at what excercisable price. Assumption: Most likely will set a new baseline SP and hopefully higher.

4. According to the PR, half of the Y & Z warrants have been eliminated however according to your post and I assume Truc is the clearing house, Series Y & Z warrants went from 3.7M to 2.6M. Based on the last Q there were a total of 3,734,257 so simple math tells you that doesn't add up but the transaction may not be completed. There are still E, G, H, I, J & W warrants totalling approx. 12.6M and when you add the remainder of the Y & Z warrants you come up with approx. 15M warrants out there.

A. The good news is that the warrants are excercisable on the low end of $.35 and the high end of $.65. Again this is another positive if Manaris executes and if in fact they eliminated half the Y & Z warrants. You want to scrutinize this in the Q to separate fact from fiction. From the PR:

"The Company also redeemed half of the associated Series Y & Z Warrants (collectively the “Warrants”)"

Assumptions, Opinions based on Risk: I am sure everyone has a different way of evaluating a stock and for me it is keep it simple! That being said, do the positives out weigh the negatives? FWIW, and on face value of what I have read it appears the trend is changing p[ositive for Manaris for a number of reasons but the two primary reasons are.

1. Avensys has strategically placed themselves at the forefront of an optics revolution replacing conventional technology. Or in other words think of all the products that currently have coventional circuitry that will be replace by optics. I would encourage any and all to investigate the FTTX initiative to get an idea of the potential for optics.

2. There appears to be a serious attemt to eliminate convertible debt and that is a major positive.

So in the imortal words of Inspector Harry Callahan (Dirty Harry) " Do you feel lucky? Well, do ya punk? LOL
GLTA