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We are in Pinkie Land Mint. SH meetings are a JOKE. Breakfast at Dennys for all i know.
PO Package is for the Chinese. Then the Purchaser completes the deal for the PO Guy. And the Purchaser is holding the AR, and collects the cash and forwards the remaining 80% (less fees and expenses) to the ASFX CFO.
The non-disclosure of this "Purchaser" is NoNo (being kind here Mint). But thats JMHO.
Yes I know.
I have sat beside them at annual shareholders meetings, and I have sat at various shareholder meetings and have asked questions of them.
I, and every shareholder I have ever meet, knows EXACTLY who controls the Company.
Per 9/16/10 S-1a, and it hasn't changed.
Purchase Order and Accounts Receivable Financing Arrangements. In July 2010, the Company entered into secured credit facilities to finance the purchase of product and to factor accounts receivable. The Company may request that a financing company fund the purchase of inventory, directly or via letter of credit, up to $3.0 million based on a confirmed purchase order accepted by the Company as buyer, the vendor and the financing company. Fees for such financing are 3.25% of the purchase order amount if paid in within 30 days of the advance date, plus any transaction expenses. Any advances made under this financing arrangement and fees incurred are due 10 days after receipt of goods by the Company or 90 days after the issuance of any letter of credit. The financing company shall maintain a priority secured interest in all goods subject to the purchase order until paid in full. As part of the purchase order financing agreement, the Company and the financing company contracted with a third party to oversee the Company’s inventory subject to this financing. The Company also entered into an agreement to sell its accounts receivable at discounts up to 20% of the invoice amount, plus fees and expenses, to a purchaser. This facility has a $1.0 million limit. As part of this accounts receivable factoring agreement, the Company agreed to request that customers directly deposit funds in an account maintained by the purchaser. The purchaser maintains a priority security interest in all accounts receivable purchased and may charge back the Company for any accounts not collected. Further, the Company agreed to indemnify the purchaser for any claims or losses incurred by the purchaser. The purchaser is unrelated to the financing company.
You invested in ASFX, but you don't know WHO controls. Is this what you are saying MM?????
You do realize the creditors can file for Bankruptcy at any time. All the agreements are in default. The real question is "Why are they waiting?"
They refuse to lend any more CASH. Evidence of this, is in the latest S-1a.
These creditors have their own shareholders to report to concerning the progress of their own financial operations. Its year end, and generally a business likes to clean up their financial problems. Credit extended to ASFX is not a "performing asset" on their Balance Sheets. ASFX's 3rd Qtr was a JOKE.
These defaults cannot go on forever. Not in these economic times.
Involuntary Bankruptcy, and related lawsuits are close at hand. The various shareholders of the CREDITORS will demand it. I'm sure the good Doctor has personal assets. His personal Bankruptcy will not save him.
This guy controls the COMPANY!!!!!!!!!!
"The Company also entered into an agreement to sell its accounts
receivable at discounts up to 20% of the invoice amount, plus fees and expenses, to a purchaser. This facility has a $1.0 million limit. As part of this accounts receivable factoring agreement, the Company agreed to request that customers directly deposit funds in an account maintained by the purchaser. The purchaser maintains a priority security interest in all accounts receivable purchased and may charge back the Company for any accounts not collected. Further, the Company agreed to indemnify the purchaser for any claims or losses incurred by the purchaser. The purchaser is unrelated to the financing company."
The purchaser controls. Anyone venture a guess on WHO this Purchaser is, and his relationship to ASFX and its magor players?????
"American Scientific Resources (OTC: ASFX) today announced that it is on target to meet previous projections for revenues over $75 million in 2006."
Thanks Dog.
I couldn't find this PR on the Company website. This appears to be a false and misleading statement. "$75 million in 2006" is pretty amazing. I wonder if Alexanader and Mira Goldin bought into ASFX on this "$75 million in 2006" statement.
And out of that $450,000 in Roth related 2010 Revenue, how much was directly related to shareholder purchases???
You're right Mint. Take $129,000 out of Roth's 2010 revenues and that's the real sales in 2010. Less than $450,000 for Roth and his sales team.
Well who does have control Medicineman??????
Hey dog, do you still have that Dr Chris PR touting the $75,000,000 in potential revenue. Please post it.
"On November 17, 2010, we sold 15,000,000 of our common shares to an investor for cash proceeds of $50,000, or $0.0033 per share."
How about spending 5 minutes with the shareholders Doc?
The Management of ASFX have never posted on this board, or any other.
The Balance Sheet is the proof, plus the DOCs own words in the filing.
The agenda is to get Management to discuss issues with shareholders.
The Company does have a Bankrupt Balance Sheet. The creditors are running the show.
A PR would be nice. It appears to be a scam now, even the CFO is running away. There's no cash to pay for his services.
The Company is on the verge of filing for Bankruptcy. No Denying that issue.
Congrats teddi!!!!!!!!!!!!!! Apparently YOU were the first international sale, and thank God YOU discovered the problem.
And WHO might that be WIN
As Requested, the FACTS Win:
ISSUER INFORMATION AND DISCLOSURE STATEMENT
PURSUANT TO
Rule 15c2-11
AMERICAN SCIENTIFIC RESOURCES, INC.
Federal ID No.: 14-1820954 CUSIP No.: 029441201
__________________
ISSUER’S EQUITY SECURITIES
As of November 14, 2010
Page 15
Principals and Operational Personnel
Directors and Officers:
Christopher F. Tirotta, MD, MBA
CEO & Chairman of the Board
Jason M. Roth
Senior Vice President/Director Business Development
Erika Stanczak
Communications Officer
Nicholas L. Quear
Logistics
Marc Massoglia
Senior Vice President of Sales
Board Members:
Dr. Thomas W. Materna, MD, MBA
Felix B. Reznick, Esq.
Jason M. Roth
Page 40
Accountant
Name: James F. Brenner, CPA
Brenner & Elsea-Mandojana, LLC
Address: P.O. Box 6161
Kingwood TX 77325
Phone: (281) 360-2800
Fax: (281) 359-6080
e-mail: jim@globaltaxconsult.com
________________________________________________________________________________
ISSUER INFORMATION AND DISCLOSURE STATEMENT
PURSUANT TO
Rule 15c2-11
AMERICAN SCIENTIFIC RESOURCES, INC.
Federal ID No.: 14-1820954 CUSIP No.: 029441201
__________________
ISSUER’S EQUITY SECURITIES
As of August 19, 2010
Page 12
Principals and Operational Personnel
Directors and Officers:
Christopher F. Tirotta, MD, MBA
CEO & Chairman of the Board
Jason M. Roth
Senior Vice President/Director Business Development
Timothy S. Hart
Interim CFO
Erika Stanczak
Communications Officer
Nicholas L. Quear
Logistics
Marc Massoglia
Senior Vice President of Sales
Board Members:
Dr. Thomas W. Materna, MD, MBA
Felix B. Reznick, Esq.
Page 37
Timothy S. Hart has over thirty years of vast accounting and finance experience to include 10 years with KPMG,
one the worlds largest international public accounting firms. Most recently, Mr. Hart expanded his private practice
to form R3 Accounting LLC. Mr. Hart has extensive experience dealing with SEC and other regulatory matters,
such as initial and secondary public offerings, private placements, formulating responses to various SEC inquiries,
compliance with SEC reporting requirements (Forms 10-K, 10-Q and 8-K), dealing with banks, private investors
and investment bankers in obtaining debt and/or equity financing, and appearing before the IRS representing clients
on IRS audits. He also has widespread experience with mergers and acquisitions, including transactional
documentation. back and front office systems implementations for small to medium sized businesses, business
consulting with small public and private companies and their executives and various other accounting, finance and
tax services. Mr. Hart holds a bachelors degree in Accountancy, Economics and Business Administration from
Thomas More College, and has been a certified public accountant since 1984. He is also Chairman of the Chamber
of Commerce for Oakland Park/Wilton Manor.
Page 44
Accountant
Name: Timothy S. Hart, CPA
Address: 2929 East Commercial Boulevard
Penthouse D
Fort Lauderdale FL 33308
Telephone: (954) 202-9772
Email: thart@r3accounting.com
Responsibilities:
Pre-audit work, Preparation Assistance with Company’s Financial Statements
Licensing and Qualifications to perform such duties on behalf of the Issuer:
Certified Public Accountant
The CFO is GONE, per SEC filings. Don't know if he was FIRED or Resigned. But this much I know for certain, the SEC wants to know the circumstances.
They also want to know why this CFO didn't sign the S-1As, as required by law. He prepared the filing, in that no one in the Company had the experience/expertise to do so. And yet he wouldn't sign it. The FLCPA guys are wondering too.
He prepares the filing, yet leaves his name off the signature area of the filing. Its against the law. But more importantly, why didn't he sign his own work??????????
He's gone for good reason, but his involvement is not OVER. IMO he has a serious problem with the SEC, shareholders and his state CPA guys. He appears to be hiding something.
And no disclosure about this by Dr Chris/Roth. Sommer & Schneider LLP will have a field day with BS in their attorneys letter for the 3rd Qtr.
Hope this helps concerning the FACTS. And the main FACT being, the CFO skipped town.
So if he was wealthy, whats he doing running this ASFX show then????
There is a Russian Connection. It starts with Goldin, then Reznick, then Roth, then Concorde Capital, and finally the Bankruptcy Expertise within Concorde Capital itself.
Goldin and the KoP guy are running the show, in case you missed that Dr P.
Dr Chris can't do anything, without the creditors' permission.
And BTW Dr P. The CFO was fired or resigned. Thats a FACT
Jason Roth is not a Full-Time employee, thats the Big Deal!!!!!!!!!!
Who is Jason Roth??????????????
Anyone have any independent info on this character???????????
The same age as our "Russian fluent speaking" director, Mr Reznick.
And until someone can provide INDEPENDENT research, this 35 year old is not independently wealthy.
Roth is only 35 years old.
"No member of management is currently required by us to work on a full time basis, although our Chief Executive Officer currently devotes fulltime to us. Accordingly, certain conflicts of interest may arise between us and our officer(s) and director(s) in that they may have other business interests in the future to which they devote their attention, and they may be expected to continue to do so although management time must also be devoted to our business. As a result, conflicts of interest may arise that can be resolved only through their exercise of such
judgment as is consistent with each officer's understanding of his/her fiduciary duties to us."
Because Dr Chris says so. If Roth worked "full-time", Dr Chris would have said the following:
"No member of management is currently required by us to work on a full time basis, although our Chief Executive Officer AND VP OF SALES currently devote fulltime to us."
He didn't state this, he left ROTH OUT. Pretty clear MM!!!!!!!
No conflict. There's only ONE full time employee that controls and manages this Company. And thats Dr Chris.
There are 4 other full time employees, but they don't "manage and control" the Company.
And Dr Chris makes the full and proper disclosure of this in the SEC filings. And Roth is part of the "Manage and Control" employees.
Did you even bother to read the SEC filings?????? Its clear as day.
Per Dr Chris:
PART C MANAGEMENT AND CONTROL STRUCTURE
Item XII The name of the chief executive officer, members of the board of directors, as well as control
persons.
A. Executive Officers, Directors, and Key Personnel
NAME AGE POSITION
Christopher F. Tirotta, MD, MBA 50 Chief Executive Officer
Chairman of the Board of Directors
Thomas W. Materna, MD, MBA 63 Director
Felix B. Reznick, Esq. 36 Director
Jason M. Roth 35 Senior VP/Director Business Development/Director
AND
"No member of management is currently required by us to work on a full time basis, although our Chief Executive Officer currently devotes fulltime to us. Accordingly, certain conflicts of interest may arise between us and our officer(s) and director(s) in that they may have other business interests in the future to which they devote their attention, and they may be expected to continue to do so although management time must also be devoted to our business. As a result, conflicts of interest may arise that can be resolved only through their exercise of such
judgment as is consistent with each officer's understanding of his/her fiduciary duties to us."
PART C MANAGEMENT AND CONTROL STRUCTURE
Item XII The name of the chief executive officer, members of the board of directors, as well as control
persons.
A. Executive Officers, Directors, and Key Personnel
NAME AGE POSITION
Christopher F. Tirotta, MD, MBA 50 Chief Executive Officer
Chairman of the Board of Directors
Thomas W. Materna, MD, MBA 63 Director
Felix B. Reznick, Esq. 36 Director
Jason M. Roth 35 Senior VP/Director Business Development/Director
Only going by what Dr Chris disclosed to the SEC.
If you require the names of the other 4 full time employees, I'm sure I could dig them up via the SEC filings.
The original issue was "Roth is not a full-time employee". Its about Roth, and no one else.
This disclosure refers to Management/Officers.
There are 5 full-time employees. They are listed in the SEC filings. But none are OFFICERS, except Dr Chris.
"No member of management is currently required by us to work on a full time basis, although our Chief Executive Officer currently devotes fulltime to us. Accordingly, certain conflicts of interest may arise between us and our officer(s) and director(s) in that they may have other business interests in the future to which they devote their attention, and they may be expected to continue to do so although management time must also be devoted to our business. As a result, conflicts of interest may arise that can be resolved only through their exercise of such
judgment as is consistent with each officer's understanding of his/her fiduciary duties to us."
The Dr is the CEO, and Roth is the only other officer. The CFO was fired/resigned in Nov 2010. And Roth has no clause in his employment contract which prevents him from operating his other business entities. He can come and go as he pleases. Most people need a paycheck of some kind, and he's not getting a paycheck currently from ASFX.
But Dr Chris may be lying to the SEC with the above disclosure. I don't think so.
He disclosed this to the SEC. What can I say?????? That he's lying to the SEC??????
Just going by what Dr Chris disclosed to the SEC. The only full time employee is Dr Chris himself.
Maybe Dr Chris lied to the SEC.
Thats why Roth is not full time. He has other business interests, unrelated to ASFX (Per Nov Sec filings and his employment contract).
Roth is no Warren Buffett
and not one word about it in the Nov 2010 SEC filings
Roth fires the old CFO, (she was also a Board member) brings in Hart. He refuses to sign off and then Roth fires HIM.
Explain that P4P
T Hart CPA was Roth's guy.