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SNIO @ 0.029 up 93%
SNIO lobopoker @ hod $0.025
Yup! exactly! and with no pin.
QOIL Just make sure You don't hold it overnight!
AUML $0.09 now .
AUML $0.02 to $0.08 in 2days!
I dont trust Analysts when they say buy better run! most of them anyways!
T4$, Yup It takes a lot of patience! We all know it will get there it's just a matter of time. AEXCA is one good example of what might happen to PTSC in the next few months.
oilbaron re: PTSC .I'm planning to sell 1/3 of my shares @ $0.40 and the rest I'll let it ride above $1. It's just a matter of time.
Yup agreed T4$ is one of the best traders out there. Your rank in my opinion probably 4th not bad lol!
BRST I bought and sold that about 2 months ago.I'm not watching it anymore.
Yup T4$'s PTSC analysis makes perfect sense! I've been reading his posts also.
PTSC they can sell all they want.I'm holding mine for much higher pps. I know when to hold and when to fold.
Ya! I saw that but 10% for my PTSC is huge money! I have 815,000 average @ $0.13.
ONEV is not moving! I'll pass!
PTSC I think it will close above $0.20 today especially with this huge volume.
PTSC Gapping up!
PTSC 8K released!
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported) June 14, 2005 (June 7, 2005)
PATRIOT SCIENTIFIC CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware 0-22182 84-1070278
---------------------------- ------------ -------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
10989 Via Frontera, San Diego, CA 92127
-------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code 858-674-5000
(None)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
/_/ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
/_/ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
/_/ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
/_/ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
One June 7, 2005, Patriot Scientific Corporation, a Delaware corporation (the "Company"), entered into a Master Agreement (the "Master Agreement") by and among the Company, Technology Properties Limited Inc., a California corporation ("TPL") and Charles H. Moore, an individual ("Moore" and together with the Company and TPL, the "Parties"). The Parties are parties to certain lawsuits filed by the Company alleging infringement (the "Infringement Litigation") of certain microprocessor science and design patents ("Patents") and a lawsuit filed by the Company alleging claims for declaratory judgment for determination and correction of inventorship of the Patents (the "Inventorship Litigation"). The transactions described in the Master Agreement and related agreements (the "Transactions") form a part of the settlement or dismissal of the Inventorship Litigation.
Pursuant to the Master Agreement the Parties have agreed as follows:
o The Company entered into a patent license agreement (the "Intel License") with Intel Corporation ("Intel") pursuant to which the Company licensed certain rights in the Patents to Intel.
o The Company and TPL will cause certain of their respective interests in the Patents to be licensed to a limited liability company that will be owned 50% by the Company and 50% by TPL (the "JV LLC").
o The JV LLC will engage TPL to commercialize the Patents pursuant to a Commercialization Agreement among the JV LLC, TPL and the Company (the "Commercialization Agreement").
o The Company will pay a total of at least $1 million and TPL will pay a total of $1 million to certain holders of rights in the Patents ("Rights Holders") in exchange for the consent of such Rights Holders to the Transactions.
o The Parties will settle all or cause to be dismissed all litigation among them pursuant to a stipulated final judgment, including the Inventorship Litigation.
o The Company will issue warrants to TPL to acquire shares of the Company's common stock. 1,400,000 warrants will be exercisable upon issue; 700,000 warrants will be exercisable if the Company's common stock trades at $.50 per share; an additional 700,000 warrants will be exercisable if the Company's common stock trades at $.75 per share; and an additional 700,000 warrants will be exercisable if the Company's common stock trades at $1.00 per share.
The Parties have agreed to indemnify each other for, among other things, any inaccuracy or misrepresentation of any representation or warranty contained in the Master Agreement, any breach of the Master Agreement, certain liabilities relating to the Parties' respective interests in the Patents and the Transactions, and certain tax liabilities.
The conditions to the closing of the Transactions under the Master Agreement include the selection of one independent manager and business plan for the JV LLC, the disbursal by Intel of all unpaid milestone payments under a license agreement between TPL and Intel into an escrow account, and the settlement or dismissal of the Inventorship Litigation.
On June 7, 2005, in connection with the Master Agreement, the Company entered into the Commercialization Agreement ("Commercialization Agreement") by and among the JV LLC, TPL and the Company. Pursuant to the Commercialization Agreement, the JV LLC has granted to TPL the exclusive right to grant licenses and sub-licenses of the Patents and to pursue claims against violators of the
Patents, in each case, on behalf of JV LLC, the Company, TPL and Moore, and TPL has agreed to use reasonable best efforts to commercialize the Patents in accordance with mutually agreed business plans. Pursuant to the Commercialization Agreement, the JV LLC shall reimburse TPL's expenses incurred in connection with the commercialization of the Patents. All proceeds generated by TPL in connection with the commercialization of the Patents shall be paid directly to the JV LLC. The Commercialization Agreement continues through the useful life of the Patents, which is defined as the greater of the period of time when any of the Patents are no longer subject to legal protection or such Patents are reasonably perceived to have commercial value.
On June 7, 2005, in connection with the Master Agreement, the Company and TPL entered into the Limited Liability Company Operating Agreement of the JV LLC ("LLC Agreement"). The Company and TPL will each own 50% of the membership interests of JV LLC, and will each have the right to appoint one member of the three (3) member management committee. The two (2) appointees will select a mutually acceptable third member of the management committee. Pursuant to the LLC Agreement, the Company and TPL will each contribute to the working capital of the JV LLC (in addition to the Patent licenses described above), and are obligated to make future contributions in equal amounts in order to maintain a working capital fund. The LLC Agreement provides that the JV LLC shall indemnify its members, managers, officers and employees to the fullest extent permitted by applicable law, for any liabilities incurred as a result of their involvement with the Company, if the person seeking indemnification acted in good faith and in a manner reasonably believed to be in the best interest of the JV LLC.
In connection with the execution of the Master Agreement, the Company entered into Waiver and Consent Agreements with six individuals holding warrants to acquire shares of the Company's Common Stock and Waiver, Consent and Release agreements with two entities holding warrants to acquire shares of the Company's Common Stock. Pursuant to these Agreements,
(i) The Company agreed to pay the warrant holders $2,327,651 through the escrow established under the Master Agreement;
(ii) All of the warrant holders consented to the transaction described in the Master Agreement, and the entities holding warrants agreed to amend their rights with regard to those warrants to eliminate their lien rights, warrant redemption rights, and right of first refusal rights;
(iii) One of the entity warrant holders agreed to reconvey warrants to acquire 12,000,000 shares to the Company; and
(iv) Warrants held by one of the entity warrant holders will be repriced at a lower price.
The parties have executed and filed a stipulated final judgment in the Inventorship Litigation which provides for dismissal of the Company's third amended complaint and final judgment in favor of TPL and Mr. Moore on their counterclaims.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
* 10.40 Master Agreement, dated as of June 7, 2005, by and among the Company, Technology Properties Limited Inc., a California corporation and Charles H. Moore, an individual.
* 10.41 Commercialization Agreement dated as of June 7, 2005 by and among the JV LLC, Technology Properties Limited Inc., a California corporation, and the Company.
* 10.42 Limited Liability Company Operating Agreement of JV LLC, a Delaware limited liability company, dated as of June 7, 2005.
10.43 Form of Waiver, Consent, and Release Agreement with Lincoln Ventures
10.44 Form of Waiver, Consent, and Release Agreement with Swartz Private
Equity
10.45 Form of Waiver, Consent and Release - Victor Gabourel.
10.46 Form of Waiver, Consent and Release - James Zolin.
10.47 Form of Waiver, Consent and Release - Dan Nunes.
10.48 Form of Waiver, Consent and Release - Stan Caplan.
10.49 Form of Waiver, Consent and Release - Wayne Opperman.
10.50 Form of Waiver, Consent and Release - Richard Daniel.
99.1 Press release, dated June 7, 2005 (furnished pursuant to Item 7.01).
* Confidential treatment has been requested as to certain portions of these Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf of the undersigned hereunto duly authorized.
PATRIOT SCIENTIFIC CORPORATION
(Registrant)
Date: June 14, 2005 By: /s/ David H. Pohl
-----------------------------------
David H. Pohl, President
EXECUTION COPY
MASTER AGREEMENT
by and among
PATRIOT SCIENTIFIC CORPORATION
and
TECHNOLOGY PROPERTIES LIMITED INC.
and
CHARLES H. MOORE
Dated as of June 7, 2005
GLGS looks good @ $1.18
Nice trade! QOIL is already a 5 bagger from $0.10 . Should correct at any minute now.
Yup! ICDT and QOIL both are headed back to earth now.
Yup! We definitely missed it big time at $0.10 trading @$0.45 now.
QOIL what a run! I'm not gonna touch it now.
Yup! Nice call bro!
Out ICDT @ $0.0047.
ICDT I think it's only starting !
Nope sold all my SMTR weeks ago! Made lots of $$$$ on that one too.
I'm Still in ICDT . $0.006 today maybe!
ICDT @ $0.0039 , 38 x 39
In ICDT @ $0.0034
LENF news! Law Enforcement Agencies Evaluate Law Enforcement Associates MP1 Stun Pistol
6/15/05
YOUNGSVILLE, N.C., Jun 15, 2005 (BUSINESS WIRE) --
Law Enforcement Associates Corporation (OTCBB: LENF), a surveillance and security technology company, today announced that several law enforcement agencies have evaluated Law Enforcement Associates Corporation's new MP1 Stun Pistol (TM). The agencies participating in the evaluations included Orange County California Sheriff's Department, the California Highway Patrol, the Chattanooga Tennessee Police Department and Gwinnett County, Georgia. Combined, these agencies employ well over 1000 line officers. The MP1 stun pistol with FMT Technology (TM) operates to effectively disable violent suspects at less than 1/4 the power of competitive stun pistols and sell for less than 1/3 the advertised price of the competitive stun pistols.
Commenting, Paul Feldman, President of Law Enforcement Associates Corporation, stated "Law Enforcement Associates is extremely grateful for input provided from these agencies". This feedback has allowed Law Enforcement Associates Corporation a final opportunity to fine tune its new MP1 Stun Pistol (TM) for the law enforcement community before the company launches its national marketing campaign for the MP1. Additional consensus features requested by the agencies have already been incorporated into the MP1 Stun Pistol(TM). Law Enforcement Associates Corporation is now finalizing its marketing campaign for the MP1 Stun Pistol (TM).
About Law Enforcement Associates Corporation
Law Enforcement Associates, Inc. (LENF.OB), headquartered in Youngsville, N.C., manufactures and markets a diverse line of undercover surveillance products including a complete line of audio and video surveillance equipment, under-vehicle inspection systems (UVI) and less than lethal stun pistols (Stun Pistol(TM)). LEA currently markets to the Military, law enforcement, security and corrections personnel throughout the world, as well as governmental agencies, multinational corporations and non-governmental organizations. For more information on LEA, visit www.leacorp.com.
Forward-Looking Information:
The statements in this news release contain forward-looking information within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve certain risks, assumptions and uncertainties, including the inability to generate and secure the necessary product sale, or the lack of acceptance of the company's products by its customers. In each case actual results may differ materially from such forward-looking statements. The company does not undertake to publicly update or revise its forward-looking statements even if experience or future changes make it clear that any projected results (expressed or modified) will not be realized.
Law Enforcement Associates Corporation is a Featured Company on www.HomelandDefenseStocks.com
For full details, click here: http://www.HomelandDefenseStocks.com/CO/LENF/NewsReleases.asp ECON Corporate Services.
SOURCE: Law Enforcement Associates Corporation
For Law Enforcement Associates Corporation Dawn Van Zant, 866-735-3513; dvanzant@investorideas.com or Trevor Ruehs, 866-735-3513; truehs@investorideas.com
Copyright Business Wire 2005
Homeland Integrated Security Systems' Cyber Cynergy Stores Post Profitable 1st Quarter
6/15/05
ASHEVILLE, N.C., Jun 15, 2005 (BUSINESS WIRE) --
Homeland Integrated Security Systems, Inc. (Pink Sheets:HISC) is pleased to announce that its current Cyber Cynergy locations posted a profitable 1st Quarter with over $156,000 in sales and a Gross Profit of $120,573. The stores posted a Net Profit of $14,253.
Homeland Integrated Security Systems recently entered into negotiations to purchase up to six new retail locations. These stores will be retail outlets for Cyber Cynergy's technology products including computers, mobile phones, and the soon to be released Cyber Tracker.
Homeland Integrated Security Systems anticipates an annual revenue increase of two million dollars per year with the opportunity to increase that amount with the addition of new technology sales at the existing locations. The new stores are located in Atlanta Metro., Savannah, and the Metropolitan Jacksonville, FL areas.
Homeland Integrated Security Systems recently announced that it entered into an agreement with ActSoft, a Tampa based GPS Software Company, to provide both web-based and client-based GPS software applications for HISC's patent pending Cyber Tracker. Homeland Integrated Security Systems management expects sales to exceed $125 million over the next three years. Homeland Integrated Security Systems will be providing the first "Push-To-Talk" tamper-proof unit available on a mass-distribution basis at an affordable cost. The company is currently accepting pre-orders for the New Cyber Tracker. Please visit www.hissusa.com for more details.
About Homeland Integrated Security Systems:
Homeland Integrated Security Systems owns proprietary technology and has the rights to use patents to some of the most innovative and sophisticated security products. One of the key target markets is the 361 commercial seaports in the US which are vulnerable to criminal penetration. For more information go to www.hissusa.com
For more information please visit our website www.hissusa.com or contact Matt Maguire 1-866 THE APPL(E)
Statements regarding financial matters in this press release other than historical facts are "forward-looking statements" within the meaning of section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and as that term is defined in the Private Securities Litigation Reform Act of 1995. The company intends that such statements about the Company's future expectations, including future revenues and earnings, technology efficacy and all other forward-looking statements be subject to the safe harbors created thereby. Homeland Integrated Security Systems, Inc. is a development stage company who continues to be dependent upon outside capital to sustain its existence. Since these statements (future operational results and sales) involve risks and uncertainties and are subject to change at any time, the Company's actual results may differ materially from expected results.
SOURCE: Homeland Integrated Security Systems
Homeland Integrated Security Systems Matt Maguire, 1-866 THE APPL(E) www.hissusa.com
Copyright Business Wire 2005
AEXCA news! Ampex Licenses Digital Still Camera Patents to Nikon and Funai Tuesday June 14, 4:00 pm ET
REDWOOD CITY, Calif.--(BUSINESS WIRE)--June 14, 2005--Ampex Corporation (OTCBB:AEXCA - News) today announced that it has concluded license agreements with two manufacturers of digital still cameras based in Japan: Nikon Corporation (Nikon), and Funai Electric Co., Ltd. (Funai).
ADVERTISEMENT
The agreements permit the use of several United States and foreign patents held by Ampex in the manufacture and sale of digital still cameras. The licenses provide that their terms are confidential.
Pursuant to the licenses, Ampex will receive during its second fiscal quarter negotiated payments totaling approximately $2 million to settle liability for past use of its patents prior to conclusion of the agreements. The licensees will also pay to Ampex quarterly running royalties in the future based on the sales value of digital still cameras that utilize its patents.
Royalties received will not include digital still cameras manufactured by other companies that are licensed under Ampex's patents. Ampex believes that a significant portion of cameras sold under the Nikon brand are manufactured by a company that is also a licensee of Ampex's patents and anticipates that royalties on these products will be paid by the supplier and not by Nikon.
Ampex continues to negotiate patent licenses with additional manufacturers of digital still cameras and camera-equipped cellular telephones and other products and currently expects that it will conclude additional agreements in the future.
In addition to the companies listed above, Ampex has recently licensed it patents for use in digital still cameras, camera-equipped cellular telephones and certain other digital consumer products to Canon Inc., Casio Computer Co., Ltd., Fuji Photo Film Co., Ltd., Konica Minolta Holdings, Inc., Matsushita Electric Industrial Co. Ltd., Olympus Corporation, Pentax Corporation, Samsung Techwin Co., Ltd., Sanyo Electric Co. Ltd., Sony Corporation and Victor Company of Japan.
In October 2004, Ampex initiated litigation against Eastman Kodak Company (NYSE:EK - News) in the International Trade Commission and in the Federal District Court of the District of Delaware for Kodak's unauthorized use of an Ampex patent in the sale of digital still cameras.
The Company may initiate additional litigation to enforce its patents if it is not able to conclude licenses on acceptable terms.
Ampex Corporation, www.ampex.com, headquartered in Redwood City, California, is one of the world's leading innovators and licensors of technologies for the visual information age.
This news release contains predictions, projections and other statements about the future that are intended to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of l995 (collectively, "forward-looking statements"). Forward-looking statements relate to various aspects of the Company's operations and strategies, including but not limited to the effects of having experienced significant losses in the past and the risk that the Company may incur losses in the future; the Company's limited liquidity and significant indebtedness and interest expense; its sales and royalty forecasts for future periods not being attained, and the risk that the Company will not conclude additional royalty-bearing license agreements covering its digital technologies; the Company's marketing, product development, acquisition, investment, licensing and other strategies not being successful; possible future issuances of debt or equity securities; the possible incurrence of significant patent litigation expenses or adverse legal determinations finding the Company's patents not be valid or not to have been infringed; new business development and industry trends; the possible need to raise additional capital in order to meet the Company's obligations; reliance on a former affiliate to make contributions to the Company's pension plans which are substantially underfunded; and most other statements that are not historical in nature. Important factors that could cause actual results to differ materially from those described in the forward-looking statements are described in cautionary statements included in this news release and/or in the Company's 2004 Annual Report on Form 10-K which has been filed with the SEC and its Quarterly Report on Form 10-Q for the fiscal quarter ended March 31, 2005, which has also been filed with the SEC. In assessing forward-looking statements, readers are urged to consider carefully these cautionary statements. Forward-looking statements speak only as of the date of this news release, and the Company disclaims any obligations to update such statements.
Contact:
Ampex Corporation
Karen L. Dexter, 650-367-4111
I missed it this morning and got in too late. SHGY is making some nice move also, Missed it too.
Out GSHF @ $0.15 no follow up!
In GSHF @ $0.16
WFTV news!
From Cuba to Israel to Russia, U.S. Families Can Watch TV From Homeland and Relatives Can Watch U.S. and Global TV With Wi-Fi TV's Internet Television
6/14/05
Free Phone Calls Can Also be Made to Relatives In Most Countries
NEWPORT BEACH, Calif., Jun 14, 2005 (PRIMEZONE via COMTEX) --
Since launching its new global TV service on June 10, Wi-Fi TV Inc. (Pink Sheets:WFTV) has helped bring families divided by geography and political barriers closer together. American citizens who have relatives in countries as diverse as Cuba, Israel and Russia are able to watch live TV online from their original homelands. And their foreign relatives are able to view select TV channels from the United States and around the world that would never be offered over the air or by cable in their home counties. Wi-Fi TV is also offering a virtual dialer that allows free phone calls to most countries. The site is accessible at www.wi-fitv.com
Wi-Fi TV is also planning to provide targeted advertising opportunities to country and topic specific sub-home pages. Additional channels and on-demand content will also be added on a regular basis. A new free sign-up form is helping Wi-Fi TV track its global audience.
Initially, about 200 live TV choices are offered from 50 countries at www.wi-fitv.com.
About Wi-Fi TV Inc.
Wi-Fi TV, Inc. (www.wi-fitv.com) (www.cinemapop.com) has a history of innovation in online content delivery and plans to quantify the value of this unique experience, now that high-speed Internet delivery is becoming available to millions of consumers around the world. The Wi-Fi TV homepage (www.wi-fitv.com) currently features online video interviews regarding the latest in consumer electronics. Wi-Fi TV draws on the latest IPTV technology and ten years of experience in the delivery of video over the Internet in launching its new service.
Forward-Looking Statements
Any statements made in this press release, which are not historical facts, contain certain forward-looking statements, as such term is defined in the Private Litigation Reform Act of 1995, concerning potential developments affecting the business, prospects, financial condition and other aspects of the company to which this release pertains. The actual results of the specific items described in this release, and the company's operations generally, may differ materially from what is projected in such forward-looking statements. Although such statements are based upon the best judgments of management of the company as of the date of this release, significant deviations in magnitude, timing and other factors may result from business risks and uncertainties including, without limitation, the company's dependence on third parties, general market and economic conditions, technical factors, the availability of outside capital, receipt of revenues and other factors, many of which are beyond the control of the company. The company disclaims any obligation to update information contained in any forward-looking statement. This press release shall not be deemed a general solicitation.
SOURCE: Wi-Fi TV Inc.
T4! I agree PTSC chart is looking good here! If and when it gets some good news that $0.29 resistance will be gone. As you probably know AEXCA was my biggest gainer last year and I think PTSC has more potential than AEXCA. I'll be holding PTSC for long term , I think it will see $2 - $3 in the next few months.
PTSC not a bad close @ $0.1490 up 5.67% .