Fish,
I'm excited that you're taking a look at EVSNF. Your posts on the VTSI board have been immensely valuable, conveying both differentiated insight and common sense. Hopefully, you see enough value in EVSNF to share your thoughts on this board.
To answer your question, a prominent Israeli businessman and investor, Avi Gross, funded the company via a private placement (PIPE) and convert in 2012. His cash infusion helped, in part, to clean up the balance sheet, and bring the company from a net debt position to a net cash position (and ride out 2013, when the company burned over $1M of cash as a result of a technical glitch with their core product). As part of that 2012 financing, Gross received two warrants. He converted the second (and larger) of those warrants at year end 2015. The conversion of those warrants is why you see the big jump in diluted share count between 2015 and 2016. Take it with a grain of salt, but the CEO has indicated that Gross is an asset in opening doors in Asia (e.g., China, India) given significant past business experience in that part of the world. EVSNF has recently announced some customer wins in China and Thailand.
The relevant passages from EVSNF's filings are quoted below:
Pursuant to the Private Placement Transaction, consummated on December 10, 2012, we sold 5,263,158 ordinary shares to Mr. Avi Gross at a price per share of $0.095 for gross proceeds of $500,000. Additionally, under the Private Placement Transaction, Mr. Gross provided our company with a $300,000 convertible loan, or the Convertible Loan, which may be converted, in whole or in part, at a price per share of $0.095, by June 10, 2013. Should the Convertible Loan not be converted, the principal and interest will be repayable over the course of twelve (12) months following June 10, 2013. As part of the Private Placement Transaction, Mr. Gross also received two warrants to purchase our ordinary shares, of which the first warrant, or the First Warrant, is exercisable for up to $200,000 of our ordinary shares, at a price per share of $0.095, six (6) months following the issuance of the First Warrant, and the second warrant, or the Second Warrant, is exercisable for up to $1,000,000 of our ordinary shares, at a price per share of $0.20, unless the Company achieves gross revenues of less than $19,000,000 for the year ending December 31, 2014, in which case the exercise price per share shall be reduced to $0.17. The Second Warrant is exercisable during the period between June 10, 2013 and February 5, 2015. Exercise of the Second Warrant is contingent on Mr. Gross converting and/or exercising at least 50% of the aggregate number of shares issuable under both the Convertible Loan and the First Warrant, and subject to that threshold being achieved, the maximum amount issuable will be proportionally reduced based on the aggregate portion of the Convertible Loan converted and the First Warrant exercised.
Pursuant to the consummation of the Private Placement Transaction, Mr. Gross’ holding in the Company constitutes 7.025% of the outstanding share capital of the Company (not including the shares issuable under the Convertible Loan and the First Warrant and the Second Warrant).
Additionally, in accordance with the Private Placement Transaction, Mr. Gross, is entitled to appoint an observer to our board of directors, and in the event that Mr. Gross converts and/or exercises at least 50% of the value of the Convertible Loan and the First Warrant, Mr. Gross will be entitled to appoint a director to our board of directors.
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