it's one thing to question aspects regarding the AS .. but quite another when one presents that as *fact*
your words ~
-- Management has illustrated quite clearly they use the A/S, hence the need to raise it constantly. Last year around this time I believe it was only about 50 million, so don't even try to argue they haven't turned dilution into an art.
you are only off by a few years ;-)
-- there is no point in *arguing* .. actual filings with <gasp> links are so much more *effective* for folks to ascertain *facts* .. btw .. it would help if *some* understood the AS vs. the OS and why the AS is always *higher*
oh and one other question ... every *investor* into spng should be asking themselves .. is this co. static? .. or have *aspects* changed for spongetech since august of 2006 :)
---
start with the 10k filed back in august 2006 this was when *one customer* accounted for 75 percent/orders that was turtle wax for those who avoid *filings*
As of August 28, 2006, the issuer had 34,072,636 outstanding shares of Common Stock.
Authorized 50,000,000 shares; issued and outstanding 33,853,626 shares as of May 31, 2006
As of August 28, 2007, there were 46,842,406 shares of our common stock issued and outstanding and approximately 193 stockholders of record of our common stock.
Authorized 200,000,000 shares; issued and outstanding 46,842,406 shares as of May 31, 2007
As of January 13, 2009, the Company had 1,170,332,648 shares of common stock issued and outstanding. The Company intends to return to the treasury and cancel an aggregate of 3,265,050 shares that were repurchased under the publicly announced repurchase plan through December 31, 2008 and an additional 76,623,293 shares that were purchased by certain of our affiliates through December 31, 2008 who have agreed to return these shares to treasury. In addition, the Company intends to return to the treasury and cancel an additional 133,577,066 shares that were returned to the Company by a principal shareholder. Thus, the Company will have an aggregate of 960,132,289 shares of common stock outstanding after giving effect to the cancellation of the shares to be returned to the treasury described above. For a complete description of the shares to be returned to treasury and cancelled(see Part II. Item 2. Unregistered Sales of Equity Securities and Use of Proceeds).
1,000,000,000 shares authorized, 943,039,315 and 365,473,214 shares issued and outstanding at November 30, 2008 and May 31, 2008
Effective March 10, 2009, Spongetech Delivery Systems, Inc. (the “Company”) amended its Certificate of Incorporation to increase its authorized capital from 1,305,000,000 to 1,555,000,000 consisting of 1,500,000,000 shares of Common Stock having a par value of $0.001 per share, 15,000,000 shares of Class B Stock having a par value of $0.001 per share, and 40,000,000 shares of Preferred Stock having a par value of $0.001 per share
Effective April 13, 2009, Spongetech Delivery Systems, Inc. (the “Company”) amended its Certificate of Incorporation to increase its authorized capital from 1,555,000,000 shares to 1,860,000,000 shares consisting of 1,800,000,000 shares of Common Stock having a par value of $0.001 per share, 20,000,000 shares of Class B Stock having a par value of $0.001 per share, and 40,000,000 shares of Preferred Stock having a par value of $0.001 per share
Effective May 19, 2009, Spongetech Delivery Systems, Inc. (the “Company”) amended its Certificate of Incorporation to increase its authorized capital from 1,860,000,000 shares to 2,060,000,000 shares consisting of 2,000,000,000 shares of Common Stock having a par value of $0.001 per share, 20,000,000 shares of Class B Stock having a par value of $0.001 per share, and 40,000,000 shares of Preferred Stock having a par value of $0.001 per share.
--- gee .. wonder why *management* thought they might have to increase their AS .. here's a hint ~ oh but wait .. it wasn't *needed*
8k filed on 7/25/09
On July 9, 2009 (the “Closing Date”), we consummated the acquisition (the “Acquisition”) of Dicon Technologies, LLC (“Dicon”), pursuant to that certain Membership Interest Purchase Agreement (the “Agreement”) dated as of July 9, 2009, which we entered into with Dicon and the equity owners of Dicon as sellers (the “Dicon Equityholders”). Pursuant to the Agreement, we acquired 100% of the membership interests in Dicon, for a purchase price of $2,350,000. In addition, we paid off Dicon’s loan with Wachovia Bank, of approximately $2.2 million , and agreed to provide Dicon with (i) up to an additional $250,000 for Dicon’s purchase of manufacturing equipment for a second production line dedicated to the manufacturing of our products, as well as (ii) an inter-company credit line of $270,000 for Dicon’s general working capital needs. The only liabilities assumed pursuant to the Agreement are those that are incurred by Dicon in the ordinary course of business.
The audited financial statements of Dicon required by this item has not been filed with this initial Current Report on Form 8-K, but will be filed by amendment within 71 calendar days after the date this Current Report is filed.
EW YORK—(BUSINESS WIRE)— SpongeTech® Delivery Systems, Inc., America’s Cleaning Company™, (OTCBB: SPNG ) is pleased to announce that the Company has acquired Dicon Technologies (“Dicon”), a company that specializes in research and development of products derived from hydrophilic urethane chemistry. The Board of Directors of SpongeTech® and Dicon have approved and completed the transaction. SpongeTech® acquired Dicon for $4.45 million in cash only. The Company has immediately picked up approximately $10 million in revenues and approximately $1.5 million in pre-tax earning from the acquisition. Dicon currently sells various products including private label brands for multiple industries through established channels of distribution in the U.S., including traditional food, drug and mass market stores such as CVS, Walgreens, Kmart and Wal-mart as well as direct sales to large commercial clients; all of which SpongeTech® intends to immediately utilize. In addition to the U.S. distribution, Dicon currently has distribution in Asia.
On August 28, 2009, Spongetech Delivery Systems, Inc. (the “Company”) filed a Certificate of Correction to the Certificate of Amendment to its Certificate of Incorporation (the “Amendment”) with the Secretary of State of the State of Delaware that effects a one-for-one hundred reverse split (the “Reverse Split”) of all of the issued and outstanding shares of each of the Company’s common stock, par value $0.001 (the “Common Stock”), Class B stock, par value $0.001 (the “Class B Stock”) and preferred stock, par value $0.001 (the “Preferred Stock”). Any fractional shares will be rounded up to the next highest whole share. The Amendment also reduces the aggregate number of authorized shares of the Company’s capital stock to 965,000,000 shares, consisting of 900,000,000 shares of Common Stock, 25,000,000 shares of Class B Stock, and 40,000,000 shares of Preferred Stock (the “Authorized Share Reduction”).
--- now it's pretty clear that management was savvy enough to adjust the AS as needed .. that works both ways .. as many noted .. back in august when confirmation of the AS being *reduced* was indeed *fact*
i'd also remind folks that the dicon acq was 8k'd as a *done deal* had they wanted to toy with folks they could have gone the route so many other co.s do
an loi a DA and voila months later acq 8k'd
they didn't do any of that
again .. it's very clear management could care less about those who aren't *invested* in the co.
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