Replies to post #39165 on American Security Resources Corp. (ARSC)

[Scrapple]

How the heck (200 billion A/S) is this thing back to NO BID after there has been almost 14 trllion volume in a week!!!

[Rocket-Interceptor]

patience pay off, something big is in the works for ARSC after spinoff imo

[TedBanks]

JR, has everyone forgotten that this spin-off has been in the works for a long, long, long time (relative to a flipper's attention span) and that it was part of a deal with a "European Investors Group?"

It seems to me that the company is doing what it said it would do; although it is terrible about releasing unrealistic dates. These reverse mergers with new funding always take longer than initially anticipated - stuff always happens to push out the dates. The reverse mereger is suppose to close on or before 03/30/2010, but I won't be at all supprised if the closing slipped into April or even May, June. The parties can always extend the closing deadline by mutual agreement.

I haven't heard anything lately about the "significant funding" to be injected into Hydra before the special dividend to ARSC shareholders, but the "plan" appears to be proceeding, and it wouldn't make sense (and the company wouldn't have the cash) for Hydra to do a reverse merger into iVoice unless significant cash was lined up .... the following is what I think is important about this pinkie:

Date : 06/23/2010 @ 9:30AM
Source : Business Wire
Stock : American Security Resources Corporation (ARSC)

ARSC Accepts Hydra Spin-Off Proposal from European Investors Group
American Security Resources Corporation (Pink Sheets: ARSC) announced today that it has accepted a proposal from a European Investors Group to fund and spin-off Hydra Fuel Cell to ARSC shareholders.

Bob Farr, President and COO of ARSC, stated “This group calls for providing a public vehicle to merge with Hydra. The group would then organize the funding so as to complete Hydra’s business plan. We will prepare a proxy for ARSC shareholders when the proposed transaction is complete that will fix the dividend ratio and date. The Group has indicated they could have the transaction finished by late summer or early fall 2010. We have been working to achieve this since last spring and it looks like we finally have the right plan for our shareholders and Hydra,” concluded Farr.

American Security Resources Corporation
ARSC is a holding company developing technologies that will advance the development of alternative energies. ARSC, through its Hydra Fuel Cell subsidiary, has developed high volume, mass producible hydrogen fuel cells. Its American Hydrogen Corp. subsidiary is developing methods to inexpensively formulate hydrogen. For more information, please see: www.americansecurityresources.com.

Safe Harbor Statement
This news release contains certain “forward looking statements” within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934. Although the Company believes the expectations reflected in such forward looking statements are reasonable, it can provide no assurance that actual results will meet or exceed such expectations.


- Quarterly Report (10-Q)
Date : 08/16/2010 @ 3:49PM
Source : Edgar (US Regulatory)
Stock : American Security Resources Corp (OTC) (ARSC)

"Plan of Operations
"Our Hydra Fuel Cell subsidiary completed several development stages of the HydraStax® unit and testing for certification is currently underway. We believe that the HydraStax® unit's cost per kWh will be significantly below that of its competitors, giving it a competitive edge as a replacement for residential grid power. Thus, upon certification, Hydra intends to aggressively market these units. The Company is actively pursuing financing to begin manufacturing and distribution. Hydra installed two of its HydraStax® fuel cells in residences, one in Texas in October 2007 and one in Florida in December 2007, as “Beta Test demonstration units” . These were milestones for Hydra and for the fuel cell industry. Hydra is now ready to move the Fuel Cell Product into production and has been seeking funding to begin production. Recently, an existing funder, St George has committed to provide funding to allow production to begin.

"In June 2010, ARSC accepted a proposal from a European Investors groupto fund and spin-off Hydra Fuel Cell to ARSC shareholders. ARSC is currently negoiating this transaction with the investors. This will require a proxy for ARSC shareholders when the transaction is complete. This is anticipated in late summer or fall 2010.

"American Hydrogen Corporation (AHC) was formed to develop and commercialize technologies to formulate hydrogen that we believe will change the economics of producing hydrogen sufficiently to enable the hydrogen economy.

"The Company continues to review acquisition opportunities that would enhance its fuel cell offerings, expand its offerings in alternative energy production or represent opportunities in homeland security or national defense."


- Quarterly Report (10-Q)
Date : 11/16/2010 @ 2:20PM
Source : Edgar (US Regulatory)
Stock : American Security Resources Corp (OTC) (ARSC)

"Plan of Operations
"Our Hydra Fuel Cell subsidiary completed several development stages of the HydraStax® fuel cell unit and testing for certification is partially complete. We believe that the HydraStax® unit’s cost per kWh will be significantly below that of its competitors, giving it a competitive edge as a replacement for residential and commercial grid power. Thus, upon certification, Hydra intends to aggressively market these units as residential grid replacement electric generators. American Security Resources Corporation continues actively pursuing financing to ramp up manufacturing and distribution. Hydra installed two of its HydraStax® fuel cells in residences, one in Texas in October 2007 and one in Florida in December 2007, as “Beta Test demonstration units” . These were milestones for Hydra and for the fuel cell industry.

"In August 2010 ARSC received funding from St. George which allowed Hydra to begin a small production run. In October 2010 Hydra received an order from Liberty Towers for a one 1 KW fuel cell and installation arrangements are under way at this time. Hydra is also in production of other fuel cells and will announce installation arrangements as they are completed. In June 2010, ARSC received a proposal from a European Investors group to fund and spin-off Hydra Fuel Cell to ARSC shareholders. ARSC is currently negotiating this transaction with the investors. The spinoff will require a shareholder vote which will be described and defined in a proxy to ARSC shareholders when the transaction is complete. ARSC hopes to conclude the transaction in 2010.

"American Hydrogen Corporation (AHC) was formed to develop and commercialize technologies to formulate hydrogen that we believe will change the economics of producing hydrogen sufficiently to enable the hydrogen economy. Currently, AHC is working on methods to formulate hydrogen inexpensively from water, methanol and natural gas.

"American Security Capital (ASC) was formed to act as a financing source for Hydra’s and AHC’s products. A joint venture agreement to operate and fund ASC has been negotiated with Comentum Capital. ASC has not begun operations at this time."


Date : 12/07/2010 @ 10:54AM
Source : Business Wire
Stock : American Security Resources Corporation (ARSC)

ARSC Enters LOI to Acquire iVoice for Spinoff of Hydra Fuel Cell to Shareholders

American Security Resources Corp.(Pinksheets: ARSC) has signed a Letter of Intent to acquire iVoice (OTCBB:IVOI) as a merger vehicle to spinoff its wholly owned subsidiary, Hydra Fuel Cell Corporation (www.hydrafuelcell.com), in a special dividend to the shareholders.

The merger of IVOI and Hydra is subject to due diligence and the conclusion of a definitive agreement between the companies and is expected to close on or before the middle of January, 2011.

A previous plan approved by ARSC’s Board calls for a significant investment directly into Hydra before the spinoff. The spinoff will be submitted to the shareholders in a proxy which will describe the transaction and contain the ratio of Hydra shares to ARSC shares for the dividend. The company expects to have the details of the spin-off in a proxy shortly after the closing with IVOI. After the spinoff Hydra’s stock will trade independently.

American Security Resources Corporation
ARSC is a holding company developing clean energy technologies. Its Hydra Fuel Cell Corp. subsidiary is developing high volume, mass producible hydrogen fuel cells. Its American Hydrogen Corp. subsidiary is developing methods to inexpensively formulate hydrogen. The Company also has created a financing arm, American Security Capital, to provide financing options to buyers of the subsidiaries products. For more information, please see: www.americansecurityresources.com

Safe Harbor Statement
This news release contains certain “forward looking statements” within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934. Although the Company believes the expectations reflected in such forward looking statements are reasonable, it can provide no assurance that actual results will meet or exceed such expectations.


- Current report filing (8-K)
Date : 03/10/2011 @ 5:28PM
Source : Edgar (US Regulatory)
Stock : Ivoice (IVOI)

"Section 1 - Registrant's Business and Operations
"Item 1.01 Entry into a Material Definitive Agreement.

"On March 9, 2011, iVoice, Inc. (“iVoice”) entered into an Agreement and Plan of Merger (the “Agreement”) with Hydra Fuel Cell Corporation (“Hydra”). Hydra is a wholly owned subsidiary of American Security Resources Corporation. Under the terms of the Agreement, Hydra will merge into iVoice with iVoice being the surviving company. All of the common stock of Hydra will be exchange for 1 million shares of iVoice Series A Preferred Stock with each such share having super-voting rights equal to 10,000 votes for every one vote granted to iVoice Class A Common Stock and each such share being convertible, at the holder's option, into 153.5 shares of Class A Common Stock. Based upon the present number of iVoice Class A Common Stock shares outstanding, the Hydra shareholders will hold 61.48% of the voting shares of iVoice.

"The closing for this contemplated transaction is expected upon: (i) completion of due diligence, (ii) certain specific conditions as set forth in the Agreement and the approval of this transaction by the Hydra and iVoice shareholders. iVoice will prepare and file with the Securities and Exchange Commission an Information Statement on Schedule 14C."


ARSC Completes Merger Agreement With iVoice for Hydra Spinoff
HOUSTON, Mar 14, 2011 (GlobeNewswire via COMTEX) -- American Security Resources Corporation (OTCBB:ARSC) announced today that it has completed the agreement with the iVoice, Inc. (OTCBB:IVOI) to merge Hydra and IVOI preliminary to spinning Hydra off to ARSC shareholders in a special dividend.

Frank Neukomm, CEO of ARSC, explained, "IVOI will be filing an information statement with the SEC and there are waiting periods for the agreement's terms to become effective after which we will have a closing. We will then send a proxy to our ARSC shareholders which will fix the dividend date and share ratio among other things."

Neukomm continued, "We hope to have the proxy out in April. ARSC has invested over $7,000,000 in Hydra to develop its advanced fuel cell technology which is covered by 2 patents. There are 3 more patents pending and additional IP to be patented. Preliminary calculations indicate an estimated value of a quarter to a half mill per share as the dividend value of Hydra stock to ARSC shareholders."

Hydra Fuel Cell Corporation
Hydra Fuel Cell Corporation has developed a highly efficient, mass producible hydrogen fuel cell, the HydraStax(R) 5000. Hydra has demonstrated its fuel cell technology in live demonstrations from which it received more than $20,000,000 in purchase orders. Currently Hydra is in the process of delivering its first commercial fuel to Liberty Towers.

Preliminary testing indicates that a HydraStax(R) fuel cell using natural gas as the source of hydrogen can produce a kilowatt of electricity for less than $0.10,

For more information please see: www.hydrafuelcell.com.

American Security Resources Corporation
ARSC is a holding company developing and acquiring technologies that will advance the development of clean energy. ARSC, through its Hydra subsidiary, is developing high efficiency, mass producible hydrogen fuel cells. Its American Hydrogen subsidiary is commercializing several technologies to produce hydrogen inexpensively.

For more information, please see: www.americansecurityresources.com

Safe Harbor Statement
This news release contains certain "forward looking statements" within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934. Although the Company believes the expectations reflected in such forward looking statements are reasonable, it can provide no assurance that actual results will meet or exceed such expectations.

This news release was distributed by GlobeNewswire, www.globenewswire.com
SOURCE: American Security Resources Corp.


Date : 03/16/2011 @ 10:53AM
Source : GlobeNewswire Inc.
Stock : (IVOI)

ARSC Provides Hydra Spinoff Details: One Hydra Per 150 ARSC
American Security Resources Corporation (OTCBB:ARSC) today provided preliminary calculations of the ratio of the Hydra spinoff to ARSC shareholders in a special dividend.

Frank Neukomm, CEO of ARSC, stated, "After a number of calls from shareholders requesting additional details, we have done some preliminary calculations of the value of the spinoff to our shareholders of the stock of Hydra Fuel Cell Corporation."

Neukomm continued, "After a recapitalization of iVoice (Pink Sheets:IVOI) and a name change to Hydra Fuel Cell Corp., we expect that the dividend will be approximately one (1) share of new Hydra stock for each 150 current shares of ARSC. We expect that the value of Hydra is such that its initial trading range will be between $0.08 and $0.16 per share."

Hydra Fuel Cell Corporation
Hydra Fuel Cell Corporation has developed a highly efficient, mass producible hydrogen fuel cell, the HydraStax® 5000. Hydra has demonstrated its fuel cell technology in live demonstrations from which it received more than $20,000,000 in purchase orders. Currently Hydra is in the process of delivering its first commercial fuel to Liberty Towers.

Preliminary testing indicates that a HydraStax® fuel cell using natural gas as the source of hydrogen can produce a kilowatt of electricity for less than $0.10.

For more information please see: www.hydrafuelcell.com.

American Security Resources Corporation
ARSC is a holding company developing and acquiring technologies that will advance the development of clean energy. ARSC, through its Hydra subsidiary, is developing high efficiency, mass producible hydrogen fuel cells. Its American Hydrogen subsidiary is commercializing several technologies to produce hydrogen inexpensively.

For more information, please see: www.americansecurityresources.com.

Safe Harbor Statement
This news release contains certain "forward looking statements" within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934.Although the Company believes the expectations reflected in such forward looking statements are reasonable, it can provide no assurance that actual results will meet or exceed such expectations.

CONTACT: Frank Neukomm or Bob Farr
American Security Resources Corporation
713-465-1001
[e-mail]


ARSC Provides Hydra Spinoff Details: One Hydra Per 150 ARSC
HOUSTON, Mar 16, 2011 (GlobeNewswire via COMTEX) -- American Security Resources Corporation (OTCBB:ARSC) today provided preliminary calculations of the ratio of the Hydra spinoff to ARSC shareholders in a special dividend.

Frank Neukomm, CEO of ARSC, stated, "After a number of calls from shareholders requesting additional details, we have done some preliminary calculations of the value of the spinoff to our shareholders of the stock of Hydra Fuel Cell Corporation."

Neukomm continued, "After a recapitalization of iVoice (Pink Sheets:IVOI) and a name change to Hydra Fuel Cell Corp., we expect that the dividend will be approximately one (1) share of new Hydra stock for each 150 current shares of ARSC. We expect that the value of Hydra is such that its initial trading range will be between $0.08 and $0.16 per share."

Hydra Fuel Cell Corporation
Hydra Fuel Cell Corporation has developed a highly efficient, mass producible hydrogen fuel cell, the HydraStax(R) 5000. Hydra has demonstrated its fuel cell technology in live demonstrations from which it received more than $20,000,000 in purchase orders. Currently Hydra is in the process of delivering its first commercial fuel to Liberty Towers.

Preliminary testing indicates that a HydraStax(R) fuel cell using natural gas as the source of hydrogen can produce a kilowatt of electricity for less than $0.10.

For more information please see: www.hydrafuelcell.com.

American Security Resources Corporation
ARSC is a holding company developing and acquiring technologies that will advance the development of clean energy. ARSC, through its Hydra subsidiary, is developing high efficiency, mass producible hydrogen fuel cells. Its American Hydrogen subsidiary is commercializing several technologies to produce hydrogen inexpensively.

For more information, please see: www.americansecurityresources.com.

Safe Harbor Statement
This news release contains certain "forward looking statements" within the meaning of Section 27a of the Securities Act of 1933 and Section 21e of the Securities Exchange Act of 1934.Although the Company believes the expectations reflected in such forward looking statements are reasonable, it can provide no assurance that actual results will meet or exceed such expectations.

This news release was distributed by GlobeNewswire, www.globenewswire.com
SOURCE: American Security Resources Corp.


This is all in my opinion, but is why I'm still holding tight to my 55 million shares of ARSC.

GLTA

[JustAnotherPenny]

Bob and Frank has said the Certification has mostly been completed for 3 years now.

I guess they can keep saying that for another 3 years.

[Leirum]

This is about the same information I got when I talked to them. For me, it looks good, after the spin-off it will look even better and then we still will have our shares in ARSC and ARSC can be used for another deal. Best would be a buyer who is interested in the carried forward losses since inception. Can be used as tax-writte-offs.

[JustAnotherPenny]

So if you really spoke with someone from ARSC did you ask why they are allowing ARSC to be in Default at NEVADA SOS?

Seems a lot of people are so-called speaking with ARSC but i cant believe they dont ask about them being in Default. Hmmmm