RJ and TRCPA - Based on what seems to be in the pipeline, I see no reason for new shares. As TR points out, the money due both Cal and Brian could be paid back from earnings.
Given how the KDS is marketed and the limited exposure that FASC has to manufacturing costs, I don't see the need for more shares without a very specific use in mind and a really well thought out and presented business plan.
Here is another scenario - FASC gets listed on the NASDAQ. What would that take? Most companies moving to that exchange have ~30 million shares outstanding not 400 million. Before everyone starts rolling their eyes at the proposition of a new listing, consider what the revenues may become in the next 12-24 months. Maybe FASC continues to limp along and is only able to produce $2-3 million in revenues per year. That still seems sufficient to pay everything off. Or, exponentiation of sales has kicked into high gear by then. What is that potential revenue stream? $50 million? $100 million? Maybe more - a lot more? I don't want to come across as "to-da-moon" and I hope everyone understands that my preference is caution and conservatism, but there are clearly several opportunities that appear to be on the near-term horizon.
If sales do start as anticipated, why do we need new shares?
fwiw,
Net-Man