−Removed: Unregistered Sales of Equity Securities and Use of
−Removed: During the six-months ended August 31,
−Removed: 2020, we issued 5,224,997 shares of common stock for cash proceeds of $815,000.
+Added: Unregistered Sales of Equity Securities and Use of Proceeds
+Added: the nine-months ended November 30, 2020, we issued 8,117,638 shares of common stock for cash proceeds of $1,220,000.
Defaults Upon Senior Securities.
−Removed: date of this filing, Robert Kopple, our former Vice Chairman of the Board, is the only significant unsecured note holder that
−Removed: has not executed formal agreements regarding the restructure of his debt.
−Removed: Kopple claims that he and his affiliates are owed
−Removed: approximately $10.9 million (representing approximately $5.4 million loaned to the Company over the course of 2013 to 2016;
−Removed: approximately
+Added: of the date of this filing, Robert Kopple, our former Vice Chairman of the Board, is the only significant unsecured note holder
+Added: that has not executed formal agreements regarding the restructure of his debt.
+Added: Kopple claims that he and his affiliates are
+Added: owed approximately $10.9 million (representing approximately $5.4 million loaned to the Company over the course of 2013 to 2016;
+Added: approximately $170,000 Mr.
Kopple claims to have advanced or paid to third parties on Aura’s behalf;
−Removed: and approximately $5.3 million Mr.
−Removed: Kopple claims to be owed for interest, loan fees and late payment fees) on terms significantly preferable to other similarly situated
−Removed: unsecured creditors as well as
−Removed: warrants to purchase approximately 3.3 million shares of our common stock .
+Added: and approximately $5.3
+Added: Kopple claims to be owed for interest, loan fees and late payment fees) on terms significantly preferable to other
+Added: similarly situated unsecured creditors as well as warrants to purchase approximately 3.3 million shares of our common stock.
We dispute Mr.
1 unchanged sentence
See “Item 1.
−Removed: Legal Proceedings”
+Added: Proceedings”
included elsewhere in this Quarterly Report on Form 10-Q for information regarding the dispute with Mr.
−Removed: Kopple regarding these transactions as well as “Note 3 –
+Added: regarding these transactions as well as “Note 3 –
Notes Payable”
and “Note 5 –
−Removed: Related Parties
−Removed: Transactions”
+Added: Related Parties Transactions”
to the Company’s condensed financial statements, “Liquidity and Capital Resources”
−Removed: in “Item
−Removed: 2 and Management’s Discussion and Analysis of Financial Condition and Results of Operations”
−Removed: elsewhere in this quarterly
−Removed: report on Form 10-Q for additional information regarding amounts that may be owed under the Company’s notes payable and
−Removed: the recent restructuring of certain Company debt.
−Removed: Kopple has not accepted our numerous offers to settle this debt and continues
−Removed: to demand that as part of any such resolution, he receive unilateral control over significant aspects of the Company’s financial
−Removed: and management functions such as, but not limited to, the right to unilaterally direct the Company’s ordinary business expenditures
−Removed: and requiring the Company to seek his approval for the hiring of nearly all personnel, all to the exclusion of the Company’s
+Added: in “Item 2 and Management’s
+Added: Discussion and Analysis of Financial Condition and Results of Operations”
+Added: elsewhere in this quarterly report on Form 10-Q
+Added: for additional information regarding amounts that may be owed under the Company’s notes payable and the recent restructuring
+Added: of certain Company debt.
+Added: Kopple has not accepted our numerous offers to settle this debt and continues to demand that as part
+Added: of any such resolution, he receive unilateral control over significant aspects of the Company’s financial and management
+Added: functions such as, but not limited to, the right to unilaterally direct the Company’s ordinary business expenditures and
+Added: requiring the Company to seek his approval for the hiring of nearly all personnel, all to the exclusion of the Company’s
management team and stockholder-elected Board of Directors.
4 unchanged sentences
duties to shareholders and creditors as a whole.
−Removed: In June 2014, we entered into a Financing
−Removed: Letter of Agreement (the “June 2014 Agreement”) with two affiliate entities of Mr.
−Removed: Kopple, KF Business Ventures and
−Removed: the Kopple Family Partnership (the “Additional Kopple Parties”), pursuant to which the Additional Kopple Parties loaned
−Removed: us an additional $1,000,000 (the “June 2014 Loan”).
−Removed: In connection with the June 2014 Loan, Mr.
−Removed: Kopple also added $202,205
−Removed: in penalties and accrued interest, credited us with $200,000 for amounts previously repaid by us and several earlier advances into
−Removed: a single new note (the “June 2014 Kopple Note”) in the principal amount of $2,715,2067 and bearing simple interest
−Removed: at a rate of 10% per annum.
−Removed: Pursuant to the June 2014 Agreement, the
−Removed: Kopple Parties also placed various restrictions on our ability to raise additional capital, hire qualified personnel and pay certain
−Removed: expenses without his prior approval for so long as the principal amount of his note remained outstanding.
−Removed: The June 2014 Kopple
−Removed: Note also required us to issue Mr.
−Removed: Kopple a stock purchase warrant (the “June 2014 Kopple Warrant”) to purchase approximately
−Removed: 771,000 shares of our common stock at an exercise price of $0.70 per share, to be exercisable for seven years.
−Removed: Additionally, if
−Removed: we borrowed funds, issued capital stock or rights to acquire or convert into capital stock, or granted rights in respect to territories
−Removed: to any person for cash consideration of more than $5 million in the aggregate after the date of the June 2014 Kopple Note, we would
−Removed: be required to pay the entire amount of such cash consideration in excess of $5 million as a mandatory prepayment of the June 2014
+Added: June 2014, we entered into a Financing Letter of Agreement (the “June 2014 Agreement”) with two affiliate entities
+Added: Kopple, KF Business Ventures and the Kopple Family Partnership (the “Additional Kopple Parties”), pursuant
+Added: to which the Additional Kopple Parties loaned us an additional $1,000,000 (the “June 2014 Loan”).
+Added: In connection with
+Added: the June 2014 Loan, Mr.
+Added: Kopple also added $202,205 in penalties and accrued interest, credited us with $200,000 for amounts previously
+Added: repaid by us and several earlier advances into a single new note (the “June 2014 Kopple Note”) in the principal amount
+Added: of $2,715,2067 and bearing simple interest at a rate of 10% per annum.
+Added: to the June 2014 Agreement, the Kopple Parties also placed various restrictions on our ability to raise additional capital, hire
+Added: qualified personnel and pay certain expenses without his prior approval for so long as the principal amount of his note remained
+Added: The June 2014 Kopple Note also required us to issue Mr.
+Added: Kopple a stock purchase warrant (the “June 2014 Kopple
+Added: Warrant”) to purchase approximately 771,000 shares of our common stock at an exercise price of $0.70 per share, to be exercisable
+Added: for seven years.
+Added: Additionally, if we borrowed funds, issued capital stock or rights to acquire or convert into capital stock,
+Added: or granted rights in respect to territories to any person for cash consideration of more than $5 million in the aggregate after
+Added: the date of the June 2014 Kopple Note, we would be required to pay the entire amount of such cash consideration in excess of $5
+Added: million as a mandatory prepayment of the June 2014 Kopple Note.
Additionally, Mr.
−Removed: Kopple required a default provision providing that in the event that the entire outstanding balance
−Removed: of the June 2014 Kopple Note was not paid in full prior to October 1, 2014, then for each consecutive calendar month during the
−Removed: period beginning October 1, 2014 and ending March 31, 2015, we would issue to Mr.
−Removed: Kopple additional stock purchase warrants, each
−Removed: to purchase 416,458 shares of our common stock, up to a maximum aggregate of approximately 2.5 million shares of our common stock,
−Removed: at $0.70 per share (the “Kopple Penalty Warrants”), the Kopple Penalty Warranties to be exercisable for seven years
−Removed: from the time of their respective issuances.
−Removed: In addition to the Kopple Penalty Warrants, the default provision under the June 2014
−Removed: Kopple Note provides for a 5% late charge on the total amount due plus 15% per year interest.
−Removed: We have not repaid the Kopple Parties
−Removed: in full for the amounts loaned to us.
−Removed: Additionally, we have not issued any of the Kopple Penalty Warrants and management believes
+Added: Kopple required a default provision providing
+Added: that in the event that the entire outstanding balance of the June 2014 Kopple Note was not paid in full prior to October 1, 2014,
+Added: then for each consecutive calendar month during the period beginning October 1, 2014 and ending March 31, 2015, we would issue
+Added: Kopple additional stock purchase warrants, each to purchase 416,458 shares of our common stock, up to a maximum aggregate
+Added: of approximately 2.5 million shares of our common stock, at $0.70 per share (the “Kopple Penalty Warrants”), the Kopple
+Added: Penalty Warranties to be exercisable for seven years from the time of their respective issuances.
+Added: In addition to the Kopple Penalty
+Added: Warrants, the default provision under the June 2014 Kopple Note provides for a 5% late charge on the total amount due plus 15%
+Added: per year interest.
+Added: We have not repaid the Kopple Parties in full for the amounts loaned to us.
+Added: Additionally, we have not issued
+Added: any of the Kopple Penalty Warrants and management believes that Mr.
Kopple is not entitled to receive them.
−Removed: We have also cancelled the June 2014 Kopple Warrant.
−Removed: We consider the transactions described above with Mr.
−Removed: to be related party transactions.
+Added: We have also cancelled
+Added: the June 2014 Kopple Warrant.
+Added: consider the transactions described above with Mr.
+Added: Kopple to be related party transactions.
Mine Safety Disclosures
−Removed: Not applicable.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.