Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: the three-months ended May 31, 2021, we issued 1,865,333 shares of common stock for cash proceeds of $283,000.
+Added: the six-months ended August 31, 2021, we issued 4,652,000 shares of common stock for cash proceeds of $988,000.
+Added: In the three-months
+Added: ended August 31, 2021, we issued 1,571,429 shares of common stock for settlement of debt of $550,000.
Defaults Upon Senior Securities.
+Added: (not updated as of August 31, 2021)
of the date of this filing, Robert Kopple, our former Vice Chairman of the Board, is the only significant unsecured note holder that
3 unchanged sentences
approximately $170,000
−Removed: Kopple claims to have advanced or paid to third parties on Aura’s behalf;
+Added: Kopple claims to have advanced or paid to third parties on Aura’s behalf;
and approximately $6.1 million Mr.
2 unchanged sentences
as well as warrants to purchase approximately 3.3 million shares of our common stock.
−Removed: We dispute Mr.
−Removed: Kopple’s claims and we are
−Removed: currently in a legal dispute regarding these claims.
−Removed: See “Item 1.
−Removed: Legal Proceedings”
−Removed: included elsewhere in this Quarterly
−Removed: Report on Form 10-Q for information regarding the dispute with Mr.
−Removed: Kopple regarding these transactions as well as “Note 3 –
−Removed: Notes Payable”
−Removed: and “Note 6 –
−Removed: Related Parties Transactions”
−Removed: to the Company’s condensed financial statements,
−Removed: “Liquidity and Capital Resources”
−Removed: in “Item 2 and Management’s Discussion and Analysis of Financial Condition
−Removed: and Results of Operations”
−Removed: elsewhere in this quarterly report on Form 10-Q for additional information regarding amounts that may
−Removed: be owed under the Company’s notes payable and the recent restructuring of certain Company debt.
−Removed: Kopple has not accepted our
−Removed: numerous offers to settle this debt and continues to demand that as part of any such resolution, he receive unilateral control over significant
−Removed: aspects of the Company’s financial and management functions such as, but not limited to, the right to unilaterally direct the Company’s
−Removed: ordinary business expenditures and requiring the Company to seek his approval for the hiring of nearly all personnel, all to the exclusion
−Removed: of the Company’s management team and stockholder-elected Board of Directors.
+Added: Kopple’s claims and we are currently in a legal dispute regarding these claims.
+Added: Legal Proceedings”
+Added: included elsewhere in this Quarterly Report on Form 10-Q for information regarding the dispute with Mr.
+Added: Kopple regarding these transactions
+Added: as well as “Note 3 – Notes Payable” and “Note 5 – Related Parties Transactions” to the Company’s
+Added: condensed financial statements, “Liquidity and Capital Resources” in “Item 2 and Management’s Discussion and
+Added: Analysis of Financial Condition and Results of Operations” elsewhere in this quarterly report on Form 10-Q for additional information
+Added: regarding amounts that may be owed under the Company’s notes payable and the recent restructuring of certain Company debt.
+Added: Kopple has not accepted our numerous offers to settle this debt and continues to demand that as part of any such resolution, he receive
+Added: unilateral control over significant aspects of the Company’s financial and management functions such as, but not limited to, the
+Added: right to unilaterally direct the Company’s ordinary business expenditures and requiring the Company to seek his approval for the
+Added: hiring of nearly all personnel, all to the exclusion of the Company’s management team and stockholder-elected Board of Directors.
The Company believes that allowing Mr.
−Removed: level of operational control over the Company without any accountability would be highly detrimental to the Company and is incompatible
−Removed: with the Board of Directors’
−Removed: duties to shareholders and creditors as a whole.
−Removed: June 2014, we entered into a Financing Letter of Agreement (the “June 2014 Agreement”) with two affiliate entities of Mr.
−Removed: Kopple, KF Business Ventures and the Kopple Family Partnership (the “Additional Kopple Parties”), pursuant to which the Additional
−Removed: Kopple Parties loaned us an additional $1,000,000 (the “June 2014 Loan”).
+Added: Kopple such level of operational control over the Company without any accountability would be
+Added: highly detrimental to the Company and is incompatible with the Board of Directors’ duties to shareholders and creditors as a whole.
+Added: June 2014, we entered into a Financing Letter of Agreement (the “June 2014 Agreement”) with two affiliate entities of Mr.
+Added: Kopple, KF Business Ventures and the Kopple Family Partnership (the “Additional Kopple Parties”), pursuant to which the Additional
+Added: Kopple Parties loaned us an additional $1,000,000 (the “June 2014 Loan”).
In connection with the June 2014 Loan, Mr.
also added $202,205 in penalties and accrued interest, credited us with $200,000 for amounts previously repaid by us and several earlier
−Removed: advances into a single new note (the “June 2014 Kopple Note”) in the principal amount of $2,715,2067 and bearing simple interest
+Added: advances into a single new note (the “June 2014 Kopple Note”) in the principal amount of $2,715,2067 and bearing simple interest
at a rate of 10% per annum.
2 unchanged sentences
June 2014 Kopple Note also required us to issue Mr.
−Removed: Kopple a stock purchase warrant (the “June 2014 Kopple Warrant”) to purchase
+Added: Kopple a stock purchase warrant (the “June 2014 Kopple Warrant”) to purchase
approximately 771,000 shares of our common stock at an exercise price of $0.70 per share, to be exercisable for seven years.
9 unchanged sentences
shares of our common stock, up to a maximum aggregate of approximately 2.5 million shares of our common stock, at $0.70 per share (the
−Removed: “Kopple Penalty Warrants”), the Kopple Penalty Warranties to be exercisable for seven years from the time of their respective
+Added: “Kopple Penalty Warrants”), the Kopple Penalty Warranties to be exercisable for seven years from the time of their respective
In addition to the Kopple Penalty Warrants, the default provision under the June 2014 Kopple Note provides for a 5% late charge
5 unchanged sentences
also cancelled the June 2014 Kopple Warrant.
−Removed: consider the transactions described above with Mr.
+Added: the transactions described above with Mr.
Kopple to be related party transactions.
Mine Safety Disclosures
+Added: 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.