- Additional Proxy Soliciting Materials - Non-Management (definitive) (DFAN14A)
September 30 2010 - 4:28PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
14A INFORMATION
Proxy
Statement Pursuant to Section 14(a) of the Securities
Exchange
Act of 1934
Filed by
the Registrant
¨
Filed by a Party other than the Registrant
þ
Check the
appropriate box:
|
Preliminary
Proxy Statement
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¨
|
Confidential,
for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
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Definitive
Proxy Statement
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Definitive
Additional Materials
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¨
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Soliciting
Material Pursuant to §240.14a-12
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LIVE CURRENT MEDIA,
INC.
(Name of
the Registrant as Specified In Its Charter)
DAVID
JEFFS
JOHN DA
COSTA
CARL
JACKSON
SUSAN
JEFFS
CAMERON
PAN
ADAM
RABINER
AMIR
VAHABZADEH
(Name(s)
of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment
of Filing Fee (Check the appropriate box):
þ
|
No
fee required.
|
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¨
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Fee
computed on table below per Exchange Act Rules 14a-6(i)(4) and
0-11.
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(1)
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Title
of each class of securities to which transaction applies:
N/A
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(2)
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Aggregate
number of securities to which transaction applies: N/A
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(3)
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Per
unit price or other underlying value of transaction computed pursuant to
Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is
calculated and state how it was determined):
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N/A
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(4)
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Proposed
maximum aggregate value of transaction: N/A
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(5)
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Total
fee paid: N/A
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¨
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Fee
paid previously with preliminary materials.
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¨
Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its
filing.
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(1)
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Amount
Previously Paid: N/A
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(2)
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Form.
Schedule or Registration Statement No.: N/A
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(3)
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Filing
Party: N/A
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(4)
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Date
Filed: N/A
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442,688
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|
|
|
|
|
|
|
|
|
|
|
|
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1,215,285
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1,475,002
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|
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1,907,531
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3.308978499
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8,434,468
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|
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|
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|
|
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|
12/31/02
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3/31/03
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6/30/03
|
9/30/03
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12/31/03
|
3/31/04
|
6/30/04
|
9/30/04
|
12/31/04
|
3/31/05
|
6/30/05
|
9/30/05
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12/31/05
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3/31/06
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6/30/06
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9/30/06
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12/31/06
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3/31/07
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|
|
|
|
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Sales
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|
81,157
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173,895
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394,734
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581,049
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496,109
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733,107
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817,156
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1,469,079
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978,326
|
1,050,055
|
1,017,659
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2,722,023
|
1,531,946
|
1,585,330
|
2,127,828
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3,189,364
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1,691,245
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Profit
|
|
5,870
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27,801
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144,481
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71,641
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45,221
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120,908
|
137,257
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194,711
|
133,472
|
115,670
|
116,609
|
8,189
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(39,117)
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81,738
|
347,859
|
23,957
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(28,772)
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|
|
|
|
|
|
|
|
|
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|
|
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|
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Operating
Expenses
|
|
64,654
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88,823
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113,611
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234,859
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208,794
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212,328
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262,514
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475,244
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297,782
|
347,447
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368,869
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729,990
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419,955
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536,104
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427,709
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590,281
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434,820
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AMZN
|
|
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|
54.40
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34.13
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44.29
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34.27
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33.09
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45.30
|
47.15
|
36.53
|
38.68
|
32.12
|
39.46
|
39.39
|
Quote
|
|
0.04
|
0.15
|
0.17
|
0.25
|
0.42
|
0.32
|
0.6
|
0.6
|
0.62
|
0.81
|
1.15
|
1.35
|
1.3
|
0.94
|
0.99
|
1.35
|
1.03
|
|
359,204
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1,810,944
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Jeffs
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Hampson
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-0.085628937
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-0.339634211
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1,238,679
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2,025,680
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|
|
|
|
|
|
|
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-0.481714603
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-0.59154557
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|
|
6/30/07
|
9/30/07
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12/31/07
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3/31/08
|
6/30/08
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9/30/08
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12/31/08
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3/31/09
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6/30/09
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9/30/09
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12/31/09
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3/31/10
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6/30/10
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9/30/2010
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|
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Sales
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1,656,164
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1,770,594
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3,961,231
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1,852,660
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1,935,454
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1,954,684
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3,622,035
|
1,752,382
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1,704,905
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1,757,736
|
2,391,868
|
908,234
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696,376
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|
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Profit
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(219,180)
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(429,166)
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(1,340,831)
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(1,994,218)
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(2,025,905)
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(3,050,207)
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(2,936,126)
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(916,408)
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(1,407,423)
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703,127
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(2,389,309)
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84,078
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(384,194)
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71,573
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(1,340,549)
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|
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Operating
Expenses
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651,896
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935,013
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2,450,360
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2,567,339
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2,399,153
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2,343,285
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3,906,785
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2,110,994
|
1,530,396
|
1,212,560
|
1,276,304
|
1,007,271
|
1,150,917
|
|
AMZN
|
68.41
|
93.15
|
92.64
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71.30
|
73.33
|
72.76
|
51.28
|
73.44
|
83.66
|
93.36
|
134.52
|
135.77
|
109.26
|
|
Quote
|
2
|
2.15
|
2.06
|
2.54
|
2.82
|
1.45
|
0.37
|
0.35
|
0.28
|
0.2
|
0.29
|
0.18
|
0.13
|
0.08
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*
|
Mr.
Jeffs left the management team of LIVC in Q2-2007 at a stock price of
approximately
$2.00/sh.
While shares did spike during 1Q-2008, it has subsequently fallen to
$0.08/sh.
|
*
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During
Mr. Jeffs' leadership, the share price rose from $0.04/share in Q1-2003,
to
$2.00
at the end of Q2-2007, an increase of
4.900%!
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*
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While
the share pricre did spike early in Mr. Sampson's tenure, the shre price
has dropped
precipitously
since 3Q-2008. Since the end of Q2-2007, the share price has declined form
$2.00/sh to $0.08/share or 98%.
|
*
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Sales
have risen since Mr. Hampson took over in Q2-2007, but are down
considerably this year.
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*
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While
sales are up, profits have been suffering under Mr. Hampson's
leadership.
|
*
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In
addition, operating expenses have increased dramatically during Mr.
Hampson's tenure.
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*
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For
the 4 years up until Mr. Jeffs' departure in Q2-2007, quarterly profits
averaged $71,573
|
*
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Since
Mr. Hampson has been in control, quarterly
LOSSES
have
averaged $1,340,549
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*
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During
Mr. Jeffs's tenure as head of LIVC, the company showed profits 15 out of
18 quarters
|
*
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For
the 3 years Mr. Hampson has been in control, there have been only 2
quarters out of 12 that LIVC has achieved a net
profit.
|
*
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During
Mr. Jeffs' tenure (1Q-2003, through
2Q-2007, quarterly sales averaged
$1,238,679
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*
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While
the average quarterly sales for the 3 years Mr. Hampson has been in
control averaged $2,025,680, this year's 1Q sales are down 48%
year-to-year and 2Q sales are down 59%
year-to-year.
|
*
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Sales
showed continued growth during Mr. Jeffs' tenure. The sales for each
subsequent quarter every year, were higher than the previous year's
corresponding quarter.
|
*
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Sales
have not showed the steady growth during Mr Hampson's leadership. In
addition to the aforementioned decline in sales during the first two
quarters of 2010 compared to 2009, sales in the traditionally strong 4Q
were down 9% from 4Q-2007 to 4Q-2008, and down 34% from 4Q-2008 to
4Q-2009
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*
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Under
the leadership of Mr. Jeffs, operatiing expenses were held in check (Q1 –
2003 through Q2-2007). Conversely, operating expenses rose dramatically
during Mr. Sampson's leadership.
|
*
|
Prior
to Mr. Jeffs departure in Q2-2007, quarterly operating expenses averaged
just $359,204
|
*
|
In
the 3 years Mr. Hampson has been in control, quarterly operating expenses
have
increased
404%, to an average of $1,811,000 per
quarter.
|
12/31/04
|
3/31/05
|
6/30/05
|
9/30/05
|
12/31/05
|
3/31/06
|
6/30/06
|
9/30/06
|
12/31/06
|
3/31/07
|
6/30/07
|
44.29
|
34.27
|
33.09
|
45.30
|
47.15
|
36.53
|
38.68
|
32.12
|
39.46
|
39.39
|
68.41
|
0.6
|
0.62
|
0.81
|
1.15
|
1.35
|
1.3
|
0.94
|
0.99
|
1.35
|
1.03
|
2
|
693.63
|
675.45
|
687.61
|
712.21
|
723.31
|
758.45
|
740.14
|
771.07
|
822.13
|
829.05
|
873.19
|
328.8
|
321.26
|
333.1
|
350.2
|
350.67
|
394.83
|
375.97
|
371.78
|
400.02
|
411.9
|
432.31
|
|
|
|
|
|
|
|
|
|
|
|
-18.58%
|
-37.00%
|
-39.17%
|
-16.73%
|
-13.33%
|
-32.85%
|
-28.90%
|
-40.96%
|
-27.46%
|
-27.59%
|
25.75%
|
1400.00%
|
1450.00%
|
1925.00%
|
2775.00%
|
3275.00%
|
3150.00%
|
2250.00%
|
2375.00%
|
3275.00%
|
2475.00%
|
4900.00%
|
46.83%
|
42.99%
|
45.56%
|
50.77%
|
53.12%
|
60.56%
|
56.68%
|
63.23%
|
74.04%
|
75.50%
|
84.85%
|
77.94%
|
73.86%
|
80.27%
|
89.52%
|
89.78%
|
113.68%
|
103.47%
|
101.20%
|
116.48%
|
122.91%
|
133.96%
|
|
|
|
|
|
|
|
|
|
|
|
9/30/07
|
12/31/07
|
3/31/08
|
6/30/08
|
9/30/08
|
12/31/08
|
3/31/09
|
6/30/09
|
9/30/09
|
12/31/09
|
3/31/10
|
6/30/10
|
|
9/29/2010
|
93.15
|
92.64
|
71.30
|
73.33
|
72.76
|
51.28
|
73.44
|
83.66
|
93.36
|
134.52
|
135.77
|
109.26
|
|
158.99
|
2.15
|
2.06
|
2.54
|
2.82
|
1.45
|
0.37
|
0.35
|
0.28
|
0.2
|
0.29
|
0.18
|
0.13
|
|
0.08
|
882.79
|
849.22
|
764.63
|
748.1
|
678.5
|
520.6
|
461.14
|
535.62
|
619.87
|
653.13
|
688.74
|
607.92
|
|
676.56
|
423.43
|
395.14
|
364.59
|
364.94
|
360.68
|
268.73
|
222.43
|
268.32
|
317.43
|
332.63
|
360.3
|
327.97
|
|
359.93
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
71.23%
|
70.29%
|
31.07%
|
34.80%
|
33.75%
|
-5.74%
|
35.00%
|
53.79%
|
71.62%
|
147.28%
|
149.58%
|
100.85%
|
|
|
5275.00%
|
5050.00%
|
6250.00%
|
6950.00%
|
3525.00%
|
825.00%
|
775.00%
|
600.00%
|
400.00%
|
625.00%
|
350.00%
|
225.00%
|
|
100.00%
|
86.88%
|
79.77%
|
61.86%
|
58.36%
|
43.63%
|
10.21%
|
-2.38%
|
13.39%
|
31.22%
|
38.26%
|
45.80%
|
28.69%
|
|
43.22%
|
129.15%
|
113.84%
|
97.31%
|
97.50%
|
95.19%
|
45.43%
|
20.38%
|
45.21%
|
71.79%
|
80.01%
|
94.99%
|
77.49%
|
|
94.79%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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