| C3, Inc. | |||
| Ticker: | CTHR | 3800 Gateway Boulevard, Suite 310 | |
| Exchange: | NASDAQ-National Market | Morrisville, NC 27560 | |
| Industry: | Manufacturing (SIC Code 3915) | (919) 468-0399 | |
| # of Employees: | 24 | ||
| Type of Shares: | Common Shares | Filing Date: | 9/30/97 | |
| U.S. Shares: | 3,000,000 | Offer Date: | 11/14/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $12.00 - $15.00 | |
| Primary Shares: | 3,000,000 | Offer Price: | $15.00 | |
| Secondary Shares: | 0 | Gross Spread: | $0.92 | |
| Offering Amount: | $40,500,000 | Selling: | $0.47 | |
| Expenses: | $900,000 | Reallowance: | $0.10 | |
| Shares Out After: | 5,938,476 |
| Manager | Tier | Phone |
| Paulson Investment Company, Inc. | Lead Manager | (503) 243-6028 |
| Issuer's Law Firm: | Womble Carlyle Sandridge & Rice |
| Bank's Law Firm: | Grover Wickersham |
| Auditor: | Deloitte & Touche |
| Registrar/Transfer Agent: | First Union National Bank North Carolina |
Dollar amounts in U.S. millions except for per share data | |||||
| 6 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 6/30/97 | 6/30/96 | 6/30/97 | ||
| Revenue: | $47.02 | $46.61 | $8.02 | Assets: | $5.66 |
| Net Income: | $0.38 | $0.71 | $0.12 | Curr Assets: | $5.54 |
| EPS: | $0.14 | $0.17 | $0.05 | Liabilities: | $0.11 |
| Prior EPS: | $0.01 | -$0.11 | -$0.40 | Curr Liabilities: | $0.11 |
| Cash Flow/Oper: | -$0.36 | $4.98 | $0.99 | Equity: | $5.55 |
| Cash Flow/Fin: | $1.62 | -$0.08 | -$0.02 | Cash: | $5.54 |
| Cash Flow/Inv: | -$0.06 | -$0.08 | Working Cap: | $5.43 | |
| Business Description |
| The company is finalizing the development of, and intends to begin marketing during the first half of 1998, colorless lab-created moissanite gemstones which it will sell as a substitute for diamond in the jewelry market. The physical properties of lab-created moissanite gemstones more closely match those of diamond than any other known gemstone material. The Company believes that its products are superior to other commercially available diamond substitutes and intends to position its gemstone products as the ideal substitute for diamond. The Company believes that its products will be attractive to working women who desire an affordable alternative to diamond and to middle and upper-income women who desire affordable "everyday" or "security" jewelry. Moissanite, also known by its chemical name, silicon carbide ("SiC"), is a rare, naturally occurring mineral found primarily in meteorites. Moissanite and diamond are both carbon-based minerals; moissanite is composed of silicon and carbon while diamond is composed of carbon. The Company's lab-created moissanite gemstones are made from crystals of SiC grown by Cree Research, Inc. ("Cree") using patented and proprietary technology. Cree has an exclusive license to the patent related to a process for growing large single crystals of SiC. To the Company's knowledge, there are no producers of SiC other than Cree that could supply lab-grown SiC crystals in colors, sizes or volumes suitable for use as a diamond substitute. |
| Competition |
| Competition in the market for gemstones is intense. The Company's planned products face competition from established producers and sellers of diamonds, synthetic gemstones and diamond simulants such as synthetic cubic zirconia. In addition, other companies could seek to introduce synthetic diamonds or other competing products or to develop competing processes for production of lab-created moissanite gemstones. The Company believes that the more successful it is in creating market acceptance for colorless lab-created moissanite gemstones, the more competition can be expected to increase. Increased competition could result in a decrease in the price charged by the Company for its products or reduce demand for the Company's products, which would have a material adverse effect on the Company's business, operating results and financial condition. Further, the Company's current and potential competitors have significantly greater financial, technical, manufacturing and marketing resources and greater access to distribution channels than the Company. There can be no assurance that the Company will be able to compete successfully with its existing or potential competitors. |
| Business Plan |
| The Company has developed a business strategy for achieving commercial production and widespread market acceptance for its lab-created gemstones. The key components of this strategy include: (I) Exploit Proprietary Technology, (ii) Develop Market Recognition, (iii) Establish Exclusive Distribution Channels, (iv) Rapidly Expand Manufacturing Capacity, (v) Optimize SiC Crystal Yield and (vi) Provide Reliable Test Instruments. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used for product development, acquisition of manufacturing equipment, sales and marketing, working capital and other general corporate purposes. |
| Name of Shareholder | % Owned Before | % Owned After |
| C. Eric Hunter | 26.80% | 17.80% |
| General Electric Pension Trust | 14.70% | 9.70% |
| Jeff N. Hunter | 5.00% | 3.30% |
| Officer Name | Title | Age |
| Mark W. Hahn | Chief Financial Officer, Treasurer and Secretary | 35 |
| Early R. Hines | Director of Manufacturing | 60 |
| Renee McCullen | Director of Sales | 38 |
| Thomas G. Coleman | Director of Technology | 37 |
| Jeff Nu. Hunter | President and Chairman of the Board of Directors | 41 |
| Martin J. DeRoy | Vice President of Marketing | 50 |
| Additional Underwriter Compensation |
| Warrant to purchase 200,000 shares/units at a nominal price. |