ADVANCED VOICE RECOGNITION SYSTEMS, INC. (OTCMKTS:AVOI) Files An 8-K Entry into a Material Definitive Agreement

ADVANCED VOICE RECOGNITION SYSTEMS, INC. (OTCMKTS:AVOI) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.  Entry Into a Material Definitive Agreement

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The information provided in Item 3.02 below is incorporated herein by reference.

Item 3.02.  Unregistered Sales of Equity Securities


On June 5, 2017, Advanced Voice Recognition Systems, Inc. (the “Company”) entered into a Stock Purchase Agreements (the “Stock Purchase Agreement”) with one private investor.  to the Stock Purchase Agreement, on June 5, 2017, the Company sold an aggregate of 5,000,000 shares of common stock at a purchase price of $0.005 per share for a total of $25,000.00 

The Company paid no underwriting discounts or commissions.  A copy of the form of stock purchase agreement is filed as Exhibit 10.1 to this Current Report and is incorporated herein by reference.

These issuances are granted based on exemptions from registration under the Securities Act of 1933, as amended (the “Securities Act”), and applicable state laws to Section 4(2) of the Securities Act and Rule 506 of Regulation D.  These issuances qualified for this exemption from registration because (i) the Investors are “accredited investors” as that term is defined in Regulation D promulgated under the Securities Act; (ii) the Company did not engage in any general solicitation or advertising to market the securities; (iii) the Investors were provided the opportunity to ask questions and receive answers from the Company regarding the issuance; (iv) the securities were issued to a person with knowledge and experience in financial and business matters so that he is capable of evaluating the merits and risks of an investment in the Company; and (v) the Investors will receive “ restricted securities.”

Item 9.01         Financial Statements and Exhibits.


Exhibit No.      Document                                           

10.1                 Form of Stock Purchase Agreement



Advanced Voice Recognition Systems, Inc. is a software development company. The Company specializes in creating interface and application solutions for speech recognition technologies. The Company’s principal proposed product is speech recognition software and related firmware, which allows for dictation into a range of applications, including disk operating system (DOS) applications running in Windows, UNIX and mainframe applications accessed through terminal emulation programs, various custom applications, and all Windows 3.x, 95, 98, 2000, XP, Vista and Windows 7 programs. This product is designed to allow for deferred dictation, where the text is saved with the associated audio, and the users can resume when stopped and can play back dictated content. Similarly, the recognized text and associated audio can be saved to be used when text is corrected.

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