x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
CHASE PACKAGING CORPORATION |
(Exact name of registrant as specified in its charter) |
Texas
|
93-1216127
|
|
(State or other jurisdiction of
|
(I.R.S. Employer
|
|
incorporation or organization)
|
Identification No.)
|
Large accelerated filer
|
o
|
Accelerated filer
|
o
|
Non-accelerated filer
|
o
|
Smaller reporting company
|
x
|
(Do not check if a smaller reporting company)
|
Class
|
Outstanding at June 13, 2014
|
|
Common Stock, par value $.10 per share
|
15,536,275 shares
|
Page(s)
|
|||||
PART I -
|
|||||
ITEM 1
|
Financial Statements:
|
3 | |||
Condensed Balance Sheets (unaudited) —March 31, 2013 and December 31, 2012
|
3
|
||||
Condensed Statements of Operations (Unaudited) - Cumulative Period During the Development Stage (January 1, 1999 to March 31, 2013) and the Three Months Ended March 31, 2013 and 2012
|
4
|
||||
Condensed Statements of Cash Flows (Unaudited) - Cumulative Period During the Development Stage (January 1, 1999 to March 31, 2013) and the Three Months Ended March 31, 2013 and 2012
|
5
|
||||
Notes to Interim Condensed Financial Statements (Unaudited)
|
6 -15
|
||||
ITEM 2
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
16
|
|||
ITEM 3
|
Quantitative and Qualitative Disclosures About Market Risk
|
17
|
|||
ITEM 4
|
Controls and Procedures
|
18
|
|||
PART II -
|
|||||
ITEM 1.
|
Legal Proceedings.
|
20
|
|||
ITEM 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds.
|
20
|
|||
ITEM 3.
|
Defaults upon Senior Securities.
|
20
|
|||
ITEM 4.
|
Mine Safety Disclosures.
|
20
|
|||
ITEM 5.
|
Other Information.
|
20
|
|||
ITEM 6.
|
Exhibits.
|
21
|
|||
SIGNATURES
|
22
|
||||
EXHIBITS
|
March 31,
|
December 31,
|
|||||||
2013
|
2012
|
|||||||
ASSETS
|
||||||||
CURRENT ASSETS:
|
||||||||
Cash
|
$
|
1,315,223
|
$
|
1,338,356
|
||||
TOTAL ASSETS
|
$
|
1,315,223
|
$
|
1,338,356
|
||||
LIABILITIES, PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT-
|
||||||||
CURRENT LIABILITIES:
|
||||||||
Accounts payable and accrued expenses
|
$
|
4,023
|
$
|
5,118
|
||||
TOTAL CURRENT LIABILITIES
|
4,023
|
5,118
|
||||||
COMMITMENTS AND CONTINGENCIES
|
-
|
-
|
||||||
STOCKHOLDERS’ EQUITY :
|
||||||||
PREFERRED STOCK, $1.00 par value; 4,000,000 authorized: Series A 10% Convertible Preferred stock; 50,000 shares authorized; 22,704 shares issued and outstanding as of March 31, 2013 and December 31, 2012 : liquidation preference of $2,270,400 as of March 31, 2013 and December 31, 2012
|
2,053,918
|
2,053,918
|
||||||
Common stock, $.10 par value 200,000,000 shares authorized; 16,033,862 shares issued and outstanding as of March 31, 2013 and December 31, 2012
|
1,603,387
|
1,603,387
|
||||||
Treasury Stock, $.10 par value 497,587 shares as of March 31, 2013 and December 31, 2012
|
(49,759
|
)
|
(49,759
|
)
|
||||
Additional paid-in capital
|
2,558,254
|
2,558,254
|
||||||
Accumulated deficit
|
(3,626,121
|
)
|
(3,626,121
|
)
|
||||
Deficit accumulated during the development stage
|
(1,228,479
|
)
|
(1,206,441
|
)
|
||||
TOTAL STOCKHOLDERS’ EQUITY
|
1,311,200
|
1,333,238
|
||||||
TOTAL LIABILITIES, PREFERRED STOCK AND STOCKHOLDERS’ EQUITY
|
$
|
1,315,223
|
$
|
1,338,356
|
For The Three Months Ended
March 31,
|
Cumulative
During the
Development
Stage
(January 1, 1999
to March 31,
|
|||||||||||
2013
|
2012
|
2013
|
||||||||||
NET SALES
|
$
|
-
|
$
|
-
|
$
|
-
|
||||||
EXPENSES:
|
||||||||||||
General and administrative expense
|
22,070
|
30,175
|
763,637
|
|||||||||
LOSS FROM OPERATIONS
|
(22,070
|
)
|
(30,175
|
)
|
(763,637
|
)
|
||||||
OTHER INCOME (EXPENSE)
|
||||||||||||
Interest expense
|
-
|
-
|
(8,591
|
)
|
||||||||
Interest and other income
|
32
|
38
|
60,077
|
|||||||||
Change in warrant liability
|
-
|
34,165
|
130,456
|
|||||||||
Warrant liability extinguishment from modification of warrants
|
-
|
-
|
9,396
|
|||||||||
TOTAL OTHER INCOME (EXPENSE)
|
32
|
34,203
|
191,338
|
|||||||||
INCOME/(LOSS) BEFORE INCOME TAXES
|
(22,038
|
)
|
4,028
|
(572,299
|
)
|
|||||||
Provision for income taxes
|
-
|
-
|
-
|
|||||||||
NET INCOME/(LOSS)
|
$
|
(22,038
|
)
|
$
|
4,028
|
$
|
(572,299
|
)
|
||||
Accretion of preferred stock to redemption value
|
-
|
(33,335
|
)
|
(656,180
|
)
|
|||||||
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$
|
(22,038
|
)
|
$
|
(29,307
|
)
|
$
|
(1,228,479
|
)
|
|||
BASIC AND DILUTED LOSS PER COMMON SHARE
|
$
|
(0.00
|
)
|
$
|
(0.00
|
)
|
||||||
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING – BASIC AND DILUTED
|
15,536,275
|
15,536,275
|
For The Three Months Ended
March 31,
|
Cumulative
During the
Development
Stage
(January 1, 1999)
to March 31,
|
|||||||||||
2013
|
2012
|
2013
|
||||||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
||||||||||||
Net income (loss)
|
$
|
(22,038
|
)
|
$
|
4,028
|
$
|
(572,299
|
)
|
||||
Adjustment to reconcile to net income (loss) to net cash used in operating activities:
|
||||||||||||
Change in warrant liability
|
-
|
(34,165
|
)
|
(130,456
|
)
|
|||||||
Warrant liability extinguishment from modification of warrants
|
-
|
(9,396
|
)
|
|||||||||
Change in assets and liabilities:
|
||||||||||||
Accounts payable and accrued expenses
|
(1,095
|
)
|
17,210
|
(11,155
|
)
|
|||||||
Net cash used in operating activities
|
(23,133
|
)
|
(12,927
|
)
|
(723,306
|
)
|
||||||
CASH FLOWS FROM INVESTING ACTIVITIES
|
-
|
-
|
-
|
|||||||||
CASH FLOWS FROM FINANCING ACTIVITIES
|
||||||||||||
Proceeds from convertible debt
|
-
|
-
|
56,500
|
|||||||||
Proceeds from private placement/exercise of stock warrants
|
-
|
-
|
5,500
|
|||||||||
Capital contribution
|
-
|
-
|
8,000
|
|||||||||
Proceeds from private placement
|
-
|
-
|
1,962,358
|
|||||||||
Cash dividends paid on preferred stock
|
-
|
-
|
(5,490
|
)
|
||||||||
Net cash provided by financing activities
|
-
|
-
|
2,026,868
|
|||||||||
NET INCREASE (DECREASE) IN CASH
|
(23,133
|
)
|
(12,927
|
)
|
1,303,562
|
|||||||
Cash, at beginning of period
|
1,338,356
|
1,484,906
|
11,661
|
|||||||||
CASH, END OF PERIOD
|
$
|
1,315,223
|
$
|
1,471,979
|
$
|
1,315,223
|
||||||
SUPPLEMENTAL CASH FLOW INFORMATION:
|
||||||||||||
Cash paid for:
|
||||||||||||
Interest
|
$
|
-
|
$
|
-
|
$
|
8,591
|
||||||
Income taxes
|
$
|
-
|
$
|
-
|
$
|
-
|
||||||
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES:
|
||||||||||||
Accretion of preferred stock to redemption value
|
$
|
-
|
$
|
33,335
|
$
|
656,180
|
||||||
Modification on warrants to change to equity
|
$
|
$
|
$
|
1,176
|
||||||||
Preferred stock issued as stock dividend
|
$
|
-
|
$
|
-
|
$
|
8,887
|
||||||
416 Private Placement Units were issued in exchange for $56,500 of convertible notes plus $5,900 of accrued interest
|
$
|
-
|
$
|
-
|
$
|
62,400
|
||||||
68 Private Placement Units were issued in exchange for $8,000 of stock subscriptions plus $2,200 of accrued interest
|
$
|
-
|
$
|
-
|
$
|
10,200
|
Warrant liabilities
|
$
|
141,027
|
||
Redeemable and Convertible Preferred Stock
|
1,388,367
|
|||
Common Stock
|
470,706
|
|||
Total allocated gross proceeds:
|
$
|
2,000,100
|
2013
|
2012
|
|||||||||||||||
Number of
warrants
|
Weighted average exercise price
|
Number of
warrants
|
Weighted average exercise price
|
|||||||||||||
Balance at January 1
|
6,909,000
|
$
|
0.15
|
6,909,000
|
$
|
0.15
|
||||||||||
Issued during the period
|
-
|
$
|
-
|
-
|
$
|
-
|
||||||||||
Exercised during the period
|
-
|
$
|
-
|
-
|
$
|
-
|
||||||||||
Expired during the period
|
-
|
$
|
-
|
-
|
$
|
-
|
||||||||||
Balance at March 31
|
6,909,000
|
$
|
0.15
|
6,909,000
|
$
|
0.15
|
Fair values
|
March 31,
2013
|
December 31,
2012
|
At transaction
date
|
|||||||||
September 7, 2007 financing
|
$
|
-
|
$
|
-
|
$
|
141,027
|
March 31,
2013
|
December 31,
2012
|
At transaction
date
|
||||||||||
Warrants outstanding
|
-
|
-
|
6,909,000
|
|||||||||
Exercise price
|
$
|
-
|
$
|
-
|
$
|
0.15
|
||||||
Annual dividend yield
|
-
|
%
|
-
|
%
|
4.01
|
%
|
||||||
Expected life (years)
|
-
|
-
|
5
|
|||||||||
Risk-free interest rate
|
-
|
%
|
-
|
%
|
4.14
|
%
|
||||||
Expected volatility
|
-
|
%
|
-
|
%
|
53.94
|
%
|
Carrying
Amount In
Balance Sheet
March 31,
|
Fair Value
March 31,
|
Fair Value Measurement Using
|
||||||||||||||||||
2013
|
2013
|
Level 1
|
Level 2
|
Level 3
|
||||||||||||||||
Assets:
|
||||||||||||||||||||
Money Market Funds
|
$
|
1,315,223 |
$
|
1,315,223 |
$
|
1,315,223 |
$
|
—
|
$
|
—
|
Carrying
Amount In
Balance
Sheet
December 31,
|
Fair Value
December 31,
|
Fair Value Measurement Using
|
||||||||||||||||||
2012
|
2012
|
Level 1
|
Level 2
|
Level 3
|
||||||||||||||||
Assets:
|
||||||||||||||||||||
Money Market Funds
|
$
|
1,338,356
|
$
|
1,338,356
|
$
|
1,338,356
|
$
|
—
|
$
|
—
|
● |
We continued to use the new controls to help ensure that we adopt new accounting guidance with respect to non-routine transactions in a timely manner;
|
● |
We continued to use the previously hired additional accounting personnel.
|
Number
|
Description
|
|
31.1*
|
Certification of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
31.2*
|
Certification of the Principal Financial and Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
32.1*
|
Certification of the Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
32.2*
|
Certification of the Principal Financial and Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
101
|
Financial Statements from the quarterly report on Form 10-Q of Chase Packaging Corporation for the quarter ended March 31, 2013, filed on June 13, 2014, formatted in XBRL: (i) the Condensed Balance Sheets (Unaudited); (ii) the Condensed Statements of Operations (Unaudited); (iii) the Condensed Statements of Cash Flows (Unaudited); and (iv) the Notes to Interim Condensed Financial Statements (Unaudited) tagged as blocks of text.
|
101.INS **
|
XBRL Instance Document
|
|
101.SCH **
|
XBRL Taxonomy Extension Schema Document
|
|
101.CAL **
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
101.DEF **
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
101.LAB **
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
101.PRE **
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
CHASE PACKAGING CORPORATION
|
|||
Date: June 13, 2014
|
By: |
/s/ Allen T. McInnes
|
|
Allen T. McInnes
|
|||
Chairman of the Board, President and Treasurer
|
|||
(Principal Executive Officer)
|
|||
Date: June 13, 2014
|
By: |
/s/ Ann C. W. Green
|
|
Ann C. W. Green
|
|||
Chief Financial Officer and Assistant Secretary
|
|||
(Principal Financial and Accounting Officer)
|
1.
|
I have reviewed this report on Form 10-Q of Chase Packaging Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: June 13, 2014
|
By: |
/s/ Allen T. McInnes
|
|
Allen T. McInnes
|
|||
Chairman of the Board, President and Treasurer
|
|||
(Principal Executive Officer)
|
1.
|
I have reviewed this report on Form 10-Q of Chase Packaging Corporation;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: June 13, 2014
|
By: |
/s/ Ann C. W. Green
|
|
Ann C. W. Green
|
|||
Chief Financial Officer and Assistant Secretary
|
|||
(Principal Financial and Accounting Officer)
|
Date: June 13, 2014
|
By: |
/s/ Allen T. McInnes
|
|
Allen T. McInnes
|
|||
Chairman of the Board, President and Treasurer
|
|||
(Principal Executive Officer)
|
Date: June 13, 2014
|
By: |
/s/ Ann C. W. Green
|
|
Ann C. W. Green
|
|||
Chief Financial Officer and Assistant Secretary
|
|||
(Principal Financial and Accounting Officer)
|
NZ%1Q*PZ0BH-Q>K(.*TS)5"V&A!/B3- =JEF]/3_O7<>MD]PIK0
MRW\9<2K^'DGQCXO^%=;GXP7^C@CLY&"/`'\W9@>_XN^IGVH]'H\7_( /!;P1> 7;`!*N`
MD>TT[=_O#`8"(6G)2Q2&PYDY,YX9K^Y>L]1YX4H+F0>$CCSB\#R4D]&?(5UL4VBX-8>4'.Y$D7D";FJ`Y`;9?1]I_)#;HR/IT<>#2HX/AR;^9NFM
MUO?ZIXWDQ9^7U1<```#__P,`4$L#!!0`!@`(````(0!:"PBU/@,``'0)```/
M````>&PO=V]R:V)O;VLN>&ULE)9?;Z)`%,7?-]GO0'C?(F#_IMH@C'6R"BXS
MVO1I0F6LI`@&<&V__5XPTJM4TGU1!YS#N>?^+G#_\+Z.E;\RRZ,TZ:GZ14=5
M9+)(PRAY[:DS/OQUHRIY$21A$*>)[*D?,E^C]_W._2[.TE3=\4$$CRGKHJ
MBLV=IN6+E5P'^46ZD0F<6:;9.BA@F;UJ^2:309BOI"S6L69T.E?:.H@2=:]P
MEWU'(UTNHX5TTL5V+9-B+Y+)."C`?KZ*-KG:OU]&L9SO*U*"S<8-UN#[/5:5
M.,@+$D:%#'OJ)2S3G3PZD&TW@VT4P]E;LV.J6K\N
!5E@L#J'B4YV>4F7K
M^V^U&)$MN%6]32J!Z*AB*_'T.(?%X0BD5TC_W64Z^R#,P9[/<:+
X-84@JA5@$/7_._.A(+?VP2A&4V;
MJ'NFV68MQ2F`90J\JF&XZ.D*#%_/!J0!M7
Q0RWYG>[,"DB#:0#I`LD!!(!Z0&)@?2!
M#(`,@8R`C(%,@$R!S(#,@21`%D!2DY2"3X>#?R+X2H86?S.P?N/:BGYN=#+Z
MA4D1?2`=(%T@(9`(2`](#*0/9`!D"&0$9`QD`F0*9`9D#B0!L@"2FJ04?3HD
ME:+O/MSR]JRLLR!SS7
M@2:EDYIG+?:=PHCCW@7I$*2CPLL<4K?EE:17&+%T#-+]G-3K1:L'A9%$4N/@(R!3(!,@
U
M/FAGU;8AVZI!0D@$B2$))(5DD!Q20$I(!:DA#:2%=&-QJB:W9%3M7&YU^DBV
M]QW*)-K438_W;2]SZ>3;KC6;S]Q*+K=!VBR`A)`($D,22`K)(#FD@)20"E)#
M&D@+Z<;BE$D>?YPR30]*]&G!1+NUZ.7B8GMS6D("2`B)(#$D@:20#))#"D@)
MJ2`UI(&TD&XLSH&71ZX##KR)=@_\(-+_1IW`?PP8@OI1Y>;!;++9A=MWPB'H
MJG\>G,_.SJ_=B&B;1GJ7LUOR)'K`;IEH=[<&D?RCW9J[:U\.03?;DR[8-M/>
M'@[R9GBFO;FYN/)W8MS(V0D9GSD[T3];GUQ++WKY_'#_Q^U:-DYN)!.=Y4+6
MUS]9FR3NO@WBELQ_*!B"1B7KY7PSR;!)'0XRV^S;_/KL^NS*/4+1=E5^?
B^S
M66>S,^]&'FGRS5.S4USS!,`C<&FKJX=@HKHR=Z'EW:3Q=MMDEN?"T<5PB!I1
M0`I)$2DF):24E)%R4D$J216I)C6DEM0YY-;(/,"/1[>OU*)_WI=\VOUOS
^Z[I[=OX8B6[QD1S[5QCJE$[UYAI
M>KO&7,FNL=!<.]=8:I2SQFMO_J/2]'SWX-P?XO]DG^'0?Y/9>;/3DA200E)$
MBDD)*25EI)Q4D$I21:I)#:DE=0ZY_<\?^N^>AIES>#^0]R#F#^]ME%YL`U)(
MBD@Q*2&EI(R4DPI22:I(-:DAM:3.(:<\EX<-[S?A[EU^("F/'O@E*2"%I(@4
MDQ)22LI(.:D@E:2*5),:4DOJ'')K<=CP_I+#^X&\KN(/[VV45BP@A:2(%),2
M4DK*2#FI()6DBE23&E)+ZAQRRV,&Y_N_:G;9C^7'LR\#C9Y^EZ2`%)(B4DQ*
M2"DI(^6D@E22*E)-:D@MJ7/(K<5AP_M+#N\'
PRIVATE PLACEMENT OFFERING (Details 3) (USD $)
|
Mar. 31, 2013
|
Dec. 31, 2012
|
---|---|---|
Warrants outstanding | ||
Exercise price | ||
Annual dividend yield | 0.00% | 0.00% |
Risk-free interest rate | 0.00% | 0.00% |
Expected volatility | 0.00% | 0.00% |
At transaction date
|
||
Warrants outstanding | $ 6,909,000 | |
Exercise price | $ 0.15 | |
Annual dividend yield | 4.01% | |
Expected life (years) | 5 years | |
Risk-free interest rate | 4.14% | |
Expected volatility | 53.94% |
BASIC AND DILUTED NET LOSS PER COMMON SHARE
|
3 Months Ended |
---|---|
Mar. 31, 2013
|
|
Notes to Financial Statements | |
NOTE 3 - BASIC AND DILUTED NET LOSS PER COMMON SHARE | Basic loss per common share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding. Diluted loss per share is computed by dividing the net loss by the sum of the weighted-average number of shares of common stock outstanding plus the dilutive effect of shares issuable through the exercise of common stock equivalents.
We have excluded 29,613,000 common stock equivalents (preferred stock and warrants) from the calculation of diluted loss per share for the three months ended March 31, 2013 and 2012, which, if included, would have an antidilutive effect. |