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Description of Business and Organization and Going Concern
12 Months Ended
Dec. 31, 2012
Description of Business and Organization and Going Concern [Abstract]  
Description of Business and Organization and Going Concern
 Note 1. Description of Business and Organization and Going Concern
 
Description of Business and Organization
 
Overview
 
Green Energy Management Services Holdings, Inc. (f/k/a CDSS Wind Down Inc.) (which, together with its consolidated subsidiary, Green Energy Management Services, Inc. ("GEM"), is referred to as the "Company", "we", "us" or "our") was incorporated pursuant to the laws of the State of Delaware in December 1996 under the name "Citadel Security Software Inc."  We changed our name to "CDSS Wind Down Inc." on December 12, 2006 following a sale of substantially all of our assets to McAfee, Inc. on December 4, 2006 (the "McAfee Transaction"). Following the McAfee Transaction, we had no active business operations.  On August 20, 2010, our subsidiary, created for the sole purpose of merging with GEM (the "Merger Sub") merged with and into GEM (the "Merger"), and GEM, as the surviving corporation, became our wholly-owned subsidiary.
 
We are a full service energy management company based in Baton Rouge, Louisiana.  In late 2010 and early 2011 we underwent a significant shift in our business strategy away from the Southside's former contracting business to the new business strategy of Energy Efficiency products and system (as discussed below).  As a result, all of our resources have been devoted to procuring new contracts pursuant to the new strategy.  We currently use commissioned sales representatives to market our products and services. Our two functional businesses are energy saving lighting products utilizing LED's (Light Emitting Diodes) and the GEM Water Management System which utilizes water reduction techniques (collectively, "Energy Efficiency"). We have successfully deployed these savings measures at Co-op City in the Bronx, New York, one of the world's largest cooperative housing developments spread out among 15,000 residential units and 35 high rise buildings.
 
We provide our clients all forms of solutions to maximize the level of Energy Efficiency which can be achieved given the current technologies available to GEM mainly based in two functional areas: (i) energy efficient lighting upgrades and (ii) water system solutions.  We are primarily engaged in the energy management of energy efficient lighting units to end users who utilize substantial quantities of electricity.  We maintain our business operations on a nationwide basis, energy managing products and services to municipal and commercial customers.  We purchase products from outside suppliers and utilize outside contractors to complete customer projects.  Industry participants focus on assisting clients to effectively maximize Energy Efficiency.  We also provide our clients with water conservation solutions, primarily under long-term, fixed-price contracts, offering them water valve technology, which has the ability to reduce residential and commercial water usage.
 
Share Exchange with Southside Electric Corporation, Inc.
 
On May 15, 2010, GEM entered into a Share Exchange Agreement with Southside and the stockholders of Southside (the "Southside Stockholders"), pursuant to which the Southside Stockholders transferred all of the issued and outstanding capital stock of Southside to GEM in exchange for an aggregate of 4,376,341 shares of common stock of GEM, which constituted 9.9% of the issued and outstanding capital of GEM (the "Share Exchange").  Prior to the Share Exchange, GEM was a shell company without any assets or activities.  Following the Share Exchange, GEM succeeded to the business of Southside as its sole line of business.
 
Share Exchange with Green Energy Management Services, Inc.
 
On March 29, 2010, we entered into a merger agreement with GEM and Merger Sub (each capitalized term as defined in Note 3 below). On August 20, 2010, pursuant to the terms of a merger agreement, the Merger Sub merged with and into GEM. GEM, as the surviving corporation, became our wholly-owned subsidiary. As a result of the merger (as defined in Note 3), each issued and outstanding share of GEM's common stock was automatically converted into 0.352 shares of our common stock, resulting in the issuance of an aggregate of 35,169,176 restricted shares of our common stock to the former stockholders of GEM. Following the Merger, we succeeded to the business of GEM as our sole line of business and changed our name to "Green Energy Management Services Holdings, Inc."
 
Reverse Stock Split
 
On October 15, 2012, we effected a 1-for-10 reverse stock split of all of our issued and outstanding shares of common stock (the "Reverse Stock Split"), which was previously approved by our Board of Directors and shareholders. Upon the effectiveness of the Reverse Stock Split, (i) every ten shares of our outstanding common stock was decreased to one share of common stock, (ii) the number of shares of common stock into which each outstanding warrant or option to purchase common stock is exercisable was proportionally decreased on a 1-for-10 basis, and (iii) the exercise price of each outstanding warrant or option to purchase common stock was proportionately increased on a 1-for-10 basis. Our common stock began trading on the OTCQB on a reverse split basis on October 16, 2012. All of the share and per share numbers, share prices and exercise prices have been adjusted within these financial statements, on a retroactive basis, to reflect this 1-for-10 reverse stock split.
 
Going Concern
 
The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements, we have generated minimal revenues, and we have a working capital deficit of $4,890,939 at December 31, 2012. These factors raise substantial doubt about our ability to continue as a going concern.
 
Our ability to continue existence is dependent upon our continuing efforts to implement our new business strategy, management's ability to achieve profitable operations and upon our ability to obtain additional financing to carry out our business operations. We intend to fund our operations through equity and/or debt financing arrangements, any revenues generated in the future and any loan arrangements that may be provided to us by our affiliates. However, there can be no assurance that these arrangements will be sufficient to fund our ongoing capital expenditures, working capital, and other cash requirements. The outcome of these matters cannot be predicted at this time.
 
The accompanying consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should we be unable to continue as a going concern.