XML 30 R9.htm IDEA: XBRL DOCUMENT v2.4.0.8
Stockholders' Equity
9 Months Ended
Sep. 30, 2013
Stockholders Equity Note [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]
NOTE 4 - Stockholders’ Equity 
 
On April 3, 2012, the Company and Merck Global Health Innovation Fund, LLC (“GHI”) entered into a Series C Preferred Stock and Warrant Purchase Agreement (the “Purchase Agreement”) under which the Company agreed to sell GHI up to 6,000 shares of the Company’s Series C Preferred Stock and warrants to purchase up to 272,263 shares of common stock at an exercise price of $12.043 per share (the “Series C Warrants”) for a purchase price of $6,000,000 in two separate closings. 
 
The initial closing under the Purchase Agreement took place on April 3, 2012 at which the Company sold to GHI 3,000 shares of Series C-1 Preferred Stock which were initially convertible into 249,107 shares of common stock and Series C-1 Warrants which were exercisable to purchase 136,132 shares of common stock for an aggregate purchase price of $3,000,000, net of issuance costs of approximately $334,000.
 
The terms of the financing provided for a second closing of $3,000,000 of Series C-2 Preferred Stock, if, among other things, certain milestones are met toward the development of its quantitative imaging center on or before April 3, 2013. The second closing did not occur, however, the Company is continuing to pursue its efforts in this area, specifically, as it relates to obtaining FDA acceptance.
 
As of September 30, 2013, dividends payable to Series B and C-1 convertible preferred stockholders amounted to $72,000 and $179,333, respectively and are included in dividends payable on the Company’s condensed consolidated balance sheet.
 
Restricted Stock Awards
A restricted stock award entitles the recipient to receive shares of unrestricted common stock upon vesting of the award and expiration of the restrictions. The fair value of each restricted stock award is determined upon granting of the shares and the related compensation expense is recognized ratably over the vesting period and charged to the operations as non-cash compensation expense. Shares contained in the unvested portion of restricted stock awards are forfeited upon termination of employment, unless otherwise agreed. The fair value of restricted stock issued under the Plan is determined based on the closing price of the Company’s common stock on the grant date.
 
A summary of the restricted stock award activity for the nine months ended September 30, 2013 is as follows:
 
 
 
 
 
 
Weighted
 
 
 
 
 
 
Average
 
 
 
 
 
 
Grant
 
 
 
Number 
 
Date Fair
 
 
 
of Units
 
Value
 
Nonvested at January 1, 2013
 
 
-
 
 
 
 
Granted
 
 
15,927
 
 
7.40
 
Vested
 
 
-
 
 
 
 
Cancelled/Forfeited
 
 
(2,951)
 
 
7.40
 
Nonvested at September 30, 2013
 
 
12,976
 
 
7.40
 
 
The Company incurred $19,779 and $8,125 in compensation expense during the nine months ended September 30, 2013 and 2012, respectively, and $7,427 and $0 in compensation expense during the three ended September 30, 2013 and 2012, respectively, related to the restricted stock awards granted to Board members and Company officers. During the first nine months of 2013, the Company issued an aggregate 15,927 restricted stock awards to the CEO and CFO having a grant date fair value of $117,861 ($7.40 per unit) and vest over a four year period. On August 31, 2013, 2,951 restricted stock awards were forfeited as the result of the resignation of the former CFO.