XML 22 R37.htm IDEA: XBRL DOCUMENT v2.4.0.6
Asset Purchase Acquisitions (K9 Bytes) (Details) (USD $)
6 Months Ended 6 Months Ended 6 Months Ended 0 Months Ended
Jun. 30, 2012
Dec. 31, 2011
Jun. 30, 2012
K9 Bytes Promissory Note [Member]
Oct. 26, 2011
K9 Bytes Promissory Note [Member]
Jun. 30, 2012
SBA Loan [Member]
Oct. 26, 2011
SBA Loan [Member]
Oct. 26, 2011
K9 Bytes SBA Loan [Member]
Oct. 26, 2011
K9 Bytes [Member]
Jun. 30, 2012
K9 Bytes [Member]
Business Acquisition [Line Items]                  
Purchase price of entity               $ 205,000  
Business acquisition, consideration paid for with cash               5,000  
Business acquisition, consideration paid for with debt       30,750 [1]     169,250 [2]    
Business acquisition, purchase agreement, limit of unassumed liabilities               2,000  
Consideration paid in excess of fair value (Goodwill)               87,244 [3]  
Corporate owned life insurance                 235,000
Debt instrument, amount borrowed       30,750   235,000 169,250    
Debt, length of term         10 years        
Line of credit, maturity date     Oct. 26, 2014   Oct. 26, 2021        
Prime rate spread         2.75%        
Debt, interest rate during period         6.00%        
Debt instrument, stated interest rate     6.00%            
Debt instrument, periodic payments, frequency     monthly   monthly        
Debt instrument, periodic payment     333   2,609        
Long term debt, noncurrent 984,416 499,068 23,017            
Debt issuance costs         10,000        
Length of additional consulting services availability 30 days                
Consulting fees $ 75                
[1] Consideration included an unsecured $30,750 seller financed note payable, bearing 6% per annum and is payable in monthly installments of $333 per month starting in November 2011 and ending on October 26, 2014, at which time the then remaining balance of the K9 Note is due ($23,017, assuming no additional payments other than those scheduled).
[2] Consideration included partial proceeds obtained from a $235,000 Small Business Association ("SBA") loan, carrying a term of ten (10) years; maturing on October 26, 2021, bearing interest at the prime rate plus 2.75% per annum, adjusted quarterly; and payable in monthly installments (beginning in December 2011) of $2,609 per month. The loan is guaranteed by the Company and personally guaranteed by Shaun Passley, the Company's Chief Executive Officer; and is secured by all of the assets of K9 Bytes, Inc., the Illinois corporation and wholly-owned subsidiary formed to house the acquired assets and the Company, 100% of the outstanding capital of the K9 subsidiary, and a life insurance policy on Mr. Passley's life in the amount of $235,000.
[3] The consideration paid in excess of the net fair value of assets acquired and liabilities assumed has been recognized as goodwill.