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Equity Transactions
3 Months Ended
Sep. 30, 2011
Stockholders Equity Note [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]
Note 6 – Equity Transactions
 
On April 18, 2011, the Company entered into an additional Securities Purchase Agreement (the “Agreement”) with Seaside 88, LP (“Seaside”) relating to the offering and sale (the “Offering”) of up to 500,000 shares of the Company’s Series B Convertible Preferred Stock, par value $0.001 per share (the “Series B Preferred Stock”) at the purchase price of $10.00 per share (the “Purchase Price”).  On April 19, 2011, Seaside purchased an initial 250,000 shares of the Series B Preferred Stock for an aggregate purchase price of $2,500,000 (the “Initial Closing”).  The First Follow-on closing occurred on July 26, 2011 at which Seaside purchased the remaining 250,000 shares of the Series B Preferred Stock for the purchase price of $2,500,000 (the “Subsequent Closing”).  40,000 shares of the Series B Preferred Stock automatically converted into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”) at a conversion price of $0.782 per share
 
The Agreement contains representations and warranties and covenants for each party, which must be true and have been performed at each closing.  Additionally, the Company has agreed to indemnify and hold harmless Seaside against certain liabilities in connection with the issuance and sale of the Series B Preferred Stock under the Agreement.
 
The offering was made pursuant to the Company’s shelf registration statement on Form S-3 (File No. 333-165221), which was declared effective by the Securities and Exchange Commission on April 29, 2010.  The Company, pursuant to Rule 424(b) under the Securities Act of 1933, has filed with the Securities and Exchange Commission a prospectus supplement relating to the offering.
 
In connection with the offering, pursuant to a placement agency agreement entered into by and between Midtown Partners & Co., LLC (“Midtown”) and the Company on March 3, 2010 (the “Placement Agent Agreement”), the Company paid Midtown a cash fee representing 8% of the gross purchase price paid by Seaside for the Series B Preferred Stock.
 
In connection with the Offering, pursuant to a Placement Agency Agreement entered into by and between Midtown and the Company, as amended by an Underwriter Agent Agreement Amendment No. 1, dated March 28, 2011 (as amended, the “Placement Agency Agreement”), the Company will pay Midtown a cash fee representing 6% of the gross purchase price paid by Seaside for the Series B Preferred Stock.
 
During the three months ended September 30, 2011, Seaside converted the following amounts of Series B Preferred Stock into the Company’s Common Stock:
 
Date of
Conversion
 
Number of
Shares of
Series B
Converted
   
Conversion
Price
   
Number of Shares of
.001 par value
Common Stock Issued
Pursuant to Conversion
   
Dividend
Conversion
Price
   
Dividend
Shares
Issued
   
Total Shares of
.001 par value
Common Stock
Issued to Seaside
 
07/11/2011
   
10,000
     
1.11129
     
89,986
     
1.11129
     
345
     
90,331
 
07/26/2011
   
40,000
     
1.05876
     
377,800
     
-
     
-
     
377,800
 
08/08/2011
   
40,000
     
         0.91494
     
437,187
     
0.98167
     
8,205
     
445,392
 
08/23/2011
   
40,000
     
0.95277
     
419,829
     
0.95277
     
6,844
     
426,673
 
09/06/2011
   
40,000
     
0.94591
     
422,873
     
0.94733
     
5,264
     
428,137
 
09/19/2011
   
40,000
     
0.93534
     
427,652
     
0.93534
     
3,691
     
431,343
 
 
Unregistered Securities
 
In August, 2011, the Scientific Advisory Board (SAB) was granted warrants to purchase 60,000 shares of common stock at $1.41 per share expiring in October, 2014.  These warrants was valued at $56,400 and recorded as consulting expense.
 
For the three months ended September 30, 2011, the Company's Board of Directors authorized the issuance of 15,632 shares of its common stock with a restrictive legend for consulting services. The Company recorded an expense of $18,000.