WARRANTS (Tables)

3 Months Ended

Mar. 31, 2014

As of March 31, 2014, warrants outstanding are as follows:


	Warrants		Warrant Liability			(Loss)/gain recognized on fair value adjustment
December 31, 2013		7,075,000	$	16,600,500	(1)
Fair value adjustment		—		18,350,000		$	(18,350,000	)(3)

		7,075,000	$	34,950,500

Issued:
Fields Texas		6,230,750	$	30,799,905	(2)		(30,799,905	)(4)
Other advisory warrants		383,250		1,908,585			(1,908,585	)(4)
2014 Private Placements		5,475,000		27,200,550			3,787,350	(5)

March 31, 2014	$	19,164,000	$	94,859,540		$	(47,271,140	)

(1)	Warrants as of December 31, 2013 represent warrants issued to Fields Texas pursuant to a strategic partnership agreement.

(2)	Additional warrants represent 5,730,750 warrants issued pursuant to the anti-dilution provisions associated with the warrants issued on December 27, 2013 and 500,000 warrants issued for 2014 advisory services also pursuant to the strategic partnership agreement.

(3)

Includes $894,140 related to warrants issued to William Fields pursuant to his role as a director of the Company included in Selling, general and administrative expense and $17,455,860 included in Advisory agreement warrant expense in the accompanying statements of operations and comprehensive income.

(4)	Included in Advisory agreement warrant expense in the accompanying statements of operations and comprehensive income.

(5)	Included in interest expense, net in the accompanying statements of operations and comprehensive income.

Fair Value Adjustments Related to Warrants

Included in Note 11 are the fair value adjustments related to the advisory agreement warrants, the warrants issued in connection with the 2014 Private Placements and the warrants issued to William Fields as follows:


Advisory agreement warrants	$	50,164,350
Warrants issued with private placements		(3,787,350	)
Selling, general and administrative		894,140

	$	47,271,140

- Definition

Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

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