10-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal period ended September 30, 2012

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________________ to _______________

Commission File Number 001-35170

Universal Business Payment Solutions Acquisition Corporation

(Exact name of registrant as specified in its charter)

Delaware	90-0632274
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation or organization)

Radnor Financial Center
150 North Radnor-Chester Road, Suite F-200
Radnor, Pennsylvania	19087
(Address of principal executive office)	(Zip Code)

Registrant’s telephone number, including area code (610) 977-2482

Former name, former address and former fiscal year, if changed since last report.

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Name of each Exchange on Which Registered
Common Stock, $.001 par value per share	NASDAQ Capital Market
Warrants to purchase shares of Common Stock	NASDAQ Capital Market
Units, each comprising of one share of Common Stock and one Warrant	NASDAQ Capital Market

Securities registered pursuant to Section 12(g) of the Act:

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ¨ NO x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ¨ NO x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes x NO ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes x NO ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “accelerated filer,” “large accelerated filer,” and “smaller reporting company,” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨	Accelerated filer ¨
Non-accelerated filer x (Do not check if a smaller reporting company)	Smaller reporting company ¨

Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Act.

Yes x NO ¨

As of March 31, 2012, the aggregate market value of the registrant’s voting stock held by non-affiliates was approximately $37 million based on the number of shares held by non-affiliates as of March 31, 2012, and the last reported sale price of the registrant’s common stock on March 31, 2012.

As of January 11, 2013, the latest practicable date, 11,519,094 shares of the registrant’s common stock, $.001 par value per share, were issued and outstanding.

Explanatory Note: The sole purpose of this Amendment to Universal Business Payment Solutions Acquisition Corporation’s (the “Company”) Annual Report on Form 10-K for the fiscal year ended September 30, 2012, filed with the Securities and Exchange Commission on January 14, 2013 (the “Form 10-K”), is to provide the consolidated financial statements and related notes from the Form 10-K formatted in XBRL (eXtensible Business Reporting Language) to furnish Exhibit 101 to the Form 10-K in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-K formatted in XBRL. No other changes have been made to the Form 10-K.

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Act of 1934, as amended, and otherwise are not subject to liability under those sections.

ITEM 6. EXHIBITS.

Exhibit Number	Description of Exhibits
31.1	Certification required Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
32.1	Certification required Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *
101.INS	XBRL Instance Document**
101.SCH	XBRL Taxonomy Extension Schema Document**
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document**
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document**
101.LAB	XBRL Taxonomy Extension Label Linkbase Document**
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document**

*  These exhibits were previously included or incorporated by reference in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2012, filed with the Securities and Exchange Commission on January 14, 2013.

**  Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant in the capacities and on the dates indicated.

Date: January 22, 2013	/s/ Bipin C. Shah
	Name: Bipin C. Shah
	Title: Chairman and Chief Executive Officer

EXHIBIT INDEX

Exhibit Number	Description of Exhibits
31.1	Certification required Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *
32.1	Certification required Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *
101.INS	XBRL Instance Document**
101.SCH	XBRL Taxonomy Extension Schema Document**
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document**
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document**
101.LAB	XBRL Taxonomy Extension Label Linkbase Document**
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document**

* These exhibits were previously included or incorporated by reference in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2012, filed with the Securities and Exchange Commission on January 14, 2013.

** Filed herewith.

XML

Income Taxes (Details 1)	12 Months Ended
	Sep. 30, 2012	Dec. 31, 2011
Tax benefit at federal statutory rate	(34.00%)	(34.00%)
State income tax	(6.00%)	(6.00%)
Other Permanent Differences	5.30%	0.00%
Increase in valuation allowance	(34.70%)	40.00%
Effective income tax rate	0.00%	0.00%

XML

Significant Accounting Policies (Details Textual)	12 Months Ended
	Sep. 30, 2012	Sep. 30, 2011
Incremental Common Shares Attributable to Equity Unit Purchase Agreements	10,494,067	10,513,974
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	18,960,000

XML

Subsequent Events (Details 1) (USD $)	11 Months Ended	12 Months Ended	23 Months Ended	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2012	Dec. 31, 2011 Pro Forma [Member]
Revenues:
Operating revenues				$ 29,799,943
Interest Income	7,319	22,217	29,536	356,676
Total Revenue				30,156,619
Costs & Expenses:
Operating Expense	(59,775)	(547,029)	(606,804)	24,598,526
Amortization of Intangible Assets				4,594,500
Interest Expense				2,252,214
Other Expense				2,848
Total Cost & Expenses	(97,275)	(637,029)	(734,304)	31,448,088
Net Loss	$ (89,956)	$ (614,812)	$ (704,768)	$ (771,464)

XML

Significant Accounting Policies

12 Months Ended

Sep. 30, 2012

Accounting Policies [Abstract]

Significant Accounting Policies [Text Block]

Note 2—Significant Accounting Policies

Principals of Consolidation

The consolidated financial statements include the accounts of Universal Business Payment Solutions Acquisition Corporation and its wholly owned subsidiaries JP Merger Sub, LLC, Enzo Merger Sub, Inc. and ADC Merger Sub, Inc. All significant inter-company transactions and balances have been eliminated in consolidation.

Cash and cash equivalents

The Company considers all short-term investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains cash balances that at times may be uninsured or in deposit accounts that exceed Federal Deposit Insurance Corporation limits. The Company maintains its cash deposits with major financial institutions.

Restricted cash and cash equivalents held in trust account

The amounts held in the Trust Account represent substantially all of the proceeds of the Offering and are classified as restricted assets since such amounts can only be used by the Company in connection with the consummation of a Business Combination or to repurchase shares.

Loss per share

Loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. 10,494,067 and 10,513,974 shares of common stock, subject to possible redemption at September 30, 2012 and 2011, respectively, have been excluded from the calculation of basic loss per share since such shares, if redeemed, only participate in their pro rata share of the earnings on the Trust Account. Loss per share assuming dilution would give effective to dilutive options, warrants and other potential common shares outstanding during the period. The Company has not considered the effect of warrants to purchase 18,960,000 shares of common stock or the effect of the unit purchase option in the calculation of diluted loss per share, since the exercise of the warrants and the unit purchase are contingent upon the occurrence of future events.

Use of estimates

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets or liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Securities held in Trust Account

At September 30, 2012, investment securities consisted of United States Treasury securities. The Company classified its securities as held-to-maturity in accordance with ASC 320 “Investments - Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost and adjusted for the amortization or accretion of premiums or discounts.

A decline in the market value of held-to-maturity securities below cost that is deemed to be other than temporary, results in an impairment that reduces the carrying costs to such securities’ fair value. The impairment is charged to earnings and a new cost basis for the security is established. To determine whether an impairment is other than temporary, the Company considers whether it has the ability and intent to hold the investment until a market price recovery and considers whether evidence indicating the cost of the investment is recoverable outweighs evidence to the contrary.

Premiums and discounts are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective-interest method. Such amortization and accretion is included in the “interest income” line item in the statements of operations. Interest income is recognized when earned.

Fair value measurements

Fair value is defined as an exit price, representing the amount that would be received upon the sale of an asset or payment to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. A three-tier fair value hierarchy is used to prioritize the inputs in measuring fair value as follows:

● Level 1. Observable inputs such as quoted prices in active markets;

● Level 2. Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and

● Level 3. Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

Assets and liabilities measured at fair value are based on one or more of three valuation techniques identified in the tables below. The valuation techniques are as follows:

(a).	Market approach. Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities;
(b).	Cost approach. Amount that would be required to replace the service capacity of an asset (replacement cost); and

(c). Income approach. Techniques to convert future amounts to a single present amount based on market expectations (including present value techniques, option-pricing and excess earnings models).

Assets Measured at Fair Value on a Recurring Basis

	September		Quoted Prices in Active Markets		Significant Other Observable Inputs		Significant Unobservable Inputs
	30, 2012		(Level 1)		(Level 2)		(Level 3)
Restricted cash and cash equivalents held in trust account	$	68,811,113	$	68,811,113	$	-	$	-

Common stock subject to possible redemption

The Company accounts for its common stock subject to possible redemption in accordance with the guidance enumerated in ASC 480 “Distinguishing Liabilities from Equity”. Common stock subject to mandatory redemption (if any) is classified as liability instruments and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain redemption rights that are considered by the Company to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly at September 30, 2012, the common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet.

Income taxes

The Company accounts for income taxes under ASC 740 Income Taxes (‘‘ASC 740’’). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statements and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.

ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. The Company is required to file income tax returns in the United States (federal) and in various state and local jurisdictions. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. The evaluation was performed for the 2010 and 2011 tax years, which will be the only periods subject to examination. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material changes to its financial position.

The Company’s policy for recording interest and penalties associated with audits is to record such interest and penalties as a component of income tax expense. There were no amounts accrued for penalties or interest as of or during the period from November 12, 2010 (inception) through September 30, 2012. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.

Recent Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

Subsequent Events

Management evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the review, Management did not identify any recognized or non-recognized subsequent events, other than those discussed in Note 10–Subsequent Events, that would have required adjustment or disclosure in the financial statements (See Note 10–Subsequent Events).

XML

Investment in Trust Account (Details Textual) (USD $)	11 Months Ended	12 Months Ended	23 Months Ended
	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2012
Proceeds from Issuance of Warrants	$ 3,480,000	$ 0	$ 3,480,000
Assets Held-in-trust	58,811,113	58,811,113	58,811,113
Trust Account [Member]
Investment In United States Treasury Maturity Period		180 days
Insider Warrants [Member] | Trust Account [Member]
Proceeds from Issuance of Warrants		$ 72,720,000

XML

Investment in Trust Account (Details) (Us Treasury Securities [Member], USD $)	Sep. 30, 2012
Us Treasury Securities [Member]
Held-to-maturity Securities, Carrying Amount	$ 10,000,000
Held-to-maturity Securities, Unrealized Holding Gains	0
Held-to-maturity Securities, Fair Value	$ 10,000,000

XML

Notes Payable to Stockholders (Details Textual) (USD $)	Sep. 30, 2012	Sep. 30, 2011
Notes Payable To Affilliate	$ 335,000	$ 0

XML

Commitments (Details Textual) (USD $)	0 Months Ended	1 Months Ended	12 Months Ended
	May 09, 2011	Jun. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Operating Leases, Rent Expense	$ 7,500		$ 90,000	$ 437,500
Options Granted During Period		1,800,000
Early Bird Capital Inc [Member]
Fees and Commissions			$ 2,070,000

XML

Organization, Business Operations and Liquidity

12 Months Ended

Sep. 30, 2012

Limited Liability Company Or Limited Partnership, Business Organization and Operations [Abstract]

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

Note 1—Organization, Business Operations and Liquidity

Universal Business Payment Solutions Acquisition Corporation (the “Company”) was incorporated in Delaware on November 12, 2010 as a blank check company whose objective is to acquire, through a merger, share exchange, asset acquisition, stock purchase, plan of arrangement, recapitalization, reorganization or other similar business combination, one or more operating businesses (a “Business Combination”).

JP Merger Sub, LLC; Enzo Merger Sub, Inc. and ADC Merger Sub, Inc. were formed in Delaware on June 25, 2012 for the purposes of the transaction more fully described in Note 10 – Subsequent Events.

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the accounting and disclosure rules and regulations of the United States Securities and Exchange Commission (“SEC”).

On May 13, 2011 the Company completed its initial public offering of shares of its common stock (the “Offering”). All activity prior to May 13, 2011 relates to the Company’s formation and Public Offering described below. All activity from May 13, 2011 through September 30, 2012 relates to the Company’s activities in seeking a Business Combination.

The Company is considered to be a development stage company and as such, its financial statements are prepared in accordance with the Accounting Standards Codification (‘‘ASC’’) Topic 915 ‘‘Development Stage Entities.’’ The Company is subject to all of the risks associated with development stage companies. On December 28, 2012, the Company completed a Business Combination, and is no longer in the Development Stage.

The registration statement relating to the Offering was declared effective on May 9, 2011. The Company consummated the Offering on May 13, 2011 and received proceeds net of transaction costs of $69,366,994 which is discussed in Note 3 (“Public Offering”) and $3,480,000 from the private placement of warrants to the initial stockholders of the Company and the underwriters of the Offering (“Insider Warrants”) which is described in Note 4 (“Insider Warrants”). The Company’s management had broad discretion with respect to the specific application of the net proceeds of the Offering and Insider Warrants, although substantially all of the net proceeds are intended to be generally applied toward consummating a Business Combination. The Company’s initial Business Combination must be with a target business whose collective fair value is at least equal to 80% of the balance in the Trust Account (as defined herein) at the time of the execution of a definitive agreement for such Business Combination.. An amount of $72,720,000 (including the $3,480,000 of proceeds from the sale of Insider Warrants) was placed in a trust account (‘‘Trust Account’’) for the benefit of the Company and invested in United States treasuries having a maturity of 180 days or less until the earlier of (i) the consummation of the Company’s first Business Combination, (ii) the Company’s failure to consummate a Business Combination within the prescribed time and (iii) such time as the Company’s common stock (the “Common Stock”) traded at or below $5.75 per share, subject to certain criteria discussed below. In the event that the Common Stock trades at or below $5.75 per share, there would be released to the Company from the Trust Account amounts necessary for the Company to purchase up to an average of $1,900,000 worth of shares each month up to an aggregate amount of 50% of the shares sold in the Offering (or 6,000,000 shares). Such purchases were eligible to commence on July 10, 2011 pursuant to a share repurchase plan entered into between the Company and Morgan Stanley & Co. Incorporated. The share repurchase plan between the Company and Morgan Stanley & Co. Incorporated was terminated by mutual agreement of the parties on August 8, 2011 and a new share repurchase plan was simultaneously entered into between the Company and Ladenberg Thalmann (the “Share Repurchase Plan”). The Share Repurchase Plan was terminated on May 18, 2012. Purchases under the Share Repurchase Plan were made only in open market transactions pursuant to the Share Repurchase Plan which required the Company to maintain a limit order for the shares at $5.75 per share during the purchase period. All shares purchased by the Company were cancelled and resumed the status of authorized but unissued shares of the Company. As of September 30, 2012, a total of 680,307 shares had been repurchased at a cost of $3,925,393 under the Share Repurchase Plan. The placing of funds in the Trust Account may not protect those funds from third party claims against the Company. Although the Company will seek to have all vendors, prospective target businesses or other entities it engages, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to any monies held in the Trust Account, there is no guarantee that they will execute such agreements.

The Company’s Chief Executive Officer agreed that he will be liable under certain circumstances to ensure that the proceeds in the Trust Account are not reduced by the claims of target businesses or vendors or other entities that are owed money by the Company for services rendered, contracted for or products sold to the Company. The remaining net proceeds (not held in the Trust Account) may be used to pay for business, legal and accounting due diligence on prospective acquisitions and continuing general and administrative expenses. Additionally, the interest earned on the Trust Account balance may be released to the Company to fund working capital requirements as well as for any amounts that are necessary to pay the Company’s tax obligations.

The Company, after signing a definitive agreement for the acquisition of a target business, was required to provide stockholders who acquired shares in the Offering (“Public Stockholders”) with the opportunity to redeem their shares of common stock for a pro rata interest in the Trust Account. In the event that stockholders owning 93.1% (87.5% as adjusted for repurchases through September 30, 2012) or more of the shares sold in the Offering exercised their redemption rights (the “Redemption Threshold”) described below or are sold to the Company for cancellation, the Business Combination would not be consummated. All of the Company’s stockholders prior to the Offering, including all of the officers and directors of the Company (“Initial Stockholders”), have waived any redemption rights they may have in connection with a Business Combination.

With respect to a Business Combination which is consummated, Public Stockholders can demand that the Company redeem their shares of common stock for a full pro rata interest in the Trust Account (initially $6.06 per share and approximately $6.08 per share at September 30, 2012). Accordingly, Public Stockholders holding up to one share less than 93.1% (87.5% as adjusted for repurchases through September 30, 2012) of the aggregate number of shares owned by all Public Stockholders or 10,494,967 shares may seek redemption of their shares in the event of a Business Combination. Notwithstanding the foregoing, the Restated Certificate of Incorporation of the Company provided that a Public Stockholder, together with any affiliate or other person with whom such Public Stockholder is acting in concert or as a “group” (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amended), will be restricted from seeking redemption with respect to an aggregate of more than 10% of the shares sold in the Offering (but only with respect to the amount over 10% of the shares sold in the Offering). A “group” will be deemed to exist if Public Stockholders (i) file a Schedule 13D or 13G indicating the presence of a group or (ii) acknowledge to the Company that they are acting, or intend to act, as a group.

If the Company had not completed a Business Combination by February 9, 2013, the Company would have been required to liquidate and distribute its remaining assets, including the Trust Account, to the Public Stockholders and its corporate existence would cease except for the purpose of winding up its affairs.

On July 6, 2012, the Company entered into three definitive agreements (the “Acquisition Agreements”) to acquire the following three companies: (i) JetPay, LLC, a Texas limited liability company (“JetPay”) and certain affiliated entities; (ii) Francis David Corporation (d/b/a/ Electronic Merchant Systems), an Ohio corporation (“EMS”) and certain affiliated entities; and (iii) AD Computer Corporation, a Pennsylvania corporation (“ADC”) and certain affiliated entities. The Company’s board of directors approved each of the agreements and the transactions contemplated thereby (collectively, the “Completed Transactions”). On August 10, 2012, the Company entered into amendments with respect to the definitive agreements for the Completed Transactions. On December 11, 2012, the Company, Enzo Merger Sub, Inc. and the Francis David Corporation d/b/a Electronic Merchant Systems mutually agreed to terminate that certain Agreement and Plan of Merger, dated as of July 6, 2012, among the Company, Enzo Merger Sub, Inc., EMS, the stockholders of EMS and James Weiland, as Representative. As a result, the Company is no longer pursing a transaction with EMS. The transactions with JetPay and ADC were consummated on December 28, 2012. A description of the Acquisition Agreements relating thereto and the transactions consummated thereby, is set forth below in Note 10.

In order to fund its working capital requirements, the Company expects that the historic cash flow of the acquired companies will provide sufficient liquidity to meet its current operating requirements. The Company believes that the investments made by JetPay and ADC in their technology, infrastructure, and sales staff will generate cash flows sufficient to cover our working capital needs and other ongoing needs for capital. The Company’s cash requirements include funding salespeople, paying interest expense and other operating expenses, including taxes, investing in our technology infrastructure, and making acquisitions of businesses or assets.

The Company expects to fund its cash needs primarily with cash flow from its operating activities. The Company believes that its current cash balances and cash generated from operations will provide sufficient liquidity to meet its anticipated needs for operating capital for at least the next twelve months. To fund and integrate future acquisitions and new business initiatives, the Company may need to raise additional capital through loans or additional investments from its stockholders, officers, directors, or third parties. There is no assurance that new financing will be available on commercially acceptable terms, if at all.

XML

Income Taxes (Details) (USD $)	Sep. 30, 2012	Sep. 30, 2011
Net operating loss carryforwards	$ 249,106	$ 35,982
Total deferred tax assets	249,106	35,982
Less: valuation allowance	(249,106)	(35,982)
Net deferred tax assets	$ 0	$ 0

XML

Consolidated Balance Sheet (USD $)	Sep. 30, 2012		Sep. 30, 2011
Assets
Current assets - Cash and cash equivalents	$ 23,692		$ 69,121
Cash and cash equivalents held in Trust	68,811,113		68,930,607
Total assets	68,834,805		68,999,728
Liabilities and Stockholders' Equity
Accounts payable and accrued expenses	257,872		14,272
Notes Payable To Affilliate	335,000		0
Total current liabilities	592,872		14,272
Common Stock, subject to possible redemption, 10,494,067 shares at Sept 30, 2012 and 10,516,291 at September 30, 2011 at redemption value (1)	63,776,921	[1]	63,905,632	[1]
Commitments and Contingencies
Stockholder's Equity
Preferred stock, $0.01 par value Authorized 1,000,000 shares, none issued	0		0
Common Stock, $0.001 par value Authorized 100,000,000 shares; 3,825,626 issued and outstanding at Sept 30, 2012 and 3,825,709 issued and outstanding September 30, 2011 (which excludes 10,494,067 shares subject to possible redemption at Sept 30 30, 2012 and 10,516,291 shares subject to possible redemption at September 30, 2011)	3,826		3,826
Additional paid-in capital	5,165,954		5,165,954
Accumulated deficit	(704,768)		(89,956)
Total Shareholder's Equity	4,465,012		5,079,824
Total Liabilities and Stockholders' Equity	$ 68,834,805		$ 68,999,728

[1] As a result of repurchases of shares of common stock, in connection with the Share Repurchase Plan through September 30, 2011, aggregate shares of common stock subject to possible redemption were 10,516,291 at September 30, 2011 and 10,494,067at September 30, 2012.

XML

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY [Parenthetical] (USD $)	11 Months Ended	12 Months Ended
	Sep. 30, 2011	Sep. 30, 2012
Common Stock Price Per Share (in dollars per share)	$ 0.00839
Equity Issuance, Date	May 13, 2011
Unit Issued During Period Price Per Unit New Issues (in dollars per share)	$ 6.00
Stock Issued Underwriting Discount	$ 2,160,000	$ (2,160,000)
Common Stock Repurchase Price Per Share (in dollars per share)	$ 5.75	$ 5.75
Cancellation Of Previously Issued Common Stock Shares	450,000
Equity Cancellation Date	Jun. 27, 2011
Common stock, other shares, outstanding	10,516,291	10,494,067
Common Stock [Member]
Equity Issuance, Date	Nov. 10, 2010
Warrant [Member]
Issuance Of Common Stock and Warrants Price Per Share (in dollars per share)	$ 0.5
Sale Of Units [Member]
Equity Issuance, Date	May 13, 2011
Unit Purchase Option [Member]
Equity Issuance, Date	May 13, 2011

XML

Shareholders' Equity (Details Textual) (USD $)	0 Months Ended				1 Months Ended	11 Months Ended		12 Months Ended	23 Months Ended
	Mar. 14, 2012	Sep. 12, 2011	Aug. 10, 2011	Dec. 06, 2010	Oct. 27, 2011	Sep. 30, 2011		Sep. 30, 2012	Sep. 30, 2012	May 13, 2011
Preferred stock, shares authorised						1,000,000		1,000,000	1,000,000
Preferred Stock, Par or Stated Value Per Share						$ 0.01		$ 0.01	$ 0.01
Common stock, shares authorised						100,000,000		100,000,000	100,000,000
Common Stock, Par or Stated Value Per Share						$ 0.001		$ 0.001	$ 0.001	$ 0.001
Stock Issued During Period, Shares, New Issues (in shares)				3,450,000
Sale of Stock, Price Per Share				$ 0.00725
Stock Issued During Period, Value, New Issues				$ 25,000		$ 25,000	[1]
Stock Repurchased During Period, Shares (in shares)	19,979	329,000	329,000		2,328
Stock Repurchased During Period Per Share Value								$ 5.75	$ 5.75
Payments for Repurchase of Common Stock						$ 3,796,682		$ 128,711	$ 3,925,393
Common stock, shares issued						3,825,709		3,825,626	3,825,626
Common stock, shares outstanding						3,825,709		3,825,626	3,825,626
Common Stock Shares Forfeited								450,000	450,000
Treasury Stock, Shares, Retired (in shares)								680,307
Common Stock Shares Subject To Forfeiture (in shares)								750,000	750,000

[1] Reflects the cancellation of 450,000 shares of common stock that were forfeited on June 27,2011 by the initial stockholders upon the underwriter's election not to exercise their over-allotment option (Notes 3 and 8).

XML

Subsequent Events (Tables)

12 Months Ended

Sep. 30, 2012

Subsequent Events [Abstract]

Business Acquisition Pro Forma Information Financial Position [Table Text Block]

The following information includes unaudited summary financial information as if the Business Combination had occurred at the beginning of the fiscal year ended September 30, 2012 (Balance Sheet) and December 31, 2011 (Statement of Operations), as the information for the year ended December 31, 2012 is not yet available.

	As of
	Sept 30, 2012
ASSETS
Current Assets	$	47,913,014
Property, Plant, and Equipment		1,135,294
Other Assets		79,889,073
Total Assets	$	128,937,381
LIABILITIES AND STOCKHOLDERS'' EQUITY
Current Liabilities	$	48,009,372
Long-Term Liabilities		51,052,759
Stockholders'' Equity		29,875,250
Total Liabilities and Stockholders Equity	$	128,937,381

Business Acquisition, Pro Forma Information [Table Text Block]

The following information includes unaudited summary financial information as if the Business Combination had occurred at the beginning of the fiscal year ended September 30, 2012 (Balance Sheet) and December 31, 2011 (Statement of Operations), as the information for the year ended December 31, 2012 is not yet available.

	For the Year ended
	December 31, 2011
Revenues:
Operating revenues	$	29,799,943
Interest Income		356,676
Total Revenue		30,156,619
Costs & Expenses:
Operating Expense		24,598,526
Amortization of Intangible Assets		4,594,500
Interest Expense		2,252,214
Other Expense		2,848
Total Cost & Expenses		31,448,088
Net Loss	$	(771,464	)

XML

Subsequent Events (Details) (USD $)	Sep. 30, 2012	Sep. 30, 2011
ASSETS
Total Assets	$ 68,834,805	$ 68,999,728
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities	592,872	14,272
Stockholders' Equity	4,465,012	5,079,824
Total Liabilities and Stockholders' Equity	68,834,805	68,999,728
Pro Forma [Member]
ASSETS
Current Assets	47,913,014
Property, Plant, and Equipment	1,135,294
Other Assets	79,889,073
Total Assets	128,937,381
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities	48,009,372
Long-Term Liabilities	51,052,759
Stockholders' Equity	29,875,250
Total Liabilities and Stockholders' Equity	$ 128,937,381

XML

Significant Accounting Policies (Details) (USD $)	Sep. 30, 2012	Sep. 30, 2011
Cash and cash equivalents held in Trust	$ 68,811,113	$ 68,930,607
Fair Value, Inputs, Level 1 [Member]
Cash and cash equivalents held in Trust	68,811,113
Fair Value, Inputs, Level 2 [Member]
Cash and cash equivalents held in Trust	0
Fair Value, Inputs, Level 3 [Member]
Cash and cash equivalents held in Trust	$ 0

XML

CONSOLIDATED STATEMENTS OF CHANGES IN CASH FLOWS (USD $)	11 Months Ended	12 Months Ended	23 Months Ended
	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2012
Operating Activities
Net loss	$ (89,956)	$ (614,812)	$ (704,768)
Adjustments to reconcile net loss to net cash provided by operating activities Change in operating assets and liabilities
Accrued expense	14,272	243,600	257,872
Net cash used in operating activities	(75,684)	(371,212)	(446,896)
Investing Activities
Investment in restricted cash and cash equivalents	(72,727,289)	(9,217)	(72,736,506)
Amounts released from restricted cash and cash equivalents to repurchase shares of common stock	3,796,682	128,711	3,925,393
Net cash provided by (used in) investing activities	(68,930,607)	119,494	(68,811,113)
Financing Activities
Proceeds from sale of common stock to initial shareholders	25,000	0	25,000
Proceeds from note payable to affiliate	125,000	335,000	460,000
Repayment of note payable to affiliate	(125,000)	0	(125,000)
Proceeds from public offering	72,000,000	0	72,000,000
Proceeds from issuance of warrants	3,480,000	0	3,480,000
Proceeds from sale of unit purchase option	100	0	100
Repurchase of Common Stock	(3,796,682)	(128,711)	(3,925,393)
Payment of offering costs	(2,633,006)	0	(2,633,006)
Net cash provided by financing activities	69,075,412	206,289	69,281,701
Net (decrease) increase in cash and cash equivalents	69,121	(45,429)	23,692
Cash and cash equivalents, beginning	0	69,121	0
Cash and cash equivalents, ending	$ 69,121	$ 23,692	$ 23,692

XML

Consolidated Balance Sheet [Parenthetical] (USD $)	Sep. 30, 2012	Sep. 30, 2011
Temporary equity, shares outstanding	10,494,067	10,516,291
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorised	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorised	100,000,000	100,000,000
Common stock, shares issued	3,825,626	3,825,709
Common stock, shares outstanding	3,825,626	3,825,709
Common stock, other shares, outstanding	10,494,067	10,516,291
Common Stock Shares To Be Cancelled	10,494,067	10,516,291

XML

Subsequent Events

12 Months Ended

Sep. 30, 2012

Subsequent Events [Abstract]

Subsequent Events [Text Block]

Note 10—Subsequent Events

The Company issued a series of unsecured promissory notes to UBPS Services, LLC, an entity controlled by one of the Initial Stockholders, Bipin Shah on October 9, November 13, November 28 and December 6, 2012 in the amounts of $7,000, $15,000, $29,380, and $4,500 respectively. These notes were non-interest bearing and were paid upon consummation of the Completed Transactions.

On December 28, 2012, pursuant to the ADC Agreement and the JetPay Agreement, ADC Merger Sub and JetPay Merger Submerged with and into ADC and JetPay, respectively, with ADC and JetPay surviving such mergers. In connection with the closing, the Company caused $16 million in cash to be delivered to the stockholders of ADC and approximately $6.8 million to WLES, L.P., JetPay’s sole member. Additionally, the Company issued 1 million shares of Common Stock to the stockholders of ADC and 3,666,667 shares of Common Stock to WLES, L.P., 3,333,333 of which was deposited in an escrow account to secure the obligations of WLES, L.P. under the JetPay Agreement.

In order to finance a portion of the proceeds payable in the Completed Transactions, on December 28, 2012, the Company entered into a Secured Convertible Note Agreement (the “Note Agreement”) with Special Opportunities Fund, Inc., R8 Capital Partners, LLC, Bulldog Investors General Partnership, Ira Lubert, Mendota Insurance Company and American Services Insurance Company, Inc. (collectively, the “Note Investors”)pursuant to which, the Company issued $10 million in promissory notes secured by 50% of the Company’s ownership interest in JetPay. In connection with the Note Agreement, the Company entered into separate Secured Convertible Promissory Notes with each of the Note Investors (the “Notes”). Amounts outstanding under the Notes will accrue interest at a rate of 12% per annum. The Notes mature on December 31, 2014. The Notes are not prepayable.

Pursuant to the Notes, the Note Investors will be entitled to convert all or any amounts outstanding under the Notes into shares of Common Stock at a conversion price of $5.15 per share, subject to certain adjustments.

In connection with the Note Agreement, the Company entered into Registration Rights Agreements on December 28, 2012 with each of the Note Investors, pursuant to which the Company agreed to provide registration rights with respect to the common shares issuable upon conversion whereby the Note Investors would be entitled up to three “demand” registration requests and unlimited “piggyback” registration requests. To the extent a registration for the shares has not been declared effective by June 30, 2013, the conversion price will be reduced by $0.15 per share with additional reductions of $0.05 per share for every 30 day delay thereafter until a registration has been declared effective.

In connection with the Notes, certain stockholders of the Company agreed to transfer 832,698 shares of Common Stock that they acquired prior to Public Offering to certain of the Note Investors. Such shares were previously held in an escrow account established at the time of the Public Offering pursuant to Stock Escrow Agreements, each dated as of May 13, 2011, among each such stockholder, the Company and Continental Stock Transfer & Trust Company. Following the proposed transfers, such shares will no longer be held in escrow. As part of such share issuance, the Company entered into Registration Rights Agreements, dated as of December 28, 2012, with such investors which entitle such investors to up to three “demand” registration requests and unlimited “piggyback” registration requests.

As partial consideration for Mr. Lubert to enter into the Note Agreement, the Company agreed, pursuant to the Stock Escrow Termination Agreement, dated as of December 28, 2012, to terminate the Stock Escrow Agreement, dated as of May 13, 2011, among Mr. Lubert, the Company and Continental Stock Transfer & Trust Company, with respect to 826,000 common shares.

In order to finance the Completed Transactions, on December 28, 2012, the Company also entered into an Amendment, Guarantee and Waiver Agreement (the “Assumption Agreement”) with JetPay and Ten Lords Ltd. Pursuant to the Assumption Agreement, the Company agreed to guarantee JetPay’s obligations with respect to an existing loan agreement between JetPay, Ten Lords, Ltd. and Providence Interactive Capital, LLC (collectively, the “Payees”). JetPay also agreed to compensate the Payees for any negative tax consequences as a result of the existing note remaining outstanding after December 31, 2012. Amounts outstanding under the loan will be convertible at the holders’ option into shares of Common Stock at a conversion price of $6.00 per share, unless JetPay is in default under the loan agreement, in which case, amounts outstanding under the loan agreement can be converted at the lower of (i) $6.00 per share and (ii) the average trading price of shares of Common Stock for the ten trading days prior to the delivery of notice requesting such conversion. JetPay also agreed to increase the interest rate on amounts outstanding under the loan to 9.5% for the first 180 days after the execution of the Assumption Agreement and 13.5% thereafter.

In exchange, Ten Lords Ltd agreed to consent to the transactions contemplated by the JetPay Agreement. JetPay was obligated to pay any amounts still outstanding on the existing loan in excess of $6 million upon closing of the transactions contemplated by the JetPay Agreement. All amounts outstanding under the loan agreement must be repaid within one year.

On December 28, 2012, ADC and Payroll Tax Filing Services, Inc. (“PTFS”, together with ADC, the “Borrowers”), as borrowers, entered into a Loan and Security Agreement (the “Loan and Security Agreement”) with Metro Bank as the lender for a term loan with a principal amount of $9,000,000. Amounts outstanding under the notes will accrue interest at a rate of 4% per annum. The loan matures on December 28, 2019 and amortizes over the course of the loan in equal monthly installments.

The loans are guaranteed by the Company and are secured by all assets of ADC and PTFS, as well as a pledge by the Company of its ownership of ADC. The Loan and Security Agreement contains affirmative and negative covenants, including limitations on the incurrence of indebtedness, liens, transactions with affiliates and other customary restrictions for loans of this type and size. The Borrowers are also subject to financial covenants related to their debt coverage ratio and total leverage ratio during the term of the loan. The loans may be prepaid at the option of the Borrowers without any premium or penalty and are subject to mandatory prepayments upon certain asset sales, casualty events, the incurrence of indebtedness and issuance of capital stock.

In order to use the proceeds of the Loan and Security Agreement to fund a portion of the proceeds due pursuant to the ADC Agreement, on December 28, 2012, the Company executed a promissory note (the “Intercompany Note”) in favor of ADC in the amount of $9 million. All principal and interest is due on December 28, 2020. Interest accrues on amounts due on the Intercompany Note at the Applicable Federal Rate as required by Section 7872(f)(2)(B) of the Internal Revenue Code. The Intercompany Note is prepayable in full or in part at any time without penalty.

In connection with the closing of the transactions contemplated by the JetPay Agreement, the Company entered into a Note and Indemnity Side Agreement with JP Merger Sub, LLC, WLES, L.P. and Trent Voigt (the “Note and Indemnity Side Agreement”) dated as of December 28, 2012. Pursuant to the Note and Indemnity Side Agreement, the Company agreed to issue a promissory note in the amount of $2,331,369 in favor of WLES, L.P. Interest accrues on amounts due under the note at a rate of 5% per annum. The note is due in full on December 31, 2017. The note can be prepaid in full or in part at any time without penalty. As partial consideration for offering the note, the Company and JP Merger Sub, LLC agreed to waive certain specified indemnity claims against WLES, L.P. and Mr. Voigt to the extent the losses under such claims do not exceed $2,331,369

On December 28, 2012, the Company entered into the Warrant Termination Agreement (the “Warrant Termination Agreement”) with Continental Stock Transfer & Trust Company. The Warrant Termination Agreement was entered into in connection with the approval of the warrant proposal, set forth in the Definitive Proxy Statement filed with SEC on November 13, 2012, on December 11, 2012 at a meeting of our warrantholders, which such approval was disclosed by the Company in a Current Report Form 8-K filed with the SEC on December 12, 2012. In connection with Warrant Termination Agreement and the approval of the warrant proposal, each issued and outstanding warrant will be converted into .1333 shares of the Company’s common stock. The holders have the right to demand that the Company register the shares from the Warrant Exchange within 60 days following the effective date of the Exchange.

Unaudited Pro Forma Financial Information

The following information includes unaudited summary financial information as if the Business Combination had occurred at the beginning of the fiscal year ended September 30, 2012 (Balance Sheet) and December 31, 2011 (Statement of Operations), as the information for the year ended December 31, 2012 is not yet available.

	As of
	Sept 30, 2012
ASSETS
Current Assets	$	47,913,014
Property, Plant, and Equipment		1,135,294
Other Assets		79,889,073
Total Assets	$	128,937,381
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities	$	48,009,372
Long-Term Liabilities		51,052,759
Stockholders' Equity		29,875,250
Total Liabilities and Stockholders Equity	$	128,937,381

	For the Year ended
	December 31, 2011
Revenues:
Operating revenues	$	29,799,943
Interest Income		356,676
Total Revenue		30,156,619
Costs & Expenses:
Operating Expense		24,598,526
Amortization of Intangible Assets		4,594,500
Interest Expense		2,252,214
Other Expense		2,848
Total Cost & Expenses		31,448,088
Net Loss	$	(771,464	)

XML

Document and Entity Information (USD $) In Millions, except Share data, unless otherwise specified	12 Months Ended
	Sep. 30, 2012	Jan. 11, 2013	Mar. 31, 2012
Entity Registrant Name	Universal Business Payment Solutions Acquisition Corp
Entity Central Index Key	0001507986
Current Fiscal Year End Date	--09-30
Entity Filer Category	Non-accelerated Filer
Trading Symbol	ubps
Entity Common Stock, Shares Outstanding		11,519,094
Document Type	10-K
Amendment Flag	false
Document Period End Date	Sep. 30, 2012
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2012
Entity Well-Known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float			$ 37

XML

Significant Accounting Policies (Policies)

12 Months Ended

Sep. 30, 2012

Accounting Policies [Abstract]

Consolidation, Policy [Policy Text Block]

Principals of Consolidation

The consolidated financial statements include the accounts of Universal Business Payment Solutions Acquisition Corporation and its wholly owned subsidiaries JP Merger Sub, LLC, Enzo Merger Sub, Inc. and ADC Merger Sub, Inc. All significant inter-company transactions and balances have been eliminated in consolidation.

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and cash equivalents

The Company considers all short-term investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains cash balances that at times may be uninsured or in deposit accounts that exceed Federal Deposit Insurance Corporation limits. The Company maintains its cash deposits with major financial institutions.

Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block]

Restricted cash and cash equivalents held in trust account

The amounts held in the Trust Account represent substantially all of the proceeds of the Offering and are classified as restricted assets since such amounts can only be used by the Company in connection with the consummation of a Business Combination or to repurchase shares.

Earnings Per Share, Policy [Policy Text Block]

Loss per share

Loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. 10,494,067 and 10,513,974 shares of common stock, subject to possible redemption at September 30, 2012 and 2011, respectively, have been excluded from the calculation of basic loss per share since such shares, if redeemed, only participate in their pro rata share of the earnings on the Trust Account. Loss per share assuming dilution would give effective to dilutive options, warrants and other potential common shares outstanding during the period. The Company has not considered the effect of warrants to purchase 18,960,000 shares of common stock or the effect of the unit purchase option in the calculation of diluted loss per share, since the exercise of the warrants and the unit purchase are contingent upon the occurrence of future events.

Use of Estimates, Policy [Policy Text Block]

Use of estimates

The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets or liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Securities Held In Trust Account Policy [Policy Text Block]

Securities held in Trust Account

At September 30, 2012, investment securities consisted of United States Treasury securities. The Company classified its securities as held-to-maturity in accordance with ASC 320 “Investments - Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost and adjusted for the amortization or accretion of premiums or discounts.

A decline in the market value of held-to-maturity securities below cost that is deemed to be other than temporary, results in an impairment that reduces the carrying costs to such securities’ fair value. The impairment is charged to earnings and a new cost basis for the security is established. To determine whether an impairment is other than temporary, the Company considers whether it has the ability and intent to hold the investment until a market price recovery and considers whether evidence indicating the cost of the investment is recoverable outweighs evidence to the contrary.

Premiums and discounts are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective-interest method. Such amortization and accretion is included in the “interest income” line item in the statements of operations. Interest income is recognized when earned.

Fair Value Measurement, Policy [Policy Text Block]

Fair value measurements

Fair value is defined as an exit price, representing the amount that would be received upon the sale of an asset or payment to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. A three-tier fair value hierarchy is used to prioritize the inputs in measuring fair value as follows:

● Level 1. Observable inputs such as quoted prices in active markets;

● Level 2. Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and

● Level 3. Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

Assets and liabilities measured at fair value are based on one or more of three valuation techniques identified in the tables below. The valuation techniques are as follows:

(a).	Market approach. Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities;
(b).	Cost approach. Amount that would be required to replace the service capacity of an asset (replacement cost); and

(c). Income approach. Techniques to convert future amounts to a single present amount based on market expectations (including present value techniques, option-pricing and excess earnings models).

Assets Measured at Fair Value on a Recurring Basis

	September		Quoted Prices in Active Markets		Significant Other Observable Inputs		Significant Unobservable Inputs
	30, 2012		(Level 1)		(Level 2)		(Level 3)
Restricted cash and cash equivalents held in trust account	$	68,811,113	$	68,811,113	$	-	$	-

Shares Subject to Mandatory Redemption, Changes in Redemption Value, Policy [Policy Text Block]

Common stock subject to possible redemption

The Company accounts for its common stock subject to possible redemption in accordance with the guidance enumerated in ASC 480 “Distinguishing Liabilities from Equity”. Common stock subject to mandatory redemption (if any) is classified as liability instruments and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain redemption rights that are considered by the Company to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly at September 30, 2012, the common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet.

Income Tax, Policy [Policy Text Block]

Income taxes

The Company accounts for income taxes under ASC 740 Income Taxes (‘‘ASC 740’’). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statements and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.

ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. The Company is required to file income tax returns in the United States (federal) and in various state and local jurisdictions. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. The evaluation was performed for the 2010 and 2011 tax years, which will be the only periods subject to examination. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material changes to its financial position.

The Company’s policy for recording interest and penalties associated with audits is to record such interest and penalties as a component of income tax expense. There were no amounts accrued for penalties or interest as of or during the period from November 12, 2010 (inception) through September 30, 2012. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

Subsequent Events, Policy [Policy Text Block]

Subsequent Events

Management evaluates events that have occurred after the balance sheet date but before the financial statements are issued. Based upon the review, Management did not identify any recognized or non-recognized subsequent events, other than those discussed in Note 10–Subsequent Events, that would have required adjustment or disclosure in the financial statements (See Note 10–Subsequent Events).

XML

Consolidated Statement of Operations (USD $)	11 Months Ended	12 Months Ended	23 Months Ended
	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2012
Related Party Expense	$ (37,500)	$ (90,000)	$ (127,500)
Operating Cost	(59,775)	(547,029)	(606,804)
Total Expense	(97,275)	(637,029)	(734,304)
Interest Income	7,319	22,217	29,536
Net Loss	$ (89,956)	$ (614,812)	$ (704,768)
Weighted average shares outstanding, basic and diluted (in shares)	3,363,742	3,825,660
Basic and diluted net loss per share (in dollars per share)	$ (0.03)	$ (0.16)

XML

Investment in Trust Account

12 Months Ended

Sep. 30, 2012

Investment In Trust Account [Abstract]

Investment [Text Block]

Note 5—Investment in Trust Account

Subsequent to the Offering, the net proceeds of the Offering totaling $72,720,000 were deposited into an interest-bearing trust account and invested only in United States “government securities” (within the meaning of Section 2(a)(16) of the Investment Company Act of 1940) having a maturity of 180 days or less until the earlier of either (i) the consummation of a Business Combination or (ii) liquidation of the Company.

As of September 30, 2011, investment securities in the Company’s Trust Account consisted of $10,000,000 in United States Treasury Bills and $58,811,113 in a “held as cash” account. The Company classifies its United States Treasury and equivalent securities as held-to-maturity in accordance with FASB ASC 320, “Investments – Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost on the accompanying balance sheets and adjusted for the amortization or accretion of premiums or discounts. The carrying amount, excluding accrued interest income, gross unrealized holding gains and fair value of held-to-maturity securities at September 30, 2012 are as follows:

	Carrying Amount		Unrealized Holding Gains		Fair Value
Held-to-Maturity U.S. Treasury Securities	$	10,000,000	$	-	$	10,000,000

XML

Insider Warrants

12 Months Ended

Sep. 30, 2012

Insider Warrants [Abstract]

Stock Warrants [Text Block]

Note 4—Insider Warrants

Simultaneously with the Offering, certain of the Initial Stockholders and the underwriters of the Offering purchased 6,960,000 Insider Warrants at $0.50 per warrant (for an aggregate purchase price of $3,480,000) from the Company. All of the proceeds received from these purchases were placed in the Trust Account. The Insider Warrants were identical to the warrants underlying the Units sold in the Offering except that: (i) the Insider Warrants were purchased pursuant to an exemption from the registration requirements of the Securities Act, (ii) the Insider Warrants were non-redeemable and (iii) the Insider Warrants were exercisable on a ‘‘cashless’’ basis, in each case, if held by the initial holders or permitted assigns. All of the Warrants were exchanged on December 28, 2012 such that each Warrant holder received .1333 shares of common stock of the Company for each Warrant.

The Initial Stockholders are entitled to registration rights with respect to their founding shares. The holders of the majority of the founding shares are entitled to demand that the Company register these shares at any time commencing three months prior to the first anniversary of the consummation of a Business Combination. The holders of the Insider Warrants (or underlying shares of common stock) were entitled to demand that the Company register these securities at any time after the Company consummates a Business Combination. Pursuant to the terms of the unit purchase option, the holders of the unit purchase option will be entitled to registration rights with respect to the securities. In addition, the Initial Stockholders and holders of the Insider Warrants (or underlying shares of common stock) have certain “piggy-back” registration rights on registration statements filed after the Company’s consummation of a Business Combination.

XML

Organization, Business Operations and Liquidity (Details Textual) (USD $)	0 Months Ended			1 Months Ended	0 Months Ended	11 Months Ended	12 Months Ended	23 Months Ended
	Mar. 14, 2012	Sep. 12, 2011	Aug. 10, 2011	Oct. 27, 2011	May 13, 2011	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2012
Sale of 12,000,000 Units on May 13, 2011 at $6.00 per Unit, net underwriter's discount of $2,160,000 for cash and net offering cost.					$ 69,366,994	$ 69,366,994
Adjustments to Additional Paid in Capital, Warrant Issued					3,480,000	3,480,000
Proceeds from issuance of warrants						3,480,000	0	3,480,000
Maximum Per Share Trading Value Of Common Stock On Failure To Consummate Business Combination							$ 5.75
Stock Repurchase Program Authorized Amount Per Month							1,900,000	1,900,000
Stock Repurchased During Period, Shares (in shares)	19,979	329,000	329,000	2,328
Percentage Of Public Offerings Shares Authorized For Repurchase							50.00%
Stock Repurchase Program Number Of Shares Authorized To Be Repurchased Per Month							6,000,000
Payments for Repurchase of Common Stock						3,796,682	128,711	3,925,393
Minimum Percentage Of Stockholders Exercising Redemption Rights For Cancellation Of Business Combination							93.10%
Minimum Adjusted Percentage Of Stockholders Exercising Redemption Rights For Cancellation Of Business Combination							87.50%
Accelerated Share Repurchases, Final Price Paid Per Share							$ 6.06
Accelerated Share Repurchases, Initial Price Paid Per Share							$ 6.08
Stock Repurchase Program, Number of Shares Authorized to be Repurchased							10,494,967	10,494,967
Redemption Restriction Maximum Percentage							10.00%
Percentage Of Share Authorized To Be Repurchased Per Month							50.00%
Business Combination Collective Fair Value							80.00%
Share Repurchase Plan [Member]
Stock Repurchased During Period, Shares (in shares)							680,307
Payments for Repurchase of Common Stock							3,925,393
Trust Account [Member]
Investment In United States Treasury Maturity Period							180 days
Insider Warrants [Member] | Trust Account [Member]
Sale of 12,000,000 Units on May 13, 2011 at $6.00 per Unit, net underwriter's discount of $2,160,000 for cash and net offering cost.							3,480,000
Proceeds from issuance of warrants							$ 72,720,000

XML

Significant Accounting Policies (Tables)

12 Months Ended

Sep. 30, 2012

Accounting Policies [Abstract]

Significant Accounting Policies [Text Block]

Assets Measured at Fair Value on a Recurring Basis

	September		Quoted Prices in Active Markets		Significant Other Observable Inputs		Significant Unobservable Inputs
	30, 2012		(Level 1)		(Level 2)		(Level 3)
Restricted cash and cash equivalents held in trust account	$	68,811,113	$	68,811,113	$	-	$	-

XML

Income Taxes

12 Months Ended

Sep. 30, 2012

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]

Note 8 — Income Taxes

The Company’s deferred tax assets are as follows at September 30, 2012 and 2011:

	2012			2011
Net operating loss carryforwards	$	249,106		$	35,982
Total deferred tax assets	$	249,106		$	35,982
Less: valuation allowance		(249,106	)		(35,982	)
Net deferred tax assets		-			-

The Company has a net operating loss of approximately $623,000 that expires at various times through 2032. The ultimate realization of the net operating loss is dependent upon future taxable income, if any, of the Company and may be limited in any one period by alternative minimum tax rules. Although management believes that the Company will have sufficient future taxable income to absorb the $622,965 net loss carryovers before the expiration of the carryover period, there may be circumstances beyond the Company’s control that limit such utilization. Accordingly, management has determined that a full valuation allowance of the deferred tax asset is appropriate as of September 30, 2012.

Internal Revenue Code Section 382 imposes limitations on the use of net operating loss carryovers when the stock ownership of one or more 5% shareholders (shareholders owning more than 5% of the Company’s outstanding capital stock) has increased on a cumulative basis more than 50 percentage points within a period of two years. Management cannot control the ownership changes occurring as a result of public trading of the Company’s Common Stock. Accordingly, there is a risk of an ownership change beyond the control of the Company that could trigger a limitation of the use of the loss carryover.

The Company increased the valuation allowance from $35,982 at September 30, 2011 to $249,106 at September 30, 2012, which fully offset the deferred tax asset of $249,106. The deferred tax asset results from applying an effective combined federal and state tax rate of 40% to the net operating losses of approximately $623,000. Effective tax rates differ from statutory rates.

A reconciliation of the statutory tax rate to the Company’s effective tax rate as of September 30, 2011 and 2012 is as follows:

	2012			2011
Tax benefit at federal statutory rate		(34.0	)%		(34.0	)%
State income tax		(6.0	)%		(6.0	)%
Other Permanent Differences		5.3	%		-%
Increase in valuation allowance		(34.7	)%		40.0	%
Effective income tax rate		-%			-%

XML

Notes Payable to Stockholders

12 Months Ended

Sep. 30, 2012

Notes Payable [Abstract]

Related Party Transactions Disclosure [Text Block]

Note 6—Notes Payable to Stockholders

From December 6, 2010 through August 20, 2012, the Company issued a series of principal amount unsecured promissory notes to UBPS Services, LLC, an entity controlled by Mr. Shah totaling $335,000. These notes were non-interest bearing and were paid upon consummation of the Completed Transactions.

XML

Commitments

12 Months Ended

Sep. 30, 2012

Commitments and Contingencies Disclosure [Abstract]

Commitments Disclosure [Text Block]

Note 7—Commitments

The Company granted the underwriters of the Offering a 45 day option to purchase up to an additional 1,800,000 Units to cover over-allotments, if any. The underwriters elected not to exercise the over-allotment option and the over-allotment option expired on June 27, 2011.

The Company presently occupies office space provided by an affiliate of the Company’s Chairman and Chief Executive Officer. Such affiliate has agreed that, until the Company consummates a Business Combination, it will make such office space as well as certain office and secretarial services available to the Company, as may be required by the Company from time to time. The Company has agreed to pay such affiliate an aggregate of $7,500 per month for such services commencing on May 9, 2011. Payments made under this agreement amounted to $437,500 and $90,000 for the fiscal years ended September 30, 2011and September 30, 2012 respectively. Upon consummation of the Completed Transactions, this arrangement was terminated.

The Company has engaged EBC on a non-exclusive basis to act as its advisor and investment banker in connection with its initial Business Combination. EBC will provide the Company with assistance in negotiating and structuring the terms of its initial Business Combination. The Company will pay EBC a cash fee of $2,070,000 for such services upon the consummation of its initial Business Combination.

XML

Shareholders' Equity

12 Months Ended

Sep. 30, 2012

Stockholders' Equity Note [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

Note 9—Shareholders’ Equity

Preferred Stock

The Company is authorized to issue 1,000,000 shares of preferred stock with a par value of $0.001 per share with such designation, rights and preferences as may be determined from time to time by the Company’s board of directors.

As of September 30, 2012, there are no shares of preferred stock issued or outstanding.

Common Stock

The Company is authorized to issue 100,000,000 shares of common stock with a par value of $0.001 per share.

In connection with the organization of the Company, on December 6, 2010, a total of 3,450,000 shares of the Company’s shares of common stock were sold to the Initial Stockholders at a price of $0.00725 per share for an aggregate of $25,000.

On August 10, 2011, the Company repurchased 329,000 shares of its common stock under the Share Repurchase Plan, and on September 1, 6, and 12, 2011, the Company repurchased an additional 329,000 shares in aggregate. On October 27, 2011 the Company repurchased an additional 2,328 shares, and the Company repurchased an additional 19,979 shares on March 14, 2012. All such shares were purchased at the price of $5.75 per share in accordance with the Share Repurchase Plan. A total of $3,925,393 was withdrawn from the Company’s trust account to complete such repurchases. The repurchased shares were subsequently cancelled.

As of September 30, 2012, 14,319,693 shares of common stock were issued and outstanding, following the cancellation of 450,000 shares which were forfeited by the Initial Shareholders upon the underwriters’ election not to exercise their over-allotment option; and the repurchase and subsequent cancellation of 658,000 shares under the Company’s Share Repurchase Plan. In addition, 750,000 of such shares are subject to forfeiture in the event that the Company does not satisfy the conditions required to redeem any outstanding Warrants as described in Note 3.

XML

Income Taxes (Details Textual) (USD $)	12 Months Ended
	Sep. 30, 2012	Sep. 30, 2011
Operating Loss Carryforwards	$ 623,000
Operating Loss Carryforwards, Expiration Dates	2032
Operating Loss Carryforwards, Limitations on Use	limitations on the use of net operating loss carryovers when the stock ownership of one or more 5% shareholders (shareholders owning more than 5% of the Company's outstanding capital stock) has increased on a cumulative basis more than 50 percentage points within a period of two years.
Operating Loss Carryforwards, Valuation Allowance	249,106	35,982
Less: valuation allowance	$ (249,106)	$ (35,982)
Effective Combined Federal And State Tax Rate	40.00%

XML

Income Taxes (Tables)

12 Months Ended

Sep. 30, 2012

Income Tax Disclosure [Abstract]

Schedule of Deferred Tax Assets and Liabilities [Table Text Block]

The Company’s deferred tax assets are as follows at September 30, 2012 and 2011:

	2012			2011
Net operating loss carryforwards	$	249,106		$	35,982
Total deferred tax assets	$	249,106		$	35,982
Less: valuation allowance		(249,106	)		(35,982	)
Net deferred tax assets		-			-

Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]

A reconciliation of the statutory tax rate to the Company’s effective tax rate as of September 30, 2011 and 2012 is as follows:

	2012			2011
Tax benefit at federal statutory rate		(34.0	)%		(34.0	)%
State income tax		(6.0	)%		(6.0	)%
Other Permanent Differences		5.3	%		-%
Increase in valuation allowance		(34.7	)%		40.0	%
Effective income tax rate		-%			-%

XML

Public Offering (Details Textual) (USD $)	0 Months Ended	1 Months Ended	11 Months Ended	12 Months Ended
	May 13, 2011	Dec. 31, 2012	Sep. 30, 2011	Sep. 30, 2012
Units Issued During Period Units New Issues	12,000,000
Unit Issued During Period Price Per Unit New Issues	$ 6		$ 6.00
Common stock, par value (in dollars per share)	$ 0.001		$ 0.001	$ 0.001
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 6.9
Percentage Of Discount For Underwriters				3.00%
Stock Issued Underwriting Discount			$ 2,160,000	$ (2,160,000)
Units Issued During Period Value New Issues	69,366,994		69,366,994
Estimated Fair Value Of Purchase Option				1,053,551
Estimated Per Unit Fair Value Of Purchase Option				$ 1.76
Fair Value Assumptions, Expected Volatility Rate				35.00%
Fair Value Assumptions, Risk Free Interest Rate				2.07%
Fair Value Assumptions, Expected Term				5 years
Common Stock Issued Per Warrant		0.1333
Early Bird Capital Inc [Member]
Units Issued During Period Units New Issues				600,000
Unit Issued During Period Price Per Unit New Issues				$ 6.6
Units Issued During Period Value New Issues				$ 100

XML

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (USD $)		Common Stock [Member]		Additional Paid-In Capital [Member]	Accumulated Deficit	Total
Balance at Nov. 09, 2010
Common stock issued November 10, 2010 (Inception) at $0.00839 per share for cash (1)	[1]	$ 3,000	[2]	$ 22,000		$ 25,000
Common stock issued November 10, 2010 (Inception) at $0.00839 per share for cash (1) (in shares)	[1]	3,000,000
Proceeds from issuance of Warrant Offering Warrants on May 13, 2011 at $0.50 per warrant for cash				3,480,000		3,480,000
Sale of 12,000,000 Units on May 13, 2011 at $6.00 per Unit, net underwriter's discount of $2,160,000 for cash and net offering cost.		12,000	[1],[2]	69,354,994		69,366,994
Sale of 12,000,000 Units on May 13, 2011 at $6.00 per Unit, net underwriter's discount of $2,160,000 for cash and net offering cost (in shares)		12,000,000
Net proceeds subject to possible redemption (11,171,999 shares at redemption value)		(11,172)	[1],[2]	(67,691,142)		(67,702,314)
Net proceeds subject to possible redemption (11,171,999 shares at redemption value) (in shares)		(11,171,999)
Proceeds from issuance of UPO on May 13, 2011 for cash				100		100
Repurchase of 658,000 units at $5.75 per Unit in accordance with Company's Share Repurchase Plan		(658)	[1],[2]	(3,796,024)		(3,796,682)
Repurchase of 658,000 units at $5.75 per Unit in accordance with Company's Share Repurchase Plan (in shares)		(658,000)
Reduction of net proceeds subject to possible redemption (2)	[2]	656	[1]	3,796,026		3,796,682
Reduction of net proceeds subject to possible redemption (2) (in shares)	[2]	655,708
Net Loss					(89,956)	(89,956)
Balance at Sep. 30, 2011		3,826	[1],[2]	5,165,954	(89,956)	5,079,824
Balance (in shares) at Sep. 30, 2011		3,825,709
Repurchase of 22,307 units at $5.75 per Unit in accordance with Company's Share Repurchase Plan		(22)	[1],[2]	(128,689)		(128,711)
Repurchase of 22,307 units at $5.75 per Unit in accordance with Company's Share Repurchase Plan (In Shares)		(22,307)
Reduction of net proceeds subject to possible redemption (2)	[2]	22	[1]	128,689		128,711
Reduction of net proceeds subject to possible redemption (2) (in shares)	[2]	22,224
Net Loss					(614,812)	(614,812)
Balance at Sep. 30, 2012		$ 3,826	[1],[2]	$ 5,165,954	$ (704,768)	$ 4,465,012
Balance (in shares) at Sep. 30, 2012		3,825,626

[1] Reflects the cancellation of 450,000 shares of common stock that were forfeited on June 27,2011 by the initial stockholders upon the underwriter's election not to exercise their over-allotment option (Notes 3 and 8).

[2] As a result of repurchases of shares of common stock through September 30, 2012, in connection with the Share Repurchase Plan (Note 1) aggregate shares of common stock subject to possible redemption are 10,494,067.

XML

Public Offering

12 Months Ended

Sep. 30, 2012

Public Offering [Abstract]

Initial Public Offering Disclosure [Text Block]

Note 3—Public Offering

On May 13, 2011 the Company sold 12,000,000 units (“Units”) at a price of $6.00 per unit in the Offering. Each unit consists of one share of the Company’s common stock, par value $0.001, and one warrant (“Warrants”). Each Warrant entitled the holder to purchase one share of the Company’s common stock at a price of $6.90 commencing on the later of the Company’s completion of a Business Combination and May 9, 2012 and was to expire on the earlier of (i) five years from the completion of a Business Combination, (ii) the liquidation of the Trust Account if the Company has not completed a business combination within the required time period or (iii) earlier redemption of the Warrant. All of the Warrants were exchanged on December 28, 2012 such that each Warrant holder received .1333 shares of the common stock of the Company for each Warrant.. In accordance with the warrant agreement relating to the Warrants sold and issued in the Offering, the Company was only required to use its best efforts to maintain the effectiveness of the registration statement covering the Warrants. The Company was not obligated to deliver securities, and there were no contractual penalties for failure to deliver securities, if a registration statement was not effective at the time of exercise. Additionally, in the event that a registration statement was not effective at the time of exercise, the holder of such Warrant was not entitled to exercise such Warrant and in no event (whether in the case of a registration statement not being effective or otherwise) was the Company be required to net cash settle the Warrant exercise.

The Company paid the underwriters of the Offering an underwriting discount of 3.0% of the gross proceeds of the Offering ($2,160,000). The Company also issued a unit purchase option, for $100, to EarlyBirdCapital, Inc. (“EBC”) or its designees to purchase 600,000 units at an exercise price of $6.60 per unit. The units issuable upon exercise of this option are identical to the units sold in the Offering, with the exception of containing a provision for cashless exercise by EBC. The Company has accounted for the fair value of the unit purchase option, inclusive of the receipt of the $100 cash payment, as an expense of the Offering resulting in a charge directly to stockholders’ equity. The Company estimates that the fair value of this unit purchase option is approximately $1,053,551 (or $1.76 per unit) using a Black-Scholes option-pricing model. The fair value of the unit purchase option granted to EBC is estimated as of the date of grant using the following assumptions: (1) expected volatility of 35.0%, (2) risk-free interest rate of 2.07% and (3) expected life of five years. The unit purchase option may be exercised for cash or on a “cashless” basis, at the holder’s option (except in the case of a forced cashless exercise upon the Company’s redemption of the Warrants, as described above), such that the holder may use the appreciated value of the unit purchase option (the difference between the exercise prices of the unit purchase option and the underlying Warrants and the market price of the Units and underlying shares of common stock) to exercise the unit purchase option without the payment of any cash. The Company will have no obligation to net cash settle the exercise of the unit purchase option or the Warrants underlying the unit purchase option. The holder of the unit purchase option will not be entitled to exercise the unit purchase option or the Warrants underlying the unit purchase option unless a registration statement covering the securities underlying the unit purchase option is effective or an exemption from registration is available. If the holder is unable to exercise the unit purchase option or underlying Warrants, the unit purchase option or Warrants, as applicable, will expire worthless.

XML

Insider Warrants (Details Textual) (USD $)	1 Months Ended
	Dec. 31, 2012	May 13, 2011	Sep. 30, 2012 Insider Warrants [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights			6,960,000
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 6.9	$ 0.5
Class Of Warrant Or Right Aggregate Purchase Price			$ 3,480,000
Common Stock Issued Per Warrant	0.1333

XML

Subsequent Events (Details Textual) (USD $)	1 Months Ended				1 Months Ended							1 Months Ended				1 Months Ended
	Dec. 31, 2012	Dec. 31, 2012 Issuance Of Debt [Member]	Dec. 31, 2012 Term Loan [Member]	Dec. 28, 2012 Term Loan [Member]	Dec. 31, 2012 Assumption Agreement [Member]	Dec. 28, 2012 Stock Escrow Termination Agreement [Member] Common Stock [Member]	May 13, 2011 Stock Escrow Termination Agreement [Member] Common Stock [Member]	Dec. 06, 2012 Unsecured Promisory Note [Member]	Nov. 28, 2012 Unsecured Promisory Note [Member]	Nov. 13, 2012 Unsecured Promisory Note [Member]	Oct. 09, 2012 Unsecured Promisory Note [Member]	Dec. 28, 2012 Secured Promisory Note [Member]	Dec. 31, 2012 Secured Promisory Note [Member] Registration Rights Agreements [Member]	Dec. 31, 2012 Wles [Member]	Dec. 28, 2012 Wles [Member]	Dec. 28, 2012 Adc [Member]	Dec. 31, 2012 Jet Pay [Member]	Dec. 28, 2012 Jet Pay [Member]	Dec. 31, 2012 Jet Pay [Member] Assumption Agreement [Member]
Business Acquisition, Cost of Acquired Entity, Cash Paid															$ 6,800,000	$ 16,000,000
Business Acquisition Shares In Escrow Account															3,333,333
Debt Instrument, Maturity Date												Dec. 31, 2014
Noncontrolling Interest, Ownership Percentage by Parent																		50.00%
Debt Instrument, Interest Rate, Stated Percentage																		12.00%
Debt Instrument, Convertible, Conversion Price												$ 5.15							$ 6.00
Convertible Conversion Price Reductions													$ 0.15
Convertible Conversion Price Additional Reductions													$ 0.05
Number Of Shares Transferred In Stock Transactions						$ 826,000	$ 832,698
Debt Instrument, Interest Rate, Effective Percentage Rate Range, Minimum					9.50%
Debt Instrument, Interest Rate, Effective Percentage Rate Range, Maximum					13.50%
Debt Instrument, Face Amount								4,500	29,380	15,000	7,000	10,000,000
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares														3,666,667		1,000,000
Outstanding On Existing Loan																	6,000,000
Long-term Debt, Gross				9,000,000
Debt Instrument, Convertible, Effective Interest Rate		5.00%	4.00%
Subsequent Event, Amount		$ 2,331,369
Warrants Converted Into Common Stock Description	In connection with Warrant Termination Agreement and the approval of the warrant proposal, each issued and outstanding warrant will be converted into .1333 shares of the Company''s common stock.

XML

Investment in Trust Account (Tables)

12 Months Ended

Sep. 30, 2012

Investment In Trust Account [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]

The carrying amount, excluding accrued interest income, gross unrealized holding gains and fair value of held-to-maturity securities at September 30, 2012 are as follows:

	Carrying Amount		Unrealized Holding Gains		Fair Value
Held-to-Maturity U.S. Treasury Securities	$	10,000,000	$	-	$	10,000,000