Note 4. Stockholders' Equity

3 Months Ended

May 31, 2014

Notes

Note 4. Stockholders' Equity

Note 4.  Stockholders’ Equity

The Company has 10,000,000 authorized shares of $.001 par value preferred stock.  As of May 31, 2014 and August 31, 2013, there were no shares of preferred stock outstanding.  The Company also has 80,000,000 authorized shares of $.001 par value common stock.

Shelf Registration Statement

On September 28, 2012, we filed a universal shelf registration statement with the SEC for the issuance of common stock, preferred stock, warrants, senior debt, subordinated debt and units up to an aggregate amount of $50.0 million.  We may periodically offer one or more of these securities in amounts, prices and terms to be announced when and if the securities are offered.  On October 11, 2012, the universal shelf registration statement was declared effective by the SEC.

At-the-Market Offering

On May 9, 2014 the Company entered into an At-the-Market Issuance Sales Agreement with MLV & Co. LLC (“MLV”).  Under this sales agreement, BSD may issue and sell from time to time, up to $8,000,000 of common stock.  These shares are registered under the universal shelf registration filed with the SEC on September 28, 2012.  MLV would act as sales agent, using commercially reasonable efforts consistent with its normal trading and sales practices.  The Agreement provides that BSD common shares will be sold at market prices prevailing at the time of the sale of its common stock, at no discount to market and no warrants attached.  BSD is not obligated to make any sales under the sales agreement.  The Company will pay MLV a commission rate of 3.0% of the gross proceeds from the sale of any common stock sold through MLV as sales agent under the sales agreement, reimburse MLV for certain expenses incurred in connection with entering into the sales agreement, and provide MLV with customary indemnification rights. The full terms and text of the sales agreement was filed by the Company on a Current Report on Form 8-K on May 9, 2014.

Through May 31, 2014, the Company sold 25,200 shares of its common stock at an average price per share of $1.093, for gross proceeds of $27,545  (see Note 10. Subsequent Events – At-the-Market Offering).

Warrants

A summary of the outstanding warrants issued in prior stock offerings as of May 31, 2014, and changes during the nine months then ended, is as follows:

	Shares		Weighted- Average Exercise Price		Weighted- Average Remaining Contract Term (Years)
Outstanding as of August 31, 2013		5,457,305	$	2.93
Issued		-		-
Exercised		-		-
Forfeited or expired		-		-
Outstanding and exercisable as of May 31, 2014		5,457,305	$	2.93	3.21