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SUBSEQUENT EVENTS
6 Months Ended
Oct. 31, 2011
Notes to Financial Statements  
SUBSEQUENT EVENTS

Amendment to Securities Purchase Agreement

 

On November 11, 2011, the Company entered into Amendment No. 3 to the Securities Purchase Agreement, dated June 8, 2009 (the "SPA"), between the Company and JP SPC 1 Vatea, Segregated Portfolio ("Vatea Fund"). Amendment No. 3 deemed all milestones under the SPA achieved in exchange for a reduction in the purchase price for shares of the Company's common stock under the SPA to $2.85 per share.

 

On November 14, 2011, following entry into Amendment No. 3 to the SPA, the final closing (the "Final Closing") under the SPA occurred pursuant to which the Company delivered 2,807,018 shares of its common stock to the holders of the SPA against payment to the Company of an aggregate of $8,000,000. In connection with the Final Closing, the Company paid fees to Melixia SA for services provided as facilitating agent, which consisted of 561,404 shares of the Company's common stock. All issuances were made in reliance upon the exemption from registration provided by Section 4(2) of the Securities Act of 1933, as amended, and Rule 506 thereunder. Pursuant to the terms of the Note Purchase Agreement with Vatea Fund, dated October 12, 2010 and amended on December 29, 2010, the Company used the proceeds from the Final Closing to prepay the outstanding balance under the notes, including $2,367,574 of unaccreted final payment premium thereunder. Following the Final Closing, no securities remain available for purchase under the SPA and no outstanding balance remains under the Note Purchase Agreement.

 

2011 Registered Direct Offering

 

On December 8, 2011, the Company entered into a placement agency agreement with William Blair & Company, L.L.C. relating to a $7.5 million registered direct offering (the “2011 Offering”), of units (the “Units”) by the Company to certain institutional investors, consisting of an aggregate $7.5 million of Series A Convertible Preferred Stock, $0.0001 par value per share (the “Preferred Stock”) and warrants (the “2011 Warrants”) to purchase approximately 1,689,192 shares of common stock, par value $0.0001 per share.

 

The sale of the Units was made pursuant to a Securities Purchase Agreement, dated December 8, 2011, entered into with each of the investors.  The 2011 Offering is scheduled to fund in two installments.  The first installment of the Offering was completed on December 12, 2011.  At closing, the investors purchased $3.5 million of newly issued Preferred Stock and related 2011 Warrants.  Subject to the Company meeting certain conditions including conditions that are outside its control, there is a second mandatory installment whereby the Company may issue up to an additional $4 million of Preferred Stock and 2011 Warrants.  The second installment would fund when the first installment is fully redeemed by the Company, at approximately the six month anniversary of the initial closing.