Liquidity	9 Months Ended
Sep. 30, 2013
Liquidity
Liquidity	3. Liquidity The accompanying consolidated financial statements have been prepared assuming that Wave will continue as a going concern. Wave has had substantial operating losses since its inception, and as of September 30, 2013, had an accumulated deficit of $413,564,091. We also expect Wave will incur an operating loss for the fiscal year 2013. As of September 30, 2013, we had negative working capital of $6,961,529. Wave does not expect to generate enough revenue to fund its cash flow requirements for the twelve-months ending September 30, 2014. As of September 30, 2013, we had approximately $1,846,000 of cash on hand. Given Wave’s forecasted capital requirements for the twelve-months ending September 30, 2014, and our cash balance as of September 30, 2013, Wave will be required to raise additional capital prior to September 30, 2014 to continue to fund its operations. Wave’s ability to raise additional capital is primarily based on three sources: · Sales of registered Class A Common Stock under shelf registration statements including a $30,000,000 shelf registration statement filed with the SEC on June 21, 2011 and declared effective by the Commission on July 22, 2011 (“2011 shelf registration statement”) and a $20,000,000 shelf registration statement filed with the SEC on August 9, 2013 and declared effective by the Commission on September 12, 2013 (“2013 shelf registration statement”); · Sales of registered Class A Common Stock via the At the Market Sales Agreement with MLV & Co. LLC (“MLV”) entered into during January, 2012. The At the Market Sales Agreement was amended on September 19, 2013 to authorize the issuance and sale of shares of the Company’s Class A Common Stock under the At the Market Sales Agreement for aggregate gross sales proceeds of up to $15,000,000 in connection with the 2013 shelf registration statement ; and · Sales of Class A Common Stock through private placements. During the nine-month period ended September 30, 2013, Wave sold 2,797,929 shares of its Class A common stock through it’s At the Market Sales Agreement with MLV at an average price of $1.53 per share, for net proceeds of approximately $4,152,000 after deducting offering costs of approximately $138,000. Subsequent to September 30, 2013, Wave sold 671,736 shares of its Class A common stock through MLV at an average price of $1.37 per share, for net proceeds of approximately $892,000 after deducting offering costs of approximately $30,000. As of November 6, 2013, Wave has sold a total of approximately 5.4 million shares of its common stock through MLV, raising net proceeds of approximately $14.1 million after deducting offering costs of approximately $457,000. On July 25, 2013, Wave sold 1,204,470 shares of Class A Common Stock at $1.27 per share for gross proceeds of $1,529,677. This financing was completed under the 2011 shelf registration statement. Security Research Associates, Inc. (“SRA”) entered into a placement agency agreement with Wave in which they agreed to act as placement agent in connection with the offering. Wave agreed to pay SRA a fee equal to 6% of the gross proceeds of this offering. We realized approximately $1,408,000 in net proceeds after deducting the placement agent fees of approximately $92,000 and additional legal and other fees associated with the issuance of these securities totaling approximately $30,000. In connection with the financing, we also issued warrants to SRA to purchase up to 72,268 shares of Wave Class A Common Stock for $1.27 per share. These warrants expire on July 25, 2016. On April 23, 2013, Wave sold 1,585,000 shares of Class A Common Stock at $2.00 per share for gross proceeds of $3,170,000. This financing was completed under the 2011 shelf registration statement. Dawson James Securities, Inc. (“Dawson”) entered into a placement agency agreement with Wave in which they agreed to act as placement agent in connection with the offering. Wave agreed to pay Dawson a fee equal to 6% of the gross proceeds of this offering. We realized approximately $2,920,000 in net proceeds after deducting the placement agent fees of $190,200 and additional legal and other fees associated with the issuance of these securities totaling approximately $60,000. In connection with the financing, we also issued warrants to the subscribers to purchase up to 792,500 shares of Wave Class A Common Stock for $2.48 per share. These warrants expire on October 23, 2018. On March 13, 2013, Wave entered into agreements with certain institutional investors for a private placement of 301,205 shares of its Class A common stock at a price of $3.32 per share, yielding gross proceeds of $1,000,000. Wave agreed to pay the placement agent a fee equal to 6% of the gross proceeds of this offering. Wave realized approximately $910,000 in net proceeds after deducting the placement agent fees of $60,000 and additional legal and other fees associated with the issuance of these securities totaling approximately $30,000. Wave also issued warrants to the subscribers to purchase 150,603 shares of Class A common stock at an exercise price of $3.32 per share. These warrants expire in October 2018. As of November 6, 2013 there are no gross proceeds available under the 2011 shelf registration statement. As of November 6, 2013, approximately $19,276,000 in gross proceeds are available under the 2013 shelf registration statement including approximately $14,276,000 allocated to the At the Market Sales Agreement with MLV, which may be utilized for future financings. Due to our current cash position, our forecasted capital needs over the next twelve months and beyond, the fact that we will require additional financing and uncertainty as to whether we will achieve our sales forecast for our products and services, substantial doubt exists with respect to our ability to continue as a going concern.

3. Liquidity

The accompanying consolidated financial statements have been prepared assuming that Wave will continue as a going concern. Wave has had substantial operating losses since its inception, and as of September 30, 2013, had an accumulated deficit of $413,564,091. We also expect Wave will incur an operating loss for the fiscal year 2013. As of September 30, 2013, we had negative working capital of $6,961,529.

Wave does not expect to generate enough revenue to fund its cash flow requirements for the twelve-months ending September 30, 2014. As of September 30, 2013, we had approximately $1,846,000 of cash on hand. Given Wave’s forecasted capital requirements for the twelve-months ending September 30, 2014, and our cash balance as of September 30, 2013, Wave will be required to raise additional capital prior to September 30, 2014 to continue to fund its operations. Wave’s ability to raise additional capital is primarily based on three sources:

· Sales of registered Class A Common Stock under shelf registration statements including a $30,000,000 shelf registration statement filed with the SEC on June 21, 2011 and declared effective by the Commission on July 22, 2011 (“2011 shelf registration statement”) and a $20,000,000 shelf registration statement filed with the SEC on August 9, 2013 and declared effective by the Commission on September 12, 2013 (“2013 shelf registration statement”);

· Sales of registered Class A Common Stock via the At the Market Sales Agreement with MLV & Co. LLC (“MLV”) entered into during January, 2012. The At the Market Sales Agreement was amended on September 19, 2013 to authorize the issuance and sale of shares of the Company’s Class A Common Stock under the At the Market Sales Agreement for aggregate gross sales proceeds of up to $15,000,000 in connection with the 2013 shelf registration statement ; and

· Sales of Class A Common Stock through private placements.

During the nine-month period ended September 30, 2013, Wave sold 2,797,929 shares of its Class A common stock through it’s At the Market Sales Agreement with MLV at an average price of $1.53 per share, for net proceeds of approximately $4,152,000 after deducting offering costs of approximately $138,000. Subsequent to September 30, 2013, Wave sold 671,736 shares of its Class A common stock through MLV at an average price of $1.37 per share, for net proceeds of approximately $892,000 after deducting offering costs of approximately $30,000. As of November 6, 2013, Wave has sold a total of approximately 5.4 million shares of its common stock through MLV, raising net proceeds of approximately $14.1 million after deducting offering costs of approximately $457,000.

On July 25, 2013, Wave sold 1,204,470 shares of Class A Common Stock at $1.27 per share for gross proceeds of $1,529,677. This financing was completed under the 2011 shelf registration statement. Security Research Associates, Inc. (“SRA”) entered into a placement agency agreement with Wave in which they agreed to act as placement agent in connection with the offering. Wave agreed to pay SRA a fee equal to 6% of the gross proceeds of this offering. We realized approximately $1,408,000 in net proceeds after deducting the placement agent fees of approximately $92,000 and additional legal and other fees associated with the issuance of these securities totaling approximately $30,000. In connection with the financing, we also issued warrants to SRA to purchase up to 72,268 shares of Wave Class A Common Stock for $1.27 per share. These warrants expire on July 25, 2016.

On April 23, 2013, Wave sold 1,585,000 shares of Class A Common Stock at $2.00 per share for gross proceeds of $3,170,000. This financing was completed under the 2011 shelf registration statement. Dawson James Securities, Inc. (“Dawson”) entered into a placement agency agreement with Wave in which they agreed to act as placement agent in connection with the offering. Wave agreed to pay Dawson a fee equal to 6% of the gross proceeds of this offering. We realized approximately $2,920,000 in net proceeds after deducting the placement agent fees of $190,200 and additional legal and other fees associated with the issuance of these securities totaling approximately $60,000. In connection with the financing, we also issued warrants to the subscribers to purchase up to 792,500 shares of Wave Class A Common Stock for $2.48 per share. These warrants expire on October 23, 2018.

On March 13, 2013, Wave entered into agreements with certain institutional investors for a private placement of 301,205 shares of its Class A common stock at a price of $3.32 per share, yielding gross proceeds of $1,000,000. Wave agreed to pay the placement agent a fee equal to 6% of the gross proceeds of this offering. Wave realized approximately $910,000 in net proceeds after deducting the placement agent fees of $60,000 and additional legal and other fees associated with the issuance of these securities totaling approximately $30,000. Wave also issued warrants to the subscribers to purchase 150,603 shares of Class A common stock at an exercise price of $3.32 per share. These warrants expire in October 2018.

As of November 6, 2013 there are no gross proceeds available under the 2011 shelf registration statement. As of November 6, 2013, approximately $19,276,000 in gross proceeds are available under the 2013 shelf registration statement including approximately $14,276,000 allocated to the At the Market Sales Agreement with MLV, which may be utilized for future financings.

Due to our current cash position, our forecasted capital needs over the next twelve months and beyond, the fact that we will require additional financing and uncertainty as to whether we will achieve our sales forecast for our products and services, substantial doubt exists with respect to our ability to continue as a going concern.