Quarterly report pursuant to Section 13 or 15(d)

STOCKHOLDERS' EQUITY (Tables)

v2.4.0.6
STOCKHOLDERS' EQUITY (Tables)
3 Months Ended
Dec. 31, 2012
Stockholders' Equity Note [Abstract]  
Schedule Of Stock Based Compensation Expenses [Table Text Block]

Stock-based compensation expense is recognized over the employees’ or service provider’s requisite service period, generally the vesting period of the award. Stock-based compensation expense included in the accompanying statements of operations for the three months ended December 31, 2012 and 2011 is as follows:

 

    For the three months ended
December 31
 
    2012     2011  
Cost of Neurometric Services revenues   $ 2,500     $ 2,500  
Research     24,000       27,300  
Product Development     19,000       16,900  
Sales and marketing     54,500       48,800  
General and administrative     255,500       240,000  
Total   $ 355,500     $ 335,500
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]

A summary of stock option activity is as follows:

 

 

 

Number of
Shares

 

 

Weighted Average
Exercise Price

 

Outstanding at September 30, 2012

 

 

546,746

 

 

$

17.08

 

 

 

 

 

 

 

 

 

 

Granted

 

 

5,395,000

 

 

 

0.04718

 

Exercised

 

 

-

 

 

 

-

 

Forfeited

 

 

(2,152

)

 

 

14.10

 

 

 

 

 

 

 

 

 

 

Outstanding at December 31, 2012

 

 

5,939,594

 

 

$

1.61

 

Schedule of Share-based Compensation, Activity [Table Text Block]

Following is a summary of the status of options outstanding at December 31, 2012:

 

Exercise
Price

 

 

Number
of Shares

 

 

Weighted
Average
Contractual
Life

 

Weighted
Average
Exercise
Price

 

 

 

 

 

 

 

 

 

 

 

$

0.04718

 

 

 

5,395,000

 

 

10 years

 

$

0.04718

 

$

3.00

 

 

 

42,670

 

 

10 years

 

 

3.00

 

$

3.60

 

 

 

28,648

 

 

10 years

 

 

3.60

 

$

3.96

 

 

 

32,928

 

 

10 years

 

 

3.96

 

$

9.00

 

 

 

4,525

 

 

10 years

 

 

9.00

 

$

12.00

 

 

 

28,535

 

 

10 years

 

 

12.00

 

$

14.10

 

 

 

10,000

 

 

10 years

 

 

14.10

 

$

15.30

 

 

 

1,373

 

 

10 years

 

 

15.30

 

$

16.50

 

 

 

262,441

 

 

10 years

 

 

16.50

 

$

17.70

 

 

 

953

 

 

10 years

 

 

17.70

 

$

24.00

 

 

 

4,667

 

 

10 years

 

 

24.00

 

$

26.70

 

 

 

32,297

 

 

10 years

 

 

26.70

 

$

28.80

 

 

 

11,767

 

 

10 years

 

 

28.80

 

$

32.70

 

 

 

83,790

 

 

10 years

 

 

32.70

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

5,939,594

 

 

 

 

$

1.61

 

Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]

The warrant activity for the period starting October 1, 2011, through December 31, 2012 are described as follows:

 

Warrants

 

 

Exercise
Price

 

 

Issued, Surrendered or Expired in Connection With:

 

980,390

 

 

 

 

 

 

Warrants outstanding at October 1, 2011

 

 

 

 

 

 

 

 

 

 

613,782

 

 

$

3.00

 

 

As a result of the issuance of October 2011 Notes at a conversion of $3.00 and associated warrants to purchase common stock at an exercise price of $3.00, the ratchet provision in the October and January 2011 Notes was triggered with the resultant adjustment in the number of shares convertible at the lowered conversion price of $3.00 down from $9.00 and the consequential adjustment in the number of warrants issued to the October and January Note Holders.

 

 

 

 

 

 

 

 

 

 

31,112

 

 

$

1.00

 

 

As mentioned above the ratchet provision in the issued placement agent warrants was also triggered with the resultant adjustment in the number of warrants being issued to the placement agents. Effective on November 20, 2012 the holders of placement agent warrants agreed to remove the ratchet feature in exchange for lowering the conversion price to $1.00 per share down from $3.00 per share. This resulted in the elimination of warrant liabilities as of such date.

 

 

 

 

 

 

 

 

 

 

(2,823

)

 

$

0.30

 

 

Warrants were surrendered in a cash exercise for 2,823 shares.

 

 

 

 

 

 

 

 

 

 

696,673

 

 

$

3.00

 

 

These warrants were issued to 11 investors who purchased notes for $2,000,000 pursuant to the 2011 Bridge Purchase Agreement described in note 4 were as follows:

1)    Three October 2011 Notes in aggregate principal amount of $750,000, and warrants to purchase 250,002 shares were issued to John Pappajohn, a director of the Company.  

2)    Two October 2011 Notes in aggregate amount of $80,000 were issued to accredited investors, who had previously invested in the Company, together with warrants to purchase 26,667 shares.

3)    An October 2011 Note in the principal amount of $250,000, and a warrant to purchase 83,334 shares were issued to the Zanett Opportunity Fund, an entity affiliated with Zachary McAdoo, who was subsequently appointed a director of the Company.     

4)    Three October 2011 Notes in aggregate amount of $180,000 were issued to accredited investors, who had previously invested in the Company, together with warrants to purchase 60,001 shares.  

5)    An October 2011 Note in the principal amount of $40,000, and a warrant to purchase 13,334 shares were issued to the Zanett Opportunity Fund, an entity affiliated with Zachary McAdoo, who is a director of the Company.    

6)    A unsecured Bridge Note in the principal amount of $90,000, and a warrant to purchase 30,000 shares were issued to the Zanett Opportunity Fund, an entity affiliated with Zachary McAdoo, who is a director of the Company.

7)    Four October 2011 Notes in aggregate amount of $700,000 and a warrant to purchase 233,335 shares were issued to four new investors to the company.

 

 

 

 

 

 

 

 

 

 

5,334

 

 

$

1.00

 

 

These warrants were issued to Monarch Capital who acted as placement agents in raising $80,000 from two investors who purchased October 2011 Notes pursuant to the 2011 Bridge Note January Purchase Agreement described in Note 4. Effective on November 20, 2012 the holders of placement agent warrants agreed to remove the ratchet feature in exchange for lowering the conversion price to $1.00 per share down from $3.00 per share. This resulted in the elimination of warrant liabilities as of such date.

 

 

 

 

 

 

 

 

 

 

15,167

 

 

$

1.00

 

 

These warrants were issued to Innerkip Capital Management who acted as placement agents in raising $650,000 from three investors who purchased October 2011 Notes pursuant to the 2011 Bridge Note January Purchase Agreement described in Note 4. Effective on November 20, 2012 the holders of placement agent warrants agreed to remove the ratchet feature in exchange for lowering the conversion price to $1.00 per share down from $3.00 per share. This resulted in the elimination of warrant liabilities as of such date.   

 

 

 

 

 

 

 

 

 

 

(175,195

)

 

 

$0.30 to $54.0

 

 

Warrants expired

 

 

 

 

 

 

 

 

 

 

2,164,440

 

 

 

 

 

 

Warrants outstanding at September 30, 2012

 

 

 

 

 

 

 

 

 

 

(1,617,345)

 

 

$

3.00

 

 

Warrants forfeited pursuant to the Amended and Restated Consent, Note Amendment and Warrant Forfeiture Agreement dated October 24, 2012

 

 

 

 

 

 

 

 

 

 

547,095 

 

 

 

8.09

 

 

Warrants outstanding at December 31, 2012