|9 Months Ended|
Sep. 30, 2011
|Subsequent Events [Abstract]|
|Subsequent Events [Text Block]|
NOTE 12 – SUBSEQUENT EVENTS
In October and November 2011, we received $375,000 in gross proceeds from five existing stockholders in an interim bridge loan financing involving the issuance of 12% convertible promissory notes and warrants to purchase common stock. Included in the proceeds was $50,000 received from Mark W. Weber, a member of our board of directors. Under the notes, the loans are due upon the earlier of (a) the closing of our proposed public offering of common stock, which is contemplated to be in December 2011, or other round of financing pursuant to which shares of common stock or other equity securities are issued by us for aggregate consideration of not less than $5,000,000, through the (i) conversion of the note, including accrued interest, or (ii) at the lender’s option, repayment of the note, or (b) in any event, two years after the issuance of the note. The number of shares of common stock issuable upon conversion of the note will be based on a conversion price equal to a 15% discount to the price obtained in the public offering or other round of equity financing. In the event we fail to repay the promissory note on or before November 30, 2011, the note’s interest rate will be increased to 15% per annum.
In addition to interest on the promissory note, each note holder received a warrant to purchase the number of shares of common stock determined by dividing 115% of the principal amount of the note by the price at which our common stock is sold in the public offering or other round of equity financing, times 100%. The warrants will be exercisable at any time, commencing 90 days after the closing of the public offering or other round of financing, and from time to time for a period of three years after the issuance date, at an exercise price of $0.55 per share (subject to appropriate adjustment in the event of any subsequent stock split or similar transaction).
The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business.