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EXCEL - IDEA: XBRL DOCUMENT - MedPro Safety Products, Inc.Financial_Report.xls
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EX-32.2 - SECTION 906 CERTIFICATION BY CFO - MedPro Safety Products, Inc.ex322_63011x10q01.htm
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v2.4.0.6
NOTES PAYABLE TO AND ADVANCES FROM SHAREHOLDERS Level 1 (Notes)
6 Months Ended
Jun. 30, 2011
NOTES PAYABLE TO AND ADVANCES FROM SHAREHOLDERS [Abstract]  
Related Party Transactions Disclosure [Text Block]
NOTES PAYABLE TO AND ADVANCES TO/ FROM SHAREHOLDERS

2010 VOMF Bridge Loans

During 2010, MedPro borrowed a total of $2,800,000 in short-term bridge loans from Vision Opportunity Master Fund, the principal holder of our convertible preferred stock ("VOMF").  MedPro issued warrants to purchase common stock as consideration for the bridge loans. The following table provides certain information about each bridge loan.


Principal
Interest
Shares Subject to
Exercise Price
Date
Amount
Rate
Warrants
Per Share
February 8, 2010
500,000

6
%

$

February 26, 2010
350,000

6
%
212,500

4.00

March 31, 2010
450,000

6
%
112,500

4.00

May 4, 2010
250,000

7
%
208,334

3.00

May 28, 2010
300,000

7
%
50,001

3.00

June 30, 2010
450,000

7
%
75,002

3.00

August 5, 2010
500,000

7
%
83,335

3.00


$
2,800,000



741,672




The $2,800,000 outstanding principal balance of the VOMF bridge loans plus accrued interest of $57,214 was paid in full on September 1, 2010. Previously recorded loan discount, totaling $685,000, was expensed as interest when the loans were paid.
RELATED PARTY TRANSACTIONS

On March 6, 2008, the Company entered into a consulting agreement with SC Capital Partners, LLC to assist it with future capital requirements, strategic financial planning and support of the Company’s efforts to build shareholder liquidity.  The contract was superseded by a new contract on January 11, 2010.  The agreement calls for a retainer of $15,000 per month, plus out-of-pocket expenses, beginning on the date of execution.  The agreement may be terminated by the Company with appropriate notice or upon satisfaction of the goals of the agreement.  The agreement also contains certain fees for future capital milestones achieved.  Warren Rustand, a director of the Company, is a principal of SC Capital.

The Company also issued Series AA warrants to purchase 533,458 common shares for $1.81 per share as compensation for financial advisory services provided by SC Capital in connection with the December 28, 2007 private placement.  The terms of these warrants are comparable to the terms of the Company's “A” warrants and they expire on December 28, 2012.  None of the AA warrants have been exercised as of the date of the financial statements.

As a part of the issuance of the Senior Notes on September 1, 2010, SC Capital earned a fee of $500,000.   When the second tranche closed on October 1, 2010, SC Capital earned an additional $100,000 fee.