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Stockholders' Equity
6 Months Ended
Sep. 30, 2016
Stockholders' Equity Note [Abstract]  
Stockholders’ Equity
6.        Stockholders’ Equity
 
Preferred Stock – Series A
 
On October 14, 2015, Company entered into an agreement (the “Agreement”) with NMM pursuant to which the Company sold to NMM, and NMM purchased from the Company, in a private offering of securities, 1,111,111 units, each unit consisting of one share of the Company’s Preferred Stock (the “Series A”) and a stock purchase warrant to purchase one share of the Company’s common stock at an exercise price of $9.00 per share. NMM paid the Company an aggregate $10,000,000 for the units, the proceeds of which were used by the Company primarily to repay certain outstanding indebtedness owed by the Company to NNA and the balance for working capital.
 
The Series A has a liquidation preference in the amount of $9.00 per share plus any declared and unpaid dividends. The Preferred Stock can be voted for the number of shares of Common Stock into which the Series A could then be converted, which initially is one-for-one. The Series A is convertible into Common Stock, at the option of NMM, at any time after issuance at an initial conversion rate of one-for-one, subject to adjustment in the event of stock dividends, stock splits and certain other similar transactions.
 
At any time prior to conversion and through the Redemption Expiration Date (as described below), the Series A may be redeemed at the option of NMM, on one occasion, in the event that the Company’s net revenues for the four quarters ending September 30, 2016, as reported in its periodic filings under the Securities Exchange Act of 1934, as amended, are less than $60,000,000. In such event, the Company shall have up to one year from the date of the notice of redemption by NMM to redeem the Series A, the warrants and any shares of Common Stock issued in connection with the exercise of any warrants theretofore (collectively the “Redeemed Securities”), for the aggregate price paid therefor by NMM, together with interest at a rate of 10% per annum from the date of the notice of redemption until the closing of the redemption. Any mandatory conversion described previously shall not take place until such time as it is determined that that conditions for the redemption of the Redeemed Securities have not been satisfied or, if such conditions exist, NMM has decided not to have such securities redeemed. As the redemption feature is not solely within the control of the Company, the Series A does not qualify as permanent equity and has been classified as mezzanine or temporary equity.
 
The Company did not attain the $60,000,000 net revenues milestone noted above for the four quarters ended September 30, 2016. Accordingly, the Series A are currently subject to redemption for $10,000,000. However, as of the date of this filing, no such redemption notice has been received by the Company.
 
The common stock warrants may be exercised at any time after issuance and through October 14, 2020, for $9.00 per share, subject to adjustment in the event of stock dividends and stock splits. The warrants are not separately transferable from the Preferred Stock. The warrants are subject to redemption in the event the Preferred Stock is redeemed by NMM, as described above. Accordingly, the Company has accounted for such warrants as liabilities and has marked such liability to its fair value at each subsequent reporting period. The Company determined the fair value of the warrant liability to be $2,922,222 at inception which was estimated using the Monte Carlo valuation model (see Note 2) with the value of the Series A being the residual value of $7,077,778.
 
Common Stock Issuance
 
During the six months ended September 30, 2016, the Company issued 150,000 shares of common stock and received approximately $172,000 from the exercise of certain warrants at an exercise price of $1.1485 per share.
 
Equity Incentive Plans  
 
The Company’s amended 2010 Equity Incentive Plan (the “2010 Plan”) allowed the Board to grant up to 1,200,000 shares of the Company’s common stock, and provided for awards including incentive stock options, non-qualified options, restricted common stock, and stock appreciation rights. As of September 30, 2016, there were no shares available for grant. 
 
On April 29, 2013 the Company’s Board of Directors approved the Company’s 2013 Equity Incentive Plan (the “2013 Plan”), pursuant to which 500,000 shares of the Company’s common stock were reserved for issuance thereunder. The Company received approval of the 2013 Plan from the Company’s stockholders on May 19, 2013. The Company issues new shares to satisfy stock option and warrant exercises under the 2013 Plan. As of September 30, 2016 there were no shares available for future grants under the 2013 Plan.
 
On December 15, 2015, the Company’s Board of Directors approved the Company’s 2015 Equity Incentive Plan (the “2015 Plan”), pursuant to which 1,500,000 shares of the Company’s common stock were reserved for issuance thereunder. In addition, shares that are subject to outstanding grants under the Company’s 2010 Plan and 2013 Plan but that ordinarily would have been restored to such plans reserve due to award forfeitures and terminations will roll into and become available for awards under the 2015 Plan. The 2015 Plan provides for awards, including incentive stock options, non-qualified options, restricted common stock, and stock appreciation rights. The 2015 Plan was subject to approval by the Company’s stockholders, which approval was obtained at the 2016 Annual Meeting of Stockholders that was held on September 14, 2016. As of September 30, 2016, there were approximately 1,126,000 shares available for future grants under the 2015 Plan. 
 
Options
 
Stock option activity for the six months ended September 30, 2016 is summarized below:
 
 
 
 
 
Weighted
 
Weighted
 
Weighted
 
 
 
 
 
Average
 
Average
 
Average
 
 
 
 
 
Per Share
 
Remaining
 
Per Share
 
 
 
 
 
Exercise
 
Life
 
Intrinsic
 
 
 
Shares
 
Price
 
(Years)
 
Value
 
Balance, March 31, 2016
 
 
1,064,150
 
$
4.27
 
 
7.94
 
$
2.27
 
Granted
 
 
1,200
 
 
6.00
 
 
-
 
 
-
 
Cancelled
 
 
-
 
 
-
 
 
-
 
 
-
 
Exercised
 
 
-
 
 
-
 
 
-
 
 
-
 
Expired
 
 
(39,694)
 
 
6.43
 
 
-
 
 
-
 
Forfeited
 
 
-
 
 
-
 
 
-
 
 
-
 
Balance, September 30, 2016
 
 
1,025,656
 
$
4.21
 
 
6.83
 
$
1.94
 
Vested, September 30, 2016
 
 
910,047
 
$
3.84
 
 
6.62
 
$
2.19
 
 
As of September 30, 2016, total unrecognized compensation costs related to non-vested stock-based compensation arrangements granted under the Company’s 2010, 2013 and 2015 Equity Plans was $499,439 and the weighted-average period of years expected to recognize those costs was 2.42 years.
 
Stock-based compensation expense related to common stock option awards is recognized over their respective vesting periods and was included in the accompanying condensed consolidated statement of operations as follows:
 
 
 
Three Months Ended
 
Six Months Ended
 
 
 
September 30,
 
September 30,
 
 
 
2016
 
2015
 
2016
 
2015
 
Stock-based compensation expense:
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost of services
 
$
1,227
 
$
1,227
 
$
2,454
 
$
2,454
 
General and administrative
 
 
244,814
 
 
67,659
 
 
491,304
 
 
150,279
 
 
 
$
246,041
 
$
68,886
 
$
493,758
 
$
152,733
 
 
Warrants
 
Warrants consisted of the following for the six months ended September 30, 2016:
 
 
 
Weighted
 
 
 
 
 
Average
 
 
 
 
 
Per Share
 
 
 
 
 
Intrinsic
 
Number of
 
 
 
Value
 
Warrants
 
Outstanding at March 31, 2016
 
$
3.12
 
 
2,091,166
 
Granted
 
 
-
 
 
-
 
Exercised
 
 
3.11
 
 
(150,000)
 
Cancelled
 
 
-
 
 
(50,000)
 
Outstanding at September 30, 2016
 
$
0.11
 
 
1,891,166
 
 
 
 
 
 
 
 
Weighted
 
 
 
 
Weighted
 
 
 
 
 
 
 
Average
 
 
 
 
Average
 
Exercise Price Per
 
Warrants
 
Remaining
 
Warrants
 
Exercise Price Per
 
Share
 
Outstanding
 
Contractual Life
 
Exercisable
 
Share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$4.00-$5.00
 
 
114,500
 
 
1.31
 
 
114,500
 
$
4.45
 
 
$9.00-$10.00
 
 
1,776,666
 
 
4.04
 
 
1,776,666
 
 
9.37
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$4.00-$10.00
 
 
1,891,166
 
 
3.88
 
 
1,891,166
 
$
9.07
 
 
Authorized stock
 
At September 30, 2016 the Company was authorized to issue up to 100,000,000 shares of common stock. The Company is required to reserve and keep available out of the authorized but unissued shares of common stock such number of shares sufficient to effect the conversion of all outstanding preferred stock, the exercise of all outstanding warrants exercisable into shares of common stock, and shares granted and available for grant under the Company’s stock option plans. The amount of shares of common stock reserved for these purposes is as follows at September 30, 2016: 
 
Common stock issued and outstanding
 
 
6,033,518
 
Warrants outstanding
 
 
1,891,166
 
Stock options outstanding
 
 
1,025,656
 
Preferred stock outstanding
 
 
1,666,666
 
 
 
 
10,617,006