|
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2014. |
¨ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
Delaware
|
62-1482176
|
(State or other jurisdiction of
|
(I.R.S. Employer
|
incorporation or organization)
|
Identification Number)
|
|
|
1703 Sawyer Road
|
|
Corinth, MS
|
38834
|
(Address of principal executive offices)
|
(Zip code)
|
|
Large accelerated filer
|
¨
|
Accelerated filer
|
¨
|
|
Non-accelerated filer
|
¨
|
Small reporting company
|
x
|
|
PART I |
FINANCIAL INFORMATION |
|
|
|
|
Item 1.
|
Financial Statements
|
3
|
|
|
|
|
Condensed Consolidated Balance Sheets at January 31, 2014 (Unaudited) and July 31, 2013
|
3
|
|
|
|
|
Condensed Consolidated Statements of Operations for the Three Months and Six Months Ended January 31, 2014 and 2013 (Unaudited)
|
4
|
|
|
|
|
Condensed Consolidated Statements of Cash Flows for the Six Months Ended January 31, 2014 and 2013 (Unaudited)
|
5
|
|
|
|
|
Notes to Condensed Consolidated Financial Statements (Unaudited)
|
6
|
|
|
|
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
14
|
|
|
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
20
|
|
|
|
Item 4T.
|
Controls and Procedures
|
20
|
|
|
|
PART II |
OTHER INFORMATION
|
|
|
|
|
Item 1.
|
Legal Proceedings
|
21
|
|
|
|
Item 1A.
|
Risk Factors
|
21
|
|
|
|
Item 2.
|
Unregistered Sales of Equity Securities and Use of Proceeds
|
21
|
|
|
|
Item 3.
|
Defaults Upon Senior Securities
|
21
|
|
|
|
Item 4.
|
Mine Safety Disclosures
|
21
|
|
|
|
Item 5.
|
Other Information
|
21
|
|
|
|
Item 6.
|
Exhibits
|
21
|
2 | ||
|
|
January 31,
|
|
July 31,
|
|
||
|
|
2014
|
|
2013
|
|
||
|
|
(unaudited)
|
|
(Note 1)
|
|
||
ASSETS
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
1,874
|
|
$
|
1,778
|
|
Restricted cash
|
|
|
2,750
|
|
|
-
|
|
Trade and other accounts receivable, net of allowance of $178 and $285, respectively
|
|
|
4,742
|
|
|
4,521
|
|
Inventories
|
|
|
3,882
|
|
|
5,026
|
|
Prepaid and other current assets
|
|
|
311
|
|
|
257
|
|
Total current assets
|
|
|
13,559
|
|
|
11,582
|
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
495
|
|
|
503
|
|
Other non-current assets
|
|
|
6
|
|
|
40
|
|
Investments
|
|
|
596
|
|
|
990
|
|
Total assets
|
|
$
|
14,656
|
|
$
|
13,115
|
|
|
|
|
|
|
|
|
|
LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND
STOCKHOLDERS' EQUITY |
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
Borrowings on lines of credit
|
|
$
|
250
|
|
$
|
-
|
|
Current maturities of notes payable
|
|
|
55
|
|
|
37
|
|
Current maturities of notes payable - related parties
|
|
|
685
|
|
|
330
|
|
Trade accounts payable
|
|
|
1,845
|
|
|
2,297
|
|
Accrued expenses and other
|
|
|
1,150
|
|
|
1,182
|
|
Total current liabilities
|
|
|
3,985
|
|
|
3,846
|
|
Notes payable - net of current maturities
|
|
|
-
|
|
|
37
|
|
Notes payable - related parties, net of current maturities
|
|
|
2,745
|
|
|
2,859
|
|
Total liabilities
|
|
|
6,730
|
|
|
6,742
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies
|
|
|
|
|
|
|
|
Redeemable convertible preferred stock, $0.005 par value (2,750 and zero shares authorized,
issued and outstanding, respectively) |
|
|
2,750
|
|
|
-
|
|
|
|
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
|
|
Preferred stock, $0.001 par value (10,000,000 shares authorized, no shares issued
and outstanding) |
|
|
-
|
|
|
-
|
|
Common stock, $0.005 par value (10,000,000 shares authorized, 3,030,697 and
3,016,758 shares issued, respectively) |
|
|
15
|
|
|
15
|
|
Additional paid-in capital
|
|
|
56,318
|
|
|
56,305
|
|
Treasury stock, at cost (139,084 shares)
|
|
|
(1,497)
|
|
|
(1,497)
|
|
Accumulated deficit
|
|
|
(50,366)
|
|
|
(49,237)
|
|
Total eOn Communications Corp. stockholders' equity
|
|
|
4,470
|
|
|
5,586
|
|
Noncontrolling interest
|
|
|
706
|
|
|
787
|
|
Total stockholders' equity
|
|
|
5,176
|
|
|
6,373
|
|
Total liabilities, redeemable convertible preferred stock and stockholders' equity
|
|
$
|
14,656
|
|
$
|
13,115
|
|
3 | ||
|
|
Three Months Ended
|
|
Six Months Ended
|
|
||||||||
|
|
January 31,
|
|
January 31,
|
|
||||||||
|
|
2014
|
|
2013
|
|
2014
|
|
2013
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
REVENUE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Products
|
|
$
|
3,626
|
|
$
|
4,066
|
|
$
|
8,112
|
|
$
|
8,650
|
|
Services
|
|
|
1,007
|
|
|
863
|
|
|
1,802
|
|
|
1,665
|
|
Net revenue
|
|
|
4,633
|
|
|
4,929
|
|
|
9,914
|
|
|
10,315
|
|
COST OF REVENUE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Products
|
|
|
2,844
|
|
|
3,331
|
|
|
6,294
|
|
|
6,940
|
|
Services
|
|
|
836
|
|
|
504
|
|
|
1,422
|
|
|
976
|
|
Cost of revenue
|
|
|
3,680
|
|
|
3,835
|
|
|
7,716
|
|
|
7,916
|
|
Gross profit
|
|
|
953
|
|
|
1,094
|
|
|
2,198
|
|
|
2,399
|
|
OPERATING EXPENSE
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative
|
|
|
1,539
|
|
|
1,282
|
|
|
2,766
|
|
|
2,555
|
|
Other operating expense (income), net
|
|
|
(9)
|
|
|
2
|
|
|
(6)
|
|
|
16
|
|
Total operating expense
|
|
|
1,530
|
|
|
1,284
|
|
|
2,760
|
|
|
2,571
|
|
Loss from operations
|
|
|
(577)
|
|
|
(190)
|
|
|
(562)
|
|
|
(172)
|
|
OTHER INCOME (EXPENSE)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest income (expense), net
|
|
|
(272)
|
|
|
239
|
|
|
(344)
|
|
|
281
|
|
Impairment of investment
|
|
|
-
|
|
|
-
|
|
|
(394)
|
|
|
-
|
|
Total other income (expense)
|
|
|
(272)
|
|
|
239
|
|
|
(738)
|
|
|
281
|
|
Income (loss) from continuing operations before income taxes
|
|
|
(849)
|
|
|
49
|
|
|
(1,300)
|
|
|
109
|
|
Income tax expense (benefit) from continuing operations
|
|
|
(21)
|
|
|
-
|
|
|
(14)
|
|
|
7
|
|
Net income (loss) from continuing operations
|
|
|
(828)
|
|
|
49
|
|
|
(1,286)
|
|
|
102
|
|
DISCONTINUED OPERATIONS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from discontinued operations
|
|
|
18
|
|
|
45
|
|
|
76
|
|
|
127
|
|
Net income (loss)
|
|
|
(810)
|
|
|
94
|
|
|
(1,210)
|
|
|
229
|
|
Less: Net income (loss) attributable to noncontrolling interest
|
|
|
(96)
|
|
|
11
|
|
|
(81)
|
|
|
58
|
|
Net income (loss) attributable to common shareholders
|
|
$
|
(714)
|
|
$
|
83
|
|
$
|
(1,129)
|
|
$
|
171
|
|
Weighted average shares outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
2,892
|
|
|
2,877
|
|
|
2,891
|
|
|
2,877
|
|
Diluted
|
|
|
2,892
|
|
|
2,877
|
|
|
2,891
|
|
|
2,877
|
|
Basic and diluted income (loss) per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
(0.25)
|
|
$
|
0.01
|
|
$
|
(0.42)
|
|
$
|
0.02
|
|
Discontinued operations
|
|
|
-
|
|
|
0.02
|
|
|
0.03
|
|
|
0.04
|
|
Total
|
|
$
|
(0.25)
|
|
$
|
0.03
|
|
$
|
(0.39)
|
|
$
|
0.06
|
|
4 | ||
|
|
Six Months Ended
|
|
||||
|
|
January 31,
|
|
||||
|
|
2014
|
|
2013
|
|
||
|
|
|
|
|
|
|
|
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
|
|
|
|
Net income (loss)
|
|
$
|
(1,210)
|
|
$
|
229
|
|
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
81
|
|
|
43
|
|
Provision for (recovery of) doubtful trade accounts receivable
|
|
|
(23)
|
|
|
23
|
|
Imputed interest expense (benefit) on notes payable
|
|
|
344
|
|
|
(281)
|
|
Impairment of investment
|
|
|
394
|
|
|
-
|
|
Changes in net assets and liabilities:
|
|
|
|
|
|
|
|
Trade accounts receivable
|
|
|
(198)
|
|
|
381
|
|
Inventories
|
|
|
1,144
|
|
|
(449)
|
|
Prepaid and other assets
|
|
|
(20)
|
|
|
82
|
|
Trade accounts payable
|
|
|
(452)
|
|
|
149
|
|
Accrued expenses and other
|
|
|
(32)
|
|
|
(421)
|
|
Net cash provided by (used in) operating activities
|
|
|
28
|
|
|
(244)
|
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
|
|
|
|
Purchases of property and equipment
|
|
|
(73)
|
|
|
(160)
|
|
Net cash used in investing activities
|
|
|
(73)
|
|
|
(160)
|
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
|
|
|
|
Repayment of notes payable
|
|
|
(122)
|
|
|
(191)
|
|
Borrowings on lines of credit
|
|
|
250
|
|
|
-
|
|
Proceeds from issuance of redeemable convertible preferred stock
|
|
|
2,750
|
|
|
-
|
|
Restricted cash
|
|
|
(2,750)
|
|
|
-
|
|
Proceeds from employee stock purchase plan
|
|
|
13
|
|
|
-
|
|
Net cash provided by (used in) financing activities
|
|
|
141
|
|
|
(191)
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
96
|
|
|
(595)
|
|
Cash and cash equivalents, beginning of period
|
|
|
1,778
|
|
|
2,162
|
|
Cash and cash equivalents, end of period
|
|
$
|
1,874
|
|
$
|
1,567
|
|
5 | ||
|
1.
|
Basis of Presentation
|
|
(1)
|
eOn and Cortelco will each transfer certain contracts and other assets to eOn Subsidiary, and eOn Subsidiary will assume the liabilities associated with such contracts.
|
|
(2)
|
eOn and Cortelco will redeem in full the contingent note to the former Cortelco shareholders in the maximum initial amount of $11,000,000 in consideration of paying the noteholders a combination of cash and transferring all of the outstanding shares of Cortelco owned by eOn to certain of the noteholders.
|
|
(3)
|
Cortelco will enter into a fulfillment services agreement with eOn Subsidiary providing certain services to be conducted on behalf of eOn Subsidiary after the Merger.
|
|
(4)
|
eOn will transfer to Cortelco all of its ownership in CSPR and Symbio Investment Corporation.
|
|
(1)
|
eOn will declare and pay to eOn shareholders of record as of a record date that is at least 10 days prior to the date of the eOn special stockholder meeting called to vote upon the Merger a dividend in the amount of $1,650,000.
|
|
(2)
|
eOn will file an amended and restated certificate of incorporation, which amendments will include changing its name to Inventergy Global, Inc., effecting a reverse stock split at a ratio of between one-for-three and one-for-five shares of eOn common stock and designating the rights and preferences of eOn preferred stock.
|
|
(3)
|
eOn, eOn Subsidiary, and each other direct and indirect subsidiaty of eOn, will, after the Merger, guarantee and enter into a security agreement relating to certain senior secured notes due May 10, 2018, issued by Inventergy to certain investors in the initial principal amount of $5 million and assume certain obligations of Inventergy pursuant to an assumption agreement.
|
|
(4)
|
The officers and directors of eOn will resign and the directors elected by the eOn stockholders and officers appointed by such newly elected directors will serve in their stead.
|
6 | ||
·
|
Level 1: Quoted prices in active markets for identical assets and liabilities.
|
·
|
Level 2: Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities, quoted prices in markets with insufficient volume or infrequent transactions (less active markets), or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.
|
7 | ||
·
|
Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).
|
Beginning fair value - August 1, 2013
|
|
$
|
3,004
|
|
Imputed interest
|
|
|
230
|
|
Change in estimates
|
|
|
114
|
|
Interest expense
|
|
|
344
|
|
Payments
|
|
|
(103)
|
|
Ending fair value - January 31, 2014
|
|
$
|
3,245
|
|
|
2.
|
Stock Based Compensation
|
8 | ||
|
|
|
|
|
|
|
Weighted
|
|
|
|
Shares
|
|
|
|
|
Average
|
|
|
|
Available
|
|
Options
|
|
|
Exercise
|
|
|
|
for Grant
|
|
Outstanding
|
|
|
Price
|
|
|
|
|
|
|
|
|
|
|
Options at August 1, 2013
|
|
315,944
|
|
60,333
|
|
$
|
11.78
|
|
Granted
|
|
-
|
|
-
|
|
|
-
|
|
Exercised
|
|
-
|
|
-
|
|
|
-
|
|
Cancelled
|
|
-
|
|
-
|
|
|
-
|
|
Options at January 31, 2014
|
|
315,944
|
|
60,333
|
|
$
|
11.78
|
|
|
3.
|
Revenue Recognition
|
|
|
Type of Revenues Earned
|
|
||||
|
|
|
|
Professional
|
|
Maintenance
|
|
Product Line
|
|
Equipment/Software
|
|
Services
|
|
Contracts
|
|
Cortelco Products and Services
|
|
Individual sale
|
|
Individual sale
|
|
-
|
|
CSPR Products and Services
|
|
Individual sale
|
|
Individual sale
|
|
Individual sale
|
|
CSPR Telephony Billing
|
|
-
|
|
Individual sale
|
|
-
|
|
|
4.
|
Related Parties
|
9 | ||
|
5.
|
Inventories
|
|
|
January 31,
|
|
July 31,
|
|
||
|
|
2014
|
|
2013
|
|
||
|
|
|
|
|
|
|
|
Raw materials and purchased components
|
|
$
|
638
|
|
$
|
791
|
|
Work in process
|
|
|
322
|
|
|
749
|
|
Finished goods
|
|
|
3,428
|
|
|
4,029
|
|
Total
|
|
|
4,388
|
|
|
5,569
|
|
Obsolescence reserve
|
|
|
(506)
|
|
|
(543)
|
|
Inventories
|
|
$
|
3,882
|
|
$
|
5,026
|
|
|
6.
|
Notes Payable, Related Party
|
|
7.
|
Product Warranties
|
10 | ||
|
|
2014
|
|
2013
|
|
||
|
|
|
|
|
|
|
|
Beginning balance
|
|
$
|
156
|
|
$
|
166
|
|
Warranty cost incurred
|
|
|
(57)
|
|
|
(54)
|
|
Accrued warranty cost
|
|
|
40
|
|
|
47
|
|
Ending balance
|
|
$
|
139
|
|
$
|
159
|
|
|
8.
|
Redeemable Convertible Preferred Stock
|
11 | ||
|
9.
|
Concentrations, Commitments and Contingencies
|
|
(a)
|
Customer Concentrations
|
|
(b)
|
Commitments
|
|
(c)
|
Litigation and Claims
|
12 | ||
10.
|
Discontinued Operations
|
|
|
January 31,
|
|
July 31,
|
|
||
|
|
2014
|
|
2013
|
|
||
Assets of Discontinued Operations
|
|
|
|
|
|
|
|
Trade and other accounts receivable
|
|
$
|
-
|
|
$
|
106
|
|
Prepaid and other current assets
|
|
|
10
|
|
|
26
|
|
Property and equipment, net
|
|
|
18
|
|
|
20
|
|
|
|
$
|
28
|
|
$
|
152
|
|
Liabilities of Discontinued Operations
|
|
|
|
|
|
|
|
Accounts payable
|
|
|
-
|
|
|
4
|
|
Accrued expenses and other
|
|
|
53
|
|
|
62
|
|
|
|
$
|
53
|
|
$
|
66
|
|
|
|
Six Months Ended
|
|
||||
|
|
January 31,
|
|
||||
|
|
2014
|
|
2013
|
|
||
Revenues
|
|
$
|
32
|
|
$
|
660
|
|
Royalties earned from sale of business
|
|
|
106
|
|
|
-
|
|
Income from discontinued operations
|
|
$
|
76
|
|
$
|
127
|
|
|
12.
|
Segments
|
13 | ||
|
|
Telephony Products
|
|
Puerto Rico
|
|
Total
|
|
||||||||||||
|
|
3 Months
|
|
6 Months
|
|
3 Months
|
|
6 Months
|
|
3 Months
|
|
6 Months
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
2,120
|
|
$
|
5,094
|
|
$
|
2,513
|
|
$
|
4,820
|
|
$
|
4,633
|
|
$
|
9,914
|
|
Net loss from operations
|
|
|
(378)
|
|
|
(394)
|
|
|
(199)
|
|
|
(168)
|
|
|
(577)
|
|
|
(562)
|
|
Total assets
|
|
|
-
|
|
|
10,379
|
|
|
-
|
|
|
4,277
|
|
|
-
|
|
|
14,656
|
|
Capital expenditures
|
|
|
2
|
|
|
51
|
|
|
11
|
|
|
22
|
|
|
13
|
|
|
73
|
|
Allowance for doubtful accounts
|
|
|
-
|
|
|
16
|
|
|
-
|
|
|
162
|
|
|
-
|
|
|
178
|
|
Depreciation and amortization
|
|
|
17
|
|
|
34
|
|
|
23
|
|
|
47
|
|
|
40
|
|
|
81
|
|
|
|
Communications
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
Systems and Services
|
|
Telephony Products
|
|
Puerto Rico
|
|
Total
|
|
||||||||||||||||
|
|
3 Months
|
|
6 Months
|
|
3 Months
|
|
6 Months
|
|
3 Months
|
|
6 Months
|
|
3 Months
|
|
6 Months
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
312
|
|
$
|
660
|
|
$
|
2,501
|
|
$
|
5,482
|
|
$
|
2,428
|
|
$
|
4,833
|
|
$
|
5,241
|
|
$
|
10,975
|
|
Net (loss) income from operations
|
|
|
(157)
|
|
|
(304)
|
|
|
(10)
|
|
|
140
|
|
|
22
|
|
|
119
|
|
|
(145)
|
|
|
(45)
|
|
Total assets
|
|
|
-
|
|
|
1,812
|
|
|
-
|
|
|
7,469
|
|
|
-
|
|
|
3,810
|
|
|
-
|
|
|
13,091
|
|
Capital expenditures
|
|
|
-
|
|
|
-
|
|
|
12
|
|
|
119
|
|
|
-
|
|
|
41
|
|
|
12
|
|
|
160
|
|
Allowance for doubtful accounts
|
|
|
-
|
|
|
105
|
|
|
-
|
|
|
23
|
|
|
-
|
|
|
181
|
|
|
-
|
|
|
309
|
|
Depreciation and amortization
|
|
|
1
|
|
|
3
|
|
|
11
|
|
|
21
|
|
|
5
|
|
|
19
|
|
|
17
|
|
|
43
|
|
14 | ||
(1) |
eOn and Cortelco will each transfer certain contracts and other assets to eOn Subsidiary, and eOn Subsidiary will assume the liabilities associated with such contracts.
|
(2) |
eOn and Cortelco will redeem in full the contingent note to the former Cortelco shareholders in the maximum initial amount of $11,000,000 in consideration of paying the noteholders a combination of cash and transferring all of the outstanding shares of Cortelco owned by eOn to certain of the noteholders.
|
(3) |
Cortelco will enter into a fulfillment services agreement with eOn Subsidiary providing certain services to be conducted on behalf of eOn Subsidiary after the Merger.
|
(4) |
eOn will transfer to Cortelco all of its ownership in CSPR and Symbio Investment Corporation.
|
(1) |
eOn will declare and pay to eOn shareholders of record as of a record date that is at least 10 days prior to the date of the eOn special stockholder meeting called to vote upon the Merger a dividend in the amount of $1,650,000.
|
(2) |
eOn will file an amended and restated certificate of incorporation, which amendments will include changing its name to Inventergy Global, Inc., effecting a reverse stock split at a ratio of between one-for-three and one-for-five shares of eOn common stock and designating the rights and preferences of eOn preferred stock.
|
(3) |
eOn, eOn Subsidiary, and each other direct and indirect subsidiaty of eOn, will, after the Merger, guarantee and enter into a security agreement relating to certain senior secured notes due May 10, 2018, issued by Inventergy to certain investors in the initial principal amount of $5 million and assume certain obligations of Inventergy pursuant to an assumption agreement.
|
(4) |
The officers and directors of eOn will resign and the directors elected by the eOn stockholders and officers appointed by such newly elected directors will serve in their stead.
|
15 | ||
16 | ||
17 | ||
(a) | Customer Concentrations |
18 | ||
(b) | Commitments |
(c) | Litigation and Claims |
19 | ||
20 | ||
Exhibit
Number |
|
Description of Exhibit
|
2.1
|
|
Agreement of Merger and Plan of Reorganization by and among Inventergy, Inc., eOn Communications Corporation, and Inventergy Merger, Inc., dated December 17, 2013 (incorporated herein by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by eOn Communications Corporation on December 18, 2013)
|
2.2
|
|
Transition Agreement by and among eOn Communications Corporation, Cortelco Systems Holding Corp., Cortelco, Inc., and eOn Communications Systems, Inc. dated December 17, 2013(incorporated herein by reference to Exhibit 2.2 to the Current Report on Form 8-K filed by eOn Communications Corporation on December 18, 2013)
|
4.1
|
|
Certificate of Designations, Preferences and Rights of Series B Convertible Preferred Stock of eOn Communications Corporation (incorporated herein by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by eOn Communications Corporation on December 18, 2013)
|
4.2
|
|
Form of Warrant to Purchase Common Stock (incorporated herein by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by eOn Communications Corporation on December 18, 2013)
|
10.1
|
|
Securities Purchase Agreement by and among eOn Communications Corporation and the investors listed on the Schedule of Buyers attached thereto dated as of December 17, 2013 (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by eOn Communications Corporation on December 18, 2013)
|
10.2
|
|
Form of Letters of Credit (incorporated herein by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by eOn Communications Corporation on December 18, 2013)
|
10.3
|
|
Registration Rights Agreement by and among eOn Communications Corporation and the investors listed on the Schedule of Buyers attached thereto dated as of December 17, 2013 (incorporated herein by reference to Exhibit 10.3 to the Current Report on Form 8-K filed by eOn Communications Corporation on December 18, 2013)
|
31.1
|
|
Officers’ Certification of Periodic Report pursuant to Section 302 of Sarbanes-Oxley Act of 2002
|
32.1
|
|
Officers’ Certification of Periodic Report pursuant to Section 906 of Sarbanes-Oxley Act of 2002
|
101
|
|
The following materials from our Quarterly Report on Form 10-Q for the quarter ended January 31, 2014 are furnished herewith, formatted in XBRL (eXtensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Income, (iii) the Condensed Consolidated Statements of Cash Flows, and (iv) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text
|
Dated: March 14, 2014
|
/s/Lee M. Bowling
|
|
Lee M. Bowling
|
|
Chief Financial Officer
|
|
(Duly Authorized Officer, Principal Financial and Accounting Officer)
|
Dated: March 14, 2014
|
|
/s/ Stephen Swartz
|
|
|
Stephen Swartz
|
|
|
Principal Executive Officer
|
Dated: March 14, 2014
|
|
/s/ Lee M. Bowling
|
|
|
Lee M. Bowling
|
|
|
Chief Financial Officer
|
Dated: March 14, 2014
|
|
/s/ Stephen Swartz
|
|
|
Stephen Swartz
|
|
|
Principal Executive Officer
|
Dated: March 14, 2014
|
|
/s/ Lee M. Bowling
|
|
|
Lee M. Bowling
|
|
|
Chief Financial Officer
|
Discontinued Operations - Assets And Liabilities Related To Discontinued Operations (Detail) (USD $)
In Thousands, unless otherwise specified |
Jan. 31, 2014
|
Jul. 31, 2013
|
---|---|---|
Assets of Discontinued Operations | ||
Trade and other accounts receivable | $ 0 | $ 106 |
Prepaid and other current assets | 10 | 26 |
Property and equipment, net | 18 | 20 |
Total assets | 28 | 152 |
Liabilities of Discontinued Operations | ||
Accounts payable | 0 | 4 |
Accrued expenses and other | 53 | 62 |
Total liabilities | $ 53 | $ 66 |
&@5-(
M\H`L@;DP#1BN(,LO6\_S-O8+9":N,3O"P/&*8 (4K'5X8659KT48:6,6JCWM8
MO3DL%R,?P%LIS>G"+HW-,K_^!P``__\#`%!+`P04``8`"````"$`EU`5/"4%
M``!=&```&0```'AL+W=O/#EA6#?IZ4*D]<$B'%($
M?HLC-HXX..+BB(
#^[MOY]]]]JZ$^_'GV?C*>7U<,'1;#[J^_R\>;V>[V
M1K:SM?VT^^/;XF(SVWFY_,<:C&3M[(_ORG&1'
MG`SM+R=$\89W>4,::W4BA:I)\BU:(DHQ/S.1I7;(BZ.EP;23[:;9N!G^S>RG
M:VS7L,##4C= `
M4:-`4W71H"P('MT%_5*&38W!&:.%T*HHI(EHH;LP A8"QKOIYA=N &ULE)9;;YLP&(;O)^T_6+X/YQP54A6J;I4V:9IVN';`
M@%7`R'::]M_O,PXDD"Y);TC`KU^>[Q!_6=^]5B5ZH4(R7H?8M1R,:)WPE-5Y
MB'__>IPL,)**U"DI>4U#_$8EOMM\_K3><_$L"TH5`H=:AKA0JEG9MDP*6A%I
M\8;6L))Q41$%MR*W92,H2=M-56E[CC.S*\)J;!Q6XA8/GF4LH0\\V56T5L9$
MT)(HX)<%:V3G5B6WV%5$/.^:2<*K!BRVK&3JK37%J$I63WG-!=F6$/>K&Y"D
M\VYOSNPKE@@N>:8LL+,-Z'G,2WMI@]-FG3*(0*<="9J%^-Y=Q4ML;]9M?OXP
MNI W?%F1&\5]'+D:T0@DH@40SPJK4E!5">JVRI8F/Q0U(QL
M9X`$(HE(,<3=U'(3N*F37Q57_M+D_!VZ%:XPA%[+PJ6EBBN_M_*5#TAF@!1#
M/"HM4D%4)Y)O)(V5C46^(.H,D$`D$2F&N)M:F,YWT\@8<].@@E;U8.V>QPGN
MK7R"`$/W,NJ[9,@H24BK."OA9L=^SQ0W)7[ODS!SF93>P1KW8W?<>:/J'
MWJ,9`XE33R6:X[R^8B-A+'&02!=(.SB"QLD.VF#2I*QIT]9)6RW;K"^XT\WYGC"VENPL_CZGL?/F
MS&7GY.)%&CNUL&-K.[;2U.#9DRD*0Y/L(&,<8[Z4%3]F\=%]0.?#:8,25-
M,,&G*H&AAQZ8/(#DMQS-TJV_````__\#`%!+`P04``8`"````"$`SC`:3`@(
M``!@*P``&0```'AL+W=O
V
M5YRP^Z)$/7_1CYME<&ULK)Q9<^+($D;?;\3]#PZ_MXW$
M3K1[PNP[8E_>:!NWB;&-`^CIF7]_LZ1*I2H_7XV9F)
9*>$+^BL,=SO,(C/CG[A
-=M%/?OE0KY<57$=N7_QR]9G5Y.!=`=HF$TK9[J0
MBO`#V9*R%$'.3JI-@UYQO>Q@TT-N4`Q-I"[.O1'57NINK#>2P$BBDJDW,H:1
M\<`(]*JWPS-@PD#\!I88C(<%!ODGZ:WIA2\E3=),.W2)SU(H[@-;F*=02@?P
MFQ3*W`"^2#.=L%&W`/3`#3Z0+Y@?:"V"DNS!_'@TA\N!FR[:O$C6Z"YQQR2T
MO_K?(_S:(="?Q>HFV3,FVQ=8..I^/ZU_`P``__\#`%!+`P04``8`"````"$`
M,/6]Q@P&``"P%P``&0```'AL+W=O