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SUBSEQUENT EVENT
9 Months Ended
Sep. 30, 2012
SUBSEQUENT EVENT [Abstract]  
SUBSEQUENT EVENT
NOTE 5 - SUBSEQUENT EVENT

On November 19, 2012, the Company issued 165,057 shares of its common stock at a price of $7.00 per share. The issuance and sale of such shares constitutes the initial closing (the "Initial Closing") of an offering by the Company of up to 785,714 shares of its common stock to accredited investors at a price of $7.00 per share in a private placement transaction. The Company may sell additional shares of common stock in one or more closings under the offering until the expiration of the offering on December 31, 2012, unless extended by the Company and the placement agent for the offering.

The Company received gross proceeds of approximately $1.1 million from the sale of the shares described above. The Company intends to use the remainder of the proceeds from the initial closing, and any additional proceeds from the offering (if any), for general corporate purposes.

In connection with the offering, the Company has agreed to issue to the placement agent for the offering, in partial consideration for its services as such, warrants to purchase a number of shares of common stock equal to 10% of the number of shares sold at each closing of the offering. In total, the Company will be required to issue to the placement agent warrants to purchase up to an aggregate of 16,506 shares of its common stock at an exercise price of $7.00 per share in connection with the initial closing of the offering. Once issued, the warrants will have a five year term expiring on the fifth anniversary of the date of the final closing of the offering.

In connection with the offering, the Company has agreed with the placement agent for the offering that, if during the term of the offering, additional securities are sold under the offering, the terms of the offering will be amended to provide for: (a) the offering of convertible preferred stock of the Company, convertible into shares of the Company's common stock at a conversion price of $5.80 per share (subject to potential adjustment in certain circumstances and subject to a forced right of conversion, at the option of the Company, if certain conditions are satisfied), (b) the issuance by the Company to each purchaser of preferred stock of warrants, exercisable for a period of five years from the issue date thereof, allowing the holder thereof to purchase, at an exercise price of $6.96 per share, a number of shares of common stock equal to the amount of shares of common stock issuable upon conversion of the preferred stock issued to such holder as described in paragraph (a); and (c) such other terms as may be agreed to by the Company, the placement agent for the offering and/or the initial purchaser of such shares of preferred stock (the "Preferred Stock Issuance"). The Company has also agreed that, if the Company enters into an agreement to complete a Preferred Stock Issuance, the Company will make to the investors who purchase shares of Company common stock in the offering prior to such change in terms an offer to exchange such shares of Company common stock acquired by them in the offering, together with an executed consent to such modification, for an equivalent amount of preferred stock and additional securities issued in, and on the same terms as provided in, the Preferred Stock Issuance. The Company has further agreed with the placement agent that, subject to the execution and delivery of an executed consent to such modification, any investors who acquired shares in the Previous Private Placement will receive additional shares of Company common stock in an amount equal to: (a) the total purchase price paid by such purchaser in the Previous Private Placement divided by the conversion price of the preferred stock (if any) issued in a Preferred Stock Issuance less (b) the number of shares of Company common stock acquired by such purchaser in the Previous Private Placement.