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Basis of Presentation
3 Months Ended
Jan. 31, 2013
Notes to Financial Statements  
Basis of Presentation

(1) Basis of Presentation

 

The information for the three and nine months ended January 31, 2013 and 2012 is unaudited, but includes all adjustments (consisting of normal recurring adjustments) which, in the opinion of management, are necessary to state fairly the financial information set forth therein in accordance with accounting principles generally accepted in the United States of America. The interim results are not necessarily indicative of results to be expected for the full fiscal year. These financial statements should be read in conjunction with the audited financial statements for the year ended April 30, 2012 included in Dataram Corporation’s, (“the Company”), 2012 Annual Report on Form 10-K filed with the Securities and Exchange Commission. The April 30, 2012 balance sheet has been derived from these statements.

 

The consolidated financial statements for the three and nine months ended January 31, 2013 and 2012 have been prepared in conformity with accounting principles generally accepted in the United States of America and include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated.

 

Based on the cash provided from a sale of the patents in March of 2012, the repayment of the Shoreline Memory, Inc. note, along with the Company’s ability to borrow under its current agreement with a financial institution, management has concluded that the Company’s short-term liquidity needs have been satisfied.  There can be no assurance, however, that in the short-term, realized revenues will be in line with the Company’s projections. Actual results may differ from such projections and are subject to certain risks including, without limitation, risks arising from: an adverse change in general economic conditions, changes in the price of memory chips, changes in the demand for memory systems for workstations and servers, changes in the demand for storage caching subsystems, increased competition in the memory systems and storage industries and other factors described in the Company’s most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission. Management continues to evaluate the Company’s liquidity needs and expense structure and adjust its business plan as necessary. In order to satisfy long-term liquidity needs, the Company will need to generate profitable operations and positive cash flows from operations, or raise capital from the sales of equity or debt securities, or obtain financing from non-traditional sources. There can be no assurance that any of these alternatives will be successful.

 

On January 31, 2013, the Company filed a proxy statement with the Securities and Exchange Commission for the purpose of calling a special meeting of its stockholders. The Board of Directors asked the stockholders to approve the Board’s action in effecting a reverse split of its common stock at a ratio of no less than 1 for 3 and no greater than 1 for 6. The meeting was held at the Company’s offices on March 13, 2013. The stockholders approved the action and immediately following the meeting, the Board of Directors voted to affect a reverse split of its common stock at the ratio of 1 for 6. The split shares were effective with the opening of trading on March 15, 2013. The common stock closed at $.30 on the previous day. In order to regain compliance, the Company’s post-split common stock must trade above $1.00 for ten consecutive days. The Company is currently under a delisting notice and the Company has requested a hearing which is scheduled for March 28, 2013 which date would be the tenth trading day. Provided the common stock trades above $1.00 for the previous nine days, NASDAQ would be willing to postpone the hearing for the Company to regain compliance and, as such, the hearing would be canceled. Relevant financial data has been adjusted in this report to reflect the 1 for 6 reverse stock split.