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Debt
9 Months Ended
Jun. 30, 2012
Debt Disclosure [Abstract]  
Debt Disclosure [Text Block]

Note 13 – Debt

 

On June 7, 2012, the Company issued the Entine entities three separate promissory notes (the “Entine Promissory Notes”) for $1,857,546 which satisfied the put obligation. The Entine Promissory Notes had a three-year term with an interest rate of 10% per annum. On August 1, 2012, the Company used the proceeds from the Note Purchase Agreement with MCRC (see below) to repay the Entine Promissory Notes in full.

 

On June 29, 2012, the Company entered into Amendment No. 3 to the Original Loan Agreement with Sovereign Bank. Under the Amendment, the Company agreed with Sovereign that the Company would raise, on or before September 30, 2012, at least $2,000,000 in gross proceeds from the sale of its capital stock and/or the incurrence of new indebtedness which is subordinated to the indebtedness in favor of Sovereign, on terms and conditions acceptable to Sovereign in its sole discretion (the “Required Capital Raise”). The Amendment also required the proceeds of the Required Capital Raise be first used to repay all amounts outstanding under the Entine Promissory Notes by September 30, 2012. The Company will use the remaining proceeds for general working capital needs. Therefore, the full amount of the Entine Promissory Notes is classified as a short-term liability.

 

On July 31, 2012, the Company entered into a Note Purchase Agreement (the “Agreement”) with MCRC. Pursuant to the terms of the Agreement, the Company issued and sold to the Purchaser a $3,000,000 subordinated note (the “Subordinated Note”) for a purchase price of $3,000,000.

 

The Subordinated Note matures on July 31, 2017, unless accelerated pursuant to an event of default, as described below. The Subordinated Note bears interest at the rate of ten percent (10%) per annum, with interest to be payable monthly on the last day of each calendar month in each year, the first such payment to be due and payable on August 31, 2012. Under the terms of the Agreement, beginning on and with September 30, 2015, and on the last day of each calendar month thereafter through and including July 31, 2017, the Company will redeem, without premium, $130,434 in principal amount of the Subordinated Note together with all accrued and unpaid interest then due on the amount redeemed.

 

The Company has used a portion of the proceeds from the sale of the Subordinated Note to repay the Entine Promissory Notes in the aggregate principal amount of $1,857,546 and has agreed to use the balance of the proceeds for working capital.