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LIQUIDITY AND MANAGEMENT'S PLAN
6 Months Ended
Dec. 31, 2011
Notes to Financial Statements  
NOTE 3.LIQUIDITY AND MANAGEMENT'S PLAN

    Historically, the Company has financed its operations through operating revenues, loans from directors, officers and stockholders, loans from the Chief Executive Officer and majority shareholder, and private placements of equity securities.  

 

    At December 31, 2011, the Company had negative working capital of $2,640,265 when compared with negative working capital of $2,395,501 at June 30, 2011.  This $244,764 decrease in working capital is principally the result of the use of cash to retire certain indebtedness in the six months ended December 31, 2011, a decrease in cash flow in the current period compared to the six months ended December 31, 2010, and a decrease in accounts receivable.  

 

    In connection with the retirement of certain indebtedness in the six months ended December 31, 2011, the Company reduced its total liabilities by approximately $2.4 million as compared to total liabilities at June 30, 2011.  The reduction in total liabilities consisted of the retirement of certain promissory notes in the principal amount of approximately $1.5 million, which notes were originally issued in January 2009 to certain investors to partially finance the acquisition of Prescient (the “Prescient Notes”).  The Prescient Notes had a maturity date of July 12, 2011, and required payment of interest at 12% per annum payable quarterly.  In connection with the retirement of certain of the Prescient Notes, the Company extended the maturity date of the remaining issued and outstanding Prescient Notes, totaling $249,700, from July 12, 2011 to January 12, 2012.  All principal and accrued and unpaid interest on the remaining Prescient Notes was subsequently paid on January 12, 2012.

    The Prescient Notes were paid from existing cash and proceeds from the issuance of a new term note, dated June 28, 2011, in the principal amount of $350,000 (the “Term Note”). The Term Note bears interest at an annual rate of 3.95%.  Principal and interest under the terms of the Term Note are payable in 35 installments of $10,355 each beginning August 15, 2011 and on the same date on each consecutive month thereafter until maturity, or July 15, 2014.

 

    On September 12, 2011, the Company also entered into an Amendment to Loan Agreement and Note ("Second Amendment"), pursuant to which U.S. Bank National Association (the "Bank") has agreed to extend the maturity date of the Note. The Agreement permits borrowings of up to $1.2 million, of which $1.2 million was outstanding as of the date of the Second Amendment. Under the terms of the Second Amendment, the maturity date of the Note has been extended from September 30, 2011 to September 30, 2012 and the interest rate remained unchanged at 3.5% + LIBOR.

 

On February 8, 2012, the Company entered into a Multiple Advance Promissory Note with the Bank in the total aggregate amount of $350,000. The Company may take advances on the Note. At the end of the initial annual period, the advanced capital will be converted to a four year amortizing Term Note. Interest on the advance prior to conversion is 3% plus the one month LIBOR rate. Interest on the four year amortizing Term Note is fixed over the term at 3% plus the five year Money Market rate.

 

While no assurances can be given, management currently intends to continue to reduce its indebtedness in subsequent periods utilizing existing cash resources and projected cash flow from operations.  In addition, management may also continue to refinance or restructure certain of the Company’s remaining indebtedness to extend the maturities of such indebtedness to address its short-term and long-term working capital requirements.  Management believes that these initiatives will enable us to address our debt service requirements during the next twelve months, as well as fund our currently anticipated operations and capital spending requirements. The financial statements do not reflect any adjustments should cash flow from operations be insufficient to meet our spending and debt service requirements, and we are otherwise unable to refinance or restructure our indebtedness.