XML 14 R9.htm IDEA: XBRL DOCUMENT v2.4.0.8
Note 2 - Significant Accounting Policies
9 Months Ended
Mar. 31, 2014
Accounting Policies [Abstract]  
Significant Accounting Policies [Text Block]

2.

SIGNIFICANT ACCOUNTING POLICIES


Principles of consolidation:


The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Bion Integrated Projects Group, Inc. (“Projects Group”), Bion Technologies, Inc., BionSoil, Inc., Bion Services, PA-1, and Bion PA 2 LLC; and its 58.9% owned subsidiary, Centerpoint Corporation (“Centerpoint”). All significant intercompany accounts and transactions have been eliminated in consolidation.


The accompanying consolidated financial statements have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The consolidated financial statements reflect all adjustments (consisting of only normal recurring entries) that, in the opinion of management, are necessary to present fairly the financial position at March 31, 2014, the results of operations of the Company for the three and nine months ended March 31, 2014 and 2013 and cash flows of the Company for the nine months ended March 31, 2014 and 2013. Operating results for the three and nine months ended March 31, 2014 are not necessarily indicative of the results that may be expected for the year ending June 30, 2014.


Fair value measurements:


Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market. The Company uses a fair value hierarchy that has three levels of inputs, both observable and unobservable, with use of the lowest possible level of input to determine fair value.


Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;


Level 2 – observable inputs other than Level 1, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable; and


Level 3 – assets and liabilities whose significant value drivers are unobservable.


Observable inputs are based on market data obtained from independent sources, while unobservable inputs are based on the Company’s market assumptions. Unobservable inputs require significant management judgment or estimation. In some cases, the inputs used to measure an asset or liability may fall into different levels of the fair value hierarchy. In those instances, the fair value measurement is required to be classified using the lowest level of input that is significant to the fair value measurement. Such determination requires significant management judgment.


The fair value of cash and accounts payable approximates their carrying amounts due to their short-term maturities. The fair value of the loan payable approximates its carrying amount as it bears interest at rates commensurate with market rates. The fair value of the redeemable preferred stock approximates its carrying value due to the dividends accrued on the preferred stock which are reflected as part of the redemption value. The fair value of deferred compensation and loans payable – affiliates are not practicable to estimate due to the related party nature of the underlying transactions.


Revenue Recognition:


Revenues are generated from the sale of nutrient reduction credits. The Company recognizes revenue from the sale of nutrient credits when there is persuasive evidence that an arrangement exists, when title has passed, the price is fixed or determinable, and collection is reasonably assured.


The Company expects that technology license fees will be generated from the licensing of Bion’s integrated system. The Company anticipates that it will charge its customers a non-refundable up-front technology license fee, which will be recognized over the estimated life of the customer relationship. In addition, any on-going technology license fees will be recognized as earned based upon the performance requirements of the agreement. Annual waste treatment fees will be recognized upon receipt. Revenues, if any, from the Company’s interest in Integrated Projects will be recognized when the entity in which the Integrated Project has been developed recognizes such revenue.


Loss per share:


Basic loss per share amounts are calculated using the weighted average number of shares of common stock outstanding during the period. Diluted loss per share assumes the conversion, exercise or issuance of all potential common stock instruments, such as options or warrants, unless the effect is to reduce the loss per share. During the three and nine months ended March 31, 2014 and 2013, the basic and diluted loss per share was the same, as the impact of potential dilutive common shares was anti-dilutive.


The following table represents the warrants, options and convertible securities excluded from the calculation of diluted loss per share:


   

March 31,

2014

   

March 31,

2013

 

Warrants

    7,232,950       7,087,449  

Options

    4,228,870       5,261,145  

Convertible debt

    2,881,493       808,619  

Convertible preferred stock

    12,750       11,750  

The following is a reconciliation of the denominators of the basic loss per share computations for the three and nine months ended March 31, 2014 and 2013:


   

Three months

ended

March 31,

2014

   

Three months

ended

March 31,

2013

   

Nine months

ended

March 31,

2014

   

Nine months

ended

March 31,

2013

 

Shares issued – beginning of period

    18,289,729       17,314,819       17,673,983       16,814,103  

Shares held by subsidiaries (Note 8)

    (704,309 )     (704,309 )     (704,309 )     (704,309 )

Shares outstanding – beginning of period

    17,585,420       16,610,510       16,969,674       16,109,794  

Weighted average shares for fully vested stock bonuses (Note 10)

    840,000       840,000       840,000       815,365  

Weighted average shares issued during the period

    358,537       26,269       602,368       272,837  

Basic weighted average shares – end of period

    18,783,957       17,476,779       18,412,042       17,197,996  

Recent Accounting Pronouncements:


The Company has evaluated all newly issued accounting pronouncements and believes such pronouncements do not have a material effect on the Company’s consolidated financial statements.