x
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
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o
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF
1934
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Delaware
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13-3419202
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(State
or other jurisdiction of incorporation or
organization)
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(I.R.S.
Employer Identification
Number)
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43460
Ridge Park Drive, Suite 140, Temecula, CA
92590
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||
(Address
of principal executive offices) (Zip
Code)
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Large
accelerated filer ¨
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Accelerated
filer ¨
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Non-accelerated
filer ¨
(Do
not check if a smaller reporting company)
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Smaller
reporting company x
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Page
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||||||
PART
I - FINANCIAL INFORMATION
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|||||||
Item
1.
|
Financial
Statements
|
1
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|||||
Item
2.
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Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
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16
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|||||
Item
3.
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Quantitative
and Qualitative Disclosures About Market Risk.
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25
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|||||
Item
4T.
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Controls
and Procedures
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25
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|||||
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|||||||
PART
II - OTHER INFORMATION
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|||||||
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|||||||
Item
1.
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Legal
Proceedings
|
26
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|||||
Item
1A.
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Risk
Factors
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26
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|||||
Item
2.
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Unregistered
Sales of Equity Securities and Use of Proceeds
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26
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|||||
Item
3.
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Defaults
Upon Senior Securities
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26
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|||||
Item
4.
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Submission
of Matters to a Vote of Security Holders
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27
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|||||
Item
5.
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Other
Information
|
27
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|||||
Item
6
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Exhibits
|
27
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|||||
SIGNATURES
|
|
28
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September
30,
|
December
31,
|
||||||
2008
|
2007
|
||||||
Assets
|
|||||||
Current
assets:
|
|||||||
Cash
and cash equivalents
|
$
|
1,038
|
$
|
405
|
|||
Accounts
receivable
|
325
|
72
|
|||||
Inventories
|
35
|
—
|
|||||
Prepaid
expenses
|
309
|
105
|
|||||
Total
current assets
|
1,707
|
582
|
|||||
Restricted
certificate of deposit
|
87
|
87
|
|||||
Notes
receivable
|
154
|
154
|
|||||
Property
and equipment, net
|
721
|
663
|
|||||
Assets
held for sale, net
|
90
|
406
|
|||||
Goodwill
|
1,832
|
1,832
|
|||||
Patents,
net
|
3,520
|
3,764
|
|||||
Long-term
investment
|
667
|
667
|
|||||
Other
assets
|
29
|
19
|
|||||
Total
assets
|
$
|
8,807
|
$
|
8,174
|
|||
Liabilities
and Stockholders' (Deficit) Equity
|
|||||||
Current
liabilities
|
|||||||
Accounts
payable
|
$
|
603
|
$
|
709
|
|||
Current
portion of long term debt
|
2,946
|
1,172
|
|||||
Accrued
liabilities
|
3,303
|
521
|
|||||
Total
current liabilities
|
6,852
|
2,402
|
|||||
Long-term
debt, less current portion
|
—
|
2,531
|
|||||
Deferred
tax liabilities
|
1,403
|
1,499
|
|||||
Total
liabilities
|
8,255
|
6,431
|
|||||
Stockholders'
equity:
|
|||||||
Convertible
preferred stock, $1.00 par value, cumulative 7% dividend:
|
|||||||
1,000
shares authorized; 11 issued and outstanding
|
|||||||
at
September 30, 2008 and December 31, 2007
|
|||||||
(Liquidation
preference of $1.2 million at September 30, 2008 and December 31,
2007
|
11
|
11
|
|||||
Common
stock, $0.33 par value: 25,000 shares authorized;
|
|||||||
16,673
shares issued and outstanding at September 30, 2008;
12,055
|
|||||||
shares
issued and outstanding at December 31, 2007
|
5,502
|
3,978
|
|||||
Additional
paid-in capital
|
35,408
|
34,320
|
|||||
Accumulated
deficit
|
(40,369
|
)
|
(36,567
|
)
|
|||
Total
stockholders' (deficit) equity
|
552
|
1,743
|
|||||
Total
liabilities and stockholders' equity
|
$
|
8,807
|
$
|
8,174
|
For
The Three Months Ended September 30,
|
For
The Nine Months Ended September
30,
|
||||||||||||
2008
|
|
2007
|
2008
|
2007 | |||||||||
Revenues
|
$
|
880
|
$
|
213
|
$
|
1,937
|
$
|
834
|
|||||
Cost
of revenue
|
622
|
112
|
1,342
|
514
|
|||||||||
Gross
profit
|
258
|
101
|
595
|
320
|
|||||||||
Operating
expenses:
|
|||||||||||||
Research
and development
|
87
|
39
|
168
|
91
|
|||||||||
Sales
and marketing
|
662
|
418
|
1,796
|
1,090
|
|||||||||
General
and administrative
|
958
|
764
|
3,680
|
2,790
|
|||||||||
Total
operating expenses
|
1,707
|
1,221
|
5,644
|
3,971
|
|||||||||
Operating
loss
|
(1,449
|
)
|
(1,120
|
)
|
(5,049
|
)
|
(3,651
|
)
|
|||||
Other
income (expenses):
|
|||||||||||||
Interest
expense
|
(79
|
)
|
(810
|
)
|
(254
|
)
|
(1,414
|
)
|
|||||
Change
in fair value of warrant liability
|
1,683
|
—
|
1,515
|
—
|
|||||||||
Realized
gain (loss) assets held for sale, net
|
—
|
—
|
(25
|
)
|
22
|
||||||||
Unrealized
loss on assets held for sale, net
|
—
|
—
|
(65
|
)
|
—
|
||||||||
Other
income
|
36
|
—
|
35
|
—
|
|||||||||
Total
other income (expense)
|
1,640
|
(810
|
)
|
1,206
|
(1,392
|
)
|
|||||||
Income
(loss) from continuing operations before income
taxes
|
191
|
(1,931
|
)
|
(3,843
|
)
|
(5,043
|
)
|
||||||
Income
tax provision
|
33
|
29
|
98
|
88
|
|||||||||
Income
(loss) from continuing operations
|
224
|
(1,901
|
)
|
(3,744
|
)
|
(4,955
|
)
|
||||||
Loss
from discontinued operations
|
—
|
(19
|
)
|
—
|
(166
|
)
|
|||||||
Net
income (loss)
|
224
|
(1,920
|
)
|
(3,745
|
)
|
(5,121
|
)
|
||||||
Preferred
dividends
|
(19
|
)
|
(19
|
)
|
(57
|
)
|
(57
|
)
|
|||||
Net
income (loss) applicable to common shareholders
|
$
|
205
|
$
|
(1,940
|
)
|
$
|
(3,802
|
)
|
$
|
(5,178
|
)
|
||
Basic
net income (loss) per common share
|
|||||||||||||
Continuing
operations
|
$
|
0.01
|
$
|
(0.18
|
)
|
$
|
(0.28
|
)
|
$
|
(0.53
|
)
|
||
Discontinued
operations
|
$
|
—
|
$
|
(0.00
|
)
|
$
|
—
|
$
|
(0.02
|
)
|
|||
Net
income (loss)
|
$
|
0.01
|
$
|
(0.18
|
)
|
$
|
(0.28
|
)
|
$
|
(0.55
|
)
|
||
Diluted
net income (loss) per common share
|
|||||||||||||
Continuing
operations
|
$
|
0.01
|
$
|
(0.18
|
)
|
$
|
(0.28
|
)
|
$
|
(0.53
|
)
|
||
Discontinued
operations
|
$
|
0
|
$
|
0.00
|
$
|
—
|
$
|
(0.02
|
)
|
||||
Net
income (loss)
|
$
|
0.01
|
$
|
(0.18
|
)
|
$
|
(0.28
|
)
|
$
|
(0.55
|
)
|
||
Weighted
average common shares outstanding:
|
|||||||||||||
Basic
|
15,615
|
10,626
|
13,588
|
9,501
|
|||||||||
Diluted
|
29,005
|
19,788
|
26,978
|
18,663
|
For
The Nine Months Ended September 30,
|
|||||||
2008
|
2007
|
||||||
Operating
activities:
|
|||||||
Net
loss
|
$
|
(3,745
|
)
|
$
|
(5,121
|
)
|
|
Adjustments
to reconcile net loss to net cash used in operating
activities:
|
|||||||
Depreciation
|
261
|
133
|
|||||
Amortization
of patents
|
244
|
244
|
|||||
Non-cash
interest
|
145
|
1,045
|
|||||
Non-cash
payments
|
568
|
—
|
|||||
Realized
loss on assets held for sale, net
|
25
|
—
|
|||||
Realized
loss (gain) on sale of property and equipment
|
—
|
(33
|
)
|
||||
Unrealized
loss on assets held for sale, net
|
65
|
—
|
|||||
Stock-based
compensation to employees and directors
|
1,229
|
900
|
|||||
Change
in fair value of warrant derivative liability
|
(1,515
|
)
|
—
|
||||
Income
tax benefit
|
(98
|
)
|
(86
|
)
|
|||
Changes
in operating assets and liabilities:
|
|||||||
Accounts
receivable
|
(253
|
)
|
2
|
||||
Inventories
|
(35
|
)
|
15
|
||||
Prepaid
expenses
|
30
|
|
402
|
||||
Other
current assets
|
(10
|
)
|
—
|
||||
Assets
held for sale, net
|
—
|
22
|
|||||
Accounts
payable
|
(105
|
)
|
(453
|
)
|
|||
Accrued
liabilities
|
151
|
345
|
|||||
Net
cash used in operating activities
|
(3,043
|
)
|
(2,585
|
)
|
|||
Investing
activities:
|
|||||||
Purchase
of property and equipment
|
(319
|
)
|
(387
|
)
|
|||
Proceeds
from sale of property and equipment
|
—
|
43
|
|||||
Proceeds
from sale of assets held for sale, net
|
226
|
3,178
|
|||||
Net
cash provided by (used in) investing activities
|
(93
|
)
|
2,834
|
||||
Financing
activities:
|
|||||||
Proceeds
from issuance of common stock and warrants
|
3,877
|
3,051
|
|||||
Proceeds
from notes payable
|
500
|
100
|
|||||
Payments
and decrease on notes payable
|
(551
|
)
|
(3,301
|
)
|
|||
Payments
of preferred dividends
|
(57
|
)
|
(19
|
)
|
|||
Net
cash provided by (used in) financing activities
|
3,769
|
(169
|
)
|
||||
Net
increase in cash and cash equivalents
|
633
|
80
|
|||||
Cash
and cash equivalents at beginning of period
|
405
|
4
|
|||||
Cash
and cash equivalents at end of period
|
$
|
1,038
|
$
|
84
|
|||
Supplemental
disclosures of cash flow information:
|
|||||||
Cash
paid during the period for interest
|
$
|
49
|
$
|
222
|
|||
Non
cash investing and financing activities:
|
|||||||
Issuance
of common stock in payment of accrued liabilities
|
$
|
185
|
$
|
—
|
|||
Dividends
accrued
|
$
|
—
|
$
|
38
|
|||
Issuance
of common stock in connection with contingent payment with Surgicount
acquisition
|
$
|
—
|
$
|
75
|
|||
Issuance
of common stock in payment of notes payable, accrued and prepaid
interest
|
$
|
859
|
$
|
580
|
|||
Issuance
of common stock for inventory
|
$
|
700
|
$
|
500
|
|||
Payment
of accrued liability with long-term investments
|
$
|
—
|
$
|
11
|
|||
Reclassification
of accrued interest to notes payable, less current portion -
net
|
$
|
—
|
$
|
349
|
|||
Reclassification
of additional paid in capital to warrant derivative
liability
|
$
|
4,350
|
$
|
—
|
Outstanding
Options
|
||||||||||||||||
Shares
Available for Grant
|
Number
of Shares
|
Weighted
Average Exercise Price
|
Weighted
Average Remaining Contractual Life (years)
|
Aggregate
Intrinsic Value
|
||||||||||||
December
31, 2007
|
1
|
1,650
|
$
|
3.49
|
8.43
|
|||||||||||
Grants
|
(550
|
)
|
550
|
$
|
1.25
|
9.70
|
||||||||||
Cancellations
|
793
|
(793
|
)
|
$
|
4.07
|
7.60
|
||||||||||
September
30, 2008
|
244
|
1,407
|
$
|
2.28
|
8.71
|
$
|
—
|
|||||||||
Options
exercisable at:
|
||||||||||||||||
December
31, 2007
|
783
|
$
|
4.40
|
7.83
|
$
|
—
|
||||||||||
September
30, 2008
|
962
|
$
|
2.65
|
8.49
|
$
|
—
|
Nine
Months ended September 30,
|
|||||||
2008
|
2007
|
||||||
Weighted
average risk free interest rate
|
3.50
|
%
|
4.50
|
%
|
|||
Weighted
average life (in years)
|
5.00
|
5.00
|
|||||
Volatility
|
106
|
%
|
98
- 100
|
%
|
|||
Expected
dividend yield
|
0
|
%
|
0
|
%
|
|||
Weighted
average grant-date fair value per share of options granted
|
$
|
0.93
|
$
|
1.22
|
Nonvested
Shares
|
Shares
|
Weighted
Average Grant Date Fair Value
|
|||||
Nonvested
at December 31, 2007
|
867
|
$
|
1.75
|
||||
Granted
|
550
|
$
|
1.40
|
||||
Vested
|
(566
|
)
|
$
|
1.56
|
|||
Cancelled
and forfeited
|
(407
|
)
|
$
|
2.23
|
|||
Nonvested
at September 30, 2008
|
445
|
$
|
1.12
|
September
30, 2008
|
September
30, 2007
|
||||||
Warrants
|
10,680
|
4,758
|
|||||
Stock
options
|
1,407
|
1,491
|
|||||
Convertible
promissory notes
|
1,057
|
2,667
|
|||||
Convertible
preferred stock
|
246
|
246
|
|||||
13,390
|
9,162
|
Nine
Months Ended September 30,
|
|||||||
2008
|
2007
|
||||||
Operating
revenues
|
$
|
—
|
$
|
309
|
|||
Operating
expenses
|
—
|
(262
|
)
|
||||
Depreciation
and amortization
|
—
|
(22
|
)
|
||||
Interest
expense
|
—
|
(201
|
)
|
||||
Gain
on sale of assets
|
—
|
10
|
|||||
Loss
from discontinued operations
|
$
|
—
|
$
|
(166
|
)
|
September
30, 2008
|
December
31, 2007
|
||||||
Patents
|
$
|
4,685
|
$
|
4,685
|
|||
Accumulated
amortization
|
(1,165
|
)
|
(921
|
)
|
|||
$
|
3,520
|
$
|
3,764
|
Related
Party Notes:
|
September
30,
2008
|
December
31, 2007
|
|||||
Notes
payable to Ault Glazer Capital Partners, LLC (a)
|
$
|
1,775
|
$
|
2,531
|
|||
Notes
payable to Herb Langsam (b)
|
600
|
600
|
|||||
Note
payable to Catalysis Offshore, Ltd (c)
|
250
|
—
|
|||||
Note
payable to Catalysis Partners, LLC (c)
|
250
|
—
|
|||||
Sub-total,
Related Party Notes
|
2,875
|
3,131
|
|||||
Note
payable to Charles Kalina III (d)
|
—
|
400
|
|||||
Other
notes payable (e)
|
71
|
172
|
|||||
Total
notes payable
|
2,946
|
3,703
|
|||||
Less:
current portion
|
(2,946
|
)
|
(1,172
|
)
|
|||
Notes
payable - long-term portion
|
$
|
—
|
$
|
2,531
|
(a) |
Effective
June 1, 2007, the entire unpaid principal and interest due under
note
payable agreements previously entered into with Ault Glazer Capital
Partners, LLC (formerly AGB Acquisition Fund) (the “Fund”)
a
related party, were restructured into a new Convertible Secured
Promissory
Note (the "AG
Partners Convertible Note")
in
the principal amount of $2.5 million. The Fund is controlled by
Milton
“Todd” Ault III, a former director of the Company and its former Chairman
and Chief Executive Officer and Louis Glazer, a director of the
Company,
both of whom currently have a significant beneficial ownership
interest in
the Company’s common and preferred stock. The
AG Partners Convertible Note bears interest at the rate of 7% per
annum
and is due on the earlier of December 31, 2010, or the occurrence
of an
event of default. In the event that the average closing price of
the
Company’s common stock is in excess of $5.00 per share for thirty (30)
consecutive trading days, the Company will have the right to redeem
the
promissory note in shares or in cash. In the event of redemption
in
shares, the principal is convertible into shares of the Company’s common
stock at a conversion price of $2.50. The promissory note is secured
by
all of the Company’s assets. Should the Company raise up to $2 million in
a new credit facility, including any replacement credit facilities,
the
Fund is required to subordinate its security interest in favor
of the new
credit facility. During the three and nine months ended September
30,
2008, the Company incurred interest expense of $38 thousand and
$127
thousand, respectively, on the AG Partners Convertible Note. During
the
three and nine months ended September 30, 2007, the Company incurred
interest expense of $44 thousand and $59 thousand, respectively,
on the AG
Partners Convertible Note.
|
In
connection with the Ault Glazer Partners, LLC Note agreement, the
Company
issued 153,150 shares of its common stock in July 2008, with an
agreed
upon value of $1.50 per share, to pay past due interest owed by
the
Company from the first and second quarter of 2008 and current interest
owed for the third quarter of 2008 totaling approximately $127
thousand,
and to prepay future interest related to the outstanding note balance.
The
prepaid interest balance, which is included in prepaid expenses
at
September 30, 2008 is approximately $103
thousand.
|
On September
5, 2008 an amendment was entered into between Ault Glazer Partners
LLC and
the Company. The Amendment and Early Conversion of Secured Convertible
Promissory Note (the “AG Amendment”) replaces the Secured Convertible
Promissory Note, effective June 1, 2007 in the principal amount
of $2.5
million, described above. The terms of the AG Amendment stipulate
the
Company will pay the lender $450 thousand in cash and convert the
remaining balance of the note to 1.3 million shares of common stock
upon
satisfactory completion of certain conditions, as specified in
the
amendment. The lender is currently in possession of several pieces
of
office equipment that is leased under the Company’s name. One of the
stipulations of the amendment is to transfer the leases into the
lenders’
name. The equipment is not carried on the Company’s book and does not pay
the monthly lease payment. The lender may transfer or sell the
Early
Conversion Shares according to the following schedule: 400 thousand
shares
may be sold or transferred within the first 90 days after closing
and up
to 125 thousand shares may be sold or transferred during each calendar
month beginning 90 days after closing. As of September 30, 2008
the
Company has paid $450 thousand in cash and issued 300 thousand
shares of
common stock as partial settlement under the AG Amendment. In November
2008, the Company issued 250 thousand additional shares of its
common
stock pursuant to the Amendment. The Company expects the remaining
750
thousand shares of common stock to be issued in
2009.
|
(b) |
On
May 1, 2006, Herbert Langsam, a Class II Director of the Company,
loaned
the Company $500 thousand. The loan is documented by a $500 thousand
Secured Promissory Note (the “Langsam
Note”)
payable to the Herbert Langsam Irrevocable Trust. The Langsam Note
accrues
interest at the rate of 12% per annum and had a maturity date of
November
1, 2006. This note was not repaid by the scheduled maturity and
to date
has not been extended, therefore the Langsam Note is recorded in
current
liabilities. Accordingly, the note is currently in default and
therefore
accruing interest at the rate of 16% per annum. Pursuant to the
terms of a
Security Agreement dated May 1, 2006, the Company granted the Herbert
Langsam Revocable Trust a security interest in all of the Company’s assets
as collateral for the satisfaction and performance of the Company’s
obligations pursuant to the Langsam
Note.
|
On
November 13, 2006, Mr. Langsam, loaned the Company an additional
$100
thousand. The loan is documented by a $100 thousand Secured Promissory
Note (the “Second
Langsam Note”)
payable to the Herbert Langsam Irrevocable Trust. The Second Langsam
Note
accrues interest at the rate of 12% per annum and had a maturity
date of
May 13, 2007. The Company is in the process of restructuring the
debt that
is owed to Mr. Herbert Langsam. Mr. Langsam received warrants to
purchase
50 thousand shares of the Company’s common stock at an exercise price of
$1.25 per share as additional consideration for entering into the
loan
agreement. The Company recorded debt discount in the amount of
$17
thousand as the estimated value of the warrants. The debt discount
was
amortized as non-cash interest expense over the term of the debt
using the
effective interest method. During the nine months ended September
30, 2008
and 2007, interest expense of nil and $12 thousand, respectively,
was
recorded from the debt discount amortization. Pursuant to the terms
of a
Security Agreement dated November 13, 2006, the Company granted
the
Herbert Langsam Revocable Trust a security interest in all of the
Company’s assets as collateral for the satisfaction and performance of
the
Company’s obligations pursuant to the Second Langsam Note.
|
During
the three and nine months ended September 30, 2008, the Company
incurred
interest expense, excluding amortization of debt discount, of $24
thousand
and $72 thousand, respectively, on the Langsam Notes. During the
three and
nine months ended September 30, 2007, the Company incurred interest
expense, excluding amortization of debt discount, of $18 thousand
and $64
thousand, respectively. At September 30, 2008 and December 31,
2007
accrued interest on the Langsam Notes totaled $186 thousand and
$138
thousand, respectively.
|
(d) |
On
July 12, 2006 the Company, executed a Convertible Promissory Note
in the
principal amount of $250 thousand in favor of Charles J. Kalina,
III, an
existing shareholder of the Company. On November 3, 2006 the balance
due
under the $250 thousand Convertible Promissory Note was added to
a new
Convertible Promissory Note in the principal amount of $400 thousand
(the
“Kalina
Note”),
pursuant to which the Company received proceeds of approximately
$150
thousand. The Kalina Note accrued interest at the rate of 12% per
annum
and was due on January 31, 2008. On May 20, 2008, the principal
and
accrued interest on the Kalina Note, in the aggregate amount of
$426
thousand, was exchanged for equity in the Company. Mr. Kalina received
341
thousand shares of the Company’s common stock and a warrant to purchase
205 thousand shares of the Company’s common stock at $1.40 per share.
During the three and nine months ended September 30, 2008, the
Company
incurred interest expense, excluding amortization of debt discount
of $12
thousand and $34 thousand, respectively, on the Kalina Note. At
December
31, 2007 accrued interest on the Kalina Note totaled $8
thousand.
|
(e) |
On
November 1, 2006 we entered into a Convertible Promissory Note
with
Michael G. Sedlak in the principal amount of $71 thousand (the
“Sedlak
Note”).
The Sedlak Note, which was not paid by its scheduled maturity date,
January 31, 2008, accrues interest at the rate of 12% per
annum.
|
September
30, 2008
|
December
31, 2007
|
||||||
Accrued
interest
|
$
|
213
|
$
|
169
|
|||
Accrued
dividends on preferred stock
|
134
|
134
|
|||||
Accrued
salaries and director fees
|
123
|
212
|
|||||
Warrant
derivative liability
|
2,825
|
—
|
|||||
Other
|
8
|
6
|
|||||
$
|
3,303
|
$
|
521
|
Exhibit
Number
|
Description
|
|
10.01
|
Form
of Securities Purchase Agreement entered into May 20, 2008 between
Patient
Safety Technologies, Inc. and several accredited investors (Incorporated
by reference to the Company’s current report on Form 8-K filed with the
Securities and Exchange Commission on June 2, 2008)
|
|
10.02
|
Form
of Registration Rights Agreement entered into May 20, 2008 between
Patient
Safety Technologies, Inc. and several accredited investors (Incorporated
by reference to the Company’s current report on Form 8-K filed with the
Securities and Exchange Commission on June 2, 2008)
|
|
10.03
|
Form
of Warrant Agreement entered into May 20, 2008 between Patient Safety
Technologies, Inc. and several accredited investors (Incorporated
by
reference to the Company’s current report on Form 8-K filed with the
Securities and Exchange Commission on June 2, 2008)
|
|
10.04
|
Form
of Securities Purchase Agreement entered into August 1, 2008 between
Patient Safety Technologies, Inc. and several accredited investors
(Incorporated by reference to the Company’s current report on Form 8-K
filed with the Securities and Exchange Commission on August 14,
2008)
|
|
10.05
|
Form
of Registration Rights Agreement entered into August 1, 2008 between
Patient Safety Technologies, Inc. and several accredited investors
(Incorporated by reference to the Company’s current report on Form 8-K
filed with the Securities and Exchange Commission on August 14,
2008)
|
|
10.06
|
Form
of Warrant Agreement entered into August 1, 2008 between Patient
Safety
Technologies, Inc. and several accredited investors (Incorporated
by
reference to the Company’s current report on Form 8-K filed with the
Securities and Exchange Commission on August 14, 2008)
|
|
31.1*
|
Certification
of Chief Executive Officer required by Rule 13a-14(a) or Rule
15d-14(a)
|
|
31.2*
|
Certification
of Chief Financial Officer required by Rule 13a-14(a) or Rule
15d-14(a)
|
|
32.1*
|
Certification
of Chief Executive Officer required by Rule 13a-14(b) or Rule 15d-14(b)
and Section 1350 of Chapter 63 of Title 18 of the United States
Code
|
|
32.2*
|
Certification
of Chief Financial Officer required by Rule 13a-14(b) or Rule 15d-14(b)
and Section 1350 of Chapter 63 of Title 18 of the United States
Code
|
PATIENT
SAFETY TECHNOLOGIES, INC.
|
||
|
|
|
Date:
November 14, 2008
|
By: | /s/ William Adams |
William Adams |
||
Chief
Executive Officer
|
Date:
November 14, 2008
|
By: | /s/ Mary A. Lay |
Mary A. Lay |
||
Interim
Chief Financial Officer and
Principal
Accounting Officer
|