Summary of Significant Accounting Policies (Policy) | 6 Months Ended |
Mar. 31, 2013 |
Summary of Significant Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates |
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The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires our management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities, fair value of financial instruments, at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from those estimates. |
Revenue Recognition | Revenue Recognition |
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We generally have two revenue sources: monthly account fees and usage fees. Monthly account fees are recognized in the month for which the cardholder has a balance on an active card. No fees are charged or recorded as revenue for cards for which there is no cardholder balance. Usage fees are recognized at the time of the transaction. We defer revenue for monthly fees paid in advance of the related month of service. Deferred revenues at March 31, 2013 and September 30, 2012 were insignificant. We recognize fee revenue gross of related processing costs and service fees. We do not collect sales taxes in connection with our products or services. During the six months ended March 31, 2013 we remitted cardholder funds to the issuing bank within two business days of card loading. As of March 31, 2013 and September 30, 2012 we had $207,536 and $203,479, respectively, of cardholder funds included in amounts on deposit with or due from merchant processor and also recorded an offsetting liability of the same amount in accounts payable. |
Cash and cash equivalents | Cash and cash equivalents |
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We consider all investments with an original maturity of three months or less to be cash equivalents. Cash equivalents primarily represent funds invested in money market funds, bank certificates of deposit and U.S. government debt securities whose cost equals fair market value. |
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Cash and cash equivalents are maintained at financial institutions and, at times, balances may exceed federally insured limits. We have never experienced any losses related to these balances. |
Property and Equipment | Property and Equipment |
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Property and equipment are recorded at cost and depreciated using the straight-line method over the estimated useful lives of the related assets (generally three to five years). Costs incurred for maintenance and repairs are expensed as incurred and expenditures for major replacements and improvements are capitalized and depreciated over their estimated remaining useful lives. Depreciation expense for the three and six months ended March 31, 2013 totaled $1,131 and $2,263, respectively (for the three and six months ended March 31, 2012, there was no depreciation expense). |
Valuation of Long-Lived Assets | Valuation of Long-Lived Assets |
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We record impairment losses on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amount. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amounts of the assets exceed the estimated fair value of the assets. No impairment expense was recorded for the three and six months ended March 31, 2013 or March 31, 2012. |
Income Tax Expense Estimates and Policies | Income Tax Expense Estimates and Policies |
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As part of the income tax provision process of preparing our financial statements, we are required to estimate our Company's provision for income taxes. This process involves estimating our current tax liabilities together with assessing temporary differences resulting from differing treatments of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities. Management then assesses the likelihood that our deferred tax assets will be recovered from future taxable income and to the extent believed that recovery is not likely, a valuation allowance is established. Further, to the extent a valuation allowance is established and changes occur to this allowance in a financial accounting period, such changes are recognized in our tax provision in our consolidated statement of operations. We use our judgment in making estimates to determine our provision for income taxes, deferred tax assets and liabilities and any valuation allowance is recorded against our net deferred tax assets. |
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There are various factors that may cause these tax assumptions to change in the near term, requiring us to write down deferred tax assets or establish tax reserves. We recognize the benefit of an uncertain tax position taken or expected to be taken on our income tax returns if it is "more likely than not" that such tax position will be sustained based on its technical merits. |
Stock Based Compensation | Stock Based Compensation |
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We have historically accounted for stock based compensation arrangements through the measurement and recognition of compensation expense for all stock based payment awards to employees and directors based on estimated fair values. We use the Black-Scholes option valuation model to estimate the fair value of our stock options and warrants at the date of grant. The Black-Scholes option valuation model requires the input of subjective assumptions to calculate the value of options and warrants. We use historical company data among other information to estimate the expected price volatility and the expected forfeiture rate. |
Derivatives | Derivatives |
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We account for certain of our outstanding warrants issued in fiscal 2010, 2012 and 2013 ("2010 Warrants," "2012 Warrants" and "2013 Warrants, respectively) as derivative liabilities. The 2010 Warrants were determined to be ineligible for equity classification due to provisions of the respective instruments that may result in an adjustment to their conversion or exercise prices. These derivative liabilities which arose from the issuance of the 2010 Warrants resulted in an ending balance of derivative liabilities of $317,929 and $1,015,284 as of March 31, 2013 and September 30, 2012, respectively. On March 20, 2013, the Company amended its warrant agreement for the 2012 and 2013 warrants whereby removing all terms that required net cash settlement, and as a result, the Company recorded its derivative liabilities relating to these warrants through March 20, 2013, at which time the balance of the derivative liability was reclassified into additional paid in capital. The value of the derivative liability that was reclassified to additional paid in capital at March 20, 2013 was $8,734,085. |
Fair value of assets and liabilities | Fair value of assets and liabilities |
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Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value for applicable assets and liabilities, we consider the principal or most advantageous market in which we would transact and we consider assumptions market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. This guidance also establishes a fair value hierarchy to prioritize inputs used in measuring fair value as follows: |
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| · | Level 1: Observable inputs such as quoted prices in active markets; | | | | | | | | | | | | | | |
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| · | Level 2: Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and | | | | | | | | | | | | | | |
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| · | Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | | | | | | | | | | | | | | |
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Our financial instruments are cash and cash equivalents, accounts payable, and derivative liabilities. The recorded values of cash equivalents and accounts payable approximate their fair values based on their short-term nature. The fair value of derivative liabilities is estimated using option pricing models that are based on the individual characteristics of our warrants, preferred and common stock, the derivative liability on the valuation date as well as assumptions for volatility, remaining expected life, risk-free interest rate and, in some cases, credit spread. The derivative liabilities are the only Level 3 fair value measures. |
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These derivative liabilities are remeasured to estimated fair value at March 31, 2013 and September 30, 2012, using the Black-Scholes option pricing model using the following assumptions: contractual life according to the remaining terms of the warrants, no dividend yield, weighed average risk-free interest rate of 0.69% and 0.29% at March 31, 2013 and September 30, 2012, respectively, and weighted average volatility of 75.5% and 72.7% at March 31, 2013 and September 30, 2012, respectively. |
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At March 31, 2013 and September 30, 2012, the estimated fair values of the liabilities measured on a recurring basis are as follows: |
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| | Fair Value Measurements at March 31, 2013 | |
| | Balance at | | | Quoted Prices in | | | Significant Other | | | Significant Unobservable | |
31-Mar-13 | Active Markets | Observable Inputs | Inputs (Level 3) |
| (Level 1) | (Level 2) | |
Warrant derivative liabilities | | $ | 317,929 | | | $ | - | | | $ | - | | | $ | 317,929 | |
Total | | $ | 317,929 | | | $ | - | | | $ | - | | | $ | 317,929 | |
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| | Fair Value Measurements at September 30, 2012 | |
| | Balance at | | | Quoted Prices in | | | Significant Other | | | Significant Unobservable | |
September 30, | Active Markets | Observable Inputs | Inputs (Level 3) |
2012 | (Level 1) | (Level 2) | |
Warrant derivative liabilities | | $ | 14,345,625 | | | $ | - | | | $ | - | | | $ | 14,345,625 | |
Total | | $ | 14,345,625 | | | $ | - | | | $ | - | | | $ | 14,345,625 | |
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The following tables present the activity for liabilities measured at estimated fair value using unobservable inputs for the six months ended March 31, 2013: |
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| | Fair Value Measurements Using Significant Unobservable Inputs | | | | | | | | | |
(Level 3) | | | | | | | | |
| | Warrant Derivative | | | | | | | | | | | | |
Liabilities | | | | | | | | |
Beginning balance at October 1, 2012 | | $ | 14,345,625 | | | | | | | | | | | | | |
Issuance of warrants with derivative liabilities | | | 3,114,940 | | | | | | | | | | | | | |
Changes in estimated fair value | | | (8,408,551 | ) | | | | | | | | | | | | |
Reclassification of derivative liability to additional paid in capital | | | (8,734,085 | ) | | | | | | | | | | | | |
Ending balance at March 31, 2013 | | $ | 317,929 | | | | | | | | | | | | | |
Net Loss per Share | Net Loss per Share |
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We calculate basic earnings per share ("EPS") by dividing our net income or loss by the weighted average number of common shares outstanding for the period, without considering common stock equivalents. Diluted EPS is computed by dividing net income or net loss by the weighted average number of common shares outstanding for the period and the weighted average number of dilutive common stock equivalents, such as options and warrants. Options and warrants are only included in the calculation of diluted EPS when their effect is dilutive. |
Advertising | Advertising |
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We expense advertising costs as incurred. We have no existing arrangements under which we provide or receive advertising services from others for any consideration other than cash. On-air advertising expenses totaled $0 and $305,516 for the three and six months ended March 31, 2013, respectively ($106,029 and $1,244,405 during the three and six months ended March 31, 2012, respectively). |
Litigation | Litigation |
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From time to time, we may become involved in disputes, litigation and other legal actions. We estimate the range of liability related to any pending litigation where the amount and range of loss can be estimated. We record our best estimate of a loss when the loss is considered probable. Where a liability is probable and there is a range of estimated loss with no best estimate in the range, we record a charge equal to at least the minimum estimated liability for a loss contingency when both of the following conditions are met: (i) information available prior to issuance of the financial statements indicates that it is probable that an asset had been impaired or a liability had been incurred at the date of the financial statements and (ii) the range of loss can be reasonably estimated. As of the date of this quarterly report we are currently not involved in any significant disputes, litigation and other legal actions. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements |
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In June 2011, the Financial Accounting Standards Board, "FASB" issued ASU 2011-05, "Presentation of Comprehensive Income", an amendment to FASB ASC Topic 220, "Comprehensive Income". The update gives companies the option to present the total of comprehensive income, the components of net income, and the components of other comprehensive income either in a single continuous statement of comprehensive income or in two separate but consecutive statements. The amendments in the update do not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. The ASU is effective for the Company for fiscal years, and interim periods within those years, beginning after December 15, 2011. The adoption of ASU 2011-05 did not have any impact on the company as the company has no other comprehensive income or loss, and therefore the net income or loss equals to the total comprehensive income or loss. In December 2011, the FASB issued ASU 2011-12 "Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05." This update stated that the specific requirement to present items that are reclassified from other comprehensive income to net income alongside their respective components of net income and other comprehensive income will be deferred. In February 2013, the FASB issued ASU 2013-02 "Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income". This update requires companies to present the effects on the line items of net income of significant reclassifications out of accumulated other comprehensive income if the amount being reclassified is required under U.S. generally accepted accounting principles to be reclassified in its entirety to net income in the same reporting period. ASU 2013-02 is effective prospectively for the Company for fiscal years, and interim periods within those years, beginning after December 15, 2012. The Company's condensed consolidated financial statements were not significantly impacted by the adoption of this amended guidance. |