Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Apr. 30, 2015 | Jul. 24, 2015 | Oct. 31, 2014 | |
Document Information [Line Items] | |||
Entity Registrant Name | WPCS INTERNATIONAL INC | ||
Entity Central Index Key | 1,086,745 | ||
Document Type | 10-K | ||
Document Period End Date | Apr. 30, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --04-30 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Trading Symbol | WPCS | ||
Entity Public Float | $ 10,295,741 | ||
Entity Common Stock, Shares Outstanding | 2,174,049 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Apr. 30, 2015 | Apr. 30, 2014 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 2,364,360 | $ 2,177,070 |
Accounts receivable, net of allowance of $92,000 and $100,000 at April 30, 2015 and April 30, 2014, respectively | 6,494,890 | 4,615,753 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 420,434 | 431,348 |
Prepaid expenses and other current assets | 159,769 | 152,063 |
Current assets held for sale | 4,566,251 | 9,232,361 |
Total current assets | 14,005,704 | 16,608,595 |
Property and equipment, net | 162,986 | 176,281 |
Other assets | 11,384 | 48,776 |
Other assets held for sale | 977,119 | 5,188,074 |
Total assets | 15,157,193 | 22,021,726 |
CURRENT LIABILITIES: | ||
Current portion of loans payable | 39,935 | 31,680 |
Senior secured convertible notes, net of debt discount of $0 and $853,000, respectively | 0 | 44,921 |
Accounts payable and accrued expenses | 5,409,361 | 3,826,049 |
Accrued severance | 0 | 1,520,205 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 1,346,461 | 1,448,563 |
Other payable to Zurich | 360,000 | 1,533,757 |
Short-term promissory note | 1,703,000 | 0 |
Income taxes payable | 4,908 | 7,274 |
Dividend payable | 677,546 | 72,034 |
Current liabilities held for sale | 5,710,807 | 7,513,356 |
Total current liabilities | 15,252,018 | 15,997,839 |
Loans payable, net of current portion | 44,239 | 56,537 |
Total liabilities | $ 15,296,257 | $ 16,054,376 |
COMMITMENTS AND CONTINGENCIES | ||
WPCS (DEFICIT) EQUITY: | ||
Common stock - $0.0001 par value, 100,000,000 shares authorized, 982,660 and 632,417 shares issued and outstanding as of April 30, 2015 and April 30, 2014, respectively | $ 98 | $ 63 |
Additional paid-in capital | 70,380,397 | 66,673,434 |
Accumulated deficit | (76,550,894) | (65,222,355) |
Accumulated other comprehensive income on foreign currency translation | 349,723 | 1,232,003 |
Total WPCS (deficit) equity | (699,979) | 5,121,145 |
Non-controlling interest | 560,915 | 846,205 |
Total (deficit) equity | (139,064) | 5,967,350 |
Total liabilities and equity | 15,157,193 | 22,021,726 |
Convertible Series E [Member] | ||
WPCS (DEFICIT) EQUITY: | ||
Preferred stock | 0 | 2,438,000 |
Convertible Series F [Member] | ||
WPCS (DEFICIT) EQUITY: | ||
Preferred stock | 1,589,933 | 0 |
Convertible Series G [Member] | ||
WPCS (DEFICIT) EQUITY: | ||
Preferred stock | 731,706 | 0 |
Convertible Series F-1 [Member] | ||
WPCS (DEFICIT) EQUITY: | ||
Preferred stock | 1,702,808 | $ 0 |
Convertible Series G-1 [Member] | ||
WPCS (DEFICIT) EQUITY: | ||
Preferred stock | $ 1,096,250 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Apr. 30, 2015 | Apr. 30, 2014 |
Allowance for accounts receivable | $ 92,000 | $ 100,000 |
Debt discount of senior secured convertible notes | $ 0 | $ 853,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 2,088 | |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 982,660 | 632,417 |
Common stock, shares outstanding | 982,660 | 632,417 |
Convertible Series E [Member] | ||
Preferred stock, shares issued | 0 | 2,438 |
Preferred Stock, Shares Outstanding | 0 | 2,438 |
Preferred Stock, liquidation preference | $ 0 | $ 5,617,000 |
Convertible Series F [Member] | ||
Preferred stock, par value | $ 301.81 | |
Preferred stock, shares issued | 5,268 | 0 |
Preferred Stock, Shares Outstanding | 5,268 | 0 |
Preferred Stock, liquidation preference | $ 8,706,233 | $ 8,706,233 |
Convertible Series F-1 [Member] | ||
Preferred stock, shares issued | 5,642 | 0 |
Preferred Stock, Shares Outstanding | 5,642 | 0 |
Preferred Stock, liquidation preference | $ 9,247,065 | $ 9,247,065 |
Convertible Series G [Member] | ||
Preferred stock, par value | $ 350.43 | |
Preferred stock, shares issued | 2,088 | 0 |
Preferred Stock, Shares Outstanding | 2,088 | 2,088 |
Preferred Stock, liquidation preference | $ 4,206,577 | $ 4,206,577 |
Convertible Series G-1 [Member] | ||
Preferred stock, shares issued | 3,128 | 0 |
Preferred Stock, Shares Outstanding | 3,128 | 0 |
Preferred Stock, liquidation preference | $ 6,269,028 | $ 6,269,028 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
REVENUE | $ 24,417,686 | $ 15,751,092 |
COSTS AND EXPENSES: | ||
Cost of revenue | 20,559,427 | 12,725,037 |
Selling, general and administrative expenses | 4,867,056 | 5,072,566 |
Severance expense | 0 | 1,775,732 |
Depreciation and amortization | 60,207 | 110,058 |
Costs and Expenses | 25,486,690 | 19,683,393 |
OPERATING LOSS | (1,069,004) | (3,932,301) |
OTHER EXPENSE (INCOME): | ||
Interest expense | 2,838,739 | 4,795,178 |
Change in fair value of derivative liabilities | 0 | 833,750 |
Loss on extinguishment of Notes | 0 | 1,299,304 |
Inducement expense | 5,492,842 | 0 |
Income from section 16 settlement | (1,401,516) | 0 |
Gain on forgiveness of other payable to Zurich | (883,757) | 0 |
Other income | (187,209) | 0 |
Loss from continuing operations before income tax provision | (6,928,103) | (10,860,533) |
Income tax provision (benefit) | 69,679 | (297,843) |
LOSS FROM CONTINUING OPERATIONS | (6,997,782) | (10,562,690) |
Discontinued operations: | ||
Loss from discontinued operations | (2,550,113) | (380,516) |
Gain (loss) from disposal | 798,896 | (104,446) |
Loss from discontinued operations, net of tax | (2,106,449) | (484,962) |
CONSOLIDATED NET LOSS | (9,104,231) | (11,047,652) |
Net (loss) income attributable to noncontrolling interest | (284,210) | 11,287 |
NET LOSS ATTRIBUTABLE TO WPCS | (8,820,021) | (11,058,939) |
Dividend declared on preferred stock | (2,508,518) | (109,027) |
NET LOSS ATTRIBUTABLE TO WPCS COMMON SHAREHOLDERS | $ (11,328,539) | $ (11,167,966) |
Basic and diluted net loss attributable to WPCS common shareholders: | ||
Loss from continuing operations | $ (14.13) | $ (41.94) |
Loss from discontinued operations | (3.37) | (1.54) |
Gain (loss) from disposal | 0.66 | (0.41) |
Basic and diluted net loss from discontinued operations | (2.71) | (1.95) |
Basic and diluted net loss per common share attributable to WPCS | $ (16.84) | $ (43.89) |
Basic and diluted weighted average number of common shares outstanding | 672,723 | 254,446 |
BTX Trader LLC [Member] | ||
Discontinued operations: | ||
Loss from disposal of Seattle Operations | $ 19,700 | $ 0 |
Seattle Inc [Member] | ||
Discontinued operations: | ||
Loss from disposal of Seattle Operations | $ (374,932) | $ 0 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Consolidated net loss | $ (8,820,021) | $ (11,058,939) |
Other comprehensive loss | ||
Foreign currency translation adjustments | (23,472) | (215,759) |
Other comprehensive loss | (23,472) | (215,759) |
Comprehensive loss | (9,127,703) | (11,263,411) |
Less: comprehensive loss attributable to noncontrolling interest | (1,079) | (14,220) |
Comprehensive loss attributable to WPCS shareholders | $ (9,126,624) | $ (11,249,191) |
CONSOLIDATED STATEMENTS OF EQUI
CONSOLIDATED STATEMENTS OF EQUITY (DEFICIT) - USD ($) | Total | Series E Preferred Stock [Member] | Series F Preferred Stock [Member] | Series G Preferred Stock [Member] | Series F1 Preferred Stock [Member] | Series G1 Preferred Stock [Member] | Series G And G1 Preferred Stock [Member] | Series F And F1 Preferred Stock [Member] | BTX Software [Member] | Preferred Stock [Member] | Preferred Stock [Member]Series E Preferred Stock [Member] | Preferred Stock [Member]Series F Preferred Stock [Member] | Preferred Stock [Member]Series G Preferred Stock [Member] | Preferred Stock [Member]Series F1 Preferred Stock [Member] | Preferred Stock [Member]Series G1 Preferred Stock [Member] | Preferred Stock [Member]Series G And G1 Preferred Stock [Member] | Preferred Stock [Member]Series F And F1 Preferred Stock [Member] | Preferred Stock [Member]BTX Software [Member] | Common Stock [Member] | Common Stock [Member]Series E Preferred Stock [Member] | Common Stock [Member]Series F Preferred Stock [Member] | Common Stock [Member]Series G Preferred Stock [Member] | Common Stock [Member]Series F1 Preferred Stock [Member] | Common Stock [Member]Series G1 Preferred Stock [Member] | Common Stock [Member]Series G And G1 Preferred Stock [Member] | Common Stock [Member]Series F And F1 Preferred Stock [Member] | Common Stock [Member]BTX Software [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member]Series E Preferred Stock [Member] | Additional Paid-in Capital [Member]Series F Preferred Stock [Member] | Additional Paid-in Capital [Member]Series G Preferred Stock [Member] | Additional Paid-in Capital [Member]Series F1 Preferred Stock [Member] | Additional Paid-in Capital [Member]Series G1 Preferred Stock [Member] | Additional Paid-in Capital [Member]Series G And G1 Preferred Stock [Member] | Additional Paid-in Capital [Member]Series F And F1 Preferred Stock [Member] | Additional Paid-in Capital [Member]BTX Software [Member] | Accumulated Deficit [Member] | Accumulated Deficit [Member]Series E Preferred Stock [Member] | Accumulated Deficit [Member]Series F Preferred Stock [Member] | Accumulated Deficit [Member]Series G Preferred Stock [Member] | Accumulated Deficit [Member]Series F1 Preferred Stock [Member] | Accumulated Deficit [Member]Series G1 Preferred Stock [Member] | Accumulated Deficit [Member]Series G And G1 Preferred Stock [Member] | Accumulated Deficit [Member]Series F And F1 Preferred Stock [Member] | Accumulated Deficit [Member]BTX Software [Member] | Accumulated Other Comprehensive (Loss) Income [Member] | Accumulated Other Comprehensive (Loss) Income [Member]Series E Preferred Stock [Member] | Accumulated Other Comprehensive (Loss) Income [Member]Series F Preferred Stock [Member] | Accumulated Other Comprehensive (Loss) Income [Member]Series G Preferred Stock [Member] | Accumulated Other Comprehensive (Loss) Income [Member]Series F1 Preferred Stock [Member] | Accumulated Other Comprehensive (Loss) Income [Member]Series G1 Preferred Stock [Member] | Accumulated Other Comprehensive (Loss) Income [Member]Series G And G1 Preferred Stock [Member] | Accumulated Other Comprehensive (Loss) Income [Member]Series F And F1 Preferred Stock [Member] | Accumulated Other Comprehensive (Loss) Income [Member]BTX Software [Member] | WPCS Equity (Deficit) [Member] | WPCS Equity (Deficit) [Member]Series E Preferred Stock [Member] | WPCS Equity (Deficit) [Member]Series F Preferred Stock [Member] | WPCS Equity (Deficit) [Member]Series G Preferred Stock [Member] | WPCS Equity (Deficit) [Member]Series F1 Preferred Stock [Member] | WPCS Equity (Deficit) [Member]Series G1 Preferred Stock [Member] | WPCS Equity (Deficit) [Member]Series G And G1 Preferred Stock [Member] | WPCS Equity (Deficit) [Member]Series F And F1 Preferred Stock [Member] | WPCS Equity (Deficit) [Member]BTX Software [Member] | Non-Controlling Interest [Member] | Non-Controlling Interest [Member]Series E Preferred Stock [Member] | Non-Controlling Interest [Member]Series F Preferred Stock [Member] | Non-Controlling Interest [Member]Series G Preferred Stock [Member] | Non-Controlling Interest [Member]Series F1 Preferred Stock [Member] | Non-Controlling Interest [Member]Series G1 Preferred Stock [Member] | Non-Controlling Interest [Member]Series G And G1 Preferred Stock [Member] | Non-Controlling Interest [Member]Series F And F1 Preferred Stock [Member] | Non-Controlling Interest [Member]BTX Software [Member] |
BALANCE at Apr. 30, 2013 | $ (927,428) | $ 0 | $ 5 | $ 50,844,277 | $ (54,054,389) | $ 1,433,541 | $ (1,776,566) | $ 849,138 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
BALANCE (in shares) at Apr. 30, 2013 | 0 | 45,190 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Dividend declared on preferred stock | (109,027) | $ (109,027) | $ 0 | $ 0 | $ 0 | $ (109,027) | $ 0 | $ (109,027) | $ 0 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Series E preferred stock to promissory notes | 0 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock based compensation | 24,535 | $ 0 | $ 0 | 24,535 | 0 | 0 | 24,535 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive loss | (215,759) | 0 | 0 | 0 | 0 | (201,538) | (201,538) | (14,220) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Income (loss) attributable to noncontrolling interest | 11,287 | 0 | 0 | 0 | 0 | 0 | 0 | 11,287 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated net loss | (11,058,939) | 0 | 0 | 0 | (11,058,939) | 0 | (11,058,939) | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Notes | (3,114,816) | $ 0 | $ 59 | 3,114,757 | 0 | 0 | 3,114,816 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Notes (in shares) | 0 | 585,465 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Issuance of common stock from warrant amendment, waiver and exchange agreement | 88,715 | $ 0 | $ 0 | 88,715 | 0 | 0 | 88,715 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Issuance of common stock from warrant amendment, waiver and exchange agreement (in shares) | 0 | 1,761 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Reclassification of derivative liability upon conversion of Notes | 686,856 | $ 0 | $ 0 | 686,856 | 0 | 0 | 686,856 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Reclassification of derivative liability from Notes and Warrant amendment | 7,166,991 | 0 | 0 | 7,166,991 | 0 | 0 | 7,166,991 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Unamortized debt discount from Notes amendment | 3,400,000 | 0 | 0 | 3,400,000 | 0 | 0 | 3,400,000 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Issuance of BTX warrants for acquisition of BTX Software | $ 1,150,155 | $ 0 | $ 0 | $ 1,150,155 | $ 0 | $ 0 | $ 1,150,155 | $ 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Issuance of Series E preferred stock - acquisition of BTX Software | 2,635,147 | $ 2,438,000 | $ 0 | 197,147 | 0 | 0 | 2,635,147 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Issuance of Series E preferred stock - acquisition of BTX Software (in shares) | 2,438 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
BALANCE at Apr. 30, 2014 | 5,967,350 | $ 2,438,000 | $ 63 | 66,673,434 | (65,222,355) | 1,232,003 | 5,121,145 | 846,205 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
BALANCE (in shares) at Apr. 30, 2014 | 2,438 | 632,417 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Dividend declared on preferred stock | (2,508,518) | $ (74,487) | $ (233,288) | $ (577,789) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (74,487) | $ (233,288) | $ (577,789) | $ 0 | $ 0 | $ 0 | $ (74,487) | $ (233,288) | $ (577,789) | $ 0 | $ 0 | $ 0 | |||||||||||||||||||||||||||||||||||||||||||||||
Make-whole amount on conversion of preferred F-1 shares | (1,622,954) | $ 0 | $ 0 | 0 | (1,622,954) | 0 | (1,622,954) | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of a portion of the dividend payable related to Series F-1 preferred stock | 0 | 0 | 68,985 | 10,854 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of a portion of the dividend payable related to Series F-1 preferred stock | 1,622,954 | $ 133,532 | $ 0 | $ 0 | $ 7 | $ 1 | 1,622,947 | $ 133,531 | 0 | $ 0 | 0 | $ 0 | 1,622,954 | $ 133,532 | 0 | $ 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Series E preferred stock to promissory notes | (2,438,000) | $ (2,438,000) | $ 0 | 0 | 0 | 0 | (2,438,000) | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Series E preferred stock to promissory notes (in shares) | (2,438) | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of senior secured convertible note and related make-whole amount to preferred stock | $ 1,589,933 | 3,430,067 | $ 1,207,947 | $ 1,589,933 | $ 3,430,067 | $ 1,207,947 | $ 0 | $ 0 | $ 0 | $ 0 | 0 | $ 0 | $ 0 | 0 | $ 0 | $ 0 | 0 | $ 0 | $ 1,589,933 | 3,430,067 | $ 1,207,947 | $ 0 | 0 | $ 0 | ||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of senior secured convertible note and related make-whole amount to preferred stock (in shares) | 5,268 | 11,365 | 3,447 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Series F-1 and G-1 preferred stock to common stock | 0 | 0 | $ (1,669,915) | $ (110,035) | $ 25 | $ 2 | 1,669,890 | 110,033 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Series F-1 and G-1 preferred stock to common stock (in shares) | (5,533) | (314) | 251,500 | 17,512 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Section 16 Settlement on cancellation of Series F-1 preferred stock | $ 731,706 | 182,576 | $ 731,706 | $ 182,576 | $ 0 | $ 0 | $ 0 | 0 | $ 0 | 0 | $ 0 | 0 | $ 731,706 | 182,576 | $ 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Number of shares, Expiration | $ (57,344) | $ (184,238) | $ (57,344) | $ (184,238) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (57,344) | $ (184,238) | $ 0 | $ 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Section 16 Settlement on cancellation of Series F-1 preferred stock (in shares) | (190) | (526) | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of warrants to preferred stock (in shares) | 2,088 | 521 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock based compensation | 170,562 | $ 0 | $ 0 | 170,562 | 0 | 0 | 170,562 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fractional Shares Issued on reverse split | 0 | $ 0 | $ 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fractional Shares Issued on reverse split (in shares) | 0 | 1,392 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other comprehensive loss | (23,472) | $ 0 | $ 0 | 0 | 0 | (15,561) | (15,561) | (1,079) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Reclassification adjustments of other comprehensive loss on sale of Pride | (866,719) | 0 | 0 | 0 | 0 | (866,719) | (866,719) | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Income (loss) attributable to noncontrolling interest | (284,210) | 0 | 0 | 0 | 0 | 0 | 0 | (284,211) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated net loss | (8,820,021) | 0 | 0 | 0 | (8,820,021) | 0 | (8,820,021) | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Conversion of Notes | 0 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
BALANCE at Apr. 30, 2015 | $ (139,064) | $ 5,120,697 | $ 98 | $ 70,380,397 | $ (76,550,894) | $ 349,723 | $ (699,979) | $ 560,915 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
BALANCE (in shares) at Apr. 30, 2015 | 16,126 | 982,660 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
OPERATING ACTIVITIES : | ||
Net loss from operations | $ (6,997,782) | $ (10,562,690) |
Consolidated net loss from discontinued operations | (2,106,449) | (484,962) |
Adjustments to reconcile consolidated net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 60,207 | 110,058 |
Inducement expense | 5,492,842 | 0 |
Amortization of notes discount | 853,417 | 4,301,146 |
Loss on extinguishment of senior secured convertible notes | 0 | 1,299,304 |
Stock-based compensation | 170,562 | 24,535 |
Interest expenses related to make-whole amount | 1,889,716 | 0 |
Income on section 16 settlement | (1,401,516) | 0 |
Cash received on section 16 settlement | 650,000 | 0 |
Gain on forgiveness of other payable to Zurich | (883,757) | 0 |
Change in the fair value of derivative liabilities | 0 | 833,750 |
Provision for doubtful accounts | 0 | 505,646 |
Amortization of debt issuance costs | 0 | 278,864 |
Loss on sale of fixed assets | 0 | 8,638 |
Changes in operating assets and liabilities: | ||
Restricted cash | 0 | 1,869,178 |
Accounts receivable | (1,879,137) | (3,569,319) |
Costs and estimated earnings in excess of billings on uncompleted contracts | 10,914 | (102,207) |
Current assets held for sale | 928,403 | 252,698 |
Prepaid expenses and other current assets | (7,706) | (55,160) |
Other assets | 37,392 | 24,488 |
Other assets held for sale | 1,085,405 | 630,764 |
Income taxes payable | (2,366) | (43,033) |
Accounts payable and accrued expenses | 1,583,312 | 1,844,483 |
Current liabilities held for sale | 742,106 | (121,858) |
Accrued severance expense | (550,205) | 1,520,205 |
Billings in excess of costs and estimated earnings on uncompleted contracts | (102,102) | 104,404 |
Deferred revenue | 0 | (113,503) |
NET CASH USED IN OPERATING ACTIVITIES | (870,409) | (1,444,571) |
INVESTING ACTIVITIES: | ||
Cash received on sale of Seattle | 1,561,000 | 0 |
Acquisition of property and equipment | (46,912) | (78,544) |
Addition on acquisition of BTX capitalized software | (2,279) | 0 |
Payment for sale of BTX | (59,097) | 0 |
Cash received from acquisition of BTX software | 0 | 1,185,000 |
NET CASH PROVIDED BY INVESTING ACTIVITIES | 1,452,712 | 1,106,456 |
FINANCING ACTIVITIES: | ||
Repayments under loans payable, net | (4,043) | (76,637) |
Repayment to senior secured convertible notes | 0 | (9,507) |
Repayments under other payable to Zurich | (290,000) | (210,229) |
Borrowings under loan payable obligations | 0 | 21,440 |
Borrowings under short-term bank loan | 0 | 816,100 |
Borrowings from related party | 0 | 790,255 |
Debt issuance costs | 0 | (137,869) |
Dividend paid on preferred stock | (146,520) | (36,993) |
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | (440,563) | 1,156,560 |
Effect of exchange rate changes on cash | 45,550 | (51,598) |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 187,290 | 766,847 |
CASH AND CASH EQUIVALENTS, BEGINNING OF THE YEAR | 2,177,070 | 1,410,223 |
CASH AND CASH EQUIVALENTS, END OF THE YEAR | 2,364,360 | 2,177,070 |
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Settlement of severance obligation upon sale of Pride | 970,000 | 0 |
Conversion of Series E preferred stock to promissory notes | 2,438,000 | 0 |
Settlement of debt, make-whole interest and other liabilities on sale of BTX | 1,962,000 | 0 |
Settlement of capitalized software and other assets on sale of BTX | 1,883,000 | 0 |
Declaration on preferred dividend payable | 2,508,518 | 0 |
Issuance of common stock for the conversion of Notes and accrued interest | 0 | 3,114,816 |
Acquisition of BTX Software from issuance of Series E Preferred Stock | 0 | 2,635,147 |
Reclassification of fair value of derivative liability on Notes and Warrants to additional paid-in capital upon the Amendment and Note Amendment | 0 | 7,166,991 |
Reclassification of fair value of derivative liability on Notes to additional paid-in capital upon conversion of Notes | 0 | 686,856 |
Conversion of dividend payable related to make-whole amount to common stock | 1,622,954 | 0 |
Issuance of notes for property and equipment | 0 | 74,190 |
Acquisition of BTX Software from assumption of BTX Note | 0 | 500,000 |
Series F-1 preferred stock Series G-1 preferred stock [Member] | ||
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Issuance of common stock for the conversion of Notes and accrued interest | 973,180 | 0 |
Series F preferred stock Series G preferred stock [Member] | ||
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Issuance of common stock for the conversion of Notes and accrued interest | 451,141 | 0 |
Series F-1 Preferred Stock [Member] | ||
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Conversion of Series F-1 Preferred stock to common stock | 1,669,915 | 0 |
Conversion of dividend payable related to make-whole amount to common stock | 133,532 | 0 |
Series G-1 Preferred Stock [Member] | ||
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Conversion of Series F-1 Preferred stock to common stock | 110,035 | 0 |
Pride [Member] | ||
Adjustments to reconcile consolidated net loss to net cash provided by operating activities: | ||
Gain on sale | (798,897) | 0 |
Seattle Inc [Member] | ||
Adjustments to reconcile consolidated net loss to net cash provided by operating activities: | ||
Gain on sale | 374,932 | 0 |
BTX Trade [Member] | ||
Adjustments to reconcile consolidated net loss to net cash provided by operating activities: | ||
Gain on sale | $ (19,700) | $ 0 |
BASIS OF PRESENTATION AND LIQUI
BASIS OF PRESENTATION AND LIQUIDITY | 12 Months Ended |
Apr. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION AND LIQUIDITY | NOTE 1 - BASIS OF PRESENTATION AND LIQUIDITY Basis of Presentation The consolidated financial statements include the accounts of WPCS International Incorporated, a Delaware corporation (“WPCS”) and its wholly and majority-owned subsidiaries, (collectively, the “Company”). The Company’s subsidiaries based in the United States include, or have included: WPCS International - Suisun City, Inc. (the “Suisun City Operations”), WPCS International - Lakewood, Inc. (the “Lakewood Operations”), WPCS International - Hartford, Inc. (the “Hartford Operations”), WPCS International - Trenton, Inc. (the “Trenton Operations”), WPCS International - Seattle, Inc. (the “Seattle Operations”), WPCS International - Portland, Inc. (the “Portland Operations”) and BTX Trader, LLC (“BTX”). International operations include WPCS Asia Limited, a 60 With the recent divestitures of The Pride Group (QLD) Pty Ltd. (“Pride”), BTX and substantially all of the assets of the Seattle Operations, and the planned sale of the China Operation. The Suisun City Operation is the Company’s only remaining continuing operation as of April 30, 2015. As such, the Company intends to dissolve the remaining inactive domestic and international subsidiaries listed above, as soon as it is administratively feasible to do so. Certain reclassifications associated with the discontinued operations of Pride, BTX, and the Seattle Operations have been made to the prior years’ financial information in order to conform to the current year’s presentation. The reclassifications had no impact on previously reported net loss or stockholders’ equity. In addition, as of April 30, 2015, the Company has entered into an Interest Purchase Agreement with an Investor to sell all of its ownership in its China Operation and therefore has classified all activity related to its China Operation as discontinued operations in these financial statements. The Company specializes in contracting services, with 68 employees in one operation center and currently offers communications infrastructure services through the Suisun City Operations. Liquidity and Capital Resources As of April 30, 2015, we had a working capital deficiency of approximately $ 1,246,000 14,006,000 15,252,000 611,000 1,703,000 5,711,000 5,409,000 678,000 Our cash and cash equivalents balance at April 30, 2015 was $ 2,364,000 As described in the subsequent event footnote (Note 13) below, the Company has completed a series of transactions subsequent to April 30, 2015 that it believes will provide it with sufficient working capital and equity to operate for the next twelve months, from the date of this filing, while it continues its plan to seek growth opportunities, including, but not limited, (i) organic growth to complement and enhance existing operations; (ii) acquisitions; and/or (iii) a viable merger candidate. The subsequent transactions included the: (i) elimination of $1,703,000 of promissory notes which were due and payable on September 30, 2015; (ii) issuance of common stock to satisfy approximately $ 500,000 1,575,000 1,000,000 These events have provided cash to the Company, eliminated future cash requirements and, along with expected continued operating profits from its Suisun Operation for fiscal year 2016 and lower corporate overhead, are the primary factors that support our belief that the Company will have adequate liquidity for the next twelve months. Recent Developments The Company is herein outlining some of its most significant recent development since the filing of its Form 10-K for the year ended April 30, 2014. Reverse Stock Split On April 18, 2015, the Company amended its Certificate of Incorporation, as amended, pursuant to which the Company effected a one-for-twenty two 19,508,727 886,760 1,372 888,132 Authorized Shares Correction On December 19, 2014, The Company filed a Certificate of Correction to the Certificate of Amendment to correct the Company’s Certificate of Incorporation so that it would accurately reflect that the total number of authorized shares of Common Stock is 100,000,000 Amendment, Waiver and Exchange Agreements September Exchange Agreement On September 30, 2014, the Company entered into an Amendment, Waiver and Exchange Agreement (the “September Exchange Agreement”) with Hudson Bay Master Fund Ltd. (“Hudson Bay”), a holder of outstanding notes, warrants and preferred stock of the Company purchased pursuant to a Securities Purchase Agreement dated December 4, 2012 (the “2012 SPA”), an Amendment, Waiver and Exchange Agreement, dated October 25, 2013 (the “2013 Amendment”) and a Securities Purchase Agreement dated December 17, 2013, as amended (the “2013 SPA”). Pursuant to the 2012 SPA, Hudson Bay purchased (i) a senior secured convertible note, which as of the date of the September Exchange Agreement (the “Hudson Closing Date”), had an outstanding principal amount of $ 145,362 710,248 61,760 794 488,603 Pursuant to the September Exchange Agreement, Hudson Bay exchanged (i) the 2012 Hudson Note and associated make-whole amount for 5,268 0.001 794,000 1,060 0.001 1,028 As a result of the September Exchange Agreement, the Company recorded an inducement expense of $ 1,871,000 November Exchange Agreements On November 20, 2014, the Company entered into Amendment, Waiver and Exchange Agreements (the “November Exchange Agreements”) with the other eight holders (the “Holders”) of notes, warrants, and preferred stock of the Company purchased pursuant to the 2012 SPA, the 2013 Amendment, and the 2013 SPA. Pursuant to the 2012 SPA, the Holders purchased (i) senior secured convertible notes, which as of the date of the November Exchange Agreement (the “Closing Date”), had an outstanding aggregate principal amount of $ 313,568 1,161,567 1,161,567 1,644 1,011,397 Pursuant to the November Exchange Agreements, the Holders exchanged (i) the 2012 Notes and associated make-whole amount for an aggregate of 11,175 0.001 1,644,000 2,194 0.001 1,248 As a result of the November Exchange Agreement, the Company recorded an inducement expense of $ 3,622,000 Short Term Promissory Notes The 2014 Hudson Note and the 2014 Notes totaled approximately $ 2,438,000 735,000 1,703,000 400,000 of these short term promissory notes 1,299,000 of these short term promissory notes 4,000 of these short term promissory notes Terms of the Preferred Stock Pursuant to the September and November Exchange, on the Closing Date, the Company filed with the Secretary of State of the State of Delaware a Certificate of Designations, Preferences and Rights of Series F-1 Preferred Stock (the “Series F-1 Certificate of Designation”) and a Certificate of Designations, Preferences and Rights of Series G-1 Preferred Stock (the “Series G-1 Certificate of Designation”). Under the terms of the Series F-1 Certificate of Designation, each share of Series F-1 Preferred Stock has a stated value of $1,000 and is convertible into shares of Common Stock equal to the stated value (and all accrued but unpaid dividends) divided by the conversion price of $1.00 per share (subject to adjustment in the event of stock splits and dividends). 8 9.99 Under the terms of the Series G-1 Certificate of Designation, each share of Series G-1 Preferred Stock has a stated value of $1,000 and is convertible into shares of Common Stock equal to the stated value (and all accrued but unpaid dividends) divided by the conversion price of $0.815 per share (subject to adjustment in the event of stock splits and dividends). 8 9.99 September and November Exchange Inducement Expense For the year ended April 30, 2015, the Company recognized an inducement expense of $ 5,493,000 April 30, 2015 Fair value of series F and F-1 preferred stock (16,443 shares at $301.81) $ 4,963,000 Fair value of series G and G-1 preferred stock (5,530 shares at $350.43) 1,938,000 Total consideration 6,901,000 Less: senior secured convertible note (459,000) Less: make-whole amount on senior secured convertible note (949,000) Total inducement expenses $ 5,493,000 The Inducement expense above is net of $ 241,000 190 805 In addition, as described above and in Note 6 Senior Secured Convertible Notes, during the year ended April 30, 2015, the Company issued the 2014 Notes in exchange for all of the outstanding Series E Preferred Shares with no gain or loss recognized on the exchange. China Operations On June 3, 2015, The Company entered into an Interest Purchase Agreement (the “Purchase Agreement”) with Halcyon Coast Investment (Canada) Ltd. (“HCI”) to sell its 60 1,500,000 150,000 , which the Company expects to receive prior to September 30, 2015 as it has already received the approval of the Tai’an Bureau of Foreign Affairs Income from Section 16 Settlements During the year ended April 30, 2015, the Company recorded in the statement of operations other income of $ 1,402,000 650,000 735,000 17,000 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Apr. 30, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES A summary of significant accounting policies consistently applied in the preparation of the accompanying consolidated financial statements follows: All significant intercompany transactions and balances have been eliminated in these consolidated financial statements. Certain reclassifications have been made in prior years’ consolidated financial statements to conform to the current year’s presentation. These reclassifications reflect the results of the BTX, China, Australia and Seattle Operations as discontinued operations for all periods presented. In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenue and expenses during the reporting period. The most significant estimates relate to the calculation of percentage-of-completion on uncompleted contracts, allowance for doubtful accounts, realization of deferred tax assets, and valuation of equity instruments. Actual results could differ from these estimates. Cash and cash equivalents include all cash and highly liquid investments with a maturity, at time of purchase, of three months or less. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company reduces credit risk by placing its temporary cash and cash equivalents with major financial institutions domestically and internationally. At times, such amounts may exceed federally insured limits. Cash and cash equivalents included in foreign financial institutions was approximately $ 1,555,000 Accounts receivable are due within contractual payment terms and are stated at amounts due from customers net of an allowance for doubtful accounts. Credit is extended based on evaluation of a customer's financial condition. Accounts outstanding longer than the contractual payment terms are considered past due. The Company determines its allowance by considering a number of factors, including the length of time trade accounts receivable are past due, the Company's previous loss history, the customer's current ability to pay its obligation to the Company, and the condition of the general economy and the industry as a whole. The Company writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. Of the $ 6,494,000 there was one customer of the Suisun City Operations who comprised 61 % 1,119,000 635,000 Assets and liabilities related to the Company’s China operations are calculated using the Renminbi (Chinese Currency) and are translated at end-of-period exchange rates, while the related revenues and expenses are translated at average exchange rates prevailing during the period. Also, included in the Company’s discontinued operations are assets and liabilities related to its Australia Operations, which are calculated using the Australian dollar and are translated at end-of-period exchange rates, while the related revenues and expenses are translated at average exchange rates prevailing during the period. Translation adjustments are recorded as a separate component of consolidated stockholders’ equity. Any foreign currency transactions are immaterial. The Company reports comprehensive loss and its components in its consolidated financial statements. Comprehensive loss consists of net loss and foreign currency translation adjustments, affecting stockholders’ equity that, under U.S, GAAP, is excluded from net loss. Property and equipment are stated at cost. Depreciation and amortization are provided for using straight-line methods, in amounts sufficient to charge the cost of depreciable assets to operations over their estimated service lives. Repairs and maintenance costs are charged to operations as incurred. Leasehold improvements are amortized over the lesser of the term of the related lease or the estimated useful lives of the assets (two to three years). The Company reviews its long-lives assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In performing a review for impairment, the Company compares the carrying value of the assets with their estimated future undiscounted cash flows from the use of the asset and eventual disposition. If the estimated undiscounted future cash flows are less than carrying value, an impairment loss is charged to operations based on the difference between the carrying amount and the fair value of the asset. During the years ended April 30, 2015 and 2014 the Company did not recognize any impairment expense. The Company’s material financial instruments at April 30, 2015 and 2014 for which disclosure of fair value is required by certain accounting standards consisted of cash and cash equivalents, accounts receivable, account payable, loans payable, promissory notes and short-term bank loan. The fair values of cash and cash equivalents, accounts receivable, and account payable are equal to their carrying value because of their liquidity and short-term maturity. Management believes that the fair values of loans payable, promissory notes and short-term bank loan do not differ materially from their aggregate carrying values , because the interest rates of these financial instruments approximate the prevailing interest rates management expects to receive if additional financing was necessary As defined by the ASC, fair value measurements and disclosures establish a hierarchy that prioritizes fair value measurements based on the type of inputs used for the various valuation techniques (market approach, income approach and cost approach). The levels of hierarchy are described below: · Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. · Level 2: Inputs other than quoted market prices that are observable for the asset or liability, either directly or indirectly: these include quoted prices for similar assets or liabilities in active markets, such as interest rates and yield curves that are observable at commonly quoted intervals. · Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions, as there is little, if any, related market activity. The Company's chief financial officer determines its valuation policies and procedures associated with Level 3 inputs. Fair Value of Series F, Series F-1, Series G and Series G-1 Preferred Stock The fair value of the Preferred Stock is based on unobservable inputs. Such unobservable inputs include use of the Company’s own data or assumptions such as earnings and discounted cash flow. The Company estimates of the fair value of the Preferred Stock is based on assumptions that market participants would use in their estimates of fair value. Some of these assumptions include estimates for expected dividends and the fair value of the underlying common stock. Using the Black Sholes pricing model and input for risk free interest rate of .97%, volatility of 180.2 0 301.81 350.43 Domestically, the Company generates its revenue by offering low voltage communications infrastructure contracting services. The Company’s contracting services report revenue pursuant to customer contracts that span varying periods of time. The Company reports revenue from contracts when persuasive evidence of an arrangement exists, fees are fixed or determinable, and collection is reasonably assured. The Company records revenue and profit from long-term contracts on a percentage-of-completion basis, measured by the percentage of contract costs incurred to date to the estimated total costs for each contract. Contracts in process are valued at cost plus accrued profits less earned revenues and progress payments on uncompleted contracts. Contract costs include direct materials, direct labor, third party subcontractor services and those indirect costs related to contract performance. Contracts are generally considered substantially complete when engineering is completed and/or site construction is completed. The Company has numerous contracts that are in various stages of completion. Such contracts require estimates to determine the appropriate cost and revenue recognition. Cost estimates are reviewed monthly on a contract-by-contract basis, and are revised periodically throughout the life of the contract such that adjustments to profit resulting from revisions are made cumulative to the date of the revision. Significant management judgments and estimates, including the estimated cost to complete projects, which determines the project’s percent complete, must be made and used in connection with the revenue recognized in the accounting period. Current estimates may be revised as additional information becomes available. If estimates of costs to complete long-term contracts indicate a loss, provision is made currently for the total loss anticipated. The length of the Company’s contracts varies but is typically between three months and two years. Assets and liabilities related to long-term contracts are included in current assets and current liabilities in the accompanying consolidated balance sheets, as they will be liquidated in the normal course of contract completion, although this may require more than one year. The Company also recognizes certain revenue from short-term contracts when the services have been provided to the customer. For maintenance contracts, revenue is recognized ratably over the service period. As of April 30, 2015, the Company has 52 union employees in its Suisun City Operations. At April 30, 2015, 76 The current union contract is scheduled to expire in December 2017. For the fiscal year ended April 30, 2015 and April 30, 2014, there was one customer in the Suisun City Operations, which accounted for 60.6 16.6 The Company accounts for income taxes pursuant to the asset and liability method which requires deferred income tax assets and liabilities to be computed annually for differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. On a periodic basis, the Company evaluates its ability to realize its deferred tax assets net of its deferred tax liabilities and adjusts such amounts in light of changing facts and circumstances, including but not limited to the level of past and future taxable income, and the current and future expected utilization of tax benefit carryforwards. The Company considers all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance is required to reduce the net deferred tax assets to the amount that is more likely than not to be realized in future periods. The Company considers past performance, expected future taxable income and prudent and feasible tax planning strategies in assessing the amount of the valuation allowance. The Company’s forecast of expected future taxable income is based over such future periods that it believes can be reasonably estimated. Based on its analysis as of April 30, 2015 and 2014, the Company continues to provide a full valuation allowance of approximately $ 12,000,000 The Company performed a review for uncertainty in income tax positions in accordance with authoritative guidance. This review did not result in the recognition of any material unrecognized tax benefits as of April 30, 2015 and 2014. Management continually evaluates expiring statutes of limitations, audits, proposed settlements, changes in tax law and new authoritative rulings. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in selling, general and administrative expenses. For the years ended April 30, 2015 and 2014, the Company recognized no interest or penalties. The statute of limitations for the Company's federal, state and foreign income tax returns for fiscal years 2012 to fiscal 2015 are still open. Fiscal 2016 Accounting Pronouncement Adoptions Reporting Discontinued Operations In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-08 “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” ASU No. 2014-08 changes the criteria for reporting discontinued operations and modifies related disclosure requirements. The new guidance is effective for us in our first quarter of fiscal 2016. The Company does not expect any material impact from adoption of this guidance on the Company’s consolidated financial statements. Debt Issuance Cost In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which require debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. ASU 2015-03 is effective for us in our first quarter of fiscal 2016. The Company does not expect any material impact from adoption of this guidance on the Company’s consolidated financial statements. Fiscal 2017 Accounting Pronouncement Adoptions Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU No. 2014-15”) that will require management to evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the financial statements are issued on both an interim and annual basis. Management will be required to provide certain footnote disclosures if it concludes that substantial doubt exists or when its plans alleviate substantial doubt about the Company’s ability to continue as a going concern. ASU No. 2014-15 becomes effective for us in the first quarter of fiscal 2017. The Company is currently evaluating the impact of ASU 2014-15 on its financial statements. Share-Based Payments with Performance Targets In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period Compensation Stock Compensation Fiscal 2018 Accounting Pronouncement Adoptions Revenue Recognition In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers: Topic |
BASIC AND DILUTED NET LOSS PER
BASIC AND DILUTED NET LOSS PER COMMON SHARE | 12 Months Ended |
Apr. 30, 2015 | |
Earnings Per Share [Abstract] | |
BASIC AND DILUTED NET LOSS PER COMMON SHARE | NOTE 3 BASIC AND DILUTED NET LOSS PER COMMON SHARE Basic and diluted net loss per common share from continuing operations is computed as net loss from continuing operations less noncontrolling interest and dividends on preferred stock, divided by the weighted average number of common shares outstanding for the period. Diluted net loss per common share reflects the potential dilution that could occur from common stock issuable through exercise of stock options, warrants and Note conversions. Years Ended April 30, 2015 2014 Numerator: Loss from continuing operations attributable to WPCS common shareholders $ (9,506,300) $ (10,671,717) Loss from discontinued operations, basic and diluted (1,822,239) (496,249) Net loss attributable to WPCS common shareholders, basic and diluted $ (11,328,539) $ (11,167,966) Denominator: Basic and diluted weighted average shares outstanding 672,723 254,446 Basic and diluted loss from continuing operations per common share $ (14.13) $ (41.94) Basic and diluted loss from discontinued operations per common share (2.71) (1.95) Basic and diluted loss per common share $ (16.84) $ (43.89) As of April 30, 2015 2014 Common stock equivalents: Stock options 40,688 1,917 Series F and F-1 preferred stock 495,909 - Series G and G-1 preferred stock 290,909 - Conversion of senior secured convertible notes - 204,168 Make-whole on preferred shares 204,346 - Stock warrants 15,510 171,582 Totals 1,047,362 377,667 |
COSTS AND ESTIMATED EARNINGS ON
COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS | 12 Months Ended |
Apr. 30, 2015 | |
Contractors [Abstract] | |
COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS | NOTE 4 - COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS The asset, “Costs and estimated earnings in excess of billings on uncompleted contracts”, represents revenue recognized in excess of amounts billed. The liability, “Billings in excess of costs and estimated earnings on uncompleted contracts”, represents billings in excess of revenue recognized. April 30, 2015 April 30, 2014 Costs incurred on uncompleted contracts $ 32,008,307 $ 14,457,907 Estimated contract earnings 6,031,338 3,291,077 38,039,645 17,748,984 Less: Billings to date 38,965,672 18,766,199 Total $ (926,027) $ (1,017,215) These amounts are included in the accompanying balance Sheets under the following captions: Costs and estimated earnings in excess of billings on uncompleted contracts $ 420,434 $ 431,348 Billings in excess of cost and estimated earnings on uncompleted contracts 1,346,461 1,448,563 Total $ (926,027) $ (1,017,215) Revisions in the estimated gross profits on contracts and contract amounts are made in the period in which circumstances requiring the revisions become known. Although management believes it has established adequate procedures for estimating costs to complete on open contracts, it is at least reasonably possible that additional significant costs could occur on contracts prior to completion. Although management believes it has established adequate procedures for estimating costs to complete open contracts, additional costs could occur on contracts prior to completion. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Apr. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 5 - PROPERTY AND EQUIPMENT Estimated useful life 2015 2014 Furniture and fixtures 5-7 $ 74,265 $ 94,260 Computers and software 2-3 273,755 281,940 Vehicles 5-7 799,012 869,559 Machinery and equipment 5 88,689 94,833 Leasehold improvements 2-3 291,688 291,688 1,527,409 1,632,280 Less accumulated depreciation 1,364,423 1,455,999 $ 162,986 $ 176,281 Depreciation and amortization expense for property and equipment for the years ended April 30, 2015 and 2014 was approximately $ 60,000 110,000 |
SENIOR SECURED CONVERTIBLE NOTE
SENIOR SECURED CONVERTIBLE NOTES | 12 Months Ended |
Apr. 30, 2015 | |
Debt Disclosure [Abstract] | |
SENIOR SECURED CONVERTIBLE NOTES | NOTE 6 SENIOR SECURED CONVERTIBLE NOTES As described in Note 1 (Basis of Presentation, Liquidity and Recent Developments) the September Exchange Agreement and the November Exchange Agreement, the 2012 Notes were exchanged for shares of Series F, F-1, G, and G-1 Preferred Stock (the “Exchange”). In addition, pursuant to the sale of BTX, $ 439,408 Following the aforementioned Exchange and BTX Cancellation, Notes Debt Discount Total Beginning balance as of April 30, 2014 - Senior secured convertible notes, interest at 4% per annum to maturity June 5, 2014 $ 898,338 $ (853,431) $ 44,907 Amortization of debt discount - 853,431 853,431 Conversion of Senior secured convertible notes to preferred stock (898,338) - (898,338) $ - $ - $ - |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Apr. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 7 - FAIR VALUE MEASUREMENTS For the year ended April 30, 2015, the Company did not have any financial liabilities required to be measured at fair value. Note Conversion Feature Warrants Total Balance at beginning of year - April 30, 2013 $ 3,088,756 $ 3,858,508 $ 6,947,264 Reduction in derivative instruments from Note conversion (686,856) - (686,856) Change in fair value of derivative liabilities 1,598,537 (764,787) 833,750 4,000,437 3,093,721 7,094,158 Reclassification of derivative liabilities to additional paid-in capital (4,000,437) (3,093,721) (7,094,158) Balance at end year - April 30, 2014 $ - $ - $ - As of April 30, 2014 and 2015 the Company did not have any derivative liabilities. |
RETIREMENT PLANS
RETIREMENT PLANS | 12 Months Ended |
Apr. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
RETIREMENT PLANS | NOTE 8 - RETIREMENT PLANS The Company and its subsidiaries participate in employee savings plans under Section 401(k) of the Internal Revenue Code pursuant to which eligible employees may elect to defer a portion of their annual salary by contributing to the plan. There were no Company matching contributions made for the years ended April 30, 2015 and 2014. The Company also contributes to various multiemployer pension plans pursuant to collective bargaining agreements. The information available to the Company about the multiemployer plans in which it participates, whether via request to the plan or publicly available, is generally dated due to the nature of the reporting cycle of multiemployer plans and legal requirements under the Employee Retirement Income Security Act (“ERISA”) as amended by the Multiemployer Pension Plan Amendments Act (“MPPAA”). Based upon these plans’ most recently available annual reports, the Company’s contribution to these plans were less than 5 Expiration of Federal Pension FIP/RP Collective Identification Certified Zone Status Status Pending Bargaining Company's Contributions Pension Plan Legal name Number 2015 2014 or Implemented Arrangement 2015 2014 International Brotherhood of Electrical Workers District No. 9 Pension Plan 93-6074829 NA NA No 11/30/2017 $ 489,786 $ 377,694 Governmental regulations impose certain requirements relative to the multi-employer plans. In the event of plan termination or employer withdrawal, an employer may be liable for a portion of the plan’s unfunded vested benefits. The Company has not received information from the plan’s administrators to determine its share of unfunded vested benefits. The Company does not anticipate withdrawal from the plans, nor is the Company aware of any expected plan terminations. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Apr. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 9 - INCOME TAXES Years Ended April 30, 2015 2014 Loss income before income taxes: Domestic $ (6,928,103) $ (10,690,849) Foreign - - Totals $ (6,928,103) $ (10,690,849) Years Ended April 30, 2015 2014 Current Federal $ - $ - State 69,679 32,922 Foreign - - Totals 69,679 32,922 Deferred Federal - (330,764) State - - Foreign - - Totals - (330,764) Total provision for income taxes (benefits) $ 69,679 $ (297,842) The actual provision for income taxes from continuing operations reflected in the consolidated statements of operations for the years ended April 30, 2015 and 2014 differs from the provision computed at the federal statutory tax rates. Years Ended April 30, 2015 2014 Expected tax benefit at statutory rate (34%) $ (2,355,555) $ (3,634,889) State and local taxes, net of federal tax benefit (214,606) (392,424) Valuation allowance (208,988) 1,413,818 Non deductible financing costs 963,857 2,274,805 Inducement expense 1,867,566 - Other 17,405 40,848 Totals $ 69,679 $ (297,842) Deferred tax assets and liabilities are provided for the effects of temporary difference between tax basis of an asset or liability and its reported amount in the consolidated balance sheets. These temporary differences result in taxable or deductible amounts in future years. April 30, 2015 April 30, 2014 Deferred tax assets: Allowance for doubtful accounts $ 34,392 $ 55,140 Bonus and vacation accruals 79,274 667,992 Non-qualified stock options 144,972 76,850 Federal benefit for foreign tax credit 265,600 265,600 Accruals - 57,045 Valuation allowance (524,238) (1,122,627) Deferred tax assets-current - - Intangible assets - 39,232 Goodwill - 35,638 Capital loss carryforward 3,884,389 949,973 Property and equipment 26,434 - Net operating loss carryforward 12,262,334 11,346,435 Valuation allowance (16,173,157) (12,316,027) Deferred tax assets-long term - 55,251 Deferred tax liabilities: Property and equipment - 55,251 Deferred tax liabilities-long term - 55,251 Net deferred tax assets (liabilities) $ - $ - At April 30, 2015, the Company has net operating loss carryforwards for Federal tax purposes approximating $ 30,900,000 34,400,000 The Company considers past performance, expected future taxable income and prudent and feasible tax planning strategies in assessing the amount of the valuation allowance. The Company’s forecast of expected future taxable income is based over such future periods that it believes can be reasonably estimated. Based on its analysis as of April 30, 2015, the Company increased its valuation allowance by approximately $ 3,259,000 16,697,000 Years Ended April 30, 2015 2014 Balance at beginning of the year $ 13,438,654 12,024,836 Charged (reversed) to costs and expenses (208,988) 1,413,818 Capital loss from sale of Pride 3,467,729 - Balance at end of the year $ 16,697,395 $ 13,438,654 At April 30, 2015, the Company’s net deferred tax assets are fully offset by a valuation allowance. The Company continues to analyze the reliability of its deferred tax assets on a regular basis. Accounting for uncertainty in income taxes requires uncertain tax positions to be classified as non-current income tax liabilities unless they are expected to be paid within one year. The Company has concluded that there are no uncertain tax positions requiring recognition in its consolidated financial statements as of April 30, 2015 and 2014. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense. For the years ended April 30, 2015 and 2014 there was no interest expense relating to unrecognized tax benefits. The Company had no undistributed earnings of its foreign subsidiary for the years ended April 30, 2015 and 2014. The Company and its domestic subsidiaries file a U.S. federal consolidated income tax return. The U.S. federal statute of limitations remains open for the years April 30, 2012 and thereafter. State income tax returns are generally subject to examination for a period of 3 to 5 years after filing the respective return. The Company is not currently under examination by any taxing authority. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Apr. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS’ EQUITY | NOTE 10 SHAREHOLDERS’ EQUITY Stock-Based Compensation Plans 2014 Equity Incentive Plan In January 2014, the Company adopted the 2014 Equity Incentive Plan, under which officers, directors, key employees or consultants may be granted options. Under the 2014 Equity Incentive Plan, 159,090 39,545 4.84 26.40 119,545 2007 Incentive Stock Plan In September 2006, the Company adopted the 2007 Incentive Stock Plan, under which officers, directors, key employees or consultants may be granted options. Under the 2007 Incentive Stock Plan, 2,597 910 8.58 13.20 1,687 2006 Incentive Stock Plan In September 2005, the Company adopted the 2006 Incentive Stock Plan, under which officers, directors, key employees or consultants may be granted options. Under the 2006 Incentive Stock Plan, 2,597 2,579 2002 Plan In March 2003, the Company established a stock option plan pursuant to which options to acquire a maximum of 2,706 233 13.20 61.82 Number of Shares Weighted Average Total Intrinsic Value Weighted Outstanding as of April 30, 2013 5,090 $ 147.40 $ - 3.88 Employee options granted 80 78.10 - - Forfeited/expired (3,253) 25.13 - - Outstanding as of April 30, 2014 1,917 14.76 - 3.34 Employee options granted 46,363 20.06 - 5.10 Forfeited/expired (7,592) 25.52 - - Outstanding as of April 30, 2015 40,688 $ 18.79 $ - 5.88 Options vested and exercisable 27,052 $ 25.82 $ - 3.92 The Company recorded stock based compensation expense of $ 170,562 24,535 The Company elected to adopt the shortcut method for determining the initial pool of excess tax benefits available to absorb tax deficiencies related to stock-based compensation. The shortcut method includes simplified procedures for establishing the beginning balance of the pool of excess tax benefits (the APIC Tax Pool) and for determining the subsequent effect on the APIC Tax Pool and the Company’s consolidated statements of cash flows of the tax effects of share-based compensation awards. Excess tax benefits related to share-based compensation are reflected as financing cash inflows. The Company estimates the fair value of stock options granted using the Black-Scholes-Merton option-pricing model. The Company determines the forfeiture rate based on the historical forfeitures of stock options previously granted to employees and directors. The forfeiture rate was 15 Years Ended April 30, 2015 2014 Exercise price $4.84 - $26.40 $ 78.10 Expected stock price volatility 103.0% - 131.5 % 68.6 % Risk-free rate of interest 1.1% - 1.3 % 0.90 % Expected term (years) 5.0 5.0 The risk-free rate is based on the rate of U.S Treasury zero-coupon issues with a remaining term equal to the expected term of the option grants. Expected volatility is based on the historical volatility of the Company’s common stock using the weekly closing price of the Company’s common stock. The expected dividend yield is zero based on the fact that the Company has never paid cash dividends and has no present intention to pay cash dividends. The expected term represents the period that the Company’s stock-based awards are expected to be outstanding and was calculated using the simplified method. Common Stock Warrants Weighted Weighted Average Average Number of Exercise Remaining Warrants Price Life in years Outstanding, April 30, 2013 103,400 $ 47.39 4.5 BTX Warrants issued in connection with the BTX Purchase Agreement 68,182 110.00 4.0 Outstanding as of April 30, 2014 171,582 72.27 4.0 Warrants exchanged in connection with the Amendment (156,072) 47.39 - Outstanding, April 30, 2015 15,510 322.64 4.01 |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Apr. 30, 2015 | |
Discontinued Operations | |
DISCONTINUED OPERATIONS | NOTE 11 - DISCONTINUED OPERATIONS Seattle Operations On September 30, 2014 the Company sold substantially all of the assets of the Seattle Operations to EC Company, an Oregon-based electrical contracting company for an all-cash purchase price of $ 1,969,000 375,000 14,000 Australia (The Pride Group) On July 31, 2014 , the Company completed the sale of Pride to Turquino Equity LLC, a limited liability company (“Turquino”), whose managing member is Andrew Hidalgo (“Hidalgo”), former Chairman and Chief Executive Officer of the Company. The closing of the sale was pursuant to the Securities Purchase Agreement, dated September 19, 2013, by and between WPCS Australia Pty Ltd (“WPCS Australia”), a wholly-owned subsidiary of the Company, and Turquino. At the closing, the Purchase Price was settled by applying the net after tax severance balance due Hidalgo under his separation agreement, dated July 24, 2013 by and between Hidalgo and the Company as payment towards the Purchase Price. The Company recorded a gain on the sale of approximately $ 799,000 BTX Trader On December 17, 2013, the Company entered into various agreements, which were expected to add a new line of business and reporting segment to the Company’s existing operations. The Company acquired software technology in the emerging Bitcoin industry of a cross-exchange trading technology platform that provided access to ninety percent of publicly available Bitcoin liquidity (the “BTX Software”). BTX was formed in the state of Delaware on December 4, 2013. In connection with the formation of BTX, certain investors who previously purchased Notes contributed an aggregate of (i) $ 439,408 1,185,000 500,000 3.32 On November 26, 2014, the Company and BTX entered into and closed upon a Securities Purchase Agreement (the “BTX Agreement”) with Thakur and Subkhankulov, pursuant to which the Company sold BTX to the Purchasers. The Purchasers were officers of BTX and Thakur was a director of the Company. Pursuant to the BTX Agreement, in exchange for acquiring 100 439,000 500,000 In addition to the $ 939,000 924,000 99,000 1,847,000 59,000 36,000 20,000 The Company no longer intends to operate in this industry. China Operations On June 3, 2015, the Company entered into an Interest Purchase Agreement (the “Purchase Agreement”) with Halcyon Coast Investment (Canada) Ltd. (“HCI”) to sell its 60 1,500,000 150,000 The closing of the Transaction is subject to the approval of the Tai’an Bureau of Commerce and Industry , which it expects to receive prior to September 30,2015 as it has already received the approval of the Tai’an Bureau of Foreign Affairs The Company records the revenue and profit from short-term contracts from its China Operations under the completed contract method, whereas income is recognized only when a contract is completed or substantially completed. Accordingly, during the period of performance, billings and deferred contract costs are accumulated on the consolidated balance sheets as deferred contract costs and deferred revenue. The Company’s accounting policy is based on the short-term nature of the work performed. Deferred contract costs include equipment lease deposits to the third party vendors of approximately $ 969,000 748,000 For the years ended April 30, 2015 2014 REVENUE $ 8,773,567 $ 22,211,963 COSTS AND EXPENSES: Cost of revenue 6,078,094 15,909,636 Selling, general and administrative expenses 2,963,330 4,903,350 Depreciation and amortization 1,144,056 1,092,527 Impairment loss on capitalized software 827,449 - 11,012,929 21,905,513 OPERATING (LOSS) INCOME FROM DISCONTINUED OPERATIONS (2,239,362) 306,450 Interest expense 245,936 241,301 (Loss) income from discontinued operations before income tax provision (2,485,298) 65,149 Income tax provision 64,815 445,665 (Loss) from discontinued operations, net of tax (2,550,113) (380,516) Gain (loss) from disposal 798,896 (104,446) Gain from disposal of BTX 19,700 - Loss from disposal of Seattle Operations (374,932) - TOTAL LOSS FROM DISCONTINUED OPERATIONS $ (2,106,449) $ (484,962) There were no assets or liabilities included in the consolidated balance sheets for the Hartford and Lakewood Operations at April 30, 2015 or 2014. April 30, April 30, 2015 2014 ASSETS CURRENT ASSETS: Accounts receivable, net of allowance $ 4,264,451 $ 7,350,524 Costs and estimated earnings in excess of billings on uncompleted contracts - 616,858 Prepaid expenses and other current assets 34,800 98,245 Deferred contract cost 267,000 1,166,734 Total current assets held for sale 4,566,251 9,232,361 PROPERTY AND EQUIPMENT, net 963,119 1,947,123 Capitalized software, net - 3,207,305 OTHER ASSETS 14,000 33,646 Total other assets held for sale 977,119 5,188,074 Total assets held for sale $ 5,543,370 $ 14,420,435 LIABILITIES Current portion of loans payable $ - $ 115,325 Accounts payable and accrued expenses 1,700,943 2,579,350 Billings in excess of costs and estimated earnings on uncompleted contracts - 345,108 Due to related party 785,684 778,573 Short term bank loan 3,224,180 3,195,000 Secured promissory note, related parties - 500,000 Total current liabilities held for sale 5,710,807 7,513,356 Total liabilities held for sale $ 5,710,807 $ 7,513,356 Short-Term Bank Loan As of April 30, 2015 and 2014, the China Operations had a short-term bank loan of $ 3,224,000 3,195,000 7.38 Due Related Party As of April 30, 2015 and 2014, the China Operations had outstanding payables, representing interest accrued on working capital loans in the amounts of $ 786,000 779,000 The China Operations earned revenue for contracting services provided to TGG (noncontrolling interest in China Operations) and subsidiaries of $ 1,661,213 274,348 0 0 Noncontrolling Interest The Company presents the 40 Years Ended April 30, 2015 2014 Balance, beginning of year $ 846,205 $ 849,138 Net (loss) income attributable to noncontrolling interest (284,211) 11,287 Other comprehensive loss attributable to noncontrolling interest (1,079) (14,220) Balance, end of year $ 560,915 $ 846,205 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Apr. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 12 - COMMITMENTS AND CONTINGENCIES Employment Agreements The Company has entered into one-year employment contracts with two of its employees. The aggregate base salary commitments under these contracts at April 30, 2015 are $ 183,000 Lease Commitments The Company leases its office facilities pursuant to noncancelable operating leases expiring through December 2017. The Company also has noncancelable vehicle leases. Year ending April 30, 2016 $ 96,098 2017 79,754 2018 8,088 Total minimum lease payments $ 183,940 Rent expense for all operating leases was approximately $ 126,000 353,000 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Apr. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 13 SUBSEQUENT EVENTS Series H-1 Preferred Stock Between July 14 and July 20, 2015, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with four Investors pursuant to which the Company issued to the Investors an aggregate of 8,532 0.0001 1,279,759 1.63 1.66 163 166 0.1250 1,575,000 Simultaneously with the Securities Purchase Agreement, the Company and the Investors entered into a Registration Rights Agreement (the “Registration Rights Agreement”), pursuant to which the Company agreed to file with the Securities and Exchange Commission, on or before October 1, 2015, a registration statement on Form S-3 covering the resale of the Common Stock issuable upon conversion of the Series H-1 Shares and exercise of the Warrants. The Company sold the Series H-1 Shares and Warrants in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506 of Regulation D as promulgated under the Securities Act. On July 14, 2015, the Company filed with the Secretary of State of the State of Delaware a Certificate of Designations, Preferences and Rights of Series H-1 Convertible Preferred Stock (the “Series H-1 Certificate of Designation”). Under the terms of the Series H-1 Certificate of Designation, each share of Series H-1 Preferred Stock has a stated value of $ 166 1.66 The Company is prohibited from effecting the conversion of the Series H-1 Preferred Stock to the extent that, as a result of such conversion, the holder or any of its affiliates beneficially owns more than 9.99%, in the aggregate, of the issued and outstanding shares of the Company’s Common Stock calculated immediately after giving effect to the issuance of shares of Common Stock upon the conversion of the Series H-1 Preferred Stock. Short-Term Promissory Notes On June 30, 2015, the Company entered into Amendment, Waiver and Exchange Agreements (the “Exchange Agreements”) with certain of its promissory note holders, who held $ 1,299,000 8,435 0.0001 4,000 400,000 1,703,000 promissory notes outstanding as of April Series H Preferred Stock Under the terms of the Series H Certificate of Designation, each share of Series H Preferred Stock has a stated value of $ 154 0.0001 1.54 Section 16 Settlements On June 30, 2015, the Company and the shareholder plaintiff entered into a settlement (the “Settlement”) with the two remaining defendants (the “Defendants”) in a case pending in the United States District Court for the Southern District of New York to resolve claims under Section 16 of the Securities Exchange Act of 1934. Under the terms of the Settlement, the Defendants agreed to the following: (i) payment of $ 315,0000 400,000 405,000 Line of Credit On June 2, 2015, the Company entered into an asset-based revolving credit line agreement with a California-based bank, which provides a $ 1,000,000 Common Stock Issuances upon Conversion of Preferred Stock From May 1, 2015 to July 24, 2015, the Company issued 1,191,389 0.0001 and series H Convertible Preferred Stock upon the conversion of shares of Series F, F-1, G, G-1 F, F-1, G, G-1 |
SUMMARY OF SIGNIFICANT ACCOUN21
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Apr. 30, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation All significant intercompany transactions and balances have been eliminated in these consolidated financial statements. |
Reclassifications | Reclassifications Certain reclassifications have been made in prior years’ consolidated financial statements to conform to the current year’s presentation. These reclassifications reflect the results of the BTX, China, Australia and Seattle Operations as discontinued operations for all periods presented. |
Use of Estimates | Use of Estimates In preparing financial statements in conformity with accounting principles generally accepted in the United States of America, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenue and expenses during the reporting period. The most significant estimates relate to the calculation of percentage-of-completion on uncompleted contracts, allowance for doubtful accounts, realization of deferred tax assets, and valuation of equity instruments. Actual results could differ from these estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include all cash and highly liquid investments with a maturity, at time of purchase, of three months or less. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company reduces credit risk by placing its temporary cash and cash equivalents with major financial institutions domestically and internationally. At times, such amounts may exceed federally insured limits. Cash and cash equivalents included in foreign financial institutions was approximately $ 1,555,000 |
Accounts Receivable | Accounts Receivable Accounts receivable are due within contractual payment terms and are stated at amounts due from customers net of an allowance for doubtful accounts. Credit is extended based on evaluation of a customer's financial condition. Accounts outstanding longer than the contractual payment terms are considered past due. The Company determines its allowance by considering a number of factors, including the length of time trade accounts receivable are past due, the Company's previous loss history, the customer's current ability to pay its obligation to the Company, and the condition of the general economy and the industry as a whole. The Company writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. Of the $ 6,494,000 there was one customer of the Suisun City Operations who comprised 61 % 1,119,000 635,000 |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities related to the Company’s China operations are calculated using the Renminbi (Chinese Currency) and are translated at end-of-period exchange rates, while the related revenues and expenses are translated at average exchange rates prevailing during the period. Also, included in the Company’s discontinued operations are assets and liabilities related to its Australia Operations, which are calculated using the Australian dollar and are translated at end-of-period exchange rates, while the related revenues and expenses are translated at average exchange rates prevailing during the period. Translation adjustments are recorded as a separate component of consolidated stockholders’ equity. Any foreign currency transactions are immaterial. |
Comprehensive Loss | Comprehensive Loss The Company reports comprehensive loss and its components in its consolidated financial statements. Comprehensive loss consists of net loss and foreign currency translation adjustments, affecting stockholders’ equity that, under U.S, GAAP, is excluded from net loss. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. Depreciation and amortization are provided for using straight-line methods, in amounts sufficient to charge the cost of depreciable assets to operations over their estimated service lives. Repairs and maintenance costs are charged to operations as incurred. Leasehold improvements are amortized over the lesser of the term of the related lease or the estimated useful lives of the assets (two to three years). |
Impairment of Long-lived assets | Impairment of Long-lived assets The Company reviews its long-lives assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In performing a review for impairment, the Company compares the carrying value of the assets with their estimated future undiscounted cash flows from the use of the asset and eventual disposition. If the estimated undiscounted future cash flows are less than carrying value, an impairment loss is charged to operations based on the difference between the carrying amount and the fair value of the asset. During the years ended April 30, 2015 and 2014 the Company did not recognize any impairment expense. |
Fair Value of Financial Instruments | The Company’s material financial instruments at April 30, 2015 and 2014 for which disclosure of fair value is required by certain accounting standards consisted of cash and cash equivalents, accounts receivable, account payable, loans payable, promissory notes and short-term bank loan. The fair values of cash and cash equivalents, accounts receivable, and account payable are equal to their carrying value because of their liquidity and short-term maturity. Management believes that the fair values of loans payable, promissory notes and short-term bank loan do not differ materially from their aggregate carrying values , because the interest rates of these financial instruments approximate the prevailing interest rates management expects to receive if additional financing was necessary As defined by the ASC, fair value measurements and disclosures establish a hierarchy that prioritizes fair value measurements based on the type of inputs used for the various valuation techniques (market approach, income approach and cost approach). The levels of hierarchy are described below: · Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. · Level 2: Inputs other than quoted market prices that are observable for the asset or liability, either directly or indirectly: these include quoted prices for similar assets or liabilities in active markets, such as interest rates and yield curves that are observable at commonly quoted intervals. · Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions, as there is little, if any, related market activity. The Company's chief financial officer determines its valuation policies and procedures associated with Level 3 inputs. Fair Value of Series F, Series F-1, Series G and Series G-1 Preferred Stock The fair value of the Preferred Stock is based on unobservable inputs. Such unobservable inputs include use of the Company’s own data or assumptions such as earnings and discounted cash flow. The Company estimates of the fair value of the Preferred Stock is based on assumptions that market participants would use in their estimates of fair value. Some of these assumptions include estimates for expected dividends and the fair value of the underlying common stock. Using the Black Sholes pricing model and input for risk free interest rate of .97%, volatility of 180.2 0 301.81 350.43 |
Revenue Recognition | Revenue Recognition Domestically, the Company generates its revenue by offering low voltage communications infrastructure contracting services. The Company’s contracting services report revenue pursuant to customer contracts that span varying periods of time. The Company reports revenue from contracts when persuasive evidence of an arrangement exists, fees are fixed or determinable, and collection is reasonably assured. The Company records revenue and profit from long-term contracts on a percentage-of-completion basis, measured by the percentage of contract costs incurred to date to the estimated total costs for each contract. Contracts in process are valued at cost plus accrued profits less earned revenues and progress payments on uncompleted contracts. Contract costs include direct materials, direct labor, third party subcontractor services and those indirect costs related to contract performance. Contracts are generally considered substantially complete when engineering is completed and/or site construction is completed. The Company has numerous contracts that are in various stages of completion. Such contracts require estimates to determine the appropriate cost and revenue recognition. Cost estimates are reviewed monthly on a contract-by-contract basis, and are revised periodically throughout the life of the contract such that adjustments to profit resulting from revisions are made cumulative to the date of the revision. Significant management judgments and estimates, including the estimated cost to complete projects, which determines the project’s percent complete, must be made and used in connection with the revenue recognized in the accounting period. Current estimates may be revised as additional information becomes available. If estimates of costs to complete long-term contracts indicate a loss, provision is made currently for the total loss anticipated. The length of the Company’s contracts varies but is typically between three months and two years. Assets and liabilities related to long-term contracts are included in current assets and current liabilities in the accompanying consolidated balance sheets, as they will be liquidated in the normal course of contract completion, although this may require more than one year. The Company also recognizes certain revenue from short-term contracts when the services have been provided to the customer. For maintenance contracts, revenue is recognized ratably over the service period. |
Other Concentrations | Other Concentrations As of April 30, 2015, the Company has 52 union employees in its Suisun City Operations. At April 30, 2015, 76 The current union contract is scheduled to expire in December 2017. For the fiscal year ended April 30, 2015 and April 30, 2014, there was one customer in the Suisun City Operations, which accounted for 60.6 16.6 |
Income Taxes | Income Taxes The Company accounts for income taxes pursuant to the asset and liability method which requires deferred income tax assets and liabilities to be computed annually for differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. On a periodic basis, the Company evaluates its ability to realize its deferred tax assets net of its deferred tax liabilities and adjusts such amounts in light of changing facts and circumstances, including but not limited to the level of past and future taxable income, and the current and future expected utilization of tax benefit carryforwards. The Company considers all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance is required to reduce the net deferred tax assets to the amount that is more likely than not to be realized in future periods. The Company considers past performance, expected future taxable income and prudent and feasible tax planning strategies in assessing the amount of the valuation allowance. The Company’s forecast of expected future taxable income is based over such future periods that it believes can be reasonably estimated. Based on its analysis as of April 30, 2015 and 2014, the Company continues to provide a full valuation allowance of approximately $ 12,000,000 The Company performed a review for uncertainty in income tax positions in accordance with authoritative guidance. This review did not result in the recognition of any material unrecognized tax benefits as of April 30, 2015 and 2014. Management continually evaluates expiring statutes of limitations, audits, proposed settlements, changes in tax law and new authoritative rulings. The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in selling, general and administrative expenses. For the years ended April 30, 2015 and 2014, the Company recognized no interest or penalties. The statute of limitations for the Company's federal, state and foreign income tax returns for fiscal years 2012 to fiscal 2015 are still open. |
New Accounting Pronouncements, Policy | Recently Issued Accounting Pronouncements Fiscal 2016 Accounting Pronouncement Adoptions Reporting Discontinued Operations In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-08 “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” ASU No. 2014-08 changes the criteria for reporting discontinued operations and modifies related disclosure requirements. The new guidance is effective for us in our first quarter of fiscal 2016. The Company does not expect any material impact from adoption of this guidance on the Company’s consolidated financial statements. Debt Issuance Cost In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs, which require debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. ASU 2015-03 is effective for us in our first quarter of fiscal 2016. The Company does not expect any material impact from adoption of this guidance on the Company’s consolidated financial statements. Fiscal 2017 Accounting Pronouncement Adoptions Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU No. 2014-15”) that will require management to evaluate whether there are conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the financial statements are issued on both an interim and annual basis. Management will be required to provide certain footnote disclosures if it concludes that substantial doubt exists or when its plans alleviate substantial doubt about the Company’s ability to continue as a going concern. ASU No. 2014-15 becomes effective for us in the first quarter of fiscal 2017. The Company is currently evaluating the impact of ASU 2014-15 on its financial statements. Share-Based Payments with Performance Targets In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period Compensation Stock Compensation Fiscal 2018 Accounting Pronouncement Adoptions Revenue Recognition In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers: Topic |
BASIS OF PRESENTATION AND LIQ22
BASIS OF PRESENTATION AND LIQUIDITY (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule Of Inducement Expenses | A summary table of the inducement expense (difference between the fair value of the preferred stock and the carrying amount of the senior secured convertible note and make-whole amount prior to the conversion) for the year ended April 30, 2015, is as follows: April 30, 2015 Fair value of series F and F-1 preferred stock (16,443 shares at $301.81) $ 4,963,000 Fair value of series G and G-1 preferred stock (5,530 shares at $350.43) 1,938,000 Total consideration 6,901,000 Less: senior secured convertible note (459,000) Less: make-whole amount on senior secured convertible note (949,000) Total inducement expenses $ 5,493,000 |
BASIC AND DILUTED NET LOSS PE23
BASIC AND DILUTED NET LOSS PER COMMON SHARE (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The table below presents the computations of loss per share from continuing operations applicable to common stockholders, after consideration of noncontrolling interest and dividends declared on preferred stock, as follows: Years Ended April 30, 2015 2014 Numerator: Loss from continuing operations attributable to WPCS common shareholders $ (9,506,300) $ (10,671,717) Loss from discontinued operations, basic and diluted (1,822,239) (496,249) Net loss attributable to WPCS common shareholders, basic and diluted $ (11,328,539) $ (11,167,966) Denominator: Basic and diluted weighted average shares outstanding 672,723 254,446 Basic and diluted loss from continuing operations per common share $ (14.13) $ (41.94) Basic and diluted loss from discontinued operations per common share (2.71) (1.95) Basic and diluted loss per common share $ (16.84) $ (43.89) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following were excluded from the computation of diluted shares outstanding due to the losses for the years ended April 30, 2015 and 2014, as they would have had an anti-dilutive impact As of April 30, 2015 2014 Common stock equivalents: Stock options 40,688 1,917 Series F and F-1 preferred stock 495,909 - Series G and G-1 preferred stock 290,909 - Conversion of senior secured convertible notes - 204,168 Make-whole on preferred shares 204,346 - Stock warrants 15,510 171,582 Totals 1,047,362 377,667 |
COSTS AND ESTIMATED EARNINGS 24
COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Contractors [Abstract] | |
Schedule of Costs and Estimated Earnings on Uncompleted Contracts | Costs and estimated earnings on uncompleted contracts consist of the following at April 30, 2015 and 2014: April 30, 2015 April 30, 2014 Costs incurred on uncompleted contracts $ 32,008,307 $ 14,457,907 Estimated contract earnings 6,031,338 3,291,077 38,039,645 17,748,984 Less: Billings to date 38,965,672 18,766,199 Total $ (926,027) $ (1,017,215) These amounts are included in the accompanying balance Sheets under the following captions: Costs and estimated earnings in excess of billings on uncompleted contracts $ 420,434 $ 431,348 Billings in excess of cost and estimated earnings on uncompleted contracts 1,346,461 1,448,563 Total $ (926,027) $ (1,017,215) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment consist of the following at April 30, 2015 and 2014: Estimated useful life 2015 2014 Furniture and fixtures 5-7 $ 74,265 $ 94,260 Computers and software 2-3 273,755 281,940 Vehicles 5-7 799,012 869,559 Machinery and equipment 5 88,689 94,833 Leasehold improvements 2-3 291,688 291,688 1,527,409 1,632,280 Less accumulated depreciation 1,364,423 1,455,999 $ 162,986 $ 176,281 |
SENIOR SECURED CONVERTIBLE NO26
SENIOR SECURED CONVERTIBLE NOTES (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule Of Senior Secured Convertible Notes Payable | the Notes consisted of the following as of April 30, 2015: Notes Debt Discount Total Beginning balance as of April 30, 2014 - Senior secured convertible notes, interest at 4% per annum to maturity June 5, 2014 $ 898,338 $ (853,431) $ 44,907 Amortization of debt discount - 853,431 853,431 Conversion of Senior secured convertible notes to preferred stock (898,338) - (898,338) $ - $ - $ - |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Changes In Fair Value Of Level 3 Financial Liability Or Derivative Liability | The table below sets forth a summary of changes in the fair value of the Company’s Level 3 derivative liabilities related to the senior secured convertible notes and warrants prior to reclassification to an equity instrument as a result of the Amendment and Note Amendment. Note Conversion Feature Warrants Total Balance at beginning of year - April 30, 2013 $ 3,088,756 $ 3,858,508 $ 6,947,264 Reduction in derivative instruments from Note conversion (686,856) - (686,856) Change in fair value of derivative liabilities 1,598,537 (764,787) 833,750 4,000,437 3,093,721 7,094,158 Reclassification of derivative liabilities to additional paid-in capital (4,000,437) (3,093,721) (7,094,158) Balance at end year - April 30, 2014 $ - $ - $ - |
RETIREMENT PLANS (Tables)
RETIREMENT PLANS (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of Multiemployer Plans | Information on significant multiemployer pension plans in which the Company participates is included in the table below. Expiration of Federal Pension FIP/RP Collective Identification Certified Zone Status Status Pending Bargaining Company's Contributions Pension Plan Legal name Number 2015 2014 or Implemented Arrangement 2015 2014 International Brotherhood of Electrical Workers District No. 9 Pension Plan 93-6074829 NA NA No 11/30/2017 $ 489,786 $ 377,694 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | Years Ended April 30, 2015 2014 Loss income before income taxes: Domestic $ (6,928,103) $ (10,690,849) Foreign - - Totals $ (6,928,103) $ (10,690,849) |
Schedule of Components of Income Tax Expense (Benefit) | The provision for income taxes from continuing operations for the years ended April 30, 2015 and 2014 is summarized as follows: Years Ended April 30, 2015 2014 Current Federal $ - $ - State 69,679 32,922 Foreign - - Totals 69,679 32,922 Deferred Federal - (330,764) State - - Foreign - - Totals - (330,764) Total provision for income taxes (benefits) $ 69,679 $ (297,842) |
Schedule of Effective Income Tax Rate Reconciliation | Years Ended April 30, 2015 2014 Expected tax benefit at statutory rate (34%) $ (2,355,555) $ (3,634,889) State and local taxes, net of federal tax benefit (214,606) (392,424) Valuation allowance (208,988) 1,413,818 Non deductible financing costs 963,857 2,274,805 Inducement expense 1,867,566 - Other 17,405 40,848 Totals $ 69,679 $ (297,842) |
Schedule of Deferred Tax Assets and Liabilities | April 30, 2015 April 30, 2014 Deferred tax assets: Allowance for doubtful accounts $ 34,392 $ 55,140 Bonus and vacation accruals 79,274 667,992 Non-qualified stock options 144,972 76,850 Federal benefit for foreign tax credit 265,600 265,600 Accruals - 57,045 Valuation allowance (524,238) (1,122,627) Deferred tax assets-current - - Intangible assets - 39,232 Goodwill - 35,638 Capital loss carryforward 3,884,389 949,973 Property and equipment 26,434 - Net operating loss carryforward 12,262,334 11,346,435 Valuation allowance (16,173,157) (12,316,027) Deferred tax assets-long term - 55,251 Deferred tax liabilities: Property and equipment - 55,251 Deferred tax liabilities-long term - 55,251 Net deferred tax assets (liabilities) $ - $ - |
Summary of Valuation Allowance | Years Ended April 30, 2015 2014 Balance at beginning of the year $ 13,438,654 12,024,836 Charged (reversed) to costs and expenses (208,988) 1,413,818 Capital loss from sale of Pride 3,467,729 - Balance at end of the year $ 16,697,395 $ 13,438,654 |
SHAREHOLDERS' EQUITY (Tables)
SHAREHOLDERS' EQUITY (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | Number of Shares Weighted Average Total Intrinsic Value Weighted Outstanding as of April 30, 2013 5,090 $ 147.40 $ - 3.88 Employee options granted 80 78.10 - - Forfeited/expired (3,253) 25.13 - - Outstanding as of April 30, 2014 1,917 14.76 - 3.34 Employee options granted 46,363 20.06 - 5.10 Forfeited/expired (7,592) 25.52 - - Outstanding as of April 30, 2015 40,688 $ 18.79 $ - 5.88 Options vested and exercisable 27,052 $ 25.82 $ - 3.92 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The following assumptions were used to compute the fair value of stock options granted during the years ended April 30, 2015 and 2014: Years Ended April 30, 2015 2014 Exercise price $4.84 - $26.40 $ 78.10 Expected stock price volatility 103.0% - 131.5 % 68.6 % Risk-free rate of interest 1.1% - 1.3 % 0.90 % Expected term (years) 5.0 5.0 |
Schedule Of Common Stock Warrant Activity | The following is a summary of the common stock warrant activity for the years ended April 30, 2015 and 2014: Weighted Weighted Average Average Number of Exercise Remaining Warrants Price Life in years Outstanding, April 30, 2013 103,400 $ 47.39 4.5 BTX Warrants issued in connection with the BTX Purchase Agreement 68,182 110.00 4.0 Outstanding as of April 30, 2014 171,582 72.27 4.0 Warrants exchanged in connection with the Amendment (156,072) 47.39 - Outstanding, April 30, 2015 15,510 322.64 4.01 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Discontinued Operations | |
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement | Below is a summary of the operating results for the discontinued operations is as follows: For the years ended April 30, 2015 2014 REVENUE $ 8,773,567 $ 22,211,963 COSTS AND EXPENSES: Cost of revenue 6,078,094 15,909,636 Selling, general and administrative expenses 2,963,330 4,903,350 Depreciation and amortization 1,144,056 1,092,527 Impairment loss on capitalized software 827,449 - 11,012,929 21,905,513 OPERATING (LOSS) INCOME FROM DISCONTINUED OPERATIONS (2,239,362) 306,450 Interest expense 245,936 241,301 (Loss) income from discontinued operations before income tax provision (2,485,298) 65,149 Income tax provision 64,815 445,665 (Loss) from discontinued operations, net of tax (2,550,113) (380,516) Gain (loss) from disposal 798,896 (104,446) Gain from disposal of BTX 19,700 - Loss from disposal of Seattle Operations (374,932) - TOTAL LOSS FROM DISCONTINUED OPERATIONS $ (2,106,449) $ (484,962) |
Schedule of Disposal Groups, Including Discontinued Operations, Balance Sheet | April 30, April 30, 2015 2014 ASSETS CURRENT ASSETS: Accounts receivable, net of allowance $ 4,264,451 $ 7,350,524 Costs and estimated earnings in excess of billings on uncompleted contracts - 616,858 Prepaid expenses and other current assets 34,800 98,245 Deferred contract cost 267,000 1,166,734 Total current assets held for sale 4,566,251 9,232,361 PROPERTY AND EQUIPMENT, net 963,119 1,947,123 Capitalized software, net - 3,207,305 OTHER ASSETS 14,000 33,646 Total other assets held for sale 977,119 5,188,074 Total assets held for sale $ 5,543,370 $ 14,420,435 LIABILITIES Current portion of loans payable $ - $ 115,325 Accounts payable and accrued expenses 1,700,943 2,579,350 Billings in excess of costs and estimated earnings on uncompleted contracts - 345,108 Due to related party 785,684 778,573 Short term bank loan 3,224,180 3,195,000 Secured promissory note, related parties - 500,000 Total current liabilities held for sale 5,710,807 7,513,356 Total liabilities held for sale $ 5,710,807 $ 7,513,356 |
Schedule of Noncontrolling | Years Ended April 30, 2015 2014 Balance, beginning of year $ 846,205 $ 849,138 Net (loss) income attributable to noncontrolling interest (284,211) 11,287 Other comprehensive loss attributable to noncontrolling interest (1,079) (14,220) Balance, end of year $ 560,915 $ 846,205 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Apr. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Other Commitments | The minimum rental commitments under these noncancelable leases at April 30, 2015 are summarized as follows: Year ending April 30, 2016 $ 96,098 2017 79,754 2018 8,088 Total minimum lease payments $ 183,940 |
BASIS OF PRESENTATION AND LIQ33
BASIS OF PRESENTATION AND LIQUIDITY (Details) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Total consideration | $ 6,901,000 | |
Less: senior secured convertible note | (459,000) | |
Less: make-whole amount on senior secured convertible note | (949,000) | |
Total inducement expense | 5,492,842 | $ 0 |
Series F Preferred Stock [Member] | ||
Total consideration | 4,963,000 | |
Series G Preferred Stock [Member] | ||
Total consideration | $ 1,938,000 |
BASIS OF PRESENTATION AND LIQ34
BASIS OF PRESENTATION AND LIQUIDITY (Details) (Parenthetical) - $ / shares | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Convertible Series F [Member] | ||
Conversion of Stock, Shares Converted | 16,443 | |
Preferred Stock, Par or Stated Value Per Share | $ 301.81 | |
Convertible Series G [Member] | ||
Conversion of Stock, Shares Converted | 5,530 | |
Preferred Stock, Par or Stated Value Per Share | $ 350.43 |
BASIS OF PRESENTATION AND LIQ35
BASIS OF PRESENTATION AND LIQUIDITY (Details Textual) - Range [Domain] - USD ($) | 1 Months Ended | 12 Months Ended | ||||||
Apr. 18, 2015 | Nov. 20, 2014 | Sep. 30, 2014 | Apr. 30, 2015 | Apr. 30, 2014 | Jun. 30, 2015 | Jun. 03, 2015 | Apr. 30, 2013 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Assets, Current, Total | $ 14,005,704 | $ 16,608,595 | ||||||
Liabilities, Current, Total | 15,252,018 | 15,997,839 | ||||||
Working Capital Deficiency | $ 1,246,000 | $ 611,000 | ||||||
Percentage Of International Operation | 60.00% | |||||||
Conversion of Notes | $ 0 | $ (3,114,816) | ||||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | ||||||
Convertible Notes Payable, Current | $ 1,703,000 | $ 0 | 1,703,000 | |||||
Preferred Stock Conversions, Inducements | 5,492,842 | 0 | ||||||
Gains Losses On Settlement Of Debt | 1,401,516 | 0 | ||||||
Cash received on section 16 settlement | $ 650,000 | $ 0 | ||||||
Stockholders' Equity, Reverse Stock Split | one-for-twenty two | |||||||
Common Stock, Shares, Issued | 19,508,727 | 982,660 | 632,417 | |||||
Common Stock Shares Issued Decrease | 886,760 | |||||||
Common Stock Shares Outstanding Increase | 888,132 | |||||||
Stock Issued During Period, Shares, Stock Splits | 1,372 | |||||||
Preferred Stock, Shares Issued | 2,088 | |||||||
Disposal Group, Including Discontinued Operation, Liabilities, Current | $ 5,710,807 | $ 7,513,356 | 5,711,000 | |||||
Accounts Payable and Accrued Liabilities, Current, Total | 5,409,361 | 3,826,049 | 5,409,000 | |||||
Dividends Payable, Current | 677,546 | 72,034 | 678,000 | |||||
Cash and Cash Equivalents, at Carrying Value, Total | 2,364,360 | 2,177,070 | 2,364,000 | $ 1,410,223 | ||||
Common Stock, Value, Issued | 98 | $ 63 | ||||||
Suisun Operation [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Long-term Line of Credit | $ 1,000,000 | |||||||
Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Conversion of Notes | $ 313,568 | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,011,397 | |||||||
September Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Conversion of Notes | $ 145,362 | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 488,603 | |||||||
Preferred Stock Conversions, Inducements | $ 1,871,000 | |||||||
November Exchange Agreements [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Preferred Stock Conversions, Inducements | $ 3,622,000 | |||||||
Series F Preferred Stock [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Conversion of Notes | $ 5,268 | |||||||
Preferred Stock, Shares Issued | 5,268 | 0 | ||||||
Series F Preferred Stock [Member] | September Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Sale of Stock, Price Per Share | $ 0.001 | |||||||
Series E Preferred Stock [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Preferred Stock, Shares Issued | 0 | 2,438 | ||||||
Series E Preferred Stock [Member] | Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 1,644 | |||||||
Convertible Notes Payable, Current | $ 1,644,000 | |||||||
Series E Preferred Stock [Member] | September Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 794 | |||||||
Convertible Notes Payable, Current | $ 794,000 | |||||||
Series G Preferred Stock [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Preferred Stock, Shares Issued | 2,088 | 0 | ||||||
Series G Preferred Stock [Member] | September Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Sale of Stock, Price Per Share | $ 0.001 | |||||||
Conversion of Notes | $ 1,060 | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,028 | |||||||
Series F1 Preferred Stock [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Preferred Stock Conversions, Inducements | $ 241,000 | |||||||
Preferred Stock, Shares Issued | 190 | |||||||
Series F1 Preferred Stock [Member] | Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Shares Issued, Price Per Share | $ 0.001 | |||||||
Debt Conversion, Converted Instrument, Shares Issued | 11,175 | |||||||
Preferred Stock, Conversion Basis | Under the terms of the Series F-1 Certificate of Designation, each share of Series F-1 Preferred Stock has a stated value of $1,000 and is convertible into shares of Common Stock equal to the stated value (and all accrued but unpaid dividends) divided by the conversion price of $1.00 per share (subject to adjustment in the event of stock splits and dividends). | |||||||
Preferred Stock, Dividend Rate, Percentage | 8.00% | |||||||
Preferred Stock Beneficial Conversion Percentage | 9.99% | |||||||
Series G1 Preferred Stock [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Preferred Stock, Shares Issued | 805 | |||||||
Series G1 Preferred Stock [Member] | Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Shares Issued, Price Per Share | $ 0.001 | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,248 | |||||||
Debt Conversion, Converted Instrument, Shares Issued | 2,194 | |||||||
Preferred Stock, Conversion Basis | Under the terms of the Series G-1 Certificate of Designation, each share of Series G-1 Preferred Stock has a stated value of $1,000 and is convertible into shares of Common Stock equal to the stated value (and all accrued but unpaid dividends) divided by the conversion price of $0.815 per share (subject to adjustment in the event of stock splits and dividends). | |||||||
Preferred Stock, Dividend Rate, Percentage | 8.00% | |||||||
Preferred Stock Beneficial Conversion Percentage | 9.99% | |||||||
Series H-1 Preferred [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Purchase Price | $ 1,575,000 | |||||||
2012 Warrant [Member] | Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,161,567 | |||||||
2012 Warrant [Member] | September Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 710,248 | |||||||
Amendment Warrant [Member] | September Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 61,760 | |||||||
2013 Warrant [Member] | Exchange Agreement [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,161,567 | |||||||
Hudson Bay [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Gains Losses On Settlement Of Debt | 1,402,000 | |||||||
Cash received on section 16 settlement | 650,000 | |||||||
Forgiveness of Notes | 735,000 | |||||||
Make Whole Forgiveness on Convertible Preferred Notes | 17,000 | |||||||
Dividend Payable [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Common Stock, Value, Issued | 500,000 | |||||||
Short Term Promissory Notes [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Short-term Debt | 2,438,000 | |||||||
Debt Instrument, Settlement on Debt | 735,000 | |||||||
Debt Instrument, Remaining Debt | 1,703,000 | |||||||
Debt Instrument, Settlement on Debt One | 1,299,000 | |||||||
Debt Instrument, Paid In Cash | 4,000 | |||||||
Short Term Promissory Notes [Member] | Series H Preferred Stock [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Debt Instrument, Convertible, Preferred Stock | $ 400,000 | |||||||
Subsequent Event [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Long-term Line of Credit | $ 1,000,000 | |||||||
Subsequent Event [Member] | China Operations [Member] | Halcyon Coast Investment [Member] | ||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 60.00% | |||||||
Discontinued Operation Sale Price | $ 1,500,000 | |||||||
Purchase Agreement Deposit Amount | $ 150,000 |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - Equity Component [Domain] - USD ($) | 12 Months Ended | |||
Apr. 30, 2015 | Apr. 30, 2014 | Jun. 30, 2015 | Apr. 30, 2013 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Contract Receivable Retainage | $ 1,119,000 | $ 635,000 | ||
Accounts Receivable, Net | $ 6,494,000 | |||
Contract Receivable Retainage, Description | there was one customer of the Suisun City Operations who comprised 61% of the Companys total accounts receivable. | |||
Concentration Risk, Percentage | 60.60% | 16.60% | ||
Fair Value Assumptions, Risk Free Interest Rate | 0.97% | |||
Fair Value Assumptions, Expected Volatility Rate | 180.20% | |||
Fair Value Assumptions, Expected Dividend Payments | $ 0 | |||
Cash and Cash Equivalents, at Carrying Value, Total | $ 2,364,360 | $ 2,177,070 | $ 2,364,000 | $ 1,410,223 |
Deferred Tax Assets, Valuation Allowance | $ 12,000,000 | |||
Percentage Of Labor Force Subject To Collective Bargaining Agreements | 76.00% | |||
Convertible Series F and F-1 Preferred Stock [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Share Price | $ 301.81 | |||
Convertible Series G and G-1 Preferred Stock [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Share Price | $ 350.43 | |||
Foreign Financial Institutions [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Cash and Cash Equivalents, at Carrying Value, Total | $ 1,555,000 |
BASIC AND DILUTED NET LOSS PE37
BASIC AND DILUTED NET LOSS PER COMMON SHARE (Details) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Numerator: | ||
Loss from continuing operations attributable to WPCS common shareholders | $ (9,506,300) | $ (10,671,717) |
Loss from discontinued operations, basic and diluted | (2,106,449) | (484,962) |
Net loss attributable to WPCS common shareholders, basice and diluted | $ (11,328,539) | $ (11,167,966) |
Denominator: | ||
Basic and diluted weighted average shares outstanding | 672,723 | 254,446 |
Basic and diluted loss from continuing operations per common share | $ (14.13) | $ (41.94) |
Basic and diluted income from discontinued operations per common share | (2.71) | (1.95) |
Basic and diluted loss per common share | $ (16.84) | $ (43.89) |
BASIC AND DILUTED NET LOSS PE38
BASIC AND DILUTED NET LOSS PER COMMON SHARE (Details 1) - shares | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,047,362 | 377,667 |
Stock options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 40,688 | 1,917 |
Conversion of senior secured convertible notes [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 204,168 |
Make whole on preferred shares [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 204,346 | 0 |
Stock warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 15,510 | 171,582 |
Series F and F1 Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 495,909 | 0 |
Series G and G1 Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 290,909 | 0 |
COSTS AND ESTIMATED EARNINGS 39
COSTS AND ESTIMATED EARNINGS ON UNCOMPLETED CONTRACTS (Details) - USD ($) | Apr. 30, 2015 | Apr. 30, 2014 |
Costs incurred on uncompleted contracts | $ 32,008,307 | $ 14,457,907 |
Estimated contract earnings | 6,031,338 | 3,291,077 |
Gross Total | 38,039,645 | 17,748,984 |
Less: Billings to date | 38,965,672 | 18,766,199 |
Total | (926,027) | (1,017,215) |
These amounts are included in the accompanying balance Sheets under the following captions: | ||
Costs and estimated earnings in excess of billings on uncompleted contracts | 420,434 | 431,348 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 1,346,461 | 1,448,563 |
Total | $ (926,027) | $ (1,017,215) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Property, Plant and Equipment, Gross | $ 1,527,409 | $ 1,632,280 |
Less accumulated depreciation | 1,364,423 | 1,455,999 |
Property, Plant and Equipment, Net | 162,986 | 176,281 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment, Gross | $ 74,265 | 94,260 |
Furniture and Fixtures [Member] | Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 7 years | |
Furniture and Fixtures [Member] | Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Computer Equipment [Member] | ||
Property, Plant and Equipment, Gross | $ 273,755 | 281,940 |
Computer Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Computer Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 2 years | |
Vehicles [Member] | ||
Property, Plant and Equipment, Gross | $ 799,012 | 869,559 |
Vehicles [Member] | Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 7 years | |
Vehicles [Member] | Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment, Gross | $ 88,689 | 94,833 |
Property, Plant and Equipment, Useful Life | 5 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment, Gross | $ 291,688 | $ 291,688 |
Leasehold Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Leasehold Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 2 years |
PROPERTY AND EQUIPMENT (Detai41
PROPERTY AND EQUIPMENT (Details Textual) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Depreciation, Depletion and Amortization | $ 60,207 | $ 110,058 |
SENIOR SECURED CONVERTIBLE NO42
SENIOR SECURED CONVERTIBLE NOTES (Details) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Debt Instrument [Line Items] | ||
Beginning balance as of April 30, 2014 - Senior secured convertible notes, interest at 4% per annum to maturity June 5, 2014 | $ 44,907 | |
Amortization of debt discount, Notes | $ 853,417 | 4,301,146 |
Conversion of Senior secured convertible notes to preferred stock | 0 | 3,114,816 |
Secured Debt Current | 0 | |
Notes [Member] | ||
Debt Instrument [Line Items] | ||
Beginning balance as of April 30, 2014 - Senior secured convertible notes, interest at 4% per annum to maturity June 5, 2014 | 898,338 | |
Amortization of debt discount, Notes | 0 | |
Conversion of Senior secured convertible notes to preferred stock | (898,338) | |
Secured Debt Current | 0 | |
Debit Discount [Member] | ||
Debt Instrument [Line Items] | ||
Beginning balance as of April 30, 2014 - Senior secured convertible notes, interest at 4% per annum to maturity June 5, 2014 | $ (853,431) | |
Amortization of debt discount, Notes | 853,431 | |
Conversion of Senior secured convertible notes to preferred stock | 0 | |
Secured Debt Current | $ 0 |
SENIOR SECURED CONVERTIBLE NO43
SENIOR SECURED CONVERTIBLE NOTES (Parenthetical) (Details) - Senior Secured Convertible Notes [Member] | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Debt Instrument [Line Items] | ||
Debt Instrument Interest Rate Stated Percentage | 4.00% | |
Debt Instrument, Maturity Date | Jun. 5, 2014 |
SENIOR SECURED CONVERTIBLE NO44
SENIOR SECURED CONVERTIBLE NOTES (Details Textual) | Apr. 30, 2015USD ($) |
Convertible Notes Payable [Member] | |
Short-term Debt [Line Items] | |
Convertible Notes Returned | $ 439,408 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) | 12 Months Ended |
Apr. 30, 2014USD ($) | |
Line of Credit Facility [Line Items] | |
Balance at beginning of year | $ 6,947,264 |
Reduction in derivative instruments from Note conversion | (686,856) |
Change in fair value of derivative liabilities | 833,750 |
Fair Value Measurement With Unobservable Inputs Reconciliations Recurring Basis Liability Value Before Reclassification | 7,094,158 |
Reclassification of derivative liabilities to additional paid-in capital | (7,094,158) |
Balance at end year | 0 |
Senior Secured Convertible Notes and Warrants [Member] | |
Line of Credit Facility [Line Items] | |
Balance at beginning of year | 3,088,756 |
Reduction in derivative instruments from Note conversion | (686,856) |
Change in fair value of derivative liabilities | 1,598,537 |
Fair Value Measurement With Unobservable Inputs Reconciliations Recurring Basis Liability Value Before Reclassification | 4,000,437 |
Reclassification of derivative liabilities to additional paid-in capital | (4,000,437) |
Balance at end year | 0 |
Common Stock Warrants [Member] | |
Line of Credit Facility [Line Items] | |
Balance at beginning of year | 3,858,508 |
Reduction in derivative instruments from Note conversion | 0 |
Change in fair value of derivative liabilities | (764,787) |
Fair Value Measurement With Unobservable Inputs Reconciliations Recurring Basis Liability Value Before Reclassification | 3,093,721 |
Reclassification of derivative liabilities to additional paid-in capital | (3,093,721) |
Balance at end year | $ 0 |
RETIREMENT PLANS (Details)
RETIREMENT PLANS (Details) - International Brotherhood Of Electrical Workers District No9 Pension Plan [Member] - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Multiemployer Plans [Line Items] | ||
Federal Identification Number | 93-6074829 | |
Pension Certified Zone Status | NA | NA |
FIP/RP Status Pending or Implemented | No | |
Expiration of Collective Bargaining Arrangement | 11/30/2017 | |
Company's Contributions | $ 489,786 | $ 377,694 |
RETIREMENT PLANS (Details Textu
RETIREMENT PLANS (Details Textual) | Apr. 30, 2015 |
Maximum [Member] | |
Multiemployer Plans [Line Items] | |
Multiemployer Plans, Collective-Bargaining Arrangement, Percentage of Employer's Contributions | 5.00% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Loss income before income taxes: | ||
Domestic | $ (6,928,103) | $ (10,690,849) |
Foreign | 0 | 0 |
Totals | $ (6,928,103) | $ (10,860,533) |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Current | ||
Federal | $ 0 | $ 0 |
State | 69,679 | 32,922 |
Foreign | 0 | 0 |
Totals | 69,679 | 32,922 |
Deferred | ||
Federal | 0 | (330,764) |
State | 0 | 0 |
Foreign | 0 | 0 |
Totals | 0 | (330,764) |
Total provision for income taxes (benefits) | $ 69,679 | $ (297,843) |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||
Expected tax benefit at statutory rate (34%) | $ (2,355,555) | $ (3,634,889) |
State and local taxes, net of federal tax benefit | (214,606) | (392,424) |
Valuation allowance | (208,988) | 1,413,818 |
Non deductible financing costs | 963,857 | 2,274,805 |
Inducement expense | 1,867,566 | 0 |
Other | 17,405 | 40,848 |
Totals | $ 69,679 | $ (297,843) |
INCOME TAXES (Details 3)
INCOME TAXES (Details 3) - USD ($) | Apr. 30, 2015 | Apr. 30, 2014 |
Deferred tax assets: | ||
Allowance for doubtful accounts | $ 34,392 | $ 55,140 |
Bonus and vacation accruals | 79,274 | 667,992 |
Non-qualified stock options | 144,972 | 76,850 |
Federal benefit for foreign tax credit | 265,600 | 265,600 |
Accruals | 0 | 57,045 |
Valuation allowance | (524,238) | (1,122,627) |
Deferred tax assets-current | 0 | 0 |
Intangible assets | 0 | 39,232 |
Goodwill | 0 | 35,638 |
Capital loss carryforward | 3,884,389 | 949,973 |
Property and equipment | 26,434 | 0 |
Net operating loss carryforward | 12,262,334 | 11,346,435 |
Valuation allowance | (16,173,157) | (12,316,027) |
Deferred tax assets-long term | 0 | 55,251 |
Deferred tax liabilities: | ||
Property and equipment | 0 | 55,251 |
Deferred tax liabilities-long term | 0 | 55,251 |
Net deferred tax assets (liabilities) | $ 0 | $ 0 |
INCOME TAXES (Details 4)
INCOME TAXES (Details 4) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Balance at beginning of the year | $ 13,438,654 | $ 12,024,836 |
Charged (reversed) to costs and expenses | (208,988) | 1,413,818 |
Capital loss from sale of Pride | 3,467,729 | 0 |
Balance at end of the year | $ 16,697,395 | $ 13,438,654 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) | 12 Months Ended | ||
Apr. 30, 2015 | Apr. 30, 2014 | Apr. 30, 2013 | |
Operating Loss Carryforwards [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 34.00% | ||
Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent | 34.00% | ||
Valuation Allowances and Reserves, Balance | $ 16,697,395 | $ 13,438,654 | $ 12,024,836 |
Valuation Allowances and Reserves, Period Increase (Decrease) | 3,259,000 | ||
Domestic Tax Authority [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | 30,900,000 | ||
State and Local Jurisdiction [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Operating Loss Carryforwards | $ 34,400,000 |
SHAREHOLDERS' EQUITY (Details)
SHAREHOLDERS' EQUITY (Details) - USD ($) | 12 Months Ended | ||
Apr. 30, 2015 | Apr. 30, 2014 | Apr. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares, Outstanding at beginning | 1,917 | 5,090 | |
Number of shares, Employee options granted | 46,363 | 80 | |
Number of shares, Expiration | (7,592) | (3,253) | |
Number of shares, Outstanding at ending | 40,688 | 1,917 | 5,090 |
Number of shares, Options vested | 27,052 | ||
Weighted Average Exercise Price, Outstanding at beginning | $ 14.76 | $ 147.40 | |
Weighted Average Exercise Price, Employee options granted | 20.06 | 78.10 | |
Weighted Average Exercise Price, Expiration | 25.52 | 25.13 | |
Weighted Average Exercise Price, Outstanding at ending | 18.79 | $ 14.76 | $ 147.40 |
Weighted Average Exercise Price, Options vested | $ 25.82 | ||
Total Intrinsic Value, Outstanding at beginning | $ 0 | $ 0 | |
Total Intrinsic Value, Employee options granted | 0 | 0 | |
Total Intrinsic Value, Expiration | 0 | 0 | |
Total Intrinsic Value, Outstanding at ending | 0 | $ 0 | $ 0 |
Total Intrinsic Value, Options vested | $ 0 | ||
Weighted Average Remaining Contractual Life, Employee options granted | 5 years 1 month 6 days | ||
Weighted Average Remaining Contractual Life, Expiration | |||
Weighted Average Remaining Contractual Life, Outstanding | 5 years 10 months 17 days | 3 years 4 months 2 days | 3 years 10 months 17 days |
Weighted Average Remaining Contractual Life, Options vested | 3 years 11 months 1 day |
SHAREHOLDERS' EQUITY (Details 1
SHAREHOLDERS' EQUITY (Details 1) - $ / shares | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Exercise price | $ 78.10 | |
Expected stock price volatility | 68.60% | |
Risk-free rate of interest | 0.90% | |
Expected term (years) | 5 years | 5 years |
Minimum [Member] | ||
Exercise price | $ 4.84 | |
Expected stock price volatility | 103.00% | |
Risk-free rate of interest | 1.10% | |
Maximum [Member] | ||
Exercise price | $ 26.40 | |
Expected stock price volatility | 131.50% | |
Risk-free rate of interest | 1.30% |
SHAREHOLDERS' EQUITY (Details 2
SHAREHOLDERS' EQUITY (Details 2) - $ / shares | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Class of Stock [Line Items] | ||
Number of Warrants, Common Stock Warrants Outstanding Beginning Balance | 171,582 | 103,400 |
Number of Warrants, BTX Warrants issued in connection with the BTX Purchase Agreement | 68,182 | |
Number of Warrants, Warrants exchanged in connection with the Amendment | (156,072) | |
Number of Warrants, Common Stock Warrants Outstanding Ending Balance | 15,510 | 171,582 |
Weighted Average Exercise Price, Common Stock Warrants Outstanding Beginning Balance | $ 72.27 | $ 47.39 |
Weighted Average Exercise Price, BTX Warrants issued in connection with the BTX Purchase Agreement | 110 | |
Weighted Average Exercise Price, Exchange Warrants issued in connection with the Amendment | 47.39 | |
Weighted Average Exercise Price, Common Stock Warrants Outstanding Ending Balance | $ 322.64 | $ 72.27 |
Weighted Average Remaining Life in years, Common Stock Warrants Contractual Term | 4 years 6 months | |
Weighted Average Exercise Price, BTX Warrants issued in connection with the BTX Purchase Agreement | 4 years | |
Common Stock Warrants Exchanged In Connection With Amendment | ||
Weighted Average Remaining Life in years, Common Stock Warrants Contractual Term | 4 years 4 days | 4 years |
SHAREHOLDERS' EQUITY (Details T
SHAREHOLDERS' EQUITY (Details Textual) - USD ($) | 12 Months Ended | ||||
Apr. 30, 2015 | Apr. 30, 2014 | Sep. 30, 2006 | Sep. 30, 2005 | Mar. 31, 2003 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-Based Compensation | $ 170,562 | $ 24,535 | |||
Stock Options Forfeiture Rate | 15.00% | 15.00% | |||
Incentive Stock Plan 2014 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 159,090 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 119,545 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options | 39,545 | ||||
Incentive Stock Plan 2014 [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price | $ 4.84 | ||||
Incentive Stock Plan 2014 [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price | $ 26.40 | ||||
Incentive Stock Plan 2007 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 2,597 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 1,687 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options | 910 | ||||
Incentive Stock Plan 2007 [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price | $ 8.58 | ||||
Incentive Stock Plan 2007 [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price | $ 13.20 | ||||
Incentive Stock Plan 2006 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 2,597 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 2,579 | ||||
Stock Option Plan 2002 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 2,706 | ||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options | 233 | ||||
Stock Option Plan 2002 [Member] | Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price | $ 13.20 | ||||
Stock Option Plan 2002 [Member] | Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Outstanding Options, Weighted Average Exercise Price | $ 61.82 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
REVENUE | $ 8,773,567 | $ 22,211,963 |
COSTS AND EXPENSES: | ||
Cost of revenue | 6,078,094 | 15,909,636 |
Selling, general and administrative expenses | 2,963,330 | 4,903,350 |
Depreciation and amortization | 1,144,056 | 1,092,527 |
Impairment loss on capitalized software | 827,449 | 0 |
Disposal Group, Including Discontinued Operation, Operating Expense | 11,012,929 | 21,905,513 |
OPERATING (LOSS) INCOME FROM DISCONTINUED OPERATIONS | (2,239,362) | 306,450 |
Interest expense | 245,936 | 241,301 |
(Loss) income from discontinued operations before income tax provision | (2,485,298) | 65,149 |
Income tax provision | 64,815 | 445,665 |
(Loss) from discontinued operations, net of tax | (2,550,113) | (380,516) |
Gain (loss) from disposal | 798,896 | (104,446) |
TOTAL LOSS FROM DISCONTINUED OPERATIONS | (2,106,449) | (484,962) |
BTX Trader LLC [Member] | ||
COSTS AND EXPENSES: | ||
Gain from disposal of BTX | 19,700 | 0 |
Seattle Inc [Member] | ||
COSTS AND EXPENSES: | ||
Gain from disposal of BTX | $ (374,932) | $ 0 |
DISCONTINUED OPERATIONS (Deta59
DISCONTINUED OPERATIONS (Details 1) - USD ($) | Jun. 30, 2015 | Apr. 30, 2015 | Apr. 30, 2014 |
CURRENT ASSETS: | |||
Accounts receivable, net of allowance | $ 4,264,451 | $ 7,350,524 | |
Costs and estimated earnings in excess of billings on uncompleted contracts | 0 | 616,858 | |
Prepaid expenses and other current assets | 34,800 | 98,245 | |
Deferred contract cost | 267,000 | 1,166,734 | |
Total current assets held for sale | 4,566,251 | 9,232,361 | |
PROPERTY AND EQUIPMENT, net | 963,119 | 1,947,123 | |
Capitalized software, net | 0 | 3,207,305 | |
OTHER ASSETS | 14,000 | 33,646 | |
Total other assets held for sale | 977,119 | 5,188,074 | |
Total assets held for sale | 5,543,370 | 14,420,435 | |
LIABILITIES | |||
Current portion of loans payable | 0 | 115,325 | |
Accounts payable and accrued expenses | 1,700,943 | 2,579,350 | |
Billings in excess of costs and estimated earnings on uncompleted contracts | 0 | 345,108 | |
Due to related party | 785,684 | 778,573 | |
Short term bank loan | 3,224,180 | 3,195,000 | |
Secured promissory note, related parties | 0 | 500,000 | |
Total current liabilities held for sale | $ 5,711,000 | 5,710,807 | 7,513,356 |
Total liabilities held for sale | $ 5,710,807 | $ 7,513,356 |
DISCONTINUED OPERATIONS (Deta60
DISCONTINUED OPERATIONS (Details 2) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Balance, beginning of period | $ 846,205 | $ 849,138 |
Net (loss) income attributable to noncontrolling interest | (284,210) | 11,287 |
Other comprehensive loss attributable to noncontrolling interest | (1,079) | (14,220) |
Balance, end of period | $ 560,915 | $ 846,205 |
DISCONTINUED OPERATIONS (Deta61
DISCONTINUED OPERATIONS (Details Textual) - USD ($) | Dec. 04, 2013 | Nov. 26, 2014 | Sep. 30, 2014 | Jul. 31, 2014 | Apr. 30, 2015 | Apr. 30, 2014 | Jun. 03, 2015 | Dec. 17, 2013 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | $ 798,896 | $ (104,446) | ||||||
Disposal Group Including Discontinued Operations Long Lived Asset | 267,000 | 1,166,734 | ||||||
Long-term Debt, Gross | 44,907 | |||||||
Liabilities, Total | 15,296,257 | 16,054,376 | ||||||
Capitalized Computer Software, Net | 0 | 3,207,305 | ||||||
Disposal Group, Including Discontinued Operation, Short term bank loan | 3,224,180 | 3,195,000 | ||||||
Security Deposit | 969,000 | 748,000 | ||||||
BTX Notes [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Debt Instrument, Face Amount | $ 500,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.32% | |||||||
BTX Software [Member] | Notes Payable, Other Payables [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Initial Capital Contributions From Investors | $ 439,408 | |||||||
Cash [Member] | BTX Software [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Initial Capital Contributions From Investors | $ 1,185,000 | |||||||
Tgg [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Disposal Group, Including Discontinued Operation, Short term bank loan | 3,224,000 | 3,195,000 | ||||||
Australia Operations [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | $ 799,000 | |||||||
Seattle Operations [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Proceeds from the Sale of Operations | $ 1,969,000 | |||||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 375,000 | |||||||
Disposal Group Including Discontinued Operations Long Lived Asset | 14,000 | |||||||
BTX Trader [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 20,000 | |||||||
Equity Method Investment, Ownership Percentage | 100.00% | |||||||
Repayments of Senior Debt | $ 439,000 | |||||||
Long-term Debt, Gross | 500,000 | |||||||
Liabilities, Total | $ 939,000 | |||||||
Capitalized Computer Software, Net | 1,847,000 | |||||||
Cash Equivalents, at Carrying Value | 59,000 | |||||||
Other Assets, Miscellaneous | 36,000 | |||||||
Convertible Debt | 924,000 | |||||||
Other Liabilities | $ 99,000 | |||||||
China Operations [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 40.00% | |||||||
Disposal Group, Including Discontinued Operation, Accrued Liabilities, Current | $ 786,000 | 779,000 | ||||||
Disposal Group, Including Discontinued Operation, Deferred Revenue, Current | 1,661,213 | 274,348 | ||||||
Disposal Group Including Discontinued Operation Accounts Receivable Due From Related party | $ 0 | $ 0 | ||||||
China Operations [Member] | Halcyon Coast Investment [Member] | ||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||
Equity Method Investment, Ownership Percentage | 60.00% | |||||||
Discontinued Operation Sale Price | $ 1,500,000 |
COMMITMENTS AND CONTINGENCIES62
COMMITMENTS AND CONTINGENCIES (Details) | Apr. 30, 2015USD ($) |
Year ending April 30, | |
2,016 | $ 96,098 |
2,017 | 79,754 |
2,018 | 8,088 |
Total minimum lease payments | $ 183,940 |
COMMITMENTS AND CONTINGENCIES63
COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($) | 12 Months Ended | |
Apr. 30, 2015 | Apr. 30, 2014 | |
Summary of Investments, Other than Investments in Related Parties, Reportable Data [Line Items] | ||
Other Commitment | $ 183,000 | |
Operating Leases, Rent Expense | $ 126,000 | $ 353,000 |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) | Jul. 20, 2015 | Jul. 14, 2015 | Jun. 30, 2015 | Jun. 30, 2015 | Jul. 24, 2015 | Apr. 30, 2015 | Apr. 30, 2014 |
Subsequent Event [Line Items] | |||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | |||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | |||||
Extinguishment of Debt, Amount | $ 0 | $ 1,299,304 | |||||
Debt Conversion, Converted Instrument, Amount | 0 | (3,114,816) | |||||
Convertible Preferred Stock Converted to Other Securities | $ 2,438,000 | 0 | |||||
Series H Preferred Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Preferred Stock, Par or Stated Value Per Share | $ 154 | ||||||
Common Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Debt Conversion, Converted Instrument, Amount | $ 59 | ||||||
Convertible Preferred Stock Converted to Other Securities | $ 0 | ||||||
Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Long-term Line of Credit | $ 1,000,000 | $ 1,000,000 | |||||
Cash Paid On Settlement | 4,000 | 4,000 | |||||
Convertible Preferred Stock, Conversion Price | $ 1.54 | ||||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | ||||||
Fees and Commissions | 3,150,000 | ||||||
Extinguishment of Debt, Amount | 400,000 | ||||||
Convertible Preferred Stock, Terms of Conversion | The Company is prohibited from effecting the conversion of the Series H-1 Preferred Stock to the extent that, as a result of such conversion, the holder or any of its affiliates beneficially owns more than 9.99%, in the aggregate, of the issued and outstanding shares of the Companys Common Stock calculated immediately after giving effect to the issuance of shares of Common Stock upon the conversion of the Series H-1 Preferred Stock. | ||||||
Subsequent Event [Member] | Securities Purchase Agreement [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,279,759 | ||||||
Purchase Price | $ 1,575,000 | ||||||
Subsequent Event [Member] | Securities Purchase Agreement [Member] | Maximum [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.66 | ||||||
Subsequent Event [Member] | Securities Purchase Agreement [Member] | Minimum [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 1.63 | ||||||
Subsequent Event [Member] | Promissory Note [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Unsecured Debt, Current | $ 1,299,000 | $ 1,299,000 | $ 1,703,000 | ||||
Subsequent Event [Member] | Series H Convertible Preferred Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Stock Issued During Period, Shares, New Issues | 8,435 | ||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | |||||
Debt Conversion, Converted Instrument, Amount | $ 405,000 | ||||||
Subsequent Event [Member] | Series H Preferred Stock [Member] | Promissory Note [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Debt Instrument, Convertible, Preferred Stock | $ 400,000 | ||||||
Subsequent Event [Member] | H-1 Preferred Convertible Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Convertible Preferred Stock Converted to Other Securities | $ 166 | ||||||
Conversion Price Per Share | $ 1.66 | ||||||
Subsequent Event [Member] | H-1 Preferred Convertible Stock [Member] | Securities Purchase Agreement [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | ||||||
Number Shares To Be Issued | 8,532 | ||||||
Subsequent Event [Member] | H-1 Preferred Convertible Stock [Member] | Securities Purchase Agreement [Member] | Maximum [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Purchase Price | $ 166 | ||||||
Subsequent Event [Member] | H-1 Preferred Convertible Stock [Member] | Securities Purchase Agreement [Member] | Minimum [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Purchase Price | $ 163 | ||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Stock Issued During Period, Shares, New Issues | 1,191,389 | ||||||
Subsequent Event [Member] | Common Stock [Member] | Securities Purchase Agreement [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Share Price | $ 0.1250 |