Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | |
Sep. 30, 2012 | Dec. 31, 2014 | |
Document And Entity Information | ||
Entity Registrant Name | ECOLOGY COATINGS, INC. | |
Entity Central Index Key | 1173313 | |
Document Type | 10-K | |
Document Period End Date | 30-Sep-12 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -21 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Public Float | $545,930 | |
Entity Common Stock, Shares Outstanding | 54,593,032 | |
Document Fiscal Period Focus | FY | |
Document Fiscal Year Focus | 2012 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2012 | Sep. 30, 2011 |
Current assets | ||
Cash | $13,386 | $71,784 |
Prepaid Expenses | 34,950 | 30,137 |
Total Current Assets | 48,336 | 101,921 |
Property, plant and equipment, net | 46,783 | 59,661 |
Intangible assets, net | 207,189 | 207,814 |
Total Assets | 302,308 | 369,396 |
Current liabilities | ||
Accounts payable and accrued expenses | 80,842 | 245,897 |
Interest payable | 140,752 | 405,274 |
Judgment payable | 604,330 | 0 |
Notes payable related party - current portion | 1,115,698 | 900,332 |
Notes payable - current portion | 0 | 250,000 |
Preferred dividends payable | 4,464 | 31,566 |
Total Current Liabilities | 1,946,086 | 1,833,069 |
Ecology Coatings. Inc. ("ECOC") shareholders' equity | ||
Preferred Stock 10,000,000 authorized at $.001 par value shares issued and outstanding 271 and 1,938 at September 30, 2012 and September 30, 2011 | 1 | 7 |
Common Stock 90,000,000 authorized at $0.001 par value; shares issued and outstanding 54,593,032 and 14,158,506 at September 30, 2012 and September 30, 2011 | 54,593 | 14,159 |
Additional paid-in capital | 28,615,490 | 27,296,580 |
Retained earnings | -30,313,862 | -28,774,419 |
Total equity(deficit) | -1,643,778 | -1,463,673 |
Total liabilities and equity(deficit) | $302,308 | $369,396 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2012 | Sep. 30, 2011 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 271 | 1,938 |
Preferred stock, shares outstanding | 271 | 1,938 |
Common stock, par value per share | $0.00 | $0.00 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 54,593,032 | 14,158,506 |
Common stock, shares outstanding | 54,593,032 | 14,158,506 |
Consolidated_Statements_Of_Ope
Consolidated Statements Of Operations (USD $) | 12 Months Ended | |
Sep. 30, 2012 | Sep. 30, 2011 | |
Income Statement [Abstract] | ||
Revenues | $5,714 | $3,190 |
Operating expenses | 1,148,760 | 1,891,053 |
Net income(loss) from operations | -1,143,046 | -1,887,863 |
Other income(expense) | ||
Debt forgiveness | -228,802 | -872,861 |
Other income | 0 | 1,268 |
Interest expense | 87,698 | 204,917 |
Total Other Income (Expense) | 141,104 | 669,212 |
Income(loss) from continuing operations before income taxes | -1,001,942 | -1,218,651 |
Income taxes | 67,637 | 0 |
Net income(loss) | -1,069,579 | -1,218,651 |
Preferred dividend beneficial conversion features | 395,000 | 1,698,334 |
Preferred dividends - stock dividends | 74,864 | 92,497 |
Net income(loss) available to common shareholders | ($1,539,443) | ($3,009,482) |
Basic and Diluted income per share | ||
Basic and diluted income per share | ($0.04) | ($0.31) |
Weighted average number of shares outstanding basic and diluted | 28,949,263 | 9,738,194 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 12 Months Ended | |
Sep. 30, 2012 | Sep. 30, 2011 | |
Cash flows from operating activities | ||
Net income (loss) from continuing operations | ($1,069,579) | ($1,218,651) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Depreciation and amortization | 33,049 | 34,179 |
Stock option expense | 196,121 | 730,243 |
Issuance of stock for payables, services | 11,249 | 114,500 |
Forgiveness of debt | -228,802 | -872,861 |
Changes in Asset and Liabilities | ||
(Increase) decrease in prepaid expenses | 4,813 | 0 |
Increase (decrease) in accounts payable | -192,157 | 387,875 |
Increase (decrease) in judgments payable | 604,330 | 0 |
Increase (decrease) in interest payable | -264,522 | 7,083 |
Net cash used in operating activities | -915,124 | -1,593,182 |
Cash flows from investing activities | ||
Increase in patents and trademarks | 19,196 | 8,928 |
Purchase fixed assets | 350 | 29,817 |
Net cash provided(used) by investing activities | -19,546 | -38,745 |
Cash flows from financing activities | ||
Payments on notes payable | 0 | -236,103 |
Proceeds from debt issuance | 221,272 | 292,000 |
Proceeds from preferred stock | 655,000 | 1,645,000 |
Net cash provided(used) by financing activities | 876,272 | 1,700,897 |
Net increase(decrease) in cash | -58,398 | 68,970 |
Cash, beginning of period | 71,784 | 2,814 |
Cash, end of period | 13,386 | 71,784 |
Supplemental disclosure of cash flow information | ||
Interest paid | 160 | 193,897 |
Income taxes paid | 0 | 0 |
Supplemental disclosure of non-cash activities | ||
Debt converted into preferred shares | $0 | $2,500 |
Consolidated_Statements_Of_Sto
Consolidated Statements Of Stockholders Equity (USD $) | Common stock | Preferred stock | Additional paid in capital | Accumulated deficit | Total |
Balance amount at Sep. 30, 2010 | $32,934 | $4 | $22,738,182 | ($25,764,937) | ($2,993,817) |
Balance common stock, shares at Sep. 30, 2010 | 32,910,684 | ||||
Balance preferred stock, shares at Sep. 30, 2010 | 3,657 | ||||
Preferred dividends, shares | 0 | 122 | |||
Preferred dividends, value | 0 | 0 | 121,549 | -92,497 | 29,052 |
Conversion of preferred shares for common shares, shares | 6,901,369 | -3,706 | |||
Conversion of preferred shares for common shares, value | 20,507 | -3 | -20,504 | 0 | 0 |
Stock issued for payables, shares | 675,000 | 0 | |||
Stock issued for payables, value | 675 | 0 | 113,825 | 0 | 114,500 |
Stock option expense | 0 | 0 | 740,243 | 0 | 740,243 |
Beneficial conversion on preferred stock | 0 | 0 | 1,698,334 | -1,698,334 | 0 |
Issuance preferred stock, shares | 0 | 1,865 | |||
Issuance preferred stock, value | 0 | 1 | 1,864,999 | 0 | 1,865,000 |
Adjustment 1 for 5 reverse split, shares | -26,328,547 | 0 | |||
Adjustment 5 fo1 reverse split, value | -39,957 | 0 | 39,957 | 0 | 0 |
Net income for the period | 0 | 0 | 0 | -1,218,651 | -1,218,651 |
Balance amount at Sep. 30, 2011 | 14,159 | 2 | 27,296,585 | -28,774,419 | -1,463,673 |
Balance common stock, shares at Sep. 30, 2011 | 14,158,506 | 14,158,506 | |||
Balance preferred stock, shares at Sep. 30, 2011 | 1,938 | 1,938 | |||
Preferred dividends, shares | 0 | 100 | |||
Preferred dividends, value | 0 | 0 | 101,968 | -74,864 | 27,104 |
Conversion of preferred shares for common shares, shares | 38,207,933 | -2,422 | |||
Conversion of preferred shares for common shares, value | 38,208 | -7 | -38,201 | 0 | 0 |
Stock issued for payables, shares | 2,226,593 | 0 | |||
Stock issued for payables, value | 2,226 | 0 | 9,023 | 0 | 11,249 |
Stock option expense | 0 | 0 | 196,121 | 0 | 196,121 |
Beneficial conversion on preferred stock | 0 | 0 | 395,000 | -395,000 | 0 |
Issuance preferred stock, shares | 0 | 655 | |||
Issuance preferred stock, value | 0 | 6 | 654,994 | 0 | 655,000 |
Net income for the period | 0 | 0 | 0 | -1,069,579 | -1,069,579 |
Balance amount at Sep. 30, 2012 | $54,593 | $1 | $28,615,490 | ($30,313,862) | ($1,643,778) |
Balance common stock, shares at Sep. 30, 2012 | 54,593,032 | 54,593,032 | |||
Balance preferred stock, shares at Sep. 30, 2012 | 271 | 271 |
Consolidated_Statements_Of_Sto1
Consolidated Statements Of Stockholders Equity (Parenthetical) | 0 Months Ended |
Feb. 07, 2011 | |
Statement of Stockholders' Equity [Abstract] | |
Reverse stock split | 5 for 1 |
Summary_Of_Significant_Account
Summary Of Significant Accounting Policies | 12 Months Ended | ||||
Sep. 30, 2012 | |||||
Accounting Policies [Abstract] | |||||
Summary of Significant Accounting Policies | Note 1 — Summary of Significant Accounting Policies | ||||
Description of the Company. We were originally incorporated on March 12, 1990 in California (“Ecology-CA”). Our current entity was incorporated in Nevada on February 6, 2002 as OCIS Corp. (“OCIS”). OCIS completed a merger with Ecology-CA on July 26, 2007 (the “Merger”). In the Merger, OCIS changed its name from OCIS Corporation to Ecology Coatings, Inc. The Company filed for Chapter 7 bankruptcy protection on May 15, 2013 and subsequently emerged on September 19, 2014 with all liabilities settled and the corporate shell as its only unencumbered asset. The September 19, 2014 date will be 'fresh start" date used to reset the financial statements in subsequent filings. Any business description below is of the operating results reported in this filing which no longer apply to our Company. | |||||
Reclassifications. Reclassifications have been made to the prior year financial statements to conform with the current year presentation. | |||||
Basis of Presentation. On February 7, 2011, our shareholders approved a 1-for-5 reverse stock split. In accordance with U.S. Generally Accepted Accounting Principles, we have restated all share and per share related information to conform to this reverse split for all periods presented. This includes information related to stock options, warrants, and convertible preferred shares. See Note 6. | |||||
Principles of Consolidation. The consolidated financial statements include all of our accounts and the accounts of our wholly owned subsidiary Ecology-CA. All significant intercompany transactions have been eliminated in consolidation. | |||||
Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||
Revenue Recognition. Revenues from licensing contracts are recorded ratable over the life of the contract. Contingency earnings such as royalty fees are recorded when the amount can reasonably be determined and collection is likely. | |||||
Loss Per Share. Basic loss per share is computed by dividing the net loss available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted loss per share is computed by dividing the net loss available to common shareholders by the weighted average number of shares of common stock and potentially dilutive securities outstanding during the period. Potentially dilutive shares consist of the incremental common shares issuable upon the exercise of stock options and warrants and the conversion of convertible debt and convertible preferred stock. Potentially dilutive shares are excluded from the weighted average number of shares if their effect is anti-dilutive. None of the stock options or warrants outstanding or stock associated with the convertible debt or with the convertible preferred shares during each of the periods presented was included in the computation of diluted loss per share as they were anti-dilutive. As of September 30, 2012 and September 30, 2011, there were 375,048 and 34,795,261 potentially dilutive shares outstanding, respectively. | |||||
Property and Equipment. Property and equipment is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the following useful lives: | |||||
Computer equipment | 3-10 years | ||||
Furniture and fixtures | 3-7 years | ||||
Test equipment | 5-7 years | ||||
Signs | 7 years | ||||
Software | 3 years | ||||
Marketing and Promotional Video | 3 years | ||||
Repairs and maintenance costs are charged to operations as incurred. Betterments or renewals are capitalized as incurred. | |||||
Patents. It is our policy to capitalize costs associated with securing a patent. Costs consist of legal and filing fees. Once a patent is issued, it will be amortized on a straight-line basis over its estimated useful life. Seven patents were issued as of September 30, 2012 and are being amortized over 8 years. | |||||
Long-Lived Assets. We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. | |||||
Stock-Based Compensation. Employee and director stock-based compensation expense is measured utilizing the fair-value method with expense charged to earnings over the vesting period on a straight-line basis. | |||||
We account for stock options granted to non-employees under the fair-value method with stock-based compensation expense being charged to earnings on the earlier of the date services are performed or a performance commitment exists. | |||||
Recent Accounting Pronouncements. We have reviewed all Accounting Standards Updates issued by the Financial Accounting Standards Board since we last issued financial statements and have determined none of them would have a material effect on the consolidated financial statements upon adoption. |
Concentrations
Concentrations | 12 Months Ended |
Sep. 30, 2012 | |
Risks and Uncertainties [Abstract] | |
Concentrations | Note 2 — Concentrations |
For the year ended September 30, 2012 and 2011, we had revenues of $5,714 and $3,190, respectively. One customer accounted for all of our revenues for the years ended September 30, 2012 and 2011. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Sep. 30, 2012 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 3 — Related Party Transactions |
We have borrowed funds for our operations from certain major stockholders, directors and officers as disclosed below. | |
We have an unsecured note payable due to Deanna Stromback, a principal shareholder and former director and sister of our former Chairman, Rich Stromback, which bears interest at 4% per annum with principal and interest due on December 31, 2009. As of September 30, 2012 and September 30, 2011, the note had an outstanding balance of $110,500. The accrued interest on the note was $28,917 and $27,555 as of September 30, 2012 and September 30, 2011, respectively. The note is currently in default and carries conversion rights that allow the holder to convert all or part of the outstanding balance into shares of our common stock upon mutually agreeable terms and conversion price. | |
We have an unsecured note payable due to Doug Stromback, a principal shareholder and former director and brother of our former Chairman, Rich Stromback, which bears interest at 4% per annum with principal and interest due on December 31, 2009. As of September 30, 2012 and September 30, 2011, the note had an outstanding balance of $133,000. The accrued interest on the note was $34,812 and $28,281 as of September 30, 2012 and September 30, 2011, respectively. The note is currently in default and carries conversion rights that allow the holder to convert all or part of the outstanding balance into shares of our common stock upon mutually agreeable terms and conversion price. | |
We have a secured note payable to John Salpietra, a member of our Board of Directors. This note bears interest at 4.75% per annum, is secured by a lien on our intellectual property, and is convertible into shares of our common stock at $.06 per share. On December 15, 2011, the parties agreed to extend the due date to December 4, 2012. As of September 30, 2012 and September 30, 2011, the note had an outstanding balance of $600,000. On June 26, 2012, we issued a note for $40,000 to Mr. Salpietra. The note bears interest at 5% per annum, is unsecured, and matures on September, 26, 2012.Additionally, on June 28, 2012, we issued a note for $100,000 to Mr. Salpietra. The note bears interest at 5% per annum, is unsecured, and matures on September, 28, 2012. Accrued interest on all notes was $75,944 and $36,648 as of September 30, 2012 and September 30, 2011, respectively. | |
Effective May 1, 2012, we entered into a lease with J.M. Land Co. for office space for our headquarters. J.M. Land Co. is an entity owned by James Juliano, our Chairman. We pay monthly rent of $1,000, and the gas and electric utilities which have historically averaged approximately $1,000 per month. See also Note 5—Commitments and Contingencies—Lease Agreements. | |
On January 2, 2012, we entered into a Sale and Leaseback Agreement with J.M. Land Co. where we raised cash by selling and leasing back our laboratory and computer equipment. Our balance sheet reflected a liability of $6,592 as of June 30, 2012. | |
On June 12, 2012, we issued a note for $30,000 to Omega Development Corporation, an entity owned by James Juliano. The note bears interest at 5% per annum, is unsecured, and matures on September, 12, 2012. Accrued interest of $371 was owed as of June 30, 2012. | |
We paid $27,000 in director fees to our Chairman James Juliano for the year ended September 30, 2012. | |
On August 15, 2012, we issued a promissory note to Joe Nirta in the principal amount of $100,000 bearing interest at 5% per annum. The note is due in full on November 16, 2012. The note is convertible into shares of our common stock on terms mutually agreed upon by the parties. |
Notes_Payable
Notes Payable | 12 Months Ended | ||||||||
Sep. 30, 2012 | |||||||||
DisclosureNotesPayableAbstract | |||||||||
Notes Payable | Note 4 — Notes Payable | ||||||||
We have the following notes: | |||||||||
30-Sep-11 | |||||||||
September 30, 2012 | |||||||||
Mitchell Shaheen Note: Subordinated note payable, 25% per annum, unsecured, principal and interest was due July 18, 2008. Additionally, the Company issued a warrant to purchase 20,000 shares of the Company’s common stock at a price equal to $3.75 per share (the “Warrant”). The Warrant is exercisable immediately and carries a ten (10) year term. If applicable, the Company has agreed to include the Conversion Shares in its first registration statement filed with the Securities and Exchange Commission. Accrued interest of $0 and $183,776 was outstanding as of March 31, 2012 and September 30, 2011, respectively. Mr. Shaheen obtained a judgment on December 30, 2011 in the aggregate amount of $604,330 for this note and the note discussed below. | — | 150,000 | |||||||
Mitchell Shaheen Note: Subordinated note payable, 25% per annum, unsecured, principal and interest was due August 10, 2008. Additionally, the Company issued a warrant to purchase 20,000 shares of the Company’s common stock at a price equal to $2.50 per share (the “Warrant”). The Warrant is exercisable immediately and carries a ten (10) year term. If applicable, the Company has agreed to include the Conversion Shares in its first registration statement filed with the Securities and Exchange Commission. Accrued interest of $0 and $125,850 was outstanding as of March 31, 2012 and September 30, 2011, respectively. Mr. Shaheen obtained a judgment on December 30, 2011 in the aggregate amount of $604,330 for this note and the note discussed above. | — | 100,000 | |||||||
$ | — | $ | 250,000 | ||||||
Both of the notes payable in the foregoing table were in default as of September 30, 2011. A judgment of $604,330 was entered against us on December 30, 2011 in a lawsuit brought by Mr. Shaheen which had the effect of converting the notes into the judgment. The judgment included amounts for principal, interest and attorney’s fees. Because the notes were converted into a judgment, they are no longer in default and the amount of the judgment is reflected as of June 30, 2012 balance sheet as “Judgment Payable”. Accrued interest of $3,027 was owing on the judgment as of June 20, 2012. See Contingencies in Note 5 herein. |
Commitments_And_Contingencies
Commitments And Contingencies | 12 Months Ended | |||||
Sep. 30, 2012 | ||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||
Commitments and Contingencies | Note 5 — Commitments and Contingencies | |||||
Consulting Agreements. | ||||||
On September 17, 2008, we entered into an agreement with DAS Ventures LLC (“DAS”) under which DAS would act as a consultant to us. DAS Ventures, LLC is wholly owned by Doug Stromback, a principal shareholder and former director and brother of Rich Stromback. Under this agreement, DAS was to provide business development services for which it would receive commissions on licensing revenues equal to 15% of revenues and commissions on product sales equal to 3% of said sales and reimbursement for information technology expenses incurred by the consultant in the performance of duties relating to the Company. This agreement expired on September 17, 2011. We did not record any expense for this agreement during either fiscal year 2011 or 2010. | ||||||
We entered into a new employment agreement with Sally J.W. Ramsey, our Vice President – New Product Development effective January 1, 2012. Ms. Ramsey is the founder of our company. The agreement will expire on December 31, 2014. Ms. Ramsey will receive an annual base salary of $100,000. The Compensation Committee of the Board of Directors may review Ms. Ramsey’s salary to determine what, if any, increases shall be made thereto. The agreement may be terminated prior to the end of the term by us for cause. If Ms. Ramsey’s employment is terminated without cause or for “good reason,” as defined in the agreement, she is entitled to 50% of salary that would have been paid over the balance of the term of the agreement. A termination within one year after a change in control shall be deemed to be a termination without cause. | ||||||
Our employment agreement with Daniel V. Iannotti, our Vice President, General Counsel & Secretary, expires on September 17, 2012. Mr. Iannotti receives an annual base salary of $100,000. On April 22, 2011, Mr. Iannotti forfeited previously issued stock options and received options to purchase 300,000 shares of our common stock at a price of $.20 per share. The agreement may be terminated prior to the end of the term for cause. If Mr. Iannotti’s employment is terminated without cause or for “good reason,” as defined in the agreement, he is entitled to 50% of the salary that would have been paid over the balance of the term of the agreement. Further, a termination within one year after a change in control shall be deemed to be a termination without cause. | ||||||
Employment Agreements. | ||||||
On January 1, 2007, we entered into an employment agreement with Sally J.W. Ramsey who is our founder and serves as VP of New Product Development. The agreement expires on January 1, 2012. She was paid an annual base salary of $180,000 in 2007. From January 1, 2008 through December 15, 2008, she received an annual base salary of $200,000. On December 15, 2008, we amended the agreement to reduce Ms. Ramsey’s annual base salary to $60,000 and on September 21, 2009 her annual salary was increased to $75,000. On May 18, 2011, we increased her annual base salary to $100,000. Additionally, on April 22, 2011, she forfeited previously issued stock options and received options to purchase 2.1 million shares of our common stock at a price of $0.20 per share. The options vested upon issuance and expire on April 22, 2021. | ||||||
On September 21, 2009, we entered into an employment agreement with Robert G. Crockett, our CEO. Mr. Crockett has served as our CEO since September 15, 2008. The agreement expires on September 21, 2012. Mr. Crockett receives an annual base salary of $200,000. On April 22, 2011, Mr. Crockett forfeited previously issued stock options and he received options to purchase 1.8 million shares of our common stock at a price of $.20 per share. The agreement may be terminated prior to the end of the term for cause. If Mr. Crockett’s employment is terminated without cause or for “good reason,” as defined in the agreement, he is entitled to 50% of the salary that would have been paid over the balance of the term of the agreement. Further, a termination within one year after a change in control shall be deemed to be a termination without cause. As of September 30, 2011, Mr. Crockett had deferred $40,000 of his salary since May 2010. | ||||||
On September 21, 2009, we entered into an employment agreement with Daniel V. Iannotti, our Vice President, General Counsel & Secretary. Mr. Iannotti served as our Vice President, General Counsel from August 11, 2008 until March 23, 2010 and rejoined us on May 17, 2010. His employment agreement expires on September 17, 2012. Mr. Iannotti receives an annual base salary of $100,000. On April 22, 2011, Mr. Iannotti forfeited previously issued stock options and received options to purchase 300,000 shares of our common stock at a price of $.20 per share. The agreement may be terminated prior to the end of the term for cause. If Mr. Iannotti’s employment is terminated without cause or for “good reason,” as defined in the agreement, he is entitled to 50% of the salary that would have been paid over the balance of the term of the agreement. Further, a termination within one year after a change in control shall be deemed to be a termination without cause. | ||||||
Contingencies. | ||||||
On November 18, 2009, Investment Hunter, LLC, one of our note holders, filed suit in the Supreme Court of New York for repayment of $360,920 plus 25% interest, attorneys’ fees and costs. We have previously made payments totaling $300,000 to Investment Hunter. On March 15, 2010, the Court found in favor of Investment Hunter, LLC and awarded it $367,000 plus interest from the date of the lawsuit. A judgment against us in the amount of $367,000 plus interest was entered on August 4, 2010. We had accrued $440,267 including interest relating to this note, as of December 31, 2010. We settled this lawsuit on March 4, 2011 for less than the amount we had accrued. | ||||||
On December 15, 2009, McLarty Associates LLC, one of our prior consultants, filed suit in the Superior Court in Washington, D.C. against us seeking an additional $150,000 from us under our consulting agreement. We had previously paid McLarty Associates $210,000 and issued 18,000 shares of common stock. On August 5, 2010, the court granted McLarty’s motion for summary judgment and on August 6, 2010 the court entered a judgment against us in the amount of $150,000. The amount was included in accounts payable on our balance sheet as of September 30, 2010. We settled this lawsuit on February 28, 2011 for less than the amount we had accrued. | ||||||
On September 12, 2010, Thomson Reuter (Markets), LLC filed suit in the 37th Judicial District Court in Warren, Michigan for nonpayment of services provided in the amount of $20,297 plus interest. We settled this lawsuit on February 28, 2011. We settled this lawsuit on March 23, 2011 for less than the amount we had accrued. | ||||||
On October 26, 2010, Mitch Shaheen, one of our note holders, filed suit in the United States District Court for the Eastern District of Michigan seeking repayment of principal, 25% interest and attorneys’ fees for amounts under promissory notes we issued to him in the original principal amount of $250,000. Our position is that a settlement was reached by the parties. We have filed an answer and have been engaged in discussions to resolve his suit. We have recorded a liability of $559,626 on our balance sheet including interest relating to this note as of September 30, 2011. | ||||||
On October 26, 2010, Semple, Marchal & Cooper, LLP, our former auditor, filed suit in the Superior Court of the County of Maricopa Arizona for nonpayment of professional fees in the amount of $37,882 plus interest. We had accrued $61,845 in our accounts payable as of December 31, 2010 for this vendor. We settled this lawsuit on February 28, 2011. We settled this lawsuit on January 15, 2011 for less than the amount we had accrued. | ||||||
A judgment of $604,330 was entered against us on December 30, 2011 in a lawsuit brought by Mr. Shaheen, one of our note holders, which had the effect of converting the notes into a judgment. As of September 30, 2012, our balance sheet includes $3,027 in Interest Payable accruing from the date of this judgment. | ||||||
Lease Commitments. | ||||||
a. | We lease office and lab facilities in Akron, OH on a month-to-month basis for $1,200 per month. Rent expense for the years ended September 30, 2012 and 2011 was $12,000 and $10,800, respectively. | |||||
b. | Effective May 1, 2012, we entered into a lease with J.M. Land Company for office space for our headquarters located in Warren, Michigan. The lease was effective May 1, 2012 and expires on April 30, 2013. Monthly rent is $1,000 and we pay the gas and electric utilities for our headquarters building which has historically averaged approximately $1,000 per month. Rent and utilities expenses for the years ended September 30, 2012 and 2011 totaled $15,452 and $13,121. | |||||
Minimum future rental payments under the above operating leases as of September 30, 2012 are as follows: | ||||||
Year Ending September 30, | Amount | |||||
2013 | $ | 12,000 | ||||
TOTAL: | $ | 12,000 |
Equity
Equity | 12 Months Ended |
Sep. 30, 2012 | |
Equity [Abstract] | |
Equity | Note 6 — Equity |
Shares. | |
On March 1, 2011, we issued 25,000 shares of our common stock to Quarles and Brady, a law firm to whom we owed approximately $143,000. These shares, along with a cash payment, were accepted in full settlement of the amounts then owing. | |
On March 1, 2011, we issued 650,000 shares of our common stock to Wilson Sonsini Goodrich & Rosati P.C., a law firm to whom we owed approximately $340,000. They accepted these shares, along with a cash payment, in full settlement of the amounts then owing subject to the conditions discussed in Note 1 (“ Summary of Accounting Policies”) above. | |
On March 9, 2011 and March 11, 2011, respectively, we entered into agreements with Fairmount Five, LLC and John Bonner to sell a minimum of an aggregate of 2,520 of our 5.0% Cumulative Convertible Preferred Shares, Series C at a purchase price of $1,000 per share. The securities accrue cumulative dividends at 5% per annum and the entire amount then outstanding is convertible at the option of the investors into shares of our common stock at $.06 per share. The preferred securities carry “as converted” voting rights. In the event of a voluntary or involuntary dissolution, liquidation or winding up, the holders of these shares will be entitled to be paid a liquidation preference equal to the stated value of the convertible preferred shares ($1,000 per share), plus accrued and unpaid dividends and any other payments that may be due on such shares, before any distribution of assets may be made to holders of our common stock. The initial closing of the sale of our Convertible Preferred Shares occurred on March 9, 2011. Fairmount Five acquired 1,045 Convertible Preferred Shares at an aggregate purchase price of $1,045,000. | |
On March 9, 2011, we issued James Juliano 100 of our 5.0% Cumulative Convertible Preferred Shares, Series C, in settlement of a note for $100,000 and the accrued interest thereon that we had previously issued on December 22, 2010. | |
On March 9, 2011, we issued John Salpietra 120 of our 5.0% Cumulative Convertible Preferred Shares, Series C, in settlement of a note for $120,000 and the accrued interest thereon that we had previously issued on February 14, 2011. These shares are convertible into 2,000,000 of our common shares. | |
On April 12, 2011, we sold 100 of our convertible preferred shares, Series C, to Fairmount Five for $100,000. These shares are convertible into 1,666,667 of our common shares. | |
On May 9, 2011, we sold 100 of our Convertible Preferred Shares, Series C, to Fairmount Five for $100,000. These shares are convertible into 1,666,667 of our common shares. | |
On May 31, 2011, we sold 100 of our Convertible Preferred Shares, Series C, to Fairmount Five for $100,000. These shares are convertible into 1,666,667 of our common shares. | |
On June 1, 2011, we issued 15 shares of our convertible preferred shares, Series C, to Fairmount Five as a dividend in lieu of cash. These shares are convertible into 1,666,667 of our common shares. | |
On June 29, 2011, we sold 100 of our Convertible Preferred Shares, Series C, to Fairmount Five for $100,000. These shares are convertible into 1,666,667 of our common shares. | |
On July 26, 2011, we sold 100 of our Convertible Preferred Shares, Series C, to Fairmount Five for $100,000. These shares are convertible into 1,666,667 of our common shares. | |
On August 26, 2011, we sold 100 of our Convertible Preferred Shares, Series C, to Fairmount Five for $100,000. These shares are convertible into 1,666,667 of our common shares. | |
On September 14, 2011, Fairmount Five converted 180 of our Convertible Preferred Shares, Series C, into 3,000,000 shares of our common stock. | |
On September 23, 2011, we sold 100 of our Convertible Preferred Shares, Series C, to Fairmount Five for $100,000. These shares are convertible into 1,666,667 of our common shares. | |
On September 28, 2011, Fairmount Five converted 30 of our Convertible Preferred Shares, Series C, into 500,000 shares of our common stock. | |
On October 6, 2011, John Bonner converted all of his shares of his Convertible Preferred Shares, Series C, into 2,024,284 shares of our common stock. | |
On October 24, 2011, we issued 100 Convertible Preferred Shares, Series C, to Fairmount Five for $100,000. These shares are convertible into 1,666,667 shares of our common stock. | |
On November 3, 2011, we reached an agreement with Equity 11 and Nirta Enterprises to convert the outstanding principal and accrued interest of all notes owing to them into shares of our common stock at $.50 per share. The principal totaled $56,832 and the accrued interest totaled $5,214. | |
On November 30, 2011, we sold 70 Convertible Preferred Shares, Series C, to Fairmount 5 for $70,000. These shares are convertible into 1,166,667 shares of our common stock. | |
On December 2, 2011, we issued 25,000 of our common shares to Wilson Sonsini Goodrich & Rosati P.C. in exchange for the elimination of payments to this firm of royalties we might receive under our BASF license agreement and a reduction in certain patent fees in the future. | |
On December 14, 2011, we sold 40 Convertible Preferred Shares, Series C, to Fairmount 5 for $40,000. These shares are convertible into 666,667 shares of our common stock. | |
On December 22, 2011, we sold 60 Convertible Preferred Shares, Series C, to Fairmount 5 for $60,000. These shares are convertible into 1,000,000 shares of our common stock. | |
On January 11, 2012, we sold 30 Convertible Preferred Shares, Series C, to Fairmount 5 for $30,000. These shares are convertible into 500,000 shares of our common stock. | |
On January 27, 2012, we sold 50 Convertible Preferred Shares, Series C, to Fairmount 5 for $50,000. These shares are convertible into 833,334 shares of our common stock. | |
On February7, 2012, we sold 10 Convertible Preferred Shares, Series C, to Fairmount 5 for $10,000. These shares are convertible into 166,667 shares of our common stock. | |
On February 13, 2012, we sold 40 Convertible Preferred Shares, Series C, to Fairmount 5 for $40,000. These shares are convertible into 666,667 shares of our common stock. | |
On February 24, 2012, we sold 40 Convertible Preferred Shares, Series C, to Fairmount 5 for $40,000. These shares are convertible into 666,667 shares of our common stock. | |
On March 16, 2012, we sold 25 Convertible Preferred Shares, Series C, to Fairmount 5 for $25,000. These shares are convertible into 416,667 shares of our common stock. | |
On March 21, 2012, we sold 30 Convertible Preferred Shares, Series C, to Fairmount 5 for $30,000. These shares are convertible into 500,000 shares of our common stock. | |
On March 28, 2012, we sold 20 Convertible Preferred Shares, Series C, to Fairmount 5 for $20,000. These shares are convertible into 333,334 shares of our common stock. | |
On April 10, 2012, we sold 30 Convertible Preferred Shares, Series C, to Fairmount 5 for $30,000. These shares are convertible into 500,000 shares of our common stock. | |
On April 26, 2012, we sold 60 Convertible Preferred Shares, Series C, to Fairmount 5 for $60,000. These shares are convertible into 1,000,000 shares of our common stock. | |
On May 4, 2012, we sold 30 Convertible Preferred Shares, Series C, to Fairmount 5 for $30,000. These shares are convertible into 500,000 shares of our common stock. | |
On May 29, 2012, we sold 20 Convertible Preferred Shares, Series C, to Fairmount 5 for $20,000. These shares are convertible into 333,334 shares of our common stock. | |
On June 1, 2012, Fairmount Five converted the balance of its Convertible Preferred Shares, Series C, into 38,207,932 shares of our common stock. |
Stock_Options
Stock Options | 12 Months Ended | |||||||||||||
Sep. 30, 2012 | ||||||||||||||
Other Liabilities Disclosure [Abstract] | ||||||||||||||
Stock Options | Note 7 — Stock Options | |||||||||||||
Stock Option Plan. On May 9, 2007, we adopted a stock option plan and reserved 900,000 shares for the issuance of stock options or for awards of restricted stock. On December 2, 2008, our Board of Directors authorized the addition of 200,000 shares of our common stock to the 2007 Plan. On February 7, 2011, our shareholders voted to add 4,400,000 shares of our common stock to the stock option plan. All prior grants of options were included under this plan. The plan provides for incentive stock options, nonqualified stock options, rights to restricted stock and stock appreciation rights. Eligible recipients are employees, directors, and consultants. Only employees are eligible for incentive stock options. | ||||||||||||||
The vesting terms are set by the Board of Directors. All options expire 10 years after issuance. | ||||||||||||||
Below is a table with shows information about outstanding options as of June 30, 2012: | ||||||||||||||
Weighted Average Exercise Price Per Share | Number of Options | Weighted Average (Remaining) Contractual Term | ||||||||||||
Outstanding as of September 30, 2011 | $ | 0.79 | 5,351,180 | 9.3 | ||||||||||
Exercisable | $ | 1.4 | 2,588,180 | 9 | ||||||||||
Granted | — | — | ||||||||||||
Exercised | — | — | ||||||||||||
Forfeited | $ | 0.2 | 1,300,000 | 8.5 | ||||||||||
Outstanding as of | $ | 0.98 | 4,051,180 | 8.5 | ||||||||||
30-Jun-12 | ||||||||||||||
Exercisable | $ | 1.09 | 3,479,514 | 8.4 | ||||||||||
Outstanding options are subject to various vesting periods between June 26, 2007 and April 22, 2014. The options expire on various dates between March 1, 2017 and April 22, 2021. Additionally, the options had no intrinsic value as of September 30, 2012 and 2011. Intrinsic value arises when the exercise price is lower than the trading price on the date of grant. | ||||||||||||||
In calculating the compensation related to employee/consultants and directors stock option grants, the fair value of each option is estimated on the date of grant using the Black-Scholes option-pricing model. No options have been issued thus far in fiscal year 2012. The following assumptions were used for options issued in for 2012: | ||||||||||||||
2012 | ||||||||||||||
Dividend | None | |||||||||||||
Expected volatility | 260 | % | ||||||||||||
Risk free interest rate | 1.03 | % | ||||||||||||
Expected life | 3 years | |||||||||||||
For options issued prior to June 2010, the expected volatility was derived utilizing the price history of another publicly traded nanotechnology company. This company was selected as it is widely traded and is in the same equity sector as us. Beginning with options granted after June 2010, we began to use our stock to calculate the expected volatility. We made this change because we believe that the options granted in September 2010 will be exercised within three years, thus our trading history should be used. | ||||||||||||||
The risk free interest rate figures shown above contain the range of such figures used in the Black-Scholes calculation. The specific rate used was dependent upon the date of the option grant. | ||||||||||||||
Based upon the above assumptions and the weighted average $0.79 exercise price, the options outstanding at June 30, 2012 had a total unrecognized compensation cost of $47,020 which will be recognized over the remaining weighted average vesting period of 1 year. Option costs of $196,121 were recorded as an expense for the year ended September 30, 2012, all of which was recorded as compensation expense. | ||||||||||||||
There were no stock options exercised from September 30, 2012 until we filed for bankruptcy on May 15, 2013. As part of our bankruptcy agreement approved on September 19, 2014 all common conversion rights of any kind including the equity compensation plan without limitation , warrants, options and convertible notes were cancelled and extinguished. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||
Sep. 30, 2012 | |||||||||
Income Taxes | |||||||||
Income Taxes | Note 8 — Income Taxes | ||||||||
As of September 30, 2012, the Company had approximately $5,535,327 in net operating loss carry forwards for federal income tax purposes which expire between 2013 and 2028. Generally, these can be carried forward and applied against future taxable income at the tax rate applicable at that time. We are currently using a 35% effective tax rate for our projected available net operating loss carry-forward. However, as a result of potential stock offerings and stock issuance in connection with potential acquisitions, as well as the possibility of the Company not realizing its business plan objectives and having future taxable income to offset, the Company’s use of these NOLs may be limited under the provisions of Section 382 of the Internal Revenue Code of 1986, as amended. | |||||||||
Components of deferred tax assets and (liabilities) are as follows: | |||||||||
2012 | 2011 | ||||||||
Net operating loss carry forwards valuation available | $ | 5,535,327 | $ | 4,465,948 | |||||
Valuation Allowances | (1,937,364 | ) | (4,619,217 | ) | |||||
Deferred Tax Asset | 1,937,364 | 4,619,217 | |||||||
Net Deferred Tax Asset | $ | -0- | $ | -0- | |||||
In accordance with FASB ASC 740 “Income Taxes”, valuation allowances are provided against deferred tax assets, if based on the weight of available evidence, some or all of the deferred tax assets may or will not be realized. The Company has evaluated its ability to realize some or all of the deferred tax assets on its balance sheet for the coming year and has established a valuation allowance in the amount of S1,937,364 at September 30, 2012 and $4,619,217 at September 30, 2011. During the years ended September 30, 2012 and September 30, 2011 the company did not utilize any of its NOL. |
Going_Concern
Going Concern | 12 Months Ended |
Sep. 30, 2012 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | Note 9 – Going Concern |
The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. For the years ended September 30, 2012 and 2011, we incurred net losses. We had working capital deficits and negative cash flows. On May 15, 2013 with no other options, the Company filed under chapter 7 for bankruptcy protection. Chapter 7 allowed the Company corporate shell to subsequently emerge as its only asset on September 19, 2014 with all liabilities settled. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should we be unable to continue as a going concern. |
Subsequent_Events
Subsequent Events | 12 Months Ended | ||||
Sep. 30, 2012 | |||||
Subsequent Events [Abstract] | |||||
Subsequent Events | Note 10 — Subsequent Events | ||||
We evaluated subsequent events for potential recognition and/or disclosure subsequent to the date of the balance sheet. The following was noted for disclosure: | |||||
The Company filed for chapter 7 bankruptcy protection with the United States Bankruptcy court on May 15, 2013. On September 10, 2014 the company settled all debts in excess of assets and the corporate shell as the only unencumbered asset. | |||||
Assets | |||||
Cash | $ | 711 | |||
Personal Property | 57,990 | ||||
Liabilities not subject to compromise | 0 | ||||
Liabilities subject to compromise | |||||
Judgment payable | 604,330 | ||||
Secured claims (1) | 687,020 | ||||
unsecured claims | 689,759 | ||||
Net Assets (amount to be discharged) | ($ | 1,922,408 | ) | ||
(1) Claims are in excess of secured interest in intangible assets, testing | |||||
equipment and all other property and equipment. |
Summary_Of_Significant_Account1
Summary Of Significant Accounting Policies (Policies) | 12 Months Ended | ||||
Sep. 30, 2012 | |||||
Accounting Policies [Abstract] | |||||
Description of the Company | Description of the Company. We were originally incorporated on March 12, 1990 in California (“Ecology-CA”). Our current entity was incorporated in Nevada on February 6, 2002 as OCIS Corp. (“OCIS”). OCIS completed a merger with Ecology-CA on July 26, 2007 (the “Merger”). In the Merger, OCIS changed its name from OCIS Corporation to Ecology Coatings, Inc. The Company filed for Chapter 7 bankruptcy protection on May 15, 2013 and subsequently emerged on September 19, 2014 with all liabilities settled and the corporate shell as its only unencumbered asset. The September 19, 2014 date will be 'fresh start" date used to reset the financial statements in subsequent filings. Any business description below is of the operating results reported in this filing which no longer apply to our Company. | ||||
Reclassifications | Reclassifications. Reclassifications have been made to the prior year financial statements to conform with the current year presentation. | ||||
Basis of Presentation | Basis of Presentation. On February 7, 2011, our shareholders approved a 1-for-5 reverse stock split. In accordance with U.S. Generally Accepted Accounting Principles, we have restated all share and per share related information to conform to this reverse split for all periods presented. This includes information related to stock options, warrants, and convertible preferred shares. See Note 6. | ||||
Principles of Consolidation | Principles of Consolidation. The consolidated financial statements include all of our accounts and the accounts of our wholly owned subsidiary Ecology-CA. All significant intercompany transactions have been eliminated in consolidation. | ||||
Use of Estimates | Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||
Revenue Recognition | Revenue Recognition. Revenues from licensing contracts are recorded ratable over the life of the contract. Contingency earnings such as royalty fees are recorded when the amount can reasonably be determined and collection is likely. | ||||
Loss Per Share | Loss Per Share. Basic loss per share is computed by dividing the net loss available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted loss per share is computed by dividing the net loss available to common shareholders by the weighted average number of shares of common stock and potentially dilutive securities outstanding during the period. Potentially dilutive shares consist of the incremental common shares issuable upon the exercise of stock options and warrants and the conversion of convertible debt and convertible preferred stock. Potentially dilutive shares are excluded from the weighted average number of shares if their effect is anti-dilutive. None of the stock options or warrants outstanding or stock associated with the convertible debt or with the convertible preferred shares during each of the periods presented was included in the computation of diluted loss per share as they were anti-dilutive. As of September 30, 2012 and September 30, 2011, there were 375,048 and 34,795,261 potentially dilutive shares outstanding, respectively. | ||||
Property and Equipment | Property and Equipment. Property and equipment is stated at cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the following useful lives: | ||||
Computer equipment | 3-10 years | ||||
Furniture and fixtures | 3-7 years | ||||
Test equipment | 5-7 years | ||||
Signs | 7 years | ||||
Software | 3 years | ||||
Marketing and Promotional Video | 3 years | ||||
Repairs and maintenance costs are charged to operations as incurred. Betterments or renewals are capitalized as incurred. | |||||
Patents | Patents. It is our policy to capitalize costs associated with securing a patent. Costs consist of legal and filing fees. Once a patent is issued, it will be amortized on a straight-line basis over its estimated useful life. Seven patents were issued as of September 30, 2012 and are being amortized over 8 years. | ||||
Long-Lived Assets | Long-Lived Assets. We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. | ||||
Stock-Based Compensation | Stock-Based Compensation. Employee and director stock-based compensation expense is measured utilizing the fair-value method with expense charged to earnings over the vesting period on a straight-line basis. | ||||
We account for stock options granted to non-employees under the fair-value method with stock-based compensation expense being charged to earnings on the earlier of the date services are performed or a performance commitment exists. | |||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements. We have reviewed all Accounting Standards Updates issued by the Financial Accounting Standards Board since we last issued financial statements and have determined none of them would have a material effect on the consolidated financial statements upon adoption. | ||||
Summary_Of_Significant_Account2
Summary Of Significant Accounting Policies (Tables) | 12 Months Ended | ||||
Sep. 30, 2012 | |||||
Summary Of Significant Accounting Policies Tables | |||||
Property and Equipment Useful Lives | Computer equipment | 3-10 years | |||
Furniture and fixtures | 3-7 years | ||||
Test equipment | 5-7 years | ||||
Signs | 7 years | ||||
Software | 3 years | ||||
Marketing and Promotional Video | 3 years |
Notes_Payable_Tables
Notes Payable (Tables) | 12 Months Ended | ||||||||
Sep. 30, 2012 | |||||||||
Notes Payable Tables | |||||||||
Schedule of Notes Payable | We have the following notes: | ||||||||
30-Sep-11 | |||||||||
September 30, 2012 | |||||||||
Mitchell Shaheen Note: Subordinated note payable, 25% per annum, unsecured, principal and interest was due July 18, 2008. Additionally, the Company issued a warrant to purchase 20,000 shares of the Company’s common stock at a price equal to $3.75 per share (the “Warrant”). The Warrant is exercisable immediately and carries a ten (10) year term. If applicable, the Company has agreed to include the Conversion Shares in its first registration statement filed with the Securities and Exchange Commission. Accrued interest of $0 and $183,776 was outstanding as of March 31, 2012 and September 30, 2011, respectively. Mr. Shaheen obtained a judgment on December 30, 2011 in the aggregate amount of $604,330 for this note and the note discussed below. | — | 150,000 | |||||||
Mitchell Shaheen Note: Subordinated note payable, 25% per annum, unsecured, principal and interest was due August 10, 2008. Additionally, the Company issued a warrant to purchase 20,000 shares of the Company’s common stock at a price equal to $2.50 per share (the “Warrant”). The Warrant is exercisable immediately and carries a ten (10) year term. If applicable, the Company has agreed to include the Conversion Shares in its first registration statement filed with the Securities and Exchange Commission. Accrued interest of $0 and $125,850 was outstanding as of March 31, 2012 and September 30, 2011, respectively. Mr. Shaheen obtained a judgment on December 30, 2011 in the aggregate amount of $604,330 for this note and the note discussed above. | — | 100,000 | |||||||
$ | — | $ | 250,000 |
Commitments_And_Contingencies_
Commitments And Contingencies (Tables) | 12 Months Ended | |||||
Sep. 30, 2012 | ||||||
Commitments And Contingencies Tables | ||||||
Schedule of Future Rental Payments Under Operating Leases | Minimum future rental payments under the above operating leases as of September 30, 2012 are as follows: | |||||
Year Ending September 30, | Amount | |||||
2013 | $ | 12,000 | ||||
TOTAL: | $ | 12,000 |
Stock_Options_Tables
Stock Options (Tables) | 12 Months Ended | |||||||||||||
Sep. 30, 2012 | ||||||||||||||
Stock Options Tables | ||||||||||||||
Schedule of Stock Option Outstanding | Below is a table with shows information about outstanding options as of June 30, 2012: | |||||||||||||
Weighted Average Exercise Price Per Share | Number of Options | Weighted Average (Remaining) Contractual Term | ||||||||||||
Outstanding as of September 30, 2011 | $ | 0.79 | 5,351,180 | 9.3 | ||||||||||
Exercisable | $ | 1.4 | 2,588,180 | 9 | ||||||||||
Granted | — | — | ||||||||||||
Exercised | — | — | ||||||||||||
Forfeited | $ | 0.2 | 1,300,000 | 8.5 | ||||||||||
Outstanding as of | $ | 0.98 | 4,051,180 | 8.5 | ||||||||||
30-Jun-12 | ||||||||||||||
Exercisable | $ | 1.09 | 3,479,514 | 8.4 | ||||||||||
Schedule of Stock Options Assumptions | The following assumptions were used for options issued in for 2012: | |||||||||||||
2012 | ||||||||||||||
Dividend | None | |||||||||||||
Expected volatility | 260 | % | ||||||||||||
Risk free interest rate | 1.03 | % | ||||||||||||
Expected life | 3 years |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||
Sep. 30, 2012 | |||||||||
Income Taxes Tables | |||||||||
Schedule of Components of Deferred Tax Assets and (Liabilities) | Components of deferred tax assets and (liabilities) are as follows: | ||||||||
2012 | 2011 | ||||||||
Net operating loss carry forwards valuation available | $ | 5,535,327 | $ | 4,465,948 | |||||
Valuation Allowances | (1,937,364 | ) | (4,619,217 | ) | |||||
Deferred Tax Asset | 1,937,364 | 4,619,217 | |||||||
Net Deferred Tax Asset | $ | -0- | $ | -0- |
Subsequent_Events_Tables
Subsequent Events (Tables) | 12 Months Ended | ||||
Sep. 30, 2012 | |||||
Subsequent Events Tables | |||||
Schedule of Subsequent Event | The Company filed for chapter 7 bankruptcy protection with the United States Bankruptcy court on May 15, 2013. On September 10, 2014 the company settled all debts in excess of assets and the corporate shell as the only unencumbered asset. | ||||
Assets | |||||
Cash | $ | 711 | |||
Personal Property | 57,990 | ||||
Liabilities not subject to compromise | 0 | ||||
Liabilities subject to compromise | |||||
Judgment payable | 604,330 | ||||
Secured claims (1) | 687,020 | ||||
unsecured claims | 689,759 | ||||
Net Assets (amount to be discharged) | ($ | 1,922,408 | ) | ||
(1) Claims are in excess of secured interest in intangible assets, testing | |||||
equipment and all other property and equipment. |
Summary_Of_Significant_Account3
Summary Of Significant Accounting Policies (Details) | 12 Months Ended |
Sep. 30, 2012 | |
Computer Equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer Equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Furniture And Fixtures | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Furniture And Fixtures | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 7 years |
Test Equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Test Equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 7 years |
Signs | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 7 years |
Software | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Marketing And Promotional Video | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Notes_Payable_Details
Notes Payable (Details) (USD $) | Sep. 30, 2012 | Sep. 30, 2011 | ||
Debt Instrument [Line Items] | ||||
Notes payable | $0 | $250,000 | ||
Mitchell Shaheen Note Due On July 18, 2008 | ||||
Debt Instrument [Line Items] | ||||
Notes payable | [1] | 150,000 | [1] | |
Mitchell Shaheen Note Due On August 10, 2008 | ||||
Debt Instrument [Line Items] | ||||
Notes payable | [2] | $100,000 | [2] | |
[1] | Subordinated note payable, 25% per annum, unsecured, principal and interest was due July 18, 2008. Additionally, the Company issued a warrant to purchase 20,000 shares of the Company's common stock at a price equal to $3.75 per share ("the Warrant"). The Warrant is exercisable immediately and carries a ten (10) year term. If applicable, the Company has agreed to include the Conversion Shares in its first registration statement filed with the Securities and Exchange Commission. Accrued interest of $0 and $183,776 was outstanding as of March 31, 2012 and September 30, 2011, respectively. Mr. Shaheen obtained a judgment on December 30, 2011 in the aggregate amount of $604,330 for this note and the note discussed below. | |||
[2] | Subordinated note payable, 25% per annum, unsecured, principal and interest was due August 10, 2008. Additionally, the Company issued a warrant to purchase 20,000 shares of the Company's common stock at a price equal to $2.50 per share ("the Warrant"). The Warrant is exercisable immediately and carries a ten (10) year term. If applicable, the Company has agreed to include the Conversion Shares in its first registration statement filed with the Securities and Exchange Commission. Accrued interest of $0 and $125,850 was outstanding as of March 31, 2012 and September 30, 2011, respectively. Mr. Shaheen obtained a judgment on December 30, 2011 in the aggregate amount of $604,330 for this note and the note discussed above. |
Notes_Payable_Details_Parenthe
Notes Payable (Details) (Parenthetical) (USD $) | 12 Months Ended | 0 Months Ended | ||
Sep. 30, 2011 | Dec. 30, 2011 | Sep. 30, 2012 | Mar. 31, 2012 | |
Accrued interest | $405,274 | $140,752 | ||
Mitchell Shaheen Note Due On July 18, 2008 | ||||
Interest rate on debt | 25.00% | |||
Debt instrument maturity date | 18-Jul-08 | |||
No of common shares called by purchase of warrant | 20,000 | |||
Warrants price per share | $3.75 | |||
Warrants expiry term | 10 years | |||
Accrued interest | 183,776 | 0 | ||
Mitchell Shaheen Note Due On August 10, 2008 | ||||
Interest rate on debt | 25.00% | |||
Debt instrument maturity date | 10-Aug-08 | |||
No of common shares called by purchase of warrant | 20,000 | |||
Warrants price per share | $2.50 | |||
Warrants expiry term | 10 years | |||
Accrued interest | 125,850 | 0 | ||
Mitchell Shaheen Notes Due On July 18 And August 10, 2008 | ||||
Litigation judgment amount | ($604,330) |
Commitments_And_Contingencies_1
Commitments And Contingencies (Details) (USD $) | Sep. 30, 2012 |
Year Ending September 30, | |
2013 | $12,000 |
TOTAL: | $12,000 |
Stock_Options_Schedule_Of_Stoc
Stock Options (Schedule Of Stock Option Outstanding) (Details) (USD $) | 12 Months Ended |
Sep. 30, 2012 | |
Weighted Average Exercise Price Per Share | |
Outstanding as of September 30, 2011 | $0.79 |
Exercisable | $1.40 |
Granted | |
Exercised | |
Forfeited | $0.20 |
Outstanding as of June 30, 2012 | $0.98 |
Excercisable | $1.09 |
Number of Options | |
Outstanding as of September 30, 2011 | 5,351,180 |
Exercisable | 2,588,180 |
Granted | |
Exercised | |
Forfeited | 1,300,000 |
Outstanding as of June 30, 2012 | 4,051,180 |
Excercisable | 3,479,514 |
Weighted Average (Remaining) Contractual Term | |
Outstanding as of September 30, 2011 | 9 years 3 months 18 days |
Exercisable | 9 years |
Forfeited | 8 years 6 months |
Outstanding as of June 30, 2012 | 8 years 6 months |
Exercisable | 8 years 4 months 24 days |
Stock_Options_Schedule_Of_Stoc1
Stock Options (Schedule Of Stock Options Assumptions) (Details) (Stock Options) | 12 Months Ended |
Sep. 30, 2012 | |
Stock Options | |
Fair Value Assumptions Of Options - Black Scholes Model | |
Dividend | None |
Expected volatility | 260.00% |
Risk free interest rate | 1.03% |
Expected life | 3 years |
Income_Taxes_Details
Income Taxes (Details) (USD $) | Sep. 30, 2012 | Sep. 30, 2011 |
Income Taxes Details | ||
Net operating loss carry forwards valuation available | $5,535,327 | $4,465,948 |
Valuation Allowances | 1,937,364 | 4,619,217 |
Deferred Tax Asset | 1,937,364 | 4,619,217 |
Net Deferred Tax Asset | $0 | $0 |
Subsequent_Events_Details
Subsequent Events (Details) (Subsequent Event, USD $) | Sep. 10, 2014 | |
Subsequent Event | ||
Assets | ||
Cash | $711 | |
Personal Property | 57,990 | |
Liabilities not subject to compromise | 0 | |
Liabilities subject to compromise | ||
Judgment payable | 604,330 | |
Secured claims | 687,020 | [1] |
Unsecured claims | 689,759 | |
Net Assets (amount to be discharged) | ($1,922,408) | |
[1] | Claims are in excess of secured interest in intangible assets, testing equipment and all other property and equipment. |
Summary_Of_Significant_Account4
Summary Of Significant Accounting Policies (Narrative) (Details) | 12 Months Ended | |
Sep. 30, 2012 | Sep. 30, 2011 | |
Potentially dilutive shares excluded from computation of diluted earnings per share | 375,048 | 34,795,261 |
Patents | ||
Patent useful life | 8 years |
Concentrations_Narrative_Detai
Concentrations (Narrative) (Details) (One Customer) | 12 Months Ended |
Sep. 30, 2012 | |
One Customer | |
Concentration Risk [Line Items] | |
Description of customer concentration | One customer accounted for all of our revenues for the years ended September 30, 2012 and 2011. |
Related_Party_Transactions_Nar
Related Party Transactions (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||||
Sep. 30, 2012 | Jun. 26, 2012 | Jun. 28, 2012 | Dec. 15, 2011 | Jun. 12, 2012 | Aug. 15, 2012 | Sep. 30, 2011 | Jun. 30, 2012 | |
Related Party Transaction [Line Items] | ||||||||
Notes payable outstanding | $1,115,698 | $900,332 | ||||||
Accrued interest | 140,752 | 405,274 | ||||||
Deanna Stromback - Principal Shareholder And Former Director | Notes Payable | ||||||||
Related Party Transaction [Line Items] | ||||||||
Interest rate on debt | 4.00% | |||||||
Debt instrument maturity date | 31-Dec-09 | |||||||
Notes payable outstanding | 110,500 | 110,500 | ||||||
Accrued interest | 28,917 | 27,555 | ||||||
Debt instrument conversion terms | The note is currently in default and carries conversion rights that allow the holder to convert all or part of the outstanding balance into shares of our common stock upon mutually agreeable terms and conversion price. | |||||||
Doug Stromback - Principal Shareholder And Former Director | Notes Payable | ||||||||
Related Party Transaction [Line Items] | ||||||||
Interest rate on debt | 4.00% | |||||||
Debt instrument maturity date | 31-Dec-09 | |||||||
Notes payable outstanding | 133,000 | 133,000 | ||||||
Accrued interest | 34,812 | 28,281 | ||||||
Debt instrument conversion terms | The note is currently in default and carries conversion rights that allow the holder to convert all or part of the outstanding balance into shares of our common stock upon mutually agreeable terms and conversion price. | |||||||
John Salpietra - Director | ||||||||
Related Party Transaction [Line Items] | ||||||||
Accrued interest | 75,944 | 36,648 | ||||||
John Salpietra - Director | Notes Payable Dated June 26, 2012 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Interest rate on debt | 5.00% | |||||||
Debt instrument maturity date | 26-Sep-12 | |||||||
Note issued | 40,000 | |||||||
John Salpietra - Director | Notes Payable Dated June 28, 2012 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Interest rate on debt | 5.00% | |||||||
Debt instrument maturity date | 28-Sep-12 | |||||||
Note issued | 100,000 | |||||||
John Salpietra - Director | Notes Payable | ||||||||
Related Party Transaction [Line Items] | ||||||||
Interest rate on debt | 4.75% | |||||||
Debt instrument maturity date | 4-Dec-12 | |||||||
Notes payable outstanding | 600,000 | 600,000 | ||||||
Debt conversion price per share | $0.06 | |||||||
J.M. Land Co. - An Entity Owned By James Juliano, Chairman | Sale And Leaseback Agreement | ||||||||
Related Party Transaction [Line Items] | ||||||||
Due to related party under sale and leaseback agreement | 6,592 | |||||||
Omega Development Corporation - An Entity Owned By James Juliano, Chairman | Notes Payable Dated June 12, 2012 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Interest rate on debt | 5.00% | |||||||
Debt instrument maturity date | 12-Sep-12 | |||||||
Accrued interest | 371 | |||||||
Note issued | 30,000 | |||||||
James Juliano - Chairman | ||||||||
Related Party Transaction [Line Items] | ||||||||
Director fees | 27,000 | |||||||
Joe Nirta - Officer | Notes Payable Dated August 15, 2012 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Interest rate on debt | 5.00% | |||||||
Debt instrument maturity date | 16-Nov-12 | |||||||
Debt instrument conversion terms | The note is convertible into shares of our common stock on terms mutually agreed upon by the parties. | |||||||
Note issued | $100,000 |
Notes_Payable_Narrative_Detail
Notes Payable (Narrative) (Details) (USD $) | Sep. 30, 2012 | Sep. 30, 2011 | Jun. 20, 2012 |
Loss Contingencies [Line Items] | |||
Accrued interest | $140,752 | $405,274 | |
Judicial Ruling On A Lawsuit Brought By Mr. Shaheen | |||
Loss Contingencies [Line Items] | |||
Accrued interest | $3,027 | $3,027 |
Recovered_Sheet1
Commitments and Contingencies (Narrative) (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||||
Dec. 30, 2011 | Aug. 04, 2010 | Mar. 15, 2010 | Nov. 18, 2009 | Aug. 06, 2010 | Dec. 15, 2009 | Sep. 12, 2010 | Oct. 26, 2010 | Sep. 17, 2008 | Jan. 01, 2012 | Jan. 01, 2007 | Dec. 15, 2008 | Dec. 31, 2007 | Apr. 22, 2011 | Sep. 21, 2009 | Sep. 30, 2012 | Sep. 30, 2011 | 1-May-12 | Jun. 20, 2012 | Dec. 31, 2010 | 18-May-11 | |
Other Commitments [Line Items] | |||||||||||||||||||||
Accounts payable | $80,842 | $245,897 | |||||||||||||||||||
Interest payable | 140,752 | 405,274 | |||||||||||||||||||
Judicial Ruling On A Lawsuit Brought By Mr. Shaheen | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Litigation judgment amount | -604,330 | ||||||||||||||||||||
Interest payable | 3,027 | 3,027 | |||||||||||||||||||
Claims On Repayment Of Notes - Investment Hunter LLC | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Law suit filing date | 18-Nov-09 | ||||||||||||||||||||
Law suit filed by | Investment Hunter, LLC, one of our note holders | ||||||||||||||||||||
Law suit filed with | The Supreme Court of New York | ||||||||||||||||||||
Damages sought value | 360,920 | ||||||||||||||||||||
Description of damages sought | Repayment of $360,920 plus 25% interest, attorneys’ fees and costs. | ||||||||||||||||||||
Payments done previously to note holder | 300,000 | ||||||||||||||||||||
Damages awarded value | 367,000 | ||||||||||||||||||||
Litigation judgment amount | -367,000 | ||||||||||||||||||||
Judgement date | 4-Aug-10 | ||||||||||||||||||||
Accrued notes payable with interest | 440,267 | ||||||||||||||||||||
Claims On Additional Payment Under Consulting Agreement - McLarty Associates LLC - Consultant | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Law suit filing date | 15-Dec-09 | ||||||||||||||||||||
Law suit filed by | McLarty Associates LLC, one of our prior consultants | ||||||||||||||||||||
Law suit filed with | Superior Court in Washington, D.C. | ||||||||||||||||||||
Damages sought value | 150,000 | ||||||||||||||||||||
Litigation judgment amount | -150,000 | ||||||||||||||||||||
Judgement date | 6-Aug-10 | ||||||||||||||||||||
Payments done previously to consultants for services rendered | We had previously paid McLarty Associates $210,000 and issued 18,000 shares of common stock. | ||||||||||||||||||||
Claims On Nonpayment Of Services - Thomson Reuter (Markets), LLC | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Law suit filing date | 12-Sep-10 | ||||||||||||||||||||
Law suit filed by | Thomson Reuter (Markets), LLC | ||||||||||||||||||||
Law suit filed with | The 37th Judicial District Court in Warren, Michigan | ||||||||||||||||||||
Damages sought value | 20,297 | ||||||||||||||||||||
Description of damages sought | Thomson Reuter (Markets), LLC filed suit in the 37th Judicial District Court in Warren, Michigan for nonpayment of services provided in the amount of $20,297 plus interest. | ||||||||||||||||||||
Claims On Repayment Of Notes - Mr.Shaheen | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Law suit filing date | 26-Oct-10 | ||||||||||||||||||||
Law suit filed by | Mitch Shaheen | ||||||||||||||||||||
Law suit filed with | The United States District Court for the Eastern District of Michigan | ||||||||||||||||||||
Description of damages sought | Mitch Shaheen, one of our note holders, filed suit in the United States District Court for the Eastern District of Michigan seeking repayment of principal, 25% interest and attorneys’ fees for amounts under promissory notes we issued to him in the original principal amount of $250,000. | ||||||||||||||||||||
Accrued notes payable with interest | 559,626 | ||||||||||||||||||||
Claims On Nonpayment Of Professional Fees - Semple, Marchal & Cooper, LLP, Former Auditor | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Law suit filing date | 26-Oct-10 | ||||||||||||||||||||
Law suit filed by | Semple, Marchal & Cooper, LLP, our former auditor | ||||||||||||||||||||
Law suit filed with | The Superior Court of the County of Maricopa Arizona | ||||||||||||||||||||
Damages sought value | 37,882 | ||||||||||||||||||||
Description of damages sought | Semple, Marchal & Cooper, LLP, our former auditor, filed suit in the Superior Court of the County of Maricopa Arizona for nonpayment of professional fees in the amount of $37,882 plus interest. | ||||||||||||||||||||
Accounts payable | 61,845 | ||||||||||||||||||||
Daniel V. Iannotti, Vice President, General Counsel & Secretary | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Deferred salary | 40,000 | ||||||||||||||||||||
Consulting Agreement | DAS Ventures LLC - Consultant | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Agreement terms | Under this agreement, DAS was to provide business development services for which it would receive commissions on licensing revenues equal to 15% of revenues and commissions on product sales equal to 3% of said sales and reimbursement for information technology expenses incurred by the consultant in the performance of duties relating to the Company. | ||||||||||||||||||||
Employment Agreement | Sally J W Ramsey, Vice President - New Product Development | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Agreement terms | The agreement may be terminated prior to the end of the term by us for cause. If Ms. Ramsey’s employment is terminated without cause or for “good reason,” as defined in the agreement, she is entitled to 50% of salary that would have been paid over the balance of the term of the agreement. A termination within one year after a change in control shall be deemed to be a termination without cause. | She was paid an annual base salary of $180,000 in 2007. From January 1, 2008 through December 15, 2008, she received an annual base salary of $200,000. On December 15, 2008, we amended the agreement to reduce Ms. Ramsey’s annual base salary to $60,000 and on September 21, 2009 her annual salary was increased to $75,000. On May 18, 2011, we increased her annual base salary to $100,000. | |||||||||||||||||||
Annual base salary as per agreement | 100,000 | 60,000 | 75,000 | 100,000 | |||||||||||||||||
Salary paid | 200,000 | 180,000 | |||||||||||||||||||
Employment Agreement | Sally J W Ramsey, Vice President - New Product Development | Stock Options | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Option granted | 2,100,000 | ||||||||||||||||||||
Option issue price | $0.20 | ||||||||||||||||||||
Options expiraton date | 22-Apr-21 | ||||||||||||||||||||
Employment Agreement | Robert G. Crockett - Chief Executive Officer | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Agreement terms | The agreement may be terminated prior to the end of the term for cause. If Mr. Crockett’s employment is terminated without cause or for “good reason,” as defined in the agreement, he is entitled to 50% of the salary that would have been paid over the balance of the term of the agreement. Further, a termination within one year after a change in control shall be deemed to be a termination without cause. | ||||||||||||||||||||
Annual base salary as per agreement | 200,000 | ||||||||||||||||||||
Employment Agreement | Robert G. Crockett - Chief Executive Officer | Option | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Option granted | 1,800,000 | ||||||||||||||||||||
Option issue price | $0.20 | ||||||||||||||||||||
Employment Agreement | Daniel V. Iannotti, Vice President, General Counsel & Secretary | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Agreement terms | The agreement may be terminated prior to the end of the term for cause. If Mr. Iannotti’s employment is terminated without cause or for “good reason,” as defined in the agreement, he is entitled to 50% of the salary that would have been paid over the balance of the term of the agreement. Further, a termination within one year after a change in control shall be deemed to be a termination without cause. | ||||||||||||||||||||
Annual base salary as per agreement | 100,000 | ||||||||||||||||||||
Employment Agreement | Daniel V. Iannotti, Vice President, General Counsel & Secretary | Option | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Option granted | 300,000 | ||||||||||||||||||||
Option issue price | $0.20 | ||||||||||||||||||||
Lease - Office And Lab Facilities In Akron, Oh | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Lease rent per month | 1,200 | ||||||||||||||||||||
Rent expenses | 12,000 | 10,800 | |||||||||||||||||||
Lease - Office Space In Warren, Michigan | J.M. Land Co. - An Entity Owned By James Juliano, Chairman | |||||||||||||||||||||
Other Commitments [Line Items] | |||||||||||||||||||||
Agreement terms | The lease was effective May 1, 2012 and expires on April 30, 2013. | ||||||||||||||||||||
Lease rent per month | 1,000 | ||||||||||||||||||||
Rent expenses | $15,452 | $13,121 |
Equity_Narrative_Details
Equity (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | |||||||||||||||||||||||||||||||||
Sep. 30, 2012 | Sep. 30, 2011 | Nov. 03, 2011 | Mar. 09, 2011 | Mar. 11, 2011 | 29-May-12 | 4-May-12 | Apr. 26, 2012 | Apr. 10, 2012 | Mar. 28, 2012 | Mar. 21, 2012 | Mar. 16, 2012 | Feb. 24, 2012 | Feb. 13, 2012 | Feb. 07, 2012 | Jan. 27, 2012 | Jan. 11, 2012 | Dec. 22, 2011 | Dec. 14, 2011 | Nov. 30, 2011 | Oct. 24, 2011 | Sep. 28, 2011 | Sep. 23, 2011 | Sep. 14, 2011 | Aug. 26, 2011 | Jul. 26, 2011 | Jun. 29, 2011 | 31-May-11 | Jun. 01, 2011 | 9-May-11 | Apr. 12, 2011 | Oct. 06, 2011 | Jun. 01, 2012 | Mar. 01, 2011 | Dec. 02, 2011 | |
Stock issued for payables, value | $11,249 | $114,500 | |||||||||||||||||||||||||||||||||
Issuance preferred stock, value | 655,000 | 1,865,000 | |||||||||||||||||||||||||||||||||
Conversion of Notes - Equity 11 And Nirta Enterprises | |||||||||||||||||||||||||||||||||||
Debt conversion terms | On November 3, 2011, we reached an agreement with Equity 11 and Nirta Enterprises to convert the outstanding principal and accrued interest of all notes owing to them into shares of our common stock at $.50 per share. The principal totaled $56,832 and the accrued interest totaled $5,214. | ||||||||||||||||||||||||||||||||||
Convertible Preferred Shares, Series C | James Juliano - Chairman | |||||||||||||||||||||||||||||||||||
Dividend percentage | 5.00% | ||||||||||||||||||||||||||||||||||
Stock issued in settlement of debt, shares | 100 | ||||||||||||||||||||||||||||||||||
Stock issued in settlement of debt, value | 100,000 | ||||||||||||||||||||||||||||||||||
Convertible Preferred Shares, Series C | John Salpietra - Officer | |||||||||||||||||||||||||||||||||||
Dividend percentage | 5.00% | ||||||||||||||||||||||||||||||||||
Preferred stock conversion terms | These shares are convertible into 2,000,000 of our common shares. | ||||||||||||||||||||||||||||||||||
Stock issued in settlement of debt, shares | 120 | ||||||||||||||||||||||||||||||||||
Stock issued in settlement of debt, value | 120,000 | ||||||||||||||||||||||||||||||||||
John Bonner | Convertible Preferred Shares, Series C | |||||||||||||||||||||||||||||||||||
Stock purchase agreement description | Sell a minimum of an aggregate of 2,520 of our 5.0% Cumulative Convertible Preferred Shares, Series C at a purchase price of $1,000 per share. | ||||||||||||||||||||||||||||||||||
Dividend percentage | 5.00% | ||||||||||||||||||||||||||||||||||
Preferred stock conversion terms | The entire amount then outstanding is convertible at the option of the investors into shares of our common stock at $.06 per share. | ||||||||||||||||||||||||||||||||||
Preferred stock voting rights | The preferred securities carry “as converted” voting rights. | ||||||||||||||||||||||||||||||||||
Preferred stock liquidation terms | In the event of a voluntary or involuntary dissolution, liquidation or winding up, the holders of these shares will be entitled to be paid a liquidation preference equal to the stated value of the convertible preferred shares ($1,000 per share), plus accrued and unpaid dividends and any other payments that may be due on such shares, before any distribution of assets may be made to holders of our common stock. | ||||||||||||||||||||||||||||||||||
Fairmount Five LLC | Convertible Preferred Shares, Series C | |||||||||||||||||||||||||||||||||||
Stock purchase agreement description | Sell a minimum of an aggregate of 2,520 of our 5.0% Cumulative Convertible Preferred Shares, Series C at a purchase price of $1,000 per share. | ||||||||||||||||||||||||||||||||||
Dividend percentage | 5.00% | ||||||||||||||||||||||||||||||||||
Preferred stock conversion terms | The entire amount then outstanding is convertible at the option of the investors into shares of our common stock at $.06 per share. | These shares are convertible into 333,334 shares of our common stock. | These shares are convertible into 500,000 shares of our common stock. | These shares are convertible into 1,000,000 shares of our common stock. | These shares are convertible into 500,000 shares of our common stock. | These shares are convertible into 333,334 shares of our common stock. | These shares are convertible into 500,000 shares of our common stock. | These shares are convertible into 416,667 shares of our common stock. | These shares are convertible into 666,667 shares of our common stock. | These shares are convertible into 666,667 shares of our common stock. | These shares are convertible into 166,667 shares of our common stock. | These shares are convertible into 833,334 shares of our common stock. | These shares are convertible into 500,000 shares of our common stock. | These shares are convertible into 1,000,000 shares of our common stock. | These shares are convertible into 666,667 shares of our common stock. | These shares are convertible into 1,166,667 shares of our common stock. | These shares are convertible into 1,666,667 of our common shares. | These shares are convertible into 1,666,667 of our common shares. | These shares are convertible into 1,666,667 of our common shares. | These shares are convertible into 1,666,667 of our common shares. | These shares are convertible into 1,666,667 of our common shares. | These shares are convertible into 1,666,667 of our common shares. | These shares are convertible into 1,666,667 of our common shares. | These shares are convertible into 1,666,667 of our common shares. | These shares are convertible into 1,666,667 of our common shares. | ||||||||||
Preferred stock voting rights | The preferred securities carry “as converted” voting rights. | ||||||||||||||||||||||||||||||||||
Preferred stock liquidation terms | In the event of a voluntary or involuntary dissolution, liquidation or winding up, the holders of these shares will be entitled to be paid a liquidation preference equal to the stated value of the convertible preferred shares ($1,000 per share), plus accrued and unpaid dividends and any other payments that may be due on such shares, before any distribution of assets may be made to holders of our common stock. | ||||||||||||||||||||||||||||||||||
Issuance preferred stock, shares | 1,045 | 20 | 30 | 60 | 30 | 20 | 30 | 25 | 40 | 40 | 10 | 50 | 30 | 60 | 40 | 70 | 100 | 100 | 100 | 100 | 100 | 100 | 100 | 100 | |||||||||||
Issuance preferred stock, value | 1,045,000 | 20,000 | 30,000 | 60,000 | 30,000 | 20,000 | 30,000 | 25,000 | 40,000 | 40,000 | 10,000 | 50,000 | 30,000 | 60,000 | 40,000 | 70,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | |||||||||||
Preferred dividends, shares | 15 | ||||||||||||||||||||||||||||||||||
Conversion of preferred shares for common shares, shares | -30 | -180 | |||||||||||||||||||||||||||||||||
Common stock | |||||||||||||||||||||||||||||||||||
Stock issued for payables, shares | 2,226,593 | 675,000 | |||||||||||||||||||||||||||||||||
Stock issued for payables, value | 2,226 | 675 | |||||||||||||||||||||||||||||||||
Issuance preferred stock, shares | 0 | 0 | |||||||||||||||||||||||||||||||||
Issuance preferred stock, value | 0 | 0 | |||||||||||||||||||||||||||||||||
Preferred dividends, shares | 0 | 0 | |||||||||||||||||||||||||||||||||
Conversion of preferred shares for common shares, shares | 38,207,933 | 6,901,369 | |||||||||||||||||||||||||||||||||
Common stock | John Bonner | |||||||||||||||||||||||||||||||||||
Conversion of preferred shares for common shares, shares | 2,024,284 | ||||||||||||||||||||||||||||||||||
Common stock | Fairmount Five LLC | |||||||||||||||||||||||||||||||||||
Conversion of preferred shares for common shares, shares | 500,000 | 3,000,000 | 38,207,932 | ||||||||||||||||||||||||||||||||
Common stock | Quarles And Brady - A Law Firm | |||||||||||||||||||||||||||||||||||
Stock issued for payables, shares | 25,000 | ||||||||||||||||||||||||||||||||||
Stock issued for payables, value | 143,000 | ||||||||||||||||||||||||||||||||||
Common stock | Wilson Sonsini Goodrich & Rosati P.C - A Law Firm | |||||||||||||||||||||||||||||||||||
Stock issued for payables, shares | 650,000 | 25,000 | |||||||||||||||||||||||||||||||||
Stock issued for payables, value | $340,000 |
Stock_Options_Narrative_Detail
Stock Options (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
Sep. 30, 2012 | Sep. 30, 2011 | Jun. 30, 2012 | Feb. 07, 2011 | Dec. 02, 2008 | 9-May-07 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average exercise price per share of options | $0.98 | $0.79 | ||||
Stock option expense | $196,121 | $730,243 | ||||
Stock Options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Option terms | 10 years | |||||
Stock option expense | 196,121 | |||||
Stock Options | Weighted Average Exercise Price - USD 0.79 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Weighted average exercise price per share of options | $0.79 | |||||
Unrecognized compensation cost | $47,020 | |||||
Recognition period of unrecognized compensation cost | 1 year | |||||
2007 Stock Option Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options authorized/reserved under stock option plan | 4,400,000 | 200,000 | 900,000 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended |
Sep. 30, 2012 | |
Income Taxes Narrative Details | |
Net operating loss carry forward | $5,535,327 |
Operating loss carry forward expiration terms | Expire between 2013 and 2028 |
Federal effective tax rate | 35.00% |