Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Sep. 30, 2013 | Nov. 19, 2013 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'BOLDFACE GROUP, INC. | ' |
Entity Central Index Key | '0001423107 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--06-30 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Document Fiscal Year Focus | '2014 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock Shares Outstanding | ' | 155,591,438 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Jun. 30, 2013 |
Current assets: | ' | ' |
Cash and cash equivalents | $229,430 | $388,892 |
Accounts receivable | 32,435 | 100,087 |
Due from factor, net | 496,036 | 164,090 |
Inventory, net | 2,549,855 | 1,948,908 |
Prepaid inventory | 208,665 | 258,531 |
Prepaid expenses and other current assets | 71,788 | 89,786 |
Prepaid royalty | 159,223 | 378,960 |
Current portion of deferred financing costs, net | 105,137 | 29,899 |
Total current assets | 3,852,569 | 3,359,153 |
Property and equipment, net | 710,100 | 669,033 |
Deferred financing costs, net | 254,135 | 328,893 |
License acquisition costs | 23,833 | 24,504 |
Total assets | 4,840,637 | 4,381,583 |
Current liabilities: | ' | ' |
Accounts payable | 3,158,637 | 2,481,852 |
Accrued expenses and other current liabilities | 1,093,035 | 806,553 |
Current portion of convertible debt, net of debt discount ($404,812 and $116,524, as of September 30, 2013 and June 30, 2013, respectively) | 206,522 | 23,476 |
Due to Gold Grenade, LLC (related party) | 162,082 | ' |
Total current liabilities | 4,620,276 | 3,311,881 |
Long-Term Liabilities | ' | ' |
Convertible debt, net of debt discount ($936,184 and $1,281,760, as of September 30, 2013 and June 30, 2013, respectively) | 748,483 | 258,240 |
Derivative liability | 902,940 | 1,660,440 |
Total Long-Term Liabilities | 1,651,423 | 1,918,680 |
Total Liabilities | 6,271,699 | 5,230,561 |
Commitments and Contingencies (Note 7) | ' | ' |
Shareholders' deficit: | ' | ' |
Preferred stock, $.001 par value, 10,000,000 shares authorized, zero issued and outstanding | ' | ' |
Common stock, $.001 par value, 300,000,000 shares authorized,155,491,438 and 155,301,468 shares issued and outstanding as of September 30, 2013 and June 30, 2013 respectively | 155,491 | 155,301 |
Treasury stock, at cost - 999,680 and 999,680 shares as of September 30, 2013 and June 30, 2013, respectively | -228,284 | -228,284 |
Additional paid in capital | 7,050,455 | 6,841,822 |
Accumulated deficit | -8,408,724 | -7,617,817 |
Total shareholders' deficit | -1,431,062 | -848,978 |
Total liabilities and shareholders' deficit | $4,840,637 | $4,381,583 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2013 | Jun. 30, 2013 |
Balance Sheets [Abstract] | ' | ' |
Debt discount on convertible debt current | $404,812 | $116,524 |
Debt discount on convertible debt non-current | $936,184 | $1,281,760 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 155,491,438 | 155,301,468 |
Common stock, shares outstanding | 155,491,438 | 155,301,468 |
Treasury stock at cost, shares | 999,680 | 999,680 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS UNAUDITED (USD $) | 3 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Revenues | ' | ' |
Gross revenues | $1,552,013 | ' |
Discounts | 282,659 | ' |
Revenues, net of discounts | 1,269,354 | ' |
Cost of Goods Sold | ' | ' |
Cost of goods sold | 757,070 | ' |
Gross Profit | 512,284 | ' |
Operating expenses: | ' | ' |
Research and development | 5,442 | 19,539 |
Royalty expense | 219,737 | 161,405 |
Professional fees | 422,262 | 37,397 |
General and administrative expenses | 772,054 | 660,349 |
Depreciation and amortization expense | 108,371 | ' |
Product development fee - related party | 276,450 | 202,700 |
Total Operating Expense | 1,804,316 | 1,081,390 |
Loss from operations | -1,292,032 | -1,081,390 |
Other (income) / expenses: | ' | ' |
Interest expense, net of interest income | 369,466 | ' |
Derivative liability (gain) | -870,591 | -60,176 |
Net loss | ($790,907) | ($1,021,214) |
Net loss per share attributable to common shareholders - basic and diluted | ($0.01) | ($0.01) |
Weighted average number of common shares used in computing - basic and diluted | 154,303,853 | 86,602,976 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS UNAUDITED (USD $) | 3 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Cash flows from operating activities: | ' | ' |
Net loss | ($790,907) | ($1,021,214) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Stock compensation expense | 159,948 | 130,148 |
Shares issued for services | 48,875 | ' |
Inventory reserve | 50,000 | ' |
Amortization of license acquisition costs | 671 | 671 |
Amortization of Deferred Financing Costs, as of March 31, 2013 | 61,584 | ' |
Amortization of debt discount | 236,379 | ' |
Depreciation | 108,371 | ' |
Derivative liability gain | -870,591 | -60,176 |
Change in operating assets and liabilities: | ' | ' |
Accounts receivable | 67,652 | ' |
Due from factor, net | -331,946 | ' |
Prepaid royalty | 219,737 | 111,405 |
License acquisition costs | ' | -4,405 |
Inventory | -650,947 | -726,832 |
Deposit | ' | ' |
Prepaid expenses and other current assets | 17,999 | -3,528 |
Prepaid inventory | 49,866 | 196,386 |
Accounts payable | 676,783 | 360,337 |
Customer deposits | ' | 167,116 |
Accrued expenses and other current liabilities | 286,483 | -70,989 |
Due to Gold Grenade, LLC | 162,083 | 41,423 |
Net cash used in operating activities | -497,959 | -879,658 |
Cash flows from investing activities: | ' | ' |
Acquisition of property and equipment | -149,438 | ' |
Net cash used in investing activities | -149,438 | ' |
Cash flows from financing activities: | ' | ' |
Issuance of common stock, net of financing fees | ' | 564,480 |
Proceeds from short term loans | ' | 300,000 |
Proceeds from convertible debt, net of deferred financing fees | 487,935 | ' |
Net cash provided by financing activities | 487,935 | 864,480 |
Net change in cash and cash equivalents | -159,462 | -15,178 |
Cash and cash equivalents at beginning of period | 388,892 | 71,532 |
Cash and cash equivalents at end of period | 229,430 | 56,353 |
Supplemental disclosures of cash flow information: | ' | ' |
Interest | 26,995 | 0 |
Income Taxes | 1,600 | ' |
Non-cash financing activities: | ' | ' |
Conversion of bridge notes and convertible debt (see Note 6) | ' | $1,925,030 |
Formation_and_Nature_of_Busine
Formation and Nature of Business | 3 Months Ended |
Sep. 30, 2013 | |
Formation and Nature Of Business [Abstract] | ' |
FORMATION AND NATURE OF BUSINESS | ' |
NOTE 1. FORMATION AND NATURE OF BUSINESS | |
Organization | |
BOLDFACE Group, Inc. (“BLBK”) together with its wholly owned subsidiary BOLDFACE Licensing + Branding (“BLB” and collectively, the “Company”) was incorporated under the laws of the State of Nevada on July 9, 2007. On July 12, 2012, BOLDFACE Acquisition Corp., the Company’s wholly owned subsidiary, merged with and into BLB, with BLB remaining as the surviving entity (the “Merger”). As a result of the Merger, the Company acquired the business of BLB and has continued the existing business operations of BLB as the Company’s wholly owned subsidiary. In connection with the Merger, on August 14, 2012, the Company’s Board of Directors approved a change of the Company’s fiscal year end from September 30 to June 30. | |
For financial reporting purposes, the Merger represented a capital transaction of BLB or a “reverse merger” rather than a business combination, because the sellers of BLB effectively controlled the combined company immediately following the completion of the Merger. As such, BLB was deemed to be the accounting acquirer in the transaction and, consequently, the transaction was treated as a recapitalization of BLB. | |
BLB was incorporated under the laws of the State of Nevada on April 26, 2012. BLB was founded by Ms. Nicole Ostoya, the Company’s Chief Executive Officer, President and a director, and Ms. Robin Coe-Hutshing, a principal shareholder of the Company. Ms. Ostoya and Ms. Coe-Hutshing are beauty industry veterans with over 40 years combined experience in the industry. BLB’s focus is on licensing top tier entertainment and designer brands for opportunities in the beauty, fragrance and personal care markets. BLB contracts to design, manufacture and sell branded color cosmetics, hair preparations, fragrances, home fragrances, skin care, beauty tools, and other beauty and personal care products in multiple channels of distribution. | |
To date, the Company has devoted its efforts to developing, marketing and selling its Kardashian Beauty™ brand in multiple retail channels, developing a line of products that will be marketed under its licenses with Mario Lopez and UGLYDOLL®, evaluating additional license agreements with additional celebrities and brands, and raising additional capital. | |
Basis of Presentation | |
The accompanying condensed consolidated financial statements as of September 30, 2013 and for the three month period ended September 30, 2012 are unaudited, but include all adjustments, consisting of normal recurring entries, which the Company’s management believes to be necessary for a fair presentation of the periods presented. Interim results are not necessarily indicative of results for a full year. Balance sheet amounts as of June 30, 2013 have been derived from the Company’s audited financial statements included in its Form 10-K for the year ended June 30, 2013 filed with the Securities and Exchange Commission (“SEC”) on October 15, 2013. | |
The financial statements included herein have been prepared by the Company pursuant to the rules and regulations of the SEC. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) have been condensed or omitted pursuant to such rules and regulations. The financial statements should be read in conjunction with the Company’s audited financial statements in its Form 10-K for the year ended June 30, 2013. The Company’s operating results will continue to fluctuate for the foreseeable future. Therefore, period-to-period comparisons should not be relied upon as predictive of the results in future periods. | |
Going Concern and Liquidity | |
The accompanying condensed consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. However, the Company’s ability to continue as a going concern is dependent upon the Company’s ability to generate sufficient cash flow from its planned operations to meet its obligations on a timely basis and ultimately attain profitability. The Company’s ability to continue as a going concern is also dependent upon its ability to obtain additional equity and/or debt financing or ability to generate sufficient revenue to cover its operating expenses. Additional financing may not be available upon acceptable terms, or at all. | |
To date, the Company has financed its operations from the proceeds generated from the private placement of equity, convertible debt instruments as well as through its factoring arrangements. In connection with the execution of its business plan, the Company anticipates additional increases in operating expenses and capital expenditures relating to: (i) the acquisition of additional celebrity and brand licenses; (ii) payments under existing celebrity and brand licenses, (iii) developmental expenses associated with a start-up business; (iv) research and development costs associated with new product offerings, and (v) management and consulting costs, as well as general administrative expenses, including the costs of being a public company. The Company intends to finance these expenses by raising additional capital and generating sufficient revenues to meet short-term and long-term operating requirements. If additional financings are not available or are not available on acceptable terms, the Company may not be able to take advantage of prospective new business endeavors or opportunities, which could significantly and materially restrict its business operations. The Company currently does not have a specific plan of how it will obtain such funding; however, it anticipates that additional funding will be in the form of equity and/or debt financings and/or additional short-term borrowings. As such, these factors raise substantial doubt as to the Company’s ability to continue as a going concern. The Company’s current factoring agreement expires on November 21, 2013, and it may not be able to renew the factoring agreement or renew it on similar or more favorable terms. | |
The Company’s condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Company’s auditors expressed substantial doubt about its ability to continue as a going concern in their audit report dated October 15, 2013, for the period ending June 30, 2013. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended | ||||
Sep. 30, 2013 | |||||
Accounting Policies [Abstract] | ' | ||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ||||
NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||
Basis of Consolidation | |||||
The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiary BLB. All significant intercompany balances and transactions are eliminated in consolidation. | |||||
Method of Accounting | |||||
The Company maintains its accounting records on the accrual method of accounting in conformity with GAAP. As of September 30, 2013, the Company reclassified the presentation of freight-out from cost of sales and has included the expense as a selling expense under general and administrative expenses in the accompanying condensed consolidated statements of operations. | |||||
Use of Estimates | |||||
In preparing the financial statements in conformity with GAAP, management makes estimates and assumptions that affect the reported amount of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. Management bases its estimates on certain assumptions that it believes to be reasonable as of the reporting period, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The most subjective and intricate estimates include inventory obsolescence and fair value calculations, including derivative liabilties and stock option expense. | |||||
Revenue Recognition | |||||
As required by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 605, Revenue Recognition, the Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed or determinable and collection is probable. | |||||
As of September 30, 2013, the Company achieved 44% of net revenues from international customers and 56% of net revenues from its domestic customers. The Company did not achieve any revenues for the three months ended September 30, 2012. | |||||
The Company offers its customers a variety of sales and incentive programs, including discounts, allowances, coupons, slotting fees, and co-op advertising; such amounts are recorded as a reduction in revenue over the period in which revenue is recognized. The Company reduced revenue in the amount of $282,659 and $0 for the three months ended September 30, 2013 and September 30, 2012, respectively, and such amounts are included in discounts in the accompanying condensed consolidated statement of operations. | |||||
Fair Value Measurements | |||||
The Company’s financial instruments are primarily composed of cash, accounts receivable, factoring line of credit, accounts payable, and its convertible notes and warrants. The fair value of cash, restricted cash, accounts receivable, factoring line of credit, accounts payable and convertible notes closely approximates their carrying value due to their short maturities. | |||||
The valuation techniques utilized for the warrants and beneficial conversion feature of its convertible notes are based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect internal market assumptions. These two types of inputs create the following fair value hierarchy: | |||||
Level 1 – Quoted prices in active markets for identical assets or liabilities. | |||||
Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related asset or liabilities. | |||||
Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of assets or liabilities. | |||||
The Company utilizes observable market inputs (quoted market prices) when measuring fair value whenever possible. | |||||
The Company’s warrants and the beneficial conversion feature for its convertible notes are categorized within Level 3 of the fair value hierarchy. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company's accounting and finance department. | |||||
As of September 30, 2013, there were no transfers in or out of Level 3 from other levels. | |||||
Cash and Cash Equivalents | |||||
The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. | |||||
Accounts Receivable | |||||
Accounts receivable balances represent payments due to the Company for previously recognized net sales, reduced by an allowance for doubtful accounts for balances, which are estimated to be uncollectible at September 30, 2013 and June 30, 2013, respectively. The Company grants credit terms in the normal course of business to its customers. The Company does not require collateral or other security to support credit sales. The allowance for doubtful accounts is determined based on historical experience and ongoing evaluations of the Company’s receivables and evaluations of the risks of payment. The allowance for doubtful accounts is recorded against accounts receivable balances when they are deemed uncollectible. When accounts are deemed significantly past due and uncollectible, the accounts receivable balances are written down for the amount deemed to be uncollectible. Recoveries of accounts receivable previously reserved are recorded in the consolidated statements of operations when received. As of September 30, 2013, all of the Company’s accounts receivable were deemed to be collectible. One of the Company’s customers accounted for 76% and 94% of outstanding accounts receivable as of September 30, 2013 and June 30, 2013, respectively. | |||||
Inventories | |||||
Inventories, which consist primarily of finished goods, include items which are considered salable or usable in future periods, and are stated at the lower of cost or market value, with cost being based on standard cost which approximates actual cost on a first-in, first-out basis. Costs include direct materials, direct labor and overhead (e.g., indirect labor, rent and utilities, depreciation, purchasing, receiving, inspection and quality control), and in-bound freight costs. The Company periodically reviews the value of items in inventory and provides write-downs or write-offs of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold. During the three months ended September 30, 2013 and the period ended June 30, 2013, the Company reserved $50,000 and $365,722, respectively, for write-offs. The inventory write-off as of June 30, 2013 was primarily due to the name change of its Kardashian Beauty™ brand, which forced the Company to destroy or mark for destruction finished goods and work-in-process. Total inventories as of September 30, 2013 and June 30, 2013 were $2.550 million and $1.949 million, respectively. | |||||
Property and Equipment | |||||
Property and equipment as of September 30, 2013 consisted of costs incurred by the Company in connection with installing display fixtures at certain key customer display rooms and retail stores. The display fixtures are being depreciated on a straight-line basis over two years, which approximates the estimated useful lives of such assets. Display fixtures maintained at customer display rooms and retail stores amounted to $710,100, net of accumulated depreciation, at September 30, 2013. Depreciation expense amounted to $108,371 and $0 for the three months ended September 30, 2013 and September 30, 2012, respectively, and is included in depreciation & amortization expense in the accompanying condensed consolidated statements of operations. | |||||
Advertising | |||||
Advertising costs are expensed as incurred. Total advertising expenses amounted to $34,630 and $190,582 for the three months ended September 30, 2013 and September 30, 2012, respectively, and are included in general and administrative expenses in the accompanying condensed consolidated statements of operations. | |||||
Selling Expenses and Commissions | |||||
Selling expenses are expensed as incurred. Total selling expenses amounted to $70,949 and $84,569 for the three months ended September 30, 2013 and 2012, respectively, and are included in general and administrative expenses in the accompanying statements of operations. As of September 30, 2013, the Company reclassified the presentation of freight-out from cost of sales and has included the expense as a selling expense under general and administrative expenses in the accompanying condensed consolidated statements of operations. Accordingly, the prior periods have been updated to reflect such reclassification. Shipping expense is included in operating expenses and amounted to $31,120 and $0 during the three months ended September 30, 2013 and September 30, 2012, respectively. | |||||
Selling commissions are expensed as incurred. Total selling commissions amounted to $26,054 and $0 for the three months ended September 30, 2013 and 2012, respectively, and are included in professional fees in the accompanying condensed consolidated statements of operations. | |||||
Deferred Financing Costs | |||||
Deferred financing costs represent fees paid in connection with obtaining short-term loans and convertible notes (see Notes 4, 5 and 6). These fees are amortized using a method that approximates the effective interest method over the term of the related financing. | |||||
As of September 30, 2013 and June 30, 2013, deferred financing costs of $359,272 and $358,792, respectively, net of accumulated amortization, are presented on the accompanying condensed consolidated balance sheets. Amortization of deferred financing costs of $61,584 and $6,387 as of September 30, 2013 and 2012, respectively, are included in interest expense in the accompanying condensed consolidated statements of operations. The remaining deferred financing costs will be fully amortized by March 1, 2015. | |||||
Debt Discount | |||||
The Company records debt discounts in connection with raising funds through the issuance of convertible debt (see Note 5). These costs are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is charged to the statement of operations. | |||||
As of September 30, 2013 and June 30, 2013, convertible debt, net of unamortized debt discounts, was $955,005 and $281,716, respectively. Amortization of debt discounts of $261,273 and $0 is included in interest expense in the accompanying condensed consolidated statements of operations for the three months ended September 30, 2013 and 2012, respectively. The remaining debt discounts will be fully amortized by March 1, 2015 (see Note 5). | |||||
Derivative Financial Instruments | |||||
GAAP requires derivative instruments embedded in convertible debt or equity instruments, to be bifurcated and measured at their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model, which management estimates to approximate the Binomial Lattice Model. In assessing the debt instruments with characteristics of liability and equity, management determines if the convertible debt host instrument is conventional convertible debt and if there is a beneficial conversion feature. If the instrument is not considered conventional convertible debt, the Company will estimate the fair value of the embedded derivative instruments. The warrant liability is measured at fair value on a recurring basis using level 3 inputs (see Notes 5 and 6). | |||||
Financial Instruments and Concentrations of Business and Credit Risk | |||||
FASB ASC Subtopic 825-10, Financial Instruments, requires disclosure of fair value information about financial instruments. The Company’s financial instruments include cash and cash equivalents, convertible debt, a factoring line of credit, short-term loans, accounts payable and other current assets and liabilities. The fair value of these instruments approximates their carrying value due to their relatively short maturities. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. Customer concentrations also subject the Company to concentrations of credit risk. The Company maintains cash balances that at times exceed amounts insured by the Federal Deposit Insurance Corporation. | |||||
Three customers accounted for approximately 39%, 30% and 20% of the Company’s net revenues for the three months ended September 30, 2013. Accounts receivable for one customer represented 76% of the Company’s accounts receivable balance as of September 30, 2013. The Company did not have any revenue during the three months ended September 30, 2012. Four suppliers represented 38%, 13%, 9% and 9% of the Company’s inventory purchases as of September 30, 2013. The Company has not experienced any losses in these accounts and believes it is not exposed to any significant credit risk in this area. | |||||
License Acquisition Costs | |||||
License acquisition costs represent legal fees paid in connection with obtaining the Company’s license agreements (see Note 3). These fees are amortized using the straight-line method over the term of each license agreement. | |||||
As of September 30, 2013 and June 30, 2013, license acquisition costs, net of amortization, were $23,833 and $24,504, respectively on the accompanying condensed consolidated balance sheets. Amortization of license acquisition costs of $671 is included in depreciation and amortization expense in the accompanying condensed consolidated statements of operations for each of the three months ended September 30, 2013 and September 30, 2012. Estimated future license acquisition cost amortization expense is as follows: | |||||
Twelve month periods ending September 30, | |||||
2014 | $ | 6,697 | |||
2015 | 7,793 | ||||
2016 | 7,793 | ||||
2017 | 1,550 | ||||
$ | 23,833 | ||||
Impairment of Long-Lived Assets | |||||
The Company is subject to the provisions of FASB ASC Topic 360, Property, Plant and Equipment – Impairment or Disposal of Long Lived Assets, which requires that long-lived assets and certain identifiable intangible assets be reviewed 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 undiscounted future cash flows expected to be generated by the asset. In such cases, the carrying value of these assets are adjusted to their estimated fair value and assets held for sale are adjusted to their estimated fair value less selling expenses. No impairment losses of long-lived assets or intangible assets were recognized for the three months ended September 30, 2013 and September 30, 2012. | |||||
Income Taxes | |||||
The Company uses the asset and liability method of accounting for income taxes in accordance with FASB ASC Topic 740, Income Taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date. The Company provides a valuation allowance against its deferred tax assets when circumstances indicate that it is no longer more likely than not that such assets will be realized. | |||||
Net Loss Per Share | |||||
Basic net income / (loss) per share is computed by dividing net income / (loss) by the weighted average number of shares of common stock outstanding for the period. The Company’s potential dilutive shares, which include common stock options, common stock warrants and convertible debt have not been included in the computation of diluted net loss per share for all periods where there was a net loss as the result would be antidilutive. Such potentially dilutive shares are excluded when the effect would be to reduce net loss per share. Such potential shares of common stock consist of the following: | |||||
As of | |||||
September 30, | |||||
2013 | |||||
Warrants | 69,810,575 | ||||
Stock options | 17,780,000 | ||||
Convertible Debt | 33,764,706 | ||||
121,355,281 |
Prepaid_Royalties
Prepaid Royalties | 3 Months Ended | ||
Sep. 30, 2013 | |||
Prepaid Royalties [Abstract] | ' | ||
PREPAID ROYALTIES | ' | ||
NOTE 3. PREPAID ROYALTIES | |||
On July 11, 2012, the Company entered into a license agreement with an individual pursuant to which the Company (i) acquired the exclusive right to use the licensor’s image in connection with the development, production, distribution, advertisement, promotion and sale of products and (ii) the licensor agreed to provide certain ancillary services in connection with the marketing and promotion of the licensed products. The license agreement remains in effect through February 29, 2016. | |||
During the term of the license agreement and as consideration for the grant of the license the Company has agreed to pay the licensor a royalty rate depending on the product sold on all net sales of all products during the contract term. In addition the Company has agreed to pay a guaranteed minimum royalty payment of $600,000 depending on the launch date of various products in accordance with the following schedule, but subject to adjustments: | |||
· | Contract period one: $100,000 | ||
· | Contract period two: $225,000 | ||
· | Contract period three: $275,000 | ||
As part of the license agreement, $100,000 was prepaid and is presented net of amortization of $58,333 under prepaid royalty as of September 30, 2013. | |||
On April 25, 2013, the Company entered into a license agreement with an entity acquiring pursuant to which the Company (i) acquired the exclusive right to use the licensor’s image in connection with the development, production, distribution, advertisement, promotion and sale of products and (ii) the licensor agreed to provide certain ancillary services in connection with the marketing and promotion of the licensed products. The license agreement remains in effect through April 16, 2016. | |||
During the term of the license agreement and as consideration for the grant of the license the Company has agreed to pay the licensor a royalty rate depending on the product sold on all net sales of all products during the contract term. In addition the Company has agreed to pay a guaranteed minimum royalty payment of $100,000 depending on the launch date of various products in accordance with the following schedule, but subject to adjustments: | |||
· | Contract period one: $33,333 | ||
· | Contract period two: $33,333 | ||
· | Contract period three: $33,334 | ||
As part of the license agreement, $10,000 was prepaid and is recorded under prepaid royalty as of September 30, 2013. | |||
On May 9, 2012, the Company entered into a license agreement with three individuals pursuant to which the Company (i) acquired the exclusive right to use the licensors’ images in connection with the development, production, distribution, advertisement, promotion and sale of products and (ii) the licensors agreed to provide certain ancillary services in connection with the marketing and promotion of the licensed products. The license agreement remains in effect through November 30, 2016. The Company has the option to extend the term of the license agreement for an additional period of eighteen months. | |||
During the term of the license agreement and as consideration for the grant of the license the Company has agreed to pay the licensors a single digit royalty depending on the product sold on all wholesale sales of all products during the contract term. In addition the Company has agreed to pay a guaranteed minimum royalty payment of $4,686,125 or $5,206,900 depending on the launch date of various products in accordance with the following schedule, but subject to adjustments: | |||
· | Contract period one: $1,000,000 | ||
· | Contract period two: $925,000 or $962,000 | ||
· | Contract period three: $1,188,625 or $1,394,900 | ||
· | Contract period four: $1,572,500 or $1,850,000 | ||
In addition to the royalty payments and guaranteed minimum royalty payments, the Company granted the licensors warrants to purchase 10,000,000 common shares of the Company’s common stock on a cashless exercise basis. | |||
As part of the license agreement, $1,000,000 was prepaid during period ended June 30, 2012 and is presented net of amortization of $892,982 under prepaid royalty as of September 30, 2013. | |||
Factoring_Agreement_and_Short_
Factoring Agreement and Short Term Loans | 3 Months Ended | ||||
Sep. 30, 2013 | |||||
Factoring Agreement and Short Term Loans [Abstract] | ' | ||||
FACTORING AGREEMENT AND SHORT TERM LOANS | ' | ||||
NOTE 4. FACTORING AGREEMENTS AND SHORT - TERM LOANS | |||||
Factoring Agreements | |||||
Effective as of November 21, 2012, each of BLBK and BLB entered into a one-year Factoring Agreement (the “Factoring Agreements”) and Supply Agreement (the “Supply Agreements”) with Star Funding, Inc. Under the terms of the Factoring Agreements, the Company sells most of its trade receivables to the factor without recourse as to credit risk but with recourse for any claims by customers for adjustments in the normal course of business. The Company is able to borrow up to 80% of its factored receivables. Under the terms of the Supply Agreements, the Company is able to finance the purchases of its inventory. | |||||
For the three months ended September 30, 2013 and September 30, 2012, interest and commissions totalled approximately $26,995 and $0, respectively, under the Factoring Agreements and Supply Agreements. Balances due from factor include outstanding accounts receivables from customers net of allowances for discounts and chargebacks, advances and interest due to factor. The Factoring Agreements and Supply Agreements limit the Company’s ability to: (i) incur additional debt, (ii) pay dividends or make distributions to its stockholders, (iii) incur liens that would rank senior in priority to, or pari passu with, the obligations under the Company’s the Factoring Agreements and Supply Agreements, (iv) sell certain assets, and (v) sell or otherwise dispose of any assets or rights of the Company or any of its subsidiaries, subject to certain exceptions. Substantially all of the Company’s assets are collateralized against the Factoring Agreements and Supply Agreements. The Company is continuing to operate under the existing Factoring Agreements and Supply Agreements until their renewal or cancellation. The Company’s current factoring agreement expires on November 21, 2013, and it may not be able to renew the factoring agreement or renew it on similar or more favorable terms. | |||||
Outstanding Factored Receivables | $ | 899,415 | |||
Less: | |||||
Advances and Deductions | (403,379 | ) | |||
Unapplied Customer Credits | 0 | ||||
Due from Factor, Net | $ | 496,036 | |||
Short - Term Loans | |||||
During the three months ended September 30, 2012, the Company issued secured bridge loan promissory notes totalling in the aggregate $300,000 bearing interest at a rate of 10% per annum. | |||||
The promissory notes were issued in two installments: | |||||
· | September 7, 2012 - $150,000, due by December 7, 2012 | ||||
· | September 25, 2012 - $150,000, due by December 25, 2012 | ||||
As of March 28, 2013, the Company had re-paid the principal and accrued interest on all of the bridge loan promissory notes. | |||||
Convertible_Debt_Offering
Convertible Debt Offering (Convertible Note [Member]) | 3 Months Ended | ||||
Sep. 30, 2013 | |||||
Convertible Note [Member] | ' | ||||
CONVERTIBLE DEBT OFFERING | ' | ||||
NOTE 5. CONVERTIBLE DEBT OFFERINGS | |||||
August Convertible Notes Offering | |||||
On August 29, 2013, the Company issued senior secured convertible notes (the “August Convertible Notes”) with an original issue discount of 12% and a conversion price of $0.068 per share (the “August Conversion Price”) for gross proceeds of $616,000. The term of the August Convertible Notes include an eighteen-month maturity period, with partial redemption beginning on September 1, 2014. The August Convertible Notes bear interest at a rate of 8% per annum, which is paid quarterly. Interest is payable in cash or at the Company’s option in shares of common stock, provided certain conditions are met, based on a share value equal to the lesser of (a) 90% of the average of the volume weighted average price (the “VWAP”) for the 20 consecutive trading days prior to the applicable interest payment date and (b) 100% of the average of the VWAP for the 20 consecutive trading days prior to the applicable interest payment date less $0.01. Upon any Event of Default (as defined in the August Convertible Notes), the outstanding principal amount of each August Convertible Note, plus liquidated damages, interest, a premium of 30% and other amounts owing in respect thereof through the date of acceleration, shall become, at the noteholders’ election, immediately due and payable in cash. Commencing five days after the occurrence of any Event of Default, the interest rate on each August Convertible Note shall accrue at an interest rate equal to the lesser of 18% per annum or the maximum rate permitted under applicable law. The August Conversion Price is subject to “full ratchet” and other customary anti-dilution protections. | |||||
As of November 19, 2013, with the timely filing of its Form 10-Q, the Company is in compliance with the covenants of the August Convertible Notes which require the timely filing of the Company’s periodic reports with the SEC. The August Convertible Notes limit the Company’s ability to (i) incur additional indebtedness, (ii) pay dividends or make distributions to its shareholders, (iii) incur liens that would rank senior in priority or pari passu to the August Convertible Notes, or (iv) sell or otherwise dispose of any assets or rights of the Company or its subsidiaries. | |||||
In connection with the issuance of the August Convertible Notes, warrants to purchase 9,058,824 shares of the Company’s common stock (“August Convertible Note Warrants”) were issued. The August Convertible Note Warrants are exercisable for five years on a cashless basis. The August Convertible Note Warrants are exercisable at $0.082 per share and are subject to “weighted average” and other customary anti-dilution protections (see Note 6). | |||||
August Convertible Note Redemption | |||||
On each of September 1, 2014, October 1, 2014, November 1, 2014, December 1, 2014, January 1, 2015 and February 1, 2015, the Company is obligated to redeem an amount equal to $51,333 and on March 1, 2015, the Company is obligated to redeem an amount equal to $308,000, (plus accrued but unpaid interest, liquidated damages and any other amounts then owing in respect of the August Convertible Notes) (collectively, the “Periodic Redemption Amount”). In lieu of a cash redemption and subject to the Company meeting certain equity conditions described in the August Convertible Notes, the Company may elect to pay the Periodic Redemption Amount in shares of its common stock based on a conversion price equal to the lesser of (a) $0.068 per share, subject to adjustments upon certain events, and (b) 90% of the average of the VWAP for the 20 consecutive trading days prior to the applicable redemption date. | |||||
Debt Discounts | |||||
The fair value of the August Convertible Note Warrants and the corresponding Debt Conversion Feature, issued on August 29, 2013, totaling $113,091 is recorded as a debt discount in the accompanying consolidated condensed balance sheet as of September 30, 2013 and is amortized as interest expense in the accompanying condensed statements of operations over the term of the August Convertible Notes using the effective interest method (see Note 6). | |||||
Original Issue Discount | |||||
For certain convertible debt issued, the Company may provide the debt holder with an original issue discount. The August Convertible Notes were issued with an original issue discount of 12%. The original issue discount is recorded as debt discount, reducing the face amount of each August Convertible Note and is amortized to interest expense over the term of the August Convertible Notes. | |||||
August Convertible Note Face Value | $ | 616,000 | |||
Debt Discount | |||||
August Convertible Notes – Issued Warrant Derivative | 87,264 | ||||
Conversion Feature Derivative | 25,827 | ||||
Original Issue Discount | 66,000 | ||||
Total Debt Discount | $ | 179,091 | |||
Amortization of Debt Discount, as of September 30, 2013 | (10,344 | ) | |||
Debt Discount, Net | $ | 168,747 | |||
August Convertible Notes Carrying Value at September 30, 2013 | $ | 447,253 | |||
Deferred Financing Costs | |||||
Transaction Fees | |||||
The Company paid $12,065, collectively, in legal fees to Gottbetter & Partners and Loeb & Loeb, and $50,000 in professional fees to the lead investor in the August Convertible Notes offering. | |||||
Legal fees and other fees associated with the August Convertible Notes offering | $ | 62,065 | |||
Total Deferred Financing Costs | $ | 62,065 | |||
Amortization of Deferred Financing Costs, as of September 30, 2013 | (3,585 | ) | |||
Deferred Financing Costs, Net, as of September 30, 2013 | $ | 58,480 | |||
June Convertible Notes Offering | |||||
On June 20, 2013, the Company issued $1,500,000 senior secured convertible notes (the “June Convertible Notes”) with an original issue discount of 12%, and a conversion price of $0.068 per share (the “June Conversion Price”), for gross proceeds of $1,680,000. The term of the June Convertible Notes includes an eighteen-month maturity period, with partial redemptions beginning on June 1, 2014. The June Convertible Notes bear interest at 8% per annum, which is paid quarterly beginning on November 1, 2013. Interest is payable in cash or at the Company’s option in shares of the Company’s common stock, provided certain conditions are met, based on a share value equal to the lesser of (a) 90% of the average of the VWAP for the 20 consecutive trading days prior to the applicable interest payment date and (b) 100% of the average of the VWAP for the 20 consecutive trading days prior to the applicable interest payment date less $0.01. Upon any Event of Default (as defined in the June Convertible Notes), the outstanding principal amount of the June Convertible Notes plus liquidated damages, interest, a premium of 30% and other amounts owing in respect thereof through the date of acceleration, shall become, at the holders’ election, immediately due and payable in cash. Commencing five days after the occurrence of any Event of Default, the interest rate on the June Convertible Notes shall accrue at an interest rate equal to the lesser of 18% per annum or the maximum rate permitted under applicable law. The June Conversion Price is subject to “full ratchet” and other customary anti-dilution protections. | |||||
As of November 19, 2013, with the timely filing of its Form 10-Q, the Company is in compliance with the covenants of the June Convertible Notes which require the timely filing of the Company’s periodic reports with the SEC. The June Convertible Notes limit the Company’s ability to (i) incur additional indebtedness, (ii) pay dividends or make distributions to its shareholders, (iii) incur liens that would rank senior in priority or pari passu to the June Convertible Notes, or (iv) sell or otherwise dispose of any assets or rights of the Company or its subsidiaries. | |||||
In connection with the issuance of the June Convertible Notes, warrants to purchase 24,705,882 shares of the Company’s common stock (“June Convertible Note Warrants”) were issued. The June Convertible Note Warrants are exercisable for five years on a cashless basis. The June Convertible Note Warrants are exercisable at $0.082 per share and are subject to “weighted average” and other customary anti-dilution protections (see Note 6). | |||||
June Convertible Note Redemption | |||||
On each of June 1, 2014, July 1, 2014, August 1, 2014, September 1, 2014, October 1, 2014 and November 1, 2014, the Company is obligated to redeem an amount equal to $140,000 and on December 1, 2014, the Company is obligated to redeem an amount equal to $840,000, (plus accrued but unpaid interest, liquidated damages and any other amounts then owing in respect of the June Convertible Notes) (collectively, the “June Periodic Redemption Amount”). In lieu of a cash redemption and subject to the Company meeting certain equity conditions described in the June Convertible Notes, the Company may elect to pay the June Periodic Redemption Amount in shares of its common stock based on a conversion price equal to the lesser of (a) $0.068 per share, subject to adjustments upon certain events, and (b) 90% of the average of the VWAP for the 20 consecutive trading days prior to the applicable redemption date. | |||||
Debt Discounts | |||||
The fair value of the June Convertible Note Warrants and the corresponding Debt Conversion Feature, issued on June 20, 2013, totaling $1,243,177 is recorded as a debt discount in the accompanying condensed consolidated balance sheet as of September 30, 2013 and is amortized as interest expense in the accompanying condensed consolidated statements of operations over the term of the June Convertible Notes using the effective interest method (see Note 6). | |||||
Original Issue Discount | |||||
For certain convertible debt issued, the Company may provide the debt holder with an original issue discount. The June Convertible Notes were issued with an original issue discount of 12%. The original issue discount is recorded to debt discount, reducing the face amount of each June Convertible Note and is amortized to interest expense over the term of the June Convertible Notes. | |||||
June Convertible Notes Face Value | $ | 1,680,000 | |||
Debt Discount | |||||
June Convertible Notes – Issued Warrant Derivative | 752,126 | ||||
Conversion Feature Derivative | 491,051 | ||||
Original Issue Discount | 180,000 | ||||
Total Debt Discount | $ | 1,423,177 | |||
Amortization of Debt Discount, as of September 30, 2013 | (250,929 | ) | |||
Debt Discount, Net | $ | 1,172,248 | |||
June Convertible Notes Carrying Value at September 30, 2013 | $ | 507,752 | |||
Deferred Financing Costs | |||||
Transaction Fees | |||||
The Company paid Gottbetter Capital Markets (“GCM”) who acted as the sole placement agent for the June Convertible Notes offering a commission of 7.2% of the first $1,400,000 funds raised in the June Convertible Notes offering for a total payment of $100,000. In addition, GCM received five-year broker warrants to purchase approximately 2.0 million shares of the Company’s common stock at an exercise price of $0.082 per share (the “June Convertible Note Broker Warrants”). The June Convertible Note Broker Warrants are identical to the June Convertible Note Warrants in all material respects. The Company also paid $117,446 in legal fees to Gottbetter & Partners and $85,207 in professional fees to the lead investor in the June Convertible Notes offering. The following table sets forth a summary of the fees and costs associated with the June Convertible Notes offering. | |||||
Placement agent and other fees associated with the June Convertible Notes offering | $ | 304,293 | |||
June Convertible Note Broker Warrants | 60,886 | ||||
Total Deferred Financing Costs | $ | 365,179 | |||
Amortization of Deferred Financing Costs, as of September 30, 2013 | (64,387 | ) | |||
Deferred Financing Costs, Net, as of September 30, 2013 | $ | 300,792 |
Derivative_Liability
Derivative Liability | 3 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Derivative Liability [Abstract] | ' | ||||||||
DERIVATIVE LIABILITY | ' | ||||||||
NOTE 6. DERIVATIVE LIABILITY | |||||||||
As of September 30, 2013, the Company had reserved 68,263,946 shares of common stock for issuance upon exercise of the Company’s outstanding warrants. The Company had reserved 33,764,706 shares of common stock for issuance upon exercise of the Company’s outstanding convertible debt as of September 30, 2013. | |||||||||
In connection with the June and August Convertible Notes offerings, the Company entered into an Amendment and Waiver Agreement (collectively, the “Amendment Agreement”) the holders of substantially all of the securities issued in connection with the Company’s Bridge Notes (as defined below), PPO Units (as defined below), short-term loans and PPO and Bridge Broker Warrants (as defined below) with the holders (collectively, the “Holders”) pursuant to which the Company reduced the exercise prices of all of its outstanding Series A, Series B, Series C, Series D and Series E common stock purchase warrants (collectively, the “Warrants”) as follows: the exercise price per share of the Series A warrants that had an initial exercise price of $0.25 was reduced to $.01; the exercise price per share of the Series B warrants that had an initial exercise price of $0.50 was reduced to $.015; the exercise price per share of the Series C warrants that had an initial exercise price of $1.00 was reduced to $0.03; and the exercise price per share of the Series D and Series E warrants that had an initial exercise price of $0.25 was reduced to $0.01. As the triggering event for the re-pricing of the warrants was the June Convertible Notes offering, the effect of the reduction in the respective exercise prices was reflected in the June 30, 2013 statement of operations and accompanying balance sheet. | |||||||||
In consideration of the exercise price reductions, the Holders agreed to permanently waive all past and future exercise price and share number anti-dilution adjustment provisions that would otherwise be triggered by share issuances by the Company at prices less than the purchase, exercise or conversion price of any securities acquired by the Holders in the offerings or underlying any of such securities. | |||||||||
Bridge Notes | |||||||||
Upon the completion of the Merger, $1,925,030 in bridge notes (the “Bridge Notes”) converted into PPO Units. The holders of the Bridge Notes received 7,700,120 five-year bridge warrants (the “Bridge Warrants”), each exercisable to purchase one share of the Company’s Common Stock. 3,850,060 of the Bridge Warrants were originally exercisable at $0.25 per share (the “Series A Warrants”) and 3,850,060 of the Bridge Warrants (the “Series B Warrants”) were originally exercisable at $0.50 per share. As of August 29, 2013, the Series A warrants were modified to be exercisable at $0.01 per share and the Series B warrants were modified to be exercisable at $0.015 per share. Except as to exercise price, the Bridge Warrants are identical, in all material respects to the Investor Warrants (as defined below). | |||||||||
Licensor Warrants | |||||||||
The Company also issued to the certain licensors warrants to purchase an aggregate of 10,000,000 shares of the Company’s common stock for a term of ten years at an original exercise price of $0.24 per share (the “Licensor Warrants”). The exercise price and number of shares of common stock issuable upon exercise of the Licensor Warrants may be adjusted in certain circumstances including stock splits and stock dividends (but excluding future issuances of the Company’s equity securities, regardless of whether or not such issuance is for no consideration or for consideration per share less than $0.24). The Licensor Warrants are exercisable on a cashless basis at any time prior to their expiration. Except as otherwise described herein, the Licensor Warrants are identical in all material respects to the Investor Warrants. On May 8, 2013, the Company reduced the exercise price of the Licensor Warrants to $0.12 in consideration of value received. | |||||||||
Private Placement Offering | |||||||||
Concurrently with the closing of the Merger, the Company completed an initial closing of a private placement offering (the “Offering”) wherein 500,000 units (the “PPO Units”) were sold, at a price of $0.25 per PPO Unit, for a total cash consideration of $125,000. Each PPO Unit consists of one share of the Company’s common stock and a warrant to purchase one share of the Company’s common stock (the “Investor Warrants”). The Investor Warrants are exercisable for a period of five years at a purchase price of $1.00 per share of the Company’s common stock. If at any time during the two year period following the closing of the Offering the Company issues additional shares of common stock for consideration per share of less than $0.25 (the “Reduced Price”), then the Company agreed to issue to the investors in the Offering, concurrently with such issue and without any additional consideration from the investors, a number of additional shares of the Company’s common stock and Investor Warrants equal to the difference between (A) the purchase price of the PPO Units being subscribed for divided by the Reduced Price and (B) the number of shares of the Company’s common stock included in the units being subscribed for in the subsequent offering. In addition, on July 12, 2012, the Company effected the conversion of $1,925,030 in Bridge Notes. The Bridge Notes were converted into 7,700,120 PPO Units and 7,700,120 five-year Investor Warrants each exercisable to purchase one share of the Company’s common stock. As of August 29, 2013, the Investor Warrants were modified to be exercisable at $0.03 per share. | |||||||||
On July 20, 2012, the Company completed the second closing of the Offering through the sale of 124,000 PPO Units (for aggregate gross proceeds of $31,000) consisting of 124,000 shares of common stock and 124,000 five-year Investor Warrants with an exercise price of $1.00. | |||||||||
On July 31, 2012, the Company completed the third closing of the Offering through the sale of 1,639,920 PPO Units (for aggregate gross proceeds of $409,980) consisting of 1,639,920 shares of common stock and 1,639,920 five-year Investor Warrants with an exercise price of $1.00. | |||||||||
On August 24, 2012, the Company completed the fourth closing of the Offering through the sale of 500,000 PPO Units (for aggregate gross proceeds of $125,000) consisting of 500,000 shares of common stock and 500,000 five-year Investor Warrants with an exercise price of $1.00. | |||||||||
On September 10, 2012, the Company completed the fifth closing of the Offering through the sale of 80,000 PPO Units (for aggregate gross proceeds of $20,000) consisting of 80,000 shares of common stock and 80,000 five-year Investor Warrants with an exercise price of $1.00. | |||||||||
On December 6, 2012, the Company completed the sixth closing of the Offering through the sale of 600,000 PPO Units (for aggregate gross proceeds of $150,000) consisting of 600,000 shares of common stock and 600,000 five-year Investor Warrants with an exercise price of $1.00. | |||||||||
On December 10, 2012, the Company completed the seventh closing of the Offering through the sale of 200,000 PPO Units (for aggregate gross proceeds of $50,000) consisting of 200,000 shares of common stock and 200,000 five-year Investor Warrants with an exercise price of $1.00. | |||||||||
On December 12, 2012, the Company completed the eighth closing of the Offering through the sale of 100,000 PPO Units (for aggregate gross proceeds of $25,000) consisting of 100,000 shares of common stock and 100,000 five-year Investor Warrants with an exercise price of $1.00. | |||||||||
On February 8, 2013, the Company completed the ninth closing of the Offering through the sale of 200,000 PPO Units (for aggregate gross proceeds of $50,000) consisting of 200,000 shares of common stock and 200,000 five-year Investor Warrants with an exercise price of $1.00. | |||||||||
As of August 29, 2013, the Investor Warrants, aggregating to 11,664,040 warrants, or the “Series C” Warrants, were modified to be exercisable at $0.03 per share. | |||||||||
In connection with the July 12, 2012 PPO closing, the Company issued an aggregate of 656,010 five year broker warrants with an exercise price of $0.25 per share. Effective as of June 30, 2013, 79,975 broker warrants have been cancelled with the repurchase of 999,680 shares. In connection with the July 20, 2012, July 31, 2012, August 24, 2012, and September 10, 2012 closings, the Company issued an aggregate of 187,514 five-year broker warrants with an exercise price of $0.25 per share. In connection with the December 6, 2012, December 10, 2012, and December 12, 2012 closings, the Company issued an aggregate of 72,000 five-year broker warrants with an exercise price of $0.25 per share. In connection with the February 8, 2013 closing, the Company issued 16,000 five-year broker warrants with an exercise price of $0.25 per share. As of August 29, 2013, the broker warrants, aggregating to 851,549 warrants, were modified to be exercisable at $0.01 per share. | |||||||||
Short - Term Loans | |||||||||
In connection with two short-term notes that were issued on September 7, 2012 and an additional short-term note that the Company issued on September 24, 2012, for an aggregate principal amount of $300,000, the Company issued 1,200,000 warrants to holders of these notes (the “Series D Warrants”). These warrants are exercisable for a period of five years at a purchase price of $0.25 per share of the Company’s common stock. These warrants contain certain anti-dilution and other customary terms. | |||||||||
On March 28, 2013, in connection with a repayment of a short-term shareholder note, the Company issued an additional 150,000 five-year warrants to the holder to compensate the holder as the shareholder note was past due. The fair value of the warrants was $9,482 using a Black-Scholes model with the following assumptions: expected volatility of 70%, risk free interest rate of 0.83%, expected life of five years and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded in the long-term liability and debt discount on the balance sheet. These warrants are exercisable for a period of five years at a purchase price of $0.25 per share of the Company’s common stock. These warrants contain certain anti-dilution and other customary terms. | |||||||||
As of August 29, 2013, the Series D warrants were modified to be exercisable at $0.01 per share. | |||||||||
June and August Convertible Note Warrants | |||||||||
In connection with the June Convertible Note offering on June 20, 2013, the Company issued 24,705,882 June Convertible Note Warrants, which are exercisable at $0.082 and contain weighted average anti-dilution protections. | |||||||||
The fair value of the warrants at issuance was estimated at $752,126 using a Black-Scholes valuation model with the following assumptions: expected volatility of 55%, risk free interest rate of 1.685%, expected life of five years and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded in the long-term liability and debt discount on the balance sheet. | |||||||||
In connection with the August Convertible Note offering on August 29, 2013, the Company issued 9,058,824 August Convertible Note Warrants, which are exercisable at $0.082 and contain weighted average anti-dilution protections. | |||||||||
The fair value of the warrants at issuance was estimated at $85,293 using a Black-Scholes valuation model with the following assumptions: expected volatility of 65%, risk free interest rate of 1.9%, expected life of five years and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded as a debt discount on the balance sheet. | |||||||||
June Convertible Note Broker Warrants | |||||||||
In connection with the June Convertible Note offering on June 20, 2013, the Company issued 2,000,000 Convertible Note Broker Warrants. The Convertible Note Broker Warrants are exercisable at $0.082. | |||||||||
The fair value of the warrants at issuance was estimated at $60,886 using a Black-Scholes valuation model with the following assumptions: expected volatility of 55%, risk free interest rate of 1.685%, expected life of five years and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded in the long-term liability and deferred financing cost on the balance sheet. | |||||||||
Founder Warrants | |||||||||
In connection with the acquisition of the Third License on April 17, 2013, the Company issued 2,500,000 warrants. The warrants are exercisable at $0.13. | |||||||||
The fair value of the warrants at issuance was estimated at $210,349 using a Black-Scholes valuation model with the following assumptions: expected volatility of 55%, risk free interest rate of 1.685%, expected life of five years and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded in the long-term liability and deferred financing cost on the balance sheet. | |||||||||
Consultant Warrants | |||||||||
On April 8, 2013, the Company issued 500,000 five-year warrants with an exercise price of $0.25 to a consultant, engaged effective as of the same date for consulting services to the Company. The warrants shall vest ratably in arrears over six 30-day periods beginning on April 8, 2013, with one-sixth of the warrants vesting on each successive thirtieth day following April 8, 2013, subject to the termination of the consulting agreement prior thereto. | |||||||||
The fair value of the warrants at issuance was estimated at $42,625 using a Black-Scholes valuation model with the following assumptions: expected volatility of 65%, risk free interest rate of 1.57%, expected life of five years and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded in the long-term liability and deferred financing cost on the balance sheet. | |||||||||
Debt Conversion Feature | |||||||||
The June and August Convertible Note offerings included a Debt Conversion Feature (see Note 5). | |||||||||
The fair value of the Debt Conversion Feature of the June 20, 2013 closing was estimated, using Level 3 inputs, at $491,051 using a Black-Scholes model with the following assumptions: expected volatility of 55%, risk free interest rate of 1.685%, expected life of eighteen months and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. | |||||||||
The fair value of the Debt Conversion Feature of the August 29, 2013 closing was estimated, using Level 3 inputs, at $25,827 using a Black-Scholes model with the following assumptions: expected volatility of 65%, risk free interest rate of 1.9%, expected life of eighteen months and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. | |||||||||
Fair Value Measurement | |||||||||
The fair value at issuance of those warrants granted during the quarter ended September 30, 2012 was estimated at $3,788,687 using a Black-Scholes model with the following assumptions: expected volatility of 70%, risk free interest rate of 0.83%, expected life of 5.0 – 10.0 years, based upon the term of the warrant, and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded in the long-term liability section of the balance sheet. | |||||||||
The fair value at issuance of those warrants granted during the quarter ended December 31, 2012 was $888,596 using a Black-Scholes model with the following assumptions: expected volatility of 60%, risk free interest rate of 0.95%, expected life of 0.8 - 5.0 years, based upon the term of the warrant, and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded in the long-term liability section of the balance sheet. | |||||||||
The fair value at issuance of those warrants granted during the quarter ended March 31, 2013 was estimated at $297,716 using a Black-Scholes model with the following assumptions: expected volatility of 55%, risk free interest rate of 1.005%, expected life of 5.0 years, based upon the term of the warrant, and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded in the long-term liability section of the balance sheet. | |||||||||
The fair value at issuance of those warrants granted during the quarter ended June 30, 2013 was estimated at $1,067,196 using a Black-Scholes model with the following assumptions: expected volatility of 55%, risk free interest rate of 1.685%, expected life of eighteen months to 10 years, based upon the term of the warrant, and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty and personal care industry. The fair value of the warrants was recorded in the long-term liability section of the balance sheet. | |||||||||
The Company’s warrant liability was valued at September 30, 2013 using a Black-Scholes valuation model with the following assumptions: expected volatility of 65%, risk free interest rate of 1.705%, expected life of eighteen months – 10 years, based upon the term of the warrant or convertible note, and no dividends. Expected volatility was based on the volatility of similar public entities in the beauty industry. The following table is a rollforward of the fair value of the warrant liability: | |||||||||
30-Sep-13 | 30-Jun-13 | ||||||||
Beginning Balance | $ | 1,660,440 | $ | 0 | |||||
Issuance of Warrants | 113,091 | 7,252,283 | |||||||
Repurchase / Exercise / Cancellation of Warrants | 0 | (179,884 | ) | ||||||
Change in fair value | (870,591 | ) | (5,411,959 | ) | |||||
Ending Balance | $ | 902,940 | $ | 1,660,440 | |||||
The fair value of the Company’s outstanding warrants and derivative instruments was estimated at $902,940 and $1,660,440 as of September 30, 2013 and June 30, 2013. The gain / (loss) in the fair value of the warrants of $870,591 and $60,176 for the three months ended September 30, 2013 and September 30, 2012, respectively, was recognized as a gain in the derivative liability section on the accompanying condensed consolidated statement of operations. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | ||
Sep. 30, 2013 | |||
Commitments and Contingencies Disclosure [Abstract] | ' | ||
COMMITMENTS AND CONTINGENCIES | ' | ||
NOTE 7. COMMITMENTS AND CONTINGENCIES | |||
License Agreements | |||
On May 9, 2012, the Company entered into a licensing agreement with the Licensors (see Note 3 for further detail). | |||
During the term of the licensing agreement the Company has agreed to pay a guaranteed minimum royalty payment of $4,686,125 or $5,206,900 depending on launch date of various products in accordance with the following schedule, but subject to adjustments: | |||
· | Contract period one: $1,000,000 | ||
· | Contract period two: $925,000 or $1,000,000 | ||
· | Contract period three: $1,188,625 or $1,285,000 | ||
· | Contract period four: $1,572,500 or $1,700,000 | ||
On July 11, 2012, the Company entered into the Second License (see Note 3). The Company agreed to pay a guaranteed minimum royalty payment of $600,000 depending on launch date of various products in accordance with the following schedule, but subject to adjustments: | |||
· | Contract period one: $100,000 | ||
· | Contract period two: $225,000 | ||
· | Contract period three: $275,000 | ||
On April 25, 2013, the Company entered into a licensing agreement with the Third Licensor (see Note 3). The Company agreed to pay a guaranteed minimum royalty payment of $100,000 depending on launch date of various products in accordance with the following schedule, but subject to adjustments: | |||
· | Contract period one: $33,333 | ||
· | Contract period two: $33,333 | ||
· | Contract period three: $33,334 | ||
Operating Lease | |||
On May 8, 2012, the Company executed a one-year operating lease for its corporate office commencing on May 15, 2012 at a monthly rent payment of $1,785 per month. Total rent expense related to this operating lease was $5,355 and $5,265 for the three months ended September 30, 2013 and September 30, 2012, respectively, and is included in general and administrative expenses in accompanying statement of operations. As of September 30, 2013, the lease has expired and the Company is renting the office space on a month-to-month basis. | |||
On January 7, 2013, the Company executed a five-month operating lease for storage commencing on January 1, 2013 at a monthly rent payment of $1,500 per month. Total rent expense related to this operating lease was $4,500 and $0 for the three months ended September 30, 2013 and September 30, 2012, respectively, and is included in general and administrative expenses in accompanying statement of operations. As of September 30, 2013, the storage space lease has expired and the Company is renting the space on a month-to-month basis. | |||
Litigation | |||
In the normal course of business, the Company may become involved in various legal proceedings. Except as described below, management knows of no pending or threatened legal proceeding to which they are or will be a party and which, if successful, might result in a material adverse change in our business, properties or financial condition. | |||
On November 19, 2012, an action entitled Chroma Makeup Studio, LLC. v. BOLDFACE Group, Inc. and BOLDFACE Licensing + Branding was filed in the United States District Court for the Central District of California, Western Division (the “Court”). Chroma Makeup Studio, LLC (“Chroma”) alleged that the Company’s use of the term Khroma, including the marks Khroma Beauty and Khroma Beauty By Kourtney, Kim and Khloe (the “Khroma Beauty Marks”), for cosmetics is infringing upon Chroma's rights in its Chroma mark. The Complaint included claims for trademark infringement under the Lanham Act and unfair competition under applicable California law. The Court set a tentative trial date of April 22, 2014. The parties also agreed to pursue private mediation in an attempt to resolve the disputed issues in this case. On November 7, 2013, following private mediation, the parties agreed to settle the action and are currently negotiating the terms of a written settlement agreement. | |||
On November 30, 2012, BLB filed a complaint for a declaratory judgment in the United States District Court for the Central District of California, Western Division entitled BOLDFACE Licensing + Branding v. By Lee Tillett, Inc. (“Tillett”). BLB’s complaint requests a declaration from the Court that (1) BLB’s use of the Khroma term, including the Khroma Beauty marks does not infringe on Tillett’s rights in its Kroma trademark, and (2) BLB’s two pending trademark applications for Khroma Beauty marks should be allowed to register with the USPTO. On January 9, 2013 Tillet filed an answer and counterclaims for (1) trademark infringement, (2) false designation of origin, (3) trademark infringement, and (4) unfair competition pursuant. In addition to BLB, Tillett's Counterclaims are made against the following additional parties: Kimsaprincess Inc., 2Die4Kourt Inc., Khlomoney Inc., and individuals Kim Kardashian, Kourtney Kardashian, and Khloe Kardashian (collectively, the "Kardashian Parties"). In March 2013, Tillet obtained a preliminary injunction enjoining BLB’s use of the Khroma Beauty mark. BLB appealed the injunction and moved for a stay in the Ninth Circuit. As a result, the injunction was stayed until May 31, 2013. The Ninth Circuit ruled on the Company’s motion on June 7, 2013 granting Tillett’s application and ruling that the preliminary injunction would be effective as of June 7, 2013. By the time the stay expired, BLB had already changed the name of its mark from Khroma Beauty by Kourtney, Kim and Khloe to Kardashian Beauty. On August 9, 2013, BLB and the Kardashian Parties filed a joint motion to dismiss the appeal. On August 2, 2013, the parties participated in mediation in an attempt to settle the case but were unable to do so. The Court set a tentative trial date of April 22, 2014. | |||
On October 28, 2013, Tillett filed a motion to amend its counterclaim to add Gold Grenade, LLC as a counter-defendant and two additional claims: conspiracy and common law trademark infringement. The Company and the Kardashian Parties have filed an answer to Tillett’s motion. On November 18, 2013, the Court denied Tillett’s motion to amend its counterclaim. | |||
Based on the expressed willingness of BLB to settle the case and the likely cost to continuing litigation, the Company has accrued for settlement costs of less than $500,000 for any potential settlement offers. | |||
Registration Agreement | |||
As of September 30, 2013, the Company had 300,000,000 shares of common stock authorized. As of September 30, 2013, the Company had 156,491,118 shares issued and 155,491,438 shares outstanding. | |||
Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company's stockholders. Common stockholders are not entitled to receive dividends unless declared by the Company's Board of Directors. | |||
PPO Offering Registration Rights | |||
In connection with the Merger and Offering (as defined in Notes 1, 4 and 7), the Company entered into a registration rights agreement (the “Registration Rights Agreement”) with each of the investors participating in the Offering. Under the Registration Rights Agreement, as amended, the Company committed to file a registration statement on Form S-1, or other applicable form (the “Registration Statement”), covering the resale of (i) the Company’s common stock underlying the Bridge Warrants (as defined in Note 6), (ii) common stock underlying the PPO Units (as defined in Note 6) sold or to be sold in the Offering, and (iii) common stock underlying the Investor Warrants (as defined in Note 6) (including securities issued in the Offering as a result of the conversion of the Bridge Notes (as defined in Note 6), but not common stock that is issuable upon exercise of the broker warrants issued to the placement agent for the Offering) (collectively, the “Registrable Securities”) no later than October 29, 2012 (the “Filing Date”), and to use commercially reasonable efforts to cause the Registration Statement to become effective no later than 150 days after it is filed (the “Effectiveness Date”). As of the date of this Quarterly Report the Company has not filed the Registration Statement with the SEC and anticipates filing the Registration Statement during the quarter ending December 31, 2013. The Company agreed to use its commercially reasonable efforts to maintain the effectiveness of the Registration Statement for at least one year from the date the Registration Statement is declared effective by the SEC or for such shorter period ending on the earlier to occur of (i) until Rule 144 of the Securities Act is available to investors with respect to all of their Registrable Securities or (ii) the date when all of the Registrable Securities registered thereunder shall have been sold. | |||
The Company will be liable for liquidated damages at the rate of 1% of the purchase price per PPO Unit paid by each investor for the Registrable Securities then held by such investor for each full period of 30 days for which the Company fails to file the registration statement by the Filing Date or if the Company fails to have the Registration Statement declared effective by the Effectiveness Date (each, a “Registration Event”), until such failure is cured. The payment amount shall be prorated for partial 30-day periods. The aggregate penalty accrued with respect to each investor may not exceed 10% of the original purchase price paid by such investor. However, if a Registration Event occurs (or is continuing) on a date more than one year after July 12, 2012 or the final closing of the Offering, liquidated damages shall be paid only with respect to that portion of the Registrable Securities that cannot then be immediately resold in reliance on Rule 144. If the Company fails to pay any partial liquidated damages or refund pursuant in full within seven days after the date payable, the Company will pay interest thereon at a rate of 8% per annum (or such lesser maximum amount that is permitted to be paid by applicable law) to the holder of the PPO Unit. | |||
In December 2006, the FASB issued guidance on accounting for registration payment arrangements. This guidance specifies that the contingent obligation to make future payments or otherwise transfer consideration under a registration payment arrangement, whether issued as a separate agreement or included as a provision of a financial instrument or other agreement, should be separately recognized and measured in accordance with FASB guidance on accounting for contingencies. This guidance further clarifies that a financial instrument subject to a registration payment arrangement should be accounted for in accordance with GAAP without regard to the contingent obligation to transfer consideration pursuant to the registration payment arrangement. The Company applied the recognition and measurement provisions of the FASB guidance to the registration rights associated with the Registration Rights Agreement. | |||
The Amendment Agreements also provided for a waiver of all penalties incurred by the Company under the terms of the PPO registration rights agreement as a result of the Company’s failure to timely file and effect the registration for resale of the private placement securities. | |||
Aegis Convertible Note Offering Registration Rights | |||
In connection with two closings of convertible note offerings in December 2012 and March 2013, the Company also entered into a registration rights agreement with the Investors (the “Convertible Note Registration Rights Agreement”). Under the terms of the Convertible Note Registration Rights Agreement, the Company committed to file a registration statement on Form S-1, or other applicable form, covering the resale of (i) the Common Stock underlying the Warrants and (ii) the Common Stock underlying the Notes (collectively, the “Convertible Note Registrable Securities”) within 45 days from the final closing of the Offering (the “Filing Date”), and to use its commercially reasonable efforts to cause the registration statement to become effective no later than 90 days after it is filed (the “Effectiveness Date”). | |||
The Company agreed to use its commercially reasonable efforts to maintain the effectiveness of the registration statement for at least one year from the date the registration statement is declared effective by the SEC or for such shorter period ending on the earlier to occur of (i) until Rule 144 of the Securities Act of 1933, as amended (the “Securities Act”), is available to Investors with respect to all of their Convertible Note Registrable Securities or (ii) the date when all of the Convertible Note Registrable Securities registered thereunder shall have been sold. The Company will be liable for monetary penalties equal to 0.5% of the purchase price per Unit paid by such Investor for the Convertible Note Registrable Securities then held by each investor for each full period of period of 30 days if the Company fails to file the registration statement by the Filing Date or if the Company fails to use its reasonable efforts to have the registration statement declared effective by the Effectiveness Date until such failure is cured. The payment amount shall be prorated for partial 30-day periods. The maximum aggregate amount of payments to be made by the Company as the result of such failures, whether by reason of a filing deadline failure, effectiveness deadline failure or any combination thereof, shall be an amount equal to 6% of the purchase price per Unit paid by such Investor for the Convertible Note Registrable Securities held by such Investor at the time of the first occurrence of such failure to file with, or to have the registration statement be declared effective by, the United States Securities and Exchange Commission (the “SEC”). | |||
Moreover, no such payments shall be due and payable with respect to any Convertible Note Registrable Securities that the Company is unable to register due to limits imposed by the SEC’s interpretation of Rule 415 under the Securities Act. The holders of any Convertible Note Registrable Securities removed from the registration statement as the result of a Rule 415 comment or other comment from the SEC shall have “piggyback” registration rights for the shares of Common Stock underlying the Convertible Note Registrable Securities, until such shares can be sold without limitation under Rule 144, with respect to any registration statement filed by the Company following the effectiveness of the registration statement which would permit the inclusion of these shares. | |||
During the period ended September 30, 2013, the Company has recorded total liabilities of $206,381 in accrued expenses on the accompanying condensed consolidated balance sheet associated with the above registration rights. | |||
Equity_Transactions
Equity Transactions | 3 Months Ended |
Sep. 30, 2013 | |
Equity [Abstract] | ' |
EQUITY TRANSACTIONS | ' |
NOTE 8. EQUITY TRANSACTIONS | |
On September 30, 2013, the Company issued 189,970 shares of common stock to a board member per the compensation package of said board member, fair valued at $6,250. |
Stock_Compensation_Expense_and
Stock Compensation Expense and Fair Value Measurement | 3 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Stock Compensation Expense and Fair Value Measurement [Abstract] | ' | ||||||||||||||||||||
STOCK COMPENSATION EXPENSE AND FAIR VALUE MEASUREMENT | ' | ||||||||||||||||||||
NOTE 9. STOCK COMPENSATION EXPENSE AND FAIR VALUE MEASUREMENT | |||||||||||||||||||||
In July 2012, the Company's Board of Directors adopted the 2012 Stock Option and Incentive Plan (the "2012 Equity Incentive Plan"). The 2012 Equity Incentive Plan provides for the grants of incentive and non-qualified stock options, restricted stock and other equity awards to employees, officers, directors, consultants and advisors of the Company. Provisions such as vesting, repurchase and exercise conditions, and limitations are determined by the Board of Directors on the grant date. There are 20,000,000 shares of the Company’s Common Stock reserved for issuance under its 2012 Equity Incentive Plan. | |||||||||||||||||||||
As of September 30, 2013, the Company has issued an aggregate of 17,780,000 common shares for future issuance upon exercise of outstanding and future grants of common stock options and future issuances of restricted stock awards pursuant to the Company's 2012 Equity Incentive Plan. | |||||||||||||||||||||
Effective as of July 12, 2012 the Company issued 4,600,000 stock options under its 2012 Equity Incentive Plan to the Company’s CEO, a consultant and the Chairman of the Board of Directors; 3,600,000 of which have a five-year term and 1,000,000 of which has a ten-year term. All of the options are exercisable for the purchase of one share of the Company’s common stock at an exercise price of $0.24 per share. Such options, which will vest annually at a rate of 33% beginning on the first anniversary date of the Merger, in each case, if the grantee remains employed by the Company or any of its subsidiaries on each annual vesting date. As of September 30, 2013, 1,000,000 options have been forfeited. | |||||||||||||||||||||
Effective as of August 15, 2012 the Company issued 400,000 stock options under its 2012 Equity Incentive Plan to certain of the Company’s employees and consultants. All of the options have a ten-year term and are exercisable for the purchase of one share of the Company’s common stock at an exercise price of $0.24 per share. Vesting on these awards is a three-year period. Such options, which will vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case, if the grantee remains employed by the Company or any of its subsidiaries on each annual vesting date. As of September 30, 2013, 2,500 options have been forfeited. | |||||||||||||||||||||
Effective as of November 21, 2012 the Company issued 500,000 stock options under its 2012 Equity Incentive Plan to the Company’s newly appointed director. All of the options have a ten-year term and are exercisable for the purchase of one share of the Company’s common stock at an exercise price of $0.24 per share. Vesting on these awards is a three-year period. Such options, which will vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case, if the grantee remains employed by the Company or any of its subsidiaries on each annual vesting date. | |||||||||||||||||||||
Effective as of March 28, 2013 the Company issued 500,000 stock options under its 2012 Equity Incentive Plan to the Company’s newly appointed director. All of the options have a ten-year term and are exercisable for the purchase of one share of the Company’s common stock at an exercise price of $0.17 per share. Vesting on these awards is a three-year period. Such options, which will vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case, if the grantee remains employed by the Company or any of its subsidiaries on each annual vesting date. | |||||||||||||||||||||
Effective as of April 8, 2013 the Company issued 500,000 stock options under its 2012 Equity Incentive Plan to the Company’s newly appointed director. All of the options have a ten-year term and are exercisable for the purchase of one share of the Company’s common stock at an exercise price of $0.14 per share. Vesting on these awards is a three-year period. Such options, which will vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case, if the grantee remains employed by the Company or any of its subsidiaries on each annual vesting date. | |||||||||||||||||||||
Effective as of June 28, 2013 the Company issued 50,000 stock options under its 2012 Equity Incentive Plan to two of the Company’s directors pursuant to the Company’s board compensation package, effective as of March 15, 2013. All of the options have a ten-year term and are exercisable for the purchase of one share of the Company’s common stock at an exercise price of $0.05 per share. Vesting on these awards is a three-year period. Such options, which will vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case, if the grantee remains employed by the Company or any of its subsidiaries on each annual vesting date. | |||||||||||||||||||||
Effective as of July 12, 2013 the Company issued 11,400,000 stock options under its 2012 Equity Incentive Plan to the Company’s CEO and a consultant. The options have a five-year term. All of the options are exercisable for the purchase of one share of the Company’s common stock at an exercise price of $0.06 per share. Such options, which will vest annually at a rate of 33% beginning on the first anniversary of the grant date, if the grantee remains employed by the Company or any of its subsidiaries on each annual vesting date. | |||||||||||||||||||||
Effective as of August 15, 2013 the Company issued 1,357,500 stock options under its 2012 Equity Incentive Plan to certain of the Company’s employees and consultants. All of the options have a ten-year term and are exercisable for the purchase of one share of the Company’s common stock at an exercise price of $0.05 per share. Vesting on these awards is a three-year period. Such options, which will vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case, if the grantee remains employed by the Company or any of its subsidiaries on each annual vesting date. | |||||||||||||||||||||
As of September 30, 2013, 1,527,500 stock options had been forfeited. | |||||||||||||||||||||
The fair value of each stock option grant was estimated on the date of grant using the Black-Scholes option-pricing model. The expected life assumption is based on the estimated forfeiture rate. Expected volatility is based on a blend of the volatility of the Company and similar public entities in the beauty industry. The risk-free interest rate is the yield currently available on U.S. Treasury five-year and seven-year zero-coupon issues approximating the expected term used as the input to the Black-Scholes model. FASB accounting guidance requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods as options vest, if actual forfeitures differ from those estimates. During the three months ended September 30, 2013, because substantially all of the Company's stock option grants vest annually, stock-based employee compensation expense includes the actual impact of forfeitures. No stock options are exercisable as of September 30, 2013. The relevant inputs used to determine the value of the stock option grants is as follows: | |||||||||||||||||||||
Number of options outstanding | Weighted average risk-free rate | Expected | Expected | Expected | |||||||||||||||||
life in years | volatility | dividends | |||||||||||||||||||
12-Jul-12 | 3,600,000 | 0.83 | % | 3.5 | 70 | % | 0 | % | |||||||||||||
15-Aug-12 | 397,500 | 0.83 | % | 6 | 70 | % | 0 | % | |||||||||||||
21-Nov-12 | 500,000 | 0.95 | % | 6 | 60 | % | 0 | % | |||||||||||||
28-Mar-13 | 0 | 1.005 | % | 6 | 55 | % | 0 | % | |||||||||||||
8-Apr-13 | 500,000 | 1.685 | % | 6 | 55 | % | 0 | % | |||||||||||||
28-Jun-13 | 25,000 | 1.685 | % | 6 | 55 | % | 0 | % | |||||||||||||
12-Jul-13 | 11,400,000 | 1.715 | % | 3.5 | 65 | % | 0 | % | |||||||||||||
15-Aug-13 | 1,357,500 | 1.86 | % | 6 | 65 | % | 0 | % | |||||||||||||
Total | 17,780,000 | ||||||||||||||||||||
The fair value of the Company’s outstanding options issued to non-employees was $50,375 as of September 30, 2013. These options were valued at September 30, 2013 using a Black-Scholes model with Level 3 inputs. Expected volatility was based on the volatility of similar public entities in the beauty industry. | |||||||||||||||||||||
As a result, share-based compensation expense totaled $159,948 and $130,148 for the three months ended September 30, 2013 and September 30, 2012, respectively, and is recorded in general and administrative expenses. The loss in the fair value of the options of $3,273 and $0, as of September 30, 2013 and September 30, 2012, respectively, was recorded under stock compensation expense and is reflected in general and administrative expenses in the accompanying condensed consolidated statement of operations. | |||||||||||||||||||||
Income_Taxes
Income Taxes | 3 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Income Taxes [Abstract] | ' | |||||||
INCOME TAXES | ' | |||||||
NOTE 10. INCOME TAXES | ||||||||
The Company did not incur any income tax expense for the three months ended September 30, 2013. At September 30, 2013, $2,809,782 of federal and state net operating losses were available to the Company to offset future taxable income, which will expire in 2033. Given the short history of the Company and the uncertainty as to the likelihood of future taxable income, the Company has recorded a 100% valuation reserve against the anticipated recovery from the use of the net operating losses created at the inception or generated thereafter. The Company will evaluate the appropriateness of the valuation allowance on an annual basis and adjust the allowance as considered necessary. | ||||||||
The Company’s effective tax rate differs from the federal statutory rate of 34% primarily due to the impact of state income taxes and the valuation allowance recorded against its deferred tax assets. | ||||||||
30-Sep-13 | ||||||||
Statutory rate | 34 | % | ||||||
State income taxes | 10 | % | ||||||
Permanent differences | 24.6 | % | ||||||
Valuation allowance | (68.6 | )% | ||||||
Other | ||||||||
Total | 0 | % | ||||||
The principal components of deferred tax assets and (liabilities) are as follows as of September 30, 2013 and June 30, 2013 on a tax effected basis: | ||||||||
30-Sep-13 | 30-Jun-13 | |||||||
Net operating losses carryforward | $ | 2,326,796 | $ | 2,002,842 | ||||
Start-up costs and fixed assets, net of amortization | 120,011 | 60,005 | ||||||
Property and equipment | 87,709 | 56,270 | ||||||
Stock based compensation | 275,897 | 192,786 | ||||||
Gross deferred taxes | $ | 2,809,782 | $ | 2,311,903 | ||||
Valuation allowance | (2,809,782 | ) | (2,311,903 | ) | ||||
Net deferred taxes | $ | - | $ | |||||
The Company follows the provisions of FASB ASC Subtopic 740-10-65-1, Income Taxes. As of September 30, 2013 and June 30, 2013, respectively, the Company did not recognize any liability for unrecognized tax benefits. | ||||||||
Section 382 of the Internal Revenue Code can limit the amount of net operating losses, which may be utilized if certain changes to a company’s ownership occur. While the Company underwent a shift in ownership in 2013 as defined by Section 382 of the Internal Revenue Code, the Company has not incurred any limitations on its ability to utilize its net operating losses under Section 382 of the Internal Revenue Code, it may incur limitations in the future if there is a change in ownership. | ||||||||
The Company recognizes interest accrued related to unrecognized tax benefits in interest expense and penalties in operating expenses. No such interest or penalties were recognized during the period presented. The Company had no accruals for interest and penalties at September 30, 2013. There are no income tax examinations currently in process and as of the date of this report. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
NOTE 11. RELATED PARTY TRANSACTIONS | |
The Company entered into a consulting agreement with Gold Grenade, LLC (“Gold Grenade”), a related entity co-owned by two of the shareholders to receive product development services. As of September 30, 2013 and September 30, 2012, $162,082 and $149,898, respectively, was due to Gold Grenade. For the three months ended September 30, 2013 and September 30, 2012, the Company incurred approximately $276,450 and $202,700 respectively, in product development fees payable to Gold Grenade. The agreement is to remain in effect unless either party desires to cancel the agreement. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
NOTE 12. SUBSEQUENT EVENTS | |
None. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies(Policies) | 3 Months Ended | ||||
Sep. 30, 2013 | |||||
Accounting Policies [Abstract] | ' | ||||
Basis of Consolidation | ' | ||||
Basis of Consolidation | |||||
The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiary BLB. All significant intercompany balances and transactions are eliminated in consolidation. | |||||
Method of Accounting | ' | ||||
Method of Accounting | |||||
The Company maintains its accounting records on the accrual method of accounting in conformity with GAAP. As of September 30, 2013, the Company reclassified the presentation of freight-out from cost of sales and has included the expense as a selling expense under general and administrative expenses in the accompanying condensed consolidated statements of operations. | |||||
Use of Estimates | ' | ||||
Use of Estimates | |||||
In preparing the financial statements in conformity with GAAP, management makes estimates and assumptions that affect the reported amount of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. Management bases its estimates on certain assumptions that it believes to be reasonable as of the reporting period, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. The most subjective and intricate estimates include inventory obsolescence and fair value calculations, including derivative liabilties and stock option expense. | |||||
Revenue Recognition | ' | ||||
Revenue Recognition | |||||
As required by Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 605, Revenue Recognition, the Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred, the sales price is fixed or determinable and collection is probable. | |||||
As of September 30, 2013, the Company achieved 44% of net revenues from international customers and 56% of net revenues from its domestic customers. The Company did not achieve any revenues for the three months ended September 30, 2012. | |||||
The Company offers its customers a variety of sales and incentive programs, including discounts, allowances, coupons, slotting fees, and co-op advertising; such amounts are recorded as a reduction in revenue over the period in which revenue is recognized. The Company reduced revenue in the amount of $282,659 and $0 for the three months ended September 30, 2013 and September 30, 2012, respectively, and such amounts are included in discounts in the accompanying condensed consolidated statement of operations. | |||||
Fair Value Measurements | ' | ||||
Fair Value Measurements | |||||
The Company’s financial instruments are primarily composed of cash, accounts receivable, factoring line of credit, accounts payable, and its convertible notes and warrants. The fair value of cash, restricted cash, accounts receivable, factoring line of credit, accounts payable and convertible notes closely approximates their carrying value due to their short maturities. | |||||
The valuation techniques utilized for the warrants and beneficial conversion feature of its convertible notes are based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect internal market assumptions. These two types of inputs create the following fair value hierarchy: | |||||
Level 1 – Quoted prices in active markets for identical assets or liabilities. | |||||
Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related asset or liabilities. | |||||
Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of assets or liabilities. | |||||
The Company utilizes observable market inputs (quoted market prices) when measuring fair value whenever possible. | |||||
The Company’s warrants and the beneficial conversion feature for its convertible notes are categorized within Level 3 of the fair value hierarchy. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company's accounting and finance department. | |||||
As of September 30, 2013, there were no transfers in or out of Level 3 from other levels. | |||||
Cash and Cash Equivalents | ' | ||||
Cash and Cash Equivalents | |||||
\ | |||||
The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. | |||||
Accounts Receivable | ' | ||||
Accounts Receivable | |||||
Accounts receivable balances represent payments due to the Company for previously recognized net sales, reduced by an allowance for doubtful accounts for balances, which are estimated to be uncollectible at September 30, 2013 and June 30, 2013, respectively. The Company grants credit terms in the normal course of business to its customers. The Company does not require collateral or other security to support credit sales. The allowance for doubtful accounts is determined based on historical experience and ongoing evaluations of the Company’s receivables and evaluations of the risks of payment. The allowance for doubtful accounts is recorded against accounts receivable balances when they are deemed uncollectible. When accounts are deemed significantly past due and uncollectible, the accounts receivable balances are written down for the amount deemed to be uncollectible. Recoveries of accounts receivable previously reserved are recorded in the consolidated statements of operations when received. As of September 30, 2013, all of the Company’s accounts receivable were deemed to be collectible. One of the Company’s customers accounted for 76% and 94% of outstanding accounts receivable as of September 30, 2013 and June 30, 2013, respectively. | |||||
Inventories | ' | ||||
Inventories | |||||
Inventories, which consist primarily of finished goods, include items which are considered salable or usable in future periods, and are stated at the lower of cost or market value, with cost being based on standard cost which approximates actual cost on a first-in, first-out basis. Costs include direct materials, direct labor and overhead (e.g., indirect labor, rent and utilities, depreciation, purchasing, receiving, inspection and quality control), and in-bound freight costs. The Company periodically reviews the value of items in inventory and provides write-downs or write-offs of inventory based on its assessment of market conditions. Write-downs and write-offs are charged to cost of goods sold. During the three months ended September 30, 2013 and the period ended June 30, 2013, the Company reserved $50,000 and $365,722, respectively, for write-offs. The inventory write-off as of June 30, 2013 was primarily due to the name change of its Kardashian Beauty™ brand, which forced the Company to destroy or mark for destruction finished goods and work-in-process. Total inventories as of September 30, 2013 and June 30, 2013 were $2.550 million and $1.949 million, respectively. | |||||
Property and Equipment | ' | ||||
Property and Equipment | |||||
Property and equipment as of September 30, 2013 consisted of costs incurred by the Company in connection with installing display fixtures at certain key customer display rooms and retail stores. The display fixtures are being depreciated on a straight-line basis over two years, which approximates the estimated useful lives of such assets. Display fixtures maintained at customer display rooms and retail stores amounted to $710,100, net of accumulated depreciation, at September 30, 2013. Depreciation expense amounted to $108,371 and $0 for the three months ended September 30, 2013 and September 30, 2012, respectively, and is included in depreciation & amortization expense in the accompanying condensed consolidated statements of operations. | |||||
Advertising | ' | ||||
Advertising | |||||
Advertising costs are expensed as incurred. Total advertising expenses amounted to $34,630 and $190,582 for the three months ended September 30, 2013 and September 30, 2012, respectively, and are included in general and administrative expenses in the accompanying condensed consolidated statements of operations. | |||||
Selling Expenses and Commissions | ' | ||||
Selling Expenses and Commissions | |||||
Selling expenses are expensed as incurred. Total selling expenses amounted to $70,949 and $84,569 for the three months ended September 30, 2013 and 2012, respectively, and are included in general and administrative expenses in the accompanying statements of operations. As of September 30, 2013, the Company reclassified the presentation of freight-out from cost of sales and has included the expense as a selling expense under general and administrative expenses in the accompanying condensed consolidated statements of operations. Accordingly, the prior periods have been updated to reflect such reclassification. Shipping expense is included in operating expenses and amounted to $31,120 and $0 during the three months ended September 30, 2013 and September 30, 2012, respectively. | |||||
Selling commissions are expensed as incurred. Total selling commissions amounted to $26,054 and $0 for the three months ended September 30, 2013 and 2012, respectively, and are included in professional fees in the accompanying condensed consolidated statements of operations. | |||||
Deferred Financing Costs | ' | ||||
Deferred Financing Costs | |||||
Deferred financing costs represent fees paid in connection with obtaining short-term loans and convertible notes (see Notes 4, 5 and 6). These fees are amortized using a method that approximates the effective interest method over the term of the related financing. | |||||
As of September 30, 2013 and June 30, 2013, deferred financing costs of $359,272 and $358,792, respectively, net of accumulated amortization, are presented on the accompanying condensed consolidated balance sheets. Amortization of deferred financing costs of $61,584 and $6,387 as of September 30, 2013 and 2012, respectively, are included in interest expense in the accompanying condensed consolidated statements of operations. The remaining deferred financing costs will be fully amortized by March 1, 2015. | |||||
Debt Discount | ' | ||||
Debt Discount | |||||
The Company records debt discounts in connection with raising funds through the issuance of convertible debt (see Note 5). These costs are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is charged to the statement of operations. | |||||
As of September 30, 2013 and June 30, 2013, convertible debt, net of unamortized debt discounts, was $955,005 and $281,716, respectively. Amortization of debt discounts of $261,273 and $0 is included in interest expense in the accompanying condensed consolidated statements of operations for the three months ended September 30, 2013 and 2012, respectively. The remaining debt discounts will be fully amortized by March 1, 2015 (see Note 5). | |||||
Derivative Financial Instruments | ' | ||||
Derivative Financial Instruments | |||||
GAAP requires derivative instruments embedded in convertible debt or equity instruments, to be bifurcated and measured at their fair value for accounting purposes. In determining the appropriate fair value, the Company uses the Black-Scholes option-pricing model, which management estimates to approximate the Binomial Lattice Model. In assessing the debt instruments with characteristics of liability and equity, management determines if the convertible debt host instrument is conventional convertible debt and if there is a beneficial conversion feature. If the instrument is not considered conventional convertible debt, the Company will estimate the fair value of the embedded derivative instruments. The warrant liability is measured at fair value on a recurring basis using level 3 inputs (see Notes 5 and 6). | |||||
Financial Instruments and Concentrations of Business and Credit Risk | ' | ||||
Financial Instruments and Concentrations of Business and Credit Risk | |||||
FASB ASC Subtopic 825-10, Financial Instruments, requires disclosure of fair value information about financial instruments. The Company’s financial instruments include cash and cash equivalents, convertible debt, a factoring line of credit, short-term loans, accounts payable and other current assets and liabilities. The fair value of these instruments approximates their carrying value due to their relatively short maturities. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. Customer concentrations also subject the Company to concentrations of credit risk. The Company maintains cash balances that at times exceed amounts insured by the Federal Deposit Insurance Corporation. | |||||
Three customers accounted for approximately 39%, 30% and 20% of the Company’s net revenues for the three months ended September 30, 2013. Accounts receivable for one customer represented 76% of the Company’s accounts receivable balance as of September 30, 2013. The Company did not have any revenue during the three months ended September 30, 2012. Four suppliers represented 38%, 13%, 9% and 9% of the Company’s inventory purchases as of September 30, 2013. The Company has not experienced any losses in these accounts and believes it is not exposed to any significant credit risk in this area. | |||||
License Acquisition Costs | ' | ||||
License Acquisition Costs | |||||
License acquisition costs represent legal fees paid in connection with obtaining the Company’s license agreements (see Note 3). These fees are amortized using the straight-line method over the term of each license agreement. | |||||
As of September 30, 2013 and June 30, 2013, license acquisition costs, net of amortization, were $23,833 and $24,504, respectively on the accompanying condensed consolidated balance sheets. Amortization of license acquisition costs of $671 is included in depreciation and amortization expense in the accompanying condensed consolidated statements of operations for each of the three months ended September 30, 2013 and September 30, 2012. Estimated future license acquisition cost amortization expense is as follows: | |||||
Twelve month periods ending September 30, | |||||
2014 | $ | 6,697 | |||
2015 | 7,793 | ||||
2016 | 7,793 | ||||
2017 | 1,550 | ||||
$ | 23,833 | ||||
Impairment of Long-Lived Assets | ' | ||||
Impairment of Long-Lived Assets | |||||
The Company is subject to the provisions of FASB ASC Topic 360, Property, Plant and Equipment – Impairment or Disposal of Long Lived Assets, which requires that long-lived assets and certain identifiable intangible assets be reviewed 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 undiscounted future cash flows expected to be generated by the asset. In such cases, the carrying value of these assets are adjusted to their estimated fair value and assets held for sale are adjusted to their estimated fair value less selling expenses. No impairment losses of long-lived assets or intangible assets were recognized for the three months ended September 30, 2013 and September 30, 2012. | |||||
Income Taxes | ' | ||||
Income Taxes | |||||
The Company uses the asset and liability method of accounting for income taxes in accordance with FASB ASC Topic 740, Income Taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income in the period that includes the enactment date. The Company provides a valuation allowance against its deferred tax assets when circumstances indicate that it is no longer more likely than not that such assets will be realized. | |||||
Net Loss per Share | ' | ||||
Net Loss Per Share | |||||
Basic net income / (loss) per share is computed by dividing net income / (loss) by the weighted average number of shares of common stock outstanding for the period. The Company’s potential dilutive shares, which include common stock options, common stock warrants and convertible debt have not been included in the computation of diluted net loss per share for all periods where there was a net loss as the result would be antidilutive. Such potentially dilutive shares are excluded when the effect would be to reduce net loss per share. Such potential shares of common stock consist of the following: | |||||
As of | |||||
September 30, | |||||
2013 | |||||
Warrants | 69,810,575 | ||||
Stock options | 17,780,000 | ||||
Convertible Debt | 33,764,706 | ||||
121,355,281 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended | ||||
Sep. 30, 2013 | |||||
Accounting Policies [Abstract] | ' | ||||
Summary of future license acquisition cost amortization expense | ' | ||||
Twelve month periods ending September 30, | |||||
2014 | $ | 6,697 | |||
2015 | 7,793 | ||||
2016 | 7,793 | ||||
2017 | 1,550 | ||||
$ | 23,833 | ||||
Summary of consists of potential common shares | ' | ||||
As of | |||||
September 30, | |||||
2013 | |||||
Warrants | 69,810,575 | ||||
Stock options | 17,780,000 | ||||
Convertible Debt | 33,764,706 | ||||
121,355,281 |
Factoring_Agreement_and_Short_1
Factoring Agreement and Short Term Loans (Tables) | 3 Months Ended | ||||
Sep. 30, 2013 | |||||
Factoring Agreement and Short Term Loans [Abstract] | ' | ||||
Summary of existing Factoring and Supply Agreement | ' | ||||
Outstanding Factored Receivables | $ | 899,415 | |||
Less: | |||||
Advances and Deductions | (403,379 | ) | |||
Unapplied Customer Credits | 0 | ||||
Due from Factor, Net | $ | 496,036 |
Convertible_Debt_Offering_Tabl
Convertible Debt Offering (Tables) (Convertible Note [Member]) | 3 Months Ended | ||||
Sep. 30, 2013 | |||||
Convertible Note [Member] | ' | ||||
Schedule of convertible debt discount | ' | ||||
August Convertible Note Face Value | $ | 616,000 | |||
Debt Discount | |||||
August Convertible Notes – Issued Warrant Derivative | 87,264 | ||||
Conversion Feature Derivative | 25,827 | ||||
Original Issue Discount | 66,000 | ||||
Total Debt Discount | $ | 179,091 | |||
Amortization of Debt Discount, as of September 30, 2013 | (10,344 | ) | |||
Debt Discount, Net | $ | 168,747 | |||
August Convertible Notes Carrying Value at September 30, 2013 | $ | 447,253 | |||
June Convertible Notes Face Value | $ | 1,680,000 | |||
Debt Discount | |||||
June Convertible Notes – Issued Warrant Derivative | 752,126 | ||||
Conversion Feature Derivative | 491,051 | ||||
Original Issue Discount | 180,000 | ||||
Total Debt Discount | $ | 1,423,177 | |||
Amortization of Debt Discount, as of September 30, 2013 | (250,929 | ) | |||
Debt Discount, Net | $ | 1,172,248 | |||
June Convertible Notes Carrying Value at September 30, 2013 | $ | 507,752 | |||
Schedule of deferred financing cost | ' | ||||
Legal fees and other fees associated with the August Convertible Notes offering | $ | 62,065 | |||
Total Deferred Financing Costs | $ | 62,065 | |||
Amortization of Deferred Financing Costs, as of September 30, 2013 | (3,585 | ) | |||
Deferred Financing Costs, Net, as of September 30, 2013 | $ | 58,480 | |||
Placement agent and other fees associated with the June Convertible Notes offering | $ | 304,293 | |||
June Convertible Note Broker Warrants | 60,886 | ||||
Total Deferred Financing Costs | $ | 365,179 | |||
Amortization of Deferred Financing Costs, as of September 30, 2013 | (64,387 | ) | |||
Deferred Financing Costs, Net, as of September 30, 2013 | $ | 300,792 |
Derivative_Liability_Tables
Derivative Liability (Tables) | 3 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Derivative Liability [Abstract] | ' | ||||||||
Summary of roll forward of fair value of warrant liability | ' | ||||||||
30-Sep-13 | 30-Jun-13 | ||||||||
Beginning Balance | $ | 1,660,440 | $ | 0 | |||||
Issuance of Warrants | 113,091 | 7,252,283 | |||||||
Repurchase / Exercise / Cancellation of Warrants | 0 | (179,884 | ) | ||||||
Change in fair value | (870,591 | ) | (5,411,959 | ) | |||||
Ending Balance | $ | 902,940 | $ | 1,660,440 |
Stock_Compensation_Expense_and1
Stock Compensation Expense and Fair Value Measurement (Tables) | 3 Months Ended | ||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||
Stock Compensation Expense and Fair Value Measurement [Abstract] | ' | ||||||||||||||||||||
Summary of relevant inputs used to determine the value of the stock option grants | ' | ||||||||||||||||||||
Number of options outstanding | Weighted average risk-free rate | Expected | Expected | Expected | |||||||||||||||||
life in years | volatility | dividends | |||||||||||||||||||
12-Jul-12 | 3,600,000 | 0.83 | % | 3.5 | 70 | % | 0 | % | |||||||||||||
15-Aug-12 | 397,500 | 0.83 | % | 6 | 70 | % | 0 | % | |||||||||||||
21-Nov-12 | 500,000 | 0.95 | % | 6 | 60 | % | 0 | % | |||||||||||||
28-Mar-13 | 0 | 1.005 | % | 6 | 55 | % | 0 | % | |||||||||||||
8-Apr-13 | 500,000 | 1.685 | % | 6 | 55 | % | 0 | % | |||||||||||||
28-Jun-13 | 25,000 | 1.685 | % | 6 | 55 | % | 0 | % | |||||||||||||
12-Jul-13 | 11,400,000 | 1.715 | % | 3.5 | 65 | % | 0 | % | |||||||||||||
15-Aug-13 | 1,357,500 | 1.86 | % | 6 | 65 | % | 0 | % | |||||||||||||
Total | 17,780,000 |
Income_Taxes_Tables
Income Taxes (Tables) | 3 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Income Taxes [Abstract] | ' | |||||||
Schedule of Effective Income Tax Rate Reconciliation | ' | |||||||
30-Sep-13 | ||||||||
Statutory rate | 34 | % | ||||||
State income taxes | 10 | % | ||||||
Permanent differences | 24.6 | % | ||||||
Valuation allowance | (68.6 | )% | ||||||
Other | ||||||||
Total | 0 | % | ||||||
Schedule of Deferred Tax Assets and (liabilities) | ' | |||||||
30-Sep-13 | 30-Jun-13 | |||||||
Net operating losses carryforward | $ | 2,326,796 | $ | 2,002,842 | ||||
Start-up costs and fixed assets, net of amortization | 120,011 | 60,005 | ||||||
Property and equipment | 87,709 | 56,270 | ||||||
Stock based compensation | 275,897 | 192,786 | ||||||
Gross deferred taxes | $ | 2,809,782 | $ | 2,311,903 | ||||
Valuation allowance | (2,809,782 | ) | (2,311,903 | ) | ||||
Net deferred taxes | $ | - | $ |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (Licensing Agreements, USD $) | Sep. 30, 2013 |
Licensing Agreements | ' |
Estimated future license acquisition cost amortization expense | ' |
2014 | $6,697 |
2015 | 7,793 |
2016 | 7,793 |
2017 | 1,550 |
Estimated future license acquisition cost amortization expense | $23,833 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 1) | 3 Months Ended |
Sep. 30, 2013 | |
Summary of consists of potential common shares | ' |
Total Shares | 121,355,281 |
Warrant [Member] | ' |
Summary of consists of potential common shares | ' |
Total Shares | 69,810,575 |
Stock options [Member] | ' |
Summary of consists of potential common shares | ' |
Total Shares | 17,780,000 |
Convertible Debt [Member] | ' |
Summary of consists of potential common shares | ' |
Total Shares | 33,764,706 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | |
Customer | |||
Summary of Significant Accounting Policies (Textual) | ' | ' | ' |
Sales discount expenses | $282,659 | ' | ' |
Estimated useful lives of assets | 'Two years | ' | ' |
Property, plant and equipment, gross | 710,100 | ' | ' |
Depreciation expense | 108,371 | ' | ' |
Advertising expenses | 34,630 | 190,582 | ' |
Selling expense | 70,949 | 84,569 | ' |
Selling commission expenses | 26,054 | 0 | ' |
Deferred financing costs, net | 254,135 | ' | 328,893 |
Amortization of Deferred Financing Costs, as of March 31, 2013 | 61,584 | ' | ' |
Deferred financing costs amortization date | 1-Mar-15 | ' | ' |
Unamortized on debt discount | 955,005 | ' | 281,716 |
Convertible debt, net of debt discount ($936,184 and $1,281,760, as of September 30, 2013 and June 30, 2013, respectively) | 748,483 | ' | 258,240 |
Inventory write-offs | 50,000 | ' | 365,722 |
Amortization of debt discount | 236,379 | ' | ' |
Number of customer | 3 | ' | ' |
Accounts receivable percentage by one customer | 76.00% | ' | 94.00% |
License acquisition costs | 23,833 | ' | 24,504 |
Amortization of license acquisition costs | 671 | 671 | ' |
Inventory, net | 2,549,855 | ' | 1,948,908 |
Shipping expenses | $31,120 | $0 | ' |
Customer Concentration Risk [Member] | Suppliers One [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 38.00% | ' | ' |
Customer Concentration Risk [Member] | Suppliers Two [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 13.00% | ' | ' |
Customer Concentration Risk [Member] | Suppliers Three [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 9.00% | ' | ' |
Customer Concentration Risk [Member] | Suppliers Four member [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 9.00% | ' | ' |
Customer Concentration Risk [Member] | Net revenues [Member] | Major Customer One [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 39.00% | ' | ' |
Customer Concentration Risk [Member] | Net revenues [Member] | Major Customer Two [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 30.00% | ' | ' |
Customer Concentration Risk [Member] | Net revenues [Member] | Major Customer Three [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 20.00% | ' | ' |
Customer Concentration Risk [Member] | Net revenues [Member] | International Customers [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 44.00% | ' | ' |
Customer Concentration Risk [Member] | Net revenues [Member] | Domestic Customers [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 66.00% | ' | ' |
Customer Concentration Risk [Member] | Accounts receivable [Member] | Major Customer One [Member] | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' |
Customer concentration risk | 76.00% | ' | ' |
Prepaid_Royalties_Details
Prepaid Royalties (Details) (USD $) | 3 Months Ended | ||
Sep. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2012 | |
Prepaid Royalties [Line Items] | ' | ' | ' |
Prepaid royalty | $159,223 | $378,960 | $1,000,000 |
Net of amortization prepaid royalty | 892,982 | ' | ' |
Warrants granted to purchase common stock | 10,000,000 | ' | ' |
Non-refundable advance payment | 1,000,000 | ' | ' |
Royalty Agreements Two Period One [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 100,000 | ' | ' |
Royalty Agreements Two Period Two [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 225,000 | ' | ' |
Royalty Agreements Two Period Three [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 275,000 | ' | ' |
Royalty Agreements Three [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Licensing agreement expiration date | 16-Apr-16 | ' | ' |
Guaranteed royalty payment under agreements | 100,000 | ' | ' |
Prepaid royalty | 10,000 | ' | ' |
Royalty Agreements Three Period One [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 33,333 | ' | ' |
Royalty Agreements Three Period Two [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 33,333 | ' | ' |
Royalty Agreements Three Period Three [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 33,334 | ' | ' |
Royalty Agreement One [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Licensing agreement expiration date | 30-Nov-16 | ' | ' |
Royalty Agreement One [Member] | Minimum [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 4,686,125 | ' | ' |
Royalty Agreement One [Member] | Maximum [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 5,206,900 | ' | ' |
Royalty Agreements One Contract Period One [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 1,000,000 | ' | ' |
Royalty Agreements Two [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Licensing agreement expiration date | 29-Feb-16 | ' | ' |
Guaranteed royalty payment under agreements | 600,000 | ' | ' |
Prepaid royalty | 100,000 | ' | ' |
Net of amortization prepaid royalty | 58,333 | ' | ' |
Royalty Agreements One Contract Period Two [Member] | Minimum [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 925,000 | ' | ' |
Royalty Agreements One Contract Period Two [Member] | Maximum [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 1,000,000 | ' | ' |
Royalty Agreements One Contract Period Three [Member] | Minimum [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 1,285,000 | ' | ' |
Royalty Agreements One Contract Period Three [Member] | Maximum [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 1,188,625 | ' | ' |
Royalty Agreements One Contract Period Four [Member] | Minimum [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | 1,572,500 | ' | ' |
Royalty Agreements One Contract Period Four [Member] | Maximum [Member] | ' | ' | ' |
Prepaid Royalties [Line Items] | ' | ' | ' |
Guaranteed royalty payment under agreements | $1,700,000 | ' | ' |
Factoring_Agreement_and_Short_2
Factoring Agreement and Short Term Loans (Details) (USD $) | Sep. 30, 2013 | Jun. 30, 2013 |
Factoring Agreement and Short Term Loans [Abstract] | ' | ' |
Outstanding Factored Receivables | $899,415 | ' |
Less: | ' | ' |
Advances and Deductions | -403,379 | ' |
Unapplied Customer Credits | 0 | ' |
Due from factor, net | $496,036 | $164,090 |
Factoring_Agreement_and_Short_3
Factoring Agreement and Short Term Loans (Details Textual) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | 0 Months Ended | |||
Nov. 21, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Aug. 29, 2013 | Sep. 07, 2012 | Sep. 25, 2012 | Sep. 25, 2012 | |
Secured Bridge Loan Promissory Notes [Member] | Secured Bridge Loan Promissory Notes [Member] | Short Term Note [Member] | |||||
Short Term Loans and Factoring Agreement (Textual) | ' | ' | ' | ' | ' | ' | ' |
Proceeds from short term loans | ' | ' | $300,000 | ' | $150,000 | ' | $150,000 |
Secured bridge loan promissory notes, interest rate | ' | ' | ' | ' | ' | 10.00% | ' |
Promissory notes, maturity date | ' | ' | ' | ' | 7-Dec-12 | ' | 25-Dec-12 |
Factoring line of credit, principal amount | ' | ' | ' | ' | ' | 300,000 | ' |
Factoring line of credit, purchase price of receivable | ' | 899,415 | ' | ' | ' | ' | ' |
Term of agreement | '1 year | ' | ' | ' | ' | ' | ' |
Percentage of borrowing under factoring line of credit | 80.00% | ' | ' | ' | ' | ' | ' |
Warrants, exercise price | ' | ' | ' | 0.082 | ' | ' | ' |
Accrued interest and commissions | ' | $26,995 | $0 | ' | ' | ' | ' |
Convertible_Debt_Offering_Deta
Convertible Debt Offering (Details) (USD $) | 3 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Schedule of convertible debt discount | ' | ' |
Convertible Note Face Value | $258,240 | ' |
Debt Discount | ' | ' |
Amortization of Debt Discount, as of September 30, 2013 | 236,379 | ' |
Convertible Notes Carrying Value, at September 30, 2013, gross | 748,483 | ' |
June Convertible Note [Member] | ' | ' |
Schedule of convertible debt discount | ' | ' |
Convertible Note Face Value | 1,680,000 | ' |
Debt Discount | ' | ' |
Convertible Notes Warrant Derivative | 752,126 | ' |
Conversion Feature Derivative | 491,051 | ' |
Original Issue Discount | 180,000 | ' |
Total Debt Discount | 1,423,177 | ' |
Amortization of Debt Discount, as of September 30, 2013 | -250,929 | ' |
Debt Discount, Net | 1,172,248 | ' |
Convertible Notes Carrying Value, at September 30, 2013, gross | 507,752 | ' |
August Convertible Note [Member] | ' | ' |
Schedule of convertible debt discount | ' | ' |
Convertible Note Face Value | 616,000 | ' |
Debt Discount | ' | ' |
Convertible Notes Warrant Derivative | 87,264 | ' |
Conversion Feature Derivative | 25,827 | ' |
Original Issue Discount | 66,000 | ' |
Total Debt Discount | 179,091 | ' |
Amortization of Debt Discount, as of September 30, 2013 | -10,344 | ' |
Debt Discount, Net | 168,747 | ' |
Convertible Notes Carrying Value, at September 30, 2013, gross | $447,253 | ' |
Convertible_Debt_Offering_Deta1
Convertible Debt Offering (Details 1) (USD $) | Sep. 30, 2013 | Jun. 30, 2013 |
Schedule of deferred financing cost | ' | ' |
Total Deferred Financing Costs | $254,135 | $328,893 |
Deferred Financing Costs, Net, as of September 30, 2013 | 105,137 | 29,899 |
Convertible Note [Member] | ' | ' |
Schedule of deferred financing cost | ' | ' |
Placement agent and other fees associated with the Convertible Notes offering | 62,065 | ' |
Total Deferred Financing Costs | 62,065 | ' |
Amortization of Deferred Financing Costs, as of September 30, 2013 | -3,585 | ' |
Deferred Financing Costs, Net, as of September 30, 2013 | 58,480 | ' |
June Convertible Note [Member] | ' | ' |
Schedule of deferred financing cost | ' | ' |
Placement agent and other fees associated with the Convertible Notes offering | 304,293 | ' |
June Convertible Note Broker Warrants | 60,886 | ' |
Total Deferred Financing Costs | 365,179 | ' |
Amortization of Deferred Financing Costs, as of September 30, 2013 | -64,387 | ' |
Deferred Financing Costs, Net, as of September 30, 2013 | $300,792 | ' |
Convertible_Debt_Offering_Deta2
Convertible Debt Offering (Details Textual) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||
Aug. 29, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 20, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Jun. 20, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | Jun. 30, 2013 | |
Gottbetter Capital Markets (GCM) [Member] | Gottbetter & Partners and Loeb & Loeb [Member] | Convertible Note [Member] | Convertible Note [Member] | Convertible Note [Member] | August Convertible Note Offering [Member] | August Convertible Note Offering [Member] | August Convertible Note Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | June Convertible Debt Offering [Member] | |||||
Gottbetter Capital Markets (GCM) [Member] | Debt Instrument, Redemption, Period One [Member] | Debt Instrument, Redemption, Period Two [Member] | Debt Instrument, Redemption, Period Three [Member] | Debt Instrument, Redemption, Period Four [Member] | Debt Instrument, Redemption, Period Five [Member] | November 1, 2014 [Member] | December 1, 2014 [Member] | Convertible Note Broker Warrants [Member] | |||||||||||||||
Convertible Debt (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Senior secured convertible notes issued | $616,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,680,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Original Issue Discount | 12.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred financing costs | ' | 254,135 | ' | 328,893 | ' | ' | 62,065 | ' | ' | ' | 365,179 | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Period for cashless exercise warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | '5 years |
Convertible Note Face Value | ' | 206,522 | ' | 23,476 | ' | ' | 447,253 | 616,000 | 3,380,000 | ' | 507,752 | 1,680,000 | 1,680,000 | 1,680,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Interest Rate Terms | 'The August Convertible Notes bear an annual interest rate of 8%, which is paid quarterly in the form of cash or equity. Interest is payable in cash or at the Company's option in shares of common stock, provided certain conditions are met, based on a share value equal to the lesser of (a) 90% of the average of the volume weighted average price (the "VWAP") for the 20 consecutive trading days prior to the applicable interest payment date and (b) 100% of the average of the VWAP for the 20 consecutive trading days prior to the applicable interest payment date less $0.01. Upon any Event of Default (as defined in the August Convertible Note), the outstanding principal amount of the June Convertible Note, plus liquidated damages, interest, a premium of 30% and other amounts owing in respect thereof through the date of acceleration, shall become, at the June Convertible Note holders' election, immediately due and payable in cash. Commencing five days after the occurrence of any Event of Default, the interest rate on the August Convertible Note shall accrue at an interest rate equal to the lesser of 18% per annum or the maximum rate permitted under applicable law. The August Conversion Price is subject to "full ratchet" and other customary anti-dilution protections | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The June Convertible Notes bear an annual interest rate of 8%, which is paid quarterly in the form of cash or equity beginning November 2013. Interest is payable in cash or at the Company's option in shares of common stock, provided certain conditions are met, based on a share value equal to the lesser of (a) 90% of the average of the volume weighted average price (the "VWAP") for the 20 consecutive trading days prior to the applicable interest payment date and (b) 100% of the average of the VWAP for the 20 consecutive trading days prior to the applicable interest payment date less $0.01. Upon any Event of Default (as defined in the June Convertible Note), the outstanding principal amount of the June Convertible Note, plus liquidated damages, interest, a premium of 30% and other amounts owing in respect thereof through the date of acceleration, shall become, at the June Convertible Note holders' election, immediately due and payable in cash. Commencing five days after the occurrence of any Event of Default, the interest rate on the June Convertible Note shall accrue at an interest rate equal to the lesser of 18% per annum or the maximum rate permitted under applicable law. The June Conversion Price is subject to "full ratchet" and other customary anti-dilution protections. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants ,exercise price | 0.082 | ' | ' | ' | ' | ' | ' | ' | ' | 0.082 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock purchase due to issuance of warrants | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of funds raised in convertible notes offering paid as commission | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.20% | ' | ' | ' | ' | ' | ' | ' | ' |
Term of Convertible Notes | 'The term of the August Convertible Notes include an eighteen-month maturity period, with partial redemption beginning on September 1, 2014. The August Convertible Notes bear an annual interest rate of 8%, which is paid quarterly in the form of cash or equity. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The term of the June Convertible Notes includes an eighteen-month maturity period, with partial redemptions beginning on June 1, 2014. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible note redemption description | 'On each of September 1, 2014, October 1, 2014, November 1, 2014, December 1, 2014, January 1, 2015 and February 1, 2015, the Company is obligated to redeem an amount equal to $51,333 and on March 1, 2015, the Company is obligated to redeem an amount equal to $308,000, (plus accrued but unpaid interest, liquidated damages and any other amounts then owing in respect of the August Convertible Note) (collectively, the "Periodic Redemption Amount"). In lieu of a cash redemption and subject to the Company meeting certain equity conditions described in the August Convertible Note, the Company may elect to pay the Periodic Redemption Amount in shares based on a conversion price equal to the lesser of (a) $0.068 per share, subject to adjustments upon certain events, and (b) 90% of the average of the VWAP for the 20 consecutive trading days prior to the applicable redemption date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'In lieu of a cash redemption and subject to the Company meeting certain equity conditions described in the June Convertible Note, the Company may elect to pay the Periodic Redemption Amount in shares based on a conversion price equal to the lesser of (a) $0.068 per share, subject to adjustments upon certain events, and (b) 90% of the average of the VWAP for the 20 consecutive trading days prior to the applicable redemption date. | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible notes annual interest rate | 8.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gross from secured notes payable | 616,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,680,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of original issue discount | 12.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12.00% | 12.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible note redemption amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 140,000 | 140,000 | 140,000 | 140,000 | 140,000 | 140,000 | 840,000 | ' |
Convertible notes, conversion price per share | $0.07 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.07 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible Note Warrants | 9,058,824 | ' | ' | ' | ' | ' | ' | ' | ' | 24,705,882 | ' | ' | ' | 24,705,882 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Per share price of convertible note warrants | $0.08 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.08 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of the Convertible Note Warrants and Debt Conversion Feature | 113,091 | ' | ' | ' | ' | ' | ' | ' | ' | 1,243,177 | ' | ' | ' | 1,243,177 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Funds raised in convertible notes offering paid as commission | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Broker Warrants Period | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock Exercise Price | ' | ' | ' | ' | $0.08 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Legal Fees | ' | ' | ' | ' | 117,446 | 12,065 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Professional Fees | ' | $422,262 | $37,397 | ' | $85,207 | $50,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative_Liability_Details
Derivative Liability (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | ||||
Sep. 30, 2013 | Jun. 30, 2013 | Apr. 08, 2013 | Sep. 30, 2012 | Apr. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | |
Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | |||
Summary of roll forward of fair value of warrant liability | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning Balance | $1,660,440 | $0 | ' | ' | ' | $1,660,440 | ' | $3,728,512 | $3,788,688 |
Issuance of Warrants and Conversion Feature | 113,091 | 7,252,283 | 42,625 | 3,788,688 | 210,349 | 113,091 | 1,067,196 | 888,596 | 0 |
Repurchase / Exercise / Cancellation of Warrants and Conversion Feature | 0 | -179,884 | ' | ' | ' | 0 | ' | ' | 0 |
Change in fair value | -870,591 | -5,411,959 | ' | ' | ' | -870,591 | ' | ' | -60,176 |
Ending Balance | $902,940 | $1,660,440 | ' | $3,728,512 | ' | $902,940 | $1,660,440 | ' | $3,728,512 |
Derivative_Liability_Details_T
Derivative Liability (Details Textual) (USD $) | 1 Months Ended | 0 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 0 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||
Aug. 29, 2013 | Jul. 12, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Sep. 30, 2012 | Jun. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Apr. 08, 2013 | Sep. 30, 2012 | Apr. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2013 | Jun. 30, 2012 | Aug. 29, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Jun. 20, 2013 | Dec. 21, 2012 | Aug. 29, 2013 | 8-May-13 | Jun. 30, 2012 | Feb. 08, 2013 | Dec. 06, 2012 | Jul. 12, 2012 | Aug. 29, 2013 | Dec. 10, 2012 | Dec. 12, 2012 | Sep. 10, 2012 | Aug. 24, 2012 | Jul. 31, 2012 | Jul. 20, 2012 | Jun. 30, 2013 | Dec. 21, 2012 | Dec. 21, 2012 | Jun. 30, 2012 | Aug. 29, 2013 | Mar. 28, 2013 | Jun. 20, 2013 | Mar. 28, 2013 | Sep. 24, 2012 | Sep. 07, 2012 | Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2013 | Jul. 20, 2012 | Jul. 31, 2012 | Aug. 24, 2012 | Sep. 10, 2012 | Dec. 06, 2012 | Dec. 10, 2012 | Dec. 12, 2012 | Feb. 08, 2013 | |
Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Warrant [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Licensors Warrants [Member] | Licensors Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Broker Warrants [Member] | Convertible Note Warrants[ [Member] | Convertible Note Broker Warrants [Member] | Convertible Note Broker Warrants [Member] | Convertible Note Broker Warrants [Member] | Convertible Note Broker Warrants [Member] | August Convertible Note Offering [Member] | Short-term Note [Member] | Short-term Note [Member] | Short-term Note [Member] | Initial Closing [Member] | Initial Closing [Member] | Initial Closing [Member] | Second Closing [Member] | Third Closing [Member] | Fourth Closing [Member] | Fifth Closing [Member] | Sixth Closing [Member] | Seventh Closing [Member] | Eighth Closing [Member] | Ninth Closing [Member] | |||||||
Series Warrant [Member] | Series B Warrrant [Member] | Series C Warrrant [Member] | Series D Warrrant [Member] | Series E Warrrant [Member] | Series Warrant [Member] | Series B Warrrant [Member] | Series C Warrrant [Member] | Series D Warrrant [Member] | Series E Warrrant [Member] | Series C Warrrant [Member] | Level 2 [Member] | Level 2 [Member] | Level 2 [Member] | Notes | Notes | Convertible Debt [Member] | Convertible Debt [Member] | Convertible Debt [Member] | Private Placement Offering [Member] | Private Placement Offering [Member] | Private Placement Offering [Member] | Private Placement Offering [Member] | Private Placement Offering [Member] | Private Placement Offering [Member] | Private Placement Offering [Member] | Private Placement Offering [Member] | |||||||||||||||||||||||||||||||||||||||||||||
Series C Warrrant [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Derivative Liability (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock reserved for future issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 68,263,946 | ' | ' | ' | ' | ' | ' | ' | 33,764,706 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock repurchase | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 999,680 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of warrants cancelled | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 79,975 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of bridge loan converted in to Private Placement Offering | ' | $1,925,030 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,925,030 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant exercisable term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | '10 years | '5 years | '5 years | '5 years | ' | '5 years | '5 years | '5 years | '5 years | '5 years | '5 years | ' | ' | ' | ' | ' | ' | ' | '5 years | '5 years | ' | '5 years | ' | ' | '5 years | '5 years | '5 years | '5 years | '5 years | '5 years | '5 years | '5 years |
Number of bridge warrants received by bridge holder | ' | 7,700,120 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of bridge note warrants exercisable at $0.25 per share | ' | 3,850,060 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of bridge note warrants exercisable at $0.50 per share | ' | 3,850,060 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Per share price of 3,850,060 Bridge Warrants | ' | $0.25 | ' | ' | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Per share price of another 3,850,060 Bridge Warrants | ' | $0.50 | ' | ' | $0.02 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants, exercise price | 0.082 | ' | ' | ' | ' | ' | ' | ' | ' | 0.01 | 0.015 | 0.03 | 0.01 | 0.01 | ' | ' | ' | 0.25 | 0.5 | 1 | 0.25 | 0.25 | 0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.082 | ' | ' | ' | 0.12 | 0.24 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.082 | 0.25 | 0.25 | ' | ' | ' | 0.03 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock purchase due to issuance of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale price of unit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of PPO units due to conversion of Bridge notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,700,120 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of Investor warrants due to conversion of Bridge Notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,700,120 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from private offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 125,000 | ' | ' | 31,000 | 409,980 | 125,000 | 20,000 | 150,000 | 50,000 | 25,000 | 50,000 |
Number of PPO units sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | 124,000 | 1,639,920 | 500,000 | 80,000 | 600,000 | 200,000 | 100,000 | 200,000 |
Description of private placement offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'If at any time during the two year period following the closing date the Company issues additional shares of Common Stock for a consideration per share less than $0.25 (the "Reduced Price"), then the Company will issue to the purchasers in the Offering, concurrently with such issue and without any additional consideration from the purchasers, the number of additional shares of the Company's common stock and Investor Warrants equal to the difference between (A) the purchase price of the PPO Units being subscribed for divided by the Reduced Price and (B) the number of shares of the Company's common stock included in the units being subscribed for in the Offering. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common stock consisting due to PPO | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 124,000 | 1,639,920 | 500,000 | 80,000 | 600,000 | 200,000 | 100,000 | 200,000 |
Number of investor warrants consisting due to PPO | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150,000 | 1,200,000 | ' | ' | ' | ' | 124,000 | 1,639,920 | 500,000 | 80,000 | 600,000 | 200,000 | 100,000 | 200,000 |
Exercise price of investor warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | $1 | $1 | $1 | $1 | $1 | $1 | $1 | $1 |
Warrant issued during period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,500,000 | ' | ' | ' | ' | ' | ' | ' | 11,664,040 | ' | ' | ' | ' | ' | ' | ' | 16,000 | 72,000 | 656,010 | ' | 72,000 | 72,000 | 187,514 | 187,514 | 187,514 | 187,514 | ' | ' | 1,600,000 | ' | 9,058,824 | ' | 752,126 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of notes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of broker warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.25 | $0.25 | $0.25 | ' | $0.25 | $0.25 | $0.25 | $0.25 | $0.25 | $0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount of note | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of the warrants | ' | ' | 113,091 | ' | 7,252,283 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 42,625 | 3,788,688 | 210,349 | 113,091 | 1,067,196 | ' | 888,596 | 0 | ' | ' | ' | ' | ' | 491,051 | 663,528 | 25,827 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 57,143 | 60,886 | ' | ' | ' | 9,482 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible Note Warrants | 9,058,824 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,520,000 | ' | 2,000,000 | 85,293 | 2,704,000 | 24,705,882 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected volatility rate | ' | ' | 65.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 65.00% | 70.00% | 55.00% | ' | 55.00% | 55.00% | 60.00% | ' | ' | ' | ' | ' | ' | 55.00% | 60.00% | 1.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 55.00% | 65.00% | ' | 55.00% | 70.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk free interest rate | ' | ' | 1.71% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.57% | 0.83% | 1.69% | ' | 1.69% | 1.01% | 0.95% | ' | ' | ' | ' | ' | ' | 1.69% | 0.95% | 65.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.69% | 1.90% | ' | 1.69% | 0.83% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected term | ' | ' | ' | ' | ' | ' | '5 years | '18 months | '24 days | ' | ' | ' | ' | ' | '10 years | '10 years | '5 years | ' | ' | ' | ' | ' | '5 years | ' | '5 years | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | '18 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | '5 years | ' | '5 years | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected dividend rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% | ' | 0.00% | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% | ' | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative liability | ' | ' | 902,940 | ' | 1,660,440 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,728,512 | ' | 902,940 | 1,660,440 | ' | ' | 3,728,512 | 1,660,440 | 3,788,688 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative liability gain | ' | ' | $870,591 | $60,176 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $60,176 | ' | ' | ' | $850,591 | $5,411,959 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in warrants exercise price | ' | ' | ' | ' | 0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Broker warrants issued shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 851,549 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_
Commitments and Contingencies (Details Textual) (USD $) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
PPO Offering Registration Rights [Member] | Convertible Note Registration Rights Agreement [Member] | Minimum [Member] | Maximum [Member] | Royalty Agreement One [Member] | Royalty Agreement One [Member] | Royalty Agreement One [Member] | Royalty Agreements One Contract Period One [Member] | Royalty Agreements One Contract Period Two [Member] | Royalty Agreements One Contract Period Two [Member] | Royalty Agreements One Contract Period Three [Member] | Royalty Agreements One Contract Period Three [Member] | Royalty Agreements One Contract Period Four [Member] | Royalty Agreements One Contract Period Four [Member] | Royalty Agreements Two [Member] | Royalty Agreements Two Period One [Member] | Royalty Agreements Two Period Two [Member] | Royalty Agreements Two Period Three [Member] | Operating Lease Agreement One [Member] | Operating Lease Agreement One [Member] | Operating Lease Agreement Two [Member] | Operating Lease Agreement Two [Member] | Royalty Agreements Three [Member] | Royalty Agreements Three Period One [Member] | Royalty Agreements Three Period Two [Member] | Royalty Agreements Three Period Three [Member] | |||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | |||||||||||||||||||||
Commitments and Contingencies (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Guaranteed royalty payment under agreements | ' | ' | ' | ' | ' | ' | ' | $4,686,125 | $5,206,900 | $1,000,000 | $925,000 | $1,000,000 | $1,285,000 | $1,188,625 | $1,572,500 | $1,700,000 | $600,000 | $100,000 | $225,000 | $275,000 | ' | ' | ' | ' | $100,000 | $33,333 | $33,333 | $33,334 |
Licensing agreement expiration date | ' | ' | ' | ' | ' | ' | 30-Nov-16 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 29-Feb-16 | ' | ' | ' | ' | ' | ' | ' | 16-Apr-16 | ' | ' | ' |
Term of operating lease | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | '5 months | ' | ' | ' | ' | ' |
Operating lease monthly rent payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,785 | ' | 1,500 | ' | ' | ' | ' | ' |
Number of days in which bond amount need to deposit on entry of injunction | '7 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating lease rent expense included in general and administrative expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,355 | 5,265 | 4,500 | 0 | ' | ' | ' | ' |
Common stock, shares authorized | 300,000,000 | 300,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | 155,491,438 | 155,301,468 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares outstanding | 155,491,438 | 155,301,468 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, Voting rights | 'Each share of common stock entitles the holder to one vote on all matters submitted to a vote. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description of registration payment arrangement | ' | ' | '(i) The Company's common stock underlying the Bridge Warrants (as defined in Note 6), (ii) common stock underlying the PPO Units (as defined in Note 6) sold or to be sold in the Offering, and (iii) common stock underlying the Investor Warrants (as defined in Note 6) (including securities issued in the Offering as a result of the conversion of the Bridge Notes (as defined in Note 6), but not common stock that is issuable upon exercise of the broker warrants issued to the placement agent for the Offering) (collectively, the "Registrable Securities") no later than October 29, 2012 (the "Filing Date"). | '(i) The Common Stock underlying the Warrants and (ii) the Common Stock underlying the Notes (collectively, the "Convertible Note Registrable Securities") within 45 days from the final closing of the Offering (the "Filing Date"), and to use its commercially reasonable efforts to cause the registration statement to become effective no later than 90 days after it is filed (the "Effectiveness Date"). | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liquidated damages maximum liability rate | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Penalty accrued as percentage of original purchase price paid by investor | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of interest rate payable to investor | 8.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued expenses | ' | 206,381 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Registration payment arrangement default penalty percentage | ' | ' | ' | ' | 0.50% | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued settlement costs | $500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity_Transactions_Details
Equity Transactions (Details) (Board [Member], USD $) | 3 Months Ended |
Sep. 30, 2013 | |
Board [Member] | ' |
Equity Transactions (Textual) | ' |
Issuance of stock for services, Shares | 189,970 |
Value of stock issued during period for services | $6,250 |
Stock_Compensation_Expense_and2
Stock Compensation Expense and Fair Value Measurement (Details) | Sep. 30, 2013 | Jul. 12, 2012 | Aug. 15, 2012 | Nov. 21, 2012 | Mar. 28, 2013 | Apr. 08, 2013 | Jun. 28, 2013 | Jul. 12, 2013 | Aug. 15, 2013 |
Stock options [Member] | Stock options one [Member] | Stock options two [Member] | Stock option three [Member] | Stock option four [Member] | Stock option five [Member] | Stock option six [Member] | Stock option seven [Member] | ||
Summary of relevant inputs used to determine the value of the stock option grants | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of options outstanding | 17,780,000 | 3,600,000 | 397,500 | 500,000 | 0 | 500,000 | 25,000 | 11,400,000 | 1,357,500 |
Weighted average risk-free rate | ' | 0.83% | 0.83% | 0.95% | 1.01% | 1.69% | 1.69% | 1.72% | 1.86% |
Expected life in years | ' | '3 years 6 months | '6 years | '6 years | '6 years | '6 years | '6 years | '3 years 6 months | '6 years |
Expected volatility | ' | 70.00% | 70.00% | 60.00% | 55.00% | 55.00% | 55.00% | 65.00% | 65.00% |
Expected dividends | ' | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% | 0.00% |
Stock_Compensation_Expense_and3
Stock Compensation Expense and Fair Value Measurement (Details Textual) (USD $) | 3 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Aug. 15, 2013 | Jul. 12, 2013 | Jun. 28, 2013 | Apr. 08, 2013 | Mar. 28, 2013 | Nov. 21, 2012 | Aug. 15, 2012 | Jul. 12, 2012 | Sep. 30, 2013 | Jul. 31, 2012 | Jul. 12, 2012 | Jul. 12, 2012 | |
Equity Incentive Plan 2012 [Member] | Equity Incentive Plan 2012 [Member] | Equity Incentive Plan 2012 [Member] | Equity Incentive Plan 2012 [Member] | Equity Incentive Plan 2012 [Member] | Equity Incentive Plan 2012 [Member] | Equity Incentive Plan 2012 [Member] | Equity Incentive Plan 2012 [Member] | Equity Incentive Plan 2012 [Member] | Equity Incentive Plan 2012 [Member] | Equity Incentive Plan One 2012 [Member] | Equity Incentive Plan Two 2012 [Member] | |||
Stock Compensation Expense (Textual) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock reserved for future issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,780,000 | 20,000,000 | ' | ' |
Stock options issued during period | ' | ' | 1,357,500 | 11,400,000 | 50,000 | 500,000 | 500,000 | 500,000 | 400,000 | 4,600,000 | ' | ' | 3,600,000 | 1,000,000 |
Term of stock options | ' | ' | '10 years | '5 years | '10 years | '10 years | '10 years | '10 years | '10 years | '5 years | ' | ' | '5 years | '10 years |
Exercise price of common stock | ' | ' | $0.05 | $0.06 | $0.05 | $0.14 | $0.17 | $0.24 | $0.24 | $0.24 | ' | ' | ' | ' |
Option vesting period | ' | ' | '3 years | ' | '3 years | '3 years | '3 years | '3 years | '3 years | ' | ' | ' | ' | ' |
Option vesting condition | ' | ' | 'which will vest annually at a rate of 33% beginning on the first anniversary date of the grant | 'which will vest annually at a rate of 33% beginning on the first anniversary of the grant date | 'Vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case. | 'Vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case. | 'Vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case. | 'Vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case. | 'Vest annually at a rate of 33% beginning on the first anniversary date of the grant, in each case. | 'which will vest annually at a rate of 33% beginning on the first anniversary date of the Merger, in each case. | ' | ' | ' | ' |
Stock compensation expense | $159,948 | $130,148 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of the stock options | 50,375 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock option, Forfeited | 1,527,500 | ' | ' | ' | ' | ' | ' | ' | 2,500 | 1,000,000 | ' | ' | ' | ' |
Loss in fair value of options | $3,273 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income_Taxes_Details
Income Taxes (Details) | 3 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Summary of Company's effective tax rate reconciliation | ' | ' |
Statutory rate | 34.00% | 34.00% |
State income taxes | 10.00% | 5.80% |
Permanent differences | 24.60% | ' |
Valuation allowance | -68.60% | -39.80% |
Other | ' | ' |
Total | 0.00% | 0.00% |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | Sep. 30, 2013 | Jun. 30, 2013 |
Summary of principal components of deferred tax assets and (liabilities) | ' | ' |
Net operating losses carryforward | $2,326,796 | $2,002,842 |
Start-up costs and fixed assets, net of amortization | 120,011 | 60,005 |
Property and equipment | 87,709 | 56,270 |
Stock based compensation | 275,897 | 192,786 |
Gross deferred taxes | 2,809,782 | 2,311,903 |
Valuation allowance | -2,809,782 | -2,311,903 |
Net deferred taxes | ' | ' |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 3 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | |
Income Taxes (Textual) | ' | ' | ' |
Gross deferred taxes of federal and state | $2,809,782 | ' | $2,311,903 |
Operating loss carryforwards, expiration date | 30-Sep-33 | ' | ' |
Valuation reserve | 100.00% | ' | ' |
Federal statutory income tax rate | 34.00% | 34.00% | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Related Party Transactions (Textual) | ' | ' |
Due to Gold Grenade | $162,082 | $149,898 |
Product development fees payable to Gold Grenade | $276,450 | $202,700 |