DecisionPoint Systems (DPSIP) 10-Q14 Nov 132013 Q3 Quarterly reportFinancial data

Company Profile

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
Document and Entity Information	Sep. 30, 2013	Oct. 31, 2013
Document and Entity Information [Abstract]	'	'
Entity Registrant Name	'DecisionPoint Systems, Inc.	'
Entity Central Index Key	'0001505611	'
Amendment Flag	'false	'
Current Fiscal Year End Date	'--12-31	'
Document Type	'10-Q	'
Document Period End Date	30-Sep-13	'
Document Fiscal Year Focus	'2013	'
Document Fiscal Period Focus	'Q3	'
Entity Filer Category	'Smaller Reporting Company	'
Entity Common Stock, Shares Outstanding	'	12,144,096

Unaudited_Condensed_Consolidat

Unaudited Condensed Consolidated Balance Sheets (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Current assets	'	'
Cash	$270	$1,103
Accounts receivable, net	12,685	12,287
Due from related party	195	202
Inventory, net	918	811
Deferred costs	3,773	3,955
Deferred tax assets	47	48
Prepaid expenses and other current assets	919	302
Total current assets	18,807	18,708
Property and equipment, net	139	179
Other assets, net	151	205
Deferred costs, net of current portion	1,810	2,124
Goodwill	8,485	8,571
Intangible assets, net	4,472	6,023
Total assets	33,864	35,810
Current liabilities	'	'
Accounts payable	13,036	11,080
Accrued expenses and other current liabilities	3,040	2,895
Lines of credit	4,247	3,430
Current portion of debt	1,963	1,800
Due to related parties	160	1
Accrued earn out consideration	331	1,186
Warrant liability	933	'
Unearned revenue	6,639	7,409
Total current liabilities	30,349	27,801
Long term liabilities	'	'
Unearned revenue, net of current portion	2,472	2,883
Debt, net of current portion and discount	2,099	2,922
Accrued earn out consideration, net of current portion	154	159
Deferred tax liabilities	1,038	1,078
Other long term liabilities	76	80
Total liabilities	36,188	34,923
Commitments and contingencies and subsequent event	'	'
STOCKHOLDERS' EQUITY	'	'
Cumulative Convertible Preferred stock, $0.001 par value, 10,000,000 shares authorized, 1,105,155 shares issued and outstanding, including cumulative and imputed preferred dividends of $586 and $361, and with a liquidation preference of $8,983 and $8,758 at September 30, 2013 and December 31, 2012, respectively	7,609	7,370
Common stock, $0.001 par value, 100,000,000 shares authorized, 12,297,979 issued and 12,144,096 outstanding as of September 30, 2013, and 9,300,439 issued and 9,146,556 outstanding as of December 31, 2012	12	9
Additional paid-in capital	16,621	16,132
Treasury stock, 153,883 shares of common stock	-205	-205
Accumulated deficit	-25,720	-21,674
Unearned ESOP shares	-664	-767
Accumulated other comprehensive income	23	22
Total stockholders' (deficit) equity	-2,324	887
Total liabilities and stockholders' equity	$33,864	$35,810

Unaudited_Condensed_Consolidat1

Unaudited Condensed Consolidated Balance Sheets (Parentheticals) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Statement Of Financial Position [Abstract]	'	'
Preferred stock, par value (in dollars per share)	$0.00	$0.00
Preferred stock, shared authorized	10,000,000	10,000,000
Preferred stock, shares issued	1,105,155	1,105,155
Preferred stock, shares outstanding	1,105,155	1,105,155
Preferred stock, dividends (in dollars)	$586	$361
Preferred Stock, Liquidation preference (in dollars)	$8,983	$8,758
Common stock, par value (in dollars per share)	$0.00	$0.00
Common stock, shared authorized	100,000,000	100,000,000
Common Stock, shares issued	12,297,979	9,300,439
Common stock, shares outstanding	12,144,096	9,146,556
Treasury stock, shares	153,883	153,883

Unaudited_Condensed_Consolidat2

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Income Statement [Abstract]	'	'	'	'
Net sales	$17,575	$18,567	$46,067	$54,144
Cost of sales	14,113	14,445	36,216	42,559
Gross profit	3,462	4,122	9,851	11,585
Selling, general and administrative expense	4,485	4,741	13,981	13,370
Adjustment to earn-out obligations	-820	'	-820	'
Operating loss	-203	-619	-3,310	-1,785
Other expense:	'	'	'	'
Interest expense	241	350	723	698
Other income, net	-168	-19	-182	-80
Total other expense	73	331	541	618
Net loss before income taxes	-276	-950	-3,851	-2,403
Provision (benefit) for income taxes	-109	64	-466	132
Net loss	-167	-1,014	-3,385	-2,535
Cumulative and imputed preferred stock dividends	-223	-249	-661	-710
Net loss attributable to common shareholders	-390	-1,263	-4,046	-3,245
Net loss per share -	'	'	'	'
Basic and diluted	($0.04)	($0.15)	($0.44)	($0.42)
Weighted average shares outstanding -	'	'	'	'
Basic and diluted	10,019,109	8,182,103	9,117,969	7,698,635
Comprehensive loss	($166)	($992)	($3,383)	($2,507)

Unaudited_Consolidated_Stateme

Unaudited Consolidated Statements of Stockholders' Equity (Deficit) (USD $)	Total	Convertible Preferred stock	Common stock	Additional paid-in capital	Treasury stock	Accumulated deficit	Unearned ESOP shares	Accumulated other comprehensive income
In Thousands	Total	Convertible Preferred stock	Common stock	Additional paid-in capital	Treasury stock	Accumulated deficit	Unearned ESOP shares	Accumulated other comprehensive income
Balance at Dec. 31, 2012	$887	$7,370	$9	$16,132	($205)	($21,674)	($767)	$22
Balance, Shares at Dec. 31, 2012	'	1,105	9,300	'	'	'	'	'
Net loss	-3,385	'	'	'	'	-3,385	'	'
Foreign currency translation adjustment	1	'	'	'	'	'	'	1
Common stock issued to employee as part of a specified portion of their regular annual cash bond	83	'	'	83	'	'	'	'
Common stock issued to employee as part of a specified portion of their regular annual cash bond, Shares	'	'	71	'	'	'	'	'
Common stock issued in private placement, net of costs	403	'	3	400	'	'	'	'
Common stock issued in private placement, net of costs, Shares	'	'	2,927	'	'	'	'	'
Employee stock-based compensation	6	'	'	6	'	'	'	'
Accrued dividends on preferred stock	-422	239	'	'	'	-661	'	'
Principal payment from ESOP	103	'	'	'	'	'	103	'
Balance at Sep. 30, 2013	($2,324)	$7,609	$12	$16,621	($205)	($25,720)	($664)	$23
Balance, Shares at Sep. 30, 2013	'	1,105	12,298	'	'	'	'	'

Unaudited_Condensed_Consolidat3

Unaudited Condensed Consolidated Statements of Cash Flows (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012
Cash flows from operating activities:	'	'
Net loss	($3,385)	($2,535)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:	'	'
Depreciation and amortization	1,497	992
Amortization of deferred financing costs and note discount	140	160
Employee stock-based compensation	6	50
Non-employee stock-based compensation	'	341
Non-cash interest income	'	-24
Acquisition earn-out adjustment	-820	'
Change in fair value of warrants	-166	'
ESOP compensation expense	104	98
Deferred taxes, net	-5	28
Allowance for doubtful accounts	56	13
Loss on disposal of property and equipment	13	'
Changes in operating assets and liabilities:	'	'
Accounts receivable	-468	3,899
Due from related party	'	-357
Inventory, net	-107	-184
Deferred costs	496	-583
Prepaid expenses and other current assets	-578	179
Other assets, net	5	-11
Accounts payable	1,961	-572
Accrued expenses and other current liabilities	106	178
Due to related parties	158	-791
Unearned revenue	-1,163	-186
Net cash (used in) provided by operating activities	-2,150	695
Cash flows from investing activities	'	'
Cash paid for acquisitions	'	-5,051
Purchases of property and equipment	-33	-50
Net cash used in investing activities	-33	-5,101
Cash flows from financing activities	'	'
(Repayments) borrowings from lines of credit, net	817	718
Proceeds from issuance of term debt	1,000	4,033
Cash received in reverse recapitalization, net of expenses	'	1,500
Repayment of debt	-1,552	-962
Paid financing costs	-119	-296
Dividends paid	-296	-482
Common stock issued in private placement, net of costs	1,502	'
Net cash provided by financing activities	1,352	4,511
Effect on cash of foreign currency translation	-2	-79
Net (decrease) increase in cash	-833	26
Cash at beginning of period	1,103	366
Cash at end of period	270	392
Supplemental disclosures of cash flow information:	'	'
Interest paid	705	858
Income taxes paid	234	56
Supplemental disclosure of non-cash financing activities:	'	'
Accrued and imputed dividends on preferred stock	661	261
Warrants issued in connection with common stock private placement	$1,099	'

DESCRIPTION_OF_BUSINESS

DESCRIPTION OF BUSINESS	9 Months Ended
DESCRIPTION OF BUSINESS	Sep. 30, 2013
Organization, Consolidation and Presentation Of Financial Statements [Abstract]	'
DESCRIPTION OF BUSINESS	'
	NOTE 1 - DESCRIPTION OF BUSINESS

	Description of Business

	DecisionPoint Systems, Inc. (“DecisionPoint”, “Company”), through its subsidiaries is a provider of Enterprise Mobility Systems. Enterprise Mobility Solutions are those computer systems that give an enterprise the ability to connect to people, control assets, and transact business from any location by using mobile computers, tablet computers, and smartphones to securely connect the mobile worker to the back office software systems that run the enterprise. Technologies that support Enterprise Mobility Solutions include national wireless carrier networks, Wi-Fi, local area networks, mobile computers, smartphones and tablets, mobile software applications, middleware and device security and management software. The Company also provides professional services, proprietary and third party software and software customization as an integral part of its customized solutions for its customers. The proprietary suite of software products utilizes the latest technologies to empower the mobile worker in many areas including merchandising, sales and delivery, field service, logistics and transportation, and warehouse management.

BASIS_OF_PRESENTATION_LIQUIDIT

BASIS OF PRESENTATION, LIQUIDITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Sep. 30, 2013

Accounting Policies [Abstract]

BASIS OF PRESENTATION, LIQUIDITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 - BASIS OF PRESENTATION, LIQUIDITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all of the adjustments (consisting of normal recurring accruals and adjustments) necessary to present fairly the consolidated financial position, results of operations and cash flows of the Company at the dates and for the periods indicated. The interim results for the periods ended September 30, 2013, are not necessarily indicative of results for the full 2013 fiscal year or any other future interim periods.

The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, DecisionPoint Systems International and Apex Systems Integrators, Inc. (“Apex”). DecisionPoint Systems International has two wholly-owned subsidiaries, DecisionPoint Systems Group, Inc. (“DPS Group”) and CMAC, Inc. (“CMAC”). Apex was acquired on June 4, 2012, and as such, the operating results of Apex have been consolidated into the Company’s consolidated results of operations beginning on June 5, 2012. In addition, on July 31, 2012, the Company consummated an asset purchase agreement (“Asset Purchase Agreement”) with MacroSolve, Inc. Pursuant to the Asset Purchase Agreement, the Company purchased the business (including substantially all the related assets) of the seller’s Illume Mobile division (“Illume Mobile”) and is a division of the Company. The Company currently operates in one business segment.

The preparation of unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the recorded amounts reported therein. Certain accounting policies involve judgments and uncertainties to such an extent that there is reasonable likelihood that materially different amounts could have been reported under different conditions, or if different assumptions had been used. The Company evaluates its estimates and assumptions on a regular basis. The Company uses historical experience and various other assumptions that are believed to be reasonable under the circumstances to form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ materially from these estimates and assumptions used in preparation of the unaudited condensed consolidated financial statements.

These unaudited condensed consolidated financial statements have been prepared by management and should be read in conjunction with the audited consolidated financial statements of DecisionPoint Systems, Inc. and notes thereto for the year ended December 31, 2012, included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 28, 2013.

Liquidity

In the quarter ended September 30, 2013, the Company experienced a decrease in revenue of $1.0 million compared to the quarter ended September 30, 2012, and a $2.9 million increase in revenue compared to the previous sequential quarter ended June 30, 2013. In the nine months ended September 30, 2013, the Company incurred approximately $1.3 million in increased expenses due to professional fees relating to capital raising activities, including the registration of common shares as a result of the Series D Preferred Stock offering completed in December 2012 and the private placement of common stock completed in August 2013 and associated audit fees, and other matters such as employee termination costs. The Company experienced a net loss of $0.2 million and $3.4 million for the three and nine month periods ended September 30, 2013. In addition, the Company has a substantial working capital deficit totaling $(11.5) million at September 30, 2013. Although a portion of this deficit is associated with deferred costs and unearned revenues and term debt that has been classified current due to expected future covenant violations (see further discussion at Note 8), the liabilities of the Company that are expected to be satisfied in the foreseeable future in cash exceed the operating assets that are expected to be satisfied in cash.

To address this, the Company has plans to seek additional capital through sales of our securities. There is no assurance additional funding will be available on terms acceptable to us, or at all. If the Company raises additional funds by selling additional shares of our capital stock, or securities convertible into shares of our capital stock, the ownership interest of our existing shareholders will be diluted. The Company is also reducing non-essential expenses and completing the integration of our acquisitions of Apex and Illume Mobile, which is expected to result in further cost savings. Such expense reduction measures include, but are not limited to, consolidation of administrative personnel, consolidation of information technology environments, reduction of outsourced consulting expertise and replacing certain service providers with lower cost providers. The result of these activities has reduced the expense structure of the consolidated business, however this reduction has not been material to date and we do not anticipate it becoming material in the foreseeable future.

On August 15, 2013, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with multiple accredited investors for the sale of common stock for gross proceeds of $1,756,400 (including $100,000 from management and existing shareholders of the Company) for 2,927,333 shares of common stock. The effective price of the offering was $0.60 per share of common stock. An initial closing for $1,556,400 was held on August 15, 2013. The final closing for $200,000 was held on August 21, 2013. Additionally, pursuant to the Purchase Agreement, the Company issued 1,463,667 warrants to multiple accredited investors at an exercise price of $1.00 per share. Further, the Company issued 292,733 warrants to the placement agent at an exercise price of $0.60 per share. The warrants received liability accounting treatment under existing accounting standards. The Company received net proceeds of approximately $1.5 million from the offering, after deducting the placement agent’s fees of 10% and other offering expenses. (see Note 9 – Stockholders’ Equity and Note 3 – Warrant Liability).

In November 2013, the Company entered into definitive subscription agreements (“Series E Purchase Agreement”) with accredited investors for the sales of $3,835,000 in gross proceeds for 383,500 shares of Series E Convertible Preferred Stock (“Series E Preferred Shares”) for a purchase price of $10.00 per share. The initial Conversion Price is $0.50, subject to adjustment in the event of stock splits, stock dividends and similar transactions, and in the event of subsequent equity sales at a lower price per share, subject to certain exceptions. The Company received net proceeds of approximately $3.4 million (net of the fair value of placement agent warrants) from the initial closing, after deducting the placement agent’s fees of 8% and other offering expenses. The Company issued to the Placement Agent five-year warrants to purchase 767,000 shares of our common stock (equal to 10% of the number of shares of common stock underlying the Series E Preferred Shares sold under the Series E Purchase Agreement) at an exercise price of $0.55 per share, in connection with the Series E Purchase Agreement initial closing. The Company expects to close a second round of Series E Preferred Shares with gross proceeds of $300,000-$700,000 shortly thereafter. (see Note 13 – Subsequent Event).

During 2012 and 2013, all principal payments on the Company’s term debt were made within payment terms. The Company was not in compliance with certain financial covenants under the agreements with Royal Bank of Canada (“RBC Credit Agreement”) and BDC, Inc. (“BDC Credit Agreement”) as of December, 31, 2012, March 31, 2013 and June 30, 2013. The Company has received waivers for non-compliance for past covenant violations. On August 22, 2013, the BDC Credit Agreement was amended and certain financial covenants were modified. Pursuant to the amended loan agreement, the Company is required to maintain, for the duration of the investment, a term debt to equity ratio not exceeding 1.1:1 (measured annually); and an adjusted current ratio of 0.40:1 (measured annually) and revised annually 120 days after each year end. We were in compliance with all of our BDC financial covenants as of September 30, 2013. We expect to continue to meet the requirements of our BDC financial covenants over the short and long term. On August 16, 2013 the RBC Credit Agreement was amended and certain financial covenants were modified. Pursuant to the amended credit agreement and commencing with the fiscal year ending December 31, 2013, the Company is required to maintain a fixed coverage ratio, calculated on a consolidated basis of not less than 1.15:1 with a step-up to 1.25:1 as of March 31, 2014, tested on a rolling four quarter basis thereafter and a ratio of funded debt to EBITDA, calculated on an annual consolidated basis of not greater than 3.0:1, tested on a rolling four quarter basis thereafter. As part of the revised financial covenants, covenant testing was waived by RBC for September 30, 2013. The Company does not believe that it will be in compliance with the reset covenants at December 31, 2013. Although management of the Company believes it is improbable that RBC will exercise their rights up to, and including, acceleration of the outstanding debt, there can be no assurance RBC will not exercise their rights pursuant to the provisions of the debt obligation. Accordingly, the Company has classified this debt obligation as current at September 30, 2013 (see Note 8 – Term Debt).

At October 31, 2013, the outstanding balance on the line of credit with Silicon Valley Bank (“SVB”) is $3.7 million, down from $4.1 million at September 30, 2013, and the availability under the line of credit has decreased to $1.6 million (see Note 7 – Lines of Credit). The Company relies on the line of credit to fund daily operating activities maintaining very little cash on hand. As of December 31, 2012, the Company was in compliance with all of its financial covenants with SVB. As of May 31, 2013 and June 30, 2013, the Company was not in compliance with the Tangible Net Worth financial covenant as defined in the amended SVB Loan Agreement. SVB agreed to temporarily forbear exercising their rights and remedies under the facility until August 28, 2013 and agreed to waive the existing covenant violations if a gross capital raise of $1.5 million was completed by such date. The Company completed the capital raise and was able to achieve compliance with the forbearance agreement prior to August 28, 2013. Except for any capital raises through August 28, 2013, the minimum Tangible Net Worth requirement of a $(9.7) million deficit will be further reduced by one half of any funds raised through sales of common stock (as only 50% of additional capital raises are given credit in the Tangible Net Worth calculation). As of September 30, 2013, the Company was in compliance with the Tangible Net Worth financial covenant and had available a $0.3 million cushion over the requirement. In November 2013, the Company entered into a definitive subscription agreement with accredited investors for the sale of Series E Preferred Stock, raising $3.8 million in gross proceeds (See Note 13). Given the effect of the capital raise ($3.8 million in gross proceeds, net of $400,000 in costs) closed to date in November, the Company believes that at the time of this filing it is compliant with the terms and provisions of its SVB lending agreement and expects to continue to meet the requirements of our SVB financial covenants over the short and long term. The Company is in currently discussions with SVB regarding the Tangible Net Worth covenant and a reduction of the 50% of additional capital raised to 25% of capital raised in November 2013. Should the Company continue to incur losses in a manner consistent with its recent historical financial performance, the Company will violate this covenant without additional net capital raises in amounts that are approximately twice the amount of the losses incurred.

In the near term, the Company’s successful restructuring of its operations and reduction of operating costs and/or its ability to raise additional capital at acceptable terms is critical to its ability to continue to operate for the foreseeable future. If the Company continues to incur operating losses and/or does not raise sufficient additional capital, material adverse events may occur including, but not limited to, 1) a reduction in the nature and scope of the Company’s operations, 2) the Company’s inability to fully implement its current business plan and/or 3) continued defaults under the various loan agreements. A covenant default would give the bank the right to demand immediate payment of all outstanding amounts which the Company would not be able to repay out of normal operations. There are no assurances that the Company will successfully implement its plans with respect to these liquidity matters. The unaudited condensed consolidated financial statements do not reflect any adjustment that may be required resulting from the adverse outcome relating to this uncertainty.

Summary of Significant Accounting Policies

There have been no material changes to the Company's significant accounting policies during the nine months ended September 30, 2013. See Footnote 2 of the Company's consolidated financial statements included in the Company's 2012 Annual Report on Form 10-K filed on March 28, 2013, for a comprehensive description of the Company's significant accounting policies.

Concentration of Credit Risk - The Company derived approximately 9.8% and 13.3% of revenues from one customer, and 21.1% and 26.2% of revenues from the top three customers in the nine months ended September 30, 2013 and 2012, respectively. Additionally there was one customer which comprised 15.5% of accounts receivable at September 30, 2013. Customer mix can shift significantly from year to year, but a concentration of the business with a few large customers is typical in any given year. A decline in revenues could occur if a customer which has been a significant factor in one financial reporting period gives significantly less business in the following period.

The Company’s contracts with these customers and other customers do not include any specific purchase requirements or other requirements outside of the normal course of business. The majority of customer contracts are on an annual basis for service support while on a purchase order basis for hardware purchases. Typical hardware sales are submitted on an estimated order basis with subsequent follow on orders for specific quantities. These sales are ultimately subject to the time that the units are installed at each of the customer locations as per their requirements. Service contracts are purchased on an annual basis generally and are the performance responsibility of the actual service provider as opposed to the Company. Termination provisions are generally standard clauses based upon non-performance, but a customer can cancel with a certain reasonable notice period anywhere from 30 to 90 days. General industry standards for contracts provide ordinary terms and conditions, while actual work and performance aspects are usually dictated by a Statement of Work which outlines what is being ordered, product specifications, delivery, installation and pricing.

Translation of Foreign Currencies - The Company's functional currency is the U.S. dollar. The financial statements of the Company's foreign subsidiary is measured using the local currency, in this case the Canadian dollar (CDN$), as its functional currency and is translated to U.S. dollars for reporting purposes. Assets and liabilities of the subsidiary are translated at exchange rates as of the balance sheet dates. Revenues and expenses of the subsidiary are translated at the rates of exchange in effect during the year.

Comprehensive Loss - Comprehensive loss is comprised of net loss and other comprehensive loss. The only component of comprehensive loss is the foreign currency translation adjustments, which were nominal in amount. There was no tax effect allocated to any component of other comprehensive loss during the periods presented.

Fair Value Measurement - Financial assets and liabilities are measured at fair value, which is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The following is a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value:

•

Level 1 — Quoted prices in active markets for identical assets or liabilities.

•

Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, 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 assets or liabilities.

•

Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The following table presents the Company’s warrant liability measured at fair value on a recurring basis as of September 30, 2013 and December 31, 2012, aggregated by the level in the fair-value hierarchy within which those measurements fall (in thousands):

Balance

Quoted prices in active markets

Significant other observable inputs

Significant other unobservable inputs

(Level 1)

(Level 2)

(Level 3)

Balance at December 31, 2012

Balance at September 30, 2013

933

The following table presents the activity for liabilities measured at estimated fair value using unobservable inputs (Level 3) from December 31, 2012 through September 30, 2013 (in thousands):

Level 3

Balance at December 31, 2012

Fair value of derivative warrants issued in connection with share purchase agreement (see Note 3)

1,099

Adjustments to fair value (reflected in other income)

(166

)

Balance at September 30, 2013

933

Reclassifications - Certain reclassifications have been made to prior years to conform to current period financial statement presentation with no effect on our previously reported consolidated financial position, results of operations, or cash flows.

WARRANT_LIABILITY

WARRANT LIABILITY	9 Months Ended
WARRANT LIABILITY	Sep. 30, 2013
Warrant Liability [Abstract]	'
Warrant liablity	'
	NOTE 3 – WARRANT LIABILITY

	The Company has determined that certain warrants the Company has issued contain provisions that protect the holders from future issuances of the Company’s Common Stock at prices below such warrants’ then in effect respective exercise prices (see Note 9). These provisions could result in modification of the warrants then in effect exercise price. The Company evaluated the following guidance ASC 480-10 Distinguishing Liabilities from Equity and ASC 815-40 Contracts in an Entity’s Own Equity. Pursuant to this guidance, the Company’s management concluded these instruments do not meet the criteria for classification as equity treatment and must be recorded as a liability as a result of the terms in the warrants that provide for price protection in the event of a future issuance. The Company recognized these Warrants as liabilities at their fair value and re-measures them at fair value on each reporting date. ASC 820 Fair Value Measurement provides requirements for disclosure of liabilities that are measured at fair value on a recurring basis in periods subsequent to the initial recognition (see Note 2).

	The Company uses Level 3 inputs for its valuation methodology for the warrant derivative liabilities. The estimated fair values were determined using a Monte Carlo option pricing model based on various assumptions. The Company’s derivative liabilities are adjusted to reflect estimated fair value at each period end, with any decrease or increase in the estimated fair value being recorded in other income or expense accordingly, as adjustments to the fair value of derivative liabilities. Various factors are considered in the pricing models the Company uses to value the warrants, including the Company’s current stock price, the remaining life of the warrants, the volatility of the Company’s stock price, and the risk-free interest rate. In addition, as of the valuation dates, management assessed the probabilities of future financing assumptions in the Monte Carlo valuation models. Future changes in these factors will have a significant impact on the computed fair value of the warrant liability. As such, the Company expects future changes in the fair value of the warrants to continue to vary from quarter to quarter.

	The Company revalues the warrants as of the end of each reporting period. The estimated fair value of the outstanding warrant liabilities was approximately $0.9 million and $0.0 million, as of September 30, 2013 and December 31, 2012, respectively. The change in fair value of the derivative liabilities for the three and nine months ended September 30, 2013 was approximately $166,000 and is included in other income in the unaudited condensed consolidated statement of operations and comprehensive loss.

	The derivative warrant liabilities were valued at the closing dates of the Purchase Agreement (see Note 9 (c)) and the end of each reporting period using a Monte Carlo valuation model with the following assumptions:

		Placement Agent Warrants						Investor Warrants
	Investor Warrants	September			August			September			August			August
	Investor Warrants	30, 2013			21, 2013			30, 2013			21, 2013			15, 2013

	Closing price per share of common stock	$	0.63		$	0.84		$	0.63		$	0.84		$	0.69
	Exercise price per share (range)		0.6			0.6			1			1			1
	Expected volatility		132.1	%		134.9	%		132.1	%		134.9	%		134.1	%
	Risk-free interest rate		1.4	%		1.6	%		1.4	%		1.6	%		1.6	%
	Dividend yield		-			-			-			-			-
	Remaining expected term of underlying securities (years)		4.9			5			4.9			5			5

LOSS_PER_COMMON_SHARE

LOSS PER COMMON SHARE	9 Months Ended
LOSS PER COMMON SHARE	Sep. 30, 2013
Earnings Per Share [Abstract]	'
LOSS PER COMMON SHARE	'
	NOTE 4 – LOSS PER COMMON SHARE

	Basic loss per share is computed by dividing the loss available to common shareholders by the weighted-average number of common shares outstanding. Diluted loss per share is computed similarly to basic loss per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. The weighted-average basic and diluted shares for each of the nine months ended September 30, 2013 and 2012 exclude approximately 0.5 million of ESOP shares that have not been committed to be released.

	For periods presented in which there is a net loss, potentially dilutive securities are excluded from the computation of fully diluted net loss per share as their effect is anti-dilutive. All potentially dilutive securities are anti-dilutive due to the net loss incurred by the Company in the periods presented.

	Potential dilutive securities consist of (in thousands):

		Nine Months Ended September 30,
		2013		2012

	Convertible preferred stock - Series A		270		270
	Convertible preferred stock - Series B		131		131
	Convertible preferred stock - Series C		-		1,415
	Convertible preferred stock - Series D		7,824		-
	Warrants to purchase common stock		2,737		277
	Options to purchase common stock		544		642

	Total potentially dilutive securities		11,506		2,735

BUSINESS_COMBINATIONS

BUSINESS COMBINATIONS	9 Months Ended
	Sep. 30, 2013
Business Combinations [Abstract]	'
BUSINESS COMBINATIONS	'
	NOTE 5 – BUSINESS COMBINATIONS

	Illume Mobile

	On July 31, 2012 (“Illume Closing Date”), the Company consummated an asset purchase agreement (“Asset Purchase Agreement”) with MacroSolve, Inc. Pursuant to the Asset Purchase Agreement, the Company purchased the business (including substantially all the related assets) of the seller’s Illume Mobile division (“Illume Mobile”), based in Tulsa, Oklahoma. Founded in 1996, Illume Mobile is a mobile business solutions provider that serves mobile products and platforms. Illume Mobile’s initial core business is the development and integration of business applications for mobile environments. The Company accounted for the transaction using the purchase method of accounting and the operating results for Illume Mobile have been consolidated into the Company’s results of operations beginning on August 1, 2012.

	In consideration for the business of Illume Mobile, the Company paid $1,000,000, of which $250,000 was paid in cash and $750,000 was paid in the form of 617,284 shares of the Company’s common stock. The Company valued the shares issued in conjunction with the acquisition at $697,531.

	Pursuant to the Asset Purchase Agreement, the Company was required to make an additional payment (“Earn Out Payment”) to the seller of up to $500,000 of which 50% will be paid in cash, and 50% will be paid in shares of the common stock of the Company. The value of the shares will be based on the closing price of the Company’s common stock on the one year anniversary of the Illume Closing Date, July 31, 2013. The fair value of the Earn Out Payment was calculated to be approximately $107,000 at the Closing Date. At September 30, 2013, the calculated Earn Out Payment due under the Asset Purchase Agreement was zero. Accordingly, there is $0 accrued for the Earn Out Payment included in accrued earn out consideration in the unaudited condensed consolidated financial statements. The adjustment was recorded as a separate component of operating expenses in the unaudited condensed consolidated statement of operations and comprehensive loss as of September 30, 2013.

	Apex

	On June 4, 2012 (“Closing Date”), pursuant to a Stock Purchase Agreement (“Purchase Agreement”), the Company acquired all of the issued and outstanding shares of Apex, a corporation organized under the laws of the Province of Ontario, Canada. Apex is a provider of wireless mobile work force software solutions. Its suite of products utilizes the latest technologies to empower the mobile worker in many areas including merchandising, sales and delivery; field service; logistics and transportation; and, warehouse management. Its clients are North American companies that are household names whose products and services are used daily to feed, transport, entertain and care for people throughout the world.

	In consideration for the shares of Apex, the Company paid CDN$5,000,000 (US$4,801,000 at the Closing Date) (“Closing Amount”) in cash. The Company was required to pay up to an undiscounted amount of CDN$3,500,000 (US$3,360,700 at the Closing Date) in consideration for Apex achieving certain levels of adjusted earnings before interest, depreciation, taxes and amortization (“EBITDA”), as defined by the Purchase Agreement, in the period ended July 2013. The fair value of the earn out was calculated to be approximately CDN$1,076,000 (US$1,033,000 at the Closing Date). At September 30, 2013, the calculated Earn Out Payment due under the Purchase Agreement was CDN$341,000 (US$331,000). The seller has disputed the Company’s calculation (see Note 12). Accordingly, there is CDN$341,000 (US$331,000) recorded as potential additional purchase consideration in the unaudited condensed consolidated financial statements. The adjustment of CDN$735,000 (US$713,000) was recorded as a separate component of operating expenses in the unaudited condensed consolidated statement of operations and comprehensive loss as of September 30, 2013. The Company accounted for the transaction using the purchase method of accounting and the operating results for Apex have been consolidated into the Company’s results of operations beginning on June 5, 2012. The Company funded the purchase of Apex through borrowings as further explained below.

	As part of the Purchase Agreement, the Company is obligated to pay bonus consideration to the CEO of Apex. Such bonus is considered additional contingent purchase consideration as the Company is obligated to pay the bonus regardless of whether or not the CEO’s employment is retained. The fair value of the bonus was calculated to be approximately CDN$160,000 (US$153,000 at the Closing Date). At September 30, 2013 there is CDN$160,000 (US$154,000) recorded in accrued earn out consideration in the Company’s unaudited condensed consolidated balance sheets.

	Pro Forma Financial Information (unaudited):

	The following summarizes the Company’s unaudited consolidated results of operations for the three and nine months ended September 30, 2012 as if the Apex and Illume Mobile acquisitions had occurred on January 1, 2012: (in thousands except per share data):

		Three Months Ended						Nine Months Ended
		September 30, 2012						30-Sep-12
		As Reported			Pro Forma			As Reported			Pro Forma

	Net sales	$	18,567		$	18,669		$	54,144		$	56,346
	Net loss attributable to common shareholders		(1,263	)		(1,445	)		(3,245	)		(5,311	)

	Net loss per share - basic and diluted		(0.15	)		(0.18	)		(0.42	)		(0.69	)


	Included in the pro forma combined results of operations are the following adjustments for Apex: (i) amortization of intangible assets for the three and nine months ended September 30, 2012 of $0 and $572,000, respectively (ii) a net increase in interest expense for the three and nine months ended September 30, 2012 of $0 and $291,000, respectively.

	Included in the pro forma combined results of operations are the following adjustments for Illume Mobile: (i) amortization of intangible assets for the three and nine months ended September 30, 2012 of $18,000 and $125,000, respectively. Net loss per share assumes the 325,000 shares issued in connection with the Apex acquisition and the 617,284 shares issued in connection with the Illume Mobile acquisition are outstanding for the period presented.

	The historical financial information of Apex has been extracted for the periods required from the historical financial statements of Apex Systems Integrators, Inc. which were prepared in accordance with U.S. generally accepted accounting principles. The historical financial information of Illume Mobile has been derived from using internally generated management reports for the periods required.

	The unaudited pro forma financial information is not intended to represent or be indicative of the Company’s consolidated results of operations that would have been reported had the Apex and Illume Mobile acquisitions been completed as of the beginning of the period presented, nor should it be taken as indicative of the Company’s future consolidated results of operations.

	The combined amounts of Apex and Illume Mobile’s revenue and net loss since the respective acquisition dates included in the Company’s unaudited condensed consolidated statement of operations for the three and nine months ended September 30, 2013 were $0.7 million, ($0.1) million and $2.6 million, ($1.8) million, respectively, and for the three and nine months ended September 30, 2012 were $0.6 million, ($0.7) million and $0.7 million, ($1.2) million, respectively.

GOODWILL_AND_INTANGIBLE_ASSETS

GOODWILL AND INTANGIBLE ASSETS	9 Months Ended
GOODWILL AND INTANGIBLE ASSETS	Sep. 30, 2013
Goodwill and Intangible Assets Disclosure [Abstract]	'
GOODWILL AND INTANGIBLE ASSETS	'
	NOTE 6 – GOODWILL AND INTANGIBLE ASSETS

	The following summarizes the transaction affecting goodwill through September 30, 2013 (in thousands):

	Balance at December 31, 2012	$	8,571

	Effect of currency translation on Apex		(86	)
	Balance at September 30, 2013	$	8,485


	As of September 30, 2013 and December 31, 2012, the Company’s intangible assets and accumulated amortization consist of the following (in thousands):

		30-Sep-13								31-Dec-12
					Accumulated							Accumulated
		Gross			Amortization			Net		Gross		Amortization			Net

	Customer relationships	$	3,319		$	(1,498	)	$	1,821	$	3,373	$	(966	)	$	2,407
	Contractor and resume databases		675			(371	)		304		675		(270	)		405
	Tradename		878			(324	)		554		893		(193	)		700
	Internal use software		2,892			(1,137	)		1,755		2,978		(545	)		2,433
	Covenant not to compete		105			(67	)		38		105		(27	)		78

		$	7,869		$	(3,397	)	$	4,472	$	8,024	$	(2,001	)	$	6,023

	The effect of foreign currency translation on the goodwill and intangible assets for the nine months ended September 30, 2013 is approximately ($86,000) and ($120,000), respectively.

LINES_OF_CREDIT

LINES OF CREDIT	9 Months Ended
LINES OF CREDIT	Sep. 30, 2013
Line of Credit Facility [Abstract]	'
LINES OF CREDIT	'
	NOTE 7 – LINES OF CREDIT

	The Company has a $10.0 million revolving line of credit with Silicon Valley Bank (“SVB”) which provides for borrowings based upon eligible accounts receivable, as defined in the Loan Agreement (“SVB Loan Agreement”). Under the SVB Loan Agreement as amended, SVB has also provided the Company with a term loan as discussed at Note 8. The SVB Loan Agreement is secured by substantially all the assets of the Company and matures in February 2015. As of September 30, 2013, the outstanding balance on the line of credit is approximately $4.1 million and the interest rate is 7.0%. The line of credit has a certain financial covenant and other non-financial covenants. As of December 31, 2012, the Company was in compliance with all of its financial covenants with SVB. As of May 31, 2013 and June 30, 2013, the Company was not incompliance with the Tangible Net Worth covenant as defined in the amended SVB Loan Agreement. On August 16, 2013, the Company and SVB signed an agreement (“Forbearance Agreement”) where SVB agreed to temporarily forbear from exercising their rights and remedies under the facility until August 28, 2013 and agreed to waive the existing covenant violations, subject to the Company’s completion of a capital raise. The Company completed the capital raise and was able to achieve compliance with the forbearance agreement prior to August 28, 2013. Except for any capital raises through August 28, 2013, the minimum Tangible Net Worth requirement of a $(9.7) million deficit will be further reduced by one half of any funds raised through sales of common stock (as only 50% of additional capital raises are given credit in the Tangible Net Worth calculation). As of September 30, 2013, the Company was in compliance with the Tangible Net Worth financial covenant and had available a $0.3 million cushion over the requirement. In November 2013, the Company entered into a definitive subscription agreement with accredited investors for the sale of Series E Preferred Stock, raising $3.8 million in gross proceeds (See Note 13). Given the effect of the capital raise ($3.8 million in gross proceeds, net of $400,000 in costs) closed to date in November, the Company believes that at the time of this filing it is compliant with the terms and provisions of its SVB lending agreement and expects to continue to meet the requirements of our SVB financial covenants over the short and long term. The Company is in currently discussions with SVB regarding the Tangible Net Worth covenant and a reduction of the 50% of additional capital raised to 25% of capital raised in November 2013. Should the Company continue to incur losses in a manner consistent with its recent historical financial performance, the Company will violate this covenant without additional net capital raises in amounts that are approximately twice the amount of the losses incurred.

	Availability under the line of credit was approximately $4.3 million as of September 30, 2013 and $1.6 million as of October 31, 2013. The line of credit allows the Company to cause the issuance of letters of credit on account of the Company to a maximum of the borrowing base as defined in the Loan Agreement. No letters of credit were outstanding as of September 30, 2013 or December 31, 2012.

	On February 27, 2013, the SVB Loan Agreement was amended to provide for 1) an extension of the termination date of the line of credit to February 28, 2015, 2) the modification of the line of credit borrowing base, advance rate and financial covenants, 3) the inclusion of an additional $1.0 million term loan (See further discussion at Note 8, 5) a modification of the rate of interest of the line of credit to 3.75% above SVB’s prime rate and 5) other various terms and provisions.

	The Company is party to a credit agreement, dated June 4, 2012 (the “RBC Credit Agreement”) with Royal Bank of Canada (“RBC”). Under the RBC Credit Agreement, the revolving demand facility allows for borrowings up to CDN$200,000 based upon eligible accounts receivable. Interest is based on the Royal Bank Prime (“RBP”) plus 1.5% and is payable on demand. As of September 30, 2013, the outstanding balance on the line of credit was $180,000 and the interest rate is 4.5%. The RBC Credit Agreement is secured by the assets of Apex. The revolving demand facility has certain financial covenants and other non-financial covenants. As of June 30, 2013 and December 31, 2012, Apex was not in compliance with the Fixed Charge Coverage ratio covenant as defined in the RBC Credit Agreement. At June 30, 2013, Apex was not in compliance with the Maximum Funded Debt to EBITDA ratio covenant as defined in the RBC Credit Agreement. In March 2013 and May 2013, the Company received waivers for non-compliance of these covenants at December 31, 2012, March 31, 2013 and June 30, 2013. The covenants were reset by RBC on August 16, 2013. The Company does not believe that it will be in compliance with the reset covenants at December 31, 2013. See further discussion regarding this condition at Note 8.

	For the nine months ended September 30, 2013 and 2012, the Company’s interest expense for the lines of credit, including amortization of deferred financing costs, was approximately $262,000 and $251,000, respectively.

	RBC and SVB are party to a subordination agreement, pursuant to which RBC agreed to subordinate any security interest in assets of the Company granted in connection with the RBC Credit Agreement to SVB’s security interest in assets of the Company.

	Under the RBC Credit Agreement, the lender provided Apex with a term loan as discussed at Note 8.

TERM_DEBT

TERM DEBT	9 Months Ended
TERM DEBT	Sep. 30, 2013
Long-Term Debt, Unclassified [Abstract]	'
TERM DEBT	'
	NOTE 8 – TERM DEBT

	Term debt as of September 30, 2013, consists of the following (in thousands):


			Balance			Additions			Payments			Amortization of Note Discount		Effect of			Balance
			31-Dec-12											Currency			September 30,
														Translation			2013
	RBC term loan		$	2,090		$	-		$	(608	)	$	-	$	(68	)	$	1,414
	Note discount			(38	)		-						18	$	1			(19	)
	BDC term loan			1,705			-			-			-		(56	)		1,649
	Note discount			(31	)		-						5		1			(25	)
	SVB term loan			1,000			-			(750	)		-		-			250
	Note discount			(4	)		-			-			4		-			-
	SVB term loan-2			-			1,000			(194	)		-		-			806
	Note discount			-			(19	)		-			6		-			(13	)

	Total debt		$	4,722		$	981		$	(1,552	)	$	33	$	(122	)		4,062

	Less contractual current portion																	(1,377	)
	Less RBC debt long term classified as current																	(586	)

	Debt, net of current portion																$	2,099


	RBC Term Loan -- On June 4, 2012, Apex entered into the RBC Credit Agreement with RBC pursuant to which RBC made available certain credit facilities in the aggregate amount of up to CDN$2,750,000, including a term facility (“RBC Term Loan”) in the amount of CDN $2,500,000 (US$2,401,000 at the Closing Date). The RBC Term Loan accrues interest at Royal Bank Prime (“RBP”) plus 4% (7% at December 31, 2012). Principal and interest is payable over a three year period at a fixed principal amount of CDN $70,000 a month beginning in July 2012 and continuing through June 2015. Apex paid approximately $120,000 in financing costs, which has been recorded as deferred financing costs or note discount in the accompanying unaudited condensed consolidated balance sheet as of September 30, 2013, and is being amortized to interest expense over the term of the loan.

	In addition, the RBC Term Loan calls for mandatory repayments based on 20% of Apex’s free cash flow as defined in the RBC Credit Agreement, before discretionary bonuses based on the annual year end audited financial statements of Apex, beginning with the fiscal year ended December 31, 2012, and payable within 30 days of the delivery of the annual audited financial statements, and continuing every six months through December 31, 2014. This amount is estimated to be $0 at September 30, 2013 and December 31, 2012.

	The RBC Term Loan has certain financial covenants and other non-financial covenants. As of June 30, 2013 and December 31, 2012, Apex was not in compliance with the Fixed Charge Coverage ratio covenant as defined in the RBC Credit Agreement. At June 30, 2013, Apex was not in compliance with the Maximum Funded Debt to EBITDA ratio covenant as defined in the RBC Credit Agreement. In March 2013, May 2013 and August 2013, the Company received waivers for non-compliance of these covenants at December 31, 2012, March 31, 2013 and June 30, 2013. On August 16, 2013 the RBC Credit Agreement was amended and certain financial covenants were modified. Pursuant to the amended credit agreement and commencing with the fiscal year ending December 31, 2013, the Company is required to maintain a fixed coverage ratio, calculated on a consolidated basis of not less than 1.15:1 with a step-up to 1.25:1 as of March 31, 2014, tested on a rolling four quarter basis thereafter and a ratio of funded debt to EBITDA, calculated on an annual consolidated basis of not greater than 3.0:1, tested on a rolling four quarter basis thereafter. As part of the revised financial covenants, covenant testing was waived by RBC for September 30, 2013. The Company does not believe that it will be in compliance with the reset covenants at December 31, 2013. Although the Company believes it is improbable RBC will exercise their rights up to, and including, acceleration of the outstanding debt, there can be no assurance that RBC will not exercise their rights pursuant to the provisions of the debt obligation. Accordingly, the Company has classified the term debt obligation as current at September 30, 2013.

	BDC Term Loan -- On June 4, 2012, Apex also entered into a loan agreement (the “BDC Loan Agreement”) with BDC Capital, Inc. (“BDC”), pursuant to which BDC made available to Apex a term credit facility (“BDC Term Loan”) in the aggregate amount of CDN $1,700,000 (USD $1,632,000 at the Closing Date). The BDC Term Loan initially accrued interest at the rate of 12% per annum, and matures on June 23, 2016, with an available one year extension for a fee of 2%, payable at the time of extension. On April 29, 2013, the BDC Term Loan was amended to accrue interest at the rate of 12.5% per annum. In addition to the interest payable, consecutive quarterly payments of CDN$20,000 as additional interest are due beginning on June 23, 2012, and subject to compliance with bank covenants, Apex will make a mandatory annual principal payment in the form of a cash flow sweep which will be equal to 50% of the Excess Available Funds (as defined by the BDC Loan Agreement) before discretionary bonuses based on the annual year end audited financial statements of Apex. The maximum annual cash flow sweep in any year will be CDN$425,000. As of December 31, 2012 and at September 30, 2013, the Company estimates that the cash sweep will be approximately $0. Such payments will be applied to reduce the outstanding principal payment due on the maturity date. In the event that Apex’s annual audited financial statements are not received within 120 days of its fiscal year end, the full CDN$425,000 becomes due and payable on the next payment date. Apex paid approximately $70,000 in financing costs which has been recorded as deferred financing costs in the accompanying unaudited consolidated balance sheet as of September 30, 2013, and is being amortized to interest expense over the term of the loan.

	The terms of the BDC loan agreement also provide for a fee to BDC in the event of the occurrence of any of the following:

	(a)	if 50% or more of any company comprising Apex or the Company (consolidated assets or shares) is sold or merged with an unrelated entity; or

	(b)	if there is a change of control of Apex and/or the Company prior to the Maturity Date or any extended maturity date of the BDC Tern Loan,

	In the event of (a) or (b) above, Apex will pay to BDC a bonus in an amount equal to 2% of the aggregate value of Apex and the Company determined as at the closing date of such transaction, which bonus shall become due and payable at the time of the closing of such transaction. Notwithstanding any prepayment of the BDC Term Loan, the bonus and Apex’s obligation to pay same to the BDC will remain in full force and effect until the maturity date or any amended or extended maturity date agreed by the BDC such that in the event of any sale, initial public offering or similar transaction, Apex’s obligation to pay the bonus amount to the BDC will survive such prepayment.

	The BDC Loan Agreement contains certain financial and non-financial covenants. As of June 30, 2013 and December 31, 2012, Apex was not in compliance with the minimum working capital financial covenant. In March 2013, May 2013 and August 2013, the Company received waivers for non-compliance of these covenants at December 31, 2012, March 31, 2013 and June 30, 2013. On August 22, 2013, the BDC Term Loan was amended and certain financial covenants were modified. Pursuant to the amended loan agreement, the Company is required to maintain, for the duration of the investment, a term debt to equity ratio not exceeding 1.1:1 (measured annually); and an adjusted current ratio of 0.40:1 (measured annually) and revised yearly 120 days after each year end. We were in compliance with all of our BDC financial covenants as of September 30, 2013. We expect to continue to meet the requirements of our BDC financial covenants over the short and long term.

	In the event either or both of the RBC Loan Agreement or the BDC Loan Agreement were deemed to be in default, RBC or BDC, as applicable, could, among other things (subject to the rights of SVB as the Company’s senior lender), terminate the facilities, demand immediate repayment of any outstanding amounts, and foreclose on our assets. Any such action would require us to curtail or cease operations, as the Company does not currently have alternative sources of financing.

	SVB Term Loan - On December 31, 2010, pursuant to an Assumption and Amendment to Loan and Security Agreement ("Amended SVB Loan Agreement"), the Company borrowed $3.0 million (the “SVB Term Loan”) from Silicon Valley Bank (“SVB”). The SVB Term Loan was due in 36 equal monthly installments of principal plus interest beginning on February 1, 2011. The SVB Term Loan is secured by substantially all of the assets of the Company except for the assets of Apex. On May 20, 2011, pursuant to a Consent and Amendment to Loan and Security Agreement (“Amendment”), the maturity date was amended to April 30, 2012, with the remaining principal due on that date to be paid as a balloon payment. On September 27, 2011, the agreement was amended and certain covenants were replaced or modified resulting in the Company being in full compliance at September 30, 2011. The principal amount outstanding under the SVB Term Loan accrues interest at a fixed rate equal to 9% per annum. In addition, a final payment equal to 2% of the aggregate amount of the Term Loan is due on the earlier of the maturity date or the date the Term Loan is prepaid. This final payment of $60,000 has been recorded as a discount to the SVB Term Loan, which is being amortized to interest expense through December 2013, using the effective interest method.

	The Amended SVB Loan Agreement includes various customary covenants, limitations and events of default. Financial covenants, among others, include liquidity and fixed charge coverage ratios, minimum tangible net worth requirements and limitations on indebtedness. As of December 31, 2012, the Company was in compliance with all of its financial covenants with SVB. As of May 31, 2013 and June 30, 2013, the Company was not incompliance with the Tangible Net Worth covenant as defined in the Amended SVB Loan Agreement. On August 16, 2013, the Company and SVB signed an agreement (“Forbearance Agreement”) where SVB agreed to temporarily forbear from exercising their rights and remedies under the facility until August 28, 2013 and agreed to waive the existing covenant violations if a gross capital raise of $1.5 million is completed by such date. The Company completed the capital raise and was able to achieve compliance with the forbearance agreement prior to August 28, 2013. As of September 30, 2013, the Company was in compliance with the Tangible Net Worth financial covenant and had available a $0.3 million cushion over the requirement. In November 2013, the Company entered into a definitive subscription agreement with accredited investors for the sale of Series E Preferred Stock, raising $3.8 million in gross proceeds (See Note 13). Given the effect of the capital raise ($3.8 million in gross proceeds, net of $400,000 in costs) closed to date in November, the Company believes that at the time of this filing it is compliant with the terms and provisions of its SVB lending agreement and expects to continue to meet the requirements of our SVB financial covenants over the short and long term. The Company is in currently discussions with SVB regarding the Tangible Net Worth covenant and a reduction of the 50% of additional capital raised to 25% of capital raised in November 2013. See further discussion regarding this matter at Note 7.

	On September 27, 2011, pursuant to a Limited Waiver and Amendment to Loan and Security Agreement, the Loan Agreement was amended.

	On February 27, 2013, the Company entered into an amended the Loan and Security Agreement which provided an additional term loan of $1,000,000. The new term loan is due in 36 monthly installments of principal plus accrued interest beginning on April 1, 2013. The additional term loan accrues interest at 7.5% per annum.

	For the nine months ended September 30, 2013 and 2012, the Company’s interest expense on the term debt, including amortization of deferred financing costs, was approximately $439,000 and $331,000, respectively.

	In the event either or both RBC Loan Agreement and/or the BDC Loan Agreement were deemed to be in default, then the Amended SVB Loan agreement would be in default, which could, among other things, terminate the facility and term loan, demand immediate repayment of any outstanding amounts, and foreclose on our assets. Any such action would require us to curtail or cease operations, as the Company does not currently have alternative sources of financing.

STOCKHOLDERS_EQUITY

STOCKHOLDERS' EQUITY

9 Months Ended

Sep. 30, 2013

Stockholders' Equity Attributable To Parent [Abstract]

STOCKHOLDERS' EQUITY

NOTE 9 – STOCKHOLDERS’ EQUITY

The Company is authorized to issue two classes of stock designated as common stock and preferred stock. As of September 30, 2013, the Company is authorized to issue 110,000,000 total shares of stock. Of that amount, 100,000,000 shares are common stock, each having a par value of $0.001. The remaining 10,000,000 shares are preferred stock, each having a par value of $0.001, of which 500,000 shares are designated as Series A Preferred Stock, of which 269,608 are issued and outstanding, 500,000 shares are designated as Series B Preferred Stock, of which 131,347 are issued and outstanding, 5,000,000 shares are designated as Series C Preferred Stock, of which 0 shares are issued and outstanding and, 4,000,000 shares are designated as Series D Preferred Stock, of which 704,200 shares are issued and outstanding.

(a) Cumulative Convertible Preferred Stock

A summary of preferred stock outstanding as of September 30, 2013 is as follows (in thousands, except share data):

Description

Series A Preferred, $0.001 par value per share, 500,000 shares designated,

269,608 shares issued and outstanding, liquidation preference of $975

plus cumulative dividends of $344

1,319

Series B Preferred, $0.001 par value per share, 500,000 shares designated,

131,347 shares issued and outstanding, liquidation preference of $380

plus cumulative dividends of $85

465

Series D Preferred, $0.001 par value per share, 4,000,000 shares designated,

704,200 shares issued and outstanding, liquidation preference of $7,042

(net of $1,374 in issuance costs) plus imputed dividends of $157

5,825

Total convertible preferred stock

7,609

Series A Preferred Stock and Series B Preferred Stock

The holders of the Series A and Series B Preferred Stock shall be entitled to receive, when, as, and if declared by the Board of Directors, dividends at an annual rate of 8% of the stated value. The stated value of the Series A Preferred is $4.00 per share and the stated value of the Series B Preferred is $3.20 per share. Dividends shall be cumulative and shall accrue on each share of the outstanding preferred stock from the date of its issue.

The holders of the Series A and Series B Preferred Stock have no voting rights except on matters affecting their rights or preferences. Subject to the rights of the Series D Preferred Stock, upon any liquidation, dissolution or winding-up of the Company, the holders of the Series A (subject to the rights of the Series B Preferred) and Series B Preferred Stock shall be entitled to receive an amount equal to the stated value per share of $4.00 and $3.20, respectively, plus any accrued and unpaid dividends before any payments shall be made to the holders of any common stock or hereinafter issued preferred stock. The Series A Preferred Stock has preference over the Series B Preferred Stock in liquidation.

Each share of Series A Preferred Stock is convertible, at the option of the holder, at a conversion price of $4.00 per share. Each share of Series B Preferred Stock is convertible, at the option of the holder, at a conversion price of $3.20 per share.

Series C Preferred Stock

On December 20, 2012, the Company redeemed all issued and outstanding shares of Series C Preferred Stock using the proceeds generated from the sale of the Series D Preferred Stock.

Series D Preferred Stock

The Series D Preferred Stock has a Stated Value of $10.00 per share, votes on an as-converted basis with the common stock, and is convertible, at the option of the holder, into such number of shares of our common stock equal to the number of shares of Series D Preferred Stock to be converted, multiplied by the Stated Value, divided by the Conversion Price in effect at the time of the conversion. The initial Conversion Price is $1.00, subject to adjustment in the event of stock splits, stock dividends and similar transactions, and in the event of subsequent equity sales at a lower price per share, subject to certain exceptions. As a result of the subsequent sales of common stock on August 15, 2013 and August 21, 2013 (see Note 9(b)), the Conversion Price of the Series D Preferred Stock was reduced to $0.90. The Series D Preferred Stock entitles the holder to cumulative dividends, payable quarterly, at an annual rate of (i) 8% of the Stated Value during the three year period commencing on the date of issue, and (ii) 12% of the Stated Value commencing three years after the date of issue. We may, at the Company’s option, pay dividends in PIK Shares, in which event the applicable dividend rate will be 12% and the number of such PIK Shares issuable will be equal to the aggregate dividend payable divided by the lesser of (x) the then effective Conversion Price or (y) the average volume weighted average price of the Company’s common stock for the five prior consecutive trading days. On October 15, 2013, the Company paid a cash dividend of $142,000 on the Series D preferred Stock for the period from July 1, 2013 to September 30, 2013.

Upon any liquidation, dissolution or winding-up of our Company, holders of Series D Preferred Stock will be entitled to receive, for each share of Series D Preferred Stock, an amount equal to the Stated Value of $10.00 per share plus any accrued but unpaid dividends thereon before any distribution or payment may be made to the holders of any common stock, Series A Preferred Stock, Series B Preferred Stock, or subsequently issued preferred stock.

In addition, commencing on the trading day on which the closing price of the common stock is greater than $2.00 for thirty consecutive trading days with a minimum average daily trading volume of at least 5,000 shares for such period, and at any time thereafter, the Company may, in its sole discretion, effect the conversion of all of the outstanding shares of Series D Preferred Stock to common stock (subject to the condition that, all of the shares issuable upon such conversion may be re-sold without limitation under an effective registration statement or pursuant to Rule 144 under the Securities Act).

The Series D Preferred Stock holders also were granted registration rights which required the Company to file a registration statement with the SEC within 60 days of the final closing date (December 31, 2012), and to have the registration statement declared effective within 90 days thereafter. The initial registration statement was filed on February 12, 2013. Failure of the registration statement to be declared effective by May 12, 2013, resulted in a partial liquidated damage equal to 0.1% of the purchase price paid by each investor to become payable on each monthly anniversary until the registration statement was declared effective. On July 30, 2013, the registration statement was declared effective by the U.S. Securities and Exchange Commission. On October 15, 2013, the Company paid liquidated damages of $18,000.

Pursuant to the Series D Certificate of Designation, commencing two years from the termination or expiration of the offering of the Series D Preferred Stock (which termination occurred on December 31, 2012), and at any time thereafter, the Company in its sole discretion may redeem all of the outstanding shares of Series D Preferred Stock at a purchase price of $10.00 per share plus any accrued but unpaid dividends.

(b) Common Stock

For the nine months ended September 30, 2013

On August 15, 2013, the Company entered into a Purchase Agreement with multiple accredited investors relating to the issuance and sale of Common Stock in a private offering. On August 15, 2013, the initial closing date (the “Initial Closing”) of the Purchase Agreement, we sold (i) an aggregate of 2,594,000 shares of our Common Stock for $0.60 per share and (ii) Common Stock Purchase Warrants (the “Investor Warrants”) for the purchase of an aggregate of 1,297,000 shares for aggregate gross proceeds of $1,556,400. The Investor Warrants have a five-year term, an exercise price of $1.00 and contain certain provisions for anti-dilution and price adjustments in the event of a future offering.

On August 21, 2013, the final closing date (the “Final Closing”) of the Purchase Agreement, we sold (i) an aggregate of 333,333 shares of our Common Stock for $0.60 per share and (ii) 166,667 Investor Warrants for aggregate gross proceeds of $200,000.

For a period commencing on the Initial Closing and terminating on a date which is 24 months from the Initial Closing, in the event the Company issues or grants any shares of Common Stock or securities convertible, exchangeable or exercisable for shares of Common Stock pursuant to which shares of Common Stock may be acquired at a price less than $0.60 per share, then the Company shall promptly issue additional shares of Common Stock to the investors under the Purchase Agreement in an amount sufficient that the subscription price paid, when divided by the total number of shares issued (shares purchased under the Purchase Agreement plus the additional shares issued under this provision), will result in an actual price paid by the Subscriber per share of Common Stock equal to such lower price.

If the Company at any time while the Investor Warrants are outstanding, shall sell or grant an option to purchase, or sell or grant any right to reprice, or otherwise dispose of or issue any common stock or securities convertible, exchangeable or exercisable for shares of common stock (as, at an effective price per share less than the exercise price of the Investor Warrants then in effect, the exercise price of the Investor Warrants will be reduced to equal to such lower price

Pursuant to the terms in the Purchase Agreement, on September 23, 2013, the Company filed a Registration Statement on Form S-1 (the “Form S-1”) for the registration of the 2,927,333 shares of Common Stock and the 1,463,667 shares issuable upon exercise of the Investor Warrants sold under the Purchase Agreement. On October 4, 2013, the Form S-1 was declared effective by the SEC.

The Company paid the placement agent $175,600 in commissions (equal to 10% of the gross proceeds), and issued to the placement agent five-year warrants (the “Placement Agent Warrants”) to purchase 292,733 shares of our common stock (equal to 10% of the number of shares of common stock sold under the Purchase Agreement). The Placement Agent Warrants have a five-year term, an exercise price of $0.60 and contain provisions for anti-dilution and price adjustments in the event of a future offering.

If the Company at any time while the Placement Agent Warrants are outstanding, shall sell or grant an option to purchase, or sell or grant any right to reprice, or otherwise dispose of or issue any common stock or securities convertible, exchangeable or exercisable for shares of common stock, at an effective price per share less than the exercise price of the Placement Agent Warrants then in effect, the exercise price of the Placement Agent Warrants will be reduced to equal to such lower price.

The Company recorded the Investor Warrants and Placement Agent Warrants as a liability (see further disclosure at Note 3). Accordingly, the net proceeds raised ($1.7 million in gross offering proceeds, net of $0.2 million in cost), were allocated to the fair value of the warrant liability of $1.1 million and the remainder was recorded as equity ($0.4 million).

On April 26, 2013, the Company issued 70,207 shares of its common stock to 3 employees as part of a specified portion of their regular annual cash bonus.

For the year ended December 31, 2012

On June 4, 2012, the Company issued 325,000 shares of its common stock as consideration for acquisition related expenses in conjunction with the Apex transaction. The shares were valued at $341,000 and were recorded as part of selling, general and administrative expenses in the consolidated statement of operations and comprehensive loss as of December 31, 2012. (Note 5)

On July 31, 2012, pursuant to the Asset Purchase Agreement with MacroSolve, the Company issued 617,284 shares of its common stock to purchase the business of Illume Mobile, a division of MacroSolve. The shares were valued at $698,000 and were recorded as part of the purchase price. (Note 5)

On November 15, 2012, the Company entered into an agreement (the “Sigma Agreement”) with Sigma Opportunity Fund II, LLC (“Sigma Opportunity Fund”) and Sigma Capital Advisors, LLC (“Sigma Advisors”). Pursuant to the Sigma Agreement, the Company issued to the holders of the Series C Preferred Stock an aggregate of 175,364 shares of common stock as an anti-dilution adjustment.

For the nine months ended September 30, 2013

During the nine months ended September 30, 2013, the Company issued 1,463,667 Investor Warrants and 292,733 Placement Agent Warrants as discussed above. The exercise price of the Investor Warrants and the Placement Agent Warrants will be adjusted in the event of future issuances of the Company’s Common Stock at prices below the exercise price then in effect (“down-round” protection). The Company evaluated the following guidance ASC 480-10 Distinguishing Liabilities from Equity and ASC 815-40 Contracts in an Entity’s Own Equity. Based on this guidance, the Company’s management concluded these instruments are to be accounted for as liabilities instead of equity due to the down-round protection feature available on the exercise price of the Warrants. The Company recognized these Warrants as liabilities at their fair value and will re-measure them at fair value on each reporting date. ASC 820 Fair Value Measurement provides requirements for disclosure of liabilities that are measured at fair value on a recurring basis in periods subsequent to the initial recognition (see Note 2). Fair values for warrants are determined using the Monte-Carlo Simulation Model valuation technique. The Monte-Carlo Simulation Model valuation model provides for dynamic assumptions regarding volatility and risk-free interest rates within the total period to expected conversion. In addition, management assessed the probabilities of future financing assumptions.

As of August 15, 2013 and August 21, 2013, the dates of issuance, we recorded the warrant liability at $1,099,000. At September 30, 2013, the warrants were re-valued with a fair value of $933,000 with the difference of $166,000 recorded to other income in the unaudited condensed consolidated statement of operations and comprehensive loss.

The following table summarizes information about the Company’s outstanding common stock warrants as of September 30, 2013:

Total

Weighted

Warrants

Total

Average

Date

Strike

Outstanding

Exercise

Issued

Expiration

Price

and Exercisable

Price

Senior Subordinated Notes

9-Dec

14-Dec

3.62

138,260

500,000

Senior Subordinated Notes

9-Dec

14-Dec

4.34

138,260

600,000

Placement Agent Preferred Stock - Class D

12-Dec

17-Dec

1.1

704,200

774,620

Common Stock Investor Warrants

13-Aug

18-Aug

1,297,000

Common Stock Investor Warrants

13-Aug

18-Aug

166,667

Placement Agent Warrants - Common Stock

13-Aug

18-Aug

0.6

292,733

175,640

2,737,120

3,513,927

1.28

ESOP_PLAN

ESOP PLAN	9 Months Ended
ESOP PLAN	Sep. 30, 2013
Esop Plan [Abstract]	'
ESOP PLAN	'
	NOTE 10 – ESOP PLAN

	The Company has an Employee Stock Ownership Plan (the “ESOP”) which covers all non-union employees. The Company’s contribution expense for the nine months ended September 30, 2013, was $134,000 representing approximately $104,000 for the ESOP principal payment and $30,000 for the ESOP interest. ESOP shares are allocated to individual employee accounts as the loan obligation of the ESOP to the Company is reduced. These amounts were previously calculated on an annual basis by an outside, independent financial advisor. Compensation costs relating to shares released are based on the fair value of shares at the time they are committed to be released. The unreleased shares are not considered outstanding in the computation of earnings per common share. ESOP compensation expense consisting of both cash contributions and shares committed to be released for the nine months ended September 30, 2013 was approximately $78,000. The fair value of the shares was $0.94 per share, based on the average of the daily market closing share price.

STOCK_OPTION_PLAN

STOCK OPTION PLAN	9 Months Ended
STOCK OPTION PLAN	Sep. 30, 2013
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract]	'
STOCK OPTION PLAN	'
	NOTE 11 - STOCK OPTION PLAN

	In December 2010, the Company established the 2010 Stock Option Plan (the “Plan”). The Plan authorizes the issuance of 1,000,000 shares of common stock. Pursuant to the terms of the Merger Agreement, the Company assumed all of Old DecisionPoint’s obligations under their outstanding stock option plans.

	The Plan is administered by the Board of Directors, or a committee appointed by the Board of Directors, which determines recipients and types of awards to be granted, including the number of shares subject to the awards, the exercise price and the vesting schedule. The term of stock options granted under the Plans cannot exceed ten years. Options shall not have an exercise price less than 100% of the fair market value of the Company’s common stock on the grant date, and generally vest over a period of five years. If the individual possesses more than 10% of the combined voting power of all classes of stock of the Company, the exercise price shall not be less than 110% of the fair market of a share of common stock on the date of grant.

	A summary of the status of the Plans as of September 30, 2013, and information with respect to the changes in options outstanding is as follows:

											Weighted -
			Options								Average				Aggregate
			Available				Options				Exercise				Intrinsic
			for Grant				Outstanding				Price				Value

	31-Dec-12			455,495				544,505			$	1.82			$	-
	Granted			-				-				-				-
	Exercised			-				-				-				-
	Forfeited			-				-				-				-
	30-Sep-13			455,495				544,505			$	1.82			$	-

	Exercisable options at September 30, 2013							446,374			$	1.75			$	-

	The following table summarizes information about stock options outstanding as of September 30, 2013:

					Options Outstanding												Options Exercisable
									Weighted-										Weighted-
									Average				Weighted-						Average		Weighted-
	Range of								Remaining				Average						Remaining		Average
	Exercise				Number				Contractual				Exercise				Number		Contractual		Exercise
	Prices				Outstanding				Life (Years)				Price				Exercisable		Life (Years)		Price

	$	1.33 - 2.03				365,620				1.58			$	1.65				355,461		1.53	$	1.64
	$	2.06 - 4.34				178,885				7.6				2.16				90,913		7.54		2.16

	Total					544,505				3.56			$	1.82				446,374		2.76	$	1.75

	No awards were exercised during the nine months ended September 30, 2013 and 2012, respectively. The total fair value of awards vested for the nine months ended September 30, 2013 and 2012 was $40,000 and $73,000, respectively.

	Stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense over the required service period, which is generally equal to the vesting period. There were no stock option grants during the nine months ended September 30, 2013 and 2012.

	Due to the limited time that the Company’s common stock has been publicly traded, management estimates expected volatility based on the average expected volatilities of a sampling of five companies with similar attributes to the Company, including: industry, size and financial leverage. The expected term of the awards represents the period of time that the awards are expected to be outstanding. Management considered expectations for the future to estimate employee exercise and post-vest termination behavior. The Company does not intend to pay dividends in the foreseeable future, and therefore has assumed a dividend yield of zero. The risk-free interest rate is the yield on zero-coupon U.S. Treasury securities for a period that is commensurate with the expected term of the awards.

	Employee stock-based compensation costs for the nine months ended September 30, 2013 and 2012, was $31,000 and $50,000, respectively, and is included in selling, general and administrative expense in the accompanying unaudited condensed consolidated statements of operations. As of September 30, 2013, total unrecognized estimated employee compensation cost related to stock options granted prior to that date was $109,000 which is expected to be recognized over a weighted-average vesting period of 2.69 years.

COMMITMENTS_AND_CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2013
Commitments and Contingencies Disclosure [Abstract]	'
COMMITMENTS AND CONTINGENCIES	'
	NOTE 12 – COMMITMENTS AND CONTINGENCIES

	Leases - The Company leases its facilities and certain equipment under various operating leases which expire at various dates through fiscal 2018 and require us to pay a portion of the related operating expenses such as maintenance, property taxes, and insurance. There have been no material changes to our lease arrangements during the nine months ended September 30, 2013. Please refer to Note 14 to the audited consolidated financial statements for the year ended December 31, 2012, included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 28, 2013.

	Rent expense for the nine months ended September 30, 2013 and 2012, was $511,000 and $353,000, respectively.

	Apex Earn Out Obligations - If EBITDA (as uniquely defined in the agreement), of Apex for the twelve months ending July 31, 2013 (“2013 EBITDA”), is equal to or less than CDN$2,000,000, Apex shall pay an amount, to its former owners, equal to the product of the 2013 EBITDA multiplied by four less CDN$5,000,000 (“2013 EBITDA Basic Earn-Out Amount”), up to a maximum of CDN$3,000,000. An amount equal to 22.22% of the 2013 EBITDA Basic Earn-Out Amount shall be paid in cash and the balance shall be paid by Apex issuing a subordinated convertible note (the “Note”) (see Note 5).

	Under the terms of the Note, Apex will pay the principal sum due on the Note in eight quarterly payments beginning on January 31, 2014 (“Installment Dates”). Interest from and after August 1, 2013, shall be paid in arrears on the last day of each calendar quarter commencing on January 31, 2014. The interest rate shall be determined as follows:

	(i)	9% per annum, calculated and compounded quarterly before November 1, 2014; and

	(ii)	11% per annum, calculated and compounded quarterly after October 31, 2014;

	(iii)	except, however, that, if, during the term of the Note, the Company raises Net Equity Capital (as defined in the Note) in an amount greater than CDN$5,000,000 and this Note is not repaid in full within 30 days from the date that the Company receives such Net Equity Capital, the interest rate otherwise provided in the Note shall be 15% per annum from the end of such 30-day period to the first anniversary thereof and 20% per annum thereafter to the date of payment in full.

	The Note is convertible, only on each Installment Date, at the option of the Note holder, into shares of our common stock at a conversion price that is equal to the greater of the market price of our common stock on the day prior to the conversion, or $1.00. The shares issuable under the Note will be restricted but will have certain piggy back registration rights as set forth in the Purchase Agreement.

	If the 2013 EBITDA is greater than CDN$2,000,000, Apex shall pay an amount, to its former owners, (the “2013 EBITDA Additional Earn-Out Amount”) by which the dollar-for-dollar 2013 EBITDA exceeds CDN$2,000,000, up to a maximum of CDN$500,000. The 2013 EBITDA Additional Earn-Out shall be paid by the issuance of shares of the Company’s common stock. The number of shares to be issued shall be determined by the amount due divided by the 30 day average daily closing price of the shares of the Company’s common stock in the month of July 2013. The shares issued will be restricted but will have certain piggy back registration rights as set forth in the Purchase Agreement.

	The fair value of the earn out was calculated to be approximately CDN$1,076,000 (US$1,033,000 at the Closing Date). At September 30, 2013, the calculated Earn Out Payment due under the Purchase Agreement was CDN$341,000 (US$331,000). Accordingly, there is CDN$341,000 (US$331,000) recorded as potential additional purchase consideration in the unaudited condensed consolidated financial statements. The adjustment of CDN$735,000 (US$713,000) was recorded as a separate component of operating expenses in the unaudited condensed consolidated statement of operations and comprehensive loss as of September 30, 2013. On October 31, 2013 the Sellers disputed the Company’s calculation of the Earn Out Payment due and has stated the payment should be $1.6 million. Per the terms of the Purchase Agreement, the seller and the Company have ten business days to reconcile any differences in the calculation of the Earn Out Payment. The ten business days concludes on November 14, 2013. If a reconciliation cannot be completed in that time period, the Company and the seller will refer the matter to a mutually agreed upon accounting firm to conclude the accuracy of the Earn Out Payment. The accounting firm will have 45 calendar days to review the seller and the Company’s calculation of the Earn Out Payment, which will conclude on December 31, 2013.

	The Company also entered into an employment agreement with Donald Dalicandro, the Former Chief Executive Officer of Apex, as a result of the Apex acquisition. Under the employment agreement, the Company further agreed Mr. Dalicandro would be appointed to the Company’s board of directors effective June 4, 2012, and would not be removed from the Company’s board of directors during the Earn-Out Period (as defined in the employment agreement) and the Bonus Period (as defined in the employment agreement) except by death, bankruptcy, incapacity or voluntary resignation. The agreement calls for annual bonus upon achieving certain results of operation at Apex for the 12 months ending July 31, 2013, 2014, and 2015. Such bonuses are considered additional contingent purchase consideration as the Company is obligated to pay the bonus regardless of whether or not his employment is retained (see Note 5).

	As part of the Purchase Agreement, we are obligated to pay bonus consideration to the CEO of Apex. Such bonus is considered additional contingent purchase consideration as we are obligated to pay the bonus regardless of whether or not the CEO’s employment is retained. The fair value of the bonus was calculated to be approximately CDN$160,000 (US$153,000 at the Closing Date). At September 30, 2013 there is CDN$160,000 (US$154,000) recorded in accrued earn out consideration in the Company’s unaudited condensed consolidated balance sheets.

	Apex Escrow Obligation - As part of the Apex Purchase Agreement, from the Closing Date up until the expiry of the bonus period, the Company is obligated to escrow 25% of any Equity Capital raised in excess of $500,000. The funds in the escrow are to be used to pay the 2013 EBITDA Basic Earn-Out and the 2013 EBITDA Additional Earn-Out and the additional bonus consideration. In December 2012, the Company raised $7,042,000 as part of the Series D Purchase Agreement. These funds have not been placed into escrow pending agreement between the Company and the sellers of Apex regarding the financial institution that will escrow the funds, the amount of funds that are to be placed in escrow and the terms of the escrow agreement itself.

	Contingencies - The Company is not a party to any material pending legal proceedings other than ordinary routine litigation incidental to the business; the outcome of which the Company believes will not have a material adverse effect on the business, financial condition, cash flows or results of operations. These matters are subject to inherent uncertainties and management’s view of these matters may change in the future.

	The Company is subject to the possibility of various loss contingencies, including claims, suits and complaints, arising in the ordinary course of business. The Company considers the likelihood of loss or impairment of an asset or the incurrence of a liability, as well as its ability to reasonably estimate the amount of loss, in determining loss contingencies. An estimated loss contingency is accrued when it is probable that an asset has been impaired or a liability has been incurred and the amount of loss can be reasonably estimated. The Company regularly evaluates current information available to it to determine whether such accruals should be adjusted and whether new accruals are required.

	Under the Company’s bylaws, directors and officers have certain rights to indemnification by the Company against certain liabilities that may arise by reason of their status or service as directors or officers. The Company maintains director and officer insurance, which covers certain liabilities arising from the obligation to indemnify directors and officers and former directors in certain circumstances. No material indemnification liabilities were accrued at September 30, 2013.

	The Company is party to employment agreements with certain of its key executive officers as of September 30, 2013. The agreements do not provide for any material, out of ordinary course of business provisions or benefits.

	Included in the key executive officer agreements is an employment agreement with its Chief Operating Officer. Pursuant to the agreement, the officer is entitled to an annual bonus calculated pursuant to terms set forth in the agreement. The agreement also contains a severance provision providing up to twelve months of salary in certain situations.

SUBSEQUENT_EVENT

SUBSEQUENT EVENT	9 Months Ended
SUBSEQUENT EVENT	Sep. 30, 2013
Subsequent Events [Abstract]	'
Subsequent Events	'
	NOTE 13 – SUBSEQUENT EVENT

	In November 2013, the Company entered into definitive subscription agreements (“Series E Purchase Agreement”) with accredited investors for the sales of $3,835,000 in gross proceeds for 383,500 shares of Series E Convertible Preferred Stock (“Series E Preferred Shares”) for a purchase price of $10.00 per share. The initial Conversion Price is $0.50, subject to adjustment in the event of stock splits, stock dividends and similar transactions, and in the event of subsequent equity sales at a lower price per share, subject to certain exceptions. The Company received net proceeds of approximately $3.4 million (net of the fair value of placement agent warrants) from the initial closing, after deducting the placement agent’s fees of 8% and other offering expenses. The Company paid the Placement Agent $306,800 in commissions (equal to 8% of the gross proceeds), and issued to the Placement Agent five-year warrants to purchase 767,000 shares of our common stock (equal to 10% of the number of shares of common stock underlying the Series E Preferred Shares sold under the Series E Purchase Agreement) at an exercise price of $0.55 per share, in connection with the Series E Purchase Agreement initial closing. The Company expects to close a second round of Series E Preferred Shares with gross proceeds of $300,000-$700,000 shortly thereafter.

	The Series D Preferred Stock’s initial Conversion Price was $1.00, subject to adjustment in the event of stock splits, stock dividends and similar transactions, and in the event of subsequent equity sales at a lower price per share, subject to certain exceptions. As a result of the issuance of Common Stock in connection with the August 15, 2013 private placement (see Note 9(b)), the Conversion Price of the Series D Preferred Stock was reduced to $0.90. As a result of the sale of Series E Preferred Shares described above, the Conversion Price of the Series D Preferred Stock was further reduced to $0.75 per share on November 12, 2013. The Company expects a second closing of Series E Preferred shortly after November 12, 2013 of approximately $300,000- $700,000. If the second closing is for $700,000 the revised conversion price would be reduced to $0.73 per share. The Series D Preferred Stock contained certain anti-dilution provisions whereby the subsequent sale of Series E Preferred Shares may potentially create an imputed dividend that would impact EPS.

	On August 15, 2013, the Company entered into a Purchase Agreement with multiple accredited investors relating to the issuance and sale of Common Stock in a private offering (see Note 9(b)). For a period commencing on the Initial Closing and terminating on a date which is 24 months from the Initial Closing, in the event the Company issues or grants any shares of Common Stock or securities convertible, exchangeable or exercisable for shares of Common Stock pursuant to which shares of Common Stock may be acquired at a price less than $0.60 per share, then the Company shall promptly issue additional shares of Common Stock to the investors under the Purchase Agreement in an amount sufficient that the subscription price paid, when divided by the total number of shares issued (shares purchased under the Purchase Agreement plus the additional shares issued under this provision), will result in an actual price paid by the Subscriber per share of Common Stock equal to such lower price. As a result of the sale of Series E Preferred Shares described above, the Company is required to issue up to 585,467 additional common shares to the subscribers in the private offering,

	The conversion price of the Investor Warrants issued in connection with the August 15, 2013 private placement was $1.00 per share. If the Company at any time while the Investor Warrants are outstanding, shall sell or grant an option to purchase, or sell or grant any right to reprice, or otherwise dispose of or issue any common stock or securities convertible, exchangeable or exercisable for shares of common stock (as, at an effective price per share less than the exercise price of the Investor Warrants then in effect, the exercise price of the Investor Warrants will be reduced to equal to such lower price. As a result of the sale of Series E Preferred Shares described above, the conversion price of the Investor Warrants was reduced to $0.50 per share on November 12, 2013.

	The conversion price of the Placement Agent Warrants issued in connection with the August 15, 2013 private placement was $0.60 per share. If the Company at any time while the Placement Agent Warrants are outstanding, shall sell or grant an option to purchase, or sell or grant any right to reprice, or otherwise dispose of or issue any common stock or securities convertible, exchangeable or exercisable for shares of common stock (as, at an effective price per share less than the exercise price of the Placement Agent Warrants then in effect, the exercise price of the Placement Agent Warrants will be reduced to equal to such lower price. As a result of the sale of Series E Preferred Shares described above, the conversion price of the Placement Agent Warrants was reduced to $0.50 per share on November 12, 2013

BASIS_OF_PRESENTATION_LIQUIDIT1

BASIS OF PRESENTATION, LIQUIDITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Sep. 30, 2013

Accounting Policies [Abstract]

Basis of Presentation

Liquidity

In November 2013, the Company entered into definitive subscription agreements (“Series E Purchase Agreement”) with accredited investors for the sales of $3,835,000 in gross proceeds for 383,500 shares of Series E Convertible Preferred Stock (“Series E Preferred Shares”) for a purchase price of $10.00 per share. The initial Conversion Price is $0.50, subject to adjustment in the event of stock splits, stock dividends and similar transactions, and in the event of subsequent equity sales at a lower price per share, subject to certain exceptions. The Company received net proceeds of approximately $3.4 million from the initial closing, after deducting the placement agent’s fees of 8% and other offering expenses. The Company issued to the Placement Agent five-year warrants to purchase 767,000 shares of our common stock (equal to 10% of the number of shares of common stock underlying the Series E Preferred Shares sold under the Series E Purchase Agreement) at an exercise price of $0.55 per share, in connection with the Series E Purchase Agreement initial closing. The Company expects to close a second round of Series E Preferred Shares with gross proceeds of $300,000-$700,000 shortly thereafter. (see Note 13 – Subsequent Event).

At October 31, 2013, the outstanding balance on the line of credit with Silicon Valley Bank (“SVB”) is $3.7 million, down from $4.1 million at September 30, 2013, and the availability under the line of credit has decreased to $1.6 million (see Note 7 – Lines of Credit). The Company relies on the line of credit to fund daily operating activities maintaining very little cash on hand. As of December 31, 2012, the Company was in compliance with all of its financial covenants with SVB. As of May 31, 2013 and June 30, 2013, the Company was not in compliance with the Tangible Net Worth financial covenant as defined in the amended SVB Loan Agreement. SVB agreed to temporarily forbear exercising their rights and remedies under the facility until August 28, 2013 and agreed to waive the existing covenant violations if a gross capital raise of $1.5 million was completed by such date. The Company completed the capital raise and was able to achieve compliance with the forbearance agreement prior to August 28, 2013. Except for any capital raises through August 28, 2013, the minimum Tangible Net Worth requirement of a $(9.7) million deficit will be further reduced by one half of any funds raised through sales of common stock (as only 50% of additional capital raises are given credit in the Tangible Net Worth calculation). As of September 30, 2013, the Company was in compliance with the Tangible Net Worth financial covenant and had available a $0.3 million cushion over the requirement. As of November 13, 2013, SVB agreed to temporarily waive the existing financial covenant testing under the facility as of October 31, 2013 if a gross capital raise of $3.0 million is completed by November 15, 2013. SVB also agreed to waive the reduction of one half of any funds received through November 15, 2013 as a reduction of the minimum Tangible Net Worth requirement of a ($9.7) million deficit. In November 2013, the Company entered into a definitive subscription agreement with accredited investors for the sale of Series E Preferred Stock, raising $3.8 million in gross proceeds (See Note 13). Given the effect of the capital raise ($3.8 million in gross proceeds, net of $400,000 in costs) closed to date in November, the Company believes that at the time of this filing it is compliant with the terms and provisions of its SVB lending agreement and expects to continue to meet the requirements of our SVB financial covenants over the short and long term. Should the Company continue to incur losses in a manner consistent with its recent historical financial performance, the Company will violate this covenant without additional net capital raises in amounts that are approximately twice the amount of the losses incurred.

Summary of Significant Accounting Policies

Concentration of Credit Risk

Translation of Foreign Currencies

Comprehensive Loss

Fair Value Measurement

•

Level 1 — Quoted prices in active markets for identical assets or liabilities.

•

Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Balance

Quoted prices in active markets

Significant other observable inputs

Significant other unobservable inputs

(Level 1)

(Level 2)

(Level 3)

Balance at December 31, 2012

Balance at September 30, 2013

933

The following table presents the activity for liabilities measured at estimated fair value using unobservable inputs (Level 3) from December 31, 2012 through September 30, 2013 (in thousands):

Level 3

Balance at December 31, 2012

Fair value of derivative warrants issued in connection with share purchase agreement (see Note 3)

1,099

Adjustments to fair value (reflected in other income)

(166

)

Balance at September 30, 2013

933

Reclassifications

BASIS_OF_PRESENTATION_LIQUIDIT2

BASIS OF PRESENTATION, LIQUIDITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2013
Summary of liabilities measured at estimated fair value using unobservable inputs	'

		Level 3

	Balance at December 31, 2012	$	-

	Fair value of derivative warrants issued in connection with share purchase agreement (see Note 3)		1,099
	Adjustments to fair value (reflected in other income)		(166	)

	Balance at September 30, 2013	$	933
Warrant [Member]	'
Summary of warrant liability measured at fair value on a recurring basis	'

		Balance			Quoted prices in active markets		Significant other observable inputs		Significant other unobservable inputs
		Balance			(Level 1)		(Level 2)		(Level 3)

	Balance at December 31, 2012	$	-			-		-	$	-

	Balance at September 30, 2013	$	933			-		-	$	933

WARRANT_LIABILITY_Tables

WARRANT LIABILITY (Tables)	9 Months Ended
WARRANT LIABILITY (Tables)	Sep. 30, 2013
Warrant Liability [Abstract]	'
Schedule of derivative warrant liabilities valued at the closing dates of purchase agreement	'

		Placement Agent Warrants						Investor Warrants
	Investor Warrants	September			August			September			August			August
	Investor Warrants	30, 2013			21, 2013			30, 2013			21, 2013			15, 2013

	Closing price per share of common stock	$	0.63		$	0.84		$	0.63		$	0.84		$	0.69
	Exercise price per share (range)		0.6			0.6			1			1			1
	Expected volatility		132.1	%		134.9	%		132.1	%		134.9	%		134.1	%
	Risk-free interest rate		1.4	%		1.6	%		1.4	%		1.6	%		1.6	%
	Dividend yield		-			-			-			-			-
	Remaining expected term of underlying securities (years)		4.9			5			4.9			5			5

LOSS_PER_COMMON_SHARE_Tables

LOSS PER COMMON SHARE (Tables)	9 Months Ended
LOSS PER COMMON SHARE (Tables)	Sep. 30, 2013
Earnings Per Share [Abstract]	'
Schedule of potentially dilutive securities	'
		Nine Months Ended September 30,
		2013		2012

	Convertible preferred stock - Series A		270		270
	Convertible preferred stock - Series B		131		131
	Convertible preferred stock - Series C		-		1,415
	Convertible preferred stock - Series D		7,824		-
	Warrants to purchase common stock		2,737		277
	Options to purchase common stock		544		642

	Total potentially dilutive securities		11,506		2,735

BUSINESS_COMBINATIONS_Tables

BUSINESS COMBINATIONS (Tables)	9 Months Ended
BUSINESS COMBINATIONS (Tables)	Sep. 30, 2013
Business Combinations [Abstract]	'
Schedule of pro forma financial information	'

		Three Months Ended						Nine Months Ended
		September 30, 2012						30-Sep-12
		As Reported			Pro Forma			As Reported			Pro Forma

	Net sales	$	18,567		$	18,669		$	54,144		$	56,346
	Net loss attributable to common shareholders		(1,263	)		(1,445	)		(3,245	)		(5,311	)

	Net loss per share - basic and diluted		(0.15	)		(0.18	)		(0.42	)		(0.69	)

GOODWILL_AND_INTANGIBLE_ASSETS1

GOODWILL AND INTANGIBLE ASSETS (Tables)	9 Months Ended
GOODWILL AND INTANGIBLE ASSETS (Tables)	Sep. 30, 2013
Goodwill and Intangible Assets Disclosure [Abstract]	'
Schedule of transactions effecting goodwill	'
	Balance at December 31, 2012	$	8,571

	Effect of currency translation on Apex		(86	)
	Balance at September 30, 2013	$	8,485


Schedule of intangible assets and accumulated amortization	'

		30-Sep-13								31-Dec-12
					Accumulated								Accumulated
		Gross			Amortization			Net		Gross			Amortization				Net

	Customer relationships	$	3,319		$	(1,498	)	$	1,821	$	3,373	$	(966	)		$	2,407
	Contractor and resume databases		675			(371	)		304		675			(270	)			405
	Tradename		878			(324	)		554		893			(193	)			700
	Internal use software		2,892			(1,137	)		1,755		2,978			(545	)			2,433
	Covenant not to compete		105		(67	)		38		105			(27	)			78

		$	7,869		$	(3,397	)	$	4,472	$	8,024		$	(2,001	)		$	6,023

TERM_DEBT_Tables

TERM DEBT (Tables)	9 Months Ended
TERM DEBT (Tables)	Sep. 30, 2013
Long-Term Debt, Unclassified [Abstract]	'
Schedule of long term debt	'


		Balance			Additions			Payments			Amortization of Note Discount		Effect of			Balance
		31-Dec-12											Currency			September 30,
													Translation			2013
	RBC term loan	$	2,090		$	-		$	(608	)	$	-	$	(68	)	$	1,414
	Note discount		(38	)		-						18	$	1			(19	)
	BDC term loan		1,705			-			-			-		(56	)		1,649
	Note discount		(31	)		-						5		1			(25	)
	SVB term loan		1,000			-			(750	)		-		-			250
	Note discount		(4	)		-			-			4		-			-
	SVB term loan-2		-			1,000			(194	)		-		-			806
	Note discount		-			(19	)		-			6		-			(13	)

	Total debt	$	4,722		$	981		$	(1,552	)	$	33	$	(122	)		4,062

	Less contractual current portion																(1,377	)
	Less RBC debt long term classified as current																(586	)

	Debt, net of current portion															$	2,099

STOCKHOLDERS_EQUITY_Tables

STOCKHOLDERS' EQUITY (Tables)

9 Months Ended

Sep. 30, 2013

Stockholders' Equity Attributable To Parent [Abstract]

Schedule of preferred stock outstanding

Description

Series A Preferred, $0.001 par value per share, 500,000 shares designated,

269,608 shares issued and outstanding, liquidation preference of $975

plus cumulative dividends of $344

1,319

Series B Preferred, $0.001 par value per share, 500,000 shares designated,

131,347 shares issued and outstanding, liquidation preference of $380

plus cumulative dividends of $85

465

Series D Preferred, $0.001 par value per share, 4,000,000 shares designated,

704,200 shares issued and outstanding, liquidation preference of $7,042

(net of $1,374 in issuance costs) plus imputed dividends of $157

5,825

Total convertible preferred stock

7,609

Schedule of outstanding common stock warrants

Total

Weighted

Warrants

Total

Average

Date

Strike

Outstanding

Exercise

Issued

Expiration

Price

and Exercisable

Price

Senior Subordinated Notes

9-Dec

14-Dec

3.62

138,260

500,000

Senior Subordinated Notes

9-Dec

14-Dec

4.34

138,260

600,000

Placement Agent Preferred Stock - Class D

12-Dec

17-Dec

1.1

704,200

774,620

Common Stock Investor Warrants

13-Aug

18-Aug

1,297,000

Common Stock Investor Warrants

13-Aug

18-Aug

166,667

Placement Agent Warrants - Common Stock

13-Aug

18-Aug

0.6

292,733

175,640

2,737,120

3,513,927

1.28

STOCK_OPTION_PLAN_Tables

STOCK OPTION PLAN (Tables)	9 Months Ended
STOCK OPTION PLAN (Tables)	Sep. 30, 2013
Stock Option Plan [Abstract]	'
Schedule of the summary of the status of the plans and information with respect to the changes in options outstanding	'

											Weighted -
			Options								Average				Aggregate
			Available				Options				Exercise				Intrinsic
			for Grant				Outstanding				Price				Value

	31-Dec-12			455,495				544,505			$	1.82			$	-
	Granted			-				-				-				-
	Exercised			-				-				-				-
	Forfeited			-				-				-				-
	30-Sep-13			455,495				544,505			$	1.82			$	-

	Exercisable options at September 30, 2013							446,374			$	1.75			$	-
Schedule of summary of the information about stock options outstanding	'

					Options Outstanding												Options Exercisable
									Weighted-										Weighted-
									Average				Weighted-						Average		Weighted-
	Range of								Remaining				Average						Remaining		Average
	Exercise				Number				Contractual				Exercise				Number		Contractual		Exercise
	Prices				Outstanding				Life (Years)				Price				Exercisable		Life (Years)		Price

	$	1.33 - 2.03				365,620				1.58			$	1.65				355,461		1.53	$	1.64
	$	2.06 - 4.34				178,885				7.6				2.16				90,913		7.54		2.16

	Total					544,505				3.56			$	1.82				446,374		2.76	$	1.75

BASIS_OF_PRESENTATION_LIQUIDIT3

BASIS OF PRESENTATION, LIQUIDITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) (Warrant [Member], USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'	'
Fair value of warrant liability	$933	'
Quoted prices in active markets (Level 1)	'	'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'	'
Fair value of warrant liability	'	'
Significant other observable inputs (Level 2)	'	'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'	'
Fair value of warrant liability	'	'
Significant other unobservable inputs (Level 3)	'	'
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]	'	'
Fair value of warrant liability	$933	'

BASIS_OF_PRESENTATION_LIQUIDIT4

BASIS OF PRESENTATION, LIQUIDITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) (USD $)	9 Months Ended				9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Dec. 31, 2012	Sep. 30, 2013
			Warrant [Member]	Warrant [Member]	Fair Value, Inputs, Level 3 [Member]
					Warrant [Member]
Fair Value, Liabilities Measured on Recurring Basis [Line Items]	'	'	'	'	'
Balance at December 31, 2012	'	'	$933,000	'	'
Fair value of derivative warrants issued in connection with share purchase agreement (see Note 3)	1,099,000	'	'	'	1,099,000
Adjustments to fair value (reflected in other income)	-166,000	'	'	'	-166,000
Balance at September 30, 2013	'	'	$933,000	'	$933,000

BASIS_OF_PRESENTATION_LIQUIDIT5

BASIS OF PRESENTATION, LIQUIDITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textuals) (USD $)

0 Months Ended

3 Months Ended

9 Months Ended

0 Months Ended

1 Months Ended

0 Months Ended

Aug. 21, 2013

Aug. 15, 2013

Aug. 16, 2013

Sep. 30, 2013

Sep. 30, 2012

Sep. 30, 2013

Sep. 30, 2012

Oct. 31, 2013

Apr. 26, 2013

Dec. 31, 2012

Aug. 28, 2013

Aug. 22, 2013

Sep. 30, 2013

Aug. 16, 2013

Oct. 31, 2013

Aug. 16, 2013

Subsidiary

Forbearance Agreement [Member]

BDC Credit Agreement [Member]

RBC Credit Agreement [Member]

Warrant [Member]

Subsequent Event

Silicon Valley Bank [Member]

BDC Inc [Member]

Silicon Valley Bank [Member]

Royal Bank Of Canada [Member]

Private Placement [Member]

Forbearance Agreement [Member]

Line of Credit [Member]

Silicon Valley Bank [Member]

Line of Credit [Member]

Basis Of Presentation Liquidity and Summary Of Significant Accounting Policies [Line Items]

Number of wholly- owned subsidiaries

Balance on the line of credit with Silicon Valley Bank

$4,100,000

$3,700,000

$180,000

Decrease in revenue compare previous Q3 2012

1,000,000

Increase in revenue compare to Q2 2013

2,900,000

Increase in professional fees compare to Q4 2012

1,300,000

Net loss

-167,000

-1,014,000

-3,385,000

-2,535,000

Working capital deficit

-11,500,000

Gross proceeds

200,000

1,556,400

1,756,400

Common stocks, including management and existing shareholders

100,000

Common Stock, shares issued

2,927,333

12,297,979

70,207

9,300,439

1,463,667

292,833

Purchase price per Share

$0.60

Line of credit Increase decrease in additional capital

'The Company is in currently discussions with SVB regarding the Tangible Net Worth covenant and a reduction of the 50% of additional capital raised to 25% of capital raised in November 2013

Exercise price of warrants

0.6

Net proceeds from private placement offering after deductions

1,502,000

1,500,000

Placement agent fees percentage

10.00%

Decrease in availability under line of credit

1,300,000

Percentage of additional capital raises in tangible net worth

50.00%

Minimum Tangible Net Worth

-9,700,000

Minimum tangible net worth's pro forma effect in capital raise

$300,000

Line of credit, covenant terms

'Company was not in compliance with the Tangible Net Worth financial covenant as defined in the amended SVB Loan Agreement. SVB agreed to temporarily forbear exercising their rights and remedies under the facility until August 28, 2013 and agreed to waive the existing covenant violations if a gross capital raise of $1.5 million was completed by such date.

'Pursuant to the amended loan agreement, we are required to maintain, for the duration of the investment, a term debt to equity ratio not exceeding 1.1:1 (measured annually); and an adjusted current ratio of 0.40:1 (measured annually) and revised yearly 120 days after each year end.

'Pursuant to the amended credit agreement and commencing with the fiscal year ending December 31, 2013, we are required to maintain a fixed coverage ratio, calculated on a consolidated basis of not less than 1.15:1 with a step-up to 1.25:1 as of March 31, 2014, tested on a rolling four quarter basis thereafter and a ratio of funded debt to EBITDA, calculated on an annual consolidated basis of not greater than 3.0:1, tested on a rolling four quarter basis thereafter.

'The Company was in compliance with the Tangible Net Worth financial covenant and had available a $0.3 million cushion over the requirement.

BASIS_OF_PRESENTATION_AND_SUMM

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals 1) (Customer Concentration Risk)	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
	Customer	Customer
Concentration Risk [Line Items]	'	'
Customer contract term	'Termination provisions are generally standard clauses based upon non-performance, but a customer can cancel with a certain reasonable notice period anywhere from 30 to 90 days.	'
Revenues	'	'
Concentration Risk [Line Items]	'	'
Number of customers	1	3
Revenues \| One Customer	'	'
Concentration Risk [Line Items]	'	'
Total percent of revenues from various customers	9.80%	13.30%
Revenues \| Three Customer	'	'
Concentration Risk [Line Items]	'	'
Total percent of revenues from various customers	21.10%	26.20%
Accounts receivable	'	'
Concentration Risk [Line Items]	'	'
Number of customers	1	'
Total percent of revenues from various customers	15.50%	'

WARRANT_LIABILITY_Details

WARRANT LIABILITY (Details) (USD $)	0 Months Ended		9 Months Ended	0 Months Ended	9 Months Ended
	Aug. 15, 2013	Aug. 21, 2013	Sep. 30, 2013	Aug. 21, 2013	Sep. 30, 2013
	Aug. 15, 2013	Placement Agent Warrants [Member]	Placement Agent Warrants [Member]	Investor Warrants [Member]	Investor Warrants [Member]
Derivative [Line Items]	'	'	'	'	'
Closing price per share of common stock	$0.69	$0.84	$0.63	$0.84	$0.63
Exercise price per share (range)	$1	$0.60	$0.60	$0.60	$1
Expected volatility	134.10%	134.90%	132.10%	134.90%	132.10%
Risk-free interest rate	1.60%	1.60%	1.40%	1.60%	1.40%
Dividend yield	'	'	'	'	'
Remaining expected term of underlying securities (years)	'5 years	'5 years	'4 years 10 months 24 days	'5 years	'4 years 10 months 24 days

WARRANT_LIABILITY_Detail_Textu

WARRANT LIABILITY (Detail Textuals) (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Dec. 31, 2012
Warrants Liability (Textual)	'	'	'
Estimated fair value of the outstanding warrant liabilities	$933	'	'
Change in fair value of the derivative liabilities	($166)	'	'

LOSS_PER_COMMON_SHARE_Potentia

LOSS PER COMMON SHARE - Potential dilutive securities (Details)	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total potentially dilutive securities	11,506,000	2,735,000
Convertible Preferred stock \| Series A	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total potentially dilutive securities	270	270
Convertible Preferred stock \| Series B	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total potentially dilutive securities	131	131
Convertible Preferred stock \| Series C	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total potentially dilutive securities	'	1,415
Convertible Preferred stock \| Series D	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total potentially dilutive securities	7,824	'
Warrants to purchase common stock	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total potentially dilutive securities	2,737	277
Options to purchase common stock	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
Total potentially dilutive securities	544	642

LOSS_PER_COMMON_SHARE_Detail_T

LOSS PER COMMON SHARE (Detail Textuals)	9 Months Ended
LOSS PER COMMON SHARE (Detail Textuals)	Sep. 30, 2013	Sep. 30, 2012
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
ESOP shares that have not been committed to be released	11,506,000	2,735,000
ESOP shares	'	'
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]	'	'
ESOP shares that have not been committed to be released	500,000	500,000

BUSINESS_COMBINATIONS_Unaudite

BUSINESS COMBINATIONS - Unaudited consolidated results of operations (Details) (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Per Share data, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Business Acquisition [Line Items]	'	'	'	'
Net sales	$17,575	$18,567	$46,067	$54,144
Net loss attributable to common shareholders	-390	-1,263	-4,046	-3,245
Net loss per share - basic and diluted	($0.04)	($0.15)	($0.44)	($0.42)
Pro forma	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Net sales	'	18,699	'	56,346
Net loss attributable to common shareholders	'	($1,445)	'	($5,311)
Net loss per share - basic and diluted	'	($0.18)	'	($0.69)

BUSINESS_COMBINATIONS_Detail_T

BUSINESS COMBINATIONS (Detail Textuals) (Asset purchase agreement, Illume Mobile, USD $)	1 Months Ended
	Jul. 31, 2012	Sep. 30, 2013
Asset purchase agreement \| Illume Mobile	'	'
Acquisition Of Illume Mobile [Line Items]	'	'
Total purchase consideration	$1,000,000	'
Purchase consideration, cash paid	250,000	'
Purchase consideration, value of shares issued	750,000	'
Purchase consideration, number of shares issued	617,284	'
Value of shares issued in conjunction with the acquisition	697,531	'
Additional earn out payment to be paid	500,000	'
Percentage of additional payment to be paid in cash	50.00%	'
Percentage of additional payment to be paid in form of shares	50.00%	'
Fair value accrued liabilities for arn out payment consideration	'	107,000
Accrued liabilities for earn out payment consideration	'	$0

BUSINESS_COMBINATIONS_Detail_T1

BUSINESS COMBINATIONS (Detail Textuals 1) (Apex)	0 Months Ended		9 Months Ended		0 Months Ended		9 Months Ended
	Jun. 04, 2012	Jun. 04, 2012	Sep. 30, 2013	Sep. 30, 2013	Jun. 04, 2012	Jun. 04, 2012	Sep. 30, 2013	Sep. 30, 2013
	USD ($)	CAD	USD ($)	CAD	Fair Value	Fair Value	Fair Value	Fair Value
					USD ($)	CAD	USD ($)	CAD
Business Acquisition [Line Items]	'	'	'	'	'	'	'	'
Amount paid in consideration to Apex	$4,801,000	5,000,000	$713,000	735,000,000	$1,033,000,000	1,076,000	$1,033,000	1,076,000
Undiscounted payment in consideration for Apex achieving certain levels of EBITDA	3,360,700,000	3,500,000	331,000	341,000,000	'	'	'	'
Fair value of bonus to be paid to CEO	'	'	153,000	160,000,000	'	'	'	'
Fair value of bonus to be paid to CEO, Accrued earn out recognized	'	'	$154,000	160,000,000	'	'	'	'

BUSINESS_COMBINATIONS_Detail_T2

BUSINESS COMBINATIONS (Detail Textuals 2) (USD $)	3 Months Ended		9 Months Ended
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Business Acquisition [Line Items]	'	'	'	'
Revenue	$17,575	$18,567	$46,067	$54,144
Net loss	-167	-1,014	-3,385	-2,535
Apex	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Amortization of intangible assets	'	0	'	572
Net increase in interest expense	'	0	'	219
Number of common stock issued (in shares)	'	'	'	325,000
Illume Mobile	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Amortization of intangible assets	'	18	'	125
Number of common stock issued (in shares)	'	'	'	617,284
Apex and Illume Mobile's	'	'	'	'
Business Acquisition [Line Items]	'	'	'	'
Revenue	700	6,000	2,600	500
Net loss	($100)	($700)	($1,800)	($1,200)

GOODWILL_AND_INTANGIBLE_ASSETS2

GOODWILL AND INTANGIBLE ASSETS - Schedule of transactions effecting goodwill (Details) (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013
Goodwill [Roll Forward]	'
Balance at December 31, 2012	$8,571
Effect of currency translation on Apex	-86
Balance at June 30, 2013	$8,485

GOODWILL_AND_INTANGIBLE_ASSETS3

GOODWILL AND INTANGIBLE ASSETS - Schedule of intangible assets and accumulated amortization (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Finite-Lived Intangible Assets [Line Items]	'	'
Gross	$7,869	$8,024
Accumulated Amortization	-3,397	-2,001
Net	4,472	6,023
Customer relationships	'	'
Finite-Lived Intangible Assets [Line Items]	'	'
Gross	3,319	3,373
Accumulated Amortization	-1,498	-966
Net	1,821	2,407
Contractor and resume databases	'	'
Finite-Lived Intangible Assets [Line Items]	'	'
Gross	675	675
Accumulated Amortization	-371	-270
Net	304	405
Tradename	'	'
Finite-Lived Intangible Assets [Line Items]	'	'
Gross	878	893
Accumulated Amortization	-324	-193
Net	554	700
Internal use software	'	'
Finite-Lived Intangible Assets [Line Items]	'	'
Gross	2,892	2,978
Accumulated Amortization	-1,137	-545
Net	1,755	2,433
Covenant not to compete	'	'
Finite-Lived Intangible Assets [Line Items]	'	'
Gross	105	105
Accumulated Amortization	-67	-27
Net	$38	$78

GOODWILL_AND_INTANGIBLE_ASSETS4

GOODWILL AND INTANGIBLE ASSETS (Detail Textuals) (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013
Goodwill and Intangible Assets Disclosure [Abstract]	'
Effect of foreign currency translation on goodwill	($86)
Effect of foreign currency translation on intangible assets	($120)

LINES_OF_CREDIT_Detail_Textual

LINES OF CREDIT (Detail Textuals)	9 Months Ended			2 Months Ended	9 Months Ended			0 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Oct. 31, 2013	Feb. 27, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Aug. 28, 2013	Aug. 16, 2013
	USD ($)	USD ($)	USD ($)	SVB Loan Agreement	SVB Loan Agreement	RBC Credit Agreement [Member]	RBC Credit Agreement [Member]	Forbearance Agreement	Subsequent Event
				Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")	Forbearance Agreement
				Line of credit	Line of credit	Line of credit	Line of credit	Line of credit	Silicon Valley Bank ("SVB")
				USD ($)	USD ($)	USD ($)	CAD		Line of credit
									USD ($)
Line of Credit Facility [Line Items]	'	'	'	'	'	'	'	'	'
Aggregate amount of credit facility	'	'	'	'	$10,000,000	'	200,000	'	'
Outstanding balance on the line of credit	4,100,000	'	3,700,000	'	4,100,000	180,000	'	'	'
Minimum Tangible Net Worth	'	'	'	'	'	'	'	'	-9,700,000
Percentage of additional capital raises in tangible net worth	'	'	'	'	'	'	'	50.00%	50.00%
Minimum tangible net worth's pro forma effect in capital raise	'	'	'	'	'	'	'	'	300,000
Line of credit, covenant terms	'	'	'	'	'	'	'	'Company was not in compliance with the Tangible Net Worth financial covenant as defined in the amended SVB Loan Agreement. SVB agreed to temporarily forbear exercising their rights and remedies under the facility until August 28, 2013 and agreed to waive the existing covenant violations if a gross capital raise of $1.5 million was completed by such date.	'The Company was in compliance with the Tangible Net Worth financial covenant and had available a $0.3 million cushion over the requirement.
Line of credit Increase decrease in additional capital	'The Company is in currently discussions with SVB regarding the Tangible Net Worth covenant and a reduction of the 50% of additional capital raised to 25% of capital raised in November 2013	'	'	'	'The Company is in currently discussions with SVB regarding the Tangible Net Worth covenant and a reduction of the 50% of additional capital raised to 25% of capital raised in November 2013	'	'	'	'
Annual Interest Rate	'	'	'	3.75%	7.00%	4.50%	4.50%	'	'
Annual interest rate, Additional percentage	'	'	'	'	'	1.50%	1.50%	'	'
Availability under the line of credit	'	'	'	'	4,300,000	'	'	'	'
Terms of loan agreement, description	'	'	'	'On February 27, 2013, the SVB Loan Agreement was amended to provide for 1) an extension of the termination date of the line of credit to February 28, 2015, 2) the modification of the line of credit borrowing base, advance rate and financial covenants, 3) the inclusion of an additional $1.0 million term loan (See further discussion at Note 8, 5) a modification of the rate of interest of the line of credit to 3.75% above SVB's prime rate and 5) other various terms and provisions.	'	'	'	'	'
Additional term loan	'	'	'	1,000,000	'	'	'	'	'
Interest expense for the lines of credit, including amortization of deferred financing costs	$262,000	$251,000	'	'	'	'	'	'	'

TERM_DEBT_Summary_of_long_term

TERM DEBT - Summary of long term debt (Details) (USD $)	9 Months Ended
In Thousands, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Debt Instrument [Line Items]	'	'
Beginning Balance	$4,722	'
Additions	981	'
Payments	-1,552	'
Amortization of Note Discount	33	'
Effect of Currency Translation	-122	'
Ending Balance	4,062	'
Less contractual current portion	-1,377	'
Less RBC debt long term classified as current	-586	'
Debt, net of current portion	2,099	2,922
RBC term loan	'	'
Debt Instrument [Line Items]	'	'
Beginning Balance	2,090	'
Additions	'	'
Payments	-608	'
Amortization of Note Discount	'	'
Effect of Currency Translation	-68	'
Ending Balance	1,414	'
BDC term loan	'	'
Debt Instrument [Line Items]	'	'
Beginning Balance	1,705	'
Additions	'	'
Payments	'	'
Amortization of Note Discount	'	'
Effect of Currency Translation	-56	'
Ending Balance	1,649	'
SVB term loan	'	'
Debt Instrument [Line Items]	'	'
Beginning Balance	1,000	'
Additions	'	'
Payments	750	'
Amortization of Note Discount	'	'
Effect of Currency Translation	'	'
Ending Balance	250	'
SVB term loan-2	'	'
Debt Instrument [Line Items]	'	'
Beginning Balance	'	'
Additions	1,000	'
Payments	-194	'
Amortization of Note Discount	'	'
Effect of Currency Translation	'	'
Ending Balance	806	'
Note discount \| RBC term loan	'	'
Debt Instrument [Line Items]	'	'
Beginning Balance	-38	'
Additions	'	'
Payments	'	'
Amortization of Note Discount	18	'
Effect of Currency Translation	1	'
Ending Balance	-19	'
Note discount \| BDC term loan	'	'
Debt Instrument [Line Items]	'	'
Beginning Balance	-31	'
Additions	'	'
Payments	'	'
Amortization of Note Discount	5	'
Effect of Currency Translation	1	'
Ending Balance	-25	'
Note discount \| SVB term loan	'	'
Debt Instrument [Line Items]	'	'
Beginning Balance	-4	'
Additions	'	'
Payments	'	'
Amortization of Note Discount	4	'
Effect of Currency Translation	'	'
Ending Balance	'	'
Note discount \| SVB term loan-2	'	'
Debt Instrument [Line Items]	'	'
Beginning Balance	'	'
Additions	-19	'
Payments	'	'
Amortization of Note Discount	6	'
Effect of Currency Translation	'	'
Ending Balance	($13)	'

TERM_DEBT_RBC_Term_Loan_Detail

TERM DEBT - RBC Term Loan (Detail Textuals)	9 Months Ended			1 Months Ended		0 Months Ended			9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Jul. 31, 2012	Jun. 04, 2012	Dec. 31, 2012	Jun. 04, 2012	Jun. 04, 2012	Sep. 30, 2013	Oct. 31, 2013
	USD ($)	USD ($)	RBC term loan	Apex	Apex	Apex	Apex	Apex	Apex	Apex
				RBC term loan	RBC term loan	RBC term loan	RBC term loan	RBC term loan	RBC term loan	RBC term loan
				Line of credit	Line of credit	Term credit facility	Term credit facility	Term credit facility	Term credit facility	Term credit facility
				CAD	CAD	USD ($)	USD ($)	CAD	USD ($)	USD ($)
Debt Instrument [Line Items]	'	'	'	'	'	'	'	'	'	'
Aggregate amount of credit facility	'	'	'	'	2,750,000	'	$2,401,000	2,500,000	'	'
Term Loan, Interest percentage	'	'	'	'	'	7.00%	4.00%	4.00%	'	'
Interest Rate Basis	'	'	'	'	'	'	'Royal Bank Prime	'Royal Bank Prime	'	'
Principal and interest payable period	'	'	'	'	'	'	'	'	'3 years	'
Fixed principal amount	'	'	'	70,000,000	'	'	'	'	'	'
Frequency of repayment	'	'	'	'	'	'	'	'	'Monthly	'
Financing costs paid	119,000	296,000	'	'	'	'	'	'	120,000	'
Percentage of Apex's free cash flow for mandatory repayments of term loan	'	'	'	'	'	'	'	'	20.00%	'
Period of payment for mandatory repayments	'	'	'	'	'	'	'	'	'30 days	'
Estimated amount of term loan included in current portion of debt	($1,377,000)	'	'	'	'	$0	'	'	'	$0
Term loan and financial covenant, Description	'	'	'On August 16, 2013 the RBC Credit Agreement was amended and certain financial covenants were modified. Pursuant to the amended credit agreement and commencing with the fiscal year ending December 31, 2013, the Company is required to maintain a fixed coverage ratio, calculated on a consolidated basis of not less than 1.15:1 with a step-up to 1.25:1 as of March 31, 2014, tested on a rolling four quarter basis thereafter and a ratio of funded debt to EBITDA, calculated on an annual consolidated basis of not greater than 3.0:1, tested on a rolling four quarter basis thereafter.	'	'	'	'	'	'	'

TERM_DEBT_BDC_Term_Loan_Detail

TERM DEBT - BDC Term Loan (Detail Textuals 1)	9 Months Ended			0 Months Ended	9 Months Ended		12 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Jun. 04, 2012	Sep. 30, 2013	Sep. 30, 2013	Dec. 31, 2012	Jun. 04, 2012
	USD ($)	USD ($)	BDC term loan	Apex	Apex	Apex	Apex	Apex
				BDC term loan	BDC term loan	BDC term loan	BDC term loan	BDC term loan
				Term credit facility	Term credit facility	Term credit facility	Term credit facility	Term credit facility
				CAD	USD ($)	CAD	CAD	USD ($)
Debt Instrument [Line Items]	'	'	'	'	'	'	'	'
Aggregate amount of credit facility	'	'	'	1,700,000	'	'	'	$1,632,000
Interest rate per annum	'	'	'	'	'	'	'	12.00%
Debt instrument interest extention period	'	'	'	'1 year	'	'	'	'
Line of credit facility extension fee percentage	'	'	'	2.00%	'	'	'	'
Line of credit facility additional periodic interest payment	'	'	'	20,000	'	'	'	'
Term loan amended, Percentage	'	'	'	12.50%	'	'	'	'
Maximum annual cash flow sweep	'	'	'	'	'	425,000	425,000	'
Financing costs paid	$119,000	$296,000	'	'	$70,000	'	'	'
Terms of loan agreement, description	'	'	'The terms of the BDC loan agreement also provide for a fee to BDC in the event of the occurrence of any of the following:(a) if 50% or more of any company comprising Apex or the Company (consolidated assets or shares) is sold or merged with an unrelated entity; or (b) if there is a change of control of Apex and/or the Company prior to the Maturity Date or any extended maturity date of the BDC Tern Loan,	'	'	'	'	'
Percentage of value of company and acquiree paid as bonus on fulfillment of terms	'	'	2.00%	'	'	'	'	'
Term loan and financial covenant, Description	'	'	'On August 22, 2013, the BDC Term Loan was amended and certain financial covenants were modified. Pursuant to the amended loan agreement, the Company is required to maintain, for the duration of the investment, a term debt to equity ratio not exceeding 1.1:1 (measured annually); and an adjusted current ratio of 0.40:1 (measured annually) and revised yearly 120 days after each year end. We were in compliance with all of our BDC financial covenants as of September 30, 2013	'	'	'	'	'

TERM_DEBT_SVB_Term_Loan_Detail

TERM DEBT - SVB Term Loan (Detail Textuals 2) (USD $)	9 Months Ended				9 Months Ended		1 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Oct. 31, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Feb. 27, 2013	Sep. 30, 2013	Sep. 30, 2012	Feb. 01, 2011	Dec. 31, 2010
				Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")	Term credit facility	Term credit facility	Term credit facility	Term credit facility	Term credit facility
				31-Oct-13	Nov-13	Nov-13	Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")	Silicon Valley Bank ("SVB")
						Preferred Stock	Installment			Installment
Debt Instrument [Line Items]	'	'	'	'	'	'	'	'	'	'	'
Outstanding balance on the line of credit	$4,100,000	'	$3,700,000	'	'	'	'	'	'	'	$3,000,000
Number of equal monthly installments	'	'	'	'	'	'	36	'	'	36	'
Percent of aggregate amount of the term loan equal to final payment	'	'	'	'	'	'	'	2.00%	'	'	'
Interest rate	'	'	'	'	'	'	7.50%	9.00%	'	'	'
Final payment recorded as discount	'	'	'	'	'	'	'	60,000	'	'	'
Increase in gross capital	'	'	'	'	'	'	'	1,500,000	'	'	'
Line of credit Increase decrease in additional capital	'The Company is in currently discussions with SVB regarding the Tangible Net Worth covenant and a reduction of the 50% of additional capital raised to 25% of capital raised in November 2013	'	'	'	'	'	'	'	'	'	'
Excess tangible assets net worth	'	'	'	'	'	'	'	300,000	'	'	'
Gross proceeds from sale of preferred stock	'	'	'	'	'	'	'	'	'	'	'
Issuance costs, Net	'	'	'	'	'	'	'	'	'	'	'
Additional term loan	'	'	'	'	'	'	1,000,000	'	'	'	'
Interest expense for the lines of credit, including amortization of deferred financing costs	$262,000	$251,000	'	'	'	'	'	$439,000	$331,000	'	'

STOCKHOLDERS_EQUITY_Preferred_

STOCKHOLDERS' EQUITY - Preferred Stock Outstanding (Details) (Cumulative Convertible Preferred Stock, USD $)	Sep. 30, 2013
In Thousands, unless otherwise specified	Sep. 30, 2013
Cumulative Convertible Preferred Stock [Line Items]	'
Total convertible preferred stock	$7,609
Series A Preferred Stock	'
Cumulative Convertible Preferred Stock [Line Items]	'
Total convertible preferred stock	1,319
Series B Preferred Stock	'
Cumulative Convertible Preferred Stock [Line Items]	'
Total convertible preferred stock	465
Series D Preferred Stock	'
Cumulative Convertible Preferred Stock [Line Items]	'
Total convertible preferred stock	$5,825

STOCKHOLDERS_EQUITY_Preferred_1

STOCKHOLDERS' EQUITY- Preferred Stock Outstanding (Parentheticals) (Details) (USD $)	Sep. 30, 2013	Dec. 31, 2012
In Thousands, except Share data, unless otherwise specified	Sep. 30, 2013	Dec. 31, 2012
Cumulative Convertible Preferred Stock [Line Items]	'	'
Par value of preferred stock (in dollars per share)	$0.00	$0.00
Shares designated	10,000,000	10,000,000
Shares issued	1,105,155	1,105,155
Shares outstanding	1,105,155	1,105,155
Cumulative preferred dividends	$586	$361
Cumulative Convertible Preferred Stock \| Series A Preferred Stock	'	'
Cumulative Convertible Preferred Stock [Line Items]	'	'
Par value of preferred stock (in dollars per share)	$0.00	'
Shares designated	500,000	'
Shares issued	269,608	'
Shares outstanding	269,608	'
Liquidation preference	975	'
Cumulative preferred dividends	344	'
Cumulative Convertible Preferred Stock \| Series B Preferred Stock	'	'
Cumulative Convertible Preferred Stock [Line Items]	'	'
Par value of preferred stock (in dollars per share)	$0.00	'
Shares designated	500,000	'
Shares issued	131,347	'
Shares outstanding	131,347	'
Liquidation preference	380	'
Cumulative preferred dividends	85	'
Cumulative Convertible Preferred Stock \| Series D Preferred Stock	'	'
Cumulative Convertible Preferred Stock [Line Items]	'	'
Par value of preferred stock (in dollars per share)	$0.00	'
Shares designated	4,000,000	'
Shares issued	704,200	'
Shares outstanding	704,200	'
Liquidation preference	7,042	'
Cumulative preferred dividends	157	'
Preferred stock, issuance costs	$1,374	'

STOCKHOLDERS_EQUITY_Outstandin

STOCKHOLDERS' EQUITY - Outstanding Common Stock Warrants (Details) (Warrants, USD $)	Sep. 30, 2013	Aug. 16, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013
In Thousands, except Per Share data, unless otherwise specified	Sep. 30, 2013	Aug. 16, 2013	Senior Subordinated Notes Strike Price 3.62	Senior Subordinated Notes Strike Price 4.34	Placement Agent Preferred Stock Class D	Common Stock Investor Warrants One	Common Stock Investor Warrants Two	Placement Agent Warrants - Common Stock
Class of Warrant or Right [Line Items]	'	'	'	'	'	'	'	'
Outstanding common stock warrants, date issued	'	'	'2009 December	'2009 December	'2012 December	'2013 August	'2013 August	'2013 August
Outstanding common stock warrants expiration date	'	'	'2014 December	'2014 December	'2017 December	'2018 August	'2018 August	'2018 August
Outstanding common stock warrants strike price	'	'	$3.62	$4.34	$1.10	$1	$1	$0.60
Outstanding common stock warrants, total warrants outstanding and exercisable	$2,737,120	'	$138,260	$138,260	$704,200	$1,297,000	$166,667	$292,733
Outstanding common stock warrants total exercise price	$3,513,927	'	$500,000	$600,000	$774,620	$1,297,000	$166,667	$175,640
Outstanding common stock warrants weighted average exercise price	1.28	1	'	'	'	'	'	'

STOCKHOLDERS_EQUITY_Detail_Tex

STOCKHOLDERS' EQUITY (Detail Textuals) (USD $)	Sep. 30, 2013	Dec. 31, 2012
Class of Stock [Line Items]	'	'
Total number of authorized shares	110,000,000	'
Number of common stock, shares authorized	100,000,000	100,000,000
Common stock, par value (in dollars per share)	$0.00	$0.00
Number of preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, par value (in dollars per share)	$0.00	$0.00
Preferred stock, shares issued	1,105,155	1,105,155
Preferred stock, shares outstanding	1,105,155	1,105,155
Preferred Stock \| Series A Preferred Stock [Member]	'	'
Class of Stock [Line Items]	'	'
Number of preferred stock, shares authorized	500,000	'
Preferred stock, shares issued	269,608	'
Preferred stock, shares outstanding	269,608	'
Preferred Stock \| Series B Preferred Stock	'	'
Class of Stock [Line Items]	'	'
Number of preferred stock, shares authorized	500,000	'
Preferred stock, shares issued	131,347	'
Preferred stock, shares outstanding	131,347	'
Preferred Stock \| Series C Preferred Stock	'	'
Class of Stock [Line Items]	'	'
Number of preferred stock, shares authorized	5,000,000	'
Preferred stock, shares issued	0	'
Preferred stock, shares outstanding	0	'
Preferred Stock \| Series D Preferred Stock	'	'
Class of Stock [Line Items]	'	'
Number of preferred stock, shares authorized	4,000,000	'
Preferred stock, shares issued	704,200	'
Preferred stock, shares outstanding	704,200	'

STOCKHOLDERS_EQUITY_Cumulative

STOCKHOLDERS' EQUITY - Cumulative convertible preferred stock (Detail Textuals 1) (USD $)	9 Months Ended
	Sep. 30, 2013
Dividends Payable [Line Items]	'
Cash dividend paid	($422,000)
Cumulative Convertible Preferred Stock \| Series A Preferred Stock	'
Dividends Payable [Line Items]	'
Stated value of the Preferred per share	$4
Dividend Rate	8.00%
Conversion Price per Share	$4
Cumulative Convertible Preferred Stock \| Series B Preferred Stock	'
Dividends Payable [Line Items]	'
Stated value of the Preferred per share	$3.20
Dividend Rate	8.00%
Conversion Price per Share	$3.20
Cumulative Convertible Preferred Stock \| Series D Preferred Stock	'
Dividends Payable [Line Items]	'
Stated value of the Preferred per share	$10
Conversion Price per Share	$1
Reduced Conversion Price per share	$0.90
Preferred Stock, Dividend Payment Rate, Variable	'The Series D Preferred Stock entitles the holder to cumulative dividends, payable quarterly, at an annual rate of (i) 8% of the Stated Value during the three year period commencing on the date of issue, and (ii) 12% of the Stated Value commencing three years after the date of issue. We may, at the Company's option, pay dividends in PIK Shares, in which event the applicable dividend rate will be 12% and the number of such PIK Shares issuable will be equal to the aggregate dividend payable divided by the lesser of (x) the then effective Conversion Price or (y) the average volume weighted average price of the Company's common stock for the five prior consecutive trading days.
Cash dividend paid	142,000
Minimum closing price of common stock	$2
Minimum average daily trading volume	5,000
Cumulative Convertible Preferred Stock \| Series D Preferred Stock \| Minimum	'
Dividends Payable [Line Items]	'
Partial liquidated damage percentages of purchase price paid by each investor	0.10%
Liquidated Damages	$18,000
Redemption purchase price per share	$10
Cumulative Convertible Preferred Stock \| Series D Preferred Stock \| On the date of issue	'
Dividends Payable [Line Items]	'
Stated value of the Preferred per share	$8
Cumulative Convertible Preferred Stock \| Series D Preferred Stock \| After the date of issue	'
Dividends Payable [Line Items]	'
Dividend Rate	12.00%

STOCKHOLDERS_EQUITY_Common_Sto

STOCKHOLDERS' EQUITY - Common Stock (Detail Textuals 2) (USD $)

9 Months Ended

0 Months Ended

9 Months Ended

0 Months Ended

1 Months Ended

Sep. 30, 2013

Sep. 30, 2012

Aug. 15, 2013

Apr. 26, 2013

Dec. 31, 2012

Sep. 30, 2013

Aug. 16, 2013

Oct. 31, 2013

Aug. 16, 2013

Oct. 31, 2013

Sep. 30, 2013

Sep. 23, 2013

Aug. 21, 2013

Aug. 15, 2013

Nov. 15, 2012

Aug. 15, 2013

Sep. 30, 2013

Aug. 15, 2013

Sep. 30, 2013

Aug. 21, 2013

Aug. 15, 2013

Jun. 04, 2012

Jul. 31, 2012

Employee

Warrant [Member]

Subsequent Event [Member]

Private Placement [Member]

Purchase Agreement [Member]

Series C Preferred Stock

Placement Agent Warrants [Member]

Investor Warrants [Member]

Apex

Illume Mobile

Warrant [Member]

Subsequent Event [Member]

Private Placement [Member]

Sigma Agreement

Warrant [Member]

Purchase Agreement [Member]

Warrant [Member]

Purchase Agreement [Member]

Common Stock

Selling, General and Administrative Expenses

Common Stock

Warrant [Member]

Sigma Opportunity Fund II, LLC and Sigma Capital Advisors, LLC

Common Stock

Asset purchase agreement

Business Acquisition [Line Items]

Common stock, shares issued

12,297,979

2,927,333

70,207

9,300,439

2,927,333

1,463,667

292,733

1,463,667

Number of employees

Number of shares issued as consideration for acquisition related expenses

325,000

617,284

Value of shares issued as consideration for acquisition related expenses

$341,000

$698,000

Number of series C preferred stock, aggregate of common stock

175,364

Aggregate number of common stock sold

333,333

2,594,000

Sale of stock price per Share

$0.60

Gross proceeds from private placement

1,502,000

1,500,000

200,000

1,556,400

Exercise price of warrants

1.28

0.6

Purchase of aggregate shares by investor warrants sold

1,297,000

Term of warrants

'5 years

Investor warrants sold

1,099,000

166,667

Common stock purchase price per share, Minimum

$0.60

Common stock, shared authorized

100,000,000

2,927,333

Placement agent commision, Value

175,600

Placement agent fees percentage

10.00%

Common stock purchased by Warrants

292,733

Gross proceeds from warrants offering

1,700,000

Issuance costs, Net

200,000

fair value of the warrant liability

-166,000

1,100,000

933,000

Balance of warrant liability recorded as equity

$400,000

STOCKHOLDERS_EQUITY_Warrants_D

STOCKHOLDERS' EQUITY - Warrants (Detail Textuals 3) (USD $)

3 Months Ended

9 Months Ended

0 Months Ended

9 Months Ended

Sep. 30, 2013

Sep. 30, 2012

Sep. 30, 2013

Sep. 30, 2012

Aug. 15, 2013

Apr. 26, 2013

Dec. 31, 2012

Aug. 15, 2013

Aug. 21, 2013

Aug. 15, 2013

Sep. 30, 2013

Investor Warrants [Member]

Warrant [Member]

Placement Agent Warrants [Member]

Investor Warrants [Member]

Common Stock, Shares, Issued

12,297,979

2,927,333

70,207

9,300,439

1,463,667

292,733

Warrants issued in connection with common stock private placement

$1,099,000

Fair Value Adjustment of Warrants

-166,000

933,000

1,100,000

other income

($166,000)

($992,000)

($3,383,000)

($2,507,000)

$166,000

ESOP_PLAN_Detail_Textuals

ESOP PLAN (Detail Textuals) (Employee Stock Ownership Plan (the "ESOP"), USD $)	9 Months Ended
	Sep. 30, 2013
Employee Stock Ownership Plan (the "ESOP")	'
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items]	'
Contribution expense	$134,000
ESOP principal payment	104,000
ESOP interest expenses	30,000
ESOP compensation expenses	$78,000
Fair value of the shares	$0.94

STOCK_OPTION_PLAN_Summary_of_s

STOCK OPTION PLAN - Summary of status of Plans (Details) (2010 Stock Option Plan (the "Plan"), USD $)	9 Months Ended
	Sep. 30, 2013
2010 Stock Option Plan (the "Plan")	'
Number Of Options Available For Grant [Roll Forward]	'
Options Available for Grant, December 31, 2012	455,495
Options Available for Grant, Granted	'
Options Available for Grant, Exercised	'
Options Available for Grant, Forfeited	'
Options Available for Grant, September 30, 2013	455,495
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]	'
Options Outstanding, December 31, 2012	544,505
Options Outstanding, Granted	'
Options Outstanding, Exercised	'
Options Outstanding, Forfeited	'
Options Outstanding, September 30, 2013	544,505
Exercisable options at September 30, 2013	446,374
Share Based Compensation Arrangement By Share Based Payment Award, Weighted Average Exercise Price [Roll Forward]	'
Weighted - Average Exercise Price, December 31, 2012	$1.82
Weighted - Average Exercise Price, Granted	'
Weighted - Average Exercise Price, Exercised	'
Weighted - Average Exercise Price, Forfeited	'
Weighted - Average Exercise Price, September 30, 2013	$1.82
Weighted Average Exercise Price, Exercisable options at September 30, 2013	$1.75
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]	'
Aggregate Intrinsic Value, December 31, 2012	'
Aggregate Intrinsic Value, Granted	'
Aggregate Intrinsic Value, Exercised	'
Aggregate Intrinsic Value, Forfeited	'
Aggregate Intrinsic Value, September 30, 2013	'
Aggregate Intrinsic Value, Exercisable options at September 30, 2013	'

STOCK_OPTION_PLAN_Summary_of_i

STOCK OPTION PLAN - Summary of information about stock options outstanding (Details 1) (2010 Stock Option Plan (the "Plan"), USD $)	9 Months Ended
	Sep. 30, 2013	Dec. 31, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]	'	'
Number Of Options Outstanding	544,505	544,505
Options Outstanding Weighted Average Remaining Contractual Life (Years)	'3 years 6 months 22 days	'
Options Outstanding Weighted Average Exercise Price	$1.82	$1.82
Number Of Options Exercisable	446,374	'
Options Exercisable Weighted Average Remaining Contractual Life (Years)	'2 years 9 months 4 days	'
Options Exercisable Weighted Average Exercise Price	$1.75	'
Dollar 1.33 To 2.03	'	'
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]	'	'
Minimum Range of Exercise Prices	$1.33	'
Maximum Range of Exercise Prices	$2.03	'
Number Of Options Outstanding	365,620	'
Options Outstanding Weighted Average Remaining Contractual Life (Years)	'1 year 6 months 29 days	'
Options Outstanding Weighted Average Exercise Price	$1.65	'
Number Of Options Exercisable	355,461	'
Options Exercisable Weighted Average Remaining Contractual Life (Years)	'1 year 6 months 11 days	'
Options Exercisable Weighted Average Exercise Price	$1.64	'
Dollar 2.06 To 4.34	'	'
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]	'	'
Minimum Range of Exercise Prices	$2.06	'
Maximum Range of Exercise Prices	$4.34	'
Number Of Options Outstanding	178,885	'
Options Outstanding Weighted Average Remaining Contractual Life (Years)	'7 years 7 months 6 days	'
Options Outstanding Weighted Average Exercise Price	$2.16	'
Number Of Options Exercisable	90,913	'
Options Exercisable Weighted Average Remaining Contractual Life (Years)	'7 years 6 months 15 days	'
Options Exercisable Weighted Average Exercise Price	$2.16	'

STOCK_OPTION_PLAN_Detail_Textu

STOCK OPTION PLAN (Detail Textuals) (USD $)	9 Months Ended		9 Months Ended
	Sep. 30, 2013	Dec. 31, 2010	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
			2010 Stock Option Plan (the "Plan")	2010 Stock Option Plan (the "Plan")	2010 Stock Option Plan (the "Plan")	2010 Stock Option Plan (the "Plan")
			Samplings		Selling, General and Administrative Expenses	Selling, General and Administrative Expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]	'	'	'	'	'	'
Number of common stock, shares authorized	'	1,000,000	'	'	'	'
Term of stock option granted	'10 years	'	'	'	'	'
Percentage of exercise price to market value of common stock	100.00%	'	'	'	'	'
Vested period of stock option	'5 years	'	'	'	'	'
Percentage of voting power of common stock	10.00%	'	'	'	'	'
Maximum percentage of fair market of a share of common stock	110.00%	'	'	'	'	'
Total fair value of stock option awards vested	$40,000	'	'	$73,000	'	'
Number of expected sampling volatility of companies	'	'	5	'	'	'
Employee stock-based compensation cost	'	'	'	'	31,000	50,000
Unrecognized estimated employee compensation cost	'	'	$109,000	'	'	'
Weighted-average vesting period	'	'	'2 years 8 months 9 days	'	'	'

COMMITMENTS_AND_CONTINGENCIES_

COMMITMENTS AND CONTINGENCIES (Details Textuals)	9 Months Ended		1 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Jul. 31, 2013	Sep. 30, 2013	Sep. 30, 2013
	USD ($)	USD ($)	Apex Earn Out Obligation	Apex Earn Out Obligation	Apex Earn Out Obligation
			CAD	CAD	Note
					USD ($)
					Installment
Commitment and Contingencies [Line Items]	'	'	'	'	'
Rental expense	$511,000	$353,000	'	'	'
Threashold value of EBITDA defined in agreement	'	'	2,000,000	'	'
Basic earn out amount defined in agreement	'	'	5,000,000	'	'
Maximum Basic earn out amount	'	'	3,000,000	'	'
Percentage of cash to be paid of basic earn out amount	'	'	22.22%	'	'
Number of quarterly payment for principal sum due	'	'	'	'	8
Interest rate on notes payable	'	'	'	'	9.00%
Interest rate on notes payable after October 31, 2014	'	'	'	'	11.00%
Minimum net equity capital raised during the term of note payable	'	'	'	5,000,000	'
Increase rate of interest due to raises in net equity capital	'	'	'	'	15.00%
Increase rate of interest after first anniversary of raises in net equity capital	'	'	'	'	20.00%
Maximum Conversion price	'	'	'	'	$1
Threashold EBITDA limit for earn out to former owner of Apex	'	'	'	2,000,000	'
Maximum of earn out payable to former owner of Apex	'	'	'	500,000	'

COMMITMENTS_AND_CONTINGENCIES_1

COMMITMENTS AND CONTINGENCIES (Details Textuals 1)	Sep. 30, 2013	Jun. 04, 2012	Jun. 04, 2012	Sep. 30, 2013	Sep. 30, 2013	Sep. 30, 2013	Dec. 31, 2012	Jun. 04, 2012	Jun. 04, 2012	Sep. 30, 2013	Sep. 30, 2013
	USD ($)	Apex	Apex	Apex	Apex	Apex	Apex	Apex	Apex	Apex	Apex
		USD ($)	CAD	USD ($)	CAD	Convertible Preferred stock	Convertible Preferred stock	Estimate Of Fair Value, Fair Value Disclosure [Member]	Estimate Of Fair Value, Fair Value Disclosure [Member]	Estimate Of Fair Value, Fair Value Disclosure [Member]	Estimate Of Fair Value, Fair Value Disclosure [Member]
						Series D Preferred Stock	Series D Preferred Stock	USD ($)	CAD	USD ($)	CAD
						USD ($)	USD ($)
Employment Agreement [Line Items]	'	'	'	'	'	'	'	'	'	'	'
Escrow percentage of any equity capital raised	'	'	'	'	'	25.00%	'	'	'	'	'
Equity capital raised in excess	'	'	'	'	'	$500,000	'	'	'	'	'
Issuance of convertible series D preferred stock	'	'	'	'	'	'	7,042,000	'	'	'	'
Amount paid in consideration to Apex	'	4,801,000	5,000,000	713,000	735,000,000	'	'	1,033,000,000	1,076,000	1,033,000	1,076,000
Undiscounted payment in consideration for Apex achieving certain levels of EBITDA	'	3,360,700,000	3,500,000	331,000	341,000,000	'	'	'	'	'	'
Fair value of bonus to be paid to CEO	'	'	'	153,000	160,000,000	'	'	'	'	'	'
Fair value of bonus to be paid to CEO, Accrued earn out recognized	'	'	'	154,000	160,000,000	'	'	'	'	'	'
Fair Value Earn Out Payment Due	$1,600,000	'	'	'	'	'	'	'	'	'	'

SUBSEQUENT_EVENT_Details

SUBSEQUENT EVENT (Details) (USD $)

0 Months Ended

1 Months Ended

Aug. 21, 2013

Aug. 15, 2013

Aug. 16, 2013

Sep. 30, 2013

Apr. 26, 2013

Dec. 31, 2012

Sep. 30, 2013

Aug. 16, 2013

Oct. 31, 2013

Nov. 30, 2013

Oct. 31, 2013

Nov. 30, 2013

Warrants

Subsequent Event

Placement Agent Warrants

Series D Preferred Stock

Warrants

Placement Agent Warrants

Series E Preferred Stock

Subsequent Event [Line Items]

Gross proceeds

$200,000

$1,556,400

$1,756,400

Common stocks, including management and existing shareholders

100,000

Common Stock, shares issued

2,927,333

12,297,979

70,207

9,300,439

Exercise price of warrants

1.28

0.6

Proceeds from stock offering before deductions

Proceeds from stock offering after deductions

Commission to place agent

Percentage of gross proceeds

10.00%

Percentage of commonn stock under purchase price agreement

10.00%

Purchase price per Share

$0.60

Shares purchased by directors and employess

Conversion Price per Share

Reduced Conversion Price per share

$0.90

Reduced Conversion Price