Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Jul. 31, 2014 | Sep. 15, 2014 | |
Document And Entity Information | ' | ' |
Entity Registrant Name | 'Dataram Corporation | ' |
Entity Central Index Key | '0000027093 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Jul-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--04-30 | ' |
Is Entity a Well-known Seasoned Issuer? | 'No | ' |
Is Entity a Voluntary Filer? | 'No | ' |
Is Entity's Reporting Status Current? | 'Yes | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 2,410,512 |
Document Fiscal Period Focus | 'Q1 | ' |
Document Fiscal Year Focus | '2015 | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
Current assets: | ' | ' |
Cash and cash equivalents | $135,248 | $257,633 |
Accounts receivable, less allowance for doubtful accounts and sales returns of $220,000 at July 31, 2014 and $200,000 at April 30, 2014 | 3,314,882 | 3,662,898 |
Inventories | 2,020,752 | 2,291,038 |
Other current assets | 127,135 | 7,227 |
Total current assets | 5,598,017 | 6,218,796 |
Property and equipment, at cost: | ' | ' |
Machinery and equipment | 450,961 | 450,961 |
Leasehold improvements | 607,867 | 607,867 |
Property and equipment, gross | 1,058,828 | 1,058,828 |
Less: accumulated depreciation and amortization | 867,025 | 840,026 |
Net property and equipment | 191,803 | 218,802 |
Other assets | 52,210 | 51,160 |
Capitalized software development costs | 142,191 | ' |
Goodwill | 1,083,555 | 1,083,555 |
Total assets | 7,067,776 | 7,572,313 |
Current liabilities: | ' | ' |
Note payable-revolving credit line | 2,423,730 | 2,969,857 |
Accounts payable | 1,478,569 | 1,438,748 |
Accrued liabilities | 819,346 | 927,944 |
Convertible notes payable, net of discount | 106,666 | ' |
Convertible notes payable related parties, net of discount | 26,667 | ' |
Total current liabilities | 4,854,978 | 5,336,549 |
Other liabilities | 232,911 | 250,826 |
Total liabilities | 5,087,889 | 5,587,375 |
Stockholders' equity: | ' | ' |
Common stock, par value $1.00 per share. Authorized 54,000,000 shares; issued and outstanding 2,104,662 at January 31, 2014 and 1,754,662 at April 30, 2013 | 2,410,512 | 2,410,512 |
Additional paid-in capital | 20,990,809 | 20,236,093 |
Accumulated deficit | -21,421,434 | -20,661,667 |
Total stockholders' equity | 1,979,887 | 1,984,938 |
Total liabilities and stockholders' equity | $7,067,776 | $7,572,313 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
Statement of Financial Position [Abstract] | ' | ' |
Allowance for doubtful accounts and sales returns | $220,000 | $200,000 |
Common stock, par value | $1 | $1 |
Common stock, authorized shares | 54,000,000 | 54,000,000 |
Common stock, issued shares | 2,410,512 | 2,410,512 |
Common stock, outstanding shares | 2,410,512 | 2,410,512 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Income Statement [Abstract] | ' | ' |
Revenues | $7,725,037 | $7,366,730 |
Costs and expenses: | ' | ' |
Cost of sales | 6,476,232 | 5,805,044 |
Engineering | 165,555 | 319,327 |
Selling, general and administrative | 1,644,208 | 2,039,733 |
Total costs and expenses | 8,285,995 | 8,164,104 |
Loss from operations | -560,958 | -797,374 |
Other income (expense): | ' | ' |
Interest expense, net | -193,687 | -84,417 |
Currency gain (loss) | -2,272 | 161 |
Total other expense, net | -195,959 | -84,256 |
Loss before income taxes | -756,917 | -881,630 |
Income tax expense | 2,850 | ' |
Net loss | ($759,767) | ($881,630) |
Net loss per share of common stock | ' | ' |
Basic | ($0.32) | ($0.50) |
Diluted | ($0.32) | ($0.50) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Cash flows from operating activities: | ' | ' |
Net loss | ($759,767) | ($881,630) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 26,999 | 91,900 |
Bad debt expense | 10,397 | 275,110 |
Amortization of debt discount | 133,333 | ' |
Stock-based compensation expense | 4,716 | 20,943 |
Changes in assets and liabilities: | ' | ' |
Decrease in accounts receivable | 337,619 | -325,089 |
Decrease in inventories | 270,286 | 180,891 |
Decrease (increase) in other current assets | -119,908 | -60,040 |
Decrease (increase) in other assets | -1,050 | ' |
Increase (decrease) in accounts payable | 39,821 | 251,047 |
Decrease in accrued liabilities | -108,598 | -135,713 |
Net cash used in operating activities | -166,152 | -582,581 |
Cash flows from investing activities: | ' | ' |
Software development costs | -142,191 | ' |
Net cash provided by (used in) investing activities | -142,191 | ' |
Cash flows from financing activities: | ' | ' |
Net proceeds (payments) under revolving credit line | -546,127 | 466,172 |
Net payments of note payable to related party | ' | -100,000 |
Principal payments under capital lease obligation | -17,915 | ' |
Proceeds from issuance of convertible notes and warrants | 750,000 | ' |
Net cash provided by (used in) financing activities | 185,958 | 366,172 |
Net increase (decrease) in cash and cash equivalents | -122,385 | -216,409 |
Cash and cash equivalents at beginning of period | 257,633 | 324,235 |
Cash and cash equivalents at end of period | 135,248 | 107,826 |
Supplemental disclosures of cash flow information: | ' | ' |
Cash paid during the period for interest | 60,354 | 88,974 |
Cash paid during the period for income taxes | 2,850 | ' |
Supplemental disclosures of non cash flow information: | ' | ' |
Debt discount on convertible notes payable | $750,000 | ' |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (Unaudited) (USD $) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning balance at Apr. 30, 2014 | $2,410,512 | $20,236,093 | ($20,661,667) | $1,984,938 |
Beginning balance (shares) at Apr. 30, 2014 | 2,410,512 | ' | ' | ' |
Net loss | ' | ' | -759,767 | -759,767 |
Stock based compensation expense | ' | 4,716 | ' | 4,716 |
Issuance of warrants with convertible notes | ' | 562,000 | ' | 562,000 |
Beneficial conversion feature of convertible notes payable | ' | 188,000 | ' | 188,000 |
Ending balance at Jul. 31, 2014 | ' | ' | ' | $1,979,887 |
Description_of_Business_and_Si
Description of Business and Significant Accounting Policies | 3 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Description of Business and Significant Accounting Policies | ' | ||||||||||||||||
(1) Description of Business and Significant Accounting Policies | |||||||||||||||||
Dataram Corporation (the “Company”) is a developer, manufacturer and marketer of large capacity memory products primarily used in high-performance network servers and workstations. The Company provides customized memory solutions for original equipment manufacturers (OEMs) and compatible memory for leading brands including Dell, HP, IBM and Sun Microsystems. Additionally, the Company manufactures a line of memory products for Intel and AMD motherboard based servers. The Company has developed and currently markets a line of high-performance storage caching products. | |||||||||||||||||
The Company’s memory products are sold worldwide to OEMs, distributors, value-added resellers and end-users. The Company has one leased manufacturing facility in the United States with sales offices in the United States, Europe and Japan. | |||||||||||||||||
The Company is an independent memory manufacturer specializing in high-capacity memory and competes with several other large independent memory manufacturers as well as the OEMs mentioned above. The primary raw material used in producing memory boards is dynamic random access memory (DRAM) chips. The purchase cost of DRAMs is the largest single component of the total cost of a finished memory board. Consequently, average selling prices for computer memory boards are significantly dependent on the pricing and availability of DRAM chips. | |||||||||||||||||
Liquidity and Basis of Presentation | |||||||||||||||||
The information for the three months ended July 31, 2014 and 2013 is unaudited, but includes all adjustments (consisting of normal recurring adjustments) which, in the opinion of management, are necessary to state fairly the financial information set forth therein in accordance with accounting principles generally accepted in the United States of America. The interim results are not necessarily indicative of results to be expected for the full fiscal year. These financial statements should be read in conjunction with the audited financial statements for the year ended April 30, 2014 included in the Company’s 2014 Annual Report on Form 10-K filed with the Securities and Exchange Commission. The April 30, 2014 balance sheet has been derived from these statements | |||||||||||||||||
The Company's financial statements are prepared using the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America and have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. For the fiscal years ended April 30, 2014, 2013 and 2012, the Company incurred losses in the amounts of approximately $2,609,000, $4,625,000 and $3,259,000, respectively. Net cash used in operating activities totaled approximately $1,554,000, $3,882,000 and $1,218,000 for the fiscal years ended April 30, 2014, 2013 and 2012, respectively. In the first quarter of the current fiscal year ended July 31, 2014 the Company incurred losses of approximately $760,000, and used net cash in operations totaled approximately $166,000. | |||||||||||||||||
On July 15, 2014, the Company entered into a Subordinated Secured Convertible Bridge Note and Warrant Purchase Agreement (the “Purchase Agreement”) governing the issuance of $750,000 aggregate principal amount of Subordinated Secured Convertible Bridge Notes (the “Bridge Notes”) and Warrants (the “Warrants”). The Bridge Notes and Warrants were issued on July 15, 2014. The Company issued $600,000 aggregate principal amount of the Bridge Notes to certain institutional investors (“Institutional Investors”) and $150,000 aggregate principal amount of the Bridge Notes to certain members of management, officers and directors of the Company (“Management”). The Bridge Notes, which mature on October 15, 2014 (subject to a three-month extension at the option of the holders), are convertible into shares of the Company’s common stock. The initial conversion price for Institutional Investors is $2.50 per share, and the initial conversion price for Management is equal to the closing price of the Company’s common stock on the closing date of the Purchase Agreement, $2.94. The Bridge Notes are secured obligations of the Company and bear interest at a rate of 8% per year. The Warrants are exercisable for five years after the closing date of the Purchase Agreement. For each $1,000 of principal amount of Bridge Notes, the holder received 1,200 Warrants to purchase the Company’s common stock. Each holder is entitled to exercise one-third of all warrants received at an exercise price of $3.00, one-third of all warrants received at an exercise price of $3.50, and one-third of all warrants received at an exercise price that is equal to the closing price on the closing date of the Purchase Agreement, $2.94. Pursuant to the terms of the Purchase Agreement, the Company has agreed to register the shares underlying the Bridge Notes and the Warrants. | |||||||||||||||||
The Company has come to terms with multiple investors for the sale of 1,000,000 shares of Series A Preferred Stock (“Preferred Shares”) at $5.00 per share. This transaction is subject to stockholders approval at the Company’s Annual Meeting currently scheduled for October 15, 2014. The closing is to take place as soon as practicable therefore with a minimum purchase of 400,000 shares. The balance is callable by the Company on an as needed basis. The Preferred Shares are convertible into Common Stock at the rate of 2.5 shares of common stock for every 1 share of Preferred Stock. There is no assurance that the stockholders will approve this transaction and a closing will take place. | |||||||||||||||||
Our continuation as a going concern is dependent upon obtaining the additional working capital necessary to sustain our operations. Management projects the Company currently has sufficient cash and borrowing availability to last into fiscal quarter ending January 31, 2015. Our future is dependent upon our ability to obtain financing, raise capital through the sales of equity and or debt securities and upon future profitable operations. There is no assurance that our current operations will be profitable or we will raise sufficient funds to continue operating. The Company continues to seek out opportunities to trim overhead expenses to meet revenues. | |||||||||||||||||
If current and projected revenue growth does not meet estimates, the Company may continue to choose to raise additional capital through debt and/or equity transactions, reduce certain overhead costs through the deferral of salaries and other means, and settle liabilities through negotiation. The Company cannot provide assurances that additional financing will be available to it on favorable terms, or at all. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event we cannot continue in existence. | |||||||||||||||||
Principles of Consolidation | |||||||||||||||||
The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, including deferred tax asset valuation allowances and certain other reserves and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Some of the more significant estimates made by management include the allowance for doubtful accounts and sales returns, the deferred income tax asset valuation allowance and other operating allowances and accruals. Actual results could differ from those estimates. | |||||||||||||||||
Engineering and Research and Development | |||||||||||||||||
Research and development costs are expensed as incurred, including Company-sponsored research and development and costs of patents and other intellectual property that have no alternative future use when acquired and in which we had an uncertainty in receiving future economic benefits. Development costs of a computer software product to be sold, leased, or otherwise marketed are subject to capitalization beginning when a product’s technological feasibility has been established and ending when a product is available for general release to customers. Technological feasibility of a computer software product is established when all planning, designing, coding and testing activities that are necessary to establish that the product can be produced to meet its design specifications (including functions, features and technical performance requirements) are completed. | |||||||||||||||||
The Company has been developing computer software for its storage caching product line. On May 1, 2014, the Company determined that technological feasibility for the product was established, and development costs subsequent to that date totaling approximately $142,000 have been capitalized. Prior to May 1, 2014, the Company expensed all development costs related to this product line. | |||||||||||||||||
Advertising | |||||||||||||||||
Advertising is expensed as incurred and amounted to approximately $12,000 in the three months ended July 31, 2014 compared to approximately $45,000 in the comparable prior year period. | |||||||||||||||||
Income Taxes | |||||||||||||||||
The Company utilizes the asset and liability method of accounting for income taxes in accordance with the provisions of the “Expenses – Income Taxes Topic” of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). Under the asset and liability method, deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The Company considers certain tax planning strategies in its assessment as to the recoverability of its tax assets. Deferred income tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in earnings in the period that the tax rate changes. The Company recognizes, in its consolidated financial statements, the impact of a tax position, if that position is more likely than not to be sustained on audit, based on technical merits of the position. There are no material unrecognized tax positions in the financial statements. As of July 31, 2014, the Company had Federal and state net operating loss (“NOL”) carry-forwards of approximately $25,600,000 and $24,000,000, respectively. These can be used to offset future taxable income and expire between 2023 and 2034 for Federal tax purposes and 2016 and 2034 for state tax purposes. The Company’s NOL carry-forwards are a component of its deferred income tax assets which are reported net of a full valuation allowance in the Company’s consolidated financial statements at July 31, 2014 and April 30, 2014. | |||||||||||||||||
Net Loss per Share | |||||||||||||||||
Basic net loss per share is computed by dividing the net loss by the weighted average number of shares of common stock issued and outstanding during the period. The calculation of diluted loss per share for the three months ended July 31, 2014 and 2013 includes only the weighted average number of shares of common stock outstanding. The denominator excludes the dilutive effect of stock options and warrants outstanding as their effect would be anti-dilutive. | |||||||||||||||||
The following presents a reconciliation of the numerator and denominator used in computing basic and diluted net loss per share for the three month periods ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months ended July 31, 2014 | |||||||||||||||||
Loss | Shares | Per share | |||||||||||||||
(numerator) | (denominator) | amount | |||||||||||||||
Basic net loss per share – net loss and weighted average common shares outstanding | $ | (759,767 | ) | 2,410,512 | $ | (.32 | ) | ||||||||||
Effect of dilutive securities – stock options | — | — | — | ||||||||||||||
Effect of dilutive securities – warrants | — | — | — | ||||||||||||||
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants | $ | (759,767 | ) | 2,410,512 | $ | (.32 | ) | ||||||||||
Three Months ended July 31, 2013 | |||||||||||||||||
Loss | Shares | Per share | |||||||||||||||
(numerator) | (denominator) | amount | |||||||||||||||
Basic net loss per share – net loss and weighted average common shares outstanding | $ | (881,630 | ) | 1,754,662 | $ | (.50 | ) | ||||||||||
Effect of dilutive securities – stock options | — | — | — | ||||||||||||||
Effect of dilutive securities – warrants | — | — | — | ||||||||||||||
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants | $ | (881,630 | ) | 1,754,662 | $ | (.50 | ) | ||||||||||
Diluted net loss per common share for the three month periods ended July 31, 2014 and 2013 do not include the effect of options to purchase 272,580 and 319,908 shares, respectively, of common stock because they are anti-dilutive. Diluted net loss per common share for the three month periods ended July 31, 2014 and 2013 also do not include the effect of warrants to purchase 1,385,775 and 221,875 shares, respectively, because they are anti-dilutive. | |||||||||||||||||
Common Stock Repurchases | |||||||||||||||||
On December 4, 2002, the Company announced an open market repurchase plan providing for the repurchase of up to 83,333 shares of the Company’s common stock. On April 10, 2012, the Company announced the additional authorization to repurchase up to 138,000 shares of the Company’s common stock which at that time made the total available for purchase of up to 166,667 shares. The Company did not purchase shares in the first quarter of fiscal 2015 or fiscal 2014. As of July 31, 2014, the total number of shares authorized for purchase under the program is 136,408 shares. | |||||||||||||||||
Stock Option Expense | |||||||||||||||||
a. Stock-Based Compensation | |||||||||||||||||
The Company has a 2001 incentive and non-statutory stock option plan for the purpose of permitting certain key employees to acquire equity in the Company and to promote the growth and profitability of the Company by attracting and retaining key employees. In general, the plan allows granting of up to 300,000 shares of the Company’s common stock at an option price to be no less than the fair market value of the Company’s common stock on the date such options are granted. Options granted under the plan vest ratably on the annual anniversary date of the grants. Vesting periods for options currently granted under the plan range from one to five years. No further options may be granted under this plan. | |||||||||||||||||
The Company also has a 2011 incentive and non-statutory stock option plan for the purpose of permitting certain key employees and consultants to acquire equity in the Company and to promote the growth and profitability of the Company by attracting and retaining key employees. No executive officer or director of the Company is eligible to receive options under the 2011 plan. In general, the plan allows granting of up to 33,333 shares of the Company’s common stock at an option price to be no less than the fair market value of the Company’s common stock on the date such options are granted. Options granted under the plan vest ratably on the annual anniversary date of the grants. Vesting periods for options currently granted under the plan range from one to five years. There have been 25,000 shares granted under this plan. | |||||||||||||||||
The Company periodically grants nonqualified stock options to non-employee directors of the Company. These options are granted for the purpose of retaining the services of directors who are not employees of the Company and to provide additional incentive for such directors to work to further the best interests of the Company and its shareholders. The options granted to these non-employee directors are exercisable at a price representing the fair value at the date of grant and expire either five or ten years after date of grant. Vesting periods for options currently granted range from one to two years. | |||||||||||||||||
On September 23, 2010, the Company granted Mr. Sheerr, who is employed by the Company as the General Manager of the acquired Micro Memory Bank, Inc. (“MMB”) business unit described in Note 2 and is an executive officer of the Company, nonqualified stock options to purchase 16,667 shares of the Company’s common stock pursuant to his employment agreement. On September 22, 2011, the Company granted Mr. Sheerr additional nonqualified stock options to purchase 16,667 shares of the Company’s common stock, pursuant to his employment agreement. On July 19, 2012, the Company granted Mr. Sheerr additional nonqualified stock options to purchase 16,667 shares of the Company’s common stock, also pursuant to his employment agreement. The options granted are exercisable at a price representing the fair value at the date of grant and expire five years after date of grant. The options vested in one year. | |||||||||||||||||
New shares of the Company's common stock are issued upon exercise of stock options. | |||||||||||||||||
As required by the “Compensation - Stock Compensation” Topic of the FASB, the accounting for transactions in which an enterprise receives employee services in exchange for (a) equity instruments of the enterprise or (b) liabilities that are based on the fair value of the enterprise’s equity instruments or that may be settled by the issuance of such equity instruments are accounted for using a fair value-based method with a recognition of an expense for compensation cost related to share-based payment arrangements, including stock options and employee stock purchase plans. | |||||||||||||||||
Our consolidated statements of operations for the three months ended July 31, 2014 and 2013 include approximately $5,000 and $21,000 of stock-based compensation expense, respectively. These stock option grants have been classified as equity instruments and, as such, a corresponding increase has been reflected in additional paid-in capital in the accompanying consolidated balance sheets. The fair value of each stock option granted is estimated on the date of grant using the Black-Scholes option pricing model. | |||||||||||||||||
A summary of option activity for the three months ended July 31, 2014 is as follows: | |||||||||||||||||
Shares | Weighted | Weighted | Aggregate | ||||||||||||||
average | average | intrinsic | |||||||||||||||
exercise | remaining | value (2) | |||||||||||||||
price | contractual | ||||||||||||||||
life (1) | |||||||||||||||||
Balance April 30, 2014 | 264,244 | $ | 12.42 | 4.46 | $ | 14,750 | |||||||||||
Granted | 0 | — | — | — | |||||||||||||
Exercised | 0 | — | — | — | |||||||||||||
Expired | 0 | — | — | — | |||||||||||||
Balance July 31, 2014 | 264,244 | $ | 12.42 | 4.21 | $ | 14,750 | |||||||||||
Exercisable July 31, 2014 | 251,744 | $ | 12.92 | 3.98 | $ | 7,375 | |||||||||||
Expected to vest July 31, 2014 | 251,744 | $ | 12.42 | 3.98 | $ | 7,375 | |||||||||||
-1 | This amount represents the weighted average remaining contractual life of stock options in years. | ||||||||||||||||
-2 | This amount represents the difference between the exercise price and $3.03, the closing price of Dataram common stock on July 31, 2014 as reported on the NASDAQ Stock Market, for all in-the-money options outstanding and all the in-the-money shares exercisable. | ||||||||||||||||
As of July 31, 2014, there was approximately $9,000 of total unrecognized compensation costs related to stock options. These costs are expected to be recognized over a weighted average period of approximately nine months. | |||||||||||||||||
b. Other Stock Options | |||||||||||||||||
On June 30, 2008, the Company granted options to purchase 8,333 shares of the Company’s common stock to a privately held company in exchange for certain patents and other intellectual property. The options granted are exercisable at a price of $15.60 per share, which was the fair value at the date of grant, were 100% exercisable on the date of grant and expire ten years after the date of grant. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Jul. 31, 2014 | |
Notes to Financial Statements | ' |
Related Party Transactions | ' |
(2) Related Party Transactions | |
During the three month periods ended July 31, 2014 and 2013, the Company purchased inventories for resale totaling approximately $474,000 and $858,000, respectively, from Sheerr Memory, LLC (“Sheerr Memory”). Sheerr Memory’s owner (“Mr. Sheerr”) is employed by the Company as the general manager of its Micro Memory business unit and is an executive officer of the Company. Approximately $192,000 and $271,000 of accounts payable in the Company’s consolidated balance sheets as of July 31, 2014 and April 30, 2014, respectively, is payable to Sheerr Memory. Sheerr Memory offers the Company trade terms of net 30 days and all invoices are settled in the normal course of business. No interest is paid. The Company has made further purchases from Sheerr Memory subsequent to July 31, 2014 and management anticipates that the Company will continue to do so, although the Company has no obligation to do so. | |
During the three month periods ended July 31, 2014 and 2013, the Company purchased inventories for resale totaling approximately $256,000, and $172,000 respectively, from Keystone Memory Group (“Keystone Memory”). Keystone Memory’s owner is a relative of Mr. Sheerr. Approximately $33,000 and $27,000 of accounts payable in the Company’s consolidated balance sheets as of July 31, 2014 and April 30, 2014 is payable to Keystone Memory. Keystone Memory offers the Company trade terms of net due and all invoices are settled in the normal course of business. No interest is paid. The Company has made further purchases from Keystone Memory subsequent to July 31, 2014 and management anticipates that the Company will continue to do so, although the Company has no obligation to do so. | |
On December 14, 2011, the Company entered into a Note and Security Agreement with Mr. Sheerr. The agreement provided for secured financing of up to $2,000,000. The Company was obligated to pay monthly interest equal to 10% per annum calculated on a 360 day year of the outstanding loan balance. Principal was payable in sixty equal monthly installments, beginning on July 15, 2012. The Company had borrowed the full $2,000,000 available under this agreement. Principal amounts due under this obligation were $33,333 per month which began on July 15, 2012. | |
The Company amended and restated its Note and Security Agreement with Mr. Sheerr as of October 31, 2013; the Company sold certain equipment and furniture for a purchase price of $500,000 under a sale leaseback transaction to Mr. Sheerr. The Company used the proceeds of the purchase price received from Mr. Sheerr to reduce the remaining principal amount of the original loan by an amount equal to $500,000. The principal amount was reduced to approximately $966,667 at October 31, 2013. The Company was obligated to pay monthly, interest equal to 10% per annum calculated on a 360 day year of the outstanding loan balance. Principal was payable in 29 equal monthly installments of $33,333, beginning on November 15, 2013 and subsequently on the 15th day of each month thereafter, until paid in full. On April 30, 2014, the note was paid in full. | |
As of October 31, 2013, the Company also entered into an agreement with Mr. Sheerr to leaseback the aforementioned equipment and furniture that was sold to Mr. Sheerr on October 31, 2013. The lease is for a term of 60 months and the Company is obligated to pay approximately $7,500 per month for the term of the lease. The Company has an option to extend the lease for an additional two year period. The transactions described have been accounted for as a sale-leaseback transaction. Accordingly, the Company recognized a gain on the sale of assets of approximately $139,000, which is the amount of the gain on sale in excess of present value of the future lease payments and will recognize the remaining approximately $322,000 in proportion to the related gross rental charged to expense over the term of the lease, 60 months. The current portion of $72,000 deferred gain was reflected in accrued liabilities and the long-term portion of $250,000 is reflected in other liabilities – long-term in the consolidated balance sheet as of April 30, 2014. The current portion of $72,000 deferred gain is reflected in accrued liabilities and the long-term portion of $233,000 is reflected in other liabilities – long-term in the consolidated balance sheet as of July 31, 2014. |
Cash_and_Cash_Equivalents
Cash and Cash Equivalents | 3 Months Ended |
Jul. 31, 2014 | |
Notes to Financial Statements | ' |
Cash and Cash Equivalents | ' |
(3) Cash and Cash Equivalents | |
Cash and cash equivalents consist of unrestricted cash and money market accounts. |
Accounts_Receivable
Accounts Receivable | 3 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Receivables [Abstract] | ' | ||||||||
Accounts Receivable | ' | ||||||||
(4) Accounts Receivable | |||||||||
Accounts receivable consists of the following categories: | |||||||||
July 31, | April 30, | ||||||||
2014 | 2014 | ||||||||
Trade receivables | $ | 3,390,272 | $ | 3,757,408 | |||||
VAT receivable | 144,610 | 125,490 | |||||||
Allowance for doubtful accounts and sales returns | (220,000 | ) | (220,000 | ) | |||||
$ | 3,314,882 | $ | 3,662,898 |
Inventories
Inventories | 3 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Inventories | ' | ||||||||
(5) Inventories | |||||||||
Inventories are valued at the lower of cost or market, with costs determined by the first-in, first-out method. Inventories at July 31, 2014 and April 30, 2014 consist of the following categories: | |||||||||
July 31, | April 30, | ||||||||
2014 | 2014 | ||||||||
Raw materials | $ | 1,007,359 | $ | 1,576,238 | |||||
Work in process | 80,052 | 63,631 | |||||||
Finished goods | 933,341 | 651,169 | |||||||
$ | 2,020,752 | $ | 2,291,038 |
Note_Receivable
Note Receivable | 3 Months Ended |
Jul. 31, 2014 | |
Receivables [Abstract] | ' |
Note Receivable | ' |
(6) Note Receivable | |
On July 30, 2012, a Convertible Senior Promissory Note was executed by and between Shoreline Memory, Inc. (“Shoreline”) and the Company whereby the Company could lend up to $1,500,000 to Shoreline in exchange for interest payments at prime plus 3.0% and the right to convert the amount outstanding into Common Stock of Shoreline on or before its maturity date. Each time the Company advanced money under the note, the Company was granted 1% of the outstanding Common Stock of Shoreline for every $100,000 advanced up to a maximum of 15%. This was in addition to the 15% allowable under the conversion of the note and the warrant to acquire 30% of Shoreline Common Stock. The conversion is at the rate of 1% of the outstanding Common Stock for each $100,000 converted up to a maximum of 15%. This note had a maturity date of three years and at such time Shoreline would have had to repay the note or the Company would have had to convert the note into Common Stock. The note was secured by all of the assets of Shoreline and Shoreline Capital Management Ltd. (“Shoreline Capital”) as guarantor. Also executed with the note was a warrant to purchase 30% of the outstanding Common Stock of Shoreline at the time of exercise and the warrant expires sixty days after the third anniversary of the closing of the transaction. The warrant prescribed a formula to determine the price per share at the time of exercise. If all the amounts under the note were advanced and converted and the full warrant was exercised, the Company would have owned 60% of the outstanding Common Stock of Shoreline. The note was executed simultaneously with a Master Services Agreement which details the parameters under which the Company and Shoreline would have fulfilled orders from Shoreline’s primary customer. On July 31, 2012, the Company advanced $375,000 under the note and an additional $375,000 on August 1, 2012. The purpose of the loan was to fund startup expenses and to prepay initial orders. On February 19, 2013, the Company received $50,000 from Shoreline and, on February 22, 2013, the Company received an additional $200,000 from Shoreline as a partial repayment of their loan. On March 27, 2013, the Company reached an agreement to terminate its relationship with Shoreline. At closing, the Company received an additional $225,000 as a partial repayment of the loan in connection with the termination of all agreements with Shoreline. The promissory note bears interest at the rate of 6% and is guaranteed by Shoreline Memory, Inc., Shoreline Capital Management Ltd and Trevor Folk. All agreements with Shoreline have been terminated with the exception of the amended and restated promissory note. The remaining $275,000 was scheduled to be repaid in accordance with the amended and restated promissory note on July 31, 2013. Shoreline Memory defaulted on the note. The Company fully reserved the $275,000 balance on the amended and restated promissory note at July 31, 2013. During fiscal 2014’s second quarter, the Company agreed to settle the amount due on the defaulted note for approximately $162,000. The funds were received in escrow on October 31, 2013 and forwarded to the Company on November 1, 2013. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets | 3 Months Ended |
Jul. 31, 2014 | |
Notes to Financial Statements | ' |
Goodwill and Intangible Assets | ' |
(7) Goodwill and Intangible Assets | |
Goodwill: | |
The carrying value of goodwill of approximately $1,084,000 is not amortized, but is tested annually as of March 31 as well as whenever events or changes in circumstances indicate that the carrying amount may not be recoverable using a two-step process. As of July 31, 2014 and April 30, 2014, management has concluded that no impairment of goodwill is required. | |
Intangible Assets: | |
Intangible assets with determinable lives, other than customer relationships and research and development are amortized on a straight-line basis over their estimated period of benefit, ranging from four to five years. Research and development and customer relationships are amortized over a two-year period at a rate of 65% of the gross value acquired in the first year subsequent to their acquisition and 35% of the gross value acquired in the second year. We evaluate the recoverability of intangible assets periodically and take into account events or circumstances that warrant revised estimates of useful lives or that indicate that impairment exists. All of our intangible assets with definitive lives are subject to amortization. No impairments of intangible assets have been identified during any of the periods presented. | |
The Company estimates that it has no significant residual value related to its intangible assets. Acquired intangibles generally are amortized on a straight-line basis over weighted average lives. Intangible assets amortization expense for the three months ended July 31, 2013 totaled approximately $41,000. Intangible asset amortization was included in selling, general and administrative expense. The intangible assets were fully amortized in the fiscal year ended April 30, 2014. |
Financing_Agreements
Financing Agreements | 3 Months Ended |
Jul. 31, 2014 | |
Notes to Financial Statements | ' |
Financing Agreements | ' |
(8) Financing Agreements | |
The Company amended and restated its Note and Security Agreement with Mr. Sheerr as of October 31, 2013; the Company sold certain equipment and furniture for a purchase price of $500,000 under a sale leaseback transaction to Mr. Sheerr. The Company used the proceeds of the purchase price received from Mr. Sheerr to reduce the remaining principal amount of the original loan by an amount equal to $500,000. The principal amount was reduced to approximately $966,667 at October 31, 2013. The Company was obligated to pay monthly interest equal to 10% per annum calculated on a 360 day year of the outstanding loan balance. Principal was payable in 29 equal monthly installments of $33,333, beginning on November 15, 2013 and subsequently on the 15th day of each month thereafter, until paid in full. On April 30, 2014, the note was paid in full. | |
As of October 31, 2013, the Company entered into an agreement with Mr. Sheerr to leaseback the equipment and furniture that was sold by the Company to Mr. Sheerr on October 31, 2013. The lease is for a term of 60 months and the Company is obligated to pay approximately $7,500 per month for the term of the lease. The Company has an option to extend the lease for an additional two year period. The transactions described have been accounted for as a sale-leaseback transaction. Accordingly, the Company recognized a gain on the sale of assets of approximately $139,000, which is the amount of the gain on sale in excess of present value of the future lease payments and will recognize the remaining approximately $322,000 in proportion to the related gross rental charged to expense over the term of the lease, 60 months. The current portion of $72,000 deferred gain was reflected in accrued liabilities and the long-term portion of $250,000 is reflected in other liabilities – long-term in the consolidated balance sheet as of April 30, 2014. The current portion of $72,000 deferred gain is reflected in accrued liabilities and the long-term portion of $233,000 is reflected in other liabilities – long-term in the consolidated balance sheet as of July 31, 2014. | |
On July 30, 2012, a Convertible Senior Promissory Note was executed by and between Shoreline Memory and the Company whereby the Company could lend up to $1,500,000 to Shoreline in exchange for interest payments at prime plus 3.0% and the right to convert the amount outstanding into Common Stock of Shoreline on or before its maturity date. Each time the Company advanced money under the note, the Company was granted 1% of the outstanding Common Stock of Shoreline for every $100,000 advanced up to a maximum of 15%. This was in addition to the 15% allowable under the conversion of the note and the warrant to acquire 30% of Shoreline Common Stock. The conversion is at the rate of 1% of the outstanding Common Stock for each $100,000 converted up to a maximum of 15%. This note had a maturity date of three years and at such time Shoreline would have had to repay the note or the Company would have had to convert the note into Common Stock. The note was secured by all the assets of Shoreline and Shoreline Capital Management Ltd. (“Shoreline Capital”) as guarantor. Also executed with the note was a warrant to purchase 30% of the outstanding Common Stock of | |
Shoreline at the time of exercise and the warrant expires sixty days after the third anniversary of the closing of the transaction. The warrant prescribed a formula to determine the price per share at the time of exercise. If all the amounts under the note were advanced and converted and the full warrant was exercised, the Company would have owned 60% of the outstanding Common Stock of Shoreline. The note was executed simultaneously with a Master Services Agreement which details the parameters under which the Company and Shoreline would have fulfilled orders from Shoreline’s primary customer. On July 31, 2012, the Company advanced $375,000 under the note and an additional $375,000 on August 1, 2012. The purpose of the loan was to fund startup expenses and to prepay initial orders. On February 19, 2013, the Company received $50,000 from Shoreline and, on February 22, 2013, the Company received an additional $200,000 from Shoreline as a partial repayment of their loan. On March 27, 2013, the Company reached an agreement to terminate its relationship with Shoreline. At closing, the Company received an additional $225,000 as a partial repayment of the loan in connection with the termination of all agreements with Shoreline. The promissory note bears interest at the rate of 6% and is guaranteed by Shoreline Memory, Inc., Shoreline Capital Management Ltd and Trevor Folk. All agreements with Shoreline have been terminated with the exception of the amended and restated promissory note. The remaining $275,000 was scheduled to be repaid in accordance with the amended and restated promissory note on July 31, 2013. Shoreline Memory defaulted on the note. The Company fully reserved the $275,000 balance on the amended and restated promissory note at July 31, 2013. During fiscal 2014’s second quarter, the Company agreed to settle the amount due on the defaulted note for approximately $162,000. The funds were received in escrow on October 31, 2013 and forwarded to the Company on November 1, 2013. | |
On November 6, 2013, the Company entered into a new financing agreement (the “Financing Agreement”) with Rosenthal & Rosenthal, Inc. to replace an existing loan agreement. The Financing Agreement provides for a revolving loan with a maximum borrowing capacity of $3,500,000. The loans under the Financing Agreement mature on November 30, 2016 unless such Financing Agreement is either earlier terminated or renewed. Loans outstanding under the Financing Agreement bear interest at a rate of the Prime Rate (as defined in the Financing Agreement) plus 3.25% (the “Effective Rate”) or on Over-advances (as defined in the Financing Agreement), if any, at a rate of the Effective Rate plus 3%. The Financing Agreement contains other financial and restrictive covenants, including, among others, covenants limiting our ability to incur indebtedness, guarantee obligations, sell assets, make loans, enter into mergers and acquisition transactions and declare or make dividends. Borrowings under the Financing Agreement are collateralized by substantially all the assets of the Company. On April 29, 2014, the Company entered into an amendment (the "Amendment") to the Financing Agreement. The Amendment provides for advances against inventory balances based on prescribed formulas of raw materials and finished goods. The maximum borrowing capacity remains at $3,500,000. Borrowings at July 31, 2014 totaled approximately $2,424,000 and there was approximately $60,000 of additional availability on that date. | |
On July 15, 2014, the Company entered into a Subordinated Secured Convertible Bridge Note and Warrant Purchase Agreement (the “Purchase Agreement”) governing the issuance of $750,000 aggregate principal amount of Subordinated Secured Convertible Bridge Notes (the “Bridge Notes”) and Warrants (the “Warrants”). The Bridge Notes and Warrants were issued on July 15, 2014. The Company issued $600,000 aggregate principal amount of the Bridge Notes to certain institutional investors (“Institutional Investors”) and $150,000 aggregate principal amount of the Bridge Notes to certain members of management, officers and directors of the Company (“Management”). The Bridge Notes, which mature on October 15, 2014 (subject to a three-month extension at the option of the holders), are convertible into shares of the Company’s common stock. The initial conversion price for Institutional Investors is $2.50 per share, and the initial conversion price for Management is equal to the closing price of the Company’s common stock on the closing date of the Purchase Agreement, $2.94 per share. The Bridge Notes are secured obligations of the Company and bear interest at a rate of 8% per year. The Warrants are exercisable for five years after the closing date of the Purchase Agreement. For each $1,000 of principal amount of Bridge Notes, the holder received 1,200 Warrants to purchase the Company’s common stock. Each holder is entitled to exercise one-third of all warrants received at an exercise price of $3.00 per share, one-third of all warrants received at an exercise price of $3.50 per share, and one-third of all warrants received at an exercise price that is equal to the closing price on the closing date of the Purchase Agreement, $2.94 per share. Pursuant to the terms of the Purchase Agreement, the Company has agreed to register the shares underlying the Bridge Notes and the Warrants. | |
The pricing model the Company used for determining fair values of the Warrants is the Black-Scholes Pricing Model. The model uses market-sourced inputs such as interest rates, dividend yields, market prices and volatilities. The risk-free interest rate used of 1.26% is based on the rate of U.S Treasury zero-coupon issues with a remaining term equal to the expected life of the Warrants. Expected dividend yield assumes the current dividend rate of zero. Expected volatility of approximately 100% was calculated using the daily closing price over a five year period of the Company’s Common Stock. | |
The value of the Warrants was derived and used as a basis to allocate the proceeds received between the Warrants and Bridge Notes. The proportionate value ascribed to the Warrants amounted to approximately $562,000 and was reflected as a discount on notes payable. Further the Company estimated a value of beneficial conversion feature of approximately $188,000 (limited to the amount of proceeds allocated to the notes payable) and reflected such as an additional discount on the Bridge Notes. The discount on notes payable is being amortized using the straight-line amortization over ninety days. This resulted in a non-cash interest charge of approximately $133,000 in the quarter ended July 31, 2014. |
Sales_of_Securities
Sales of Securities | 3 Months Ended |
Jul. 31, 2014 | |
Notes to Financial Statements | ' |
Sales of Securities | ' |
(9) Sales of Securities | |
On May 11, 2011, the Company and certain investors entered into a securities purchase agreement in connection with a registered direct offering, pursuant to which the Company agreed to sell an aggregate of 295,833 shares of its Common Stock and warrants to purchase a total of 221,875 shares of its Common Stock to such investors for aggregate net proceeds of approximately $2,998,000. The Common Stock and warrants were sold in fixed combinations, with each combination consisting of one share of Common Stock and 0.75 of one warrant, with each whole warrant exercisable for one share of Common Stock. The purchase price was $11.28 per fixed combination. The warrants became exercisable six months and one day following the closing date of the offering and will remain exercisable for five years thereafter at an exercise price of $13.56 per share. The exercise price of the warrants is subject to adjustment in the case of stock splits, stock dividends, combinations of shares and similar recapitalization transactions. The exercisability of the warrants may be limited if, upon exercise, the holder or any of its affiliates would beneficially own more than 4.99% of the Common Stock. After the one year anniversary of the initial exercise date of the warrants, the Company had the right to call the warrants for cancellation for $.006 per share in the event that the volume weighted average price of the Common Stock for 20 consecutive trading days exceeds $27.12. | |
On September 18, 2013, the Company and certain investors entered into a securities purchase agreement in connection with the offering, pursuant to which the Company agreed to sell an aggregate of 350,931 shares of its common stock and warrants to purchase a total of 350,931 shares of its common stock to such investors for aggregate net proceeds, after deducting fees to the Placement Agent and other estimated offering expenses payable by the Company, of approximately $807,000. The common stock and warrants were sold in fixed combinations, with each combination consisting of one share of common stock and one warrant, with each warrant exercisable for one share of common stock. The purchase price was $2.30 per fixed combination. On September 23, 2013 the offering of 350,000 shares and warrants was closed with net proceeds to the Company of approximately $695,491 after accounting for all expenses of the offering. The exercise price of the warrants is subject to adjustment in the case of stock splits, stock dividends, combinations of shares and similar recapitalization transactions. The exercisability of the warrants may be limited if, upon exercise, the holder or any of its affiliates would beneficially own more than 4.99% of the Common Stock. After the one year anniversary of the initial exercise date of the warrants, the Company had the right to call the warrants for cancellation for $.001 per share in the event that the volume weighted average price of the Common Stock for 20 consecutive trading days exceeds $10.00. | |
On March 20, 2014, the Company and certain investors entered into a common stock purchase agreement in connection with the offering, pursuant to which the Company agreed to sell an aggregate of 219,754 shares of its common stock to such investors for aggregate proceeds, after deducting fees to the Placement Agent and other estimated offering expenses payable by the Company, of approximately $559,000. The purchase price was $3.00 per share. | |
On March 20, 2014, holders of warrants issued in connection with the sale of common stock on September 18, 2013, exercised 86,100 of those warrants at the exercise price of $3.50 per share resulting in net proceeds of approximately $306,350. The exercise of these warrants resulted in the issuance of 86,100 shares of the Company’s common stock. |
Financial_Information_by_Geogr
Financial Information by Geographic Location | 3 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Financial Information by Geographic Location | ' | ||||||||
(10) Financial Information by Geographic Location | |||||||||
The Company currently operates in one business segment that develops, manufactures and markets a variety of memory systems for use with network servers and workstations which are manufactured by various companies. Revenues for the three months ended July 31, 2014 and 2013 by geographic region are as follows: | |||||||||
Three months | Three months | ||||||||
ended | ended | ||||||||
July 31, | July 31, | ||||||||
2014 | 2013 | ||||||||
United States | $ | 6,630,728 | $ | 6,182,801 | |||||
Europe | 938,767 | 870,627 | |||||||
Other (principally Asia Pacific Region) | 155,542 | 313,302 | |||||||
Consolidated | $ | 7,725,037 | $ | 7,366,730 |
Recently_Adopted_Accounting_Gu
Recently Adopted Accounting Guidance | 3 Months Ended |
Jul. 31, 2014 | |
Accounting Changes and Error Corrections [Abstract] | ' |
Recently Adopted Accounting Guidance | ' |
(11) Recently Adopted Accounting Guidance | |
In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2014-09, “Revenue from Contracts with Customers”. The purpose of this new standard is to clarify the principles for recognizing revenue so that it can be applied consistently across various transactions, industries and capital markets. We have not completed our assessment of ASU No. 2014-09. |
Concentration_of_Credit_Risk
Concentration of Credit Risk | 3 Months Ended |
Jul. 31, 2014 | |
Notes to Financial Statements | ' |
Concentration of Credit Risk | ' |
(12) Concentration of Credit Risk | |
Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents, trade receivables and note receivable. The Company maintains its cash and cash equivalents in financial institutions and brokerage accounts. To the extent that such deposits exceed the maximum insurance levels, they are uninsured. In regard to trade receivables, the Company performs ongoing evaluations of its customers' financial condition as well as general economic conditions and, generally, requires no collateral from its customers. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Jul. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
(13) Subsequent Events | |
On September 11, 2014, the Company was notified by NASDAQ that in its determination the Company will not be able to cure its shareholder equity deficiency to maintain the Company’s listing on NASDAQ prior to the expiration of its granted extension of September 24, 2014. The Company intends to request a hearing to present its current plan to sell Preferred Stock and cure the deficiency. The application for a hearing will stay the delisting of the Company’s stock until the hearing takes place and the panel makes a determination. |
Description_of_Business_and_Si1
Description of Business and Significant Accounting Policies (Policies) | 3 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Liquidity and Basis of Presentation | ' | ||||||||||||||||
Liquidity and Basis of Presentation | |||||||||||||||||
The information for the three months ended July 31, 2014 and 2013 is unaudited, but includes all adjustments (consisting of normal recurring adjustments) which, in the opinion of management, are necessary to state fairly the financial information set forth therein in accordance with accounting principles generally accepted in the United States of America. The interim results are not necessarily indicative of results to be expected for the full fiscal year. These financial statements should be read in conjunction with the audited financial statements for the year ended April 30, 2014 included in the Company’s 2014 Annual Report on Form 10-K filed with the Securities and Exchange Commission. The April 30, 2014 balance sheet has been derived from these statements | |||||||||||||||||
The Company's financial statements are prepared using the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America and have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. For the fiscal years ended April 30, 2014, 2013 and 2012, the Company incurred losses in the amounts of approximately $2,609,000, $4,625,000 and $3,259,000, respectively. Net cash used in operating activities totaled approximately $1,554,000, $3,882,000 and $1,218,000 for the fiscal years ended April 30, 2014, 2013 and 2012, respectively. In the first quarter of the current fiscal year ended July 31, 2014 the Company incurred losses of approximately $760,000, and used net cash in operations totaled approximately $166,000. | |||||||||||||||||
On July 15, 2014, the Company entered into a Subordinated Secured Convertible Bridge Note and Warrant Purchase Agreement (the “Purchase Agreement”) governing the issuance of $750,000 aggregate principal amount of Subordinated Secured Convertible Bridge Notes (the “Bridge Notes”) and Warrants (the “Warrants”). The Bridge Notes and Warrants were issued on July 15, 2014. The Company issued $600,000 aggregate principal amount of the Bridge Notes to certain institutional investors (“Institutional Investors”) and $150,000 aggregate principal amount of the Bridge Notes to certain members of management, officers and directors of the Company (“Management”). The Bridge Notes, which mature on October 15, 2014 (subject to a three-month extension at the option of the holders), are convertible into shares of the Company’s common stock. The initial conversion price for Institutional Investors is $2.50 per share, and the initial conversion price for Management is equal to the closing price of the Company’s common stock on the closing date of the Purchase Agreement, $2.94. The Bridge Notes are secured obligations of the Company and bear interest at a rate of 8% per year. The Warrants are exercisable for five years after the closing date of the Purchase Agreement. For each $1,000 of principal amount of Bridge Notes, the holder received 1,200 Warrants to purchase the Company’s common stock. Each holder is entitled to exercise one-third of all warrants received at an exercise price of $3.00, one-third of all warrants received at an exercise price of $3.50, and one-third of all warrants received at an exercise price that is equal to the closing price on the closing date of the Purchase Agreement, $2.94. Pursuant to the terms of the Purchase Agreement, the Company has agreed to register the shares underlying the Bridge Notes and the Warrants. | |||||||||||||||||
The Company has come to terms with multiple investors for the sale of 1,000,000 shares of Series A Preferred Stock (“Preferred Shares”) at $5.00 per share. This transaction is subject to stockholders approval at the Company’s Annual Meeting currently scheduled for October 15, 2014. The closing is to take place as soon as practicable therefore with a minimum purchase of 400,000 shares. The balance is callable by the Company on an as needed basis. The Preferred Shares are convertible into Common Stock at the rate of 2.5 shares of common stock for every 1 share of Preferred Stock. There is no assurance that the stockholders will approve this transaction and a closing will take place. | |||||||||||||||||
Our continuation as a going concern is dependent upon obtaining the additional working capital necessary to sustain our operations. Management projects the Company currently has sufficient cash and borrowing availability to last into fiscal quarter ending January 31, 2015. Our future is dependent upon our ability to obtain financing, raise capital through the sales of equity and or debt securities and upon future profitable operations. There is no assurance that our current operations will be profitable or we will raise sufficient funds to continue operating. The Company continues to seek out opportunities to trim overhead expenses to meet revenues. | |||||||||||||||||
If current and projected revenue growth does not meet estimates, the Company may continue to choose to raise additional capital through debt and/or equity transactions, reduce certain overhead costs through the deferral of salaries and other means, and settle liabilities through negotiation. The Company cannot provide assurances that additional financing will be available to it on favorable terms, or at all. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event we cannot continue in existence. | |||||||||||||||||
Principles of Consolidation | ' | ||||||||||||||||
Principles of Consolidation | |||||||||||||||||
The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America and include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. | |||||||||||||||||
Use of Estimates | ' | ||||||||||||||||
Use of Estimates | |||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, including deferred tax asset valuation allowances and certain other reserves and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined to be necessary. Some of the more significant estimates made by management include the allowance for doubtful accounts and sales returns, the deferred income tax asset valuation allowance and other operating allowances and accruals. Actual results could differ from those estimates. | |||||||||||||||||
Engineering and Research and Development | ' | ||||||||||||||||
Engineering and Research and Development | |||||||||||||||||
Research and development costs are expensed as incurred, including Company-sponsored research and development and costs of patents and other intellectual property that have no alternative future use when acquired and in which we had an uncertainty in receiving future economic benefits. Development costs of a computer software product to be sold, leased, or otherwise marketed are subject to capitalization beginning when a product’s technological feasibility has been established and ending when a product is available for general release to customers. Technological feasibility of a computer software product is established when all planning, designing, coding and testing activities that are necessary to establish that the product can be produced to meet its design specifications (including functions, features and technical performance requirements) are completed. | |||||||||||||||||
The Company has been developing computer software for its storage caching product line. On May 1, 2014, the Company determined that technological feasibility for the product was established, and development costs subsequent to that date totaling approximately $142,000 have been capitalized. Prior to May 1, 2014, the Company expensed all development costs related to this product line. | |||||||||||||||||
Advertising | ' | ||||||||||||||||
Advertising | |||||||||||||||||
Advertising is expensed as incurred and amounted to approximately $12,000 in the three months ended July 31, 2014 compared to approximately $45,000 in the comparable prior year period. | |||||||||||||||||
Income taxes | ' | ||||||||||||||||
Income Taxes | |||||||||||||||||
The Company utilizes the asset and liability method of accounting for income taxes in accordance with the provisions of the “Expenses – Income Taxes Topic” of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). Under the asset and liability method, deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The Company considers certain tax planning strategies in its assessment as to the recoverability of its tax assets. Deferred income tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in earnings in the period that the tax rate changes. The Company recognizes, in its consolidated financial statements, the impact of a tax position, if that position is more likely than not to be sustained on audit, based on technical merits of the position. There are no material unrecognized tax positions in the financial statements. As of July 31, 2014, the Company had Federal and state net operating loss (“NOL”) carry-forwards of approximately $25,600,000 and $24,000,000, respectively. These can be used to offset future taxable income and expire between 2023 and 2034 for Federal tax purposes and 2016 and 2034 for state tax purposes. The Company’s NOL carry-forwards are a component of its deferred income tax assets which are reported net of a full valuation allowance in the Company’s consolidated financial statements at July 31, 2014 and April 30, 2014. | |||||||||||||||||
Net loss per share | ' | ||||||||||||||||
Net Loss per Share | |||||||||||||||||
Basic net loss per share is computed by dividing the net loss by the weighted average number of shares of common stock issued and outstanding during the period. The calculation of diluted loss per share for the three months ended July 31, 2014 and 2013 includes only the weighted average number of shares of common stock outstanding. The denominator excludes the dilutive effect of stock options and warrants outstanding as their effect would be anti-dilutive. | |||||||||||||||||
The following presents a reconciliation of the numerator and denominator used in computing basic and diluted net loss per share for the three month periods ended July 31, 2014 and 2013: | |||||||||||||||||
Three Months ended July 31, 2014 | |||||||||||||||||
Loss | Shares | Per share | |||||||||||||||
(numerator) | (denominator) | amount | |||||||||||||||
Basic net loss per share – net loss and weighted average common shares outstanding | $ | (759,767 | ) | 2,410,512 | $ | (.32 | ) | ||||||||||
Effect of dilutive securities – stock options | — | — | — | ||||||||||||||
Effect of dilutive securities – warrants | — | — | — | ||||||||||||||
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants | $ | (759,767 | ) | 2,410,512 | $ | (.32 | ) | ||||||||||
Three Months ended July 31, 2013 | |||||||||||||||||
Loss | Shares | Per share | |||||||||||||||
(numerator) | (denominator) | amount | |||||||||||||||
Basic net loss per share – net loss and weighted average common shares outstanding | $ | (881,630 | ) | 1,754,662 | $ | (.50 | ) | ||||||||||
Effect of dilutive securities – stock options | — | — | — | ||||||||||||||
Effect of dilutive securities – warrants | — | — | — | ||||||||||||||
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants | $ | (881,630 | ) | 1,754,662 | $ | (.50 | ) | ||||||||||
Diluted net loss per common share for the three month periods ended July 31, 2014 and 2013 do not include the effect of options to purchase 272,580 and 319,908 shares, respectively, of common stock because they are anti-dilutive. Diluted net loss per common share for the three month periods ended July 31, 2014 and 2013 also do not include the effect of warrants to purchase 1,385,775 and 221,875 shares, respectively, because they are anti-dilutive. | |||||||||||||||||
Common Stock Repurchases | ' | ||||||||||||||||
Common Stock Repurchases | |||||||||||||||||
On December 4, 2002, the Company announced an open market repurchase plan providing for the repurchase of up to 83,333 shares of the Company’s common stock. On April 10, 2012, the Company announced the additional authorization to repurchase up to 138,000 shares of the Company’s common stock which at that time made the total available for purchase of up to 166,667 shares. The Company did not purchase shares in the first quarter of fiscal 2015 or fiscal 2014. As of July 31, 2014, the total number of shares authorized for purchase under the program is 136,408 shares. | |||||||||||||||||
Stock Option Expense | ' | ||||||||||||||||
Stock Option Expense | |||||||||||||||||
a. Stock-Based Compensation | |||||||||||||||||
The Company has a 2001 incentive and non-statutory stock option plan for the purpose of permitting certain key employees to acquire equity in the Company and to promote the growth and profitability of the Company by attracting and retaining key employees. In general, the plan allows granting of up to 300,000 shares of the Company’s common stock at an option price to be no less than the fair market value of the Company’s common stock on the date such options are granted. Options granted under the plan vest ratably on the annual anniversary date of the grants. Vesting periods for options currently granted under the plan range from one to five years. No further options may be granted under this plan. | |||||||||||||||||
The Company also has a 2011 incentive and non-statutory stock option plan for the purpose of permitting certain key employees and consultants to acquire equity in the Company and to promote the growth and profitability of the Company by attracting and retaining key employees. No executive officer or director of the Company is eligible to receive options under the 2011 plan. In general, the plan allows granting of up to 33,333 shares of the Company’s common stock at an option price to be no less than the fair market value of the Company’s common stock on the date such options are granted. Options granted under the plan vest ratably on the annual anniversary date of the grants. Vesting periods for options currently granted under the plan range from one to five years. There have been 25,000 shares granted under this plan. | |||||||||||||||||
The Company periodically grants nonqualified stock options to non-employee directors of the Company. These options are granted for the purpose of retaining the services of directors who are not employees of the Company and to provide additional incentive for such directors to work to further the best interests of the Company and its shareholders. The options granted to these non-employee directors are exercisable at a price representing the fair value at the date of grant and expire either five or ten years after date of grant. Vesting periods for options currently granted range from one to two years. | |||||||||||||||||
On September 23, 2010, the Company granted Mr. Sheerr, who is employed by the Company as the General Manager of the acquired Micro Memory Bank, Inc. (“MMB”) business unit described in Note 2 and is an executive officer of the Company, nonqualified stock options to purchase 16,667 shares of the Company’s common stock pursuant to his employment agreement. On September 22, 2011, the Company granted Mr. Sheerr additional nonqualified stock options to purchase 16,667 shares of the Company’s common stock, pursuant to his employment agreement. On July 19, 2012, the Company granted Mr. Sheerr additional nonqualified stock options to purchase 16,667 shares of the Company’s common stock, also pursuant to his employment agreement. The options granted are exercisable at a price representing the fair value at the date of grant and expire five years after date of grant. The options vested in one year. | |||||||||||||||||
New shares of the Company's common stock are issued upon exercise of stock options. | |||||||||||||||||
As required by the “Compensation - Stock Compensation” Topic of the FASB, the accounting for transactions in which an enterprise receives employee services in exchange for (a) equity instruments of the enterprise or (b) liabilities that are based on the fair value of the enterprise’s equity instruments or that may be settled by the issuance of such equity instruments are accounted for using a fair value-based method with a recognition of an expense for compensation cost related to share-based payment arrangements, including stock options and employee stock purchase plans. | |||||||||||||||||
Our consolidated statements of operations for the three months ended July 31, 2014 and 2013 include approximately $5,000 and $21,000 of stock-based compensation expense, respectively. These stock option grants have been classified as equity instruments and, as such, a corresponding increase has been reflected in additional paid-in capital in the accompanying consolidated balance sheets. The fair value of each stock option granted is estimated on the date of grant using the Black-Scholes option pricing model. | |||||||||||||||||
A summary of option activity for the three months ended July 31, 2014 is as follows: | |||||||||||||||||
Shares | Weighted | Weighted | Aggregate | ||||||||||||||
average | average | intrinsic | |||||||||||||||
exercise | remaining | value (2) | |||||||||||||||
price | contractual | ||||||||||||||||
life (1) | |||||||||||||||||
Balance April 30, 2014 | 264,244 | $ | 12.42 | 4.46 | $ | 14,750 | |||||||||||
Granted | 0 | — | — | — | |||||||||||||
Exercised | 0 | — | — | — | |||||||||||||
Expired | 0 | — | — | — | |||||||||||||
Balance July 31, 2014 | 264,244 | $ | 12.42 | 4.21 | $ | 14,750 | |||||||||||
Exercisable July 31, 2014 | 251,744 | $ | 12.92 | 3.98 | $ | 7,375 | |||||||||||
Expected to vest July 31, 2014 | 251,744 | $ | 12.42 | 3.98 | $ | 7,375 | |||||||||||
-1 | This amount represents the weighted average remaining contractual life of stock options in years. | ||||||||||||||||
-2 | This amount represents the difference between the exercise price and $3.03, the closing price of Dataram common stock on July 31, 2014 as reported on the NASDAQ Stock Market, for all in-the-money options outstanding and all the in-the-money shares exercisable. | ||||||||||||||||
As of July 31, 2014, there was approximately $9,000 of total unrecognized compensation costs related to stock options. These costs are expected to be recognized over a weighted average period of approximately nine months. | |||||||||||||||||
b. Other Stock Options | |||||||||||||||||
On June 30, 2008, the Company granted options to purchase 8,333 shares of the Company’s common stock to a privately held company in exchange for certain patents and other intellectual property. The options granted are exercisable at a price of $15.60 per share, which was the fair value at the date of grant, were 100% exercisable on the date of grant and expire ten years after the date of grant. |
Description_of_Business_and_Si2
Description of Business and Significant Accounting Policies (Tables) | 3 Months Ended | ||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Reconciliation of the numerator and denominator used in computing basic and diluted net loss per share | ' | ||||||||||||||||
Three Months ended July 31, 2014 | |||||||||||||||||
Loss | Shares | Per share | |||||||||||||||
(numerator) | (denominator) | amount | |||||||||||||||
Basic net loss per share – net loss and weighted average common shares outstanding | $ | (759,767 | ) | 2,410,512 | $ | (.32 | ) | ||||||||||
Effect of dilutive securities – stock options | — | — | — | ||||||||||||||
Effect of dilutive securities – warrants | — | — | — | ||||||||||||||
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants | $ | (759,767 | ) | 2,410,512 | $ | (.32 | ) | ||||||||||
Three Months ended July 31, 2013 | |||||||||||||||||
Loss | Shares | Per share | |||||||||||||||
(numerator) | (denominator) | amount | |||||||||||||||
Basic net loss per share – net loss and weighted average common shares outstanding | $ | (881,630 | ) | 1,754,662 | $ | (.50 | ) | ||||||||||
Effect of dilutive securities – stock options | — | — | — | ||||||||||||||
Effect of dilutive securities – warrants | — | — | — | ||||||||||||||
Diluted net loss per share – net loss, weighted average common shares outstanding and effect of stock options and warrants | $ | (881,630 | ) | 1,754,662 | $ | (.50 | ) | ||||||||||
Summary of option activity | ' | ||||||||||||||||
Shares | Weighted | Weighted | Aggregate | ||||||||||||||
average | average | intrinsic | |||||||||||||||
exercise | remaining | value (2) | |||||||||||||||
price | contractual | ||||||||||||||||
life (1) | |||||||||||||||||
Balance April 30, 2014 | 264,244 | $ | 12.42 | 4.46 | $ | 14,750 | |||||||||||
Granted | 0 | — | — | — | |||||||||||||
Exercised | 0 | — | — | — | |||||||||||||
Expired | 0 | — | — | — | |||||||||||||
Balance July 31, 2014 | 264,244 | $ | 12.42 | 4.21 | $ | 14,750 | |||||||||||
Exercisable July 31, 2014 | 251,744 | $ | 12.92 | 3.98 | $ | 7,375 | |||||||||||
Expected to vest July 31, 2014 | 251,744 | $ | 12.42 | 3.98 | $ | 7,375 |
Accounts_Receivable_Tables
Accounts Receivable (Tables) | 3 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Receivables [Abstract] | ' | ||||||||
Accounts receivable | ' | ||||||||
July 31, | April 30, | ||||||||
2014 | 2014 | ||||||||
Trade receivables | $ | 3,390,272 | $ | 3,757,408 | |||||
VAT receivable | 144,610 | 125,490 | |||||||
Allowance for doubtful accounts and sales returns | (220,000 | ) | (220,000 | ) | |||||
$ | 3,314,882 | $ | 3,662,898 |
Inventories_Tables
Inventories (Tables) | 3 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
Inventories | ' | ||||||||
July 31, | April 30, | ||||||||
2014 | 2014 | ||||||||
Raw materials | $ | 1,007,359 | $ | 1,576,238 | |||||
Work in process | 80,052 | 63,631 | |||||||
Finished goods | 933,341 | 651,169 | |||||||
$ | 2,020,752 | $ | 2,291,038 |
Financial_Information_by_Geogr1
Financial Information by Geographic Location (Tables) | 3 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Revenue by geographic location | ' | ||||||||
Three months | Three months | ||||||||
ended | ended | ||||||||
July 31, | July 31, | ||||||||
2014 | 2013 | ||||||||
United States | $ | 6,630,728 | $ | 6,182,801 | |||||
Europe | 938,767 | 870,627 | |||||||
Other (principally Asia Pacific Region) | 155,542 | 313,302 | |||||||
Consolidated | $ | 7,725,037 | $ | 7,366,730 |
Description_of_Business_and_Si3
Description of Business and Significant Accounting Policies - Reconciliation of the numerator and denominator used in computing basic and diluted net loss per share (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||
Jul. 31, 2014 | Jul. 31, 2013 | Apr. 30, 2014 | Apr. 30, 2013 | Apr. 30, 2012 | |
Basic net loss per share - net loss and weighted average common shares outstanding | ' | ' | ' | ' | ' |
Loss (numerator) | ($759,767) | ($881,630) | ($2,609,000) | ($4,625,000) | ($3,259,000) |
Shares (denominator) | 2,410,512 | 1,754,662 | ' | ' | ' |
Net loss per share, basic | ($0.32) | ($0.50) | ' | ' | ' |
Effect of dilutive securities | ' | ' | ' | ' | ' |
Effect of dilutive securities - stock options | 0 | 0 | ' | ' | ' |
Effect of dilutive securities - warrants | 0 | 0 | ' | ' | ' |
Diluted net loss per share - net loss, weighted average common shares outstanding and effect of stock options and warrants | ' | ' | ' | ' | ' |
Loss (numerator) | ($759,767) | ($881,630) | ' | ' | ' |
Shares (denominator) | 2,410,512 | 1,754,662 | ' | ' | ' |
Net loss per share, diluted | ($0.32) | ($0.50) | ' | ' | ' |
Description_of_Business_and_Si4
Description of Business and Significant Accounting Policies - Summary of Option Activity (Details) (USD $) | 1 Months Ended | 3 Months Ended | |
Jun. 30, 2008 | Jul. 31, 2014 | ||
Summary of option activity, Shares | ' | ' | |
Balance April 30, 2014 | ' | 264,244 | |
Granted | 8,333 | 0 | |
Exercised | ' | 0 | |
Expired | ' | 0 | |
Balance July 31, 2014 | ' | 264,244 | |
Exercisable July 31, 2014 | ' | 251,744 | |
Expected to vest July 31, 2014 | ' | 251,744 | |
Summary of option activity, Weighted average exercise price | ' | ' | |
Balance April 30, 2014 | ' | $12.42 | |
Granted | ' | $0 | |
Exercised | ' | $0 | |
Expired | ' | $0 | |
Balance July 31, 2014 | ' | $12.42 | |
Exercisable July 31, 2014 | ' | $12.92 | |
Expected to vest July 31, 2014 | ' | $12.42 | |
Summary of option activity, Additional disclosures | ' | ' | |
Balance, Weighted average remaining contractual life | ' | '4 years 2 months 16 days | [1] |
Exercisable July 31, 2014, Weighted average remaining contractual life | ' | '3 years 11 months 23 days | [1] |
Expected to vest July 31, 2014, Weighted average remaining contractual life | ' | '3 years 11 months 23 days | [1] |
Balance April 30, 2014, Aggregate intrinsic value | ' | $14,750 | [2] |
Granted, Aggregate intrinsic value | ' | $0 | |
Exercised, Aggregate intrinsic value | ' | 0 | |
Expired, Aggregate intrinsic value | ' | 0 | |
Balance July 31, 2014, Aggregate intrinsic value | ' | 14,750 | [2] |
Exercisable July 31, 2014, Aggregate intrinsic value | ' | 7,375 | [2] |
Expected to vest July 31, 2014, Aggregate intrinsic value | ' | $7,375 | [2] |
[1] | This amount represents the weighted average remaining contractual life of stock options in years. | ||
[2] | This amount represents the difference between the exercise price and $3.03, the closing price of Dataram common stock on July 31, 2014 as reported on the NASDAQ Stock Market, for all in-the-money options outstanding and all the in-the-money shares exercisable. |
Description_of_Business_and_Si5
Description of Business and Significant Accounting Policies - Liquidity and Basis of Presentation (Details Narrative) (USD $) | 3 Months Ended | 12 Months Ended | |||
Jul. 31, 2014 | Jul. 31, 2013 | Apr. 30, 2014 | Apr. 30, 2013 | Apr. 30, 2012 | |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Net loss | ($759,767) | ($881,630) | ($2,609,000) | ($4,625,000) | ($3,259,000) |
Net cash used in operating activities | -166,152 | -582,581 | -1,554,000 | -3,882,000 | -1,218,000 |
Subordinated secured convertible bridge notes | 750,000 | ' | ' | ' | ' |
Warrants issued in connection with the bridge notes, exercise terms | 'The Warrants are exercisable for five years after the closing date of the Purchase Agreement. For each $1,000 of principal amount of Bridge Notes, the holder received 1,200 Warrants to purchase the CompanyBs common stock. Each holder is entitled to exercise one-third of all warrants received at an exercise price of $3.00, one-third of all warrants received at an exercise price of $3.50, and one-third of all warrants received at an exercise price that is equal to the closing price on the closing date of the Purchase Agreement, $2.94. Pursuant to the terms of the Purchase Agreement, the Company has agreed to register the shares underlying the Bridge Notes and the Warrants. | ' | ' | ' | ' |
Preferred stock contract terms | 'The Company has come to terms with multiple investors for the sale of 1,000,000 shares of Series A Preferred Stock at $5.00 per share. This transaction is subject to stockholders approval at the Company's Annual Meeting currently scheduled for October 15, 2014. The closing is to take place as soon as practicable therefore with a minimum purchase of 400,000 shares. The balance is callable by the Company on an as needed basis. The Preferred Shares are convertible into Common Stock at the rate of 2.5 shares of common stock for every 1 share of Preferred Stock. There is no assurance that the stockholders will approve this transaction and a closing will take place. | ' | ' | ' | ' |
Institutional Investor | ' | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Subordinated secured convertible bridge notes | 600,000 | ' | ' | ' | ' |
Conversion price | $2.50 | ' | ' | ' | ' |
Bridge notes, maturity date | 15-Oct-14 | ' | ' | ' | ' |
Bridge notes, interest rate | 8.00% | ' | ' | ' | ' |
Management | ' | ' | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Subordinated secured convertible bridge notes | $150,000 | ' | ' | ' | ' |
Conversion price | $2.94 | ' | ' | ' | ' |
Bridge notes, maturity date | 15-Oct-14 | ' | ' | ' | ' |
Bridge notes, interest rate | 8.00% | ' | ' | ' | ' |
Description_of_Business_and_Si6
Description of Business and Significant Accounting Policies - Engineering and Research and Development (Details Narrative) (USD $) | Jul. 31, 2014 |
Description Of Business And Significant Accounting Policies - Engineering And Research And Development Details Narrative | ' |
Capitalized development costs | $142,000 |
Description_of_Business_and_Si7
Description of Business and Significant Accounting Policies - Advertising (Details Narrative) (USD $) | 3 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Description Of Business And Significant Accounting Policies - Advertising Details Narrative | ' | ' |
Advertising expense, approximate | $12,000 | $45,000 |
Description_of_Business_and_Si8
Description of Business and Significant Accounting Policies - Income Taxes (Details Narrative) (USD $) | 3 Months Ended |
Jul. 31, 2014 | |
Operating Loss Carryforwards [Line Items] | ' |
Federal net operationg loss (NOL) carry-forwards | 25,600,000 |
State net operationg loss (NOL) carry-forwards | 24,000,000 |
Minimum | ' |
Operating Loss Carryforwards [Line Items] | ' |
Federal NOL expiration dates | 1-Jan-23 |
State NOL expiration dates | '2016-01-01 |
Maximum | ' |
Operating Loss Carryforwards [Line Items] | ' |
Federal NOL expiration dates | 31-Dec-34 |
State NOL expiration dates | '2034-12-31 |
Description_of_Business_and_Si9
Description of Business and Significant Accounting Policies - Net Loss Per Share (Details Narrative) | 3 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Stock Options | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Anti-dilutive securities not included in diluted net loss per common share computation | 272,580 | 319,908 |
Warrant | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' |
Anti-dilutive securities not included in diluted net loss per common share computation | 1,385,775 | 221,875 |
Recovered_Sheet1
Description of Business and Significant Accounting Policies - Common Stock Repurchases (Details Narrative) | Jul. 31, 2014 | Apr. 10, 2012 | Dec. 04, 2002 |
Common Stock Repurchase Plan | Common Stock Repurchase Plan | ||
Equity, Class of Treasury Stock [Line Items] | ' | ' | ' |
Number of shares authorized to repurchase | ' | 138,000 | 83,333 |
Total number of shares authorized for purchase | 136,408 | 166,667 | ' |
Recovered_Sheet2
Description of Business and Significant Accounting Policies - Stock Option Expense (Details Narrative) (USD $) | 1 Months Ended | 3 Months Ended | 3 Months Ended | 1 Months Ended | ||||||||||
Jun. 30, 2008 | Jul. 31, 2014 | Jul. 31, 2013 | Apr. 30, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Sep. 23, 2010 | Sep. 22, 2011 | Jul. 19, 2012 | |
Stock options | Stock options | Stock options | Stock options | Nonqualified Stock Options | Nonqualified Stock Options | Nonqualified Stock Options | Nonqualified Stock Options 2010-09-23 | Nonqualified Stock Options 2011-09-22 | Nonqualified Stock Options 2012-07-19 | |||||
2001 Incentive and Non-statutory Stock Option Plan | 2011 Incentive and Non-statutory Stock Option Plan | 2011 Incentive and Non-statutory Stock Option Plan | 2011 Incentive and Non-statutory Stock Option Plan | Director | Minimum | Maximum | David Sheerr | David Sheerr | David Sheerr | |||||
Minimum | Maximum | Director | Director | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares allowed for granting under the plan | ' | ' | ' | ' | 300,000 | 33,333 | ' | ' | ' | ' | ' | ' | ' | ' |
Number of options outstanding | ' | 264,244 | ' | 264,244 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting periods for options | ' | ' | ' | ' | ' | ' | '1 year | '5 years | ' | '1 year | '2 years | '1 year | '1 year | '1 year |
Number of shares granted | 8,333 | 0 | ' | ' | ' | 25,000 | ' | ' | ' | ' | ' | 16,667 | 16,667 | 16,667 |
Options expiration period | 'Ten years after date of grant. | ' | ' | ' | ' | ' | ' | ' | 'Expire either five or ten years after date of grant. | ' | ' | 'Expire five years after date of grant. | 'Expire five years after date of grant. | 'Expire five years after date of grant. |
Compensation expense | ' | $4,716 | $20,943 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation expense | ' | $9,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options granted, exercise price | $15.60 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of options exercisable on date of grant | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details Narrative) (USD $) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Oct. 31, 2013 | Apr. 30, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Apr. 30, 2014 | Jul. 31, 2014 | Jul. 31, 2013 | Apr. 30, 2014 | Dec. 14, 2011 | Oct. 31, 2013 | Apr. 30, 2014 | |
Leaseback Agreement with Mr. Sheerr | Leaseback Agreement with Mr. Sheerr | Leaseback Agreement with Mr. Sheerr | Sheerr Memory | Sheerr Memory | Sheerr Memory | Keystone Memory Group | Keystone Memory Group | Keystone Memory Group | David Sheerr | David Sheerr | David Sheerr | |||
Note and Security Agreement | Amended and Restated Note and Security Agreement | Amended and Restated Note and Security Agreement | ||||||||||||
integer | integer | |||||||||||||
Related Party Transactions (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase of inventories for resale | ' | ' | ' | ' | ' | $474,000 | $858,000 | ' | $256,000 | $172,000 | ' | ' | ' | ' |
Accounts payable | ' | ' | ' | ' | ' | 192,000 | ' | 271,000 | 33,000 | ' | 27,000 | ' | ' | ' |
Interest paid | 60,354 | 88,974 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Creditor trade cycle term | ' | ' | ' | ' | ' | '30 days | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum secured financing under agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' |
Frequency of periodic payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'Monthly | 'Monthly | ' |
Interest rate terms | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'The Company is obligated to pay monthly, interest equal to 10% per annum calculated on a 360 day year of the outstanding loan rbalance. | 'The Company is obligated to pay monthly, interest equal to 10% per annum calculated on a 360 day year of the outstanding loan balance. | ' |
Number of installments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60 | 29 | ' |
Date of first required payment, principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Jul-12 | 15-Nov-13 | ' |
Repayment of Note | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | 966,667 |
Amount borrowed under agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' |
Reduced note balance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 966,667 | ' |
Principal amount due per month | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33,333 | 33,333 | ' |
Sale of property and equipment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' |
Monthly Payment Date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '15th day of each month | ' |
Sale-leaseback transaction date | ' | ' | ' | '2013-10-31 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Leaseback assets | ' | ' | ' | 'Equipment and furniture was sold to David Sheer on October 31, 2013 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Terms of lease | ' | ' | ' | 'The lease is for a term of 60 months and the Company is obligated to pay approximately $7,500 per month for the term of the lease. The Company has an option to extend the lease for an additional two year period. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on the sale of assets | ' | ' | ' | 139,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale-leaseback other information | ' | ' | 'The Company will recognize the remaining $322,000 in proportion to the related gross rental charged to expense over the term of the lease, 60 months. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale leaseback deferred gain, net | ' | ' | $305,000 | ' | $322,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accounts_receivable_Details
Accounts receivable (Details) (USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
Receivables [Abstract] | ' | ' |
Trade receivables | $3,390,272 | $3,757,408 |
VAT receivable | 144,610 | 125,490 |
Allowance for doubtful accounts and sales returns | 220,000 | 220,000 |
Accounts receivable | $3,314,882 | $3,662,898 |
Inventories_Details
Inventories (Details) (USD $) | Jul. 31, 2014 | Apr. 30, 2014 |
Inventory Disclosure [Abstract] | ' | ' |
Raw materials | $1,007,359 | $1,576,238 |
Work in process | 80,052 | 63,631 |
Finished goods | 933,341 | 651,169 |
Inventories | $2,020,752 | $2,291,038 |
Note_Receivable_Details_Narrat
Note Receivable (Details Narrative) (Shoreline Memory, USD $) | Jul. 31, 2013 | Jul. 30, 2012 | Jul. 30, 2012 | Feb. 22, 2013 | Feb. 19, 2013 | Jul. 31, 2012 | Jul. 31, 2012 | Jul. 31, 2012 | Oct. 31, 2013 |
Warrant | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Amended and Restated Promissory Note | ||
Notes Receivable (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount available to be loaned under Convertible Senior Promissory Note | ' | ' | ' | ' | ' | $1,500,000 | ' | ' | ' |
Note receivable, interest rate description | ' | ' | 'Prime plus 3.0% | ' | ' | ' | ' | ' | ' |
Terms of advance under the note | ' | ' | 'Each time the Company advanced money under the note, the Company was granted 1% of the outstanding Common Stock of Shoreline for every $100,000 advanced up to a maximum of 15%. This was in addition to the 15% allowable under the conversion of the note and the warrant to acquire 30% of Shoreline Common Stock. The conversion is at the rate of 1% of the outstanding Common Stock for each $100,000 converted up to a maximum of 15%. | ' | ' | ' | ' | ' | ' |
Note receivable maturity period | ' | ' | '3 years | ' | ' | ' | ' | ' | ' |
Note receivable collateral, description | ' | ' | 'The note is secured by all the assets of Shoreline and Shoreline Capital Management Ltd. ("Shoreline Capital") as guarantor. | ' | ' | ' | ' | ' | ' |
Common stock called by warrants, percentage | ' | 30.00% | ' | ' | ' | ' | ' | ' | ' |
Convertible terms, description | ' | ' | 'Also executed with the note was a warrant to purchase 30% of the outstanding Common Stock of Shoreline at the time of exercise and the warrant expires sixty days after the third anniversary of the closing of the transaction. The warrant prescribed a formula to determine the price per share at the time of exercise. If all the amounts under the note were advanced and converted and the full warrant is exercised, the Company would have owned 60% of the outstanding Common Stock of Shoreline. | ' | ' | ' | ' | ' | ' |
Amount advanced under the note | ' | ' | ' | ' | ' | ' | 375,000 | 375,000 | ' |
Partial repayments of note receivable | ' | ' | ' | 200,000 | 50,000 | ' | ' | ' | ' |
Termination agreement, description | ' | ' | ' | ' | ' | ' | ' | ' | 'On March 27, 2013, the Company reached an agreement to terminate its relationship with Shoreline. At closing, the Company received an additional $225,000 as a partial repayment of the loan in connection with the termination of all agreements with Shoreline. |
Interest rate of promissory note | ' | ' | ' | ' | ' | ' | ' | ' | 6.00% |
Repayment terms | ' | ' | ' | ' | ' | ' | ' | ' | 'The remaining $275,000 was scheduled to be repaid in accordance with the amended and restated promissory note on July 31, 2013. |
Fully reserved balance of note | $275,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Settlement | ' | ' | ' | ' | ' | ' | ' | ' | 'During the quarter ended October 31, 2013 the Company agreed to settle the amount due on the defaulted note for approximately $162,000. The funds were received in escrow on October 31, 2013 and forwarded to the Company on November 1, 2013. |
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets (Details Narrative) (USD $) | 3 Months Ended | 3 Months Ended | ||||
Jul. 31, 2013 | Jul. 31, 2014 | Apr. 30, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | |
Minimum | Maximum | Research and Development and Customer Relationships | ||||
Goodwill and Intangible Assets (Textual) [Abstract] | ' | ' | ' | ' | ' | ' |
Carrying value of goodwill | ' | $1,083,555 | $1,083,555 | ' | ' | ' |
Intangible assets, amortization method | 'Straight-line basis | ' | ' | ' | ' | 'Amortized over a two-year period at a rate of 65% of the gross value acquired in the first year subsequent to their acquisition and 35% of the gross value acquired in the second year. |
Intangible asset, estimated period of benefit | ' | ' | ' | '4 years | '5 years | ' |
Intangible assets amortization expense | $41,000 | ' | ' | ' | ' | ' |
Financing_Agreements_Payables_
Financing Agreements - Payables (Details Narrative) (USD $) | 3 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | |||||||
Jul. 31, 2014 | Jul. 31, 2013 | Jul. 31, 2014 | Oct. 31, 2013 | Apr. 30, 2014 | Nov. 30, 2013 | Jul. 31, 2014 | Nov. 06, 2013 | Oct. 31, 2013 | Apr. 30, 2014 | Jul. 31, 2014 | Jul. 31, 2014 | |
Leaseback Agreement with Mr. Sheerr | Leaseback Agreement with Mr. Sheerr | Leaseback Agreement with Mr. Sheerr | Secured Debt Financing Agreement Amended and Restated | Secured Debt Financing Agreement Amended and Restated | Secured Debt Financing Agreement Amended and Restated | Amended and Restated Note and Security Agreement | Amended and Restated Note and Security Agreement | Institutional Investor | Management | |||
David Sheerr | David Sheerr | |||||||||||
integer | ||||||||||||
Financing Agreements (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Formula-based secured debt financing capacity | ' | ' | ' | ' | ' | ' | ' | $3,500,000 | ' | ' | ' | ' |
Line of credit facility, maturity date | ' | ' | ' | ' | ' | 30-Nov-16 | ' | ' | ' | ' | ' | ' |
Current borrowings | ' | ' | ' | ' | ' | ' | 2,424,000 | ' | ' | ' | ' | ' |
Borrowings, collateral, description | ' | ' | ' | ' | ' | 'Borrowings are secured by substantially all assets. | ' | ' | ' | ' | ' | ' |
Credit facility, interest rate | ' | ' | ' | ' | ' | 'Prime plus 3.25% or on Over-advances at a rate of the Effective Rate plus 3% | ' | ' | ' | ' | ' | ' |
Additional financing available under the terms of the agreement | ' | ' | ' | ' | ' | ' | 60,000 | ' | ' | ' | ' | ' |
Interest rate terms | ' | ' | ' | ' | ' | ' | ' | ' | 'The Company is obligated to pay monthly, interest equal to 10% per annum calculated on a 360 day year of the outstanding loan balance. | ' | ' | ' |
Interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | 8.00% |
Subordinated secured convertible bridge notes | 750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | 150,000 |
Conversion price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.50 | $2.94 |
Bridge notes, maturity date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Oct-14 | 15-Oct-14 |
Warrants issued in connection with the bridge notes, exercise terms | 'The Warrants are exercisable for five years after the closing date of the Purchase Agreement. For each $1,000 of principal amount of Bridge Notes, the holder received 1,200 Warrants to purchase the CompanyBs common stock. Each holder is entitled to exercise one-third of all warrants received at an exercise price of $3.00, one-third of all warrants received at an exercise price of $3.50, and one-third of all warrants received at an exercise price that is equal to the closing price on the closing date of the Purchase Agreement, $2.94. Pursuant to the terms of the Purchase Agreement, the Company has agreed to register the shares underlying the Bridge Notes and the Warrants. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Risk-free interest rate, warrants | 1.26% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expected volatility, warrants | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discount on notes payable, warrants | 562,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beneficial conversion feature | 188,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Non-cash interest charge | 133,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Frequency of periodic principal payment | ' | ' | ' | ' | ' | ' | ' | ' | 'Monthly | ' | ' | ' |
Number of installments | ' | ' | ' | ' | ' | ' | ' | ' | 29 | ' | ' | ' |
Date of first required payment, principal amount | ' | ' | ' | ' | ' | ' | ' | ' | 15-Nov-13 | ' | ' | ' |
Repayment of Note | ' | 100,000 | ' | ' | ' | ' | ' | ' | 500,000 | 966,667 | ' | ' |
Reduced note balance | ' | ' | ' | ' | ' | ' | ' | ' | 966,667 | ' | ' | ' |
Principal amount due per month | ' | ' | ' | ' | ' | ' | ' | ' | 33,333 | ' | ' | ' |
Sale of property and equipment | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' |
Sale-leaseback agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale-leaseback transaction date | ' | ' | ' | '2013-10-31 | ' | ' | ' | ' | ' | ' | ' | ' |
Leaseback assets | ' | ' | ' | 'Equipment and furniture was sold to David Sheer on October 31, 2013 | ' | ' | ' | ' | ' | ' | ' | ' |
Terms of lease | ' | ' | ' | 'The lease is for a term of 60 months and the Company is obligated to pay approximately $7,500 per month for the term of the lease. The Company has an option to extend the lease for an additional two year period. | ' | ' | ' | ' | ' | ' | ' | ' |
Gain on the sale of assets | ' | ' | ' | 139,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Leaseback deferred gain | ' | ' | $305,000 | ' | $322,000 | ' | ' | ' | ' | ' | ' | ' |
Sale-leaseback other information | ' | ' | 'The Company will recognize the remaining $322,000 in proportion to the related gross rental charged to expense over the term of the lease, 60 months. | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Financing_Agreements_Receivabl
Financing Agreements - Receivables (Details Narrative) (Shoreline Memory, USD $) | Jul. 31, 2013 | Jul. 30, 2012 | Jul. 30, 2012 | Feb. 22, 2013 | Feb. 19, 2013 | Jul. 31, 2012 | Jul. 31, 2012 | Jul. 31, 2012 | Oct. 31, 2013 |
Warrant | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Convertible Senior Promissory Note | Amended and Restated Promissory Note | ||
Financing Agreements (Textual) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount to be lend under Convertible Senior Promissory Note | ' | ' | ' | ' | ' | $1,500,000 | ' | ' | ' |
Note receivable, interest rate description | ' | ' | 'Prime plus 3.0% | ' | ' | ' | ' | ' | ' |
Terms of advance under the note | ' | ' | 'Each time the Company advanced money under the note, the Company was granted 1% of the outstanding Common Stock of Shoreline for every $100,000 advanced up to a maximum of 15%. This was in addition to the 15% allowable under the conversion of the note and the warrant to acquire 30% of Shoreline Common Stock. The conversion is at the rate of 1% of the outstanding Common Stock for each $100,000 converted up to a maximum of 15%. | ' | ' | ' | ' | ' | ' |
Note receivable maturity period | ' | ' | '3 years | ' | ' | ' | ' | ' | ' |
Note receivable collateral, description | ' | ' | 'The note is secured by all the assets of Shoreline and Shoreline Capital Management Ltd. ("Shoreline Capital") as guarantor. | ' | ' | ' | ' | ' | ' |
Common stock called by warrants, percentage | ' | 30.00% | ' | ' | ' | ' | ' | ' | ' |
Convertible terms, description | ' | ' | 'Also executed with the note was a warrant to purchase 30% of the outstanding Common Stock of Shoreline at the time of exercise and the warrant expires sixty days after the third anniversary of the closing of the transaction. The warrant prescribed a formula to determine the price per share at the time of exercise. If all the amounts under the note were advanced and converted and the full warrant is exercised, the Company would have owned 60% of the outstanding Common Stock of Shoreline. | ' | ' | ' | ' | ' | ' |
Amount advanced under the note | ' | ' | ' | ' | ' | ' | 375,000 | 375,000 | ' |
Partial repayments of note receivable | ' | ' | ' | 200,000 | 50,000 | ' | ' | ' | ' |
Termination agreement, description | ' | ' | ' | ' | ' | ' | ' | ' | 'On March 27, 2013, the Company reached an agreement to terminate its relationship with Shoreline. At closing, the Company received an additional $225,000 as a partial repayment of the loan in connection with the termination of all agreements with Shoreline. |
Interest rate of promissory note | ' | ' | ' | ' | ' | ' | ' | ' | 6.00% |
Repayment terms | ' | ' | ' | ' | ' | ' | ' | ' | 'The remaining $275,000 was scheduled to be repaid in accordance with the amended and restated promissory note on July 31, 2013. |
Fully reserved balance of note | $275,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Settlement | ' | ' | ' | ' | ' | ' | ' | ' | 'During the quarter ended October 31, 2013 the Company agreed to settle the amount due on the defaulted note for approximately $162,000. The funds were received in escrow on October 31, 2013 and forwarded to the Company on November 1, 2013. |
Sales_of_Securities_Details_Na
Sales of Securities (Details Narrative) (USD $) | 0 Months Ended | 1 Months Ended | ||
11-May-11 | Sep. 18, 2013 | Mar. 31, 2014 | Mar. 20, 2014 | |
Securities Purchase Agreement of May 11, 2011 | Securities Purchase Agreement of September 18, 2013 | Common Stock Purchase Agreement | Common Stock Purchase Agreement | |
Securities Purchase Agreements (Textual) [Abstract] | ' | ' | ' | ' |
Numer of common stock sold | 295,833 | 350,931 | 219,754 | ' |
Number of common stock called by warrants | 221,875 | ' | ' | ' |
Proceeds from sale of common stock and warrants, gross | ' | $807,000 | $559,000 | ' |
Net proceeds from sale of common stock and warrants | 2,998,000 | 695,491 | ' | ' |
Combination of securities offered in Securities Purchase Agreement, description | 'The common stock and warrants were sold in fixed combinations, with each combination consisting of one share of common stock and 0.75 of one warrant, with each whole warrant exercisable for one share of common stock. | 'The common stock and warrants were sold in fixed combinations, with each combination consisting of one share of common stock and one warrant, with each warrant exercisable for one share of common stock. | ' | ' |
Purchase price per fixed combination | 11.28 | 2.3 | ' | ' |
Description of period for exercisability of warrants | 'The warrants became exercisable six months and one day following the closing date of the Offering and will remain exercisable for five years thereafter. | 'The exercisability of the warrants may be limited if, upon exercise, the holder or any of its affiliates would beneficially own more that 4.99% of the Common Stock. | ' | ' |
Percentage of holding in common stock after which exercisability of warrant may be limited | 4.99% | 4.99% | ' | ' |
Right to call warrants for cancellation, description | 'After the one year anniversary of the initial exercise date of the warrants, the Company has the right to call the warrants for cancellation for $.006 per share in the event that the volume weighted average price of the CompanyBs Common Stock for 20 consecutive trading days exceeds $27.12. | 'After the one year anniversary of the initial exercise date of the warrants, the Company had the right to call the warrants for cancellation for $.001 per share in the event that the volume weighted average price of the CompanyBs Common Stock for 20 consecutive trading days exceeds $10.00. | ' | ' |
Price per share | ' | ' | ' | $3 |
Warrants exercised | ' | ' | 86,100 | ' |
Exercise price of warrants | $13.56 | ' | ' | $3.50 |
Proceeds from exercise of warrants | ' | ' | $306,350 | ' |
Common stock issued upon exercise of warrants | ' | ' | 86,100 | ' |
Financial_Information_by_Geogr2
Financial Information by Geographic Location (Details) (USD $) | 3 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' |
Revenues by geographic location | $7,725,037 | $7,366,730 |
United States | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' |
Revenues by geographic location | 6,630,728 | 6,182,801 |
Europe | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' |
Revenues by geographic location | 938,767 | 870,627 |
Other (principally Asia Pacific Region) | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' |
Revenues by geographic location | $155,542 | $313,302 |