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Subsequent Events
3 Months Ended
Jun. 30, 2012
Subsequent Events [Abstract]  
Subsequent Events

Note 15.

Subsequent Events.

On August 9, 2012 we entered into a letter of intent with eDiets.com, Inc. for the acquisition of that company in a stock for stock transaction. The terms of the letter of intent provide that we will issue 16,185,392 shares of our common stock to the stockholders of eDiets.com, Inc. in exchange for 100% of the outstanding shares of that company. The closing of the transaction is subject to a number of conditions precedent, including, but not limited to:


     

 

·

the satisfaction completion of due diligence on each company by the other company,

 

·

the execution of a binding Agreement and Plan of Merger by the parties,

 

·

the effectiveness of a registration statement on Form S-4 which we will file the Securities and Exchange Commission to register the shares of our common stock to be issued to the eDiets.com, Inc. stockholders, and

 

·

requisite approval of the transaction by the stockholders of eDiets.com, Inc.


We expect to promptly begin the due diligence process and our target closing date for the transaction, assuming the satisfaction of the conditions precedent to closing, is within the next 90 to 120 days. However, as a result of the number of conditions precedent to close, investors should not place undue reliance on the execution of the letter of intent and there are no assurances that this transaction will ultimately be consummated.