XML 109 R21.htm IDEA: XBRL DOCUMENT

Stockholders' Deficit (Tables)

6 Months Ended

Jul. 31, 2013

Stockholders' Equity Note [Abstract]

Fair Value Of Closing Stock Price Based On Assumptions

The calculation was based on the Company’s closing stock price on the date of grant and the following weighted-average inputs:

Expected term (years)	3.0
Volatility	17.4	%
Dividends	0.0	%
Interest rate	0.82	%

During the three months ended July 31, 2013 the Company’s Board of Directors authorized the issuance of options for 150,000 shares of common stock with an exercise price of $0.21 per share to Mark Meyers pursuant to Mr. Meyers’ consulting agreement. The options vest immediately and expire on the tenth anniversary of issuance. The fair value of the 150,000 stock options of $65,678 was determined under the Black-Scholes option pricing model. The calculation was based on the Company’s closing stock price on the date of grant and the following weighted-average inputs:

Expected term (years)	3.0
Volatility	29.7	%
Dividends	0.0	%
Interest rate	0.5	%

Fair Value Of Options Granted Based On Assumptions

The weighted-average inputs for the three months ended April 30, 2013 were as follows:

Exercise Price	$	0.41
Expected Term (in years)		4.59
Volatility		26.0	%
Dividend rate		0.0	%
Interest rate		0.5	%

The weighted-average inputs were as follows:

Exercise Price	$	0.004
Expected Term (in years)		3.00
Volatility		29.7	%
Dividend rate		0.0	%
Interest rate		0.6	%

Stock Option Transactions Under Stock Option Plans

Stock option activity for the six months ended July 31, 2013 is summarized below:

			Weighted		Weighted
			Average		Average
			Per Share		Remaining		Aggregate
			Exercise		Life		Intrinsic
	Shares		Price		(Years)		Value
Balance, January 31, 2013		5,300,000	$	0.18		9.1	$	-
Granted		2,815,000		0.13		9.8		-
Cancelled		(1,000,000)		0.21		9.1
Exercised		-		-		-		-
Expired		-		-		-		-
Forfeited		-		-		-		-
Balance, July 31, 2013		7,115,000	$	0.16		9.3	$	-

Vested and exercisable - July 31, 2013		5,255,390	$	0.16		9.5	$	-

Summary of Restricted Stock Award

	Shares		Weighted Average Remaining Life (Years)		Aggregate Intrinsic Value		Weighted Average Fair Value

Balance, January 31, 2013		3,690,000		-	$	36,900	$	0.01
Granted		60,000				600		0.01
Released		-
Balance, July 31, 2013		3,750,000		-	$	37,500	$	0.01

Total Unrecognized Compensation Costs Related To Non-Vested Stock-Based Compensation Arrangements

As of July 31, 2013, total unrecognized compensation costs related to non-vested stock-based compensation arrangements granted under our 2010 and 2013 Equity Plans, and the ACO Plan’s and the weighted-average period of years expected to recognize those costs are as follows:

			Weighted
			Average
			Remaining
			Life
			(Years)

Common stock options	$	310,959		1.1

ACO Plan restricted stock	$	18,850		1.5

Summary of Stock Based Compensation Expense Related To Restricted Stock and Option Awards

Stock-based compensation expense related to common stock and common stock option awards is recognized over their respective vesting periods and was included in the accompany condensed consolidated statement of operations as follows:

	Three months ended July 31,				Six months ended July 31,
	2013		2012		2013		2012
Stock-based compensation expense:
Cost of services	$	329,263	$	(93,565)	$	477,158	$	12,509
General and administrative		716,224		174,495		1,191,555		172,555
	$	1,045,487	$	80,930	$	1,668,713	$	185,064

Warrants Outstanding

Warrants consisted of the following as of and for the six months ended July 31, 2013:

	Aggregate
	Intrinsic Value		Number of warrants
Outstanding at January 31, 2013	$	-		2,936,000
Granted		-		209,000
Exercised		-		-
Cancelled		-		-
Outstanding at July 31, 2013	$	-		3,145,000

				Weighted
				average				Weighted
		Warrants		remaining		Warrants		average
Exercise Price		outstanding		contractual life		exercisable		exercise price
$	0.11485		1,250,000		3.00		1,250,000	$	0.1149
$	0.11485		250,000		3.00		250,000	$	0.1149
$	0.45000		500,000		3.00		500,000	$	0.4500
$	0.50000		100,000		4.25		100,000	$	0.5000
$	0.45000		825,000		4.50		825,000	$	0.4500
$	0.40000		220,000		4.51		220,000	$	0.4000
			3,145,000		3.54		3,145,000	$	0.2882

Amount of Shares of Common Stock Reserved

The amount of shares of common stock reserved for these purposes is as follows at July 31, 2013:

Common stock issued and outstanding			35,918,441
Conversion of 10% Notes			10,883,761
Conversion of 8% Notes			600,000
Conversion of 9% Notes			2,282,880
Warrants outstanding			3,145,000
Stock options outstanding			7,115,000
Remaining shares issuable under 2013 Equity Incentive Plan			2,530,000
			62,475,082

- Definition

Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

+ References+ Details