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1. Basis of Presentation, Nature of Operations and Going Concern
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3 Months Ended |
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Mar. 31, 2013
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| Basisof Presentation Natureof Operationsand Going Concern |
1. Basis
of Presentation, Nature of Operations and Going
Concern
ALR
Technologies Inc. (the “Company”) was
incorporated under the laws of the state of Nevada on March
24, 1987 as Mo Betta Corp. On October 21, 1998 the Company
acquired a subsidiary, which was subsequently disposed of,
through a reverse take-over acquisition. On December 28,
1998, the Company changed its name to ALR Technologies Inc.
On April 15, 2008, the Company incorporated a wholly-owned
subsidiary in Canada under the name Canada ALRTech Health
Systems Inc. The Company has developed a compliance
monitoring system that will allow for health care
professionals to remotely monitor patient health conditions
and provide patient health management. On October 17, 2011
the Company announced that it had received Section 510(k)
clearance from the United States Food and Drug Administration
for its Health-e-Connect System. The Company is currently
assessing the marketplace for its product in preparation for
its commercial launch.
These
condensed consolidated financial statements have been
prepared in accordance with accounting principles generally
accepted in the United States of America (“U.S.
GAAP”) on a going-concern basis, which presumes the
realization of assets and the discharge of liabilities and
commitments in the normal course of operations for the
foreseeable future.
Several
adverse conditions cast substantial doubt on the validity of
this assumption. The Company has incurred
significant losses over the three month period ended March
31, 2013 and 2012 of $744,890 and $803,265
respectively. In addition, losses incurred for the
years ended December 31, 2012 and 2011 were $8,328,660 and
$5,276,669 respectively. As of March 31, 2013, the Company is
currently unable to self-finance its operations, has a
working capital deficit of $13,070,768 ($11,512,582 at
December 31, 2012), an accumulated stockholders’
deficit of $13,070,768 ($12,469,814 at December 31, 2012),
limited resources, no source of operating cash flow, and no
assurance that sufficient funding will be available to
conduct continued product development activities required. If
the Company is able to finance its required product
development activities, there is no assurance the
Company’s current projects will be commercially viable
or profitable. The
Company has debts comprised of accounts payable, advances,
interest, lines of credit and promissory notes payable
totalling $13,099,128 currently due, due on demand or
considered delinquent. There is no assurance that the Company
will not face legal action from creditors regarding
delinquent accounts payable, payroll payable, advances,
promissory notes and interest payable. Any one or a
combination of these above conditions could result in the
failure of the business and cause the Company to cease
operations.
The
Company’s ability to continue as a going-concern is
dependent upon the continued financial support of its
creditors and its ability to obtain financing to fund working
capital and overhead requirements, fund the development of
the Company’s product line and ultimately, the
Company’s ability to achieve profitable operations and
repay overdue obligations. Management has obtained short-term
financing from related parties through lines of credit
facilities with available borrowing up to $6 million (As of
March 31, 2013 the total balance outstanding was $4,961,940).
The resolution of whether the Company is able to continue as
a going concern is dependent upon the realization of
management’s plans. If additional financing is
required, the Company plans to raise needed capital through
the exercise of share options and by future common share
private placements. There can be no assurance that the
Company will be able to raise any additional debt or equity
capital from the sources described above, or that the lenders
of the line of credit arrangements will maintain the
availability of borrowing from the line. If management is
unsuccessful in obtaining short-term financing or achieving
long-term profitable operations, the Company will be required
to cease operations.
All
of the Company’s debt is either due on demand or is in
default and is now due on demand and continues to accrue
interest at its stated rates. Certain overdue creditors have
demanded repayment and have not yet been repaid by the
Company as there are no funds available to make the
repayments. The Company will make the necessary repayments
when funds are generated and available from operations or
from equity financings through private placements. While some
of the Company’s creditors have agreed to extend
repayment deadlines in the past, there is no assurance that
they will continue to do so in the future. In the past,
creditors have successfully commenced legal action against
the Company to recover debts outstanding. In those instances,
the Company was able to obtain financing from related parties
to cover the verdict or settlement; however, there is no
assurance that the Company would be able to obtain the same
financing in the future. If the Company is unsuccessful in
obtaining financing to cover any potential verdicts or
settlements, the Company could be required to cease
operations.
The
Company’s activities will necessitate significant uses
of working capital beyond 2013. Additionally, the
Company’s capital requirements will depend on many
factors, including the success of the Company’s
continued product development and distribution efforts. The
Company plans to continue financing its operations with the
line of credit it currently has available.
While
the Company strongly believes that its capital resources
will be sufficient in the near term, there is no
assurance that the Company’s activities will generate
sufficient revenues to sustain its operations without
additional capital, or if additional capital is needed, that
such funds, if available, will be obtainable on terms
satisfactory to the Company.
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