NOTE 2. LIQUIDITY |
6 Months Ended |
---|---|
Sep. 30, 2011 | |
Liquidity Disclosure [Policy Text Block] |
NOTE
2. LIQUIDITY
The
accompanying unaudited condensed consolidated financial
statements have been prepared on a going concern basis, which
contemplates, among other things, the realization of assets
and the satisfaction of liabilities in the ordinary course of
business. We have experienced continuing losses from
operations, are in default on certain debt, have negative
working capital of approximately $6,488,000, recurring losses
from operations and a deficit accumulated during the
development stage of approximately $51,511,000 at September
30, 2011, which among other matters, raises significant doubt
about our ability to continue as a going concern. We have not
generated significant revenue or any profit from operations
since inception. A significant amount of additional capital
will be necessary to advance the development of our products
to the point at which they may become commercially viable.
Our current financial resources are insufficient to fund our
capital expenditures, working capital and other cash
requirements (consisting of accounts payable, accrued
liabilities, amounts due to related parties and amounts due
under various notes payable) for the fiscal year ending March
31, 2012 ("fiscal 2012"). Therefore we will be required to
seek additional funds through debt and/or equity financing
arrangements to finance our current and long-term
operations.
On
September 30, 2011, we entered into a contract with the
United States of America, issued by SPAWAR Systems Center
Pacific, pursuant to a contract award from the Defense
Advanced Research Projects Agency (“DARPA”).
Under the DARPA award, we have been engaged to develop a
therapeutic device to reduce the incidence of sepsis, a fatal
bloodstream infection that often results in the death of
combat-injured soldiers. The award from DARPA is a
fixed-price contract with potential total payments to us of
$6,794,389 over the course of five years, including payments
of up to $1,975,047 in the first year. Fixed price contracts
require the achievement of multiple, incremental milestones
to receive the full award during each year of the
contract. Under the terms of the contract, we will
perform certain incremental work towards the achievement of
specific milestones against which we will invoice the
government for fixed payment amounts. Assuming all
such work is performed according to the contract terms, we
will receive up to $1,975,047 of contract payments during the
first twelve months of the contract with the aggregate
payment amounts in years two through five varying between
approximately $775,000 and $1.6 million. The milestones are
comprised of planning, engineering and clinical targets, the
achievement of which in some cases will require the
participation and contribution of third party participants
under the contract. There can be no assurance that
we alone, or with third party participants, will meet such
milestones to the satisfaction of the government and in
compliance with the terms of the contract or that we will be
paid the full amount of the contract revenues during any year
of the contract term. We commenced work under the
contract in October 2011.
Subsequent
to September 30, 2011, we received the initial payment under
the DARPA contract in the amount of $358,284.
Also
subsequent to September 30, 2011, we raised an additional
$175,000 in net proceeds from a bridge financing that may
yield up to $1 million in total gross proceeds through the
private placement of convertible promissory notes and
corresponding warrants with accredited investors (see Note 14
- Subsequent Events above for more details of this offering)
per the terms of the subscription agreement. There can be no
assuance that the entire bridge financing will be subscribed
by investors.
In
addition to the funds received to date under the DARPA
contract and the first closing under the bridge financing and
beyond additional fundings under the DARPA contract, we will
require additional capital as our current financial
resources, while improved, remain insufficient to fund our
working capital and other cash requirements for the remainder
of our fiscal year ending March 31, 2012. Therefore we will
be required to seek additional funds through debt and/or
equity financing arrangements to finance our current and
long-term operations. We are currently addressing our
liquidity needs by exploring investment capital opportunities
through the private placement of common stock or issuance of
additional debt, including the remaining portion of the
bridge financing. We believe that our access to additional
capital, together with existing cash resources, will be
sufficient to meet our short term liquidity needs for fiscal
2012. However, no assurance can be given that we will receive
any funds in connection with our capital raising efforts on
terms acceptable to the Company, if at all.
The
unaudited condensed consolidated financial statements do not
include any adjustments relating to the recoverability of
assets that might be necessary should we be unable to
continue as a going concern.
|