Quarterly report pursuant to Section 13 or 15(d)

Note 5 - Line of Credit

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Note 5 - Line of Credit
6 Months Ended
Dec. 31, 2016
Notes to Financial Statements  
Debt Disclosure [Text Block]
NOTE
5
- LINE OF CREDIT
 
Line of Credit
 
On
October
2,
2014,
the Company entered into a line of credit (“Line of Credit”) agreement in the maximum amount of
$500,000
with a non-related lender (“Lender”). Borrowings under the Line of Credit bear interest at
8%
per annum, with all unpaid principal and accrued interest due and payable in
September
2016
pursuant to the terms of the Secured Convertible Promissory Note (the “Note”). In addition, at the election of Lender, all or any portion of the outstanding principal, accrued but unpaid interest and/or late charges under the Line of Credit
may
be converted into shares of the Company
’s common stock at any time at a conversion price of
$0.12
per share. Borrowings under the Line of Credit are guaranteed by the Company, and are secured by all of the assets of the Company pursuant to the terms of a certain Security Agreement and Guaranty Agreement dated as of
October
2,
2014.
Upon maturity there was
$215,000
outstanding under the Note and accrued interest of
$34,000.
The Company did not pay the Lender upon maturity of the Line of Credit which subjected the Company to an increased interest rate of
18%
and a penalty fee. The Lender did not declare the Line of Credit in default, and on
December
23,
2016,
the Company had repaid in full the
$215,000
outstanding under the Note, accrued interest totaling approximately
$42,000
and the penalty fee of approximately
$5,000.
 
 
In connection with the Line of Credit, the Company granted a warrant to the Lender to purchase a certain number of shares of common stock of the Company equal to the outstanding advances under the Line of Credit divided by the conversion price of
$0.12,
for a term of
five
years, at an exercise price per share equal to
$0.20.
Accordingly, in connection with the advance of
$215,000,
Lender is entitled to purchase up to
1,791,667
shares of common stock upon exercise of the warrant at
$0.20
per share. The Lender has no other material relationship with the Company or its affiliates. The estimated relative fair value of warrants issued in connection with advances under the Line of Credit was recorded as a debt discount and amortized as additional interest expense over the term of the underlying debt. The Company recorded debt discount of approximately
$85,000
based on the relative fair value of these warrants. In addition, as the effective conversion price of the debt was less than the market price of the underlying common stock on the date of issuance, the Company recorded additional debt discount of approximately
$80,000
related to the beneficial conversion feature. As of
June
30,
2016,
the
$215,000
principal amount outstanding under this agreement is presented net of unamortized debt discount totaling
$19,000.
During the
six
months ended
December
31,
2016
and
2015,
the Company recorded debt discount amortization of approximately
$19,000
and
$43,000,
respectively, which is included in interest expense in the accompanying condensed consolidated statements of operations.
 
The Company retained Security Research Associates Inc. (“SRA”), on a best-efforts basis, as its placement agent for the placement of the Line of Credit. The Company agreed to pay SRA a cash amount equal to
5%
of the gross proceeds raised and a warrant for the purchase of the common stock of the Company. The number of common stock shares subject to the warrant equals
5%
of the aggregate gross proceeds from the Line of Credit received by the Company from the Lender divided by
$0.12
per share. The warrant had a term of
3
years, an exercise price equal to
$0.12
per share and also included cashless exercise provisions as well as representations and warranties that are customary and standard in warrants issued to placement agents or underwriters. During fiscal
2015
and in connection with the Line of Credit, SRA earned a commission of
$10,750
and warrants to purchase
89,583
shares of the Company
’s common stock at
$0.12
per share. Mr. Timothy Collins, the former Executive Chairman of the Company’s board of directors is the Chief Executive Officer, President, director and shareholder of SRA. On
July
31,
2015,
the Agency Agreement with SRA reached its termination date, and was not renewed.