Document And Entity Information (USD $)
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6 Months Ended | ||
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Mar. 31, 2012
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May 04, 2012
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May 31, 2011
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Document and Entity Information [Abstract] | |||
Entity Registrant Name | Parametric Sound Corp | ||
Document Type | 10-Q | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Common Stock, Shares Outstanding | 6,388,295 | ||
Entity Public Float | $ 6,790,000 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001493761 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Mar. 31, 2012 | ||
Document Fiscal Year Focus | 2012 | ||
Document Fiscal Period Focus | Q2 |
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- Definition
If the value is true, then the document is an amendment to previously-filed/accepted document. No definition available.
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- Definition
End date of current fiscal year in the format --MM-DD. No definition available.
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- Definition
This is focus fiscal period of the document report. For a first quarter 2006 quarterly report, which may also provide financial information from prior periods, the first fiscal quarter should be given as the fiscal period focus. Values: FY, Q1, Q2, Q3, Q4, H1, H2, M9, T1, T2, T3, M8, CY. No definition available.
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- Definition
This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006. No definition available.
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- Definition
The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD. No definition available.
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The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word "Other". No definition available.
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- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument. No definition available.
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- Definition
Indicate "Yes" or "No" whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
Indicate whether the registrant is one of the following: (1) Large Accelerated Filer, (2) Accelerated Filer, (3) Non-accelerated Filer, (4) Smaller Reporting Company (Non-accelerated) or (5) Smaller Reporting Accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure. No definition available.
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- Definition
State aggregate market value of voting and non-voting common equity held by non-affiliates computed by reference to price at which the common equity was last sold, or average bid and asked price of such common equity, as of the last business day of registrant's most recently completed second fiscal quarter. The public float should be reported on the cover page of the registrants form 10K. No definition available.
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- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Indicate "Yes" or "No" if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. No definition available.
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- Definition
Indicate "Yes" or "No" if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A. No definition available.
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- Definition
Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying value as of the balance sheet date of the obligations incurred through that date and payable for employees' services provided. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders. Includes adjustments to additional paid in capital. Some examples of such adjustments include recording the issuance of debt with a beneficial conversion feature and certain tax consequences of equity instruments awarded to employees. Use this element for the aggregate amount of additional paid-in capital associated with common and preferred stock. For additional paid-in capital associated with only common stock, use the element additional paid in capital, common stock. For additional paid-in capital associated with only preferred stock, use the element additional paid in capital, preferred stock. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying amount as of the balance sheet date of obligations due all related parties. For classified balance sheets, represents the current portion of such liabilities (due within one year or within the normal operating cycle if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Carrying amount (lower of cost or market) as of the balance sheet date of inventories less all valuation and other allowances. Excludes noncurrent inventory balances (expected to remain on hand past one year or one operating cycle, if longer). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total of all Liabilities and Stockholders' Equity items (or Partners' Capital, as applicable), including the portion of equity attributable to noncontrolling interests, if any. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate par or stated value of issued nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable preferred shares, par value and other disclosure concepts are in another section within stockholders' equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Sum of the carrying amount for an unclassified balance sheet date of expenditures made in advance of when the economic benefit of the cost will be realized, and which will be expensed in future periods with the passage of time or when a triggering event occurs and the carrying amount as of the balance sheet date of assets not otherwise specified in the taxonomy. Also includes assets not individually reported in the financial statements, or not separately disclosed in notes. No definition available.
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- Definition
Amount, net of accumulated depreciation, depletion and amortization, of long-lived physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, furniture and fixtures, and computer equipment. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cumulative amount of the reporting entity's undistributed earnings or deficit. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Condensed Balance Sheets (Parentheticals) (USD $)
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Mar. 31, 2012
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Sep. 30, 2011
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Preferred stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock shares authorized | 1,000,000 | 1,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock shares authorized | 50,000,000 | 50,000,000 |
Common stock shares issued | 6,223,761 | 3,903,762 |
Common stock shares outstanding | 6,223,761 | 3,903,762 |
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- Definition
Face amount or stated value of common stock per share; generally not indicative of the fair market value per share. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The maximum number of common shares permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Number of shares of common stock outstanding. Common stock represent the ownership interest in a corporation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Face amount or stated value per share of nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer); generally not indicative of the fair market value per share. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate share number for all nonredeemable preferred stock (or preferred stock redeemable solely at the option of the issuer) held by stockholders. Does not include preferred shares that have been repurchased. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Condensed Statements of Operations (USD $)
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3 Months Ended | 6 Months Ended | ||
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Mar. 31, 2012
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Mar. 31, 2011
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Mar. 31, 2012
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Mar. 31, 2011
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Revenues: | ||||
Product sales | $ 55,824 | $ 119,239 | ||
Other revenue | 3,870 | 5,236 | ||
Total revenues | 59,694 | 124,475 | ||
Cost of revenues | 27,151 | 52,067 | ||
Gross profit | 32,543 | 72,408 | ||
Operating expenses: | ||||
Selling, general and administrative | 725,639 | 147,991 | 1,064,598 | 277,335 |
Research and development | 267,503 | 152,381 | 498,208 | 278,778 |
Total operating expenses | 993,142 | 300,372 | 1,562,806 | 556,113 |
Loss from operations | (960,599) | (300,372) | (1,490,398) | (556,113) |
Other income (expense): | ||||
Interest and note discount amortization | (75,580) | (145,856) | ||
Other | (698) | 639 | (1,916) | 716 |
(698) | (74,941) | (1,916) | (145,140) | |
Net loss | $ (961,297) | $ (375,313) | $ (1,492,314) | $ (701,253) |
Net loss per basic and diluted common share (1) (in Dollars per share) | $ (0.22) | $ (0.12) | $ (0.36) | $ (0.22) |
Weighted average common shares used to compute net loss per basic and diluted common share (1) (in Shares) | 4,385,981 | 3,225,657 | 4,147,881 | 3,142,531 |
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- Definition
The aggregate cost of goods produced and sold and services rendered during the reporting period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The amount of net income or loss for the period per each share in instances when basic and diluted earnings per share are the same amount and reported as a single line item on the face of the financial statements. Basic earnings per share is the amount of net income or loss for the period per each share of common stock or unit outstanding during the reporting period. Diluted earnings per share includes the amount of net income or loss for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period. No definition available.
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- Definition
Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The net amount of operating interest income (expense). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate amount of income or expense from ancillary business-related activities (that is to say, excluding major activities considered part of the normal operations of the business). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense. No definition available.
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- Details
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- Definition
The net result for the period of deducting operating expenses from operating revenues. No definition available.
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- Definition
The net amount of other income and expense amounts, the components of which are not separately disclosed on the income statement, resulting from ancillary business-related activities (that is, excluding major activities considered part of the normal operations of the business) also known as other nonoperating income (expense) recognized for the period. Such amounts may include: (a) dividends, (b) interest on securities, (c) net gains or losses on securities, (d) unusual costs, (e) gains or losses on foreign exchange transactions, and (f) miscellaneous other income and expense items. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Revenues from the sale of other goods or rendering of other services, not elsewhere specified in the taxonomy; net of (reduced by) sales adjustments, returns, allowances, and discounts. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate costs incurred (1) in a planned search or critical investigation aimed at discovery of new knowledge with the hope that such knowledge will be useful in developing a new product or service, a new process or technique, or in bringing about a significant improvement to an existing product or process; or (2) to translate research findings or other knowledge into a plan or design for a new product or process or for a significant improvement to an existing product or process whether intended for sale or the entity's use, during the reporting period charged to research and development projects, including the costs of developing computer software up to the point in time of achieving technological feasibility, and costs allocated in accounting for a business combination to in-process projects deemed to have no alternative future use. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Aggregate revenue recognized during the period (derived from goods sold, services rendered, insurance premiums, or other activities that constitute an entity's earning process). For financial services companies, also includes investment and interest income, and sales and trading gains. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Aggregate revenue during the period from the sale of goods in the normal course of business, after deducting returns, allowances and discounts. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate total costs related to selling a firm's product and services, as well as all other general and administrative expenses. Direct selling expenses (for example, credit, warranty, and advertising) are expenses that can be directly linked to the sale of specific products. Indirect selling expenses are expenses that cannot be directly linked to the sale of specific products, for example telephone expenses, Internet, and postal charges. General and administrative expenses include salaries of non-sales personnel, rent, utilities, communication, etc. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Average number of shares or units issued and outstanding that are used in calculating basic and diluted earnings per share (EPS). No definition available.
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- Definition
Stock options issues as payment for tooling obligation No definition available.
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- Definition
Technology purchased from related party for common stock and obligation to pay $250,000 No definition available.
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- Definition
Amount of noncash expense included in interest expense to allocate debt discount and premium, and the costs to issue debt and obtain financing over the related debt instruments. Alternate captions include noncash interest expense. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The total fair value of shares issued during the period under a deferred compensation arrangement. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The amount of impairment loss recognized in the period resulting from the write-down of the carrying amount of an intangible asset (excluding goodwill) to fair value. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The increase (decrease) during the reporting period in the aggregate amount of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The increase (decrease) during the reporting period in the obligations due for goods and services provided by the following types of related parties: a parent company and its subsidiaries, subsidiaries of a common parent, an entity and trust for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of the entities' management, an entity and its principal owners, management, or member of their immediate families, affiliates, or other parties with the ability to exert significant influence. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The increase (decrease) during the reporting period in the aggregate amount of expenses incurred but not yet paid. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The increase (decrease) during the period in accrued salaries. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The increase (decrease) during the reporting period in the aggregate value of all inventory held by the reporting entity, associated with underlying transactions that are classified as operating activities. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The increase (decrease) during the reporting period in the value of prepaid expenses and other assets not separately disclosed in the statement of cash flows, for example, deferred expenses, intangible assets, or income taxes. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Charge to cost of goods sold that represents the reduction of the carrying amount of inventory, generally attributable to obsolescence or market conditions. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The net cash inflow or outflow from financing activity for the period. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The net cash inflow or outflow from investing activity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The net cash from (used in) all of the entity's operating activities, including those of discontinued operations, of the reporting entity. Operating activities generally involve producing and delivering goods and providing services. Operating activity cash flows include transactions, adjustments, and changes in value that are not defined as investing or financing activities. While for technical reasons this element has no balance attribute, the default assumption is a debit balance consistent with its label. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The portion of profit or loss for the period, net of income taxes, which is attributable to the parent. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cash outflow for cost incurred directly with the issuance of an equity security. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cash outflow to acquire asset without physical form usually arising from contractual or other legal rights, excluding goodwill. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cash inflow from the issuance of common stock, preferred stock, treasury stock, stock options, and other types of equity. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The cash inflow associated with the amount received from holders exercising their stock options. This item inherently excludes any excess tax benefit, which the entity may have realized and reported separately. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Represents the aggregate Increase or Decrease in the liability during the reporting period for accruals related to preexisting standard and extended product warranties (including adjustments for changes in estimates). Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The expense charged against earnings for the period pertaining to standard and extended warranties on the entity's goods and services granted to customers. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
The aggregate amount of noncash, equity-based employee remuneration. This may include the value of stock or unit options, amortization of restricted stock or units, and adjustment for officers' compensation. As noncash, this element is an add back when calculating net cash generated by operating activities using the indirect method. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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- Definition
Value of shares of stock issued during the period that is attributable to transactions involving issuance of stock not separately disclosed. No definition available.
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Note 1 - Description of Business and Basis of Accounting/Presentation
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Mar. 31, 2012
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Basis of Presentation and Significant Accounting Policies [Text Block] | Note 1 - Description of Business and Basis of Accounting/Presentation
Parametric Sound Corporation
(“Parametric Sound” or the
“Company”) is a
technology company focused on delivering novel audio
solutions. The Company’s HyperSound™ System or
“HSS®” technology pioneered the practical
application of parametric acoustic technology for
generating audible sound along a directional ultrasonic
column. The Company’s products are compatible with
standard media players and beam sound to target a
specific listening area without the ambient noise of
traditional speakers. The creation of sound using the
Company’s technology also creates a unique sound image
distinct from traditional audio systems.
The Company was incorporated
in Nevada on June 2, 2010 as a new, wholly owned subsidiary
of LRAD Corporation in order to effect the separation and
spin-off of the HSS
business. On September
27, 2010, the 100% spin-off was completed and the Company
became a stand-alone, independent, publicly traded
company. The Company is located
in Poway, California. Principal markets for the
Company’s products are North America, Europe and
Asia.
In March 2012, the Company completed
a secondary public offering of 1,888,888 shares of its common
stock at $4.50 per share (after the 1-for-5 reverse stock
split described below) for gross proceeds of $8.5
million. The net proceeds of the public offering after
deducting underwriting discounts and commissions and offering
expenses was $7.35 million. The Company is targeting its
technology for new uses in consumer markets including
computers, video gaming, televisions, home audio and mobile
devices.
Basis of
Accounting
The
accompanying unaudited interim financial statements have been
prepared by the Company in accordance with U.S. generally
accepted accounting principles (“GAAP”) for
interim financial information and pursuant to the applicable
rules and regulations of the Securities and Exchange
Commission (“SEC”). In the opinion of management,
the accompanying financial statements contain all adjustments
necessary in order make the financial statements not
misleading. The condensed balance sheet as of September 30,
2011 was derived from the Company’s most recent audited
financial statements. The financial statements herein should
be read in conjunction with the Company’s audited
financial statements and notes thereto for the fiscal year
ended September 30, 2011, included in the Company’s
Annual Report on Form 10-K for the year ended September 30,
2011. Operating results for the three and six months ended
March 31, 2012 may not necessarily be indicative of results
to be expected for any other interim period or for the full
year.
Reverse Stock
Split
On
March 21, 2012, the Company effected a 1-for-5 reverse split
of its common stock, which was authorized by its Board of
Directors following stockholder approval at its Annual
Meeting held in February 2012. The objective in effecting the
reverse split was to enable the Company to obtain listing of
its common stock on the NASDAQ Capital Market and complete
the secondary public offering of its common
shares. As a result of the reverse stock split,
each five shares of common stock that were issued and
outstanding or held in treasury on March 21, 2012 were
automatically combined into one share. The reverse stock
split reduced the number of issued and outstanding shares of
common stock as of March 21, 2012 from approximately 21.5
million shares to approximately 4.3 million
shares. Fractional shares were rounded up to the
nearest whole number. The reverse stock split
affected all of the holders of common stock uniformly. Shares
of common stock underlying outstanding options and warrants
were proportionately reduced and the exercise price of
outstanding options and warrants was proportionately
increased in accordance with the terms of the agreements
governing such securities. All common stock share
and per share information in the accompanying financial
statements and notes hereto have been adjusted to reflect
retrospective application of the reverse stock split, except
for par value per share and the number of authorized shares,
which were not affected by the reverse stock split.
Use of
Estimates
The
preparation of financial statements in conformity with U.S.
GAAP requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities
and disclosures of contingent assets and liabilities at the
date of the financial statements, as well as the reported
amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates. These
estimates and assumptions include, but are not limited to,
assessing the following: valuation of inventory, impairment
of intangible assets, the grant date fair value of stock
options and warrants, share-based compensation expense,
valuation of acquired intangible assets and valuation
allowance related to deferred tax assets.
Financial
Instruments
At
March 31, 2012, there was no difference between the carrying
values of the Company’s cash equivalents and fair
market value. For certain financial instruments, including
accounts payable, accrued expenses and due to related party,
the carrying amounts approximate fair value due to their
relatively short maturities.
The
Company does not have any recurring fair value measurements
for financial assets and liabilities.
Reclassifications
Where
necessary, the prior year’s information has been
reclassified to conform to the current period’s
statement presentation.
Loss Per
Share
Basic
loss per common share is computed by dividing net loss by the
weighted-average number of shares of common stock outstanding
during the period. Diluted net loss per common share reflects
the potential dilution of securities that could share in the
earnings of an entity. The Company’s losses for the
periods presented cause the inclusion of potential common
stock instruments outstanding to be antidilutive. Stock
options and warrants for a total of 1,374,888 and 1,010,000
shares of common stock were outstanding at March 31, 2012 and
2011, respectively. These securities are not included in the
computation of diluted net loss per common share as their
inclusion would be antidilutive.
Recent
Accounting Pronouncements
The
Company reviews new accounting standards as
issued. Although some of these accounting
standards issued or effective after the end of the
Company’s previous fiscal year may be applicable to the
Company, it has not identified any standards that it believes
merit further discussion. The Company believes
that none of the new standards will have a significant impact
on its financial statements.
Subsequent
Events
Management
has evaluated events subsequent to March 31, 2012 through the
date that the accompanying interim condensed financial
statements were filed with the Securities and Exchange
Commission for transactions and other events which may
require adjustment of and/or disclosure in such financial
statements.
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- Definition
The entire disclosure for the basis of presentation and significant accounting policies concepts. Basis of presentation describes the underlying basis used to prepare the financial statements (for example, US Generally Accepted Accounting Principles, Other Comprehensive Basis of Accounting, IFRS). Accounting policies describe all significant accounting policies of the reporting entity. No definition available.
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Note 2 - Inventories, net
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Inventory Disclosure [Text Block] |
Note
2 - Inventories, net
Inventory
is recorded at the lower of cost and net realizable value.
The cost of substantially all of the Company’s
inventory is determined by the weighted average cost
method. Inventories consisted of the following:
The
Company relies on one supplier for film for its HSS products.
The Company’s ability to manufacture its HSS products
could be adversely affected if it were to lose its sole
source supplier and was unable to find an alternative
supplier.
The
reserve for obsolescence was reduced by an $8,201 non-cash
inventory reserve reduction in the six months ended March 31,
2012 through the use of previously reserved legacy HSS
inventory in the production of HSS-3000 products and
prototypes. The Company expects to continue to realize
non-cash inventory reserve reductions through the use of such
previously reserved parts.
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- Definition
The entire disclosure for inventory. This may include, but is not limited to, the basis of stating inventory, the method of determining inventory cost, the major classes of inventory, and the nature of the cost elements included in inventory. If inventory is stated above cost, accrued net losses on firm purchase commitments for inventory and losses resulting from valuing inventory at the lower-of-cost-or-market may also be included. For LIFO inventory, may disclose the amount and basis for determining the excess of replacement or current cost over stated LIFO value and the effects of a LIFO quantities liquidation that impacts net income. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 3 - Equipment and Tooling, net
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Property, Plant and Equipment Disclosure [Text Block] |
Note
3 - Equipment and Tooling, net
Equipment
and tooling consisted of the following:
Depreciation
expense was $33,605 and $2,731 for the six months ended March
31, 2012 and 2011, respectively.
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- Definition
The entire disclosure for long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software. This disclosure may include property plant and equipment accounting policies and methodology, a schedule of property, plant and equipment gross, additions, deletions, transfers and other changes, depreciation, depletion and amortization expense, net, accumulated depreciation, depletion and amortization expense and useful lives, income statement disclosures, assets held for sale and public utility disclosures. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 4 - Intangible Assets, net
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Goodwill and Intangible Assets Disclosure [Text Block] |
Note
4 - Intangible Assets, net
Intangible
assets consist of the following:
Purchased
technology consists of patent applications and intellectual
property acquired from a related party (see Note 9).
Aggregate
amortization expense for the Company’s intangible
assets was $41,222 and $20,464 during the six months ended
March 31, 2012 and 2011, respectively. In addition to
amortization, the Company wrote off $28,616 of impaired
patent costs during the six months ended March 31,
2011.
As
of March 31, 2012 estimated intangible assets amortization
expense for each of the next five fiscal years and thereafter
are as follows:
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- Definition
The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 5 - Deferred Compensation, Accrued and Other Related Party Liabilities
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Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block] |
Note
5 - Deferred Compensation, Accrued and Other Related
Party Liabilities
Deferred
Compensation
Effective
October 1, 2010 the Company began accruing monthly
compensation for the services of two of its executive
officers in the aggregate amount of $17,500 per month plus an
estimate for related employment taxes. In connection with the
March 2012 secondary public offering, the Board of Directors
approved the payment of accrued deferred compensation and
related employment taxes estimated at $21,600. A total of
$140,000 was paid through the issuance of 31,111 shares of
common stock at $4.50 per share and the remaining deferred
compensation balance of $175,000 plus the Company’s
share of employment taxes was paid in cash.
Accrued
Liabilities
Accrued
liabilities consists of the following:
Due to
Related Parties
The Company is obligated to related
party Syzygy Licensing, LLC (“Syzygy”) for
$250,000 due on or before June 30, 2012 as partial
consideration for assignment of patents and intellectual
property (see Note 9). The Company was also obligated to pay
its Executive Chairman $125,000 for services through
completion of the March 2012 secondary public offering (see
Note 9).
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- Definition
The entire disclosure for accounts payable, accrued expenses, and other liabilities that are classified as current at the end of the reporting period. No definition available.
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Note 6 - Share-Based Compensation
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Disclosure of Compensation Related Costs, Share-based Payments [Text Block] |
Note
6 - Share-Based Compensation
On September 27, 2010 the Company
adopted the 2010 Stock Option Plan (the “2010
Plan”). The 2010 Plan authorized the grant of
options to purchase up to 600,000 shares of the
Company’s common stock to directors, officers,
employees and consultants. On December 29, 2011 the Company
adopted, and shareholders subsequently approved, the 2012
Stock Option Plan (the “2012 Plan”) providing
authority to grant options on 253,000 shares of common stock
remaining available for issuance under the 2010 Plan and new
authority for an additional 600,000 shares of common stock.
The 2012 Plan replaced the 2010 Plan but awards
previously granted under the 2010 Plan remain outstanding in
accordance with their terms. Any outstanding option
grants that expire or terminate, other than through exercise
or share settlement, under the 2010 Plan will also become
eligible for grant under the 2012 Plan.
The
Company uses the Black-Scholes option pricing model to
determine the estimated fair value of each option as of its
grant date or any revaluation date, and the grant date fair
value is recognized as non-cash based compensation expense
over the expected vesting term of options. The inputs to the
Black-Scholes option pricing model are subjective and
generally require significant analysis and judgment to
develop. The following table sets forth the significant
weighted-average assumptions used in the Black-Scholes model
and the
calculation of stock-based compensation cost
(annualized percentages):
The
Company’s stock commenced trading in October 2010 and
management estimated its expected volatility for fiscal 2011
by reviewing the historical volatility of the common stock of
a group of selected peer public companies that operate in
similar industries and are similar in terms of stage of
development or size and then projecting this information
toward future expected results. Judgment was used in
selecting these companies, as well as in evaluating the
available historical volatility for these peer companies. In
the current fiscal year the Company commenced using its
historical volatility which did not vary significantly from
prior estimates. The risk-free interest rate is based on
rates published by the Federal Reserve Board. The dividend
yield of zero is based on the fact that the Company has never
paid cash dividends and has no present intention to pay cash
dividends. The Company has a small number of option grants
and limited exercise history and accordingly has for all new
option grants applied the simplified method prescribed by SEC
Staff Accounting Bulletin 110, Share-Based
Payment: Certain Assumptions Used in Valuation Methods -
Expected Term, to estimate expected life (computed as
vesting term plus contractual term divided by two). An
estimated forfeiture rate was determined to be zero as the
number of grantees is limited and all are currently expected
to serve in their capacities during the vesting period.
Forfeitures are estimated at the time of the grant and
revised in subsequent periods if actual forfeitures differ
from those estimates or if the Company updates its estimated
forfeiture rate. Such amounts, if any, will be recorded as a
cumulative adjustment in the period in which the estimate is
changed.
The
Company recorded share-based compensation in its statements
of operations for the relevant periods as follows:
As
of March 31, 2012 total estimated compensation cost relating
to stock options granted but not yet vested was $1,538,500.
This cost is expected to be recognized over the weighted
average period of 1.5 years.
The
following table summarizes stock option activity for the
period:
On
April 3, 2012 the Board of Directors granted the
Company’s Executive Chairman a new stock option on
175,000 shares of common stock vesting on future performance
and modified vesting terms on 410,000 options previously
granted in December 2011 (see Note 9). The Company also
granted options on 16,000 shares of common stock, subject to
future vesting, to employees.
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The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 7 - Stockholders' Equity
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Income Tax Disclosure [Text Block] |
Note
7 - Stockholders’ Equity
Summary
The
following table summarizes stockholders’ equity
activity for the six months ended March 31, 2012:
Secondary Public
Offering
In
March 2012 the Company completed a secondary public offering
of 1,888,888 shares of common stock, at a price of $4.50 per
share, for gross proceeds of $8.5 million. The net
proceeds of the offering after deducting underwriting
discounts and commissions and offering expenses was $7.35
million. In connection with the offering, the
Company granted the underwriter warrants to purchase 188,888
shares of common stock at an exercise price of $5.625 per
share. These warrants expire on March 21,
2017. The estimated fair value of the warrants of
$563,420, as determined using the Black-Scholes methodology
(assuming estimated volatility of 91%, risk-free interest
rate of 0.89%, expected dividend yield of 0.0%), was recorded
as both an increase to additional paid in capital and as a
non-cash issuance cost of the March 2012 financing
transaction. (See Note 10.)
Stock
Purchase Warrants
The
following table summarizes information on warrant activity
during the six months ended March 31, 2012:
The
Company has outstanding share warrants as of March 31, 2012,
as follows:
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- Definition
The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 8 - Commitments and Contingencies
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Commitments and Contingencies Disclosure [Text Block] |
Note
8 - Commitments and Contingencies
Facility
Leases
Commencing
June 1, 2011 the Company leased 3,498 square feet of improved
office, assembly and warehouse space in Poway, California for
a period of 25 months terminating June 30, 2013. The gross
monthly base rent is $3,498 through May 31, 2012, thereafter
increasing to $3,603 per month for the term of the lease,
subject to certain future adjustments. The Company’s
President and CEO, Mr. Norris, executed a personal guarantee
of the lease without compensation.
Employment
Agreement
The
Company is committed pursuant to an employment agreement
entered into in April 2012 with its Executive Chairman as
described in Note 9.
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The entire disclosure for commitments and contingencies. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 9 - Related Party Transactions
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Related Party Transactions Disclosure [Text Block] |
Note
9 - Related Party Transactions
On
December 29, 2011 the Company entered into an Assignment
Agreement (“Assignment”) with Syzygy whereupon
the Company acquired all technology and intellectual property
covered by the License and Royalty Agreement
(“License”) dated September 27, 2010 previously
executed by the parties. The Assignment terminated the License
and all future royalty obligations. Pending patent
applications comprising part of the intellectual property
were assigned
to the Company. Syzygy is owned by President, Elwood G.
Norris (65%) and Chief Financial Officer, Treasurer and
Secretary, James A. Barnes (35%).
In
consideration for the Assignment the Company issued 300,000
shares of common stock to
Syzygy (valued at $975,000 based on the closing price of the
Company’s stock of $3.25) and agreed to pay $250,000 by
June 30, 2012. The Company valued the technology in
accordance with Financial Accounting Standards Board
(“FASB”) Accounting Standards Codification
(“ASC”) 350-30-30, Intangible -
Goodwill and Other - General Intangibles Other than Goodwill
- Initial Measurement, and ASC 805-50-30, Business
Combinations – Related Issues – Initial
Measurement, which require that intangible assets
acquired through a transaction that is not a business
combination shall be measured based on the cash consideration
paid plus either the fair value of the non-cash consideration
given or the fair value of the assets acquired, whichever is
more clearly evident. As the Company has only recently begun
selling products based on the acquired technology and
intellectual property, management determined that the fair
value of the common stock issued was more clearly evident,
and accordingly, recorded the acquired intangible assets at
the aggregate amount of $1,225,000. The Company incurred
$3,194 of royalties for the three months
ended December 31, 2011 prior to termination of the License
and owed Syzygy an aggregate of $7,028 in royalties
which were paid in April 2012.
On
December 29, 2011 the Company appointed Kenneth F. Potashner
as a director and engaged him as a consultant and advisor.
Mr. Potashner was granted a five-year option on 10,000 shares
of common stock with an exercise price of $3.25 per share
vesting quarterly commencing December 31, 2011 for his role
as a director of the Company. In connection with his
consultancy agreement, he was granted a stock option on
410,000 shares of the Company’s common stock with an
exercise price of $3.25 per share and vesting 10% at grant
and the balance over eight quarters commencing March 31,
2012. On March 5, 2012 Mr. Potashner was appointed as the
Company’s Executive Chairman and the Company agreed to
pay him $125,000 for services through completion of the March
2012 secondary public offering and agreed in principal to
terms of employment to commence upon completion of the public
offering and the signing of a definitive employment
agreement.
In
April 2012 the Company paid the $125,000 for prior services
and entered into a five-year employment agreement with Mr.
Potashner to serve as Executive Chairman. Under the terms of
the agreement the Company may be obligated to pay a severance
payment of one year's base salary plus targeted bonus if the
employee is terminated by the Company without cause. The
Company also granted a stock option on 175,000 shares of
common stock exercisable at $4.50 per share until April 3,
2017 vesting on performance targets established by the Board
of Directors. The vesting of the previously granted option on
410,000 shares was modified with 195,000 shares being vested,
195,000 shares vesting equally over eight calendar quarters
commencing March 31, 2012 and 20,000 shares on performance
targets established by the Board of Directors.
See
Notes 4, 5, 6, 7 and 10 for additional related party
transactions and information.
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- Definition
The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates. Reference 1: http://www.xbrl.org/2003/role/presentationRef
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Note 10 - Subsequent Events
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6 Months Ended |
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Mar. 31, 2012
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Subsequent Events [Text Block] |
Note
10 - Subsequent Events
On
May 3, 2012 the underwriter of the Company’s secondary
public offering (see Note 7) exercised on its over-allotment
option to purchase an additional 164,512 shares of the
Company’s common stock at a price of $4.50 per share,
for gross proceeds of $740,304. The net proceeds of the
over-allotment after deducting underwriting discounts and
commissions and estimated offering expenses are expected to
be approximately $660,000. In connection with the
over-allotment exercise the underwriter was issued a warrant
(the “Warrant”) to purchase 16,451 shares of
common stock. The Warrant is exercisable from
September 17, 2012 to March 21, 2017 at an exercise price of
$5.625 per share.
On
May 1, 2012 the Company adopted a Cash Bonus Plan for the
period April 1, 2012 to December 31, 2012, pursuant to which
each executive officer and certain other officers,
consultants and employees designated by the Board of
Directors are eligible to receive a target bonus equal to a
percentage of the executive officer’s or other
individual’s annualized base compensation if applicable
performance objectives are met. The performance objectives
are based 25% upon the Company achieving minimum revenue
performance targets during the performance period, 25% upon
the Company achieving minimum licensing targets during the
performance period, 25% based on the Company achieving during
the performance period technology development targets
established by the Board of Directors and 25% on the Company
or its licensees or partners achieving new HSS technology
product milestones established by the Board of Directors
during the performance period. The performance objectives
include both objective determinations and subjective
determinations to be made by the Board of Directors. The
maximum bonus percentage for each participant is 50% of his
or her annual base compensation except for the
Company’s Executive Chairman the maximum bonus
percentage is 60% of his base compensation. All computations
are adjusted to 75% to reflect the nine-month bonus period
for the period April 1, 2012 to December 31, 2012 and
payments of earned bonuses are deferred if certain cash
generation targets are not met.
See
Notes 6 and 9 for information on certain additional
subsequent events.
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- Definition
The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. No definition available.
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