UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): August 14, 2014
Xenonics Holdings, Inc.
(Exact name of registrant as specified in its charter)
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Nevada |
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001-32469 |
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84-1433854 |
(State or other jurisdiction |
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(Commission |
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(I.R.S. Employer |
of incorporation) |
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File Number) |
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Identification No.) |
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3186 Lionshead Avenue,
Carlsbad, California |
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92010 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code: (760) 477-8900
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On August 14, 2014, Xenonics Holdings, Inc. issued a press release setting forth its results of operations for the quarter and nine months
ended June 30, 2014. A copy of the press release is furnished as Exhibit No. 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information furnished pursuant to this Item 2.02, including
Exhibit 99.1, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the Exchange Act) or otherwise subject to the liabilities under that Section, and shall not be deemed to be
incorporated by reference into any filing of Xenonics Holdings, Inc. under the Securities Act of 1933 or the Exchange Act except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
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Exhibit 99.1 |
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Xenonics Holdings, Inc. Press Release dated August 14, 2014. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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Xenonics Holdings, Inc. |
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August 14, 2014 |
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By: |
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/s/ Richard S. Kay |
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Name: Richard S. Kay |
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Title: Chief Financial Officer |
Exhibit Index
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Exhibit No. |
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Description |
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99.1 |
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Xenonics Holdings, Inc. Press Release dated August 14, 2014. |
Exhibit 99.1
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Investor Contact: Berkman Associates
(310) 477-3118 info@BerkmanAssociates.com |
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Company Contact: Alan Magerman,
Chairman (760) 477-8900
xenonics@xenonics.com |
Xenonics Reports Third Quarter Results
CARLSBAD, CALIFORNIA August 14, 2014 XENONICS HOLDINGS, INC. (OTCQB:XNNH) today announced financial results for the third
quarter and first nine months of fiscal 2014.
Revenue for the three months ended June 30, 2014 decreased to $257,000. This compares to revenue of
$373,000 for the third quarter of fiscal 2013. The net loss for this years third quarter was $446,000, or $0.02 per basic and diluted share. This compares to a net loss for the third quarter of fiscal 2013 of $480,000, or $0.02 per basic and
diluted share.
For the nine months ended June 30, 2014, revenue decreased to $337,000 compared to $1,492,000 for last years first nine months.
The net loss for the first nine months of fiscal 2014 was $1,625,000, or $0.07 per basic and diluted share. This compares to a net loss for the first nine months of fiscal 2013 of $1,267,000, or $0.05 per basic and diluted share.
We expect to receive significant orders from military and international customers in the weeks and months ahead. We currently are arranging additional
financing to support our operations, and hope to complete this process soon, said Chairman Alan Magerman.
Conference Call
Xenonics has scheduled a conference call at 11:00 a.m. EDT this morning to discuss its results for the quarter. To participate in the call, dial (877) 299
4454, passcode #94273379. A simultaneous webcast of the conference call can be accessed from the Webcast Center of the Investor Relations link at www.xenonics.com. A replay will be available after 2:00 p.m. EDT at this same
Internet address. For a telephone replay, dial (888) 286-8010, passcode #46943824, after 2:00 p.m. EDT.
About Xenonics
Xenonics Holdings, Inc. develops and produces advanced, lightweight and compact
ultra-high-intensity illumination and low-light vision products for military, law enforcement, public safety, and commercial and
private sector applications. Xenonics NightHunter line of illumination products is used by every branch of the U.S. Armed Forces as well as law enforcement and security agencies. Its SuperVision
high-definition night vision is designed for commercial and military applications. Employing patented technologies, Xenonics provides innovative solutions for customers who must see farther so they can do
their jobs better and safer. Xenonics products represent the next generation in small, high intensity, high efficiency illumination and low-light vision systems. Visit Xenonics on the web at
www.xenonics.com.
Forward-Looking Statements
Except for the historical statements, statements in this release may constitute forward-looking statements within
the meaning of section 21E of the Securities Exchange Act of 1934. When used, the words anticipates, believes, expects, intends, future, and other similar expressions identify forward-looking statements. These forward-looking statements reflect managements current views with respect to future events and financial performance and are subject to
risks and uncertainties, and actual results may differ materially from the outcomes contained in any forward-looking statement. Factors that could cause these
forward-looking statements to differ from actual results include delays in development, marketing or sales of new products, and other risks and uncertainties discussed in the companys periodic reports on
Form 10-K and 10-Q and other filings with the Securities and Exchange Commission. Xenonics Holdings undertakes no obligation to update or revise any forward-looking statements.
3186 Lionshead Avenue, Carlsbad, CA 92010
(760) 477-8900 fax (760) 477-8896 www.xenonics.com email xenonics@xenonics.com
XENONICS HOLDINGS, INC
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
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Three months ended |
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Nine months ended |
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June 30, |
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June 30, |
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2014 |
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2013 |
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2014 |
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2013 |
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Rounded to the nearest thousand, except per share amounts |
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(unaudited) |
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(unaudited) |
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Revenues |
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$ |
257,000 |
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$ |
373,000 |
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$ |
337,000 |
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$ |
1,492,000 |
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Cost of goods sold |
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155,000 |
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247,000 |
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200,000 |
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826,000 |
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Gross profit |
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102,000 |
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126,000 |
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137,000 |
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666,000 |
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Selling, general and administrative |
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378,000 |
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380,000 |
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1,177,000 |
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1,264,000 |
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Research and development |
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57,000 |
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99,000 |
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285,000 |
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327,000 |
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Loss from operations |
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(333,000 |
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(353,000 |
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(1,325,000 |
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(925,000 |
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Other income/(expense): |
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Interest (expense) |
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(113,000 |
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(127,000 |
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(298,000 |
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(340,000 |
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Loss before provision for income taxes |
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(446,000 |
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(480,000 |
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(1,623,000 |
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(1,265,000 |
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Income tax provision |
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2,000 |
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2,000 |
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Net Loss |
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$ |
(446,000 |
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$ |
(480,000 |
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$ |
(1,625,000 |
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$ |
(1,267,000 |
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Net loss per share: |
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Basic and fully-diluted |
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$ |
(0.02 |
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$ |
(0.02 |
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$ |
(0.07 |
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$ |
(0.05 |
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Weighted average shares outstanding: |
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Basic and fully-diluted |
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24,976,000 |
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24,976,000 |
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24,976,000 |
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24,976,000 |
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XENONICS HOLDINGS, INC
CONDENSED CONSOLIDATED BALANCED SHEETS
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June 30, |
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September 30, |
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2014 |
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2013 |
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Rounded to the nearest thousand, except par value |
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(unaudited) |
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Assets |
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Current Assets: |
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Cash |
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$ |
9,000 |
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$ |
220,000 |
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Accounts receivable |
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2,000 |
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30,000 |
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Inventories |
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1,017,000 |
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1,154,000 |
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Other current assets |
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23,000 |
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27,000 |
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Total Current Assets |
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1,051,000 |
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1,431,000 |
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Inventories |
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480,000 |
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480,000 |
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Equipment, furniture and fixtures at cost, net |
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5,000 |
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11,000 |
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Goodwill |
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375,000 |
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375,000 |
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Other assets |
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48,000 |
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17,000 |
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Total Assets |
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$ |
1,959,000 |
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$ |
2,314,000 |
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Liabilities and Shareholders Deficit |
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Current Liabilities: |
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Accounts payable |
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$ |
711,000 |
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$ |
399,000 |
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Accrued expenses |
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471,000 |
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211,000 |
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Accrued payroll and related taxes |
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280,000 |
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91,000 |
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Notes payablecurrent portion, net of debt discount |
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2,262,000 |
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Total Current Liabilities |
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3,724,000 |
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701,000 |
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Notes payable, less current portion, net of debt discount |
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43,000 |
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1,962,000 |
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Total Liabilities |
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3,767,000 |
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2,663,000 |
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Commitments and contingencies |
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Shareholders Deficit: |
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Preferred shares, $0.001 par value, 5,000,000 shares authorized, 0 shares issued and outstanding |
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Common shares, $0.001 par value, 50,000,000 shares authorized; 24,976,000 shares issued and outstanding at June 30, 2014 and September
30, 2013 |
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25,000 |
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25,000 |
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Additional paid-in capital |
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27,044,000 |
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26,879,000 |
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Accumulated deficit |
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(28,877,000 |
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(27,253,000 |
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Total Shareholders Deficit |
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(1,808,000 |
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(349,000 |
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Total Liabilities and Shareholders Deficit |
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$ |
1,959,000 |
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$ |
2,314,000 |
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