Annual report pursuant to Section 13 and 15(d)

STOCKHOLDERS' EQUITY

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STOCKHOLDERS' EQUITY
 12 Months Ended
Dec. 31, 2014
STOCKHOLDERS' EQUITY [Abstract]  
STOCKHOLDERS' EQUITY
NOTE 10 – STOCKHOLDERS’ EQUITY

2014 Financing
On December 24, 2014, we closed an underwritten public offering of 3,500,000 shares of common stock, and warrants to purchase up to an aggregate 3,500,000 shares of common stock, at an offering price of $4.00 per share and $.01 per warrant. The warrants have a per share exercise price of $5.00, are exercisable immediately, and expire 5 years from the date of issuance. The gross proceeds to the Company from this offering were $14,035,000, before deducting underwriting discounts and commissions and other estimated offering expenses. All of the shares and warrants in the offering were sold by the Company. In addition the underwriter received warrants to purchase 87,500 shares of common stock at $5.00 per share. The warrants are exercisable on December 18, 2015 and expire on December 18, 2019.

Just before the financing closed on December 24, 2014, the Series A and Series B preferred stock and unpaid dividends and interest and liquidated damages were converted into common stock.

Warrants
There were warrants to purchase a total of 4,164,756 shares of common stock outstanding at December 31, 2014. All warrants were exercisable at December 31, 2014 except the 87,500 warrants issued to the underwriter which are exercisable after December 18, 2015. The warrants had various exercise prices and terms as follows:
 
Summary of Warrants
  
Warrants
Outstanding
    
Exercise
Price
  
Expiration
Date
2014 Financing 12/24/14 (a)
    
3,500,000
    
$
5.00
  
12/24/19
2014 Financing 12/24/14 agent warrants (a)
    
87,500
      
5.00
  
12/18/19
2012 Series B private placement (b)
    
400,001
      
25.00
  
10/24/18
2011 November private placement (c)
    
42,898
      
100.00
  
11/10&30/16
2011 November placement agent warrants (c)
    
744
      
83.50&100.00
  
11/10&30/16
2010 December registered direct offering (d)
    
18,625
      
153.00
  
12/14/15
2010 January registered direct offering (e)
    
20,837
      
150.00
  
1/26/15
2010 January placement agent warrants (e)
    
2,505
      
187.50
  
1/26/15
2006 convertible note (f)
    
76,370
      
66.00
  
2/16/15
2006 convertible note (f)
    
7,729
      
66.00
  
10/24/15
2006 convertible note (f)
    
7,547
      
66.00
  
12/06/15
Total
    
4,164,756
             

a) In connection with an offering on December 24, 2014, warrants to purchase 3,500,000 share of common stock at $5.00 per share were purchased and issued for $0.01 per warrant. All of the warrants are exercisable immediately and expire on December 24, 2019.

Also in connection with the offering on December 24, 2014, the underwriter received warrants to purchase 87,500 shares of common stock at $5.00 per share. The warrants are exercisable on December 18, 2015 and expire on December 18, 2019.

b) In connection with a private placement offering on October 25, 2012, warrants to purchase 400,001 shares of common stock at $25.00 per share were issued. All of the warrants are exercisable immediately and expire on October 24, 2018.

c) In connection with a private placement offering on November 10 and 30, 2011, warrants to purchase 42,898 shares of common stock at $100.00 per share were issued. All of the warrants are exercisable immediately and 37,148 warrants expire November 10, 2016 and 5,750 warrants expire November 30, 2016.

Also in connection with a private placement offering on November 10 and 30, 2011, placement agent warrants to purchase 372 shares of common stock at $83.50 per share were issued. Also in connection with a private placement offering on November 10 and 30, 2011, placement agent warrants to purchase 372 shares of common stock at $100.00 per share were issued. All the placement agent warrants are exercisable immediately and 372 warrants expire November 10, 2016 and 372 warrants expire November 30, 2016.

d) In connection with a registered direct offering on December 14, 2010, warrants to purchase 18,625 shares of common stock at $153.00 per share were issued. All of the warrants are exercisable immediately and expire December 14, 2015.

e) In connection with a registered direct offering on January 26, 2010, warrants to purchase 20,837 shares of common stock at $150.00 per share were issued. All of the warrants were exercisable immediately and expired on January 26, 2015.

In addition, we issued warrants for placement agent fees to purchase 2,505 shares of our common stock at an exercise price of $187.50 per share. All of the warrants were exercisable immediately and expired on January 26, 2015.

f) In connection with the convertible note offerings in 2006, warrants to purchase a total of 91,646 shares of common stock at $66.00 per share were issued. All of the warrants are exercisable immediately and originally were scheduled to expire six years from date of issue. On February 10, 2012 these warrants were extended an additional three years. On February 16, 201576,370 warrants expired, 7,729 warrants expire on October 24, 2015 and 7,547 warrants expire on December 6, 2015.