As previously reported under cover of Form 8-K filed on April 26, 2012, the Company executed a letter of intent (the "Original LOI") on April 3, 2012 with two private funds (collectively, the "Lenders"). The Original LOI outlined the terms for a senior debt investment by the Lenders of $15 million in connection with the Company's pending acquisition of the business currently operated by Network Billing Systems, LLC and Interconnect Services Group II LLC (collectively, "NBS"). The pending acquisition of NBS was previously disclosed in the Company's Current Report on Form 8-K/A filed February 6, 2012.

On August 3, 2012, the Company and the Lenders executed a revised LOI (the "Revised LOI"), which amended certain provisions of the Original LOI. Under the terms of the Revised LOI, the senior debt investment by the Lenders is expected to be comprised of five-year senior notes aggregating $16.5 million, bearing interest at rates ranging from 10% to 11.5%. The Revised LOI also provides that upon the closing of the senior debt investment by the Lenders, the Company will issue to the Lenders shares of the Company's common stock in an amount equal to 5% of the outstanding common stock of the Company at the time of closing, as adjusted for certain common stock equivalents outstanding to be identified in the definitive loan documents.

In addition, while the Lenders' obligation to consummate the debt agreement and advance proceeds under the senior notes remains subject to a number of preconditions, including but not limited to, completion of due diligence acceptable to the Lenders, the Company's adherence to certain financial conditions and formulae, the negotiation and execution of mutually acceptable loan documents with the Lenders and the Company's consummation of the acquisition of NBS on substantially the terms set forth in the executed transaction documentation, the required equity to be raised by the Company was reduced from $7 million under the Original LOI to $5.5 million under the Revised LOI.