MDHI files Important Corporate Statement with SEC
Post# of 1039
Posted On: 05/20/2013 1:11:13 PM
MDHI files Important Corporate Statement with SEC on 5-17-13
Over the past few quarters there has been a substantial positive turn around in our business operations. As a result, we are expecting 2013 and 2014 to be strong growth years for Medical Alarm Concepts Holdings, Inc.
Based on only the contracts the Company has currently signed, revenues exclusively from monthly monitoring contracts exceed our monthly operating expenses, putting the Company into a positive monthly operating cash flow position; a position, which grows in strength virtually every day. In addition to monthly monitoring contracts, the Company expects strong sales of MediPendant products into its distribution network, which will add both additional revenues and gross margins to the income statement. We expect this positive monthly operating cash flow position to continue for the foreseeable future due to the high quality and expected longevity of our customer contracts.
The Company’s relationship with its major retail distribution partner remains strong with sales and shipments occurring on a consistent basis. Early in the March quarter, the Company successfully completed a retail promotion with this large discount warehouse chain partner. An additional program began late in the March quarter and ran through April 21, 2013. The MediPendant has now received 21 product reviews on the retailer's website, 17 of which are "5 out of 5 Star" ratings. The average rating is "4.5 Stars" out of 5 Stars.
Medical Alarm Concepts recently announced the signing of a major diversified national healthcare insurer that will offer the Company's MediPendant product and monthly monitoring services to subscribers of selected healthcare programs. Additionally, the product will be included in the insurance carrier's dual demonstration program (Medicaid and Medicare) related contracts on which it may bid. Management is currently in process of hiring additional staff to meet the expected demand from this major customer.
The Company is experiencing acceleration in its international business having recently announced two European distribution partnerships. The Company also recently announced it has signed a marketing and operations agreement with JTT-EMS LTD of Shijiazhuang, China to bring the MediPendant personal medical alarm to the People's Republic of China.
The Company recently received an investment led by strategic partner, JTT-EMS LTD of Shijiazhuang, China. Under the terms of the investment, JTT-EMS LTD purchased Common Stock in a private placement transaction and has indicated to the Company that it plans to hold these shares as a long-term investment. The financing, including additional investments by current shareholders, will total up to approximately $330,000. There are no warrants or options associated with this investment. As more fully noted below , funds received will primarily be used to rebuild inventory levels to meet the growing demand and to pay professional fees associated with returning the Company to fully reporting status.
Management has been very successful in negotiating with debt holders for the cancellation of very significant portions of our debt and all of our outstanding preferred stock. Since the beginning of last year, approximately $93,775 of convertible debt has been cancelled. Earlier this month, the holder of our short-term credit line cancelled $236,397 of the outstanding balance. Additionally, since the beginning of last year, approximately 161,000,000 million toxic and highly dilutive warrants were also cancelled as was the remaining $75,000 portion of the outstanding Series B Convertible Preferred Stock. No shares, warrants or options were granted in exchange for these cancellations. There is currently no outstanding Series A or Series B Convertible Preferred Stock and there are no outstanding options to purchase common or preferred stock.
The debt cancellations will likely result in one or more large non-recurring gains during the June 2013 quarter and/or previous accounting periods. The warrant cancellations are expected to generate substantial additional one-time, non-cash flow related gains for the Company as derivative liability charges currently carried on the balance sheet are reversed.
Although the Company is expecting to announce additional major debt cancellations over the coming weeks upon closing of additional negotiations with debt holders , the Company is unable at this time to determine the aggregate number of shares that are issuable upon conversion of its outstanding debt. The Management of the Company is currently negotiating with debt holders to cancel large portions of the Company’s outstanding debt and will disclose the aggregate number of shares that are issuable upon conversion of its outstanding debt to stockholders by filing a Form 8-K with the SEC upon completion of these negotiations.
Because our trade payables have been paid down very substantially over the past few quarters, we are expecting our balance sheet to be very strong, nearly long-term debt free and with very manageable trade payable levels.
We believe our upcoming balance sheet, which will be free of nearly all long-term debt and free of warrants, options and outstanding preferred stock will more accurately reflect the true value of our growing company.
Effective April 8, 2013, the Company engaged Paritz& Company, P.A. as its new independent registered public accounting firm. Paritz& Company has begun the process of auditing our financial performance. The Company has also recently hired new corporate counsel and new accounting professionals to assist management in completing its Form 10-Q and Form 10-K filings with the Securities and Exchange Commission in order to return the Company to fully reporting status.
The Company expects calendar year 2013 to be one of continued growth in both monthly recurring revenues and distribution sales, which will allow the Company to realize sustainable positive operating cash flow. We believe the growth rate and the positive operating cash flow we are currently realizing is sustainable into 2014 and beyond.
The Company is currently experiencing accelerated growth as a result of extensive promotional activities with its main retail partner, Costco Warehouse Stores, and as a result of the Company’s expanded Internet marketing activities. An increase in the number of authorized shares is necessary to acquire inventories to meet the growing level of demand for the Company's flagship medical alarm product called the MediPendant, and to ensure adequate working capital during the Company’s growth in order to pay its employees, monthly monitoring fees, and advertising. Without an increase in the authorized shares of the Company’s common stock, the Company's current revenue growth trajectory will be at risk as it would not be able to afford adequate working capital and acquire enough inventories to fulfill the growing level of demand for MediPendant. For example, the Company recently placed an order for an additional 2,200 units of MediPendants from the factory in order to partially meet the continued growing demand, and the Company expects additional orders will need to be placed in the very near future as demand continues to accelerate. Without an increase in the authorized shares, the Company will likely not be able to maintain and/or grow its current level of positive operational cash flow. The Company is now operating on a positive operating cash flow basis due to the strong growth it has realized in sales of its unique medical alarm products. Furthermore, the Company plans to emerge as a profitable, growing company over the next few months if the Amendment becomes effective and the number of authorized shares of Common Stock has been increased as provided for in the Authorized Share Increase.
Additionally, without an increase in the authorized shares, the Company will not likely be able to continue its efforts to become current in its Securities Exchange Act reporting. The Company intends to use part of the proceeds from the private placement to pay for related and continued fees and costs of retaining legal, accounting and auditing services to assist the Company to prepare and file all delinquent reports including three Form 10-Qs and one Form 10-K with the for each year delinquent, in order to become current in its Securities Exchange Act reporting. By way of example, the Company’s new independent registered public accounting firm, Paritz & Company, P.A. is currently working on the audit of the Company. As also mentioned above, the Company has recently hired new corporate counsel and new accounting professionals to assist the management of the Company in completing its Form 10-Q and Form 10-K filings with the Securities and Exchange Commission in order to return the Company to fully reporting status. As a result of this progress, the Company intends to have all of its delinquent quarterly and annual reports filed with the Securities and Exchange Commission by July 31, 2013.
http://www.otcmarkets.com/edgar/GetFilingHtml...ID=9304062
Over the past few quarters there has been a substantial positive turn around in our business operations. As a result, we are expecting 2013 and 2014 to be strong growth years for Medical Alarm Concepts Holdings, Inc.
Based on only the contracts the Company has currently signed, revenues exclusively from monthly monitoring contracts exceed our monthly operating expenses, putting the Company into a positive monthly operating cash flow position; a position, which grows in strength virtually every day. In addition to monthly monitoring contracts, the Company expects strong sales of MediPendant products into its distribution network, which will add both additional revenues and gross margins to the income statement. We expect this positive monthly operating cash flow position to continue for the foreseeable future due to the high quality and expected longevity of our customer contracts.
The Company’s relationship with its major retail distribution partner remains strong with sales and shipments occurring on a consistent basis. Early in the March quarter, the Company successfully completed a retail promotion with this large discount warehouse chain partner. An additional program began late in the March quarter and ran through April 21, 2013. The MediPendant has now received 21 product reviews on the retailer's website, 17 of which are "5 out of 5 Star" ratings. The average rating is "4.5 Stars" out of 5 Stars.
Medical Alarm Concepts recently announced the signing of a major diversified national healthcare insurer that will offer the Company's MediPendant product and monthly monitoring services to subscribers of selected healthcare programs. Additionally, the product will be included in the insurance carrier's dual demonstration program (Medicaid and Medicare) related contracts on which it may bid. Management is currently in process of hiring additional staff to meet the expected demand from this major customer.
The Company is experiencing acceleration in its international business having recently announced two European distribution partnerships. The Company also recently announced it has signed a marketing and operations agreement with JTT-EMS LTD of Shijiazhuang, China to bring the MediPendant personal medical alarm to the People's Republic of China.
The Company recently received an investment led by strategic partner, JTT-EMS LTD of Shijiazhuang, China. Under the terms of the investment, JTT-EMS LTD purchased Common Stock in a private placement transaction and has indicated to the Company that it plans to hold these shares as a long-term investment. The financing, including additional investments by current shareholders, will total up to approximately $330,000. There are no warrants or options associated with this investment. As more fully noted below , funds received will primarily be used to rebuild inventory levels to meet the growing demand and to pay professional fees associated with returning the Company to fully reporting status.
Management has been very successful in negotiating with debt holders for the cancellation of very significant portions of our debt and all of our outstanding preferred stock. Since the beginning of last year, approximately $93,775 of convertible debt has been cancelled. Earlier this month, the holder of our short-term credit line cancelled $236,397 of the outstanding balance. Additionally, since the beginning of last year, approximately 161,000,000 million toxic and highly dilutive warrants were also cancelled as was the remaining $75,000 portion of the outstanding Series B Convertible Preferred Stock. No shares, warrants or options were granted in exchange for these cancellations. There is currently no outstanding Series A or Series B Convertible Preferred Stock and there are no outstanding options to purchase common or preferred stock.
The debt cancellations will likely result in one or more large non-recurring gains during the June 2013 quarter and/or previous accounting periods. The warrant cancellations are expected to generate substantial additional one-time, non-cash flow related gains for the Company as derivative liability charges currently carried on the balance sheet are reversed.
Although the Company is expecting to announce additional major debt cancellations over the coming weeks upon closing of additional negotiations with debt holders , the Company is unable at this time to determine the aggregate number of shares that are issuable upon conversion of its outstanding debt. The Management of the Company is currently negotiating with debt holders to cancel large portions of the Company’s outstanding debt and will disclose the aggregate number of shares that are issuable upon conversion of its outstanding debt to stockholders by filing a Form 8-K with the SEC upon completion of these negotiations.
Because our trade payables have been paid down very substantially over the past few quarters, we are expecting our balance sheet to be very strong, nearly long-term debt free and with very manageable trade payable levels.
We believe our upcoming balance sheet, which will be free of nearly all long-term debt and free of warrants, options and outstanding preferred stock will more accurately reflect the true value of our growing company.
Effective April 8, 2013, the Company engaged Paritz& Company, P.A. as its new independent registered public accounting firm. Paritz& Company has begun the process of auditing our financial performance. The Company has also recently hired new corporate counsel and new accounting professionals to assist management in completing its Form 10-Q and Form 10-K filings with the Securities and Exchange Commission in order to return the Company to fully reporting status.
The Company expects calendar year 2013 to be one of continued growth in both monthly recurring revenues and distribution sales, which will allow the Company to realize sustainable positive operating cash flow. We believe the growth rate and the positive operating cash flow we are currently realizing is sustainable into 2014 and beyond.
The Company is currently experiencing accelerated growth as a result of extensive promotional activities with its main retail partner, Costco Warehouse Stores, and as a result of the Company’s expanded Internet marketing activities. An increase in the number of authorized shares is necessary to acquire inventories to meet the growing level of demand for the Company's flagship medical alarm product called the MediPendant, and to ensure adequate working capital during the Company’s growth in order to pay its employees, monthly monitoring fees, and advertising. Without an increase in the authorized shares of the Company’s common stock, the Company's current revenue growth trajectory will be at risk as it would not be able to afford adequate working capital and acquire enough inventories to fulfill the growing level of demand for MediPendant. For example, the Company recently placed an order for an additional 2,200 units of MediPendants from the factory in order to partially meet the continued growing demand, and the Company expects additional orders will need to be placed in the very near future as demand continues to accelerate. Without an increase in the authorized shares, the Company will likely not be able to maintain and/or grow its current level of positive operational cash flow. The Company is now operating on a positive operating cash flow basis due to the strong growth it has realized in sales of its unique medical alarm products. Furthermore, the Company plans to emerge as a profitable, growing company over the next few months if the Amendment becomes effective and the number of authorized shares of Common Stock has been increased as provided for in the Authorized Share Increase.
Additionally, without an increase in the authorized shares, the Company will not likely be able to continue its efforts to become current in its Securities Exchange Act reporting. The Company intends to use part of the proceeds from the private placement to pay for related and continued fees and costs of retaining legal, accounting and auditing services to assist the Company to prepare and file all delinquent reports including three Form 10-Qs and one Form 10-K with the for each year delinquent, in order to become current in its Securities Exchange Act reporting. By way of example, the Company’s new independent registered public accounting firm, Paritz & Company, P.A. is currently working on the audit of the Company. As also mentioned above, the Company has recently hired new corporate counsel and new accounting professionals to assist the management of the Company in completing its Form 10-Q and Form 10-K filings with the Securities and Exchange Commission in order to return the Company to fully reporting status. As a result of this progress, the Company intends to have all of its delinquent quarterly and annual reports filed with the Securities and Exchange Commission by July 31, 2013.
http://www.otcmarkets.com/edgar/GetFilingHtml...ID=9304062
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