Annual report pursuant to Section 13 and 15(d)

LIQUIDITY AND FINANCIAL CONDITION

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LIQUIDITY AND FINANCIAL CONDITION
12 Months Ended
Sep. 30, 2011
Liquidity and Financial Condition [Abstract]  
Liquidity and Financial Condition [Text Block]
NOTE 2 —
LIQUIDITY AND FINANCIAL CONDITION
 
For the year ended September 30, 2011, we generated net income of $3,222, which includes income from discontinued operations of $7,892 (see Note 4), non-cash expenses for share based compensation of 1,022, non-cash depreciation and amortization expense of $350 and cash used in continuing operations amounting to $1,306. Our accumulated deficit amounted to $36,583, while we had cash of $861 and a working capital deficit of $2,169.
 
On September 30, 2011, we sold a unit of our business that was deemed outside our core business.  The resulting transaction consisted of disposing the inventory and related assets of the unit, for which we recognized a loss of $656, in exchange for a three year interest in the sales of the disposed unit.
 
Financing transactions we completed during the year ended September 30, 2011 include the following:
 
On August 17, 2010 we entered into a long term line of credit facility with one of our directors for $4,000, the facility has an annual interest rate of 7.73% on any outstanding balance and a facility fee of the greater of $40 or 1% of the unused balance.  Additionally, 15,000 warrants, with a five year term exercisable at $1.00 per share, per month are earned for each month the facility is outstanding. On August 12, 2011, the Company modified this agreement, extending the term another 24 months, and reducing the credit facility to $2,000, with an annual interest rate of 7.75% on any outstanding balance.  On October 26, 2011, the Company has decided to terminate the long term line of credit facility and associated put right entered into on August 17, 2010 and revised August 12, 2011, with one of our directors.  See Note 10 for additional details.
 
On November 23, 2010, we initiated a private placement (the “Placement”) of up to $3,000 of 12 month Senior Secured Notes (“Notes”) with warrants to purchase 150 shares of Beacon’s common stock at $0.40 per share for every $1 in principal invested, with interest at 9% APR.  Net proceeds were used to repay and replace an existing Senior Secured Bank Note totaling approximately $300 and for general working capital purposes.  The Placement expired on March 30, 2011, the date the Maximum was raised, with net proceeds received of $2,667 (gross proceeds of $3,000 less offering costs of $333).
 
On March 25, 2011 Beacon offered in a private placement 350 units of preferred stock (the "Series C-1 Units"), to two existing stockholders, at a purchase price of $2 per Series C-1 Unit.  See Note 8 for more details.  As of June 30, 2011, we completed the sale of 350 Series C-1 Units for an aggregate purchase price of $525 and issued 350,000 warrants having a fair value, as determined using the Black Scholes pricing model, of $112
 
On May 4, 2011 Beacon offered in a private placement 100 units of preferred stock (the "Series C-2 Units"), at a purchase price of $2 per Series C-2 Unit, for an aggregate purchase price of $150 and issued 100,000 warrants having a fair value, as determined using the Black Scholes pricing model, of $32.
 
Based on the recent progress we made in the execution of our business plan, the funding that occurred during the year and subsequent funding, we believe that our currently available cash and the funds expected to be generated from operations will enable us to operate our business and repay our debt obligations as they become due through October 1, 2012.  However, we may require additional capital in order to execute our business plan. If we are unable to raise additional capital, or encounter unforeseen circumstances that place constraints on our capital resources, we will be required to take various measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing our business development activities, suspending the pursuit of our business plan, and controlling overhead expenses. We cannot provide any assurance that we will raise additional capital. We have not secured any commitments for new financing at this time, nor can we provide any assurance that new financing will be available to us on acceptable terms, if at all.