Quarterly report pursuant to Section 13 or 15(d)

3. Going Concern

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3. Going Concern
3 Months Ended
Mar. 31, 2015
Notes to Financial Statements  
Note 3 - Going Concern

The accompanying consolidated financial statements as of March 31, 2015 have been prepared assuming the Company will continue as a going concern. The Company has experienced a net loss, negative cash flows from operations and has an accumulated deficit of $30,306,209. Late in 2014, our customers received one-year extensions on seven of our contracted units to their MATS compliance date which we previously expected to be in compliance in 2015. On March 16, 2015, pursuant to an amendment of the Financing Agreement with AC Midwest Energy, LLC, the Company repaid $3,000,000 of outstanding convertible note principal (see Note 8). These factors raise substantial doubt about the Company's ability to continue as a going concern. Although we anticipate significant revenues for the sale of capital equipment and products to be used in testing and commissioning work done by clients, no assurances can be given that the Company can obtain sufficient working capital through financing activities to meet its debt obligations. Due to certain covenants with our senior lender, we are not able to use current cash on hand to pay current convertible note holders as these notes mature. Convertible notes with current principal balances of approximately $3,200,000 and $900,000 mature in 2015 and 2016, respectively. Therefore, success in our fund raising efforts and negotiations with our note holders is crucial. We are actively seeking sources of additional financing in order to fund our debt repayment obligations. If extensions cannot be negotiated with our early investors who purchased convertible debt from the Company, no assurances can be given that the Company can maintain sufficient working capital through these efforts or that the continued implementation of its business plan will generate sufficient revenues in the future to sustain ongoing operations. As of May 15, 2015, convertibles notes with principal balances totaling approximately $1,865,000 were extended through executed amendment agreements with the current convertible note holders. The Company is in the process of seeking such amendments from the remaining note holders, approximately $400,000 of which have reached maturity, but there can be no assurance that all remaining holders will accept the offered extension terms. The notes of any holders who do not accept will be governed by the original terms thereof.

 

The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern.