Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 31, 2019 | Apr. 01, 2020 | |
Cover [Abstract] | ||
Entity Registrant Name | AdvanSource Biomaterials Corp | |
Entity Central Index Key | 0001011060 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --03-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 28,262,371 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 |
Balance Sheets
Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Current assets: | ||
Cash | $ 447 | $ 172 |
Accounts receivable-trade, net of allowance of $5 as of December 31, 2019 and March 31, 2019 | 213 | 483 |
Accounts receivable-other | 343 | 185 |
Assets held for sale | 2,067 | 2,091 |
Prepaid expenses and other current assets | 113 | 3 |
Total current assets | 3,183 | 2,934 |
Other assets | 47 | 47 |
Total assets | 3,230 | 2,981 |
Current liabilities: | ||
Accounts payable | 497 | 467 |
Accrued expenses | 446 | 342 |
Customer advance | 191 | 24 |
Liabilities held for sale | 2,490 | 2,536 |
Related party notes payable | 140 | |
Total current liabilities | 3,624 | 3,509 |
Total liabilities | 3,624 | 3,509 |
Commitments and contingencies (See Note 14) | ||
Stockholders' deficit: | ||
Preferred stock; $.001 par value; 5,000,000 shares authorized; no shares issued and outstanding as of December 31, 2019 and March 31, 2019 | ||
Common stock; $.001 par value; 50,000,000 shares authorized; 28,339,063 shares issued; and 28,262,371 shares outstanding as of December 31, 2019 and March 31, 2019 | 28 | 21 |
Additional paid-in capital | 38,610 | 38,427 |
Accumulated deficit | (39,002) | (38,946) |
Treasury stock, 76,692 shares at cost as of December 31, 2019 and March 31, 2019 | (30) | (30) |
Total stockholders' deficit | (394) | (528) |
Total liabilities and stockholders' deficit | $ 3,230 | $ 2,981 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 5 | $ 5 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 28,339,063 | 28,339,063 |
Common stock, shares outstanding | 28,262,371 | 28,262,371 |
Treasury stock shares | 76,692 | 76,692 |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||||
Operating expenses | $ (65) | $ (54) | $ (185) | $ (152) |
Loss from continuing operations before provision for income taxes | (65) | (54) | (185) | (152) |
Provision for income taxes | ||||
Loss from continuing operations | (65) | (54) | (185) | (152) |
Income (loss) from discontinued operations, net of income taxes | (86) | 570 | 129 | 602 |
Net income (loss) | $ (151) | $ 516 | $ (56) | $ 450 |
Income per common share - basic: | ||||
Continuing operations | $ 0 | $ (0.01) | $ (0.01) | $ (0.01) |
Discontinued operations | 0 | 0.03 | (0.01) | 0.03 |
Net income per share - basic | (0.01) | 0.02 | 0 | 0.02 |
Income per common share - diluted: | ||||
Continuing operations | 0 | 0 | (0.01) | (0.01) |
Discontinued operations | 0 | 0.03 | (0.01) | 0.03 |
Net income per share - diluted | $ (0.01) | $ 0.02 | $ 0 | $ 0.02 |
Shares used in computing net income per common share: | ||||
Basic | 23,498 | 21,491 | 22,157 | 21,491 |
Diluted | 23,498 | 22,711 | 22,157 | 22,627 |
Statement of Stockholders' Defi
Statement of Stockholders' Deficit (Unaudited) - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Total |
Balance at Mar. 31, 2018 | $ 21 | $ 38,404 | $ (39,280) | $ (30) | $ (885) | |
Balance, shares at Mar. 31, 2018 | 21,491,000 | |||||
Net income (loss) | (91) | (91) | ||||
Balance at Jun. 30, 2018 | $ 21 | 38,404 | (39,371) | (30) | (976) | |
Balance, shares at Jun. 30, 2018 | 21,491,000 | |||||
Balance at Mar. 31, 2018 | $ 21 | 38,404 | (39,280) | (30) | (885) | |
Balance, shares at Mar. 31, 2018 | 21,491,000 | |||||
Net income (loss) | 450 | |||||
Balance at Dec. 31, 2018 | $ 21 | 38,423 | (38,830) | (30) | (416) | |
Balance, shares at Dec. 31, 2018 | 21,491,000 | |||||
Balance at Jun. 30, 2018 | $ 21 | 38,404 | (39,371) | (30) | (976) | |
Balance, shares at Jun. 30, 2018 | 21,491,000 | |||||
Net income (loss) | 25 | 25 | ||||
Stock-based compensation | 19 | 19 | ||||
Balance at Sep. 30, 2018 | $ 21 | 38,423 | (39,346) | (30) | (932) | |
Balance, shares at Sep. 30, 2018 | 21,491,000 | |||||
Net income (loss) | 516 | 516 | ||||
Balance at Dec. 31, 2018 | $ 21 | 38,423 | (38,830) | (30) | (416) | |
Balance, shares at Dec. 31, 2018 | 21,491,000 | |||||
Balance at Mar. 31, 2019 | $ 21 | 38,427 | (38,946) | (30) | (528) | |
Balance, shares at Mar. 31, 2019 | 21,491,000 | |||||
Net income (loss) | 83 | 83 | ||||
Balance at Jun. 30, 2019 | $ 21 | 38,427 | (38,863) | (30) | (445) | |
Balance, shares at Jun. 30, 2019 | 21,491,000 | |||||
Balance at Mar. 31, 2019 | $ 21 | 38,427 | (38,946) | (30) | (528) | |
Balance, shares at Mar. 31, 2019 | 21,491,000 | |||||
Net income (loss) | (56) | |||||
Balance at Dec. 31, 2019 | $ 28 | 38,610 | (39,002) | (30) | (394) | |
Balance, shares at Dec. 31, 2019 | 28,262,000 | |||||
Balance at Jun. 30, 2019 | $ 21 | 38,427 | (38,863) | (30) | (445) | |
Balance, shares at Jun. 30, 2019 | 21,491,000 | |||||
Net income (loss) | 12 | 12 | ||||
Balance at Sep. 30, 2019 | $ 21 | 38,427 | (38,851) | (30) | (433) | |
Balance, shares at Sep. 30, 2019 | 21,491,000 | |||||
Net income (loss) | (151) | (151) | ||||
Common stock issued on exercise of stock options | $ 6 | 159 | 165 | |||
Common stock issued on exercise of stock options, shares | 5,941,000 | |||||
Common stock on exercise of warrants | $ 1 | 24 | 25 | |||
Common stock on exercise of warrants, shares | 830,000 | |||||
Balance at Dec. 31, 2019 | $ 28 | $ 38,610 | $ (39,002) | $ (30) | $ (394) | |
Balance, shares at Dec. 31, 2019 | 28,262,000 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | ||
Loss from continuing operations | $ (185) | $ (152) |
Income from discontinued operations | 129 | 602 |
Adjustments to reconcile net income (loss) to net cash flows provided by (used in) operating activities: | ||
Stock-based compensation | 19 | |
Changes in assets and liabilities: | ||
Accounts receivable-trade | 270 | (234) |
Accounts receivable-other | (158) | 127 |
Prepaid expenses and other current assets | (110) | |
Accounts payable | 30 | (9) |
Accrued expenses | 104 | (28) |
Customer advance | 167 | (40) |
Net cash flows provided by (used in) operating activities of continuing operations | 118 | (317) |
Net cash flows provided by operating activities of discontinued operations | 107 | 295 |
Net cash flows provided by (used in) operating activities | 225 | (22) |
Cash flows from financing activities: | ||
Issuance of common stock | 190 | |
Repayment of related party notes payable | (140) | (5) |
Net cash flows provided by (used in) financing activities | 50 | (5) |
Net change in cash | 275 | (27) |
Cash at beginning of period | 172 | 120 |
Cash at end of period | 447 | 93 |
Supplemental disclosure of cash flow information: | ||
Income taxes paid | ||
Interest paid | $ 278 | $ 280 |
Business Description
Business Description | 9 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Business Description | 1. Business Description On January 31, 2020 (the “Closing Date”), we completed the sale of substantially all of our assets (the “Asset Sale”) for a total purchase price of $7,250,000 pursuant to an Asset Purchase Agreement entered into between us and Mitsubishi Chemical Performance Polymers, Inc., a Delaware corporation (“MCPP”). Prior to the Closing Date, we developed and manufactured advanced polymer materials which provide critical characteristics in the design and development of medical devices. Our biomaterials were marketed and sold to medical device manufacturers who used our advanced polymers in devices designed for treating a broad range of anatomical sites and disease states. As a result of the Asset Sale, we ceased operating as a developer, manufacturer, marketer and seller of advanced polymers. Subsequent to the Closing Date, we became engaged in efforts to identify an operating company to acquire or merge with through an equity-based exchange transaction that would likely result in a change in control. As our efforts in engaging with an operating company subsequent to the Closing Date has not yet commenced, our activities are subject to significant risks and uncertainties, including the need to raise additional capital if we are unable to identify an operating company desiring to acquire or merge with us. Prior to the Closing Date, our corporate, development and manufacturing operations were located in a leased facility in Wilmington, Massachusetts. |
Going Concern
Going Concern | 9 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | 2. Going Concern Our financial statements have been presented on the basis that we are a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. At December 31, 2019, we recorded our normal business operations as discontinued operations as a result of the previously described Asset Sale. Within ninety (90) days of the Closing Date, the Board of Directors is expected to declare a distribution of the net proceeds from the Asset Sale, after making adjustments for (i) collection of accounts receivable retained as of January 31, 2020, (ii) payment of accounts payable assumed as of January 31, 2020; and (iii) retention of a reasonable amount of cash for anticipated future obligations. As a result, we expect our funds will not be sufficient to meet our needs for more than twelve months from the date of issuance of these financial statements. Accordingly, management believes there is substantial doubt about our ability to continue as a going concern. Management is seeking to identify an operating company for the purpose of effecting a merger or business combination, or to acquire assets or shares of an entity actively engaged in a business that generates sustained revenues. Although we have investigated certain opportunities to determine whether they would have the potential to add value to us for the benefit of our stockholders, we have not yet entered into any binding arrangements. We do not intend to restrict our consideration to any particular business or industry segment. Because we have limited resources, the scope and number of suitable candidates to merge with is relatively limited. Because we may participate in a business opportunity with a newly formed firm, a firm that is in the development stage, or a firm that is entering a new phase of growth, we may incur further risk due to the inability of the target’s management to have proven its abilities or effectiveness, or the lack of an established market for the target’s products or services, or the inability to reach profitability in the next few years. Any business combination or transaction will likely result in a significant issuance of shares and substantial dilution to our present stockholders. As it is expected that the closing of such a transaction will result in a change in control, such transaction is expected to be accounted for as a reverse merger, with the operating company being considered the legal acquiree and accounting acquirer, and we would be considered the legal acquirer and the accounting acquiree. As a result, at and subsequent to closing of any such transaction, the financial statements of the operating company would become our financial statements for all periods presented. |
Interim Financial Statements an
Interim Financial Statements and Basis of Presentation | 9 Months Ended |
Dec. 31, 2019 | |
Interim Financial Statements And Basis Of Presentation | |
Interim Financial Statements and Basis of Presentation | 3. Interim Financial Statements and Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, these unaudited condensed financial statements do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments (consisting only of normal recurring adjustments), which we consider necessary, for a fair presentation of those financial statements. The results of operations and cash flows for the three and nine months ended December 31, 2019 may not necessarily be indicative of results that may be expected for any succeeding quarter or for the entire fiscal year. The information contained in this quarterly report on Form 10-Q should be read in conjunction with our audited financial statements included in our annual report on Form 10-K, as of and for the year ended March 31, 2019 as filed with the Securities and Exchange Commission (the “SEC”). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and judgments, which are evaluated on an ongoing basis, and that affect the amounts reported in our unaudited condensed financial statements and accompanying notes. Management bases its estimates on historical experience and on various other assumptions that it believes are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the amounts of revenues and expenses that are not readily apparent from other sources. Actual results could differ from those estimates and judgments. In particular, significant estimates and judgments include those related to revenue recognition, allowance for doubtful accounts, inventory reserves, useful lives and valuation of property and equipment. Our significant accounting policies are described in Note 3 to the audited financial statements as of March 31, 2019 which are included in our Annual Report on Form 10-K as filed with the SEC on August 23, 2019. Reclassifications Certain amounts in the prior period financial statements have been reclassified to conform to the presentation of the current period financial statements. these reclassifications had no effect on the previously reported financial position or results of operations. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Dec. 31, 2019 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | 4. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on our accounting and reporting. We believe that such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future either will not have an impact on our accounting or reporting or that such impact will not be material to our financial position, results of operations and cash flows when implemented. Recent accounting pronouncements are included in Note 3 to the financial statements included in Item 8 of our annual report on Form 10-K as of March 31, 2019. |
Held for Sale Assets and Liabil
Held for Sale Assets and Liabilities and Discontinued Operations | 9 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Held for Sale Assets and Liabilities and Discontinued Operations | 5. Held for Sale Assets and Liabilities and Discontinued Operations On November 25, 2019, we entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Mitsubishi Chemical Performance Polymers, Inc., a Delaware corporation (“MCPP”), pursuant to which we agreed to sell substantially all of our assets to MCPP on the terms and subject to the conditions set forth in the Purchase Agreement (the “Asset Sale”). As consideration for the Asset Sale, MCPP agreed to pay us $7,250,000. The Purchase Agreement and the consummation of the transactions contemplated thereby required us to receive the requisite approval from our stockholders. On January 21, 2020, we held a special meeting of stockholders at which time the stockholders authorized and approved the Purchase Agreement. On January 31, 2020 (the “Closing Date”), we completed the Asset Sale. In connection with the closing of the Asset Sale, MCPP paid us a cash payment of $7,250,000 of which approximately $1,150,000 was immediately disbursed to satisfy approximately $567,000 of transaction and legal costs; approximately $483,000 of facility related obligations; and $100,000 for agreed upon contingent facility maintenance costs. Pursuant to the Purchase Agreement, we sold all of our inventory; property, plant and equipment; and intangible assets, including but not limited to all intellectual property, business know-how, customer lists and related contracts, and all other assets necessary to operate our advanced polymer business. All cash; accounts receivable; prepaid expenses; deposits on facility lease; accounts payable; and accrued expenses as of the Closing Date were retained by us. We believe the Asset Sale meets the accounting criteria for held for sale assets, accordingly, the following presents the components of held for sale assets as of December 31, 2019: Held for Sale Assets Assets of Discontinued Operations Held for Sale December 31, 2019 March 31, 2019 (in thousands) Inventories, net $ 271 $ 248 Property, plant and equipment, net 1,749 1,791 Deferred financing costs, net 47 52 Assets of discontinued operations held for sale $ 2,067 $ 2,091 We included approximately $271,000 and $248,000 of net inventory as held for sale assets as of December 31, 2019 and March 31, 2019. The net inventory held for sale was composed of the approximate following amounts: (in thousands) December 31, 2019 March 31, 2019 Raw materials $ 129 $ 121 Work in progress 35 48 Finished goods 107 79 Total inventories, net $ 271 $ 248 We included approximately $271,000 and $248,000 of net inventory as held for sale assets as of December 31, 2019 and March 31, 2019. The net inventory held for sale was composed of the approximate following amounts: Property, plant and equipment which were included in held for sale assets consist of the following: (in thousands) December 31, 2019 March 31, 2019 Land $ 500 $ 500 Building 2,705 2,705 Machinery, equipment and tooling 1,248 1,248 Furniture, fixtures and office equipment 285 285 Office equipment under capital lease 13 13 4,752 4,751 Less: accumulated depreciation (3,003 ) (2,960 ) Property, plant and equipment, net $ 1,749 $ 1,791 Our lease with the independent third-party owner of the land and building was assigned to MCPP at which time all of our obligations with respect to the lease agreement were relieved. Held for Sale Liabilities On December 22, 2011, we entered into an agreement with an independent third-party under which we sold and leased back our land and building generating gross proceeds of $2,000,000. For accounting purposes, this sale-leaseback transaction was accounted for under the financing method, rather than as a completed sale. Under the financing method, we included the sales proceeds received as a financing obligation. As of December 31, 2019 and March 31, 2019, the total financing obligation was $1,986,000, respectively, and accrued interest on financing obligation was approximately $155,000 and $168,000, respectively. In connection with the sale of substantially all of our assets to Mitsubishi Chemical Performance Polymers, Inc. (“MCPP”), which was completed on January 31, 2020, our lease with the independent third-party owner of the building was assigned to MCPP. As a result, we recorded the aggregate financing obligation and accrued interest on financing obligation of approximately $2,141,000 and $2,154,000 was recorded as liabilities held for sale in our balance sheet. Subsequent to the January 31, 2020, we had no further obligations with respect to the lease agreement. Discontinued Operations As a result of the Asset Sale, we discontinued operating as a developer, manufacturer, marketer and seller of advanced polymers on the Closing Date. Subsequent to the Closing Date, we became engaged in efforts to identify an operating company to acquire or merge with through an equity-based exchange transaction that would likely result in a change in control. Accordingly, the results of our operations are reported as discontinued operations for all periods are presented below. Results of Discontinued Operations For the Three Months Ended December 31, 2019 For the Three Months Ended December 31, 2018 For the Nine Months Ended December 31, 2019 For the Nine Months Ended December 31, 2018 (in thousands) Revenues: Product sales $ 457 $ 608 $ 1,632 $ 1,564 License and royalty fees 351 281 803 708 Total revenues 808 889 2,435 2,272 Cost of sales 194 259 641 670 Gross profit 614 630 1,794 1,602 Operating expenses: Research, development and regulatory 103 77 280 253 Selling, general and administrative 495 271 1,049 847 Total operating expenses 598 348 1,329 1,100 Income (loss) from discontinued operations 16 282 465 502 Other income (expense) from discontinued operations, net: Gain on disposition of sales-leaseback assets 34 382 34 382 Interest expense (136 ) (94 ) (370 ) (282 ) Other income (expense) from discontinued operations, net (102 ) 288 (336 ) 100 Income (loss) from discontinued operations before provision for income taxes (86 ) 570 129 602 Provision for income taxes - - - - Net income (loss) from discontinued operations $ (86 ) $ 570 $ 129 $ 602 Net income (loss) from discontinued operations per common share: Basic $ (0.00 ) $ 0.03 $ 0.01 $ 0.03 Diluted (0.00 ) 0.03 0.01 0.03 Shares used in computing net income from discontinued operations per common share: Basic 23,498 21,491 22,157 21,491 Diluted 23,498 22,711 22,157 22,627 Continuing Operations Our loss from continuing operations represents those costs necessary to operate a public company in the approximate amount of $65,000 and $185,000 during the three and nine months ended December 31, 2019, respectively; and $54,000 and $152,000 during the three and nine months ended December 31, 2018, respectively. These costs were composed of accounting fees, professional fees, regulatory fees, board of directors fees, and director and officer liability insurance premiums. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 6. Related Party Transactions On April 26, 2016, we issued a Promissory Note to Khristine Carroll, our Executive VP of Commercial Operations in the principal amount of $25,000 (the “Carroll Note”). The Carroll Note was initially due on May 25, 2016 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of May 25, 2016. The Carroll Note bears interest at the rate of 10% per annum and all principal and accrued interest, if any, were due on demand. During the nine months ended December 31, 2019 and 2018, we repaid $15,000 and $5,000 of principal on the Carroll Note. There were no repayments made on the Carroll Note during the three months ended December 31, 2018 and as of March 31, 2019 the principal balance outstanding was $15,000. The Carroll Note was fully repaid during the three months ended June 30, 2019, accordingly, there was no principal balance outstanding as of December 31, 2019. On April 26, 2016, we issued a Promissory Note to an affiliate of Michael Adams, our Chief Executive Officer (the “Affiliate”) in the principal amount of $25,000 (the “First Affiliate Note”). The First Affiliate Note was initially due on May 25, 2016 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of May 25, 2016. The First Affiliate Note bears interest at the rate of 10% per annum and all principal and accrued interest, if any, were due on demand. During the three and nine months ended December 31, 2018, there were no repayments made on the First Affiliate Note. The First Affiliate Note was repaid in full on December 5, 2019 as discussed in more detail below. As of December 31, 2019 and March 31, 2019, the principal balance outstanding was $0 and $25,000, respectively. On December 5, 2016, we issued a second additional Promissory Note to the Affiliate in the principal amount of $100,000 (the “Second Affiliate Note”). The Second Affiliate Note was initially due on June 5, 2017 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of June 5, 2017. The Second Affiliate Note bears interest at the rate of 12% per annum, and provided for a $3,000 commitment fee, which fee was paid in February 2017. During the three and nine months ended December 31, 2018, there were no repayments made on the Second Affiliate Note. The Second Affiliate Note was repaid in full on December 5, 2019 as discussed in more detail below. As of December 31, 2019 and March 31, 2019, the principal balance outstanding was $0 and $100,000, respectively. As discussed above, the First Affiliate Note and Second Affiliate Note (collectively, the “Affiliate Notes”) were repaid on December 5, 2019. In lieu of repayment in cash, the Affiliate authorized that the principal balance due, in the aggregate amount of $125,000, be used for purposes of exercising stock options granted to Mr. Adams pursuant to our 2017 Non-Qualified Equity Incentive Plan (the “2017 Option Plan”). As a result, Mr. Adams was issued 2,083,333 shares of our common stock granted pursuant to the 2017 Option Plan. The aggregate purchase price upon exercise of these stock options was $125,000. During the three months ended December 31, 2019 and 2018, we recorded interest expense of approximately $0 and $1,000, respectively, on the Carroll Note. During the nine months ended December 31, 2019 and 2018, we recorded interest expense of approximately $1,000 and $2,000, respectively, on the Carroll Note. During the three months ended December 31, 2019 and 2018, we recorded interest expense of approximately $4,000 and $4,000, respectively, on the Affiliate Notes. During the nine months ended December 31, 2019 and 2018, we recorded interest expense of approximately $10,000 and $10,000, respectively, on the Affiliate Notes. |
Income Per Share
Income Per Share | 9 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Income Per Share | 7. Income Per Share Basic income per common share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted income per common share are based upon the weighted-average common shares outstanding during the period plus additional weighted-average common equivalent shares outstanding during the period. Common equivalent shares result from the assumed exercise of outstanding stock options and warrants, the proceeds of which are then assumed to have been used to repurchase outstanding common stock using the treasury stock method. In addition, the numerator is adjusted for any changes in income that would result from the assumed conversion of potential shares. Potentially dilutive shares, which were excluded from the diluted income per share calculations because the effect would be antidilutive or the options exercise prices were greater than the average market price of the common shares, were 410,000 shares and 410,000 shares for the three and nine months ended December 31, 2019. Potentially dilutive shares, which were included in the diluted income per share calculations for the three and nine months ended December 31, 2018 were 1,220,008 shares and 1,137,025 shares. |
Income Taxes
Income Taxes | 9 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes We are required to file federal and state income tax returns in the United States. The preparation of these tax returns requires us to interpret the applicable tax laws and regulations in effect in such jurisdictions, which could affect the amount of tax paid by us. In consultation with our tax advisors, we base our tax returns on interpretations that are believed to be reasonable under the circumstances. The tax returns, however, are subject to routine reviews by the various federal and state taxing authorities in the jurisdictions in which we file tax returns. As part of these reviews, a taxing authority may disagree with respect to the income tax positions taken by us (“uncertain tax positions”) and, therefore, may require us to pay additional taxes. As required under applicable accounting rules, we accrue an amount for our estimate of additional income tax liability, including interest and penalties, which we could incur as a result of the ultimate or effective resolution of the uncertain tax positions. We account for income taxes using the asset and liability method. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributed to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences and carry-forwards are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is established when necessary to reduce deferred tax assets to amounts expected to be realized. In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. We had no income tax credits for the three and nine months ended December 31, 2019 and 2018. The effective tax rates for the three and nine months ended December 31, 2019 was 21.0%. We have estimated our provision for income taxes in accordance with the Tax Act and guidance available as of the date of this filing but have kept the full valuation allowance. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the “Tax Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a federal corporate tax rate decrease from 35% to 21% for tax years beginning after December 31, 2017, the transition of U.S international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of foreign earnings. We have estimated our provision for income taxes in accordance with the Tax Act and guidance available as of the date of this filing but have kept the full valuation allowance. |
Promissory Notes
Promissory Notes | 9 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Promissory Notes | 9. Promissory Notes On April 26, 2016, we issued a Promissory Note to Khristine Carroll, our Executive VP of Commercial Operations in the principal amount of $25,000 (the “Carroll Note”). The Carroll Note was initially due on May 25, 2016 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of May 25, 2016. The Carroll Note bears interest at the rate of 10% per annum and all principal and accrued interest, if any, were due on demand. During the nine months ended December 31, 2019 and 2018, we repaid $15,000 and $5,000 of principal on the Carroll Note. There were no repayments made on the Carroll Note during the three months ended December 31, 2018 and as of March 31, 2019 the principal balance outstanding was $15,000. The Carroll Note was fully repaid during the three months ended June 30, 2019, accordingly, there was no principal balance outstanding as of December 31, 2019. On April 26, 2016, we issued a Promissory Note to an affiliate of Michael Adams, our Chief Executive Officer (the “Affiliate”) in the principal amount of $25,000 (the “First Affiliate Note”). The First Affiliate Note was initially due on May 25, 2016 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of May 25, 2016. The First Affiliate Note bears interest at the rate of 10% per annum and all principal and accrued interest, if any, were due on demand. During the three and nine months ended December 31, 2018, there were no repayments made on the First Affiliate Note. The First Affiliate Note was repaid in full on December 5, 2019 as discussed in more detail below. As of December 31, 2019 and March 31, 2019, the principal balance outstanding was $0 and $25,000, respectively. On December 5, 2016, we issued a second additional Promissory Note to the Affiliate in the principal amount of $100,000 (the “Second Affiliate Note”). The Second Affiliate Note was initially due on June 5, 2017 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of June 5, 2017. The Second Affiliate Note bears interest at the rate of 12% per annum, and provided for a $3,000 commitment fee, which fee was paid in February 2017. During the three and nine months ended December 31, 2018, there were no repayments made on the Second Affiliate Note. The Second Affiliate Note was repaid in full on December 5, 2019 as discussed in more detail below. As of December 31, 2019 and March 31, 2019, the principal balance outstanding was $0 and $100,000, respectively. As discussed above, the First Affiliate Note and Second Affiliate Note (collectively, the “Affiliate Notes”) were repaid on December 5, 2019. In lieu of repayment in cash, the Affiliate authorized that the principal balance due, in the aggregate amount of $125,000, be used for purposes of exercising stock options granted to Mr. Adams pursuant to our 2017 Non-Qualified Equity Incentive Plan (the “2017 Option Plan”). As a result, Mr. Adams was issued 2,083,333 shares of our common stock granted pursuant to the 2017 Option Plan. The aggregate purchase price upon exercise of these stock options was $125,000. During the three months ended December 31, 2019 and 2018, we recorded interest expense of approximately $0 and $1,000, respectively, on the Carroll Note. During the nine months ended December 31, 2019 and 2018, we recorded interest expense of approximately $1,000 and $2,000, respectively, on the Carroll Note. During the three months ended December 31, 2019 and 2018, we recorded interest expense of approximately $4,000 and $4,000, respectively, on the Affiliate Notes. During the nine months ended December 31, 2019 and 2018, we recorded interest expense of approximately $10,000 and $10,000, respectively, on the Affiliate Notes. |
Long-Term Financing Obligation
Long-Term Financing Obligation | 9 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Financing Obligation | 10. Long-Term Financing Obligation On December 22, 2011, we entered into an agreement with an independent third-party under which we sold and leased back our land and building generating gross proceeds of $2,000,000. Pursuant to a lease agreement, the initial minimum lease term is 15 years. At the end of the initial minimum lease term, we have the option to renew the lease for three periods of five years each. In addition, we provided, as collateral, a security interest in all furnishings, fixtures and equipment owned and used by us, having a net book value of approximately $0 as of December 31, 2019. For accounting purposes, the provision of such collateral constitutes continuing involvement with the associated property. Due to this continuing involvement, this sale-leaseback transaction is accounted for under the financing method, rather than as a completed sale. Under the financing method, we include the sales proceeds received as a financing obligation. As of December 31, 2019 and March 31, 2019, the total financing obligation was $1,986,000, respectively, and accrued interest on financing obligation was approximately $155,000 and $168,000, respectively. Through December 2018, interest on the financing obligation exceeded the minimum lease payments, accordingly the principal remains constant through that date. After December 2018, the minimum lease payment will exceed interest and principal will be reduced by the excess of minimum lease payment over interest. The building, building improvements and land remain on the condensed balance sheet and the building and building improvements will continue to be depreciated over their remaining useful lives. Payments made under the lease are applied as payments of imputed interest and deemed principal on the underlying financing obligation. In connection with the sale of substantially all of our assets to Mitsubishi Chemical Performance Polymers, Inc. (“MCPP”), which was completed on January 31, 2020 (the “Closing Date”), our lease with the independent third-party owner of the building was assigned to MCPP. As a result, subsequent to the Closing Date, we have no further obligations with respect to the lease agreement. |
Stockholders' Deficit
Stockholders' Deficit | 9 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Deficit | 11. Stockholders’ Deficit Common Stock Warrants On July 22, 2015, we engaged the services of a financial and strategic advisor (the “Advisor”) whose services include, but are not limited to, financial advice, strategic advice and investment banking services. In connection with this engagement, we agreed to compensate the Advisor approximately $4,000 per quarter for a one-year period and we issued them a warrant to purchase 830,500 shares of our common stock at an exercise price of $0.03 per share, the approximate fair value of our common stock on the date of the engagement. The warrant is exercisable at any time until July 21, 2025. The warrant was valued at approximately $28,000 using the Black-Scholes model and treated as permanent equity. On November 27, 2019, the Advisor exercised the warrant to purchase 830,500 shares of our common stock in consideration of approximately $25,000 in cash. Common Stock Options On December 5, 2019, our directors and certain employees exercised options to purchase 656,250 shares of our common stock pursuant to grants made under the 2003 Stock Option Plan. In consideration for the exercise of these options we received approximately $40,000 in cash. On August 17, 2017, Michael Adams, our chief executive officer, was granted an option to purchase 2,500,000 shares of our common stock (the “Adams Option”) at an exercise price of $0.06 per share pursuant to the 2017 Non-Qualified Equity Incentive Plan (the “2017 Plan”). On December 5, 2019, Mr. Adams effected a partial exercise of the Adams Option and purchased 2,083,333 shares of our common stock. As consideration for the exercise of a portion of the Adams Option, an affiliate of Mr. Adams authorized that the principal balance due on the Affiliate Notes, previously described in Notes 6 and 11, in the aggregate amount of $125,000, be used for purposes of exercising this portion of the Adams Option. Additionally, on December 5, 2019, Mr. Adams exercised the remaining 416,667 shares exercisable pursuant to the Adams Option, by means of a cashless exercise. As a result of the cashless exercise, Mr. Adams was issued 291,667 shares of our common stock. We received no cash proceeds in connection with this cashless exercise. On various dates from August 17, 2017 through December 13, 2018, our directors, certain employees and one consultant (the “Grantees”) were granted options to purchase 4,050,000 shares of our common stock at exercise prices ranging from $0.04 per share to $0.06 per share pursuant to the 2017 Plan. On December 5, 2019, the Grantees exercised their options to purchase 4,050,000 shares of our common stock, by means of a cashless exercise. As a result of the cashless exercise, the Grantees were issued 2,910,000 shares of our common stock. We received no cash proceeds in connection with this cashless exercise. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 12. Stock-Based Compensation In October 2003, our shareholders approved the AdvanSource 2003 Stock Option Plan (the “2003 Plan”), which authorizes the issuance of 3,000,000 shares of common stock. Under the terms of the Plan, the exercise price of Incentive Stock Options issued under the Plan must be equal to the fair market value of the common stock at the date of grant. In the event that Non-Qualified Options are granted under the Plan, the exercise price may be less than the fair market value of the common stock at the time of the grant (but not less than par value). Total shares of common stock registered under the 2003 Plan are 7,000,000 shares. Normally, options granted expire ten years from the grant date. Activity under the 2003 Plan for the nine months ended December 31, 2019 is as follows: Number of Options Weighted-Average Exercise Price per Share Weighted- Aggregate Intrinsic Value (in thousands) Options outstanding as of April 1, 2019 1,788,750 $ 0.20 2.03 $ 20 Granted - Exercised (656,250 ) Cancelled or forfeited (722,500 ) $ 0.29 Options outstanding as of December 31, 2019 410,000 $ 0.27 0.23 $ 1 Options exercisable as of December 31, 2019 410,000 $ 0.27 0.23 $ 1 Options vested or expected to vest as of December 31, 2019 410,000 $ 0.27 0.23 $ 1 The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the closing price of the common stock on December 31, 2019 of $0.165 and the exercise price of each in-the-money option) that would have been received by the option holders had all option holders exercised their options on December 31, 2019. On December 5, 2019, our directors and certain employees exercised options to purchase 656,250 shares of our common stock pursuant to grants made under the 2003 Plan. In consideration for the exercise of these options we received approximately $40,000 in cash. There were no stock options exercised under the 2003 Plan for the three and nine months ended December 31, 2018. As of December 31, 2019, there were no shares remaining to be granted under the 2003 Plan. For the three and nine months ended December 31, 2019 and 2018, we recorded no stock-based compensation expense for options pursuant to the 2003 Plan. As of December 31, 2019, we had no unrecognized compensation cost related to stock options. On August 14, 2017, our board of directors approved and adopted the 2017 Non-Qualified Equity Incentive Plan (the “2017 Plan”), which authorized the grant of non-qualified stock options exercisable into a maximum of 7,000,000 shares of our common stock. Under the terms of the 2017 Plan, the exercise price of stock options issued under the 2017 Plan must be equal to the fair market value of the common stock at the date of grant. Options granted expire ten years from the grant date. From August 17, 2017 through December 13, 2018, the board of directors approved the grant of stock options to certain directors, employees and a consultant which were immediately vested and exercisable into a total of 6,550,000 shares of our common stock. There were no additional stock options granted pursuant to the 2017 Plan for the period subsequent to December 31, 2018. In determining the fair value of the options granted pursuant to the 2017 Plan, we utilized the Black-Scholes pricing model utilizing the following assumptions: August 17, 2017 Option Grants August 16, 2018 Option Grants December 13, 2018 Option Grants Total shares granted 5,600,000 750,000 200,000 Option exercise price per share $ 0.06 $ 0.040 $ 0.060 Grant date fair market value per share $ 0.06 $ 0.046 $ 0.059 Expected term of option in years 10.0 2.00 1.00 Expected volatility 100 % 100 % 100 % Expected dividend rate 0.00 % 0.00 % 0.00 % Risk free interest rate 1.00 % 0.00 % 2.69 % On August 17, 2017, Michael Adams, our chief executive officer, was granted an option to purchase 2,500,000 shares of our common stock (the “Adams Option”) at an exercise price of $0.06 per share pursuant to the 2017 Plan. On December 5, 2019, Mr. Adams effected a partial exercise of the Adams Option and purchased 2,083,333 shares of our common stock. As consideration for the exercise of a portion of the Adams Option, an affiliate of Mr. Adams authorized that the principal balance due on the Affiliate Notes, previously described in Notes 6 and 11, in the aggregate amount of $125,000, be used for purposes of exercising this portion of the Adams Option. Additionally, on December 5, 2019, Mr. Adams exercised the remaining 416,667 shares exercisable pursuant to the Adams Option, by means of a cashless exercise. As a result of the cashless exercise, Mr. Adams was issued 291,667 shares of our common stock. We received no cash proceeds in connection with this cashless exercise. On various dates from August 17, 2017 through December 13, 2018, our directors, certain employees and one consultant (the “Grantees”) were granted options to purchase 4,050,000 shares of our common stock at exercise prices ranging from $0.04 per share to $0.06 per share pursuant to the 2017 Plan. On December 5, 2019, the Grantees exercised their options to purchase 4,050,000 shares of our common stock, by means of a cashless exercise. As a result of the cashless exercise, the Grantees were issued 2,910,000 shares of our common stock. We received no cash proceeds in connection with this cashless exercise. As of December 31, 2019, there were 450,000 shares available to grant pursuant to the 2017 Plan and no options outstanding or exercisable. |
Concentrations of Credit Risk a
Concentrations of Credit Risk and Major Customers | 9 Months Ended |
Dec. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Credit Risk and Major Customers | 13. Concentrations of Credit Risk and Major Customers For the three months ended December 31, 2019 and 2018, two customers represented approximately 49% of our total revenues from discontinued operations and three customers represented approximately 66% of our total revenues, respectively. For the nine months ended December 31, 2019 and 2018, three customers represented approximately 52% of our total revenues from discontinued operations and three customers represented approximately 53% of our total revenues, respectively. As of December 31, 2019, we had accounts receivable-trade of approximately $100,000, or 47%, due from two customers. As of March 31, 2019, we had accounts receivable-trade of approximately $61,000, or 13%, due from one customer. As of December 31, 2019 and March 31, 2019, we had approximately $343,000 due from two customers and $185,000 due from two customers, respectively, related to receivables on license fees and royalties. These amounts are classified as accounts receivable-other in our balance sheets. |
Legal Proceedings
Legal Proceedings | 9 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings | 14. Legal Proceedings We are not the subject of any pending legal proceedings; and to the knowledge of management, no proceedings are presently contemplated against us by any federal, state or local governmental agency. Further, to the knowledge of management, no director or executive officer is party to any action in which any has an interest adverse to us. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 15. Subsequent Events We evaluated all events or transactions that occurred after the balance sheet date through the date when we filed these financial statements and, other than as discussed below, we determined that we did not have any other material recognizable subsequent events. On November 25, 2019, we entered into an Asset Purchase Agreement (the “Purchase Agreement”) with Mitsubishi Chemical Performance Polymers, Inc., a Delaware corporation (“MCPP”), pursuant to which we agreed to sell substantially all of our assets to MCPP on the terms and subject to the conditions set forth in the Purchase Agreement (the “Asset Sale”). As consideration for the Asset Sale, MCPP agreed to pay us $7,250,000. The Purchase Agreement and the consummation of the transactions contemplated thereby required us to receive the requisite approval from our stockholders. On January 21, 2020, we held a special meeting of stockholders at which time the stockholders authorized and approved the Purchase Agreement. On January 31, 2020, we completed the Asset Sale. In connection with the closing of the Asset Sale, MCPP paid us a cash payment of $7,250,000 of which approximately $1,150,000 was immediately disbursed to satisfy approximately $567,000 of transaction and legal costs; approximately $483,000 of facility related obligations; and $100,000 for agreed upon contingent facility maintenance costs. |
Held for Sale Assets and Liab_2
Held for Sale Assets and Liabilities and Discontinued Operations (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Components of Assets Held-for-Sale | Assets of Discontinued Operations Held for Sale December 31, 2019 March 31, 2019 (in thousands) Inventories, net $ 271 $ 248 Property, plant and equipment, net 1,749 1,791 Deferred financing costs, net 47 52 Assets of discontinued operations held for sale $ 2,067 $ 2,091 (in thousands) December 31, 2019 March 31, 2019 Raw materials $ 129 $ 121 Work in progress 35 48 Finished goods 107 79 Total inventories, net $ 271 $ 248 (in thousands) December 31, 2019 March 31, 2019 Land $ 500 $ 500 Building 2,705 2,705 Machinery, equipment and tooling 1,248 1,248 Furniture, fixtures and office equipment 285 285 Office equipment under capital lease 13 13 4,752 4,751 Less: accumulated depreciation (3,003 ) (2,960 ) Property, plant and equipment, net $ 1,749 $ 1,791 |
Schedule of Discontinued Operations | Accordingly, the results of our operations are reported as discontinued operations for all periods are presented below. Results of Discontinued Operations For the Three Months Ended December 31, 2019 For the Three Months Ended December 31, 2018 For the Nine Months Ended December 31, 2019 For the Nine Months Ended December 31, 2018 (in thousands) Revenues: Product sales $ 457 $ 608 $ 1,632 $ 1,564 License and royalty fees 351 281 803 708 Total revenues 808 889 2,435 2,272 Cost of sales 194 259 641 670 Gross profit 614 630 1,794 1,602 Operating expenses: Research, development and regulatory 103 77 280 253 Selling, general and administrative 495 271 1,049 847 Total operating expenses 598 348 1,329 1,100 Income (loss) from discontinued operations 16 282 465 502 Other income (expense) from discontinued operations, net: Gain on disposition of sales-leaseback assets 34 382 34 382 Interest expense (136 ) (94 ) (370 ) (282 ) Other income (expense) from discontinued operations, net (102 ) 288 (336 ) 100 Income (loss) from discontinued operations before provision for income taxes (86 ) 570 129 602 Provision for income taxes - - - - Net income (loss) from discontinued operations $ (86 ) $ 570 $ 129 $ 602 Net income (loss) from discontinued operations per common share: Basic $ (0.00 ) $ 0.03 $ 0.01 $ 0.03 Diluted (0.00 ) 0.03 0.01 0.03 Shares used in computing net income from discontinued operations per common share: Basic 23,498 21,491 22,157 21,491 Diluted 23,498 22,711 22,157 22,627 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity | Activity under the 2003 Plan for the nine months ended December 31, 2019 is as follows: Number of Options Weighted-Average Exercise Price per Share Weighted- Aggregate Intrinsic Value (in thousands) Options outstanding as of April 1, 2019 1,788,750 $ 0.20 2.03 $ 20 Granted - Exercised (656,250 ) Cancelled or forfeited (722,500 ) $ 0.29 Options outstanding as of December 31, 2019 410,000 $ 0.27 0.23 $ 1 Options exercisable as of December 31, 2019 410,000 $ 0.27 0.23 $ 1 Options vested or expected to vest as of December 31, 2019 410,000 $ 0.27 0.23 $ 1 |
Schedule of Black-Scholes Pricing Model Assumptions | In determining the fair value of the options granted pursuant to the 2017 Plan, we utilized the Black-Scholes pricing model utilizing the following assumptions: August 17, 2017 Option Grants August 16, 2018 Option Grants December 13, 2018 Option Grants Total shares granted 5,600,000 750,000 200,000 Option exercise price per share $ 0.06 $ 0.040 $ 0.060 Grant date fair market value per share $ 0.06 $ 0.046 $ 0.059 Expected term of option in years 10.0 2.00 1.00 Expected volatility 100 % 100 % 100 % Expected dividend rate 0.00 % 0.00 % 0.00 % Risk free interest rate 1.00 % 0.00 % 2.69 % |
Business Description (Details N
Business Description (Details Narrative) $ in Thousands | Jan. 31, 2020USD ($) |
Subsequent Event [Member] | Asset Purchase Agreement [Member] | |
Purchase price of asset | $ 7,250 |
Held for Sale Assets and Liab_3
Held for Sale Assets and Liabilities and Discontinued Operations (Details Narrative) - USD ($) $ in Thousands | Jan. 31, 2020 | Nov. 25, 2019 | Dec. 22, 2011 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 |
Inventories, net | $ 271 | $ 271 | $ 248 | |||||
Financing obligation | 1,986 | 1,986 | 1,986 | |||||
Accrued interest on financing obligation | 155 | 155 | 168 | |||||
Liabilities held for sale | 2,490 | 2,490 | $ 2,536 | |||||
Loss from continuing operations | $ 65 | $ 54 | $ 185 | $ 152 | ||||
Asset Purchase Agreement [Member] | Independent Third-Party [Member] | ||||||||
Inventory held for sale | $ 2,000 | |||||||
Proceeds from land and building | 1,986 | |||||||
Accrued interest on financing obligation | 2,141 | |||||||
Liabilities held for sale | $ 2,154 | |||||||
Asset Purchase Agreement [Member] | Subsequent Event [Member] | ||||||||
Purchase price of asset | $ 7,250 | |||||||
Asset Purchase Agreement [Member] | Mitsubishi Chemical Performance Polymers, Inc [Member] | ||||||||
Purchase price of asset | $ 7,250 | |||||||
Asset Purchase Agreement [Member] | Mitsubishi Chemical Performance Polymers, Inc [Member] | Subsequent Event [Member] | ||||||||
Purchase price of asset | 1,150 | |||||||
Transaction and legal costs | 567 | |||||||
Facility related obligations | 483 | |||||||
Contingent facility maintenance costs | $ 100 |
Held for Sale Assets and Liab_4
Held for Sale Assets and Liabilities and Discontinued Operations - Schedule of Components of Assets Held-for-Sale (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 31, 2019 |
Inventories, net | $ 271 | $ 248 |
Property, plant and equipment, net | 1,749 | 1,791 |
Deferred financing costs, net | 47 | 52 |
Assets of discontinued operations held for sale | 2,067 | 2,091 |
Property, plant and equipment, gross | 4,752 | 4,751 |
Less: accumulated depreciation | (3,003) | (2,960) |
Land [Member] | ||
Property, plant and equipment, gross | 500 | 500 |
Building [Member] | ||
Property, plant and equipment, gross | 2,705 | 2,705 |
Machinery, Equipment and Tooling [Member] | ||
Property, plant and equipment, gross | 1,248 | 1,248 |
Furniture, Fixtures and Office Equipment [Member] | ||
Property, plant and equipment, gross | 285 | 285 |
Office Equipment Under Capital Lease [Member] | ||
Property, plant and equipment, gross | 13 | 13 |
Raw Materials [Member] | ||
Inventories, net | 129 | 121 |
Work in Progress [Member] | ||
Inventories, net | 35 | 48 |
Finished Goods [Member] | ||
Inventories, net | $ 107 | $ 79 |
Held for Sale Assets and Liab_5
Held for Sale Assets and Liabilities and Discontinued Operations - Schedule of Discontinued Operations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenues | $ 808 | $ 889 | $ 2,435 | $ 2,272 |
Cost of sales | 194 | 259 | 641 | 670 |
Gross profit | 614 | 630 | 1,794 | 1,602 |
Research, development and regulatory | 103 | 77 | 280 | 253 |
Selling, general and administrative | 495 | 271 | 1,049 | 847 |
Total operating expenses | 598 | 348 | 1,329 | 1,100 |
Income (loss) from discontinued operations | 16 | 282 | 465 | 502 |
Gain on disposition of sales-leaseback assets | 34 | 382 | 34 | 382 |
Interest expense | (136) | (94) | (370) | (282) |
Other income (expense) from discontinued operations, net | (102) | 288 | (336) | 100 |
Income (loss) from discontinued operations before provision for income taxes | (86) | 570 | 129 | 602 |
Provision for income taxes | ||||
Net income (loss) from discontinued operations | $ (86) | $ 570 | $ 129 | $ 602 |
Net income (loss) from discontinued operations per common share: Basic | $ 0 | $ 0.03 | $ 0.01 | $ 0.03 |
Net income (loss) from discontinued operations per common share: Diluted | $ 0 | $ 0.03 | $ 0.01 | $ 0.03 |
Shares used in computing net income from discontinued operations per common share: Basic | 23,498 | 21,491 | 22,157 | 21,491 |
Shares used in computing net income from discontinued operations per common share: Diluted | 23,498 | 22,711 | 22,157 | 22,627 |
Product Sales [Member] | ||||
Total revenues | $ 457 | $ 608 | $ 1,632 | $ 1,564 |
License and Royalty Fees [Member] | ||||
Total revenues | $ 351 | $ 281 | $ 803 | $ 708 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) $ in Thousands | Dec. 05, 2019 | Dec. 13, 2018 | Aug. 16, 2018 | Aug. 17, 2017 | Dec. 05, 2016 | Apr. 26, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 |
Number of stock options shares granted | 200,000 | 750,000 | 5,600,000 | ||||||||
Carroll Note [Member] | |||||||||||
Interest expense | $ 0 | $ 1 | $ 1 | $ 2 | |||||||
Affiliate Notes [Member] | |||||||||||
Interest expense | 4 | 4 | 10 | 10 | |||||||
Affiliate Notes [Member] | 2017 Non-Qualified Equity Incentive Plan [Member] | |||||||||||
Note principal balance outstanding | $ 125 | ||||||||||
Number of stock options shares granted | 2,083,333 | ||||||||||
Purchase price upon exercise of stock options | $ 125 | ||||||||||
Khristine Carroll [Member] | Carroll Note [Member] | |||||||||||
Issuance of promissory note | $ 25 | ||||||||||
Note due date description | The Carroll Note was initially due on May 25, 2016 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of May 25, 2016. | ||||||||||
Note interest rate | 10.00% | ||||||||||
Repayments of promissory note | 15 | 5 | |||||||||
Note principal balance outstanding | $ 15 | ||||||||||
Michael Adams [Member] | First Affiliate Note [Member] | |||||||||||
Issuance of promissory note | $ 25 | ||||||||||
Note due date description | The First Affiliate Note was initially due on May 25, 2016 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of May 25, 2016. | ||||||||||
Note interest rate | 10.00% | ||||||||||
Repayments of promissory note | |||||||||||
Note principal balance outstanding | 0 | 0 | 25 | ||||||||
Michael Adams [Member] | Second Affiliate Note [Member] | |||||||||||
Issuance of promissory note | $ 100 | ||||||||||
Note due date description | The Second Affiliate Note was initially due on June 5, 2017 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of June 5, 2017. | ||||||||||
Note interest rate | 12.00% | ||||||||||
Repayments of promissory note | |||||||||||
Note principal balance outstanding | $ 0 | $ 0 | $ 100 | ||||||||
Commitment fee | $ 3 |
Income Per Share (Details Narra
Income Per Share (Details Narrative) - shares | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | ||||
Potentially dilutive shares, excluded from the diluted income per share | 410,000 | 1,220,008 | 410,000 | 1,137,025 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Income tax credits | ||||
Effective income tax rate | 21.00% | |||
Effective income tax rate description | On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the "Tax Act") was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a federal corporate tax rate decrease from 35% to 21% for tax years beginning after December 31, 2017, the transition of U.S international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of foreign earnings. |
Promissory Notes (Details Narra
Promissory Notes (Details Narrative) - USD ($) $ in Thousands | Dec. 05, 2019 | Dec. 13, 2018 | Aug. 16, 2018 | Aug. 17, 2017 | Dec. 05, 2016 | Apr. 26, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 |
Number of stock options shares granted | 200,000 | 750,000 | 5,600,000 | ||||||||
Carroll Note [Member] | |||||||||||
Interest expense | $ 0 | $ 1 | $ 1 | $ 2 | |||||||
Affiliate Notes [Member] | |||||||||||
Interest expense | 4 | 4 | 10 | 10 | |||||||
Affiliate Notes [Member] | 2017 Non-Qualified Equity Incentive Plan [Member] | |||||||||||
Note principal balance outstanding | $ 125 | ||||||||||
Number of stock options shares granted | 2,083,333 | ||||||||||
Purchase price upon exercise of stock options | $ 125 | ||||||||||
Khristine Carroll [Member] | Carroll Note [Member] | |||||||||||
Issuance of promissory note | $ 25 | ||||||||||
Note due date description | The Carroll Note was initially due on May 25, 2016 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of May 25, 2016. | ||||||||||
Note interest rate | 10.00% | ||||||||||
Repayments of promissory note | 15 | 5 | |||||||||
Note principal balance outstanding | $ 15 | ||||||||||
Michael Adams [Member] | First Affiliate Note [Member] | |||||||||||
Issuance of promissory note | $ 25 | ||||||||||
Note due date description | The First Affiliate Note was initially due on May 25, 2016 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of May 25, 2016. | ||||||||||
Note interest rate | 10.00% | ||||||||||
Repayments of promissory note | |||||||||||
Note principal balance outstanding | 0 | 0 | 25 | ||||||||
Michael Adams [Member] | Second Affiliate Note [Member] | |||||||||||
Issuance of promissory note | $ 100 | ||||||||||
Note due date description | The Second Affiliate Note was initially due on June 5, 2017 and, per mutually agreement by the parties, extended for consecutive monthly periods subsequent to the initial term of June 5, 2017. | ||||||||||
Note interest rate | 12.00% | ||||||||||
Repayments of promissory note | |||||||||||
Note principal balance outstanding | $ 0 | $ 0 | $ 100 | ||||||||
Commitment fee | $ 3 |
Long-Term Financing Obligation
Long-Term Financing Obligation (Details Narrative) - USD ($) $ in Thousands | Dec. 22, 2011 | Dec. 31, 2019 | Mar. 31, 2019 |
Debt Disclosure [Abstract] | |||
Proceeds of sale of land and building | $ 2,000 | ||
Initial minimum lease term | Pursuant to a lease agreement, the initial minimum lease term is 15 years. | ||
Lease back description | At the end of the initial minimum lease term, we have the option to renew the lease for three periods of five years each. | ||
Fixtures and equipment net book value | $ 0 | ||
Financing obligation | 1,986 | $ 1,986 | |
Accrued interest on financing obligation | $ 155 | $ 168 |
Stockholders' Deficit (Details
Stockholders' Deficit (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Dec. 05, 2019 | Dec. 13, 2018 | Aug. 16, 2018 | Aug. 17, 2017 | Jul. 22, 2015 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 13, 2018 | Nov. 27, 2019 |
Number of shares exercised options to purchase | 200,000 | 750,000 | 5,600,000 | |||||||
Option exercise price | $ 0.060 | $ 0.040 | $ 0.06 | |||||||
2017 Non-Qualified Equity Incentive Plan [Member] | Michael Adams [Member] | ||||||||||
Number of shares exercised options to purchase | 2,500,000 | |||||||||
Option exercise price | $ 0.06 | |||||||||
Common Stock Warrants [Member] | Advisor [Member] | ||||||||||
Compensate amount | $ 4 | |||||||||
Number of warrant purchase shares of common stock | 830,500 | 830,500 | ||||||||
Warrant exercise price | $ 0.03 | |||||||||
Warrant, value | $ 28 | |||||||||
Common stock in consideration cash | $ 25 | |||||||||
Common Stock Options [Member] | ||||||||||
Number of shares exercised options to purchase | 4,050,000 | |||||||||
Number of shares cashless exercise of common stock | 2,910,000 | |||||||||
Common Stock Options [Member] | Michael Adams [Member] | ||||||||||
Number of shares exercised options to purchase | 2,083,333 | |||||||||
Principal balance due on Affiliate Notes | $ 125 | |||||||||
Options remaining exercisable shares | 416,667 | |||||||||
Number of shares cashless exercise of common stock | 291,667 | |||||||||
Common Stock Options [Member] | 2017 Non-Qualified Equity Incentive Plan [Member] | Michael Adams [Member] | ||||||||||
Number of shares exercised options to purchase | 2,500,000 | |||||||||
Option exercise price | $ 0.06 | |||||||||
Common Stock Options [Member] | Directors and Certain Employees [Member] | 2003 Stock Option Plan [Member] | ||||||||||
Common stock in consideration cash | $ 40 | |||||||||
Number of shares exercised options to purchase | 656,250 | |||||||||
Common Stock Options [Member] | Directors, Certain Employees and One Consultant [Member] | Minimum [Member] | ||||||||||
Option exercise price | $ 0.04 | |||||||||
Common Stock Options [Member] | Directors, Certain Employees and One Consultant [Member] | Maximum [Member] | ||||||||||
Option exercise price | $ 0.06 | |||||||||
Common Stock Options [Member] | Directors, Certain Employees and One Consultant [Member] | 2017 Non-Qualified Equity Incentive Plan [Member] | ||||||||||
Number of shares exercised options to purchase | 4,050,000 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Dec. 05, 2019 | Dec. 13, 2018 | Aug. 16, 2018 | Aug. 17, 2017 | Aug. 14, 2017 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2003 | Dec. 13, 2018 | Mar. 31, 2019 |
Common stock, shares authorized | 50,000,000 | 50,000,000 | |||||||||
Option exercise price | $ 0.060 | $ 0.040 | $ 0.06 | ||||||||
Number of shares exercised options to purchase | 200,000 | 750,000 | 5,600,000 | ||||||||
Stock-based compensation expense | $ 19 | ||||||||||
Unrecognized compensation cost | |||||||||||
Common Stock [Member] | |||||||||||
Option exercise price | $ 0.165 | ||||||||||
Common Stock Options [Member] | |||||||||||
Number of shares exercised options to purchase | 4,050,000 | ||||||||||
Number of shares cashless exercise of common stock | 2,910,000 | ||||||||||
Common Stock Options [Member] | Michael Adams [Member] | |||||||||||
Number of shares exercised options to purchase | 2,083,333 | ||||||||||
Principal balance due on Affiliate Notes | $ 125 | ||||||||||
Options remaining exercisable shares | 416,667 | ||||||||||
Number of shares cashless exercise of common stock | 291,667 | ||||||||||
Common Stock Options [Member] | Directors, Certain Employees and One Consultant [Member] | Maximum [Member] | |||||||||||
Option exercise price | $ 0.06 | ||||||||||
Common Stock Options [Member] | Directors, Certain Employees and One Consultant [Member] | Minimum [Member] | |||||||||||
Option exercise price | $ 0.04 | ||||||||||
2003 Stock Option Plan [Member] | |||||||||||
Common stock, shares authorized | 3,000,000 | ||||||||||
Number of shares common stock | 7,000,000 | ||||||||||
Stock-based compensation expense | |||||||||||
2003 Stock Option Plan [Member] | Common Stock Options [Member] | Directors and Certain Employees [Member] | |||||||||||
Number of shares exercised options to purchase | 656,250 | ||||||||||
Consideration cash | $ 40 | ||||||||||
2017 Non-Qualified Equity Incentive Plan [Member] | |||||||||||
Number of shsres available to grant | 450,000 | ||||||||||
2017 Non-Qualified Equity Incentive Plan [Member] | Board of Directors [Member] | |||||||||||
Option granted expired term | 10 years | ||||||||||
2017 Non-Qualified Equity Incentive Plan [Member] | Board of Directors [Member] | Maximum [Member] | |||||||||||
Number of shares exercised options to purchase | 7,000,000 | ||||||||||
2017 Non-Qualified Equity Incentive Plan [Member] | Michael Adams [Member] | |||||||||||
Option exercise price | $ 0.06 | ||||||||||
Number of shares exercised options to purchase | 2,500,000 | ||||||||||
2017 Non-Qualified Equity Incentive Plan [Member] | Directors, Certain Employees and a Consultant [Member] | |||||||||||
Number of stock options vested and exerciseable | 6,550,000 | ||||||||||
2017 Non-Qualified Equity Incentive Plan [Member] | Common Stock Options [Member] | Michael Adams [Member] | |||||||||||
Option exercise price | $ 0.06 | ||||||||||
Number of shares exercised options to purchase | 2,500,000 | ||||||||||
2017 Non-Qualified Equity Incentive Plan [Member] | Common Stock Options [Member] | Directors, Certain Employees and One Consultant [Member] | |||||||||||
Number of shares exercised options to purchase | 4,050,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | Dec. 13, 2018 | Aug. 16, 2018 | Aug. 17, 2017 | Dec. 31, 2019 |
Share-based Payment Arrangement [Abstract] | ||||
Number of Options Outstanding Beginning Balance | 1,788,750 | |||
Number of Options Granted | ||||
Number of Options Exercised | (656,250) | |||
Number of Options Cancelled or Forfeited | (722,500) | |||
Number of Options Outstanding Ending Balance | 410,000 | |||
Number of Options Exercisable | 410,000 | |||
Number of Options Vested or Expected to Vest | 410,000 | |||
Weighted-average Exercise Price Per Share Outstanding Beginning Balance | $ 0.20 | |||
Weighted-average Exercise Price Per Share Granted | $ 0.060 | $ 0.040 | $ 0.06 | |
Weighted-average Exercise Price Per Share Cancelled or Forfeited | 0.29 | |||
Weighted-average Exercise Price Per Share Outstanding Ending Balance | 0.27 | |||
Weighted-average Exercise Price Per Share Exercisable | 0.27 | |||
Weighted-average Exercise Price Per Share Vested or Expected to Vest | $ 0.27 | |||
Weighted-average Remaining Contractual Term in Years Outstanding, Beginning | 2 years 11 days | |||
Weighted-average Remaining Contractual Term in Years Outstanding, Ending | 2 months 23 days | |||
Weighted-average Remaining Contractual Term in Years Exercisable | 2 months 23 days | |||
Weighted-average Remaining Contractual Term in Years Vested or Expected to Vest | 2 months 23 days | |||
Aggregate Intrinsic Value Outstanding Beginning | $ 20 | |||
Aggregate Intrinsic Value Outstanding Ending | 1 | |||
Aggregate Intrinsic Value Exercisable | 1 | |||
Aggregate Intrinsic Value, Vested or Expected to Vest | $ 1 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Black-Scholes Pricing Model Assumptions (Details) - $ / shares | Dec. 13, 2018 | Aug. 16, 2018 | Aug. 17, 2017 |
Share-based Payment Arrangement [Abstract] | |||
Total shares granted | 200,000 | 750,000 | 5,600,000 |
Option exercise price per share | $ 0.060 | $ 0.040 | $ 0.06 |
Grant date fair market value per share | $ 0.059 | $ 0.046 | $ 0.06 |
Expected term of option in years | 1 year | 2 years | 10 years |
Expected volatility | 100.00% | 100.00% | 100.00% |
Expected dividend rate | 0.00% | 0.00% | 0.00% |
Risk free interest rate | 2.69% | 0.00% | 1.00% |
Concentrations of Credit Risk_2
Concentrations of Credit Risk and Major Customers (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2019 | |
Accounts receivable-trade | $ 213 | $ 213 | $ 483 | ||
Two Customers [Member] | |||||
Concentrations of credit risk percentage | 47.00% | ||||
Accounts receivable-trade | 100 | $ 100 | |||
Due from customer | $ 343 | $ 343 | $ 185 | ||
One Customers [Member] | |||||
Concentrations of credit risk percentage | 13.00% | ||||
Accounts receivable-trade | $ 61 | ||||
Revenue [Member] | Two Customers [Member] | |||||
Concentrations of credit risk percentage | 49.00% | ||||
Revenue [Member] | Three Customers [Member] | |||||
Concentrations of credit risk percentage | 66.00% | 52.00% | 53.00% |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - Asset Purchase Agreement [Member] - USD ($) $ in Thousands | Jan. 31, 2020 | Nov. 25, 2019 |
Payment of sale of asset | $ 7,250 | |
Subsequent Event [Member] | ||
Payment of sale of asset | $ 7,250 | |
Immediately disbursed amount | 1,150 | |
Legal cost | 567 | |
Facility related obligations | 483 | |
Contingent facility maintenance costs | $ 100 |