Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 29, 2018 | Jun. 30, 2017 | |
Document Information [Line Items] | |||
Entity Registrant Name | OMNICOMM SYSTEMS INC | ||
Entity Central Index Key | 1,034,592 | ||
Trading Symbol | omcm | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding (in shares) | 150,209,472 | ||
Entity Public Float | $ 19,977,018 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
CURRENT ASSETS | ||
Cash | $ 1,176,551 | $ 1,439,332 |
Accounts receivable, net of allowance for doubtful accounts of $149,980 and $179,813, respectively | 7,492,597 | 5,455,210 |
Prepaid expenses | 297,131 | 195,915 |
Prepaid stock compensation, current portion | 0 | 148,422 |
Other current assets | 11,463 | 35,055 |
Total current assets | 8,977,742 | 7,273,934 |
Property and equipment, net | 552,538 | 637,552 |
Intangible assets, net | 97,925 | 108,880 |
Prepaid stock compensation | 0 | 58,663 |
Other assets | 46,714 | 51,321 |
TOTAL ASSETS | 9,674,919 | 8,130,350 |
CURRENT LIABILITIES | ||
Accounts payable and accrued expenses | 2,586,045 | 2,123,073 |
Deferred revenue, current portion | 7,564,587 | 7,250,061 |
Convertible notes payable, current portion | 50,000 | 50,000 |
Patent settlement liability, current portion | 112,500 | 862,500 |
Total current liabilities | 15,439,878 | 16,610,726 |
LONG TERM LIABILITIES | ||
Line of credit, long term | 2,650,000 | 2,700,000 |
Notes payable, related parties, long term, net of current portion, net of discount of $117,365 and $237,664, respectively | 282,635 | 212,336 |
Notes payable, long term, net of current portion, net of discount of $279,402 and $455,285, respectively | 423,098 | 337,215 |
Deferred revenue, long term, net of current portion | 1,952,366 | 2,289,169 |
Convertible notes payable, related parties, long term, net of current portion | 5,770,000 | 5,825,000 |
Convertible notes payable, long term, net of current portion | 350,000 | 1,175,000 |
Patent settlement liability, long term, net of current portion | 0 | 108,702 |
TOTAL LIABILITIES | 26,867,977 | 29,258,148 |
COMMITMENTS AND CONTINGENCIES (See Note 10) | ||
SHAREHOLDERS' (DEFICIT) | ||
Common stock, 500,000,000 shares authorized, 148,542,805 and 147,786,917 issued and outstanding, respectively, at $0.001 par value | 148,544 | 147,788 |
Additional paid in capital - preferred | 999,750 | 999,750 |
Additional paid in capital - common | 54,379,454 | 53,425,956 |
Accumulated other comprehensive (loss) | (397,237) | (410,505) |
Accumulated (deficit) | (72,323,819) | (75,291,037) |
TOTAL SHAREHOLDERS' (DEFICIT) | (17,193,058) | (21,127,798) |
TOTAL LIABILITIES AND SHAREHOLDERS' (DEFICIT) | 9,674,919 | 8,130,350 |
Series A Preferred Stock [Member] | ||
SHAREHOLDERS' (DEFICIT) | ||
Preferred stock | 0 | 0 |
Series B Preferred Stock [Member] | ||
SHAREHOLDERS' (DEFICIT) | ||
Preferred stock | 0 | 0 |
Series C Preferred Stock [Member] | ||
SHAREHOLDERS' (DEFICIT) | ||
Preferred stock | 0 | 0 |
Series D Preferred Stock [Member] | ||
SHAREHOLDERS' (DEFICIT) | ||
Preferred stock | 250 | 250 |
Conversion Feature Liability Related Parties [Member] | ||
CURRENT LIABILITIES | ||
Derivative liabilities, current | 1,604,723 | 1,740,278 |
Conversion Feature Liability [Member] | ||
CURRENT LIABILITIES | ||
Derivative liabilities, current | 81,224 | 585,452 |
Warrant Liability Related Parties [Member] | ||
CURRENT LIABILITIES | ||
Derivative liabilities, current | 2,196,570 | 2,519,614 |
Warrant Liability [Member] | ||
CURRENT LIABILITIES | ||
Derivative liabilities, current | $ 1,244,229 | $ 1,479,748 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Allowance for doubtful accounts | $ 149,980 | $ 179,813 |
Notes payable discount | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares undesignated | $ 3,772,500 | $ 3,772,500 |
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 148,542,805 | 147,786,917 |
Common stock, shares outstanding (in shares) | 148,542,805 | 147,786,917 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Preferred stock, liquidation preference | $ 0 | $ 0 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 230,000 | 230,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Preferred stock, liquidation preference | $ 0 | $ 0 |
Series C Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 747,500 | 747,500 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Preferred stock, liquidation preference | $ 0 | $ 0 |
Series D Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 250,000 | 250,000 |
Preferred stock, shares issued (in shares) | 250,000 | 250,000 |
Preferred stock, shares outstanding (in shares) | 250,000 | 250,000 |
Related Party Long Term [Member] | ||
Notes payable discount | $ 117,365 | $ 237,664 |
Notes Payable, Other Payables [Member] | ||
Notes payable discount | $ 279,402 | $ 455,285 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues | $ 26,067,933 | $ 24,394,010 |
Reimbursable revenues | 911,725 | 1,025,500 |
Total revenues | 26,979,658 | 25,419,510 |
Cost of goods sold | 4,394,918 | 3,913,407 |
Reimbursable expenses-cost of goods sold | 885,972 | 1,461,425 |
Total cost of goods sold | 5,280,890 | 5,374,832 |
Gross margin | 21,698,768 | 20,044,678 |
Operating expenses | ||
Salaries, benefits and related taxes | 13,200,837 | 11,383,727 |
Rent and occupancy expenses | 1,125,147 | 1,071,363 |
Consulting services | 321,472 | 185,340 |
Legal and professional fees | 533,221 | 364,859 |
Travel | 986,092 | 774,379 |
Telephone and internet | 152,926 | 164,014 |
Selling, general and administrative | 1,356,427 | 1,462,774 |
Bad debt expense | 130,346 | 132,767 |
Depreciation expense | 336,102 | 302,893 |
Amortization expense | 22,048 | 37,331 |
Total operating expenses | 18,164,618 | 15,879,447 |
Operating income/(loss) | 3,534,150 | 4,165,231 |
Other income/(expense) | ||
Interest expense, related parties | (947,688) | (918,189) |
Interest expense | (419,432) | (421,713) |
Interest income | 593 | 2 |
Change in derivative liabilities | 795,779 | (2,657,910) |
Transaction gain/(loss) | 5,010 | (64,472) |
Income/(loss) before income taxes | 2,968,412 | 102,949 |
Income tax (expense) | (1,194) | (1,069) |
Net income/(loss) attributable to common stockholders | $ 2,967,218 | $ 101,880 |
Net income/(loss) per share | ||
Basic (in dollars per share) | $ 0.02 | $ 0 |
Diluted (in dollars per share) | $ 0.02 | $ 0 |
Weighted average number of shares outstanding | ||
Basic (in shares) | 147,865,246 | 145,868,227 |
Diluted (in shares) | 148,177,984 | 146,162,427 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Income/Loss) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Net income/(loss) attributable to common stockholders | $ 2,967,218 | $ 101,880 |
Other comprehensive income/(loss) | ||
Change in foreign currency translation adjustment | 13,268 | (44,150) |
Other comprehensive income/(loss) | 13,268 | (44,150) |
Comprehensive income/(loss) | $ 2,980,486 | $ 57,730 |
Consolidated Statement of Share
Consolidated Statement of Shareholders' (Deficit) - USD ($) | Series A Preferred Stock [Member]Preferred Stock [Member] | Series D Preferred Stock [Member]Preferred Stock [Member] | Additional Paid In Capital Preferred [Member] | Common Stock [Member] | Additional Paid In Capital Common [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Balance (in shares) at Dec. 31, 2015 | 3,637,724 | 250,000 | 131,703,577 | |||||
Balance at Dec. 31, 2015 | $ 3,637 | $ 250 | $ 4,230,792 | $ 131,704 | $ 49,974,415 | $ (75,392,917) | $ (366,355) | $ (21,418,474) |
Employee stock option expense | 35,046 | 35,046 | ||||||
Foreign currency translation adjustment | (44,150) | (44,150) | ||||||
Restricted stock issuance/(forfeiture) (in shares) | 360,000 | |||||||
Restricted stock issuance/(forfeiture) | $ 360 | 68,040 | $ 68,400 | |||||
Issuance of common stock, stock option exercise (in shares) | 1,100,000 | 1,120,000 | ||||||
Issuance of common stock, stock option exercise | $ 1,100 | 128,400 | $ 129,500 | |||||
Cashless issuance of common stock, stock option exercise (in shares) | 7,644 | |||||||
Cashless issuance of common stock, stock option exercise | $ 8 | (8) | 0 | |||||
Issuance of common stock, in exchange for Series A Preferred Stock (in shares) | (3,637,724) | 14,615,696 | ||||||
Issuance of common stock, in exchange for Series A Preferred Stock | $ (3,637) | (3,231,042) | $ 14,616 | 3,220,063 | 0 | |||
Net income/(loss) | $ 0 | $ 0 | 0 | $ 0 | 0 | 101,880 | 0 | 101,880 |
Balance (in shares) at Dec. 31, 2016 | 0 | 250,000 | 147,786,917 | |||||
Balance at Dec. 31, 2016 | $ 0 | $ 250 | 999,750 | $ 147,788 | 53,425,956 | (75,291,037) | (410,505) | (21,127,798) |
Employee stock option expense | 364,271 | 364,271 | ||||||
Foreign currency translation adjustment | 13,268 | 13,268 | ||||||
Restricted stock issuance/(forfeiture) (in shares) | (16,668) | |||||||
Restricted stock issuance/(forfeiture) | $ (17) | (2,817) | $ (2,834) | |||||
Issuance of common stock, stock option exercise (in shares) | 250,000 | 300,000 | ||||||
Issuance of common stock, stock option exercise | $ 250 | 35,000 | $ 35,250 | |||||
Cashless issuance of common stock, stock option exercise (in shares) | 22,556 | |||||||
Cashless issuance of common stock, stock option exercise | $ 23 | (23) | 0 | |||||
Net income/(loss) | $ 0 | $ 0 | 0 | $ 0 | 0 | 2,967,218 | 0 | 2,967,218 |
Issuance of common stock, warrant exercise (in shares) | 500,000 | |||||||
Issuance of common stock, warrant exercise | $ 500 | 154,500 | 155,000 | |||||
Reclassifiacation of conversion feature liability associated with convertible debt | 402,567 | 402,567 | ||||||
Balance (in shares) at Dec. 31, 2017 | 0 | 250,000 | 148,542,805 | |||||
Balance at Dec. 31, 2017 | $ 0 | $ 250 | $ 999,750 | $ 148,544 | $ 54,379,454 | $ (72,323,819) | $ (397,237) | $ (17,193,058) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income/(loss) | $ 2,967,218 | $ 101,880 |
Adjustment to reconcile net income/(loss) to net cash provided by/(used in) operating activities | ||
Change in derivative liabilities | (795,779) | 2,657,910 |
Interest expense from derivative instruments | 296,182 | 158,068 |
Employee stock compensation | 568,522 | 222,304 |
Provision for doubtful accounts | 130,346 | 132,767 |
Depreciation and amortization | 358,150 | 340,224 |
Changes in operating assets and liabilities | ||
Accounts receivable | (2,167,733) | (1,495,505) |
Prepaid expenses | (101,216) | (25,742) |
Other current assets | 23,592 | (20,704) |
Other assets | 4,607 | (4,756) |
Accounts payable and accrued expenses | 462,972 | 615,803 |
Patent settlement liability | (858,702) | (455,871) |
Deferred revenue | (22,277) | 291,453 |
Net cash provided by/(used in) operating activities | 865,882 | 2,517,831 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of property and equipment | (242,384) | (260,378) |
Net cash (used in) investing activities | (242,384) | (260,378) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Repayments of notes payable | (915,000) | (200,000) |
Repayments of notes payable, related parties | (105,000) | (45,000) |
Proceeds/(repayments) from revolving line of credit | (50,000) | (1,500,000) |
Proceeds from Stock Options Exercised | 35,250 | 129,500 |
Proceeds from exercise of warrants | 155,000 | 0 |
Net cash provided by/(used in) financing activities | (879,750) | (1,615,500) |
Effect of exchange rate changes on fixed and intangible assets | (19,797) | 6,310 |
Effect of exchange rate changes on cash and cash equivalents | 13,268 | (44,150) |
Net increase/(decrease) in cash and cash equivalents | (262,781) | 604,113 |
Cash and cash equivalents at beginning of period | 1,439,332 | 835,219 |
Cash and cash equivalents at end of period | 1,176,551 | 1,439,332 |
Supplemental disclosures of cash flow information: | ||
Income taxes | 1,194 | 1,069 |
Interest | 1,051,909 | 1,445,684 |
Non-cash transactions: | ||
Notes payable issued in exchange for existing notes payable | 350,000 | 7,652,500 |
Restricted stock issuance/(forfeiture) | (2,834) | 68,400 |
Common stock issued in exchange for 5% Series A Preferred Stock | 0 | 3,637,724 |
Reclassification of conversion feature liability associated with convertible debt | 402,567 | 0 |
Promasys B.V. [Member] | ||
Non-cash transactions: | ||
Promissory notes issued for accrued interest | $ 0 | $ 450,000 |
Note 1 - Organization and Natur
Note 1 - Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Nature of Operations [Text Block] | NOTE 1: ORGANIZATION AND NATURE OF OPERATIONS OmniComm Systems, Inc. (“OmniComm” or the “Company”) is a healthcare te chnology company that provides web-based electronic data capture (“EDC”) solutions and related value-added services to pharmaceutical and biotechnology companies, contract research organizations (“CROs”), and other clinical trial sponsors principally located in the United States, Europe and East Asia. Our proprietary EDC software applications; TrialMaster ® ; TrialOne ® ™ ® ; and eClinical Suite ™ Our ability to compete within the EDC industry is predicated on our ability to continue enhancing and broadening the scope of solutions offered through our EDC software and services. Our research and product development efforts are focused on developing new and complementary software solutions, as well as enhancing our existing software solutions through the addition of increased functionality. During the year ended December 31, 2017 $2,854,428 December 31, 2016 $2 ,598,962 |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION The Company ’s accounts include those of all its wholly-owned subsidiaries and have been prepared in conformity with (i) accounting principles generally accepted in the United States of America; and (ii) the rules and regulations of the United States Securities and Exchange Commission. All significant intercompany accounts and transactions between the Company and its subsidiaries have been eliminated in consolidation. ESTIMATES IN FINANCIAL STATEMENTS The preparation of the consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and footnotes thereto. Significant estimates incorporated in our financial statements include the recorded allowance for doubtful accounts, the estimate of the appropriate amortization period of our intangible assets, the evaluation of whether our intangible assets have suffered any impairment, the allocation of revenues under multiple-element customer contracts, royalty-based patent liabilities, the value of derivatives associated with debt and warrants issued by the Company and the valuation of any corresponding discount to the issuance of our debt. Actual results may RECLASSIFICATIONS Certain reclassifications have been made in the 2016 2017 not FOREIGN CURRENCY TRANSLATION The financial statements of the Company ’s foreign subsidiaries are translated in accordance with ASC 830 30, Foreign Currency Matters—Translation of Financial Statements $13,268 December 31, 2017 $44,150 December 31, 2016. REVENUE RECOGNITION POLICY The Company derives revenues from software licenses and services of its EDC products and services which can be purchased on a stand-alone basis. License revenues are derived principally from the sale of term licenses for the following software products offered by the Company: TrialMaster, TrialOne , IRTMaster, Promasys eClinical Suite ( “EDC Software”). TrialMaster eClinical Suite The Company recognizes revenues when all of the following conditions are satisfied: ( 1 there is persuasive evidence of an arrangement; ( 2 3 4 The Company operates in one The Company segregates its revenues based on the activity cycle used to generate its revenues. Accordingly, revenues are currently generated through four Hosted Application Revenues The Company offers its TrialMaster eClinical Suite Revenues resulting from TrialMaster eClinical Suite three first second third Fees charged for the trial system design, set up and implementation are amortized and recognized ratably over the estimated hosting period. Work performed outside the original scope of work is contracted for separately as an additional fee and is generally recognized ratably over the remaining term of the hosting period. Fees for the first third second eClinical Suite Licensing Revenues The Company's software license revenues are earned from the sale of off-the-shelf software. From time-to-time a client might require significant modification or customization subsequent to delivery to the customer. The Company generally enters into software term licenses for its EDC software products with its customers for 3 5 30 45 In the past the Company has sold perpetual licenses for EDC Software products in certain situations to existing customers with the option to purchase customer support, and may The Company generates customer support and maintenance revenues from its perpetual license customer base. Professional Services The Company may Subsequent additions or extensions to license terms do not Maintenance Revenues Maintenance includes telephone-based help desk support and software maintenance. The Company generally bundles customer support with the software license for the entire term of the arrangement. As a result, the Company generally recognizes revenues for both maintenance and software licenses ratably over the term of the software license and support arrangement. The Company allocates the revenues recognized for these arrangements to the different elements based on management's estimate of the relative fair value of each element. The Company generally invoices each of the elements based on separately quoted amounts and thus has a fairly accurate estimate of the relative fair values of each of the invoiced revenue elements. The fees associated with each business activity for the years ended December 31, 2017 December 31, 2016, For the year ended Revenue activity December 31, 2017 December 31, 2016 Set-up fees $ 4,981,941 $ 6,658,987 Change orders 1,540,167 1,212,153 Maintenance 5,107,787 4,803,171 Software licenses 10,658,977 7,885,023 Professional services 3,359,554 3,843,641 Hosting 1,331,232 1,016,535 Total $ 26,979,658 $ 25,419,510 COST OF GOOD S SOLD Cost of goods sold primarily consists of costs related to hosting, maintaining and supporting the Company’s application suite and delivering professional services and support. These costs include salaries, benefits, bonuses and stock-based compensation for the Company’s professional services staff. Cost of goods sold also includes outside service provider costs . CASH AND CASH EQUIVALENTS Cash equivalents consist of highly liquid, short-term investments with maturities of 90 The carrying amount reported in the accompanying consolidated balance sheets approximates fair value. ACCOUNTS RECEIVABLE Accounts receivable are judged as to collectability by management and an allowance for bad debts is established as necessary. The allowance is based on an evaluation of the collectability of accounts receivable and prior bad debt experience. The Company had recorded an allowance for uncollectible accounts receivable of $149,980 December 31, 2017 $179,813 December 31, 2016. The following table summarizes activity in the Company's allowance for doubtful accounts for the years presented. December 31, 2017 December 31, 2016 Beginning of period $ 179,813 $ 116,834 Bad debt expense 130,346 132,767 Write-offs (160,179 ) (69,788 ) End of period $ 149,980 $ 179,813 CONCENTRATION OF CREDIT RISK Cash and cash equivalents and restricted cash are deposited with major financial institutions and, at times, such balances with any one may December 31, 2017, $755,893 Except as follows, the Company has no December 31, 2017. December 31, 2017, no not One customer accounted for 10% December 31, 2017 $2,691,000. 16% December 31, 2016 $4,167,000. 10% One customer accounted for approximately 24% as of December 31, 2017. 11% December 31, 2016. Revenues Accounts receivable For the period ended Number of customers Percentage of total revenues Number of customers Percentage of accounts receivable December 31, 2017 1 10% 1 24% December 31, 2016 1 16% 2 21% The table below provides revenues from European customers for the years ended December 31, 2017 December 31, 2016. European revenues For the year ended December 31, 2017 December 31, 2016 European revenues % of Total revenues European revenues % of Total revenues $3,632,537 14% $2,702,660 11% The Company serves all of its hosting customers from third not third may PROPERTY AND EQUIPMENT Property and equipment are recorded at cost. Additions and betterments are capitalized; maintenance and repairs are expensed as incurred. Depreciation is calculated using the straight-line method over the asset’s estimated useful life, which is 5 3 ASSET IMPAIRMENT Acquisitions and Intangible Assets We account for acquisitions in accordance with ASC 805, Business Combinations 805” 350, Intangibles- Goodwill and Other 350” The judgments that we make in determining the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact net income in periods following an asset acquisition. We generally use either the income, cost or market approach to aid in our conclusions of such fair values and asset lives. The income approach presumes that the value of an asset can be estimated by the net economic benefit to be received over the life of the asset, discounted to present value. The cost approach presumes that an investor would pay no Long-lived Assets We review long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not ’s residual value, if any. In turn, measurement of an impairment loss requires a determination of fair value, which is based on the best information available. We use quoted market prices when available and independent appraisals and management estimates of future operating cash flows, as appropriate, to determine fair value. DEFERRED REVENUE Deferred revenue represents cash advances received in excess of revenue earned on on-going contracts. Payment terms vary with each contract but may December 31, 2017, $9,516,953 1 5 $7,564,587 twelve ADVERTISING Advertising costs are expensed as incurred. Advertising costs were $701,161 December 31, 2017 $712,179 December 31, 2016 RESEARCH AND PRODUCT DEVELOPMENT EXPENSES Software development costs are included in research and product development and are expensed as incurred. ASC 985.20, not 985.20. December 31, 2017 $2,854,428 December 31, 2016 $2,598,962, third EMPLOYEE EQUITY INCENTIVE PLANS The OmniComm Systems, Inc. 2016 “2016 June 16, 2016. 2016 10,000,000 2016 January 1st nine 9 January 1, 2017 January 1, 2025, five 5% 2016 31, 2017 10,500,000 2016 The predecessor plan, the OmniComm Systems, Inc. 2009 “2009 July 10, 2009 June 16, 2016 2016 2009 7.5 2009 Each plan is more fully described in “Note 1 3, ASC 718, ASC 718 ’s consolidated statements of operations. The Company currently uses the Black Scholes option pricing model to determine grant date fair value. EARNINGS/(LOSS) PER SHARE The Company accounts for Earnings/(loss) Per Share using ASC 260 – Earnings per Share. Unlike diluted earnings per share, basic earnings per share excludes any dilutive effects of options, warrants, and convertible securities. INCOME TAXES The Company accounts for income taxes in accordance with ASC 740, 740 Valuation allowances are established , when necessary, to reduce deferred tax assets to the estimated amount to be realized. Income tax expense represents the tax payable for the current period and the change during the period in the deferred tax assets and liabilities. On December 22, 2017, 21 January 1, 2018. 740, Income Taxes December 31, 2017, 2l 14. IMPACT OF NEW ACCOUNTING STANDARDS During fiscal 2017, In February 2016, ASU”) No. 2016 02, “Leases (Topic 842 2016 02” 12 December 15, 2019. In March 2016, April 2016, December 2016, 2016 08, Revenue from Contracts with Customers - Principal versus Agent Considerations (Reporting Revenue Gross versus Net) 2016 08” 2016 10, Revenue from Contracts with Customers - Identifying Performance Obligations and Licensing 2016 10” 2016 20, Technical Corrections and Improvements to Topic 606, 2016 20” 2014 09. May 2016, 2016 12, Revenue from Contracts with Customers - Narrow Scope Improvements and Practical Expedients 2014 09, December 15, 2016, In July 2017, 2017 11 Earnings per Share (Topic 260 480 815 2017 11” 480 not 2017 11 December 15, 2018, 2017 11. Accounting standards-setting organizations frequently issue new or revised accounting rules. We regularly review all new pronouncements to determine their impact, if any, on our financial statements. |
Note 3 - Earnings (Loss) Per Sh
Note 3 - Earnings (Loss) Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | NOTE 3: EARNINGS/(LOSS) PER SHARE Basic income/(loss) per share was calculated using the weighted average number of shares outstanding of 147,865,246 December 31, 2017 145,868,227 December 31, 2016. Antidilutive shares aggregating 43,343,224 December 31, 2017 43,775,016 December 31, 2016 December 31, 2017 December 31, 2016. Anti-dilutive security December 31, 2017 December 31, 2016 Employee stock options 4,225,000 275,000 Warrants 27,020,000 27,860,000 Convertible notes 11,980,000 15,490,000 Shares issuable for accrued interest 118,224 150,016 Total 43,343,224 43,775,016 The employee stock options are exercisable at prices ranging from $0. 17 $0.34 $0.25 $0.60 $0.25 $1.25 Provided below is the reconciliation between numerators and denominators of the basic and diluted income/(loss) per shares. For the year ended December 31, 2017 December 31, 2016 Income/(loss) Shares Per-share Income/(loss) Shares Per-share numerator denominator amount numerator denominator amount Basic EPS $ 2,967,218 147,865,246 $ 0.02 $ 101,880 145,868,227 $ 0.00 Effect of dilutive securities 4,766 312,738 -0- -0- 294,200 -0- Diluted EPS $ 2,971,984 148,177,984 $ 0.02 $ 101,880 146,162,427 $ 0.00 |
Note 4 - Property and Equipment
Note 4 - Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 4 : PROPERTY AND EQUIPMENT, NET Property and equipment consists of the following: December 31, 2017 December 31, 2016 Cost Accumulated depreciation Net book value Cost Accumulated depreciation Net book value Estimated useful life (years) Computer & office equipment $ 2,322,833 $ 1,949,982 $ 372,851 $ 2,125,067 $ 1,761,879 $ 363,188 5 Leasehold improvements 118,380 98,901 19,479 114,719 89,789 24,930 5 Computer software 2,010,999 1,886,342 124,657 1,925,462 1,720,399 205,063 3 Office furniture 162,799 127,248 35,551 158,436 114,065 44,371 5 Total $ 4,615,011 $ 4,062,473 $ 552,538 $ 4,323,684 $ 3,686,132 $ 637,552 Depreciation expense was $336,102 December 31, 2017 $302,893 December 31, 2016. |
Note 5 - Intangible Assets, Net
Note 5 - Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | NOTE 5 : INTANGIBLE ASSETS, NET Intangible assets consist of the following: December 31, 2017 December 31, 2016 Asset Cost Accumulated amortization Net book value Cost Accumulated amortization Net book value Estimated useful life (years) eClinical Suite customer lists $ 1,392,701 $ 1,392,701 $ -0- $ 1,392,701 $ 1,392,701 $ -0- 3 Promasys B.V. customer lists 118,780 32,994 85,786 104,163 21,990 82,173 15 Promasys B.V. software code 72,837 60,698 12,139 72,837 46,130 26,707 5 Promasys B.V. URLs/website 59,990 59,990 -0- 52,608 52,608 -0- 3 Total $ 1,644,308 $ 1,546,383 $ 97,925 $ 1,622,309 $ 1,513,429 $ 108,880 Amortization expense was $ 22,048 December 31, 2017 $37,331 December 31, 2016. Annual amortization expense for the Company ’s intangible assets is as follows: Year Amortization 2018 $ 20,058 2019 7,919 2020 7,919 2021 7,919 2022 7,919 Thereafter 46,191 Total $ 97,925 |
Note 6 - Accounts Payable and A
Note 6 - Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | NOTE 6 : ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consist of the following: Account December 31, 2017 December 31, 2016 Accounts payable $ 1,303,073 $ 697,060 Accrued payroll and related costs 925,890 886,334 Other accrued expenses 184,131 431,961 Accrued interest 172,951 107,718 Total accounts payable and accrued expenses $ 2,586,045 $ 2,123,073 |
Note 7 - Line of Credit, Notes
Note 7 - Line of Credit, Notes Payable and Liquidity | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 7: LINE OF CREDIT, NOTES PAYABLE AND LIQUIDITY On March 18, 2013, $2,000,000 2.0% $9,500 December 18, 2013 $4,000,000. February 3, 2015 $5,000,000. April 7, 2017 April 7 , 2020 December 31, 2017, $2,650,000 3.5%. Our primary sources of working capital are funds from operations and borrowings under our Line of Credit. In the event that the Line of Credit is called for any reason, Mr. Wit has pledged to replace the borrowing capacity under the Line of Credit with a promissory note that utilizes the same maturity date and interest rate as the Line of Credit. To satisfy our capital requirements, we may no not may research and product development and marketing programs. If we are successful in obtaining additional financings, the terms of such financings may At December 31, 2017, $1,102,500 Ending Non related party Related party Origination Maturity Interest principal Long Long date date rate December 31, 2017 Current term Current term 2/29/2016 4/1/2019 12% $ 400,000 $ -0- $ -0- $ -0- $ 400,000 6/30/2016 4/1/2020 10% 420,000 -0- 420,000 -0- -0- 6/30/2016 4/1/2020 12% 282,500 -0- 282,500 -0- -0- Discount on notes payable -0- (279,402 ) -0- (117,365 ) Total $ 1,102,500 $ -0- $ 423,098 $ -0- $ 282,635 At December 31, 2016, $1,242,500 Ending Non related party Related party Origination Maturity Interest principal Long Long date date rate December 31, 2016 Current term Current term 2/29/2016 4/1/2019 12% $ 450,000 $ -0- $ -0- $ -0- $ 450,000 6/30/2016 4/1/2020 10% 420,000 -0- 420,000 -0- -0- 6/30/2016 4/1/2020 12% 372,500 -0- 372,500 -0- -0- Discount on notes payable -0- (455,285 ) -0- (237,664 ) Total $ 1,242,500 $ -0- $ 337,215 $ -0- $ 212,336 On April 1, 2015 $20,000 12% April 1, 2018. O December 14, 2016 t $20,000 . On February 29, 2016, $450,000 1,800,000 $0.25 April 1, 2019 $450,000. 12% April 1, 2019. On December 5, 2016 1,000,000 August 31, 2017 $50,000 This issuance caused us to calculate and record a derivative liability for the warrant liability. The warrants were valued using the Black Scholes option pricing model. A value of $325,689 $124,311. 37 On June 30, 2016, $372,500 1,490,000 $0.25 April 1, 2020 two 12% April 1, 2020. On August 31 , 2017 $90,000 This issuance caused us to calculate and record a derivative liability for the warrant liability. The warrants were valued using the Black Scholes option pricing model. A value of $246,921 $125,579. 45 On June 30, 2016, $420,000 1,680,000 $0.25 April 1, 2020 two 10% April 1, 2020. This issuance caused us to calculate and record a derivative liability for the warrant liability. The warrants were valued using the Black Scholes option pricing model. A value of $278,408 $141,592. 45 |
Note 8 - Convertible Notes Paya
Note 8 - Convertible Notes Payable | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Convertible Debt Disclosure [Text Block] | NOTE 8: CONVERTIBLE NOTES PAYABLE The following table summarizes the convertible debt outstanding as of December 31, 2017. Carrying amount Date of Maturity Interest Principal at Short term Long term issuance date rate December 31, 2017 Related Non related Related Non related 3/26/1999 6/30/2004 10% $ 50,000 $ -0- $ 50,000 $ -0- $ -0- 8/29/2008 4/1/2019 10% 150,000 -0- -0- -0- 150,000 8/29/2008 4/1/2020 10% 1,770,000 -0- -0- 1,770,000 -0- 12/16/2008 4/1/2020 12% 4,000,000 -0- -0- 4,000,000 -0- 12/16/2008 4/1/2021 12% 200,000 -0- -0- -0- 200,000 Total $ 6,170,000 $ -0- $ 50,000 $ 5,770,000 $ 350,000 The following table summarizes the convertible debt outstanding as of December 31, 2016. Carrying amount Date of Maturity Interest Principal at Short term Long term issuance date rate December 31, 2016 Related Non related Related Non related 3/26/1999 6/30/2004 10% $ 50,000 $ -0- $ 50,000 $ -0- $ -0- 8/29/2008 4/1/2018 10% 150,000 -0- -0- -0- 150,000 8/29/2008 4/1/2020 10% 1,770,000 -0- -0- 1,770,000 -0- 12/16/2008 4/1/2018 12% 200,000 -0- -0- -0- 200,000 12/16/2008 4/1/2020 12% 100,000 -0- -0- -0- 100,000 12/16/2008 4/1/2020 12% 4,055,000 -0- -0- 4,055,000 -0- 9/30/2009 4/1/2018 12% 100,000 -0- -0- -0- 100,000 9/30/2009 4/1/2020 12% 625,000 -0- -0- -0- 625,000 Total $ 7,050,000 $ -0- $ 50,000 $ 5,825,000 $ 1,175,000 10% During 1999 10% $862,500 There were costs of $119,625 $742,875. 10% June 30, 2004, $1.25 December 31, 2017, $812,500 1,495,179 $50,000. $93,210 December 31, 2017. Secured Convertible Debentures On September 30, 2009 $1,400,000 12% 5,600,000 $0.25 four four Chief Executive Officer and Director, Cornelis F. Wit (“Mr. Wit”). The Company received net proceeds of $1,400,000. 12% March 30, 2011. $0.25 On March 30, 2011 $200,000 $1,200,000 Debentures until April 1, 2013, $1,100,000 On February 22, 2013 and two $1,200,000 January 1, 2016, $1,100,000 January 1, 2016. On January 31, 2015 $1,100,000 April 1, 2017. April 1, 2017. November 19, 2015 $475,000 1,900,000 November 19, 2015 1,900,000 $475,000 $475,000 1,900,000 November 23, 2015 $625,000 two On April 1, 2015 holder extended the maturity date of $100,000 April 1, 2018. April 1, 2018. June 30, 2017 $100,000 On June 30, 2016 two $625,000 April 1, 2020. April 1, 2020. In August 2017 $625,000 Convertible Debentures August 2008 On August 29, 2008 $2,270,000 4,540,000 four Chief Executive Officer and Director, Cornelis F. Wit and one 10% August 29, 2010. $0.50 On September 30, 2009 the Company and two $1,920,000 August 29, 2013 On February 22, 2013 $1,770,000 f the convertible debentures to January 1, 2016. January 1, 2016. On February 22, 2013 Director, Guus van Kesteren (“Mr. van Kesteren”) $150,000 to January 1, 2015. January 1, 2015. On April 21, 2014 the Company and Mr. van Kesteren extended the maturity date of $150,000 April 1, 2016. April 1, 2016. July 31, 2014 $150,000 On January 31, 2015 1,770,000 April 1, 2017. April 1, 2017. On June 30, 2015 $150,000 o April 1, 2017. April 1, 2017. On June 30, 2016 $1,770,000 April 1, 2020. April 1, 2020. On June 30, 2016 $150,000 April 1, 2018. April 1, 2018. On June 30, 201 7 $150,000 April 1, 2019. April 1, 2019. December 2008 On December 16, 2008 the Company sold $5,075,000 10,150,000 eleven four 12% December 16, 2010. $0.50 On September 30, 2009 the Company and eight $4,980,000 December 16, 2013 On February 22, 2013 holders extended the maturity date of $4,505,000 $4,475,000 $25,000 $5,000 January 1, 2016. January 1, 2016. On May 1, 2015 the $5,000 of convertible debentures to Mr. Smith were repaid in full. On February 27, 2013 $15,000 to January 1, 2016. January 1, 2016. On March 6, 2013 holder extended the maturity date of $200,000 January 1, 2014. January 1, 2014. On March 12, 2013 holder extended the maturity date of $100,000 January 1, 2015. January 1, 2015. In December 2013 mpany and two $360,000 $160,000 January 1, 2016. January 1, 2016. July 31, 2014 $160,000 On April 28, 2014 the Company and the holder extended the maturity date of $100,000 April 1, 2016. April 1, 2016. On January 31, 2015 $4,475,000 April 1, 2017. April 1, 2017. November 19, 2015 $420,000 1,680,000 1,680,000 On April 27, 2015 $200,000 pril 1, 2018. April 1, 2018. On April 30, 2015 $25,000 April 1, 2018. April 1, 2018. $25,000 December 14, 2016. On May 1, 2015 Mr. van Kesteren extended the maturity date of $160,000 April 1, 2017. April 1, 2017. On May 7, 2015 the Company and Mr. Veatch extended the maturity date of $15,000 pril 1, 2018. April 1, 2018. $15,000 December 14, 2016. On June 30, 2015 the Company and the holder extended the maturity date of $100,000 April 1, 2017. April 1, 2017. On June 30, 2016 $4,055,000 April 1, 2020. April 1, 2020. On August 31, 2017 $55,000 On June 30, 2016 $160,000 April 1, 2018. April 1, 2018. The $160,000 December 14, 2016. On June 30, 2016 $100,000 April 1, 2020. April 1, 2020. The $100,000 August 31, 2017. On June 30, 2017 $200,000 April 1, 2021. April 1, 2021. The payments required at maturity under the Company ’s outstanding convertible debt at December 31, 2017 Year Amount 2018 $ 50,000 2019 150,000 2020 5,770,000 2021 200,000 Total $ 6,170,000 |
Note 9 - Fair Value Measurement
Note 9 - Fair Value Measurement | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | NOTE 9 : FAIR VALUE MEASUREMENT The Company measures the fair value of its assets and liabilities under the guidance of ASC 820, 820 not ASC 820 820 ● Level 1: ● Level 2: ces for similar assets or liabilities or market-corroborated inputs; and ● Level 3: no the assets or liabilities. The valuation techniques that may ● Market approach - Uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilit ies ● Income approach - Uses valuation techniques to convert future amounts to a single present amount based on current market expectations about those future amounts, including present value techniques, option-pricing models and excess earnings method ● Cos t approach - Based on the amount that currently would be required to replace the service capacity of an asset (replacement cost) The Company also adopted the provisions of ASC 825, ASC 825 may not not December 31, 2017 December 31, 2016. The Company ’s financial assets or liabilities subject to ASC 820 December 31, 2017 2008 2009, 2011 2016 2013. not not 815 Disclosures about Derivative Instruments and Hedging Activities 8 Following is a description of the valuation methodologies used to determine the fair value of the Company ’s financial assets including the general classification of such instruments pursuant to the valuation hierarchy. A summary as of December 31, 2017 Fair value at Quoted prices in active markets for identical assets/liabilities Significant other observable inputs Significant unobservable inputs December 31, 2017 (Level 1) (Level 2) (Level 3) Derivatives: (1) (2) Conversion feature liability $ 1,685,947 $ -0- $ -0- $ 1,685,947 Warrant liability 3,440,799 -0- -0- 3,440,799 Total of derivative liabilities $ 5,126,746 $ -0- $ -0- $ 5,126,746 ( 1 December 31, 2017 ( 2 Significant valuation assumptions for derivative instruments at December 31, 2017 Risk free interest rate 1.56% to 1.81% Dividend yield 0.00% Expected volatility 87.0% to 118.4% Expected life (range in years) Conversion feature liability 1.25 to 3.25 Warrant liability 0.25 to 3.25 A summary as of December 31, 2017 Carrying amount Carrying amount Quoted prices in active markets for identical assets/ liabilities Significant other observable inputs Significant unobservable inputs December 31, 2016 December 31, 2017 (Level 1) (Level 2) (Level 3) Acquired assets (3) Promasys B.V. customer list (4) $ 82,173 $ 85,786 $ -0- $ -0- $ 136,253 Promasys B.V. software code (4) 26,707 12,139 -0- -0- 72,943 Total $ 108,880 $ 97,925 $ -0- $ -0- $ 209,196 ( 3 ( 4 not A summary as of December 31, 2016 Fair value at Quoted prices in active markets for identical assets/ liabilities Significant other observable inputs Significant unobservable inputs December 31, 2016 (Level 1) (Level 2) (Level 3) Derivatives: (1) (2) Conversion feature liability $ 2,325,730 $ -0- $ -0- $ 2,325,730 Warrant liability 3,999,362 -0- -0- 3,999,362 Total of derivative liabilities $ 6,325,092 $ -0- $ -0- $ 6,325,092 ( 1 December 31, 2016 ( 2 Significant valuation assumptions for derivative instruments at December 31, 2016 Risk free interest rate 0.82% to 1.45% Dividend yield 0.00% Expected volatility 117.3% to 143.8% Expected life (range in years) Conversion feature liability 1.25 to 3.25 Warrant liability 0.25 to 3.25 A summary as of December 31, 2016 Carrying amount Carrying amount Quoted prices in active markets for identical assets/ liabilities Significant other observable inputs Significant unobservable inputs December 31, 2015 December 31, 2016 (Level 1) (Level 2) (Level 3) Acquired assets (3) Promasys B.V. customer list (4) $ 92,444 $ 82,173 $ -0- $ -0- $ 136,253 Promasys B.V. software code (4) 41,274 26,707 -0- -0- 72,943 Promasys B.V. URLs/website (4) 15,159 -0- -0- -0- 68,814 Total $ 148,877 $ 108,880 $ -0- $ -0- $ 278,010 ( 3 ( 4 not Other identifiable intangible assets, which are subject to amortization, are being amortized using the straight-line method over their estimated useful lives ranging from 3 15 may not Other income/(expense) For the year ended December 31, 2017 December 31, 2016 The net amount of gains/(losses) for the period included in earnings attributable to the unrealized and realized gain/(losses) from changes in derivative liabilities at the reporting date $ 795,779 $ (2,657,910 ) Total unrealized and realized gains/(losses) included in earnings $ 795,779 $ (2,657,910 ) The tables below set forth a summary of changes in fair value of the Company ’s Level 3 December 31, 2017 December 31, 2016. 3 December 31, 2017 December 31, 2016. Level 3 financial liabilities at fair value Net Reclassification purchases, of conversion Balance, issuances feature liability Balance, For the year ended beginning Net realized Net unrealized and associated with end December 31, 2017 of year gains/(losses) gains/(losses) settlements convertible debt of year Derivatives: Conversion feature liability $ (2,325,730 ) $ 48,375 $ 188,841 $ -0- $ 402,567 $ (1,685,947 ) Warrant liability (3,999,362 ) -0- 558,563 -0- -0- (3,440,799 ) Total of derivative liabilities $ (6,325,092 ) $ 48,375 $ 747,404 $ -0- $ 402,567 $ (5,126,746 ) Level 3 financial liabilities at fair value Net purchases, Balance, issuances Balance, For the year ended beginning Net realized Net unrealized and Net transfers end December 31, 2016 of year gains/(losses) gains/(losses) settlements in and/or out of year Derivatives: Conversion feature liability $ (901,243 ) $ 29,108 $ (1,453,595 ) $ -0- $ -0- $ (2,325,730 ) Warrant liability (1,914,923 ) -0- (1,233,423 ) (851,016 ) -0- (3,999,362 ) Total of derivative liabilities $ (2,816,166 ) $ 29,108 $ (2,687,018 ) $ (851,016 ) $ -0- $ (6,325,092 ) |
Note 10 - Commitments and Conti
Note 10 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 1 0 : COMMITMENTS AND CONTINGENCIES The Company currently leases office space under operating leases for its office locations and has several operating leases related to server and network co-location and disaster recovery for its operations. The minimum future lease payments required under the Company’s operating leases at December 31, 2017 Year Payments 2018 $ 651,376 2019 475,638 2020 339,287 2021 269,962 2022 266,000 Thereafter 44,549 Total $ 2,046,812 In addition to annual base rental payments, the Company pays for the operating expenses associated with its leased office space and is responsible for any escalation in operating expenses as determined in the leases. Rent expense was $1,125,147 December 31, 2017 $1,071,363 December 31, 2016. The Company ’s corporate office lease expires in February 2023. March 2021. September 2020. July 2018. October 2018. LEGAL PROCEEDINGS From time to time the Company may December 31, 2017, no PATENT LITIGATION SETTLEMENT Effective April 2, 2009, June 18, 2008 No. 6,496,827 B2 , and (ii) released us from any and all claims of infringement of the Licensed Patent which may may January 1, 2008 December 31, 2017 two 2% thirty 30 thirty 30 In addition and as a license fee for past use of the Licensed Patent which may 1,000,000 $.01 $300,000. second April 2, 2011, December 31, 2017. December 31, 2017 50% 500,000 50% 500,000 $145,000. The remaining minimum royalty payments per year are as follows: Year Payment 2018 $ 112,500 Total $ 112,500 On June 23, 2009, Concurrent with the consummation of that transaction we entered into the First Amendment to Settlement and Licensing Agreement with DataSci, (i) to include the eResearch Technology EDC assets acquired within the definition of Licensed Products, and as such subject to the royalty payment(s), under and in accordance with the Settlement and Licensing Agreement, and (ii) provide a release by DataSci of any and all claims of infringement of the Licensed Patent in connection with the eResearch Technology EDC assets acquired which may $300,000. The Company recorded a credit to earnings of $108,702 December 31, 2017 $94,129 December 31, 2016, 1 December 31, 2017 December 31, 2016 2 EMPLOYMENT AGREEMENTS The Company has employment agreements in place with the following members of our executive management team: Cornelis F. Wit, Executive Chairman Randall G. Smith, Executive Vice Chairman Stephen E. Johnson, Chief Executive Officer Thomas E. Vickers, Chief Financial Officer The employment agreements provide, among other things, for participation in employee benefits available to employees and executives. Each of the agreements will renew for successive one ninety the Company may 30 may |
Note 11 - Related Party Transac
Note 11 - Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | NOTE 1 1 : RELATED PARTY TRANSACTIONS On April 1, 2015 $20,000 (“Mr. Smith”), in exchange for an existing promissory note in the same amount. The promissory note carries an interest rate of 12% April 1, 2018. December 14, 2016. On April 30, 2015, $25,000 December 2008. 12% April 1, 2018. April 1, 2018. The convertible debentures were repaid in full on December 14, 2016. As of December 31, 2017, $5,770,000 $400,000 ● In June 2008, $510,000 August 29, 2008, $510,000 $1,260,000 3,540,000 10% August 29, 2010. $0.50 September 30, 2009, $1,770,000 August 29, 2013 February 22, 2013, $1,770,000 January 1, 2016. January 1, 2016. January 31, 2015 $1,770,000 April 1, 2017. April 1, 2017. June 30, 2016 $1,770,000 April 1, 2020. April 1, 2020. ● In February 2008, $150,000 September 2008 December 2008, $4,200,000 December 16, 2008, $4,350,000 8,700,000 12% December 16, 2010. $0.50 September 30, 2009, $4,350,000 December 16, 2013 October 16, 2012, $125,000 December 2008 250,000 February 22, 2013, $4,475,000 January 1, 2016. January 1, 2016. January 31, 2015 $4,475,000 April 1, 2017. April 1, 2017. November 19, 2015 $420,000 1,680,000 1,680,000 . On June 30, 2016 $4,055,000 April 1, 2020. April 1, 2020. August 31, 2017, $55,000 ● On February 29, 2016, $450,000 1,800,000 $0.25 April 1, 2019 $450,000. 12% April 1, 2019. On August 31, 2017, $5 0,000 On March 18, 2013, $2,000,000 guaranteed by Mr. Wit. On December 18, 2013 $4,000,000. February 3, 2015 $5,000,000. April 7, 2017 2.0% $9,500 April 7, 2020 December 31, 2017, $2,650,000 3.5%. The Company incurred interest expense payable to related parties of $947,688 December 31, 2017 $918,189 December 31, 2016. |
Note 12 - Stockholders' (Defici
Note 12 - Stockholders' (Deficit) | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 1 2 : STOCKHOLDERS’ (DEFICIT) Our authorized capital stock consists of 5 00,000,000 $.001 10,000,000 $.001 5,000,000 5% 230,000 747,500 250,000 As of December 31, 2017 ● 148,542,805 shares of common stock issued and outstanding; ● 27,020,000 warrants issued and outstanding to purchase shares of our common stock; ● 5,275,000 ● 250,000 ● $ 6,170,000 12 ,28 0,000 Common Stock Holders of common stock are entitled to one Holders of our voting securities do not Holders of common stock have no no The rights of the holders of common stock are subject to any rights that may During the first four 2016 14,615,696 On A pril 13, 2016 3,012 On A pril 25, 2016 1,000,000 On A pril 26, 2016 1,594 On June 1 6, 2016 360,000 2009 3 On July 20, 2016 3,038 On December 30, 2016 2011. 100,000 On March 24, 2017 16,668 On June 26, 2017 22,556 On A ugust 2, 2017 2012. 100,000 On September 29, 2017 50,000 On September 29, 2017 2012. 100,000 On December 31, 2017 50% 500,000 The 2009 1 3, Preferred stock Our Board of Directors, without further stockholder approval, may one may ● dividend and liquidation preferences, ● voting rights, ● conversion privileges, and ● redemption terms. Our Board of Directors may In addition, our Board of Directors can fix limitations and restrictions, if any, upon the payment of dividends on our common stock to be effective while any shares of preferred stock are outstanding. The following table presents the cumulative arrearage of undeclared dividends by class of preferred stock as of December 31, 2017 December 31, 2016 Cumulative arrearage as of Cumulative arrearage per share as of December 31, December 31, Series of preferred stock 2017 2016 2017 2016 Series B $ 609,887 $ 609,887 $ 3.05 $ 3.05 Series C 1,472,093 1,472,093 $ 4.37 $ 4.37 Total preferred stock arrearage $ 2,081,980 $ 2,081,980 Series A Preferred Stock In 1999, 5,000,000 5% - 0 The designations, rights and preferences of the Series A Preferred include: ● the shares are not ● each share of Series A Preferred Stock is convertible into shares of our common stock at any time at the option of the holder at a conversion price of $1. 11 not one $3.00 20 ● the conversion price has certain anti-dilution protections for any stock splits, stock dividends, and corporate reorganizations, and certain other corporate transactions and issuances of securities at below the applicable conversion price per share. The Series A Preferred Stockholders have waived their rights to an anti-dilution adjustment reducing their conversion price as a result of the issuance of the Series B Preferred Stock and Series C Preferred Stock, ● the shares of Series A Preferred Stock pay a cumulative dividend at a rate of 5% $1.00 At our option, dividends can be paid in cash or shares of common stock valued at the conversion price of the Series A Preferred Stock, ● in the event of our liquidation or winding up, each share of Series A Preferred Stock has a liquidation preference equal to $1.00 and ● the holders of the Series A Preferred Stock are entitled to vote together with the holders of our common stock, on the basis of one In addition, the holders of the Series A Preferred Stock were granted certain demand and piggy-back registration rights for the shares of our common stock issuable upon the conversion of the Series A Preferred Stock. Prior to 2015 235,000 5% In December 2015 the Company initiated an Exchange Offer to the remaining 34 4 December 31, 2015 four 5% 487,500 1,950,000 first 4 2016, 3,637,724 14,615,696 Series B Preferred Stock In August 2001, 200,000 February 7, 2002 230,000 0 The designations, rights and preferences of the Series B Preferred Stock include: ● the stated value of each share is $10.00 ● the shares are not ● each share of Series B Preferred Stock is convertible into shares of our common stock at the option of the holder at any time commencing January 31, 2002 $0.25 $0.25 $25 $0.75 We may $0.50 20 ● the conversion price has certain anti-dilution protections for any stock splits, stock dividends, and corporate reorganizations, and certain other corporate transactions and issuances of securities at below the applicable conversion price per share or market value of the common stock, ● the shares of Series B Preferred Stock pay a cumulative dividend at a rate of 8% $10.00 At our option, dividends can be paid in cash or shares of common stock valued at the conversion price of the Series B Preferred Stock, ● each share of Series B Preferred Stock will rank senior to our Series A Preferred and pari passu with our Series C Preferred Stock, ● in the event of our liquidation or winding up, each share of Series B Preferred Stock has a liquidation preference equal to $10.00 ● the holders of the Series B Preferred Stock are entitled to vote, together with the holders of our common stock, on the basis of one There were cumulative arrearages of $609,887 $609,887, $3.05 $3.05 December 31, 2017 December 31, 2016, The Company has 200,000 stockholders into shares of our common stock. Pursuant to Delaware General Corporate Law, once the Company has a positive net worth, the cumulative dividends would be payable in either cash or in shares of our common stock upon the declaration of dividends by our Board of Directors. In addition, the holders of the Series B Preferred Stock were granted certain mandatory and piggy-back registration rights for the shares of our common stock issuable upon the conversion of the Series B Preferred Stock and were entitled to vote one Series C Preferred Stock In March 2002, 747,500 0 The designations, rights and preferences of the Series C Preferred Stock include: ● the stated value of each share is $10.00 ● the shares are not ● each share of Series C Preferred Stock is convertible at any time, at the option of the holder, into a number of shares of common stock determined by dividing the stated value per share of the Series C Preferred Stock by $0.25, The Series C Preferred Stock will automatically convert, subject to limitations based on trading volume, into shares of our common stock upon a public offering of our securities raising gross proceeds in excess of $25,000,000 2.5 two 20 not 30 10 20 ● the conversion price has certain anti-dilution protections for any stock splits, stock dividends, and corporate reorganizations, and certain other corporate transactions and issuances of securities at below the applicable conversion price per share or market value of the common stock, ● the shares of Series C Preferred Stock pay a cumulative dividend at a rate of 8% $10.00 At our option, dividends can be paid in cash or shares of common stock valued at the conversion price of the Series C Preferred Stock, ● each share of Series C Preferred Stock will rank pari passu with our Series B Preferred Stock and senior to our Series A Preferred Stock, ● in the event of our liquidation or winding up, each share of Series C Preferred Stock has a liquidation preference equal to $10.00 ● the holders of the Series C Preferred Stock are entitled to vote, together with the holders of our common stock, on the basis of one There were cumulative arrearages of $1,472,093 $1,472,093, $4.3 7 $4.37 December 31, 2017 December 31, 2016, The Company has 337,150 stockholders into shares of our common stock. Pursuant to Delaware General Corporate Law, once the Company has a positive net worth, the cumulative dividends would be payable in either cash or in shares of our common stock upon the declaration of dividends by our Board of Directors. In addition, the holders of the Series C Preferred Stock were granted certain mandatory and piggy-back registration rights covering the shares of our common stock issuable upon the conversion of the Series C Preferred Stock and were entitled to vote two Series D Preferred Stock In November 2010, 250,000 250,000 The designations, rights and preferences of the Series D Preferred Stock include: ● the stated value of the Series D Preferred is $0.001 ● the Series D Preferred has no the holders of its common stock, ● the shares of Series D Preferred are not her security of the Corporation, ● except as provided in Series D Preferred Designation, in the case of the death or disability of Series D Preferred holder, the Series D Preferred is not ssued shares of preferred stock, ● each share of Series D Preferred entitles the holder to four hundred 400 ● in the event of the liquidation, dissolution or winding up of the affairs of the Corporation, whether voluntary or involuntary, the holders of shares of the Series D Preferred then outstanding are entitled to receive before holders of shares of common stock receive any amounts, out of the remaining assets of the Corporation available for distribution to its stockholders, an amount equal to $0.001 r share, ● so long as any shares of Series D Preferred are outstanding, the Company cannot without first res of Series D Preferred Stock, ● the holders of the Series D Preferred are not any class, ● the Company has a thirty 30 first The Company must purchase all of those shares of Series D Preferred offered by the holder of the Series D Preferred Stock, and ● the holders of Series D Preferred cannot, directly or indirectly, transfer any shares of Series D Preferred. Any such purported transfer shall be of no not Warrants Issued for Services and in Capital Transactions The following tables summarize all warrants issued as part of debt transactions for the year s ended December 31, 2017 December 31, 2016, December 31, 2017 December 31, 2017 Warrants outstanding Warrants exercisable Weighted average Weighted Weighted Range of exercise price Number outstanding remaining contractual life average exercise price Number exercisable average exercise price $0.25 – $0.60 27,020,000 1.84 $ 0.42 27,020,000 $ 0.42 December 31, 2016 December 31, 2016 Warrants outstanding Warrants exercisable Weighted average Weighted Weighted Range of exercise price Number outstanding remaining contractual life average exercise price Number exercisable average exercise price $0.25 – $0.60 27,860,000 2.71 $ 0.42 27,860,000 $ 0.42 Warrants Balance at December 31, 2015 22,900,000 Issued 4,970,000 Exercised -0- Expired/forfeited (10,000 ) Balance at December 31, 2016 27,860,000 Issued -0- Exercised -0- Expired/forfeited (840,000 ) Balance at December 31, 2017 27,020,000 Warrants exercisable at December 31, 2017 27,020,000 Weighted average fair value of warrants granted during 2017 n/a Other Comprehensive (Loss) Due to the availability of net operating losses and related deferred tax valuations, there is no The following table lists the beginning balance, yearly activity and ending balance of the components of accumulated other comprehensive (loss). Foreign currency translation Accumulated other comprehensive (loss) Balance at December 31, 2015 $ (366,355 ) $ (366,355 ) 2016 Activity (44,150 ) (44,150 ) Balance at December 31, 2016 (410,505 ) (410,505 ) 2017 Activity 13,268 13,268 Balance at December 31, 2017 $ (397,237 ) $ (397,237 ) |
Note 13 - Employee Equity Incen
Note 13 - Employee Equity Incentive Plans | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 1 3 : EMPLOYEE EQUITY INCENTIVE PLANS Stock Option Plan s Description of 2016 In 2016, ’s Board of Directors and stockholders approved the OmniComm Systems, Inc. 2016 “2016 2016 2016 10,000,000 2016 2016 January 1st nine 9 January 1, 2017 January 1, 2025, five 5% 2016 2016 June 29, 2026. As of December 31, 2017 10,500,000 The maximum term for any option grant under the 2016 ten 2016 five 2016 two first 50% one second second 2016 three Any unvested stock options or restricted shares with restrictions that have not 2016 As of December 31, 2017, 4,900,000 0 2016 December 31, 2017, 5,600,000 2016 Description of 2009 In 2009, ’s Board of Directors and stockholders approved the 2009 “2009 2009 2009 7,500,000 The maximum term for any op tion grant under the 2009 ten 2009 five 2009 two first 50% one second second 2009 three Any unvested stock options or restricted shares with restrictions that had not 2009 2009 2016 No 2009 As of December 31, 2017, 375,000 3,876,662 2009 December 31, 2017, 0 2009 The following table summarizes the stock option activity for the Company ’s equity incentive plans: Number of options Weighted average exercise price (per share) Weighted average remaining contractual term (in years) Aggregate intrinsic value Outstanding at December 31, 2015 2,002,500 $ 0.14 1.40 $ 198,990 Granted 450,000 0.20 Exercised (1,120,000 ) 0.12 Forfeited/cancelled/expired (107,500 ) 0.29 Outstanding at December 31, 2016 1,225,000 0.17 2.62 $ 83,425 Granted 4,650,000 0.26 Exercised (300,000 ) 0.13 Forfeited/cancelled/expired (300,000 ) 0.14 Outstanding at December 31, 2017 5,275,000 $ 0.26 4.09 $ 130,475 Vested and exercisable at December 31, 2017 400,000 $ 0.19 1.42 $ 32,638 The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the Company ’s closing stock price at fiscal year-end and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on December 31, 2017. The total number of shares vested and the fair value of shares vested for the years ended December 31, 2017 December 31, 2016, Fair value of options vesting for the year ended Number of options vested Fair value of options vested December 31, 2017 62,500 $ 12,742 December 31, 2016 162,500 $ 33,622 Cash received from stock option exercises for the year ended December 31, 2017 $35,250 $129,500 December 31, 2016. no December 31, 2017 December 31, 2016. The following table summarizes information concerning options outstanding at December 31, 2017: Awards breakdown by price range at December 31, 2017 Outstanding Vested Strike price range ($) Outstanding stock options Weighted average remaining contractual life Weighted average outstanding strike price Vested stock options Weighted average remaining vested contractual life Weighted average vested strike price 0.00 to 0.20 300,000 1.93 $ 0.18 250,000 1.48 $ 0.17 0.21 to 0.30 4,250,000 4.12 0.25 150,000 1.30 0.22 0.31 to 0.50 725,000 4.82 0.34 -0- 0.00 0.00 0.00 to 0.50 5,275,000 4.09 $ 0.26 400,000 1.42 $ 0.19 The following table summarizes information concerning options outstanding at December 31, 2016: Awards breakdown by price range at December 31, 2016 Outstanding Vested Strike price range ($) Outstanding stock options Weighted average remaining contractual life Weighted average outstanding strike price Vested stock options Weighted average remaining vested contractual life Weighted average vested strike price 0.00 to 0.20 850,000 2.15 $ 0.15 625,000 1.32 $ 0.14 0.21 to 0.30 375,000 3.70 0.23 112,500 1.67 0.21 0.31 to 0.50 -0- 0.00 0.00 -0- 0.00 0.00 0.00 to 0.50 1,225,000 2.62 $ 0.17 737,500 1.38 $ 0.15 The weighted average fair value (per share) of options granted during the year ended December 31, 2017 $0.21 $0.19 December 31, 2016 Basis for Fair Value Estimate of Share-Based Payments Based on analysis of its historical volatility, the Company expects that the future volatility of its share price is likely to be similar to the historical volatility the Company experienced since the Company ’s commercialization activities were initiated during the second 2000. 2017 2016. may The Company utilizes the historical data available regarding employee and director exercise activity to calculate an expected life of the options. The table below presents the weighted average expected life in years of options granted under the Plan as described above. The risk-free rate of the stock options is based on the U.S. Treasury yield curve in effect at the time of grant, which corresponds with the expected term of the option granted. The fair value of share-based payments was estimated using the Black Scholes option pricing model with the following assumptions for grants made during the periods indicated. For the year ended Stock option assumptions December 31, 2017 December 31, 2016 Risk-free interest rate 1.81% 1.45% Expected dividend yield 0.0% 0.0% Expected volatility 127.1% 155.5% Expected life of options (in years) 5 5 The following table summarizes weighted average grant date fair value for the Company incentive stock plans: Weighted average grant date fair value for the year ended December 31, 2017 2016 Stock options granted during the period $ 0.21 $ 0.19 Stock options vested during the period $ 0.20 $ 0.21 Stock options forfeited during the period $ 0.13 $ 0.28 A summary of the status of the Company ’s non-vested shares underlying stock options as of December 31, 2017, December 31, 2017 Shares underlying stock options Weighted average grant date fair value Nonvested shares at January 1, 2017 487,500 $ 0.19 Nonvested shares at December 31, 2017 4,875,000 $ 0.21 As of December 31, 2017, $656,978 2.08 |
Note 14 - Income Taxes
Note 14 - Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 1 4 : INCOME TAXES A reconciliation of income tax expense and the amount computed by applying the statutory federal income tax rate to the income before provision for income taxes is as follows : December 31, 2017 December 31, 2016 Federal statutory rate applied to income/(loss) before income taxes $ 1,117,014 $ 38,740 Increase/(decrease) in income taxes results from: Current tax expense/(benefit) 1,194 1,069 Nondeductible expenses (44,845 ) 1,078,519 Change in deferred assets (35,423 ) 41,019 Change in valuation allowance (1,036,746 ) (1,158,278 ) Income tax expense/(benefit) $ 1,194 $ 1,069 The components of income tax expense /(benefit) for the year ended: December 31, 2017 December 31, 2016 Current tax expense/(benefit): $ 1,194 $ 1,069 Deferred tax expense/(benefit): Bad debt allowance 11,226 (23,699 ) Operating loss carryforward 1,060,942 1,140,957 Amortization of intangibles 5,482 5,482 Patent litigation settlement (40,904 ) 35,538 1,037,940 1,159,347 Valuation allowance (1,036,746 ) (1,158,278 ) Total tax expense/(benefit) $ 1,194 $ 1,069 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of our deferred tax assets and liabilities are as follows: December 31, 2017 December 31, 2016 Amortization of intangibles $ 261,771 $ 267,253 Bad debt allowance 55,436 66,662 Patent litigation liability accrual 169,709 128,804 Impact of the Tax Cuts and Jobs Act (1,699,440 ) -0- Operating loss carryforwards 17,973,631 19,034,573 Gross deferred tax assets 16,761,107 19,497,292 Valuation allowance (16,761,107 ) (19,497,292 ) Net deferred tax liability/(asset) $ -0- $ -0- The Company has net operating loss carry forwards (NOL) for income tax purposes of approximately $ 32,543,685. 2037 1998. December 31, 2017. December 31, 2017 $2,736,185. three On December 22, 2017, 2018 21 January 1, 2018. $1,699,440, $1,699,440 December 31, 2017. |
Note 15 - Subsequent Events
Note 15 - Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | NOTE 1 5 : SUBSEQUENT EVENTS Subsequent to December 31, 2017 $1,750,000 Subsequent to December 31, 2017 $500,000 1,666,667 Subsequent to December 31, 2017 2017 not |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | BASIS OF PRESENTATION AND PRINCIPLES OF CONSOLIDATION The Company ’s accounts include those of all its wholly-owned subsidiaries and have been prepared in conformity with (i) accounting principles generally accepted in the United States of America; and (ii) the rules and regulations of the United States Securities and Exchange Commission. All significant intercompany accounts and transactions between the Company and its subsidiaries have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | ESTIMATES IN FINANCIAL STATEMENTS The preparation of the consolidated financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and footnotes thereto. Significant estimates incorporated in our financial statements include the recorded allowance for doubtful accounts, the estimate of the appropriate amortization period of our intangible assets, the evaluation of whether our intangible assets have suffered any impairment, the allocation of revenues under multiple-element customer contracts, royalty-based patent liabilities, the value of derivatives associated with debt and warrants issued by the Company and the valuation of any corresponding discount to the issuance of our debt. Actual results may |
Reclassification, Policy [Policy Text Block] | RECLASSIFICATIONS Certain reclassifications have been made in the 2016 2017 not |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | FOREIGN CURRENCY TRANSLATION The financial statements of the Company ’s foreign subsidiaries are translated in accordance with ASC 830 30, Foreign Currency Matters—Translation of Financial Statements $13,268 December 31, 2017 $44,150 December 31, 2016. |
Revenue Recognition, Policy [Policy Text Block] | REVENUE RECOGNITION POLICY The Company derives revenues from software licenses and services of its EDC products and services which can be purchased on a stand-alone basis. License revenues are derived principally from the sale of term licenses for the following software products offered by the Company: TrialMaster, TrialOne , IRTMaster, Promasys eClinical Suite ( “EDC Software”). TrialMaster eClinical Suite The Company recognizes revenues when all of the following conditions are satisfied: ( 1 there is persuasive evidence of an arrangement; ( 2 3 4 The Company operates in one The Company segregates its revenues based on the activity cycle used to generate its revenues. Accordingly, revenues are currently generated through four Hosted Application Revenues The Company offers its TrialMaster eClinical Suite Revenues resulting from TrialMaster eClinical Suite three first second third Fees charged for the trial system design, set up and implementation are amortized and recognized ratably over the estimated hosting period. Work performed outside the original scope of work is contracted for separately as an additional fee and is generally recognized ratably over the remaining term of the hosting period. Fees for the first third second eClinical Suite Licensing Revenues The Company's software license revenues are earned from the sale of off-the-shelf software. From time-to-time a client might require significant modification or customization subsequent to delivery to the customer. The Company generally enters into software term licenses for its EDC software products with its customers for 3 5 30 45 In the past the Company has sold perpetual licenses for EDC Software products in certain situations to existing customers with the option to purchase customer support, and may The Company generates customer support and maintenance revenues from its perpetual license customer base. Professional Services The Company may Subsequent additions or extensions to license terms do not Maintenance Revenues Maintenance includes telephone-based help desk support and software maintenance. The Company generally bundles customer support with the software license for the entire term of the arrangement. As a result, the Company generally recognizes revenues for both maintenance and software licenses ratably over the term of the software license and support arrangement. The Company allocates the revenues recognized for these arrangements to the different elements based on management's estimate of the relative fair value of each element. The Company generally invoices each of the elements based on separately quoted amounts and thus has a fairly accurate estimate of the relative fair values of each of the invoiced revenue elements. The fees associated with each business activity for the years ended December 31, 2017 December 31, 2016, For the year ended Revenue activity December 31, 2017 December 31, 2016 Set-up fees $ 4,981,941 $ 6,658,987 Change orders 1,540,167 1,212,153 Maintenance 5,107,787 4,803,171 Software licenses 10,658,977 7,885,023 Professional services 3,359,554 3,843,641 Hosting 1,331,232 1,016,535 Total $ 26,979,658 $ 25,419,510 |
Cost of Sales, Policy [Policy Text Block] | COST OF GOOD S SOLD Cost of goods sold primarily consists of costs related to hosting, maintaining and supporting the Company’s application suite and delivering professional services and support. These costs include salaries, benefits, bonuses and stock-based compensation for the Company’s professional services staff. Cost of goods sold also includes outside service provider costs . |
Cash and Cash Equivalents, Policy [Policy Text Block] | CASH AND CASH EQUIVALENTS Cash equivalents consist of highly liquid, short-term investments with maturities of 90 The carrying amount reported in the accompanying consolidated balance sheets approximates fair value. |
Receivables, Policy [Policy Text Block] | ACCOUNTS RECEIVABLE Accounts receivable are judged as to collectability by management and an allowance for bad debts is established as necessary. The allowance is based on an evaluation of the collectability of accounts receivable and prior bad debt experience. The Company had recorded an allowance for uncollectible accounts receivable of $149,980 December 31, 2017 $179,813 December 31, 2016. The following table summarizes activity in the Company's allowance for doubtful accounts for the years presented. December 31, 2017 December 31, 2016 Beginning of period $ 179,813 $ 116,834 Bad debt expense 130,346 132,767 Write-offs (160,179 ) (69,788 ) End of period $ 149,980 $ 179,813 |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | CONCENTRATION OF CREDIT RISK Cash and cash equivalents and restricted cash are deposited with major financial institutions and, at times, such balances with any one may December 31, 2017, $755,893 Except as follows, the Company has no December 31, 2017. December 31, 2017, no not One customer accounted for 10% December 31, 2017 $2,691,000. 16% December 31, 2016 $4,167,000. 10% One customer accounted for approximately 24% as of December 31, 2017. 11% December 31, 2016. Revenues Accounts receivable For the period ended Number of customers Percentage of total revenues Number of customers Percentage of accounts receivable December 31, 2017 1 10% 1 24% December 31, 2016 1 16% 2 21% The table below provides revenues from European customers for the years ended December 31, 2017 December 31, 2016. European revenues For the year ended December 31, 2017 December 31, 2016 European revenues % of Total revenues European revenues % of Total revenues $3,632,537 14% $2,702,660 11% The Company serves all of its hosting customers from third not third may |
Property, Plant and Equipment, Policy [Policy Text Block] | PROPERTY AND EQUIPMENT Property and equipment are recorded at cost. Additions and betterments are capitalized; maintenance and repairs are expensed as incurred. Depreciation is calculated using the straight-line method over the asset’s estimated useful life, which is 5 3 |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block] | ASSET IMPAIRMENT Acquisitions and Intangible Assets We account for acquisitions in accordance with ASC 805, Business Combinations 805” 350, Intangibles- Goodwill and Other 350” The judgments that we make in determining the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact net income in periods following an asset acquisition. We generally use either the income, cost or market approach to aid in our conclusions of such fair values and asset lives. The income approach presumes that the value of an asset can be estimated by the net economic benefit to be received over the life of the asset, discounted to present value. The cost approach presumes that an investor would pay no Long-lived Assets We review long-lived assets for impairment whenever events or changes in circumstances indicate that the related carrying amounts may not ’s residual value, if any. In turn, measurement of an impairment loss requires a determination of fair value, which is based on the best information available. We use quoted market prices when available and independent appraisals and management estimates of future operating cash flows, as appropriate, to determine fair value. |
Revenue Recognition, Deferred Revenue [Policy Text Block] | DEFERRED REVENUE Deferred revenue represents cash advances received in excess of revenue earned on on-going contracts. Payment terms vary with each contract but may December 31, 2017, $9,516,953 1 5 $7,564,587 twelve |
Advertising Costs, Policy [Policy Text Block] | ADVERTISING Advertising costs are expensed as incurred. Advertising costs were $701,161 December 31, 2017 $712,179 December 31, 2016 |
Research, Development, and Computer Software, Policy [Policy Text Block] | RESEARCH AND PRODUCT DEVELOPMENT EXPENSES Software development costs are included in research and product development and are expensed as incurred. ASC 985.20, not 985.20. December 31, 2017 $2,854,428 December 31, 2016 $2,598,962, third |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | EMPLOYEE EQUITY INCENTIVE PLANS The OmniComm Systems, Inc. 2016 “2016 June 16, 2016. 2016 10,000,000 2016 January 1st nine 9 January 1, 2017 January 1, 2025, five 5% 2016 31, 2017 10,500,000 2016 The predecessor plan, the OmniComm Systems, Inc. 2009 “2009 July 10, 2009 June 16, 2016 2016 2009 7.5 2009 Each plan is more fully described in “Note 1 3, ASC 718, ASC 718 ’s consolidated statements of operations. The Company currently uses the Black Scholes option pricing model to determine grant date fair value. |
Earnings Per Share, Policy [Policy Text Block] | EARNINGS/(LOSS) PER SHARE The Company accounts for Earnings/(loss) Per Share using ASC 260 – Earnings per Share. Unlike diluted earnings per share, basic earnings per share excludes any dilutive effects of options, warrants, and convertible securities. |
Income Tax, Policy [Policy Text Block] | INCOME TAXES The Company accounts for income taxes in accordance with ASC 740, 740 Valuation allowances are established , when necessary, to reduce deferred tax assets to the estimated amount to be realized. Income tax expense represents the tax payable for the current period and the change during the period in the deferred tax assets and liabilities. On December 22, 2017, 21 January 1, 2018. 740, Income Taxes December 31, 2017, 2l 14. |
New Accounting Pronouncements, Policy [Policy Text Block] | IMPACT OF NEW ACCOUNTING STANDARDS During fiscal 2017, In February 2016, ASU”) No. 2016 02, “Leases (Topic 842 2016 02” 12 December 15, 2019. In March 2016, April 2016, December 2016, 2016 08, Revenue from Contracts with Customers - Principal versus Agent Considerations (Reporting Revenue Gross versus Net) 2016 08” 2016 10, Revenue from Contracts with Customers - Identifying Performance Obligations and Licensing 2016 10” 2016 20, Technical Corrections and Improvements to Topic 606, 2016 20” 2014 09. May 2016, 2016 12, Revenue from Contracts with Customers - Narrow Scope Improvements and Practical Expedients 2014 09, December 15, 2016, In July 2017, 2017 11 Earnings per Share (Topic 260 480 815 2017 11” 480 not 2017 11 December 15, 2018, 2017 11. Accounting standards-setting organizations frequently issue new or revised accounting rules. We regularly review all new pronouncements to determine their impact, if any, on our financial statements. |
Note 2 - Summary of Significa24
Note 2 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Revenue Recognition, Multiple-deliverable Arrangements [Table Text Block] | For the year ended Revenue activity December 31, 2017 December 31, 2016 Set-up fees $ 4,981,941 $ 6,658,987 Change orders 1,540,167 1,212,153 Maintenance 5,107,787 4,803,171 Software licenses 10,658,977 7,885,023 Professional services 3,359,554 3,843,641 Hosting 1,331,232 1,016,535 Total $ 26,979,658 $ 25,419,510 |
Allowance for Credit Losses on Financing Receivables [Table Text Block] | December 31, 2017 December 31, 2016 Beginning of period $ 179,813 $ 116,834 Bad debt expense 130,346 132,767 Write-offs (160,179 ) (69,788 ) End of period $ 149,980 $ 179,813 |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | Revenues Accounts receivable For the period ended Number of customers Percentage of total revenues Number of customers Percentage of accounts receivable December 31, 2017 1 10% 1 24% December 31, 2016 1 16% 2 21% |
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block] | European revenues For the year ended December 31, 2017 December 31, 2016 European revenues % of Total revenues European revenues % of Total revenues $3,632,537 14% $2,702,660 11% |
Note 3 - Earnings (Loss) Per 25
Note 3 - Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Anti-dilutive security December 31, 2017 December 31, 2016 Employee stock options 4,225,000 275,000 Warrants 27,020,000 27,860,000 Convertible notes 11,980,000 15,490,000 Shares issuable for accrued interest 118,224 150,016 Total 43,343,224 43,775,016 |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | For the year ended December 31, 2017 December 31, 2016 Income/(loss) Shares Per-share Income/(loss) Shares Per-share numerator denominator amount numerator denominator amount Basic EPS $ 2,967,218 147,865,246 $ 0.02 $ 101,880 145,868,227 $ 0.00 Effect of dilutive securities 4,766 312,738 -0- -0- 294,200 -0- Diluted EPS $ 2,971,984 148,177,984 $ 0.02 $ 101,880 146,162,427 $ 0.00 |
Note 4 - Property and Equipme26
Note 4 - Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | December 31, 2017 December 31, 2016 Cost Accumulated depreciation Net book value Cost Accumulated depreciation Net book value Estimated useful life (years) Computer & office equipment $ 2,322,833 $ 1,949,982 $ 372,851 $ 2,125,067 $ 1,761,879 $ 363,188 5 Leasehold improvements 118,380 98,901 19,479 114,719 89,789 24,930 5 Computer software 2,010,999 1,886,342 124,657 1,925,462 1,720,399 205,063 3 Office furniture 162,799 127,248 35,551 158,436 114,065 44,371 5 Total $ 4,615,011 $ 4,062,473 $ 552,538 $ 4,323,684 $ 3,686,132 $ 637,552 |
Note 5 - Intangible Assets, N27
Note 5 - Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | December 31, 2017 December 31, 2016 Asset Cost Accumulated amortization Net book value Cost Accumulated amortization Net book value Estimated useful life (years) eClinical Suite customer lists $ 1,392,701 $ 1,392,701 $ -0- $ 1,392,701 $ 1,392,701 $ -0- 3 Promasys B.V. customer lists 118,780 32,994 85,786 104,163 21,990 82,173 15 Promasys B.V. software code 72,837 60,698 12,139 72,837 46,130 26,707 5 Promasys B.V. URLs/website 59,990 59,990 -0- 52,608 52,608 -0- 3 Total $ 1,644,308 $ 1,546,383 $ 97,925 $ 1,622,309 $ 1,513,429 $ 108,880 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Year Amortization 2018 $ 20,058 2019 7,919 2020 7,919 2021 7,919 2022 7,919 Thereafter 46,191 Total $ 97,925 |
Note 6 - Accounts Payable and28
Note 6 - Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Account December 31, 2017 December 31, 2016 Accounts payable $ 1,303,073 $ 697,060 Accrued payroll and related costs 925,890 886,334 Other accrued expenses 184,131 431,961 Accrued interest 172,951 107,718 Total accounts payable and accrued expenses $ 2,586,045 $ 2,123,073 |
Note 7 - Line of Credit, Note29
Note 7 - Line of Credit, Notes Payable and Liquidity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | Ending Non related party Related party Origination Maturity Interest principal Long Long date date rate December 31, 2017 Current term Current term 2/29/2016 4/1/2019 12% $ 400,000 $ -0- $ -0- $ -0- $ 400,000 6/30/2016 4/1/2020 10% 420,000 -0- 420,000 -0- -0- 6/30/2016 4/1/2020 12% 282,500 -0- 282,500 -0- -0- Discount on notes payable -0- (279,402 ) -0- (117,365 ) Total $ 1,102,500 $ -0- $ 423,098 $ -0- $ 282,635 Ending Non related party Related party Origination Maturity Interest principal Long Long date date rate December 31, 2016 Current term Current term 2/29/2016 4/1/2019 12% $ 450,000 $ -0- $ -0- $ -0- $ 450,000 6/30/2016 4/1/2020 10% 420,000 -0- 420,000 -0- -0- 6/30/2016 4/1/2020 12% 372,500 -0- 372,500 -0- -0- Discount on notes payable -0- (455,285 ) -0- (237,664 ) Total $ 1,242,500 $ -0- $ 337,215 $ -0- $ 212,336 |
Note 8 - Convertible Notes Pa30
Note 8 - Convertible Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Maturities of Long-term Debt [Table Text Block] | Year Amount 2018 $ 50,000 2019 150,000 2020 5,770,000 2021 200,000 Total $ 6,170,000 |
Convertible Debt [Member] | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | Carrying amount Date of Maturity Interest Principal at Short term Long term issuance date rate December 31, 2017 Related Non related Related Non related 3/26/1999 6/30/2004 10% $ 50,000 $ -0- $ 50,000 $ -0- $ -0- 8/29/2008 4/1/2019 10% 150,000 -0- -0- -0- 150,000 8/29/2008 4/1/2020 10% 1,770,000 -0- -0- 1,770,000 -0- 12/16/2008 4/1/2020 12% 4,000,000 -0- -0- 4,000,000 -0- 12/16/2008 4/1/2021 12% 200,000 -0- -0- -0- 200,000 Total $ 6,170,000 $ -0- $ 50,000 $ 5,770,000 $ 350,000 Carrying amount Date of Maturity Interest Principal at Short term Long term issuance date rate December 31, 2016 Related Non related Related Non related 3/26/1999 6/30/2004 10% $ 50,000 $ -0- $ 50,000 $ -0- $ -0- 8/29/2008 4/1/2018 10% 150,000 -0- -0- -0- 150,000 8/29/2008 4/1/2020 10% 1,770,000 -0- -0- 1,770,000 -0- 12/16/2008 4/1/2018 12% 200,000 -0- -0- -0- 200,000 12/16/2008 4/1/2020 12% 100,000 -0- -0- -0- 100,000 12/16/2008 4/1/2020 12% 4,055,000 -0- -0- 4,055,000 -0- 9/30/2009 4/1/2018 12% 100,000 -0- -0- -0- 100,000 9/30/2009 4/1/2020 12% 625,000 -0- -0- -0- 625,000 Total $ 7,050,000 $ -0- $ 50,000 $ 5,825,000 $ 1,175,000 |
Note 9 - Fair Value Measureme31
Note 9 - Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Fair Value, Liabilities Measured on Recurring Basis [Table Text Block] | Fair value at Quoted prices in active markets for identical assets/liabilities Significant other observable inputs Significant unobservable inputs December 31, 2017 (Level 1) (Level 2) (Level 3) Derivatives: (1) (2) Conversion feature liability $ 1,685,947 $ -0- $ -0- $ 1,685,947 Warrant liability 3,440,799 -0- -0- 3,440,799 Total of derivative liabilities $ 5,126,746 $ -0- $ -0- $ 5,126,746 Fair value at Quoted prices in active markets for identical assets/ liabilities Significant other observable inputs Significant unobservable inputs December 31, 2016 (Level 1) (Level 2) (Level 3) Derivatives: (1) (2) Conversion feature liability $ 2,325,730 $ -0- $ -0- $ 2,325,730 Warrant liability 3,999,362 -0- -0- 3,999,362 Total of derivative liabilities $ 6,325,092 $ -0- $ -0- $ 6,325,092 |
Fair Value Measurements, Recurring and Nonrecurring [Table Text Block] | Risk free interest rate 1.56% to 1.81% Dividend yield 0.00% Expected volatility 87.0% to 118.4% Expected life (range in years) Conversion feature liability 1.25 to 3.25 Warrant liability 0.25 to 3.25 Risk free interest rate 0.82% to 1.45% Dividend yield 0.00% Expected volatility 117.3% to 143.8% Expected life (range in years) Conversion feature liability 1.25 to 3.25 Warrant liability 0.25 to 3.25 |
Fair Value Measurements, Nonrecurring [Table Text Block] | Carrying amount Carrying amount Quoted prices in active markets for identical assets/ liabilities Significant other observable inputs Significant unobservable inputs December 31, 2016 December 31, 2017 (Level 1) (Level 2) (Level 3) Acquired assets (3) Promasys B.V. customer list (4) $ 82,173 $ 85,786 $ -0- $ -0- $ 136,253 Promasys B.V. software code (4) 26,707 12,139 -0- -0- 72,943 Total $ 108,880 $ 97,925 $ -0- $ -0- $ 209,196 Carrying amount Carrying amount Quoted prices in active markets for identical assets/ liabilities Significant other observable inputs Significant unobservable inputs December 31, 2015 December 31, 2016 (Level 1) (Level 2) (Level 3) Acquired assets (3) Promasys B.V. customer list (4) $ 92,444 $ 82,173 $ -0- $ -0- $ 136,253 Promasys B.V. software code (4) 41,274 26,707 -0- -0- 72,943 Promasys B.V. URLs/website (4) 15,159 -0- -0- -0- 68,814 Total $ 148,877 $ 108,880 $ -0- $ -0- $ 278,010 |
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Table Text Block] | Other income/(expense) For the year ended December 31, 2017 December 31, 2016 The net amount of gains/(losses) for the period included in earnings attributable to the unrealized and realized gain/(losses) from changes in derivative liabilities at the reporting date $ 795,779 $ (2,657,910 ) Total unrealized and realized gains/(losses) included in earnings $ 795,779 $ (2,657,910 ) |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | Level 3 financial liabilities at fair value Net Reclassification purchases, of conversion Balance, issuances feature liability Balance, For the year ended beginning Net realized Net unrealized and associated with end December 31, 2017 of year gains/(losses) gains/(losses) settlements convertible debt of year Derivatives: Conversion feature liability $ (2,325,730 ) $ 48,375 $ 188,841 $ -0- $ 402,567 $ (1,685,947 ) Warrant liability (3,999,362 ) -0- 558,563 -0- -0- (3,440,799 ) Total of derivative liabilities $ (6,325,092 ) $ 48,375 $ 747,404 $ -0- $ 402,567 $ (5,126,746 ) Level 3 financial liabilities at fair value Net purchases, Balance, issuances Balance, For the year ended beginning Net realized Net unrealized and Net transfers end December 31, 2016 of year gains/(losses) gains/(losses) settlements in and/or out of year Derivatives: Conversion feature liability $ (901,243 ) $ 29,108 $ (1,453,595 ) $ -0- $ -0- $ (2,325,730 ) Warrant liability (1,914,923 ) -0- (1,233,423 ) (851,016 ) -0- (3,999,362 ) Total of derivative liabilities $ (2,816,166 ) $ 29,108 $ (2,687,018 ) $ (851,016 ) $ -0- $ (6,325,092 ) |
Note 10 - Commitments and Con32
Note 10 - Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Year Payments 2018 $ 651,376 2019 475,638 2020 339,287 2021 269,962 2022 266,000 Thereafter 44,549 Total $ 2,046,812 |
Schedule Of Minimum Royalty Payments [Table Text Block] | Year Payment 2018 $ 112,500 Total $ 112,500 |
Note 12 - Stockholders' (Defi33
Note 12 - Stockholders' (Deficit) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule Of Dividends In Arrears [Table Text Block] | Cumulative arrearage as of Cumulative arrearage per share as of December 31, December 31, Series of preferred stock 2017 2016 2017 2016 Series B $ 609,887 $ 609,887 $ 3.05 $ 3.05 Series C 1,472,093 1,472,093 $ 4.37 $ 4.37 Total preferred stock arrearage $ 2,081,980 $ 2,081,980 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | December 31, 2017 December 31, 2017 Warrants outstanding Warrants exercisable Weighted average Weighted Weighted Range of exercise price Number outstanding remaining contractual life average exercise price Number exercisable average exercise price $0.25 – $0.60 27,020,000 1.84 $ 0.42 27,020,000 $ 0.42 December 31, 2016 December 31, 2016 Warrants outstanding Warrants exercisable Weighted average Weighted Weighted Range of exercise price Number outstanding remaining contractual life average exercise price Number exercisable average exercise price $0.25 – $0.60 27,860,000 2.71 $ 0.42 27,860,000 $ 0.42 |
Share-based Compensation, Activity [Table Text Block] | Weighted average grant date fair value for the year ended December 31, 2017 2016 Stock options granted during the period $ 0.21 $ 0.19 Stock options vested during the period $ 0.20 $ 0.21 Stock options forfeited during the period $ 0.13 $ 0.28 |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Foreign currency translation Accumulated other comprehensive (loss) Balance at December 31, 2015 $ (366,355 ) $ (366,355 ) 2016 Activity (44,150 ) (44,150 ) Balance at December 31, 2016 (410,505 ) (410,505 ) 2017 Activity 13,268 13,268 Balance at December 31, 2017 $ (397,237 ) $ (397,237 ) |
Warrant [Member] | |
Notes Tables | |
Share-based Compensation, Activity [Table Text Block] | Warrants Balance at December 31, 2015 22,900,000 Issued 4,970,000 Exercised -0- Expired/forfeited (10,000 ) Balance at December 31, 2016 27,860,000 Issued -0- Exercised -0- Expired/forfeited (840,000 ) Balance at December 31, 2017 27,020,000 Warrants exercisable at December 31, 2017 27,020,000 Weighted average fair value of warrants granted during 2017 n/a |
Note 13 - Employee Equity Inc34
Note 13 - Employee Equity Incentive Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Share-based Compensation, Stock Options, Activity [Table Text Block] | Number of options Weighted average exercise price (per share) Weighted average remaining contractual term (in years) Aggregate intrinsic value Outstanding at December 31, 2015 2,002,500 $ 0.14 1.40 $ 198,990 Granted 450,000 0.20 Exercised (1,120,000 ) 0.12 Forfeited/cancelled/expired (107,500 ) 0.29 Outstanding at December 31, 2016 1,225,000 0.17 2.62 $ 83,425 Granted 4,650,000 0.26 Exercised (300,000 ) 0.13 Forfeited/cancelled/expired (300,000 ) 0.14 Outstanding at December 31, 2017 5,275,000 $ 0.26 4.09 $ 130,475 Vested and exercisable at December 31, 2017 400,000 $ 0.19 1.42 $ 32,638 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding [Table Text Block] | Fair value of options vesting for the year ended Number of options vested Fair value of options vested December 31, 2017 62,500 $ 12,742 December 31, 2016 162,500 $ 33,622 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | Awards breakdown by price range at December 31, 2017 Outstanding Vested Strike price range ($) Outstanding stock options Weighted average remaining contractual life Weighted average outstanding strike price Vested stock options Weighted average remaining vested contractual life Weighted average vested strike price 0.00 to 0.20 300,000 1.93 $ 0.18 250,000 1.48 $ 0.17 0.21 to 0.30 4,250,000 4.12 0.25 150,000 1.30 0.22 0.31 to 0.50 725,000 4.82 0.34 -0- 0.00 0.00 0.00 to 0.50 5,275,000 4.09 $ 0.26 400,000 1.42 $ 0.19 Awards breakdown by price range at December 31, 2016 Outstanding Vested Strike price range ($) Outstanding stock options Weighted average remaining contractual life Weighted average outstanding strike price Vested stock options Weighted average remaining vested contractual life Weighted average vested strike price 0.00 to 0.20 850,000 2.15 $ 0.15 625,000 1.32 $ 0.14 0.21 to 0.30 375,000 3.70 0.23 112,500 1.67 0.21 0.31 to 0.50 -0- 0.00 0.00 -0- 0.00 0.00 0.00 to 0.50 1,225,000 2.62 $ 0.17 737,500 1.38 $ 0.15 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | For the year ended Stock option assumptions December 31, 2017 December 31, 2016 Risk-free interest rate 1.81% 1.45% Expected dividend yield 0.0% 0.0% Expected volatility 127.1% 155.5% Expected life of options (in years) 5 5 |
Share-based Compensation, Activity [Table Text Block] | Weighted average grant date fair value for the year ended December 31, 2017 2016 Stock options granted during the period $ 0.21 $ 0.19 Stock options vested during the period $ 0.20 $ 0.21 Stock options forfeited during the period $ 0.13 $ 0.28 |
Schedule of Nonvested Share Activity [Table Text Block] | Shares underlying stock options Weighted average grant date fair value Nonvested shares at January 1, 2017 487,500 $ 0.19 Nonvested shares at December 31, 2017 4,875,000 $ 0.21 |
Note 14 - Income Taxes (Tables)
Note 14 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | December 31, 2017 December 31, 2016 Federal statutory rate applied to income/(loss) before income taxes $ 1,117,014 $ 38,740 Increase/(decrease) in income taxes results from: Current tax expense/(benefit) 1,194 1,069 Nondeductible expenses (44,845 ) 1,078,519 Change in deferred assets (35,423 ) 41,019 Change in valuation allowance (1,036,746 ) (1,158,278 ) Income tax expense/(benefit) $ 1,194 $ 1,069 |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | December 31, 2017 December 31, 2016 Current tax expense/(benefit): $ 1,194 $ 1,069 Deferred tax expense/(benefit): Bad debt allowance 11,226 (23,699 ) Operating loss carryforward 1,060,942 1,140,957 Amortization of intangibles 5,482 5,482 Patent litigation settlement (40,904 ) 35,538 1,037,940 1,159,347 Valuation allowance (1,036,746 ) (1,158,278 ) Total tax expense/(benefit) $ 1,194 $ 1,069 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 2017 December 31, 2016 Amortization of intangibles $ 261,771 $ 267,253 Bad debt allowance 55,436 66,662 Patent litigation liability accrual 169,709 128,804 Impact of the Tax Cuts and Jobs Act (1,699,440 ) -0- Operating loss carryforwards 17,973,631 19,034,573 Gross deferred tax assets 16,761,107 19,497,292 Valuation allowance (16,761,107 ) (19,497,292 ) Net deferred tax liability/(asset) $ -0- $ -0- |
Note 1 - Organization and Nat36
Note 1 - Organization and Nature of Operations (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Research and Development Expense | $ 2,854,428 | $ 2,598,962 |
Note 2 - Summary of Significa37
Note 2 - Summary of Significant Accounting Policies (Details Textual) | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($) | Jun. 16, 2016shares | Jul. 10, 2009shares | |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | $ 13,268 | $ (44,150) | |||
Number of Reportable Segments | 1 | ||||
Number of Revenue Producing Activities | 4 | ||||
Allowance for Doubtful Accounts Receivable, Current | $ 149,980 | 179,813 | |||
Cash, Uninsured Amount | 755,893 | ||||
Revenues | 26,979,658 | 25,419,510 | |||
Deferred Revenue | 9,516,953 | ||||
Deferred Revenue, Current | 7,564,587 | 7,250,061 | |||
Advertising Expense | 701,161 | 712,179 | |||
Research and Development Expense | $ 2,854,428 | $ 2,598,962 | |||
Scenario, Forecast [Member] | |||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | ||||
The 2016 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | shares | 10,500,000 | 10,000,000 | |||
Common Stock Available for Issuance Increasing Period | 9 years | ||||
Common Stock Available for Issuance, Annual Increase Percent | 5.00% | ||||
Plan 2009 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | shares | 7,500,000 | ||||
Leasehold Improvements Computers Equipment And Furniture [Member] | |||||
Property, Plant and Equipment, Useful Life | 5 years | ||||
Software Development [Member] | |||||
Property, Plant and Equipment, Useful Life | 3 years | ||||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||||
Concentration Risk, Percentage | 10.00% | 16.00% | |||
Number of Major Customers | 1 | 1 | |||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Customer 1 [Member] | |||||
Concentration Risk, Percentage | 10.00% | 16.00% | |||
Revenues | $ 2,691,000 | $ 4,167,000 | |||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||||
Concentration Risk, Percentage | 24.00% | 21.00% | |||
Number of Major Customers | 1 | 2 | |||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer 1 [Member] | |||||
Concentration Risk, Percentage | 24.00% | 11.00% | |||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer 2 [Member] | |||||
Concentration Risk, Percentage | 11.00% | ||||
Minimum [Member] | |||||
Term Of Software License | 3 years | ||||
Deferred Revenue, Service Contract Term | 30 days | ||||
Maximum [Member] | |||||
Term Of Software License | 5 years | ||||
Deferred Revenue, Service Contract Term | 5 years |
Note 2 - Summary of Significa38
Note 2 - Summary of Significant Accounting Policies - Revenue by Business Activity (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues | $ 26,979,658 | $ 25,419,510 |
Set Up Fees [Member] | ||
Revenues | 4,981,941 | 6,658,987 |
Change Orders [Member] | ||
Revenues | 1,540,167 | 1,212,153 |
Maintenance [Member] | ||
Revenues | 5,107,787 | 4,803,171 |
Software Licenses [Member] | ||
Revenues | 10,658,977 | 7,885,023 |
Professional Services [Member] | ||
Revenues | 3,359,554 | 3,843,641 |
Hosting [Member] | ||
Revenues | $ 1,331,232 | $ 1,016,535 |
Note 2 - Summary of Significa39
Note 2 - Summary of Significant Accounting Policies - Allowance for Doubtful Account Summary (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Beginning of period | $ 179,813 | $ 116,834 |
Bad debt expense | 130,346 | 132,767 |
Write-offs | (160,179) | (69,788) |
End of period | $ 149,980 | $ 179,813 |
Note 2 - Summary of Significa40
Note 2 - Summary of Significant Accounting Policies - Customer Concentration (Details) - Customer Concentration Risk [Member] | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Sales Revenue, Net [Member] | ||
Number of customers | 1 | 1 |
Concentration risk, percentage | 10.00% | 16.00% |
Accounts Receivable [Member] | ||
Number of customers | 1 | 2 |
Concentration risk, percentage | 24.00% | 21.00% |
Note 2 - Summary of Significa41
Note 2 - Summary of Significant Accounting Policies - Revenue From European Operations (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
European revenues | $ 26,979,658 | $ 25,419,510 |
Reportable Geographical Components [Member] | Europe [Member] | ||
European revenues | $ 3,632,537 | $ 2,702,660 |
Concentration risk, percentage | 14.00% | 11.00% |
Note 3 - Earnings (Loss) Per 42
Note 3 - Earnings (Loss) Per Share (Details Textual) - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Weighted Average Number of Shares Outstanding, Basic | 147,865,246 | 145,868,227 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 43,343,224 | 43,775,016 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 0.19 | |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | 0.17 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | 0.25 | $ 0.25 |
Debt Instrument, Convertible, Conversion Price | 0.25 | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | 0.34 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | 0.60 | $ 0.60 |
Debt Instrument, Convertible, Conversion Price | $ 1.25 |
Note 3 - Earnings (Loss) Per 43
Note 3 - Earnings (Loss) Per Share - Reconciliation of Anti-dilutive Securities (Details) - shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Anti-dilutive Security (in shares) | 43,343,224 | 43,775,016 |
Employee Stock Option [Member] | ||
Anti-dilutive Security (in shares) | 4,225,000 | 275,000 |
Warrant [Member] | ||
Anti-dilutive Security (in shares) | 27,020,000 | 27,860,000 |
Convertible Debt Securities [Member] | ||
Anti-dilutive Security (in shares) | 11,980,000 | 15,490,000 |
Shares Issuable For Accrued Interest [Member] | ||
Anti-dilutive Security (in shares) | 118,224 | 150,016 |
Note 3 - Earnings (Loss) Per 44
Note 3 - Earnings (Loss) Per Share - Computation of Diluted Earnings Per Share (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Basic EPS, Income (loss) numerator | $ 2,967,218 | $ 101,880 |
Weighted Average Number of Shares Outstanding, Basic | 147,865,246 | 145,868,227 |
Basic EPS, Per-share amount (in dollars per share) | $ 0.02 | $ 0 |
Effect of dilutive securities, Income (loss) numerator | $ 4,766 | $ 0 |
Effect of dilutive securities, Shares denominator (in shares) | 312,738 | 294,200 |
Effect of dilutive securities, Per-share amount (in dollars per share) | $ 0 | $ 0 |
Diluted EPS, Income (loss) numerator | $ 2,971,984 | $ 101,880 |
Diluted EPS, Shares denominator (in shares) | 148,177,984 | 146,162,427 |
Diluted EPS, Per-share amount (in dollars per share) | $ 0.02 | $ 0 |
Note 4 - Property and Equipme45
Note 4 - Property and Equipment, Net (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Depreciation | $ 336,102 | $ 302,893 |
Note 4 - Property and Equipme46
Note 4 - Property and Equipment, Net - Property and Equipment (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cost | $ 4,615,011 | $ 4,323,684 |
Accumulated Depreciation | 4,062,473 | 3,686,132 |
Net Book Value | 552,538 | 637,552 |
Computer And Office Equipment [Member] | ||
Cost | 2,322,833 | 2,125,067 |
Accumulated Depreciation | 1,949,982 | 1,761,879 |
Net Book Value | $ 372,851 | 363,188 |
Estimated Useful Lives (Year) | 5 years | |
Leasehold Improvements [Member] | ||
Cost | $ 118,380 | 114,719 |
Accumulated Depreciation | 98,901 | 89,789 |
Net Book Value | $ 19,479 | 24,930 |
Estimated Useful Lives (Year) | 5 years | |
Computer Equipment [Member] | ||
Cost | $ 2,010,999 | 1,925,462 |
Accumulated Depreciation | 1,886,342 | 1,720,399 |
Net Book Value | $ 124,657 | 205,063 |
Estimated Useful Lives (Year) | 3 years | |
Furniture and Fixtures [Member] | ||
Cost | $ 162,799 | 158,436 |
Accumulated Depreciation | 127,248 | 114,065 |
Net Book Value | $ 35,551 | $ 44,371 |
Estimated Useful Lives (Year) | 5 years |
Note 5 - Intangible Assets, N47
Note 5 - Intangible Assets, Net (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Amortization of Intangible Assets | $ 22,048 | $ 37,331 |
Note 5 - Intangible Assets, N48
Note 5 - Intangible Assets, Net - Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cost | $ 1,644,308 | $ 1,622,309 |
Accumulated Amortization | 1,546,383 | 1,513,429 |
Net Book Value | 97,925 | 108,880 |
eClinical Customer List [Member] | ||
Cost | 1,392,701 | 1,392,701 |
Accumulated Amortization | 1,392,701 | 1,392,701 |
Net Book Value | $ 0 | 0 |
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Promasys B.V. Customer List [Member] | ||
Cost | $ 118,780 | 104,163 |
Accumulated Amortization | 32,994 | 21,990 |
Net Book Value | $ 85,786 | 82,173 |
Finite-Lived Intangible Asset, Useful Life | 15 years | |
Promasys B.V. Software Code [Member] | ||
Cost | $ 72,837 | 72,837 |
Accumulated Amortization | 60,698 | 46,130 |
Net Book Value | $ 12,139 | 26,707 |
Finite-Lived Intangible Asset, Useful Life | 5 years | |
Promasys B.V. URLs/Website [Member] | ||
Cost | $ 59,990 | 52,608 |
Accumulated Amortization | 59,990 | 52,608 |
Net Book Value | $ 0 | $ 0 |
Finite-Lived Intangible Asset, Useful Life | 3 years |
Note 5 - Intangible Assets, N49
Note 5 - Intangible Assets, Net - Intangible Assets, Future Amortization Expense (Details) | Dec. 31, 2017USD ($) |
2,018 | $ 20,058 |
2,019 | 7,919 |
2,020 | 7,919 |
2,021 | 7,919 |
2,022 | 7,919 |
Thereafter | 46,191 |
Total | $ 97,925 |
Note 6 - Accounts Payable and50
Note 6 - Accounts Payable and Accrued Expenses - Accounts Payable and Accrued Expenses (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts payable | $ 1,303,073 | $ 697,060 |
Accrued payroll and related costs | 925,890 | 886,334 |
Other accrued expenses | 184,131 | 431,961 |
Accrued interest | 172,951 | 107,718 |
Total accounts payable and accrued expenses | $ 2,586,045 | $ 2,123,073 |
Note 7 - Line of Credit, Note51
Note 7 - Line of Credit, Notes Payable and Liquidity (Details Textual) - USD ($) | Aug. 31, 2017 | Dec. 14, 2016 | Dec. 05, 2016 | Jun. 30, 2016 | Feb. 29, 2016 | Mar. 18, 2013 | Dec. 31, 2017 | Dec. 31, 2016 | Apr. 01, 2015 | Feb. 03, 2015 | Dec. 18, 2013 |
Line of Credit Facility, Maximum Borrowing Capacity | $ 2,000,000 | $ 5,000,000 | $ 4,000,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | ||||||||||
Debt Instrument, Periodic Payment, Interest | $ 9,500 | ||||||||||
Long-term Line of Credit | $ 2,650,000 | ||||||||||
Line of Credit Facility, Interest Rate at Period End | 3.50% | ||||||||||
Unsecured Debt | $ 1,102,500 | $ 1,242,500 | |||||||||
Note Payable 17 [Member] | Chairman and Chief Technology Officer [Member] | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||
Debt Instrument, Face Amount | $ 20,000 | ||||||||||
Repayments of Debt | $ 20,000 | ||||||||||
Matures on April 1, 2019 [Member] | Chief Executive Officer and Director Mr. Wit [Member] | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||
Debt Instrument, Face Amount | $ 450,000 | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,800,000 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.25 | ||||||||||
Extinguishment of Debt, Amount | $ 450,000 | ||||||||||
Warrants Sold During the Period | 1,000,000 | ||||||||||
Repayments of Long-term Debt | $ 50,000 | ||||||||||
Warrants and Rights Outstanding | 325,689 | ||||||||||
Debt Instrument, Fair Value Disclosure | $ 124,311 | ||||||||||
Amortization Period of Warrant Liabilities | 3 years 30 days | ||||||||||
Matures April 1, 2020 I [Member] | Investor [Member] | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||
Debt Instrument, Face Amount | $ 372,500 | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,490,000 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.25 | ||||||||||
Repayments of Long-term Debt | $ 90,000 | ||||||||||
Warrants and Rights Outstanding | $ 246,921 | ||||||||||
Debt Instrument, Fair Value Disclosure | $ 125,579 | ||||||||||
Amortization Period of Warrant Liabilities | 3 years 270 days | ||||||||||
Matures April 1, 2020 II [Member] | Investor [Member] | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||
Debt Instrument, Face Amount | $ 420,000 | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,680,000 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.25 | ||||||||||
Warrants and Rights Outstanding | $ 278,408 | ||||||||||
Debt Instrument, Fair Value Disclosure | $ 141,592 | ||||||||||
Amortization Period of Warrant Liabilities | 3 years 270 days |
Note 7 - Line of Credit, Note52
Note 7 - Line of Credit, Notes Payable and Liquidity - Notes Payable (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Mar. 18, 2013 | |
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | ||
Ending principal | $ 1,102,500 | $ 1,242,500 | |
Discount on notes payable | |||
Short-term Debt [Member] | Related Party [Member] | |||
Ending principal | 0 | 0 | |
Discount on notes payable | 0 | 0 | |
Short-term Debt [Member] | Non-Related Party [Member] | |||
Ending principal | 0 | 0 | |
Discount on notes payable | 0 | 0 | |
Long-term Debt [Member] | Related Party [Member] | |||
Ending principal | 282,635 | 212,336 | |
Discount on notes payable | (117,365) | (237,664) | |
Long-term Debt [Member] | Non-Related Party [Member] | |||
Ending principal | 423,098 | 337,215 | |
Discount on notes payable | $ (279,402) | $ (455,285) | |
Notes Payable, Matures April 1, 2019 [Member] | |||
Maturity date | Apr. 1, 2019 | Apr. 1, 2019 | |
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | 12.00% | |
Ending principal | $ 400,000 | $ 450,000 | |
Notes Payable, Matures April 1, 2019 [Member] | Short-term Debt [Member] | Non-Related Party Current [Member] | |||
Ending principal | 0 | 0 | |
Notes Payable, Matures April 1, 2019 [Member] | Short-term Debt [Member] | Related Party [Member] | |||
Ending principal | 0 | 0 | |
Notes Payable, Matures April 1, 2019 [Member] | Long-term Debt [Member] | Non-Related Party Current [Member] | |||
Ending principal | 0 | 0 | |
Notes Payable, Matures April 1, 2019 [Member] | Long-term Debt [Member] | Related Party [Member] | |||
Ending principal | $ 400,000 | $ 450,000 | |
Notes Payable, Matures April 1, 2020 I [Member] | |||
Maturity date | Apr. 1, 2020 | Apr. 1, 2020 | |
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | |
Ending principal | $ 420,000 | $ 420,000 | |
Notes Payable, Matures April 1, 2020 I [Member] | Short-term Debt [Member] | Related Party [Member] | |||
Ending principal | 0 | 0 | |
Notes Payable, Matures April 1, 2020 I [Member] | Short-term Debt [Member] | Non-Related Party [Member] | |||
Ending principal | 0 | 0 | |
Notes Payable, Matures April 1, 2020 I [Member] | Long-term Debt [Member] | Related Party [Member] | |||
Ending principal | 0 | 0 | |
Notes Payable, Matures April 1, 2020 I [Member] | Long-term Debt [Member] | Non-Related Party [Member] | |||
Ending principal | $ 420,000 | $ 420,000 | |
Notes Payable, Matures April 1, 2020 II [Member] | |||
Maturity date | Apr. 1, 2020 | Apr. 1, 2020 | |
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | 12.00% | |
Ending principal | $ 282,500 | $ 372,500 | |
Notes Payable, Matures April 1, 2020 II [Member] | Short-term Debt [Member] | Related Party [Member] | |||
Ending principal | 0 | 0 | |
Notes Payable, Matures April 1, 2020 II [Member] | Short-term Debt [Member] | Non-Related Party [Member] | |||
Ending principal | 0 | 0 | |
Notes Payable, Matures April 1, 2020 II [Member] | Long-term Debt [Member] | Related Party [Member] | |||
Ending principal | 0 | 0 | |
Notes Payable, Matures April 1, 2020 II [Member] | Long-term Debt [Member] | Non-Related Party [Member] | |||
Ending principal | $ 282,500 | $ 372,500 |
Note 8 - Convertible Notes Pa53
Note 8 - Convertible Notes Payable (Details Textual) - USD ($) | Aug. 31, 2017 | Jun. 30, 2017 | Dec. 14, 2016 | Feb. 29, 2016 | Nov. 23, 2015 | Nov. 19, 2015 | Mar. 30, 2011 | Sep. 30, 2009 | Dec. 31, 1999 | Aug. 31, 2017 | Aug. 29, 2008 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | May 07, 2015 | May 01, 2015 | Apr. 30, 2015 | Apr. 27, 2015 | Apr. 01, 2015 | Jan. 31, 2015 | Jul. 31, 2014 | Apr. 28, 2014 | Apr. 21, 2014 | Dec. 31, 2013 | Mar. 18, 2013 | Mar. 12, 2013 | Mar. 06, 2013 | Feb. 27, 2013 | Feb. 22, 2013 | Dec. 16, 2008 | Jun. 30, 2008 | Jun. 30, 2004 |
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | ||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 6,170,000 | $ 7,050,000 | |||||||||||||||||||||||||||||||
Repayments of Notes Payable | 915,000 | $ 200,000 | |||||||||||||||||||||||||||||||
Director Mr. Wit [Member] | |||||||||||||||||||||||||||||||||
Class of Warrant or Right Cancelled During the Period | 1,900,000 | ||||||||||||||||||||||||||||||||
Chief Executive Officer [Member] | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||||||||||||||||||||||||
Interest Payable | $ 450,000 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,800,000 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.25 | ||||||||||||||||||||||||||||||||
Repayments of Notes Payable | $ 50,000 | ||||||||||||||||||||||||||||||||
Convertible Notes 10% [Member] | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 862,500 | ||||||||||||||||||||||||||||||||
Payments of Debt Issuance Costs | 119,625 | ||||||||||||||||||||||||||||||||
Proceeds from Issuance of Debt | $ 742,875 | ||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 1.25 | ||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 812,500 | ||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 1,495,179 | ||||||||||||||||||||||||||||||||
Long-term Debt, Gross | $ 50,000 | ||||||||||||||||||||||||||||||||
Interest Payable | $ 93,210 | ||||||||||||||||||||||||||||||||
Secured Convertible Debenture [Member] | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 1,400,000 | ||||||||||||||||||||||||||||||||
Proceeds from Issuance of Secured Debt | $ 1,400,000 | ||||||||||||||||||||||||||||||||
Repayments of Notes Payable | $ 200,000 | ||||||||||||||||||||||||||||||||
Secured Convertible Debenture [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | 1,200,000 | ||||||||||||||||||||||||||||||||
Secured Convertible Debenture [Member] | Chief Executive Officer and Director Mr. Wit [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 1,100,000 | $ 1,100,000 | $ 1,100,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.25 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 5,600,000 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.25 | ||||||||||||||||||||||||||||||||
Secured Convertible Debenture [Member] | Lenders [Member] | |||||||||||||||||||||||||||||||||
Repayments of Convertible Debt | $ 100,000 | $ 625,000 | |||||||||||||||||||||||||||||||
Secured Convertible Debenture [Member] | Lenders [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 625,000 | $ 100,000 | 1,200,000 | ||||||||||||||||||||||||||||||
Secured Convertible Debenture [Member] | Director Mr. Wit [Member] | |||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 475,000 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,900,000 | ||||||||||||||||||||||||||||||||
Extinguishment of Debt, Amount | $ 475,000 | ||||||||||||||||||||||||||||||||
Stock Issued During Period Converted Cancelled Debt and Cancelled Warrants Shares | 1,900,000 | ||||||||||||||||||||||||||||||||
Increase (Decrease) in Notes Payable, Related Parties | $ 625,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued August 2008 [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 2,270,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued August 2008 [Member] | Director Mr. Wit [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | 1,770,000 | 1,770,000 | |||||||||||||||||||||||||||||||
Convertible Debentures Issued August 2008 [Member] | Chief Officer, Mr. Wit and Mr. Van Kesteren [Member] | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.50 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 4,540,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued August 2008 [Member] | Mr. van Kesteren and Mr. Wit [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 1,920,000 | 150,000 | |||||||||||||||||||||||||||||||
Convertible Debentures Issued August 2008 [Member] | Director Mr. van Kesteren [Member] | Non-Related Party [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 150,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued August 2008 [Member] | Director Mr. van Kesteren [Member] | Extended Maturity Debentures 2 [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 150,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures [Member] | Director Mr. Wit [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 510,000 | ||||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 510,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures [Member] | Chief Officer, Mr. Wit and Mr. Van Kesteren [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 150,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures [Member] | Chief Operating Officer [Member] | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 25,000 | ||||||||||||||||||||||||||||||||
Matures April 1, 2020 I [Member] | Director Mr. Wit [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | 4,055,000 | ||||||||||||||||||||||||||||||||
Repayments of Convertible Debt | 55,000 | ||||||||||||||||||||||||||||||||
Matures April 1, 2020 I [Member] | Director Mr. Wit [Member] | Extended Maturity Debentures 2 [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | 1,770,000 | ||||||||||||||||||||||||||||||||
Notes Payable, Matures April 1, 2018 [Member] | Chief Officer, Mr. Wit and Mr. Van Kesteren [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | 160,000 | ||||||||||||||||||||||||||||||||
Repayments of Convertible Debt | $ 160,000 | ||||||||||||||||||||||||||||||||
Notes Payable, Matures April 1, 2018 [Member] | Chief Officer, Mr. Wit and Mr. Van Kesteren [Member] | Extended Maturity Debentures 2 [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | 150,000 | ||||||||||||||||||||||||||||||||
Matures on April 1, 2019 [Member] | Chief Executive Officer and Director Mr. Wit [Member] | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,800,000 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.25 | ||||||||||||||||||||||||||||||||
Extinguishment of Debt, Amount | $ 450,000 | ||||||||||||||||||||||||||||||||
Matures on April 1, 2019 [Member] | Chief Officer, Mr. Wit and Mr. Van Kesteren [Member] | Extended Maturity Debentures 2 [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 150,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 5,075,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Non-Related Party [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 160,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 360,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Chief Executive Officer and Director Mr. Wit [Member] | |||||||||||||||||||||||||||||||||
Repayments of Notes Payable | 55,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Lenders [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 100,000 | $ 200,000 | |||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Lenders [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 100,000 | $ 100,000 | $ 200,000 | 4,505,000 | |||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Director Mr. Wit [Member] | |||||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,680,000 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right Cancelled During the Period | 1,680,000 | ||||||||||||||||||||||||||||||||
Extinguishment of Debt, Amount | $ 420,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Director Mr. Wit [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 4,475,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Director Mr. van Kesteren [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 160,000 | $ 160,000 | |||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Chief Executive Officer, Director, Chief Operating Officer, Chairman, Chief Technology Officer, Chief Financial Officer and Directors [Member] | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.50 | ||||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 10,150,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Officers, Directors and Affiliate [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 4,980,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Chief Executive Officer [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | 4,475,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Chief Operating Officer [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | 25,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Chairman and Chief Technology Officer [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 5,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Former Director [Member] | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 15000.00% | ||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 15,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Former Director [Member] | Extended Maturity Debentures [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 15,000 | ||||||||||||||||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | President [Member] | |||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 25000.00% | ||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 25,000 | ||||||||||||||||||||||||||||||||
Matures April 1, 2020 II [Member] | Lenders [Member] | |||||||||||||||||||||||||||||||||
Convertible Notes Payable | $ 100,000 | ||||||||||||||||||||||||||||||||
Repayments of Debt | $ 100,000 |
Note 8 - Convertible Notes Pa54
Note 8 - Convertible Notes Payable - Convertible Debt (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Mar. 18, 2013 | |
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | ||
Convertible Notes Payable | $ 6,170,000 | $ 7,050,000 | |
3/26/1999 | 50,000 | 50,000 | |
3/26/1999 | 5,770,000 | 5,825,000 | |
3/26/1999 | 350,000 | 1,175,000 | |
Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | 5,770,000 | 5,825,000 | |
Non-Related Party [Member] | |||
3/26/1999 | 50,000 | 50,000 | |
3/26/1999 | $ 350,000 | $ 1,175,000 | |
Convertible Notes Payable 10% $50,000 [Member] | |||
Maturity date | Jun. 30, 2004 | Jun. 30, 2004 | |
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | |
Convertible Notes Payable | $ 50,000 | $ 50,000 | |
Convertible Notes Payable 10% $50,000 [Member] | Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | 0 | 0 | |
Convertible Notes Payable 10% $50,000 [Member] | Non-Related Party [Member] | |||
3/26/1999 | 50,000 | 50,000 | |
3/26/1999 | $ 0 | $ 0 | |
Convertible Notes Payable 10% $150,000 [Member] | |||
Maturity date | Apr. 1, 2019 | Apr. 1, 2018 | |
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | |
Convertible Notes Payable | $ 150,000 | $ 150,000 | |
Convertible Notes Payable 10% $150,000 [Member] | Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | 0 | 0 | |
Convertible Notes Payable 10% $150,000 [Member] | Non-Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | $ 150,000 | $ 150,000 | |
Convertible Notes Payable 10% $1,770,000 [Member] | |||
Maturity date | Apr. 1, 2020 | Apr. 1, 2020 | |
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | |
Convertible Notes Payable | $ 1,770,000 | $ 1,770,000 | |
Convertible Notes Payable 10% $1,770,000 [Member] | Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | 1,770,000 | 1,770,000 | |
Convertible Notes Payable 10% $1,770,000 [Member] | Non-Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | $ 0 | $ 0 | |
Convertible Notes Payable12 Percent, 200,000 [Member] | |||
Maturity date | Apr. 1, 2020 | Apr. 1, 2018 | |
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | 12.00% | |
Convertible Notes Payable | $ 4,000,000 | $ 200,000 | |
Convertible Notes Payable12 Percent, 200,000 [Member] | Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | 4,000,000 | 0 | |
Convertible Notes Payable12 Percent, 200,000 [Member] | Non-Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | $ 0 | $ 200,000 | |
Convertible Notes Payable 12 Percent,100,000 [Member] | |||
Maturity date | Apr. 1, 2021 | Apr. 1, 2020 | |
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | 12.00% | |
Convertible Notes Payable | $ 200,000 | $ 100,000 | |
Convertible Notes Payable 12 Percent,100,000 [Member] | Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | 0 | 0 | |
Convertible Notes Payable 12 Percent,100,000 [Member] | Non-Related Party [Member] | |||
3/26/1999 | 0 | 0 | |
3/26/1999 | $ 200,000 | $ 100,000 | |
Convertible Notes Payable 12% $4,055,000 [Member] | |||
Maturity date | Apr. 1, 2020 | ||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||
Convertible Notes Payable | $ 4,055,000 | ||
Convertible Notes Payable 12% $4,055,000 [Member] | Related Party [Member] | |||
3/26/1999 | 0 | ||
3/26/1999 | 4,055,000 | ||
Convertible Notes Payable 12% $4,055,000 [Member] | Non-Related Party [Member] | |||
3/26/1999 | 0 | ||
3/26/1999 | $ 0 | ||
Convertible Notes Payable, 12%, $100,000 issued 9/30/2009 [Member] | |||
Maturity date | Apr. 1, 2018 | ||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||
Convertible Notes Payable | $ 100,000 | ||
Convertible Notes Payable, 12%, $100,000 issued 9/30/2009 [Member] | Related Party [Member] | |||
3/26/1999 | 0 | ||
3/26/1999 | 0 | ||
Convertible Notes Payable, 12%, $100,000 issued 9/30/2009 [Member] | Non-Related Party [Member] | |||
3/26/1999 | 0 | ||
3/26/1999 | $ 100,000 | ||
Convertible Notes Payable 12% $625,000 [Member] | |||
Maturity date | Apr. 1, 2020 | ||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||
Convertible Notes Payable | $ 625,000 | ||
Convertible Notes Payable 12% $625,000 [Member] | Related Party [Member] | |||
3/26/1999 | 0 | ||
3/26/1999 | 0 | ||
Convertible Notes Payable 12% $625,000 [Member] | Non-Related Party [Member] | |||
3/26/1999 | 0 | ||
3/26/1999 | $ 625,000 |
Note 8 - Convertible Notes Pa55
Note 8 - Convertible Notes Payable - Convertible Debt Maturity Payments (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Total | $ 6,170,000 | $ 7,050,000 |
Convertible Debt [Member] | ||
2,018 | 50,000 | |
2,019 | 150,000 | |
2,020 | 5,770,000 | |
2,021 | 200,000 | |
Total | $ 6,170,000 |
Note 9 - Fair Value Measureme56
Note 9 - Fair Value Measurement (Details Textual) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum [Member] | |
Finite-Lived Intangible Asset, Useful Life | 3 years |
Maximum [Member] | |
Finite-Lived Intangible Asset, Useful Life | 15 years |
Note 9 - Fair Value Measureme57
Note 9 - Fair Value Measurement - Fair Value of Liabilities Measured on a Recurring Basis (Details) - USD ($) | Dec. 31, 2017 | [2] | Dec. 31, 2016 | [3] | |
Derivative Liability fair value | [1] | $ 5,126,746 | $ 6,325,092 | ||
Fair Value, Inputs, Level 1 [Member] | |||||
Derivative Liability fair value | [1] | 0 | 0 | ||
Fair Value, Inputs, Level 2 [Member] | |||||
Derivative Liability fair value | [1] | 0 | 0 | ||
Fair Value, Inputs, Level 3 [Member] | |||||
Derivative Liability fair value | [1] | 5,126,746 | 6,325,092 | ||
Conversion Feature Liability [Member] | |||||
Derivative Liability fair value | [1] | 1,685,947 | 2,325,730 | ||
Conversion Feature Liability [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Derivative Liability fair value | [1] | 0 | 0 | ||
Conversion Feature Liability [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Derivative Liability fair value | [1] | 0 | 0 | ||
Conversion Feature Liability [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Derivative Liability fair value | [1] | 1,685,947 | 2,325,730 | ||
Warrant Liability [Member] | |||||
Derivative Liability fair value | [1] | 3,440,799 | 3,999,362 | ||
Warrant Liability [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Derivative Liability fair value | [1] | 0 | 0 | ||
Warrant Liability [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Derivative Liability fair value | [1] | 0 | 0 | ||
Warrant Liability [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Derivative Liability fair value | [1] | $ 3,440,799 | $ 3,999,362 | ||
[1] | The fair value at the measurement date is equal to the carrying value on the balance sheet | ||||
[2] | The fair value of the derivative instruments was estimated using the Income Approach and the Black Scholes option pricing model with the following assumptions for the nine month period ended December 31, 2017 | ||||
[3] | The fair value of the derivative instruments was estimated using the Income Approach and the Black Scholes option pricing model with the following assumptions for the year ended December 31, 2016 |
Note 9 - Fair Value Measureme58
Note 9 - Fair Value Measurement - Fair Value Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Risk free interest rate | 1.56% | 0.82% |
Expected volatility | 87.00% | 117.30% |
Minimum [Member] | Conversion Feature Liability [Member] | ||
Expected life (Year) | 1 year 91 days | 1 year 91 days |
Minimum [Member] | Warrant Liability [Member] | ||
Expected life (Year) | 91 days | 91 days |
Maximum [Member] | ||
Risk free interest rate | 1.81% | 1.45% |
Expected volatility | 118.40% | 143.80% |
Maximum [Member] | Conversion Feature Liability [Member] | ||
Expected life (Year) | 3 years 91 days | 3 years 91 days |
Maximum [Member] | Warrant Liability [Member] | ||
Expected life (Year) | 3 years 91 days | 3 years 91 days |
Note 9 - Fair Value Measureme59
Note 9 - Fair Value Measurement - Fair Value of Assets Acquired on Non-recurring Basis (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Promasys B.V. customer list | [1],[2] | $ 85,786 | $ 82,173 | $ 92,444 |
Promasys B.V. software code | [1],[2] | 12,139 | 26,707 | 41,274 |
Total | [2] | 97,925 | 108,880 | 148,877 |
Promasys B.V. URLs/website | [1],[2] | 0 | $ 15,159 | |
Fair Value, Inputs, Level 1 [Member] | ||||
Promasys B.V. customer list | [1],[2] | 0 | 0 | |
Promasys B.V. software code | [1],[2] | 0 | 0 | |
Total | [2] | 0 | 0 | |
Promasys B.V. URLs/website | [1],[2] | 0 | ||
Fair Value, Inputs, Level 2 [Member] | ||||
Promasys B.V. customer list | [1],[2] | 0 | 0 | |
Promasys B.V. software code | [1],[2] | 0 | 0 | |
Total | [2] | 0 | 0 | |
Promasys B.V. URLs/website | [1],[2] | 0 | ||
Fair Value, Inputs, Level 3 [Member] | ||||
Promasys B.V. customer list | [1],[2] | 136,253 | 136,253 | |
Promasys B.V. software code | [1],[2] | 72,943 | 72,943 | |
Total | [2] | $ 209,196 | 278,010 | |
Promasys B.V. URLs/website | [1],[2] | $ 68,814 | ||
[1] | The acquired Promasys B.V. software code, customer list and URLs/website are not measured on a recurring basis since their initial fair value has been deemed to have a finite life and is being amortized periodically. Instead the Company performs an impairment analysis on a quarterly basis in order to determine whether the carrying value of the assets reflects the fair value of the assets in a market based transaction. | |||
[2] | The fair value of the acquired assets was estimated using the Income Approach with a discounted cash flow valuation methodology applied. |
Note 9 - Fair Value Measureme60
Note 9 - Fair Value Measurement - Unrealized Gain or Loss Included in Earnings (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
The net amount of gains/(losses) for the period included in earnings attributable to the unrealized and realized gain/(losses) from changes in derivative liabilities at the reporting date | $ 795,779 | $ (2,657,910) |
Note 9 - Fair Value Measureme61
Note 9 - Fair Value Measurement - Change in Level 3 Financial Liabilities Fair Value (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Balance, beginning of year | $ (6,325,092) | $ (2,816,166) |
Net realized gains/(losses) | 48,375 | 29,108 |
Net unrealized gains/(losses) relating to instruments still held at the reporting date | 747,404 | (2,687,018) |
Net purchases, issuances and settlements | 0 | (851,016) |
Net transfers in and/or out of Level 3 | 402,567 | 0 |
Balance, end of period | (5,126,746) | (6,325,092) |
Conversion Feature Liability [Member] | ||
Balance, beginning of year | (2,325,730) | (901,243) |
Net realized gains/(losses) | 48,375 | 29,108 |
Net unrealized gains/(losses) relating to instruments still held at the reporting date | 188,841 | (1,453,595) |
Net purchases, issuances and settlements | 0 | 0 |
Net transfers in and/or out of Level 3 | 402,567 | 0 |
Balance, end of period | (1,685,947) | (2,325,730) |
Warrant Liability [Member] | ||
Balance, beginning of year | (3,999,362) | (1,914,923) |
Net realized gains/(losses) | 0 | 0 |
Net unrealized gains/(losses) relating to instruments still held at the reporting date | 558,563 | (1,233,423) |
Net purchases, issuances and settlements | 0 | (851,016) |
Net transfers in and/or out of Level 3 | 0 | 0 |
Balance, end of period | $ (3,440,799) | $ (3,999,362) |
Note 10 - Commitments and Con62
Note 10 - Commitments and Contingencies (Details Textual) | Dec. 31, 2017USD ($)$ / sharesshares | Jun. 23, 2009USD ($) | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($) |
Operating Leases, Rent Expense | $ 1,125,147 | $ 1,071,363 | ||
Loss Contingency, Pending Claims, Number | 6,496,827 | 6,496,827 | ||
Proceeds from Warrant Exercises | $ 155,000 | 0 | ||
License Payments | $ 300,000 | |||
Additional Income (Expense) Related to Settlement Agreement | $ 108,702 | $ (94,129) | ||
Settlement and Licensing Agreement [Member] | ||||
Patent Royalty Percentage Obligation | 2.00% | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 1,000,000 | 1,000,000 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.01 | $ 0.01 | ||
Loss Contingency, Estimate of Possible Loss | $ 300,000 | $ 300,000 | ||
Class of Warrant or Right, Percentage, Exercised for Stock | 50.00% | |||
Stock Issued During Period, Shares, Exercise of Warrants | shares | 500,000 | |||
Class of Warrant or Right, Percentage, Exercised for Cash Payment | 50.00% | |||
Proceeds from Warrant Exercises | $ 145,000 |
Note 10 - Commitments and Con63
Note 10 - Commitments and Contingencies - Future Minimum Lease Payments (Details) | Dec. 31, 2017USD ($) |
2,018 | $ 651,376 |
2,019 | 475,638 |
2,020 | 339,287 |
2,021 | 269,962 |
2,022 | 266,000 |
Thereafter | 44,549 |
Total | $ 2,046,812 |
Note 10 - Commitments and Con64
Note 10 - Commitments and Contingencies - Minimum Royalty Payments Per Year (Details) | Dec. 31, 2017USD ($) |
2,018 | $ 112,500 |
Total | $ 112,500 |
Note 11 - Related Party Trans65
Note 11 - Related Party Transactions (Details Textual) - USD ($) | Aug. 31, 2017 | Nov. 19, 2015 | Mar. 18, 2013 | Dec. 16, 2008 | Aug. 29, 2008 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Feb. 29, 2016 | Apr. 30, 2015 | Apr. 01, 2015 | Feb. 03, 2015 | Jan. 31, 2015 | Dec. 31, 2013 | Dec. 18, 2013 | Feb. 22, 2013 | Oct. 16, 2012 | Sep. 30, 2009 | Jun. 30, 2008 | Feb. 29, 2008 |
Debt Instrument, Interest Rate, Stated Percentage | 2.00% | |||||||||||||||||||
Convertible Notes Payable | $ 6,170,000 | $ 7,050,000 | ||||||||||||||||||
Repayments of Notes Payable | 915,000 | 200,000 | ||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 2,000,000 | $ 5,000,000 | $ 4,000,000 | |||||||||||||||||
Long-term Line of Credit | $ 2,650,000 | |||||||||||||||||||
Line of Credit Facility, Interest Rate at Period End | 3.50% | |||||||||||||||||||
Interest Expense, Related Party | $ 947,688 | $ 918,189 | ||||||||||||||||||
The Northern Trust Company [Member] | ||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 2,000,000 | $ 5,000,000 | $ 4,000,000 | |||||||||||||||||
Line of Credit Facility, Interest Rate During Period | 2.00% | |||||||||||||||||||
Long-term Line of Credit | $ 2,650,000 | |||||||||||||||||||
Line of Credit Facility, Interest Rate at Period End | 3.50% | |||||||||||||||||||
Director Mr. Wit [Member] | ||||||||||||||||||||
Class of Warrant or Right Cancelled During the Period | 1,900,000 | |||||||||||||||||||
Interest Expense, Related Party Approximately Monthly Amount | $ 9,500 | |||||||||||||||||||
Chief Executive Officer [Member] | ||||||||||||||||||||
Notes Payable, Related Parties | $ 450,000 | |||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,800,000 | |||||||||||||||||||
Repayments of Notes Payable | $ 50,000 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.25 | |||||||||||||||||||
Interest Payable | $ 450,000 | |||||||||||||||||||
12% Promissory Notes [Member] | Chairman and Chief Technology Officer [Member] | ||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | |||||||||||||||||||
12% Promissory Notes [Member] | Chairman and Chief Technology Officer [Member] | ||||||||||||||||||||
Notes Payable, Related Parties | $ 20,000 | |||||||||||||||||||
Convertible Debentures [Member] | Chief Operating Officer [Member] | ||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | |||||||||||||||||||
Convertible Notes Payable | $ 25,000 | |||||||||||||||||||
Convertible Debentures [Member] | Director Mr. Wit [Member] | ||||||||||||||||||||
Convertible Notes Payable | $ 510,000 | |||||||||||||||||||
Due to Related Parties | $ 5,770,000 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 510,000 | |||||||||||||||||||
Promissory Notes [Member] | CEO And Director [Member] | ||||||||||||||||||||
Notes Payable, Related Parties | $ 400,000 | |||||||||||||||||||
Convertible Debenture Initiated In June 2008 [Member] | Director Mr. Wit [Member] | ||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||
Convertible Notes Payable | $ 1,260,000 | $ 1,770,000 | $ 1,770,000 | $ 1,770,000 | $ 1,770,000 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 3,540,000 | |||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.50 | |||||||||||||||||||
Convertible Debenture Initiated In February 2008 [Member] | Director Mr. Wit [Member] | ||||||||||||||||||||
Notes Payable, Related Parties | $ 150,000 | |||||||||||||||||||
Convertible Notes Payable | 4,475,000 | 4,475,000 | $ 125,000 | $ 4,350,000 | $ 4,200,000 | |||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 4,350,000 | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,680,000 | 8,700,000 | 250,000 | |||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.50 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Rate | 12.00% | |||||||||||||||||||
Extinguishment of Debt, Amount | $ 420,000 | |||||||||||||||||||
Class of Warrant or Right Cancelled During the Period | 1,680,000 | |||||||||||||||||||
Convertible Debenture Initiated In February 2008 [Member] | Director Mr. Wit [Member] | Extended Maturity Debentures [Member] | ||||||||||||||||||||
Convertible Notes Payable | $ 4,055,000 | |||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | ||||||||||||||||||||
Convertible Notes Payable | $ 5,075,000 | |||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Extended Maturity Debentures [Member] | ||||||||||||||||||||
Convertible Notes Payable | $ 360,000 | |||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Chairman and Chief Technology Officer [Member] | ||||||||||||||||||||
Convertible Notes Payable | 5,000 | |||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Chief Operating Officer [Member] | ||||||||||||||||||||
Convertible Notes Payable | 25,000 | |||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Director Mr. Wit [Member] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,680,000 | |||||||||||||||||||
Extinguishment of Debt, Amount | $ 420,000 | |||||||||||||||||||
Class of Warrant or Right Cancelled During the Period | 1,680,000 | |||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Director Mr. Wit [Member] | Extended Maturity Debentures [Member] | ||||||||||||||||||||
Convertible Notes Payable | $ 4,475,000 | |||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Chief Executive Officer and Director Mr. Wit [Member] | ||||||||||||||||||||
Repayments of Notes Payable | $ 55,000 | |||||||||||||||||||
Convertible Debentures Issued December 2008 [Member] | Chief Executive Officer [Member] | ||||||||||||||||||||
Convertible Notes Payable | $ 4,475,000 |
Note 12 - Stockholders' (Defi66
Note 12 - Stockholders' (Deficit) (Details Textual) | Dec. 31, 2017USD ($)$ / sharesshares | Sep. 29, 2017shares | Aug. 02, 2017shares | Jun. 26, 2017shares | Mar. 24, 2017shares | Dec. 30, 2016shares | Jul. 20, 2016shares | Jun. 16, 2016shares | Apr. 26, 2016shares | Apr. 25, 2016shares | Apr. 13, 2016shares | Dec. 31, 2015shares | Apr. 30, 2016shares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015shares | Dec. 31, 2014shares | Dec. 31, 1999shares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Nov. 30, 2010shares | Mar. 31, 2002shares | Feb. 28, 2002shares | Aug. 31, 2001shares |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 | 500,000,000 | 500,000,000 | 500,000,000 | |||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | |||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||
Common Stock, Shares, Issued | 148,542,805 | 148,542,805 | 147,786,917 | 148,542,805 | 148,542,805 | |||||||||||||||||||
Class of Warrant or Right, Outstanding | 27,020,000 | 22,900,000 | 27,020,000 | 27,860,000 | 22,900,000 | 27,020,000 | 27,020,000 | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 5,275,000 | 2,002,500 | 5,275,000 | 1,225,000 | 2,002,500 | 5,275,000 | 5,275,000 | |||||||||||||||||
Convertible Debt | $ | $ 6,170,000 | $ 6,170,000 | $ 6,170,000 | $ 6,170,000 | ||||||||||||||||||||
Debt Instrument, Convertible, Number of Equity Instruments | 12,240,000 | |||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 300,000 | 1,120,000 | ||||||||||||||||||||||
Preferred Stock, Amount of Preferred Dividends in Arrears | $ | $ 2,081,980 | $ 2,081,980 | ||||||||||||||||||||||
Conversion of Series A Preferred Stock into Common Shares [Member] | ||||||||||||||||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 14,615,696 | |||||||||||||||||||||||
Conversion of Stock, Shares Converted | 3,637,724 | |||||||||||||||||||||||
DataSci [Member] | ||||||||||||||||||||||||
Class of Warrant or Right, Percentage, Exercised for Stock | 50.00% | |||||||||||||||||||||||
Stock Issued During Period, Shares, Exercise of Warrants | 500,000 | |||||||||||||||||||||||
Equity Incentive Plan 2009 [Member] | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||||||||||||||||||||||
Employee [Member] | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 50,000 | 100,000 | 22,556 | 3,038 | 1,594 | 1,000,000 | 3,012 | |||||||||||||||||
Chief Financial Officer [Member] | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 100,000 | 100,000 | ||||||||||||||||||||||
Former Employee [Member] | Restricted Stock [Member] | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 16,668 | |||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 14,615,696 | 14,615,696 | 1,950,000 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 250,000 | 1,100,000 | ||||||||||||||||||||||
Stock Issued During Period, Shares, Exercise of Warrants | 500,000 | |||||||||||||||||||||||
Conversion of Stock, Shares Converted | 487,500 | |||||||||||||||||||||||
Common Stock [Member] | Director [Member] | Equity Incentive Plan 2009 [Member] | ||||||||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 360,000 | |||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 3 years | |||||||||||||||||||||||
Series A Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | ||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 5.00% | 5.00% | 5.00% | 5.00% | ||||||||||||||||||||
Preferred Stock, Shares Outstanding | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||
Preferred Stock, Shares Issued | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||
Convertible Preferred Stock, Conversion Price | $ / shares | $ 1.11 | |||||||||||||||||||||||
Convertible Preferred Stock, Conversion Term | 1 year | |||||||||||||||||||||||
Convertible Preferred Stock, Stock Price Trigger | $ / shares | $ 3 | |||||||||||||||||||||||
Convertible Preferred Stock, Threshold Consecutive Trading Days | 20 days | |||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ / shares | $ 1 | $ 1 | $ 1 | $ 1 | ||||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | $ 1 | $ 1 | $ 1 | $ 1 | ||||||||||||||||||||
Voting Rights, Number of Votes | 1 | |||||||||||||||||||||||
Conversion of Stock, Shares Converted | 235,000 | |||||||||||||||||||||||
Number of Shareholders, Exchange Offer Initiated | 34 | |||||||||||||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 4 | 4 | ||||||||||||||||||||||
Number of Shareholders, Exchange Offer Accepted | 4 | |||||||||||||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred Stock, Shares Authorized | 230,000 | 230,000 | 230,000 | 230,000 | 230,000 | 230,000 | 200,000 | |||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 8.00% | |||||||||||||||||||||||
Preferred Stock, Shares Outstanding | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||
Preferred Stock, Shares Issued | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||
Convertible Preferred Stock, Stock Price Trigger | $ / shares | $ 0.50 | |||||||||||||||||||||||
Convertible Preferred Stock, Threshold Consecutive Trading Days | 20 days | |||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ / shares | $ 10 | $ 10 | $ 10 | $ 10 | ||||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | 10 | $ 10 | 10 | $ 10 | ||||||||||||||||||||
Voting Rights, Number of Votes | 1 | |||||||||||||||||||||||
Conversion of Stock, Shares Converted | 200,000 | |||||||||||||||||||||||
Share Price | $ / shares | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | ||||||||||||||||||||
Convertible Preferred Stock, Public Offering Proceeds Threshold | $ | $ 25,000,000 | |||||||||||||||||||||||
Preferred Stock, Amount of Preferred Dividends in Arrears | $ | $ 609,887 | $ 609,887 | ||||||||||||||||||||||
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears | $ / shares | $ 3.05 | $ 3.05 | ||||||||||||||||||||||
Voting Rights, Number of Members of Board of Congress | 1 | |||||||||||||||||||||||
Series C Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred Stock, Shares Authorized | 747,500 | 747,500 | 747,500 | 747,500 | 747,500 | 747,500 | ||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 8.00% | |||||||||||||||||||||||
Preferred Stock, Shares Outstanding | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||
Preferred Stock, Shares Issued | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||
Convertible Preferred Stock, Threshold Consecutive Trading Days | 20 days | |||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share | $ / shares | $ 10 | $ 10 | $ 10 | $ 10 | ||||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | 10 | $ 10 | $ 10 | 10 | ||||||||||||||||||||
Voting Rights, Number of Votes | 1 | |||||||||||||||||||||||
Conversion of Stock, Shares Converted | 337,150 | |||||||||||||||||||||||
Share Price | $ / shares | $ 0.25 | $ 0.25 | $ 0.25 | $ 0.25 | ||||||||||||||||||||
Convertible Preferred Stock, Public Offering Proceeds Threshold | $ | $ 25,000,000 | |||||||||||||||||||||||
Preferred Stock, Amount of Preferred Dividends in Arrears | $ | $ 1,472,093 | $ 1,472,093 | ||||||||||||||||||||||
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears | $ / shares | $ 4.37 | $ 4.37 | ||||||||||||||||||||||
Voting Rights, Number of Members of Board of Congress | 2 | |||||||||||||||||||||||
Convertible Preferred Stock, Offering Price Threshold Ratio | 2.5 | |||||||||||||||||||||||
Series D Preferred Stock [Member] | ||||||||||||||||||||||||
Preferred Stock, Shares Authorized | 250,000 | 250,000 | 250,000 | 250,000 | 250,000 | 250,000 | ||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||
Preferred Stock, Shares Outstanding | 250,000 | 250,000 | 250,000 | 250,000 | 250,000 | |||||||||||||||||||
Preferred Stock, Shares Issued | 250,000 | 250,000 | 250,000 | 250,000 | 250,000 | |||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||||
Voting Rights, Number of Votes | 400 | |||||||||||||||||||||||
Preferred Stock, Right of First Refusal | 30 days | |||||||||||||||||||||||
Convertible Series B Preferred Stock [Member] | ||||||||||||||||||||||||
Share Price | $ / shares | $ 0.75 | $ 0.75 | $ 0.75 | $ 0.75 |
Note 12 - Stockholders' (Defi67
Note 12 - Stockholders' (Deficit) - Cumulative Arrearage of Undeclared Dividends (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Preferred Stock, Amount of Preferred Dividends in Arrears | $ 2,081,980 | $ 2,081,980 |
Series B Preferred Stock [Member] | ||
Preferred Stock, Amount of Preferred Dividends in Arrears | $ 609,887 | $ 609,887 |
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears | $ 3.05 | $ 3.05 |
Series C Preferred Stock [Member] | ||
Preferred Stock, Amount of Preferred Dividends in Arrears | $ 1,472,093 | $ 1,472,093 |
Preferred Stock, Per Share Amounts of Preferred Dividends in Arrears | $ 4.37 | $ 4.37 |
Note 12 - Stockholders' (Defi68
Note 12 - Stockholders' (Deficit) - Warrants (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Number outstanding (in shares) | 27,020,000 | 27,860,000 | 22,900,000 |
Weighted average remaining contractual life (Year) | 1 year 306 days | 2 years 259 days | |
Weighted average exercise price (in dollars per share) | $ 0.42 | $ 0.42 | |
Class of Warrant or Right, Exercisable (in shares) | 27,020,000 | 27,860,000 | |
Warrants exercisable, weighted average exercise price (in dollars per share) | $ 0.42 | $ 0.42 | |
Minimum [Member] | |||
Range of exercise price (in dollars per share) | 0.25 | 0.25 | |
Maximum [Member] | |||
Range of exercise price (in dollars per share) | $ 0.60 | $ 0.60 |
Note 12 - Stockholders' (Defi69
Note 12 - Stockholders' (Deficit) - Warrants Activity (Details) - shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Balance (in shares) | 27,860,000 | 22,900,000 |
Issued (in shares) | 0 | 4,970,000 |
Exercised (in shares) | 0 | 0 |
Expired/forfeited (in shares) | (840,000) | (10,000) |
Balance (in shares) | 27,020,000 | 27,860,000 |
Warrants exercisable at December 31, 2017 (in shares) | 27,020,000 | 27,860,000 |
Note 12 - Stockholders' (Defi70
Note 12 - Stockholders' (Deficit) - Accumulated Other Comprehensive Gain (Loss) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Balance | $ (21,127,798) | $ (21,418,474) |
Balance | (17,193,058) | (21,127,798) |
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||
Balance | (410,505) | (366,355) |
Activity | 13,268 | (44,150) |
Balance | (397,237) | (410,505) |
AOCI Attributable to Parent [Member] | ||
Balance | (410,505) | (366,355) |
Activity | 13,268 | (44,150) |
Balance | $ (397,237) | $ (410,505) |
Note 13 - Employee Equity Inc71
Note 13 - Employee Equity Incentive Plans (Details Textual) - USD ($) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Jun. 16, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 5,275,000 | 1,225,000 | 2,002,500 | |
Proceeds from Stock Options Exercised | $ 35,250 | $ 129,500 | ||
Employee Service Share-based Compensation, Tax Benefit from Compensation Expense | $ 0 | $ 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0.21 | $ 0.19 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 656,978 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 29 days | |||
The 2016 Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 10,500,000 | 10,000,000 | ||
Common Stock Available for Issuance Increasing Period | 9 years | |||
Common Stock Available for Issuance, Annual Increase Percent | 5.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||
Share-based Compensation Arrangement, Restricted Shares Granted to Employees, Number of Installments in Which Restrictions Lapse | 3 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 4,900,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 5,600,000 | |||
The 2016 Plan [Member] | Share-based Compensation Award, Tranche One [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 1 year | |||
The 2016 Plan [Member] | Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement, Installments for Vesting | 2 | |||
The 2016 Plan [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 0 | |||
The 2016 Plan [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |||
Equity Incentive Plan 2009 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 7,500,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 5 years | |||
Share-based Compensation Arrangement, Installments for Vesting | 2 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 375,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 0 | |||
Equity Incentive Plan 2009 [Member] | Share-based Compensation Award, Tranche One [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | 1 year | |||
Equity Incentive Plan 2009 [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number | 3,876,662 | |||
Equity Incentive Plan 2009 [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years |
Note 13 - Employee Equity Inc72
Note 13 - Employee Equity Incentive Plans - Stock Option Activity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Number of shares (in shares) | 1,225,000 | 2,002,500 | |
Weighted average exercise price (per share) (in dollars per share) | $ 0.17 | $ 0.14 | |
Weighted average remaining contractual term (in years) (Year) | 4 years 32 days | 2 years 226 days | 1 year 146 days |
Aggregate intrinsic value | $ 130,475 | $ 83,425 | $ 198,990 |
Number of shares, granted (in shares) | 4,650,000 | 450,000 | |
Weighted average exercise price (per share), granted (in dollars per share) | $ 0.26 | $ 0.20 | |
Number of shares, exercised (in shares) | (300,000) | (1,120,000) | |
Weighted average exercise price (per share), exercised (in dollars per share) | $ 0.13 | $ 0.12 | |
Number of shares, forfeited/cancelled/expired (in shares) | (300,000) | (107,500) | |
Weighted average exercise price (per share), forfeited/cancelled/expired (in dollars per share) | $ 0.14 | $ 0.29 | |
Number of shares (in shares) | 5,275,000 | 1,225,000 | 2,002,500 |
Weighted average exercise price (per share) (in dollars per share) | $ 0.26 | $ 0.17 | $ 0.14 |
Vested and exercisable at December 31, 2017 (in shares) | 400,000 | ||
Vested and exercisable at December 31, 2017 (in dollars per share) | $ 0.19 | ||
Vested and exercisable at December 31, 2017 (Year) | 1 year 153 days | ||
Vested and exercisable at December 31, 2017 | $ 32,638 |
Note 13 - Employee Equity Inc73
Note 13 - Employee Equity Incentive Plans - Vested Shares (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Number of options vested (in shares) | 62,500 | 162,500 |
Fair value of options vested | $ 12,742 | $ 33,622 |
Note 13 - Employee Equity Inc74
Note 13 - Employee Equity Incentive Plans - Stock Options Outstanding (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Low price range (in dollars per share) | $ 0 | $ 0 |
High price range (in dollars per share) | $ 0.50 | $ 0.50 |
Outstanding stock options (in shares) | 5,275,000 | 1,225,000 |
Weighted average remaining contractual life - outstanding (Year) | 4 years 32 days | 2 years 226 days |
Weighted average outstanding strike price - outstanding (in dollars per share) | $ 0.26 | $ 0.17 |
Vested stock options (in shares) | 400,000 | 737,500 |
Weighted average remaining contractual life - vested (Year) | 1 year 153 days | 1 year 138 days |
Weighted average outstanding strike price - vested (in dollars per share) | $ 0.19 | $ 0.15 |
Range One [Member] | ||
Low price range (in dollars per share) | 0 | 0 |
High price range (in dollars per share) | $ 0.20 | $ 0.20 |
Outstanding stock options (in shares) | 300,000 | 850,000 |
Weighted average remaining contractual life - outstanding (Year) | 1 year 339 days | 2 years 54 days |
Weighted average outstanding strike price - outstanding (in dollars per share) | $ 0.18 | $ 0.15 |
Vested stock options (in shares) | 250,000 | 625,000 |
Weighted average remaining contractual life - vested (Year) | 1 year 175 days | 1 year 116 days |
Weighted average outstanding strike price - vested (in dollars per share) | $ 0.17 | $ 0.14 |
Range Two [Member] | ||
Low price range (in dollars per share) | 0.21 | 0.21 |
High price range (in dollars per share) | $ 0.30 | $ 0.30 |
Outstanding stock options (in shares) | 4,250,000 | 375,000 |
Weighted average remaining contractual life - outstanding (Year) | 4 years 43 days | 3 years 255 days |
Weighted average outstanding strike price - outstanding (in dollars per share) | $ 0.25 | $ 0.23 |
Vested stock options (in shares) | 150,000 | 112,500 |
Weighted average remaining contractual life - vested (Year) | 1 year 109 days | 1 year 244 days |
Weighted average outstanding strike price - vested (in dollars per share) | $ 0.22 | $ 0.21 |
Range Three [Member] | ||
Low price range (in dollars per share) | 0.31 | 0.31 |
High price range (in dollars per share) | $ 0.50 | $ 0.50 |
Outstanding stock options (in shares) | 725,000 | 0 |
Weighted average remaining contractual life - outstanding (Year) | 4 years 299 days | 0 years |
Weighted average outstanding strike price - outstanding (in dollars per share) | $ 0.34 | $ 0 |
Vested stock options (in shares) | 0 | 0 |
Weighted average remaining contractual life - vested (Year) | 0 years | 0 years |
Weighted average outstanding strike price - vested (in dollars per share) | $ 0 | $ 0 |
Note 13 - Employee Equity Inc75
Note 13 - Employee Equity Incentive Plans - Fair Value Assumptions of Share-based Payments (Details) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Risk-free interest rate | 1.81% | 1.45% |
Expected dividend yield | 0.00% | 0.00% |
Expected volatility | 127.10% | 155.50% |
Expected life of options (in years) (Year) | 5 years | 5 years |
Note 13 - Employee Equity Inc76
Note 13 - Employee Equity Incentive Plans - Weighted Average Grant Date Fair Value Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Stock options granted during the period (in dollars per share) | $ 0.21 | $ 0.19 |
Stock options vested during the period (in dollars per share) | 0.20 | 0.21 |
Stock options forfeited during the period (in dollars per share) | $ 0.13 | $ 0.28 |
Note 13 - Employee Equity Inc77
Note 13 - Employee Equity Incentive Plans - Status of Non-vested Shares (Details) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Shares underlying stock options (in shares) | 4,875,000 | 487,500 |
Weighted average grant date fair value (in dollars per share) | $ 0.21 | $ 0.19 |
Note 14 - Income Taxes (Details
Note 14 - Income Taxes (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Loss Carryforwards | $ 32,543,685 | |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | (2,736,185) | |
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | 1,699,440 | |
Revaluation of Deferred Tax Assets (Liabilities) Due to Change in Tax Rate [Member] | ||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ (1,699,440) | |
Scenario, Forecast [Member] | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
Note 14 - Income Taxes - Reconc
Note 14 - Income Taxes - Reconciliation of Income Tax Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Federal statutory rate applied to income/(loss) before income taxes | $ 1,117,014 | $ 38,740 |
Increase/(decrease) in income taxes results from: | ||
Current tax expense/(benefit) | 1,194 | 1,069 |
Nondeductible expenses | (44,845) | 1,078,519 |
Change in deferred assets | (35,423) | 41,019 |
Change in valuation allowance | (1,036,746) | (1,158,278) |
Income tax expense/(benefit) | $ 1,194 | $ 1,069 |
Note 14 - Income Taxes - Compon
Note 14 - Income Taxes - Components of Income Tax Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Current tax expense/(benefit) | $ 1,194 | $ 1,069 |
Deferred tax expense/(benefit) | 1,037,940 | 1,159,347 |
Change in valuation allowance | (1,036,746) | (1,158,278) |
Total tax expense/(benefit) | 1,194 | 1,069 |
Bad Debt Allowance [Member] | ||
Deferred tax expense/(benefit) | 11,226 | (23,699) |
Operating Loss Carryforward [Member] | ||
Deferred tax expense/(benefit) | 1,060,942 | 1,140,957 |
Amortization of Intangibles [Member] | ||
Deferred tax expense/(benefit) | 5,482 | 5,482 |
Patent Litigation Settlement [Member] | ||
Deferred tax expense/(benefit) | $ (40,904) | $ 35,538 |
Note 14 - Income Taxes - Deferr
Note 14 - Income Taxes - Deferred Income Taxes (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Amortization of intangibles | $ 261,771 | $ 267,253 |
Bad debt allowance | 55,436 | 66,662 |
Patent litigation liability accrual | 169,709 | 128,804 |
Impact of the Tax Cuts and Jobs Act | (1,699,440) | 0 |
Operating loss carryforwards | 17,973,631 | 19,034,573 |
Gross deferred tax assets | 16,761,107 | 19,497,292 |
Valuation allowance | (16,761,107) | (19,497,292) |
Net deferred tax liability/(asset) | $ 0 | $ 0 |
Note 15 - Subsequent Events (De
Note 15 - Subsequent Events (Details Textual) - Algorithm [Member] - Subsequent Event [Member] | 3 Months Ended |
Apr. 01, 2018USD ($)shares | |
Payments to Acquire Businesses, Gross | $ | $ 500,000 |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 1,666,667 |