Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 21, 2014 | Jun. 30, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'TALON INTERNATIONAL, INC. | ' | ' |
Document Type | '10-K | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 91,990,747 | ' |
Entity Public Float | ' | ' | $1,143,166 |
Amendment Flag | 'false | ' | ' |
Entity Central Index Key | '0001047881 | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets: | ' | ' |
Cash and cash equivalents | $3,779,508 | $8,927,333 |
Accounts receivable, net | 3,576,925 | 3,635,136 |
Inventories, net | 800,240 | 730,503 |
Prepaid expenses and other current assets | 973,836 | 456,460 |
Total current assets | 9,130,509 | 13,749,432 |
Property and equipment, net | 614,592 | 763,770 |
Intangible assets, net | 4,267,110 | 4,279,943 |
Deferred income tax assets, net | 6,050,402 | ' |
Other assets | 460,226 | 182,671 |
Total assets | 20,522,839 | 18,975,816 |
Current liabilities: | ' | ' |
Accounts payable | 7,158,938 | 7,866,662 |
Revolving credit loan | 1,000,000 | ' |
Current portion of term loan payable | 1,666,667 | ' |
Current portion of capital lease obligations | ' | 3,247 |
Total current liabilities | 12,706,369 | 9,893,444 |
Term loan payable, net of current portion | 3,333,333 | ' |
Deferred income tax liabilities | 30,388 | 945,543 |
Other liabilities | 22,169 | 186,051 |
Total liabilities | 16,092,259 | 11,025,038 |
Commitments and contingencies (Note 9) | ' | ' |
Stockholders’ Equity (Deficit): | ' | ' |
Common Stock, $0.001 par value, 300,000,000 shares authorized; 91,342,215 and 23,400,808 shares issued and outstanding at December 31, 2013 and December 31, 2012, respectively | 91,342 | 23,401 |
Additional paid-in capital | 64,046,631 | 58,458,731 |
Accumulated deficit | -59,822,178 | -74,578,052 |
Accumulated other comprehensive income | 114,785 | 67,482 |
Total stockholders’ equity (deficit) | 4,430,580 | -16,028,438 |
Total liabilities, preferred stock and stockholders’ equity (deficit) | 20,522,839 | 18,975,816 |
Accrued Incentive Payments [Member] | ' | ' |
Current liabilities: | ' | ' |
Accrued Liabilities, Current | 667,500 | 332,815 |
Other Accrued Expenses [Member] | ' | ' |
Current liabilities: | ' | ' |
Accrued Liabilities, Current | 2,213,264 | 1,690,720 |
Convertible Preferred Stock [Member] | Series B Preferred Stock [Member] | ' | ' |
Current liabilities: | ' | ' |
Series B Convertible Preferred Stock, $0.001 par value; no shares authorized, issued or outstanding at December 31, 2013; 407,160 shares authorized, issued and outstanding at December 31, 2012 | ' | $23,979,216 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Common Stock, par value (in Dollars per share) | $0.00 | $0.00 |
Common Stock, shares authorized | 300,000,000 | 100,000,000 |
Common Stock, shares issued | 91,342,215 | 23,400,808 |
Common Stock,shares outstanding | 91,342,215 | 23,400,808 |
Convertible Preferred Stock [Member] | Series B Preferred Stock [Member] | ' | ' |
Series B Convertible Preferred Stock par value (in Dollars per share) | $0.00 | $0.00 |
Series B Convertible Preferred Stock shares authorized | 407,160 | 407,160 |
Series B Convertible Preferred Stock shares issued | 0 | 0 |
Series B Convertible Preferred Stock shares outstanding | 0 | 0 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Income (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Net sales | $52,447,387 | $44,600,872 | $41,668,507 |
Cost of goods sold | 35,474,536 | 30,140,471 | 28,464,741 |
Gross profit | 16,972,851 | 14,460,401 | 13,203,766 |
Sales and marketing expenses | 5,889,087 | 4,974,037 | 4,260,609 |
General and administrative expenses | 8,326,540 | 8,491,596 | 7,603,909 |
Total operating expenses | 14,215,627 | 13,465,633 | 11,864,518 |
Income from operations | 2,757,224 | 994,768 | 1,339,248 |
Interest expense, net | 25,777 | 47,308 | 123,998 |
Income before provision for income taxes | 2,731,447 | 947,460 | 1,215,250 |
Provision for (benefit from) income taxes, net | -6,999,640 | 268,113 | 486,117 |
Net income | 9,731,087 | 679,347 | 729,133 |
Other comprehensive income - Foreign currency translation | 47,303 | 5,253 | 31,474 |
Series B Preferred Stock liquidation preference increase | -1,914,470 | -3,307,478 | -2,851,274 |
Series B Preferred Stock redemption discount, net | 6,939,257 | ' | ' |
Net income (loss) applicable to Common Stockholders | 14,755,874 | -2,628,131 | -2,122,141 |
Per share amounts: | ' | ' | ' |
Net income (in Dollars per share) | $0.17 | $0.03 | $0.04 |
Net income (applicable to) redeemed from Preferred Stockholders (in Dollars per share) | $0.09 | ($0.15) | ($0.14) |
Basic net income (loss) applicable to Common Stockholders (in Dollars per share) | $0.26 | ($0.12) | ($0.10) |
Diluted net income (loss) applicable to Common Stockholders (in Dollars per share) | $0.24 | ($0.12) | ($0.10) |
Weighted average number of common shares outstanding - Basic (in Shares) | 56,213,272 | 22,458,185 | 20,567,640 |
Weighted average number of common shares outstanding - Diluted (in Shares) | 60,554,721 | 22,458,185 | 20,567,640 |
Net income | 9,731,087 | 679,347 | 729,133 |
Other comprehensive income - Foreign currency translation | 47,303 | 5,253 | 31,474 |
Series B Preferred Stock liquidation preference increase | -1,914,470 | -3,307,478 | -2,851,274 |
Series B Preferred Stock redemption discount, net | 6,939,257 | ' | ' |
Total comprehensive income | $9,778,390 | $684,600 | $760,607 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders’ Equity (Deficit) (USD $) | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings [Member] | Retained Earnings [Member] | Series B Convertible Preferred Stock [Member] | Total |
Series B Convertible Preferred Stock [Member] | |||||||
Balance at Dec. 31, 2010 | $20,291 | $56,975,314 | $30,755 | ' | ($69,827,780) | ' | ($12,801,420) |
Balance (in Shares) at Dec. 31, 2010 | 20,291,433 | ' | ' | ' | ' | ' | ' |
Stock based compensation | ' | 961,477 | ' | ' | ' | ' | 961,477 |
Foreign currency translation | ' | ' | 31,474 | ' | ' | ' | 31,474 |
Exercise of stock options | 110 | 11,920 | ' | ' | ' | ' | 12,030 |
Exercise of stock options (in Shares) | 109,375 | ' | ' | ' | ' | ' | ' |
RSU’s settlement in Common Stock | 600 | -600 | ' | ' | ' | ' | 600 |
RSU’s settlement in Common Stock (in Shares) | 600,000 | ' | ' | ' | ' | ' | ' |
Series B Preferred Stock Liquidation Preference Increase | ' | ' | ' | -2,851,274 | ' | -2,851,274 | 2,851,274 |
Net income | ' | ' | ' | ' | 729,133 | ' | 729,133 |
Balance at Dec. 31, 2011 | 21,001 | 57,948,111 | 62,229 | ' | -71,949,921 | ' | -13,918,580 |
Balance (in Shares) at Dec. 31, 2011 | 21,000,808 | ' | ' | ' | ' | ' | ' |
Stock based compensation | ' | 513,020 | ' | ' | ' | ' | 513,020 |
Foreign currency translation | ' | ' | 5,253 | ' | ' | ' | 5,253 |
RSU’s settlement in Common Stock | 2,400 | -2,400 | ' | ' | ' | ' | 2,400 |
RSU’s settlement in Common Stock (in Shares) | 2,400,000 | ' | ' | ' | ' | ' | ' |
Series B Preferred Stock Liquidation Preference Increase | ' | ' | ' | -3,307,478 | ' | -3,307,478 | 3,307,478 |
Net income | ' | ' | ' | ' | 679,347 | ' | 679,347 |
Balance at Dec. 31, 2012 | 23,401 | 58,458,731 | 67,482 | ' | -74,578,052 | ' | -16,028,438 |
Balance (in Shares) at Dec. 31, 2012 | 23,400,808 | ' | ' | ' | ' | ' | ' |
Stock based compensation | ' | 538,781 | ' | ' | ' | ' | 538,781 |
Foreign currency translation | ' | ' | 47,303 | ' | ' | ' | 47,303 |
Exercise of stock options | 5 | -1,394 | ' | ' | ' | ' | -1,389 |
Exercise of stock options (in Shares) | 4,998 | ' | ' | ' | ' | ' | ' |
RSU’s settlement in Common Stock | 7,401 | -7,401 | ' | ' | ' | ' | 7,401 |
RSU’s settlement in Common Stock (in Shares) | 7,401,300 | ' | ' | ' | ' | ' | ' |
Common stock redemption | -576 | -218,304 | ' | ' | ' | ' | -218,880 |
Common stock redemption (in Shares) | -576,000 | ' | ' | ' | ' | ' | ' |
Series B Preferred Stock Liquidation Preference Increase | ' | ' | ' | -1,914,470 | ' | -1,914,470 | 1,914,470 |
Series B preferred stock redemption discount | ' | ' | ' | 6,939,257 | ' | 6,939,257 | 6,939,257 |
Common stock issued, net | 61,111 | 5,276,218 | ' | ' | ' | ' | 5,337,329 |
Common stock issued, net (in Shares) | 61,111,109 | ' | ' | ' | ' | ' | ' |
Net income | ' | ' | ' | ' | 9,731,087 | ' | 9,731,087 |
Balance at Dec. 31, 2013 | $91,342 | $64,046,631 | $114,785 | ' | ($59,822,178) | ' | $4,430,580 |
Balance (in Shares) at Dec. 31, 2013 | 91,342,215 | ' | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Sto1
Consolidated Statements of Stockholders’ Equity (Deficit) (Parentheticals)(Series A Preferred Stock [Member]) | Dec. 31, 2012 | Dec. 31, 2011 |
Series A preferred stock, shares authorized | 250,000 | 250,000 |
Series A preferred stock, shares issued | 0 | 0 |
Series A preferred stock, shares outstanding | 0 | 0 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | |
Promissory Note [Member] | Other Notes Payable [Member] | ||||
Cash flows from operating activities: | ' | ' | ' | ' | ' |
Net income | $9,731,087 | $679,347 | $729,133 | ' | ' |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' | ' | ' | ' |
Depreciation and amortization | 493,981 | 525,439 | 605,987 | ' | ' |
Gain on disposal of equipment | -408 | -67,576 | -38,976 | ' | ' |
Amortization of deferred financing cost and debt discounts | ' | 17,500 | 30,000 | ' | ' |
Stock based compensation | 538,781 | 513,020 | 961,477 | ' | ' |
Deferred income taxes (benefits), net | -7,358,541 | 210,721 | 240,686 | ' | ' |
Bad debt expense (recovery) | 42,204 | -32,718 | 28,350 | ' | ' |
Inventory valuation provisions, net | 65,241 | 48,094 | -35,824 | ' | ' |
Changes in operating assets and liabilities: | ' | ' | ' | ' | ' |
Accounts receivable | 36,185 | 246,483 | -391,920 | ' | ' |
Inventories | -134,870 | 297,928 | 231,293 | ' | ' |
Prepaid expenses and other current assets | -117,803 | -140,968 | 19,079 | ' | ' |
Other assets | -26,322 | 20,196 | 21,415 | ' | ' |
Accounts payable and accrued expenses | 86,179 | 1,728,957 | 1,001,978 | ' | ' |
Other liabilities | -163,882 | -193,752 | -361,074 | ' | ' |
Net cash provided by operating activities | 3,191,832 | 3,852,671 | 3,041,604 | ' | ' |
Cash flows from investing activities: | ' | ' | ' | ' | ' |
Proceeds from the sale of equipment | 2,325 | 168 | 55,000 | ' | ' |
Capital expenditures | -330,948 | -196,074 | -173,401 | ' | ' |
Acquisitions of intangibles | ' | -178,722 | ' | ' | ' |
Net cash used in investing activities | -328,623 | -374,628 | -118,401 | ' | ' |
Cash flows from financing activities: | ' | ' | ' | ' | ' |
Proceeds from exercise of stock options | ' | ' | 12,030 | ' | ' |
Payments related to tax withholding on exercise of stock options | -1,389 | ' | ' | ' | ' |
Common stock issued | 5,500,000 | ' | ' | ' | ' |
Common stock issuance costs | -162,671 | ' | ' | ' | ' |
Common stock redemptions | -218,880 | ' | ' | ' | ' |
Revolving credit loan borrowing | 1,000,000 | ' | ' | ' | ' |
Term loan payable borrowing | 5,000,000 | ' | ' | ' | ' |
Financing costs associated with credit facilities | -250,000 | ' | ' | ' | ' |
Payment of notes payable | ' | ' | ' | -5,800,000 | -66,675 |
Net cash used in financing activities | -8,090,616 | -312,042 | -38,321 | ' | ' |
Payment of capital leases | -3,247 | -4,410 | -6,011 | ' | ' |
Payment of notes payable to related parties | ' | -240,957 | -44,340 | ' | ' |
Net effect of foreign currency exchange translation on cash | 79,582 | 11,991 | 69,175 | ' | ' |
Net increase (decrease) in cash and cash equivalents | -5,147,825 | 3,177,992 | 2,954,057 | ' | ' |
Cash and cash equivalents at beginning of period | 8,927,333 | 5,749,341 | 2,795,284 | ' | ' |
Cash and cash equivalents at end of period | $3,779,508 | $8,927,333 | $5,749,341 | ' | ' |
Supplemental_Disclosures_of_Ca
Supplemental Disclosures of Cash Flow Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Cash received (paid) during the period for: | ' | ' | ' |
Interest paid | ($29,199) | ($2,910) | ($119,951) |
Interest received | 4,415 | 3,809 | 4,190 |
Income tax paid, net (principally foreign) | -428,286 | -331,139 | -140,148 |
Non-cash financing activities: | ' | ' | ' |
Series B preferred stock liquidation preference increase | -1,914,470 | -3,307,478 | -2,851,274 |
Series B preferred stock redemption discount | 7,093,686 | ' | ' |
Series B preferred stock redemption through issuance of promissory note | 5,800,000 | ' | ' |
Restricted stock units settled in common stock | 7,401 | 2,400 | 600 |
Interest accrued on notes payable | ' | 1,540 | 11,587 |
Capital Lease Terminations [Member] | ' | ' | ' |
Non-cash financing activities: | ' | ' | ' |
Other significant noncash transaction | ' | 9,802 | ' |
Effect of Foreign Currency Translation on Net Assets [Member] | ' | ' | ' |
Non-cash financing activities: | ' | ' | ' |
Other significant noncash transaction | 47,303 | 5,253 | -31,474 |
Equipment Exchanged for Manufacturing Services [Member] | ' | ' | ' |
Non-cash financing activities: | ' | ' | ' |
Other significant noncash transaction | ' | $67,632 | $46,368 |
Note_1_Summary_of_Significant_
Note 1 - Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||
Significant Accounting Policies [Text Block] | ' | |||||||||||||
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||
Nature of Business | ||||||||||||||
Talon International, Inc. (together with its subsidiaries, the “Company”) is an apparel company that specializes in the distribution of trim items to manufacturers of fashion apparel, specialty retailers and mass merchandisers. The Company acts as a full service outsourced trim management department for manufacturers, a specified supplier of trim items to owners of specific brands, brand licensees and retailers, a manufacturer and distributor of zippers under the Talon brand name and a distributor of stretch waistbands that utilize licensed patented technology under the Tekfit brand name. | ||||||||||||||
Organization and Basis of Presentation | ||||||||||||||
Talon International, Inc. is the parent holding company of Tag-It, Inc., a California corporation (“Tag-It”), Talon Technologies, Inc., a California corporation (“Talon Tech”), formerly A.G.S. Stationery, Inc., Tag-It Pacific Limited, a Hong Kong corporation (“Tag-It HK”), Talon Zipper (Shenzhen) Co. Ltd., a China corporation and Talon International Private Limited, an India corporation (collectively, the “Subsidiaries”), all of which are wholly-owned operating subsidiaries of the Company. | ||||||||||||||
All significant intercompany accounts and transactions have been eliminated in consolidation. Assets and liabilities of foreign subsidiaries are translated at rates of exchange in effect at the close of the period. Revenues and expenses are translated at the weighted average of exchange rates in effect during the year. The resulting translation gains and losses are deferred and are shown as a separate component of stockholders’ deficit, if material, and transaction gains and losses, if any, are recorded in the consolidated statement of operations in the period incurred. During 2013, 2012 and 2011, foreign currency translation and transaction gains and losses were not material. The Company does not engage in hedging activities with respect to exchange rate risk. | ||||||||||||||
Use of Estimates | ||||||||||||||
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the year. The accounting estimates that require the Company’s most significant, difficult and subjective judgments include the valuation of allowances for accounts receivable and inventory, the assessment of recoverability of long-lived assets and intangible assets, stock-based compensation and the recognition and measurement of current and deferred income taxes (including the measurement of uncertain tax positions). Actual results could differ materially from the Company’s estimates. | ||||||||||||||
Cash and Cash Equivalents | ||||||||||||||
The Company considers all highly liquid investments purchased with an initial maturity of three months or less to be cash equivalents. The Company had approximately $3.4 million and $3.1 million at financial institutions in excess of governmentally insured limits at December 31, 2013 and 2012. | ||||||||||||||
Allowance for Accounts Receivable Doubtful Accounts | ||||||||||||||
The Company is required to make judgments as to the collectability of accounts receivable based on established aging policy, historical experience and future expectations. The allowances for doubtful accounts represent allowances for customer trade accounts that are estimated to be partially or entirely uncollectible. These allowances are used to reduce gross trade receivables or notes receivable to their net realizable value. The Company records these allowances based on estimates related to the following factors: (i) customer specific allowances; (ii) amounts based upon an aging schedule; and (iii) an estimated amount, based on the Company’s historical experience, for issues not yet identified. The Company writes off an account when it is considered to be uncollectible. The total allowance for accounts receivable doubtful accounts at December 31, 2013 and 2012 was $41,596 and $1,093, respectively. | ||||||||||||||
Inventories | ||||||||||||||
Inventories are stated at the lower of cost, determined using the first-in, first-out basis, or market value and are all substantially finished goods. The costs of inventory include the purchase price, inbound freight and duties, conversion costs and certain allocated production overhead costs. Inventory reserves are recorded for damaged, obsolete, excess and slow-moving inventory. The Company uses estimates to record these reserves. Slow-moving inventory is reviewed by category and may be partially or fully reserved for depending on the type of product and the length of time the product has been included in inventory. Reserve adjustments are made for the difference between the cost of the inventory and the estimated market value, if lower, and charged to operations in the period in which the facts that give rise to these adjustments become known. Market value of inventory is estimated based on the impact of market trends, an evaluation of economic conditions and the value of current orders relating to the future sales of this type of inventory. | ||||||||||||||
Inventories consist of the following: | ||||||||||||||
December 31, | ||||||||||||||
2013 | 2012 | |||||||||||||
Finished goods | $ | 1,029,759 | $ | 991,635 | ||||||||||
Less inventory valuation reserves | (229,519 | ) | (261,132 | ) | ||||||||||
Total inventories | $ | 800,240 | $ | 730,503 | ||||||||||
Impairment of Long-Lived Assets | ||||||||||||||
The Company records impairment charges when the carrying amounts of long-lived assets are determined not to be recoverable. Impairment is measured by assessing the usefulness of an asset or by comparing the carrying value of an asset to its fair value. Fair value is typically determined using quoted market prices, if available, or an estimate of undiscounted future cash flows expected to result from the use of the asset and its eventual disposition. The amount of impairment loss is calculated as the excess of the carrying value over the fair value. Changes in market conditions and management strategy have historically caused us to reassess the carrying amount of the Company’s long-lived assets. The Company completed the required assessment as at the end of 2013, 2012 and 2011, and noted no impairment. | ||||||||||||||
Property and Equipment | ||||||||||||||
Property and equipment are recorded at historical cost. Maintenance and repairs are expensed as incurred. Upon retirement or other disposition of property and equipment, the related cost and accumulated depreciation or amortization are removed from the accounts and any gains or losses are included in results of operations. | ||||||||||||||
Property and equipment consist of the following: | ||||||||||||||
December 31, | Depreciable Life | |||||||||||||
2013 | 2012 | In Years (1) | ||||||||||||
Furniture and fixtures | $ | 298,956 | $ | 295,298 | 5 | |||||||||
Machinery and equipment | 819,398 | 791,354 | 5 | - | 10 | |||||||||
Software and computer equipment | 4,078,347 | 3,909,233 | 3 | - | 5 | |||||||||
Leasehold improvements (2) | 454,664 | 436,311 | ||||||||||||
Automobile | - | 15,711 | 4 | |||||||||||
Cost, total | 5,651,365 | 5,447,907 | ||||||||||||
Less: Accumulated depreciation and amortization | (5,036,773 | ) | (4,684,137 | ) | ||||||||||
Property and equipment, net | $ | 614,592 | $ | 763,770 | ||||||||||
-1 | Depreciation of property and equipment is computed using the straight-line method based on estimated useful lives as shown above. | |||||||||||||
-2 | Depreciated life for leasehold improvements represents the term of the lease or the estimated life of the related improvements, whichever is shorter. | |||||||||||||
Intangible Assets, net | ||||||||||||||
Intangible assets consist of the Talon trade name acquired in a purchase business combination, patents, licenses, intellectual property rights and technology. Intangible assets acquired in a purchase business combination and determined to have an indefinite useful life are not amortized, but instead are tested for impairment at least annually in accordance with the provisions of FASB Accounting Standards Codification (“ASC”) 350, “Intangibles - Goodwill and Other”. Intangible assets with estimable useful lives are amortized over their respective estimated useful lives using the straight-line method, and are reviewed for impairment in accordance with the provisions of ASC 360, “Property, Plant and Equipment”. Costs incurred to renew or extend the term of recognized intangible assets are capitalized and amortized over the useful life of the asset. | ||||||||||||||
In July 2012, the FASB issued Accounting Standards Update (“ASU”) 2012-02, “Intangibles – Goodwill and Other - Testing Indefinite-lived Intangible Assets for Impairment.” The updated guidance gives companies the option to first perform a qualitative assessment to determine whether it is more likely than not, defined as a likelihood of more than 50%, that an indefinite-lived intangible asset is impaired. If it is determined that it is more likely than not that an impairment exists, then the company is required to estimate the fair value of the indefinite-lived intangible assets and perform a quantitative impairment test in accordance with ASU 350-30. The updated guidance was effective for annual and interim indefinite lived intangibles asset impairment tests performed for fiscal years, and interim periods within those years, beginning after September 15, 2012. Early adoption was permitted as of a date before July 27, 2012. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements. The Company completed the required assessment as at the end of 2013, 2012 and 2011, and noted no impairment. | ||||||||||||||
On April 2, 2002, the Company entered into an Exclusive License and Intellectual Property Rights Agreement (the “License Agreement”) with Pro-Fit Holdings Limited (“Pro-Fit”). The License Agreement granted the Company the exclusive rights to sell or sublicense waistbands manufactured under patented technology developed by Pro-Fit for garments manufactured anywhere in the world for sale in the United States market and to all United States brands. The License Agreement had an indefinite term that extended for the duration of the trade secrets and patented technology licensed under the License Agreement. The Company recorded an intangible asset amounting to $612,500 which has been fully amortized. | ||||||||||||||
During the quarter ended March 31, 2012 the Company completed the acquisition from Pro-Fit and related parties of all U.S. patents, applications, trademarks, rights and technology associated with the stretch waistband technology that was formerly exclusively licensed under the License Agreement, and the License Agreement was terminated. During the quarter ended March 31, 2012 the Company also acquired other intellectual property related to accessory components used with a variety of apparel products. The total purchase price and related fees for all intangibles acquired in 2012 totaled $178,722, and is amortized based on the estimated useful lives between 10 and 17 years. Amortization expense for intangible assets for the year ended December 31, 2013 and 2012 was $12,833 and $9,530, respectively. | ||||||||||||||
Intangible assets as of December 31, 2013 and 2012 are as follows: | ||||||||||||||
December 31, | ||||||||||||||
2013 | 2012 | |||||||||||||
Tradename – Talon trademark | $ | 4,110,751 | $ | 4,110,751 | ||||||||||
Intellectual property rights and exclusive license | 178,722 | 178,722 | ||||||||||||
Less: Accumulated amortization | (22,363 | ) | (9,530 | ) | ||||||||||
Intellectual property rights, net | 156,359 | 169,192 | ||||||||||||
Intangible assets, net | $ | 4,267,110 | $ | 4,279,943 | ||||||||||
Convertible Preferred Stock | ||||||||||||||
On July 12, 2013 the Company entered into a Securities Redemption Agreement (the “Redemption Agreement”) with CVC California, LLC (“CVC”). Pursuant to the Redemption Agreement, the Company repurchased from CVC all of the 407,160 outstanding shares of the Company’s Series B Convertible Preferred Stock (the “Series B Preferred Stock”) for an aggregate purchase price of $18,800,000. The purchase price was paid by delivery of $13,000,000 in cash and the issuance to CVC of a promissory note in the principal amount of $5,800,000 (the “Promissory Note”). As of the date of the transaction, the total value of the Series B Convertible Preferred Stock was $25,893,686, and a redemption discount (net of redemption costs of $154,429) of $6,939,257 was recorded to accumulated deficit on the consolidated balance sheets, and reflected in the earnings per share calculation of net income available to common stockholders. The Promissory Note was subsequently paid at December 31, 2013. | ||||||||||||||
The Company classified its conditionally redeemable convertible preferred shares, which were subject to redemption upon the occurrence of uncertain events not solely within the Company’s control, as temporary equity in the mezzanine section of the consolidated balance sheets, in accordance with the guidance enumerated in FASB ASC No. 480-10 “Distinguishing Liabilities from Equity”, FASB ASC No. 210 “Classification and Measurement of Redeemable Securities” and Rule 5-02.28 of Regulation S-X, when determining the classification and measurement of preferred stock. | ||||||||||||||
The Company evaluated the conversion option of its convertible preferred shares in accordance with FASB ASC No. 470-20, “Debt with Conversion and Other Options”, Accounting for Convertible Securities with Beneficial Conversion Features (“BCF”) or Contingently Adjustable Conversion Ratios. A convertible financial instrument includes a BCF when the fair market value of the preferred stock is lower than the value of common stock when the preferred stock converts to common stock at the issuance date. The BCF is recognized separately at issuance by allocating a portion of the proceeds equal to the intrinsic value of the feature to additional paid-in capital. | ||||||||||||||
The convertible preferred shares, which were redeemable preferred securities, were reported at their then current liquidation preference amount. Redeemable securities initially are recorded at their fair value minus the BCF and minus preferred stock issuance costs, and then were subsequently adjusted for changes in the preferred stock value in accordance with the following guidelines: | ||||||||||||||
● | When an equity instrument is not currently redeemable, but it is probable that the equity instrument will become redeemable (for example, when the redemption depends solely on the passage of time), then changes in the redemption value are recognized as they occur, and the carrying amount of the instrument is adjusted to equal the current redemption value. An increase in the carrying amount of the instrument reduces income available to common stockholders in the calculation of earnings per share. | |||||||||||||
● | When the liquidation preference increases on preferred shares, it is added to the preferred stock carrying amount, and reduces income available to common stockholders in the calculation of earnings per share. | |||||||||||||
Revenue Recognition | ||||||||||||||
Sales are recognized when persuasive evidence of an arrangement exists, product delivery has occurred, pricing is fixed or determinable and collection is reasonably assured. Sales resulting from customer buy-back agreements, or associated inventory storage arrangements are recognized upon delivery of the products to the customer, the customer’s designated manufacturer, or upon notice from the customer to destroy or dispose of the goods. Sales, provisions for estimated sales returns and the cost of goods sold are recorded at the time title transfers to customers. Actual product returns are charged against estimated sales return allowances. | ||||||||||||||
Sales rebates and discounts are common practice in the industries in which the Company operates. Volume, promotional, price, cash and other discounts and customer incentives are accounted for as a reduction to gross sales. Rebates and discounts are recorded based upon estimates at the time products are sold. These estimates are based upon historical experience for similar programs and products. The Company reviews such rebates and discounts on an ongoing basis and accruals for rebates and discounts are adjusted, if necessary, as additional information becomes available. | ||||||||||||||
Shipping and Handling Costs | ||||||||||||||
The Company records shipping and handling costs billed to customers as a component of revenue and shipping and handling costs incurred by the Company for outbound freight are recorded as a component of cost of goods sold. | ||||||||||||||
Income Taxes | ||||||||||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax benefit carry-forwards. Deferred tax liabilities and assets at the end of each period are determined using enacted tax rates. The Company records deferred tax assets arising from temporary timing differences between recorded net income and taxable net income when and if the Company believes that future earnings will be sufficient to realize the tax benefit. For those jurisdictions where the expiration date of tax benefit carry-forwards or the projected taxable earnings indicate that realization is not likely, a valuation allowance is provided. | ||||||||||||||
The provisions of FASB ASC 740, "Income Taxes," (“ASC 740”) require the establishment of a valuation allowance when, based on currently available information and other factors, it is more likely than not that all or a portion of a deferred tax asset will not be realized. ASC 740 provides that an important factor in determining whether a deferred tax asset will be realized is whether there has been sufficient income in recent years and whether sufficient income is expected in future years in order to utilize the deferred tax asset. | ||||||||||||||
The Company believes that its estimate of deferred tax assets and determination to record a valuation allowance against such assets are critical accounting estimates because they are subject to, among other things, an estimate of future taxable income, which is susceptible to change and dependent upon events that may or may not occur, and because the impact of recording a valuation allowance may be material to the assets reported on the balance sheet and results of operations. On December 31, 2013 the Company recognised deferred tax assets, net in the amount of $7,491,957 principally associated with our U.S. operating loss carryforwards. As of December 31, 2013, after careful evaluation of the Company’s historical operating results, business operation model, specific cost and income considerations and projected earnings, the Company concluded that there was sufficient evidence to ensure that it is more likely than not that the Company will be able to substantially utilize its U.S. operating loss carryforwards (See Note 8). | ||||||||||||||
On January 1, 2007 the Company adopted the provisions of accounting guidance regarding uncertain income tax positions under ASC 740. ASC 740 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on the recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition associated with income tax liabilities. As a result of the implementation of ASC 740, the Company recognized an increase in liabilities for unrecognized tax benefits of approximately $245,800, which was accounted for as an increase in the January 1, 2007 accumulated deficit. The amount subsequently increased due to interest and penalties accrual. During the years ended December 31, 2013 and 2012, the Company recorded an income tax benefit due to the elimination of a tax liability of $135,177 and $196,423, respectively, recorded in 2007 which was associated with tax positions that could have been subject to reversal upon a regulatory review. The time limit for regulatory assessment of the tax liability expired and the liability was removed (See Note 8). | ||||||||||||||
Stock-Based Compensation | ||||||||||||||
The Company has employee equity incentive plans, which are described more fully in Note 6. Effective January 1, 2006, the Company adopted FASB ASC 718, “Compensation - Stock Compensation” (“ASC 718”), which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. Accordingly, the Company measures share-based compensation at the grant date based on the fair value of the award. | ||||||||||||||
ASC 718 requires companies to estimate the fair value of share-based payment awards to employees and directors on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods in the Company’s Statements of Operations. Stock-based compensation expense recognized in the Statements of Operations for the years ended December 31, 2013, 2012 and 2011 included compensation expense for share-based payment awards granted prior to, but not yet vested as of January 1 of the applicable year based on the grant date fair value estimated in accordance with the pro-forma provisions of ASC 718 and compensation expense for the share-based payment awards granted subsequent to January 1 based on the grant date fair value estimated in accordance with the provisions of ASC 718. For stock-based awards issued to employees and directors, stock-based compensation is attributed to expense using the straight-line single option method. As stock-based compensation expense recognized in the Statements of Operations for 2013, 2012 and 2011 is based on awards expected to vest, ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. For the years ended December 31, 2013, 2012 and 2011, expected forfeitures are immaterial and as such the Company is recognizing forfeitures as they occur. | ||||||||||||||
The Company’s determination of fair value of share-based payment awards to employees and directors on the date of grant uses the Black-Scholes model, which is affected by the Company’s stock price as well as assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, the expected stock price volatility over the expected term of the awards and actual and projected employee stock option exercise behaviors. The Company estimates expected volatility using historical data. The expected option term is estimated using the “safe harbor” provisions under ASC 718. | ||||||||||||||
Foreign Currency Translation | ||||||||||||||
The Company has operations and holds assets in various foreign countries. The local currency is the functional currency for the Company’s subsidiaries in China and India. Assets and liabilities are translated at end-of-period exchange rates while revenues and expenses are translated at the average exchange rates in effect during the period. | ||||||||||||||
Equity is translated at historical rates and the resulting cumulative translation adjustments are included as a component of accumulated other comprehensive income (loss) until the translation adjustments are realized. Gains and losses resulting from foreign currency transactions and remeasurement adjustments of monetary assets and liabilities not held in an entity’s functional currency (affects primarily the Company’s subsidiary in Hong Kong where the local currency Hong Kong Dollar is not the functional currency) are included in earnings. | ||||||||||||||
Classification of Expenses | ||||||||||||||
Cost of Goods Sold - Cost of goods sold primarily includes expenses related to inventory purchases, customs, duty, freight, overhead expenses and reserves for obsolete inventory. Overhead expenses primarily consist of warehouse and operations salaries and other warehouse expenses. | ||||||||||||||
Sales and Marketing Expense – Sales and marketing expenses primarily include royalty expense, sales salaries and commissions, travel and entertainment, marketing and other sales-related costs. | ||||||||||||||
General and Administrative Expenses - General and administrative expenses primarily include administrative salaries, employee benefits, professional service fees, facility expenses, information technology costs, investor relations, travel and entertainment, depreciation and amortization, bad debts, restructuring costs and other general corporate expenses. | ||||||||||||||
Interest Expense and Interest Income – Interest expense reflects the cost of borrowing and amortization of deferred financing costs and discounts. Interest expense for the years ended December 31, 2013, 2012 and 2011 was $30,192, $51,117 and $128,188, respectively. Interest income of $4,415, $3,809 and $4,190 for the years ended December 31, 2013, 2012 and 2011, respectively, consists of earnings from outstanding amounts due to the Company under notes and other interest bearing receivables. | ||||||||||||||
As of March 31, 2012, the Company elected to change its policy on the classification of interest and penalties associated with tax positions originally recorded in 2007 that could be subject to reversal upon a regulatory review. In accordance with accounting guidance under FASB ASC 740 “Income Taxes” regarding uncertain income tax positions, the Company chose to report interest and penalties associated with uncertain tax positions in the provision for (benefit from) income taxes, net instead of interest expense. This presentation is preferable in order to reflect the full impact of the uncertain income tax position into one classification on our Consolidated Statement of Operations and Comprehensive Income. Historical amounts were insignificant. Due to immateriality, the prior periods presented have not been adjusted to apply the new accounting method retrospectively in accordance with FASB ASC 250 “Accounting Changes and Error Corrections” (See Note 8). | ||||||||||||||
Comprehensive Income | ||||||||||||||
Comprehensive income consists of net income and unrealized income on foreign currency translation adjustments. The foreign currency translation adjustment represents the net currency translation gains and losses related to our China and India subsidiaries, which have not been reflected in the net income for the periods presented. | ||||||||||||||
In the first quarter of 2012, the Company adopted FASB ASU 2011-05, “Presentation of Comprehensive Income” (“ASU 2011-05”) and ASU 2011-12, “Comprehensive Income (Topic 220)”, which amended ASC Topic 220, “Comprehensive Income”, and was effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. The Company chose the option provided by ASU 2011-05 to present the total of comprehensive income (loss), the components of net income (loss) and the components of other comprehensive income (loss) in a single continuous statement. Adoption of the guidance did not have any impact on our results of operations or financial condition. | ||||||||||||||
Litigation | ||||||||||||||
The Company currently has pending various claims and complaints that arise in the ordinary course of the business. The Company believes that there are meritorious defenses to these claims and that the claims are either covered by insurance or would not have a material effect on its consolidated financial condition if adversely determined against the Company. | ||||||||||||||
Fair Value of Financial Instruments | ||||||||||||||
Effective January 1, 2008, the Company adopted FASB Accounting Standards Codification (“ASC”) No. 820, “Fair Value Measurements and Disclosures” (“ASC 820”). Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, the guidance establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: | ||||||||||||||
Level 1—Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. | ||||||||||||||
Level 2—Include other inputs that are directly or indirectly observable in the marketplace. | ||||||||||||||
Level 3—Unobservable inputs which are supported by little or no market activity. | ||||||||||||||
The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. | ||||||||||||||
The Company’s financial instruments include cash and cash equivalents, accounts receivable, other assets, accounts payable, accrued expenses, revolving credit loan, term loan payable and other liabilities. The book value of the financial instruments is representative of their fair values. In accordance with this guidance, the Company measures its cash equivalents at fair value. The Company’s cash equivalents are classified within Level 1. Cash equivalents are valued primarily using quoted market prices utilizing market observable inputs. At December 31, 2013 and 2012, cash equivalents consisted of money market fund balances measured at fair value on a recurring basis; fair value of the Company’s money market funds was approximately $961,000 and $2,230,000, respectively. | ||||||||||||||
The Company adopted the FASB staff position that delayed the guidance on fair value measurements for non-financial assets and non-financial liabilities. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements. | ||||||||||||||
Presentation | ||||||||||||||
In order to facilitate the comparison of financial information, certain amounts reported in the prior year have been reclassified to conform to the current year presentation. | ||||||||||||||
New Accounting Pronouncements | ||||||||||||||
In July 2013, the FASB issued ASU 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" ("ASU 2013-11"), which sets forth explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This guidance is effective for fiscal years, and interim periods beginning after December 15, 2013, with early adoption permitted. The Company adopted ASU 2013-011 as of September 30, 2013 with no impact on the consolidated financial statements. |
Note_2_Related_Party_Notes_and
Note 2 - Related Party Notes and Transactions | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||
Related Party Transactions Disclosure [Text Block] | ' | ||||||||||||
NOTE 2 - RELATED PARTY NOTES AND TRANSACTIONS | |||||||||||||
On July 12, 2013, the Company entered into the Redemption Agreement with CVC, our controlling stockholder at the time, and repurchased from CVC all of the 407,160 previously outstanding shares of our Series B Preferred Stock for an aggregate purchase price of $18,800,000, which purchase price was paid by delivery to CVC of $13,000,000 in cash and the issuance to CVC of an unsecured Promissory Note in the principal amount of $5,800,000 (See Note 4 and Note 5). Pursuant to the Redemption Agreement, the existing Stockholder’s Agreement with CVC, and with Lonnie D. Schnell, Chief Executive Officer, Chief Financial Officer and a member of the Board of Directors of the Company, and Larry Dyne, President of the Company, was terminated. In connection with the redemption in full of the Series B Preferred Stock, CVC representative on the Company's Board of Directors, Mark Hughes, resigned from the Board of Directors effective July 12, 2013. All obligations under the $5,800,000 Promissory Note due to CVC were paid in full on December 31, 2013. | |||||||||||||
In order to provide additional funds necessary for the redemption of the Series B Preferred Stock, the Company raised $5,500,000 of new equity capital through the sale, in a private placement transaction, of 61,111,109 shares of common stock at a price of $0.09 per share. The closing of the private placement was expressly conditioned upon the contemporaneous closing of the transactions under the Redemption Agreement. Zipper Holdings, LLC, a company controlled by Mark Dyne, the Chairman of our Board of Directors, acquired 8,333,333 shares of common stock in the private placement. The Company entered into a Registration Rights Agreement with the investors in the transaction (the “Registration Rights Agreement“) that provides for demand registration rights, such that upon the demand of holders of at least 25% of the shares issued in the private placement and subject to certain conditions, the Company will file a registration statement covering the shares issued in the private placement and requested to be included in such registration. The Registration Rights Agreement also provides certain piggyback rights, in which the holders of shares acquired in the private placement have the right to include those shares in a Company-initiated registration. No demands have been made by the holders to register the shares. | |||||||||||||
Interest expense, interest accrual and interest amount paid related to the notes payable to related parties for the years ended December 31, 2013, 2012 and 2011 were as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Interest expense | $ | - | $ | 1,015 | $ | 9,066 | |||||||
Accrued interest balance | $ | - | $ | - | $ | 144,023 | |||||||
Interest paid | $ | - | $ | 145,038 | $ | 20,083 | |||||||
Colin Dyne was a director, officer and significant stockholder of Sequential Brands Group, Inc. through late 2012. He is the brother of both Mark Dyne, the Chairman of the board of directors of the Company and Larry Dyne, the President of the Company. The Company had sales to Sequential Brands Group, Inc. during the year ended December 31, 2011 of $142,530. The Company had no sales to Sequential Brands Group, Inc. in 2012 or 2013. | |||||||||||||
In November 2009, the Company entered into an agreement with Colin Dyne, to pay a commission on the collected revenues associated with the sales of products to a specific retail brand. The agreement expired during the fourth quarter of 2011. During the year ended December 31, 2011 commissions of $72,640 were earned under this agreement. |
Note_3_Notes_Payable_and_Capit
Note 3 - Notes Payable and Capital Lease Obligations | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Disclosure Text Block Supplement [Abstract] | ' | ||||||||||||
Debt and Capital Leases Disclosures [Text Block] | ' | ||||||||||||
NOTE 3 – NOTES PAYABLE AND CAPITAL LEASE OBLIGATIONS | |||||||||||||
Notes payable | |||||||||||||
On July 12, 2013 the Company entered into the Redemption Agreement with CVC pursuant to which the Company repurchased all of the 407,160 outstanding shares of Series B Preferred Stock for an aggregate purchase price of $18,800,000. The purchase price was paid to CVC by delivery of $13,000,000 in cash and an unsecured Promissory Note in the principal amount of $5,800,000. | |||||||||||||
On December 31, 2013, the Company entered into a Commercial Credit Agreement (the “Credit Agreement”) with Union Bank, N.A. (“Union Bank”). The Credit Agreement provides for a revolving loan commitment in the amount of up to $3,500,000 (the “Revolving Credit Loan”), consisting of revolving loans and a sublimit of letters of credit not to exceed a maximum aggregate principal amount of $1,000,000. The Credit Agreement also provides for a term loan in the amount of $5,000,000 (the “Term Loan” and together with the Revolving Credit Loan, the “Credit Facilities”). The Company used all of the proceeds of the Term Loan and $800,000 of the proceeds of the Revolving Credit Loan to repay $5,800,000 of the Company’s existing indebtedness to CVC, which was scheduled to mature on January 12, 2014. In addition interest expense relating to the CVC Promissory Note in amount of $27,490 was paid at that date. | |||||||||||||
Notes payable consists of the following: | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
$5,000,000 term loan payable to Union Bank dated December 31, 2013 payable in 36 monthly payments of $138,889 beginning January 31, 2014; interest at a rate per annum of 2.75% in excess of the reference rate, (3.25% as of December 31, 2013) | $ | 5,000,000 | $ | - | |||||||||
Term note payable | 5,000,000 | - | |||||||||||
Less current portion | (1,666,667 | ) | - | ||||||||||
Term loan payable, net of current portion | $ | 3,333,333 | $ | - | |||||||||
Future minimum annual payments, including interest, under this term loan payable obligation is as follows: | |||||||||||||
Years ending December 31, | Amount | Principal | Interest | ||||||||||
2014 | $ | 1,924,144 | $ | 1,666,667 | $ | 257,477 | |||||||
2015 | 1,822,755 | 1,666,667 | 156,088 | ||||||||||
2016 | 1,721,620 | 1,666,666 | 54,954 | ||||||||||
Total | $ | 5,468,519 | $ | 5,000,000 | $ | 468,519 | |||||||
Capital Leases | |||||||||||||
The Company financed one equipment purchase through capital lease obligation, which expired in November 2013. This obligation bore interest at the rate of 15.4% per annum. At December 31, 2013, there were no property and equipment under capital lease obligations. At December 31, 2012, total property and equipment under capital lease obligations and related accumulated depreciation was $10,494. |
Note_4_Debt_Facility
Note 4 - Debt Facility | 12 Months Ended |
Dec. 31, 2013 | |
Debt Disclosure [Abstract] | ' |
Debt Disclosure [Text Block] | ' |
NOTE 4 - DEBT FACILITY | |
Union Bank Credit Facilities | |
On December 31, 2013, as discussed in Note 3, the Company entered into a Credit Agreement with Union Bank. that provides for a Revolving Credit Loan commitment in the amount of up to $3,500,000, and a sublimit of letters of credit not to exceed a maximum aggregate principal amount of $1,000,000. Any loans under the Revolving Credit Loan carry interest at two and one-half percent (2.50%) in excess of Union Bank’s “Reference Rate,” which is an index rate determined by Union Bank from time to time as a means of pricing certain extensions of credit. The Credit Agreement also provides for a Term Loan in the amount of $5,000,000. The Term Loan carries interest at a rate per annum equal to two and three-quarters percent (2.75%) in excess of the Reference Rate. The Company paid $250,000 in financing costs associated with the Credit Agreement. | |
On December 31, 2013, the Company used all of the proceeds of the Term Loan and $800,000 of the proceeds of the Revolving Credit Loan to repay $5,800,000 of the Company’s then existing indebtedness to CVC, which was paid in full. In addition, interest expense relating to the CVC Promissory Note in amount of $27,490 was paid at that date. | |
The Credit Agreement contains representations and warranties, affirmative, negative and financial covenants, and events of default, applicable to the Company and its subsidiaries which are customary for credit facilities of this type including maintaining a Fixed Charge Coverage Ratio (as defined in the Credit Agreement) of not less than 1.25:1.00 as of the close of each fiscal quarter and an Adjusted EBITDA (as defined in the Credit Agreement) of at least $2,750,000 as of the close of each fiscal quarter, for the 12-month period ended as of the last day of the quarter. | |
The payment and performance of all indebtedness and other obligations under the Credit Facilities are secured by liens on substantially all of the Company assets pursuant to the terms and conditions of one or more of the Security Agreements and guaranties, duly executed by the Company and its principle operating subsidiaries including Tag-It., Talon Tech., and Tag-It HK. | |
As of December 31, 2013, the Company had borrowings of $1,000,000 under the Credit Facilities with an additional $1,074,049 available to borrow. | |
Retired CVC Debt Facility | |
The Company originally entered into a Revolving Credit and Term Loan Agreement (the “Loan Agreement”) on June 27, 2007 with Bluefin Capital, LLC (“Bluefin”). Bluefin subsequently assigned its rights and obligations under the Loan Agreement to an affiliate, CVC. On July 30, 2010, the Company entered into a Recapitalization Agreement (the “Recapitalization Agreement”) with CVC in which the Company issued to CVC shares of the Company’s Series B Convertible Preferred Stock in payment of all of the outstanding obligations owed by the Company to CVC under the Loan Agreement. All of the outstanding obligations owed to CVC under the Loan Agreement that became due and payable on July 30, 2010, in the amount of $16,706,685, were converted into Series B Convertible Preferred Stock pursuant to the Recapitalization Agreement. These obligations consisted of outstanding borrowings and accrued interest of $11,548,098 under term notes, and $5,158,587 under a Revolving Credit Note. | |
In connection with the Recapitalization Agreement, the Loan Agreement (now fully paid and expired) was amended to extend the maturity date from July 30, 2010 until July 31, 2012, reducing the maximum borrowings available under the Revolver to $3,000,000, and amended various additional terms and conditions of the Loan Agreement. The Company paid CVC a non-refundable fee in the amount of $60,000 in consideration of CVC entering into the July 2010 amendment and making this facility available and paid a $50,000 commitment fee during the third quarter of 2011 to ensure the availability of the Revolver through July 31, 2012. Upon execution of the amendment, CVC waived all prior events of default under the Loan Agreement. Borrowings under the Loan Agreement were secured by all of the Company’s assets. | |
On July 31, 2012, with no borrowings outstanding, the Loan Agreement expired along with all performance covenants, obligations and liens against any assets of the Company. At December 31, 2011, there were no borrowings under the Revolver portion of the Loan Agreement and no term loans under the Loan Agreement. | |
Interest expense related to the Loan Agreement for the years ended December 31, 2012 and 2011 was $46,667 and $50,833, respectively, comprised of amortization of deferred financing costs of $17,500 and $30,000, respectively, and commitment fee expense of $29,167 and $20,833, respectively. |
Note_5_Preferred_Stock_and_Sto
Note 5 - Preferred Stock and Stockholders' Equity (Deficit) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Stockholders' Equity Note [Abstract] | ' | ||||
Stockholders' Equity Note Disclosure [Text Block] | ' | ||||
NOTE 5 - PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
Series B Convertible Preferred Stock Redemption and Private Placement of Common Stock | |||||
On July 12, 2013 the Company entered into the Redemption Agreement with CVC and repurchased from CVC all of the 407,160 previously outstanding shares of Series B Preferred Stock (described below) for an aggregate purchase price of $18,800,000. The purchase price was paid by delivery to CVC of $13,000,000 in cash and the issuance to CVC of an unsecured Promissory Note in the principal amount of $5,800,000. Pursuant to the Redemption Agreement, the existing Stockholder’s Agreement with CVC, and with Lonnie D. Schnell and Larry Dyne, was terminated (See Note 2). In order to provide additional funds necessary for the redemption of the Series B Preferred Stock, on July 12, 2013 the Company raised $5,500,000 of new equity capital through the offer and sale, in a private placement transaction, of 61,111,109 shares of the Company’s common stock at a price of $0.09 per share. The closing of the private placement was expressly conditioned upon the contemporaneous closing of the transactions under the Redemption Agreement. The closing price of the Company's common stock was $0.058 per share on Friday, July 12, 2013, the last trading day prior to public announcement of the equity financing and redemption transactions. | |||||
The redemption of the Series B Preferred Stock eliminated the Company’s preferred stock liquidation preference obligation of $25,893,686, which had entitled the preferred stockholders to payment of the preference amount before payment to the common stockholders. The liquidation preference was scheduled to increase to $40,704,105 in 2016, the time which the preferred shares would have become mandatorily redeemable. The Company now has only common shares outstanding. The redemption resulted in an immediate benefit to common stockholders of $6,939,257 (comprised of the redemption discount of $7,093,686 net of redemption costs of $154,429). | |||||
In connection with the redemption in full of the Series B Preferred Stock, CVC’s representative on the Company Board of Directors, Mark Hughes resigned from the Board of Directors effective July 12, 2013. | |||||
At the closing of the private placement, the Company entered into a series of Subscription Agreements (the “Subscription Agreements”) with each of the purchasers. The Subscription Agreement entered into with Kutula Holdings Ltd. (“Kutula”) grants Kutula the right to nominate one member of the Company’s Board of Directors, so long as Kutula continues to hold at least 15,500,000 of the shares (as adjusted for stock splits and the like) purchased pursuant to its Subscription Agreement, subject to certain disclosure requirements and other limitations. | |||||
The Company also entered into a Registration Rights Agreement with the investors in the transaction (the “Registration Rights Agreement“). The Registration Rights Agreement provides for demand registration rights, such that upon the demand of holders of at least 25% of the shares issued in the private placement and subject to certain conditions, the Company will file a registration statement covering the shares issued in the private placement and requested to be included in such registration. The Registration Rights Agreement also provides certain piggyback rights, in which the holders of shares acquired in the private placement have the right to include those shares in a Company-initiated registration. | |||||
As a result of the redemption, on July 12, 2013 a total of 4,745,600 shares of common stock were issued to the Company’s executive management team upon settlement of previously vested RSU’s pursuant to the 2010 deferral elections. | |||||
The following table summarizes the Series B Preferred Stock activity: | |||||
Series B Preferred Stock as of December 31, 2010 | $ | 17,820,464 | |||
Series B Preferred Stock liquidation preference increase | 2,851,274 | ||||
Series B Preferred Stock as of December 31, 2011 | 20,671,738 | ||||
Series B Preferred Stock liquidation preference increase | 3,307,478 | ||||
Series B Preferred Stock as of December 31, 2012 | 23,979,216 | ||||
Series B Preferred Stock liquidation preference increase for January 1-July 12, 2013 | 1,914,470 | ||||
Series B Preferred Stock as of July 12, 2013 per original redemption value | 25,893,686 | ||||
Series B Preferred Stock redemption discount (1) | (7,093,686 | ) | |||
Series B Preferred Stock before the Redemption | 18,800,000 | ||||
Series B Preferred Stock Redemption on July 12, 2013 | (18,800,000 | ) | |||
Series B Preferred Stock as of December 31, 2013 | $ | - | |||
(1) Does not include $154,429 of associated redemption costs resulting in a net benefit available to common stockholders of $6,939,257. | |||||
Following the redemption of the Series B Preferred Stock, the Company amended the Corporation’s Certificate of Incorporation to eliminate all of the Series B Convertible Preferred Stock, all of which had been redeemed. | |||||
Authorized Common Stock and Preferred stock | |||||
On November 8, 2013, the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation to increase the number of shares of common stock authorized to be issued by the Company from 100,000,000 to 300,000,000. The stockholders approved an amendment to the Company’s Certificate of Incorporation to allow for a reverse split of the Company’s outstanding shares of common stock as described in the proxy statement, when and if the Board of Directors (the Board) determines that such action is appropriate. | |||||
In addition, the Company’s Certificate of Incorporation presently authorizes the issuance of 3,000,000 shares of Preferred Stock, having a par value of $0.001 per share. | |||||
Eliminated Series B Convertible Preferred Stock | |||||
On July 30, 2010, the Company entered into the Recapitalization Agreement with CVC, pursuant to which the Company issued to CVC an aggregate of 407,160 shares of a newly created series of the Company’s preferred stock, designated Series B Preferred Stock, in payment of an aggregate of $16,706,685 owed by the Company to CVC under the Loan Agreement. Certain rights, preferences, privileges and restrictions of the Series B Preferred Stock are summarized below. | |||||
The Series B Preferred Stock had the following rights, preferences, privileges and restrictions: | |||||
● | The Series B Preferred Stock ranked senior to the common stock and to any other preferred stock unless such preferred stock was created and issued on a senior or pari passu basis in accordance with the Company’s certificate of incorporation. | ||||
● | Each share of Series B Preferred Stock was convertible into 100 shares of the Company’s common stock (subject to adjustment for stock splits, reverse stock split, etc.) at any time and from time to time at each holder’s option, unless the Series B Preferred Stock was exchanged for its Liquidation Preference as noted below. | ||||
● | Upon the liquidation, dissolution or winding up of the Company, each share of Series B Preferred Stock was entitled to receive upon the surrender and cancellation of such shares (and prior to any distribution to holders of other equity securities), an amount equal to $41.033 per share plus all accrued dividends (the “Liquidation Preference”). A merger, consolidation, share exchange or other reorganization resulting in a change in control of the Company, or any sale of all or substantially all of the Company’s assets, would be deemed a liquidation and winding up for purposes of the Company’s obligation to pay the Liquidation Preference. | ||||
The Series B Preferred Stock Liquidation Preference increased at the rate of 16% per annum, compounded annually, in the form of a dividend accrual on the Liquidation Preference. The dividend however was only payable in connection with the payment of the Liquidation Preference upon the liquidation, dissolution or winding up of the Company or upon redemption of Series B Preferred Stock, and in each case exchange for the surrender of the Series B Preferred Stock. No portion of the Liquidation Preference or the associated accrued dividends were convertible into common stock, nor would any portion of the Liquidation Preference or the accrued dividends be payable on shares of Series B Preferred Stock in the event of or following the conversion of such shares into common stock. | |||||
● | The Company had the right, at any time upon not less than thirty (30) days’ prior written notice to the holders of Series B Preferred Stock, to redeem the Series B Preferred Stock in whole (but not in part) for a price equal to the then-applicable Liquidation Preference. The holders of Series B Preferred Stock had the option, exercisable at any time and from time to time commencing on July 31, 2016, to require the Company to redeem any or all of the Series B Preferred Stock held by such holders, at the then-applicable Liquidation Preference amount. | ||||
● | The Series B Preferred Stock voted with the common stock as a single class on all matters submitted or required to be submitted to a vote of the Company’s stockholders, with each share of Series B Preferred Stock having a number of votes equal to the number of shares of common stock that may be acquired upon conversion thereof as of the applicable date of determination. Additionally, the Series B Preferred Stock had the right to vote as a separate class with respect to certain matters affecting the Series B Preferred Stock, including but not limited to (a) the creation or issuance of any other class or series of preferred stock, (b) any amendments with respect to the rights, powers, preferences and limitations of the Series B Preferred Stock, (c) paying dividends or distributions in respect of or in redemption of the Company’s common stock or any other junior securities; and (d) certain affiliate transactions. Any such vote shall require the affirmative vote or consent of a majority of the outstanding shares of Series B Preferred Stock. | ||||
● | As long as the outstanding Series B Preferred Stock represents 35% or more of the voting shares of the Company, on an as-converted to common stock basis, then (a) our Board of Directors would consist of not more than seven members, (b) the holders of Series B Preferred Stock had the right to elect three directors if the Board has five or fewer total directors, and four directors if the Board has six or seven directors (the directors elected by the Series B Preferred Stock were referred to as the “Series B Directors”), and (c) those members serving on the Board who were not elected by holders of the Series B Preferred Stock had the right to designate all remaining directors. At least two of the Series B Directors were required to be, and remain at all times while serving as a director, an independent director that qualifies for service on the audit committee of a corporation with securities listed on the Nasdaq Stock Market as provided in Nasdaq Marketplace Rule 5605(c)(2) (or any successor thereto). Once the outstanding shares of Series B Preferred Stock represented less than 35% of the voting shares on an as-converted to common stock basis, then the entire Board would thereafter be elected by all stockholders having voting rights, voting as a single class. | ||||
The conversion of the term notes, revolver and related interest and fees into the Series B Preferred Stock (fair value of $17,277,600 as of July 30, 2010) was considered to be debt extinguishment according to the FASB ASC No.405 “Liabilities” and FASB ASC No. 470-50 “Debt, Modifications and Extinguishments” (“ASC 470-50”). Per ASC 470-50 a loss on extinguishment of debt of $570,915 was recorded on July 30, 2010 and is included in the Consolidated Statement of Operations for the year ended December 31, 2010. The loss on extinguishment is equal to the difference between fair value of the preferred stock and the fair value of the debt extinguished at the transaction date. The fair value of the Series B Preferred Stock on the issuance date was determined by the Company and independent valuation specialists using the option pricing valuation model. | |||||
The Company applied the guidance enumerated in FASB ASC No. 480 “Distinguishing Liabilities from Equity”, FASB ASC No. 210 “Classification and Measurement of Redeemable Securities” and Rule 5-02.28 of Regulation S-X, when determining the classification and measurement of preferred stock. The Company classifies conditionally redeemable convertible preferred shares, which includes preferred shares subject to redemption upon the occurrence of uncertain events not solely within the control of the Company, as temporary equity in the mezzanine section of the consolidated balance sheet. The Series B Preferred Stock was redeemable at the option of the holders after the sixth anniversary of issuance, which was not within the control of the Company. | |||||
The Company determined that there were no embedded features that would require separate reporting as derivative instruments. Therefore, the Company evaluated the conversion option of the convertible preferred shares under FASB ASC No. 470-20, “Debt with Conversion and Other Options”, Accounting for Convertible Securities with Beneficial Conversion Features (“BCF”) or Contingently Adjustable Conversion Ratios. A convertible financial instrument included a BCF if the fair value of the instrument was lower than the fair value of shares of the common stock it was convertible into on the issuance date. The BCF is recognized separately at issuance by allocating a portion of the proceeds equal to the intrinsic value of the conversion feature to additional paid-in capital. The Company has recorded a BCF value of $1,283,343 in connection with the issuance of the Series B Preferred Stock on July 30, 2010. | |||||
The Series B Preferred Stock was initially recorded at the fair value of $17,277,600 as of July 30, 2010, reduced by the BCF ($1,283,343) as stated above and stock issuance costs ($190,744), for a net value of $15,803,513 as of July 30, 2010. The value of the Series B Preferred Stock was adjusted as follows as a consequence of its redemption features and the following approach was implemented by the Company: | |||||
● | The Series B Preferred Stock was not currently redeemable, but it was probable that the preferred stock would become redeemable due to the redemption option available to the preferred stock holders on July 30, 2016. Changes in the redemption value were recognized immediately as they occured, and the carrying amount of the instrument was adjusted to equal the redemption value at the end of each reporting period. This method views the end of the reporting period as if it were also the redemption date for the Series B Preferred Stock. Accordingly, the adjustment of $903,172 to record the preferred stock at its redemption value (“Original issue discount”) was charged against the preferred stock carrying value and retained earnings during the year ended December 31, 2010. In addition, the resulting increase in the carrying amount of the Series B Preferred Stock reduced the income applicable to common stockholders reported in the calculation of earnings per share. | ||||
● | The annual 16% liquidation preference increase on outstanding preferred shares was accrued each reporting period as an addition to the carrying value of the preferred stock and reduced the income applicable to common stockholders reported in the calculation of earnings per share. | ||||
Eliminated Series A Preferred Stock | |||||
Following the redemption of the Series B Preferred Stock on July 12, 2013, the Company amended the Corporation’s Certificate of Incorporation to eliminate all of the Series A Preferred Stock (none of which were outstanding). | |||||
In October 1998, the Company adopted a stockholder’s rights plan. Under the rights plan the Company distributed one preferred share purchase right for each outstanding share of Common Stock outstanding on November 6, 1998. Upon the occurrence of certain triggering events related to an unsolicited takeover attempt of the Company, each purchase right not owned by the party or parties making the unsolicited takeover attempt would entitle its holder to purchase shares of the Company’s Series A Preferred Stock at a value below the then market value of the Series A Preferred Stock. The rights of holders of the Common Stock would be subject to, and may be adversely affected by, the rights of holders of the share purchase rights, the Series A Preferred Stock and any other preferred stock that may be issued in the future. The stockholder rights plan expired in accordance with its terms in 2008. | |||||
Terminated Stockholders Agreement | |||||
Concurrently with the execution of the Recapitalization Agreement, on July 30, 2010, the Company entered into a Stockholders Agreement with CVC, and with Lonnie D. Schnell, Chief Executive Officer, Chief Financial Officer and a member of the Board of Directors of the Company, and Larry Dyne, President of the Company (“Messrs. Schnell and Dyne”), that provided for certain voting covenants and rights and restrictions with respect to transfers of stock. The Stockholders Agreement was terminated on July 12, 2013 pursuant to the Redemption Agreement entered into on that date with CVC. |
Note_6_StockBased_Compensation
Note 6 - Stock-Based Compensation | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | ' | ||||||||||||||||||
NOTE 6—STOCK-BASED COMPENSATION | |||||||||||||||||||
The Company accounts for stock-based awards to employees and directors in accordance with FASB ASC 718, “Compensation - Stock Compensation” (“ASC 718”), which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. | |||||||||||||||||||
Stock Options | |||||||||||||||||||
The Company’s 2008 Stock Plan, which was approved by the Company’s stockholders in 2008, authorized up to 2,500,000 shares of common stock for issuance pursuant to awards granted to individuals under the plan. On November 19, 2010, the Company’s stockholders approved an amendment to the Company’s 2008 Stock Incentive Plan to increase from 2,500,000 to 4,810,000 the number of shares of common stock that may be issued pursuant to awards thereunder, and on November 8, 2013, the Company’s stockholders approved a further amendment to the Company’s 2008 Stock Incentive Plan to increase from 4,810,000 to 15,000,000 the number of shares of common stock that may be issued pursuant to awards under the plan. | |||||||||||||||||||
The Company’s 2007 Stock Plan was approved by the Company’s stockholders in 2007, replaced the 1997 Stock Plan and authorizes up to 2,600,000 shares of common stock for issuance pursuant to awards granted to individuals under the plan. | |||||||||||||||||||
On October 1, 1997, the Company adopted the 1997 Stock Incentive Plan (the “1997 Plan"), which authorized the granting of a variety of stock-based incentive awards. | |||||||||||||||||||
The Board of Directors, who determines the recipients and terms of the award granted, administers the Company’s stock plan. Since 2006, option awards under the Company’s stock plans are generally granted with an exercise price equal to the average market price of the Company’s stock for the five trading days following the date of approval of the grant. Those option awards generally vest over periods determined by the Board from immediate to 4 years of continuous service and have 10 year contractual terms. | |||||||||||||||||||
Options granted for the years ended December 31, 2013, 2012 and 2011 totaled 400,000, 630,000 and 1,405,000, respectively. | |||||||||||||||||||
During the year ended December 31, 2013, an employee exercised options to acquire 11,875 shares of common stock under the 2008 Stock Incentive Plan, and 6,877 shares were retained by the Company in payment of the excrcise price of $0.08 per share and the tax associated with the exercise of the options. At the time of exercise, the intrinsic value of the options exercised was $0.34 per share, and the retained shares valued at $2,339. | |||||||||||||||||||
No options were exercised during the years ended December 31, 2012. | |||||||||||||||||||
During the year ended December 31, 2011, a former employee exercised options to acquire 109,375 shares of common stock under the 2008 Stock Incentive Plan. Cash received upon exercise was $12,030 or $0.11 per share. At the time of exercise, the intrinsic value of the options exercised was $0.15 per share. | |||||||||||||||||||
The following table summarizes all options issued to employees and directors including those issued outside the plan. | |||||||||||||||||||
Number of | Weighted | ||||||||||||||||||
Shares | Average | ||||||||||||||||||
Exercise Price | |||||||||||||||||||
Employees and Directors | |||||||||||||||||||
Options outstanding - December 31, 2010 | 5,147,100 | $ | 0.35 | ||||||||||||||||
Granted | 1,405,000 | $ | 0.1 | ||||||||||||||||
Exercised | (109,375 | ) | $ | 0.11 | |||||||||||||||
Cancelled | (300,625 | ) | $ | 1.79 | |||||||||||||||
Options outstanding - December 31, 2011 | 6,142,100 | $ | 0.22 | ||||||||||||||||
Granted | 630,000 | $ | 0.05 | ||||||||||||||||
Cancelled | (400,000 | ) | $ | 0.15 | |||||||||||||||
Options outstanding - December 31, 2012 | 6,372,100 | $ | 0.21 | ||||||||||||||||
Granted | 400,000 | $ | 0.28 | ||||||||||||||||
Exercised | (11,875 | ) | $ | 0.08 | |||||||||||||||
Cancelled | (538,500 | ) | $ | 0.5 | |||||||||||||||
Options outstanding - December 31, 2013 | 6,221,725 | $ | 0.19 | ||||||||||||||||
The Company’s determination of fair value of share-based payment awards on the date of grant uses the Black-Scholes model and the assumptions noted in the following table for the years indicated. Expected volatilities are based on the historical volatility of the Company’s stock price and other factors. These variables include, but are not limited to, the expected stock price volatility over the expected term of the awards and actual and projected employee stock option exercise behaviors. The expected option term is estimated using the “safe harbor” provisions under ASC 718. The risk free rate for periods within the contractual life of the option is based on the U.S. Treasury yield in effect at the time of the grant. | |||||||||||||||||||
Years ended December 31, | |||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||
Expected volatility | 330% | 140% | 134 | - | 138% | ||||||||||||||
Expected term in years | 5.3 | 5.3 | - | 6.1 | 5.3 | - | 6.1 | ||||||||||||
Expected dividends | - | - | - | ||||||||||||||||
Risk-free rate | 1.50% | 2.70% | 1.5 | - | 2.70% | ||||||||||||||
A summary of the Company’s stock option information under all Stock Plans as of December 31, 2013 is as follows: | |||||||||||||||||||
Number | Weighted | Weighted | Intrinsic | ||||||||||||||||
of | Average | Average | Value | ||||||||||||||||
Shares | Exercise | Remaining Contractual | |||||||||||||||||
Price | Life (Years) | ||||||||||||||||||
Employees and Directors | |||||||||||||||||||
Outstanding at December 31, 2013 | 6,221,725 | $ | 0.19 | 5.9 | $ | 0.1 | |||||||||||||
Vested and Expected to Vest | 6,211,958 | $ | 0.19 | 5.9 | $ | 0.1 | |||||||||||||
Exercisable | 5,584,224 | $ | 0.19 | 5.6 | $ | 0.11 | |||||||||||||
The aggregate intrinsic value of the stock options was calculated as the difference between the exercise price of a stock option and the quoted price of the Company’s common stock at December 31, 2013. It excluded stock options that have exercise prices in excess of the quoted price of the Company’s common stock at December 31, 2013. | |||||||||||||||||||
There were approximately $118,650 of total unrecognized compensation costs related to non-vested stock options as of December 31, 2013. This cost is expected to be recognized over the weighted-average period of 1.1 years. | |||||||||||||||||||
When options are exercised, the Company’s policy is to issue previously registered, unissued shares of common stock. The Company’s 2008 and 2007 Stock Incentive Plans, as amended, authorize up to 15,000,000 and 2,600,000 shares of common stock, respectively, for issuance pursuant to awards granted to individuals under the plans. | |||||||||||||||||||
Subsequent to December 31, 2013, an employee exercised options to acquire 186,458 shares of common stock under the 2007 and 2008 Stock Incentive Plans, and 148,820 shares were retained by the Company in payment of the excrcise price of $0.18 weighted average per share and the tax associated with the exercise of the options. At the time of exercise, the intrinsic value of the options exercised was $0.27 per share, and the retained shares had a value of $40,181. | |||||||||||||||||||
Restricted Stock Units (RSU’s) | |||||||||||||||||||
On July 30, 2010, the Company awarded each of Lonnie Schnell and Larry Dyne a restricted stock unit award (an “RSU Award”) for 5,778,500 shares of the Company’s common stock. Each RSU Award vested 50% on August 30, 2011, and 10% on each date which is 18, 24, 30, 36 and 42 months following the grant date, subject to partial acceleration of vesting as part of the executives’ severance benefits and full acceleration of vesting upon a change in control of the Company. As of July 30, 2010, the RSU’s were valued at $2,263,884, which was reduced by the fair value of the options surrendered by the employees in connection with these grants. | |||||||||||||||||||
On August 30, 2010, Messrs. Schnell and Dyne elected to defer the settlement in common shares of 5,434,200 RSU’s beyond the vesting dates. On July 12, 2013, 4,745,600 shares of common stock were issued upon settlement of previously vested restricted stock units pursuant to the deferral elections. | |||||||||||||||||||
Number of RSU’s | |||||||||||||||||||
Total RSU’s | Common | Intrinsic value | Shares | ||||||||||||||||
awarded | shares issued | at the time of | remaining to | ||||||||||||||||
issuance | be issued | ||||||||||||||||||
30-Jul-10 | 11,557,000 | - | $ | 0.196 | |||||||||||||||
30-Aug-11 | - | 600,000 | $ | 0.1 | |||||||||||||||
30-Jan-12 | - | 900,000 | $ | 0.05 | |||||||||||||||
30-Jul-12 | - | 1,500,000 | $ | 0.04 | |||||||||||||||
30-Jan-13 | - | 1,500,000 | $ | 0.04 | |||||||||||||||
12-Jul-13 | - | 4,745,600 | $ | 0.06 | |||||||||||||||
30-Jul-13 | - | 1,155,700 | $ | 0.25 | |||||||||||||||
Total at December 31, 2013 | 11,557,000 | 10,401,300 | 1,155,700 | ||||||||||||||||
Subsequent to December 31, 2013, on January 30, 2014, the remaining 1,155,700 shares of common stock were issued upon settlement of vested restricted stock units, and 544,806 shares were retained by the Company in payment of the tax associated with the vesting of restricted stock units previously granted to the reporting persons. At the time of the issuance, the intrinsic value of these shares was $0.25 per share. | |||||||||||||||||||
As of December 31, 2013, the Company had $36,913 of unamortized stock-based compensation expense related to RSU’s, which will be recognized over the remaining weighted average period of 0.08 years. | |||||||||||||||||||
The following table summarizes RSU’s activity: | |||||||||||||||||||
Number of RSU’s | Weighted | ||||||||||||||||||
Average | |||||||||||||||||||
Grant date | |||||||||||||||||||
Unvested | Vested | Total | value per RSU | ||||||||||||||||
RSU’s outstanding - December 31, 2010 | 11,557,000 | - | 11,557,000 | $ | 0.196 | ||||||||||||||
Vested | (5,778,500 | ) | 5,778,500 | - | $ | 0.196 | |||||||||||||
Common stock issued | - | (600,000 | ) | (600,000 | ) | $ | 0.196 | ||||||||||||
RSU’s outstanding - December 31, 2011 | 5,778,500 | 5,178,500 | 10,957,000 | $ | 0.196 | ||||||||||||||
Vested | (2,311,400 | ) | 2,311,400 | - | $ | 0.196 | |||||||||||||
Common stock issued | - | (2,400,000 | ) | (2,400,000 | ) | $ | 0.196 | ||||||||||||
RSU’s outstanding - December 31, 2012 | 3,467,100 | 5,089,900 | 8,557,000 | $ | 0.196 | ||||||||||||||
Vested | (2,311,400 | ) | 2,311,400 | - | $ | 0.196 | |||||||||||||
Common stock issued | - | (7,401,300 | ) | (7,401,,300 | ) | $ | 0.196 | ||||||||||||
RSU’s outstanding - December 31, 2013 | 1,155,700 | - | 1,155,700 | $ | 0.196 | ||||||||||||||
Note_7_Net_Income_Loss_per_Sha
Note 7 - Net Income (Loss) per Share | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||||||||||||||||||||||
Earnings Per Share [Text Block] | ' | ||||||||||||||||||||||||||||||||||||
NOTE 7—NET INCOME (LOSS) PER SHARE | |||||||||||||||||||||||||||||||||||||
The following is a reconciliation of the numerators and denominators of the basic and diluted net income (loss) per share computations: | |||||||||||||||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||||||||||||||
Net income (Numerator) | Shares (Denominator) | Per Share Amount | Net income (loss) (Numerator) | Shares (Denominator) | Per Share Amount | Net income (loss) (Numerator) | Shares (Denominator) | Per Share Amount | |||||||||||||||||||||||||||||
Net income | $ | 9,731,087 | 56,213,272 | $ | 0.17 | $ | 679,347 | 22,458,185 | $ | 0.03 | $ | 729,133 | 20,567,640 | $ | 0.04 | ||||||||||||||||||||||
Series B preferred stock liquidation preference increase | (1,914,470 | ) | - | (0.03 | ) | (3,307,478 | ) | - | (0.15 | ) | (2,851,274 | ) | - | (0.14 | ) | ||||||||||||||||||||||
Series B preferred stock redemption discount, net (See Note 5) | 6,939,257 | - | 0.12 | - | - | - | - | - | - | ||||||||||||||||||||||||||||
Basic net income (loss) applicable to common stockholders | 14,755,874 | 56,213,272 | 0.26 | (2,628,131 | ) | 22,458,185 | (0.12 | ) | (2,122,141 | ) | 20,567,640 | (0.10 | ) | ||||||||||||||||||||||||
Stock options, RSUs and Series B preferred stock with dilutive effect | - | 4,341,449 | (0.02 | ) | - | - | - | - | - | - | |||||||||||||||||||||||||||
Diluted net income (loss) applicable to common stockholders | $ | 14,755,874 | 60,554,721 | $ | 0.24 | $ | (2,628,131 | ) | 22,458,185 | $ | (0.12 | ) | $ | (2,122,141 | ) | 20,567,640 | $ | (0.10 | ) | ||||||||||||||||||
For the year ended December 31, 2013, options to purchase 3,153,125 shares of common stock exercisable between $0.04 and $0.11 per share and RSU’s to settle for 1,155,700 common shares were included in the computation of diluted net income per share. Options to purchase 3,068,600 shares of common stock exercisable between $0.16 and $5.23 per share were outstanding but were not included in the computation of diluted net income per share applicable to common stockholders because they would have an antidilutive effect on the net income per share. | |||||||||||||||||||||||||||||||||||||
For the year ended December 31, 2012, options to purchase 6,372,100 shares of common stock exercisable between $0.04 and $5.23 per share, RSU’s to settle for 8,557,000 common shares and Series B Preferred Stock to be converted into 40,716,000 shares of common stock were outstanding, but were not included in the computation of diluted net income (loss) per share applicable to common stockholders because they would have an antidilutive effect on the net income (loss) per share. | |||||||||||||||||||||||||||||||||||||
Options to purchase 6,142,100 shares of common stock exercisable between $0.06 and $5.23 per share, RSU’s to settle for 10,957,000 common shares and Series B Preferred Stock to be converted into 40,716,000 shares of common stock were outstanding for the year ended December 31, 2011, but were not included in the computation of diluted net income (loss) per share applicable to common stockholders because they would have an antidilutive effect on the net income (loss) per share. |
Note_8_Income_Taxes
Note 8 - Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Income Tax Disclosure [Text Block] | ' | ||||||||||||
NOTE 8—INCOME TAXES | |||||||||||||
The components of the provision for income taxes included in the consolidated statements of operations are as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal | $ | 189,530 | $ | 76,250 | $ | 161,306 | |||||||
State | 4,731 | 3,322 | 2,528 | ||||||||||
Foreign | 164,640 | (22,180 | ) | 84,560 | |||||||||
358,901 | 57,392 | 248,394 | |||||||||||
Deferred: | |||||||||||||
Federal | (5,822,530 | ) | 115,736 | 115,800 | |||||||||
State | (1,502,877 | ) | 26,984 | 26,794 | |||||||||
Foreign | (33,134 | ) | 68,001 | 95,129 | |||||||||
(7,358,541 | ) | 210,721 | 237,723 | ||||||||||
Total | $ | (6,999,640 | ) | $ | 268,113 | $ | 486,117 | ||||||
A reconciliation of the statutory Federal income tax rate with the Company’s effective income tax rate is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | |||||||
State taxes net of federal benefit | (36.2 | ) | 2.1 | 1.6 | |||||||||
Change in effective foreign tax rate | (10.6 | ) | (23.9 | ) | (26.0 | ) | |||||||
Other permanent differences | 22.3 | (54.9 | ) | (13.6 | ) | ||||||||
Foreign withholding taxes | 7.1 | 13.3 | 24.7 | ||||||||||
Net operating loss valuation allowance | (268.3 | ) | 95.7 | 35.9 | |||||||||
Change in uncertainty in income taxes | (4.9 | ) | (19.8 | ) | - | ||||||||
Other | 0.3 | (18.2 | ) | (16.6 | ) | ||||||||
Total | (256.3 | )% | 28.3 | % | 40 | % | |||||||
Net income (loss) before income taxes is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Domestic | $ | 992,625 | $ | (163,227 | ) | $ | (457,736 | ) | |||||
Foreign | 1,738,822 | 1,110,687 | 1,672,986 | ||||||||||
Total | $ | 2,731,447 | $ | 947,460 | $ | 1,215,250 | |||||||
The primary components of temporary differences which give rise to the Company’s deferred tax being presented as part of Prepaid expenses and other current assets, Deferred income tax assets, net, or Deferred income tax liabilities (in long term liabilities) in the Company’s balance sheet are as follows: | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Net deferred income taxes: | |||||||||||||
Net operating loss carry-forward | $ | 6,668,563 | $ | 9,381,454 | |||||||||
Intangible assets, net | (982,994 | ) | (811,472 | ) | |||||||||
Property and equipment, net | (61,574 | ) | (100,606 | ) | |||||||||
Inventory allowance | 56,958 | 57,979 | |||||||||||
Credit carryforwards | 440,902 | 13,920 | |||||||||||
Stock awards expense | 347,784 | 739,492 | |||||||||||
Payroll | 76,798 | 63,415 | |||||||||||
Other | 144,287 | 149,694 | |||||||||||
Total | 6,690,724 | 9,493,876 | |||||||||||
Less: Valuation allowance | (277,727 | ) | (10,439,419 | ) | |||||||||
Net deferred income taxes | $ | 6,412,997 | $ | (945,543 | ) | ||||||||
Presented as part of: | |||||||||||||
Prepaid expenses and other current assets | $ | 392,983 | $ | - | |||||||||
Deferred income tax assets, net | $ | 6,050,402 | $ | - | |||||||||
Deferred income tax liabilities | $ | (30,388 | ) | $ | (945,543 | ) | |||||||
On December 31, 2013, after careful evaluation of the Company’s historical operating results, business operation model, specific cost and income considerations and projected earnings, the Company recognised deferred income tax assets, net in the amount of $7,491,957 principally associated with the U.S. operating loss carryforward, based upon evidence sufficient to ensure that it is more likely than not that the Company will be able to utilize its U.S. operating loss carryforwards. | |||||||||||||
On January 1, 2007 as a result of the implementation of ASC 740, the Company recognized an increase in liabilities for unrecognized tax benefits of $245,800, which was accounted for as an increase in the January 1, 2007 accumulated deficit. Interest recorded per ASC 740 was recorded as part of interest expense in the Company’s statements of operations. At March 31, 2013 and March 31, 2012 the Company recorded an income tax benefit, associated with the elimination of a portion of the ASC 740 tax liability, of $135,177 and $196,423, respectively as the time limit for regulatory assessment of the tax liability had expired. | |||||||||||||
A reconciliation of the ASC 740 adjustments is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Beginning Balance | $ | 133,602 | $ | 321,325 | |||||||||
Interest and penalties | 1,575 | 8,700 | |||||||||||
Elimination of a tax liability | (135,177 | ) | (196,423 | ) | |||||||||
Ending Balance | $ | - | $ | 133,602 | |||||||||
At December 31, 2013 and 2012, the Company had Federal net operating loss carry-forwards (or “NOLs”) of approximately $16.4 million and $22.9 million, respectively, and State NOLs of $19.1 million and $27.5 million, respectively. The Federal NOL and State NOL are available to offset future taxable income through 2032. Section 382 of the Internal Revenue Code places a limitation on the realizability of net operating losses in future periods if the ownership of the Company has changed more than 50% within a three-year period. | |||||||||||||
Due to the the private placement that occurred during 2013 (See Note 4 and Note 5) the application of I.R.C. Section 382 was required. As a consequence of the application of Section 382, the Company’s NOL limitation was determined to be approximately $2.2 million annually for each of the first five years and $0.4 million annually for up to 20 years following the date of the transaction. At the date of the Recapitalization transaction the Section 382 limitation reduced the Company’s NOL carry-forwards by approximately $3.8 million for the Federal NOL and $5.9 million for the State NOL. Income taxes are accounted for under the asset and liability method. | |||||||||||||
Due to the Recapitalization Agreement between the Company and CVC on July 30, 2010 (See Note 4 and Note 5) the application of I.R.C. Section 382 was required. As a consequence of the application of Section 382, the Company’s NOL limitation was determined to be approximately $2.2 million annually for each of the first five years and $0.7 million annually for up to 20 years following the date of the transaction. At the date of the Recapitalization transaction the Section 382 limitation reduced the Company’s NOL carry-forwards by approximately $45.0 million for the Federal NOL and $9.0 million for the State NOL. Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax benefit carry-forwards. Deferred tax liabilities and assets at the end of each period are determined using enacted tax rates. The Company records deferred tax assets arising from temporary timing differences between recorded net income and taxable net income when and if it believes that future earnings will be sufficient to realize the tax benefit. For those jurisdictions where the expiration date of tax benefit carry-forwards or the projected taxable earnings indicate that realization is not likely, a valuation allowance is provided. | |||||||||||||
The provisions of ASC 740 require the establishment of a valuation allowance unless, based on currently available information and other factors, it is more likely than not that all or a portion of a deferred tax asset will be realized. ASC 740 provides an important factor in determining whether a deferred tax asset will be realized is whether there has been sufficient income realized in recent years and whether sufficient income is expected to be realized in future years to utilize the deferred tax asset. In 2012 and 2011 the Company determined, based upon its cumulative operating losses, that it was not more likely than not that it would fully realize most of its domestic and foreign deferred tax assets in future years. Consequently, at December 31, 2012 the Company recorded a valuation allowance of $10.4 million, which fully reserved the carrying value of its net deferred tax assets. | |||||||||||||
At December 31, 2013 the Company recognised deferred income tax assets, net in amount of $7,491,957, based upon current evidence sufficient to ensure that it is more likely than not that the Company will be able to substantially utilize its U.S. operating loss carryforwards, and part of its India operating loss carryforward. At December 31, 2013, the Company retained a small amount of valuation allowance of $277,727, which reduces the carrying value of its net deferred tax assets. | |||||||||||||
The Company intends to maintain a valuation allowance for its deferred tax assets until evidence exists to support the modification of the allowance. At the end of each period, the Company will review supporting evidence, including the performance against sales and income projections, to determine if a modification of the valuation allowance is warranted. If in future periods it is determined that it is more likely than not that the Company will be not be able to recognize all or a greater portion of its deferred tax assets, the Company will at that time increase the valuation allowance. | |||||||||||||
In 2013 the Company included in its consolidated U.S. federal tax provision $1.5 million dividend due to earnings from the Company’s HK foreign subsidiary. | |||||||||||||
In 2012 and 2011 there were no undistributed earnings from the Company’s foreign subsidiaries, therefore the Company did not include in its consolidated U.S. federal tax return a deemed dividend due to earnings from the Company’s foreign subsidiary. | |||||||||||||
Tax years subject to examination by the tax authorities for Talon International, Inc. (US) are 2009 through 2013 and for the foreign subsidiaries, 2004 through 2013. |
Note_9_Commitments_and_Conting
Note 9 - Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies Disclosure [Text Block] | ' | ||||
NOTE 9—COMMITMENTS AND CONTINGENCIES | |||||
Operating Leases | |||||
The Company is a party to a number of non-cancelable operating lease agreements involving buildings and equipment, which expire at various dates through 2018. The Company accounts for its leases in accordance with FASB ASC 840 “Leases”, whereby step provisions, escalation clauses, tenant improvement allowances, increases based on an existing index or rate, and other lease concessions are accounted for in the minimum lease payments and are charged to the statement of operations on a straight-line basis over the related lease term. | |||||
The future minimum lease commitments at December 31, 2013 are approximately as follows: | |||||
Years Ended December 31, | Amount | ||||
2014 | $ | 732,000 | |||
2015 | 351,000 | ||||
2016 | 54,000 | ||||
2017 and after | 24,000 | ||||
Total minimum payments | $ | 1,161,000 | |||
Total rental expense for the years ended December 31, 2013, 2012 and 2011 aggregated $765,774, $687,371 and $629,699, respectively. | |||||
Profit Sharing Plan | |||||
In October 1999, the Company established a 401(k) profit-sharing plan for the benefit of eligible employees. The Company may make annual contributions to the plan as determined by the Board of Directors. | |||||
Total contributions for the years ended December 31, 2013, 2012 and 2011 amounted to $21,000, $23,129, and $21,184, respectively. | |||||
Contingencies | |||||
The Company currently has pending claims and complaints that arise in the ordinary course of the Company’s business. The Company believes that it has meritorious defenses to these claims and that the claims are either covered by insurance or would not have a material effect on the Company’s consolidated financial condition if adversely determined against the Company. | |||||
In November 2002, the FASB issued Topics of the FASB ASC 460-10, “Guarantees” (“ASC 460-10”) and FASB ASC 850-10, “Related Party Disclosures” (”ASC 850-10”). The following is a summary of the Company’s agreements that it has determined are within the scope of ASC 460-10 and ASC 850-10: | |||||
● | In accordance with the bylaws of the Company, officers and directors are indemnified for certain events or occurrences arising as a result of the officer or director’s serving in such capacity. The term of the indemnification period is for the lifetime of the officer or director. The maximum potential amount of future payments the Company could be required to make under the indemnification provisions of its bylaws is unlimited. However, the Company has a director and officer liability insurance policy that reduces its exposure and enables it to recover a portion of any future amounts paid. As a result of its insurance policy coverage, the Company believes the estimated fair value of the indemnification provisions of its bylaws is minimal and therefore, the Company has not recorded any related liabilities. | ||||
● | The Company enters into indemnification provisions under its agreements with investors and its agreements with other parties in the normal course of business, typically with suppliers, customers and landlords. Under these provisions, the Company generally indemnifies and holds harmless the indemnified party for losses suffered or incurred by the indemnified party as a result of the Company’s activities or, in some cases, as a result of the indemnified party’s activities under the agreement. These indemnification provisions often include indemnifications relating to representations made by the Company with regard to intellectual property rights, and generally survive termination of the underlying agreement. The maximum potential amount of future payments the Company could be required to make under these indemnification provisions is unlimited. The Company has not incurred material costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, the Company believes the estimated fair value of these agreements is minimal. Accordingly, the Company has not recorded any related liabilities. | ||||
Note_10_Segment_Reporting_and_
Note 10 - Segment Reporting and Geographic Information | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment Reporting Disclosure [Text Block] | ' | ||||||||||||||||
NOTE 10—SEGMENT REPORTING AND GEOGRAPHIC INFORMATION | |||||||||||||||||
The Company manufactures and distributes a full range of zipper, trim and waistband items to manufacturers of fashion apparel, specialty retailers and mass merchandisers. The Company’s organization is based on divisions representing the major product lines, and the Company’s operating decisions use these divisions to assess performance, allocate resources and make other operating decisions. Within these product lines there is not enough difference between the types of products to justify segmented reporting by product type or to account for these products separately. The net revenues and operating margins for the three primary product groups are as follows: | |||||||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||
Talon | Trim | Tekfit | Consolidated | ||||||||||||||
Net sales | $ | 28,756,206 | $ | 23,611,870 | $ | 79,311 | $ | 52,447,387 | |||||||||
Cost of goods sold | 20,459,426 | 14,938,681 | 76,429 | 35,474,536 | |||||||||||||
Gross profit | $ | 8,296,780 | $ | 8,673,189 | $ | 2,882 | 16,972,851 | ||||||||||
Operating expenses | 14,215,627 | ||||||||||||||||
Income from operations | $ | 2,757,224 | |||||||||||||||
Year Ended December 31, 2012 | |||||||||||||||||
Talon | Trim | Tekfit | Consolidated | ||||||||||||||
Net sales | $ | 22,061,303 | $ | 22,519,125 | $ | 20,444 | $ | 44,600,872 | |||||||||
Cost of goods sold | 16,022,334 | 14,083,017 | 35,120 | 30,140,471 | |||||||||||||
Gross profit (loss) | $ | 6,038,969 | $ | 8,436,108 | $ | (14,676 | ) | 14,460,401 | |||||||||
Operating expenses | 13,465,633 | ||||||||||||||||
Income from operations | $ | 994,768 | |||||||||||||||
Year Ended December 31, 2011 | |||||||||||||||||
Talon | Trim | Tekfit | Tekfit | ||||||||||||||
Net sales | $ | 22,612,784 | $ | 19,047,959 | $ | 7,764 | $ | 41,668,507 | |||||||||
Cost of goods sold | 16,481,686 | 11,981,505 | 1,550 | 28,464,741 | |||||||||||||
Gross profit | $ | 6,131,098 | $ | 7,066,454 | $ | 6,214 | 13,203,766 | ||||||||||
Operating expenses | 11,864,518 | ||||||||||||||||
Income from operations | $ | 1,339,248 | |||||||||||||||
The Company distributes its products internationally and has reporting requirements based on geographic regions. Long-lived assets are attributed to countries based on the location of the assets and revenues are attributed to countries based on customer delivery locations, as follows: | |||||||||||||||||
Years Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Sales: | |||||||||||||||||
United States | $ | 4,145,383 | $ | 4,494,939 | $ | 3,519,137 | |||||||||||
Hong Kong | 14,681,767 | 14,594,685 | 14,695,433 | ||||||||||||||
China | 15,078,074 | 10,759,863 | 9,557,952 | ||||||||||||||
Bangladesh | 2,617,840 | 2,242,018 | 2,092,993 | ||||||||||||||
Other | 15,924,323 | 12,509,367 | 11,802,992 | ||||||||||||||
Total | $ | 52,447,387 | $ | 44,600,872 | $ | 41,668,507 | |||||||||||
Long-lived Assets: | |||||||||||||||||
December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
United States | $ | 4,514,104 | $ | 4,551,101 | $ | 4,443,691 | |||||||||||
Hong Kong | 278,636 | 419,268 | 629,373 | ||||||||||||||
China | 88,962 | 73,344 | 129,977 | ||||||||||||||
Other | - | - | 319 | ||||||||||||||
Total | $ | 4,881,702 | $ | 5,043,713 | $ | 5,203,360 | |||||||||||
Note_11_Major_Customers_and_Ve
Note 11 - Major Customers and Vendors | 12 Months Ended |
Dec. 31, 2013 | |
Risks and Uncertainties [Abstract] | ' |
Concentration Risk Disclosure [Text Block] | ' |
NOTE 11—MAJOR CUSTOMERS AND VENDORS | |
For the years ended December 31, 2013, 2012 and 2011, the Company’s three largest customers represented approximately 5%, 6% and 8%, respectively, of consolidated net sales. | |
Three vendors, each representing more than 10% of the Company’s purchases, accounted for approximately 57% of the Company’s purchases for the year ended December 31, 2013. Three vendors, each representing more than 10% of the Company’s purchases, accounted for approximately 42% of the Company’s purchases for the year ended December 31, 2012. Four vendors, each representing more than 10% of the Company’s purchases, accounted for approximately 31% of the Company’s purchases for the year ended December 31, 2011. | |
Included in accounts payable and accrued expenses at December 31, 2013 and 2012 is $3,162,148 and $2,907,345 due to these vendors. |
Note_12_Quarterly_Results_Unau
Note 12 - Quarterly Results (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Financial Information [Text Block] | ' | ||||||||||||||||
NOTE 12 – QUARTERLY RESULTS (UNAUDITED) | |||||||||||||||||
Quarterly results for the years ended December 31, 2013 and 2012 are reflected: | |||||||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||
1st | 2nd | 3rd | 4th | ||||||||||||||
Net sales | $ | 10,139,750 | $ | 16,640,964 | $ | 13,728,037 | $ | 11,938,636 | |||||||||
Gross profit | $ | 3,176,078 | $ | 5,551,840 | $ | 4,584,382 | $ | 3,660,551 | |||||||||
Income from operations | $ | 208,877 | $ | 1,588,599 | $ | 939,025 | $ | 20,723 | |||||||||
Net income | $ | 280,353 | $ | 1,262,715 | $ | 700,056 | $ | 7,487,963 | |||||||||
Net income per share | $ | 0.01 | $ | 0.05 | $ | 0.01 | $ | 0.08 | |||||||||
Basic and diluted net income (loss) per share applicable to Common Stockholders | $ | (0.03 | ) | $ | 0.01 | $ | 0.09 | $ | 0.08 | ||||||||
Total comprehensive income | $ | 279,052 | $ | 1,293,857 | $ | 721,277 | $ | 7,484,194 | |||||||||
Year Ended December 31, 2012 | |||||||||||||||||
1st | 2nd | 3rd | 4th | ||||||||||||||
Net sales | $ | 8,745,950 | $ | 13,179,849 | $ | 11,288,717 | $ | 11,386,356 | |||||||||
Gross profit | $ | 2,770,756 | $ | 4,358,729 | $ | 3,650,872 | $ | 3,680,044 | |||||||||
Income (loss) from operations | $ | (473,826 | ) | $ | 974,358 | $ | 375,232 | $ | 119,004 | ||||||||
Net income (loss) | $ | (205,630 | ) | $ | 671,134 | $ | 186,865 | $ | 26,978 | ||||||||
Net income (loss) per share | $ | (0.01 | ) | $ | 0.03 | $ | 0.01 | $ | 0 | ||||||||
Basic and diluted net income (loss) per share applicable to Common Stockholders | $ | (0.05 | ) | $ | 0 | $ | (0.03 | ) | $ | (0.04 | ) | ||||||
Total comprehensive income (loss) | $ | (221,264 | ) | $ | 700,454 | $ | 162,451 | $ | 42,959 | ||||||||
The Company typically experiences seasonal fluctuations in sales volume consistent with the purchase demands of the apparel industry. In most years, these seasonal fluctuations result in lower sales volumes for the Company’s business in the first and fourth quarters of each year due to the seasonal buying patterns by the majority of the customers. Sales of the Company’s products typically precede the retail sales patterns by 90 to 150 days. The apparel retailers typically experience their highest sales volumes during the fourth quarter in connection with year-end holiday purchases. Backlogs of sales orders are not considered material in the industries in which the Company competes, which reduces the predictability of the Company’s sales and reinforces the volatility of these cyclical buying patterns on the Company’s sales volume. | |||||||||||||||||
Quarterly and year-to-date computations of per share amounts are made independently. Therefore, the sum of per share amounts for the quarters may not agree with the per share amounts for the year. |
Note_13_Subsequent_Events
Note 13 - Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events [Text Block] | ' |
NOTE 13 – SUBSEQUENT EVENTS | |
The Company evaluated subsequent events after the balance sheet date of December 31, 2013 through the date of the filing of this report. |
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts and Reserves | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | ' | ||||||||||||||||
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | ' | ||||||||||||||||
Schedule II – Valuation and Qualifying Accounts and Reserves | |||||||||||||||||
Description | Balance at | Additions (Adjustments) | Deductions | Balance | |||||||||||||
Beginning | at End of | ||||||||||||||||
of Year | Year | ||||||||||||||||
2013 | |||||||||||||||||
Allowance for doubtful accounts deducted from accounts receivable in the balance sheet | $ | 1,000 | $ | 42,000 | $ | 1,000 | $ | 42,000 | |||||||||
Reserve for inventory valuation deducted from inventories on the balance sheet | 261,000 | 65,000 | 96,000 | 230,000 | |||||||||||||
Valuation reserve deducted from deferred income tax assets | 10,439,000 | (8,538,000 | ) | 1,623,000 | 278,000 | ||||||||||||
$ | 10,701,000 | $ | (8,431,000 | ) | $ | 1,720,000 | $ | 550,000 | |||||||||
2012 | |||||||||||||||||
Allowance for doubtful accounts deducted from accounts receivable in the balance sheet | $ | 53,000 | $ | (26,000 | ) | $ | 26,000 | $ | 1,000 | ||||||||
Reserve for inventory valuation deducted from inventories on the balance sheet | 485,000 | 48,000 | 272,000 | 261,000 | |||||||||||||
Valuation reserve deducted from deferred income tax assets | 9,194,000 | 1,245,000 | - | 10,439,000 | |||||||||||||
$ | 9,732,000 | $ | 1,267,000 | $ | 298,000 | $ | 10,701,000 | ||||||||||
2011 | |||||||||||||||||
Allowance for doubtful accounts deducted from accounts receivable in the balance sheet | $ | 133,000 | $ | 32,000 | $ | 112,000 | $ | 53,000 | |||||||||
Reserve for inventory valuation deducted from inventories on the balance sheet | 884,000 | (36,000 | ) | 363,000 | 485,000 | ||||||||||||
Valuation reserve deducted from deferred income tax assets | 9,397,000 | 541,000 | 744,000 | 9,194,000 | |||||||||||||
$ | 10,414,000 | $ | 537,000 | $ | 1,219,000 | $ | 9,732,000 | ||||||||||
-1 | Additions to the allowance for doubtful accounts include provisions for uncollectible accounts. Bad debt expense includes (and additions above exclude) net direct write-offs of approximately $0, $2,000 and $4,000 for the years ended December 31, 2013, 2012 and 2011, respectively. Additions to the inventory valuation reserve include current year provisions. Additionally, in 2013, 2012 and 2011 there were direct write-offs of $143,000, $168,000 and $243,000, respectively. | ||||||||||||||||
-2 | Deductions from the allowance for doubtful accounts include amounts applied to write-offs and reversals of prior period provisions. Deductions from the inventory valuation reserve include application of the reserve against obsolete, excess, slow-moving or disposed inventory. | ||||||||||||||||
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||
Use of Estimates, Policy [Policy Text Block] | ' | |||||||||||||
Use of Estimates | ||||||||||||||
The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the year. The accounting estimates that require the Company’s most significant, difficult and subjective judgments include the valuation of allowances for accounts receivable and inventory, the assessment of recoverability of long-lived assets and intangible assets, stock-based compensation and the recognition and measurement of current and deferred income taxes (including the measurement of uncertain tax positions). Actual results could differ materially from the Company’s estimates. | ||||||||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | ' | |||||||||||||
Cash and Cash Equivalents | ||||||||||||||
The Company considers all highly liquid investments purchased with an initial maturity of three months or less to be cash equivalents. The Company had approximately $3.4 million and $3.1 million at financial institutions in excess of governmentally insured limits at December 31, 2013 and 2012. | ||||||||||||||
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | ' | |||||||||||||
Allowance for Accounts Receivable Doubtful Accounts | ||||||||||||||
The Company is required to make judgments as to the collectability of accounts receivable based on established aging policy, historical experience and future expectations. The allowances for doubtful accounts represent allowances for customer trade accounts that are estimated to be partially or entirely uncollectible. These allowances are used to reduce gross trade receivables or notes receivable to their net realizable value. The Company records these allowances based on estimates related to the following factors: (i) customer specific allowances; (ii) amounts based upon an aging schedule; and (iii) an estimated amount, based on the Company’s historical experience, for issues not yet identified. The Company writes off an account when it is considered to be uncollectible. The total allowance for accounts receivable doubtful accounts at December 31, 2013 and 2012 was $41,596 and $1,093, respectively. | ||||||||||||||
Inventory, Policy [Policy Text Block] | ' | |||||||||||||
Inventories | ||||||||||||||
Inventories are stated at the lower of cost, determined using the first-in, first-out basis, or market value and are all substantially finished goods. The costs of inventory include the purchase price, inbound freight and duties, conversion costs and certain allocated production overhead costs. Inventory reserves are recorded for damaged, obsolete, excess and slow-moving inventory. The Company uses estimates to record these reserves. Slow-moving inventory is reviewed by category and may be partially or fully reserved for depending on the type of product and the length of time the product has been included in inventory. Reserve adjustments are made for the difference between the cost of the inventory and the estimated market value, if lower, and charged to operations in the period in which the facts that give rise to these adjustments become known. Market value of inventory is estimated based on the impact of market trends, an evaluation of economic conditions and the value of current orders relating to the future sales of this type of inventory. | ||||||||||||||
Inventories consist of the following: | ||||||||||||||
December 31, | ||||||||||||||
2013 | 2012 | |||||||||||||
Finished goods | $ | 1,029,759 | $ | 991,635 | ||||||||||
Less inventory valuation reserves | (229,519 | ) | (261,132 | ) | ||||||||||
Total inventories | $ | 800,240 | $ | 730,503 | ||||||||||
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | ' | |||||||||||||
Impairment of Long-Lived Assets | ||||||||||||||
The Company records impairment charges when the carrying amounts of long-lived assets are determined not to be recoverable. Impairment is measured by assessing the usefulness of an asset or by comparing the carrying value of an asset to its fair value. Fair value is typically determined using quoted market prices, if available, or an estimate of undiscounted future cash flows expected to result from the use of the asset and its eventual disposition. The amount of impairment loss is calculated as the excess of the carrying value over the fair value. Changes in market conditions and management strategy have historically caused us to reassess the carrying amount of the Company’s long-lived assets. The Company completed the required assessment as at the end of 2013, 2012 and 2011, and noted no impairment. | ||||||||||||||
Property, Plant and Equipment, Policy [Policy Text Block] | ' | |||||||||||||
Property and Equipment | ||||||||||||||
Property and equipment are recorded at historical cost. Maintenance and repairs are expensed as incurred. Upon retirement or other disposition of property and equipment, the related cost and accumulated depreciation or amortization are removed from the accounts and any gains or losses are included in results of operations. | ||||||||||||||
Property and equipment consist of the following: | ||||||||||||||
December 31, | Depreciable Life | |||||||||||||
2013 | 2012 | In Years (1) | ||||||||||||
Furniture and fixtures | $ | 298,956 | $ | 295,298 | 5 | |||||||||
Machinery and equipment | 819,398 | 791,354 | 5 | - | 10 | |||||||||
Software and computer equipment | 4,078,347 | 3,909,233 | 3 | - | 5 | |||||||||
Leasehold improvements (2) | 454,664 | 436,311 | ||||||||||||
Automobile | - | 15,711 | 4 | |||||||||||
Cost, total | 5,651,365 | 5,447,907 | ||||||||||||
Less: Accumulated depreciation and amortization | (5,036,773 | ) | (4,684,137 | ) | ||||||||||
Property and equipment, net | $ | 614,592 | $ | 763,770 | ||||||||||
-1 | Depreciation of property and equipment is computed using the straight-line method based on estimated useful lives as shown above. | |||||||||||||
-2 | Depreciated life for leasehold improvements represents the term of the lease or the estimated life of the related improvements, whichever is shorter. | |||||||||||||
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | ' | |||||||||||||
Intangible Assets, net | ||||||||||||||
Intangible assets consist of the Talon trade name acquired in a purchase business combination, patents, licenses, intellectual property rights and technology. Intangible assets acquired in a purchase business combination and determined to have an indefinite useful life are not amortized, but instead are tested for impairment at least annually in accordance with the provisions of FASB Accounting Standards Codification (“ASC”) 350, “Intangibles - Goodwill and Other”. Intangible assets with estimable useful lives are amortized over their respective estimated useful lives using the straight-line method, and are reviewed for impairment in accordance with the provisions of ASC 360, “Property, Plant and Equipment”. Costs incurred to renew or extend the term of recognized intangible assets are capitalized and amortized over the useful life of the asset. | ||||||||||||||
In July 2012, the FASB issued Accounting Standards Update (“ASU”) 2012-02, “Intangibles – Goodwill and Other - Testing Indefinite-lived Intangible Assets for Impairment.” The updated guidance gives companies the option to first perform a qualitative assessment to determine whether it is more likely than not, defined as a likelihood of more than 50%, that an indefinite-lived intangible asset is impaired. If it is determined that it is more likely than not that an impairment exists, then the company is required to estimate the fair value of the indefinite-lived intangible assets and perform a quantitative impairment test in accordance with ASU 350-30. The updated guidance was effective for annual and interim indefinite lived intangibles asset impairment tests performed for fiscal years, and interim periods within those years, beginning after September 15, 2012. Early adoption was permitted as of a date before July 27, 2012. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements. The Company completed the required assessment as at the end of 2013, 2012 and 2011, and noted no impairment. | ||||||||||||||
On April 2, 2002, the Company entered into an Exclusive License and Intellectual Property Rights Agreement (the “License Agreement”) with Pro-Fit Holdings Limited (“Pro-Fit”). The License Agreement granted the Company the exclusive rights to sell or sublicense waistbands manufactured under patented technology developed by Pro-Fit for garments manufactured anywhere in the world for sale in the United States market and to all United States brands. The License Agreement had an indefinite term that extended for the duration of the trade secrets and patented technology licensed under the License Agreement. The Company recorded an intangible asset amounting to $612,500 which has been fully amortized. | ||||||||||||||
During the quarter ended March 31, 2012 the Company completed the acquisition from Pro-Fit and related parties of all U.S. patents, applications, trademarks, rights and technology associated with the stretch waistband technology that was formerly exclusively licensed under the License Agreement, and the License Agreement was terminated. During the quarter ended March 31, 2012 the Company also acquired other intellectual property related to accessory components used with a variety of apparel products. The total purchase price and related fees for all intangibles acquired in 2012 totaled $178,722, and is amortized based on the estimated useful lives between 10 and 17 years. Amortization expense for intangible assets for the year ended December 31, 2013 and 2012 was $12,833 and $9,530, respectively. | ||||||||||||||
Intangible assets as of December 31, 2013 and 2012 are as follows: | ||||||||||||||
December 31, | ||||||||||||||
2013 | 2012 | |||||||||||||
Tradename – Talon trademark | $ | 4,110,751 | $ | 4,110,751 | ||||||||||
Intellectual property rights and exclusive license | 178,722 | 178,722 | ||||||||||||
Less: Accumulated amortization | (22,363 | ) | (9,530 | ) | ||||||||||
Intellectual property rights, net | 156,359 | 169,192 | ||||||||||||
Intangible assets, net | $ | 4,267,110 | $ | 4,279,943 | ||||||||||
Stockholders' Equity Note, Redeemable Preferred Stock, Issue, Policy [Policy Text Block] | ' | |||||||||||||
Convertible Preferred Stock | ||||||||||||||
On July 12, 2013 the Company entered into a Securities Redemption Agreement (the “Redemption Agreement”) with CVC California, LLC (“CVC”). Pursuant to the Redemption Agreement, the Company repurchased from CVC all of the 407,160 outstanding shares of the Company’s Series B Convertible Preferred Stock (the “Series B Preferred Stock”) for an aggregate purchase price of $18,800,000. The purchase price was paid by delivery of $13,000,000 in cash and the issuance to CVC of a promissory note in the principal amount of $5,800,000 (the “Promissory Note”). As of the date of the transaction, the total value of the Series B Convertible Preferred Stock was $25,893,686, and a redemption discount (net of redemption costs of $154,429) of $6,939,257 was recorded to accumulated deficit on the consolidated balance sheets, and reflected in the earnings per share calculation of net income available to common stockholders. The Promissory Note was subsequently paid at December 31, 2013. | ||||||||||||||
The Company classified its conditionally redeemable convertible preferred shares, which were subject to redemption upon the occurrence of uncertain events not solely within the Company’s control, as temporary equity in the mezzanine section of the consolidated balance sheets, in accordance with the guidance enumerated in FASB ASC No. 480-10 “Distinguishing Liabilities from Equity”, FASB ASC No. 210 “Classification and Measurement of Redeemable Securities” and Rule 5-02.28 of Regulation S-X, when determining the classification and measurement of preferred stock. | ||||||||||||||
The Company evaluated the conversion option of its convertible preferred shares in accordance with FASB ASC No. 470-20, “Debt with Conversion and Other Options”, Accounting for Convertible Securities with Beneficial Conversion Features (“BCF”) or Contingently Adjustable Conversion Ratios. A convertible financial instrument includes a BCF when the fair market value of the preferred stock is lower than the value of common stock when the preferred stock converts to common stock at the issuance date. The BCF is recognized separately at issuance by allocating a portion of the proceeds equal to the intrinsic value of the feature to additional paid-in capital. | ||||||||||||||
The convertible preferred shares, which were redeemable preferred securities, were reported at their then current liquidation preference amount. Redeemable securities initially are recorded at their fair value minus the BCF and minus preferred stock issuance costs, and then were subsequently adjusted for changes in the preferred stock value in accordance with the following guidelines: | ||||||||||||||
● | When an equity instrument is not currently redeemable, but it is probable that the equity instrument will become redeemable (for example, when the redemption depends solely on the passage of time), then changes in the redemption value are recognized as they occur, and the carrying amount of the instrument is adjusted to equal the current redemption value. An increase in the carrying amount of the instrument reduces income available to common stockholders in the calculation of earnings per share. | |||||||||||||
● | When the liquidation preference increases on preferred shares, it is added to the preferred stock carrying amount, and reduces income available to common stockholders in the calculation of earnings per share. | |||||||||||||
Revenue Recognition, Policy [Policy Text Block] | ' | |||||||||||||
Revenue Recognition | ||||||||||||||
Sales are recognized when persuasive evidence of an arrangement exists, product delivery has occurred, pricing is fixed or determinable and collection is reasonably assured. Sales resulting from customer buy-back agreements, or associated inventory storage arrangements are recognized upon delivery of the products to the customer, the customer’s designated manufacturer, or upon notice from the customer to destroy or dispose of the goods. Sales, provisions for estimated sales returns and the cost of goods sold are recorded at the time title transfers to customers. Actual product returns are charged against estimated sales return allowances. | ||||||||||||||
Sales rebates and discounts are common practice in the industries in which the Company operates. Volume, promotional, price, cash and other discounts and customer incentives are accounted for as a reduction to gross sales. Rebates and discounts are recorded based upon estimates at the time products are sold. These estimates are based upon historical experience for similar programs and products. The Company reviews such rebates and discounts on an ongoing basis and accruals for rebates and discounts are adjusted, if necessary, as additional information becomes available. | ||||||||||||||
Shipping and Handling Cost, Policy [Policy Text Block] | ' | |||||||||||||
Shipping and Handling Costs | ||||||||||||||
The Company records shipping and handling costs billed to customers as a component of revenue and shipping and handling costs incurred by the Company for outbound freight are recorded as a component of cost of goods sold. | ||||||||||||||
Income Tax, Policy [Policy Text Block] | ' | |||||||||||||
Income Taxes | ||||||||||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax benefit carry-forwards. Deferred tax liabilities and assets at the end of each period are determined using enacted tax rates. The Company records deferred tax assets arising from temporary timing differences between recorded net income and taxable net income when and if the Company believes that future earnings will be sufficient to realize the tax benefit. For those jurisdictions where the expiration date of tax benefit carry-forwards or the projected taxable earnings indicate that realization is not likely, a valuation allowance is provided. | ||||||||||||||
The provisions of FASB ASC 740, "Income Taxes," (“ASC 740”) require the establishment of a valuation allowance when, based on currently available information and other factors, it is more likely than not that all or a portion of a deferred tax asset will not be realized. ASC 740 provides that an important factor in determining whether a deferred tax asset will be realized is whether there has been sufficient income in recent years and whether sufficient income is expected in future years in order to utilize the deferred tax asset. | ||||||||||||||
The Company believes that its estimate of deferred tax assets and determination to record a valuation allowance against such assets are critical accounting estimates because they are subject to, among other things, an estimate of future taxable income, which is susceptible to change and dependent upon events that may or may not occur, and because the impact of recording a valuation allowance may be material to the assets reported on the balance sheet and results of operations. On December 31, 2013 the Company recognised deferred tax assets, net in the amount of $7,491,957 principally associated with our U.S. operating loss carryforwards. As of December 31, 2013, after careful evaluation of the Company’s historical operating results, business operation model, specific cost and income considerations and projected earnings, the Company concluded that there was sufficient evidence to ensure that it is more likely than not that the Company will be able to substantially utilize its U.S. operating loss carryforwards (See Note 8). | ||||||||||||||
On January 1, 2007 the Company adopted the provisions of accounting guidance regarding uncertain income tax positions under ASC 740. ASC 740 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on the recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition associated with income tax liabilities. As a result of the implementation of ASC 740, the Company recognized an increase in liabilities for unrecognized tax benefits of approximately $245,800, which was accounted for as an increase in the January 1, 2007 accumulated deficit. The amount subsequently increased due to interest and penalties accrual. During the years ended December 31, 2013 and 2012, the Company recorded an income tax benefit due to the elimination of a tax liability of $135,177 and $196,423, respectively, recorded in 2007 which was associated with tax positions that could have been subject to reversal upon a regulatory review. The time limit for regulatory assessment of the tax liability expired and the liability was removed (See Note 8). | ||||||||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' | |||||||||||||
Stock-Based Compensation | ||||||||||||||
The Company has employee equity incentive plans, which are described more fully in Note 6. Effective January 1, 2006, the Company adopted FASB ASC 718, “Compensation - Stock Compensation” (“ASC 718”), which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors based on estimated fair values. Accordingly, the Company measures share-based compensation at the grant date based on the fair value of the award. | ||||||||||||||
ASC 718 requires companies to estimate the fair value of share-based payment awards to employees and directors on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods in the Company’s Statements of Operations. Stock-based compensation expense recognized in the Statements of Operations for the years ended December 31, 2013, 2012 and 2011 included compensation expense for share-based payment awards granted prior to, but not yet vested as of January 1 of the applicable year based on the grant date fair value estimated in accordance with the pro-forma provisions of ASC 718 and compensation expense for the share-based payment awards granted subsequent to January 1 based on the grant date fair value estimated in accordance with the provisions of ASC 718. For stock-based awards issued to employees and directors, stock-based compensation is attributed to expense using the straight-line single option method. As stock-based compensation expense recognized in the Statements of Operations for 2013, 2012 and 2011 is based on awards expected to vest, ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. For the years ended December 31, 2013, 2012 and 2011, expected forfeitures are immaterial and as such the Company is recognizing forfeitures as they occur. | ||||||||||||||
The Company’s determination of fair value of share-based payment awards to employees and directors on the date of grant uses the Black-Scholes model, which is affected by the Company’s stock price as well as assumptions regarding a number of complex and subjective variables. These variables include, but are not limited to, the expected stock price volatility over the expected term of the awards and actual and projected employee stock option exercise behaviors. The Company estimates expected volatility using historical data. The expected option term is estimated using the “safe harbor” provisions under ASC 718. | ||||||||||||||
Foreign Currency Transactions and Translations Policy [Policy Text Block] | ' | |||||||||||||
Foreign Currency Translation | ||||||||||||||
The Company has operations and holds assets in various foreign countries. The local currency is the functional currency for the Company’s subsidiaries in China and India. Assets and liabilities are translated at end-of-period exchange rates while revenues and expenses are translated at the average exchange rates in effect during the period. | ||||||||||||||
Equity is translated at historical rates and the resulting cumulative translation adjustments are included as a component of accumulated other comprehensive income (loss) until the translation adjustments are realized. Gains and losses resulting from foreign currency transactions and remeasurement adjustments of monetary assets and liabilities not held in an entity’s functional currency (affects primarily the Company’s subsidiary in Hong Kong where the local currency Hong Kong Dollar is not the functional currency) are included in earnings. | ||||||||||||||
Cost of Sales, Policy [Policy Text Block] | ' | |||||||||||||
Cost of Goods Sold - Cost of goods sold primarily includes expenses related to inventory purchases, customs, duty, freight, overhead expenses and reserves for obsolete inventory. Overhead expenses primarily consist of warehouse and operations salaries and other warehouse expenses. | ||||||||||||||
Selling, General and Administrative Expenses, Policy [Policy Text Block] | ' | |||||||||||||
Sales and Marketing Expense – Sales and marketing expenses primarily include royalty expense, sales salaries and commissions, travel and entertainment, marketing and other sales-related costs. | ||||||||||||||
General and Administrative Expenses - General and administrative expenses primarily include administrative salaries, employee benefits, professional service fees, facility expenses, information technology costs, investor relations, travel and entertainment, depreciation and amortization, bad debts, restructuring costs and other general corporate expenses. | ||||||||||||||
Interest Expense, Policy [Policy Text Block] | ' | |||||||||||||
Interest Expense and Interest Income – Interest expense reflects the cost of borrowing and amortization of deferred financing costs and discounts. Interest expense for the years ended December 31, 2013, 2012 and 2011 was $30,192, $51,117 and $128,188, respectively. Interest income of $4,415, $3,809 and $4,190 for the years ended December 31, 2013, 2012 and 2011, respectively, consists of earnings from outstanding amounts due to the Company under notes and other interest bearing receivables. | ||||||||||||||
As of March 31, 2012, the Company elected to change its policy on the classification of interest and penalties associated with tax positions originally recorded in 2007 that could be subject to reversal upon a regulatory review. In accordance with accounting guidance under FASB ASC 740 “Income Taxes” regarding uncertain income tax positions, the Company chose to report interest and penalties associated with uncertain tax positions in the provision for (benefit from) income taxes, net instead of interest expense. This presentation is preferable in order to reflect the full impact of the uncertain income tax position into one classification on our Consolidated Statement of Operations and Comprehensive Income. Historical amounts were insignificant. Due to immateriality, the prior periods presented have not been adjusted to apply the new accounting method retrospectively in accordance with FASB ASC 250 “Accounting Changes and Error Corrections” (See Note 8). | ||||||||||||||
Comprehensive Income, Policy [Policy Text Block] | ' | |||||||||||||
Comprehensive Income | ||||||||||||||
Comprehensive income consists of net income and unrealized income on foreign currency translation adjustments. The foreign currency translation adjustment represents the net currency translation gains and losses related to our China and India subsidiaries, which have not been reflected in the net income for the periods presented. | ||||||||||||||
In the first quarter of 2012, the Company adopted FASB ASU 2011-05, “Presentation of Comprehensive Income” (“ASU 2011-05”) and ASU 2011-12, “Comprehensive Income (Topic 220)”, which amended ASC Topic 220, “Comprehensive Income”, and was effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. The Company chose the option provided by ASU 2011-05 to present the total of comprehensive income (loss), the components of net income (loss) and the components of other comprehensive income (loss) in a single continuous statement. Adoption of the guidance did not have any impact on our results of operations or financial condition. | ||||||||||||||
Commitments and Contingencies, Policy [Policy Text Block] | ' | |||||||||||||
Litigation | ||||||||||||||
The Company currently has pending various claims and complaints that arise in the ordinary course of the business. The Company believes that there are meritorious defenses to these claims and that the claims are either covered by insurance or would not have a material effect on its consolidated financial condition if adversely determined against the Company. | ||||||||||||||
Fair Value Measurement, Policy [Policy Text Block] | ' | |||||||||||||
Fair Value of Financial Instruments | ||||||||||||||
Effective January 1, 2008, the Company adopted FASB Accounting Standards Codification (“ASC”) No. 820, “Fair Value Measurements and Disclosures” (“ASC 820”). Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, the guidance establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: | ||||||||||||||
Level 1—Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. | ||||||||||||||
Level 2—Include other inputs that are directly or indirectly observable in the marketplace. | ||||||||||||||
Level 3—Unobservable inputs which are supported by little or no market activity. | ||||||||||||||
The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. | ||||||||||||||
The Company’s financial instruments include cash and cash equivalents, accounts receivable, other assets, accounts payable, accrued expenses, revolving credit loan, term loan payable and other liabilities. The book value of the financial instruments is representative of their fair values. In accordance with this guidance, the Company measures its cash equivalents at fair value. The Company’s cash equivalents are classified within Level 1. Cash equivalents are valued primarily using quoted market prices utilizing market observable inputs. At December 31, 2013 and 2012, cash equivalents consisted of money market fund balances measured at fair value on a recurring basis; fair value of the Company’s money market funds was approximately $961,000 and $2,230,000, respectively. | ||||||||||||||
The Company adopted the FASB staff position that delayed the guidance on fair value measurements for non-financial assets and non-financial liabilities. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements. | ||||||||||||||
Reclassification, Policy [Policy Text Block] | ' | |||||||||||||
Presentation | ||||||||||||||
In order to facilitate the comparison of financial information, certain amounts reported in the prior year have been reclassified to conform to the current year presentation. | ||||||||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | ' | |||||||||||||
New Accounting Pronouncements | ||||||||||||||
In July 2013, the FASB issued ASU 2013-11, "Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists" ("ASU 2013-11"), which sets forth explicit guidance on the financial statement presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward exists. This guidance is effective for fiscal years, and interim periods beginning after December 15, 2013, with early adoption permitted. The Company adopted ASU 2013-011 as of September 30, 2013 with no impact on the consolidated financial statements. |
Note_1_Summary_of_Significant_1
Note 1 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||
Schedule of Inventory, Current [Table Text Block] | ' | |||||||||||||
December 31, | ||||||||||||||
2013 | 2012 | |||||||||||||
Finished goods | $ | 1,029,759 | $ | 991,635 | ||||||||||
Less inventory valuation reserves | (229,519 | ) | (261,132 | ) | ||||||||||
Total inventories | $ | 800,240 | $ | 730,503 | ||||||||||
Property, Plant and Equipment [Table Text Block] | ' | |||||||||||||
December 31, | Depreciable Life | |||||||||||||
2013 | 2012 | In Years (1) | ||||||||||||
Furniture and fixtures | $ | 298,956 | $ | 295,298 | 5 | |||||||||
Machinery and equipment | 819,398 | 791,354 | 5 | - | 10 | |||||||||
Software and computer equipment | 4,078,347 | 3,909,233 | 3 | - | 5 | |||||||||
Leasehold improvements (2) | 454,664 | 436,311 | ||||||||||||
Automobile | - | 15,711 | 4 | |||||||||||
Cost, total | 5,651,365 | 5,447,907 | ||||||||||||
Less: Accumulated depreciation and amortization | (5,036,773 | ) | (4,684,137 | ) | ||||||||||
Property and equipment, net | $ | 614,592 | $ | 763,770 | ||||||||||
Schedule of Intangible Assets and Goodwill [Table Text Block] | ' | |||||||||||||
December 31, | ||||||||||||||
2013 | 2012 | |||||||||||||
Tradename – Talon trademark | $ | 4,110,751 | $ | 4,110,751 | ||||||||||
Intellectual property rights and exclusive license | 178,722 | 178,722 | ||||||||||||
Less: Accumulated amortization | (22,363 | ) | (9,530 | ) | ||||||||||
Intellectual property rights, net | 156,359 | 169,192 | ||||||||||||
Intangible assets, net | $ | 4,267,110 | $ | 4,279,943 |
Note_2_Related_Party_Notes_and1
Note 2 - Related Party Notes and Transactions (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||
Schedule Of Related Parties Interest Expense Interest Accrual And Interest Paid [Table Text Block] | ' | ||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Interest expense | $ | - | $ | 1,015 | $ | 9,066 | |||||||
Accrued interest balance | $ | - | $ | - | $ | 144,023 | |||||||
Interest paid | $ | - | $ | 145,038 | $ | 20,083 |
Note_3_Notes_Payable_and_Capit1
Note 3 - Notes Payable and Capital Lease Obligations (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Note 3 - Notes Payable and Capital Lease Obligations (Tables) [Line Items] | ' | ||||||||||||
Schedule of Minimum Annual Payments of Note Payable [Table Text Block] | ' | ||||||||||||
Years ending December 31, | Amount | Principal | Interest | ||||||||||
2014 | $ | 1,924,144 | $ | 1,666,667 | $ | 257,477 | |||||||
2015 | 1,822,755 | 1,666,667 | 156,088 | ||||||||||
2016 | 1,721,620 | 1,666,666 | 54,954 | ||||||||||
Total | $ | 5,468,519 | $ | 5,000,000 | $ | 468,519 | |||||||
Notes Payable to Banks [Member] | ' | ||||||||||||
Note 3 - Notes Payable and Capital Lease Obligations (Tables) [Line Items] | ' | ||||||||||||
Schedule of Debt [Table Text Block] | ' | ||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
$5,000,000 term loan payable to Union Bank dated December 31, 2013 payable in 36 monthly payments of $138,889 beginning January 31, 2014; interest at a rate per annum of 2.75% in excess of the reference rate, (3.25% as of December 31, 2013) | $ | 5,000,000 | $ | - | |||||||||
Term note payable | 5,000,000 | - | |||||||||||
Less current portion | (1,666,667 | ) | - | ||||||||||
Term loan payable, net of current portion | $ | 3,333,333 | $ | - |
Note_5_Preferred_Stock_and_Sto1
Note 5 - Preferred Stock and Stockholders' Equity (Deficit) (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Stockholders' Equity Note [Abstract] | ' | ||||
Temporary Equity [Table Text Block] | ' | ||||
Series B Preferred Stock as of December 31, 2010 | $ | 17,820,464 | |||
Series B Preferred Stock liquidation preference increase | 2,851,274 | ||||
Series B Preferred Stock as of December 31, 2011 | 20,671,738 | ||||
Series B Preferred Stock liquidation preference increase | 3,307,478 | ||||
Series B Preferred Stock as of December 31, 2012 | 23,979,216 | ||||
Series B Preferred Stock liquidation preference increase for January 1-July 12, 2013 | 1,914,470 | ||||
Series B Preferred Stock as of July 12, 2013 per original redemption value | 25,893,686 | ||||
Series B Preferred Stock redemption discount (1) | (7,093,686 | ) | |||
Series B Preferred Stock before the Redemption | 18,800,000 | ||||
Series B Preferred Stock Redemption on July 12, 2013 | (18,800,000 | ) | |||
Series B Preferred Stock as of December 31, 2013 | $ | - |
Note_6_StockBased_Compensation1
Note 6 - Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | ' | ||||||||||||||||||
Number of | Weighted | ||||||||||||||||||
Shares | Average | ||||||||||||||||||
Exercise Price | |||||||||||||||||||
Employees and Directors | |||||||||||||||||||
Options outstanding - December 31, 2010 | 5,147,100 | $ | 0.35 | ||||||||||||||||
Granted | 1,405,000 | $ | 0.1 | ||||||||||||||||
Exercised | (109,375 | ) | $ | 0.11 | |||||||||||||||
Cancelled | (300,625 | ) | $ | 1.79 | |||||||||||||||
Options outstanding - December 31, 2011 | 6,142,100 | $ | 0.22 | ||||||||||||||||
Granted | 630,000 | $ | 0.05 | ||||||||||||||||
Cancelled | (400,000 | ) | $ | 0.15 | |||||||||||||||
Options outstanding - December 31, 2012 | 6,372,100 | $ | 0.21 | ||||||||||||||||
Granted | 400,000 | $ | 0.28 | ||||||||||||||||
Exercised | (11,875 | ) | $ | 0.08 | |||||||||||||||
Cancelled | (538,500 | ) | $ | 0.5 | |||||||||||||||
Options outstanding - December 31, 2013 | 6,221,725 | $ | 0.19 | ||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | ||||||||||||||||||
Years ended December 31, | |||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||
Expected volatility | 330% | 140% | 134 | - | 138% | ||||||||||||||
Expected term in years | 5.3 | 5.3 | - | 6.1 | 5.3 | - | 6.1 | ||||||||||||
Expected dividends | - | - | - | ||||||||||||||||
Risk-free rate | 1.50% | 2.70% | 1.5 | - | 2.70% | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block] | ' | ||||||||||||||||||
Number | Weighted | Weighted | Intrinsic | ||||||||||||||||
of | Average | Average | Value | ||||||||||||||||
Shares | Exercise | Remaining Contractual | |||||||||||||||||
Price | Life (Years) | ||||||||||||||||||
Employees and Directors | |||||||||||||||||||
Outstanding at December 31, 2013 | 6,221,725 | $ | 0.19 | 5.9 | $ | 0.1 | |||||||||||||
Vested and Expected to Vest | 6,211,958 | $ | 0.19 | 5.9 | $ | 0.1 | |||||||||||||
Exercisable | 5,584,224 | $ | 0.19 | 5.6 | $ | 0.11 | |||||||||||||
Schedule of Unvested Restricted Stock Units Roll Forward [Table Text Block] | ' | ||||||||||||||||||
Number of RSU’s | |||||||||||||||||||
Total RSU’s | Common | Intrinsic value | Shares | ||||||||||||||||
awarded | shares issued | at the time of | remaining to | ||||||||||||||||
issuance | be issued | ||||||||||||||||||
30-Jul-10 | 11,557,000 | - | $ | 0.196 | |||||||||||||||
30-Aug-11 | - | 600,000 | $ | 0.1 | |||||||||||||||
30-Jan-12 | - | 900,000 | $ | 0.05 | |||||||||||||||
30-Jul-12 | - | 1,500,000 | $ | 0.04 | |||||||||||||||
30-Jan-13 | - | 1,500,000 | $ | 0.04 | |||||||||||||||
12-Jul-13 | - | 4,745,600 | $ | 0.06 | |||||||||||||||
30-Jul-13 | - | 1,155,700 | $ | 0.25 | |||||||||||||||
Total at December 31, 2013 | 11,557,000 | 10,401,300 | 1,155,700 | ||||||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | ' | ||||||||||||||||||
Number of RSU’s | Weighted | ||||||||||||||||||
Average | |||||||||||||||||||
Grant date | |||||||||||||||||||
Unvested | Vested | Total | value per RSU | ||||||||||||||||
RSU’s outstanding - December 31, 2010 | 11,557,000 | - | 11,557,000 | $ | 0.196 | ||||||||||||||
Vested | (5,778,500 | ) | 5,778,500 | - | $ | 0.196 | |||||||||||||
Common stock issued | - | (600,000 | ) | (600,000 | ) | $ | 0.196 | ||||||||||||
RSU’s outstanding - December 31, 2011 | 5,778,500 | 5,178,500 | 10,957,000 | $ | 0.196 | ||||||||||||||
Vested | (2,311,400 | ) | 2,311,400 | - | $ | 0.196 | |||||||||||||
Common stock issued | - | (2,400,000 | ) | (2,400,000 | ) | $ | 0.196 | ||||||||||||
RSU’s outstanding - December 31, 2012 | 3,467,100 | 5,089,900 | 8,557,000 | $ | 0.196 | ||||||||||||||
Vested | (2,311,400 | ) | 2,311,400 | - | $ | 0.196 | |||||||||||||
Common stock issued | - | (7,401,300 | ) | (7,401,,300 | ) | $ | 0.196 | ||||||||||||
RSU’s outstanding - December 31, 2013 | 1,155,700 | - | 1,155,700 | $ | 0.196 |
Note_7_Net_Income_Loss_per_Sha1
Note 7 - Net Income (Loss) per Share (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||||||||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | ||||||||||||||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||||||||||||||
Net income (Numerator) | Shares (Denominator) | Per Share Amount | Net income (loss) (Numerator) | Shares (Denominator) | Per Share Amount | Net income (loss) (Numerator) | Shares (Denominator) | Per Share Amount | |||||||||||||||||||||||||||||
Net income | $ | 9,731,087 | 56,213,272 | $ | 0.17 | $ | 679,347 | 22,458,185 | $ | 0.03 | $ | 729,133 | 20,567,640 | $ | 0.04 | ||||||||||||||||||||||
Series B preferred stock liquidation preference increase | (1,914,470 | ) | - | (0.03 | ) | (3,307,478 | ) | - | (0.15 | ) | (2,851,274 | ) | - | (0.14 | ) | ||||||||||||||||||||||
Series B preferred stock redemption discount, net (See Note 5) | 6,939,257 | - | 0.12 | - | - | - | - | - | - | ||||||||||||||||||||||||||||
Basic net income (loss) applicable to common stockholders | 14,755,874 | 56,213,272 | 0.26 | (2,628,131 | ) | 22,458,185 | (0.12 | ) | (2,122,141 | ) | 20,567,640 | (0.10 | ) | ||||||||||||||||||||||||
Stock options, RSUs and Series B preferred stock with dilutive effect | - | 4,341,449 | (0.02 | ) | - | - | - | - | - | - | |||||||||||||||||||||||||||
Diluted net income (loss) applicable to common stockholders | $ | 14,755,874 | 60,554,721 | $ | 0.24 | $ | (2,628,131 | ) | 22,458,185 | $ | (0.12 | ) | $ | (2,122,141 | ) | 20,567,640 | $ | (0.10 | ) |
Note_8_Income_Taxes_Tables
Note 8 - Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | ' | ||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal | $ | 189,530 | $ | 76,250 | $ | 161,306 | |||||||
State | 4,731 | 3,322 | 2,528 | ||||||||||
Foreign | 164,640 | (22,180 | ) | 84,560 | |||||||||
358,901 | 57,392 | 248,394 | |||||||||||
Deferred: | |||||||||||||
Federal | (5,822,530 | ) | 115,736 | 115,800 | |||||||||
State | (1,502,877 | ) | 26,984 | 26,794 | |||||||||
Foreign | (33,134 | ) | 68,001 | 95,129 | |||||||||
(7,358,541 | ) | 210,721 | 237,723 | ||||||||||
Total | $ | (6,999,640 | ) | $ | 268,113 | $ | 486,117 | ||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | ' | ||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Current: | |||||||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | |||||||
State taxes net of federal benefit | (36.2 | ) | 2.1 | 1.6 | |||||||||
Change in effective foreign tax rate | (10.6 | ) | (23.9 | ) | (26.0 | ) | |||||||
Other permanent differences | 22.3 | (54.9 | ) | (13.6 | ) | ||||||||
Foreign withholding taxes | 7.1 | 13.3 | 24.7 | ||||||||||
Net operating loss valuation allowance | (268.3 | ) | 95.7 | 35.9 | |||||||||
Change in uncertainty in income taxes | (4.9 | ) | (19.8 | ) | - | ||||||||
Other | 0.3 | (18.2 | ) | (16.6 | ) | ||||||||
Total | (256.3 | )% | 28.3 | % | 40 | % | |||||||
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | ' | ||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Domestic | $ | 992,625 | $ | (163,227 | ) | $ | (457,736 | ) | |||||
Foreign | 1,738,822 | 1,110,687 | 1,672,986 | ||||||||||
Total | $ | 2,731,447 | $ | 947,460 | $ | 1,215,250 | |||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | ||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Net deferred income taxes: | |||||||||||||
Net operating loss carry-forward | $ | 6,668,563 | $ | 9,381,454 | |||||||||
Intangible assets, net | (982,994 | ) | (811,472 | ) | |||||||||
Property and equipment, net | (61,574 | ) | (100,606 | ) | |||||||||
Inventory allowance | 56,958 | 57,979 | |||||||||||
Credit carryforwards | 440,902 | 13,920 | |||||||||||
Stock awards expense | 347,784 | 739,492 | |||||||||||
Payroll | 76,798 | 63,415 | |||||||||||
Other | 144,287 | 149,694 | |||||||||||
Total | 6,690,724 | 9,493,876 | |||||||||||
Less: Valuation allowance | (277,727 | ) | (10,439,419 | ) | |||||||||
Net deferred income taxes | $ | 6,412,997 | $ | (945,543 | ) | ||||||||
Presented as part of: | |||||||||||||
Prepaid expenses and other current assets | $ | 392,983 | $ | - | |||||||||
Deferred income tax assets, net | $ | 6,050,402 | $ | - | |||||||||
Deferred income tax liabilities | $ | (30,388 | ) | $ | (945,543 | ) | |||||||
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | ' | ||||||||||||
Years Ended December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Beginning Balance | $ | 133,602 | $ | 321,325 | |||||||||
Interest and penalties | 1,575 | 8,700 | |||||||||||
Elimination of a tax liability | (135,177 | ) | (196,423 | ) | |||||||||
Ending Balance | $ | - | $ | 133,602 |
Note_9_Commitments_and_Conting1
Note 9 - Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | ' | ||||
Years Ended December 31, | Amount | ||||
2014 | $ | 732,000 | |||
2015 | 351,000 | ||||
2016 | 54,000 | ||||
2017 and after | 24,000 | ||||
Total minimum payments | $ | 1,161,000 |
Note_10_Segment_Reporting_and_1
Note 10 - Segment Reporting and Geographic Information (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | ||||||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||
Talon | Trim | Tekfit | Consolidated | ||||||||||||||
Net sales | $ | 28,756,206 | $ | 23,611,870 | $ | 79,311 | $ | 52,447,387 | |||||||||
Cost of goods sold | 20,459,426 | 14,938,681 | 76,429 | 35,474,536 | |||||||||||||
Gross profit | $ | 8,296,780 | $ | 8,673,189 | $ | 2,882 | 16,972,851 | ||||||||||
Operating expenses | 14,215,627 | ||||||||||||||||
Income from operations | $ | 2,757,224 | |||||||||||||||
Year Ended December 31, 2012 | |||||||||||||||||
Talon | Trim | Tekfit | Consolidated | ||||||||||||||
Net sales | $ | 22,061,303 | $ | 22,519,125 | $ | 20,444 | $ | 44,600,872 | |||||||||
Cost of goods sold | 16,022,334 | 14,083,017 | 35,120 | 30,140,471 | |||||||||||||
Gross profit (loss) | $ | 6,038,969 | $ | 8,436,108 | $ | (14,676 | ) | 14,460,401 | |||||||||
Operating expenses | 13,465,633 | ||||||||||||||||
Income from operations | $ | 994,768 | |||||||||||||||
Year Ended December 31, 2011 | |||||||||||||||||
Talon | Trim | Tekfit | Tekfit | ||||||||||||||
Net sales | $ | 22,612,784 | $ | 19,047,959 | $ | 7,764 | $ | 41,668,507 | |||||||||
Cost of goods sold | 16,481,686 | 11,981,505 | 1,550 | 28,464,741 | |||||||||||||
Gross profit | $ | 6,131,098 | $ | 7,066,454 | $ | 6,214 | 13,203,766 | ||||||||||
Operating expenses | 11,864,518 | ||||||||||||||||
Income from operations | $ | 1,339,248 | |||||||||||||||
Revenue from External Customers by Geographic Areas [Table Text Block] | ' | ||||||||||||||||
Years Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Sales: | |||||||||||||||||
United States | $ | 4,145,383 | $ | 4,494,939 | $ | 3,519,137 | |||||||||||
Hong Kong | 14,681,767 | 14,594,685 | 14,695,433 | ||||||||||||||
China | 15,078,074 | 10,759,863 | 9,557,952 | ||||||||||||||
Bangladesh | 2,617,840 | 2,242,018 | 2,092,993 | ||||||||||||||
Other | 15,924,323 | 12,509,367 | 11,802,992 | ||||||||||||||
Total | $ | 52,447,387 | $ | 44,600,872 | $ | 41,668,507 | |||||||||||
Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country [Table Text Block] | ' | ||||||||||||||||
Long-lived Assets: | |||||||||||||||||
December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
United States | $ | 4,514,104 | $ | 4,551,101 | $ | 4,443,691 | |||||||||||
Hong Kong | 278,636 | 419,268 | 629,373 | ||||||||||||||
China | 88,962 | 73,344 | 129,977 | ||||||||||||||
Other | - | - | 319 | ||||||||||||||
Total | $ | 4,881,702 | $ | 5,043,713 | $ | 5,203,360 |
Note_12_Quarterly_Results_Unau1
Note 12 - Quarterly Results (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | ' | ||||||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||
1st | 2nd | 3rd | 4th | ||||||||||||||
Net sales | $ | 10,139,750 | $ | 16,640,964 | $ | 13,728,037 | $ | 11,938,636 | |||||||||
Gross profit | $ | 3,176,078 | $ | 5,551,840 | $ | 4,584,382 | $ | 3,660,551 | |||||||||
Income from operations | $ | 208,877 | $ | 1,588,599 | $ | 939,025 | $ | 20,723 | |||||||||
Net income | $ | 280,353 | $ | 1,262,715 | $ | 700,056 | $ | 7,487,963 | |||||||||
Net income per share | $ | 0.01 | $ | 0.05 | $ | 0.01 | $ | 0.08 | |||||||||
Basic and diluted net income (loss) per share applicable to Common Stockholders | $ | (0.03 | ) | $ | 0.01 | $ | 0.09 | $ | 0.08 | ||||||||
Total comprehensive income | $ | 279,052 | $ | 1,293,857 | $ | 721,277 | $ | 7,484,194 | |||||||||
Year Ended December 31, 2012 | |||||||||||||||||
1st | 2nd | 3rd | 4th | ||||||||||||||
Net sales | $ | 8,745,950 | $ | 13,179,849 | $ | 11,288,717 | $ | 11,386,356 | |||||||||
Gross profit | $ | 2,770,756 | $ | 4,358,729 | $ | 3,650,872 | $ | 3,680,044 | |||||||||
Income (loss) from operations | $ | (473,826 | ) | $ | 974,358 | $ | 375,232 | $ | 119,004 | ||||||||
Net income (loss) | $ | (205,630 | ) | $ | 671,134 | $ | 186,865 | $ | 26,978 | ||||||||
Net income (loss) per share | $ | (0.01 | ) | $ | 0.03 | $ | 0.01 | $ | 0 | ||||||||
Basic and diluted net income (loss) per share applicable to Common Stockholders | $ | (0.05 | ) | $ | 0 | $ | (0.03 | ) | $ | (0.04 | ) | ||||||
Total comprehensive income (loss) | $ | (221,264 | ) | $ | 700,454 | $ | 162,451 | $ | 42,959 |
Note_1_Summary_of_Significant_2
Note 1 - Summary of Significant Accounting Policies (Details) (USD $) | 0 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||
Jul. 12, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2006 | Apr. 02, 2002 | Dec. 31, 2013 | Dec. 31, 2013 | Jul. 12, 2013 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2011 | Jul. 30, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | |
Pro-Fit [Member] | Pro-Fit [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Money Market Funds [Member] | Money Market Funds [Member] | |||||||
Minimum [Member] | Maximum [Member] | |||||||||||||||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash, Uninsured Amount | ' | $3,400,000 | $3,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allowance for Doubtful Accounts Receivable, Current | ' | 41,596 | 1,093 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment of Long-Lived Assets Held-for-use | ' | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill and Intangible Asset Impairment | ' | 0 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Finite-Lived Intangible Assets, Gross | ' | 178,722 | 178,722 | ' | ' | 612,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Finite-Lived Intangible Asset, Useful Life | ' | ' | ' | ' | ' | ' | '10 years | '17 years | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of Intangible Assets | ' | 12,833 | 9,530 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Redemption Date | ' | ' | ' | ' | ' | ' | ' | ' | 12-Jul-13 | ' | ' | ' | ' | ' | ' | ' |
Stock Redeemed or Called During Period, Shares (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | 407,160 | ' | ' | ' | ' | ' | ' | ' |
Stock Redeemed or Called During Period, Value | ' | 218,880 | ' | ' | ' | ' | ' | ' | 18,800,000 | ' | ' | ' | ' | ' | ' | ' |
Payments for Repurchase of Redeemable Convertible Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | 13,000,000 | 13,000,000 | ' | ' | ' | ' | ' | ' |
Preferred Stock Redeemed Through Issuance of Promissory Note | ' | 5,800,000 | ' | ' | ' | ' | ' | ' | 5,800,000 | ' | ' | ' | ' | ' | ' | ' |
Temporary Equity, Carrying Amount, Attributable to Parent | ' | ' | ' | ' | ' | ' | ' | ' | 25,893,686 | 0 | 17,820,464 | 23,979,216 | 20,671,738 | 15,803,513 | ' | ' |
Payments For Cost Associated With Redemption Of Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | 154,429 | 154,429 | ' | ' | ' | ' | ' | ' |
Preferred Stock Redemption Discount | 6,939,257 | 6,939,257 | ' | ' | ' | ' | ' | ' | 6,939,257 | 6,939,257 | 903,172 | ' | ' | ' | ' | ' |
Deferred Tax Assets, Net | ' | 7,491,957 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions | ' | ' | ' | ' | 245,800 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions | ' | 135,177 | 196,423 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Expense | ' | 30,192 | 51,117 | 128,188 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Income, Other | ' | 4,415 | 3,809 | 4,190 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash and Cash Equivalents, Fair Value Disclosure | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $961,000 | $2,230,000 |
Note_1_Summary_of_Significant_3
Note 1 - Summary of Significant Accounting Policies (Details) - Inventories (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Inventories [Abstract] | ' | ' |
Finished goods | $1,029,759 | $991,635 |
Less inventory valuation reserves | -229,519 | -261,132 |
Total inventories | $800,240 | $730,503 |
Note_1_Summary_of_Significant_4
Note 1 - Summary of Significant Accounting Policies (Details) - Property and Equipment (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | |||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, amount | $5,651,365 | $5,447,907 | ||
Less: Accumulated depreciation and amortization | -5,036,773 | -4,684,137 | ||
Property and equipment, net | 614,592 | 763,770 | ||
Furniture and Fixtures [Member] | ' | ' | ||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, amount | 298,956 | 295,298 | ||
Property, plant and equipment, useful life | '5 years | [1] | ' | |
Automobile | '5 years | [1] | ' | |
Machinery and Equipment [Member] | ' | ' | ||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, amount | 819,398 | 791,354 | ||
Machinery and Equipment [Member] | Minimum [Member] | ' | ' | ||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, useful life | '5 years | [1] | ' | |
Automobile | '5 years | [1] | ' | |
Machinery and Equipment [Member] | Maximum [Member] | ' | ' | ||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, useful life | '10 years | [1] | ' | |
Automobile | '10 years | [1] | ' | |
Computer Equipment [Member] | ' | ' | ||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, amount | 4,078,347 | 3,909,233 | ||
Computer Equipment [Member] | Minimum [Member] | ' | ' | ||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, useful life | '3 years | [1] | ' | |
Automobile | '3 years | [1] | ' | |
Computer Equipment [Member] | Maximum [Member] | ' | ' | ||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, useful life | '5 years | [1] | ' | |
Automobile | '5 years | [1] | ' | |
Land Improvements [Member] | ' | ' | ||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, amount | 454,664 | [2] | 436,311 | [2] |
Automobiles [Member] | ' | ' | ||
Property, Plant and Equipment [Line Items] | ' | ' | ||
Property, plant and equipment, useful life | '4 years | [1] | ' | |
Automobile | ' | $15,711 | ||
Automobile | '4 years | [1] | ' | |
[1] | Depreciation of property and equipment is computed using the straight-line method based on estimated useful lives as shown above. | |||
[2] | Depreciated life for leasehold improvements represents the term of the lease or the estimated life of the related improvements, whichever is shorter. |
Note_1_Summary_of_Significant_5
Note 1 - Summary of Significant Accounting Policies (Details) - Intangible Assets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 02, 2002 |
Intangible Assets [Abstract] | ' | ' | ' |
Tradename – Talon trademark | $4,110,751 | $4,110,751 | ' |
Intellectual property rights and exclusive license | 178,722 | 178,722 | 612,500 |
Less: Accumulated amortization | -22,363 | -9,530 | ' |
Intellectual property rights, net | 156,359 | 169,192 | ' |
Intangible assets, net | $4,267,110 | $4,279,943 | ' |
Note_2_Related_Party_Notes_and2
Note 2 - Related Party Notes and Transactions (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2013 | Jul. 12, 2013 | Jul. 12, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | Jul. 12, 2013 | Dec. 31, 2013 | Jul. 12, 2013 | |
Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Sequential Brands Group, Inc.[Member] | Sequential Brands Group, Inc.[Member] | Sequential Brands Group, Inc.[Member] | Colin Dyne [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | ||
Zipper Holdings LLC [Member] | Cash [Member] | ||||||||||
Note 2 - Related Party Notes and Transactions (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Redemption Date | ' | ' | ' | ' | ' | ' | ' | ' | 12-Jul-13 | ' | ' |
Stock Redeemed or Called During Period, Shares (in Shares) | ' | ' | ' | 576,000 | ' | ' | ' | ' | 407,160 | ' | ' |
Stock Redeemed or Called During Period, Value | $218,880 | ' | ' | $576 | ' | ' | ' | ' | $18,800,000 | ' | ' |
Payments for Repurchase of Redeemable Convertible Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | 13,000,000 | 13,000,000 | ' |
Preferred Stock Redeemed Through Issuance of Promissory Note | 5,800,000 | ' | ' | ' | ' | ' | ' | ' | 5,800,000 | ' | ' |
Proceeds from Issuance of Private Placement | 5,500,000 | ' | 5,500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, New Issues (in Shares) | ' | 8,333,333 | 61,111,109 | 61,111,109 | ' | ' | ' | ' | ' | ' | ' |
Sale of Stock, Price Per Share (in Dollars per share) | ' | ' | $0.09 | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Registration Rights Agreement, Minimum Percent of Shares Required for Registration Statement Filing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% |
Revenue from Related Parties | ' | ' | ' | ' | 0 | 0 | 142,530 | ' | ' | ' | ' |
Related Party Transaction, Other Revenues from Transactions with Related Party | ' | ' | ' | ' | ' | ' | ' | $72,640 | ' | ' | ' |
Note_2_Related_Party_Notes_and3
Note 2 - Related Party Notes and Transactions (Details) - Interest Expense Related to Notes Payable (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Note 2 - Related Party Notes and Transactions (Details) - Interest Expense Related to Notes Payable [Line Items] | ' | ' | ' |
Interest expense | ' | $1,015 | $9,066 |
Accrued interest balance | ' | ' | 144,023 |
Interest paid | 29,199 | 2,910 | 119,951 |
Related Parties [Member] | ' | ' | ' |
Note 2 - Related Party Notes and Transactions (Details) - Interest Expense Related to Notes Payable [Line Items] | ' | ' | ' |
Interest paid | ' | $145,038 | $20,083 |
Note_3_Notes_Payable_and_Capit2
Note 3 - Notes Payable and Capital Lease Obligations (Details) (USD $) | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jul. 30, 2010 | Dec. 31, 2013 | Jul. 12, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Nov. 30, 2013 | |
CVC [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Union Bank [Member] | Union Bank [Member] | Union Bank [Member] | Union Bank [Member] | Capital Lease Obligations [Member] | |||||
CVC [Member] | Revolving Credit Facility [Member] | Letter of Credit [Member] | ||||||||||
Note 3 - Notes Payable and Capital Lease Obligations (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred Stock, Redemption Date | ' | ' | ' | ' | ' | 12-Jul-13 | ' | ' | ' | ' | ' | ' |
Stock Redeemed or Called During Period, Shares (in Shares) | ' | ' | ' | ' | ' | 407,160 | ' | ' | ' | ' | ' | ' |
Stock Redeemed or Called During Period, Value | $218,880 | ' | ' | ' | ' | $18,800,000 | ' | ' | ' | ' | ' | ' |
Payments for Repurchase of Redeemable Convertible Preferred Stock | ' | ' | ' | ' | ' | 13,000,000 | 13,000,000 | ' | ' | ' | ' | ' |
Preferred Stock Redeemed Through Issuance of Promissory Note | 5,800,000 | ' | ' | ' | ' | 5,800,000 | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | ' | ' | ' | 3,000,000 | ' | ' | ' | ' | 3,500,000 | ' | ' | ' |
Proceeds from Lines of Credit | 1,000,000 | ' | ' | ' | ' | ' | ' | 800,000 | 1,000,000 | 1,000,000 | ' | ' |
Proceeds from Notes Payable | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' |
Repayments of Notes Payable | ' | ' | ' | ' | 5,800,000 | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Maturity Date | ' | ' | ' | ' | 12-Jan-14 | ' | ' | ' | ' | ' | ' | ' |
Interest Paid | 29,199 | 2,910 | 119,951 | ' | 27,490 | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.40% |
Capital Leased Assets, Gross | ' | $10,494 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note_3_Notes_Payable_and_Capit3
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Notes Payable (USD $) | Dec. 31, 2013 | Jul. 30, 2010 |
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Notes Payable [Line Items] | ' | ' |
$5,000,000 term loan payable to Union Bank dated December 31, 2013 payable in 36 monthly payments of $138,889 beginning January 31, 2014; interest at a rate per annum of 2.75% in excess of the reference rate, (3.25% as of December 31, 2013) | $5,000,000 | ' |
Term note payable | ' | 11,548,098 |
Less current portion | -1,666,667 | ' |
Term loan payable, net of current portion | 3,333,333 | ' |
Union Bank [Member] | ' | ' |
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Notes Payable [Line Items] | ' | ' |
$5,000,000 term loan payable to Union Bank dated December 31, 2013 payable in 36 monthly payments of $138,889 beginning January 31, 2014; interest at a rate per annum of 2.75% in excess of the reference rate, (3.25% as of December 31, 2013) | 5,000,000 | ' |
Term note payable | 5,000,000 | ' |
Less current portion | -1,666,667 | ' |
Term loan payable, net of current portion | $3,333,333 | ' |
Note_3_Notes_Payable_and_Capit4
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Notes Payable (Parentheticals) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Notes Payable (Parentheticals) [Line Items] | ' |
Monthly payment amount beginning January 31, 2014 | $5,468,519 |
Union Bank [Member] | Reference Rate [Member[ | ' |
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Notes Payable (Parentheticals) [Line Items] | ' |
Reference rate | 3.25% |
Union Bank [Member] | ' |
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Notes Payable (Parentheticals) [Line Items] | ' |
Note payable, face amount | 5,000,000 |
Number of monthly payments | '36 |
Monthly payment amount beginning January 31, 2014 | $138,889 |
Interest rate per annum in excess of the reference rate | 2.75% |
Note_3_Notes_Payable_and_Capit5
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Future Minimum Annual Payments of Note Payable (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Future Minimum Annual Payments of Note Payable [Line Items] | ' |
Amount | $5,468,519 |
Interest | 468,519 |
Total | 5,468,519 |
Total | 5,000,000 |
Total | 468,519 |
Debt Instrument, Redemption, Period One [Member] | ' |
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Future Minimum Annual Payments of Note Payable [Line Items] | ' |
Amount | 1,924,144 |
Principal | 1,666,667 |
Interest | 257,477 |
Total | 1,924,144 |
Total | 257,477 |
Debt Instrument, Redemption, Period Two [Member] | ' |
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Future Minimum Annual Payments of Note Payable [Line Items] | ' |
Amount | 1,822,755 |
Principal | 1,666,667 |
Interest | 156,088 |
Total | 1,822,755 |
Total | 156,088 |
Debt Instrument, Redemption, Period Three [Member] | ' |
Note 3 - Notes Payable and Capital Lease Obligations (Details) - Future Minimum Annual Payments of Note Payable [Line Items] | ' |
Amount | 1,721,620 |
Principal | 1,666,666 |
Interest | 54,954 |
Total | 1,721,620 |
Total | $54,954 |
Note_4_Debt_Facility_Details
Note 4 - Debt Facility (Details) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | ||
Jul. 30, 2010 | Sep. 30, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Note 4 - Debt Facility (Details) [Line Items] | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | $3,000,000 | ' | ' | ' | ' |
Proceeds from Lines of Credit | ' | ' | 1,000,000 | ' | ' |
Payments of Financing Costs | 60,000 | ' | 250,000 | ' | ' |
Interest Paid | ' | ' | 29,199 | 2,910 | 119,951 |
Line of Credit Facility, Amount Outstanding | 5,158,587 | ' | ' | ' | ' |
Notes Payable | 11,548,098 | ' | ' | ' | ' |
Line of Credit Facility, Commitment Fee Amount | ' | 50,000 | ' | ' | ' |
Interest Expense, Debt | ' | ' | ' | 46,667 | 50,833 |
Amortization of Financing Costs | ' | ' | ' | 17,500 | 30,000 |
Debt Related Commitment Fees and Debt Issuance Costs | ' | ' | ' | 29,167 | 20,833 |
CVC [Member] | ' | ' | ' | ' | ' |
Note 4 - Debt Facility (Details) [Line Items] | ' | ' | ' | ' | ' |
Repayments of Notes Payable | ' | ' | 5,800,000 | ' | ' |
Interest Paid | ' | ' | 27,490 | ' | ' |
Union Bank [Member] | Union Bank's Reference Rate [Member] | Revolving Credit Facility [Member] | ' | ' | ' | ' | ' |
Note 4 - Debt Facility (Details) [Line Items] | ' | ' | ' | ' | ' |
Debt Instrument, Basis Spread on Variable Rate | ' | ' | 2.50% | ' | ' |
Union Bank [Member] | CVC [Member] | ' | ' | ' | ' | ' |
Note 4 - Debt Facility (Details) [Line Items] | ' | ' | ' | ' | ' |
Proceeds from Lines of Credit | ' | ' | 800,000 | ' | ' |
Union Bank [Member] | Revolving Credit Facility [Member] | ' | ' | ' | ' | ' |
Note 4 - Debt Facility (Details) [Line Items] | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | ' | ' | 3,500,000 | ' | ' |
Proceeds from Lines of Credit | ' | ' | 1,000,000 | ' | ' |
Line of Credit Facility, Amount Outstanding | ' | ' | 1,000,000 | ' | ' |
Line of Credit Facility, Remaining Borrowing Capacity | ' | ' | 1,074,049 | ' | ' |
Union Bank [Member] | ' | ' | ' | ' | ' |
Note 4 - Debt Facility (Details) [Line Items] | ' | ' | ' | ' | ' |
Debt Instrument, Basis Spread on Variable Rate | ' | ' | 2.75% | ' | ' |
Debt Instrument, Face Amount | ' | ' | 5,000,000 | ' | ' |
Payments of Financing Costs | ' | ' | 250,000 | ' | ' |
Debt Instrument, Covenant, Minimum Fixed Charge Coverage Ratio | ' | ' | 1.25 | ' | ' |
Debt Instrument, Covenant, Minimum EBITDA | ' | ' | 2,750,000 | ' | ' |
Notes Payable | ' | ' | 5,000,000 | ' | ' |
Recapitalization Agreement [Member] | ' | ' | ' | ' | ' |
Note 4 - Debt Facility (Details) [Line Items] | ' | ' | ' | ' | ' |
Long-term Debt, Current Maturities | $16,706,685 | ' | ' | ' | ' |
Note_5_Preferred_Stock_and_Sto2
Note 5 - Preferred Stock and Stockholders' Equity (Deficit) (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 41 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||||||||||||||||
Jul. 12, 2013 | Dec. 31, 2013 | Nov. 07, 2013 | Dec. 31, 2012 | Jul. 12, 2013 | Jul. 30, 2016 | Jul. 30, 2013 | Jul. 12, 2013 | Jan. 30, 2013 | Jul. 30, 2012 | Jan. 30, 2012 | Aug. 30, 2011 | Dec. 31, 2013 | Jul. 12, 2013 | Jul. 12, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jul. 12, 2013 | Jul. 30, 2010 | Dec. 31, 2013 | Dec. 31, 2010 | Dec. 31, 2012 | Dec. 31, 2011 | Jul. 30, 2010 | ||
Eliminated [Member] | Original Scheduled Liquidation Preference [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Kutula Holdings Ltd [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Recapitalization Agreement [Member] | ||||||
Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Minimum [Member] | |||||||||||||||||
Note 5 - Preferred Stock and Stockholders' Equity (Deficit) (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Stock Redeemed or Called During Period, Shares (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 576,000 | ' | ' | 407,160 | ' | ' | ' | ' | ' | ' | |
Stock Redeemed or Called During Period, Value | ' | $218,880 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $576 | ' | ' | $18,800,000 | ' | ' | ' | ' | ' | ' | |
Payments for Repurchase of Redeemable Convertible Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,000,000 | ' | 13,000,000 | ' | ' | ' | ' | |
Preferred Stock Redeemed Through Issuance of Promissory Note | ' | 5,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,800,000 | ' | ' | ' | ' | ' | ' | |
Proceeds from Issuance of Private Placement | ' | 5,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Stock Issued During Period, Shares, New Issues (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 61,111,109 | 61,111,109 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Sale of Stock, Price Per Share (in Dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.09 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Share Price (in Dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.06 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Temporary Equity, Carrying Amount, Attributable to Parent | ' | ' | ' | ' | 25,893,686 | 40,704,105 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25,893,686 | 15,803,513 | 0 | 17,820,464 | 23,979,216 | 20,671,738 | ' | |
Preferred Stock Redemption Discount | 6,939,257 | 6,939,257 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,939,257 | ' | 6,939,257 | 903,172 | ' | ' | ' | |
Preferred Stock Redemption Discount, Gross | ' | 7,093,686 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,093,686 | [1] | ' | ' | ' | ' | ' | ' |
Payments For Cost Associated With Redemption Of Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 154,429 | ' | 154,429 | ' | ' | ' | ' | |
Common Stock, Shares, Outstanding (in Shares) | ' | 91,342,215 | ' | 23,400,808 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Common Stock, Registration Rights Agreement, Minimum Percent of Shares Required for Registration Statement Filing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures (in Shares) | ' | ' | ' | ' | ' | ' | 1,155,700 | 4,745,600 | 1,500,000 | 1,500,000 | 900,000 | 600,000 | 10,401,300 | ' | ' | 7,401,300 | 2,400,000 | 600,000 | ' | ' | ' | ' | ' | ' | ' | |
Common Stock, Shares Authorized (in Shares) | ' | 300,000,000 | 100,000,000 | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Preferred Stock, Shares Authorized (in Shares) | ' | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | ' | $0.00 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Temporary Equity, Shares Issued (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 407,160 | ' | ' | ' | ' | ' | |
Long-term Debt, Current Maturities | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,706,685 | |
Convertible Preferred Stock, Shares Issued upon Conversion (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100 | ' | ' | ' | ' | ' | |
Temporary Equity, Liquidation Preference Per Share (in Dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $41.03 | ' | ' | ' | ' | ' | |
Preferred Stock, Dividend Rate, Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16.00% | ' | ' | ' | ' | ' | |
Temporary Equity Percentage Of Voting Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35.00% | ' | ' | ' | ' | ' | |
Gains (Losses) on Extinguishment of Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -570,915 | ' | ' | ' | ' | ' | |
Debt Instrument, Convertible, Beneficial Conversion Feature | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,283,343 | ' | ' | ' | ' | ' | |
Conversion of Stock, Amount Converted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,277,600 | ' | ' | ' | ' | ' | |
Payments of Stock Issuance Costs | ' | $162,671 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $190,744 | ' | ' | ' | ' | ' | |
[1] | Does not include $154,429 of associated redemption costs resulting in a net benefit available to common stockholders of $6,939,257. |
Note_5_Preferred_Stock_and_Sto3
Note 5 - Preferred Stock and Stockholders' Equity (Deficit) (Details) - Series B Preferred Stock Activity (USD $) | 0 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jul. 12, 2013 | Jul. 12, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jul. 30, 2010 | ||
Temporary Equity [Line Items] | ' | ' | ' | ' | ' | ' | |
Series B Preferred Stock Redemption on July 12, 2013 | ' | ' | ($218,880) | ' | ' | ' | |
Series B Preferred Stock redemption discount (1) | ' | ' | -7,093,686 | ' | ' | ' | |
Series B preferred stock liquidation preference increase | ' | ' | -1,914,470 | -3,307,478 | -2,851,274 | ' | |
Per Original Redemption Value [Member] | Series B Convertible Preferred Stock [Member] | ' | ' | ' | ' | ' | ' | |
Temporary Equity [Line Items] | ' | ' | ' | ' | ' | ' | |
Series B Preferred Stock | 25,893,686 | 25,893,686 | ' | ' | ' | ' | |
Before Redemption [Member] | Series B Convertible Preferred Stock [Member] | ' | ' | ' | ' | ' | ' | |
Temporary Equity [Line Items] | ' | ' | ' | ' | ' | ' | |
Series B Preferred Stock | 18,800,000 | 18,800,000 | ' | ' | ' | ' | |
Series B Convertible Preferred Stock [Member] | ' | ' | ' | ' | ' | ' | |
Temporary Equity [Line Items] | ' | ' | ' | ' | ' | ' | |
Series B Preferred Stock | ' | 23,979,216 | 23,979,216 | 20,671,738 | 17,820,464 | 15,803,513 | |
Series B Preferred Stock Redemption on July 12, 2013 | -18,800,000 | ' | ' | ' | ' | ' | |
Series B Preferred Stock redemption discount (1) | -7,093,686 | [1] | ' | ' | ' | ' | ' |
Series B preferred stock liquidation preference increase | ' | 1,914,470 | 1,914,470 | 3,307,478 | 2,851,274 | ' | |
Series B Preferred Stock | $25,893,686 | $25,893,686 | $0 | $23,979,216 | $20,671,738 | $15,803,513 | |
[1] | Does not include $154,429 of associated redemption costs resulting in a net benefit available to common stockholders of $6,939,257. |
Note_6_StockBased_Compensation2
Note 6 - Stock-Based Compensation (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 41 Months Ended | 0 Months Ended | 12 Months Ended | 41 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2011 | Aug. 30, 2011 | Jan. 30, 2014 | Jan. 02, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jul. 30, 2013 | Jul. 12, 2013 | Jan. 30, 2013 | Jul. 30, 2012 | Jan. 30, 2012 | Aug. 30, 2011 | Dec. 31, 2013 | Feb. 28, 2014 | Aug. 30, 2013 | Feb. 28, 2013 | Aug. 30, 2012 | Feb. 28, 2012 | Jul. 30, 2010 | Aug. 30, 2010 | Jul. 30, 2010 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2011 | Nov. 07, 2013 | Nov. 18, 2010 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
August 30, 2011 [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Options Issued To Employees And Directors [Member] | Options Issued To Employees And Directors [Member] | Options Issued To Employees And Directors [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | The 2008 Stock Plan [Member] | The 2008 Stock Plan [Member] | The 2008 Stock Plan [Member] | The 2008 Stock Plan [Member] | The 2007 Stock Plan [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | |||
Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | 2007 and 2008 Stock Incentive Plans [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Lonnie Schnell and Larry Dyne [Member] | Lonnie Schnell and Larry Dyne [Member] | Lonnie Schnell and Larry Dyne [Member] | Lonnie Schnell and Larry Dyne [Member] | Lonnie Schnell and Larry Dyne [Member] | Lonnie Schnell and Larry Dyne [Member] | |||||||||||||||||||||
Lonnie Schnell and Larry Dyne [Member] | Common Stock [Member] | |||||||||||||||||||||||||||||||||||
Note 6 - Stock-Based Compensation (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | 4,810,000 | 2,500,000 | 2,600,000 | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '4 years | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | '5 years 109 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | '6 years 36 days | '6 years 36 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | ' | ' | ' | ' | ' | 400,000 | 630,000 | 1,405,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | ' | ' | ' | ' | 186,458 | 11,875 | ' | 109,375 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,998 | ' | 109,375 | 11,875 | 109,375 | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Shares Retained in Lieu of Cash | ' | ' | ' | ' | 148,820 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,877 | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price (in Dollars per share) | ' | ' | ' | ' | $0.18 | $0.08 | ' | $0.11 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.08 | $0.11 | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value Per Share (in Dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.34 | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Shares Retained in Lieu of Cash, Intrinsic Value (in Dollars) | ' | ' | ' | ' | $40,181 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,339 | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Stock Options Exercised (in Dollars) | ' | 12,030 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,030 | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value (in Dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.15 | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | ' | ' | ' | ' | ' | 118,650 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36,913 | 36,913 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | ' | ' | ' | ' | ' | '1 year 36 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '29 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award, Options, Exercise Date, Intrinsic Value, Per Share (in Dollars per share) | ' | ' | ' | ' | $0.27 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,778,500 | ' | 11,557,000 | ' | 11,557,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | 10.00% | 10.00% | 10.00% | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instrument Other Than Options, Grant Date Value (in Dollars) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,263,884 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other Than Options, Shares Deferred In Period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,434,200 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | ' | ' | ' | 1,155,700 | ' | ' | ' | ' | 1,155,700 | 4,745,600 | 1,500,000 | 1,500,000 | 900,000 | 600,000 | 10,401,300 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,401,300 | 2,400,000 | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures, Shares Retained in Payment of Tax | ' | ' | ' | 544,806 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Intrinsic Value, Amount Per Share (in Dollars per share) | ' | ' | ' | $0.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note_6_StockBased_Compensation3
Note 6 - Stock-Based Compensation (Details) - Stock Options (Options Issued To Employees And Directors [Member], USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Options Issued To Employees And Directors [Member] | ' | ' | ' |
Employees and Directors | ' | ' | ' |
Number of Shares Outstanding | 6,372,100 | 6,142,100 | 5,147,100 |
Weighted Average Exercise Price Outstanding | $0.21 | $0.22 | $0.35 |
Number of Shares - Granted | 400,000 | 630,000 | 1,405,000 |
Weighted Average Exercise Price - Granted | $0.28 | $0.05 | $0.10 |
Exercised | -11,875 | ' | -109,375 |
Exercised | $0.08 | ' | $0.11 |
Number of Shares - Cancelled | -538,500 | -400,000 | -300,625 |
Weighted Average Exercise Price - Cancelled | $0.50 | $0.15 | $1.79 |
Number of Shares Outstanding | 6,221,725 | 6,372,100 | 6,142,100 |
Weighted Average Exercise Price Outstanding | $0.19 | $0.21 | $0.22 |
Note_6_StockBased_Compensation4
Note 6 - Stock-Based Compensation (Details) - Fair Value Assumptions | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Note 6 - Stock-Based Compensation (Details) - Fair Value Assumptions [Line Items] | ' | ' | ' |
Expected volatility | 330.00% | ' | ' |
Expected term in years | '5 years 109 days | ' | ' |
Expected dividends | 0.00% | ' | ' |
Risk-free rate | 1.50% | 2.70% | ' |
Minimum [Member] | ' | ' | ' |
Note 6 - Stock-Based Compensation (Details) - Fair Value Assumptions [Line Items] | ' | ' | ' |
Expected volatility | ' | 140.00% | 134.00% |
Expected term in years | ' | '5 years 109 days | '5 years 109 days |
Expected dividends | ' | 0.00% | 0.00% |
Risk-free rate | ' | ' | 1.50% |
Maximum [Member] | ' | ' | ' |
Note 6 - Stock-Based Compensation (Details) - Fair Value Assumptions [Line Items] | ' | ' | ' |
Expected volatility | ' | ' | 138.00% |
Expected term in years | '10 years | '6 years 36 days | '6 years 36 days |
Risk-free rate | ' | ' | 2.70% |
Note_6_StockBased_Compensation5
Note 6 - Stock-Based Compensation (Details) - Summary of All Stock Option Plans (Options Issued To Employees And Directors [Member], USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Options Issued To Employees And Directors [Member] | ' | ' | ' | ' |
Note 6 - Stock-Based Compensation (Details) - Summary of All Stock Option Plans [Line Items] | ' | ' | ' | ' |
Outstanding at December 31, 2013 | 6,221,725 | 6,372,100 | 6,142,100 | 5,147,100 |
Outstanding at December 31, 2013 | $0.19 | $0.21 | $0.22 | $0.35 |
Outstanding at December 31, 2013 | '5 years 328 days | ' | ' | ' |
Outstanding at December 31, 2013 | $0.10 | ' | ' | ' |
Vested and Expected to Vest | 6,211,958 | ' | ' | ' |
Vested and Expected to Vest | $0.19 | ' | ' | ' |
Vested and Expected to Vest | '5 years 328 days | ' | ' | ' |
Vested and Expected to Vest | 0.1 | ' | ' | ' |
Exercisable | 5,584,224 | ' | ' | ' |
Exercisable | $0.19 | ' | ' | ' |
Exercisable | '5 years 219 days | ' | ' | ' |
Exercisable | $0.11 | ' | ' | ' |
Note_6_StockBased_Compensation6
Note 6 - Stock-Based Compensation (Details) - Summary Upon Settlement of Vested Units and Shares Remaining Under RSU Awards (USD $) | 0 Months Ended | 41 Months Ended | 0 Months Ended | 41 Months Ended | 12 Months Ended | |||||||||||||
Jul. 30, 2013 | Jul. 12, 2013 | Jan. 30, 2013 | Jul. 30, 2012 | Jan. 30, 2012 | Aug. 30, 2011 | Dec. 31, 2013 | Jul. 30, 2013 | Jul. 12, 2013 | Jan. 30, 2013 | Jul. 30, 2012 | Jan. 30, 2012 | Aug. 30, 2011 | Jul. 30, 2010 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | |
Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | Common Stock [Member] | ||||||||||||
Note 6 - Stock-Based Compensation (Details) - Summary Upon Settlement of Vested Units and Shares Remaining Under RSU Awards [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total RSU's awarded | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,557,000 | 11,557,000 | ' | ' | ' |
Common shares issued | 1,155,700 | 4,745,600 | 1,500,000 | 1,500,000 | 900,000 | 600,000 | 10,401,300 | ' | ' | ' | ' | ' | ' | ' | ' | 7,401,300 | 2,400,000 | 600,000 |
Intrinsic value at the time of issuance (in Dollars per share) | ' | ' | ' | ' | ' | ' | ' | $0.25 | $0.06 | $0.04 | $0.04 | $0.05 | $0.10 | $0.20 | ' | ' | ' | ' |
Shares remaining to be issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,155,700 | ' | ' | ' |
Note_6_StockBased_Compensation7
Note 6 - Stock-Based Compensation (Details) - Summary of RSU’s Activity (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Note 6 - Stock-Based Compensation (Details) - Summary of RSU’s Activity [Line Items] | ' | ' | ' |
RSU’s outstanding (in Dollars per share) | $0.20 | $0.20 | $0.20 |
Vested - Weighted Average Grant date value per RSU (in Dollars per share) | $0.20 | $0.20 | $0.20 |
Common Stock Issued - Weighted Average Grant date value per RSU (in Dollars per share) | $0.20 | $0.20 | $0.20 |
RSU’s outstanding (in Dollars per share) | $0.20 | $0.20 | $0.20 |
Unvested [Member] | ' | ' | ' |
Note 6 - Stock-Based Compensation (Details) - Summary of RSU’s Activity [Line Items] | ' | ' | ' |
RSU’s outstanding | 3,467,100 | 5,778,500 | 11,557,000 |
Vested - Number of RSU's | -2,311,400 | -2,311,400 | -5,778,500 |
RSU’s outstanding | 1,155,700 | 3,467,100 | 5,778,500 |
Vested [Member] | ' | ' | ' |
Note 6 - Stock-Based Compensation (Details) - Summary of RSU’s Activity [Line Items] | ' | ' | ' |
RSU’s outstanding | 5,089,900 | 5,178,500 | ' |
Vested - Number of RSU's | 2,311,400 | 2,311,400 | 5,778,500 |
Common Stock Issued - Number of RSU's | -7,401,300 | -2,400,000 | -600,000 |
RSU’s outstanding | ' | 5,089,900 | 5,178,500 |
Total [Member] | ' | ' | ' |
Note 6 - Stock-Based Compensation (Details) - Summary of RSU’s Activity [Line Items] | ' | ' | ' |
RSU’s outstanding | 8,557,000 | 10,957,000 | 11,557,000 |
Common Stock Issued - Number of RSU's | -7,401,300 | -2,400,000 | -600,000 |
RSU’s outstanding | 1,155,700 | 8,557,000 | 10,957,000 |
Note_7_Net_Income_Loss_per_Sha2
Note 7 - Net Income (Loss) per Share (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Employee And Board Member Stock Options [Member] | Stock Compensation Plan [Member] | ' | ' | ' |
Note 7 - Net Income (Loss) per Share (Details) [Line Items] | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit (in Dollars per share) | $0.16 | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit (in Dollars per share) | $5.23 | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,068,600 | ' | ' |
Employee And Board Member Stock Options [Member] | ' | ' | ' |
Note 7 - Net Income (Loss) per Share (Details) [Line Items] | ' | ' | ' |
Incremental Common Shares Attributable to Dilutive Effect of Equity Unit Purchase Agreements | 3,153,125 | 6,372,100 | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit (in Dollars per share) | $0.04 | $0.04 | $0.06 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit (in Dollars per share) | $0.11 | $5.23 | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | ' | ' | 6,142,100 |
Restricted Stock Units (RSUs) [Member] | ' | ' | ' |
Note 7 - Net Income (Loss) per Share (Details) [Line Items] | ' | ' | ' |
Incremental Common Shares Attributable to Dilutive Effect of Equity Unit Purchase Agreements | 1,155,700 | 8,557,000 | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit (in Dollars per share) | ' | ' | $5.23 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | ' | ' | 10,957,000 |
Series B Convertible Preferred Stock [Member] | ' | ' | ' |
Note 7 - Net Income (Loss) per Share (Details) [Line Items] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | ' | 40,716,000 | 40,716,000 |
Note_7_Net_Income_Loss_per_Sha3
Note 7 - Net Income (Loss) per Share (Details) - Reconciliation of the Numerators and Denominators of the Basic and Diluted Net Income/Loss Per Share (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Jul. 12, 2013 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Reconciliation of the Numerators and Denominators of the Basic and Diluted Net Income/Loss Per Share [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (in Dollars) | ' | $7,487,963 | $700,056 | $1,262,715 | $280,353 | $26,978 | $186,865 | $671,134 | ($205,630) | $9,731,087 | $679,347 | $729,133 |
Net income (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 56,213,272 | 22,458,185 | 20,567,640 |
Net income | ' | $0.08 | $0.01 | $0.05 | $0.01 | $0 | $0.01 | $0.03 | ($0.01) | $0.17 | $0.03 | $0.04 |
Series B preferred stock liquidation preference increase (in Dollars) | ' | ' | ' | ' | ' | ' | ' | ' | ' | -1,914,470 | -3,307,478 | -2,851,274 |
Series B preferred stock liquidation preference increase | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($0.03) | ($0.15) | ($0.14) |
Series B preferred stock redemption discount, net (See Note 5) (in Dollars) | 6,939,257 | ' | ' | ' | ' | ' | ' | ' | ' | 6,939,257 | ' | ' |
Series B preferred stock redemption discount, net (See Note 5) | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.12 | ' | ' |
Basic net income (loss) applicable to common stockholders (in Dollars) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,755,874 | -2,628,131 | -2,122,141 |
Basic net income (loss) applicable to common stockholders (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 56,213,272 | 22,458,185 | 20,567,640 |
Basic net income (loss) applicable to common stockholders | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.26 | ($0.12) | ($0.10) |
Stock options, RSUs and Series B preferred stock with dilutive effect (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,341,449 | ' | ' |
Stock options, RSUs and Series B preferred stock with dilutive effect | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($0.02) | ' | ' |
Diluted net income (loss) applicable to common stockholders (in Dollars) | ' | ' | ' | ' | ' | ' | ' | ' | ' | $14,755,874 | ($2,628,131) | ($2,122,141) |
Diluted net income (loss) applicable to common stockholders (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60,554,721 | 22,458,185 | 20,567,640 |
Diluted net income (loss) applicable to common stockholders | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.24 | ($0.12) | ($0.10) |
Note_8_Income_Taxes_Details
Note 8 - Income Taxes (Details) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | |||||
Jul. 12, 2013 | Mar. 31, 2013 | Mar. 31, 2012 | Jul. 30, 2010 | Jan. 31, 2007 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Note 8 - Income Taxes (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Tax Assets, Net | ' | ' | ' | ' | ' | $7,491,957 | ' | ' |
Unrecognized Tax Benefits, Period Increase (Decrease) | ' | ' | ' | ' | 245,800 | ' | ' | ' |
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | ' | 135,177 | 196,423 | ' | ' | 135,177 | 196,423 | ' |
Annual NOL Limitation Within Five Years | 2,200,000 | ' | ' | 2,200,000 | ' | ' | ' | ' |
Annual NOL Limitation Between Five And Twenty Years | 400,000 | ' | ' | 700,000 | ' | ' | ' | ' |
Deferred Tax Assets, Valuation Allowance | ' | ' | ' | ' | ' | 277,727 | 10,439,419 | ' |
Undistributed Earnings of Foreign Subsidiaries | ' | ' | ' | ' | ' | 1,500,000 | 0 | 0 |
Internal Revenue Service (IRS) [Member] | ' | ' | ' | ' | ' | ' | ' | ' |
Note 8 - Income Taxes (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Loss Carryforwards | ' | ' | ' | ' | ' | 16,400,000 | 22,900,000 | ' |
Scheduled Reduction To NOL Due To Annual Limitation | 3,800,000 | ' | ' | 45,000,000 | ' | ' | ' | ' |
State and Local Jurisdiction [Member] | ' | ' | ' | ' | ' | ' | ' | ' |
Note 8 - Income Taxes (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Loss Carryforwards | ' | ' | ' | ' | ' | 19,100,000 | 27,500,000 | ' |
Scheduled Reduction To NOL Due To Annual Limitation | $5,900,000 | ' | ' | $9,000,000 | ' | ' | ' | ' |
Note_8_Income_Taxes_Details_Co
Note 8 - Income Taxes (Details) - Components of Provision for Income Taxes (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Components of Provision for Income Taxes [Abstract] | ' | ' | ' |
Federal | $189,530 | $76,250 | $161,306 |
State | 4,731 | 3,322 | 2,528 |
Foreign | 164,640 | -22,180 | 84,560 |
358,901 | 57,392 | 248,394 | |
Federal | -5,822,530 | 115,736 | 115,800 |
State | -1,502,877 | 26,984 | 26,794 |
Foreign | -33,134 | 68,001 | 95,129 |
-7,358,541 | 210,721 | 237,723 | |
Total | ($6,999,640) | $268,113 | $486,117 |
Note_8_Income_Taxes_Details_Ef
Note 8 - Income Taxes (Details) - Effective Income Tax Reconciliation | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Current: | ' | ' | ' |
Federal statutory rate | 34.00% | 34.00% | 34.00% |
State taxes net of federal benefit | -36.20% | 2.10% | 1.60% |
Change in effective foreign tax rate | -10.60% | -23.90% | -26.00% |
Other permanent differences | 22.30% | -54.90% | -13.60% |
Foreign withholding taxes | 7.10% | 13.30% | 24.70% |
Net operating loss valuation allowance | -268.30% | 95.70% | 35.90% |
Change in uncertainty in income taxes | -4.90% | -19.80% | ' |
Total | -256.30% | 28.30% | 40.00% |
Miscellaneous [Member] | ' | ' | ' |
Current: | ' | ' | ' |
Other | 0.30% | -18.20% | -16.60% |
Note_8_Income_Taxes_Details_Ne
Note 8 - Income Taxes (Details) - Net Income (Loss) before Income Taxes (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Net Income (Loss) before Income Taxes [Abstract] | ' | ' | ' |
Domestic | $992,625 | ($163,227) | ($457,736) |
Foreign | 1,738,822 | 1,110,687 | 1,672,986 |
Total | $2,731,447 | $947,460 | $1,215,250 |
Note_8_Income_Taxes_Details_Co1
Note 8 - Income Taxes (Details) - Components of Deferred Taxes (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Net deferred income taxes: | ' | ' |
Net operating loss carry-forward | $6,668,563 | $9,381,454 |
Intangible assets, net | -982,994 | -811,472 |
Property and equipment, net | -61,574 | -100,606 |
Inventory allowance | 56,958 | 57,979 |
Credit carryforwards | 440,902 | 13,920 |
Stock awards expense | 347,784 | 739,492 |
Payroll | 76,798 | 63,415 |
Other | 144,287 | 149,694 |
Total | 6,690,724 | 9,493,876 |
Less: Valuation allowance | -277,727 | -10,439,419 |
Net deferred income taxes | 6,412,997 | -945,543 |
Presented as part of: | ' | ' |
Prepaid expenses and other current assets | 973,836 | 456,460 |
Deferred income tax assets, net | 6,050,402 | ' |
Deferred income tax liabilities | -30,388 | -945,543 |
Deferred Tax Assets [Member] | ' | ' |
Presented as part of: | ' | ' |
Prepaid expenses and other current assets | $392,983 | ' |
Note_8_Income_Taxes_Details_Un
Note 8 - Income Taxes (Details) - Unrecognized Tax Benefits (USD $) | 0 Months Ended | 12 Months Ended | ||
Mar. 31, 2013 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | |
Unrecognized Tax Benefits [Abstract] | ' | ' | ' | ' |
Beginning Balance | ' | ' | $133,602 | $321,325 |
Interest and penalties | ' | ' | 1,575 | 8,700 |
Elimination of a tax liability | -135,177 | -196,423 | -135,177 | -196,423 |
Ending Balance | ' | ' | ' | $133,602 |
Note_9_Commitments_and_Conting2
Note 9 - Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Commitments and Contingencies Disclosure [Abstract] | ' | ' | ' |
Operating Leases, Rent Expense | $765,774 | $687,371 | $629,699 |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $21,000 | $23,129 | $21,184 |
Note_9_Commitments_and_Conting3
Note 9 - Commitments and Contingencies (Details) - Future Minimum Lease Commitments (USD $) | Dec. 31, 2013 |
Future Minimum Lease Commitments [Abstract] | ' |
2014 | $732,000 |
2015 | 351,000 |
2016 | 54,000 |
2017 and after | 24,000 |
Total minimum payments | $1,161,000 |
Note_10_Segment_Reporting_and_2
Note 10 - Segment Reporting and Geographic Information (Details) - Net Revenues and Operating Margins (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $11,938,636 | $13,728,037 | $16,640,964 | $10,139,750 | $11,386,356 | $11,288,717 | $13,179,849 | $8,745,950 | $52,447,387 | $44,600,872 | $41,668,507 |
Cost of goods sold | ' | ' | ' | ' | ' | ' | ' | ' | 35,474,536 | 30,140,471 | 28,464,741 |
Gross profit (loss) | 3,660,551 | 4,584,382 | 5,551,840 | 3,176,078 | 3,680,044 | 3,650,872 | 4,358,729 | 2,770,756 | 16,972,851 | 14,460,401 | 13,203,766 |
Operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | 14,215,627 | 13,465,633 | 11,864,518 |
Income (loss) from operations | 20,723 | 939,025 | 1,588,599 | 208,877 | 119,004 | 375,232 | 974,358 | -473,826 | 2,757,224 | 994,768 | 1,339,248 |
Talon [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 28,756,206 | 22,061,303 | 22,612,784 |
Cost of goods sold | ' | ' | ' | ' | ' | ' | ' | ' | 20,459,426 | 16,022,334 | 16,481,686 |
Gross profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 8,296,780 | 6,038,969 | 6,131,098 |
Trim [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 23,611,870 | 22,519,125 | 19,047,959 |
Cost of goods sold | ' | ' | ' | ' | ' | ' | ' | ' | 14,938,681 | 14,083,017 | 11,981,505 |
Gross profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | 8,673,189 | 8,436,108 | 7,066,454 |
Tekfit [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | ' | ' | ' | ' | ' | ' | ' | ' | 79,311 | 20,444 | 7,764 |
Cost of goods sold | ' | ' | ' | ' | ' | ' | ' | ' | 76,429 | 35,120 | 1,550 |
Gross profit (loss) | ' | ' | ' | ' | ' | ' | ' | ' | $2,882 | ($14,676) | $6,214 |
Note_10_Segment_Reporting_and_3
Note 10 - Segment Reporting and Geographic Information (Details) - Revenues By Delivery Locations (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales - Geographic Regions | $11,938,636 | $13,728,037 | $16,640,964 | $10,139,750 | $11,386,356 | $11,288,717 | $13,179,849 | $8,745,950 | $52,447,387 | $44,600,872 | $41,668,507 |
Geography Eliminations [Member] | UNITED STATES | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales - Geographic Regions | ' | ' | ' | ' | ' | ' | ' | ' | 4,145,383 | 4,494,939 | 3,519,137 |
Geography Eliminations [Member] | HONG KONG | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales - Geographic Regions | ' | ' | ' | ' | ' | ' | ' | ' | 14,681,767 | 14,594,685 | 14,695,433 |
Geography Eliminations [Member] | CHINA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales - Geographic Regions | ' | ' | ' | ' | ' | ' | ' | ' | 15,078,074 | 10,759,863 | 9,557,952 |
Geography Eliminations [Member] | BANGLADESH | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales - Geographic Regions | ' | ' | ' | ' | ' | ' | ' | ' | 2,617,840 | 2,242,018 | 2,092,993 |
Geography Eliminations [Member] | Other Region [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales - Geographic Regions | ' | ' | ' | ' | ' | ' | ' | ' | $15,924,323 | $12,509,367 | $11,802,992 |
Note_10_Segment_Reporting_and_4
Note 10 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Note 10 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location [Line Items] | ' | ' | ' |
Long-lived assets - geographical | $4,881,702 | $5,043,713 | $5,203,360 |
Geography Eliminations [Member] | UNITED STATES | ' | ' | ' |
Note 10 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location [Line Items] | ' | ' | ' |
Long-lived assets - geographical | 4,514,104 | 4,551,101 | 4,443,691 |
Geography Eliminations [Member] | HONG KONG | ' | ' | ' |
Note 10 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location [Line Items] | ' | ' | ' |
Long-lived assets - geographical | 278,636 | 419,268 | 629,373 |
Geography Eliminations [Member] | CHINA | ' | ' | ' |
Note 10 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location [Line Items] | ' | ' | ' |
Long-lived assets - geographical | 88,962 | 73,344 | 129,977 |
Geography Eliminations [Member] | Other Region [Member] | ' | ' | ' |
Note 10 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location [Line Items] | ' | ' | ' |
Long-lived assets - geographical | ' | ' | $319 |
Note_11_Major_Customers_and_Ve1
Note 11 - Major Customers and Vendors (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | ' | ' | ' |
Note 11 - Major Customers and Vendors (Details) [Line Items] | ' | ' | ' |
Concentration Risk, Percentage | 5.00% | 6.00% | 8.00% |
Supplier Concentration Risk [Member] | Cost of Goods, Total [Member] | ' | ' | ' |
Note 11 - Major Customers and Vendors (Details) [Line Items] | ' | ' | ' |
Concentration Risk, Percentage | 57.00% | 42.00% | 31.00% |
Accounts Payable and Accrued Liabilities (in Dollars) | 3,162,148 | 2,907,345 | ' |
Note_12_Quarterly_Results_Unau2
Note 12 - Quarterly Results (Unaudited) (Details) - Quarterly Financial Information (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Quarterly Financial Information [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net sales | $11,938,636 | $13,728,037 | $16,640,964 | $10,139,750 | $11,386,356 | $11,288,717 | $13,179,849 | $8,745,950 | $52,447,387 | $44,600,872 | $41,668,507 |
Gross profit | 3,660,551 | 4,584,382 | 5,551,840 | 3,176,078 | 3,680,044 | 3,650,872 | 4,358,729 | 2,770,756 | 16,972,851 | 14,460,401 | 13,203,766 |
Income from operations | 20,723 | 939,025 | 1,588,599 | 208,877 | 119,004 | 375,232 | 974,358 | -473,826 | 2,757,224 | 994,768 | 1,339,248 |
Net income | 7,487,963 | 700,056 | 1,262,715 | 280,353 | 26,978 | 186,865 | 671,134 | -205,630 | 9,731,087 | 679,347 | 729,133 |
Net income per share (in Dollars per share) | $0.08 | $0.01 | $0.05 | $0.01 | $0 | $0.01 | $0.03 | ($0.01) | $0.17 | $0.03 | $0.04 |
Basic and diluted net income (loss) per share applicable to Common Stockholders (in Dollars per share) | $0.08 | $0.09 | $0.01 | ($0.03) | ($0.04) | ($0.03) | $0 | ($0.05) | ' | ' | ' |
Total comprehensive income | $7,484,194 | $721,277 | $1,293,857 | $279,052 | $42,959 | $162,451 | $700,454 | ($221,264) | $9,778,390 | $684,600 | $760,607 |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts and Reserves (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Valuation and Qualifying Accounts [Abstract] | ' | ' | ' |
Allowance for Doubtful Accounts Receivable, Write-offs | $0 | $2,000 | $4,000 |
Inventory Write-offs | $143,000 | $168,000 | $243,000 |
Schedule_II_Valuation_and_Qual2
Schedule II - Valuation and Qualifying Accounts and Reserves (Details) - Valuation and Qualifying Accounts and Reserves (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
2013 | ' | ' | ' |
Balance at Beginning of Year | $10,701,000 | $9,732,000 | $10,414,000 |
Additions (Adjustments) | -8,431,000 | 1,267,000 | 537,000 |
Deductions | 1,720,000 | 298,000 | 1,219,000 |
Balance at End of Year | 550,000 | 10,701,000 | 9,732,000 |
Allowance for Trade Receivables [Member] | ' | ' | ' |
2013 | ' | ' | ' |
Balance at Beginning of Year | 1,000 | 53,000 | 133,000 |
Additions (Adjustments) | 42,000 | -26,000 | 32,000 |
Deductions | 1,000 | 26,000 | 112,000 |
Balance at End of Year | 42,000 | 1,000 | 53,000 |
Inventory Valuation Reserve [Member] | ' | ' | ' |
2013 | ' | ' | ' |
Balance at Beginning of Year | 261,000 | 485,000 | 884,000 |
Additions (Adjustments) | 65,000 | 48,000 | -36,000 |
Deductions | 96,000 | 272,000 | 363,000 |
Balance at End of Year | 230,000 | 261,000 | 485,000 |
Valuation Allowance of Deferred Tax Assets [Member] | ' | ' | ' |
2013 | ' | ' | ' |
Balance at Beginning of Year | 10,439,000 | 9,194,000 | 9,397,000 |
Additions (Adjustments) | -8,538,000 | 1,245,000 | 541,000 |
Deductions | 1,623,000 | ' | 744,000 |
Balance at End of Year | $278,000 | $10,439,000 | $9,194,000 |