Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 13, 2015 | Jun. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | TALON INTERNATIONAL, INC. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | -19 | ||
Entity Common Stock, Shares Outstanding | 92,267,831 | ||
Entity Public Float | $8,369,787 | ||
Amendment Flag | FALSE | ||
Entity Central Index Key | 1047881 | ||
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-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Current assets: | ||
Cash and cash equivalents | $2,603,138 | $3,779,508 |
Accounts receivable, net | 3,019,749 | 3,576,925 |
Inventories, net | 506,272 | 800,240 |
Current deferred income tax assets, net | 746,370 | 392,983 |
Prepaid expenses and other current assets | 551,775 | 580,853 |
Total current assets | 7,427,304 | 9,130,509 |
Property and equipment, net | 584,586 | 614,592 |
Intangible assets, net | 4,300,084 | 4,267,110 |
Deferred income tax assets, net | 5,374,468 | 6,050,402 |
Other assets | 416,035 | 460,226 |
Total assets | 18,102,477 | 20,522,839 |
Current liabilities: | ||
Accounts payable | 6,191,954 | 7,158,938 |
Accrued expenses | 2,403,563 | 2,880,764 |
Revolving credit loan | 1,500,000 | 1,000,000 |
Current portion of term loan payable | 1,816,667 | 1,666,667 |
Total current liabilities | 11,912,184 | 12,706,369 |
Term loan payable, net of current portion | 1,016,667 | 3,333,333 |
Deferred income tax liabilities | 13,961 | 30,388 |
Other liabilities | 26,077 | 22,169 |
Total liabilities | 12,968,889 | 16,092,259 |
Commitments and contingencies (Note 7) | ||
Stockholders’ Equity: | ||
Common Stock, $0.001 par value, 300,000,000 shares authorized; 92,267,831 and 91,342,215 shares issued and outstanding at December 31, 2014 and December 31, 2013, respectively | 92,268 | 91,342 |
Additional paid-in capital | 64,175,254 | 64,046,631 |
Accumulated deficit | -59,250,109 | -59,822,178 |
Accumulated other comprehensive income | 116,175 | 114,785 |
Total stockholders’ equity | 5,133,588 | 4,430,580 |
Total liabilities and stockholders’ equity | $18,102,477 | $20,522,839 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Common Stock, par value (in Dollars per share) | $0.00 | $0.00 |
Common Stock, shares authorized | 300,000,000 | 300,000,000 |
Common Stock, shares issued | 92,267,831 | 91,342,215 |
Common Stock,shares outstanding | 92,267,831 | 91,342,215 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Income (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Net sales | $49,322,684 | $52,447,387 | $44,600,872 | |
Cost of goods sold | 33,314,773 | 35,474,536 | 30,140,471 | |
Gross profit | 16,007,911 | 16,972,851 | 14,460,401 | |
Sales and marketing expenses | 6,330,386 | 5,889,087 | 4,974,037 | |
General and administrative expenses | 7,937,820 | 8,326,540 | 8,491,596 | |
Total operating expenses | 14,268,206 | 14,215,627 | 13,465,633 | |
Income from operations | 1,739,705 | 2,757,224 | 994,768 | |
Interest expense, net | 411,270 | 25,777 | 47,308 | [1] |
Income before provision for income taxes | 1,328,435 | 2,731,447 | 947,460 | |
Provision for (benefit from) income taxes, net | 756,366 | -6,999,640 | 268,113 | |
Net income | 572,069 | 9,731,087 | 679,347 | |
Other comprehensive income - Foreign currency translation | 1,390 | 47,303 | 5,253 | |
Series B Preferred Stock liquidation preference increase | -1,914,470 | -3,307,478 | ||
Series B Preferred Stock redemption discount, net | 6,939,257 | |||
Net income (loss) applicable to Common Stockholders | 572,069 | 14,755,874 | -2,628,131 | |
Per share amounts: | ||||
Net income (in Dollars per share) | $0.01 | $0.17 | $0.03 | |
Net income (applicable to) redeemed from Preferred Stockholders (in Dollars per share) | $0.09 | ($0.15) | ||
Basic net income (loss) applicable to Common Stockholders (in Dollars per share) | $0.01 | $0.26 | ($0.12) | |
Diluted net income (loss) applicable to Common Stockholders (in Dollars per share) | $0.01 | $0.24 | ($0.12) | |
Weighted average number of common shares outstanding - Basic (in Shares) | 92,153,648 | 56,213,272 | 22,458,185 | |
Weighted average number of common shares outstanding - Diluted (in Shares) | 94,301,166 | 60,554,721 | 22,458,185 | |
Net income | 572,069 | 9,731,087 | 679,347 | |
Other comprehensive income - Foreign currency translation | 1,390 | 47,303 | 5,253 | |
Series B Preferred Stock liquidation preference increase | -1,914,470 | -3,307,478 | ||
Series B Preferred Stock redemption discount, net | 6,939,257 | |||
Total comprehensive income | $573,459 | $9,778,390 | $684,600 | |
[1] | Interest expense related to a retired CVC Credit Facilities for the year ended December 31, 2012 was $46,667 (see below), comprised of amortization of deferred financing costs of $17,500 and commitment fee expense of $29,167. For the year ended December 31, 2012, interest expense and interest paid related to notes payable to related parties were $1,015 and $145,038, respectively. |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (Deficit) (USD $) | Series B Convertible Preferred Stock [Member] | Series B Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings [Member] | Total |
Retained Earnings [Member] | |||||||
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 | |||||
Exercise of stock options (in Shares) | 0 | ||||||
RSU’s settlement in common stock | 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 | |||||
Series B preferred stock redemption discount, net | 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 | ||||||
Common stock redemption | -576 | -218,304 | -218,880 | ||||
Common stock redemption (in Shares) | -576,000 | ||||||
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 | |||||
RSU’s settlement in common stock (in Shares) | 7,401,300 | ||||||
Series B preferred stock liquidation preference increase | -1,914,470 | -1,914,470 | 1,914,470 | ||||
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 | ||||||
Stock based compensation | 243,377 | 243,377 | |||||
Foreign currency translation | 1,390 | 1,390 | |||||
Exercise of stock options | 315 | 22,058 | 22,373 | ||||
Exercise of stock options (in Shares) | 314,722 | ||||||
RSU’s settlement in common stock | 611 | -136,812 | -136,201 | ||||
RSU’s settlement in common stock (in Shares) | 610,894 | ||||||
Net income | 572,069 | 572,069 | |||||
Balance at Dec. 31, 2014 | $92,268 | $64,175,254 | $116,175 | ($59,250,109) | $5,133,588 | ||
Balance (in Shares) at Dec. 31, 2014 | 92,267,831 |
Consolidated_Statements_of_Sto1
Consolidated Statements of Stockholders' Equity (Deficit) (Parentheticals) | Dec. 31, 2012 |
Series A Preferred Stock [Member] | |
Series A Preferred Stock, shares authorized | 250,000 |
Series A Preferred Stock, shares issued | 0 |
Series A Preferred Stock, shares outstanding | 0 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Cash flows from operating activities: | ||||
Net income | $572,069 | $9,731,087 | $679,347 | |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Depreciation and amortization | 265,590 | 493,981 | 525,439 | |
Gain (loss) on disposal of equipment | 2,297 | -408 | -67,576 | |
Amortization of deferred financing cost | 90,572 | 17,500 | [1] | |
Stock based compensation | 243,377 | 538,781 | 513,020 | |
Deferred income taxes (benefits), net | 305,074 | -7,358,541 | 210,721 | |
Bad debt expense (recovery), net | 14,624 | 42,204 | -32,718 | |
Inventory valuation provisions (recoveries), net | -16,949 | 65,241 | 48,094 | |
Changes in operating assets and liabilities: | ||||
Accounts receivable | 539,056 | 36,185 | 246,483 | |
Inventories | 310,876 | -134,870 | 297,928 | |
Prepaid expenses and other current assets | 26,796 | -117,803 | -140,968 | |
Other assets | -36,458 | -26,322 | 20,196 | |
Accounts payable and accrued expenses | -1,432,069 | 86,179 | 1,728,957 | |
Other liabilities | 3,904 | -163,882 | -193,752 | |
Net cash provided by operating activities | 888,759 | 3,191,832 | 3,852,671 | |
Cash flows from investing activities: | ||||
Proceeds from the sale of equipment | 2,783 | 2,325 | 168 | |
Acquisitions of property and equipment | -227,989 | -330,948 | -196,074 | |
Acquisitions of intangibles | -46,057 | -178,722 | ||
Net cash used in investing activities | -271,263 | -328,623 | -374,628 | |
Cash flows from financing activities: | ||||
Proceeds from exercise of stock options | 29,709 | |||
Payments related to taxes on exercise of stock options and settlement of RSU’S | -143,537 | -1,389 | ||
Common stock issued | 5,500,000 | |||
Common stock issuance costs | -162,671 | |||
Series B preferred stock redemption costs | -154,429 | |||
Series B preferred stock redemption | -13,000,000 | |||
Common stock redemptions | -218,880 | |||
Revolving credit loan borrowings | 1,000,000 | 1,000,000 | ||
Term loan payable borrowing | 5,000,000 | |||
Financing costs associated with credit facilities | -10,000 | -250,000 | ||
Net cash used in financing activities | -1,790,494 | -8,090,616 | -312,042 | |
Payment of capital leases | -3,247 | -4,410 | ||
Payment of notes payable to related parties | -240,957 | |||
Repayments of revolving credit loan | -500,000 | |||
Net effect of foreign currency exchange translation on cash | -3,372 | 79,582 | 11,991 | |
Net increase (decrease) in cash and cash equivalents | -1,176,370 | -5,147,825 | 3,177,992 | |
Cash and cash equivalents at beginning of period | 3,779,508 | 8,927,333 | 5,749,341 | |
Cash and cash equivalents at end of period | 2,603,138 | 3,779,508 | 8,927,333 | |
Promissory Note [Member] | ||||
Cash flows from financing activities: | ||||
Payment of Payable | -5,800,000 | |||
Term Loan Payable [Member] | ||||
Cash flows from financing activities: | ||||
Payment of Payable | -2,166,666 | |||
Other Notes Payable [Member] | ||||
Cash flows from financing activities: | ||||
Payment of Payable | ($66,675) | |||
[1] | Interest expense related to a retired CVC Credit Facilities for the year ended December 31, 2012 was $46,667 (see below), comprised of amortization of deferred financing costs of $17,500 and commitment fee expense of $29,167. For the year ended December 31, 2012, interest expense and interest paid related to notes payable to related parties were $1,015 and $145,038, respectively. |
Supplemental_Disclosures_of_Ca
Supplemental Disclosures of Cash Flow Information (Unaudited) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Cash received (paid) during the period for: | |||
Interest paid | ($324,842) | ($29,199) | ($2,910) |
Interest received | 3,863 | 4,415 | 3,809 |
Income tax paid, net (principally foreign) | -417,589 | -428,286 | -331,139 |
Non-cash financing activities: | |||
Series B preferred stock liquidation preference increase | -1,914,470 | -3,307,478 | |
Series B preferred stock redemption discount | 7,093,686 | ||
Series B preferred stock redemption through issuance of promissory note | 5,800,000 | ||
Non-cash exercise of stock options and settlements of RSU’s in common stock | 649 | 7,401 | 2,400 |
Interest accrued on notes payable | 1,540 | ||
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 | 1,390 | 47,303 | 5,253 |
Equipment Exchanged for Manufacturing Services [Member] | |||
Non-cash financing activities: | |||
Other Significant Noncash Transaction | $67,632 |
Note_1_Summary_of_Significant_
Note 1 - Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
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 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’ equity, if material, and transaction gains and losses, if any, are recorded in the consolidated statement of operations in the period incurred. During 2014, 2013 and 2012, 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 $2.3 million and $3.4 million at financial institutions in excess of governmentally insured limits at December 31, 2014 and 2013. | |||||||||||||
Allowance for Accounts Receivable Doubtful Accounts | |||||||||||||
The Company is required to make judgments as to the collectibility 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 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, 2014 and 2013 was $50,563 and $41,596, 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, | |||||||||||||
2014 | 2013 | ||||||||||||
Finished goods | $ | 705,368 | $ | 1,029,759 | |||||||||
Less: Inventory valuation reserves | (199,096 | ) | (229,519 | ) | |||||||||
Inventories, net | $ | 506,272 | $ | 800,240 | |||||||||
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 2014 and 2013, 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 | ||||||||||||
2014 | 2013 | In Years (1) | |||||||||||
Office equipment and computer related | $ | 4,055,517 | $ | 4,078,347 | 5-Mar | ||||||||
Machinery and production related equipment | 914,000 | 819,398 | 10-May | ||||||||||
Leasehold improvements (2) | 474,269 | 454,664 | |||||||||||
Furnitures and fixtures | 256,903 | 298,956 | 5 | ||||||||||
Cost, total | 5,700,689 | 5,651,365 | |||||||||||
Less: Accumulated depreciation and amortization | (5,116,103 | ) | (5,036,773 | ) | |||||||||
Property and equipment, net | $ | 584,586 | $ | 614,592 | |||||||||
-1 | Depreciation of property and equipment is computed using the straight-line method based on estimated useful lives as shown above. | ||||||||||||
-2 | Depreciable life for leasehold improvements represents the term of the lease or the estimated life of the related improvements, whichever is shorter. | ||||||||||||
Depreciation expense for the years ended December 31, 2014, 2013 and 2012 was $252,507, $481,148 and $515,900, respectively. | |||||||||||||
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 Financial Accounting Standards Board (“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 gave 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 intangible asset impairment tests performed for fiscal years, and interim periods within those years, beginning after September 15, 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 of December 31, 2014 and 2013, and noted no impairment. | |||||||||||||
From time to time the Company makes investments in product and technical opportunities that are complimentary to or enhancements to its apparel accessories business. During the year ended December 31, 2014, the Company invested $46,057 in the acquisition of intellectual property rights complimentary to the Company’s Talon Zipper products. | |||||||||||||
Intangible assets as of December 31, 2014 and 2013 are as follows: | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Tradename - Talon trademark | $ | 4,110,751 | $ | 4,110,751 | |||||||||
Intellectual property rights and exclusive license | 224,779 | 178,722 | |||||||||||
Less: Accumulated amortization | (35,446 | ) | (22,363 | ) | |||||||||
Intellectual property rights, net | 189,333 | 156,359 | |||||||||||
Intangible assets, net | $ | 4,300,084 | $ | 4,267,110 | |||||||||
Convertible Preferred Stock | |||||||||||||
The Company had classified its conditionally redeemable Series B 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 (See Note 2). | |||||||||||||
The Company evaluated the conversion option of the Series B 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. The Series B Convertible Preferred shares were initially 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, 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. | ||||||||||||
Accordingly, the Series B Convertible Preferred shares were reported at their liquidation preference amount. | |||||||||||||
There was no preferred stock outstanding at December 31, 2014 and 2013. | |||||||||||||
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 recognized 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 6). | |||||||||||||
As a result of the implementation of ASC 740-10 relating to unrecognized tax benefits, 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 6). No unrecognized tax benefits were recorded during the year ended December 31, 2014. | |||||||||||||
Stock-Based Compensation | |||||||||||||
The Company has employee equity incentive plans, which are described more fully in Note 4. 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 Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, 2014, 2013 and 2012 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 are 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 Consolidated Statements of Operations and Comprehensive Income for 2014, 2013 and 2012 is based on awards expected to vest, in accordance with ASC 718, forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. | |||||||||||||
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 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 are included in earnings, which primarily affects 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 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 and other general corporate expenses. | |||||||||||||
Interest Expense and Interest Income – Interest expense reflects the cost of borrowing and amortization of deferred financing costs. Interest expense for the years ended December 31, 2014, 2013 and 2012 was $415,133, $30,192 and $51,117, respectively. Interest income of $3,863, $4,415 and $3,809 for the years ended December 31, 2014, 2013 and 2012, respectively, consists of earnings from interest bearing receivables. | |||||||||||||
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. | |||||||||||||
The Company reports comprehensive income in accordance with Topic 220 “Comprehensive Income,” and utilizing the option provided under ASU 2011-05 “Presentation of Comprehensive Income” to present the total of comprehensive income, the components of net income and the components of other comprehensive income in a single continuous statement. | |||||||||||||
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 ASC 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, 2014 and 2013, 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 $1,018,000 and $961,000, 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 May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The new standard is effective as of the first interim period within annual reporting periods beginning on or after December 15, 2016, and will replace most existing revenue recognition guidance in U.S. GAAP. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company does not expect that the adoption of this pronouncement will have a material impact on our consolidated financial statements. | |||||||||||||
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. ASU 2014-15 explicitly requires management to evaluate, at each annual or interim reporting period, whether there are conditions or events that exist which raise substantial doubt about an entity's ability to continue as a going concern and to provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and annual and interim periods thereafter, with early adoption permitted. The Company does not expect that the adoption of this pronouncement will have a material impact on its consolidated financial statements. |
Note_2_Debt_Facility_and_Long_
Note 2 - Debt Facility and Long Term Obligations | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Debt Disclosure [Abstract] | |||||||||||||
Debt Disclosure [Text Block] | NOTE 2 - DEBT FACILITY AND LONG TERM OBLIGATIONS | ||||||||||||
Union Bank Credit Facilities | |||||||||||||
On December 31, 2013, the Company entered into a Commercial Credit Agreement (the “Credit Agreement”) with MUFG Union Bank, N.A. (formerly Union Bank, N.A., “Union Bank”). Subsequent to December 31, 2014, on March 3, 2015, the Company signed an amendment to the Credit Agreement, changing various contractual terms (See Note 11). | |||||||||||||
The Credit Agreement as amended provides for a 24 month revolving loan commitment and a 36 month term loan. The revolving loan commitment includes available borrowings 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. Borrowings under the Revolving Credit Loan initially carried interest at a per annum rate of two and one-half percent (2.50%) in excess of a reference rate (“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 Reference Rate was 3.25% as of December 31, 2014 and 2013. | |||||||||||||
The Credit Agreement also provides for a term loan in the amount of $5,000,000 (the “Term Loan Payable” and together with the Revolving Credit Loan, the “Credit Facilities”). The Term Loan Payable was originally payable in 36 monthly payments of $138,889 beginning January 31, 2014 with interest payable at a per annum rate of 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. The Company used all of the proceeds of the Term Loan and $827,490 of the proceeds of the Revolving Credit Loan to repay in full at December 31, 2013, a promissory note entered into in July 2013 with CVC California, LLC (“CVC”) in the principal amount of $5,800,000 plus accrued interest (“Promissory Note”, see Note 3). | |||||||||||||
The Credit Agreement, as amended, 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 the following (specific terms as defined in the Credit Agreement): a Fixed Charge Coverage Ratio between Adjusted EBITDA and future principal and interest payments of not less than 0.70:1.00 as of March 31, 2015, 1.00:1.00 as of June 30, 2015, and 1.25:1.00 as of the close of each fiscal quarter thereafter; a Minimum EBITDA for the 12-month period ended as of the last day of each quarter of at least $1,750,000 as of the close of each of the fiscal quarters in 2015, and at least $2,750,000 as of the close of each fiscal quarter thereafter, and no incurrence of a net loss after taxes for more than two consecutive fiscal quarters commencing January 1, 2015. | |||||||||||||
The Company did not satisfy the previous minimum Fixed Charge Coverage Ratio requirement (1.25:1.00) and the previous minimum EBITDA requirement of $2,750,000 for the 12-month period ended September 30, 2014 and December 31, 2014, and in connection therewith obtained waivers of such non-compliance from Union Bank for the periods then ended. A waiver fee paid in the amount of $10,000 to Union Bank and at December 31, 2014, a prepayment in the amount of $500,000 was made and applied to the principal of the Term Loan Payable to Union Bank together with other changes to certain provisions of the Credit Agreement. The remaining principal of the Term Loan Payable was also reamortized to be paid in the remaining 23 monthly installments of $118,056 each. Subsequent to December 31, 2014, on March 3, 2015, the Company further amended the Credit Agreement with Union Bank to adjust the payment schedule and financial covenants for the remaining term of the Credit Agreement. This Amendment includes additional required principal repayments totaling $600,000 which will be applied to the balance of the Term Loan Payable ($400,000 during the second quarter of 2015 and $200,000 during the third quarter of 2015); a loan modification fee of $50,000, half of which shall be payable on March 31, 2015 and the other half on June 30, 2015; and a modification to the financial covenants as noted above. As a result of this amendment, the Company anticipates that it will meet the required financial covenants in the next year. | |||||||||||||
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 security agreements and guaranties executed by the Company and its principle operating subsidiaries including Talon Technologies, Inc. (U.S. operation) and Tag-It Pacific Limited (Hong Kong operation). | |||||||||||||
The Company had outstanding borrowings as of December 31, 2014 and 2013 of $4,333,334 and $6,000,000, respectively, under the Credit Facilities, of which $1,500,000 and $1,000,000, respectively relates to obligations under the Revolving Credit Loan and the remainder relates to the Term Note Payable. During the year ended December 31, 2014, the Company obtained advances under the Revolving Credit Loan by $1,000,000 and made repayments of $500,000 during the year, resulting in a net increase in the outstanding borrowings to $1,500,000 at December 31, 2014. Approximately $221,000 remained in available borrowings under the Revolving Credit Loan as of December 31, 2014. | |||||||||||||
Interest expense, net, included on the Company’s Consolidated Statements of Operations and Comprehensive Income is comprised as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 (1) | |||||||||||
Revolving credit loan | $ | 61,733 | $ | 160 | $ | - | |||||||
Term loan payable | 257,071 | 833 | - | ||||||||||
Amortization of deferred financing cost | 90,572 | - | - | ||||||||||
Interest on promissory note | - | 27,490 | - | ||||||||||
Total Credit Facilities related interest expense | 409,376 | 28,483 | - | ||||||||||
Other interest expense, net | 1,894 | (2,706 | ) | 47,308 | |||||||||
Interest expense , net | $ | 411,270 | $ | 25,777 | $ | 47,308 | |||||||
-1 | Interest expense related to a retired CVC Debt Facility for the year ended December 31, 2012 was $46,667 (see below), comprised of amortization of deferred financing costs of $17,500 and commitment fee expense of $29,167. For the year ended December 31, 2012, interest expense and interest paid related to notes payable to related parties were $1,015 and $145,038, respectively. | ||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
$5,000,000 term loan payable to Union Bank dated December 31, 2013 payable in monthly payments per Credit Agreement and related amendments; interest at a rate per annum of 2.75% in excess of the reference rate of 3.25% as of December 31, 2014 and 2013, increasing to 3.75% in excess of the reference rate at March 1, 2015 | $ | 2,833,334 | $ | 5,000,000 | |||||||||
Less: Current portion | (1,816,667 | ) | (1,666,667 | ) | |||||||||
Term loan payable, net of current portion | $ | 1,016,667 | $ | 3,333,333 | |||||||||
Notes payable consists of the following: | |||||||||||||
Future minimum annual payments, including interest, under this term loan payable obligation is as follows: | |||||||||||||
Years ending December 31, | Amount | Principal | Interest | ||||||||||
2015 | $ | 1,948,410 | $ | 1,816,667 | $ | 131,743 | |||||||
2016 | 1,055,776 | 1,016,667 | 39,109 | ||||||||||
Total | $ | 3,004,186 | $ | 2,833,334 | $ | 170,852 | |||||||
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. |
Note_3_Stockholders_Equity
Note 3 - Stockholders' Equity | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Stockholders' Equity Note [Abstract] | |||||
Stockholders' Equity Note Disclosure [Text Block] | NOTE 3 - STOCKHOLDERS’ EQUITY | ||||
Series B Convertible Preferred Stock Redemption and Private Placement of Common Stock(2013 Related Party Transaction) | |||||
On July 12, 2013, the Company entered into a Securities Redemption Agreement (the “Redemption Agreement”) with CVC, a related party of the Company at the time. 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 Promissory Note in the principal amount of $5,800,000. | |||||
The redemption of the Series B Preferred Stock eliminated the 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 that the preferred shares would have become mandatorily redeemable. The redemption resulted in an immediate benefit to common stockholders of $7,093,686 (less redemption costs of $154,429). 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. There were no Series B Preferred Stock authorized, issued or outstanding as of December 31, 2014 and December 31, 2013, and the Company now has only common shares outstanding. In connection with the redemption of the Series B Preferred Stock, Mark Hughes, formerly CVC’s representative on the Company’s Board of Directors, resigned from the Board of Directors effective July 12, 2013. Pursuant to the Redemption Agreement, the existing Stockholder’s Agreement with CVC was terminated. This agreement was originally executed between CVC, Lonnie D. Schnell (the Company’s Chief Executive Officer and a member of the Board of Directors) and Larry Dyne (the Company’s President). | |||||
In order to provide additional funds necessary for the redemption of the Series B Preferred Stock, and simultaneous with the Redemption Agreement, the Company raised $5,500,000 of new equity through the 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 closing of the private placement was expressly conditioned upon the contemporaneous closing of the transactions under the Redemption Agreement. Zipper Holdings, LLC, a related party company controlled by Mark Dyne, the Chairman of the Company’s Board of Directors, acquired 8,333,333 shares of common stock in the private placement. | |||||
In connection with the private placement, the Company entered into a series of Subscription Agreements (the “Subscription Agreements”) and a Registration Rights Agreement (the “Registration Rights Agreement“) with the investors in the transaction. 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 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 then file a registration statement covering the shares issued in the private placement that 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. | |||||
Pursuant to its obligations under the Registration Rights Agreement, the Company filed a registration statement on Form S-1 with the SEC on November 20, 2014 to register for resale all of the 61,111,109 shares issued in the private placement. The registration statement was declared effective on December 4, 2014. | |||||
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 in settlement of previously vested RSUs pursuant to terms of the 2010 RSU grants and the related deferral elections (See Note 2). | |||||
The following table summarizes the Series B Preferred Stock activity: | |||||
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 Stockand 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 from 100,000,000 to 300,000,000. The stockholders also 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 within a twelve month period from the approval date authorizing the Board of Directors, when and if the Board of Directors determined that such action is appropriate. The twelve month period expired as of November 8, 2014, without further action by the Board of Directors. Any reverse split of the Company’s common stock at a future date will require additional stockholder approval. | |||||
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. No shares of Preferred Stock were outstanding at December 31, 2014 and 2013. | |||||
Previously OutstandingSeries 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 at the time under a loan agreement. | |||||
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) 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: | |||||
● | 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 stockholders on July 30, 2016. Changes in the redemption value were recognized immediately as they occurred, and the carrying amount of the instrument was adjusted to equal the redemption value at the end of each reporting period. 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. The resulting increases 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. | ||||
● | In addition, an annual 16% increase on the liquidation preference of outstanding preferred shares was accrued each reporting period (until the redemption of the outstanding shares of Series B Preferred Stock in July 2013) 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. | ||||
The Series B Preferred Stock was fully redeemed as noted above on July 12, 2013, and the Company subsequently amended its Certificate of Incorporation to eliminate all of the authorized Series B Preferred Stock (none of which were outstanding) that had been authorized in 2010 in connection with the Recapitalization Agreement. | |||||
EliminatedSeries A Preferred Stock | |||||
On July 12, 2013, the Company amended its Certificate of Incorporation to eliminate all of the Series A Preferred Stock (none of which were outstanding) which had been authorized in 1998 upon the Company’s adoption of a stockholder’s rights plan. The stockholder rights plan expired in accordance with its terms in 2008. | |||||
Terminated Stockholders Agreement | |||||
Concurrent 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 and Larry 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_4_StockBased_Compensation
Note 4 - Stock-Based Compensation | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 4 - 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 Incentive Plan initially authorized the issuance of up to 2,500,000 shares of common stock in awards to individuals under the plan. On November 19, 2010, an amendment to the 2008 Stock Incentive Plan increased the authorized shares from 2,500,000 to 4,810,000. On November 8, 2013, the Company’s stockholders approved a further amendment to the 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, and replaced the 1997 Stock Plan that had previously authorized the granting of a variety of stock-based incentive awards. The 2007 Stock Plan 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, which authorized the granting of a variety of stock-based incentive awards. | |||||||||||||||||
The Board of Directors, who determines the recipients and terms of the awards granted, administers the Company’s stock plans. 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 of Directors from immediate to 4 years of continuous service and have 10 year contractual terms. | |||||||||||||||||
Options granted for the years ended December 31, 2014, 2013 and 2012 totaled 4,045,000, 400,000 and 630,000, respectively. | |||||||||||||||||
During the year ended December 31, 2014, options were exercised 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 exercise 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. During the year ended December 31, 2014, options were also exercised to acquire 277,084 shares of common stock under the 2008 Stock Incentive Plan. Cash received upon exercise was $29,709 at a weighted average of $0.11 per share. At the time of exercise, the intrinsic value of the options exercised was $0.23 per share. | |||||||||||||||||
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 exercise 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. | |||||||||||||||||
The following table summarizes all options issued to employees and directors including those issued outside the plan. | |||||||||||||||||
Number | Weighted Average | ||||||||||||||||
of Shares | Exercise Price | ||||||||||||||||
Employees and Directors | |||||||||||||||||
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 | ||||||||||||||
Granted | 4,045,000 | $ | 0.21 | ||||||||||||||
Exercised | (463,542 | ) | $ | 0.13 | |||||||||||||
Cancelled | (55,416 | ) | $ | 0.19 | |||||||||||||
Options outstanding - December 31, 2014 | 9,747,767 | $ | 0.2 | ||||||||||||||
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, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Expected volatility | 255-260 | % | 330 | % | 140 | % | |||||||||||
Expected term | 5.3-6.1 | yrs | 5.3 | yrs | 5.3-6.1 | yrs | |||||||||||
Expected dividends | - | - | - | ||||||||||||||
Risk-free rate | 1.6-1.8 | % | 1.5 | % | 2.7 | % | |||||||||||
A summary of the Company’s stock option information under all Stock Plans as of December 31, 2014 is as follows: | |||||||||||||||||
Number of Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life (Years) | Intrinsic Value | ||||||||||||||
Employeesand Directors | |||||||||||||||||
Outstanding at December 31, 2014 | 9,747,767 | $ | 0.2 | 6.8 | $ | 0.03 | |||||||||||
Vested and Expected to Vest | 9,638,553 | $ | 0.2 | 6.8 | $ | 0.03 | |||||||||||
Exercisable | 5,692,139 | $ | 0.2 | 4.9 | $ | 0.05 | |||||||||||
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, 2014. It excluded stock options that have exercise prices in excess of the quoted price of the Company’s common stock at December 31, 2014. | |||||||||||||||||
There were approximately $707,205 of total unrecognized compensation costs related to non-vested stock options as of December 31, 2014. This cost is expected to be recognized over the weighted-average period of 3.5 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. | |||||||||||||||||
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. | |||||||||||||||||
Below is a breakdown by date of the common shares issued upon settlement of vested RSU Awards, and the related intrinsic value of the shares issued. | |||||||||||||||||
Number of RSU’s | |||||||||||||||||
Total RSU’s | Common shares | Intrinsic value at the | |||||||||||||||
awarded | issued | time of issuance | |||||||||||||||
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 | |||||||||||||
July 12, 2013(1) | - | 4,745,600 | $ | 0.06 | |||||||||||||
July 30, 2013 (1) | - | 1,155,700 | $ | 0.25 | |||||||||||||
January 30, 2014 (2) | - | 1,155,700 | $ | 0.25 | |||||||||||||
Total | 11,557,000 | 11,557,000 | |||||||||||||||
-1 | On November 7, 2013, the Company redeemed 576,000 shares of common stock at a price of $0.38 per share. The redemption was made in payment of the tax associated with the settlement in July 2013 of previously granted restricted stock units. | ||||||||||||||||
-2 | On January 30, 2014, 610,894 shares of common stock were issued upon settlement of vested restricted stock units, and the equivalent of 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. | ||||||||||||||||
As of December 31, 2013, the Company had $36,913 of unamortized stock-based compensation expense related to RSU’s, to be recognized over the remaining weighted average period of 0.08 years and which are now fully amortized at December 31, 2014. | |||||||||||||||||
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, 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 | ||||||||||||
Vested | (1,155,700 | ) | 1,155,700 | - | $ | 0.196 | |||||||||||
Common stock issued (1) | - | (1,155,700 | ) | (1,155,700 | ) | $ | 0.196 | ||||||||||
RSU’s outstanding - December 31, 2014 | - | - | - | $ | - | ||||||||||||
-1 | As mentioned above, on January 30, 2014, 610,894 shares of common stock were issued upon settlement of vested restricted stock units, and the equivalent of 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. | ||||||||||||||||
Note_5_Net_Income_Loss_Per_Sha
Note 5 - Net Income (Loss) Per Share | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||
Earnings Per Share [Text Block] | NOTE 5 - 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, | |||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||
Net income (Numerator) | Shares (Denominator) | Per Share Amount | Net income (Numerator) | Shares (Denominator) | Per Share Amount | Net income (loss) (Numerator) | Shares (Denominator) | Per Share Amount | |||||||||||||||||||||||||||||
Net income | $ | 572,069 | 92,153,648 | $ | 0.01 | $ | 9,731,087 | 56,213,272 | $ | 0.17 | $ | 679,347 | 22,458,185 | $ | 0.03 | ||||||||||||||||||||||
Series B preferred stock liquidation preference increase | - | - | 0 | (1,914,470 | ) | - | (0.03 | ) | (3,307,478 | ) | - | (0.15 | ) | ||||||||||||||||||||||||
Series B preferred stock redemption discount, net (See Note 3 and Note 4) | - | - | 0 | 6,939,257 | - | 0.12 | - | - | 0 | ||||||||||||||||||||||||||||
Basic net income (loss) applicable to common stockholders | 572,069 | 92,153,648 | 0.01 | 14,755,874 | 56,213,272 | 0.26 | (2,628,131 | ) | 22,458,185 | (0.12 | ) | ||||||||||||||||||||||||||
Stock options, RSUs and Series B preferred stock with dilutive effect | - | 2,147,518 | 0 | - | 4,341,449 | (0.02 | ) | - | - | 0 | |||||||||||||||||||||||||||
Diluted net income (loss) applicable to common stockholders | $ | 572,069 | 94,301,166 | $ | 0.01 | $ | 14,755,874 | 60,554,721 | $ | 0.24 | $ | (2,628,131 | ) | 22,458,185 | $ | (0.12 | ) | ||||||||||||||||||||
For the year ended December 31, 2014, options to purchase 5,066,667 shares of common stock exercisable between $0.04 and $0.20 per share were included in the computation of diluted net income per share. Options to purchase 4,681,100 shares of common stock exercisable between $0.21 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, 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. |
Note_6_Income_Taxes
Note 6 - Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Tax Disclosure [Text Block] | NOTE 6 - INCOME TAXES | ||||||||||||
The components of the provision for income taxes included in the consolidated statements of operations are as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | 105,763 | $ | 189,530 | $ | 76,250 | |||||||
State | 5,596 | 4,731 | 3,322 | ||||||||||
Foreign | 339,933 | 164,640 | (22,180 | ) | |||||||||
451,292 | 358,901 | 57,392 | |||||||||||
Deferred: | |||||||||||||
Federal | 259,028 | (5,822,530 | ) | 115,736 | |||||||||
State | 68,214 | (1,502,877 | ) | 26,984 | |||||||||
Foreign | (22,168 | ) | (33,134 | ) | 68,001 | ||||||||
305,074 | (7,358,541 | ) | 210,721 | ||||||||||
Total | $ | 756,366 | $ | (6,999,640 | ) | $ | 268,113 | ||||||
A reconciliation of the statutory Federal income tax rate with the Company’s effective income tax rate is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | |||||||
State taxes, net of federal benefit | 3.7 | (36.2 | ) | 2.1 | |||||||||
Change in effective foreign tax rate | (12.5 | ) | (10.7 | ) | (23.9 | ) | |||||||
Foreign dividend, net of foreign tax credit | 21.1 | 12.8 | - | ||||||||||
Other permanent differences | 8.8 | 0.3 | (41.6 | ) | |||||||||
Change in valuation allowance | (1.9 | ) | (268.3 | ) | 95.7 | ||||||||
Change in uncertainty in income taxes | - | (4.9 | ) | (19.8 | ) | ||||||||
Other | 3.7 | 16.7 | (18.2 | ) | |||||||||
Total | 56.9 | % | (256.3 | )% | 28.3 | % | |||||||
Net income (loss) before income taxes is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Domestic | $ | (151,579 | ) | $ | 992,625 | $ | (163,227 | ) | |||||
Foreign | 1,480,014 | 1,738,822 | 1,110,687 | ||||||||||
Total | $ | 1,328,435 | $ | 2,731,447 | $ | 947,460 | |||||||
The primary components of temporary differences which give rise to the Company’s deferred tax being presented as part of Current deferred income tax assets, net, Deferred income tax assets, net, or Deferred income tax liabilities (in long term liabilities) in the Company’s Consolidated Balance Sheet are as follows: | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Net deferred income taxes: | |||||||||||||
Net operating loss carry-forward | $ | 5,972,254 | $ | 6,668,563 | |||||||||
Intangible assets, net | (1,149,382 | ) | (982,994 | ) | |||||||||
Property and equipment, net | (32,598 | ) | (61,574 | ) | |||||||||
Inventory allowance | 57,107 | 56,958 | |||||||||||
Credit carryforwards | 850,851 | 440,902 | |||||||||||
Stock awards expense | 320,336 | 347,784 | |||||||||||
Payroll | 203,877 | 76,798 | |||||||||||
Other | 124,133 | 144,287 | |||||||||||
Total | 6,346,578 | 6,690,724 | |||||||||||
Less: Valuation allowance | (239,701 | ) | (277,727 | ) | |||||||||
Net deferred income taxes | $ | 6,106,877 | $ | 6,412,997 | |||||||||
Presented as part of: | |||||||||||||
Current deferred income tax assets, net | $ | 746,370 | $ | 392,983 | |||||||||
Deferred income tax assets, net | $ | 5,374,468 | $ | 6,050,402 | |||||||||
Deferred income tax liabilities | $ | (13,961 | ) | $ | (30,388 | ) | |||||||
On January 1, 2007, as a result of the implementation of ASC 740-10, 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 740-10 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 740-10 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 740-10 adjustments is as follows: | |||||||||||||
Years Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning Balance | $ | - | $ | 133,602 | $ | 321,325 | |||||||
Interest and penalties | - | 1,575 | 8,700 | ||||||||||
Elimination of a tax liability as a result of a lapse of the applicable statue of limitations | - | (135,177 | ) | (196,423 | ) | ||||||||
Ending Balance | $ | - | $ | - | $ | 133,602 | |||||||
For the years ended December 31, 2014, 2013 and 2012 there were no unrecognized tax benefits as a result of tax positions taken during a prior period or during the current period, and there were no decreases in the unrecognized tax benefits relating to settlements with taxing authorities. | |||||||||||||
At December 31, 2014 and 2013, the Company had Federal net operating loss carry-forwards (or “NOLs”) of approximately $14.5 million and $16.4 million, respectively, and State NOLs of $18.7 million and $19.1 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 ability to realize 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 private placement that occurred during 2013 (See Note 2 and Note 3), 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. Prior to December 31, 2013, the provision for income taxes excluded the Company’s US and India operations due to valuation reserves against the respective income from these entities. These valuation reserves were removed at December 31, 2013. | |||||||||||||
Due to the Recapitalization Agreement between the Company and CVC on July 30, 2010 (See Note 2 and Note 3), 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. | |||||||||||||
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. An important factor in determining whether a deferred tax asset will be realized in accordance with ASC 740 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, 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 recognized 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 reduce the carrying value of its net deferred tax assets. | |||||||||||||
The Company maintains 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 reviews supporting evidence, including the performance against sales and income projections, to determine if a modification of the valuation allowance is warranted. If 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 2014 the Company included in its consolidated U.S. federal tax provision $1.4 million deemed dividend and related gross-up due to earnings from the Company’s Hong Kong foreign subsidiary. | |||||||||||||
In 2013 the Company included in its consolidated U.S. federal tax return $1.8 million dividend and related gross-up due to earnings from the Company’s HK foreign subsidiary. | |||||||||||||
In 2012 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. for Federal returns (US) are 2010 through 2014, for Talon International, Inc. State returns (US) are 2009 through 2014, and for the foreign subsidiaries, 2005 through 2014. |
Note_7_Commitments_and_Conting
Note 7 - Commitments and Contingencies | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||
Commitments and Contingencies Disclosure [Text Block] | NOTE 7 - 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 2019. 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, 2014, are approximately as follows: | ||||||
Years Ended December 31, | Amount | |||||
2015 | $ | 481,000 | ||||
2016 | 267,000 | |||||
2017 | 231,000 | |||||
2018 and after | 409,000 | |||||
Total minimum payments | $ | 1,388,000 | ||||
Total rental expense for the years ended December 31, 2014, 2013 and 2012 aggregated $793,385, $765,774 and $687,371, 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. The Company matched contributions for all employees under the Company’s 401(k) plan up to 100% of an employee’s contributions to a maximum of $1,000 during 2012 and 2013, and to 50% of an employee’s contribution to a maximum of $2,000 beginning in January 2014, subject to any limitations imposed by ERISA. | ||||||
Total contributions for the years ended December 31, 2014, 2013 and 2012 amounted to $43,846, $21,000, and $23,129, 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_8_Segment_Reporting_and_G
Note 8 - Segment Reporting and Geographic Information | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Segment Reporting Disclosure [Text Block] | NOTE 8 - SEGMENT REPORTING AND GEOGRAPHIC INFORMATION | ||||||||||||||||
The Company manufactures and distributes a full range of zipper (Talon Zipper), trim (Talon Trim) and waistband, shirt collars and other apparel components utilizing proprietary stretch technology (Talon Tekfit) 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, 2014 | |||||||||||||||||
Talon Zipper | Talon Trim | Talon Tekfit | Consolidated | ||||||||||||||
Net sales | $ | 24,709,639 | $ | 24,480,382 | $ | 132,663 | $ | 49,322,684 | |||||||||
Cost of goods sold | 17,951,591 | 15,255,363 | 107,819 | 33,314,773 | |||||||||||||
Gross profit | $ | 6,758,048 | $ | 9,225,019 | $ | 24,844 | 16,007,911 | ||||||||||
Operating expenses | 14,268,206 | ||||||||||||||||
Income from operations | $ | 1,739,705 | |||||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||
Talon Zipper | Talon Trim | Talon 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 Zipper | Talon Trim | Talon 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 | |||||||||||||||
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, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Sales: | |||||||||||||||||
United States | $ | 4,396,352 | $ | 4,145,383 | $ | 4,494,939 | |||||||||||
China | 15,564,065 | 15,078,074 | 10,759,863 | ||||||||||||||
Hong Kong | 11,496,969 | 14,681,767 | 14,594,685 | ||||||||||||||
India | 2,522,576 | 2,114,044 | 1,665,129 | ||||||||||||||
Bangladesh | 2,377,472 | 2,617,840 | 2,242,018 | ||||||||||||||
Other | 12,965,250 | 13,810,279 | 10,844,238 | ||||||||||||||
Total | $ | 49,322,684 | $ | 52,447,387 | $ | 44,600,872 | |||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Long-lived Assets: | |||||||||||||||||
United States | $ | 4,554,831 | $ | 4,514,104 | $ | 4,551,101 | |||||||||||
China | 178,873 | 88,962 | 73,344 | ||||||||||||||
Hong Kong | 150,966 | 278,636 | 419,268 | ||||||||||||||
Total | $ | 4,884,670 | $ | 4,881,702 | $ | 5,043,713 | |||||||||||
Note_9_Major_Customers_and_Ven
Note 9 - Major Customers and Vendors | 12 Months Ended |
Dec. 31, 2014 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure [Text Block] | NOTE 9 - MAJOR CUSTOMERS AND VENDORS |
For the years ended December 31, 2014, 2013 and 2012, the Company’s three largest customers represented approximately 5%, 5% and 6%, respectively, of consolidated net sales. | |
Three vendors, each representing more than 10% of the Company’s purchases, accounted for approximately 68% of the Company’s purchases for the year ended December 31, 2014, approximately 57% of the Company’s purchases for the year ended December 31, 2013, and approximately 42% of the Company’s purchases for the year ended December 31, 2012. | |
Included in accounts payable and accrued expenses at December 31, 2014 and 2013 is $4,102,625 and $3,162,148 due to these vendors. |
Note_10_Quarterly_Results_Unau
Note 10 - Quarterly Results (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Quarterly Financial Information [Text Block] | NOTE 10 - QUARTERLY RESULTS (UNAUDITED) | ||||||||||||||||
Quarterly results for the years ended December 31, 2014 and 2013 are reflected: | |||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||
1st | 2nd | 3rd | 4th | ||||||||||||||
Net sales | $ | 11,343,118 | $ | 15,959,169 | $ | 11,749,970 | $ | 10,270,427 | |||||||||
Gross profit | $ | 3,734,956 | $ | 5,405,460 | $ | 3,718,732 | $ | 3,148,763 | |||||||||
Income (loss) from operations | $ | 142,195 | $ | 1,481,564 | $ | 315,122 | $ | (199,176 | ) | ||||||||
Net income (loss) | $ | 17,265 | $ | 814,475 | $ | 57,086 | $ | (316,757 | ) | ||||||||
Net income (loss) per share | $ | 0 | $ | 0.01 | $ | 0 | $ | (0.00 | ) | ||||||||
Basic and diluted net income (loss) per share applicable to Common Stockholders | $ | 0 | $ | 0.01 | $ | 0 | $ | (0.00 | ) | ||||||||
Total comprehensive income (loss) | $ | 18,357 | $ | 815,241 | $ | 55,944 | $ | (316,083 | ) | ||||||||
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 | |||||||||
The Company typically experiences seasonal fluctuations in sales volume consistent with the purchase demands within 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, with the second quarter being the Company’s peak sales period, followed by the Company’s third quarter due to the seasonal buying patterns by the majority of the Company’s 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 association with year-end holiday purchases, accordingly this order demand typically results in our higher second and third calendar quarter revenues. 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_11_Subsequent_Events
Note 11 - Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 11 - SUBSEQUENT EVENTS |
The Company evaluated subsequent events after the balance sheet date of December 31, 2014 through the date of the filing of this report. | |
Subsequent to December 31, 2014, on March 3, 2015, the Company signed an amendment to the Credit Agreement with Union Bank, changing various contractual terms as follows: the Fixed Charge Coverage Ratio requirement was reduced for March 31, 2015 to 0.70:1.00 and for June 30, 2015 to 1.00:1.00; the minimum EBITDA requirement for the 12-month period ended as of the last day of each of the quarters during 2015 was reduced from $2,750,000 to $1,750,000; the requirement of no incurrence of a net loss after taxes for more than two consecutive fiscal quarters was changed to be effective January 1, 2015; net principal repayments totaling $600,000 in 2015 were added to the Term Note Payable scheduled payments (to be paid $400,000 during second quarter of 2015 and $200,000 during third quarter of 2015); the interest rate on the Term Note Payable and Revolving Credit Loan was increased by 1% effective March 1, 2015; and the Company agreed to pay a loan modification fee of $50,000, half of which shall be payable on March 31, 2015 and the other half on June 30, 2015. |
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts and Reserves | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
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 Beginning of Year | Additions (Adjustments) | Deductions | Balance at End of Year | |||||||||||||
2014 | |||||||||||||||||
Allowance for doubtful accounts deducted from accounts receivable in the balance sheet | $ | 42,000 | $ | 23,000 | $ | 14,000 | $ | 51,000 | |||||||||
Reserve for inventory valuation deducted from inventories on the balance sheet | 230,000 | (17,000 | ) | 14,000 | 199,000 | ||||||||||||
Valuation reserve deducted from deferred income tax assets | 278,000 | (38,000 | ) | - | 240,000 | ||||||||||||
$ | 550,000 | $ | (32,000 | ) | $ | 28,000 | $ | 490,000 | |||||||||
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 | ||||||||||
-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 amounts representing less than $1,000 for the years ended December 31, 2014 and 2013, and $2,000 for the year ended December 31, 2012. Additions to the inventory valuation reserve include current year provisions. Additionally, in 2014, 2013 and 2012 there were direct write-offs of $46,000, $143,000 and $168,000, 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, 2014 | |||||||||||||
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 $2.3 million and $3.4 million at financial institutions in excess of governmentally insured limits at December 31, 2014 and 2013. | |||||||||||||
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 collectibility 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 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, 2014 and 2013 was $50,563 and $41,596, 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, | |||||||||||||
2014 | 2013 | ||||||||||||
Finished goods | $ | 705,368 | $ | 1,029,759 | |||||||||
Less: Inventory valuation reserves | (199,096 | ) | (229,519 | ) | |||||||||
Inventories, net | $ | 506,272 | $ | 800,240 | |||||||||
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 2014 and 2013, 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 | ||||||||||||
2014 | 2013 | In Years (1) | |||||||||||
Office equipment and computer related | $ | 4,055,517 | $ | 4,078,347 | 5-Mar | ||||||||
Machinery and production related equipment | 914,000 | 819,398 | 10-May | ||||||||||
Leasehold improvements (2) | 474,269 | 454,664 | |||||||||||
Furnitures and fixtures | 256,903 | 298,956 | 5 | ||||||||||
Cost, total | 5,700,689 | 5,651,365 | |||||||||||
Less: Accumulated depreciation and amortization | (5,116,103 | ) | (5,036,773 | ) | |||||||||
Property and equipment, net | $ | 584,586 | $ | 614,592 | |||||||||
-1 | Depreciation of property and equipment is computed using the straight-line method based on estimated useful lives as shown above. | ||||||||||||
-2 | Depreciable life for leasehold improvements represents the term of the lease or the estimated life of the related improvements, whichever is shorter. | ||||||||||||
Depreciation expense for the years ended December 31, 2014, 2013 and 2012 was $252,507, $481,148 and $515,900, respectively. | |||||||||||||
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 Financial Accounting Standards Board (“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 gave 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 intangible asset impairment tests performed for fiscal years, and interim periods within those years, beginning after September 15, 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 of December 31, 2014 and 2013, and noted no impairment. | |||||||||||||
From time to time the Company makes investments in product and technical opportunities that are complimentary to or enhancements to its apparel accessories business. During the year ended December 31, 2014, the Company invested $46,057 in the acquisition of intellectual property rights complimentary to the Company’s Talon Zipper products. | |||||||||||||
Intangible assets as of December 31, 2014 and 2013 are as follows: | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Tradename - Talon trademark | $ | 4,110,751 | $ | 4,110,751 | |||||||||
Intellectual property rights and exclusive license | 224,779 | 178,722 | |||||||||||
Less: Accumulated amortization | (35,446 | ) | (22,363 | ) | |||||||||
Intellectual property rights, net | 189,333 | 156,359 | |||||||||||
Intangible assets, net | $ | 4,300,084 | $ | 4,267,110 | |||||||||
Stockholders' Equity Note, Redeemable Preferred Stock, Issue, Policy [Policy Text Block] | Convertible Preferred Stock | ||||||||||||
The Company had classified its conditionally redeemable Series B 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 (See Note 2). | |||||||||||||
The Company evaluated the conversion option of the Series B 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. The Series B Convertible Preferred shares were initially 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, 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. | ||||||||||||
Accordingly, the Series B Convertible Preferred shares were reported at their liquidation preference amount. | |||||||||||||
There was no preferred stock outstanding at December 31, 2014 and 2013. | |||||||||||||
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 recognized 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 6). | |||||||||||||
As a result of the implementation of ASC 740-10 relating to unrecognized tax benefits, 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 6). No unrecognized tax benefits were recorded during the year ended December 31, 2014. | |||||||||||||
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 4. 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 Consolidated Statements of Operations and Comprehensive Income for the years ended December 31, 2014, 2013 and 2012 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 are 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 Consolidated Statements of Operations and Comprehensive Income for 2014, 2013 and 2012 is based on awards expected to vest, in accordance with ASC 718, forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. | |||||||||||||
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 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 are included in earnings, which primarily affects 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 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 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. Interest expense for the years ended December 31, 2014, 2013 and 2012 was $415,133, $30,192 and $51,117, respectively. Interest income of $3,863, $4,415 and $3,809 for the years ended December 31, 2014, 2013 and 2012, respectively, consists of earnings from interest bearing receivables. | ||||||||||||
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. | |||||||||||||
The Company reports comprehensive income in accordance with Topic 220 “Comprehensive Income,” and utilizing the option provided under ASU 2011-05 “Presentation of Comprehensive Income” to present the total of comprehensive income, the components of net income and the components of other comprehensive income in a single continuous statement. | |||||||||||||
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 ASC 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, 2014 and 2013, 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 $1,018,000 and $961,000, 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 May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The new standard is effective as of the first interim period within annual reporting periods beginning on or after December 15, 2016, and will replace most existing revenue recognition guidance in U.S. GAAP. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures. The Company does not expect that the adoption of this pronouncement will have a material impact on our consolidated financial statements. | |||||||||||||
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. ASU 2014-15 explicitly requires management to evaluate, at each annual or interim reporting period, whether there are conditions or events that exist which raise substantial doubt about an entity's ability to continue as a going concern and to provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and annual and interim periods thereafter, with early adoption permitted. The Company does not expect that the adoption of this pronouncement will have a material impact on its consolidated financial statements. |
Note_1_Summary_of_Significant_1
Note 1 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Schedule of Inventory, Current [Table Text Block] | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Finished goods | $ | 705,368 | $ | 1,029,759 | |||||||||
Less: Inventory valuation reserves | (199,096 | ) | (229,519 | ) | |||||||||
Inventories, net | $ | 506,272 | $ | 800,240 | |||||||||
Property, Plant and Equipment [Table Text Block] | December 31, | Depreciable Life | |||||||||||
2014 | 2013 | In Years (1) | |||||||||||
Office equipment and computer related | $ | 4,055,517 | $ | 4,078,347 | 5-Mar | ||||||||
Machinery and production related equipment | 914,000 | 819,398 | 10-May | ||||||||||
Leasehold improvements (2) | 474,269 | 454,664 | |||||||||||
Furnitures and fixtures | 256,903 | 298,956 | 5 | ||||||||||
Cost, total | 5,700,689 | 5,651,365 | |||||||||||
Less: Accumulated depreciation and amortization | (5,116,103 | ) | (5,036,773 | ) | |||||||||
Property and equipment, net | $ | 584,586 | $ | 614,592 | |||||||||
Schedule of Intangible Assets and Goodwill [Table Text Block] | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Tradename - Talon trademark | $ | 4,110,751 | $ | 4,110,751 | |||||||||
Intellectual property rights and exclusive license | 224,779 | 178,722 | |||||||||||
Less: Accumulated amortization | (35,446 | ) | (22,363 | ) | |||||||||
Intellectual property rights, net | 189,333 | 156,359 | |||||||||||
Intangible assets, net | $ | 4,300,084 | $ | 4,267,110 |
Note_2_Debt_Facility_and_Long_1
Note 2 - Debt Facility and Long Term Obligations (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Debt Disclosure [Abstract] | |||||||||||||
Interest Income and Interest Expense Disclosure [Table Text Block] | Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 (1) | |||||||||||
Revolving credit loan | $ | 61,733 | $ | 160 | $ | - | |||||||
Term loan payable | 257,071 | 833 | - | ||||||||||
Amortization of deferred financing cost | 90,572 | - | - | ||||||||||
Interest on promissory note | - | 27,490 | - | ||||||||||
Total Credit Facilities related interest expense | 409,376 | 28,483 | - | ||||||||||
Other interest expense, net | 1,894 | (2,706 | ) | 47,308 | |||||||||
Interest expense , net | $ | 411,270 | $ | 25,777 | $ | 47,308 | |||||||
Schedule of Debt [Table Text Block] | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
$5,000,000 term loan payable to Union Bank dated December 31, 2013 payable in monthly payments per Credit Agreement and related amendments; interest at a rate per annum of 2.75% in excess of the reference rate of 3.25% as of December 31, 2014 and 2013, increasing to 3.75% in excess of the reference rate at March 1, 2015 | $ | 2,833,334 | $ | 5,000,000 | |||||||||
Less: Current portion | (1,816,667 | ) | (1,666,667 | ) | |||||||||
Term loan payable, net of current portion | $ | 1,016,667 | $ | 3,333,333 | |||||||||
Schedule of Minimum Annual Payments of Note Payable [Table Text Block] | Years ending December 31, | Amount | Principal | Interest | |||||||||
2015 | $ | 1,948,410 | $ | 1,816,667 | $ | 131,743 | |||||||
2016 | 1,055,776 | 1,016,667 | 39,109 | ||||||||||
Total | $ | 3,004,186 | $ | 2,833,334 | $ | 170,852 |
Note_3_Stockholders_Equity_Tab
Note 3 - Stockholders' Equity (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Stockholders' Equity Note [Abstract] | |||||
Temporary Equity [Table Text Block] | 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_4_StockBased_Compensation1
Note 4 - Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Number | Weighted Average | |||||||||||||||
of Shares | Exercise Price | ||||||||||||||||
Employees and Directors | |||||||||||||||||
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 | ||||||||||||||
Granted | 4,045,000 | $ | 0.21 | ||||||||||||||
Exercised | (463,542 | ) | $ | 0.13 | |||||||||||||
Cancelled | (55,416 | ) | $ | 0.19 | |||||||||||||
Options outstanding - December 31, 2014 | 9,747,767 | $ | 0.2 | ||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Years ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Expected volatility | 255-260 | % | 330 | % | 140 | % | |||||||||||
Expected term | 5.3-6.1 | yrs | 5.3 | yrs | 5.3-6.1 | yrs | |||||||||||
Expected dividends | - | - | - | ||||||||||||||
Risk-free rate | 1.6-1.8 | % | 1.5 | % | 2.7 | % | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block] | Number of Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life (Years) | Intrinsic Value | |||||||||||||
Employeesand Directors | |||||||||||||||||
Outstanding at December 31, 2014 | 9,747,767 | $ | 0.2 | 6.8 | $ | 0.03 | |||||||||||
Vested and Expected to Vest | 9,638,553 | $ | 0.2 | 6.8 | $ | 0.03 | |||||||||||
Exercisable | 5,692,139 | $ | 0.2 | 4.9 | $ | 0.05 | |||||||||||
Schedule of Unvested Restricted Stock Units Roll Forward [Table Text Block] | Number of RSU’s | ||||||||||||||||
Total RSU’s | Common shares | Intrinsic value at the | |||||||||||||||
awarded | issued | time of issuance | |||||||||||||||
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 | |||||||||||||
July 12, 2013(1) | - | 4,745,600 | $ | 0.06 | |||||||||||||
July 30, 2013 (1) | - | 1,155,700 | $ | 0.25 | |||||||||||||
January 30, 2014 (2) | - | 1,155,700 | $ | 0.25 | |||||||||||||
Total | 11,557,000 | 11,557,000 | |||||||||||||||
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, 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 | ||||||||||||
Vested | (1,155,700 | ) | 1,155,700 | - | $ | 0.196 | |||||||||||
Common stock issued (1) | - | (1,155,700 | ) | (1,155,700 | ) | $ | 0.196 | ||||||||||
RSU’s outstanding - December 31, 2014 | - | - | - | $ | - |
Note_5_Net_Income_Loss_Per_Sha1
Note 5 - Net Income (Loss) Per Share (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Years Ended December 31, | ||||||||||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||||||||||
Net income (Numerator) | Shares (Denominator) | Per Share Amount | Net income (Numerator) | Shares (Denominator) | Per Share Amount | Net income (loss) (Numerator) | Shares (Denominator) | Per Share Amount | |||||||||||||||||||||||||||||
Net income | $ | 572,069 | 92,153,648 | $ | 0.01 | $ | 9,731,087 | 56,213,272 | $ | 0.17 | $ | 679,347 | 22,458,185 | $ | 0.03 | ||||||||||||||||||||||
Series B preferred stock liquidation preference increase | - | - | 0 | (1,914,470 | ) | - | (0.03 | ) | (3,307,478 | ) | - | (0.15 | ) | ||||||||||||||||||||||||
Series B preferred stock redemption discount, net (See Note 3 and Note 4) | - | - | 0 | 6,939,257 | - | 0.12 | - | - | 0 | ||||||||||||||||||||||||||||
Basic net income (loss) applicable to common stockholders | 572,069 | 92,153,648 | 0.01 | 14,755,874 | 56,213,272 | 0.26 | (2,628,131 | ) | 22,458,185 | (0.12 | ) | ||||||||||||||||||||||||||
Stock options, RSUs and Series B preferred stock with dilutive effect | - | 2,147,518 | 0 | - | 4,341,449 | (0.02 | ) | - | - | 0 | |||||||||||||||||||||||||||
Diluted net income (loss) applicable to common stockholders | $ | 572,069 | 94,301,166 | $ | 0.01 | $ | 14,755,874 | 60,554,721 | $ | 0.24 | $ | (2,628,131 | ) | 22,458,185 | $ | (0.12 | ) |
Note_6_Income_Taxes_Tables
Note 6 - Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | 105,763 | $ | 189,530 | $ | 76,250 | |||||||
State | 5,596 | 4,731 | 3,322 | ||||||||||
Foreign | 339,933 | 164,640 | (22,180 | ) | |||||||||
451,292 | 358,901 | 57,392 | |||||||||||
Deferred: | |||||||||||||
Federal | 259,028 | (5,822,530 | ) | 115,736 | |||||||||
State | 68,214 | (1,502,877 | ) | 26,984 | |||||||||
Foreign | (22,168 | ) | (33,134 | ) | 68,001 | ||||||||
305,074 | (7,358,541 | ) | 210,721 | ||||||||||
Total | $ | 756,366 | $ | (6,999,640 | ) | $ | 268,113 | ||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal statutory rate | 34 | % | 34 | % | 34 | % | |||||||
State taxes, net of federal benefit | 3.7 | (36.2 | ) | 2.1 | |||||||||
Change in effective foreign tax rate | (12.5 | ) | (10.7 | ) | (23.9 | ) | |||||||
Foreign dividend, net of foreign tax credit | 21.1 | 12.8 | - | ||||||||||
Other permanent differences | 8.8 | 0.3 | (41.6 | ) | |||||||||
Change in valuation allowance | (1.9 | ) | (268.3 | ) | 95.7 | ||||||||
Change in uncertainty in income taxes | - | (4.9 | ) | (19.8 | ) | ||||||||
Other | 3.7 | 16.7 | (18.2 | ) | |||||||||
Total | 56.9 | % | (256.3 | )% | 28.3 | % | |||||||
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Domestic | $ | (151,579 | ) | $ | 992,625 | $ | (163,227 | ) | |||||
Foreign | 1,480,014 | 1,738,822 | 1,110,687 | ||||||||||
Total | $ | 1,328,435 | $ | 2,731,447 | $ | 947,460 | |||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, | ||||||||||||
2014 | 2013 | ||||||||||||
Net deferred income taxes: | |||||||||||||
Net operating loss carry-forward | $ | 5,972,254 | $ | 6,668,563 | |||||||||
Intangible assets, net | (1,149,382 | ) | (982,994 | ) | |||||||||
Property and equipment, net | (32,598 | ) | (61,574 | ) | |||||||||
Inventory allowance | 57,107 | 56,958 | |||||||||||
Credit carryforwards | 850,851 | 440,902 | |||||||||||
Stock awards expense | 320,336 | 347,784 | |||||||||||
Payroll | 203,877 | 76,798 | |||||||||||
Other | 124,133 | 144,287 | |||||||||||
Total | 6,346,578 | 6,690,724 | |||||||||||
Less: Valuation allowance | (239,701 | ) | (277,727 | ) | |||||||||
Net deferred income taxes | $ | 6,106,877 | $ | 6,412,997 | |||||||||
Presented as part of: | |||||||||||||
Current deferred income tax assets, net | $ | 746,370 | $ | 392,983 | |||||||||
Deferred income tax assets, net | $ | 5,374,468 | $ | 6,050,402 | |||||||||
Deferred income tax liabilities | $ | (13,961 | ) | $ | (30,388 | ) | |||||||
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | Years Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning Balance | $ | - | $ | 133,602 | $ | 321,325 | |||||||
Interest and penalties | - | 1,575 | 8,700 | ||||||||||
Elimination of a tax liability as a result of a lapse of the applicable statue of limitations | - | (135,177 | ) | (196,423 | ) | ||||||||
Ending Balance | $ | - | $ | - | $ | 133,602 |
Note_7_Commitments_and_Conting1
Note 7 - Commitments and Contingencies (Tables) | 12 Months Ended | |||||
Dec. 31, 2014 | ||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Years Ended December 31, | Amount | ||||
2015 | $ | 481,000 | ||||
2016 | 267,000 | |||||
2017 | 231,000 | |||||
2018 and after | 409,000 | |||||
Total minimum payments | $ | 1,388,000 |
Note_8_Segment_Reporting_and_G1
Note 8 - Segment Reporting and Geographic Information (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | |||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Year Ended December 31, 2014 | ||||||||||||||||
Talon Zipper | Talon Trim | Talon Tekfit | Consolidated | ||||||||||||||
Net sales | $ | 24,709,639 | $ | 24,480,382 | $ | 132,663 | $ | 49,322,684 | |||||||||
Cost of goods sold | 17,951,591 | 15,255,363 | 107,819 | 33,314,773 | |||||||||||||
Gross profit | $ | 6,758,048 | $ | 9,225,019 | $ | 24,844 | 16,007,911 | ||||||||||
Operating expenses | 14,268,206 | ||||||||||||||||
Income from operations | $ | 1,739,705 | |||||||||||||||
Year Ended December 31, 2013 | |||||||||||||||||
Talon Zipper | Talon Trim | Talon 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 Zipper | Talon Trim | Talon 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 | |||||||||||||||
Revenue from External Customers by Geographic Areas [Table Text Block] | Years Ended December 31, | ||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Sales: | |||||||||||||||||
United States | $ | 4,396,352 | $ | 4,145,383 | $ | 4,494,939 | |||||||||||
China | 15,564,065 | 15,078,074 | 10,759,863 | ||||||||||||||
Hong Kong | 11,496,969 | 14,681,767 | 14,594,685 | ||||||||||||||
India | 2,522,576 | 2,114,044 | 1,665,129 | ||||||||||||||
Bangladesh | 2,377,472 | 2,617,840 | 2,242,018 | ||||||||||||||
Other | 12,965,250 | 13,810,279 | 10,844,238 | ||||||||||||||
Total | $ | 49,322,684 | $ | 52,447,387 | $ | 44,600,872 | |||||||||||
Long-lived Assets by Geographic Areas [Table Text Block] | December 31, | ||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Long-lived Assets: | |||||||||||||||||
United States | $ | 4,554,831 | $ | 4,514,104 | $ | 4,551,101 | |||||||||||
China | 178,873 | 88,962 | 73,344 | ||||||||||||||
Hong Kong | 150,966 | 278,636 | 419,268 | ||||||||||||||
Total | $ | 4,884,670 | $ | 4,881,702 | $ | 5,043,713 |
Note_10_Quarterly_Results_Unau1
Note 10 - Quarterly Results (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | Year Ended December 31, 2014 | ||||||||||||||||
1st | 2nd | 3rd | 4th | ||||||||||||||
Net sales | $ | 11,343,118 | $ | 15,959,169 | $ | 11,749,970 | $ | 10,270,427 | |||||||||
Gross profit | $ | 3,734,956 | $ | 5,405,460 | $ | 3,718,732 | $ | 3,148,763 | |||||||||
Income (loss) from operations | $ | 142,195 | $ | 1,481,564 | $ | 315,122 | $ | (199,176 | ) | ||||||||
Net income (loss) | $ | 17,265 | $ | 814,475 | $ | 57,086 | $ | (316,757 | ) | ||||||||
Net income (loss) per share | $ | 0 | $ | 0.01 | $ | 0 | $ | (0.00 | ) | ||||||||
Basic and diluted net income (loss) per share applicable to Common Stockholders | $ | 0 | $ | 0.01 | $ | 0 | $ | (0.00 | ) | ||||||||
Total comprehensive income (loss) | $ | 18,357 | $ | 815,241 | $ | 55,944 | $ | (316,083 | ) | ||||||||
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 |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts and Reserves (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||
Summary of Valuation Allowance [Table Text Block] | Description | Balance at Beginning of Year | Additions (Adjustments) | Deductions | Balance at End of Year | ||||||||||||
2014 | |||||||||||||||||
Allowance for doubtful accounts deducted from accounts receivable in the balance sheet | $ | 42,000 | $ | 23,000 | $ | 14,000 | $ | 51,000 | |||||||||
Reserve for inventory valuation deducted from inventories on the balance sheet | 230,000 | (17,000 | ) | 14,000 | 199,000 | ||||||||||||
Valuation reserve deducted from deferred income tax assets | 278,000 | (38,000 | ) | - | 240,000 | ||||||||||||
$ | 550,000 | $ | (32,000 | ) | $ | 28,000 | $ | 490,000 | |||||||||
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 |
Note_1_Summary_of_Significant_2
Note 1 - Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2006 | Dec. 31, 2011 | |
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Cash, Uninsured Amount | $2,300,000 | $3,400,000 | |||
Allowance for Doubtful Accounts Receivable, Current | 50,563 | 41,596 | |||
Impairment of Long-Lived Assets Held-for-use | 0 | 0 | 0 | ||
Depreciation | 252,507 | 481,148 | 515,900 | ||
Goodwill and Intangible Asset Impairment | 0 | 0 | |||
Payments to Acquire Intangible Assets | 46,057 | 178,722 | |||
Preferred Stock, Shares Outstanding (in Shares) | 0 | 0 | |||
Deferred Tax Assets, Net | 6,106,877 | 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 | |||
Unrecognized Tax Benefits | 0 | 133,602 | 321,325 | ||
Interest Expense | 415,133 | 30,192 | 51,117 | ||
Interest Income, Other | 3,863 | 4,415 | 3,809 | ||
Intellectual Property [Member] | |||||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Payments to Acquire Intangible Assets | 46,057 | ||||
Money Market Funds [Member] | |||||
Note 1 - Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Cash and Cash Equivalents, Fair Value Disclosure | $1,018,000 | $961,000 |
Note_1_Summary_of_Significant_3
Note 1 - Summary of Significant Accounting Policies (Details) - Inventories (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Inventories [Abstract] | ||
Finished goods | $705,368 | $1,029,759 |
Less: Inventory valuation reserves | -199,096 | -229,519 |
Inventories, net | $506,272 | $800,240 |
Note_1_Summary_of_Significant_4
Note 1 - Summary of Significant Accounting Policies (Details) - Property and Equipment (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | |||
Property, Plant and Equipment [Line Items] | ||||
Property, plant, and equipment | $5,700,689 | $5,651,365 | ||
Less: Accumulated depreciation and amortization | -5,116,103 | -5,036,773 | ||
Property and equipment, net | 584,586 | 614,592 | ||
Computer Equipment [Member] | Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant, and equipment useful life | 3 years | [1] | ||
Computer Equipment [Member] | Maximum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant, and equipment useful life | 5 years | [1] | ||
Computer Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant, and equipment | 4,055,517 | 4,078,347 | ||
Machinery and Equipment [Member] | Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant, and equipment useful life | 5 years | [1] | ||
Machinery and Equipment [Member] | Maximum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant, and equipment useful life | 10 years | [1] | ||
Machinery and Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant, and equipment | 914,000 | 819,398 | ||
Leasehold Improvements [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant, and equipment | 474,269 | [2] | 454,664 | [2] |
Furniture and Fixtures [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant, and equipment | $256,903 | $298,956 | ||
Property, plant, and equipment useful life | 5 years | [1] | ||
[1] | Depreciation of property and equipment is computed using the straight-line method based on estimated useful lives as shown above. | |||
[2] | Depreciable 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, 2014 | Dec. 31, 2013 |
Intangible Assets [Abstract] | ||
Tradename - Talon trademark | $4,110,751 | $4,110,751 |
Intellectual property rights and exclusive license | 224,779 | 178,722 |
Less: Accumulated amortization | -35,446 | -22,363 |
Intellectual property rights, net | 189,333 | 156,359 |
Intangible assets, net | $4,300,084 | $4,267,110 |
Note_2_Debt_Facility_and_Long_2
Note 2 - Debt Facility and Long Term Obligations (Details) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 6 Months Ended | 0 Months Ended | 1 Months Ended | 9 Months Ended | |||||||
Jul. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Mar. 03, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Jan. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2015 | Mar. 31, 2015 | ||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $3,000,000 | ||||||||||||||
Proceeds from Lines of Credit | 1,000,000 | 1,000,000 | |||||||||||||
Payments of Financing Costs | 60,000 | 10,000 | 250,000 | ||||||||||||
Long-term Line of Credit | 5,158,587 | ||||||||||||||
Repayments of Lines of Credit | 500,000 | ||||||||||||||
Interest Expense, Debt | 409,376 | 28,483 | [1] | ||||||||||||
Amortization of Financing Costs | 90,572 | 17,500 | [1] | ||||||||||||
Interest Paid | 324,842 | 29,199 | 2,910 | ||||||||||||
Long-term Debt, Current Maturities | 16,706,685 | ||||||||||||||
Notes Payable | 11,548,098 | ||||||||||||||
Line of Credit Facility, Commitment Fee Amount | 50,000 | ||||||||||||||
CVC [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Repayments of Notes Payable | 5,800,000 | ||||||||||||||
Notes Payable Related Party [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Interest Expense, Related Party | 1,015 | ||||||||||||||
Interest Paid | 145,038 | ||||||||||||||
Subsequent Event [Member] | Amended Principal Repayments [Member] | Term Loan Payable [Member] | Loan Modification Fee [Member] | Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Payments of Financing Costs | 50,000 | ||||||||||||||
Scenario, Forecast [Member] | Amended Principal Repayments [Member] | Term Loan Payable [Member] | Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Repayments of Notes Payable | 200,000 | 400,000 | 600,000 | ||||||||||||
Scenario, Forecast [Member] | Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Debt Instrument, Covenant, Minimum Fixed Charge Coverage Ratio | 1 | 0.7 | |||||||||||||
Debt Instrument, Covenant, Minimum EBITDA | 1,750,000 | 1,750,000 | 1,750,000 | 1,750,000 | 1,750,000 | ||||||||||
Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Long-term Debt | 4,333,334 | 6,000,000 | 6,000,000 | 4,333,334 | |||||||||||
Term Loan Payable [Member] | Revolving Credit Facility [Member] | Prime Rate [Member] | Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.25% | 3.25% | 3.25% | 3.25% | |||||||||||
Term Loan Payable [Member] | Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Debt Instrument, Term | 36 months | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||||||||||||||
Debt Instrument, Face Amount | 5,000,000 | 5,000,000 | |||||||||||||
Debt Instrument, Periodic Payment, Principal | 118,056 | 138,889 | |||||||||||||
Payments of Financing Costs | 250,000 | ||||||||||||||
Repayments of Notes Payable | 500,000 | ||||||||||||||
Term Loan Payable [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Repayments of Notes Payable | 2,166,666 | ||||||||||||||
CVC [Member] | Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Proceeds from Lines of Credit | 827,490 | ||||||||||||||
Revolving Credit Facility [Member] | Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Debt Instrument, Term | 24 months | ||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 3,500,000 | 3,500,000 | |||||||||||||
Proceeds from Lines of Credit | 1,000,000 | 1,000,000 | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | ||||||||||||||
Long-term Line of Credit | 1,500,000 | 1,000,000 | 1,000,000 | 1,500,000 | |||||||||||
Repayments of Lines of Credit | 500,000 | ||||||||||||||
Line of Credit Facility, Remaining Borrowing Capacity | 221,000 | 221,000 | |||||||||||||
CVC Debt Facility [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Interest Expense, Debt | 46,667 | ||||||||||||||
Amortization of Financing Costs | 17,500 | ||||||||||||||
Debt Related Commitment Fees and Debt Issuance Costs | 29,167 | ||||||||||||||
Waiver Fees [Member] | Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Payments of Financing Costs | 10,000 | 10,000 | |||||||||||||
Union Bank [Member] | |||||||||||||||
Note 2 - Debt Facility and Long Term Obligations (Details) [Line Items] | |||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | 2.75% | |||||||||||||
Debt Instrument, Face Amount | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||||
Debt Instrument, Covenant, Minimum Fixed Charge Coverage Ratio | 1.25 | 1.25 | 1.25 | 1.25 | |||||||||||
Debt Instrument, Covenant, Minimum EBITDA | $2,750,000 | $2,750,000 | $2,750,000 | $2,750,000 | |||||||||||
[1] | Interest expense related to a retired CVC Credit Facilities for the year ended December 31, 2012 was $46,667 (see below), comprised of amortization of deferred financing costs of $17,500 and commitment fee expense of $29,167. For the year ended December 31, 2012, interest expense and interest paid related to notes payable to related parties were $1,015 and $145,038, respectively. |
Note_2_Debt_Facility_and_Long_3
Note 2 - Debt Facility and Long Term Obligations (Details) - Interest Expense Included in Consolidated Statements of Operations (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Note 2 - Debt Facility and Long Term Obligations (Details) - Interest Expense Included in Consolidated Statements of Operations [Line Items] | ||||
Total Credit Facilities related interest expense | $409,376 | $28,483 | [1] | |
Other interest expense, net | 1,894 | -2,706 | 47,308 | [1] |
Interest expense , net | 411,270 | 25,777 | 47,308 | [1] |
Amortization of deferred financing cost | 90,572 | 17,500 | [1] | |
CVC [Member] | ||||
Note 2 - Debt Facility and Long Term Obligations (Details) - Interest Expense Included in Consolidated Statements of Operations [Line Items] | ||||
Debt Interest Expense | 27,490 | [1] | ||
Revolving Credit Facility [Member] | ||||
Note 2 - Debt Facility and Long Term Obligations (Details) - Interest Expense Included in Consolidated Statements of Operations [Line Items] | ||||
Debt Interest Expense | 61,733 | 160 | [1] | |
Term Loan Payable [Member] | ||||
Note 2 - Debt Facility and Long Term Obligations (Details) - Interest Expense Included in Consolidated Statements of Operations [Line Items] | ||||
Debt Interest Expense | $257,071 | $833 | [1] | |
[1] | Interest expense related to a retired CVC Credit Facilities for the year ended December 31, 2012 was $46,667 (see below), comprised of amortization of deferred financing costs of $17,500 and commitment fee expense of $29,167. For the year ended December 31, 2012, interest expense and interest paid related to notes payable to related parties were $1,015 and $145,038, respectively. |
Note_2_Debt_Facility_and_Long_4
Note 2 - Debt Facility and Long Term Obligations (Details) - Notes Payable (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Note 2 - Debt Facility and Long Term Obligations (Details) - Notes Payable [Line Items] | ||
$5,000,000 term loan payable to Union Bank dated December 31, 2013 payable in monthly payments per Credit Agreement and related amendments; interest at a rate per annum of 2.75% in excess of the reference rate of 3.25% as of December 31, 2014 and 2013, increasing to 3.75% in excess of the reference rate at March 1, 2015 | $2,833,334 | |
Less: Current portion | 1,816,667 | 1,666,667 |
Term loan payable, net of current portion | 1,016,667 | 3,333,333 |
Union Bank [Member] | ||
Note 2 - Debt Facility and Long Term Obligations (Details) - Notes Payable [Line Items] | ||
$5,000,000 term loan payable to Union Bank dated December 31, 2013 payable in monthly payments per Credit Agreement and related amendments; interest at a rate per annum of 2.75% in excess of the reference rate of 3.25% as of December 31, 2014 and 2013, increasing to 3.75% in excess of the reference rate at March 1, 2015 | 2,833,334 | 5,000,000 |
Less: Current portion | -1,816,667 | -1,666,667 |
Term loan payable, net of current portion | $1,016,667 | $3,333,333 |
Note_2_Debt_Facility_and_Long_5
Note 2 - Debt Facility and Long Term Obligations (Details) - Notes Payable (Parentheticals) (Union Bank [Member], USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Note 2 - Debt Facility and Long Term Obligations (Details) - Notes Payable (Parentheticals) [Line Items] | ||
Note Payable, Face Amount (in Dollars) | $5,000,000 | $5,000,000 |
Interest rate per annum in excess of the reference rate | 2.75% | 2.75% |
Union Bank's Reference Rate [Member] | ||
Note 2 - Debt Facility and Long Term Obligations (Details) - Notes Payable (Parentheticals) [Line Items] | ||
Reference Rate | 3.25% | 3.25% |
Note_2_Debt_Facility_and_Long_6
Note 2 - Debt Facility and Long Term Obligations (Details) - Future Minimum Annual Payments of Note Payable (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Note 2 - Debt Facility and Long Term Obligations (Details) - Future Minimum Annual Payments of Note Payable [Line Items] | |
Amount | $3,004,186 |
Interest | 170,852 |
Total | 3,004,186 |
Total | 2,833,334 |
Total | 170,852 |
Debt Instrument, Redemption, Period One [Member] | |
Note 2 - Debt Facility and Long Term Obligations (Details) - Future Minimum Annual Payments of Note Payable [Line Items] | |
Amount | 1,948,410 |
Principal | 1,816,667 |
Interest | 131,743 |
Total | 1,948,410 |
Total | 131,743 |
Debt Instrument, Redemption, Period Two [Member] | |
Note 2 - Debt Facility and Long Term Obligations (Details) - Future Minimum Annual Payments of Note Payable [Line Items] | |
Amount | 1,055,776 |
Principal | 1,016,667 |
Interest | 39,109 |
Total | 1,055,776 |
Total | $39,109 |
Note_3_Stockholders_Equity_Det
Note 3 - Stockholders' Equity (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 42 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||
Jul. 30, 2010 | Dec. 31, 2013 | Jul. 12, 2013 | Jan. 30, 2014 | Jul. 30, 2013 | Jan. 30, 2013 | Jul. 30, 2012 | Jan. 30, 2012 | Aug. 30, 2011 | Jan. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2012 | Nov. 07, 2013 | Dec. 04, 2014 | Nov. 08, 2013 | Sep. 30, 2014 | |||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Stock Redeemed or Called During Period, Value (in Dollars) | $218,880 | |||||||||||||||||||
Payments for Repurchase of Redeemable Convertible Preferred Stock (in Dollars) | 13,000,000 | |||||||||||||||||||
Preferred Stock Redeemed Through Issuance of Promissory Note (in Dollars) | 5,800,000 | |||||||||||||||||||
Preferred Stock Redemption Discount, Gross (in Dollars) | 7,093,686 | |||||||||||||||||||
Payments For Cost Associated With Redemption Of Preferred Stock (in Dollars) | 154,429 | |||||||||||||||||||
Preferred Stock, Shares Authorized | 3,000,000 | |||||||||||||||||||
Preferred Stock, Shares Outstanding | 0 | 0 | ||||||||||||||||||
Proceeds from Issuance of Private Placement (in Dollars) | 5,500,000 | |||||||||||||||||||
Common Stock, Shares, Outstanding | 91,342,215 | 92,267,831 | ||||||||||||||||||
Registration Rights Agreement, Shares Initially Issued in a Private Placement, Shares Registered for Resale | 61,111,109 | |||||||||||||||||||
Preferred Stock Redemption Discount (in Dollars) | 6,939,257 | |||||||||||||||||||
Common Stock, Shares Authorized | 300,000,000 | 300,000,000 | 100,000,000 | 300,000,000 | ||||||||||||||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | 0.001 | |||||||||||||||||||
Long-term Debt, Current Maturities (in Dollars) | 16,706,685 | |||||||||||||||||||
Payments of Stock Issuance Costs (in Dollars) | 162,671 | |||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 16.00% | |||||||||||||||||||
Series B Convertible Preferred Stock [Member] | CVC [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Stock Redeemed or Called During Period, Shares | 407,160 | |||||||||||||||||||
Stock Redeemed or Called During Period, Value (in Dollars) | 18,800,000 | |||||||||||||||||||
Payments for Repurchase of Redeemable Convertible Preferred Stock (in Dollars) | 13,000,000 | |||||||||||||||||||
Preferred Stock Redeemed Through Issuance of Promissory Note (in Dollars) | 5,800,000 | |||||||||||||||||||
Preferred Stock Redemption Discount, Gross (in Dollars) | 7,093,686 | |||||||||||||||||||
Payments For Cost Associated With Redemption Of Preferred Stock (in Dollars) | 154,429 | |||||||||||||||||||
Series B Convertible Preferred Stock [Member] | Eliminated [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Temporary Equity, Carrying Amount, Attributable to Parent (in Dollars) | 25,893,686 | |||||||||||||||||||
Series B Convertible Preferred Stock [Member] | Scenario, Forecast [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Temporary Equity, Carrying Amount, Attributable to Parent (in Dollars) | 40,704,105 | |||||||||||||||||||
Series B Convertible Preferred Stock [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Temporary Equity, Carrying Amount, Attributable to Parent (in Dollars) | 15,803,513 | |||||||||||||||||||
Preferred Stock, Shares Authorized | 0 | 0 | ||||||||||||||||||
Preferred Stock, Shares Issued | 0 | 0 | ||||||||||||||||||
Preferred Stock, Shares Outstanding | 0 | 0 | ||||||||||||||||||
Preferred Stock Redemption Discount (in Dollars) | 903,172 | 6,939,257 | ||||||||||||||||||
Temporary Equity, Shares Issued | 407,160 | |||||||||||||||||||
Long-term Debt, Current Maturities (in Dollars) | 16,706,685 | |||||||||||||||||||
Conversion of Stock, Amount Converted (in Dollars) | 17,277,600 | |||||||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature (in Dollars) | 1,283,343 | |||||||||||||||||||
Payments of Stock Issuance Costs (in Dollars) | 190,744 | |||||||||||||||||||
CVC [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Preferred Stock Redemption Discount (in Dollars) | 6,939,257 | |||||||||||||||||||
Zipper Holdings, LLC [Member] | Common Stock [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 8,333,333 | |||||||||||||||||||
Kutula Holdings Ltd [Member] | Minimum [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Common Stock, Shares, Outstanding | 15,500,000 | |||||||||||||||||||
Common Stock, Registration Rights Agreement, Minimum Percent of Shares Required for Registration Statement Filing | 25.00% | |||||||||||||||||||
Common Stock [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 4,745,600 | [1] | 1,155,700 | [2] | 1,155,700 | [1] | 1,500,000 | 1,500,000 | 900,000 | 600,000 | 11,557,000 | |||||||||
Common Stock [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Stock Redeemed or Called During Period, Shares | 576,000 | |||||||||||||||||||
Stock Redeemed or Called During Period, Value (in Dollars) | 576 | |||||||||||||||||||
Proceeds from Issuance of Private Placement (in Dollars) | $5,500,000 | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 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 | |||||||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 7,401,300 | 610,894 | 2,400,000 | |||||||||||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||||||||||||
Note 3 - Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||||
Stock Redeemed or Called During Period, Shares | 576,000 | |||||||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | [3] | |||||||||||||||||||
[1] | On November 7, 2013, the Company redeemed 576,000 shares of common stock at a price of $0.38 per share. The redemption was made in payment of the tax associated with the settlement in July 2013 of previously granted restricted stock units. | |||||||||||||||||||
[2] | On January 30, 2014, 610,894 shares of common stock were issued upon settlement of vested restricted stock units, and the equivalent of 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. | |||||||||||||||||||
[3] | As mentioned above, On January 30, 2014, 610,894 shares of common stock were issued upon settlement of vested restricted stock units, and theequivalent of 544,806 shares were retained by the Company in payment of the tax associated with the vesting of restricted stock units previouslygranted to the reporting persons. |
Note_3_Stockholders_Equity_Det1
Note 3 - Stockholders' Equity (Details) - Series B Preferred Stock Activity (USD $) | 12 Months Ended | 6 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Jul. 12, 2013 | Dec. 31, 2011 | ||
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 | |||
Series B Convertible Preferred Stock [Member] | Per Original Redemption Value [Member] | |||||
Temporary Equity [Line Items] | |||||
Series B Preferred Stock | 25,893,686 | ||||
Series B Convertible Preferred Stock [Member] | Before Redemption [Member] | |||||
Temporary Equity [Line Items] | |||||
Series B Preferred Stock | 18,800,000 | ||||
Series B Convertible Preferred Stock [Member] | |||||
Temporary Equity [Line Items] | |||||
Series B Preferred Stock | 23,979,216 | 20,671,738 | |||
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 | $3,307,478 | $1,914,470 | |||
[1] | Does not include $154,429 of associated redemption costs resulting in a net benefit available to common stockholders of $6,939,257. |
Note_4_StockBased_Compensation2
Note 4 - Stock-Based Compensation (Details) (USD $) | 12 Months Ended | 0 Months Ended | 42 Months Ended | 24 Months Ended | 0 Months Ended | |||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 30, 2014 | Jul. 30, 2013 | Jul. 12, 2013 | Jan. 30, 2013 | Jul. 30, 2012 | Jan. 30, 2012 | Aug. 30, 2011 | Jan. 30, 2014 | Dec. 31, 2014 | Jul. 30, 2010 | Nov. 07, 2013 | Aug. 30, 2010 | Nov. 08, 2013 | Nov. 19, 2010 | Nov. 18, 2010 | |||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 5 years 109 days | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 4,045,000 | 400,000 | 630,000 | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 0 | |||||||||||||||||||||
Proceeds from Stock Options Exercised (in Dollars) | $29,709 | |||||||||||||||||||||
Common Stock [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 610,894 | |||||||||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures, Shares Retained in Payment of Tax | 544,806 | |||||||||||||||||||||
Common Stock [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 1,155,700 | [1] | 1,155,700 | [2] | 4,745,600 | [2] | 1,500,000 | 1,500,000 | 900,000 | 600,000 | 11,557,000 | |||||||||||
Common Stock [Member] | Redemption Price Per Share [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Share Price (in Dollars per share) | 0.38 | |||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 314,722 | 4,998 | ||||||||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 610,894 | 7,401,300 | 2,400,000 | |||||||||||||||||||
Stock Redeemed or Called During Period, Shares | 576,000 | |||||||||||||||||||||
Share Price (in Dollars per share) | 0.058 | |||||||||||||||||||||
Options Issued To Employees And Directors [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 4,045,000 | 400,000 | 630,000 | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 463,542 | 11,875 | ||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price (in Dollars per share) | $0.13 | 0.08 | ||||||||||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | 707,205 | 707,205 | ||||||||||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 6 months | |||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | August 30, 2011 [Member] | Lonnie Schnell and Larry Dyne [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | Lonnie Schnell and Larry Dyne [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 5,778,500 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 10.00% | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instrument Other Than Options, Grant Date Value (in Dollars) | 2,263,884 | |||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | 36,913 | |||||||||||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 29 days | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 11,557,000 | 11,557,000 | ||||||||||||||||||||
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 | [3] | |||||||||||||||||||||
Stock Redeemed or Called During Period, Shares | 576,000 | |||||||||||||||||||||
Maximum [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
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 | 10 years | 6 years 36 days | ||||||||||||||||||||
The 2008 Stock Plan [Member] | ||||||||||||||||||||||
Note 4 - 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 | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 277,084 | 11,875 | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Shares Retained in Lieu of Cash | 6,877 | |||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price (in Dollars per share) | $0.11 | 0.08 | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Shares Retained in Lieu of Cash, Intrinsic Value (in Dollars) | 2,339 | |||||||||||||||||||||
Proceeds from Stock Options Exercised (in Dollars) | 29,709 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value (in Dollars per share) | $0.23 | 0.34 | ||||||||||||||||||||
The 2007 Stock Plan [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 2,600,000 | 2,600,000 | ||||||||||||||||||||
2007 and 2008 Stock Incentive Plans [Member] | ||||||||||||||||||||||
Note 4 - Stock-Based Compensation (Details) [Line Items] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 186,458 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Shares Retained in Lieu of Cash | 148,820 | |||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price (in Dollars per share) | $0.18 | |||||||||||||||||||||
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, Options, Exercises in Period, Shares Retained in Lieu of Cash, Intrinsic Value (in Dollars) | $40,181 | |||||||||||||||||||||
[1] | On January 30, 2014, 610,894 shares of common stock were issued upon settlement of vested restricted stock units, and the equivalent of 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. | |||||||||||||||||||||
[2] | On November 7, 2013, the Company redeemed 576,000 shares of common stock at a price of $0.38 per share. The redemption was made in payment of the tax associated with the settlement in July 2013 of previously granted restricted stock units. | |||||||||||||||||||||
[3] | As mentioned above, On January 30, 2014, 610,894 shares of common stock were issued upon settlement of vested restricted stock units, and theequivalent of 544,806 shares were retained by the Company in payment of the tax associated with the vesting of restricted stock units previouslygranted to the reporting persons. |
Note_4_StockBased_Compensation3
Note 4 - Stock-Based Compensation (Details) - Stock Options (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Employees and Directors | |||
Granted | 4,045,000 | 400,000 | 630,000 |
Exercised | 0 | ||
Options Issued To Employees And Directors [Member] | |||
Employees and Directors | |||
Options outstanding | 6,221,725 | 6,372,100 | 6,142,100 |
Options outstanding | 0.19 | 0.21 | 0.22 |
Granted | 4,045,000 | 400,000 | 630,000 |
Granted | 0.21 | 0.28 | 0.05 |
Exercised | -463,542 | -11,875 | |
Exercised | 0.13 | 0.08 | |
Cancelled | -55,416 | -538,500 | -400,000 |
Cancelled | 0.19 | 0.5 | 0.15 |
Options outstanding | 9,747,767 | 6,221,725 | 6,372,100 |
Options outstanding | 0.2 | 0.19 | 0.21 |
Note_4_StockBased_Compensation4
Note 4 - Stock-Based Compensation (Details) - Fair Value Assumptions | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | |
Note 4 - Stock-Based Compensation (Details) - Fair Value Assumptions [Line Items] | |||
Expected volatility | 330.00% | 140.00% | |
Expected term | 5 years 109 days | ||
Expected dividends | 0.00% | ||
Risk-free rate | 1.50% | 2.70% | |
Minimum [Member] | |||
Note 4 - Stock-Based Compensation (Details) - Fair Value Assumptions [Line Items] | |||
Expected volatility | 255.00% | ||
Expected term | 5 years 109 days | 5 years 109 days | |
Expected dividends | 0.00% | 0.00% | |
Risk-free rate | 1.60% | ||
Maximum [Member] | |||
Note 4 - Stock-Based Compensation (Details) - Fair Value Assumptions [Line Items] | |||
Expected volatility | 260.00% | ||
Expected term | 6 years 36 days | 10 years | |
Expected dividends | 0.00% | 0.00% | |
Risk-free rate | 1.80% |
Note_4_StockBased_Compensation5
Note 4 - Stock-Based Compensation (Details) - Summary of All Stock Option Plans (Options Issued To Employees And Directors [Member], USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Options Issued To Employees And Directors [Member] | ||||
Note 4 - Stock-Based Compensation (Details) - Summary of All Stock Option Plans [Line Items] | ||||
Outstanding at December 31, 2014 | 9,747,767 | 6,221,725 | 6,372,100 | 6,142,100 |
Outstanding at December 31, 2014 | $0.20 | $0.19 | $0.21 | $0.22 |
Outstanding at December 31, 2014 | 6 years 292 days | |||
Outstanding at December 31, 2014 | $0.03 | |||
Vested and Expected to Vest | 9,638,553 | |||
Vested and Expected to Vest | $0.20 | |||
Vested and Expected to Vest | 6 years 292 days | |||
Vested and Expected to Vest | 0.03 | |||
Exercisable | 5,692,139 | |||
Exercisable | $0.20 | |||
Exercisable | 4 years 328 days | |||
Exercisable | $0.05 |
Note_4_StockBased_Compensation6
Note 4 - Stock-Based Compensation (Details) - Summary Upon Settlement of Vested Units and Shares Remaining Under RSU Awards (USD $) | 0 Months Ended | 42 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||
Jan. 30, 2014 | Jul. 30, 2013 | Jul. 12, 2013 | Jan. 30, 2013 | Jul. 30, 2012 | Jan. 30, 2012 | Aug. 30, 2011 | Jan. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 30, 2010 | |||||
Common Stock [Member] | Restricted Stock Units (RSUs) [Member] | ||||||||||||||||
Note 4 - Stock-Based Compensation (Details) - Summary Upon Settlement of Vested Units and Shares Remaining Under RSU Awards [Line Items] | ||||||||||||||||
Common shares issued | 1,155,700 | [1] | 1,155,700 | [2] | 4,745,600 | [2] | 1,500,000 | 1,500,000 | 900,000 | 600,000 | 11,557,000 | |||||
Common Stock [Member] | ||||||||||||||||
Note 4 - Stock-Based Compensation (Details) - Summary Upon Settlement of Vested Units and Shares Remaining Under RSU Awards [Line Items] | ||||||||||||||||
Common shares issued | 610,894 | 7,401,300 | 2,400,000 | |||||||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||||||||
Note 4 - 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 | [3] | |||||||||||||||
Intrinsic value at the time of issuance (in Dollars per share) | 0.25 | [1] | 0.25 | [2] | 0.06 | [2] | 0.04 | 0.04 | 0.05 | 0.1 | $0.20 | |||||
[1] | On January 30, 2014, 610,894 shares of common stock were issued upon settlement of vested restricted stock units, and the equivalent of 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. | |||||||||||||||
[2] | On November 7, 2013, the Company redeemed 576,000 shares of common stock at a price of $0.38 per share. The redemption was made in payment of the tax associated with the settlement in July 2013 of previously granted restricted stock units. | |||||||||||||||
[3] | As mentioned above, On January 30, 2014, 610,894 shares of common stock were issued upon settlement of vested restricted stock units, and theequivalent of 544,806 shares were retained by the Company in payment of the tax associated with the vesting of restricted stock units previouslygranted to the reporting persons. |
Note_4_StockBased_Compensation7
Note 4 - Stock-Based Compensation (Details) - Summary of RSU's Activity (Restricted Stock Units (RSUs) [Member], USD $) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Restricted Stock Units (RSUs) [Member] | |||||
Note 4 - Stock-Based Compensation (Details) - Summary of RSU's Activity [Line Items] | |||||
RSU’s outstanding | 1,155,700 | 3,467,100 | 5,778,500 | ||
RSU’s outstanding | 5,089,900 | 5,178,500 | |||
RSU’s outstanding | 1,155,700 | 8,557,000 | 10,957,000 | ||
RSU’s outstanding (in Dollars per share) | $0.20 | $0.20 | $0.20 | ||
Vested | -1,155,700 | -2,311,400 | -2,311,400 | ||
Vested | 1,155,700 | 2,311,400 | 2,311,400 | ||
Vested (in Dollars per share) | $0.20 | $0.20 | $0.20 | ||
Common stock issued | [1] | ||||
Common stock issued | -1,155,700 | [1] | -7,401,300 | -2,400,000 | |
Common stock issued | -1,155,700 | [1] | -7,401,300 | -2,400,000 | |
Common stock issued (in Dollars per share) | $0.20 | [1] | $0.20 | $0.20 | |
[1] | As mentioned above, On January 30, 2014, 610,894 shares of common stock were issued upon settlement of vested restricted stock units, and theequivalent of 544,806 shares were retained by the Company in payment of the tax associated with the vesting of restricted stock units previouslygranted to the reporting persons. |
Note_5_Net_Income_Loss_Per_Sha2
Note 5 - Net Income (Loss) Per Share (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Stock Compensation Plan [Member] | Employee And Board Member Stock Options [Member] | |||
Note 5 - Net Income (Loss) Per Share (Details) [Line Items] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | $0.21 | $0.16 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $5.23 | $5.23 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in Shares) | 4,681,100 | 3,068,600 | |
Employee And Board Member Stock Options [Member] | |||
Note 5 - Net Income (Loss) Per Share (Details) [Line Items] | |||
Incremental Common Shares Attributable to Dilutive Effect of Equity Unit Purchase Agreements (in Shares) | 5,066,667 | 3,153,125 | 6,372,100 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | $0.04 | $0.04 | $0.04 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $0.20 | $0.11 | $5.23 |
Restricted Stock Units (RSUs) [Member] | |||
Note 5 - Net Income (Loss) Per Share (Details) [Line Items] | |||
Incremental Common Shares Attributable to Dilutive Effect of Equity Unit Purchase Agreements (in Shares) | 1,155,700 | 8,557,000 | |
Series B Convertible Preferred Stock [Member] | |||
Note 5 - Net Income (Loss) Per Share (Details) [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in Shares) | 40,716,000 |
Note_5_Net_Income_Loss_Per_Sha3
Note 5 - Net Income (Loss) Per Share (Details) - Reconciliation of the Numerators and Denominators of the Basic and Diluted Net Income/Loss Per Share (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Reconciliation of the Numerators and Denominators of the Basic and Diluted Net Income/Loss Per Share [Abstract] | |||||||||||
Net income (in Dollars) | ($316,757) | $57,086 | $814,475 | $17,265 | $7,487,963 | $700,056 | $1,262,715 | $280,353 | $572,069 | $9,731,087 | $679,347 |
Net income (in Shares) | 92,153,648 | 56,213,272 | 22,458,185 | ||||||||
Net income | $0.01 | $0.17 | $0.03 | ||||||||
Series B preferred stock liquidation preference increase (in Dollars) | -1,914,470 | -3,307,478 | |||||||||
Series B preferred stock liquidation preference increase | $0 | ($0.03) | ($0.15) | ||||||||
Series B preferred stock redemption discount, net (See Note 3 and Note 4) (in Dollars) | 6,939,257 | ||||||||||
Series B preferred stock redemption discount, net (See Note 3 and Note 4) | $0 | $0.12 | $0 | ||||||||
Basic net income (loss) applicable to common stockholders (in Dollars) | 572,069 | 14,755,874 | -2,628,131 | ||||||||
Basic net income (loss) applicable to common stockholders (in Shares) | 92,153,648 | 56,213,272 | 22,458,185 | ||||||||
Basic net income (loss) applicable to common stockholders | $0.01 | $0.26 | ($0.12) | ||||||||
Stock options, RSUs and Series B preferred stock with dilutive effect (in Shares) | 2,147,518 | 4,341,449 | |||||||||
Stock options, RSUs and Series B preferred stock with dilutive effect | $0 | ($0.02) | $0 | ||||||||
Diluted net income (loss) applicable to common stockholders (in Dollars) | $572,069 | $14,755,874 | ($2,628,131) | ||||||||
Diluted net income (loss) applicable to common stockholders (in Shares) | 94,301,166 | 60,554,721 | 22,458,185 | ||||||||
Diluted net income (loss) applicable to common stockholders | $0.01 | $0.24 | ($0.12) |
Note_6_Income_Taxes_Details
Note 6 - 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, 2014 | |
Note 6 - Income Taxes (Details) [Line Items] | ||||||||
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 | 10,400,000 | 239,701 | |||||
Deferred Tax Assets, Net of Valuation Allowance | 7,491,957 | |||||||
Undistributed Earnings of Foreign Subsidiaries | 1,400,000 | |||||||
State and Local Jurisdiction [Member] | ||||||||
Note 6 - Income Taxes (Details) [Line Items] | ||||||||
Operating Loss Carryforwards | 19,100,000 | 18,700,000 | ||||||
Reduction To NOL Due To Annual Limitation | 5,900,000 | 9,000,000 | ||||||
Internal Revenue Service (IRS) [Member] | ||||||||
Note 6 - Income Taxes (Details) [Line Items] | ||||||||
Operating Loss Carryforwards | 16,400,000 | 14,500,000 | ||||||
Reduction To NOL Due To Annual Limitation | 3,800,000 | 45,000,000 | ||||||
Subsidiaries [Member] | Hong Kong [Member] | ||||||||
Note 6 - Income Taxes (Details) [Line Items] | ||||||||
Distributed Earnings | $1,800,000 |
Note_6_Income_Taxes_Details_Co
Note 6 - Income Taxes (Details) - Components of Provision for Income Taxes (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Current: | |||
Federal | $105,763 | $189,530 | $76,250 |
State | 5,596 | 4,731 | 3,322 |
Foreign | 339,933 | 164,640 | -22,180 |
451,292 | 358,901 | 57,392 | |
Deferred: | |||
Federal | 259,028 | -5,822,530 | 115,736 |
State | 68,214 | -1,502,877 | 26,984 |
Foreign | -22,168 | -33,134 | 68,001 |
305,074 | -7,358,541 | 210,721 | |
Total | $756,366 | ($6,999,640) | $268,113 |
Note_6_Income_Taxes_Details_Ef
Note 6 - Income Taxes (Details) - Effective Income Tax Reconciliation | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Current: | |||
Federal statutory rate | 34.00% | 34.00% | 34.00% |
State taxes, net of federal benefit | 3.70% | -36.20% | 2.10% |
Change in effective foreign tax rate | -12.50% | -10.70% | -23.90% |
Foreign dividend, net of foreign tax credit | 21.10% | 12.80% | |
Other permanent differences | 8.80% | 0.30% | -41.60% |
Change in valuation allowance | -1.90% | -268.30% | 95.70% |
Change in uncertainty in income taxes | -4.90% | -19.80% | |
Other | 3.70% | 16.70% | -18.20% |
Total | 56.90% | -256.30% | 28.30% |
Note_6_Income_Taxes_Details_Ne
Note 6 - Income Taxes (Details) - Net Income (Loss) before Income Taxes (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Net Income (Loss) before Income Taxes [Abstract] | |||
Domestic | ($151,579) | $992,625 | ($163,227) |
Foreign | 1,480,014 | 1,738,822 | 1,110,687 |
Total | $1,328,435 | $2,731,447 | $947,460 |
Note_6_Income_Taxes_Details_Co1
Note 6 - Income Taxes (Details) - Components of Deferred Taxes (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net deferred income taxes: | |||
Net operating loss carry-forward | $5,972,254 | $6,668,563 | |
Intangible assets, net | -1,149,382 | -982,994 | |
Property and equipment, net | -32,598 | -61,574 | |
Inventory allowance | 57,107 | 56,958 | |
Credit carryforwards | 850,851 | 440,902 | |
Stock awards expense | 320,336 | 347,784 | |
Payroll | 203,877 | 76,798 | |
Other | 124,133 | 144,287 | |
Total | 6,346,578 | 6,690,724 | |
Less: Valuation allowance | -239,701 | -277,727 | -10,400,000 |
Net deferred income taxes | 6,106,877 | 7,491,957 | |
Presented as part of: | |||
Current deferred income tax assets, net | 746,370 | 392,983 | |
Deferred income tax assets, net | 5,374,468 | 6,050,402 | |
Deferred income tax liabilities | ($13,961) | ($30,388) |
Note_6_Income_Taxes_Details_Un
Note 6 - 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 | Dec. 31, 2014 | |
Unrecognized Tax Benefits [Abstract] | |||||
Beginning Balance | $133,602 | $321,325 | $0 | ||
Interest and penalties | 1,575 | 8,700 | |||
Elimination of a tax liability as a result of a lapse of the applicable statue of limitations | -135,177 | -196,423 | -135,177 | -196,423 | |
Ending Balance | $133,602 | $0 |
Note_7_Commitments_and_Conting2
Note 7 - Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Operating Leases, Rent Expense, Net | $793,385 | $765,774 | $687,371 |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 50.00% | 100.00% | 100.00% |
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Amount | 2,000 | 1,000 | 1,000 |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $43,846 | $21,000 | $23,129 |
Note_7_Commitments_and_Conting3
Note 7 - Commitments and Contingencies (Details) - Future Minimum Lease Commitments (USD $) | Dec. 31, 2014 |
Future Minimum Lease Commitments [Abstract] | |
2015 | $481,000 |
2016 | 267,000 |
2017 | 231,000 |
2018 and after | 409,000 |
Total minimum payments | $1,388,000 |
Note_8_Segment_Reporting_and_G2
Note 8 - Segment Reporting and Geographic Information (Details) - Net Revenues and Operating Margins (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $10,270,427 | $11,749,970 | $15,959,169 | $11,343,118 | $11,938,636 | $13,728,037 | $16,640,964 | $10,139,750 | $49,322,684 | $52,447,387 | $44,600,872 |
Cost of goods sold | 33,314,773 | 35,474,536 | 30,140,471 | ||||||||
Gross profit | 3,148,763 | 3,718,732 | 5,405,460 | 3,734,956 | 3,660,551 | 4,584,382 | 5,551,840 | 3,176,078 | 16,007,911 | 16,972,851 | 14,460,401 |
Operating expenses | 14,268,206 | 14,215,627 | 13,465,633 | ||||||||
Income from operations | -199,176 | 315,122 | 1,481,564 | 142,195 | 20,723 | 939,025 | 1,588,599 | 208,877 | 1,739,705 | 2,757,224 | 994,768 |
Talon Zippers [Member] | Operating Segments [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 24,709,639 | 28,756,206 | 22,061,303 | ||||||||
Cost of goods sold | 17,951,591 | 20,459,426 | 16,022,334 | ||||||||
Gross profit | 6,758,048 | 8,296,780 | 6,038,969 | ||||||||
Talon Trim [Member] | Operating Segments [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 24,480,382 | 23,611,870 | 22,519,125 | ||||||||
Cost of goods sold | 15,255,363 | 14,938,681 | 14,083,017 | ||||||||
Gross profit | 9,225,019 | 8,673,189 | 8,436,108 | ||||||||
Talon Tekfit [Member] | Operating Segments [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 132,663 | 79,311 | 20,444 | ||||||||
Cost of goods sold | 107,819 | 76,429 | 35,120 | ||||||||
Gross profit | $24,844 | $2,882 | ($14,676) |
Note_8_Segment_Reporting_and_G3
Note 8 - Segment Reporting and Geographic Information (Details) - Revenues by Delivery Locations (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Sales: | |||||||||||
Sales - Geographic Regions | $10,270,427 | $11,749,970 | $15,959,169 | $11,343,118 | $11,938,636 | $13,728,037 | $16,640,964 | $10,139,750 | $49,322,684 | $52,447,387 | $44,600,872 |
Geography Eliminations [Member] | UNITED STATES | |||||||||||
Sales: | |||||||||||
Sales - Geographic Regions | 4,396,352 | 4,145,383 | 4,494,939 | ||||||||
Geography Eliminations [Member] | CHINA | |||||||||||
Sales: | |||||||||||
Sales - Geographic Regions | 15,564,065 | 15,078,074 | 10,759,863 | ||||||||
Geography Eliminations [Member] | HONG KONG | |||||||||||
Sales: | |||||||||||
Sales - Geographic Regions | 11,496,969 | 14,681,767 | 14,594,685 | ||||||||
Geography Eliminations [Member] | INDIA | |||||||||||
Sales: | |||||||||||
Sales - Geographic Regions | 2,522,576 | 2,114,044 | 1,665,129 | ||||||||
Geography Eliminations [Member] | BANGLADESH | |||||||||||
Sales: | |||||||||||
Sales - Geographic Regions | 2,377,472 | 2,617,840 | 2,242,018 | ||||||||
Geography Eliminations [Member] | Other Geographical Area [Member] | |||||||||||
Sales: | |||||||||||
Sales - Geographic Regions | $12,965,250 | $13,810,279 | $10,844,238 |
Note_8_Segment_Reporting_and_G4
Note 8 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Note 8 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location [Line Items] | |||
Long-lived assets - geographical | $4,884,670 | $4,881,702 | $5,043,713 |
Geography Eliminations [Member] | UNITED STATES | |||
Note 8 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location [Line Items] | |||
Long-lived assets - geographical | 4,554,831 | 4,514,104 | 4,551,101 |
Geography Eliminations [Member] | CHINA | |||
Note 8 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location [Line Items] | |||
Long-lived assets - geographical | 178,873 | 88,962 | 73,344 |
Geography Eliminations [Member] | HONG KONG | |||
Note 8 - Segment Reporting and Geographic Information (Details) - Long-Lived Assets by Location [Line Items] | |||
Long-lived assets - geographical | $150,966 | $278,636 | $419,268 |
Note_9_Major_Customers_and_Ven1
Note 9 - Major Customers and Vendors (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||
Note 9 - Major Customers and Vendors (Details) [Line Items] | |||
Concentration Risk, Percentage | 5.00% | 5.00% | 6.00% |
Cost of Goods, Total [Member] | Supplier Concentration Risk [Member] | |||
Note 9 - Major Customers and Vendors (Details) [Line Items] | |||
Concentration Risk, Percentage | 68.00% | 57.00% | 42.00% |
Accounts Payable and Accrued Liabilities (in Dollars) | 4,102,625 | 3,162,148 |
Note_10_Quarterly_Results_Unau2
Note 10 - Quarterly Results (Unaudited) (Details) - Quarterly Financial Information (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Quarterly Financial Information [Abstract] | |||||||||||
Net sales | $10,270,427 | $11,749,970 | $15,959,169 | $11,343,118 | $11,938,636 | $13,728,037 | $16,640,964 | $10,139,750 | $49,322,684 | $52,447,387 | $44,600,872 |
Gross profit | 3,148,763 | 3,718,732 | 5,405,460 | 3,734,956 | 3,660,551 | 4,584,382 | 5,551,840 | 3,176,078 | 16,007,911 | 16,972,851 | 14,460,401 |
Income (loss) from operations | -199,176 | 315,122 | 1,481,564 | 142,195 | 20,723 | 939,025 | 1,588,599 | 208,877 | 1,739,705 | 2,757,224 | 994,768 |
Net income (loss) | -316,757 | 57,086 | 814,475 | 17,265 | 7,487,963 | 700,056 | 1,262,715 | 280,353 | 572,069 | 9,731,087 | 679,347 |
Net income (loss) per share | 0 | 0 | 0.01 | 0 | 0.08 | 0.01 | 0.05 | 0.01 | |||
Basic and diluted net income (loss) per share applicable to Common Stockholders (in Dollars per share) | $0 | $0 | $0.01 | $0 | $0.08 | $0.09 | $0.01 | ($0.03) | |||
Total comprehensive income (loss) | ($316,083) | $55,944 | $815,241 | $18,357 | $7,484,194 | $721,277 | $1,293,857 | $279,052 | $573,459 | $9,778,390 | $684,600 |
Note_11_Subsequent_Events_Deta
Note 11 - Subsequent Events (Details) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | 22 Months Ended | 3 Months Ended | 6 Months Ended | 0 Months Ended | |||||
Jul. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 03, 2015 | Dec. 31, 2016 | Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Mar. 31, 2015 | |
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||||||
Payments of Financing Costs | $60,000 | $10,000 | $250,000 | |||||||||
Subsequent Event [Member] | Amended Principal Repayments [Member] | Term Loan Payable [Member] | Loan Modification Fee [Member] | Union Bank [Member] | ||||||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||||||
Payments of Financing Costs | 50,000 | |||||||||||
Subsequent Event [Member] | Amended Principal Repayments [Member] | Term Loan Payable [Member] | Union Bank [Member] | ||||||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 1.00% | |||||||||||
Scenario, Forecast [Member] | Amended Principal Repayments [Member] | Term Loan Payable [Member] | Union Bank [Member] | ||||||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||||||
Repayments of Notes Payable | 200,000 | 400,000 | 600,000 | |||||||||
Scenario, Forecast [Member] | Union Bank [Member] | ||||||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||||||
Debt Instrument, Covenant, Minimum Fixed Charge Coverage Ratio | 1 | 0.7 | ||||||||||
Debt Instrument, Covenant, Minimum EBITDA | 1,750,000 | 1,750,000 | 1,750,000 | 1,750,000 | 1,750,000 | |||||||
Term Loan Payable [Member] | Union Bank [Member] | ||||||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||||||
Repayments of Notes Payable | 500,000 | |||||||||||
Payments of Financing Costs | 250,000 | |||||||||||
Term Loan Payable [Member] | ||||||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||||||
Repayments of Notes Payable | 2,166,666 | |||||||||||
Union Bank [Member] | ||||||||||||
Note 11 - Subsequent Events (Details) [Line Items] | ||||||||||||
Debt Instrument, Covenant, Minimum Fixed Charge Coverage Ratio | 1.25 | 1.25 | 1.25 | 1.25 | ||||||||
Debt Instrument, Covenant, Minimum EBITDA | $2,750,000 | $2,750,000 | $2,750,000 | $2,750,000 |
Schedule_II_Valuation_and_Qual2
Schedule II - Valuation and Qualifying Accounts and Reserves (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Valuation and Qualifying Accounts [Abstract] | |||
Allowance for Doubtful Accounts Receivable, Write-offs | $1,000 | $1,000 | $2,000 |
Inventory Write Offs | $46,000 | $143,000 | $168,000 |
Schedule_II_Valuation_and_Qual3
Schedule II - Valuation and Qualifying Accounts and Reserves (Details) - Summary of Valuation and Qualifying Accounts and Reserves (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
2014 | |||
Balance at Beginning of Year | $550,000 | $10,701,000 | $9,732,000 |
Additions (Adjustments) | -32,000 | -8,431,000 | 1,267,000 |
Deductions | 28,000 | 1,720,000 | 298,000 |
Balance at End of Year | 490,000 | 550,000 | 10,701,000 |
Allowance for Trade Receivables [Member] | |||
2014 | |||
Balance at Beginning of Year | 42,000 | 1,000 | 53,000 |
Additions (Adjustments) | 23,000 | 42,000 | -26,000 |
Deductions | 14,000 | 1,000 | 26,000 |
Balance at End of Year | 51,000 | 42,000 | 1,000 |
Inventory Valuation Reserve [Member] | |||
2014 | |||
Balance at Beginning of Year | 230,000 | 261,000 | 485,000 |
Additions (Adjustments) | -17,000 | 65,000 | 48,000 |
Deductions | 14,000 | 96,000 | 272,000 |
Balance at End of Year | 199,000 | 230,000 | 261,000 |
Valuation Allowance of Deferred Tax Assets [Member] | |||
2014 | |||
Balance at Beginning of Year | 278,000 | 10,439,000 | 9,194,000 |
Additions (Adjustments) | -38,000 | -8,538,000 | 1,245,000 |
Deductions | 1,623,000 | ||
Balance at End of Year | $240,000 | $278,000 | $10,439,000 |