Ag&e (WGA) 10-K 30 Mar 18 2017 FY Annual report Financial data

Document And Entity Information

Document And Entity Information - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2017	Mar. 12, 2018	Jun. 30, 2017
Document Information [Line Items]
Entity Registrant Name	AG&E HOLDINGS INC.
Entity Central Index Key	105,608
Trading Symbol	agnu
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Entity Common Stock, Shares Outstanding (in shares)		16,953,176
Entity Public Float			$ 2.9
Document Type	10-K
Document Period End Date	Dec. 31, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	FY
Amendment Flag	false

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Current Assets:
Cash	$ 47	$ 1,292
Accounts receivable, net of allowances of $15 in 2017 and $10 in 2016	2,117	997
Inventory	400	917
Prepaid expenses & other assets	486	335
Total current assets	3,050	3,541
Property, Plant & Equipment (at cost):
Leasehold improvements	19	16
Machinery, equipment & software	2,208	2,255
less: Accumulated depreciation & amortization	(2,204)	(2,212)
Property, plant & equipment, net	23	59
Other Assets:
Intangible Assets, net	1,397	1,612
Goodwill	1,152	1,152
Total other assets	2,549	2,764
Total Assets	5,622	6,364
Current Liabilities:
Accounts payable	1,225	476
Note payable – related party, current	327	263
Note payable - line of credit	514	0
Related party payable	0	219
Accrued expenses	252	209
Total current liabilities	2,318	1,167
Long term Liabilities:
Contingent liability - related party	0	880
Note payable – related party, long term	1,517	737
Total Liabilities	3,835	2,784
Shareholders' Equity:
$1 par value; 25,000,000 shares authorized; 16,953,176 shares issued and outstanding at December 31, 2017 and December 31, 2016	16,953	16,953
Capital in excess of par value	688	688
Accumulated deficit	(15,854)	(14,061)
Total Shareholders' Equity	1,787	3,580
Total Liabilities & Shareholders’ Equity	$ 5,622	$ 6,364

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Accounts receivable, allowances	$ 15	$ 10
Common stock, par value (in dollars per share)	$ 1	$ 1
Common stock, shares authorized (in shares)	25,000,000	25,000,000
Common stock, shares issued (in shares)	16,953,176	16,953,176
Common stock, shares outstanding (in shares)	16,953,176	16,953,176

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Net sales	$ 13,200,000	$ 6,189,000
Cost of sales	9,499,000	4,335,000
Gross margin	3,701,000	1,854,000
Selling & administrative	5,223,000	3,720,000
Transaction related costs	0	890,000
Intangible amortization	215,000	18,000
Operating loss	(1,737,000)	(2,774,000)
Other expense (income):
Interest	55,000	4,000
Other income	0	(39,000)
Loss before income tax	(1,792,000)	(2,739,000)
Income tax expense (benefit)	1,000	(8,000)
Net loss	$ (1,793,000)	$ (2,731,000)
Basic and diluted net loss per share (in dollars per share)	$ (0.11)	$ (0.23)
Basic and diluted average common shares outstanding (in shares)	16,953,176	12,113,082

Consolidated Statements of Shar

Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Deferred Compensation, Share-based Payments [Member]	Total
Balance at Dec. 31, 2015	$ 11,649	$ 5,090	$ (11,330)	$ (52)	$ 5,358
Net loss			(2,731)		(2,731)
Issuance of stock per merger agreement	5,304	(4,402)			902
Amortization of unearned compensation				52	52
Balance at Dec. 31, 2016	16,953	688	(14,061)	0	3,580
Net loss			(1,793)		(1,793)
Balance at Dec. 31, 2017	$ 16,953	$ 688	$ (15,854)	$ 0	$ 1,787

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Cash flows used in operating activities:
Net loss	$ (1,793)	$ (2,731)
Adjustments to reconcile net loss to net cash used by operating activities:
Depreciation and amortization	259	42
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability	120	0
Bad debt expense	5	6
Amortization of unearned compensation	0	51
Gain on sale of fixed assets	0	(33)
Changes in current assets & liabilities:
Accounts receivable, net	(1,125)	(280)
Inventory	517	128
Prepaid expenses & other	(151)	(45)
Accounts payable, net	749	19
Accrued expenses	(176)	220
Net cash used in operating activities	(1,595)	(2,623)
Cash flows (used in) provided by investing activities:
Proceeds from sales of fixed assets	0	33
Cash used in acquisition	0	(512)
Additions to plant & equipment, net	(8)	0
Net cash used in investing activities	(8)	(479)
Cash flows from financing activities:
Net borrowing – line of credit	514	0
Payments – related party note payable	(156)	0
Net cash provided by financing activities	358	0
Net decrease in cash	(1,245)	(3,102)
Cash at beginning of year	1,292	4,394
Cash at end of year	47	1,292
Supplemental cash flows disclosure:
Income taxes paid	0	0
Interest paid	55	0
Issuance of related party note payable	$ 1,000	$ 0

Note 1 - Description of the Bus

Note 1 - Description of the Business	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Nature of Operations [Text Block]	Note 1. AG&E Holdings Inc. (the “ Company”) through its wholly owned subsidiary American Gaming and Electronics, Inc. (“AG&E”) distributes parts and repairs and services gaming equipment to casinos throughout the United States with offices in Hammonton, New Jersey, Las Vegas, Nevada, Romeoville, Illinois and West Palm Beach, Florida.

Note 2 - Summary of Significant

Note 2 - Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]	Note 2. Principles of Consolidation The financial statements of the Company include the accounts of AG&E Holdings Inc. and its wholly-owned subsidiary, American Gaming & Electronics, Inc. All significant int ercompany accounts and transactions have been eliminated in consolidation. Management Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ( US GAAP) 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 reporting period. Actual results could differ from those estimates. Revenue Recognition In general, the Company recognizes revenue when the following criteria are met: evidence of an arrangement between the Company and its customer exists, shipment has occurr ed or services have been rendered, the sales price is fixed and determinable and collectability is reasonably assured. Generally, these terms are met upon shipment. Financial Instruments The fair value of the Company ’s financial instruments does not Receivables Receivables are carried at original invoice or closing statement amount less estimates made for doubtful receivables. Management determines the allowances for doubtful accounts by reviewing and identifying troubled accounts on a monthly basis and by using historical experience applied to an aging of accounts. A receivable is considered to be past due if any portion of the receivable balance is outstanding past terms which are normally 30 60 Inventory Costing & Obsolescenc e The Company uses an average cost method to value inventory. The Compan y provides an allowance for estimated obsolete or excess inventory based on assumptions about future demands for its products. Property, Plant & Equipment Property, plant and equipment are stated at cost and are depreciated and amortized for financial re porting purposes over the estimated useful lives on a straight-line basis as follows: machinery & equipment - five fifteen three seven Intangibles The fair value of intangible assets with determinable useful lives is amortized on a straight-line basis over the estimated life. Customer relationshi ps are amortized over a 10 2 may not Goodwill The Company accounted for its goodwill resulting from its purchase of Advanced Gaming Associates, LLC in conformity with US GAAP . not fourth no 2017 Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under the asset and liability method, the Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to dif ferences between the financial statement carrying amounts and the tax basis of existing assets and liabilities. The Company records a valuation allowance to reduce deferred tax assets to an amount for which realization is more likely than not. Earnings P er Share Basic earnings per share is based on the weighted-average number of common shares outstanding whereas diluted earnings per share includes the dilutive effect of unexercised common stock options and warrants. Potentially dilutive securities are exc luded from diluted earnings per share calculations for periods with a net loss. Stock Based Compensation At December 31, 201 7, one 7. Subsequent Events The Company evaluated subsequent events through the date the financial statements were issued. Recently Issued Accounting Pronouncements In May 2014, August 2015 May 2016, 2014 09 Revenue from Contracts with Customers 2015 14 Revenue from Contracts with Customers, Deferral of the Effective Date 2016 12 Revenue from Contracts with Customers, Narrow-Scope Improvements and Practical Expedients 606. 606 December 15, 2017, may not November 2016 not . In February 2016, No. 2016 02, Leases (ASU No. 2016 02 840, December 15, 2019, not

Note 3 - Business Combinations

Note 3 - Business Combinations	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Business Combination Disclosure [Text Block]	Note 3. On November 30, 2016, AGA”) with and into AG&E. In connection with this merger, the Company issued to Anthony Tomasello 5,303,816 Pursuant to the Merger Agreement, Mr. Tomasello was initially entitled to be issued up to 4,243,052 two 2,121,526 two 12 for the first December 1, 2016 November 30, 2017 not additional shares of common stock for such period. Up on the closing of the merger, the Company issued to Anthony Tomasello a promissory note in the initial principal amount of $1.0 5% November 30, 2019 thirty-six $29,971 first November 30, 2017 $5 first December 1, 2016 November 30, 2017. November 30, 2020. $1.8 December 31, 2017. Pursuant to the terms of the Earn-Out Note, an additional Earn-Out Note in the principal of $1.0 November 30, 2018 $7.0 12 November 30, 2018. The Company recorded operating expense in the amount o f $310,000 second $190,000 not two no The following table summarizes the fair value of total consideration transferred to AGA ’s equity holder at November 30, 2016 $ Amount (000 ’s) Cash $ 512 Stock (5,303,816 shares fair value price of $0.17 per share) 902 Promissory Note 1,000 Contingent Consideration (earnout) 880 Total Consideration $ 3,294 The fair value of the contingent consideration was estimated using a real options approach, where the company ’s revenue and stock price are simulated in the risk-neutral world using Geometric Brownian Motion, a widely accepted model of price behavior that is used in option pricing models such as the Black-Scholes option pricing model. The value of the earnout was derived primarily from the provisions requiring future adjustment to the Company Note. Accordingly, the fair value of the contingent consideration is being reported as a liability. The following table summarizes the allocation of the purchase price at fair value as of the acquisition date: $ Amount (000 ’ s) Inventory $ 461 Equipment 51 Intangible Asset – Customer Relationships (a) 1,500 Intangible Asset – Gaming Licenses (b) 130 Goodwill 1,152 Total Purchase Price $ 3,294 (a) The fair value of the intangible asset – customer relationships was estimated using a variation of the Income Approach called the Multi-Period Excess Earnings Method. In employing the Excess Earnings Method, the projected cash flows of the subject asset are computed indirectly. In other words, deductions are made from the overall business’ cash flows to recognize returns on contributory assets, leaving the excess, or residual net cash flow, as an indicator of the subject asset’s Fair Value. (b) The fair value of the intangible asset – gaming licenses was estimated using the Cost Approach. The Cost Approach is a valuation technique that uses the concept of replacement cost as an indicator of Fair Value.

Note 4 - Inventory

Note 4 - Inventory	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Inventory Disclosure [Text Block]	Note 4 . INVENTORY Net inventory, which includes a valuation reserve of $531 $99 2017 2016, (in 000’s) December 31, 201 7 201 6 Finished Goods $ 400 $ 917 Total $ 400 $ 917

Note 5 - Debt

Note 5 - Debt	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Debt Disclosure [Text Block]	Note 5 . DEBT See Note 3 notes issued to Anthony Tomasello in connection with the acquisition of AGA. On November 22, 2017, entered into a $3.5 ’s obligations under the Loan Agreement are guaranteed by the Company . The Credit Facility has a term of one first . Borrowings under the Credit Facility accrue interest at a fluctuating rate of interest equal to the prime rate plus 0.75%, 4.75%. 85% December 31, 2017, $0.5 5.25%, $0.4

Note 6 - Stock Plans

Note 6 - Stock Plans	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]	Note 6 . STOCK PLANS The Company maintains a Stock Award Plan under which officers and key employees may 2,155,028 Restricted Shares All shares granted are governed by the Company ’s Stock Award Plan, which was approved by shareholders in 2000 2009. three five 2017 2016, not December 31, 2017 2016, no no

Note 7 - Intangible Assets, Net

Note 7 - Intangible Assets, Net	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Intangible Assets Disclosure [Text Block]	Note 7 . INTANGIBLE ASSETS, NET Identifiable intangible assets were comprised of: $000 ’s 201 7 201 6 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer Relationships $ 1,500 $ 163 $ 1,500 $ 13 Gaming Licenses 130 70 130 5 Total $ 1,630 $ 233 $ 1,630 $ 18 Total amortizat ion of intangible assets was $215,000 $18,000 2017 2016, Estimated amortization exp ense over the next five (in $000 ’s) 201 8 201 9 2020 2021 2022 Thereafter Estimated intangible amortization expense $ 210 $ 150 $ 150 $ 150 $ 150 $ 587

Note 8 - Accrued Expenses

Note 8 - Accrued Expenses	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Accounts Payable and Accrued Liabilities Disclosure [Text Block]	Note 8 . ACCRUED EXPENSES Accrued expenses consisted of the following items: December 31, (in $000's) 201 7 201 6 Payroll & related costs $ 106 $ 83 Legal Fees $ 55 $ 61 Rent $ 20 $ 0 Interest Payable $ 17 $ 4 Sales commi ssions $ 11 $ 9 Other accru ed expenses $ 43 $ 52 Total $ 252 $ 209

Note 9 - Significant Customers

Note 9 - Significant Customers and Suppliers - Continuing Operations	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Operating Segments and Significant Customers Disclosure [Text Block]	Note 9 . SIGNIFICANT CUSTOMERS AND SUPPLIERS The Company ’s largest customer accounted for 20.3% 13.9% 2017 2016, 18% 32% December 31, 2017 December 31, 2016, second 10.4% 2017 13% December 31, 2017. No 10% 2017 2016.

Note 10 - Income Taxes

Note 10 - Income Taxes	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Income Tax Disclosure [Text Block]	Note 1 0 . INCOME TAXES The effective income tax rates differed from the expected Federal income tax rate ( 34% (in $000's) 201 7 201 6 Computed expected tax (benefit) expense $ (609 ) $ (931 ) State income tax expense, net of Federal tax effect $ (101 ) $ (129 ) Change in tax rate due to Tax Cuts and Jobs Act $ 1,748 $ 0 Other, net (primarily change in prior estimates) $ (195 ) $ 739 Change in valuation allowance (regarding current year activity) $ (842 ) $ 313 Income Tax (Benefit) Expense $ 1 $ (8 ) Deferred income taxes reflect the impact of temporary differences between the amounts of assets and liabilities for financial reporting purposes and as measured by income tax regulations. Temporary differences which gave rise to deferred tax assets and deferred tax liabilities consisted of: December 31: (in $000's) 2017 201 6 Deferred tax assets: Allowance for doubtful accounts $ 4 $ 4 Inventory reserve $ 151 $ 40 Capitalized transaction costs $ 235 $ 356 Property, plant, equipment and software, principally depreciation $ 1 $ (5 ) Net operating loss carry forwards $ 3,997 $ 4,833 Alternative minimum tax credit carry forwards $ 148 $ 148 Other $ 0 $ 2 Total gross deferred tax assets $ 4,536 $ 5,378 Less valuation allowance $ (4,536 ) $ (5,378 ) Total net deferred tax assets $ 0 $ 0 On December 22, 2017, Act”) was signed into law. Among other changes, the Act reduces the corporate federal income tax rate from 34% 21% January 1, 2018. $1.7 An income tax valuation allowance i s provided when it is more likely than not not December 31, 2017, $12 ,210,000 2021. $15 ,082,000 December 31, 2017. $148,000, No twelve may The Company files tax returns in the U.S. federal jurisdiction and various state jurisdictions. The tax years 201 4, 2015, 2016 2017 twelve December 31, 2017, not not December 31, 2017, not

Note 11 - Related Party

Note 11 - Related Party	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Related Party Transactions Disclosure [Text Block]	Note 1 1 . RELATED PARTY The Company leases the Hammonton facility from a company which is owned by the Company’s Chief Executive Officer. The Hammonton facility lease is currently a month-to-month lease. Total rent paid to this company was approximately $102,000 2017 $8,000 2016. $0 December 31, 2017 2016, In 2016, he Company engaged a law firm to provide legal services to the Company which employed as a partner a family member of the Company’s former President and Chief Executive Officer. Total fees paid to this firm were approximately $10,000 2016. $0 December 31, 2016.

Note 12 - Lease Commitments

Note 12 - Lease Commitments	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Leases of Lessee Disclosure [Text Block]	Note 1 2 . LEASE COMMITMENTS The Company leases certain buildings, data processing and other equipment under operating lease agreements expiring through the year 2022. The future minimum lease payments required under operating leases are as follows: Years ending December 31 (in $000's) 201 8 $ 348 201 9 $ 142 20 20 $ 148 202 1 $ 153 202 2 $ 79 Thereafter $ 0 $ 870 Rent expense related to operating leases was approximately $ 318,000 $377,000 December 31, 2017 2016,

Note 13 - Unaudited Quarterly F

Note 13 - Unaudited Quarterly Financial Data	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Quarterly Financial Information [Text Block]	Note 1 3 . UNAUDITED QUARTERLY FINANCIAL DATA Selected quarterly data for 201 7 2016 2017 (in $000's except per share data) First Second Third Fourth Net sales $ 3,187 $ 3,261 $ 3,391 $ 3,360 Gross margin $ 969 $ 1,018 $ 932 $ 781 Net loss $ (435 ) $ (290 ) $ (387 ) $ (680 ) Basic and diluted net loss per share: $ (0.03 ) $ (0.02 ) $ (0.02 ) $ (0.04 ) 201 6 (in $000's except per share data) First Second Third Fourth Net sales $ 1,948 $ 1,402 $ 1,267 $ 1,571 Gross margin $ 471 $ 434 $ 349 $ 600 Net loss $ (719 ) $ (837 ) $ (585 ) $ (590 ) Basic and diluted net loss per share: $ (0.06 ) $ (0.07 ) $ (0.05 ) $ (0.04 )

Schedule II - Unaudited Valuati

Schedule II - Unaudited Valuation and Qualifying Accounts	12 Months Ended
	Dec. 31, 2017
Notes to Financial Statements
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block]	SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS (in $000 ’s) Year Ended December 31, ALLOWANCE FOR DOUBTFUL ACCOUNTS 201 7 2 016 2015 Beginning balance $ 10 $ 4 $ 103 Additions charged to expense $ 13 $ 7 $ 109 Deductions $ (8 ) $ (1 ) $ (108 ) Balance at end of year $ 15 $ 10 $ 4 INVENTORY OBSOLESCENCE RESERVE: Beginning balance $ 98 $ 66 $ 100 Additions charged to expense $ 456 $ 48 $ 138 Deductions $ (23 ) $ (16 ) $ (172 ) Balance at end of year $ 531 $ 98 $ 66 DEFERRED TAX ASSET VALUATION ALLOWANCE: Beginning balance $ 5,378 $ 5,066 $ 4,703 Additions charged (credited to) to expense $ (842 ) $ 312 $ 363 Balance at end of year $ 4,536 $ 5,378 $ 5,066

Significant Accounting Policies

Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Consolidation, Policy [Policy Text Block]	Principles of Consolidation The financial statements of the Company include the accounts of AG&E Holdings Inc. and its wholly-owned subsidiary, American Gaming & Electronics, Inc. All significant int ercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates, Policy [Policy Text Block]	Management Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ( US GAAP) 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 reporting period. Actual results could differ from those estimates.
Revenue Recognition, Policy [Policy Text Block]	Revenue Recognition In general, the Company recognizes revenue when the following criteria are met: evidence of an arrangement between the Company and its customer exists, shipment has occurr ed or services have been rendered, the sales price is fixed and determinable and collectability is reasonably assured. Generally, these terms are met upon shipment.
Fair Value of Financial Instruments, Policy [Policy Text Block]	Financial Instruments The fair value of the Company ’s financial instruments does not
Receivables, Policy [Policy Text Block]	Receivables Receivables are carried at original invoice or closing statement amount less estimates made for doubtful receivables. Management determines the allowances for doubtful accounts by reviewing and identifying troubled accounts on a monthly basis and by using historical experience applied to an aging of accounts. A receivable is considered to be past due if any portion of the receivable balance is outstanding past terms which are normally 30 60
Inventory, Policy [Policy Text Block]	Inventory Costing & Obsolescenc e The Company uses an average cost method to value inventory. The Compan y provides an allowance for estimated obsolete or excess inventory based on assumptions about future demands for its products.
Property, Plant and Equipment, Policy [Policy Text Block]	Property, Plant & Equipment Property, plant and equipment are stated at cost and are depreciated and amortized for financial re porting purposes over the estimated useful lives on a straight-line basis as follows: machinery & equipment - five fifteen three seven
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]	Intangibles The fair value of intangible assets with determinable useful lives is amortized on a straight-line basis over the estimated life. Customer relationshi ps are amortized over a 10 2 may not
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]	Goodwill The Company accounted for its goodwill resulting from its purchase of Advanced Gaming Associates, LLC in conformity with US GAAP . not fourth no 2017
Income Tax, Policy [Policy Text Block]	Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under the asset and liability method, the Company recognizes deferred tax assets and liabilities for the future tax consequences attributable to dif ferences between the financial statement carrying amounts and the tax basis of existing assets and liabilities. The Company records a valuation allowance to reduce deferred tax assets to an amount for which realization is more likely than not.
Earnings Per Share, Policy [Policy Text Block]	Earnings P er Share Basic earnings per share is based on the weighted-average number of common shares outstanding whereas diluted earnings per share includes the dilutive effect of unexercised common stock options and warrants. Potentially dilutive securities are exc luded from diluted earnings per share calculations for periods with a net loss.
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]	Stock Based Compensation At December 31, 201 7, one 7.
Subsequent Events, Policy [Policy Text Block]	Subsequent Events The Company evaluated subsequent events through the date the financial statements were issued.
New Accounting Pronouncements, Policy [Policy Text Block]	Recently Issued Accounting Pronouncements In May 2014, August 2015 May 2016, 2014 09 Revenue from Contracts with Customers 2015 14 Revenue from Contracts with Customers, Deferral of the Effective Date 2016 12 Revenue from Contracts with Customers, Narrow-Scope Improvements and Practical Expedients 606. 606 December 15, 2017, may not November 2016 not . In February 2016, No. 2016 02, Leases (ASU No. 2016 02 840, December 15, 2019, not

Note 3 - Business Combinations

Note 3 - Business Combinations (Tables)	12 Months Ended
	Dec. 31, 2017
Notes Tables
Schedule of Business Acquisitions by Acquisition, Contingent Consideration [Table Text Block]	$ Amount (000 ’s) Cash $ 512 Stock (5,303,816 shares fair value price of $0.17 per share) 902 Promissory Note 1,000 Contingent Consideration (earnout) 880 Total Consideration $ 3,294
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]	$ Amount (000 ’ s) Inventory $ 461 Equipment 51 Intangible Asset – Customer Relationships (a) 1,500 Intangible Asset – Gaming Licenses (b) 130 Goodwill 1,152 Total Purchase Price $ 3,294

Note 4 - Inventory (Tables)

Note 4 - Inventory (Tables)	12 Months Ended
	Dec. 31, 2017
Notes Tables
Schedule of Inventory, Current [Table Text Block]	(in 000’s) December 31, 201 7 201 6 Finished Goods $ 400 $ 917 Total $ 400 $ 917

Note 7 - Intangible Assets, N24

Note 7 - Intangible Assets, Net (Tables)	12 Months Ended
	Dec. 31, 2017
Notes Tables
Schedule of Finite-Lived Intangible Assets [Table Text Block]	$000 ’s 201 7 201 6 Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Customer Relationships $ 1,500 $ 163 $ 1,500 $ 13 Gaming Licenses 130 70 130 5 Total $ 1,630 $ 233 $ 1,630 $ 18
Finite-lived Intangible Assets Amortization Expense [Table Text Block]	(in $000 ’s) 201 8 201 9 2020 2021 2022 Thereafter Estimated intangible amortization expense $ 210 $ 150 $ 150 $ 150 $ 150 $ 587

Note 8 - Accrued Expenses (Tabl

Note 8 - Accrued Expenses (Tables)	12 Months Ended
	Dec. 31, 2017
Notes Tables
Schedule of Accrued Liabilities [Table Text Block]	December 31, (in $000's) 201 7 201 6 Payroll & related costs $ 106 $ 83 Legal Fees $ 55 $ 61 Rent $ 20 $ 0 Interest Payable $ 17 $ 4 Sales commi ssions $ 11 $ 9 Other accru ed expenses $ 43 $ 52 Total $ 252 $ 209

Note 10 - Income Taxes (Tables)

Note 10 - Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2017
Notes Tables
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]	(in $000's) 201 7 201 6 Computed expected tax (benefit) expense $ (609 ) $ (931 ) State income tax expense, net of Federal tax effect $ (101 ) $ (129 ) Change in tax rate due to Tax Cuts and Jobs Act $ 1,748 $ 0 Other, net (primarily change in prior estimates) $ (195 ) $ 739 Change in valuation allowance (regarding current year activity) $ (842 ) $ 313 Income Tax (Benefit) Expense $ 1 $ (8 )
Schedule of Deferred Tax Assets and Liabilities [Table Text Block]	December 31: (in $000's) 2017 201 6 Deferred tax assets: Allowance for doubtful accounts $ 4 $ 4 Inventory reserve $ 151 $ 40 Capitalized transaction costs $ 235 $ 356 Property, plant, equipment and software, principally depreciation $ 1 $ (5 ) Net operating loss carry forwards $ 3,997 $ 4,833 Alternative minimum tax credit carry forwards $ 148 $ 148 Other $ 0 $ 2 Total gross deferred tax assets $ 4,536 $ 5,378 Less valuation allowance $ (4,536 ) $ (5,378 ) Total net deferred tax assets $ 0 $ 0

Note 12 - Lease Commitments (Ta

Note 12 - Lease Commitments (Tables)	12 Months Ended
	Dec. 31, 2017
Notes Tables
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block]	Years ending December 31 (in $000's) 201 8 $ 348 201 9 $ 142 20 20 $ 148 202 1 $ 153 202 2 $ 79 Thereafter $ 0 $ 870

Note 13 - Unaudited Quarterly28

Note 13 - Unaudited Quarterly Financial Data (Tables)	12 Months Ended
	Dec. 31, 2017
Notes Tables
Quarterly Financial Information [Table Text Block]	2017 (in $000's except per share data) First Second Third Fourth Net sales $ 3,187 $ 3,261 $ 3,391 $ 3,360 Gross margin $ 969 $ 1,018 $ 932 $ 781 Net loss $ (435 ) $ (290 ) $ (387 ) $ (680 ) Basic and diluted net loss per share: $ (0.03 ) $ (0.02 ) $ (0.02 ) $ (0.04 ) 201 6 (in $000's except per share data) First Second Third Fourth Net sales $ 1,948 $ 1,402 $ 1,267 $ 1,571 Gross margin $ 471 $ 434 $ 349 $ 600 Net loss $ (719 ) $ (837 ) $ (585 ) $ (590 ) Basic and diluted net loss per share: $ (0.06 ) $ (0.07 ) $ (0.05 ) $ (0.04 )

Schedule II - Unaudited Valua29

Schedule II - Unaudited Valuation and Qualifying Accounts (Tables)	12 Months Ended
	Dec. 31, 2017
Notes Tables
Summary of Valuation Allowance [Table Text Block]	Year Ended December 31, ALLOWANCE FOR DOUBTFUL ACCOUNTS 201 7 2 016 2015 Beginning balance $ 10 $ 4 $ 103 Additions charged to expense $ 13 $ 7 $ 109 Deductions $ (8 ) $ (1 ) $ (108 ) Balance at end of year $ 15 $ 10 $ 4 INVENTORY OBSOLESCENCE RESERVE: Beginning balance $ 98 $ 66 $ 100 Additions charged to expense $ 456 $ 48 $ 138 Deductions $ (23 ) $ (16 ) $ (172 ) Balance at end of year $ 531 $ 98 $ 66 DEFERRED TAX ASSET VALUATION ALLOWANCE: Beginning balance $ 5,378 $ 5,066 $ 4,703 Additions charged (credited to) to expense $ (842 ) $ 312 $ 363 Balance at end of year $ 4,536 $ 5,378 $ 5,066

Note 2 - Summary of Significa30

Note 2 - Summary of Significant Accounting Policies (Details Textual) $ in Thousands	12 Months Ended
	Dec. 31, 2017USD ($)
Goodwill, Impairment Loss	$ 0
Customer Relationships [Member]
Finite-Lived Intangible Asset, Useful Life	10 years
Gaming Licenses [Member]
Finite-Lived Intangible Asset, Useful Life	2 years
Machinery and Equipment [Member] | Minimum [Member]
Property, Plant and Equipment, Useful Life	5 years
Machinery and Equipment [Member] | Maximum [Member]
Property, Plant and Equipment, Useful Life	15 years
Software Development [Member] | Minimum [Member]
Property, Plant and Equipment, Useful Life	3 years
Software Development [Member] | Maximum [Member]
Property, Plant and Equipment, Useful Life	7 years

Note 3 - Business Combination31

Note 3 - Business Combinations (Details Textual)	Nov. 30, 2016USD ($)shares	Dec. 31, 2017USD ($)	Dec. 31, 2016USD ($)
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability		$ 120,000	$ 0
AGA [Member]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares	5,303,816
Service Revenue Threshold First Earn-Out Period		5,000,000
AGA [Member] | Third Earn-Out Note [Member]
Debt Instrument, Additional Amount to be Issued Contingent on Revenue Performance		1,000,000
Service Revenue, Threshold, Second Earn-Out Period		7,000,000
AGA [Member] | Second Earn-Out Note [Member]
Debt Issuance Costs, Gross		310,000
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability		(190,000)
AGA [Member] | President [Member]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares	5,303,816
Business Acquisition, Equity Interest Issued or Issuable, Number of Additional Shares | shares	4,243,052
Business Acquisition, Equity Interest Issued or Issuable, One Tranche of Additional Shares | shares	2,121,526
AGA [Member] | President [Member] | Earn-Out Note One [Member]
Debt Instrument, Face Amount	$ 1,000,000
Debt Instrument, Interest Rate, Stated Percentage	5.00%
Debt Instrument, Number of Monthly Payments	36
Debt Instrument, Monthly Payment	$ 29,971
AGA [Member] | President [Member] | Earn-Out Notes [Member]
Notes Payable		$ 1,800,000

Note 3 - Business Combination32

Note 3 - Business Combinations - Total Consideration Transferred (Details) - USD ($) $ in Thousands	Nov. 30, 2016	Dec. 31, 2017	Dec. 31, 2016
Cash		$ 0	$ 512
AGA [Member]
Cash	$ 512
Stock (5,303,816 shares @ fair value price of $0.17 per share)	902
Promissory Note	1,000
Contingent Consideration (earnout)	880
Total Consideration	$ 3,294

Note 3 - Business Combination33

Note 3 - Business Combinations - Total Consideration Transferred (Details) (Parentheticals) - AGA [Member]	Nov. 30, 2016$ / sharesshares
Shares issued (in shares) | shares	5,303,816
Per Share (in dollars per share) | $ / shares	$ 0.17

Note 3 - Business Combination34

Note 3 - Business Combinations - Allocation of Purchase Price (Details) - USD ($) $ in Thousands		Dec. 31, 2017	Dec. 31, 2016	Nov. 30, 2016
Goodwill		$ 1,152	$ 1,152
AGA [Member]
Inventory				$ 461
Equipment				51
Goodwill				1,152
Total Purchase Price				3,294
AGA [Member] | Customer Relationships [Member]
Intangible Asset	[1]			1,500
AGA [Member] | Gaming Licenses [Member]
Intangible Asset	[2]			$ 130
[1]	The fair value of the intangible asset - customer relationships was estimated using a variation of the Income Approach called the Multi-Period Excess Earnings Method. In employing the Excess Earnings Method, the projected cash flows of the subject asset are computed indirectly. In other words, deductions are made from the overall business' cash flows to recognize returns on contributory assets, leaving the excess, or residual net cash flow, as an indicator of the subject asset's Fair Value.
[2]	The fair value of the intangible asset - gaming licenses was estimated using the Cost Approach. The Cost Approach is a valuation technique that uses the concept of replacement cost as an indicator of Fair Value.

Note 4 - Inventory (Details Tex

Note 4 - Inventory (Details Textual) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Inventory Valuation Reserves	$ 531	$ 99

Note 4 - Inventory - Inventory

Note 4 - Inventory - Inventory Components (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Finished Goods	$ 400	$ 917
Total	$ 400	$ 917

Note 5 - Debt (Details Textual)

Note 5 - Debt (Details Textual) - Revolving Credit Facility [Member] - USD ($) $ in Millions	Nov. 22, 2017	Dec. 31, 2017
Line of Credit Facility, Maximum Borrowing Capacity	$ 3.5
Debt Instrument, Term	1 year
Line of Credit Facility, Maximum Borrowing Capacity, Percentage of Outstanding Eligible Accounts Receivable	85.00%
Long-term Line of Credit		$ 0.5
Line of Credit Facility, Interest Rate at Period End		5.25%
Line of Credit Facility, Remaining Borrowing Capacity		$ 0.4
Minimum [Member]
Debt Instrument, Interest Rate, Stated Percentage	4.75%
Prime Rate [Member]
Debt Instrument, Basis Spread on Variable Rate	0.75%

Note 6 - Stock Plans (Details T

Note 6 - Stock Plans (Details Textual) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	2,155,028
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Number	0	0
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized	$ 0	$ 0
Restricted Stock [Member] | Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	3 years
Restricted Stock [Member] | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	5 years

Note 7 - Intangible Assets, N39

Note 7 - Intangible Assets, Net (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Amortization of Intangible Assets	$ 215,000	$ 18,000

Note 7 - Intangible Assets, N40

Note 7 - Intangible Assets, Net - Summary of Intangible Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Gross carrying amount	$ 1,630	$ 1,630
Accumulated amortization	233	18
Customer Relationships [Member]
Gross carrying amount	1,500	1,500
Accumulated amortization	163	13
Gaming Licenses [Member]
Gross carrying amount	130	130
Accumulated amortization	$ 70	$ 5

Note 7 - Intangible Assets, N41

Note 7 - Intangible Assets, Net - Estimated Amortization (Details) $ in Thousands	Dec. 31, 2017USD ($)
2,017	$ 210
2,018	150
2,019	150
2,020	150
2,021	150
Thereafter	$ 587

Note 8 - Accrued Expense - Summ

Note 8 - Accrued Expense - Summary of Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Payroll & related costs	$ 106	$ 83
Legal Fees	55	61
Rent	20	0
Interest Payable	17	4
Sales commissions	11	9
Other accrued expenses	43	52
Total	$ 252	$ 209

Note 9 - Significant Customer43

Note 9 - Significant Customers and Suppliers - Continuing Operations (Details Textual) - Customer Concentration Risk [Member]	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Sales Revenue, Goods, Net [Member] | Largest Customer [Member]
Concentration Risk, Percentage	20.30%	13.90%
Sales Revenue, Goods, Net [Member] | Second Largest Customer [Member]
Concentration Risk, Percentage	10.40%
Accounts Receivable [Member] | Largest Customer [Member]
Concentration Risk, Percentage	18.00%	32.00%
Accounts Receivable [Member] | Second Largest Customer [Member]
Concentration Risk, Percentage	13.00%

Note 10 - Income Taxes (Details

Note 10 - Income Taxes (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent		34.00%
Changes in Gross Deferred Tax Assets from Remeasurement due to Changes in Enacted Tax Rate		$ (1,700,000)
Deferred Tax Assets, Tax Credit Carryforwards, Alternative Minimum Tax		148,000	$ 148,000
Unrecognized Tax Benefits that Would Impact Effective Tax Rate		0
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense		0
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued		0
Deferred Tax Assets Remeasured due to Changes in Enacted Tax Rate [Member]
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount		$ (1,700,000)
Tax Year 2014 [Member]
Open Tax Year		2,014
Tax Year 2015 [Member]
Open Tax Year		2,015
Tax Year 2016 [Member]
Open Tax Year		2,016
Tax Year 2017 [Member]
Open Tax Year		2,017
Domestic Tax Authority [Member]
Operating Loss Carryforwards		$ 12,210,000
State and Local Jurisdiction [Member]
Operating Loss Carryforwards		$ 15,082,000
Scenario, Forecast [Member]
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	21.00%

Note 10 - Income Taxes - Effect

Note 10 - Income Taxes - Effective Income Tax Rates (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Computed expected tax (benefit) expense	$ (609)	$ (931)
State income tax expense, net of Federal tax effect	(101)	(129)
Change in tax rate due to Tax Cuts and Jobs Act	1,748	0
Other, net (primarily change in prior estimates)	(195)	739
Change in valuation allowance (regarding current year activity)	(842)	313
Income Tax (Benefit) Expense	$ 1	$ (8)

Note 10 - Income Taxes - Deferr

Note 10 - Income Taxes - Deferred Tax Assets (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Allowance for doubtful accounts	$ 4,000	$ 4,000
Inventory reserve	151,000	40,000
Capitalized transaction costs	235,000	356,000
Property, plant, equipment and software, principally depreciation	1,000	5,000
Property, plant, equipment and software, principally depreciation	(1,000)	(5,000)
Net operating loss carry forwards	3,997,000	4,833,000
Alternative minimum tax credit carry forwards	148,000	148,000
Other	0	2,000
Total gross deferred tax assets	4,536,000	5,378,000
Less valuation allowance	(4,536,000)	(5,378,000)
Total net deferred tax assets	$ 0	$ 0

Note 11 - Related Party (Detail

Note 11 - Related Party (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Chief Executive Officer [Member]
Due to Related Parties		$ 0
Chief Executive Officer [Member] | Payments for Facility Lease [Member]
Related Party Transaction, Amounts of Transaction	$ 102,000	8,000
President and Chief Executive Officer [Member]
Due to Related Parties	$ 0	0
President and Chief Executive Officer [Member] | Payments for Legal Services [Member]
Related Party Transaction, Amounts of Transaction		$ 10,000

Note 12 - Lease Commitments (De

Note 12 - Lease Commitments (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Operating Leases, Rent Expense	$ 318,000	$ 377,000

Note 12 - Lease Commitments - F

Note 12 - Lease Commitments - Future Minimum Lease Payments (Details) $ in Thousands	Dec. 31, 2017USD ($)
2,018	$ 348
2,019	142
2,020	148
2,021	153
2,022	79
Thereafter	0
	$ 870

Note 13 - Unaudited Quarterly50

Note 13 - Unaudited Quarterly Financial Data - Selected Quarterly Data (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016
Net sales	$ 3,360	$ 3,391	$ 3,261	$ 3,187	$ 1,571	$ 1,267	$ 1,402	$ 1,948	$ 13,200	$ 6,189
Gross margin	781	932	1,018	969	600	349	434	471	3,701	1,854
Net loss	$ (680)	$ (387)	$ (290)	$ (435)	$ (590)	$ (585)	$ (837)	$ (719)	$ (1,793)	$ (2,731)
Basic and diluted net loss per share (in dollars per share)	$ (40)	$ (20)	$ (20)	$ (30)	$ (40)	$ (50)	$ (70)	$ (60)	$ (0.11)	$ (0.23)

Schedule II - Unaudited Valua51

Schedule II - Unaudited Valuation and Qualifying Accounts - Unaudited Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Allowance for Doubtful Accounts [Member]
Beginning balance	$ 10	$ 4	$ 103
Additions charged (credited to) to expense	13	7	109
Deductions	(8)	(1)	(108)
Balance at end of year	15	10	4
Inventory Valuation Reserve [Member]
Beginning balance	98	66	100
Additions charged (credited to) to expense	456	48	138
Deductions	(23)	(16)	(172)
Balance at end of year	531	98	66
Valuation Allowance of Deferred Tax Assets [Member]
Beginning balance	5,378	5,066	4,703
Additions charged (credited to) to expense	(842)	312	363
Balance at end of year	$ 4,536	$ 5,378	$ 5,066