Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 03, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | LIGHTBRIDGE Corp | |
Entity Central Index Key | 1,084,554 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2017 | |
Amendment Flag | false | |
Trading Symbol | ltbr | |
Current Fiscal Year End Date | --12-31 | |
Entity Well Known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 9,911,864 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,017 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Current Assets | ||
Cash and cash equivalents | $ 5,215,035 | $ 3,584,877 |
Restricted cash | 114,036 | 114,012 |
Accounts receivable - project revenue and reimbursable project costs | 87,614 | 388,434 |
Prepaid expenses and other current assets | 165,067 | 80,933 |
Deferred financing cost, net | 491,168 | 491,168 |
Total Current Assets | 6,072,920 | 4,659,424 |
Other Assets | ||
Patent costs | 1,203,354 | 1,160,465 |
Deferred financing cost, net | 859,682 | 982,486 |
Total Other Assets | 2,063,036 | 2,142,951 |
Total Assets | 8,135,956 | 6,802,375 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 1,159,163 | 1,216,321 |
Total Current Liabilities | 1,159,163 | 1,216,321 |
Long-Term Liabilities | ||
Deferred lease abandonment liability | 28,464 | |
Total Liabilities | 1,159,163 | 1,244,785 |
Stockholders' Equity (Deficiency) | ||
Common stock, $0.001 par value, 100,000,000 authorized, 9,716,004 shares and 7,112,143 shares issued and outstanding as of March 31, 2017 and December 31, 2016, respectively | 9,716 | 7,112 |
Additional paid-in capital | 89,427,982 | 86,266,075 |
Accumulated Deficit | (82,461,925) | (80,716,617) |
Total Stockholders' Equity | 6,976,793 | 5,557,590 |
Total Liabilities and Stockholders' Equity | 8,135,956 | 6,802,375 |
Convertible Series A Preferred Shares | ||
Stockholders' Equity (Deficiency) | ||
Preferred stock, $0.001 par value, 10,000,000 authorized shares, convertible Series A preferred shares, 1,020,000 shares issued and outstanding at March 31, 2017 and December 31, 2016 | $ 1,020 | $ 1,020 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2017 | Dec. 31, 2016 |
Stockholders' Equity (Deficiency) | ||
Preferred Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Common Stock, Par Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares, Outstanding | 9,716,004 | 7,112,143 |
Common Stock, Share Issued | 9,716,004 | 7,112,143 |
Convertible Series A Preferred Shares | ||
Stockholders' Equity (Deficiency) | ||
Preferred Stock, Shares Issued | 1,020,000 | 1,020,000 |
Preferred Stock, Shares Outstanding | 1,020,000 | 1,020,000 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue: | ||
Consulting Revenue | $ 135,485 | $ 166,546 |
Cost of Consulting Services Provided | 85,363 | 68,225 |
Gross Margin | 50,122 | 98,321 |
Operating Expenses | ||
General and administrative | 1,208,303 | 1,096,109 |
Research and development | 464,343 | 586,250 |
Total Operating Expenses | 1,672,646 | 1,682,359 |
Operating Loss | (1,622,524) | (1,584,038) |
Other Income and (Expenses) | ||
Warrant revaluation | 1,253,854 | |
Financing costs | (122,804) | |
Other income (expenses) | 20 | (4,521) |
Total Other Income and (Expenses) | (122,784) | 1,249,333 |
Net loss before income taxes | (1,745,308) | (334,705) |
Income taxes | ||
Net loss | (1,745,308) | (334,705) |
Accumulated preferred stock dividend | (49,000) | |
Net loss attributable to common stockholders | $ (1,794,308) | $ (334,705) |
Net Loss Per Common Share, Basic and Diluted | $ (0.20) | $ (0.09) |
Weighted Average Number of Shares Outstanding | 9,138,014 | 3,931,506 |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating Activities: | ||
Net Loss | $ (1,745,308) | $ (334,705) |
Adjustments to reconcile net loss from operations to net cash used in operating activities: | ||
Stock-based compensation | 229,631 | 185,456 |
Amortization of deferred financing cost | 122,804 | |
Warrant revaluation | (1,253,854) | |
Changes in operating working capital items: | ||
Accounts receivable - fees and reimbursable project costs | 300,820 | (13,822) |
Prepaid expenses and other assets | (84,134) | (308,438) |
Accounts payable and accrued liabilities | 78,262 | 505,498 |
Deferred lease abandonment liability | (42,164) | (95,008) |
Net Cash Used In Operating Activities | (1,140,089) | (1,314,873) |
Investing Activities: | ||
Patent costs | (42,889) | (61,599) |
Net Cash Used In Investing Activities | (42,889) | (61,599) |
Financing Activities: | ||
Net proceeds from the issuance of common stock | 2,813,160 | 1,396,339 |
Proceeds from the issuance of note payable | 135,000 | |
Repayment of note payable | (26,786) | |
Restricted cash | (24) | |
Net Cash Provided by Financing Activities | 2,813,136 | 1,504,553 |
Net Increase In Cash and Cash Equivalents | 1,630,158 | 128,081 |
Cash and Cash Equivalents, Beginning of Period | 3,584,877 | 623,184 |
Cash and Cash Equivalents, End of Period | 5,215,035 | 751,265 |
Cash paid during the year: | ||
Interest paid | 484 | |
Income taxes paid | ||
Non-Cash Financing Activity: | ||
Decrease in accrued liabilities - stock-based compensation | 121,720 | |
Accumulated preferred stock dividend | $ 49,000 |
Basis of Presentation, Summary
Basis of Presentation, Summary of Significant Accounting Policies and Nature of Operations | 3 Months Ended |
Mar. 31, 2017 | |
Notes to Financial Statements | |
Note 1. Basis of Presentation, Summary of Significant Accounting Policies and Nature of Operations | Basis of presentation The accompanying unaudited condensed consolidated financial statements of Lightbridge Corporation and its subsidiaries have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission, or the SEC, including the instructions to Form 10-Q and Regulation S-X. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America, including a summary of the Companys significant accounting policies, have been condensed or omitted from these statements pursuant to such rules and regulations and, accordingly, they do not include all the information and notes necessary for comprehensive consolidated financial statements and should be read in conjunction with our audited consolidated financial statements for the year ended December 31, 2016, included in our Annual Report on Form 10-K for the year ended December 31, 2016. In the opinion of the management of the Company, all adjustments, which are of a normal recurring nature, necessary for a fair statement of the results for the three month period have been made. Results for the interim period presented are not necessarily indicative of the results that might be expected for the entire fiscal year. When used in these notes, the terms "Company, "we, "us" or "our" mean Lightbridge Corporation and all entities included in our consolidated financial statements. The Company was formed on October 6, 2006, when Thorium Power, Ltd. merged with Thorium Power, Inc., (TPI), which had been formed in the State of Delaware on January 8, 1992. On September 29, 2009, we changed our name from Thorium Power, Ltd. to Lightbridge Corporation (subsequently referred to as we or the Company). We are engaged in two operating business segments: our Technology Business Segment and our Consulting Business Segment (see Note 7-Business Segment Results). Going Concern and Liquidity We have incurred recurring losses since inception and expect to continue to incur losses as a result of costs and expenses related to our research and continued development of our nuclear fuel and our corporate general and administrative expenses. At March 31, 2017, we had $5.3 million in cash and restricted cash. We have expended substantial funds on the research and development of our fuel technology and expect to increase our spending on research and development expenditures if we are able to execute on a potential joint venture with AREVA NP. Our net losses incurred for the three months ended March 31, 2017 amounted to $(1.7) million and working capital was approximately $4.9 million at March 31, 2017. As a result, there is substantial doubt about our ability to continue as a going concern. In the event that we are unable to generate sufficient cash from our operating activities or raise additional funds, we may be required to delay, reduce or severely curtail our operations or otherwise impede our on-going business efforts, which could have a material adverse effect on our business, operating results, financial condition and long-term prospects. The Company expects to seek to obtain additional funding through future equity issuances. There can be no assurance as to the availability or terms upon which such financing and capital might be available. On June 11, 2015, the Company entered into an at-the-market issuance (ATM) sales agreement with MLV & Co. LLC ("MLV") (see Note 6), pursuant to which the Company may issue and sell shares of its common stock from time to time through MLV as the Company's sales agent. On September 1, 2015, MLV was acquired by FBR & Co. We raised approximately $2.8 million, net of financing costs, from our ATM with MLV for the three months ended March 31, 2017. The Company registered the sale of up to $5.8 million of common stock under this ATM sales agreement and has raised the entire $5.8 million amount of common stock registered as of the date of this filing. As the Companys public float was less than $75.0 million as of March 31, 2017, the Companys usage of its S-3 shelf registration statement is limited. The Company still maintains the ability to raise funds through other means, such as through the filing of a registration statement on Form S-1 or in private placements. The rules and regulations of the SEC or any other regulatory agencies may restrict the Companys ability to conduct certain types of financing activities, or may affect the timing of and amounts it can raise by undertaking such activities. Reverse Stock Split Effective July 20, 2016, we conducted a one for five reverse stock-split of our issued and outstanding common stock and have retroactively adjusted our common shares outstanding, options and warrants amounts outstanding. We have presented our share data for and as of all periods presented on this basis. Our authorized capital of 500,000,000 shares of common stock and 50,000,000 shares of preferred stock, each with a par value of $0.001, was changed to 100,000,000 shares of common stock authorized and 10,000,000 shares of preferred stock authorized with a par value of $0.001. The par value was not adjusted as a result of the one for five reverse stock split. Technology Business Segment Our primary business segment, based on future revenue potential, is to develop and commercialize innovative, proprietary nuclear fuel designs which we expect will significantly enhance the nuclear power industrys economics due to higher power output and improve safety margins. We are currently focusing our development efforts primarily on the metallic fuel with a power uprate of up to 10% and a 24-month operating cycle in existing Westinghouse-type four-loop pressurized water reactors. Those reactors represent the largest segment of our global target market. Our metallic fuel could also be adapted for use in other types of water-cooled commercial power reactors, such as boiling water reactors, CANDU heavy water reactors, as well as water-cooled small and modular reactors. Lightbridge will seek patent validation in key countries that either currently operate or are expected to build and operate a large number of suitable nuclear power reactors. Consulting Business Segment The purpose of our Consulting Business Segment is to generate a positive profit margin that can provide internal cash resources to help defray a portion of the costs associated with our research and development activities and corporate overhead. Through our Consulting Business, we provide consulting and strategic advisory services to companies and governments planning to create or expand electricity generation capabilities using nuclear power plants. We opportunistically seek new consulting work that can generate acceptable profit margins. Recently Adopted Accounting Pronouncements Going Concern Deferred Taxes Debt Issuance Costs Simplifying the Presentation of Debt Issuance Costs Stock Compensation - Improvements to Employee Share-Based Payment Accounting, Recent Accounting Pronouncements Statement of Cash Flows Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments Statement of Cash Flows (Topic 230): Restricted Cash. Leases Revenue Recognition Revenue from Contracts with Customers: Principal versus Agent Considerations Revenue from Contracts with Customers - Narrow-Scope Improvements and Practical Expedients |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Notes to Financial Statements | |
Note 2. Net Loss Per Share | Basic net loss per share is computed using the weighted-average number of common shares outstanding during the period except that it does not include unvested common shares subject to repurchase or cancellation. Diluted net income per share is computed using the weighted-average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares consist of the incremental common shares issuable upon the exercise of stock options, warrants, restricted shares, and unvested common shares subject to repurchase or cancellation. The dilutive effect of outstanding stock options, restricted shares, restricted stock units, and warrants is not reflected in diluted earnings per share because we incurred net losses for the three months ended March 31, 2017 and 2016, and the effect of including these potential common shares in the net loss per share calculations would be anti-dilutive and are therefore not included in the calculations. Loss per-share amounts for all periods have been retroactively adjusted to reflect the Companys 1-for-5 reverse stock split, which was effective July 20, 2016. |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Notes to Financial Statements | |
Note 3. Accounts Payable and Accrued Liabilities | Accounts payable and accrued expenses (rounded in millions) consisted of the following: March 31, December 31, 2017 2016 Trade payables $ 0.1 $ 0.3 Accrued expenses and other 0.4 0.4 Accrued bonuses 0.7 0.5 Total $ 1.2 $ 1.2 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2017 | |
Notes to Financial Statements | |
Note 4. Commitments and Contingencies | Litigation A former Chief Financial Officer of the Company filed a complaint against the Company with the U.S. Occupational Safety and Health Administration (the OSHA Complaint) on March 9, 2015. The OSHA Complaint alleges that the Company unlawfully retaliated against the former Chief Financial Officer for challenging allegedly improper actions of the Company by making allegedly defamatory statements and terminating him from his employment with the Company. The former Chief Financial Officers demand for damages is for back pay, front pay, and special damages. The Company believes that all of the above claims by the former Chief Financial Officer are without merit and intends to vigorously defend itself. |
Research and Development Costs
Research and Development Costs | 3 Months Ended |
Mar. 31, 2017 | |
Notes to Financial Statements | |
Note 5. Research and Development Costs | Research and development costs, included in the accompanying condensed consolidated statement of operations amounted to approximately $0.5 million and $0.6 million for the three months ended March 31, 2017 and 2016, respectively. We have consulting agreements with several consultants working on various projects for us, which total approximately $20,000 per month. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2017 | |
Notes to Financial Statements | |
Note 6. Stockholders' Equity | All common shares, warrants and stock option amounts and per share amounts for all periods reported below has been retroactively adjusted to reflect the Companys 1-for-5 reverse stock split, which was effective July 20, 2016. At March 31, 2017, there were 9,716,004 common shares, 1,713,172 common stock warrants and 2,172,247 stock options outstanding, all totaling 13,601,423 of total common stock and common stock equivalents outstanding at March 31, 2017. At December 31, 2016, there were 7,112,143 common shares, 1,713,172 common stock warrants and 2,172,581 stock options outstanding, all totaling 10,997,896 of total stock and stock equivalents outstanding at December 31, 2016. Securities Purchase Agreement General International Holdings, Inc. On August 2, 2016, we issued 1,020,000 shares of the Companys newly created Non-Voting Series A Convertible Preferred Stock (the Series A Preferred Stock) to General International Holdings, Inc. for $2.8 million or approximately $2.75 per share. Dividends accrue on the Series A Preferred Stock at the rate of 7% per year and will be paid in-kind. The accumulated dividend (unpaid) at March 31, 2017 was approximately $0.1 million dollars. Series A Preferred Stock On July 29, 2016, in anticipation of the closing of the GIH Offering discussed above, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Non-Voting Series A Convertible Preferred Stock (the Certificate of Designation) with the Secretary of State of the State of Nevada. Pursuant to the Certificate of Designation, the Companys Board of Directors designated a new series of the Companys preferred stock, the Non-Voting Series A Convertible Preferred Stock, par value $0.001 per share (the Series A Preferred Stock). The Certificate of Designation authorized the Company to issue 1,020,000 shares of Series A Preferred Stock. Each share of Series A Preferred Stock has a liquidation preference of $2.75 per share. The holders of the Series A Preferred Stock have no voting rights. In addition, as long as 255,000 shares of Series A Preferred Stock are outstanding, the Company may not take certain actions without first having obtained the affirmative vote or waiver of the holders of a majority of the outstanding shares of Series A Preferred Stock. The Company has the option at any time after August 2, 2019 to redeem some or all of the outstanding Series A Preferred Stock for an amount in cash equal to the liquidation preference plus the amount of any accrued but unpaid dividends of the Series A Preferred Stock being redeemed. The holders of the Series A Preferred Stock do not have the ability to require the Company to redeem the Series A Preferred Stock. Aspire Option Agreement On August 10, 2016 the Company entered into an option agreement with Aspire Capital whereby the Company has the right, at any time prior to December 31, 2019, to require Aspire Capital to enter into with the Company, up to two common stock purchase agreements each with a three year term, with an aggregate amount under both purchase agreements combined not to exceed $20,000,000. A notice to Aspire exercising the option may be revoked by the Company at any time prior to the parties entering into a purchase agreement without effecting or limiting the Companys future rights to give a subsequent option notice to Aspire Capital, under the terms and conditions of the option agreement. The Company issued 500,000 common stock purchase warrants with a strike price of $0.01 per share to Aspire Capital as the commitment fee for entering into this option agreement. The commitment fee of approximately $1.7 million was recorded as deferred financing costs and additional paid-in capital and this asset will be amortized over the life of the option agreement. The amortized amount of $0.1 million was expensed to financing costs during the three months ended March 31, 2017. The total short-term and long-term unamortized portion is carried on the balance sheet as deferred financing costs. The short-term portion was approximately $0.5 million and the long-term portion was approximately $0.9 million, at March 31, 2017. The short-term portion was approximately $0.5 million and long-term portion was approximately $1.0 million, at December 31, 2016. The assumptions used in the Black Scholes option-pricing model for the year ended December 31, 2016, was as follows: Closing price per share of common stock $ 3.34 Average risk-free interest rate 0.83 % Average expected life- years 3.38 Expected volatility 92.61 % Expected dividends 0 % The future amortization of deferred financing costs is as follows (in millions): 2017 $ 0.4 2018 $ 0.5 2019 $ 0.5 Equity Purchase Agreement Equity Line On September 4, 2015, we entered into a common stock purchase agreement with Aspire Capital, which provides that Aspire Capital is committed to purchase up to an aggregate of $10.0 million of shares of our common stock over a two-year term, subject to certain limitations. There were no sales made for the three months ended March 31, 2017. We presently do not have an effective Form S-1 registration statement on file with the Securities and Exchange Commission as of the date of this filing, to sell common shares under this equity purchase agreement. For the three months ended March 31, 2016 we sold 2.2 million common shares for total gross proceeds of approximately $1.4 million through the equity line financing arrangement with Aspire Capital that we have in place. ATM Offering On June 11, 2015, the Company entered into an at-the-market issuance (ATM) sales agreement with MLV & Co. LLC ("MLV"), pursuant to which the Company may issue and sell shares of its common stock from time to time through MLV as the Company's sales agent. On September 1, 2015, MLV was acquired by FBR & Co. The issuance and sale of shares by the Company under the sales agreement are registered shares under the Company's shelf registration statement on Form S-3, as filed with the Securities and Exchange Commission on June 11, 2015 and declared effective by the Securities and Exchange Commission. The Company registered the sale of up to $5.8 million of common stock under the ATM sales agreement. There have been approximately 2.5 million shares sold for total gross proceeds of approximately $2.8 million through the ATM for the three month period ended March 31, 2017. There have been approximately 1.9 million shares sold for total gross proceeds of approximately $2.6 million through the ATM for the twelve month period ended December 31, 2016. Outstanding Warrants March 31, December 31, 2017 2016 Issued to Investors on July 28, 2010, entitling the holders to purchase 207,000 common shares in the Company at an exercise price of $45.00 per common share up to and including July 27, 2017. At March 31, 2017 and December 31, 2016, the fair market value of these warrants was not significant. 207,000 207,000 Issued to Investors on October 25, 2013, entitling the holders to purchase 250,000 common shares in the Company at an exercise price of $11.50 per common share up to and including April 24, 2021. In 2016, 59,450 of these warrants were exchanged for common stock, and all remaining warrant holders agreed to new warrant terms in exchange for a reduced exercise price of $6.25 per share. 163,986 163,986 Issued to Investors on November 17, 2014, entitling the holders to purchase 546,919 common shares in the Company at an exercise price of $11.55 per common share up to and including May 16, 2022. On June 30, 2016, the warrant holders agreed to new warrant terms in exchange for a reduced exercise price of $6.25 per share. 546,919 546,919 Issued to an Investor on June 28, 2016, entitling the holders to purchase 295,267 common shares in the Company at an exercise price of $0.05 per common share (pre-funded) up to and including June 27, 2021. 295,267 295,267 Issued to an investor on August 10, 2016, entitling the holders to purchase 500,000 common shares in the Company at an exercise price of price of $0.01 per share, up to and including December 31, 2019. 500,000 500,000 1,713,172 1,713,172 These outstanding warrants were reported in the equity section of our balance sheet. Stock-based Compensation Stock Options and Restricted Stock Stock Plan The Company held its Annual Meeting on May 12, 2016 and the stockholders voted on the approval of an amendment to the 2015 Equity Incentive Plan to increase the number of shares authorized for issuance thereunder by 800,000 shares to 1,400,000 shares. On March 25, 2015, the Compensation Committee and Board of Directors approved the 2015 Equity Incentive Plan (the Plan) to authorize grants of (a) Incentive Stock Options, (b) Non-qualified Stock Options, (c) Stock Appreciation Rights, (d) Restricted Awards, (e) Performance Share Awards, and (f) Performance Compensation Awards to the employees, consultants, and directors of the Company. The Plan authorizes a total of 1,400,000 shares to be available for grant under the Plan. The Plan became effective upon ratification by the shareholders of the Company at the shareholders annual meeting on July 14, 2015. Total stock options outstanding at March 31, 2017 and December 31, 2016, under the 2006 Stock Plan and 2015 Equity Incentive Plan were 2,172,247 and 2,172,581 of which 1,721,771 and 1,722,105 of these options were vested at March 31, 2017 and December 31, 2016, respectively. Stock based compensation was approximately $0.2 million and $0.2 million for the three months ended March 31, 2017 and 2016, respectively. 2016 Non-Qualified Option Grants On November 9, 2016, the Board of Directors granted non-qualified stock options relating to approximately 670,000 shares under the 2015 Equity Incentive Plan to employees and consultants of the Company. These stock options were granted by the Board of Directors upon recommendation by the Compensation Committee and vested immediately, with a strike price of $1.54, which was the closing price of the Companys stock on November 9, 2016. These options have a 10 year contractual term, with a fair value of $1.05 per option and an expected term of 5 years. Approximately 52% of these stock options are contingent upon the Company receiving shareholder approval at the 2017 Shareholders Annual Meeting, to increase the number of underlying shares available to be issued under the 2015 Equity Incentive Plan. Stock option transactions to the employees, directors and consultants are summarized as follows for the three months ended March 31, 2017: Weighted Weighted Average Average Options Exercise Grant Date Outstanding Price Fair Value Beginning of the period 2,172,581 $ 6.70 $ 4.83 Granted ---- ---- ---- Exercised ---- ---- ---- Forfeited ---- ---- ---- Expired (334 ) 49.50 34.80 End of the period 2,172,247 $ 6.69 $ 4.83 Options exercisable 1,721,771 $ 7.03 $ 5.15 A summary of the status of the Companys non-vested shares as of March 31, 2017 and December 31, 2016, and changes during the three months ended March 31, 2017 and the year ended December 31, 2016, is presented below: Weighted- Average Fair Weighted Value Average Shares Grant Date Exercise Price Non-vested Shares Non-vested - December 31, 2015 359,001 $ 4.55 $ 6.70 Granted 1,210,467 $ 1.71 $ 3.02 Vested (1,118,992 ) 1.81 3.19 Forfeited - - - Non-vested December 31, 2016 450,476 $ 3.60 $ 5.40 Granted - - - Vested - - - Forfeited - - - Non-vested March 31, 2017 450,476 $ 3.60 $ 5.40 As of March 31, 2017, there was approximately $1 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the plans. That cost is expected to be recognized over a weighted-average period of 1.50 years. There was substantially no intrinsic value for the stock options outstanding at March 31, 2017 and December 31, 2016. The above tables include options issued and outstanding as of March 31, 2017 and December 31, 2016, as follows: i) A total of 51,051 non-qualified 10 year options have been issued, and are outstanding, to advisory board members at exercise prices of $22.50 to $72.00 per share. ii) A total of 1,782,329 non-qualified 5-10 year options have been issued, and are outstanding, to our directors, officers, and employees at exercise prices of $1.14 to $52.50 per share. From this total, 595,146 options are outstanding to the Chief Executive Officer who is also a director, with remaining contractual lives of 0.7 years to 9.6 years. All other options issued to directors, officers, and employees have a remaining contractual life ranging from 0.3 years to 9.8 years. iii) A total of 338,867 non-qualified 3-10 year options have been issued, and are outstanding, to our consultants at exercise prices of $1.54 to $52.50 per share. No stock options have been awarded in 2017. Weighted average assumptions used in the Black Scholes option-pricing model for the year ended December 31, 2016, were as follows: Year ended December 31, 2016 Average risk-free interest rate 1.57 % Average expected life- years 5.05 Expected volatility 87.74 % Expected dividends 0.0 Stock-based compensation expense includes the expense related to (1) grants of stock options, (2) grants of restricted stock, (3) stock issued as consideration for some of the services provided by our directors and strategic advisory council members, and (4) stock issued in lieu of cash to pay bonuses to our employees and contractors. Grants of stock options and restricted stock are awarded to our employees, directors, consultants, and board members and we recognize the fair value of these awards ratably as they are earned. The expense related to payments in stock for services is recognized as the services are provided. Stock-based compensation expense is recorded under the financial statement captions cost of services provided, general and administrative expenses and research and development expenses in the accompanying consolidated statements of operations. Related income tax benefits were not recognized, as we incurred a tax loss for both periods. |
Business Segment Results
Business Segment Results | 3 Months Ended |
Mar. 31, 2017 | |
Notes to Financial Statements | |
Note 7. Business Segment Results | We have two principal business segments, which are (1) our technology business and (2) our consulting services business. These business segments were determined based on the nature of the operations and the services offered. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief decision-makers, in deciding how to allocate resources and in assessing performance. Our Chief Executive Officer and Chief Financial Officer have been identified as the chief operating decision makers. Our chief operating decision makers direct the allocation of resources to operating segments based on the profitability, the cash flows, and the business plans of each respective segment. BUSINESS SEGMENT RESULTS - THREE MONTHS ENDED MARCH 31, 2017 AND 2016 Corporate and Consulting Technology Eliminations Total 2017 2016 2017 2016 2017 2016 2017 2016 Revenue $ 135,485 $ 166,546 $ - $ - $ - $ - $ 135,485 $ 166,546 Segment Profit - Pre Tax $ (68,361 ) $ (47,608 ) $ (464,343 ) $ (586,250 ) $ (1,212,604 ) $ 299,153 $ (1,745,308 ) $ (334,705 ) Total Assets $ 87,614 $ 153,619 $ 1,203,354 $ 1,012,193 $ 6,844,988 $ 1,553,564 $ 8,135,956 $ 2,719,376 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2017 | |
Notes to Financial Statements | |
Note 8. Subsequent Events | Equity Transactions From April 1, 2017 to May 9, 2017, we received additional gross proceeds of approximately $0.2 million under the ATM agreement with MLV from the sale of approximately 0.2 million shares of our common stock. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2017 | |
Summary Of Significant Accounting Policies Policies | |
Basis of presentation | The accompanying unaudited condensed consolidated financial statements of Lightbridge Corporation and its subsidiaries have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission, or the SEC, including the instructions to Form 10-Q and Regulation S-X. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America , including a summary of the Companys significant accounting policies, have been condensed or omitted from these statements pursuant to such rules and regulations and, accordingly, they do not include all the information and notes necessary for comprehensive consolidated financial statements and should be read in conjunction with our audited consolidated financial statements for the year ended December 31, 2016, included in our Annual Report on Form 10-K for the year ended December 31, 2016. In the opinion of the management of the Company, all adjustments, which are of a normal recurring nature, necessary for a fair statement of the results for the three month and nine month periods have been made. Results for the interim period presented are not necessarily indicative of the results that might be expected for the entire fiscal year. When used in these notes, the terms "Company, "we, "us" or "our" mean Lightbridge Corporation and all entities included in our consolidated financial statements. The Company was formed on October 6, 2006, when Thorium Power, Ltd. merged with Thorium Power, Inc., (TPI), which had been formed in the State of Delaware on January 8, 1992. On September 29, 2009, we changed our name from Thorium Power, Ltd. to Lightbridge Corporation (subsequently referred to as we or the Company). We are engaged in two operating business segments: our Technology Business Segment and our Consulting Business Segment (see Note 7-Business Segment Results). |
Going Concern and Liquidity | We have incurred recurring losses since inception and expect to continue to incur losses as a result of costs and expenses related to our research and continued development of our nuclear fuel and our corporate general and administrative expenses. At March 31, 2017, we had $5.3 million in cash and restricted cash. We have expended substantial funds on the research and development of our fuel technology and expect to increase our spending on research and development expenditures if we are able to execute on a potential joint venture with AREVA NP. Our net losses incurred for the three months ended March 31, 2017 amounted to $(1.7) million and working capital was approximately $4.9 million at March 31, 2017. As a result, there is substantial doubt about our ability to continue as a going concern. In the event that we are unable to generate sufficient cash from our operating activities or raise additional funds, we may be required to delay, reduce or severely curtail our operations or otherwise impede our on-going business efforts, which could have a material adverse effect on our business, operating results, financial condition and long-term prospects. The Company expects to seek to obtain additional funding through future equity issuances. There can be no assurance as to the availability or terms upon which such financing and capital might be available. On June 11, 2015, the Company entered into an at-the-market issuance (ATM) sales agreement with MLV & Co. LLC ("MLV") (see Note 6), pursuant to which the Company may issue and sell shares of its common stock from time to time through MLV as the Company's sales agent. On September 1, 2015, MLV was acquired by FBR & Co. We have raised approximately $2.8 million, net of financing costs, from our ATM with MLV for the three months ended March 31, 2017. The Company registered the sale of up to $5.8 million of common stock under this ATM sales agreement and has raised the entire $5.8 million amount of common stock registered as of the date of this filing. As the Companys public float was less than $75.0 million as of March 31, 2017, the Companys usage of its S-3 shelf registration statement is limited. The Company still maintains the ability to raise funds through other means, such as through the filing of a registration statement on Form S-1 or in private placements. The rules and regulations of the SEC or any other regulatory agencies may restrict the Companys ability to conduct certain types of financing activities, or may affect the timing of and amounts it can raise by undertaking such activities. |
Reverse Stock Split | Effective July 20, 2016, we conducted a one for five reverse stock-split of our issued and outstanding common stock and have retroactively adjusted our common shares outstanding, options and warrants amounts outstanding. We have presented our share data for and as of all periods presented on this basis. Our authorized capital of 500,000,000 shares of common stock and 50,000,000 shares of preferred stock, each with a par value of $0.001, was changed to 100,000,000 shares of common stock authorized and 10,000,000 shares of preferred stock authorized with a par value of $0.001. The par value was not adjusted as a result of the one for five reverse stock split. |
Technology Business Segment | Our primary business segment, based on future revenue potential, is to develop and commercialize innovative, proprietary nuclear fuel designs which we expect will significantly enhance the nuclear power industrys economics due to higher power output and improve safety margins. We are currently focusing our development efforts primarily on the metallic fuel with a power uprate of up to 10% and a 24-month operating cycle in existing Westinghouse-type four-loop pressurized water reactors. Those reactors represent the largest segment of our global target market. Our metallic fuel could also be adapted for use in other types of water-cooled commercial power reactors, such as boiling water reactors, CANDU heavy water reactors, as well as water-cooled small and modular reactors. Lightbridge will seek patent validation in key countries that either currently operate or are expected to build and operate a large number of suitable nuclear power reactors. |
Consulting Business Segment | The purpose of our Consulting Business Segment is to generate a positive profit margin that can provide internal cash resources to help defray a portion of the costs associated with our research and development activities and corporate overhead. Through our Consulting Business, we provide consulting and strategic advisory services to companies and governments planning to create or expand electricity generation capabilities using nuclear power plants. We opportunistically seek new consulting work that can generate acceptable profit margins. |
Recently Adopted Accounting Pronouncements | Going Concern Deferred Taxes Debt Issuance Costs Simplifying the Presentation of Debt Issuance Costs Stock Compensation Improvements to Employee Share-Based Payment Accounting, |
Recent Accounting Pronouncements | Statement of Cash Flows Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments Statement of Cash Flows (Topic 230): Restricted Cash. Leases Revenue Recognition Revenue from Contracts with Customers: Principal versus Agent Considerations Revenue from Contracts with Customers - Narrow-Scope Improvements and Practical Expedients |
Accounts Payable, Accrued Liabi
Accounts Payable, Accrued Liabilities and Note Payable (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Accounts Payable Accrued Liabilities And Note Payable Tables | |
Schedule of Accounts Payable and Accrued Liabilities | March 31, December 31, 2017 2016 Trade payables $ 0.1 $ 0.3 Accrued expenses and other 0.4 0.4 Accrued bonuses 0.7 0.5 Total $ 1.2 $ 1.2 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Stockholders Equity Tables | |
Schedule of Aspire Option Agreement | Closing price per share of common stock $ 3.34 Average risk-free interest rate 0.83 % Average expected life- years 3.38 Expected volatility 92.61 % Expected dividends 0 % |
Schedule of Future Amortization of Deferred Financing Costs | 2017 $ 0.4 2018 $ 0.5 2019 $ 0.5 |
Schedule of Warrants Outstanding | March 31, December 31, 2017 2016 Issued to Investors on July 28, 2010, entitling the holders to purchase 207,000 common shares in the Company at an exercise price of $45.00 per common share up to and including July 27, 2017. At March 31, 2017 and December 31, 2016, the fair market value of these warrants was not significant. 207,000 207,000 Issued to Investors on October 25, 2013, entitling the holders to purchase 250,000 common shares in the Company at an exercise price of $11.50 per common share up to and including April 24, 2021. In 2016, 59,450 of these warrants were exchanged for common stock, and all remaining warrant holders agreed to new warrant terms in exchange for a reduced exercise price of $6.25 per share. 163,986 163,986 Issued to Investors on November 17, 2014, entitling the holders to purchase 546,919 common shares in the Company at an exercise price of $11.55 per common share up to and including May 16, 2022. On June 30, 2016, the warrant holders agreed to new warrant terms in exchange for a reduced exercise price of $6.25 per share. 546,919 546,919 Issued to an Investor on June 28, 2016, entitling the holders to purchase 295,267 common shares in the Company at an exercise price of $0.05 per common share (pre-funded) up to and including June 27, 2021. 295,267 295,267 Issued to an investor on August 10, 2016, entitling the holders to purchase 500,000 common shares in the Company at an exercise price of price of $0.01 per share, up to and including December 31, 2019. 500,000 500,000 1,713,172 1,713,172 |
Schedule of Share-based Compensation, Stock Options, Activity | Weighted Weighted Average Average Options Exercise Grant Date Outstanding Price Fair Value Beginning of the period 2,172,581 $ 6.70 $ 4.83 Granted ---- ---- ---- Exercised ---- ---- ---- Forfeited ---- ---- ---- Expired (334 ) 49.50 34.80 End of the period 2,172,247 $ 6.69 $ 4.83 Options exercisable 1,721,771 $ 7.03 $ 5.15 |
Schedule of Non-Vested Shares, Activity | Weighted- Average Fair Weighted Value Average Shares Grant Date Exercise Price Non-vested Shares Non-vested - December 31, 2015 359,001 $ 4.55 $ 6.70 Granted 1,210,467 $ 1.71 $ 3.02 Vested (1,118,992 ) 1.81 3.19 Forfeited - - - Non-vested December 31, 2016 450,476 $ 3.60 $ 5.40 Granted - - - Vested - - - Forfeited - - - Non-vested March 31, 2017 450,476 $ 3.60 $ 5.40 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | Year ended December 31, 2016 Average risk-free interest rate 1.57 % Average expected life- years 5.05 Expected volatility 87.74 % Expected dividends 0.0 |
Business Segment Results (Table
Business Segment Results (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Business Segment Results Tables | |
Schedule of Segment Reporting Information, by Segment | Corporate and Consulting Technology Eliminations Total 2017 2016 2017 2016 2017 2016 2017 2016 Revenue $ 135,485 $ 166,546 $ - $ - $ - $ - $ 135,485 $ 166,546 Segment Profit - Pre Tax $ (68,361 ) $ (47,608 ) $ (464,343 ) $ (586,250 ) $ (1,212,604 ) $ 299,153 $ (1,745,308 ) $ (334,705 ) Total Assets $ 87,614 $ 153,619 $ 1,203,354 $ 1,012,193 $ 6,844,988 $ 1,553,564 $ 8,135,956 $ 2,719,376 |
Basis of Presentation, Summar18
Basis of Presentation, Summary of Significant Accounting Policies and Nature of Operations (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |
Jul. 20, 2016 | Mar. 31, 2017 | Dec. 31, 2016 | |
Working capital | $ 4,900,000 | ||
Cash and restricted cash | 5,300,000 | ||
Net loss | 1,700,000 | ||
Common stock sold | 5,800,000 | ||
Public float | $ 75,000,000 | ||
Common Stock, Par Value Per Share (before reverse stock split) | $ 0.001 | ||
Common Stock, Shares Authorized (before reverse stock split) | 500,000,000 | ||
Preferred Stock, Par Value Per Share (before reverse stock split) | $ 0.001 | ||
Preferred Stock, Shares Authorized (before reverse stock split) | 50,000,000 | ||
Common Stock, Par Value Per Share | $ 0.001 | $ 0.001 | |
Common Stock, Shares Authorized (after split) | 100,000,000 | 100,000,000 | |
Preferred Stock, Par Value Per Share | $ 0.001 | $ 0.001 | |
Preferred Stock, Shares Authorized (after split) | 10,000,000 | 10,000,000 | |
Stockholders' Equity, Reverse Stock Split | 1 for 5 | ||
Operating cycle length - Westinghouse-type | 24 months | ||
Metallic fuel power uprate percentage | 10.00% | ||
Sales Agreement [Member] | |||
Amount raised, net of financing costs | $ 2,800,000 |
Net Loss Per Share (Details Nar
Net Loss Per Share (Details Narrative) | 1 Months Ended |
Jul. 20, 2016 | |
Net Loss Per Share Details Narrative | |
Stockholders' Equity, Reverse Stock Split | 1 for 5 |
Accounts Payable and Accrued 20
Accounts Payable and Accrued Liabilities (Details) - USD ($) | Mar. 31, 2017 | Dec. 31, 2016 |
Accounts Payable And Accrued Liabilities Details | ||
Trade payables | $ 100,000 | $ 300,000 |
Accrued expenses and other | 400,000 | 400,000 |
Accrued bonuses | 700,000 | 500,000 |
Total | $ 1,200,000 | $ 1,200,000 |
Research and Development Costs
Research and Development Costs (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Research And Development Costs Details Narrative | ||
Research and development costs | $ 500,000 | $ 600,000 |
Consulting agreement monthly payments | $ 20,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Stock option [Member] | 12 Months Ended |
Dec. 31, 2016$ / shares | |
Closing price per share of common stock | $ 3.34 |
Average risk-free interest rate | 0.83% |
Average expected life- years | 3 years 4 months 17 days |
Expected volatility | 92.61% |
Expected dividends | 0.00% |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) | Mar. 31, 2017USD ($) |
2017 [Member] | |
Future amortization of deferred financing costs | $ 400,000 |
2018 [Member] | |
Future amortization of deferred financing costs | 500,000 |
2019 [Member] | |
Future amortization of deferred financing costs | $ 500,000 |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - $ / shares | 3 Months Ended | |
Mar. 31, 2017 | Dec. 31, 2016 | |
Warrants Outstanding | 1,713,172 | 1,713,172 |
Issued To Investors On July 28, 2010 [Member] | ||
Warrants Outstanding | 207,000 | 207,000 |
Exercise price | $ 45 | |
Common stock to be purchased in the Offering | 207,000 | |
Issued To Investors On October 25, 2013 [Member] | ||
Warrants Outstanding | 163,986 | 163,986 |
Exercise price | $ 11.50 | |
Warrant exchange for common stock | 59,450 | |
Exercise price, new warrant terms | $ 6.25 | |
Common stock to be purchased in the Offering | 250,000 | |
Issued To Investors On November 17, 2014 [Member] | ||
Warrants Outstanding | 546,919 | 546,919 |
Exercise price | $ 11.55 | |
Exercise price, new warrant terms | $ 6.25 | |
Common stock to be purchased in the Offering | 546,919 | |
Issued To An Investor On June 28, 2016 [Member] | ||
Warrants Outstanding | 295,267 | 295,267 |
Exercise price | $ 0.05 | |
Common stock to be purchased in the Offering | 295,267 | |
Issued To An Investor On August 10, 2016 [Member] | ||
Warrants Outstanding | 500,000 | 500,000 |
Exercise price | $ 0.01 | |
Common stock to be purchased in the Offering | 500,000 |
Stockholders' Equity (Details 3
Stockholders' Equity (Details 3) | 3 Months Ended |
Mar. 31, 2017$ / sharesshares | |
Stockholders Equity Details 3 | |
Beginning of Period | shares | 2,172,581 |
Stock options granted | shares | |
Exercised | shares | |
Forfeited | shares | |
Expired | shares | (334) |
End of the Period | shares | 2,172,247 |
Options exercisable | shares | 1,721,771 |
Weighted Average Exercise Price Beginning of the Period | $ 6.70 |
Weighted Average Exercise Price Stock Options Granted | |
Weighted Average Exercise Price Stock Options Exercised | |
Weighted Average Exercise Price Stock Options Forfeited | |
Weighted Average Exercise Price Stock Options Expired | 49.50 |
Weighted Average Exercise End of the Period | 6.69 |
Weighted Average Exercise Price Options exercisable | 7.03 |
Weighted Average Fair Value Stock Options Beginning of the Period | 4.83 |
Weighted Average Fair Value Stock Options Granted | |
Weighted Average Fair Value Stock Options Exercised | |
Weighted Average Fair Value Stock Options Forfeited | |
Weighted Average Fair Value Stock Options Expired | 34.80 |
Weighted Average Fair Value Stock Options End of the Period | 4.83 |
Weighted Average Fair Value Options exerciseable | $ 5.15 |
Stockholders' Equity (Details 4
Stockholders' Equity (Details 4) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2017 | Dec. 31, 2016 | |
Stockholders Equity Details 4 | ||
Non-vested at beginning of period | 450,476 | 359,001 |
Granted | 1,210,467 | |
Vested | (1,118,992) | |
Forfeited | ||
Non-vested at end of period | 450,476 | 450,476 |
Weighted average fair value grant date, beginning of period | $ 3.60 | $ 4.55 |
Weighted average fair value grant date, granted | 1.71 | |
Weighted average fair value grant date, vested | 1.81 | |
Weighted average fair value grant date, forfeited | ||
Weighted average fair value grant date, end of period | 3.60 | 3.60 |
Weighted average exercise price, beginning of period | 5.40 | 6.70 |
Weighted average exercise price, granted | 3.02 | |
Weighted average exercise price, vested | 3.19 | |
Weighted average exercise price, forfeited | ||
Weighted average exercise price, end of period | $ 5.40 | $ 5.40 |
Stockholders' Equity (Details 5
Stockholders' Equity (Details 5) | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders Equity Details 5 | |
Average risk-free interest rate | 1.57% |
Average expected life- years | 5 years 18 days |
Expected volatility | 87.74% |
Expected dividends | 0.00% |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | Nov. 09, 2016 | Aug. 10, 2016 | Jun. 11, 2015 | Jul. 20, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | Aug. 02, 2016 | Jul. 29, 2016 | May 12, 2016 | Sep. 04, 2015 |
Reverse stock split | 1 for 5 | ||||||||||
Common Stock, Shares, Issued and Outstanding | 9,716,004 | 7,112,143 | |||||||||
Class of Warrant or Right, Outstanding | 1,713,172 | 1,713,172 | |||||||||
Number of options outstanding | 2,172,247 | 2,172,581 | |||||||||
Total stock and stock equivalents outstanding | 13,601,423 | 10,997,896 | |||||||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | |||||||||
Accumulated dividend | $ 1,000,000 | ||||||||||
Amortized amount | 100,000 | ||||||||||
Short-term portion | 500,000 | $ 500,000 | |||||||||
Long-term portion | 900,000 | $ 100,000 | |||||||||
Common stock sold, Value | $ 5,800,000 | ||||||||||
Common Stock issued | 9,716,004 | 7,112,143 | |||||||||
Proceeds from Issuance of Common Stock | $ 2,813,160 | $ 1,396,339 | |||||||||
Share based compensation | 200,000 | $ 200,000 | |||||||||
Unrecognized compensation costs | $ 1,000,000 | ||||||||||
Weighted average recognition period | 1 year 6 months | ||||||||||
Preferred Stock per share | $ 0.001 | $ 0.001 | |||||||||
Dividends accrue on Preferred Stock | 7.00% | ||||||||||
Aggregate amount of common stock | $ 10,000,000 | ||||||||||
Series A Preferred Stock [Member] | |||||||||||
Conversion price | $ 2.75 | ||||||||||
Preferred stock purchase, share | 1,020,000 | ||||||||||
Preferred Stock per share | $ 0.001 | ||||||||||
Preferred Stock, Shares Outstanding | 255,000 | ||||||||||
ATM Offering [Member] | |||||||||||
Common stock sold, shares | 2,500,000 | 1,900,000 | |||||||||
Common stock sold, Value | $ 5,800,000 | $ 2,800,000 | $ 2,600,000 | ||||||||
2006 Stock Plan [Member] | |||||||||||
Number of options outstanding | 2,172,247 | ||||||||||
Number of options vested and expected to vest outstanding | 1,721,771 | ||||||||||
2015 Equity Incentive Plan [Member] | |||||||||||
Number of options outstanding | 2,172,581 | ||||||||||
Number of options vested and expected to vest outstanding | 1,722,105 | ||||||||||
Stock Options and Restricted Stock[Member] | |||||||||||
Common Stock, Shares Authorized | 800,000 | ||||||||||
Increased authorized common shares | 1,400,000 | ||||||||||
Consultants [Member] | |||||||||||
Non-qualified stock options | 338,867 | ||||||||||
Consultants [Member] | Minimum [Member] | |||||||||||
Contractual lives | 3 years | ||||||||||
Lower Limit | $ 1.54 | ||||||||||
Upper Limit | $ 52.50 | ||||||||||
Consulting [Member] | Maximum [Member] | |||||||||||
Contractual lives | 10 years | ||||||||||
Directors, officers, and employees [Member] | |||||||||||
Non-qualified stock options | 1,782,329 | ||||||||||
Lower Limit | $ 1.14 | ||||||||||
Upper Limit | $ 52.50 | ||||||||||
Directors, officers, and employees [Member] | Minimum [Member] | |||||||||||
Contractual lives | 5 years | ||||||||||
Directors, officers, and employees [Member] | Minimum [Member] | Other Options [Member] | |||||||||||
Contractual lives | 3 months 18 days | ||||||||||
Directors, officers, and employees [Member] | Maximum [Member] | |||||||||||
Contractual lives | 10 years | ||||||||||
Directors, officers, and employees [Member] | Maximum [Member] | Other Options [Member] | |||||||||||
Contractual lives | 9 years 9 months 18 days | ||||||||||
Chief Executive Officer [Member] | |||||||||||
Non-qualified stock options | 595,146 | ||||||||||
Chief Executive Officer [Member] | Minimum [Member] | |||||||||||
Contractual lives | 8 months 12 days | ||||||||||
Chief Executive Officer [Member] | Maximum [Member] | |||||||||||
Contractual lives | 9 years 7 months 6 days | ||||||||||
Advisory Board Members [Member] | |||||||||||
Non-qualified stock options | 51,051 | ||||||||||
Contractual lives | 10 years | ||||||||||
Lower Limit | $ 22.50 | ||||||||||
Upper Limit | $ 72 | ||||||||||
Employees And Consultants [Member] | 2016 Non-Qualified Option Grants [Member] | |||||||||||
Expected term | 5 years | ||||||||||
Fair market value of per option | $ 1.05 | ||||||||||
Contigency percentage of option | 52.00% | ||||||||||
Non-qualified stock options | 670,000 | ||||||||||
Contractual lives | 10 years | ||||||||||
Strike price | $ 1.54 | ||||||||||
Aspire Capital [Member] | |||||||||||
Class of Warrant or Right, Outstanding | 500,000 | ||||||||||
Strike price of warrants | $ 0.01 | ||||||||||
Maximum borrowing capacity under agreement | $ 20,000,000 | ||||||||||
Term of agreement | 3 years | ||||||||||
Deferred financing cost and additional paid-in capital | $ 1,700,000 | ||||||||||
Common stock sold, shares | 2,200,000 | ||||||||||
Common stock sold, Value | $ 1,400,000 | ||||||||||
General International Holdings Inc [Member] | Series A Preferred Stock [Member] | |||||||||||
Number of shares reserved for future issuance | 1,020,000 | ||||||||||
Common stock shares reserved for future issuance, Value | $ 2,800,000 | ||||||||||
Conversion price | $ 2.75 |
Business Segment Results (Detai
Business Segment Results (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue | $ 135,485 | $ 166,546 |
Segment Profit - Pre Tax | (1,745,308) | (334,705) |
Total Assets | 8,135,956 | 2,719,376 |
Consulting [Member] | ||
Revenue | 135,485 | 166,546 |
Segment Profit - Pre Tax | (68,361) | (47,608) |
Total Assets | 87,614 | 153,619 |
Technology [Member] | ||
Revenue | ||
Segment Profit - Pre Tax | (464,343) | (586,250) |
Total Assets | 1,203,354 | 1,012,193 |
Corporate and Eliminations [Member] | ||
Revenue | ||
Segment Profit - Pre Tax | (1,212,604) | 299,153 |
Total Assets | $ 6,844,988 | $ 1,553,564 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |
May 09, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | |
Proceeds from Issuance of Common Stock | $ 2,813,160 | $ 1,396,339 | |
Subsequent Event [Member] | |||
Common stock shares sold | 200,000 | ||
Proceeds from Issuance of Common Stock | $ 200,000 |