Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Oct. 31, 2016 | Feb. 03, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | INNOVATIVE DESIGNS INC | |
Entity Central Index Key | 1,190,370 | |
Document Type | 10-K | |
Trading Symbol | IVDN | |
Document Period End Date | Oct. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --10-31 | |
Entity a Well-known Seasoned Issuer | No | |
Entity a Voluntary Filer | No | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Public Float | $ 5,671,823 | |
Entity Common Stock, Shares Outstanding | 25,370,310 | |
Document Fiscal Period Focus | FY | |
Document Fiscal Year Focus | 2,016 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Oct. 31, 2016 | Oct. 31, 2015 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 502,777 | $ 1,151,904 |
Accounts receivable | 72,143 | 85,827 |
Inventory - net of inventory reserve of $40,000 | 936,587 | 924,054 |
Inventory on consignment | 1,625 | |
Deposits on inventory | 78,320 | |
Prepaid expenses | 17,485 | 7,619 |
Total current assets | 1,530,617 | 2,247,724 |
PROPERTY AND EQUIPMENT - NET | 176,925 | 51,200 |
OTHER ASSETS | ||
Advance to employee | 4,000 | |
Deposit on equipment | 617,000 | 420,000 |
TOTAL OTHER ASSETS | 621,000 | 420,000 |
TOTAL ASSETS | 2,328,542 | 2,718,924 |
CURRENT LIABILITIES | ||
Accounts payable | 116,512 | 119,360 |
Current portion of notes payable | 15,467 | 14,657 |
Accrued interest expense | 49,885 | 78,251 |
Due to stockholders | 119,000 | 354,130 |
Accrued expenses | 93,333 | 92,533 |
Total current liabilities | 394,197 | 658,931 |
LONG TERM LIABILITIES | ||
Long-term portion of notes payable | 188,891 | 235,146 |
TOTAL LIABILITIES | 583,088 | 894,077 |
STOCKHOLDERS' EQUITY | ||
Common stock, $0.0001 par value, 100,000,000 shares authorized as of October 31, 2016 and 2015, and 25,370,310 and 24,371,310 issued and outstanding as of October 31, 2016 and 2015, respectively | 2,537 | 2,437 |
Additional paid-in capital | 9,455,674 | 8,902,744 |
Accumulated deficit | (7,712,757) | (7,080,334) |
Total stockholders' equity | 1,745,454 | 1,824,847 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 2,328,542 | $ 2,718,924 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - USD ($) | Oct. 31, 2016 | Oct. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Inventory obsolete reserve | $ 40,000 | $ 40,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 25,370,310 | 24,371,310 |
Common stock, outstanding | 25,370,310 | 24,371,310 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Income Statement [Abstract] | ||
REVENUES - NET OF RETURNS AND ALLOWANCES | $ 602,062 | $ 772,900 |
OPERATING EXPENSES | ||
Cost of sales | 303,544 | 371,715 |
Selling, general and administrative expenses | 865,310 | 816,235 |
LOSS FROM OPERATIONS | (566,792) | (415,050) |
OTHER INCOME (EXPENSE) | ||
Loss on sale of equipment | (3,363) | |
Other Income (Expense) | (2,497) | 385 |
Interest expense | (63,134) | (93,572) |
TOTAL OTHER INCOME (EXPENSE) | (65,631) | (96,550) |
NET LOSS | $ (632,423) | $ (511,600) |
Basic | ||
Net Loss Per Common Share (in dollars per share) | $ (0.025) | $ (0.022) |
Weighted Average Number of Common Shares Outstanding (in shares) | 25,125,302 | 23,438,254 |
STATEMENTS OF STOCKHOLDERS' EQU
STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Common Stock [Member] | Additional Paid-in Capital[Member] | Accumulated Deficit [Member] | Total |
Balance at beginning at Oct. 31, 2014 | $ 2,244 | $ 7,522,487 | $ (6,568,734) | $ 955,997 |
Balance at beginning (in shares) at Oct. 31, 2014 | 22,438,043 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Shares issued for services | $ 10 | 98,990 | 99,000 | |
Shares issued for services (in shares) | 107,000 | |||
Shares issued for debt conversion | $ 12 | 91,988 | 92,000 | |
Shares issued for debt conversion (in shares) | 122,667 | |||
Sale of stock | $ 171 | 1,189,279 | 1,189,450 | |
Sale of stock (in shares) | 1,703,600 | |||
Net loss | (511,600) | (511,600) | ||
Balance at end at Oct. 31, 2015 | $ 2,437 | 8,902,744 | (7,080,334) | 1,824,847 |
Balance at end (in shares) at Oct. 31, 2015 | 24,371,310 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Shares issued for services | $ 12 | 67,188 | 67,200 | |
Shares issued for services (in shares) | 120,000 | |||
Shares issued for fixed assets | $ 3 | 23,997 | 24,000 | |
Shares issued for fixed assets (in shares) | 30,000 | |||
Sale of stock | $ 85 | 461,745 | 461,830 | |
Sale of stock (in shares) | 849,000 | |||
Net loss | (632,423) | (632,423) | ||
Balance at end at Oct. 31, 2016 | $ 2,537 | $ 9,455,674 | $ (7,712,757) | $ 1,745,454 |
Balance at end (in shares) at Oct. 31, 2016 | 25,370,310 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (632,423) | $ (511,600) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Common stock issued for services and interest expense | 67,200 | 99,000 |
Amortization | 1,010 | |
Depreciation | 21,024 | 9,737 |
Provision for inventory reserves | (6,000) | |
Changes in assets and liabilities: | ||
(Increase) decrease in accounts receivable | 13,684 | (21,529) |
Decrease in other receivables | 30,000 | |
Increase in inventory | (12,533) | (28,494) |
Increase in inventory on consignment | (1,625) | |
(Increase) decrease on deposits on inventory | 78,320 | (78,320) |
Increase in prepaid insurance | (9,866) | (4,738) |
Increase in advance to employee | (4,000) | |
Increase (decrease) in accounts payable | (2,848) | 31,427 |
Decrease in accrued interest expense | (28,366) | (14,236) |
Increase in accrued expenses | 800 | 5,267 |
Net cash used in operating activities | (510,633) | (488,476) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (122,749) | (8,111) |
Loss on sale of equipment | 3,363 | |
Deposits on equipment | (197,000) | (420,000) |
Net cash used in investing activities | (319,749) | (424,748) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from sale of stock | 461,830 | 1,189,450 |
Payments on stockholder advances | (235,130) | (45,000) |
Proceeds from stockholder advances | 69,130 | |
Payments on notes payable | (45,445) | (137,133) |
Net cash provided by financing activities | 181,255 | 1,076,447 |
Net increase (decrease) in cash equivalents | (649,127) | 163,223 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 1,151,904 | 988,681 |
CASH AND CASH EQUIVALENTS, END OF THE YEAR | 502,777 | 1,151,904 |
Supplemental disclosure of cash flow information: | ||
Stock issuance for debt and interest conversion | 92,000 | |
Cash paid for interest | 91,500 | 107,808 |
Stock issuance for fixed asset additions | $ 24,000 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Oct. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations We operate two reportable segments: Apparel and House Wrap. Our apparel segment offers a wide variety of extreme cold weather apparel and related items. Our House Wrap segment offers our Insultex House Wrap which has an R-value of 3 and an R-value of 6 and our own seam tape. Basis of Accounting Fiscal Year End Estimates Cash and Cash Equivalents Revenue Recognition Fair Value of Financial Instruments Estimated Uncollectable Accounts Inventory During the fiscal year ended October 31, 2010, the Company discontinued its hunting and swimming lines of apparel. A reserve balance of approximately $40,000 was recorded as of October 31, 2016 and 2015. The reserve is evaluated on a quarterly basis and adjusted accordingly. Deposits on Inventory Property and Equipment For financial reporting purposes, depreciation is primarily provided on the straight-line method over the estimated useful lives of depreciable assets, which range from 5 to 7 years. Deposits on Equipment Impairment of Long-lived Assets Income Taxes Income Taxes In addition, ASC 740 clarifies the accounting for uncertainty in tax positions and requires that a company recognize in its financial statements the impact of a tax position, only if it is more likely than not of being sustained upon examination, based on the technical merits of the position. The Company recognized no material adjustments to the liability for unrecognized income tax benefits. The Company’s policy regarding the classification of interest and penalties recognized in accordance with ASC 740 is to classify them as income tax expense in its financial statements, if applicable. The Company is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. Concentration of Credit Risk Shipping and Handling Net Income Per Common Share Earnings per Share Stock-Based Compensation Compensation - Stock Compensation Recent Accounting Standards Update In May 2015, the FASB issued ASU 2015-07, “Fair Value Measurement – Disclosures for Investments in Certain Entities that Calculate Net Asset Value per Share”, which removed the requirement to categorize within the fair value hierarchy all investments measured at fair value using the net asset value per share. It also removes the requirement to make certain disclosures for all investments that are measured at fair value using the net asset value per share. ASU 2015-07 is effective for public entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. For all other entities, ASU 2015-7 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early application is permitted and the ASU should be applied retrospectively to all periods presented. Management has determined that the adoption of this guidance will not have any impact on the financial statements and notes hereto. In July 2015, the FASB issued ASU 2015-11, “Inventory – Simplifying the Measurement of Inventory”, which requires that an entity measure their inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. For public business entities, ASU 2015-11 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. For all other entities, ASU 2015-11 is effective for fiscal years beginning after December 15, 2016, and interim periods within fiscal years beginning after December 15, 2017. It should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. Management has updated the financial statements and notes thereto to adopt this guidance as of October 31, 2016. In November 2015, the FASB issued ASU 2015-17, “Income Taxes – Balance Sheet Classification of Deferred Taxes”, which requires that an entity list its deferred tax liabilities and assets as noncurrent in a classified statement of financial position. For public business entities, ASU 2015-17 is effective for fiscal years beginning after December 15, 2016 including interim periods within fiscal years beginning after December 15, 2016. It can be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. Management has determined that the adoption of this guidance will not have any impact on the financial statements and notes thereto. In February 2016, the FASB issued ASU 2016-02, “Leases”, which added a requirement than an entity, when acting as a lessee, should recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term. For public business entities, ASU 2016-02 is effective for fiscal years beginning after December 15, 2019 including interim periods within fiscal years beginning after December 15, 2020. Early application is permitted. Management is determining if the adoption of this guidance will have any impact on the financial statements and notes thereto. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Oct. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | 2. PROPERTY AND EQUIPMENT Property and equipment are summarized by major classifications as follows: 2016 2015 Equipment $ 217,577 $ 70,830 Furniture and fixtures 11,083 11,092 Leasehold improvements 4,806 4,806 Automobile 9,121 9,121 242,587 95,849 Less accumulated depreciation 65,662 44,639 Property and equipment - net $ 176,925 $ 51,210 |
BORROWINGS
BORROWINGS | 12 Months Ended |
Oct. 31, 2016 | |
Debt Disclosure [Abstract] | |
BORROWINGS | 3. BORROWINGS Borrowings at October 31, 2016 and 2015 consisted of the following: 2016 2015 Due to Stockholders Note Payable $8,000 - Roberta Riccelli, February 2012. Due June 17, 2012; interest is 10% for 120 days. Note was extended through a verbal agreement with no set maturity date. 5,000 5,000 Note Payable $50,000 - Joseph Riccelli, Sr., July 2012. Due January 9, 2013; interest is 10% for 120 days. Note was extended through a verbal agreement with no set maturity date. - 45,000 Note Payable $20,000 - Corinthian Development, January 15, 2013. Due May 15, 2013; payable on demand; interest is 10%; Note was extended through a verbal agreement with no set maturity date. 10,000 10,000 Note Payable $25,000 - Sol & Tina Waxman Family Foundation, March 2015. Due December 19, 2016; payable on demand; interest is 10%. 25,000 50,000 2016 2015 Note Payable $90,000 - Joseph Riccelli, Sr., May 2013. Due November 22, 2013; interest is 10% for 180 days. Note was extended through a verbal agreement with no set maturity date. 79,000 90,000 Note Payable $55,000 - Joseph Riccelli, Sr., September 2013. Due March 23, 2014; interest is 10% for 180 days. Note was extended through a verbal agreement with no set maturity date. - 55,000 Note Payable $50,000 - Joseph Riccelli, Sr., May 2014. Due November 12, 2014; interest is 10% for 180 days. Note was extended through a verbal agreement with no set maturity date. - 50,000 Note Payable $69,130 - Riccelli Properties, February 2015. Due February 26, 2016; interest is 10% annually. - 49,130 Total Due to Stockholders $ 119,000 $ 354,130 Notes Payable Note Payable - U.S. Small Business Administration. Due July 2035; payable in monthly installments of $1,820 including interest at 2.9% annum. $ 204,358 $ 249,803 Total Borrowings 323,358 603,933 Less Due to Stockholders 119,000 354,130 Less Current Portion of Notes Payable 15,467 14,657 Total Long Term Portion of Notes Payable $ 188,891 $ 235,146 Maturities of long-term debt are as follows: Year Ending Notes October 31 Stockholders Payable Amount Due 2017 $ 119,000 $ 15,467 $ 134,467 2018 - 16,585 16,585 2019 - 17,115 17,115 2020 - 17,606 17,606 2021 - 18,135 18,135 Thereafter - 119,450 119,450 Total $ 119,000 $ 204,358 $ 323,358 DUE TO STOCKHOLDERS In February 2012, the Company entered into a note payable with Roberta Riccelli for $8,000. This loan was to be used to fund operations of the Company. This loan is due on demand, including interest at 10% for 120 days. This note was extended through a verbal agreement. The loan balance as of October 31, 2016 and 2015 was $5,000. In July 2012, the Company entered into a note payable with its president, Joseph Riccelli, Sr., for $50,000. This loan was to be used to fund operations of the Company. This loan is due on demand, including interest at 10% for 120 days. This note was extended through a verbal agreement. The loan balance at October 31, 2015 was $45,000. This balance was paid in full in 2016. In January 2013, the Company entered into a note payable with Corinthian Development for $20,000. This loan was to be used to fund operations of the Company. This loan is due on demand, including interest at 10% for 4 months. This note was extended through a verbal agreement. The loan balance at October 31, 2016 and 2015 was $10,000. In May 2013, the Company entered into a note payable with the Sol & Tina Waxman Family Foundation for $100,000. This loan was to be used to fund operations of the Company. This loan is due on demand, including interest at 10% on December 31, 2013. The Company’s CEO has pledged 250,000 shares of his stock, as collateral. This note is also personally guaranteed by the Company’s CEO. This note was converted into a $60,000 note due March 31, 2015 after $40,000 in principal and $10,000 in interest was paid, and subsequently converted into a $25,000 note due December 19, 2016 after $15,000 in principal and $4,000 in interest was paid. The loan balance at October 31, 2016 and 2015 was $25,000 and $50,000, respectively. In May 2013, the Company entered into a note payable with its CEO, Joseph Riccelli, Sr., for $90,000. This loan was to be used to fund operations of the Company. This loan is due on demand, including interest at 10% for 180 days. This note was extended through a verbal agreement. The loan balance at October 31, 2016 and 2015 was $79,000 and $90,000, respectively. In September 2013, the Company entered into a note payable with its CEO, Joseph Riccelli, Sr., for $55,000. This loan was to be used to fund operations of the Company. This loan is due on demand, including interest at 10% for 180 days. This balance was paid in full during 2016. The loan balance at October 31, 2015 was $55,000. In May 2014, the Company entered into a note payable with its CEO, Joseph Riccelli, Sr., for $50,000. The loan is used to fund operations of the Company. The loan is due on demand, including interest at 10% for 180 days. This note was extended through a verbal agreement. This balance was paid in full during 2016. The loan balance as of October 31, 2015 was $50,000. During February 2015, the Company entered into a note payable agreement with Riccelli Properties, which is wholly owned and operated by the Company’s Chief Executive Officer, Joseph Riccelli, Sr., in the amount of $69,130. This amount reflects payments made by Riccelli Properties on other debt obligations of the Company with proceeds of the sale of real estate. The note has a term of one year and an interest rate of 10%. This loan balance was paid in full during 2016. The loan balance as of October 31, 2015 was $49,130. NOTES PAYABLE In July 2005, the Company was approved for a low interest promissory note from the U.S. Small Business Administration in the amount of $280,100. In January 2006 the Company amended the promissory note with the Small Business Administration increasing the principal balance to $430,500. The note bears an annual interest rate of 2.9% and matures on July 13, 2035. Monthly payments, including principal and interest, of $1,820 are due each month beginning February 13, 2006. The loan balance was $204,358 and $249,803 at October 31, 2016 and 2015, respectively. This note is guaranteed by the Company’s CEO. |
EXCLUSIVE LICENSING AND MANUFAC
EXCLUSIVE LICENSING AND MANUFACTURING AGREEMENT | 12 Months Ended |
Oct. 31, 2016 | |
Exclusive Licensing And Manufacturing Agreement | |
EXCLUSIVE LICENSING AND MANUFACTURING AGREEMENT | 4. EXCLUSIVE LICENSING AND MANUFACTURING AGREEMENT On April 16, 2006, the Company entered into an Exclusive License and Manufacturing Agreement (the “Agreement”) with the Ketut Group, with an effective date of April 1, 2006, whereby the Company acquired an exclusive license to develop, use, sell, manufacture and market products related to or utilizing INSULTEX™, Korean Patent Number, (0426429) or any Insultex Technology. At the behest of the Board of Directors, the Insultex trademark was chosen as the mark to identify the product utilized by Innovative since its inception, and was originally registered by Joseph Riccelli on February 17, 2005. The new trademark, intended to avoid confusion arising from the use of the old Eliotex trademark in association with a new, subsequent, different and separately-patented product, was assigned by Mr. Riccelli to the Company on April 25, 2006, with that assignment to become effective upon final approval of the Statement of Use by the United States Patent and Trademark Office. The License was awarded by the Korean inventor, an individual who is part of the Ketut Group, and the manufacturer of INSULTEX™. The Company received an exclusive forty (40) year worldwide license, except for Korea and Japan, with an initial term of ten (10) years and an option to renew the License for up to three (3) successive ten (10) year terms. Additionally, the Company was granted the exclusive rights to any current or future inventions, improvements, discoveries, patent applications and letters of patent which the Ketut Group controls or may control related to INSULTEX™. Furthermore, the Company has the right to grant sub-licenses to other manufacturers for the use of INSULTEX™ or any Insultex Technology. |
CONCENTRATIONS
CONCENTRATIONS | 12 Months Ended |
Oct. 31, 2016 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATIONS | 5. CONCENTRATIONS Revenues from two customers were approximately 31% of the Company’s revenues for the fiscal year ended October 31, 2016. Revenues from one customer were approximately 20% of the Company’s revenues for the fiscal year ended October 31, 2015. Three customers accounted for approximately 65% of the Company’s accounts receivable as of October 31, 2016. Accounts receivable from four customers were approximately 75% of the Company’s accounts receivable as of October 31, 2015. The Company only has one supplier of INSULTEX, the special material which is manufactured within the apparel of the Company. Additionally, the Company only has one manufacturer that produces the apparel on behalf of the Company, located in Indonesia, and one manufacturer that produces house wrap on behalf of the Company in Massachusetts. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Oct. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 6. INCOME TAXES In prior years the Company incurred net operating losses and, accordingly, no provision for income taxes has been recorded. In addition, no benefit for income taxes has been recorded due to the uncertainty of the realization of any tax assets. For the 2015 tax year, fiscal year end October 31, 2016, the Company had net operating loss carryforwards of approximately $2,000,000 for tax purposes. The carryforwards are available to offset taxable income of future periods and begin to expire after the Company’s 2024 tax year, fiscal year end October 31, 2025. Realization of the deferred tax benefit related to the carryforward is dependent upon the Company generating sufficient taxable income in the future, against which the loss can be offset, which is not guaranteed. Deferred income taxes reflect the net tax effect of temporary differences between carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, as well as tax benefits of net operating loss carryforwards. The significant components of the Company’s deferred tax assets and liabilities relate to the following: 2016 2015 Net operating loss carryforward $ 2,000,000 $ 1,498,000 Depreciation - - Net deferred tax assets before valuation allowance 2,000,000 1,498,000 Less: Valuation allowance (2,000,000 ) (1,498,000 ) Net deferred tax assets $ - $ - For financial reporting purposes, the Company has incurred losses in previous years. Based on the available objective evidence, including the Company’s previous losses, management believes it is more likely than not that the net deferred tax assets will not be fully realizable. Accordingly, the Company provided for a full valuation allowance against its net deferred tax assets as of October 31, 2016 and 2015, respectively. The effective income tax rate varied from the statutory Federal tax rate as follows: 2016 2015 Federal statutory rate 34 % 34 % Effect of net operating losses (34 )% (34 )% Effective income tax rate - - The Company’s effective tax rate is lower than what would be expected if the federal statutory rate were applied to income (loss) before taxes, primarily due to net operating loss carryforwards. |
COMMITMENTS
COMMITMENTS | 12 Months Ended |
Oct. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS | 7. COMMITMENTS The Company currently maintains two locations which are leased pursuant to oral agreements on a month-to-month basis. The Company leases offices from Riccelli Properties, which is solely owned by our Chief Executive Officer, Joseph Riccelli, Sr., for $700 per month. This lease expired in April 2015 and was not renewed. The Company leases its executive offices/warehouse space from Frank Riccelli, a stockholder and brother of our Chief Executive Officer, for $3,500 per month. For the years ended October 31, 2016 and 2015, rent expense totaled $42,000 and $46,200, respectively. |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Oct. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 8. QUARTERLY FINANCIAL INFORMATION (UNAUDITED) First Second Third Fourth 2016 Quarter Quarter Quarter Quarter Year Revenue $ 227,886 $ 110,278 $ 159,643 $ 104,255 $ 602,062 Income/(loss) from operations (114,732 ) (112,037 ) (101,300 ) (238,723 ) (566,792 ) Net income (loss) $ (133,212 ) $ (131,563 ) $ (116,456 ) $ (251,192 ) $ (632,423 ) Weighted average shares outstanding 24,614,082 25,185,643 25,340,310 25,362,643 25,125,302 Basic income/(loss) per share (0.005 ) (0.005 ) (0.005 ) (0.010 ) (0.025 ) First Second Third Fourth 2015 Quarter Quarter Quarter Quarter Year Revenue $ 286,789 $ 216,377 $ 46,598 $ 223,136 $ 772,900 Income/(loss) from operations 2,146 66,529 269,260 (752,985 ) (415,050 ) Net income (loss) $ (15,590 ) $ (90,448 ) $ (233,958 ) $ (171,604 ) $ (511,600 ) Weighted average shares outstanding 22,640,706 23,108,564 23,723,118 24,257,093 23,438,254 Basic income/(loss) per share (0.001 ) (0.004 ) (0.010 ) (0.007 ) (0.022 ) |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Oct. 31, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 9. SEGMENT INFORMATION We have organized our operations into two segments as discussed in Note 1 to the financial statements. We rely on an internal management reporting process that provides segment information for purposes of making financial decisions and allocating resources. The following tables present our business segment information for the fiscal years ending October 31, 2016 and 2015: 2016 2015 Revenues: Apparel $ 231,268 $ 357,282 Housewrap 370,794 415,618 Total Revenues $ 602,062 $ 772,900 Assets: Apparel $ 1,040,917 $ 2,193,494 Housewrap 1,287,625 525,430 Total $ 2,328,542 $ 2,718,924 Capital Expenditures: Apparel $ - $ 8,111 Housewrap 319,299 420,000 Total $ 319,299 $ 428,111 Depreciation: Apparel $ 2,072 $ 1,941 Housewrap 18,952 7,796 Total $ 21,024 $ 9,737 |
COMMON STOCK
COMMON STOCK | 12 Months Ended |
Oct. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
COMMON STOCK | 10. COMMON STOCK During the three month period ended January 31, 2015, the Company sold its stock to five investors. The stock was issued for prices from $.60 - $.80 per share. A total of 283,000 shares of common stock were sold, resulting in proceeds of $203,750. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because these transactions did not involve a public offering and there was no general solicitation or general advertising involved in these transactions. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. During the three month period ended April 30, 2015, the Company sold its stock to eleven investors. The stock was issued for prices from $.60 - $.80 per share. A total of 492,600 shares of common stock were sold, resulting in proceeds of $360,700. In addition, the Company issued 10,000 shares for services performed during February 2015. The shares issued were valued at $1.20 per share or an aggregate price of $12,000. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because these transactions did not involve a public offering and there was no general solicitation or general advertising involved in these transactions. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. During the three month period ended July 31, 2015, the Company sold its stock to eight investors. The stock was issued for prices from $.60 - $.75. A total of 760,000 shares of common stock were sold, resulting in proceeds of $522,500. In addition, the Company issued 55,000 shares to two individuals for services performed during May and June 2015. The shares were issued for prices from $.70 - $1.25 per share or an aggregate price of $45,000. Additionally during July 2015, an individual converted accrued interest of $92,000 into 122,667 shares of common stock. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because these transactions did not involve a public offering and there was no general solicitation or general advertising involved in these transactions. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. During the three month period ended October 31, 2015, the Company sold its stock to four investors. The stock was issued for prices ranging from $.60-$.67 per share. A total of 168,000 shares of common stock were sold, resulting in proceeds of $102,500. In addition, the Company issued 42,000 shares to one individual for services performed during August 2015. The shares were issued at a price of $1.00 per share or an aggregate price of $42,000. We believe that Section 4(2) of the Securities Act of 1933, as amended was available because these transactions did not involve a public offering and there was no general solicitation or general advertising included in these transactions. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. During the three month period ended January 31, 2016, the Company sold its stock to seven investors. The stock was issued for prices from $0.54 - $0.60 per share. A total of 579,000 shares of common stock were sold, resulting in proceeds of $314,830. In addition, the Company issued 90,000 shares to three individuals for services performed during the period. The shares issued were valued at $0.50 - $0.73 per share or an aggregate price of $52,200. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because these transactions did not involve a public offering and there was no general solicitation or general advertising involved in these transactions. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. During the three month period ended April 30, 2016, the Company sold its stock to three investors. The stock was issued for prices from $0.52-$0.55 per share. A total of 270,000 shares of common stock were sold, resulting in proceeds of $147,000. In addition, the Company issued 30,000 shares for services performed related to fixed asset additions during March 2016. The shares were issued at $0.80 per share or an aggregate price of $24,000. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because these transactions did not involve a public offering and there was no general solicitation or general advertising involved in these transactions. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. During the three month period ended July 31, 2016, there was no stock sold or issued. During the three month period ended October 31, 2016 the Company issued 30,000 shares to three individuals for services performed during the period. The shares were issued at $0.50 per share or an aggregate price of $15,000. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because these transactions did not involve a public offering and there was no general solicitation or general advertising involved in these transactions. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Oct. 31, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 11. RELATED PARTY TRANSACTIONS The Company has entered into various debt agreements with related parties. These agreements are classified as shareholder loans within Note 3 to the financial statements. The Company has entered into 2 verbal lease agreements as further discussed in Note 7 to the financial statements. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Oct. 31, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 12. SUBSEQUENT EVENTS In accordance with ASC Topic 855, “ Subsequent Events On November 4, 2016, the Federal Trade Commission (FTC) filed a complaint against the Company in the U.S. District Court Western District of Pennsylvania, number 16-1669. In the complaint, the FTC alleges that, among other matters, the Company does not have substantiation of claims made by the Company regarding the R value and energy efficiency of its INSULTEX House Wrap products. The complaint asks as redress a rescission of revenue the Company received from the sale of House Wrap and a permanent injunction. The parties are currently in the discovery phase. The Company strong denies the allegation and intends to vigorously defend itself. It is the Company’s belief that the complaint is based on improper testing of the INSULTEX products using the wrong type of testing equipment |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Oct. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | Nature of Operations We operate two reportable segments: Apparel and House Wrap. Our apparel segment offers a wide variety of extreme cold weather apparel and related items. Our House Wrap segment offers our Insultex House Wrap which has an R-value of 3 and an R-value of 6 and our own seam tape. |
Basis of Accounting | Basis of Accounting |
Fiscal Year End | Fiscal Year End |
Estimates | Estimates |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Revenue Recognition | Revenue Recognition |
Fair Value of Financial Instruments | Fair Value of Financial Instruments |
Estimated Uncollectable Accounts | Estimated Uncollectable Accounts |
Inventory | Inventory During the fiscal year ended October 31, 2010, the Company discontinued its hunting and swimming lines of apparel. A reserve balance of approximately $40,000 was recorded as of October 31, 2016 and 2015. The reserve is evaluated on a quarterly basis and adjusted accordingly. |
Deposits on Inventory | Deposits on Inventory |
Property and Equipment | Property and Equipment For financial reporting purposes, depreciation is primarily provided on the straight-line method over the estimated useful lives of depreciable assets, which range from 5 to 7 years. |
Deposits on Equipment | Deposits on Equipment |
Impairment of Long-lived Assets | Impairment of Long-lived Assets |
Income Taxes | Income Taxes Income Taxes In addition, ASC 740 clarifies the accounting for uncertainty in tax positions and requires that a company recognize in its financial statements the impact of a tax position, only if it is more likely than not of being sustained upon examination, based on the technical merits of the position. The Company recognized no material adjustments to the liability for unrecognized income tax benefits. The Company’s policy regarding the classification of interest and penalties recognized in accordance with ASC 740 is to classify them as income tax expense in its financial statements, if applicable. The Company is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. |
Concentration of Credit Risk | Concentration of Credit Risk |
Shipping and Handling | Shipping and Handling |
Net Income Per Common Share | Net Income Per Common Share Earnings per Share |
Stock-Based Compensation | Stock-Based Compensation Compensation - Stock Compensation |
Recent Accounting Standards Update | Recent Accounting Standards Update In May 2015, the FASB issued ASU 2015-07, “Fair Value Measurement – Disclosures for Investments in Certain Entities that Calculate Net Asset Value per Share”, which removed the requirement to categorize within the fair value hierarchy all investments measured at fair value using the net asset value per share. It also removes the requirement to make certain disclosures for all investments that are measured at fair value using the net asset value per share. ASU 2015-07 is effective for public entities for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. For all other entities, ASU 2015-7 is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early application is permitted and the ASU should be applied retrospectively to all periods presented. Management has determined that the adoption of this guidance will not have any impact on the financial statements and notes hereto. In July 2015, the FASB issued ASU 2015-11, “Inventory – Simplifying the Measurement of Inventory”, which requires that an entity measure their inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. For public business entities, ASU 2015-11 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. For all other entities, ASU 2015-11 is effective for fiscal years beginning after December 15, 2016, and interim periods within fiscal years beginning after December 15, 2017. It should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. Management has updated the financial statements and notes thereto to adopt this guidance as of October 31, 2016. In November 2015, the FASB issued ASU 2015-17, “Income Taxes – Balance Sheet Classification of Deferred Taxes”, which requires that an entity list its deferred tax liabilities and assets as noncurrent in a classified statement of financial position. For public business entities, ASU 2015-17 is effective for fiscal years beginning after December 15, 2016 including interim periods within fiscal years beginning after December 15, 2016. It can be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. Management has determined that the adoption of this guidance will not have any impact on the financial statements and notes thereto. In February 2016, the FASB issued ASU 2016-02, “Leases”, which added a requirement than an entity, when acting as a lessee, should recognize in the statement of financial position a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term. For public business entities, ASU 2016-02 is effective for fiscal years beginning after December 15, 2019 including interim periods within fiscal years beginning after December 15, 2020. Early application is permitted. Management is determining if the adoption of this guidance will have any impact on the financial statements and notes thereto. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Oct. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment summarized by major classifications | Property and equipment are summarized by major classifications as follows: 2016 2015 Equipment $ 217,577 $ 70,830 Furniture and fixtures 11,083 11,092 Leasehold improvements 4,806 4,806 Automobile 9,121 9,121 242,587 95,849 Less accumulated depreciation 65,662 44,639 Property and equipment - net $ 176,925 $ 51,210 |
BORROWINGS (Tables)
BORROWINGS (Tables) | 12 Months Ended |
Oct. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of borrowings | Borrowings at October 31, 2016 and 2015 consisted of the following: 2016 2015 Due to Stockholders Note Payable $8,000 - Roberta Riccelli, February 2012. Due June 17, 2012; interest is 10% for 120 days. Note was extended through a verbal agreement with no set maturity date. 5,000 5,000 Note Payable $50,000 - Joseph Riccelli, Sr., July 2012. Due January 9, 2013; interest is 10% for 120 days. Note was extended through a verbal agreement with no set maturity date. - 45,000 Note Payable $20,000 - Corinthian Development, January 15, 2013. Due May 15, 2013; payable on demand; interest is 10%; Note was extended through a verbal agreement with no set maturity date. 10,000 10,000 Note Payable $25,000 - Sol & Tina Waxman Family Foundation, March 2015. Due December 19, 2016; payable on demand; interest is 10%. 25,000 50,000 Note Payable $90,000 - Joseph Riccelli, Sr., May 2013. Due November 22, 2013; interest is 10% for 180 days. Note was extended through a verbal agreement with no set maturity date. 79,000 90,000 Note Payable $55,000 - Joseph Riccelli, Sr., September 2013. Due March 23, 2014; interest is 10% for 180 days. Note was extended through a verbal agreement with no set maturity date. - 55,000 Note Payable $50,000 - Joseph Riccelli, Sr., May 2014. Due November 12, 2014; interest is 10% for 180 days. Note was extended through a verbal agreement with no set maturity date. - 50,000 Note Payable $69,130 - Riccelli Properties, February 2015. Due February 26, 2016; interest is 10% annually. - 49,130 Total Due to Stockholders $ 119,000 $ 354,130 Notes Payable Note Payable - U.S. Small Business Administration. Due July 2035; payable in monthly installments of $1,820 including interest at 2.9% annum. $ 204,358 $ 249,803 Total Borrowings 323,358 603,933 Less Due to Stockholders 119,000 354,130 Less Current Portion of Notes Payable 15,467 14,657 Total Long Term Portion of Notes Payable $ 188,891 $ 235,146 |
Schedule of long-term debt maturities | Maturities of long-term debt are as follows: Year Ending Notes October 31 Stockholders Payable Amount Due 2017 $ 119,000 $ 15,467 $ 134,467 2018 - 16,585 16,585 2019 - 17,115 17,115 2020 - 17,606 17,606 2021 - 18,135 18,135 Thereafter - 119,450 119,450 Total $ 119,000 $ 204,358 $ 323,358 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Oct. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of deferred tax assets and liabilities | The significant components of the Company’s deferred tax assets and liabilities relate to the following: 2016 2015 Net operating loss carryforward $ 2,000,000 $ 1,498,000 Depreciation - - Net deferred tax assets before valuation allowance 2,000,000 1,498,000 Less: Valuation allowance (2,000,000 ) (1,498,000 ) Net deferred tax assets $ - $ - |
Schedule of effective income tax rate varied from statutory federal tax rate | The effective income tax rate varied from the statutory Federal tax rate as follows: 2016 2015 Federal statutory rate 34 % 34 % Effect of net operating losses (34 )% (34 )% Effective income tax rate - - |
QUARTERLY FINANCIAL INFORMATI23
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Oct. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quaterly financial information | QUARTERLY FINANCIAL INFORMATION (UNAUDITED) First Second Third Fourth 2016 Quarter Quarter Quarter Quarter Year Revenue $ 227,886 $ 110,278 $ 159,643 $ 104,255 $ 602,062 Income/(loss) from operations (114,732 ) (112,037 ) (101,300 ) (238,723 ) (566,792 ) Net income (loss) $ (133,212 ) $ (131,563 ) $ (116,456 ) $ (251,192 ) $ (632,423 ) Weighted average shares outstanding 24,614,082 25,185,643 25,340,310 25,362,643 25,125,302 Basic income/(loss) per share (0.005 ) (0.005 ) (0.005 ) (0.010 ) (0.025 ) First Second Third Fourth 2015 Quarter Quarter Quarter Quarter Year Revenue $ 286,789 $ 216,377 $ 46,598 $ 223,136 $ 772,900 Income/(loss) from operations 2,146 66,529 269,260 (752,985 ) (415,050 ) Net income (loss) $ (15,590 ) $ (90,448 ) $ (233,958 ) $ (171,604 ) $ (511,600 ) Weighted average shares outstanding 22,640,706 23,108,564 23,723,118 24,257,093 23,438,254 Basic income/(loss) per share (0.001 ) (0.004 ) (0.010 ) (0.007 ) (0.022 ) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Oct. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of business segment information | The following tables present our business segment information for the fiscal years ending October 31, 2016 and 2015: 2016 2015 Revenues: Apparel $ 231,268 $ 357,282 Housewrap 370,794 415,618 Total Revenues $ 602,062 $ 772,900 Assets: Apparel $ 1,040,917 $ 2,193,494 Housewrap 1,287,625 525,430 Total $ 2,328,542 $ 2,718,924 Capital Expenditures: Apparel $ - $ 8,111 Housewrap 319,299 420,000 Total $ 319,299 $ 428,111 Depreciation: Apparel $ 2,072 $ 1,941 Housewrap 18,952 7,796 Total $ 21,024 $ 9,737 |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narraive) | Jul. 12, 2015USD ($) | Oct. 31, 2016USD ($)SegmentInstallment | Oct. 31, 2015USD ($) |
Product Information [Line Items] | |||
Number of reportable segments | Segment | 2 | ||
Number of days for return policy | 5 days | ||
Return products from customers | $ 9,531 | $ 19,036 | |
Inventory valuation reserves | 40,000 | 40,000 | |
Deposits on inventory | 78,320 | ||
Purchase price machinery and equipment | $ 500,000 | ||
Number of installments | Installment | 4 | ||
Description of purchase price payment terms | The first installment of $300,000 is to be made at the execution of the agreement. The second installment of $200,000 is to be made when the machinery and equipment is ready to be shipped to the United States. The third installment of $100,000 is to be made once the machinery and equipment is producing INSULTEX, and the fourth and final installment of $100,000 is to be made after the first commercial production run of INSULTEX is completed. | ||
Advance payment for machinery and equipment | $ 100,000 | ||
Uninsured cash balances | 60,054 | 905,770 | |
Shipping and handling costs | 28,877 | 38,727 | |
FDIC insured coverage | 250,000 | ||
Ketut Jaya [Member] | |||
Product Information [Line Items] | |||
Purchase price machinery and equipment | $ 700,000 | ||
Shipping and handling costs | $ 17,000 | ||
Minimum [Member] | |||
Product Information [Line Items] | |||
Estimated useful lives of property and equipment | 5 years | ||
Maximum [Member] | |||
Product Information [Line Items] | |||
Estimated useful lives of property and equipment | 7 years | ||
Hunting & Swimming Lines of Apparel [Member] | |||
Product Information [Line Items] | |||
Inventory valuation reserves | $ 40,000 | $ 40,000 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Oct. 31, 2016 | Oct. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment - gross | $ 242,587 | $ 95,849 |
Less accumulated depreciation | 65,662 | 44,639 |
Property and equipment - net | 176,925 | 51,200 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment - gross | 217,577 | 70,830 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment - gross | 11,083 | 11,092 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment - gross | 4,806 | 4,806 |
Automobile [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment - gross | $ 9,121 | $ 9,121 |
PROPERTY AND EQUIPMENT (Detai27
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 12 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 21,024 | $ 9,737 |
BORROWINGS (Details)
BORROWINGS (Details) - USD ($) | 12 Months Ended | ||
Oct. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2005 | |
Debt Instrument [Line Items] | |||
Total Due to Stockholders | $ 119,000 | $ 354,130 | |
Total Notes Payable | 204,358 | 354,130 | |
Total Borrowings | 323,358 | 603,933 | |
Less Due to Stockholders | 119,000 | 354,130 | |
Less Current Portion of Notes Payable | 15,467 | 14,657 | |
Total Long Term Portion of Notes Payable | 188,891 | 235,146 | |
Riccelli Properties [Member] | 10% Note Payable Due February 26, 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | 69,130 | ||
Less Due to Stockholders | 49,130 | ||
U.S. Small Business Administration [Member] | 2.9% Note Payable Due July 13, 2035 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | $ 280,100 | ||
Description of maturity extended | Due July 2035 | ||
Periodic installment | $ 1,820 | ||
Frequency of periodic payment | Monthly | ||
Total Notes Payable | $ 204,358 | 249,803 | |
Roberta Riccelli [Member] | 10% Note Payable Due June 17, 2012 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | $ 8,000 | ||
Issuance date | 2012-02 | ||
Maturity term | 120 days | ||
Description of maturity extended | Note was extended through a verbal agreement with no set maturity date. | ||
Less Due to Stockholders | $ 5,000 | 5,000 | |
Joseph Riccelli, Sr [Member} | 10% Note Payable Due January 9, 2013 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | $ 50,000 | ||
Issuance date | 2012-07 | ||
Maturity term | 120 days | ||
Description of maturity extended | Note was extended through a verbal agreement with no set maturity date. | ||
Less Due to Stockholders | 45,000 | ||
Joseph Riccelli, Sr [Member} | 10% Note Payable Due November 22, 2013 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | $ 90,000 | ||
Issuance date | 2013-05 | ||
Maturity term | 180 days | ||
Description of maturity extended | Note was extended through a verbal agreement with no set maturity date. | ||
Less Due to Stockholders | $ 79,000 | 90,000 | |
Joseph Riccelli, Sr [Member} | 10% Note Payable Due March 23, 2014 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | $ 55,000 | ||
Issuance date | 2013-09 | ||
Maturity term | 180 days | ||
Description of maturity extended | Note was extended through a verbal agreement with no set maturity date. | ||
Less Due to Stockholders | 55,000 | ||
Joseph Riccelli, Sr [Member} | 10% Note Payable Due November 12, 2014 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | $ 50,000 | ||
Issuance date | 2014-05 | ||
Maturity term | 180 days | ||
Description of maturity extended | Note was extended through a verbal agreement with no set maturity date. | ||
Less Due to Stockholders | 50,000 | ||
Joseph Riccelli, Sr [Member} | Riccelli Properties [Member] | 10% Note Payable Due February 26, 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Issuance date | 2015-02 | ||
Corinthian Development [Member] | 10% Note Payable Due May 15, 2013 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | $ 20,000 | ||
Issuance date | 2013-01 | ||
Description of maturity extended | Note was extended through a verbal agreement with no set maturity date. | ||
Less Due to Stockholders | $ 10,000 | 10,000 | |
Sol & Tina Waxman Family Foundation [Member] | 10% Note Payable Due December 19, 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Face amount | $ 25,000 | ||
Issuance date | 2015-03 | ||
Less Due to Stockholders | $ 25,000 | $ 50,000 |
BORROWINGS (Details 1)
BORROWINGS (Details 1) | Oct. 31, 2016USD ($) |
Debt Instrument [Line Items] | |
2,017 | $ 134,467 |
2,018 | 16,585 |
2,019 | 17,115 |
2,020 | 17,606 |
2,021 | 18,135 |
Thereafter | 119,450 |
Total | 323,358 |
Notes Payable to Shareholders [Member] | |
Debt Instrument [Line Items] | |
2,017 | 119,000 |
2,018 | |
2,019 | |
2,020 | |
2,021 | |
Thereafter | |
Total | 119,000 |
Notes Payable to Other [Member] | |
Debt Instrument [Line Items] | |
2,017 | 15,467 |
2,018 | 16,585 |
2,019 | 17,115 |
2,020 | 17,606 |
2,021 | 18,135 |
Thereafter | 119,450 |
Total | $ 204,358 |
BORROWINGS (Details Narrative)
BORROWINGS (Details Narrative) - USD ($) | 12 Months Ended | |||
Oct. 31, 2016 | Oct. 31, 2015 | Jan. 31, 2006 | Jul. 31, 2005 | |
Debt Instrument [Line Items] | ||||
Total Notes Payable | $ 204,358 | $ 354,130 | ||
Loans balance outstanding | 119,000 | 354,130 | ||
2.9% Note Payable Due July 13, 2035 [Member] | U.S. Small Business Administration [Member] | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 280,100 | |||
Revised amended face amount | $ 430,500 | |||
Periodic installment | $ 1,820 | |||
Frequency of periodic payment | Monthly | |||
Total Notes Payable | $ 204,358 | 249,803 | ||
10% Note Payable Due December 19, 2016 [Member] | Sol & Tina Waxman Family Foundation [Member] | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 25,000 | |||
Number of shares collateral | 250,000 | |||
Beneficial conversion feature | $ 25,000 | |||
Repayment of principal debt amount | 15,000 | |||
Repayment of interest debt amount | 4,000 | |||
Loans balance outstanding | 25,000 | 50,000 | ||
10% Note Payable Due February 26, 2016 [Member] | Riccelli Properties [Member] | ||||
Debt Instrument [Line Items] | ||||
Face amount | 69,130 | |||
Loans balance outstanding | 49,130 | |||
10% Note Payable Due March 31, 2015 [Member] | Sol & Tina Waxman Family Foundation [Member] | ||||
Debt Instrument [Line Items] | ||||
Beneficial conversion feature | 60,000 | |||
Repayment of principal debt amount | 40,000 | |||
Repayment of interest debt amount | 10,000 | |||
10% Note Payable Due November 22, 2013 [Member] | Joseph Riccelli, Sr [Member} | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 90,000 | |||
Maturity term | 180 days | |||
Loans balance outstanding | $ 79,000 | 90,000 | ||
10% Note Payable Due March 23, 2014 [Member] | Joseph Riccelli, Sr [Member} | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 55,000 | |||
Maturity term | 180 days | |||
Loans balance outstanding | 55,000 | |||
10% Note Payable Due November 12, 2014 [Member] | Joseph Riccelli, Sr [Member} | ||||
Debt Instrument [Line Items] | ||||
Face amount | $ 50,000 | |||
Maturity term | 180 days | |||
Loans balance outstanding | $ 50,000 |
EXCLUSIVE LICENSING AND MANUF31
EXCLUSIVE LICENSING AND MANUFACTURING AGREEMENT (Details Narrative) - Exclusive Licensing & Manufacturing Agreement [Member] - Ketut Jaya [Member] | 12 Months Ended |
Oct. 31, 2015 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |
Description of agreement | Exclusive license to develop, use, sell, manufacture and market products related to or utilizing INSULTEX, Korean Patent Number, (0426429) or any Insultex Technology. |
Total license term worldwide license, except for Korea and Japan | 40 years |
Initial license term | 10 years |
Description of license renewal option | An option to renew the License for up to three (3) successive ten (10) year terms. |
CONCENTRATIONS (Details Narrati
CONCENTRATIONS (Details Narrative) | 12 Months Ended | |
Oct. 31, 2016CustomerSupplier | Oct. 31, 2015Customer | |
INSULTEX [Member] | ||
Concentration Risk [Line Items] | ||
Number of supplier | Supplier | 1 | |
Revenues [Member] | Customer [Member] | ||
Concentration Risk [Line Items] | ||
Number of customers | 2 | 1 |
Concentration risk, percentage | 31.00% | 20.00% |
Accounts Receivable [Member] | Customer [Member] | ||
Concentration Risk [Line Items] | ||
Number of customers | 3 | 4 |
Concentration risk, percentage | 65.00% | 75.00% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | Oct. 31, 2016 | Oct. 31, 2015 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforward | $ 2,000,000 | $ 1,498,000 |
Depreciation | ||
Net deferred tax assets before valuation allowance | 2,000,000 | 1,498,000 |
Less: Valuation allowance | (2,000,000) | (1,498,000) |
Net deferred tax assets |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) | 12 Months Ended | |
Oct. 31, 2016 | Oct. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory rate | 34.00% | 34.00% |
Effect of net operating losses | (34.00%) | (34.00%) |
Effective income tax rate |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | 12 Months Ended |
Oct. 31, 2016USD ($) | |
Income Tax Disclosure [Abstract] | |
Net operating loss carryforwards | $ 2,000,000 |
Expiration date | Oct. 31, 2025 |
COMMITMENTS (Details Narrative)
COMMITMENTS (Details Narrative) | 12 Months Ended | |
Oct. 31, 2016USD ($)Lease | Oct. 31, 2015USD ($) | |
Operating Leased Assets [Line Items] | ||
Number of leases properties | Lease | 2 | |
Rent expense, per month | $ 42,000 | $ 46,200 |
Frank Riccelli [Member] | ||
Operating Leased Assets [Line Items] | ||
Rent expense, per month | 3,500 | |
Riccelli Properties [Member] | Joseph Riccelli, Sr [Member} | ||
Operating Leased Assets [Line Items] | ||
Rent expense, per month | $ 700 |
QUARTERLY FINANCIAL INFORMATI37
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||
Revenue | $ 104,255 | $ 159,643 | $ 110,278 | $ 227,886 | $ 223,136 | $ 46,598 | $ 216,377 | $ 286,789 | $ 602,062 | $ 772,900 |
Income/(loss) from operations | (238,723) | (101,300) | (112,037) | (114,732) | (752,985) | 269,260 | 66,529 | 2,146 | (566,792) | (415,050) |
Net income (loss) | $ (251,192) | $ (116,456) | $ (131,563) | $ (133,212) | $ (171,604) | $ (233,958) | $ (90,448) | $ (15,590) | $ (632,423) | $ (511,600) |
Weighted average shares outstanding (in shares) | 25,362,643 | 25,340,310 | 25,185,643 | 24,614,082 | 24,257,093 | 23,723,118 | 23,108,564 | 22,640,706 | 25,125,302 | 23,438,254 |
Basic income/(loss) per share (in dollars per share) | $ (0.010) | $ (0.005) | $ (0.005) | $ (0.005) | $ (0.007) | $ (0.010) | $ (0.004) | $ (0.001) | $ (0.025) | $ (0.022) |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Oct. 31, 2016 | Jul. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | |
Segment Reporting Information [Line Items] | ||||||||||
Total Revenues | $ 104,255 | $ 159,643 | $ 110,278 | $ 227,886 | $ 223,136 | $ 46,598 | $ 216,377 | $ 286,789 | $ 602,062 | $ 772,900 |
Assets | 2,328,542 | 2,718,924 | 2,328,542 | 2,718,924 | ||||||
Capital Expenditures | 319,299 | 428,111 | ||||||||
Depreciation | 21,024 | 9,737 | ||||||||
Apparel Segment [Member] | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Total Revenues | 231,268 | 357,282 | ||||||||
Assets | 1,040,917 | 2,193,494 | 1,040,917 | 2,193,494 | ||||||
Capital Expenditures | 8,111 | |||||||||
Depreciation | 2,072 | 1,941 | ||||||||
Housewrap Segment [Member] | ||||||||||
Segment Reporting Information [Line Items] | ||||||||||
Total Revenues | 370,794 | 415,618 | ||||||||
Assets | $ 1,287,625 | $ 525,430 | 1,287,625 | 525,430 | ||||||
Capital Expenditures | 319,299 | 420,000 | ||||||||
Depreciation | $ 18,952 | $ 7,796 |
SEGMENT INFORMATION (Details Na
SEGMENT INFORMATION (Details Narrative) | 12 Months Ended |
Oct. 31, 2016Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2016 | Aug. 31, 2015 | Feb. 28, 2015 | Jun. 30, 2015 | Oct. 31, 2016 | Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2016 | Oct. 31, 2015 | |
Class of Stock [Line Items] | |||||||||||||
Value of shares issued during the period | $ 461,830 | $ 1,189,450 | |||||||||||
Value of shares issued for services | $ 67,200 | 99,000 | |||||||||||
Value of common shares issued for converted accrued interest | $ 92,000 | $ 92,000 | |||||||||||
Number of common shares issued for converted accrued interest | 122,667 | ||||||||||||
Seven Investors [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of shares issued during the period | 579,000 | ||||||||||||
Value of shares issued during the period | $ 314,830 | ||||||||||||
Seven Investors [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.54 | ||||||||||||
Seven Investors [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.60 | ||||||||||||
Three Individuals [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.50 | $ 0.50 | |||||||||||
Number of shares issued for services | 30,000 | 90,000 | |||||||||||
Value of shares issued for services | $ 15,000 | $ 52,200 | |||||||||||
Three Individuals [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.50 | ||||||||||||
Three Individuals [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.73 | ||||||||||||
Three Investors [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of shares issued during the period | 270,000 | ||||||||||||
Value of shares issued during the period | $ 147,000 | ||||||||||||
Share price (in dollars per share) | $ 0.80 | ||||||||||||
Number of shares issued for services | 30,000 | ||||||||||||
Value of shares issued for services | $ 24,000 | ||||||||||||
Three Investors [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.52 | ||||||||||||
Three Investors [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.55 | ||||||||||||
Eleven Investors [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of shares issued during the period | 492,600 | ||||||||||||
Value of shares issued during the period | $ 360,700 | ||||||||||||
Share price (in dollars per share) | $ 1.20 | ||||||||||||
Number of shares issued for services | 10,000 | ||||||||||||
Value of shares issued for services | $ 12,000 | ||||||||||||
Eleven Investors [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.60 | ||||||||||||
Eleven Investors [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.80 | ||||||||||||
Eight Investors [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of shares issued during the period | 760,000 | ||||||||||||
Value of shares issued during the period | $ 522,500 | ||||||||||||
Eight Investors [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.60 | ||||||||||||
Eight Investors [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.75 | ||||||||||||
Two Individuals [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of shares issued for services | 55,000 | ||||||||||||
Value of shares issued for services | $ 45,000 | ||||||||||||
Two Individuals [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.70 | ||||||||||||
Two Individuals [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 1.25 | ||||||||||||
Four Investors [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of shares issued during the period | 168,000 | ||||||||||||
Value of shares issued during the period | $ 102,500 | ||||||||||||
Four Investors [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.60 | $ 0.60 | |||||||||||
Four Investors [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.67 | $ 0.67 | |||||||||||
One Individuals [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 1 | ||||||||||||
Number of shares issued for services | 42,000 | ||||||||||||
Value of shares issued for services | $ 42,000 | ||||||||||||
Five Investors [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Number of shares issued during the period | 283,000 | ||||||||||||
Value of shares issued during the period | $ 203,750 | ||||||||||||
Five Investors [Member] | Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.60 | ||||||||||||
Five Investors [Member] | Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Share price (in dollars per share) | $ 0.80 |