Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2016 | Jun. 06, 2016 | Sep. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | AeroGrow International, Inc. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | --03-31 | ||
Entity Common Stock, Shares Outstanding | 7,696,010 | ||
Entity Public Float | $ 5,251,794 | ||
Amendment Flag | false | ||
Entity Central Index Key | 1,316,644 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Mar. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY |
BALANCE SHEETS
BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2015 |
Current assets | ||
Cash and cash equivalents | $ 1,401 | $ 1,015 |
Restricted cash | 15 | 15 |
Accounts receivable, net of allowance for doubtful accounts of $14 and $10 at March 31, 2016 and 2015, respectively | 1,577 | 1,300 |
Other receivables | 232 | 214 |
Inventory, net | 3,149 | 2,603 |
Prepaid expenses and other | 196 | 144 |
Total current assets | 6,570 | 5,291 |
Property and equipment, net of accumulated depreciation of $3,652 and $3,284 at March 31, 2016 and 2015, respectively | 620 | 525 |
Intangible assets, net | 2 | 2 |
Deposits | 156 | 156 |
Total assets | 7,348 | 5,974 |
Current liabilities | ||
Accounts payable | 1,733 | 1,641 |
Accrued expenses | 964 | 816 |
Customer deposits | 352 | 30 |
Deferred rent | 1 | 1 |
Notes payable – related party | 1,293 | 207 |
Derivative warrant liability | 644 | 1,688 |
Debt associated with sale of IP | 160 | 208 |
Total current liabilities | $ 5,147 | $ 4,591 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity | ||
Preferred stock, $.001 par value, 20,000,000 shares authorized, 2,649,007 issued and outstanding at March 31, 2016 and 2015 | $ 3 | $ 3 |
Common stock, $.001 par value, 750,000,000 shares authorized, 7,499,966 and 6,563,518 shares issued and outstanding at March 31, 2016 and 2015, respectively | 7 | 6 |
Additional paid-in capital | 84,129 | 82,101 |
Stock dividend to be distributed | 2,391 | 1,715 |
Accumulated deficit | (84,329) | (82,442) |
Total stockholders' equity | 2,201 | 1,383 |
Total liabilities and stockholders' equity | $ 7,348 | $ 5,974 |
BALANCE SHEETS (Parentheticals)
BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2015 |
Allowance for doubtful accounts (in Dollars) | $ 14 | $ 10 |
Accumulated depreciation (in Dollars) | $ 3,652 | $ 3,284 |
Preferred stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 2,649,007 | 2,649,007 |
Preferred stock, shares outstanding | 2,649,007 | 2,649,007 |
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 7,499,966 | 6,563,518 |
Common stock, shares outstanding | 7,499,966 | 6,563,518 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net revenue | $ 19,612 | $ 17,912 |
Cost of revenue | 12,618 | 12,367 |
Gross profit | 6,994 | 5,545 |
Operating expenses | ||
Research and development | 480 | 389 |
Sales and marketing | 5,410 | 3,895 |
General and administrative | 2,403 | 2,088 |
Total operating expenses | 8,293 | 6,372 |
Loss from operations | (1,299) | (827) |
Other income (expense), net | ||
Fair value changes in derivative warrant liability | 1,044 | 842 |
Interest expense – related party | (293) | (207) |
Other (expense) income, net | (5) | 1 |
Total other income (expense), net | 746 | 636 |
Net loss | (553) | (191) |
Change in fair value of stock to be distributed for Scotts Miracle-Gro transactions | (675) | (1,355) |
Net loss attributable to common shareholders | $ (1,228) | $ (1,546) |
Net loss per common share, basic and diluted (in Dollars per share) | $ (0.18) | $ (0.26) |
Weighted average number of common shares outstanding, basic and diluted (in Shares) | 6,666 | 5,847 |
STATEMENT OF CHANGES IN STOCKHO
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Stock Dividend to be Distributed [Member] | Retained Earnings [Member] | Total |
Balance at Mar. 31, 2014 | $ 3 | $ 6 | $ 79,563 | $ 1,456 | $ (80,134) | $ 894 |
Balance (in Shares) at Mar. 31, 2014 | 2,649,007 | 6,129,326 | ||||
Common stock dividend distribution issued in connection with Scotts Miracle-Gro agreement | 1,383 | (1,095) | 288 | |||
Common stock dividend distribution issued in connection with Scotts Miracle-Gro agreement (in Shares) | 390,092 | |||||
Warrants issued to consultants | 37 | 37 | ||||
Exercise of stock options | 53 | $ 53 | ||||
Exercise of stock options (in Shares) | 44,100 | 44,000 | ||||
Stock options and restricted stock issued under equity compensation plans | 302 | $ 302 | ||||
Stock dividend to be distributed | 763 | 1,354 | (2,117) | |||
Net (loss) | (191) | (191) | ||||
Balance at Mar. 31, 2015 | $ 3 | $ 6 | 82,101 | 1,715 | (82,442) | 1,383 |
Balance (in Shares) at Mar. 31, 2015 | 2,649,007 | 6,563,518 | ||||
Common stock dividend distribution issued in connection with Scotts Miracle-Gro agreement | $ 1 | 1,318 | (679) | (224) | $ 416 | |
Common stock dividend distribution issued in connection with Scotts Miracle-Gro agreement (in Shares) | 936,448 | |||||
Exercise of stock options (in Shares) | 0 | |||||
Stock options and restricted stock issued under equity compensation plans | 276 | $ 276 | ||||
Stock dividend to be distributed | 434 | 1,355 | (1,110) | 679 | ||
Net (loss) | (553) | (553) | ||||
Balance at Mar. 31, 2016 | $ 3 | $ 7 | $ 84,129 | $ 2,391 | $ (84,329) | $ 2,201 |
Balance (in Shares) at Mar. 31, 2016 | 2,649,007 | 7,499,966 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net (loss) | $ (553) | $ (191) |
Adjustments to reconcile net (loss) to cash and cash equivalents used by operations: | ||
Issuance of stock options under equity compensation plans | 276 | 302 |
Issuance of common stock warrants | 0 | 37 |
Depreciation and amortization expense | 368 | 260 |
Bad debt expense | 4 | 5 |
Fair value remeasurement of derivative warrant liability | (1,044) | (842) |
Accretion of debt associated with sale of intellectual property | (48) | (50) |
Amortization of debt issuance costs | 0 | 0 |
SMG intellectual property royalty and branding license | 959 | 837 |
Change in operating assets and liabilities: | ||
(Increase) in accounts receivable | (281) | (732) |
(Increase) in other receivable | (18) | (27) |
(Increase) in inventory | (546) | (1,292) |
(Increase) decrease in prepaid expenses and other current assets | (52) | 162 |
(Increase) in deposits | 0 | (11) |
Increase in accounts payable | 21 | 539 |
Increase in accrued expenses | 148 | 510 |
Increase in accrued interest – related party | 293 | 207 |
Increase in customer deposits | 322 | 30 |
(Decrease) in deferred rent | 0 | (2) |
Net cash and cash equivalents used by operating activities | (151) | (258) |
Cash flows from investing activities: | ||
Purchases of equipment | (463) | (487) |
Net cash and cash equivalents provided (used) by investing activities | (463) | (487) |
Cash flows from financing activities: | ||
Proceeds from notes payable – related party | 6,000 | 4,500 |
Repayments of notes payable – related party | (5,000) | (4,500) |
Proceeds from exercise of stock options | 0 | 53 |
Net cash provided by financing activities | 1,000 | 53 |
Net increase (decrease) in cash and cash equivalents | 386 | (692) |
Cash and cash equivalents, beginning of period | 1,015 | 1,707 |
Cash and cash equivalents, end of period | 1,401 | 1,015 |
Interest paid in cash | 0 | 0 |
Income taxes paid | 0 | 0 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Common stock issued on notes payable – related party | 207 | 0 |
Change in fair value of SMG intellectual property royalty, branding license and shares for interest on loan | 1,043 | 0 |
Change in fair value of stock dividends accrued on convertible preferred stock | 161 | 1,355 |
Decrease in accrued stock to be issued due to issuance of SMG shares for intellectual property, branding license and preferred stock dividend | $ 887 | $ 288 |
Note 1 - Description of the Bus
Note 1 - Description of the Business and Summary of Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block] | Note 1 – Description of the Business and Summary of Significant Accounting Policies Organization and Description of the Business AeroGrow International, Inc. (the "Company," “we,” “AeroGrow,” or “our ") was incorporated in the State of Nevada on March 25, 2002. The Company’s principal business is developing, marketing, and distributing advanced indoor aeroponic garden systems designed and priced to appeal to the consumer gardening, cooking and small indoor appliance markets worldwide. The Company manufactures, distributes and markets nine different models of its AeroGarden systems in multiple colors, as well as over 40 varieties of seed pod kits and a full line of accessory products through multiple channels including retail distribution, catalogue and direct-to-consumer sales in the United States and Canada. Liquidity and Basis of Presentation As shown in the accompanying financial statements, we have incurred net losses of $553,000 and $191,000 for the years ended March 31, 2016 and 2015, respectively, and have an accumulated deficit of $84.3 million as of March 31, 2016. As more fully discussed in the Liquidity and Capital Resources section of Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, the Company has developed sources of funding that management believes are sufficient to support the Company’s operating plan for the fiscal year ending March 31, 2017. The Company’s operating plan is predicated on a variety of assumptions including, but not limited to, the level of customer and consumer demand, the effect of cost reduction programs, and the state of the general economic environment in which the Company operates. There can be no assurance that these assumptions will prove to be accurate in all material respects, or that the Company will be able to successfully execute its operating plan. We may seek additional debt or equity capital during the fiscal year ending March 31, 2017 to address the seasonal nature of our working capital needs, and to enable us to increase the scale of our business. Sources of funding to meet prospective cash requirements include the Company’s existing cash balances based on current cash on hand plus financing from Scotts Miracle-Gro similar to the last few years, and cash flow from operations. There can be no assurance we will be able to raise additional capital. As part of our efforts to seek additional funding of our operations, in April 2013, we entered into a strategic alliance with SMG Growing Media, Inc., a wholly owned subsidiary of Scotts Miracle-Gro Company, a worldwide marketer of branded consumer lawn and garden products (“Scotts Miracle-Gro”). As part of the strategic alliance, in April 2013 Scotts Miracle-Gro (i) acquired 2,649,007 shares of the Company’s Series B Convertible Preferred Stock and a warrant to purchase shares of the Company’s common stock for an aggregate purchase price of $4.0 million; and (ii) purchased all of the Company’s intellectual property associated with hydroponic products, other than the AeroGrow and AeroGarden trademarks, for $500,000. Additionally, we entered into a $6.0 million Term Loan with Scotts Miracle-Gro on July 6, 2015. For further information on the debt arrangement with Scotts Miracle-Gro, please see Note 2 “Notes Payable and Long Term Debt” and the strategic alliance with Scotts Miracle-Gro, please see Note 3 “Scotts Miracle-Gro Transactions – Convertible Preferred Stock, Warrants and Other Transactions” to our financial statements. Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. It is reasonably possible that a change in the Company’s estimates will occur in the near term and such change could be material as information becomes available. Our estimates include the derivative warrant liability, warranty and return reserves and allowances for sales and cooperative advertising. Net Income (Loss) per Share of Common Stock The Company computes net income (loss) per share of common stock in accordance with Accounting Standards Codification (“ASC”) 260. ASC 260 requires companies with complex capital structures to present basic and diluted Earnings per Share (“EPS”). Basic EPS is measured as the income or loss available to common shareholders divided by the weighted average shares of common stock outstanding for the period. Diluted EPS is similar to basic EPS, but presents the dilutive effect on a per share basis of potential common stock (e.g., convertible securities, options, and warrants) as if they had been converted at the beginning of the periods presented. Potential shares of common stock that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the years ended March 31, 2016 and 2015, the Company had 3.7 million (including preferred stock), and 3.7 million, respectively, of securities that could potentially dilute basic EPS in the future that were not included in the computation of diluted EPS because to do so would have been anti-dilutive for the periods presented. As of March 31, 2016, employee stock options to purchase approximately 103,000 shares of common stock and warrants to purchase approximately 394,000 shares of common stock were outstanding but were not included in the computation of diluted net income per share because the effect of including such shares would have been anti-dilutive in the periods presented. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents at March 31, 2016 and 2015. Restricted Cash The Company has secured activity related to its corporate credit card purchase account with a restricted money market account. The balance in this account as of March 31, 2016 and March 31, 2015 was $15,000. Concentrations of Risk ASC 825-10-50-20 requires disclosure of significant concentrations of credit risk regardless of the degree of such risk. Financial instruments with significant credit risk include cash deposits. The amount on deposit with one financial institution exceeded the $250,000 federally insured limit as of March 31, 2016. However, management believes that the financial institution is financially sound and the risk of loss is minimal. Customers: For the year ended March 31, 2016, the Company had one customer, Amazon.com, who represented 50.1%, of the Company’s net revenue. For the year ended March 31, 2015, the Company had two customers, Amazon.com and Wal-Mart Stores, who represented 32.5%, and 14.6%, respectively, of the Company’s net revenue. Suppliers: For the year ended March 31, 2016, the Company purchased inventories and other inventory related items from one supplier totaling $7.0 million representing 55.2% of cost of revenue. For the year ended March 31, 2015, the Company purchased inventories and other inventory related items from three suppliers totaling $4.6 million, $1.8 million, and $1.2 million representing 37.2%, 14.6%, and 10.1% of cost of revenue, respectively. The Company’s primary contract manufacturers are located in China. As a result, the Company may be subject to political, currency, regulatory, shipping, labor and weather/natural disaster risks. Although the Company believes alternate sources of manufacturing could be obtained, these risks and any potential loss of supply could have an adverse impact on operations. Account Receivables: As of March 31, 2016, the Company had two customers, Amazon.com and QVC, which represented 35.3% and 22.1%, respectively, of outstanding accounts receivable. As of March 31, 2015, the Company had five customers, Amazon.com, Wal-Mart Stores, QVC, Costco.com and Wal-Mart.com, that represented 54.2%, 21.1%, 14.8%, 14.6% and 11.1%, of outstanding accounts receivable. Management believes that all receivables from these customers are collectible. Fair Value of Financial Instruments The Company follows the guidance in ASC 820, Fair Value Measurements and Disclosures Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability, i.e., exit price, in an orderly transaction between market participants. ASC 820 also provides a hierarchy for determining fair value, which emphasizes the use of observable market data whenever available. The three broad levels defined by the hierarchy are as follows, with the highest priority given to Level 1 as these are the most reliable, and the lowest priority given to Level 3. The three levels of the fair value hierarchy are described below: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Observable market-based inputs, other than quoted prices in active markets for identical assets or liabilities. Level 3: Unobservable inputs that are supported by little or no market activity. The carrying value of financial instruments, including cash, receivables, accounts payable and accrued expenses, approximates their fair value at March 31, 2016 and March 31, 2015 due to the relatively short-term nature of these instruments. The Company has three liabilities for which the fair value is determined by Level 3 inputs: (1) Notes payable – related party; (2) sale of intellectual property liability; and (3) derivative warrant liability. As discussed below in Notes 2 and 3, each of these liabilities was incurred in conjunction with the Company’s strategic alliance with Scotts Miracle-Gro. As of March 31, 2016 and March 31, 2015, the fair value of the note payable and the sale of intellectual property liability were estimated using the discounted cash flow method, which is based on expected future cash flows, discounted to present value using a discount rate of 15%. The Company also issued a derivative warrant liability that entitles, but does not obligate, Scotts Miracle-Gro to purchase a number of shares of common stock that, on a fully diluted basis, would constitute 80% of the Company’s outstanding capital stock. The Company accounts for the warrant as a liability and measures the value of the warrant using the Monte Carlo simulation model as of the end of each quarterly reporting period until the warrant is exercised or expires. As of March 31, 2016 and March 31, 2015, the fair value of the warrant was $644,000 and $1.7 million, respectively. As of March 31, 2016 and 2015, the Company did not have any financial assets or liabilities that were measured at fair value on a recurring basis subsequent to initial recognition, except for the derivative warrant liability. The table below summarizes the fair value and carry value of each Level 3 category liability: March 31, 2016 March 31, 2015 Fair Value Carry Value Fair Value Carry Value (in thousands) Liabilities Notes payable-related party $ 1,277 $ 1,293 $ 207 $ 207 Derivative warrant liability 644 644 1,688 1,688 Sale of intellectual property liability 117 160 145 208 Total $ 2,038 $ 2,097 $ 2,040 $ 2,103 Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation for financial accounting purposes is computed using the straight-line method over the estimated lives of the respective assets. Office equipment and computer hardware are depreciated over five years. Tooling is depreciated over three years. Leasehold improvements are being amortized over the life of the lease. Property and equipment consist of the following: March 31, March 31, 2016 2015 (in thousands) Manufacturing equipment and tooling $ 3,243 $ 2,852 Computer equipment and software 562 490 Leasehold improvements 116 116 Other equipment 351 351 4,272 3,809 Less: accumulated depreciation (3,652 ) (3,284 ) Property and equipment, net $ 620 $ 525 Depreciation expense for the years ended March 31, 2016 and 2015, was $368,000, and $260,000, respectively. Intangible Assets Intangible assets consist of the direct costs incurred for application fees and legal expenses associated with patents and trademarks on the Company's products. The Company periodically reviews the value of the intangible assets. To the extent carrying values exceed estimated fair values, the Company records a reduction in the carrying value to the determined fair value. The Company amortizes its patent and trademark costs on a straight line basis over their estimated useful life of 17 years. Intangible assets consist of the following: March 31, March 31, 2016 2015 (in thousands) Trademarks 2 2 2 2 Less: accumulated amortization - - Intangible assets, net $ 2 $ 2 Amortization expense for the years ended March 31, 2016 and 2015, was less than $1,000, respectively. As of April 22, 2013, the Company agreed to sell to Scotts Miracle-Gro all intellectual property associated with the Company’s hydroponic products, other than the AeroGrow and AeroGarden trademarks, free and clear of all encumbrances, for $500,000. Scotts Miracle-Gro has the right to use the AeroGrow and AeroGarden trademarks in connection with the sale of products incorporating the Hydroponic intellectual property (“IP”). In return, Scotts Miracle-Gro granted the Company an exclusive right to use the Hydroponic IP in North America and certain European countries in return for a royalty of 2% of annual net sales, as determined at the end of each fiscal year. The royalty is payable in the Company's common stock at the conversion price of the Series B Preferred Stock (see Note 3). The initial term of the Technology License is five years, and the Company may renew the Technology License for an additional five-year term by providing notice to Scotts Miracle-Gro at least six months in advance of the expiration of each five-year term. Please see Note 3 “Scotts Miracle-Gro Transactions – Convertible Preferred Stock, Warrants and Other Transactions” to our financial statements for further discussion. Inventory Inventories are valued at the lower of cost, determined on the basis of standard costing, which approximates the first-in, first-out method, or net realizable value. When the Company is the manufacturer, raw materials, labor and manufacturing overhead are included in inventory costs. The Company records the raw materials at delivered cost. Standard labor and manufacturing overhead costs are applied to the finished goods based on normal production capacity. A majority of the Company’s products are manufactured overseas and are recorded at standard cost, which includes product costs for purchased and manufactured products, and freight and transportation costs for inbound freight from manufacturers. March 31, March 31, 2016 2015 (in thousands) Finished goods $ 2,372 $ 1,919 Raw materials 777 684 $ 3,149 $ 2,603 The Company determines an inventory obsolescence reserve based on management’s historical experience and establishes reserves against inventory according to the age of the product. As of March 31, 2016 and 2015, the Company had reserved $285,000 and $267,000, respectively, for inventory obsolescence. Accounts Receivable and Allowance for Doubtful Accounts The Company sells its products to retailers and consumers. Consumer transactions are paid primarily by credit card. Retailer sales terms vary by customer, but are generally net 30 days to net 60 days. Accounts receivable are reported at net realizable value and net of the allowance for doubtful accounts. The Company uses the allowance method to account for uncollectible accounts receivable. The Company's allowance estimate is based on a review of the current status of trade accounts receivable. Other Receivables In conjunction with the Company’s processing of credit card transactions for its direct-to-consumer sales activities and as security with respect to the Company’s performance for required credit card refunds and charge backs, the Company is required to maintain a cash reserve with Litle and Company, the Company’s credit card processor. This reserve is equal to 5% of the credit card sales processed during the previous six months. As of March 31, 2016 and March 31, 2015, the balance in this reserve account was $232,000 and $214,000, respectively. Advertising and Production Costs The Company expenses all production costs related to advertising, including, print, television, and radio advertisements when the advertisement has been broadcast or otherwise distributed. In contrast, the Company records media and marketing costs related to its direct-to-consumer advertisements, inclusive of postage and printing costs incurred in conjunction with mailings of direct response catalogues, and related direct response advertising costs, in accordance ASC 340-20 Capitalized Advertising Costs. As the Company has re-entered the retail distribution channel, the Company has expanded its advertising to online gateway and portal advertising, as well as placement in third party catalogues. Advertising expenses for the years ended March 31, 2016 and March 31, 2015, were as follows: Fiscal Year Ended March 31, 2016 2015 (in thousands) Direct-to-consumer $ 708 $ 890 Retail 1,598 871 Other 721 40 Total advertising expense $ 3,027 $ 1,801 As of March 31, 2016 and March 31, 2015, the Company had deferred $24,000 and $48,000, respectively, related to such media and advertising costs, which include the catalogue cost described above and commercial production costs. The costs are included in the prepaid expenses and other line of the balance sheet. Research and Development Research, development, and engineering costs are expensed as incurred. Research, development, and engineering expenses primarily include payroll and headcount related costs, contractor fees, infrastructure costs, and administrative expenses directly related to research and development support. Stock-Based Compensation The Company uses the Black-Scholes option valuation model to estimate the fair value of stock option awards. For the years ended March 31, 2016 and March 31, 2015, equity compensation in the form of stock options and grants of restricted stock that vested totaled $276,000 and $302,000, respectively, and is included in the accompanying statements of operations in the following categories: Years ended March 31, 2016 March 31, 2015 (in thousands) General and administrative $ 90 $ 158 Sales and marketing 186 144 Total $ 276 $ 302 Income Taxes Deferred income taxes are recognized for the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at the end of each period, based on enacted laws and statutory rates applicable to the periods in which the differences are expected to affect taxable income. Any liability for actual taxes to taxing authorities is recorded as income tax liability. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is established against such assets where management is unable to conclude that it is “more likely than not” that the value of such asset will be realized. As of March 31, 2016 and March 31, 2015, the Company recognized a valuation allowance equal to 100% of the net deferred tax asset balance. Revenue Recognition The Company recognizes revenue from product sales, net of estimated returns, when persuasive evidence of a sale exists, including the following: (i) a product is shipped under an agreement with a customer; (ii) risk of loss and title has passed to the customer; (iii) the fee is fixed or determinable; and (iv) collection of the resulting receivable is reasonably assured. The Company records estimated reductions to revenue for customer and distributor programs and incentive offerings, including promotions and other volume-based incentives. Certain incentive programs require the Company to estimate revenue reductions based on industry experience the number of customers who will actually redeem the incentive. At March 31, 2016 and March 31, 2015, the Company had accrued $151,000 and $110,000 respectively, as its estimate for the foregoing deductions and allowances. These items are included in the accrued expenses line of the balance sheets. Warranty and Return Reserves The Company records warranty liabilities at the time of sale for the estimated costs that may be incurred under its basic warranty program. The specific warranty terms and conditions vary depending upon the product sold, but generally include technical support, repair parts and labor for periods up to one year. Factors that affect the Company’s warranty liability include the number of installed units currently under warranty, historical and anticipated rates of warranty claims on those units, and cost per claim to satisfy the Company’s warranty obligation. Based upon the foregoing, the Company has recorded as of March 31, 2016 and March 31, 2015 a provision for potential future warranty costs of $117,000 and $58,000, respectively. These warranty expenses are included in the accrued expenses line of the balance sheets. The Company reserves for known and potential returns and associated refunds or credits related to such returns based upon historical experience. In certain cases, customers are provided a fixed allowance, usually in the 1% to 2% range, to cover returned goods and this allowance is deducted from payments to us by such customers. As of March 31, 2016 and March 31, 2015, the Company has recorded a reserve for customer returns of $197,000 and $119,000, respectively. These items are included in the accrued expenses line of the balance sheets. Shipping and Handling Costs Shipping and handling costs associated with inbound freight are recorded in cost of revenue and are capitalized in inventory until the inventory is sold. Shipping and handling costs associated with freight out to customers are also included in cost of revenue. Shipping and handling charges paid by customers are included in net revenue. Deferred Rent As of March 31, 2016 and March 31, 2015, the Company had recorded deferred rent in the amount of $1,000, respectively, based on the difference between straight-line rent expense recorded and the rent payment obligation. Segments of an Enterprise and Related Information GAAP utilizes a management approach based on allocating resources and assessing performance as the source of the Company's reportable segments. GAAP also requires disclosures about products and services, geographic areas and major customers. At present, the Company operates in one segment. New Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, “Leases.” The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The adoption of this ASU is expected to result in all operating leases being capitalized in the Company’s financial statements. In November 2015, the FASB issued ASU 2015-17, “Balance Sheet Classification of Deferred Taxes,” which requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position to simplify the presentation of deferred income taxes. The standard is effective prospectively for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted. The Company does not expect the adoption of this update to have a material impact on its financial statements. The Company has early adopted this ASU and had no material impact on our financial statements. In August 2015, the FASB issued ASU 2015-14 which updated (to defer the effective date by one year) previously issued ASU 2014-09, "Revenue from Contracts with Customers," which amended revenue recognition guidance to clarify the principles for recognizing revenue from contracts with customers. The guidance requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. The guidance also requires expanded disclosures relating to the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. Additionally, qualitative and quantitative disclosures are required about customer contracts, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. This accounting guidance is effective for the Company beginning in the first quarter of fiscal year 2018 using one of two prescribed retrospective methods. Early adoption is not permitted. We have not yet selected a transition method, nor have we determined the effect of the standard on our ongoing financial reporting. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory.” Under this ASU, inventory will be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The ASU defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” No other changes were made to the current guidance on inventory measurement. ASU 2015-11 is effective for interim and annual periods beginning after December 15, 2016. Early application is permitted and should be applied prospectively. Management has early adopted ASU 2015-11 and notes no material impact on the Company's financial position or results of operations. In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements – Going Concern: Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” which requires management to evaluate whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued. This ASU is effective for annual periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. The adoption of this ASU is not expected to have a material impact on the Company’s financial statements. |
Note 2 - Notes Payable and Long
Note 2 - Notes Payable and Long Term Debt | 12 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | Note 2 – Notes Payable and Long Term Debt We relied upon a variety of debt funding sources to meet our liquidity requirements during the fiscal years ended March 31, 2016 and 2015, as summarized below: March 31, March 31, 2016 (in thousands) 2015 (in thousands) Notes Payable –related party $ 1,293 $ 207 Derivative warrant liability (see Note 3) 644 1,688 Sale of intellectual property liability (see Note 3) 160 208 Total debt 2,097 2,103 Less current portion 2,097 2,103 Long term debt $ - $ - Debt Payment Obligations As of March 31, 2016, we have $1.0 million remaining debt requiring cash payments. Refer to subsequent events in Note 9 for the final payment on the debt. All outstanding debt obligations, except for notes payable- related party are related to the Scotts Miracle-Gro transaction as described in Note 3 to our financial statements. Scotts Miracle-Gro Term Loan Agreement On July 6, 2015, the Company entered into a Term Loan Agreement in the principal amount of up to $6.0 million with SMG Growing Media, Inc. The proceeds were made available as needed in three advances of up to $2.0 million, $2.5 million, and $1.5 million in July, August, and after September of 2015, respectively, with a due date of April 15, 2016. The funding provided general working capital and was used for the purpose of acquiring inventory to support the Company’s expansion into retail and direct-to-consumer sales channels in advance of the peak selling season. The Term Loan Agreement was secured by a lien on the assets of the Company. Interest was charged at the stated rate of 10% per annum, but was payable in shares of AeroGrow common stock, valued at a price per share equal to the conversion price of the Series B Convertible Preferred Stock (which was previously issued to Scotts Miracle-Gro in April 2013). The Term Loan Agreement was filed as an exhibit to a Current Report on Form 8-K which was filed with the SEC on July 10, 2015. As of March 31, 2016, the outstanding balance of the interest on the Term Loan Agreement, was $293,000 to be paid in shares of common stock, the outstanding balance on the loan was $1.0 million and we were current and in compliance with all terms and conditions. As noted in Note 9, Subsequent Events, the interest due was paid in full on May 9, 2016 in the form of 196,044 shares of the Company’s common stock. The accrued interest at $1.51 per share is fair valued at period end and recorded as stock dividend to be distributed and amounts to $433,000 and $207,000 of the stock dividend to be distributed as of March 31, 2016 and 2015, respectively. Liability Associated with Scotts Miracle-Gro Transaction On April 22, 2013, the Company issued Series B Convertible Preferred Stock and a warrant to a wholly-owned subsidiary of Scotts Miracle-Gro. Pursuant to GAAP, the Company has classified the warrant as a liability at its estimated fair value. The derivative warrant liability will be re-measured to fair value, on a recurring basis, at the end of each reporting period until it is exercised or expires. The valuation techniques used to determine the fair value of the derivative warrant liability and the terms of the warrant are further explained in Note 1 under the caption “Fair Value of Financial Instruments” and in Note 3. As of March 31, 2016 and March 31, 2015, the estimated fair value of the warrant was $644,000 and $1.7 million, respectively. The Company and Scotts Miracle-Gro also agreed to enter an Intellectual Property Sale Agreement, a Technology License Agreement, a Brand License Agreement, and a Supply Chain Services Agreement. The Intellectual Property Sale Agreement and the Technology License constitute an agreement of sales of future revenues. Under the Intellectual Property Sale Agreement the Company received $500,000 cash from Scotts Miracle-Gro and agreed to pay a specified percentage of revenue to Scotts Miracle-Gro for a defined period. Because the Company has significant involvement in the generation of its revenue, the excess paid over net book value is classified as a liability and is being amortized under the effective interest method. As of March 31, 2016 and March 31, 2015, the Company recorded a liability of $160,000 and $208,000, respectively, on the balance sheets. |
Note 3 - Scotts Miracle-Gro Tra
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions | 12 Months Ended |
Mar. 31, 2016 | |
Convertible Preferred Stock Warrants And Other Transactions [Abstract] | |
Convertible Preferred Stock Warrants And Other Transactions [Text Block] | Note 3 – Scotts Miracle-Gro Transactions – Convertible Preferred Stock, Warrants and Other Transactions On April 22, 2013, the Company entered into a Securities Purchase Agreement with SMG Growing Media, Inc. (the “Investor”), a wholly owned subsidiary of Scotts Miracle-Gro (NYSE: “SMG”), a worldwide marketer of branded consumer lawn and garden products. Pursuant to the Securities Purchase Agreement, Scotts Miracle-Gro acquired 2,649,007 shares of the Company’s Series B Convertible Preferred Stock, par value $0.001 per share (the “ The Series B Preferred Stock is convertible into 2,649,007 shares of common stock ($4.0 million divided by a conversion price of $1.51 per share). The Series B Preferred Stock bears a cumulative annual dividend of 8.0%, payable in shares of the Company’s common stock at a conversion price of $1.51 per share (subject to customary anti-dilution rights, as described in the Series B Preferred Stock Certificates of Designations). The Series B Preferred Stock does not have a liquidation preference and is entitled to vote on an “as-converted” basis with the common stock. The stock dividend accrues from day to day and is payable in shares of our common stock within thirty days after the end of each fiscal year end. The stock dividend is recorded at the fair market value of our common stock at the end of each quarter in the equity section of the balance sheets. The corresponding charge is recorded below net income to arrive at net income available to common shareholders. The Series B Preferred Stock automatically converts into the Company’s common stock: (i) upon the affirmative election of the holders of at least a majority of the then outstanding shares of the Series B Preferred Stock voting together as a single class on an as-if-converted to common stock basis; or (ii) if, at the date of exercise in whole or in part of the Warrant, the holder (or holders) of the Series B Preferred Stock own 50.1% of the issued and then-outstanding common stock of the Company, giving effect to the issuance of shares of common stock in connection with the conversion of the Series B Preferred Stock and such exercise of the Warrant. The Warrant entitles, but does not obligate, Scotts Miracle-Gro to purchase a number of shares of common stock that, on a “fully diluted basis” (as defined in the Securities Purchase Agreement), constitute 80% of the Company’s outstanding capital stock (when added to all other shares owned by Scotts Miracle-Gro), as calculated as of the date or dates of exercise. The Warrant can be exercised at any time and from time to time for a period of five years between April 22, 2016 and April 22, 2021 (the third and eighth anniversary of the closing date, respectively). In addition, the Warrant can be exercised in any increment; there is no obligation to exercise the entire Warrant at one time. The exercise price of the Warrant shall be equal to the quotient obtained by dividing: (a) an amount equal to (i) 1.34 times the trailing twelve months “Net Sales” (which includes sales of the Company’s products by Scotts Miracle-Gro and its affiliates) minus (ii) “Debt Outstanding” net of cash (as such terms are defined in the Warrant, by (b) the total shares of capital stock outstanding, including outstanding in-the-money options and warrants, but not the Warrant contemplated in this Private Offering. The Warrant expires on April 22, 2021, the eighth anniversary of the closing date. The Warrant contains customary anti-dilution rights (for stock splits, stock dividends and sales of substantially all the Company’s assets). Scotts Miracle-Gro also has the right to participate pro rata, based on Scotts Miracle-Gro’s percentage equity ownership in the Company (assuming the exercise of Scotts Miracle-Gro’s Warrant, but not the exercise of any options outstanding under the Company’s equity compensation plans) in future issuance of equity securities by the Company. Upon exercise of the Warrants and demand by Scotts Miracle-Gro, the Company must use its best efforts to file a Registration Statement on Form S-3, or, if the Company is not eligible for Form S-3, on Form S-1 (collectively, the “Registration Statement”), covering the shares of the Company’s common stock covered by the Preferred Stock and the Warrant, within 120 calendar days after receipt of Scotts Miracle-Gro’s demand for registration and shall use its best efforts to cause the Registration Statement to become effective as soon as possible thereafter. The private offering and sale of the Series B Preferred Stock and Warrant was conducted in reliance upon exemptions from registration requirements under the Securities Act, including, without limitation, those under Regulation D promulgated under the Securities Act. Scotts Miracle-Gro is an “accredited investor,” as defined in Rule 501 of Regulation D under the Securities Act. Because the Series B Preferred Stock and the Warrant have not been registered under the Securities Act, they may not be reoffered or resold in the United States absent registration or an applicable exemption from registration. Under the Securities Purchase Agreement, the Company’s Board of Directors (the “Board”) is required to consist of five members, which shall be set forth in the Company’s Bylaws. In addition, Scotts Miracle-Gro is entitled to appoint one member to the Board and have one additional Board observer while the Warrant remains outstanding, pursuant to provision, Scotts Miracle-Gro has appointed Chris J. Hagedorn to the Company’s Board effective as of April 22, 2013. The foregoing description of the Securities Purchase Agreement, the Certificates of Designations for the Series B Convertible Preferred Stock, the Warrant, and the resulting transaction is only a summary, does not purport to be complete, and is qualified in its entirety by reference to the full text of the applicable documents, each of which was included as an exhibit to the Company’s Current Report on Form 8-K, as filed with the SEC on April 23, 2013. The warrant on the Series B Convertible Preferred Stock was accounted for as a liability at its estimated fair value of $644,000 and $1.7 million as of March 31, 2016 and March 31, 2015, respectively. The derivative warrant liability will be re-measured to fair value, on a recurring basis, at the end of each reporting period until it is exercised or expires. The Company calculated the fair value of the Warrant during the years ended March 31, 2016 and 2015 using a Monte Carlo simulation model. In June 2016, representatives of Scotts Miracle-Gro informed the Company’s management team and Board of Directors of its intent to exercise some or all of the Warrant prior to December 31, 2016. In conjunction with the Private Offering described above, the Company and Scotts Miracle-Gro also agreed to the following: Intellectual Property Sale Technology Licensing Agreement Brand License Collaboration Supply Chain Services Agreement |
Note 4 - Equity Compensation Pl
Note 4 - Equity Compensation Plans and Employee Benefit Plans | 12 Months Ended |
Mar. 31, 2016 | |
Share-based Arrangements with Employees and Nonemployees [Abstract] | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | Note 4 – Equity Compensation Plans and Employee Benefit Plans In August 2005, the Company’s Board of Directors approved the 2005 Equity Compensation Plan (the “2005 Plan”) pursuant to which both qualified and nonqualified stock options as well as restricted shares of common stock are reserved for issuance to eligible employees, consultants and directors of the Company. A total of 13,505,000 shares of our common stock may be granted under the 2005 Plan. The 2005 Equity Compensation plan has expired and we anticipate a shareholder meeting later this year to approve a new plan. The 2005 Plan is administered by the Company’s Governance, Compensation and Nominating Committee, which has the authority to select the individuals to whom awards are to be granted, the number of shares of common stock to be covered by each award, the vesting schedule of stock options and/or restricted stock, and all other terms and conditions of each award. For the years ended March 31, 2016 and March 31, 2015, respectively, the Company granted to employees 212,000, and 93,000 options to purchase the Company’s common stock under the 2005 Plan. All the options granted during the fiscal year ended March 31, 2016 had an exercise price of $1.55 per share. As of March 31, 2016, the Company had a total of 656,000 options outstanding with exercise prices ranging from $1.01 to $5.31 per share. Please refer to the table below. For the options granted on August 20, 2015, the Company used the following weighted average assumptions: no dividend yield; expected volatility rates of 103.49%; risk free interest rates of 0.69%, and average life of three years resulting in a value of $0.84 per share granted under the option agreement based on the market value on the date of grant. For the options granted on August 7, 2014, the Company used the following weighted average assumptions: no dividend yield; expected volatility rates of 129.8%; risk free interest rates of 1.02%, and average life of three years resulting in a value of $3.42 per share granted under the option agreement based on the market value on the date of grant. As a result of recognizing compensation expense for stock options, the net loss for the years ended March 31, 2016 and March 31, 2015, was increased by $276,000 and $302,000, respectively. A summary of option activity in the 2005 Plan is as follows: Exercise price Options Weighted- (in thousands) Low High Average Balances at April 1, 2014 397 1.10 13.00 1.63 Granted 93 5.31 5.31 5.31 Exercised (44 ) 1.01 2.20 1.35 Forfeited (2 ) 2.20 13.00 10.90 Balances at March 31, 2015 444 $ 1.01 $ 5.31 $ 2.41 Granted 212 1.55 1.55 1.55 Exercised - - - - Forfeited - - - - Balances at March 31, 2016 656 $ 1.01 $ 5.31 $ 2.13 Information regarding all stock options outstanding under the 2005 Plan as of March 31, 2016 is as follows: OPTIONS OUTSTANDING OPTIONS EXERCISABLE Weighted- Weighted- average Aggregate average Weighted- Aggregate Remaining Weighted- Intrinsic Remaining average Intrinsic Exercise Options Contractual Exercise Value Options Contractual Exercise Value price (in thousands) Life (years) Price (in thousands) (in thousands) Life (years) Price (in thousands) $ 1.01 79 1.86 $ 1.01 79 1.86 $ 1.01 $ 1.10 50 2.00 $ 1.10 50 2.00 $ 1.10 $ 1.21 50 2.00 $ 1.21 50 2.00 $ 1.21 $ 1.55 212 4.38 $ 1.55 84 4.38 $ 1.55 $ 2.20 162 2.47 $ 2.20 162 2.47 $ 2.20 $ 2.42 10 2.52 $ 2.42 10 2.52 $ 2.42 $ 5.31 93 3.35 $ 5.31 80 3.35 $ 5.31 656 3.07 $ 2.13 $ 353 515 2.73 $ 2.20 $ 266 The aggregate intrinsic value in the preceding table represents the difference between the Company’s closing stock price and the exercise price of each in-the-money option on the last trading day of the period presented. At March 31, 2016, there are unvested outstanding options to purchase 141,000 shares of the Company’s common stock that will result in $152,000 of compensation expense as they vest over the next 16 months. We sponsor a defined contribution 401(k) plan adopted in fiscal year 2015, under which eligible associates voluntarily contribute to the plan, up to IRS maximums, through payroll deductions. We match a percentage of contributions, up to a stated limit, with all matching contributions being fully vested immediately. Our matching contributions under the 401(k) plan were $25,000 and $16,000 for the fiscal years ended March 31, 2016 and 2015, respectively. |
Note 5 - Income Taxes
Note 5 - Income Taxes | 12 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | Note 5 – Income Taxes Under the provisions of GAAP, a deferred tax asset or liability (net of valuation allowance) is provided in the financial statements by applying the provisions of applicable laws to measure the deferred tax consequences of temporary differences that will result in taxable or deductible amounts in the future years as a result of events recognized in the financial statements in the current or preceding years.. Income tax provision consisted of the following: (in thousands) For the Years Ended March 31, 2016 2015 Current: Federal $ - $ - Foreign - - State 1 1 1 1 Deferred: Federal - - Foreign - - State - - - - Income tax provision $ 1 $ 1 Reconciliation of effective tax rate: For the Years Ended March 31, 2016 2015 Federal taxes at statutory rate 34.00 % 34.00 % State taxes, net of federal benefit 3.83 % 10.91 % FMV excess of conversion price 10.16 % 56.83 % Warrants Valuation 28.85 % 58.96 % Fair Value of Dividend-Paid by Stock -18.65 % -19.29 % Stock Options ISO -6.54 % -17.20 % Other Permanent items -0.77 % -0.58 % Change in effective tax rate 1.22 % -0.88 % Other Adjustments 3.52 % -8.95 % Valuation allowance -55.72 % -114.05 % Stock-based compensation 0.00 % -0.00 % Effective income tax rate -0.10 % -0.25 % (in thousands) As of March 31, 2016 2015 Non-Current Deferred Tax Assets and Liabilities: Net Operating Loss $ 22,696 $ 22,173 R & D credit carryforwards 597 597 Intangibles and fixed assets 69 53 Accrued compensation 73 47 Allowance for bad debt 5 4 Reserve for customer returns 73 43 Warranty reserve 43 21 Reserve for obsolete inventory 105 98 Stock-compensation 1,435 1,410 Charitable contributions - 2 Royalty Payments made with Stock 353 306 Other 26 33 Prepaid expenses (47 ) (45 ) Valuation allowance (25,428 ) (24,742 ) Non-Current Deferred Tax Assets and Liabilities, Net $ - $ - The Tax Reform Act of 1986 contains provisions that limit the utilization of net operating loss and tax credit carryforwards if there has been a change of ownership as described in Section 382 of the Internal Revenue Code. The Company has not prepared an analysis to determine if a change of ownership has occurred. Such a change of ownership may limit the Company's utilization of its net operating losses. At March 31, 2016 and March 31, 2015, respectively, approximately $61.7 million and $61.0 million of net operating loss carryforwards for federal income tax purposes were available to offset future taxable income through the year 2036. As of March 31, 2016 approximately $614,000 of the net operating loss carry-forwards are attributable to stock options, the benefit of which will be credited to additional paid-in capital if realized. At March 31, 2016, the total state net operating loss carry-forwards will expire between 2020 through 2036. The ultimate realization of these assets is dependent upon the generation of future taxable income sufficient to offset the related deductions and loss carryforwards within the applicable carryforward period. Based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible, management believes it is not more likely than not that the Company will not be able to realize the benefits of these deductible differences at March 31, 2016. ASC 740 provides detailed guidance for the financial statement recognition, measurement and disclosure of uncertain tax positions recognized in the financial statements. Tax positions must meet a “more-likely-than-not” recognition threshold before a benefit is recognized in the financial statements. As of March 31, 2016, the Company has not recorded a liability for uncertain tax positions. Included in net deferred tax assets is $597,000 of federal research credits that may offset future taxable income through 2022. While the Company believes that the credit calculations are correct, it is possible that upon an examination by taxing authorities, the research credits available to offset future taxable income may be reduced in whole or in part. However, as the Company is not currently recognizing a benefit for the research credits, there is no impact to the financial statements pursuant to ASC 740. There have been no income tax related interest or penalties assessed or recorded and if interest and penalties were to be assessed, the Company would charge interest and penalties to income tax expense. It is not anticipated that unrecognized tax benefits would significantly increase or decrease within 12 months of the reporting date. The Company files income tax returns in the U.S. and various state jurisdictions and there are open statutes of limitations for taxing authorities to audit the Company’s tax returns from years ended March 31, 2012, through the current period. |
Note 6 - Related Party Transact
Note 6 - Related Party Transactions | 12 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 6 – Related Party Transactions See Note 2 “Notes Payable and Long Term Debt,” Note 8 “Stockholders’ Equity” and Note 9 “Subsequent Events” to our financial statements for discussion related to debt and equity transactions involving our officers, directors and 5% or greater shareholders. On July 6, 2015, AeroGrow entered into a Term Loan Agreement in the principal amount of up to $6.0 million with Scotts Miracle-Gro. Interest was charged at the stated rate of 10% per annum, payable in shares of AeroGrow common stock, valued at a price per share equal to the conversion price of the Series B Convertible Preferred Stock (which was previously issued to Scotts Miracle-Gro in April 2013). The accrued and unpaid interest on the Term Loan was due and payable within thirty (30) days after the Interest Payment Trigger Date (as defined in the Term Loan Agreement). As disclosed above in Note 2 under the caption “Scotts Miracle-Gro Term Loan,” the principal balance of the Term Loan at March 31, 2016, was $1.0 million and was paid in full on April 12, 2016. The interest due was paid in full on May 9, 2016 in the form of 196,044 shares of the Company’s common stock. On April 22, 2013, the Company entered into a Securities Purchase Agreement with SMG Growing Media, Inc. Scotts Miracle-Gro acquired 2,649,007 shares of the Company’s Series B Convertible Preferred Stock, and a warrant to purchase shares of the Company’s common stock. The Warrant entitles, but does not obligate, Scotts Miracle-Gro to purchase a number of shares of common stock that, on a “fully diluted basis”, constitute 80% of the Company’s outstanding capital stock (when added to all other shares owned by Scotts Miracle-Gro), as calculated as of the date or dates of exercise. In June 2016, representatives of Scotts Miracle-Gro informed the Company’s management team and Board of Directors of its intent to exercise some or all of the Warrant prior to December 31, 2016. The Series B Preferred Stock is entitled to vote on an “as-converted” basis with the common stock. As a result of the above transactions, Scotts Miracle-Gro beneficially owns 80% of our outstanding voting stock and is a related party. |
Note 7 - Commitments and Contin
Note 7 - Commitments and Contingencies | 12 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Note 7 – Commitments and Contingencies We lease an office space in Boulder, Colorado. As of September 30, 2011, the Company executed an amendment to the lease which reduced the square footage and monthly rent and extended the lease term. We lease 9,868 square feet with a current monthly rent of $10,000. We also pay our proportionate share of building taxes, insurance and operating expenses. As of April 14, 2014 the lease term was extended to September 30, 2016. The agreement contains other standard office lease provisions. In May 2011, the Company reached an agreement with Wildernest Logistics Solutions to provide warehousing, distribution and fulfillment operations, and seed pod kit manufacturing. The agreement calls for a monthly $10,000 facility charge. The Company has extended its agreement with Wildernest Logistics Solutions effective April 17, 2014 for a two-year term with automatic one-year renewals. Future cash payments under such agreements for the remaining years are as follows: Year Ending Rent (in thousands) March 31, 2017 $ 197 $ 197 Rent expense for the years ended March 31, 2016 and 2015, was $281,000 and $273,000, respectively. |
Note 8 - Stockholders' Equity
Note 8 - Stockholders' Equity | 12 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Note 8 – Stockholders’ Equity Common Stock and Common Stock Warrants As of March 31, 2016, the Company had 7,499,966 common shares issued and outstanding out of the 750,000,000 shares (par value $0.001 per share) that have been authorized by the Company’s shareholders. In August 2015, the Company issued 799,552 shares of common stock to SMG Growing Media, Inc. to fulfill the agreement for the technology licensing agreement, brand licensing agreement and dividend payment as further discussed in Note 3 above. Additionally, in April 2015, the Company issued 136,896 shares of common stock to SMG Growing Media, Inc. to fulfill the interest accrued on the loan agreement from July 2014. In conjunction with April 2013 issuance of Series B Convertible Preferred Stock to Scotts Miracle-Gro, the Company issued warrants to purchase 125,000 shares of common stock to the placement agent. This warrant has an exercise price of $1.54 per share (125% of the average closing price of the Company’s common stock during the five-day period prior to the April 22, 2013 closing date). The value of this warrant was estimated at $108,000, based on the Black-Scholes model with a stock price of $1.30, calculated exercise price of $1.54, expected life of three years, annualized volatility of 117.2% and a discount rate of 0.39%. The value of the warrant was recorded as stock issuance costs. In addition, the Company also issued a warrant to an affiliate of Scotts Miracle-Gro as part of the Scotts Miracle-Gro Transaction (the “Scotts Miracle-Gro Warrant”). The Scotts Miracle-Gro Warrant entitles, but does not obligate, Scotts Miracle-Gro to purchase a number of shares of common stock that, on a “fully diluted basis” (as defined in the Securities Purchase Agreement), constitute 80% of the Company’s outstanding capital stock (when added to all other shares owned by Scotts Miracle-Gro), as calculated as of the date or dates of exercise. The Scotts Miracle-Gro Warrant can be exercised at any time and from time to time for a period of five years between April 22, 2016 and April 22, 2021 (the third and eighth anniversary of the closing date). In addition, the Scotts Miracle-Gro Warrant can be exercised in any increment; there is no obligation to exercise the entire Scotts Miracle-Gro Warrant at one time. In June 2016, representatives of Scotts Miracle-Gro informed the Company’s management team and Board of Directors of its intent to exercise some or all of the Warrant prior to December 31, 2016. For additional details regarding the Scotts Miracle-Gro Warrant, see “Note 3 – Scotts Miracle-Gro Transaction” above. A summary of the Company’s common stock warrant activity for the period from April 1, 2014 through March 31, 2016 is presented below: Warrants Weighted Aggregate Outstanding Average Exercise Price Intrinsic Value Outstanding, April 1, 2014 575 $ 20.24 $ 383 Granted - - Exercised - - Expired (8 ) 799.87 Outstanding, March 31, 2015 567 $ 9.38 $ 45 Granted - - Exercised - - Expired (123 ) 20.00 Outstanding, March 31, 2016 444 $ 6.45 $ 7 As of March 31, 2016, the Company had the following outstanding warrants to purchase its common stock: Weighted Average Warrants Outstanding Exercise Price Remaining Life (Yrs) 50 $ 2.10 2.52 394 $ 7.00 1.03 444 $ 6.45 1.20 Preferred Stock and Preferred Stock Warrants The Company's Articles of Incorporation authorize the issuance of 20,000,000 shares of preferred stock with $0.001 par value. As discussed in Note 3, the Company also issued a warrant that entitles, but does not obligate Scotts Miracle-Gro to purchase a number of shares of common stock that, on a fully diluted basis, constitute 80% of the Company’s outstanding capital stock. The warrant on the Series B Convertible Preferred Stock was accounted for as a liability at its estimated fair value. The warrant liability will be re-measured to fair value at the end of each reporting period until it is exercised or expires. The tables above excludes the warrant issued to Scotts Miracle-Gro because the warrant is not issuable in any certain number of shares as discussed above. Additionally, the warrant is not exercisable until the third anniversary date of the agreement which at the earliest was April 22, 2016. In June 2016, representatives of Scotts Miracle-Gro informed the Company’s management team and Board of Directors of its intent to exercise some or all of the Warrant prior to December 31, 2016. Series B Convertible Preferred Stock. |
Note 9 - Subsequent Events
Note 9 - Subsequent Events | 12 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 9 – Subsequent Events In April 2016, the Company completed the final payment of $1.0 million to Scotts Miracle-Gro for payment on the July 2015 Term Loan Agreement and in May 2016 issued 196,044 shares of common stock to SMG Growing Media, as an interest payment on the Term Loan Agreement as describe in Note 3 above. As previously disclosed, payments of interest to SMG Growing Media under the Term Loan Agreement are made in the Company’s common stock, based upon the conversion price of the Series B Preferred Stock. As discussed in Note 4, the Company also issued a warrant that entitles, but does not obligate Scotts Miracle-Gro to purchase a number of shares of common stock that, on a fully diluted basis, constitute 80% of the Company’s outstanding capital stock. The warrant is not exercisable until the third anniversary date of the agreement which at the earliest is April 22, 2016. In June 2016, representatives of Scotts Miracle-Gro informed the Company’s management team and Board of Directors of its intent to exercise some or all of the Warrant prior to December 31, 2016. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. It is reasonably possible that a change in the Company’s estimates will occur in the near term and such change could be material as information becomes available. Our estimates include the derivative warrant liability, warranty and return reserves and allowances for sales and cooperative advertising. |
Earnings Per Share, Policy [Policy Text Block] | Net Income (Loss) per Share of Common Stock The Company computes net income (loss) per share of common stock in accordance with Accounting Standards Codification (“ASC”) 260. ASC 260 requires companies with complex capital structures to present basic and diluted Earnings per Share (“EPS”). Basic EPS is measured as the income or loss available to common shareholders divided by the weighted average shares of common stock outstanding for the period. Diluted EPS is similar to basic EPS, but presents the dilutive effect on a per share basis of potential common stock (e.g., convertible securities, options, and warrants) as if they had been converted at the beginning of the periods presented. Potential shares of common stock that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS. For the years ended March 31, 2016 and 2015, the Company had 3.7 million (including preferred stock), and 3.7 million, respectively, of securities that could potentially dilute basic EPS in the future that were not included in the computation of diluted EPS because to do so would have been anti-dilutive for the periods presented. As of March 31, 2016, employee stock options to purchase approximately 103,000 shares of common stock and warrants to purchase approximately 394,000 shares of common stock were outstanding but were not included in the computation of diluted net income per share because the effect of including such shares would have been anti-dilutive in the periods presented |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents at March 31, 2016 and 2015. |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Restricted Cash The Company has secured activity related to its corporate credit card purchase account with a restricted money market account. The balance in this account as of March 31, 2016 and March 31, 2015 was $15,000. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Risk ASC 825-10-50-20 requires disclosure of significant concentrations of credit risk regardless of the degree of such risk. Financial instruments with significant credit risk include cash deposits. The amount on deposit with one financial institution exceeded the $250,000 federally insured limit as of March 31, 2016. However, management believes that the financial institution is financially sound and the risk of loss is minimal. Customers: For the year ended March 31, 2016, the Company had one customer, Amazon.com, who represented 50.1%, of the Company’s net revenue. For the year ended March 31, 2015, the Company had two customers, Amazon.com and Wal-Mart Stores, who represented 32.5%, and 14.6%, respectively, of the Company’s net revenue. Suppliers: For the year ended March 31, 2016, the Company purchased inventories and other inventory related items from one supplier totaling $7.0 million representing 55.2% of cost of revenue. For the year ended March 31, 2015, the Company purchased inventories and other inventory related items from three suppliers totaling $4.6 million, $1.8 million, and $1.2 million representing 37.2%, 14.6%, and 10.1% of cost of revenue, respectively. The Company’s primary contract manufacturers are located in China. As a result, the Company may be subject to political, currency, regulatory, shipping, labor and weather/natural disaster risks. Although the Company believes alternate sources of manufacturing could be obtained, these risks and any potential loss of supply could have an adverse impact on operations. Account Receivables: As of March 31, 2016, the Company had two customers, Amazon.com and QVC, which represented 35.3% and 22.1%, respectively, of outstanding accounts receivable. As of March 31, 2015, the Company had five customers, Amazon.com, Wal-Mart Stores, QVC, Costco.com and Wal-Mart.com, that represented 54.2%, 21.1%, 14.8%, 14.6% and 11.1%, of outstanding accounts receivable. Management believes that all receivables from these customers are collectible. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The Company follows the guidance in ASC 820, Fair Value Measurements and Disclosures Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability, i.e., exit price, in an orderly transaction between market participants. ASC 820 also provides a hierarchy for determining fair value, which emphasizes the use of observable market data whenever available. The three broad levels defined by the hierarchy are as follows, with the highest priority given to Level 1 as these are the most reliable, and the lowest priority given to Level 3. The three levels of the fair value hierarchy are described below: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Observable market-based inputs, other than quoted prices in active markets for identical assets or liabilities. Level 3: Unobservable inputs that are supported by little or no market activity. The carrying value of financial instruments, including cash, receivables, accounts payable and accrued expenses, approximates their fair value at March 31, 2016 and March 31, 2015 due to the relatively short-term nature of these instruments. The Company has three liabilities for which the fair value is determined by Level 3 inputs: (1) Notes payable – related party; (2) sale of intellectual property liability; and (3) derivative warrant liability. As discussed below in Notes 2 and 3, each of these liabilities was incurred in conjunction with the Company’s strategic alliance with Scotts Miracle-Gro. As of March 31, 2016 and March 31, 2015, the fair value of the note payable and the sale of intellectual property liability were estimated using the discounted cash flow method, which is based on expected future cash flows, discounted to present value using a discount rate of 15%. The Company also issued a derivative warrant liability that entitles, but does not obligate, Scotts Miracle-Gro to purchase a number of shares of common stock that, on a fully diluted basis, would constitute 80% of the Company’s outstanding capital stock. The Company accounts for the warrant as a liability and measures the value of the warrant using the Monte Carlo simulation model as of the end of each quarterly reporting period until the warrant is exercised or expires. As of March 31, 2016 and March 31, 2015, the fair value of the warrant was $644,000 and $1.7 million, respectively. As of March 31, 2016 and 2015, the Company did not have any financial assets or liabilities that were measured at fair value on a recurring basis subsequent to initial recognition, except for the derivative warrant liability. The table below summarizes the fair value and carry value of each Level 3 category liability: March 31, 2016 March 31, 2015 Fair Value Carry Value Fair Value Carry Value (in thousands) Liabilities Notes payable-related party $ 1,277 $ 1,293 $ 207 $ 207 Derivative warrant liability 644 644 1,688 1,688 Sale of intellectual property liability 117 160 145 208 Total $ 2,038 $ 2,097 $ 2,040 $ 2,103 |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are stated at cost, net of accumulated depreciation. Depreciation for financial accounting purposes is computed using the straight-line method over the estimated lives of the respective assets. Office equipment and computer hardware are depreciated over five years. Tooling is depreciated over three years. Leasehold improvements are being amortized over the life of the lease. Property and equipment consist of the following: March 31, March 31, 2016 2015 (in thousands) Manufacturing equipment and tooling $ 3,243 $ 2,852 Computer equipment and software 562 490 Leasehold improvements 116 116 Other equipment 351 351 4,272 3,809 Less: accumulated depreciation (3,652 ) (3,284 ) Property and equipment, net $ 620 $ 525 Depreciation expense for the years ended March 31, 2016 and 2015, was $368,000, and $260,000, respectively. |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Intangible Assets Intangible assets consist of the direct costs incurred for application fees and legal expenses associated with patents and trademarks on the Company's products. The Company periodically reviews the value of the intangible assets. To the extent carrying values exceed estimated fair values, the Company records a reduction in the carrying value to the determined fair value. The Company amortizes its patent and trademark costs on a straight line basis over their estimated useful life of 17 years. Intangible assets consist of the following: March 31, March 31, 2016 2015 (in thousands) Trademarks 2 2 2 2 Less: accumulated amortization - - Intangible assets, net $ 2 $ 2 Amortization expense for the years ended March 31, 2016 and 2015, was less than $1,000, respectively. As of April 22, 2013, the Company agreed to sell to Scotts Miracle-Gro all intellectual property associated with the Company’s hydroponic products, other than the AeroGrow and AeroGarden trademarks, free and clear of all encumbrances, for $500,000. Scotts Miracle-Gro has the right to use the AeroGrow and AeroGarden trademarks in connection with the sale of products incorporating the Hydroponic intellectual property (“IP”). In return, Scotts Miracle-Gro granted the Company an exclusive right to use the Hydroponic IP in North America and certain European countries in return for a royalty of 2% of annual net sales, as determined at the end of each fiscal year. The royalty is payable in the Company's common stock at the conversion price of the Series B Preferred Stock (see Note 3). The initial term of the Technology License is five years, and the Company may renew the Technology License for an additional five-year term by providing notice to Scotts Miracle-Gro at least six months in advance of the expiration of each five-year term. Please see Note 3 “Scotts Miracle-Gro Transactions – Convertible Preferred Stock, Warrants and Other Transactions” to our financial statements for further discussion. |
Inventory, Policy [Policy Text Block] | Inventory Inventories are valued at the lower of cost, determined on the basis of standard costing, which approximates the first-in, first-out method, or net realizable value. When the Company is the manufacturer, raw materials, labor and manufacturing overhead are included in inventory costs. The Company records the raw materials at delivered cost. Standard labor and manufacturing overhead costs are applied to the finished goods based on normal production capacity. A majority of the Company’s products are manufactured overseas and are recorded at standard cost, which includes product costs for purchased and manufactured products, and freight and transportation costs for inbound freight from manufacturers. March 31, March 31, 2016 2015 (in thousands) Finished goods $ 2,372 $ 1,919 Raw materials 777 684 $ 3,149 $ 2,603 The Company determines an inventory obsolescence reserve based on management’s historical experience and establishes reserves against inventory according to the age of the product. As of March 31, 2016 and 2015, the Company had reserved $285,000 and $267,000, respectively, for inventory obsolescence. |
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | Accounts Receivable and Allowance for Doubtful Accounts The Company sells its products to retailers and consumers. Consumer transactions are paid primarily by credit card. Retailer sales terms vary by customer, but are generally net 30 days to net 60 days. Accounts receivable are reported at net realizable value and net of the allowance for doubtful accounts. The Company uses the allowance method to account for uncollectible accounts receivable. The Company's allowance estimate is based on a review of the current status of trade accounts receivable. Other Receivables In conjunction with the Company’s processing of credit card transactions for its direct-to-consumer sales activities and as security with respect to the Company’s performance for required credit card refunds and charge backs, the Company is required to maintain a cash reserve with Litle and Company, the Company’s credit card processor. This reserve is equal to 5% of the credit card sales processed during the previous six months. As of March 31, 2016 and March 31, 2015, the balance in this reserve account was $232,000 and $214,000, respectively. |
Advertising Costs, Policy [Policy Text Block] | Advertising and Production Costs The Company expenses all production costs related to advertising, including, print, television, and radio advertisements when the advertisement has been broadcast or otherwise distributed. In contrast, the Company records media and marketing costs related to its direct-to-consumer advertisements, inclusive of postage and printing costs incurred in conjunction with mailings of direct response catalogues, and related direct response advertising costs, in accordance ASC 340-20 Capitalized Advertising Costs. As the Company has re-entered the retail distribution channel, the Company has expanded its advertising to online gateway and portal advertising, as well as placement in third party catalogues. Advertising expenses for the years ended March 31, 2016 and March 31, 2015, were as follows: Fiscal Year Ended March 31, 2016 2015 (in thousands) Direct-to-consumer $ 708 $ 890 Retail 1,598 871 Other 721 40 Total advertising expense $ 3,027 $ 1,801 As of March 31, 2016 and March 31, 2015, the Company had deferred $24,000 and $48,000, respectively, related to such media and advertising costs, which include the catalogue cost described above and commercial production costs. The costs are included in the prepaid expenses and other line of the balance sheet. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Research, development, and engineering costs are expensed as incurred. Research, development, and engineering expenses primarily include payroll and headcount related costs, contractor fees, infrastructure costs, and administrative expenses directly related to research and development support. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation The Company uses the Black-Scholes option valuation model to estimate the fair value of stock option awards. For the years ended March 31, 2016 and March 31, 2015, equity compensation in the form of stock options and grants of restricted stock that vested totaled $276,000 and $302,000, respectively, and is included in the accompanying statements of operations in the following categories: Years ended March 31, 2016 March 31, 2015 (in thousands) General and administrative $ 90 $ 158 Sales and marketing 186 144 Total $ 276 $ 302 |
Income Tax, Policy [Policy Text Block] | Income Taxes Deferred income taxes are recognized for the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts at the end of each period, based on enacted laws and statutory rates applicable to the periods in which the differences are expected to affect taxable income. Any liability for actual taxes to taxing authorities is recorded as income tax liability. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is established against such assets where management is unable to conclude that it is “more likely than not” that the value of such asset will be realized. As of March 31, 2016 and March 31, 2015, the Company recognized a valuation allowance equal to 100% of the net deferred tax asset balance. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company recognizes revenue from product sales, net of estimated returns, when persuasive evidence of a sale exists, including the following: (i) a product is shipped under an agreement with a customer; (ii) risk of loss and title has passed to the customer; (iii) the fee is fixed or determinable; and (iv) collection of the resulting receivable is reasonably assured. The Company records estimated reductions to revenue for customer and distributor programs and incentive offerings, including promotions and other volume-based incentives. Certain incentive programs require the Company to estimate revenue reductions based on industry experience the number of customers who will actually redeem the incentive. At March 31, 2016 and March 31, 2015, the Company had accrued $151,000 and $110,000 respectively, as its estimate for the foregoing deductions and allowances. These items are included in the accrued expenses line of the balance sheets. |
Standard Product Warranty, Policy [Policy Text Block] | Warranty and Return Reserves The Company records warranty liabilities at the time of sale for the estimated costs that may be incurred under its basic warranty program. The specific warranty terms and conditions vary depending upon the product sold, but generally include technical support, repair parts and labor for periods up to one year. Factors that affect the Company’s warranty liability include the number of installed units currently under warranty, historical and anticipated rates of warranty claims on those units, and cost per claim to satisfy the Company’s warranty obligation. Based upon the foregoing, the Company has recorded as of March 31, 2016 and March 31, 2015 a provision for potential future warranty costs of $117,000 and $58,000, respectively. These warranty expenses are included in the accrued expenses line of the balance sheets. The Company reserves for known and potential returns and associated refunds or credits related to such returns based upon historical experience. In certain cases, customers are provided a fixed allowance, usually in the 1% to 2% range, to cover returned goods and this allowance is deducted from payments to us by such customers. As of March 31, 2016 and March 31, 2015, the Company has recorded a reserve for customer returns of $197,000 and $119,000, respectively. These items are included in the accrued expenses line of the balance sheets. |
Shipping and Handling Cost, Policy [Policy Text Block] | Shipping and Handling Costs Shipping and handling costs associated with inbound freight are recorded in cost of revenue and are capitalized in inventory until the inventory is sold. Shipping and handling costs associated with freight out to customers are also included in cost of revenue. Shipping and handling charges paid by customers are included in net revenue. |
Lease, Policy [Policy Text Block] | Deferred Rent As of March 31, 2016 and March 31, 2015, the Company had recorded deferred rent in the amount of $1,000, respectively, based on the difference between straight-line rent expense recorded and the rent payment obligation. |
Segment Reporting, Policy [Policy Text Block] | Segments of an Enterprise and Related Information GAAP utilizes a management approach based on allocating resources and assessing performance as the source of the Company's reportable segments. GAAP also requires disclosures about products and services, geographic areas and major customers. At present, the Company operates in one segment. |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, “Leases.” The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The adoption of this ASU is expected to result in all operating leases being capitalized in the Company’s financial statements. In November 2015, the FASB issued ASU 2015-17, “Balance Sheet Classification of Deferred Taxes,” which requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position to simplify the presentation of deferred income taxes. The standard is effective prospectively for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017, with early adoption permitted. The Company does not expect the adoption of this update to have a material impact on its financial statements. The Company has early adopted this ASU and had no material impact on our financial statements. In August 2015, the FASB issued ASU 2015-14 which updated (to defer the effective date by one year) previously issued ASU 2014-09, "Revenue from Contracts with Customers," which amended revenue recognition guidance to clarify the principles for recognizing revenue from contracts with customers. The guidance requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. The guidance also requires expanded disclosures relating to the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. Additionally, qualitative and quantitative disclosures are required about customer contracts, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. This accounting guidance is effective for the Company beginning in the first quarter of fiscal year 2018 using one of two prescribed retrospective methods. Early adoption is not permitted. We have not yet selected a transition method, nor have we determined the effect of the standard on our ongoing financial reporting. In July 2015, the FASB issued ASU 2015-11, “Simplifying the Measurement of Inventory.” Under this ASU, inventory will be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The ASU defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” No other changes were made to the current guidance on inventory measurement. ASU 2015-11 is effective for interim and annual periods beginning after December 15, 2016. Early application is permitted and should be applied prospectively. Management has early adopted ASU 2015-11 and notes no material impact on the Company's financial position or results of operations. In August 2014, the FASB issued ASU 2014-15, “Presentation of Financial Statements – Going Concern: Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” which requires management to evaluate whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the financial statements are issued. This ASU is effective for annual periods ending after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016. The adoption of this ASU is not expected to have a material impact on the Company’s financial statements. |
Note 1 - Description of the B17
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The table below summarizes the fair value and carry value of each Level 3 category liability: March 31, 2016 March 31, 2015 Fair Value Carry Value Fair Value Carry Value (in thousands) Liabilities Notes payable-related party $ 1,277 $ 1,293 $ 207 $ 207 Derivative warrant liability 644 644 1,688 1,688 Sale of intellectual property liability 117 160 145 208 Total $ 2,038 $ 2,097 $ 2,040 $ 2,103 |
Property, Plant and Equipment [Table Text Block] | Property and equipment consist of the following: March 31, March 31, 2016 2015 (in thousands) Manufacturing equipment and tooling $ 3,243 $ 2,852 Computer equipment and software 562 490 Leasehold improvements 116 116 Other equipment 351 351 4,272 3,809 Less: accumulated depreciation (3,652 ) (3,284 ) Property and equipment, net $ 620 $ 525 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Intangible assets consist of the following: March 31, March 31, 2016 2015 (in thousands) Trademarks 2 2 2 2 Less: accumulated amortization - - Intangible assets, net $ 2 $ 2 |
Schedule of Inventory, Current [Table Text Block] | Inventories are valued at the lower of cost, determined on the basis of standard costing, which approximates the first-in, first-out method, or net realizable value. When the Company is the manufacturer, raw materials, labor and manufacturing overhead are included in inventory costs. The Company records the raw materials at delivered cost. Standard labor and manufacturing overhead costs are applied to the finished goods based on normal production capacity. A majority of the Company’s products are manufactured overseas and are recorded at standard cost, which includes product costs for purchased and manufactured products, and freight and transportation costs for inbound freight from manufacturers. March 31, March 31, 2016 2015 (in thousands) Finished goods $ 2,372 $ 1,919 Raw materials 777 684 $ 3,149 $ 2,603 |
Schedule of Advertising Expenses [Table Text Block] | Advertising expenses for the years ended March 31, 2016 and March 31, 2015, were as follows: Fiscal Year Ended March 31, 2016 2015 (in thousands) Direct-to-consumer $ 708 $ 890 Retail 1,598 871 Other 721 40 Total advertising expense $ 3,027 $ 1,801 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | The Company uses the Black-Scholes option valuation model to estimate the fair value of stock option awards. For the years ended March 31, 2016 and March 31, 2015, equity compensation in the form of stock options and grants of restricted stock that vested totaled $276,000 and $302,000, respectively, and is included in the accompanying statements of operations in the following categories: Years ended March 31, 2016 March 31, 2015 (in thousands) General and administrative $ 90 $ 158 Sales and marketing 186 144 Total $ 276 $ 302 |
Note 2 - Notes Payable and Lo18
Note 2 - Notes Payable and Long Term Debt (Tables) | 12 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | We relied upon a variety of debt funding sources to meet our liquidity requirements during the fiscal years ended March 31, 2016 and 2015, as summarized below: March 31, March 31, 2016 (in thousands) 2015 (in thousands) Notes Payable –related party $ 1,293 $ 207 Derivative warrant liability (see Note 3) 644 1,688 Sale of intellectual property liability (see Note 3) 160 208 Total debt 2,097 2,103 Less current portion 2,097 2,103 Long term debt $ - $ - |
Note 4 - Equity Compensation 19
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Tables) | 12 Months Ended |
Mar. 31, 2016 | |
Share-based Arrangements with Employees and Nonemployees [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of option activity in the 2005 Plan is as follows: Exercise price Options Weighted- (in thousands) Low High Average Balances at April 1, 2014 397 1.10 13.00 1.63 Granted 93 5.31 5.31 5.31 Exercised (44 ) 1.01 2.20 1.35 Forfeited (2 ) 2.20 13.00 10.90 Balances at March 31, 2015 444 $ 1.01 $ 5.31 $ 2.41 Granted 212 1.55 1.55 1.55 Exercised - - - - Forfeited - - - - Balances at March 31, 2016 656 $ 1.01 $ 5.31 $ 2.13 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block] | Information regarding all stock options outstanding under the 2005 Plan as of March 31, 2016 is as follows: OPTIONS OUTSTANDING OPTIONS EXERCISABLE Weighted- Weighted- average Aggregate average Weighted- Aggregate Remaining Weighted- Intrinsic Remaining average Intrinsic Exercise Options Contractual Exercise Value Options Contractual Exercise Value price (in thousands) Life (years) Price (in thousands) (in thousands) Life (years) Price (in thousands) $ 1.01 79 1.86 $ 1.01 79 1.86 $ 1.01 $ 1.10 50 2.00 $ 1.10 50 2.00 $ 1.10 $ 1.21 50 2.00 $ 1.21 50 2.00 $ 1.21 $ 1.55 212 4.38 $ 1.55 84 4.38 $ 1.55 $ 2.20 162 2.47 $ 2.20 162 2.47 $ 2.20 $ 2.42 10 2.52 $ 2.42 10 2.52 $ 2.42 $ 5.31 93 3.35 $ 5.31 80 3.35 $ 5.31 656 3.07 $ 2.13 $ 353 515 2.73 $ 2.20 $ 266 |
Note 5 - Income Taxes (Tables)
Note 5 - Income Taxes (Tables) | 12 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Under the provisions of GAAP, a deferred tax asset or liability (net of valuation allowance) is provided in the financial statements by applying the provisions of applicable laws to measure the deferred tax consequences of temporary differences that will result in taxable or deductible amounts in the future years as a result of events recognized in the financial statements in the current or preceding years.. Income tax provision consisted of the following: (in thousands) For the Years Ended March 31, 2016 2015 Current: Federal $ - $ - Foreign - - State 1 1 1 1 Deferred: Federal - - Foreign - - State - - - - Income tax provision $ 1 $ 1 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Reconciliation of effective tax rate: For the Years Ended March 31, 2016 2015 Federal taxes at statutory rate 34.00 % 34.00 % State taxes, net of federal benefit 3.83 % 10.91 % FMV excess of conversion price 10.16 % 56.83 % Warrants Valuation 28.85 % 58.96 % Fair Value of Dividend-Paid by Stock -18.65 % -19.29 % Stock Options ISO -6.54 % -17.20 % Other Permanent items -0.77 % -0.58 % Change in effective tax rate 1.22 % -0.88 % Other Adjustments 3.52 % -8.95 % Valuation allowance -55.72 % -114.05 % Stock-based compensation 0.00 % -0.00 % Effective income tax rate -0.10 % -0.25 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | (in thousands) As of March 31, 2016 2015 Non-Current Deferred Tax Assets and Liabilities: Net Operating Loss $ 22,696 $ 22,173 R & D credit carryforwards 597 597 Intangibles and fixed assets 69 53 Accrued compensation 73 47 Allowance for bad debt 5 4 Reserve for customer returns 73 43 Warranty reserve 43 21 Reserve for obsolete inventory 105 98 Stock-compensation 1,435 1,410 Charitable contributions - 2 Royalty Payments made with Stock 353 306 Other 26 33 Prepaid expenses (47 ) (45 ) Valuation allowance (25,428 ) (24,742 ) Non-Current Deferred Tax Assets and Liabilities, Net $ - $ - |
Note 7 - Commitments and Cont21
Note 7 - Commitments and Contingencies (Tables) | 12 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Future cash payments under such agreements for the remaining years are as follows: Year Ending Rent (in thousands) March 31, 2017 $ 197 $ 197 |
Note 8 - Stockholders' Equity (
Note 8 - Stockholders' Equity (Tables) | 12 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | A summary of the Company’s common stock warrant activity for the period from April 1, 2014 through March 31, 2016 is presented below: Warrants Weighted Aggregate Outstanding Average Exercise Price Intrinsic Value Outstanding, April 1, 2014 575 $ 20.24 $ 383 Granted - - Exercised - - Expired (8 ) 799.87 Outstanding, March 31, 2015 567 $ 9.38 $ 45 Granted - - Exercised - - Expired (123 ) 20.00 Outstanding, March 31, 2016 444 $ 6.45 $ 7 |
Schedule of Stockholders Equity [Table Text Block] | As of March 31, 2016, the Company had the following outstanding warrants to purchase its common stock: Weighted Average Warrants Outstanding Exercise Price Remaining Life (Yrs) 50 $ 2.10 2.52 394 $ 7.00 1.03 444 $ 6.45 1.20 |
Note 1 - Description of the B23
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - USD ($) | Apr. 22, 2013 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2014 | Jul. 10, 2014 |
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Net Income (Loss) Attributable to Parent | $ (553,000) | $ (191,000) | |||
Retained Earnings (Accumulated Deficit) | $ (84,329,000) | $ (82,442,000) | |||
Proceeds from Sale of Intangible Assets | $ 500,000 | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in Shares) | 3,700,000 | 3,700,000 | |||
Cash Equivalents, at Carrying Value | $ 0 | $ 0 | |||
Restricted Cash and Cash Equivalents, Current | 15,000 | $ 15,000 | |||
Cash, FDIC Insured Amount | $ 250,000 | ||||
Fair Value Inputs, Discount Rate | 15.00% | 15.00% | |||
Derivative Liability, Current | $ 644,000 | $ 1,688,000 | |||
Depreciation, Amortization and Accretion, Net | 368,000 | 260,000 | |||
Amortization of Intangible Assets | 1,000 | 1,000 | |||
Inventory Valuation Reserves | $ 285,000 | 267,000 | |||
Other receivable, reserve percentage of credit card sales | 5.00% | ||||
Other Receivables, Net, Current | $ 232,000 | 214,000 | |||
Deferred Advertising Costs | 24,000 | 48,000 | |||
Employee Benefits and Share-based Compensation | $ 276,000 | $ 302,000 | |||
Deferred Tax Asset, Net, Valuation Allowance, Percent | 100.00% | 100.00% | |||
Other Accrued Liabilities | $ 151,000 | $ 110,000 | |||
Provision for Future Warranty Costs | 117,000 | 58,000 | |||
Deferred Rent Credit | 1,000 | ||||
Deferred Rent Credit, Current | $ 1,000 | $ 1,000 | |||
Number of Operating Segments | 1 | ||||
Patents [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 17 years | ||||
Maximum [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Returns Reserves Allowance, Percentage | 2.00% | ||||
Minimum [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Returns Reserves Allowance, Percentage | 1.00% | ||||
Major Supplier 1 [Member] | Cost of Goods, Total [Member] | Supplier Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 55.20% | 37.20% | |||
Cost of Goods Sold | $ 7,000,000 | $ 4,600,000 | |||
Major Supplier 2 [Member] | Cost of Goods, Total [Member] | Supplier Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 14.60% | ||||
Cost of Goods Sold | $ 1,800,000 | ||||
Major Supplier 3 [Member] | Cost of Goods, Total [Member] | Supplier Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 10.10% | ||||
Cost of Goods Sold | $ 1,200,000 | ||||
Office Equipment [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 5 years | ||||
Computer Equipment [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 5 years | ||||
Leasehold Improvements [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Property, Plant and Equipment, Useful Life | 3 years | ||||
Major Customer 1 [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 50.10% | 32.50% | |||
Major Customer 1 [Member] | Accounts Receivable [Member] | Credit Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 35.30% | 54.20% | |||
Major Customer 2 [Member] | Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 14.60% | ||||
Major Customer 2 [Member] | Accounts Receivable [Member] | Credit Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 22.10% | 21.10% | |||
Major Customer 3 [Member] | Accounts Receivable [Member] | Credit Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 14.80% | ||||
Major Customer 4 [Member] | Accounts Receivable [Member] | Credit Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 14.60% | ||||
Major Customer 5 [Member] | Accounts Receivable [Member] | Credit Concentration Risk [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Concentration Risk, Percentage | 11.10% | ||||
Allowance for Sales Returns [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Customer Refund Liability, Current | $ 197,000 | $ 119,000 | |||
Scotts Miracle-Gro Company [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Proceeds from Sale of Intangible Assets | $ 500,000 | ||||
Debt Instrument, Face Amount | $ 6,000,000 | ||||
Scotts Miracle-Gro Company [Member] | Technology License Agreement [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Royalty, Percentage | 2.00% | ||||
Licensing Agreement, Term | 5 years | ||||
Scotts Miracle-Gro Company [Member] | Maximum [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 80.00% | ||||
Scotts Miracle-Gro Company [Member] | Series B Preferred Stock [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Stock Issued During Period, Shares, New Issues (in Shares) | 2,649,007 | ||||
Stock Issued During Period, Value, New Issues | $ 4,000,000 | ||||
Proceeds from Sale of Intangible Assets | $ 500,000 | ||||
Employee Stock Option [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in Shares) | 103,000 | ||||
Warrant [Member] | |||||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in Shares) | 394,000 |
Note 1 - Description of the B24
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2015 |
Liabilities | ||
Notes payable-related party | $ 1,277 | $ 207 |
Notes payable-related party | 1,293 | 207 |
Derivative warrant liability | 644 | 1,688 |
Derivative warrant liability | 644 | 1,688 |
Sale of intellectual property liability | 117 | 145 |
Sale of intellectual property liability | 160 | 208 |
Total | 2,038 | 2,040 |
Total | $ 2,097 | $ 2,103 |
Note 1 - Description of the B25
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Property, Plant and Equipment - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 4,272 | $ 3,809 |
Less: accumulated depreciation | (3,652) | (3,284) |
Property and equipment, net | 620 | 525 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,243 | 2,852 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 562 | 490 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 116 | 116 |
Other Capitalized Property Plant and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 351 | $ 351 |
Note 1 - Description of the B26
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Schedule of Finite-Lived Intangible Assets - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangile assets, gross | $ 2 | $ 2 |
Less: accumulated amortization | 0 | 0 |
Intangible assets, net | 2 | 2 |
Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangile assets, gross | $ 2 | $ 2 |
Note 1 - Description of the B27
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Schedule of Inventory - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2015 |
Schedule of Inventory [Abstract] | ||
Finished goods | $ 2,372 | $ 1,919 |
Raw materials | 777 | 684 |
$ 3,149 | $ 2,603 |
Note 1 - Description of the B28
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Schedule of Advertising Expenses - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Schedule of Advertising Expenses [Line Items] | ||
Advertising expense | $ 3,027 | $ 1,801 |
Direct-to-consumer [Member] | ||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Schedule of Advertising Expenses [Line Items] | ||
Advertising expense | 708 | 890 |
Retail [Member] | ||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Schedule of Advertising Expenses [Line Items] | ||
Advertising expense | 1,598 | 871 |
Other Advertising [Member] | ||
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Schedule of Advertising Expenses [Line Items] | ||
Advertising expense | $ 721 | $ 40 |
Note 1 - Description of the B29
Note 1 - Description of the Business and Summary of Significant Accounting Policies (Details) - Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Employee Benefits and Share-based Compensation | $ 276 | $ 302 |
General and Administrative Expense [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Employee Benefits and Share-based Compensation | 90 | 158 |
Selling and Marketing Expense [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Employee Benefits and Share-based Compensation | $ 186 | $ 144 |
Note 2 - Notes Payable and Lo30
Note 2 - Notes Payable and Long Term Debt (Details) | May 09, 2016USD ($) | Jul. 06, 2015USD ($) | Apr. 22, 2013USD ($) | Mar. 31, 2014USD ($) | May 31, 2016USD ($)$ / shares | Mar. 31, 2016USD ($) | Sep. 30, 2015USD ($) | Aug. 31, 2015USD ($) | Jul. 31, 2015USD ($) | May 31, 2015USD ($) | Mar. 31, 2015USD ($) |
Note 2 - Notes Payable and Long Term Debt (Details) [Line Items] | |||||||||||
Interest Payable | $ 293,000 | ||||||||||
Derivative Liability, Current | 644,000 | $ 1,688,000 | |||||||||
Proceeds from Sale of Intangible Assets | $ 500,000 | ||||||||||
Debt, Current | 160,000 | $ 208,000 | |||||||||
Scotts Miracle-Gro Company [Member] | |||||||||||
Note 2 - Notes Payable and Long Term Debt (Details) [Line Items] | |||||||||||
Debt Instrument, Face Amount | $ 6,000,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||
Proceeds from Sale of Intangible Assets | $ 500,000 | ||||||||||
Scotts Miracle-Gro Company [Member] | Notes Payable, Other Payables [Member] | |||||||||||
Note 2 - Notes Payable and Long Term Debt (Details) [Line Items] | |||||||||||
Notes Payable | $ 1,000,000 | ||||||||||
Debt Instrument, Face Amount | $ 6,000,000 | $ 1,500,000 | $ 2,500,000 | $ 2,000,000 | |||||||
Number of Advances | 3 | ||||||||||
Debt Instrument, Maturity Date | Apr. 15, 2016 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||
Paid in Kind Interest, Price Per Share (in Dollars per share) | $ / shares | $ 1.51 | ||||||||||
Dividends Payable | $ 433,000 | $ 207,000 | |||||||||
Scotts Miracle-Gro Company [Member] | Notes Payable, Other Payables [Member] | Subsequent Event [Member] | |||||||||||
Note 2 - Notes Payable and Long Term Debt (Details) [Line Items] | |||||||||||
Debt Conversion, Original Debt, Amount | $ 196,044 |
Note 2 - Notes Payable and Lo31
Note 2 - Notes Payable and Long Term Debt (Details) - Schedule of Debt - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2015 |
Schedule of Debt [Abstract] | ||
Notes Payable –related party | $ 1,293 | $ 207 |
Derivative warrant liability (see Note 3) | 644 | 1,688 |
Sale of intellectual property liability (see Note 3) | 160 | 208 |
Total debt | 2,097 | 2,103 |
Less current portion | 2,097 | 2,103 |
Long term debt | $ 0 | $ 0 |
Note 3 - Scotts Miracle-Gro T32
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions (Details) - USD ($) | Apr. 22, 2013 | Mar. 31, 2014 | Mar. 31, 2016 | Mar. 31, 2015 |
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions (Details) [Line Items] | ||||
Preferred Stock, Convertible, Conversion Price (in Dollars per share) | $ 1.51 | |||
Derivative Liability, Current | $ 644,000 | $ 1,688,000 | ||
Proceeds from Sale of Intangible Assets | $ 500,000 | |||
Debt, Current | 160,000 | 208,000 | ||
Accrued Liabilities, Current | 964,000 | 816,000 | ||
Dividends Payable, Current | 2,391,000 | 1,715,000 | ||
Scotts Miracle-Gro Company [Member] | ||||
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions (Details) [Line Items] | ||||
Class of Warrant or Rights, Term of Warrant or Rights | 5 years | |||
Proceeds from Sale of Intangible Assets | $ 500,000 | |||
Scotts Miracle-Gro Company [Member] | Technology License Agreement [Member] | ||||
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions (Details) [Line Items] | ||||
Royalty, Percentage | 2.00% | |||
Share Price (in Dollars per share) | $ 1.51 | |||
Accrued Liabilities, Current | 393,000 | 358,000 | ||
Dividends Payable, Current | 579,000 | 353,000 | ||
Licensing Agreement, Term | 5 years | |||
Scotts Miracle-Gro Company [Member] | Brand License Agreement [Member] | ||||
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions (Details) [Line Items] | ||||
Dividends Payable, Current | $ 905,000 | $ 522,000 | ||
Licensing Agreement, Term | 5 years | |||
Licensing Agreement, Payment Terms | amount equal to 5% of incremental growth in annual net sales, as compared to net sales during the fiscal year ended March 31, 2013 | |||
Scotts Miracle-Gro Company [Member] | Supply Chain Service Agreement [Member] | ||||
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions (Details) [Line Items] | ||||
Licensing Agreement, Payment Terms | annual fee equal to 7% of the cost of goods of all products that Scotts Miracle-Gro purchases from the Company or a vendor, in exploiting the Hydroponic IP internationally (outside of the Company Markets) over the course of each contract year during the term of the Securities Purchase Agreement | |||
Scotts Miracle-Gro Company [Member] | Series B Preferred Stock [Member] | ||||
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions (Details) [Line Items] | ||||
Stock Issued During Period, Shares, New Issues (in Shares) | 2,649,007 | |||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.001 | |||
Stock Issued During Period, Value, New Issues | $ 4,000,000 | |||
Proceeds from Issuance of Convertible Preferred Stock | $ 3,800,000 | |||
Convertible Preferred Stock, Shares Issued upon Conversion (in Shares) | 2,649,007 | |||
Preferred Stock, Convertible, Conversion Price (in Dollars per share) | $ 1.51 | |||
Preferred Stock, Dividend Rate, Percentage | 8.00% | |||
Preferred Stock, Dividend Rate, Per-Dollar-Amount (in Dollars per share) | $ 1.51 | |||
Convertible Preferred Stock, Terms of Conversion | The Series B Preferred Stock automatically converts into the Company’s common stock: (i) upon the affirmative election of the holders of at least a majority of the then outstanding shares of the Series B Preferred Stock voting together as a single class on an as-if-converted to common stock basis; or (ii) if, at the date of exercise in whole or in part of the Warrant, the holder (or holders) of the Series B Preferred Stock own 50.1% of the issued and then-outstanding common stock of the Company, giving effect to the issuance of shares of common stock in connection with the conversion of the Series B Preferred Stock and such exercise of the Warrant. | |||
Class of Warrant or Rights, Term of Warrant or Rights | 5 years | |||
Class of Warrant or Rights, Exercise Price, Description | (a) an amount equal to (i) 1.34 times the trailing twelve months “Net Sales” (which includes sales of the Company’s products by Scotts Miracle-Gro and its affiliates) minus (ii) “Debt Outstanding” net of cash (as such terms are defined in the Warrant,by(b) the total shares of capital stock outstanding, including outstanding in-the-money options and warrants, but not the Warrant contemplated in this Private Offering. | |||
Proceeds from Sale of Intangible Assets | $ 500,000 | |||
Scotts Miracle-Gro Company [Member] | Maximum [Member] | ||||
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions (Details) [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 80.00% | |||
Main Power Promissory Note [Member] | ||||
Note 3 - Scotts Miracle-Gro Transactions - Convertible Preferred Stock, Warrants and Other Transactions (Details) [Line Items] | ||||
Repayments of Debt | $ 950,000 |
Note 4 - Equity Compensation 33
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - USD ($) | Aug. 20, 2015 | Aug. 07, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2014 |
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in Shares) | 212,000 | 93,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number (in Shares) | 656,000 | 444,000 | 397,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Exercise Price Range, Lower Range Limit (in Dollars per share) | $ 1.01 | $ 1.01 | $ 1.10 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Exercise Price Range, Upper Range Limit (in Dollars per share) | $ 5.31 | $ 5.31 | $ 13 | ||
Employee Benefits and Share-based Compensation (in Dollars) | $ 276,000 | $ 302,000 | |||
Defined Benefit Plan, Contributions by Employer (in Dollars) | $ 25,000 | $ 16,000 | |||
Equity Compensation Plan (2005 Plan) [Member] | |||||
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | 13,505,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 103.49% | 129.80% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.69% | 1.02% | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 3 years | 3 years | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share) | $ 0.84 | $ 3.42 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares (in Shares) | 141,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options (in Dollars) | $ 152,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 16 months | ||||
Options Exercise Price $1.55 [Member] | |||||
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercise Price (in Dollars per share) | $ 1.55 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number (in Shares) | 212,000 |
Note 4 - Equity Compensation 34
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Schedule of Share-based Compensation, Stock Options, Activity - $ / shares | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Share-based Compensation, Stock Options, Activity [Abstract] | ||
Options Outstanding (in Shares) | 444,000 | 397,000 |
Options Outstanding, Exercise Price Range, Low Range | $ 1.01 | $ 1.10 |
Options Outstanding, Exercise Price Range, High Range | 5.31 | 13 |
Options Outstanding, Weighted Average Exercise Price | $ 2.41 | $ 1.63 |
Options Granted (in Shares) | 212,000 | 93,000 |
Options Granted, Exercise Price Range, Low Range | $ 1.55 | $ 5.31 |
Options Granted, Exercise Price Range, High Range | 1.55 | 5.31 |
Options Granted, Weighted Average Exercise Price | $ 1.55 | $ 5.31 |
Options Exercised (in Shares) | 0 | (44,000) |
Options Exercised, Exercise Price Range, Low Range | $ 0 | $ 1.01 |
Options Exercised, Exercise Price Range, High Range | 0 | 2.20 |
Options Exercised, Weighted Average Exercise Price | $ 0 | $ 1.35 |
Options Forfeited (in Shares) | 0 | (2,000) |
Options Forfeited, Exercise Price Range, Low Range | $ 0 | $ 2.20 |
Options Forfeited, Exercise Price Range, High Range | 0 | 13 |
Options Forfieted, Weighted Average Exercise Price | $ 0 | $ 10.90 |
Options Outstanding (in Shares) | 656,000 | 444,000 |
Options Outstanding, Exercise Price Range, Low Range | $ 1.01 | $ 1.01 |
Options Outstanding, Exercise Price Range, High Range | 5.31 | 5.31 |
Options Outstanding, Weighted Average Exercise Price | $ 2.13 | $ 2.41 |
Note 4 - Equity Compensation 35
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2014 | |
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | |||
Options Outstanding (in Shares) | 656 | 444 | 397 |
Options Outstanding, Weighted-average Remaining Contractual Life | 3 years 25 days | ||
Options Outstanding, Weighted-average Exercise Price | $ 2.13 | $ 2.41 | $ 1.63 |
Options Outstanding, Aggregate Intrinsic Value (in Dollars) | $ 353 | ||
Options Exercisable (in Shares) | 515 | ||
Options Exercisable, Weighted-average Remaining Contractual Life | 2 years 266 days | ||
Options Exercisable, Weighted-average Exercise Price | $ 2.20 | ||
Options Exercisable, Aggregate Intrinsic Value (in Dollars) | $ 266 | ||
Options Exercise Price $1.01 [Member] | |||
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | |||
Exercise Price | $ 1.01 | ||
Options Outstanding (in Shares) | 79 | ||
Options Outstanding, Weighted-average Remaining Contractual Life | 1 year 313 days | ||
Options Outstanding, Weighted-average Exercise Price | $ 1.01 | ||
Options Exercisable (in Shares) | 79 | ||
Options Exercisable, Weighted-average Remaining Contractual Life | 1 year 313 days | ||
Options Exercisable, Weighted-average Exercise Price | $ 1.01 | ||
Options Exercise Price $1.10 [Member] | |||
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | |||
Exercise Price | $ 1.10 | ||
Options Outstanding (in Shares) | 50 | ||
Options Outstanding, Weighted-average Remaining Contractual Life | 2 years | ||
Options Outstanding, Weighted-average Exercise Price | $ 1.10 | ||
Options Exercisable (in Shares) | 50 | ||
Options Exercisable, Weighted-average Remaining Contractual Life | 2 years | ||
Options Exercisable, Weighted-average Exercise Price | $ 1.10 | ||
Options Exercise Price $1.21 [Member] | |||
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | |||
Exercise Price | $ 1.21 | ||
Options Outstanding (in Shares) | 50 | ||
Options Outstanding, Weighted-average Remaining Contractual Life | 2 years | ||
Options Outstanding, Weighted-average Exercise Price | $ 1.21 | ||
Options Exercisable (in Shares) | 50 | ||
Options Exercisable, Weighted-average Remaining Contractual Life | 2 years | ||
Options Exercisable, Weighted-average Exercise Price | $ 1.21 | ||
Options Exercise Price $1.55 [Member] | |||
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | |||
Exercise Price | $ 1.55 | ||
Options Outstanding (in Shares) | 212 | ||
Options Outstanding, Weighted-average Remaining Contractual Life | 4 years 138 days | ||
Options Outstanding, Weighted-average Exercise Price | $ 1.55 | ||
Options Exercisable (in Shares) | 84 | ||
Options Exercisable, Weighted-average Remaining Contractual Life | 4 years 138 days | ||
Options Exercisable, Weighted-average Exercise Price | $ 1.55 | ||
Options Exercise Price $2.20 [Member] | |||
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | |||
Exercise Price | $ 2.20 | ||
Options Outstanding (in Shares) | 162 | ||
Options Outstanding, Weighted-average Remaining Contractual Life | 2 years 171 days | ||
Options Outstanding, Weighted-average Exercise Price | $ 2.20 | ||
Options Exercisable (in Shares) | 162 | ||
Options Exercisable, Weighted-average Remaining Contractual Life | 2 years 171 days | ||
Options Exercisable, Weighted-average Exercise Price | $ 2.20 | ||
Options Exercise Price $2.42 [Member] | |||
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | |||
Exercise Price | $ 2.42 | ||
Options Outstanding (in Shares) | 10 | ||
Options Outstanding, Weighted-average Remaining Contractual Life | 2 years 189 days | ||
Options Outstanding, Weighted-average Exercise Price | $ 2.42 | ||
Options Exercisable (in Shares) | 10 | ||
Options Exercisable, Weighted-average Remaining Contractual Life | 2 years 189 days | ||
Options Exercisable, Weighted-average Exercise Price | $ 2.42 | ||
Options Exercise Price $5.31 [Member] | |||
Note 4 - Equity Compensation Plans and Employee Benefit Plans (Details) - Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Line Items] | |||
Exercise Price | $ 5.31 | ||
Options Outstanding (in Shares) | 93 | ||
Options Outstanding, Weighted-average Remaining Contractual Life | 3 years 127 days | ||
Options Outstanding, Weighted-average Exercise Price | $ 5.31 | ||
Options Exercisable (in Shares) | 80 | ||
Options Exercisable, Weighted-average Remaining Contractual Life | 3 years 127 days | ||
Options Exercisable, Weighted-average Exercise Price | $ 5.31 |
Note 5 - Income Taxes (Details)
Note 5 - Income Taxes (Details) - USD ($) | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Note 5 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | $ 61,700,000 | $ 61,000,000 |
Deferred Tax Assets, Tax Credit Carryforwards, Research | 597,000 | $ 597,000 |
Attributable to Stock Options [Member] | ||
Note 5 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforwards | $ 614,000 | |
Foreign Tax Authority [Member] | ||
Note 5 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforward, Expiration Date | 2,036 | |
State and Local Jurisdiction [Member] | Minimum [Member] | ||
Note 5 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforward, Expiration Date | 2,020 | |
State and Local Jurisdiction [Member] | Maximum [Member] | ||
Note 5 - Income Taxes (Details) [Line Items] | ||
Operating Loss Carryforward, Expiration Date | 2,036 |
Note 5 - Income Taxes (Details
Note 5 - Income Taxes (Details) - Schedule of Components of Income Tax Expense (Benefit) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Current: | ||
Federal | $ 0 | $ 0 |
Foreign | 0 | 0 |
State | 1 | 1 |
1 | 1 | |
Deferred: | ||
Federal | 0 | 0 |
Foreign | 0 | 0 |
State | 0 | 0 |
0 | 0 | |
Income tax provision | $ 1 | $ 1 |
Note 5 - Income Taxes (Detai38
Note 5 - Income Taxes (Details) - Schedule of Effective Income Tax Rate Reconciliation | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Effective Income Tax Rate Reconciliation [Abstract] | ||
Federal taxes at statutory rate | 34.00% | 34.00% |
State taxes, net of federal benefit | 3.83% | 10.91% |
FMV excess of conversion price | 10.16% | 56.83% |
Warrants Valuation | 28.85% | 58.96% |
Fair Value of Dividend-Paid by Stock | (18.65%) | (19.29%) |
Stock Options ISO | (6.54%) | (17.20%) |
Other Permanent items | (0.77%) | (0.58%) |
Change in effective tax rate | 1.22% | (0.88%) |
Other Adjustments | 3.52% | (8.95%) |
Valuation allowance | (55.72%) | (114.05%) |
Stock-based compensation | 0.00% | 0.00% |
Effective income tax rate | (0.10%) | (0.25%) |
Note 5 - Income Taxes (Detai39
Note 5 - Income Taxes (Details) - Schedule of Deferred Tax Assets and Liabilities - USD ($) $ in Thousands | Mar. 31, 2016 | Mar. 31, 2015 |
Non-Current Deferred Tax Assets and Liabilities: | ||
Net Operating Loss | $ 22,696 | $ 22,173 |
R & D credit carryforwards | 597 | 597 |
Intangibles and fixed assets | 69 | 53 |
Accrued compensation | 73 | 47 |
Allowance for bad debt | 5 | 4 |
Reserve for customer returns | 73 | 43 |
Warranty reserve | 43 | 21 |
Reserve for obsolete inventory | 105 | 98 |
Stock-compensation | 1,435 | 1,410 |
Charitable contributions | 0 | 2 |
Royalty Payments made with Stock | 353 | 306 |
Other | 26 | 33 |
Prepaid expenses | (47) | (45) |
Valuation allowance | (25,428) | (24,742) |
Non-Current Deferred Tax Assets and Liabilities, Net | $ 0 | $ 0 |
Note 6 - Related Party Transa40
Note 6 - Related Party Transactions (Details) - USD ($) | May 09, 2016 | Apr. 12, 2016 | Jul. 06, 2015 | Apr. 22, 2013 | Mar. 31, 2016 | Mar. 31, 2015 | Jun. 14, 2016 | Sep. 30, 2015 | Aug. 31, 2015 | Jul. 31, 2015 |
Note 6 - Related Party Transactions (Details) [Line Items] | ||||||||||
Repayments of Related Party Debt | $ 5,000,000 | $ 4,500,000 | ||||||||
Scotts Miracle-Gro Company [Member] | ||||||||||
Note 6 - Related Party Transactions (Details) [Line Items] | ||||||||||
Debt Instrument, Face Amount | $ 6,000,000 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||
Debt Instrument, Payment Terms | The accrued and unpaid interest on the Term Loan was due and payable within thirty (30) days after the Interest Payment Trigger Date (as defined in the Term Loan Agreement). | |||||||||
Stock Issued During Period, Shares, Other (in Shares) | 2,649,007 | |||||||||
Scotts Miracle-Gro Company [Member] | Subsequent Event [Member] | ||||||||||
Note 6 - Related Party Transactions (Details) [Line Items] | ||||||||||
Equity Method Investment, Ownership Percentage | 80.00% | |||||||||
Scotts Miracle-Gro Company [Member] | Notes Payable, Other Payables [Member] | ||||||||||
Note 6 - Related Party Transactions (Details) [Line Items] | ||||||||||
Debt Instrument, Face Amount | $ 6,000,000 | $ 1,500,000 | $ 2,500,000 | $ 2,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||
Scotts Miracle-Gro Company [Member] | Notes Payable, Other Payables [Member] | Subsequent Event [Member] | ||||||||||
Note 6 - Related Party Transactions (Details) [Line Items] | ||||||||||
Repayments of Related Party Debt | $ 1,000,000 | |||||||||
Paid-in-Kind Interest | $ 196,044 |
Note 7 - Commitments and Cont41
Note 7 - Commitments and Contingencies (Details) | 12 Months Ended | |
Mar. 31, 2016USD ($)ft² | Mar. 31, 2015USD ($) | |
Note 7 - Commitments and Contingencies (Details) [Line Items] | ||
Operating Leases, Rent Expense | $ 281,000 | $ 273,000 |
Office Space [Member] | Building [Member] | ||
Note 7 - Commitments and Contingencies (Details) [Line Items] | ||
Area of Real Estate Property (in Square Feet) | ft² | 9,868 | |
Operating Leases, Rent Expense, Minimum Rentals | $ 10,000 | |
Lease Expiration Date | Sep. 30, 2016 | |
Warehousing, Distribution and Fulfillment Operations, and Seed Pod Kit Manufacturing [Member] | ||
Note 7 - Commitments and Contingencies (Details) [Line Items] | ||
Operating Leases, Rent Expense, Minimum Rentals | $ 10,000 | |
Description of Lessee Leasing Arrangements, Operating Leases | The Company has extended its agreement with Wildernest Logistics Solutions effective April 17, 2014 for a two-year term with automatic one-year renewals. |
Note 7 - Commitments and Cont42
Note 7 - Commitments and Contingencies (Details) - Schedule of Future Minimum Rental Payments for Operating Leases $ in Thousands | Mar. 31, 2016USD ($) |
Schedule of Future Minimum Rental Payments for Operating Leases [Abstract] | |
March 31, 2017 | $ 197 |
$ 197 |
Note 8 - Stockholders' Equity43
Note 8 - Stockholders' Equity (Details) - USD ($) | Apr. 22, 2013 | Aug. 31, 2015 | Apr. 30, 2015 | Mar. 31, 2016 | Mar. 31, 2015 |
Note 8 - Stockholders' Equity (Details) [Line Items] | |||||
Common Stock, Shares, Issued | 7,499,966 | 6,563,518 | |||
Common Stock, Shares, Outstanding | 7,499,966 | 6,563,518 | |||
Common Stock, Shares Authorized | 750,000,000 | 750,000,000 | |||
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | $ 0.001 | |||
Class of Warrant or Rights, Granted | 0 | 0 | |||
Fair Value Inputs, Discount Rate | 15.00% | 15.00% | |||
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 | |||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | $ 0.001 | |||
Preferred Stock, Convertible, Conversion Price (in Dollars per share) | $ 1.51 | ||||
Scotts Miracle-Gro Company [Member] | |||||
Note 8 - Stockholders' Equity (Details) [Line Items] | |||||
Stock Issued During Period, Shares, Other | 799,552 | 136,896 | |||
Class of Warrant or Rights, Term of Warrant or Rights | 5 years | ||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | ||||
Scotts Miracle-Gro Company [Member] | Private Placement Agent [Member] | |||||
Note 8 - Stockholders' Equity (Details) [Line Items] | |||||
Class of Warrant or Rights, Granted | 125,000 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 1.54 | ||||
Class of Warrant or Rights, Exercise Price, Description | 125% of the average closing price of the Company’s common stock during the five-day period prior to the April 22, 2013 closing date | ||||
Fair Value of Warrants Issued (in Dollars) | $ 108,000 | ||||
Share Price (in Dollars per share) | $ 1.30 | ||||
Fair Value Assumptions, Exercise Price (in Dollars per share) | $ 1.54 | ||||
Fair Value Assumptions, Expected Term | 3 years | ||||
Fair Value Assumptions, Expected Volatility Rate | 117.20% | ||||
Fair Value Inputs, Discount Rate | 0.39% | ||||
Scotts Miracle-Gro Company [Member] | Series B Preferred Stock [Member] | |||||
Note 8 - Stockholders' Equity (Details) [Line Items] | |||||
Class of Warrant or Rights, Exercise Price, Description | (a) an amount equal to (i) 1.34 times the trailing twelve months “Net Sales” (which includes sales of the Company’s products by Scotts Miracle-Gro and its affiliates) minus (ii) “Debt Outstanding” net of cash (as such terms are defined in the Warrant,by(b) the total shares of capital stock outstanding, including outstanding in-the-money options and warrants, but not the Warrant contemplated in this Private Offering. | ||||
Class of Warrant or Rights, Term of Warrant or Rights | 5 years | ||||
Stock Issued During Period, Shares, New Issues | 2,649,007 | ||||
Convertible Preferred Stock, Shares Issued upon Conversion | 2,649,007 | ||||
Preferred Stock, Convertible, Conversion Price (in Dollars per share) | $ 1.51 | ||||
Preferred Stock, Dividend Rate, Percentage | 8.00% | ||||
Dividends Payable (in Dollars) | $ 474,000 | $ 636,000 | |||
Scotts Miracle-Gro Company [Member] | Maximum [Member] | |||||
Note 8 - Stockholders' Equity (Details) [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 80.00% |
Note 8 - Stockholders' Equity
Note 8 - Stockholders' Equity (Details) - Schedule of Stockholders' Equity Note, Warrants or Rights - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Abstract] | ||
Warrants Outstanding | 567 | 575 |
Warrants Outstanding, Weighted Average Exercise Price | $ 9.38 | $ 20.24 |
Warrants Outstanding, Aggregate Intrinsic Value | $ 45 | $ 383 |
Warrants Granted | 0 | 0 |
Warrants Granted, Weighted Average Exercise Price | $ 0 | $ 0 |
Warrants Exercised | 0 | 0 |
Warrants Exercised, Weighted Average Exercise Price | $ 0 | $ 0 |
Warrants Expired | (123) | (8) |
Warrants Expired, Weighted Average Exercise Price | $ 20 | $ 799.87 |
Warrants Outstanding | 444 | 567 |
Warrants Outstanding, Weighted Average Exercise Price | $ 6.45 | $ 9.38 |
Warrants Outstanding, Aggregate Intrinsic Value | $ 7 | $ 45 |
Note 8 - Stockholders' Equity45
Note 8 - Stockholders' Equity (Details) - Schedule of Warrants Outstanding - $ / shares shares in Thousands | 12 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2014 | |
Note 8 - Stockholders' Equity (Details) - Schedule of Warrants Outstanding [Line Items] | |||
Warrants Outstanding | 444 | 567 | 575 |
Weighted Average Exercise Price | $ 6.45 | $ 9.38 | $ 20.24 |
Weighted Average Remaing Life (Yrs) | 1 year 73 days | ||
Warrants Exercisable at $2.10 [Member] | |||
Note 8 - Stockholders' Equity (Details) - Schedule of Warrants Outstanding [Line Items] | |||
Warrants Outstanding | 50 | ||
Weighted Average Exercise Price | $ 2.10 | ||
Weighted Average Remaing Life (Yrs) | 2 years 189 days | ||
Warrants Exercisable at $7.00 [Member] | |||
Note 8 - Stockholders' Equity (Details) - Schedule of Warrants Outstanding [Line Items] | |||
Warrants Outstanding | 394 | ||
Weighted Average Exercise Price | $ 7 | ||
Weighted Average Remaing Life (Yrs) | 1 year 10 days |
Note 9 - Subsequent Events (Det
Note 9 - Subsequent Events (Details) - USD ($) | May 09, 2016 | Apr. 12, 2016 | Mar. 31, 2016 | Mar. 31, 2015 | Jun. 14, 2016 |
Note 9 - Subsequent Events (Details) [Line Items] | |||||
Repayments of Related Party Debt | $ 5,000,000 | $ 4,500,000 | |||
Scotts Miracle-Gro Company [Member] | Subsequent Event [Member] | |||||
Note 9 - Subsequent Events (Details) [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 80.00% | ||||
Scotts Miracle-Gro Company [Member] | Notes Payable, Other Payables [Member] | Subsequent Event [Member] | |||||
Note 9 - Subsequent Events (Details) [Line Items] | |||||
Repayments of Related Party Debt | $ 1,000,000 | ||||
Paid-in-Kind Interest | $ 196,044 |