Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 13-May-15 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Akers Biosciences Inc | |
Entity Central Index Key | 1321834 | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 5,144,837 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2015 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Current Assets | ||
Cash | $336,243 | $455,841 |
Marketable Securities | 8,058,310 | 9,264,961 |
Trade Receivables (net) | 1,134,248 | 1,154,290 |
Trade Receivables - Related Party | 864,000 | 864,000 |
Notes Receivable - Related Party | 291,684 | 266,457 |
Other Receivables | 26,450 | 41,435 |
Inventories (net) | 969,903 | 905,116 |
Other Current Assets | 128,104 | 107,634 |
Total Current Assets | 11,808,942 | 13,059,734 |
Non-Current Assets | ||
Notes Receivable - Related Party | 1,140,591 | 1,209,309 |
Property, plant and equipment, net | 230,286 | 201,482 |
Intangible assets, net | 2,111,422 | 2,176,065 |
Other Assets | 68,957 | 4,283 |
Total Non-Current Assets | 3,551,256 | 3,591,139 |
Total Assets | 15,360,198 | 16,650,873 |
Current Liabilities | ||
Trade and Other Payables | 928,876 | 1,538,431 |
Deferred Revenue - Related Party | 222,222 | 305,556 |
Total Current Liabilities | 1,151,098 | 1,843,987 |
Total Liabilities | 1,151,098 | 1,843,987 |
EQUITY | ||
Convertible Preferred Stock, No par value, 50,000,000 shares authorized, no shares issued and outstanding as of March 31, 2015 and December 31, 2014 | ||
Common Stock, No par value, 500,000,000 shares authorized, 5,144,837 and 4,954,837 issued and outstanding as of March 31, 2015 and December 31, 2014 | 100,388,396 | 99,691,096 |
Accumulated Deficit | -86,185,885 | -84,864,086 |
Accumulated Comprehensive Gain/(Loss) | 6,589 | -20,124 |
Total Equity | 14,209,100 | 14,806,886 |
Total Liabilities and Equity | $15,360,198 | $16,650,873 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, No Par Value | $0 | $0 |
Preferred Stock, Shares Authorized | 50,000,000 | 50,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, No Par Value | $0 | $0 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Shares, Issued | 5,144,837 | 4,954,837 |
Common Stock, Shares, Outstanding | 5,144,837 | 4,954,837 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Revenues: | ||
Product Revenue | $411,714 | $324,207 |
Product Revenue - Related party | 766,379 | |
License Revenue | 15,000 | |
License Revenue - Related party | 83,333 | 83,333 |
Total Revenue | 510,047 | 1,173,919 |
Cost of Sales: | ||
Product Cost of Sales | -226,341 | -604,323 |
Gross Profit | 283,706 | 569,596 |
Administrative Expenses | 698,434 | 458,680 |
Administrative Expenses - Related parties | 195,002 | |
Sales and Marketing Expenses | 575,252 | 211,098 |
Research and Development Expenses | 305,574 | 253,538 |
Amortization of Non-Current Assets | 64,643 | 64,643 |
Loss from Operations | -1,360,197 | -613,365 |
Other (Income)/Expenses | ||
Foreign Currency Transaction Income | -995 | -2,399 |
Gain from demutualization of insurance carrier | -4,669 | |
Interest and Dividend Income | -32,048 | -10,697 |
Other Income | -5,355 | |
Total Other Income | -38,398 | -17,765 |
Loss Before Income Taxes | -1,321,799 | -595,600 |
Income Tax Benefit | ||
Net Loss Attributable to Common Stockholders | -1,321,799 | -595,600 |
Other Comprehensive Gain/(Loss) | ||
Unrealized Gains/(Losses) on Marketable Securities | 26,713 | -10,874 |
Total Other Comprehensive Gain/(Loss) | 26,713 | -10,874 |
Comprehensive Loss | ($1,295,086) | ($606,474) |
Basic & diluted loss per common share | ($0.26) | ($0.14) |
Weighted average basic & diluted common shares outstanding | 5,125,837 | 4,197,937 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statement of Changes in Stockholder's Equity (USD $) | Common Stock [Member] | Accumulated Deficit [Member] | Accumulated Comprehensive Loss [Member] | Total |
Balance at Dec. 31, 2014 | $99,691,096 | ($84,864,086) | ($20,124) | $14,806,886 |
Balance, shares at Dec. 31, 2014 | 4,954,837 | |||
Net loss for the period | -1,321,799 | -1,321,799 | ||
Issuance of Restricted Common Stock for Directors & Officers | 697,300 | 697,300 | ||
Issuance of Restricted Common Stock for Directors & Officers, shares | 190,000 | |||
Unrealized gain on marketable securities | 26,713 | 26,713 | ||
Balance at Mar. 31, 2015 | $100,388,396 | ($86,185,885) | $6,589 | $14,209,100 |
Balance, shares at Mar. 31, 2015 | 5,144,837 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statement of Cash Flow (Unaudited) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Cash flows from operating activities | ||
Net loss for the period | ($1,321,799) | ($595,600) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Accrued interest and dividends on marketable securities | 7,156 | |
Depreciation and amortization | 80,349 | 86,825 |
Gain from other non-operating activities | -5,355 | -4,669 |
Changes in assets and liabilities | ||
(Increase)/decrease in trade receivables | 20,041 | -20,197 |
Increase in trade receivables - related party | -266,379 | |
Decrease in notes receivables - related party | 43,491 | |
(Increase)/decrease in other receivables | 14,985 | -30,697 |
(Increase)/decrease in inventories | -64,786 | 359,996 |
(Increase)/decrease in other assets | -20,470 | 118,698 |
Increase/(decrease) in trade and other payables | 87,745 | -390,428 |
Decrease in other payables - related party | -6,586 | |
Decrease in deferred revenue - related party | -83,333 | -83,333 |
Net cash used in operating activities | -1,241,975 | -832,370 |
Cash flows from investing activities | ||
Purchases of property, plant and equipment | -44,510 | |
Purchases of marketable securities | -27,228 | -12,508,984 |
Investment in Hainan Savy Akers Biosciences, Ltd. joint venture | -64,675 | |
Proceeds from demutualization of insurance carrier | 4,669 | |
Proceeds from other non-operating activities | 5,355 | |
Proceeds from sale of marketable securities | 1,253,436 | |
Net cash provided by/(used in) investing activities | 1,122,378 | -12,504,315 |
Cash flows from financing activities | ||
Payment of short-term note payable - related party | -307,500 | |
Proceeds from issuance of common shares | 745,024 | |
Net proceeds from issuance of common stock in initial public offering | 13,101,336 | |
Net cash provided by financing activities | 13,538,860 | |
Net increase/(decrease) in cash | -119,598 | 202,175 |
Cash at beginning of period | 455,841 | 103,634 |
Cash at end of period | 336,243 | 305,809 |
Supplemental Schedule of Non-Cash Financing and Investing Activities | ||
Unrealized gains/(losses) on marketable securities | 26,713 | -10,874 |
Issuance of restricted common share grants to directors and officers accrued in 2014 | $697,300 |
Nature_of_Business
Nature of Business | 3 Months Ended | ||
Mar. 31, 2015 | |||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Nature of Business | Note 1 – Nature of Business | ||
(a) | Reporting Entity | ||
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all the information and disclosures required by GAAP for complete financial statements. Operating results for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. In the opinion of management, the unaudited condensed consolidated financial statements include all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation. These unaudited condensed consolidated financial statements and related notes should be read in conjunction with the consolidated financial statements and notes for the year ended December 31, 2014 included in Form 10-K of Akers Biosciences, Inc. (“the Company”). | |||
The consolidated financial statements include two dormant subsidiaries, Akers Acquisition Sub, Inc. and Bout Time Marketing Corporation. All material intercompany balances have been eliminated upon consolidation. | |||
(b) | Nature of Business | ||
The Company commenced research and development operations in September 1989, and until 2005 had devoted substantially all its efforts to establishing the new business. | |||
The Company’s primary focus is the development and sale of disposable diagnostic testing devices that can be performed in minutes, to facilitate time sensitive therapeutic decisions. The Company’s main products are a disposable breathalyzer test that measures the blood alcohol content of the user, a rapid test detecting the antibody causing an allergic reaction to Heparin and a disposable breathalyzer test that measures Free Radical activity in the human body. When the Company enters into an agreement with a new distributor it requires an upfront licensing fee to be paid for the right to sell the Company’s products in specific markets. |
Basis_of_Presentation_and_Sign
Basis of Presentation and Significant Accounting Policies | 3 Months Ended | ||
Mar. 31, 2015 | |||
Accounting Policies [Abstract] | |||
Basis of Presentation and Significant Accounting Policies | Note 2 – Basis of Presentation and Significant Accounting Policies | ||
(a) | Basis of Presentation | ||
The consolidated financial statements of the Company are prepared in U.S. Dollars and in accordance with accounting principles generally accepted in the United States of America (US GAAP). | |||
The Company is an emerging growth company as the term is used in The Jumpstart Our Business Startups Act enacted on April 5, 2012 and has elected to comply with certain reduced public company reporting requirements. | |||
(b) | Use of Estimates | ||
The preparation of financial statements in conformity with US GAAP requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. In particular, information about significant areas of estimation, uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements is included in the following notes for revenue recognition, allowances for doubtful accounts, inventory write-downs, impairment of intangible assets and valuation of share based payments. | |||
(c) | Foreign Currency | ||
These consolidated financial statements are presented in U.S. Dollars, which is the Company’s functional currency. All financial information presented in U.S. Dollars has been rounded to the nearest dollar. Foreign Currency Transaction Gains or Losses, resulting from loans and cash balances denominated in Foreign Currencies, are recorded in the statement of operations. | |||
(d) | Comprehensive Income/(Loss) | ||
The Company follows Financial Accounting Standards Board Accounting Standards Codification (FASB ASC) 220 in reporting comprehensive income (loss). Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of certain financial information that historically has not been recognized in the calculation of net income. | |||
(e) | Cash and Cash Equivalents | ||
Cash and cash equivalents comprise cash balances. The Company considers all highly liquid investments, which include short-term bank deposits (up to 3 months from date of deposit) that are not restricted as to withdrawal date or use, to be cash equivalents. Bank overdrafts are shown as part of trade and other payables in the balance sheet. | |||
(f) | Fair Value of Financial Instruments | ||
The Company’s financial instruments consist of cash and cash equivalents, marketable securities, receivables and trade and other payables. The carrying value of cash and cash equivalents, receivables and trade and other payables approximate their fair value because of their short maturities. The Company believes the carrying amount of its note receivable approximates its fair value based on rates and other terms. The fair value of marketable securities is described in Note 2(g). | |||
(g) | Fair Value Measurement – Marketable Securities | ||
The framework for measuring fair value provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1) and the lowest priority to unobservable inputs (level 3). The three levels of the fair value hierarchy under FASB ASC 820 are described as follows: | |||
Level 1 | Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access. | ||
Level 2 | Inputs to the valuation methodology include | ||
● | quoted prices for similar assets or liabilities in active markets; | ||
● | quoted prices for identical or similar assets or liabilities in inactive markets; | ||
● | inputs other than quoted prices that are observable for the asset or liability; | ||
● | inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||
If the asset or liability has a specified (contractual) term, the level 2 input must be observable for substantially the full term of the asset or liability. | |||
Level 3 | Inputs to the valuation methodology are unobservable and significant to the fair value measurement. | ||
The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Valuation techniques maximize the use of relevant observable inputs and minimize the use of unobservable inputs. | |||
(h) | Trade Receivables, Trade Receivables – Related Party and Allowance for Doubtful Accounts | ||
The carrying amounts of current trade receivables is stated at cost, net of allowance for doubtful accounts and approximate their fair value given their short term nature. | |||
The normal credit terms extended to customers ranges between 30 and 90 days. The Company reviews all receivables that exceed terms and establishes an allowance for doubtful accounts based on management’s assessment of the collectability of trade and other receivables. A considerable amount of judgment is required in assessing the amount of allowance. The Company considers the historical level of credit losses, makes judgments about the credit worthiness of each customer based on ongoing credit evaluations and monitors current economic trends that might impact the level of credit losses in the future. | |||
As of March 31, 2015 and December 31, 2014, allowances for doubtful accounts were $- and $-. Allowances charged for doubtful accounts amounted to $- for the three months ended March 31, 2015 and 2014. | |||
(i) | Concentration of Credit Risk | ||
The Company is exposed to credit risk in the normal course of business primarily related to trade receivables and cash and cash equivalents. | |||
Substantially all of the Company’s cash are maintained with Fulton Bank of New Jersey and Bank of America. The funds are insured by the Federal Deposit Insurance Corporation up to a maximum of $250,000 per account or instrument, but are otherwise unprotected. The Company placed $210,771 and $399,417 with Fulton Bank of New Jersey, $82,954 and $52,384 with Bank of America and $4,040 PayPal as of March 31, 2015 and December 31, 2014. The Company had $37,067 and $- on hand, pending deposit as of March 31, 2015 and December 31, 2014. | |||
Concentration of credit risk with respect to trade receivables exists as approximately 66% of its revenue was generated by two customers for the three months ended March 31, 2015. These customers accounted for 4% of trade receivables as of March 31, 2015. In order to limit such risks, the Company performs ongoing credit evaluations of its customers’ financial condition. | |||
Included in accounts receivable as of March 31, 2015 and December 31, 2014 is a receivable of $1,000,000 due to be paid in two increments of $500,000, the first on April 30, 2015 and the second on July 30, 2015. Additionally, a receivable of $864,000 is due on June 25, 2015 (Note 2(n)). | |||
(j) | Inventories | ||
Inventories are measured at the lower of cost or market. The cost of inventories is based on the weighted-average principle, and includes expenditures incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. In the case of manufactured inventories and work in progress, costs include an appropriate share of production overheads based on normal operating capacity. | |||
(k) | Property, Plant and Equipment | ||
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Costs include expenditures that are directly attributable to the acquisition of the asset. | |||
Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and are recognized within “other income” in the statement of operations. | |||
Depreciation is recognized in the statement of operations on the accelerated basis over the estimated useful lives of the property, plant and equipment. Leased assets are depreciated over the shorter of the lease term or their useful lives. | |||
The estimated useful lives for the current and comparative periods are as follows: | |||
Useful Life | |||
(in years) | |||
Plant and equipment | 12-May | ||
Furniture and fixtures | 10-May | ||
Computer equipment & software | 5-Mar | ||
Depreciation methods, useful lives and residual values are reviewed at each reporting date. | |||
(l) | Intangible Assets | ||
(i) | Patents and Trade Secrets | ||
The Company has developed or acquired several diagnostic tests that can detect the presence of various substances in a person’s breath, blood, urine and saliva. Propriety protection for the Company’s products, technology and process is important to its competitive position. As of March 31, 2015, the Company has nine patents from the United States Patent Office in effect (7,896,167, 8,097,171, 7,285,246, 7,837,936, 8,003,061, 8,425,859, 8,871,521, 5,827,749 and 8,808,639). Other patents are in effect in Australia through the Design Registry (348,310, 348,311 and 348,312), the Community Trade Mark in the European Union ((OHIM) 002216895-0001, 002216895-0002 and 002216895-0003) and in Japan (4,885,134 and 4,931,821). Patents are in the national phase of prosecution in many Patent Cooperation Treaty participating countries. Additional proprietary technology consists of numerous different inventions. The Company intends to file additional patent applications, where appropriate, relating to new products, technologies and their use in the U.S., European and Asian markets. Management intends to protect all other intellectual property (e.g. copyrights, trademarks and trade secrets) using all legal remedies available to the Company. | |||
(ii) | Patent Costs | ||
Costs associated with applying for patents are capitalized as patent costs. Once the patents are approved, the respective costs are amortized over their estimated useful lives (maximum of 17 years) on a straight-line basis. Patent pending costs for patents that are not approved are charged to operations the year the patent is rejected. | |||
In addition, patents may be purchased from third parties. The costs of acquiring the patent are capitalized as patent costs if it represents a future economic benefit to the Company. Once a patent is acquired it is amortized over its remaining useful life. | |||
(iii) | Other Intangible Assets | ||
Other intangible assets that are acquired by the Company, which have definite useful lives, are measured at cost less accumulated amortization and accumulated impairment losses. | |||
(iv) | Amortization | ||
Amortization is recognized on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use. The estimated useful lives for the current and comparative periods are as follows: | |||
Useful Life | |||
(in years) | |||
Patents and trademarks | 17-Dec | ||
Customer lists | 5 | ||
(m) | Recoverability of Long-lived Assets | ||
In accordance with FASB ASC 360-10-35 “Impairment or Disposal of Long-lived Assets”, long-lived assets to be held and used are analyzed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable or that the useful lives of those assets are no longer appropriate. The Company evaluates at each balance sheet date whether events and circumstances have occurred that indicate possible impairment. No such events and circumstances have occurred during the three months ended March 31, 2015 and the year ended December 31, 2014. | |||
The Company determines the existence of such impairment by measuring the expected future cash flows (undiscounted and without interest charges) and comparing such amount to the carrying amount of the assets. An impairment loss, if one exists, is then measured as the amount by which the carrying amount of the asset exceeds the discounted estimated future cash flows. Assets to be disposed of are reported at the lower of the carrying amount or fair value of such assets less costs to sell. Asset impairment charges are recorded to reduce the carrying amount of the long-lived asset that will be sold or disposed of to their estimated fair values. Charges for the asset impairment reduce the carrying amount of the long-lived assets to their estimated salvage value in connection with the decision to dispose of such assets. | |||
(n) | Investments | ||
In accordance with FASB ASC 323, the Company recognizes investments in joint ventures based upon the Company’s ability to significantly influence the operational or financial policies of the joint venture. An objective judgment of the level of influence is made at the time of the investment based upon several factors including, but not limited to the following: | |||
a) | Representation on the Board of Directors | ||
b) | Participation in policy-making processes | ||
c) | Material intra-entity transactions | ||
d) | Interchange of management personnel | ||
e) | Technological dependencies | ||
f) | Extent of ownership and the ability to influence decision making based upon the makeup of other owners when the shareholder group is small. | ||
The Company follows the equity method for valuating investments in joint ventures when the existence of significant influence over operational and financial policy has been established, as determined by management; otherwise, the Company will valuate these investments using the cost method. | |||
Investments recorded using the cost method will be assessed for any decrease in value that has occurred that is other than temporary and the other than temporary decrease in value shall be recognized. As and when circumstances and facts change, the Company will evaluate the Company’s ability to significantly influence operational and financial policy to establish a basis for converting the investment accounted for using the cost method to the equity method of valuation. | |||
On March 9, 2015, the Company contributed capital of $64,675 in Hainan Savy Akers Biosciences, Ltd., a company incorporated in the People’s Republic of China, resulting in a 19.9% ownership interest. This is included in other assets in the condensed consolidated balance sheet as of March 31, 2015 and is accounted for using the cost method. | |||
(o) | Revenue Recognition | ||
In accordance with FASB ASC 605, the Company recognizes revenue when (i) persuasive evidence of a customer or distributor arrangement exists, (ii) a retailer, distributor or wholesaler receives the goods and acceptance occurs, (iii) the price is fixed or determinable, and (iv) the collectability of the revenue is reasonably assured. Subject to these criteria, the Company recognizes revenue from product sales when title passes to the customer based on shipping terms. The Company typically does not accept returns nor offer charge backs or rebates except for certain distributors. Revenue recorded is net of any discount, rebate or sales return. No accrual for estimated sales returns and rebate incentives are necessary as of March 31, 2015 and December 31, 2014. | |||
The Company’s new distributor in Australia, Singapore, Oman and the United Arab Emirates, Thirty Six Strategies General Trading LLC (“36S”), placed their first order for one of the Company’s REA based products during the three months ended June 30, 2014. The Company with the assistance of 36S, has submitted the product to Australia’s Therapeutic Goods Administration (“TGA”) and is awaiting final government approval for 36S to begin marketing the product. Although 36S has the right to return this product should the TGA deny government approval, the Company believes the likelihood of rejection is minimal and therefore recognized the entire sales transaction of $864,000 in revenue during the three months ended June 30, 2014. The product carries a United States Food and Drug Administration (“FDA”) Over-the-Counter approval (FDA K880723), three Conformité Européenne (“CE”) Marks (DE/CA09/0170/IVD/1428; DE/CA09/0170/IVD/1429; DE/CA09/0170/IVD/1430) for the European Economic Area and a Health Canada approval (73007) for Canada. The Company has never been denied a foreign government approval for any of its products that carries an FDA approval. | |||
The sole condition under which the product can be returned is the failure of the Company to attain TGA approval for the test. Given the existing approvals attained by the Company for the product and the Company’s history with attaining foreign government approvals, the Company has determined that the risk of a product return is insignificant. | |||
The Company granted 36S extended terms for this specific sale, as allowed in the distribution agreement, to allow Australia’s Therapeutic Goods Administration time to issue the government approval required for them to begin actively marketing the product. The Company believes that the receivable is fully collectable and therefore no allowance for doubtful accounts is deemed necessary. | |||
Based on the above, the Company determined that the revenue recognition for this transaction is in accordance with the FASB ASC 605-15-25-1 and 605-15-25-3. | |||
License fee revenue is recognized on a straight-line basis over the term of the license agreement. | |||
When the Company enters into arrangements that contain more than one deliverable, the Company allocates revenue to the separate elements under the arrangement based on their relative selling prices in accordance with FASB ASC 605-25. | |||
(p) | Income Taxes | ||
The Company follows FASB ASC 740 when accounting for income taxes, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed annually for temporary differences between the financial statements and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense or benefit is the tax payable or refundable for the period plus or minus the change during the period in deferred tax assets and liabilities. | |||
(q) | Shipping and Handling Fees and Costs | ||
The Company charges actual shipping plus a handling fee to customers, which amounted to $18,941 and $ $8,238 for the three months ended March 31, 2015 and 2014. These fees are classified as part of product revenue in the statement of operations. Shipping and other related delivery costs, including those for incoming raw materials are classified as part of the cost of net revenue, which amounted to $44,690 and $11,037 for the three months ended March 31, 2015 and 2014. | |||
(r) | Research and Development Costs | ||
In accordance with FASB ASC 730, research and development costs are expensed when incurred. | |||
(s) | Stock-based Payments | ||
The Company accounts for stock-based compensation under the provisions of FASB ASC 718, Compensation—Stock Compensation, which requires the measurement and recognition of compensation expense for all stock-based awards made to employees and directors based on estimated fair values on the grant date. The Company estimates the fair value of stock-based awards on the date of grant using the Black-Scholes model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the shorter of the period over which services are to be received or the vesting period. | |||
The Company accounts for stock-based compensation awards to non-employees in accordance with FASB ASC 505-50, Equity-Based Payments to Non-Employees. Under FASB ASC 505-50, the Company determines the fair value of the stock-based compensation awards granted as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. | |||
The Company estimates the fair value of stock-based awards on the date of grant using the Black-Scholes model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the period which services are to be received. | |||
(t) | Basic and Diluted Earnings per Share of Common Stock | ||
Basic earnings per common share are based on the weighted average number of shares outstanding during the periods presented. Diluted earnings per share are computed using the weighted average number of common shares plus dilutive common share equivalents outstanding during the period. | |||
The calculation of basic and diluted loss per share for the three months ended March 31, 2015 and 2014 was based on a loss of $1,321,799 and $595,600 attributable to common shareholders. | |||
Potential common shares consist of options and warrants. Diluted net loss per common share was the same as basic loss per common share for the three months ended March 31, 2015 and 2014 since the effect of options and warrants would be anti-dilutive due to the net loss attributable to the common shareholders for the periods. Instruments excluded from dilutive earnings per share, because their inclusion would be anti-dilutive, were 175,000 units of options for the three months ended March 31, 2015 and 1,989 units of warrants for the three months ended March 31, 2014. | |||
(u) | Recently Adopted Accounting Pronouncements | ||
As of March 31, 2015 and for the three months then ended, there were no recently adopted accounting pronouncements that had a material effect on the Company’s financial statements. | |||
(v) | Recently Issued Accounting Pronouncements not Yet Adopted | ||
As of March 31, 2015, there are no recently issued standards not yet adopted which would have a material effect on the Company’s financial statements through 2016. |
Marketable_Securities
Marketable Securities | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||||||
Marketable Securities | Note 3 – Marketable Securities | ||||||||||||||||||||
Following is a description of the valuation methodologies used for assets measured at fair value as of March 31, 2015 and December 31, 2014. | |||||||||||||||||||||
U.S. Agency Securities, Corporate and Municipal Securities and Certificates of Deposits: Valued using pricing models maximizing the use of observable inputs for similar securities. This includes basing value on yields currently available on comparable securities of issuers with similar credit ratings. | |||||||||||||||||||||
2015 | |||||||||||||||||||||
Accrued | Unrealized | Unrealized | Fair | ||||||||||||||||||
Cost | Income | Gains | Losses | Value | |||||||||||||||||
Level 2: | |||||||||||||||||||||
Money market funds | $ | 11,012 | $ | 0 | $ | - | $ | - | $ | 11,012 | |||||||||||
US agency securities | 297,699 | 960 | 1,125 | - | 299,784 | ||||||||||||||||
Certificates of deposits | 2,940,000 | 4,654 | 7,847 | - | 2,952,501 | ||||||||||||||||
Corporate securities | 1,528,308 | 2,708 | 785 | - | 1,531,801 | ||||||||||||||||
Municipal securities | 3,263,385 | 2,995 | - | (3,168 | ) | 3,263,212 | |||||||||||||||
Total Level 2: | 8,040,404 | 11,317 | 9,757 | (3,168 | ) | 8,058,310 | |||||||||||||||
Total: | $ | 8,040,404 | $ | 11,317 | $ | 9,757 | $ | (3,168 | ) | $ | 8,058,310 | ||||||||||
Marketable securities include U.S. agency securities, corporate securities, and municipal securities, which are classified as available for sale. The securities are valued at fair market value. Maturities of the securities range from one to twenty years. Unrealized gains and losses relating to the available for sale investment securities were recorded in the consolidated statement of changes in stockholders’ equity as comprehensive income. These amounts were a gain of $26,713 for the three months ended March 31, 2015 and a loss of $10,874 for the three months ended March 31, 2014. | |||||||||||||||||||||
As of March 31, 2015, investments in U.S. agency securities, corporate securities and municipal securities classified as available for sale mature as follows: | |||||||||||||||||||||
Within | After | ||||||||||||||||||||
1 Year | 1 - 5 Years | 5 - 10 Years | 10 Years | ||||||||||||||||||
$ | 3,123,251 | $ | 4,835,032 | $ | - | $ | 100,027 | ||||||||||||||
Proceeds from the sale of marketable securities for the three months ended March 31, 2015 and 2014 were $1,253,436 and $1,713. For the three months ended March 31, 2015 and 2014 the gross gain was $448 and $40 as a result of the sales. |
Trade_Receivables_Related_Part
Trade Receivables - Related Party | 3 Months Ended |
Mar. 31, 2015 | |
Receivables [Abstract] | |
Trade Receivables - Related Party | Note 4 – Trade Receivables – Related Party |
The Company reclassified the trade receivable of $864,000 from Thirty Six Strategies General Trading LLC (“36S”) as a trade receivable – related party in 2015 (Note 14). As a result, the Company also reclassified this trade receivable on the condensed consolidated balance sheet as of December 31, 2014. |
Note_Receivable_Related_Party
Note Receivable - Related Party | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Receivables [Abstract] | |||||||||||||
Note Receivable - Related Party | Note 5 – Note Receivable – Related Party | ||||||||||||
On December 31, 2014 a note of $1,475,766 was issued to the Company in exchange for the Company’s open trade receivables from ChubeWorkx Guernsey Limited, a major shareholder. It is payable in sixty equal installments of $27,734 commencing January 1, 2015 and has an interest rate of 5% per annum. Installments due for January and February 2015 were received in the three months ended March 31, 2015. An issue with an invalid bank account number delayed the March payment, which was received along with the amount due for April 2015 on April 16, 2015. The amount due for May 2015 was received on May 5, 2015. Interest income received in the three months ended March 31, 2015 was $11,997 and is recorded in the interest and dividend income in the condensed consolidated statement of operations and comprehensive income. | |||||||||||||
In the event of default, the Company, at its sole discretion, has the right to redeem any and all Company shares owned by ChubeWorkx Guernsey Limited to satisfy the monies owed to the Company under this note. | |||||||||||||
The scheduled cash flow from the note is as follows: | |||||||||||||
Principal | Interest | Total | |||||||||||
Next 12 Months | $ | 291,684 | $ | 68,858 | $ | 360,542 | |||||||
Next 13-24 Months | 283,606 | 49,202 | 332,808 | ||||||||||
Next 25-36 Months | 298,115 | 34,693 | 332,808 | ||||||||||
Next 37-48 Months | 313,368 | 19,440 | 332,808 | ||||||||||
Next 49-60 Months | 245,502 | 4,103 | 249,605 | ||||||||||
$ | 1,432,275 | $ | 176,296 | $ | 1,608,571 | ||||||||
Notes receivable – related party as of March 31, 2015 and December 31, 2014 is as follows: | |||||||||||||
2015 | 2014 | ||||||||||||
Current | $ | 291,684 | $ | 266,457 | |||||||||
Non-current | 1,140,591 | 1,209,309 | |||||||||||
$ | 1,432,275 | $ | 1,475,766 |
Inventories
Inventories | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Inventories | Note 6 – Inventories | ||||||||
Inventories at March 31, 2015 and December 31, 2014 consists of the following categories: | |||||||||
2015 | 2014 | ||||||||
Raw Materials | $ | 446,134 | $ | 413,897 | |||||
Sub-Assemblies | 435,684 | 433,793 | |||||||
Finished Goods | 117,024 | 86,365 | |||||||
Reserve for Obsolescence | (28,939 | ) | (28,939 | ) | |||||
$ | 969,903 | $ | 905,116 | ||||||
For the three months ended March 31, 2015 and 2014, no charges were made to cost of goods sold for obsolete inventory. |
Property_Plant_and_Equipment
Property, Plant and Equipment | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Property, Plant and Equipment | Note 7 – Property, Plant and Equipment | ||||||||
Property, plant and equipment as of March 31, 2015 and December 31, 2014 are as follows: | |||||||||
2015 | 2014 | ||||||||
Computer Equipment | 100,405 | $ | 100,405 | ||||||
Computer Software | 30,735 | 30,736 | |||||||
Office Equipment | 50,049 | 50,049 | |||||||
Furniture & Fixtures | 29,939 | 29,939 | |||||||
Machinery & Equipment | 1,112,060 | 1,111,005 | |||||||
Molds & Dies | 697,782 | 654,327 | |||||||
Leasehold Improvements | 222,594 | 222,594 | |||||||
2,243,564 | 2,199,055 | ||||||||
Less | |||||||||
Accumulated Depreciation | 2,013,278 | 1,997,572 | |||||||
$ | 230,286 | $ | 201,483 | ||||||
Depreciation expense was $15,706 and $22,180 for the three months ended March 31, 2015 and 2014. |
Intangible_Assets
Intangible Assets | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||
Intangible Assets | Note 8 – Intangible Assets | ||||||||||||
Intangible assets as of March 31, 2015 and December 31, 2014 and the movements for the three months then ended are as follows: | |||||||||||||
Distributor & | |||||||||||||
Patents & | Customer | ||||||||||||
Trademarks | Relationships | Totals | |||||||||||
Cost or Deemed Cost | |||||||||||||
At December 31, 2014 | $ | 3,851,495 | $ | 1,270,639 | $ | 5,122,134 | |||||||
Additions | - | - | - | ||||||||||
Disposals | - | - | - | ||||||||||
At March 31, 2015 | $ | 3,851,495 | $ | 1,270,639 | $ | 5,122,134 | |||||||
Accumulated Amortization | |||||||||||||
At December 31, 2014 | $ | 1,675,430 | $ | 1,270,639 | $ | 2,946,069 | |||||||
Amortization Charge | 64,643 | - | 64,643 | ||||||||||
Disposals | - | - | - | ||||||||||
At March 31, 2015 | $ | 1,740,073 | $ | 1,270,639 | $ | 3,010,712 | |||||||
Net Book Value | |||||||||||||
At December 31, 2014 | $ | 2,176,065 | $ | - | $ | 2,176,065 | |||||||
At March 31, 2015 | $ | 2,111,422 | $ | - | $ | 2,111,422 | |||||||
Amortization expense was $64,643 for the three months ended March 31, 2015 and 2014. |
Trade_and_Other_Payables
Trade and Other Payables | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Trade and Other Payables | Note 9 – Trade and Other Payables | ||||||||
Trade and other payables as of March 31, 2015 and December 31, 2014 are as follows: | |||||||||
2015 | 2014 | ||||||||
Trade Payables | $ | 390,694 | $ | 364,080 | |||||
Other Payables | 538,182 | 1,174,351 | |||||||
$ | 928,876 | $ | 1,538,431 | ||||||
Trade and other payables are non-interest bearing and are normally settled on 30 day terms. |
Deferred_Revenue_Related_Party
Deferred Revenue - Related Party | 3 Months Ended |
Mar. 31, 2015 | |
Deferred Revenue Disclosure [Abstract] | |
Deferred Revenue - Related Party | Note 10 – Deferred Revenue – Related Party |
Deferred revenue represents the unearned revenue from the 3-year exclusive License and Supply Agreement with ChubeWorkx Guernsey Limited (Note 15) for the purchase and distribution of the Company’s proprietary breathalyzer that was signed in June 2012. As of December 31, 2014, 8,120,000 units have been shipped. The license revenue is being recognized monthly on a straight line basis over the 3-year term of the agreement. |
Sharebased_Payments
Share-based Payments | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Share-based Payments | Note 11 – Share-based Payments | ||||||||||||||||
On January 23, 2014, upon effectiveness of the registration statement filed with the SEC, the Company adopted the 2013 Stock Incentive Plan (the “Plan”) which will provide for the issuance of up to 400,000 shares. The purpose of the Plan is to provide additional incentive to those officers, employees, consultants and non-employee directors of the Company and its parents, subsidiaries and affiliates whose contributions are essential to the growth and success of the Company’s business. | |||||||||||||||||
On January 9, 2015, the Board of Directors of the Company approved, upon recommendation from the Compensation Committee of the Board, by unanimous written consent the Amended and Restated 2013 Incentive Stock and Award Plan (the “Plan”), which increases the number of authorized shares of common stock subject to the Plan to 800,000 shares. | |||||||||||||||||
The 2013 Plan may be administered by the board or a board-appointed committee. Eligible recipients of option awards are employees, officers, consultants or directors (including non-employee directors) of the Company or of any parent, subsidiary or affiliate of the Company. The board has the authority to grant to any eligible recipient any options, restricted stock or other awards valued in whole or in part by reference to, or otherwise based on, our common stock. | |||||||||||||||||
(a) | Stock Warrants | ||||||||||||||||
The Company has issued warrants to various employees, consultants and members of the Board of Directors of the Company for their services either in connection with the Company’s ongoing efforts to raise capital or the development of the Company’s products. In addition, the Company has granted warrants to lenders in connection with the issuance of debt. Each warrant granted may be exchanged for a prescribed number of shares of common stock. The warrants expired March 18, 2015. | |||||||||||||||||
Weighted | |||||||||||||||||
Average | |||||||||||||||||
Weighted | Remaining | Aggregate | |||||||||||||||
Number of | Average | Contractual | Intrinsic | ||||||||||||||
Shares | Exercise Price | Term (years) | Value | ||||||||||||||
Balance at December 31, 2014 | 1,989 | $ | 71.76 | ||||||||||||||
Granted | - | - | |||||||||||||||
Exercised | - | - | |||||||||||||||
Forfeited | - | - | |||||||||||||||
Canceled/Expired | (1,989 | ) | 71.76 | ||||||||||||||
Balance at March 31, 2015 | - | $ | - | ||||||||||||||
Exercisable as of March 31, 2015 | - | $ | - | - | $ | - | |||||||||||
(b) | Stock options | ||||||||||||||||
Qualified option holders may exercise their options at their discretion. Each option granted may be exchanged for a prescribed number of shares of common stock. | |||||||||||||||||
The following table summarizes the option activities for the three months ended March 31, 2015: | |||||||||||||||||
Weighted | |||||||||||||||||
Average | |||||||||||||||||
Weighted | Remaining | Aggregate | |||||||||||||||
Number of | Average | Contractual | Intrinsic | ||||||||||||||
Shares | Exercise Price | Term (years) | Value | ||||||||||||||
Balance at December 31, 2014 | 175,000 | $ | 4.98 | ||||||||||||||
Granted | - | - | |||||||||||||||
Exercised | - | - | |||||||||||||||
Forfeited | - | - | |||||||||||||||
Canceled/Expired | - | - | |||||||||||||||
Balance at March 31, 2015 | 175,000 | $ | 4.98 | ||||||||||||||
Exercisable as of March 31, 2015 | 175,000 | $ | 4.98 | 4.25 | $ | 15,600 | |||||||||||
The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the closing stock price of $4.24 for our common shares on March 31, 2015. | |||||||||||||||||
The total grant date fair value of stock options vested for the three months ended March 31, 2015 and 2014 was $-. | |||||||||||||||||
As of March 31, 2015, there was $- of unrecognized compensation cost related to outstanding employee stock options. |
Equity
Equity | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Equity [Abstract] | |||||
Equity | Note 12 – Equity | ||||
The holders of common shares are entitled to one vote per share at meetings of the Company. Holders of Series A convertible preferred shares are entitled to five votes per share at meetings of the Company. | |||||
On January 9, 2015, the Company issued an aggregate of 190,000 shares of the Company’s restricted common stock, no par value per share, with a fair value of $697,300, calculated using the closing price of $3.67 per common share as of January 9, 2015, to the following directors and officers for their services in the year ended December 31, 2014: | |||||
Name | Shares | ||||
Akers, Jr., Raymond | 70,000 | ||||
Knox, Brandon | 35,000 | ||||
Knox, Thomas | 50,000 | ||||
Moran Gavin | 35,000 | ||||
190,000 | |||||
The $697,300 was expensed in 2014 and the liability is included in Trade and Other Payables on the consolidated balance sheet for the year ended December 31, 2014. | |||||
As of March 31, 2015 the Company has 175,000 reserved shares of its common stock for outstanding warrants and options. At December 31, 2014 the Company had 176,989 reserved shares of its common stock for outstanding warrants and options. |
Income_Tax_Expense
Income Tax Expense | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Expense | Note 13 – Income Tax Expense |
There is no income tax benefit for the losses for the three months ended March 31, 2015 and 2014 since management has determined that the realization of the net deferred tax asset is not assured and has created a valuation allowance for the entire amount of such benefits. | |
The Company’s policy is to record interest and penalties associated with unrecognized tax benefits as additional income taxes in the statement of operations. As of January 1, 2015, the Company had no unrecognized tax benefits, or any tax related interest or penalties. There were no changes in the Company’s unrecognized tax benefits during the three months ended March 31, 2015 related to unrecognized tax benefits. With few exceptions, the U.S. and state income tax returns filed for the tax years ending on December 31, 2011 and thereafter are subject to examination by the relevant taxing authorities. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 14 – Related Party Transactions |
On January 12, 2011, the Company entered into a consulting agreement with Nicolette Consulting Group Limited (NCG) for a period of three years for the services of Mr. Thomas A. Nicolette as President and Chief Executive Officer of the Company. The consulting agreement was extended through February 11, 2014 on December 23, 2013 and extended through March 31, 2014 on March 15, 2014. Mr. Nicolette resigned from the Company effective March 28, 2014. | |
On June 19, 2012, the Company entered into a 3 year exclusive License & Supply Agreement with Chubeworkx Guernsey Limited (as successor to SONO International Limited) (“Chubeworkx”) for the purchase and distribution of Akers Bio’s proprietary breathalyzers outside North America. Chubeworkx paid a licensing fee of $1,000,000 which is being recognized over the remaining term of the agreement (Note 10). | |
On June 13, 2013, the Company announced an expansion of the License and Supply Agreement with Chubeworkx to include worldwide marketing and distribution of the “Be CHUBE” program using the Company’s breathalyzer. | |
On August 5, 2013, the Board of Directors appointed Gary M. Rauch, the principal of DataSys Solutions, LLC (DS), as the Corporate Treasurer. The Company entered into a consulting agreement with DS on January 1, 2011, with a term of three years, under which the Company agreed to pay $5,625 per month for Mr. Rauch’s services as Controller of the Company. On March 18, 2014, the Board of Directors approved the appointment of Mr. Rauch as Vice President of Finance, retroactive to February 2, 2014, and he became an employee of the Company. | |
On December 23, 2013, the Company entered into a short-term bridge loan with Nicolette Consulting Group for $307,500, payable on January 15, 2014 with a 5% per annum interest rate. The transaction was recorded as a Short-Term Notes Payable – Related Party. The loan, with interest amounting to $969, was paid in full on January 15, 2014. | |
On June 30, 2014, the Company recorded a sale of $864,000 to Thirty Six Strategies General Trading LLC (“36S”)(Note 2(n) and Note 4). Gavin Moran, a member of the Company’s Board of Directors, has beneficial ownership in 36S. | |
Trade receivables – related party as of March 31, 2015 and December 31, 2014 are amounts due from 36S of $864,000. The amount due is non-interest bearing, unsecured and has a term of 360 days. As of December 31, 2014, the outstanding trade receivable – related party due from ChubeWorkx of $1,475,766 was converted to a note receivable (Note 5). | |
Product revenue – related parties for the three months ended March 31, 2015 and 2014 were $- and $766,369 from ChubeWorkx Guernsey Limited, a major shareholder of the Company. | |
Administrative expenses – related parties for the three months ended March 31, 2015 and 2014 were $- and $183,752 for Nicolette Consulting Group and $- and $11,250 for DataSys Solutions. |
Commitments
Commitments | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||
Commitments | Note 15 – Commitments | ||||||||||||
The Company leases its facility in West Deptford, New Jersey under an operating lease with annual rentals of $130,200 plus common area maintenance (CAM) charges. The lease, which took effect on January 1, 2008, reduced the CAM charges allowing the Company to reach their own agreements with utilities and other maintenance providers. | |||||||||||||
On January 7, 2013, the Company extended its lease agreement for a term of 7 years, expiring December 31, 2019. Under the terms of the lease, The Company will pay $132,000 per year. | |||||||||||||
Rent expense, including related CAM charges, were $40,411 and $40,375 for the three months ended March 31, 2015 and 2014. | |||||||||||||
The Company entered into a 60 month operating lease for equipment with annual rentals of $6,156 on September 29, 2014. The lease commenced on October 21, 2014 upon the delivery of the equipment. | |||||||||||||
The schedule of lease commitments is as follows: | |||||||||||||
Building | Equipment | ||||||||||||
Lease | Lease | Total | |||||||||||
Next 12 Months | $ | 132,000 | $ | 6,156 | $ | 138,156 | |||||||
Next 13-24 Months | 132,000 | 6,156 | 138,156 | ||||||||||
Next 25-36 Months | 132,000 | 6,156 | 138,156 | ||||||||||
Next 37-48 Months | 132,000 | 6,156 | 138,156 | ||||||||||
Next 49-60 Months | 99,000 | 3,591 | 102,591 |
Major_Customers
Major Customers | 3 Months Ended |
Mar. 31, 2015 | |
Major Customers [Abstract] | |
Major Customers | Note 16 – Major Customers |
For the three months ended March 31, 2015, two customers each generated more than 10% of the Company’s product revenue. In aggregate, sales to these customers accounted for 66% of the Company’s product revenue. As of March 31, 2015, the amount due from these two customers was $81,111. This concentration makes the Company vulnerable to a near-term severe impact should the relationships be terminated. | |
For the three months ended March 31, 2014, two customers each generated more than 10% of the Company’s product revenue. Sales to these customers accounted for 86% of the Company’s product revenue. As of March 31, 2014, the amount due from these customers was $1,546,548. |
Major_Suppliers
Major Suppliers | 3 Months Ended |
Mar. 31, 2015 | |
Major Suppliers [Abstract] | |
Major Suppliers | Note 17 – Major Suppliers |
For the three months ended March 31, 2015, two suppliers each accounted for more than 10% of the Company’s purchases. In aggregate, these suppliers accounted for 45% of the Company’s total purchases. As of March 31, 2015, the amount due to the suppliers was $67,116. | |
For the three months ended March 31, 2014, three suppliers each accounted for more than 10% of the Company’s purchases. These suppliers accounted for 58% of the Company’s total purchases. As of March 31, 2014, the amount due to the suppliers was $31,408. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Note 18 – Contingencies |
On October 15, 2014 a complaint was filed by Akers Biosciences, Inc. in federal district court (Southern District of New York) seeking a declaratory judgment of non-breach of a contract with Mr. Lawrence Martin. This complaint was filed in response to various threats of litigation proffered by Mr. Martin’s counsel in connection with the alleged breach of a purchase agreement entered into by the Company and Mr. Martin on January 23, 2007 (“2007 Purchase Agreement”), as amended on April 18, 2012. Prior to filing the complaint the Company, in good faith, attempted to ascertain the basis for the breach allegations with an eye to resolve any possible claims outside of court but such discussions ultimately were rendered fruitless. Responsive to the Company’s filing, Mr. Martin has filed a complimentary suit in the sixth judicial circuit court (Pinellas County, FL) alleging, among other counts, breach of the 2007 Purchase Agreement for failure to pay certain royalties allegedly owed to Mr. Martin. The Company successfully removed the Florida state court case filed by Mr. Martin to the Federal District Court, Middle District, Florida. On March 10, 2015, the Federal Southern District of New York denied Mr. Martin’s request to transfer venue to Florida and retained jurisdiction. In light of this decision, The Company and Mr. Martin have entered into a Stipulation that Mr. Martin’s Florida Action will be dismissed without prejudice. To-date, Mr. Martin has not re-filed his claim in the Southern District of New York as Counterclaims and the case has entered into the discovery phase. The Company continues to seek the most efficient and optimal manner to handle Mr. Martin’s claims without prejudicing any of its rights. The Company believes that no accrual for potential losses from this case are necessary. |
Basis_of_Presentation_and_Sign1
Basis of Presentation and Significant Accounting Policies (Policies) | 3 Months Ended | ||
Mar. 31, 2015 | |||
Accounting Policies [Abstract] | |||
Basis of Presentation | (a) | Basis of Presentation | |
The consolidated financial statements of the Company are prepared in U.S. Dollars and in accordance with accounting principles generally accepted in the United States of America (US GAAP). | |||
The Company is an emerging growth company as the term is used in The Jumpstart Our Business Startups Act enacted on April 5, 2012 and has elected to comply with certain reduced public company reporting requirements. | |||
Use of Estimates | (b) | Use of Estimates | |
The preparation of financial statements in conformity with US GAAP requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. In particular, information about significant areas of estimation, uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amounts recognized in the financial statements is included in the following notes for revenue recognition, allowances for doubtful accounts, inventory write-downs, impairment of intangible assets and valuation of share based payments. | |||
Foreign Currency | (c) | Foreign Currency | |
These consolidated financial statements are presented in U.S. Dollars, which is the Company’s functional currency. All financial information presented in U.S. Dollars has been rounded to the nearest dollar. Foreign Currency Transaction Gains or Losses, resulting from loans and cash balances denominated in Foreign Currencies, are recorded in the statement of operations. | |||
Comprehensive Income/(Loss) | (d) | Comprehensive Income/(Loss) | |
The Company follows Financial Accounting Standards Board Accounting Standards Codification (FASB ASC) 220 in reporting comprehensive income (loss). Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of certain financial information that historically has not been recognized in the calculation of net income. | |||
Cash and Cash Equivalents | (e) | Cash and Cash Equivalents | |
Cash and cash equivalents comprise cash balances. The Company considers all highly liquid investments, which include short-term bank deposits (up to 3 months from date of deposit) that are not restricted as to withdrawal date or use, to be cash equivalents. Bank overdrafts are shown as part of trade and other payables in the balance sheet. | |||
Fair Value of Financial Instruments | (f) | Fair Value of Financial Instruments | |
The Company’s financial instruments consist of cash and cash equivalents, marketable securities, receivables and trade and other payables. The carrying value of cash and cash equivalents, receivables and trade and other payables approximate their fair value because of their short maturities. The Company believes the carrying amount of its note receivable approximates its fair value based on rates and other terms. The fair value of marketable securities is described in Note 2(g). | |||
Fair Value Measurement - Marketable Securities | (g) | Fair Value Measurement – Marketable Securities | |
The framework for measuring fair value provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1) and the lowest priority to unobservable inputs (level 3). The three levels of the fair value hierarchy under FASB ASC 820 are described as follows: | |||
Level 1 | Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access. | ||
Level 2 | Inputs to the valuation methodology include | ||
● | quoted prices for similar assets or liabilities in active markets; | ||
● | quoted prices for identical or similar assets or liabilities in inactive markets; | ||
● | inputs other than quoted prices that are observable for the asset or liability; | ||
● | inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||
If the asset or liability has a specified (contractual) term, the level 2 input must be observable for substantially the full term of the asset or liability. | |||
Level 3 | Inputs to the valuation methodology are unobservable and significant to the fair value measurement. | ||
The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Valuation techniques maximize the use of relevant observable inputs and minimize the use of unobservable inputs. | |||
Trade Receivables, Trade Receivables - Related Party and Allowance for Doubtful Accounts | (h) | Trade Receivables, Trade Receivables – Related Party and Allowance for Doubtful Accounts | |
The carrying amounts of current trade receivables is stated at cost, net of allowance for doubtful accounts and approximate their fair value given their short term nature. | |||
The normal credit terms extended to customers ranges between 30 and 90 days. The Company reviews all receivables that exceed terms and establishes an allowance for doubtful accounts based on management’s assessment of the collectability of trade and other receivables. A considerable amount of judgment is required in assessing the amount of allowance. The Company considers the historical level of credit losses, makes judgments about the credit worthiness of each customer based on ongoing credit evaluations and monitors current economic trends that might impact the level of credit losses in the future. | |||
As of March 31, 2015 and December 31, 2014, allowances for doubtful accounts were $- and $-. Allowances charged for doubtful accounts amounted to $- for the three months ended March 31, 2015 and 2014. | |||
Concentration of Credit Risk | (i) | Concentration of Credit Risk | |
The Company is exposed to credit risk in the normal course of business primarily related to trade receivables and cash and cash equivalents. | |||
Substantially all of the Company’s cash are maintained with Fulton Bank of New Jersey and Bank of America. The funds are insured by the Federal Deposit Insurance Corporation up to a maximum of $250,000 per account or instrument, but are otherwise unprotected. The Company placed $210,771 and $399,417 with Fulton Bank of New Jersey, $82,954 and $52,384 with Bank of America and $4,040 PayPal as of March 31, 2015 and December 31, 2014. The Company had $37,067 and $- on hand, pending deposit as of March 31, 2015 and December 31, 2014. | |||
Concentration of credit risk with respect to trade receivables exists as approximately 66% of its revenue was generated by two customers for the three months ended March 31, 2015. These customers accounted for 4% of trade receivables as of March 31, 2015. In order to limit such risks, the Company performs ongoing credit evaluations of its customers’ financial condition. | |||
Included in accounts receivable as of March 31, 2015 and December 31, 2014 is a receivable of $1,000,000 due to be paid in two increments of $500,000, the first on April 30, 2015 and the second on July 30, 2015. Additionally, a receivable of $864,000 is due on June 25, 2015 (Note 2(n)). | |||
Inventories | (j) | Inventories | |
Inventories are measured at the lower of cost or market. The cost of inventories is based on the weighted-average principle, and includes expenditures incurred in acquiring the inventories, production or conversion costs and other costs incurred in bringing them to their existing location and condition. In the case of manufactured inventories and work in progress, costs include an appropriate share of production overheads based on normal operating capacity. | |||
Property, Plant and Equipment | (k) | Property, Plant and Equipment | |
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Costs include expenditures that are directly attributable to the acquisition of the asset. | |||
Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of property, plant and equipment and are recognized within “other income” in the statement of operations. | |||
Depreciation is recognized in the statement of operations on the accelerated basis over the estimated useful lives of the property, plant and equipment. Leased assets are depreciated over the shorter of the lease term or their useful lives. | |||
The estimated useful lives for the current and comparative periods are as follows: | |||
Useful Life | |||
(in years) | |||
Plant and equipment | 12-May | ||
Furniture and fixtures | 10-May | ||
Computer equipment & software | 5-Mar | ||
Depreciation methods, useful lives and residual values are reviewed at each reporting date. | |||
Intangible Assets | (l) | Intangible Assets | |
(i) | Patents and Trade Secrets | ||
The Company has developed or acquired several diagnostic tests that can detect the presence of various substances in a person’s breath, blood, urine and saliva. Propriety protection for the Company’s products, technology and process is important to its competitive position. As of March 31, 2015, the Company has nine patents from the United States Patent Office in effect (7,896,167, 8,097,171, 7,285,246, 7,837,936, 8,003,061, 8,425,859, 8,871,521, 5,827,749 and 8,808,639). Other patents are in effect in Australia through the Design Registry (348,310, 348,311 and 348,312), the Community Trade Mark in the European Union ((OHIM) 002216895-0001, 002216895-0002 and 002216895-0003) and in Japan (4,885,134 and 4,931,821). Patents are in the national phase of prosecution in many Patent Cooperation Treaty participating countries. Additional proprietary technology consists of numerous different inventions. The Company intends to file additional patent applications, where appropriate, relating to new products, technologies and their use in the U.S., European and Asian markets. Management intends to protect all other intellectual property (e.g. copyrights, trademarks and trade secrets) using all legal remedies available to the Company. | |||
(ii) | Patent Costs | ||
Costs associated with applying for patents are capitalized as patent costs. Once the patents are approved, the respective costs are amortized over their estimated useful lives (maximum of 17 years) on a straight-line basis. Patent pending costs for patents that are not approved are charged to operations the year the patent is rejected. | |||
In addition, patents may be purchased from third parties. The costs of acquiring the patent are capitalized as patent costs if it represents a future economic benefit to the Company. Once a patent is acquired it is amortized over its remaining useful life. | |||
(iii) | Other Intangible Assets | ||
Other intangible assets that are acquired by the Company, which have definite useful lives, are measured at cost less accumulated amortization and accumulated impairment losses. | |||
(iv) | Amortization | ||
Amortization is recognized on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use. The estimated useful lives for the current and comparative periods are as follows: | |||
Useful Life | |||
(in years) | |||
Patents and trademarks | 17-Dec | ||
Customer lists | 5 | ||
Recoverability of Long-lived Assets | (m) | Recoverability of Long-lived Assets | |
In accordance with FASB ASC 360-10-35 “Impairment or Disposal of Long-lived Assets”, long-lived assets to be held and used are analyzed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable or that the useful lives of those assets are no longer appropriate. The Company evaluates at each balance sheet date whether events and circumstances have occurred that indicate possible impairment. No such events and circumstances have occurred during the three months ended March 31, 2015 and the year ended December 31, 2014. | |||
The Company determines the existence of such impairment by measuring the expected future cash flows (undiscounted and without interest charges) and comparing such amount to the carrying amount of the assets. An impairment loss, if one exists, is then measured as the amount by which the carrying amount of the asset exceeds the discounted estimated future cash flows. Assets to be disposed of are reported at the lower of the carrying amount or fair value of such assets less costs to sell. Asset impairment charges are recorded to reduce the carrying amount of the long-lived asset that will be sold or disposed of to their estimated fair values. Charges for the asset impairment reduce the carrying amount of the long-lived assets to their estimated salvage value in connection with the decision to dispose of such assets. | |||
Investments | (n) | Investments | |
In accordance with FASB ASC 323, the Company recognizes investments in joint ventures based upon the Company’s ability to significantly influence the operational or financial policies of the joint venture. An objective judgment of the level of influence is made at the time of the investment based upon several factors including, but not limited to the following: | |||
a) | Representation on the Board of Directors | ||
b) | Participation in policy-making processes | ||
c) | Material intra-entity transactions | ||
d) | Interchange of management personnel | ||
e) | Technological dependencies | ||
f) | Extent of ownership and the ability to influence decision making based upon the makeup of other owners when the shareholder group is small. | ||
The Company follows the equity method for valuating investments in joint ventures when the existence of significant influence over operational and financial policy has been established, as determined by management; otherwise, the Company will valuate these investments using the cost method. | |||
Investments recorded using the cost method will be assessed for any decrease in value that has occurred that is other than temporary and the other than temporary decrease in value shall be recognized. As and when circumstances and facts change, the Company will evaluate the Company’s ability to significantly influence operational and financial policy to establish a basis for converting the investment accounted for using the cost method to the equity method of valuation. | |||
On March 9, 2015, the Company contributed capital of $64,675 in Hainan Savy Akers Biosciences, Ltd., a company incorporated in the People’s Republic of China, resulting in a 19.9% ownership interest. This is included in other assets in the condensed consolidated balance sheet as of March 31, 2015 and is accounted for using the cost method. | |||
Revenue Recognition | (o) | Revenue Recognition | |
In accordance with FASB ASC 605, the Company recognizes revenue when (i) persuasive evidence of a customer or distributor arrangement exists, (ii) a retailer, distributor or wholesaler receives the goods and acceptance occurs, (iii) the price is fixed or determinable, and (iv) the collectability of the revenue is reasonably assured. Subject to these criteria, the Company recognizes revenue from product sales when title passes to the customer based on shipping terms. The Company typically does not accept returns nor offer charge backs or rebates except for certain distributors. Revenue recorded is net of any discount, rebate or sales return. No accrual for estimated sales returns and rebate incentives are necessary as of March 31, 2015 and December 31, 2014. | |||
The Company’s new distributor in Australia, Singapore, Oman and the United Arab Emirates, Thirty Six Strategies General Trading LLC (“36S”), placed their first order for one of the Company’s REA based products during the three months ended June 30, 2014. The Company with the assistance of 36S, has submitted the product to Australia’s Therapeutic Goods Administration (“TGA”) and is awaiting final government approval for 36S to begin marketing the product. Although 36S has the right to return this product should the TGA deny government approval, the Company believes the likelihood of rejection is minimal and therefore recognized the entire sales transaction of $864,000 in revenue during the three months ended June 30, 2014. The product carries a United States Food and Drug Administration (“FDA”) Over-the-Counter approval (FDA K880723), three Conformité Européenne (“CE”) Marks (DE/CA09/0170/IVD/1428; DE/CA09/0170/IVD/1429; DE/CA09/0170/IVD/1430) for the European Economic Area and a Health Canada approval (73007) for Canada. The Company has never been denied a foreign government approval for any of its products that carries an FDA approval. | |||
The sole condition under which the product can be returned is the failure of the Company to attain TGA approval for the test. Given the existing approvals attained by the Company for the product and the Company’s history with attaining foreign government approvals, the Company has determined that the risk of a product return is insignificant. | |||
The Company granted 36S extended terms for this specific sale, as allowed in the distribution agreement, to allow Australia’s Therapeutic Goods Administration time to issue the government approval required for them to begin actively marketing the product. The Company believes that the receivable is fully collectable and therefore no allowance for doubtful accounts is deemed necessary. | |||
Based on the above, the Company determined that the revenue recognition for this transaction is in accordance with the FASB ASC 605-15-25-1 and 605-15-25-3. | |||
License fee revenue is recognized on a straight-line basis over the term of the license agreement. | |||
When the Company enters into arrangements that contain more than one deliverable, the Company allocates revenue to the separate elements under the arrangement based on their relative selling prices in accordance with FASB ASC 605-25. | |||
Income Taxes | (p) | Income Taxes | |
The Company follows FASB ASC 740 when accounting for income taxes, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed annually for temporary differences between the financial statements and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. Income tax expense or benefit is the tax payable or refundable for the period plus or minus the change during the period in deferred tax assets and liabilities. | |||
Shipping and Handling Fees and Costs | (q) | Shipping and Handling Fees and Costs | |
The Company charges actual shipping plus a handling fee to customers, which amounted to $18,941 and $ $8,238 for the three months ended March 31, 2015 and 2014. These fees are classified as part of product revenue in the statement of operations. Shipping and other related delivery costs, including those for incoming raw materials are classified as part of the cost of net revenue, which amounted to $44,690 and $11,037 for the three months ended March 31, 2015 and 2014. | |||
Research and Development Costs | (r) | Research and Development Costs | |
In accordance with FASB ASC 730, research and development costs are expensed when incurred. | |||
Stock-based Payments | (s) | Stock-based Payments | |
The Company accounts for stock-based compensation under the provisions of FASB ASC 718, Compensation—Stock Compensation, which requires the measurement and recognition of compensation expense for all stock-based awards made to employees and directors based on estimated fair values on the grant date. The Company estimates the fair value of stock-based awards on the date of grant using the Black-Scholes model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the shorter of the period over which services are to be received or the vesting period. | |||
The Company accounts for stock-based compensation awards to non-employees in accordance with FASB ASC 505-50, Equity-Based Payments to Non-Employees. Under FASB ASC 505-50, the Company determines the fair value of the stock-based compensation awards granted as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. | |||
The Company estimates the fair value of stock-based awards on the date of grant using the Black-Scholes model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the period which services are to be received. | |||
Basic and Diluted Earnings per Share of Common Stock | (t) | Basic and Diluted Earnings per Share of Common Stock | |
Basic earnings per common share are based on the weighted average number of shares outstanding during the periods presented. Diluted earnings per share are computed using the weighted average number of common shares plus dilutive common share equivalents outstanding during the period. | |||
The calculation of basic and diluted loss per share for the three months ended March 31, 2015 and 2014 was based on a loss of $1,321,799 and $595,600 attributable to common shareholders. | |||
Potential common shares consist of options and warrants. Diluted net loss per common share was the same as basic loss per common share for the three months ended March 31, 2015 and 2014 since the effect of options and warrants would be anti-dilutive due to the net loss attributable to the common shareholders for the periods. Instruments excluded from dilutive earnings per share, because their inclusion would be anti-dilutive, were 175,000 units of options for the three months ended March 31, 2015 and 1,989 units of warrants for the three months ended March 31, 2014. | |||
Recently Adopted Accounting Pronouncements | (u) | Recently Adopted Accounting Pronouncements | |
As of March 31, 2015 and for the three months then ended, there were no recently adopted accounting pronouncements that had a material effect on the Company’s financial statements. | |||
Recently Issued Accounting Pronouncements not Yet Adopted | (v) | Recently Issued Accounting Pronouncements not Yet Adopted | |
As of March 31, 2015, there are no recently issued standards not yet adopted which would have a material effect on the Company’s financial statements through 2016. |
Basis_of_Presentation_and_Sign2
Basis of Presentation and Significant Accounting Policies (Tables) | 3 Months Ended | ||
Mar. 31, 2015 | |||
Accounting Policies [Abstract] | |||
Schedule of Estimated Useful Life of Property Plant and Equipment | The estimated useful lives for the current and comparative periods are as follows: | ||
Useful Life | |||
(in years) | |||
Plant and equipment | 12-May | ||
Furniture and fixtures | 10-May | ||
Computer equipment & software | 5-Mar | ||
Schedule of Estimated Useful Life of Intangible Assets | Amortization is recognized on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use. The estimated useful lives for the current and comparative periods are as follows: | ||
Useful Life | |||
(in years) | |||
Patents and trademarks | 17-Dec | ||
Customer lists | 5 |
Marketable_Securities_Tables
Marketable Securities (Tables) | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | |||||||||||||||||||||
Schedule of Marketable Securities | U.S. Agency Securities, Corporate and Municipal Securities and Certificates of Deposits: Valued using pricing models maximizing the use of observable inputs for similar securities. This includes basing value on yields currently available on comparable securities of issuers with similar credit ratings. | ||||||||||||||||||||
2015 | |||||||||||||||||||||
Accrued | Unrealized | Unrealized | Fair | ||||||||||||||||||
Cost | Income | Gains | Losses | Value | |||||||||||||||||
Level 2: | |||||||||||||||||||||
Money market funds | $ | 11,012 | $ | 0 | $ | - | $ | - | $ | 11,012 | |||||||||||
US agency securities | 297,699 | 960 | 1,125 | - | 299,784 | ||||||||||||||||
Certificates of deposits | 2,940,000 | 4,654 | 7,847 | - | 2,952,501 | ||||||||||||||||
Corporate securities | 1,528,308 | 2,708 | 785 | - | 1,531,801 | ||||||||||||||||
Municipal securities | 3,263,385 | 2,995 | - | (3,168 | ) | 3,263,212 | |||||||||||||||
Total Level 2: | 8,040,404 | 11,317 | 9,757 | (3,168 | ) | 8,058,310 | |||||||||||||||
Total: | $ | 8,040,404 | $ | 11,317 | $ | 9,757 | $ | (3,168 | ) | $ | 8,058,310 | ||||||||||
Schedule of Available Sale Securities Maturity | As of March 31, 2015, investments in U.S. agency securities, corporate securities and municipal securities classified as available for sale mature as follows: | ||||||||||||||||||||
Within | After | ||||||||||||||||||||
1 Year | 1 - 5 Years | 5 - 10 Years | 10 Years | ||||||||||||||||||
$ | 3,123,251 | $ | 4,835,032 | $ | - | $ | 100,027 |
Note_Receivable_Related_Party_
Note Receivable - Related Party (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Receivables [Abstract] | |||||||||||||
Schedule of Cash Flow in Notes Receivable | The scheduled cash flow from the note is as follows: | ||||||||||||
Principal | Interest | Total | |||||||||||
Next 12 Months | $ | 291,684 | $ | 68,858 | $ | 360,542 | |||||||
Next 13-24 Months | 283,606 | 49,202 | 332,808 | ||||||||||
Next 25-36 Months | 298,115 | 34,693 | 332,808 | ||||||||||
Next 37-48 Months | 313,368 | 19,440 | 332,808 | ||||||||||
Next 49-60 Months | 245,502 | 4,103 | 249,605 | ||||||||||
$ | 1,432,275 | $ | 176,296 | $ | 1,608,571 | ||||||||
Schedule of Notes Receivable - Related Party | Notes receivable – related party as of March 31, 2015 and December 31, 2014 is as follows: | ||||||||||||
2015 | 2014 | ||||||||||||
Current | $ | 291,684 | $ | 266,457 | |||||||||
Non-current | 1,140,591 | 1,209,309 | |||||||||||
$ | 1,432,275 | $ | 1,475,766 |
Inventories_Tables
Inventories (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Schedule of Inventories | Inventories at March 31, 2015 and December 31, 2014 consists of the following categories: | ||||||||
2015 | 2014 | ||||||||
Raw Materials | $ | 446,134 | $ | 413,897 | |||||
Sub-Assemblies | 435,684 | 433,793 | |||||||
Finished Goods | 117,024 | 86,365 | |||||||
Reserve for Obsolescence | (28,939 | ) | (28,939 | ) | |||||
$ | 969,903 | $ | 905,116 |
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Schedule of Property, Plant and Equipment | Property, plant and equipment as of March 31, 2015 and December 31, 2014 are as follows: | ||||||||
2015 | 2014 | ||||||||
Computer Equipment | 100,405 | $ | 100,405 | ||||||
Computer Software | 30,735 | 30,736 | |||||||
Office Equipment | 50,049 | 50,049 | |||||||
Furniture & Fixtures | 29,939 | 29,939 | |||||||
Machinery & Equipment | 1,112,060 | 1,111,005 | |||||||
Molds & Dies | 697,782 | 654,327 | |||||||
Leasehold Improvements | 222,594 | 222,594 | |||||||
2,243,564 | 2,199,055 | ||||||||
Less | |||||||||
Accumulated Depreciation | 2,013,278 | 1,997,572 | |||||||
$ | 230,286 | $ | 201,483 |
Intangible_Assets_Tables
Intangible Assets (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||
Schedule of Finite-Lived Intangible Assets | Intangible assets as of March 31, 2015 and December 31, 2014 and the movements for the three months then ended are as follows: | ||||||||||||
Distributor & | |||||||||||||
Patents & | Customer | ||||||||||||
Trademarks | Relationships | Totals | |||||||||||
Cost or Deemed Cost | |||||||||||||
At December 31, 2014 | $ | 3,851,495 | $ | 1,270,639 | $ | 5,122,134 | |||||||
Additions | - | - | - | ||||||||||
Disposals | - | - | - | ||||||||||
At March 31, 2015 | $ | 3,851,495 | $ | 1,270,639 | $ | 5,122,134 | |||||||
Accumulated Amortization | |||||||||||||
At December 31, 2014 | $ | 1,675,430 | $ | 1,270,639 | $ | 2,946,069 | |||||||
Amortization Charge | 64,643 | - | 64,643 | ||||||||||
Disposals | - | - | - | ||||||||||
At March 31, 2015 | $ | 1,740,073 | $ | 1,270,639 | $ | 3,010,712 | |||||||
Net Book Value | |||||||||||||
At December 31, 2014 | $ | 2,176,065 | $ | - | $ | 2,176,065 | |||||||
At March 31, 2015 | $ | 2,111,422 | $ | - | $ | 2,111,422 |
Trade_and_Other_Payables_Table
Trade and Other Payables (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Schedule of Trade and Other Payable | Trade and other payables as of March 31, 2015 and December 31, 2014 are as follows: | ||||||||
2015 | 2014 | ||||||||
Trade Payables | $ | 390,694 | $ | 364,080 | |||||
Other Payables | 538,182 | 1,174,351 | |||||||
$ | 928,876 | $ | 1,538,431 |
Sharebased_Payments_Tables
Share-based Payments (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Schedule of Share-based Compensation Warrants Activity | Weighted | ||||||||||||||||
Average | |||||||||||||||||
Weighted | Remaining | Aggregate | |||||||||||||||
Number of | Average | Contractual | Intrinsic | ||||||||||||||
Shares | Exercise Price | Term (years) | Value | ||||||||||||||
Balance at December 31, 2014 | 1,989 | $ | 71.76 | ||||||||||||||
Granted | - | - | |||||||||||||||
Exercised | - | - | |||||||||||||||
Forfeited | - | - | |||||||||||||||
Canceled/Expired | (1,989 | ) | 71.76 | ||||||||||||||
Balance at March 31, 2015 | - | $ | - | ||||||||||||||
Exercisable as of March 31, 2015 | - | $ | - | - | $ | - | |||||||||||
Summary of Stock Options Activity | The following table summarizes the option activities for the three months ended March 31, 2015: | ||||||||||||||||
Weighted | |||||||||||||||||
Average | |||||||||||||||||
Weighted | Remaining | Aggregate | |||||||||||||||
Number of | Average | Contractual | Intrinsic | ||||||||||||||
Shares | Exercise Price | Term (years) | Value | ||||||||||||||
Balance at December 31, 2014 | 175,000 | $ | 4.98 | ||||||||||||||
Granted | - | - | |||||||||||||||
Exercised | - | - | |||||||||||||||
Forfeited | - | - | |||||||||||||||
Canceled/Expired | - | - | |||||||||||||||
Balance at March 31, 2015 | 175,000 | $ | 4.98 | ||||||||||||||
Exercisable as of March 31, 2015 | 175,000 | $ | 4.98 | 4.25 | $ | 15,600 |
Equity_Tables
Equity (Tables) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Equity [Abstract] | |||||
Schedule of Shares Issued to Directors and Officers | The following directors and officers for their services in the year ended December 31, 2014: | ||||
Name | Shares | ||||
Akers, Jr., Raymond | 70,000 | ||||
Knox, Brandon | 35,000 | ||||
Knox, Thomas | 50,000 | ||||
Moran Gavin | 35,000 | ||||
190,000 |
Commitments_Tables
Commitments (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||
Schedule of Future Minimum Rental Payments for Operating Leases | The schedule of lease commitments is as follows: | ||||||||||||
Building | Equipment | ||||||||||||
Lease | Lease | Total | |||||||||||
Next 12 Months | $ | 132,000 | $ | 6,156 | $ | 138,156 | |||||||
Next 13-24 Months | 132,000 | 6,156 | 138,156 | ||||||||||
Next 25-36 Months | 132,000 | 6,156 | 138,156 | ||||||||||
Next 37-48 Months | 132,000 | 6,156 | 138,156 | ||||||||||
Next 49-60 Months | 99,000 | 3,591 | 102,591 |
Basis_of_Presentation_and_Sign3
Basis of Presentation and Significant Accounting Policies (Details Narrative) (USD $) | 3 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2014 | |
Breathlyzers | ||||
Allowance for doubtful accounts receivable | $0 | $0 | ||
Cash on hand, pending deposit | 37,067 | |||
Accounts receivable | 1,000,000 | 1,000,000 | ||
Number of patents | 9 | |||
Investment in Hainan Savy Akers Biosciences, Ltd. joint venture | 64,675 | |||
Percentage of ownership in Hainan Savy Akers Biosciences, Ltd. joint venture | 19.90% | |||
Revenue from related parties | 766,379 | |||
Shipping, handling and transportation costs | 18,941 | 8,238 | ||
Net Loss Attributable to Common Stockholders | 1,321,799 | 595,600 | ||
Option [Member] | ||||
Antidilutive securities excluded from computation of earnings per share | 175,000 | |||
Warrant [Member] | ||||
Antidilutive securities excluded from computation of earnings per share | 1,989 | |||
June 25, 2015 [Member] | ||||
Accounts receivable | 864,000 | |||
Increment One Paid on April 30, 2015 [Member] | ||||
Accounts receivable | 500,000 | |||
Increment Two Paid on July 30, 2015 [Member] | ||||
Accounts receivable | 500,000 | |||
Sales [Member] | ||||
Concentration risk percentage | 66.00% | |||
Concentration risk, number of customer | 2 | |||
Trade Receivable [Member] | ||||
Concentration risk percentage | 4.00% | |||
Concentration risk, number of customer | 2 | |||
Cost of Sales [Member] | ||||
Shipping, handling and transportation costs | 44,690 | 11,037 | ||
Fulton Bank of New Jersey [Member] | ||||
Cash | 210,771 | 399,417 | ||
Bank of America [Member] | ||||
Cash | 82,954 | 52,384 | ||
PayPal [Member] | ||||
Cash | 4,040 | 4,040 | ||
Rapid Enzymatic Assay [Member] | ||||
Revenue from related parties | 864,000 | |||
Minimum [Member] | ||||
Normal credit terms extended to customers | 30 days | |||
Maximum [Member] | ||||
Normal credit terms extended to customers | 90 days | |||
Cash, FDIC insured amount | $250,000 | |||
Maximum [Member] | Patents [Member] | ||||
Finite-lived intangible asset, useful life | 17 years |
Basis_of_Presentation_and_Sign4
Basis of Presentation and Significant Accounting Policies - Schedule of Estimated Useful Life of Property Plant and Equipment (Details) | 3 Months Ended |
Mar. 31, 2015 | |
Plant and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Plant and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 12 years |
Furniture & Fixtures [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Furniture & Fixtures [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Computer Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Basis_of_Presentation_and_Sign5
Basis of Presentation and Significant Accounting Policies - Schedule of Estimated Useful Life of Intangible Assets (Details) | 3 Months Ended |
Mar. 31, 2015 | |
Patents and Trademarks [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 12 years |
Patents and Trademarks [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 17 years |
Customer Lists [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-Lived Intangible Asset, Useful Life | 5 years |
Marketable_Securities_Details_
Marketable Securities (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Unrealized gain on marketable securities | $26,713 | ($10,874) |
Proceeds from the sale of marketable securities | 1,253,436 | 1,713 |
Gross gain (loss) on securities | $448 | $40 |
Minimum [Member] | ||
Maturities of securities | 1 year | |
Maximum [Member] | ||
Maturities of securities | 20 years |
Marketable_Securities_Schedule
Marketable Securities - Schedule of Marketable Securities (Details) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | $8,040,404 |
Accrued Income | 11,316 |
Unrealized Gains | 9,757 |
Unrealized Losses | -3,168 |
Fair Value | 8,058,310 |
Fair Value, Inputs, Level 2 [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | 8,040,404 |
Accrued Income | 11,316 |
Unrealized Gains | 9,757 |
Unrealized Losses | -3,168 |
Fair Value | 8,058,310 |
Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | 11,012 |
Accrued Income | 0 |
Unrealized Gains | |
Unrealized Losses | |
Fair Value | 11,013 |
Fair Value, Inputs, Level 2 [Member] | US Agency Securities [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | 297,699 |
Accrued Income | 960 |
Unrealized Gains | 1,125 |
Unrealized Losses | |
Fair Value | 299,784 |
Fair Value, Inputs, Level 2 [Member] | Certificates of Deposits [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | 2,940,000 |
Accrued Income | 4,654 |
Unrealized Gains | 7,847 |
Unrealized Losses | |
Fair Value | 2,952,501 |
Fair Value, Inputs, Level 2 [Member] | Corporate Securities [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | 1,528,308 |
Accrued Income | 2,708 |
Unrealized Gains | 785 |
Unrealized Losses | |
Fair Value | 1,531,800 |
Fair Value, Inputs, Level 2 [Member] | Municipal Securities [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Cost | 3,263,385 |
Accrued Income | 2,995 |
Unrealized Gains | |
Unrealized Losses | -3,168 |
Fair Value | $3,263,212 |
Marketable_Securities_Schedule1
Marketable Securities - Schedule of Available Sale Securities Maturity (Details) (USD $) | Mar. 31, 2015 |
Investments, Debt and Equity Securities [Abstract] | |
Within 1 Year | $3,123,251 |
1 - 5 Years | 4,835,032 |
5 - 10 Years | |
After 10 Years | $100,027 |
Trade_Receivables_Related_Part1
Trade Receivables - Related Party (Details Narrative) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Trade Receivables - Related Party | $864,000 | $864,000 |
Thirty Six Strategies General Trading Liability Company [Member] | ||
Trade Receivables - Related Party | $864,000 |
Notes_Receivable_Related_Parti
Notes Receivable - Related Parties (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Value of note receivable | $1,432,275 | $1,475,766 |
Interest income | 11,997 | |
Commencing From January 1, 2015 [Member] | ||
Installment amount of note receivable | 27,734 | |
Interest rate on notes payable | 5.00% | |
Chubeworkx Guernsey Limited [Member] | ||
Value of note receivable | $1,432,275 |
Note_Receivable_Related_Party_1
Note Receivable - Related Party - Schedule of Cash Flow in Note Receivable (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Principal | $1,432,275 | $1,475,766 |
Chubeworkx Guernsey Limited [Member] | ||
Principal | 1,432,275 | |
Interest | 176,296 | |
Total | 1,608,571 | |
Chubeworkx Guernsey Limited [Member] | Next 12 Months [Member] | ||
Principal | 291,684 | |
Interest | 68,858 | |
Total | 360,542 | |
Chubeworkx Guernsey Limited [Member] | Next 13-24 Months [Member] | ||
Principal | 283,606 | |
Interest | 49,202 | |
Total | 332,808 | |
Chubeworkx Guernsey Limited [Member] | Next 25-36 Months [Member] | ||
Principal | 298,115 | |
Interest | 34,693 | |
Total | 332,808 | |
Chubeworkx Guernsey Limited [Member] | Next 37-48 Months [Member] | ||
Principal | 313,368 | |
Interest | 19,440 | |
Total | 332,808 | |
Chubeworkx Guernsey Limited [Member] | Next 49-60 Months [Member] | ||
Principal | 245,503 | |
Interest | 4,103 | |
Total | $249,606 |
Note_Receivable_Related_Party_2
Note Receivable - Related Party - Schedule of Notes Receivable - Related Party (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Receivables [Abstract] | ||
Current | $291,684 | $266,457 |
Non-current | 1,140,591 | 1,209,309 |
Total | $1,432,275 | $1,475,766 |
Inventories_Details_Narrative
Inventories (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Inventories Details Narrative | ||
Cost of goods sold for obsolete inventory |
Inventories_Schedule_of_Invent
Inventories - Schedule of Inventories (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Raw Materials | $446,134 | $413,897 |
Sub-Assemblies | 435,684 | 433,793 |
Finished Goods | 117,023 | 86,366 |
Reserve for Obsolescence | -28,939 | -28,939 |
Inventory, Net, Total | $969,903 | $905,116 |
Property_Plant_and_Equipment_D
Property, Plant and Equipment (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $15,706 | $22,180 |
Property_Plant_and_Equipment_S
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment | $2,243,564 | $2,199,055 |
Accumulated Depreciation | 2,013,278 | 1,997,572 |
Property, Plant and Equipment, Net | 230,286 | 201,482 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment | 100,405 | 100,405 |
Computer Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment | 30,735 | 30,736 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment | 50,049 | 50,049 |
Furniture & Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment | 29,939 | 29,939 |
Machinery & Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment | 1,112,060 | 1,111,005 |
Molds & Dies [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment | 697,782 | 654,327 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment | $222,594 | $222,594 |
Intangible_Assets_Details_Narr
Intangible Assets (Details Narrative) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $64,643 | $258,572 |
Intangible_Assets_Schedule_of_
Intangible Assets - Schedule of Finite-Lived Intangible Assets (Details) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Cost or Deemed Cost, Beginning Balance | $5,122,133 | $5,122,133 |
Cost or Deemed Cost, Additions | ||
Cost or Deemed Cost, Disposals | ||
Cost or Deemed Cost, Ending Balance | 5,122,134 | 5,122,133 |
Accumulated Amortization, Beginning Balance | 2,946,069 | 2,687,496 |
Accumulated Amortization, Amortization Charge | 64,643 | 258,572 |
Accumulated Amortization, Disposals | ||
Accumulated Amortization, Ending Balance | 3,010,712 | 2,946,069 |
Net Book Value, Beginning Balance | 2,176,065 | 2,434,637 |
Net Book Value, Ending Balance | 2,111,422 | 2,176,065 |
Patents & Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost or Deemed Cost, Beginning Balance | 3,851,495 | 3,851,494 |
Cost or Deemed Cost, Additions | ||
Cost or Deemed Cost, Disposals | ||
Cost or Deemed Cost, Ending Balance | 3,851,495 | 3,851,495 |
Accumulated Amortization, Beginning Balance | 1,675,430 | 1,416,857 |
Accumulated Amortization, Amortization Charge | 64,643 | 258,572 |
Accumulated Amortization, Disposals | ||
Accumulated Amortization, Ending Balance | 1,740,073 | 1,675,430 |
Net Book Value, Beginning Balance | 2,176,065 | 2,434,637 |
Net Book Value, Ending Balance | 2,111,422 | 2,176,065 |
Distributor & Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost or Deemed Cost, Beginning Balance | 1,270,639 | 1,270,639 |
Cost or Deemed Cost, Additions | ||
Cost or Deemed Cost, Disposals | ||
Cost or Deemed Cost, Ending Balance | 1,270,639 | 1,270,639 |
Accumulated Amortization, Beginning Balance | 1,270,639 | 1,270,639 |
Accumulated Amortization, Amortization Charge | ||
Accumulated Amortization, Disposals | ||
Accumulated Amortization, Ending Balance | 1,270,639 | 1,270,639 |
Net Book Value, Beginning Balance | ||
Net Book Value, Ending Balance |
Trade_and_Other_Payables_Detai
Trade and Other Payables (Details Narrative) | 3 Months Ended |
Mar. 31, 2015 | |
Debt Disclosure [Abstract] | |
Trade and other payables are non-interest bearing, terms | 30 days |
Trade_and_Other_Payables_Sched
Trade and Other Payables - Schedule of Trade and Other Payable (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Debt Disclosure [Abstract] | ||
Trade Payables | $390,694 | $364,080 |
Other Payables | 538,182 | 1,174,351 |
Trade and Other Payables, Total | $928,876 | $1,538,431 |
Deferred_Revenue_Related_Party1
Deferred Revenue - Related Party (Details Narrative) | 3 Months Ended |
Mar. 31, 2015 | |
Breathlyzers | |
Deferred Revenue Disclosure [Abstract] | |
Number of Breathalyzers | 8,120,000 |
Revenue recognition period | 3 years |
Sharebased_Payments_Details_Na
Share-based Payments (Details Narrative) (USD $) | 3 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Jan. 23, 2014 | Jan. 09, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Aggregate intrinsic value exercise price of options | $4.24 | |||
Fair value of stock options vested | ||||
Unrecognized compensation cost | ||||
Stock Incentive Plan [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized during period | 400,000 | |||
2013 Incentive Stock and Award Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized during period | 800,000 | |||
Warrant [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Warrants expiration date | 18-Mar-15 |
Sharebased_Payments_Schedule_o
Share-based Payments - Schedule of Share-based Compensation Warrants Activity (Details) (Warrant [Member], USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Warrant [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding, Beginning | 1,989 |
Number of Shares, Granted | |
Number of Shares, Exercised | |
Number of Shares, Forfeited | |
Number of Shares, Canceled/Expired | -1,989 |
Number of Shares, Outstanding, Ending | |
Number of Shares, Exercisable | |
Weighted Average Exercise Price, Outstanding, Beginning | $71.76 |
Weighted Average Exercise Price, Granted | |
Weighted Average Exercise Price, Exercised | |
Weighted Average Exercise Price, Forfeited | |
Weighted Average Exercise Price, Canceled/Expired | $71.76 |
Weighted Average Exercise Price, Outstanding, Ending | |
Weighted Average Exercise Price, Exercisable | |
Weighted Average Remaining Contractual Term, Exercisable | 0 years |
Aggregate Intrinsic Value, Exercisable |
Sharebased_Payments_Summary_of
Share-based Payments - Summary of Stock Options Activity (Details) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Number of Shares, Beginning | 175,000 |
Number of Shares, Granted | |
Number of Shares, Exercised | |
Number of Shares, Forfeited | |
Number of Shares, Canceled/Expired | |
Number of Shares, Ending | 175,000 |
Number of Shares, Exercisable | 175,000 |
Weighted Average Exercise Price, Beginning | $4.98 |
Weighted Average Exercise Price, Granted | |
Weighted Average Exercise Price, Exercised | |
Weighted Average Exercise Price, Forfeited | |
Weighted Average Exercise Price, Canceled/Expired | |
Weighted Average Exercise Price, Ending | $4.98 |
Weighted Average Exercise Price, Exercisable | $4.98 |
Options Exercisable Weighted Average Remaining | 4 years 3 months |
Aggregate Intrinsic Value, Exercisable | $15,600 |
Equity_Details_Narrative
Equity (Details Narrative) (USD $) | 0 Months Ended | 3 Months Ended | |
Jan. 09, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | |
Equity [Abstract] | |||
Issuance of Restricted Common Stock for Directors & Officers | $697,300 | $697,300 | |
Issuance of Restricted Common Stock for Directors & Officers, shares | 190,000 | ||
Common stock, price per share | $3.67 | ||
Number of reserved shares of its common stock for outstanding warrants and options | 175,000 | 176,989 |
Equity_Schedule_of_Shares_Issu
Equity - Schedule of Shares Issued to Directors and Officers (Details) | 0 Months Ended |
Jan. 09, 2015 | |
Issuance of Restricted Common Stock for Directors & Officers, shares | 190,000 |
Akers Jr Raymond [Member] | |
Issuance of Restricted Common Stock for Directors & Officers, shares | 70,000 |
Knox Brandmon [Member] | |
Issuance of Restricted Common Stock for Directors & Officers, shares | 35,000 |
Knox Thomas [Member] | |
Issuance of Restricted Common Stock for Directors & Officers, shares | 50,000 |
Maran Gavin [Member] | |
Issuance of Restricted Common Stock for Directors & Officers, shares | 35,000 |
Income_Tax_Expense_Details_Nar
Income Tax Expense (Details Narrative) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Jan. 02, 2015 | |
Income Tax Expense Details Narrative | |||
Income tax benefit | |||
Unrecognized tax benefits | |||
Change in unrecognized tax befefit |
Related_Party_Transactions_Det
Related Party Transactions (Details Narrative) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | |||||
Jan. 15, 2014 | Jun. 19, 2012 | Mar. 31, 2015 | Mar. 31, 2014 | Aug. 05, 2013 | Jun. 30, 2014 | Dec. 31, 2014 | Dec. 23, 2013 | |
Related Party Transaction [Line Items] | ||||||||
Exclusive license and supply agreement term | 3 years | |||||||
License fees received | $1,000,000 | |||||||
Short-term debt | 307,500 | |||||||
Debt instrument interest rate stated percentage | 5.00% | |||||||
Interest expense debt | 969 | |||||||
Accounts receivable from related parties | 864,000 | 864,000 | ||||||
Unsecured loan term | 360 days | |||||||
Product revenue from related party | 766,379 | |||||||
Adminisrative expenses from related party | 195,002 | |||||||
Chubeworkx Guernsey Limited [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Accounts receivable from related parties | 1,475,766 | |||||||
Mr. Rauch's [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Exclusive license and supply agreement term | 3 years | |||||||
Consulting fees | 5,625 | |||||||
General Trading LLC [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Related parties sales | 864,000 | |||||||
Nicolette Consulting Group Limited [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Adminisrative expenses from related party | $11,250 |
Commitments_Details_Narrative
Commitments (Details Narrative) (USD $) | 0 Months Ended | 3 Months Ended | |||
Sep. 29, 2014 | Jan. 07, 2013 | Jan. 01, 2008 | Mar. 31, 2015 | Mar. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||||
Operating leases rent expense net | $6,156 | $132,000 | $130,200 | ||
Lease agreement term | 60 months | 7 years | |||
Lease expiration date | 31-Dec-19 | ||||
Rent expense, including related CAM charges | $40,411 | $40,345 |
Commitments_Schedule_of_Future
Commitments - Schedule of Future Minimum Rental Payments for Operating Leases (Details) (USD $) | Mar. 31, 2015 |
Next 12 Months | $138,156 |
Next 13-24 Months | 138,156 |
Next 25-36 Months | 138,156 |
Next 37-48 Months | 138,156 |
Next 49-60 Months | 102,591 |
Building Lease [Member] | |
Next 12 Months | 132,000 |
Next 13-24 Months | 132,000 |
Next 25-36 Months | 132,000 |
Next 37-48 Months | 132,000 |
Next 49-60 Months | 99,000 |
Equipment Lease [Member] | |
Next 12 Months | 6,156 |
Next 13-24 Months | 6,156 |
Next 25-36 Months | 6,156 |
Next 37-48 Months | 6,156 |
Next 49-60 Months | $3,591 |
Major_Customers_Details_Narrat
Major Customers (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Customers One [Member] | ||
Concentration risk, percentage | 10.00% | 10.00% |
Customers Two [Member] | ||
Concentration risk, percentage | 10.00% | 10.00% |
Customers [Member] | ||
Concentration risk, percentage | 66.00% | 86.00% |
Concentration risk, number of customer | 2 | 2 |
Due from customers | 81,111 | 1,546,548 |
Major_Suppliers_Details_Narrat
Major Suppliers (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Supplier One [Member] | ||
Share-based Goods and Nonemployee Services Transaction [Line Items] | ||
Concentration risk percentage | 10.00% | 10.00% |
Supplier Two [Member] | ||
Share-based Goods and Nonemployee Services Transaction [Line Items] | ||
Concentration risk percentage | 10.00% | 10.00% |
Suppliers [Member] | ||
Share-based Goods and Nonemployee Services Transaction [Line Items] | ||
Concentration risk, number of suppliers | 2 | 3 |
Concentration risk percentage | 45.00% | 58.00% |
Due to suppliers | 67,116 | 31,408 |
Supplier Three [Member] | ||
Share-based Goods and Nonemployee Services Transaction [Line Items] | ||
Concentration risk percentage | 10.00% |