Celsius (CELH) 10-K 30 Mar 17 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2016	Mar. 30, 2017	Jun. 30, 2016
Document And Entity Information
Entity Registrant Name	Celsius Holdings, Inc.
Entity Central Index Key	1,341,766
Document Type	10-K
Trading Symbol	CELH
Document Period End Date	Dec. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 29,953,850
Entity Common Stock, Shares Outstanding		43,905,241
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,016

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Current assets:
Cash	$ 11,747,138	$ 10,128,320
Accounts receivable, net	2,787,732	2,127,060
Inventories, net	2,211,370	2,322,904
Prepaid expenses and other current assets	937,349	666,267
Total current assets	17,683,589	15,244,551
Property and equipment, net	33,533	21,319
Total Assets	17,717,122	15,265,870
Current liabilities:
Accounts payable and accrued expenses	1,754,207	1,805,931
Accrued preferred dividend	353,666	190,847
Deferred revenue and other current liabilities	214,612	25,057
Total current liabilities	2,322,485	2,021,835
Long-term liabilities:
Line of credit note payable-related party	4,500,000	4,500,000
Total Liabilities	6,822,485	6,521,835
Stockholders' Equity:
Preferred Stock, $0.001 par value; 2,500,000 shares authorized, 6,380 and 6,380 shares issued and outstanding at December 31, 2016 and December 31, 2015, respectively	6	6
Common stock, $0.001 par value; 75,000,000 shares authorized, 39,999,784 and 38,380,380 shares issued and outstanding at December 31, 2016 and December 31, 2015, respectively	40,000	38,380
Additional paid-in capital	64,208,963	58,626,212
Accumulated deficit	(53,354,332)	(49,920,563)
Total Stockholders' Equity	10,894,637	8,744,035
Total Liabilities and Stockholders' Equity	$ 17,717,122	$ 15,265,870

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, authorized	2,500,000	2,500,000
Preferred stock, issued	6,380	6,380
Preferred stock, outstanding	6,380	6,380
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized	75,000,000	75,000,000
Common stock, issued	39,999,784	38,380,380
Common stock, outstanding	39,999,784	38,380,380

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Statement [Abstract]
Revenue	$ 22,760,987	$ 17,217,944
Cost of revenue	13,031,153	10,177,986
Gross profit	9,729,834	7,039,958
Selling and marketing expenses	8,675,763	5,701,845
General and administrative expenses	3,899,031	3,165,573
Total operating expense	12,574,794	8,867,418
Loss from operations	(2,844,960)	(1,827,460)
Other Income (Expense):
Interest expense	(228,750)	(322,344)
Gain from the sales of equipment	6,095
Total Other Income (Expense)	(222,655)	(322,344)
Net Loss	(3,067,615)	(2,149,804)
Preferred stock dividend - beneficial conversion feature		(139,535)
Preferred stock dividend - other	(366,154)	(280,958)
Net Loss available to common stockholders	$ (3,433,769)	$ (2,570,297)
Weighted average shares outstanding (in shares)	38,568,088	33,175,826
Loss per share, basic and diluted (in dollars per share)	$ (0.09)	$ (0.08)

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($)	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Total
Balances at beginning at Dec. 31, 2014	$ 2	$ 20,459	$ 40,165,955	$ (47,350,266)	$ (7,163,850)
Balances at beginning (in shares) at Dec. 31, 2014	2,200	20,459,032
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of preferred stock in exchange of note	$ 4		3,999,996		4,000,000
Issuance of preferred stock in exchange of note (in shares)	4,000
Issuance of preferred stock in exchange of accrued dividend	$ 0		180,000		180,000
Issuance of preferred stock in exchange of accrued dividend (in shares)	180
Issuance of common stock upon conversion of convertible note		$ 5,000	1,495,000		1,500,000
Issuance of common stock upon conversion of convertible note (in shares)		5,000,000
Issuance of common stock pursuant to private placement		$ 12,921	11,375,238		11,388,159
Issuance of common stock pursuant to private placement (in shares)		12,921,348
Stock option expense			1,270,488		1,270,488
Preferred stock dividend - beneficial conversion feature			139,535	(139,535)
Preferred stock dividend - other				(280,958)	(280,958)
Net loss				(2,149,804)	(2,149,804)
Balances at ending at Dec. 31, 2015	$ 6	$ 38,380	58,626,212	(49,920,563)	8,744,035
Balances at ending (in shares) at Dec. 31, 2015	6,380	38,380,380
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock pursuant to private placement		$ 1,334	3,998,666		4,000,000
Issuance of common stock pursuant to private placement (in shares)		1,333,333
Issuance of common stock in exchange of service		$ 250	559,750		560,000
Issuance of common stock in exchange of service (in shares)		250,000
Issuance of common stock pursuant to exercise of stock options		$ 36	5,290		$ 5,326
Issuance of common stock pursuant to exercise of stock options (in shares)		36,071			(40,000)
Stock option expense			1,019,045		$ 1,019,045
Preferred stock dividend - other				(366,154)	(366,154)
Net loss				(3,067,615)	(3,067,615)
Balances at ending at Dec. 31, 2016	$ 6	$ 40,000	$ 64,208,963	$ (53,354,332)	$ 10,894,637
Balances at ending (in shares) at Dec. 31, 2016	6,380	39,999,784

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Cash flows from operating activities:
Net Loss	$ (3,067,615)	$ (2,149,804)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	16,951	33,043
Gain on equipment	(6,095)
Stock-based compensation expense	1,579,045	1,270,488
Changes in operating assets and liabilities:
Accounts receivable, net	(660,673)	485,131
Inventory	111,534	(635,969)
Prepaid expenses and other current assets	(271,082)	(313,942)
Accounts payable and accrued expenses	(51,697)	1,168,400
Accrued preferred dividends	(203,335)	(280,958)
Deposits/deferred revenue and other current liabilities	189,555	(331,544)
Net cash used in operating activities	(2,363,412)	(755,155)
Cash flows from investing activities:
Purchase of property and equipment	(30,830)	(10,412)
Proceeds from sale of equipment	7,760
Net cash (used in) investing activities	(23,070)	(10,412)
Cash flows from financing activities:
Borrowing under revolving note payable, related-party		450,000
Repayment on short term notes payable, related-party		(1,200,000)
Net proceeds from sale of common stock	4,000,000	11,388,084
Proceeds from exercise of stock options	5,300
Payments on short term notes payable		(93,269)
Net cash provided by financing activities	4,005,300	10,544,815
Net increase in cash and cash equivalents	1,618,818	9,779,248
Cash and cash equivalents at beginning of the year	10,128,320	349,072
Cash and cash equivalents at end of the year	11,747,138	10,128,320
Cash paid during period for:
Interest	113,750	401,808
Preferred Dividends	152,223
Taxes
Non-cash investing and financing activities:
Borrowing under short term notes payable for prepaid expense		93,269
Preferred stock issued in exchange for cancellation of revolving note payable - related party		4,000,000
Conversion of convertible note to common shares - related party		1,500,000
Conversion of accrued preferred dividend into preferred shares - related party		$ 180,000

ORGANIZATION AND DESCRIPTION OF

ORGANIZATION AND DESCRIPTION OF BUSINESS	12 Months Ended
	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND DESCRIPTION OF BUSINESS	1. ORGANIZATION AND DESCRIPTION OF BUSINESS Business Since 2007, the Company is engaged in the development, marketing, sale and distribution of “functional” calorie-burning fitness beverages under the Celsius® brand name.

BASIS OF PRESENTATION AND SUMMA

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2016
Accounting Policies [Abstract]
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). Consolidation Policy Significant Estimates Segment Reporting Disclosed About Segments of an Enterprise and Related Information.) Our chief operating decision-maker is considered to be our Chief Executive Officer (CEO). The CEO reviews financial information presented on a consolidated basis for purposes of making operating decisions and assessing financial performance. The financial information reviewed by the CEO is identical to the information presented in the accompanying consolidated statement of operations. Therefore, the Company has determined that it operates in a single operating segment. For the years ended December 31, 2016 and 2015 all material assets and revenues of the Company were in the United States except as disclosed in Note 2. Concentrations of Risk The Company uses single supplier relationships for its raw materials purchases and filling capacity, which potentially subjects the Company to a concentration of business risk. If these suppliers had operational problems or ceased making product available to the Company, operations could be adversely affected. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents with high-quality financial institutions. At times, balances in the Company’s cash accounts may exceed the Federal Deposit Insurance Corporation limit. At December 31, 2016, the Company had approximately $11.5 million in excess of the Federal Deposit Insurance Corporation limit. At December 31, 2016 and 2015, the Company had the following 10 percent or greater concentrations of revenue with its customers: 2016 2015 A* 36.8 % 48.3 % All other 63.2 % 51.7 % Total 100.0 % 100.0 % At December 31, 2016 and 2015, the Company had the following 10 percent or greater concentrations of accounts receivable with its customers: 2016 2015 A* 53.8 % 50.0 % B 11.5 % 11.8 % All other 34.7 % 38.2 % Total 100.0 % 100.0 % *Revenues and receivables from customer A are derived from a distributor located in Sweden. Revenues from all other customers were mainly derived from the United States. Cash Equivalents Accounts Receivable Inventories Property and Equipment Impairment of Long-Lived Assets Revenue Recognition Deferred Revenue Advertising Costs Research and Development Fair Value of Financial Instruments Fair Value Measurements Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. The Company did not have any assets or liabilities measured at fair value at December 31, 2016 and December 31, 2015. Income Taxes — Accounting for Uncertain Income Tax Positions. Income Taxes (continued) — The Company has adopted ASC 740-10-25 Definition of Settlement, The Company’s tax returns for tax years in 2013 through 2016 remain subject to potential examination by the taxing authorities. Earnings per Share Share-Based Payments Shipping and Handling Costs Recent Accounting Pronouncements The Company adopts all applicable, new accounting pronouncements as of the specified effective dates. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” which supersedes previous revenue recognition guidance. ASU No. 2014-09 requires that a company recognize revenue at an amount that reflects the consideration to which the company expects to be entitled in exchange for transferring goods or services to a customer. In applying the new guidance, a company will (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the contract’s performance obligations; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. ASU No. 2014-09 was to be effective for reporting periods beginning after December 15, 2016. However, on July 9, 2015, the FASB voted to approve a one-year deferral of the effective date. This new guidance is effective for the Company beginning January 1, 2018 and can be adopted using either a full retrospective or modified approach. The Company is currently evaluating the impact of ASU No. 2014-09 on its financial position, results of operations and liquidity. In September 2015, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs Recent Accounting Pronouncements (continued) In August 2015, the FASB issued ASU No. 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting) All new accounting pronouncements issued but not yet effective are not expected to have a material impact on our results of operations, cash flows or financial position. Liquidity

INVENTORIES

INVENTORIES	12 Months Ended
	Dec. 31, 2016
Inventory Disclosure [Abstract]
INVENTORIES	3. INVENTORIES Inventories consist of the following at: December 31, December 31, 2016 2015 Finished goods $ 2,142,032 $ 2,309,288 Raw Materials 270,143 342,691 Less: Inventory Reserve (200,805 ) (329,075 ) Inventories, net $ 2,211,370 $ 2,322,904

PREPAID EXPENSES AND OTHER CURR

PREPAID EXPENSES AND OTHER CURRENT ASSETS	12 Months Ended
	Dec. 31, 2016
Prepaid Expense and Other Assets, Current [Abstract]
PREPAID EXPENSES AND OTHER CURRENT ASSETS	4. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets total $937,000 and $666,000, at December 31, 2016 and December 31, 2015, respectively, and consist mainly of prepaid consulting agreement with D3M Licensing Group, advertising, prepaid insurance, prepaid slotting fees, and deposits on purchases.

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	12 Months Ended
	Dec. 31, 2016
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT	5. PROPERTY AND EQUIPMENT Property and equipment consist of the following at: December 31, December 31, 2016 2015 Furniture and equipment $ 291,626 $ 264,495 Less: accumulated depreciation (258,093 ) (243,176 ) Total $ 33,533 $ 21,319 Depreciation expense amounted to $16,951 and $33,043 during year ended December 31, 2016 and 2015, respectively.

ACCOUNTS PAYABLE AND ACCRUED EX

ACCOUNTS PAYABLE AND ACCRUED EXPENSES	12 Months Ended
	Dec. 31, 2016
Payables and Accruals [Abstract]
ACCOUNTS PAYABLE AND ACCRUED EXPENSES	6. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consist of the following at: December 31, December 31, 2016 2015 Accounts payable $ 858,131 $ 1,207,353 Accrued expenses 896,076 598,578 Total $ 1,754,207 $ 1,805,931

DEFERRED REVENUE AND OTHER CURR

DEFERRED REVENUE AND OTHER CURRENT LIABILITIES	12 Months Ended
	Dec. 31, 2016
Deferred Revenue and Credits, Current [Abstract]
DEFERRED REVENUE AND OTHER CURRENT LIABILITIES	7. DEFERRED REVENUE AND OTHER CURRENT LIABILITIES Deferred revenue and other current liabilities consist of the following at: December 31, December 31, 2016 2015 Customer deposits $ 201,652 $ 13,063 State bottle bill liability 12,960 11,994 Total $ 214,612 $ 25,057

LINE OF CREDIT NOTE PAYABLE - R

LINE OF CREDIT NOTE PAYABLE - RELATED PARTY	12 Months Ended
	Dec. 31, 2016
Line of Credit Facility [Abstract]
LINE OF CREDIT NOTE PAYABLE - RELATED PARTIES	8. LINE OF CREDIT NOTE PAYABLE - RELATED PARTY Line of credit note payable - related party consists of the following as of: December 31, December 31, 2016 2015 Note Payable – line of credit In July 2010, the Company entered a line of credit note payable with a related party which carries interest of five percent per annum. The Company can borrow up to $9,500,000. The Company has pledged all its assets as security for the line of credit. The note matures in January 2020, at which time the principal amount is due. During April 2015, the Company issued $4,000,000 of convertible series D preferred series in exchange for cancellation of $4,000,000 of this line, reducing the amount to $4,500,000. Long-term portion $ 4,500,000 $ 4,500,000

CONVERTIBLE NOTE PAYABLE - RELA

CONVERTIBLE NOTE PAYABLE - RELATED PARTIES	12 Months Ended
	Dec. 31, 2016
Debt Disclosure [Abstract]
CONVERTIBLE NOTE PAYABLE - RELATED PARTIES	9. CONVERTIBLE NOTE PAYABLE - RELATED PARTIES Convertible note payable December 31, December 31, 2016 2015 Convertible note payable, related party $ 0 $ 0 In September 2009, the Company entered a convertible note payable with a related party, a majority shareholder which carries interest at six percent per annum. The outstanding balance is convertible into the Company’s common stock at a conversion price of $0.30 per share. The Company is obligated to file a registration statement upon written notice from the creditor and such registration statement must be effective within 180 days of the date of notice. If after the 180 days the Company has not complied with the agreement it shall pay $65,000 per month in penalty, until the registration statement is effective. The note matures in December 2016, at which time the principal amount is due. In April 2015, the note holder converted the outstanding portion of $1,500,000, into shares of common stock in accordance with the conversion terms of the agreement. The creditor also terminated all registration rights and waived any penalties that might have been incurred in connection therewith. The outstanding balance on the loan as of December 31, 2016 and December 31, 2015 was $0 and $0, respectively.

PREFERRED STOCK - RELATED PARTY

PREFERRED STOCK - RELATED PARTY	12 Months Ended
	Dec. 31, 2016
Equity [Abstract]
PREFERRED STOCK - RELATED PARTY	10. PREFERRED STOCK – RELATED PARTY On August 26, 2013, the Company entered into a securities purchase agreement (the “2013 Purchase Agreement”) with CDS Ventures of South Florida, LLC (“CDS”) and CD Financial, LLC (“CD”). CDS and CD are limited liability companies which are affiliates of Carl DeSantis, the Company’s principal shareholder. The Company issued 2,200 shares of its Series C Preferred Stock (the “Preferred C Shares”) in exchange for the conversion of a $550,000 short term loan from CDS and the conversion of $1,650,000 in indebtedness under the Company’s line of credit with CD (the “CD Line of Credit”). The Preferred C Shares are convertible into our common stock at the option of the holder thereof at a conversion price of $0.52 per share at any time until December 31, 2018, at which time they will automatically convert into shares of our common stock determined by dividing the liquidation preference of $1,000 per Preferred C Share by the conversion price then in effect. The conversion price is subject to adjustment in the event of stock dividends, stock splits and similar events. The Preferred C Shares accrue cumulative annual dividends at the rate of 6% per annum, payable by the issuance of additional Preferred C Shares. The holder of Preferred C Shares votes on an “as converted” basis, together with holders of common stock as a single class on all matters presented to shareholders for a vote, except as required by law. In April 2015, the Company issued 180 Preferred C Shares valued at $180,000 in settlement of $180,000 in accrued preferred C dividends. As of December 31, 2016, $303,000 of dividends has been accrued. The Preferred C Shares mature on December 31, 2018 and are redeemable only in exchange for shares of Company common stock. On April 16, 2015, the Company entered into an amendment to its existing Loan and Security Agreement (the “Amendment”) with CD an affiliate of CDS Ventures and Mr. DeSantis. Pursuant to the Amendment, the outstanding principal amount of the CD Line of Credit was reduced by $4.0 million, which amount was converted into 4,000 shares of a newly-designated Series D Preferred Stock (the “Preferred D Shares”). This related party was given a conversion price of $0.86 per common share, whereas other investors purchased common shares at $0.89 in the private placement, as discussed in note 12. The difference of $0.03 per share, which resulted in $139,535, was recorded as a dividend in accordance with ASC 470-20-35, subsequent measurement for debt with conversion and other options. The Preferred D Shares are convertible into our common stock at the option of the holder thereof at a conversion price of $0.86 per share until the earlier of the January 2, 2020 due date of our line of credit with CD Financial or such earlier date as the line of credit is satisfied (the “ Mandatory Redemption Date

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	12 Months Ended
	Dec. 31, 2016
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	11. RELATED PARTY TRANSACTIONS The Company’s office is rented from a company affiliated with CD which is controlled by our majority shareholder Carl DeSantis. Currently, the lease expires on October 2020 with monthly rent of $8,809. The rental fee is commensurate with other properties available in the market. In April 2015, the Company entered into a strategic marketing and advisory services agreement with All Def Digital. Tim Leissner, a director and shareholder of the Company is also a director and shareholder in All Def Digital. As of December 31, 2016, the Company has paid All Def Digital $152,438 and $237,959 for services rendered pursuant to the Advisory Services Agreement during the years ended December 31, 2016 and 2015, respectively. Other related party transactions are discussed in notes 8, 9, 10, and 12

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	12 Months Ended
	Dec. 31, 2016
Equity [Abstract]
STOCKHOLDERS' EQUITY	12. STOCKHOLDERS’ EQUITY Issuance of common stock pursuant to services performed In April 2016, the Company issued a total 250,000 “restricted” shares of its common stock as compensation pursuant to celebrity endorsement agreements at a fair value of $560,000, or $2.24 per share representing the closing stock price on that date. Issuance of common stock pursuant to conversion of note In April 2015, the Company issued 5,000,000 unregistered common shares upon conversion of $1,500,000 of convertible notes, at contractual terms. Issuance of common stock pursuant to private placement In April 2015, the Company issued a total of 12,921,348 shares of common stock at $0.89 per share for gross proceeds of $11.5 million (see note 10). Expenses incurred of $111,841 were charged to additional paid in capital and the Company received net proceeds of $11,388,159. In December 2016, the Company issued a total of 1,333,333 shares of common stock at $3.00 per share for net proceeds of $4.0 million. These shares were issued to existing shareholders of record. Issuance of preferred stock pursuant to private placement Refer to note 10 for discussion on preferred stock issuances. Issuance of common stock pursuant to exercise of stock options During the twelve months ended December 31, 2016, the Company issued an aggregate of 36,071 shares of its common stock pursuant to the exercise of stock options granted under the Company’s 2006 Stock Incentive Plan. The Company recorded $5,326 for options exercised, of which $5,300 was for options that were exercised for cash, with the balance of the options being exercised on a “cashless” basis.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2016
Income Tax Disclosure [Abstract]
INCOME TAXES	13. INCOME TAXES Due to recurring losses for the years ended December 31, 2016 and 2015, the Company’s net tax provision was zero. The difference between the effective income tax rate and the applicable statutory federal income tax rate is summarized as follows: 2016 2015 Statutory federal rate (35.0) % (35.0) % State income tax rate, net of federal benefit (3.5) % (3.5) % Permanent differences, including stock based compensation 51.5 % 25.3 % Change in valuation allowance 13.0 % 13.2 % Effective tax rate 0.0 % 0.0 % At December 31, 2016 and 2015, the Company’s deferred tax assets were as follows: Deferred Tax Assets 2016 2015 Net operating loss carry forwards 17,248,000 16,029,000 Less: Valuation allowance (17,248,000) (16,029,000) Net deferred tax assets 0.0 0.0 The Company’s valuation allowance increased by $1,219,000 during 2016 and decreased by $276,000 during 2015. Total net operating loss carry forwards at December 31, 2016 were approximately $41.6 million. The losses, if unused, expire through 2036.The Company’s net operating loss carry forwards may be limited due to ownership changes pursuant to Internal Revenue Code section 382.

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	12 Months Ended
	Dec. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
STOCK-BASED COMPENSATION	14. STOCK-BASED COMPENSATION The Company adopted an Incentive Stock Plan on January 18, 2007. This plan is intended to provide incentives which will attract and retain highly competent persons at all levels as employees of the Company, as well as independent contractors providing consulting or advisory services to the Company, by providing them opportunities to acquire the Company's common stock or to receive monetary payments based on the value of such shares pursuant to Awards issued. While the plan terminates 10 years after the adoption date, issued options have their own schedule of termination. During 2013 the majority of the shareholders approved to increase the total available shares in the plan from 2.5 million to 3.5 million shares of common stock. During May 2014, the majority of the shareholders approved to increase the total available shares in the plan from 3.5 million to 4.25 million shares of common stock, during February 2015, the majority of the shareholders approved to increase the total available shares in the plan from 4.25 million to 4.6 million shares of common stock and during April 2015, the majority of the shareholders approved to increase the total available shares in the plan from 4.6 million to 5.1 million shares of common stock. Until 2017, options to acquire shares of common stock may be granted at no less than fair market value on the date of grant. Upon exercise, shares of new common stock are issued by the Company. The Company adopted the 2015 Stock Incentive Plan on April 30, 2015. This plan is intended to provide incentives which will attract and retain highly competent persons at all levels as employees of the Company, as well as independent contractors providing consulting or advisory services to the Company, by providing them opportunities to acquire the Company's common stock or to receive monetary payments based on the value of such shares pursuant to Awards issued. The 2015 Plan permits the grant of options and shares for up to 5,000,000 shares. In addition, there is a provision for an annual increase of 15% to the shares included under the plan, with the shares to be added on the first day of each calendar year, beginning on January 1, 2016. Cumulatively since inception, the Company has issued options to purchase approximately 5.6 million shares at an average price of $1.04 with a fair value of $7.3 million. For the year 2016 and 2015, the Company issued options to purchase 1.3 million and 1.3 million shares. For the year ended December 31, 2016 and 2015, the Company recognized an expense of $1,019,000 and $1,271,000, respectively, of non-cash compensation expense (included in General and Administrative expense in the accompanying Consolidated Statement of Operations) determined by application of a Black Scholes option pricing model with the following inputs: exercise price, dividend yields, risk-free interest rate, and expected annual volatility. As of December 31, 2016, the Company had approximately $1,945,000 of unrecognized pre-tax non-cash compensation expense, which the Company expects to recognize, based on a weighted-average period of 0.5 years. The Company used straight-line amortization of compensation expense over the two to three year requisite service or vesting period of the grant. There are options to purchase approximately 4.45 million shares that have vested, of which 307,000 shares were exercised as of December 31, 2016. The Company uses the Black-Scholes option-pricing model to estimate the fair value of its stock option awards and warrant issuances. The calculation of the fair value of the awards using the Black - Scholes option-pricing model is affected by the Company’s stock price on the date of grant as well as assumptions regarding the following: Year ended December 31, 2016 2015 Expected volatility 132% - 159 % 306 % Expected term 4 Years 4 Years Risk-free interest rate 1.23%-1.61 % 0.89 % Forfeiture Rate 0.00 % 0.00 % Expected dividend yield 0.00 % 0.00 % The expected volatility was determined with reference to the historical volatility of the Company’s stock. The Company uses historical data to estimate option exercise and employee termination within the valuation model. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury rate in effect at the time of grant. A summary of the status of the Company’s outstanding stock options as of December 31, 2016 and changes during the period ending on that date is as follows: Weighted Weighted Average Aggregate Average Shares Exercise Fair Intrinsic Remaining (000’s) Price Value Value Term (Yrs) Options At December 31, 2014 3,496 $ 0.49 $ 0.41 $ 588 6.5 Granted 1,306 1.61 0.33 Exercised Forfeiture and cancelled (168 ) 0.52 0.38 At December 31, 2015 4,634 $ 0.81 $ 0.41 $ 5,300 5.49 Granted 1,327 2.01 0.33 Exercised (40 ) 0.42 Forfeiture and cancelled (285 ) 1.81 0.38 At December 31, 2016 5,636 $ 1.04 $ 0.41 $ 7,317 5.06 Exercisable at December 31, 2016 4,411 $ 0.81 $ 1.76 $ 477 4.66 The following table summarizes information about employee stock options outstanding at December 31, 2016: Outstanding Options Vested Options Number Number Outstanding Weighted Weighted Exercisable Weighted Weighted Range of at Averaged Averaged at Averaged Averaged Exercise December 31, Remaining Exercise December 31, Exercise Remaining Price 2016 (000's) Life Price 2016 (000's) Price Life $0.20 - $0.53 2,362 5.17 $ 0.26 2,362 $ 0.26 4.88 $0.65 - $1.80 1,391 4.34 $ 0.88 1,172 $ 0.85 3.87 $1.83 - $2.84 1,853 5.75 $ 2.08 846 $ 2.13 4.73 $3.20 - $6.20 23 3.08 $ 3.75 23 3.75 3.00 $7.20 - $22.00 8 2.70 $ 10.36 8 $ 10.36 2.62 Outstanding options 5,637 5.14 $ 1.04 4,411 $ 0.81 4.57

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	15. COMMITMENTS AND CONTINGENCIES On February 22, 2017, we were served with a summons and complaint with respect to a breach of contract action filed in Superior Court of the State of California, Los Angeles County, by Statewide Beverage Company, Inc. (“ Statewide cause cause cause cause cause In addition to the foregoing, from time to time, we may become party to litigation or other legal proceedings that we consider to be a part of the ordinary course of our business. The Company has entered into distribution agreements with liquidated damages in case the Company cancels the distribution agreements without cause. Cause has been defined in various ways. It is management’s belief that no such agreement has created any liability as of December 31, 2016. The Company entered into an office lease with a related party (see note 10) effective October 2015. The monthly rent amounts to $8,809 per month and the lease terminates in October 2020. Future annual minimum payments required under operating lease obligations at December 31, 2016 are as follows: Future Minimum Lease Payments Year ending December 31, 2017 $ 113,461 2018 $ 116,720 2019 $ 120,078 2020 $ 102,455 Total $ 480,343

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2016
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	16. SUBSEQUENT EVENTS Between January 1, 2017 and March 14, 2017, the Company raised an aggregate of $11.0 million in capital through the sale of an aggregate of 3,666,662 shares of our common stock at a purchase price of $3.00 per share in a private offering to accredited investors, including certain affiliates of the Company, as more fully described in the Company’s Current Report on Form 8-K, filed with the Securities and Exchange Commission on March 14, 2017. Between January 1, 2017 and February 14, 2017, the Company issued an aggregate of 238,795 shares of its common stock pursuant to the exercise of stock options granted under the Company’s 2006 Stock Incentive plan. The Company recorded $25,000 for options exercised, of which $25,000 was for options that were exercised for cash, with the balance of the options being exercised on a “cashless” basis. On January 26, 2017, the Company issued 47,126 shares of “restricted” stock to each of William H. Milmoe and Thomas E. Lynch in consideration for services previously rendered to Celsius. Effective February 7, 2017, the Company incorporated two wholly owned subsidiaries in Hong Kong, Celsius Asia Holdings Limited and Celsius China Holdings Limited. Effective March 1, 2017, Gerry David, Celsius’ President and Chief Executive Officer retired from such positions with the Company. Pending our board of directors identifying and retaining a new President and Chief Executive Officer, John Fieldly, the Company’s Chief Financial Officer will serve in such additional capacities on an interim basis. Mr. David will continue to serve as a consultant to the Company through December 31, 2017.

BASIS OF PRESENTATION AND SUM23

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2016
Accounting Policies [Abstract]
Consolidation Policy	Consolidation Policy
Significant Estimates	Significant Estimates
Segment Reporting	Segment Reporting Disclosed About Segments of an Enterprise and Related Information.) Our chief operating decision-maker is considered to be our Chief Executive Officer (CEO). The CEO reviews financial information presented on a consolidated basis for purposes of making operating decisions and assessing financial performance. The financial information reviewed by the CEO is identical to the information presented in the accompanying consolidated statement of operations. Therefore, the Company has determined that it operates in a single operating segment. For the years ended December 31, 2016 and 2015 all material assets and revenues of the Company were in the United States except as disclosed in Note 2.
Concentrations of Risk	Concentrations of Risk The Company uses single supplier relationships for its raw materials purchases and filling capacity, which potentially subjects the Company to a concentration of business risk. If these suppliers had operational problems or ceased making product available to the Company, operations could be adversely affected. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. The Company places its cash and cash equivalents with high-quality financial institutions. At times, balances in the Company’s cash accounts may exceed the Federal Deposit Insurance Corporation limit. At December 31, 2016, the Company had approximately $11.5 million in excess of the Federal Deposit Insurance Corporation limit. At December 31, 2016 and 2015, the Company had the following 10 percent or greater concentrations of revenue with its customers: 2016 2015 A* 36.8 % 48.3 % All other 63.2 % 51.7 % Total 100.0 % 100.0 % At December 31, 2016 and 2015, the Company had the following 10 percent or greater concentrations of accounts receivable with its customers: 2016 2015 A* 53.8 % 50.0 % B 11.5 % 11.8 % All other 34.7 % 38.2 % Total 100.0 % 100.0 % *Revenues and receivables from customer A are derived from a distributor located in Sweden. Revenues from all other customers were mainly derived from the United States.
Cash Equivalents	Cash Equivalents
Accounts Receivable	Accounts Receivable
Inventories	Inventories
Property and Equipment	Property and Equipment
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets
Revenue Recognition	Revenue Recognition
Deferred Revenue	Deferred Revenue
Advertising Costs	Advertising Costs
Research and Development	Research and Development
Fair Value of Financial Instruments	Fair Value of Financial Instruments
Fair Value Measurements	Fair Value Measurements Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. The Company did not have any assets or liabilities measured at fair value at December 31, 2016 and December 31, 2015.
Income Taxes	Income Taxes — Accounting for Uncertain Income Tax Positions. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above should be reflected as a liability for uncertain tax benefits in the accompanying balance sheet along with any associated interest and penalties that would be payable to the taxing authorities upon examination. The Company believes its tax positions are all highly certain of being upheld upon examination. As such, the Company has not recorded a liability for uncertain tax benefits. The Company has adopted ASC 740-10-25 Definition of Settlement, The Company’s tax returns for tax years in 2013 through 2016 remain subject to potential examination by the taxing authorities.
Earnings per Share	Earnings per Share
Share-Based Payments	Share-Based Payments
Shipping and Handling Costs	Shipping and Handling Costs
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company adopts all applicable, new accounting pronouncements as of the specified effective dates. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” which supersedes previous revenue recognition guidance. ASU No. 2014-09 requires that a company recognize revenue at an amount that reflects the consideration to which the company expects to be entitled in exchange for transferring goods or services to a customer. In applying the new guidance, a company will (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the contract’s performance obligations; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. ASU No. 2014-09 was to be effective for reporting periods beginning after December 15, 2016. However, on July 9, 2015, the FASB voted to approve a one-year deferral of the effective date. This new guidance is effective for the Company beginning January 1, 2018 and can be adopted using either a full retrospective or modified approach. The Company is currently evaluating the impact of ASU No. 2014-09 on its financial position, results of operations and liquidity. In September 2015, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2015-16, Simplifying the Accounting for Measurement-Period Adjustments In April 2015, the FASB issued ASU No. 2015-03, Simplifying the Presentation of Debt Issuance Costs In August 2015, the FASB issued ASU No. 2015-15, Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements (Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting) All new accounting pronouncements issued but not yet effective are not expected to have a material impact on our results of operations, cash flows or financial position.
Liquidity	Liquidity

BASIS OF PRESENTATION AND SUM24

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	12 Months Ended
	Dec. 31, 2016
Accounting Policies [Abstract]
Schedule of revenue & accounts receivable with customers	At December 31, 2016 and 2015, the Company had the following 10 percent or greater concentrations of revenue with its customers: 2016 2015 A* 36.8 % 48.3 % All other 63.2 % 51.7 % Total 100.0 % 100.0 % At December 31, 2016 and 2015, the Company had the following 10 percent or greater concentrations of accounts receivable with its customers: 2016 2015 A* 53.8 % 50.0 % B 11.5 % 11.8 % All other 34.7 % 38.2 % Total 100.0 % 100.0 % *Revenues and receivables from customer A are derived from a distributor located in Sweden. Revenues from all other customers were mainly derived from the United States.

INVENTORIES (Tables)

INVENTORIES (Tables)	12 Months Ended
	Dec. 31, 2016
Inventory Disclosure [Abstract]
Schedule of inventories	Inventories consist of the following at: December 31, December 31, 2016 2015 Finished goods $ 2,142,032 $ 2,309,288 Raw Materials 270,143 342,691 Less: Inventory Reserve (200,805 ) (329,075 ) Inventories, net $ 2,211,370 $ 2,322,904

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	12 Months Ended
	Dec. 31, 2016
Property, Plant and Equipment [Abstract]
Schedule of property and equipment	Property and equipment consist of the following at: December 31, December 31, 2016 2015 Furniture and equipment $ 291,626 $ 264,495 Less: accumulated depreciation (258,093 ) (243,176 ) Total $ 33,533 $ 21,319

ACCOUNTS PAYABLE AND ACCRUED 27

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables)	12 Months Ended
	Dec. 31, 2016
Payables and Accruals [Abstract]
Schedule of accounts payable and accrued expenses	Accounts payable and accrued expenses consist of the following at: December 31, December 31, 2016 2015 Accounts payable $ 858,131 $ 1,207,353 Accrued expenses 896,076 598,578 Total $ 1,754,207 $ 1,805,931

DEFERRED REVENUE AND OTHER CU28

DEFERRED REVENUE AND OTHER CURRENT LIABILITIES (Tables)	12 Months Ended
	Dec. 31, 2016
Deferred Revenue and Credits, Current [Abstract]
Schedule of deferred revenue and other current liabilities	Deferred revenue and other current liabilities consist of the following at: December 31, December 31, 2016 2015 Customer deposits $ 201,652 $ 13,063 State bottle bill liability 12,960 11,994 Total $ 214,612 $ 25,057

LINE OF CREDIT NOTE PAYABLE -29

LINE OF CREDIT NOTE PAYABLE - RELATED PARTY (Tables)	12 Months Ended
	Dec. 31, 2016
Line of Credit Facility [Abstract]
Schedule of line of credit note payable - related parties	Line of credit note payable - related party consists of the following as of: December 31, December 31, 2016 2015 Note Payable – line of credit In July 2010, the Company entered a line of credit note payable with a related party which carries interest of five percent per annum. The Company can borrow up to $9,500,000. The Company has pledged all its assets as security for the line of credit. The note matures in January 2020, at which time the principal amount is due. During April 2015, the Company issued $4,000,000 of convertible series D preferred series in exchange for cancellation of $4,000,000 of this line, reducing the amount to $4,500,000. Long-term portion $ 4,500,000 $ 4,500,000

CONVERTIBLE NOTE PAYABLE - RE30

CONVERTIBLE NOTE PAYABLE - RELATED PARTIES (Tables)	12 Months Ended
	Dec. 31, 2016
Debt Disclosure [Abstract]
Schedule of convertible note payable	Convertible note payable December 31, December 31, 2016 2015 Convertible note payable, related party $ 0 $ 0

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Schedule of statutory federal income tax rate	The difference between the effective income tax rate and the applicable statutory federal income tax rate is summarized as follows: 2016 2015 Statutory federal rate (35.0) % (35.0) % State income tax rate, net of federal benefit (3.5) % (3.5) % Permanent differences, including stock based compensation 51.5 % 25.3 % Change in valuation allowance 13.0 % 13.2 % Effective tax rate 0.0 % 0.0 %
Schedule of deferred tax assets	At December 31, 2016 and 2015, the Company’s deferred tax assets were as follows: Deferred Tax Assets 2016 2015 Net operating loss carry forwards 17,248,000 16,029,000 Less: Valuation allowance (17,248,000) (16,029,000) Net deferred tax assets 0.0 0.0

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	12 Months Ended
	Dec. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of black - scholes option-pricing model valuation assumption	The calculation of the fair value of the awards using the Black - Scholes option-pricing model is affected by the Company’s stock price on the date of grant as well as assumptions regarding the following: Year ended December 31, 2016 2015 Expected volatility 132% - 159 % 306 % Expected term 4 Years 4 Years Risk-free interest rate 1.23%-1.61 % 0.89 % Forfeiture Rate 0.00 % 0.00 % Expected dividend yield 0.00 % 0.00 %
Schedule of outstanding stock options	A summary of the status of the Company’s outstanding stock options as of December 31, 2016 and changes during the period ending on that date is as follows: Weighted Weighted Average Aggregate Average Shares Exercise Fair Intrinsic Remaining (000’s) Price Value Value Term (Yrs) Options At December 31, 2014 3,496 $ 0.49 $ 0.41 $ 588 6.5 Granted 1,306 1.61 0.33 Exercised Forfeiture and cancelled (168 ) 0.52 0.38 At December 31, 2015 4,634 $ 0.81 $ 0.41 $ 5,300 5.49 Granted 1,327 2.01 0.33 Exercised (40 ) 0.42 Forfeiture and cancelled (285 ) 1.81 0.38 At December 31, 2016 5,636 $ 1.04 $ 0.41 $ 7,317 5.06 Exercisable at December 31, 2016 4,411 $ 0.81 $ 1.76 $ 477 4.66
Schedule of employee stock options outstanding	The following table summarizes information about employee stock options outstanding at December 31, 2016: Outstanding Options Vested Options Number Number Outstanding Weighted Weighted Exercisable Weighted Weighted Range of at Averaged Averaged at Averaged Averaged Exercise December 31, Remaining Exercise December 31, Exercise Remaining Price 2016 (000's) Life Price 2016 (000's) Price Life $0.20 - $0.53 2,362 5.17 $ 0.26 2,362 $ 0.26 4.88 $0.65 - $1.80 1,391 4.34 $ 0.88 1,172 $ 0.85 3.87 $1.83 - $2.84 1,853 5.75 $ 2.08 846 $ 2.13 4.73 $3.20 - $6.20 23 3.08 $ 3.75 23 3.75 3.00 $7.20 - $22.00 8 2.70 $ 10.36 8 $ 10.36 2.62 Outstanding options 5,637 5.14 $ 1.04 4,411 $ 0.81 4.57

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Tables)	12 Months Ended
	Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Schedule of future annual minimum payments	Future annual minimum payments required under operating lease obligations at December 31, 2016 are as follows: Future Minimum Lease Payments Year ending December 31, 2017 $ 113,461 2018 $ 116,720 2019 $ 120,078 2020 $ 102,455 Total $ 480,343

BASIS OF PRESENTATION AND SUM34

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - 10% or Greater Revenue [Member]		12 Months Ended
		Dec. 31, 2016	Dec. 31, 2015
Concentration Risk [Line Items]
Total		100.00%	100.00%
Customer A [Member]
Concentration Risk [Line Items]
Total	[1]	36.80%	48.30%
All Other [Member]
Concentration Risk [Line Items]
Total		63.20%	51.70%
[1]	Revenues and receivables from customer A are derived from a distributor located in Sweden. Revenues from all other customers were mainly derived from the United States.

BASIS OF PRESENTATION AND SUM35

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - 10% or Accounts Receivable [Member]		12 Months Ended
		Dec. 31, 2016	Dec. 31, 2015
Concentration Risk [Line Items]
Total		100.00%	100.00%
Customer A [Member]
Concentration Risk [Line Items]
Total	[1]	53.80%	50.00%
Customer B [Member]
Concentration Risk [Line Items]
Total		11.50%	11.80%
All Other [Member]
Concentration Risk [Line Items]
Total		34.70%	38.20%
[1]	Revenues and receivables from customer A are derived from a distributor located in Sweden. Revenues from all other customers were mainly derived from the United States.

BASIS OF PRESENTATION AND SUM36

BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended	12 Months Ended
	Apr. 30, 2015	Mar. 14, 2017	Dec. 31, 2016	Dec. 31, 2015
Amount excess of FDIC limit			$ 11,500,000
Allowance for doubtful accounts			72,300	$ 3,500
Inventory reserve			200,805	329,075
Advertising expense			4,300,000	3,200,000
Research and development expense			90,000	71,000
Freight expense			$ 1,984,000	1,161,000
Number of options outstanding			5,600,000
Exercise price of awards (in dollars per share)			$ 1.04
Accumulated deficit			$ (53,354,332)	(49,920,563)
Net (loss) available to common stockholders			$ (3,433,769)	(2,570,297)
Number of shares issued, value				$ 4,000,000
Subsequent Event [Member] | Private Placement [Member] | 13 Accredited Investors [Member]
Number of shares issued, value		$ 15,000,000
Number of shares issued		4,833,329
Shares issued price (in dollars per share)		$ 3
Stock Incentive Plan 2015 [Member]
Number of shares authorized	5,000,000
Description of plan terms	Provision for an annual increase of 15% to the shares included under the plan, with the shares to be added on the first day of each calendar year, beginning on January 1, 2016.
6% Series C Preferred Stock [Member]
Conversion price (in dollars per share)			$ 0.52
Number of preferred stock warrants outstanding			4,600,000
5% Series D Preferred Stock [Member]
Conversion price (in dollars per share)			$ 0.86
Number of preferred stock warrants outstanding			4,700,000
Minimum [Member]
Useful life			3 years
Maximum [Member]
Useful life			7 years

INVENTORIES (Details)

INVENTORIES (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Inventory Disclosure [Abstract]
Finished goods	$ 2,142,032	$ 2,309,288
Raw Materials	270,143	342,691
Less: Inventory Reserve	(200,805)	(329,075)
Inventories, net	$ 2,211,370	$ 2,322,904

PREPAID EXPENSES AND OTHER CU38

PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details Narrative) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Prepaid Consulting Agreement [Member] | D3M Licensing Group [Member]
Prepaid expenses and other current assets	$ 937,000	$ 666,000

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Line Items]
Less: accumulated depreciation	$ (258,093)	$ (243,176)
Total	33,533	21,319
Furniture and Equipment [Member}
Property, Plant and Equipment [Line Items]
Property, plant and equipment, gross	$ 291,626	$ 264,495

PROPERTY AND EQUIPMENT (Detai40

PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 16,951	$ 33,043

ACCOUNTS PAYABLE AND ACCRUED 41

ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Payables and Accruals [Abstract]
Accounts payable	$ 858,131	$ 1,207,353
Accrued expenses	896,076	598,578
Total	$ 1,754,207	$ 1,805,931

DEFERRED REVENUE AND OTHER CU42

DEFERRED REVENUE AND OTHER CURRENT LIABILITIES (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Deferred Revenue and Credits, Current [Abstract]
Customer deposits	$ 201,652	$ 13,063
State bottle bill liability	12,960	11,994
Total	$ 214,612	$ 25,057

LINE OF CREDIT NOTE PAYABLE -43

LINE OF CREDIT NOTE PAYABLE - RELATED PARTY (Details) - USD ($)	1 Months Ended
	Apr. 30, 2015	Jul. 31, 2010	Dec. 31, 2016	Dec. 31, 2015
Long-term portion			$ 4,500,000	$ 4,500,000
5% Note Payable - Line of Credit [Member] | Carl DeSantis [Member] | CD Financial, LLC [Member]
Long-term portion			$ 4,500,000	$ 4,500,000
Maximum borrowing capacity		$ 9,500,000
Debt maturity date		Jan. 2, 2020
5% Note Payable - Line of Credit [Member] | Carl DeSantis [Member] | CD Financial, LLC [Member] | 5% Series D Preferred Stock [Member]
Number of shares issued upon debt cancellation	4,000,000
Debt cancelled amount	$ 4,000,000

CONVERTIBLE NOTE PAYABLE - RE44

CONVERTIBLE NOTE PAYABLE - RELATED PARTIES (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Convertible note payable
Convertible note payable, related party	$ 0	$ 0

CONVERTIBLE NOTE PAYABLE - RE45

CONVERTIBLE NOTE PAYABLE - RELATED PARTIES (Details Narrative) - Convertible Notes Payable [Member] - USD ($)	1 Months Ended		12 Months Ended
	Apr. 30, 2015	Sep. 30, 2009	Dec. 31, 2016	Dec. 31, 2015
Debt instrument, maturity date			Dec. 31, 2016
Value for number of shares converted	$ 1,500,000
Debt face amount			$ 0	$ 0
Creditor [Member]
Debt interest rate		6.00%
Conversion price (in dollars price per share)		$ 0.30
Monthly penalty amount		$ 65,000

PREFERRED STOCK - RELATED PAR46

PREFERRED STOCK - RELATED PARTY (Details Narrative) - USD ($)	Apr. 16, 2015	Aug. 26, 2013	Apr. 30, 2015	Dec. 31, 2016	Dec. 31, 2015
Value of shares issued upon accrued dividend					$ 180,000
Accrued dividend				$ 353,666	$ 190,847
Share price (in dollars per share)				$ 1.04
6% Series C Preferred Stock [Member]
Conversion price (in dollars per share)				0.52
5% Series D Preferred Stock [Member]
Conversion price (in dollars per share)				$ 0.86
Securities Purchase Agreement [Member] | Carl DeSantis [Member] | CDS Ventures of South Florida, LLC & CD Financial, LLC [Member] | 6% Series C Preferred Stock [Member]
Number of shares issued upon debt conversion		2,200
Conversion price (in dollars per share)		$ 0.52
Liquidation preference (in dollars per share)		$ 1,000
Securities Purchase Agreement [Member] | Carl DeSantis [Member] | CDS Ventures of South Florida, LLC [Member] | Short Term Loan [Member]
Original debt conversion amount		$ 550,000
Securities Purchase Agreement [Member] | Carl DeSantis [Member] | CDS Ventures of South Florida, LLC [Member] | 6% Series C Preferred Stock [Member]
Number of shares issued upon accrued dividend			180
Value of shares issued upon accrued dividend			$ 180,000
Accrued dividend				$ 303,000
Preferred stock redemption date				Dec. 31, 2018
Securities Purchase Agreement [Member] | Carl DeSantis [Member] | CD Financial, LLC [Member] | 5% Note Payable - Line of Credit [Member]
Original debt conversion amount		$ 1,650,000
Amendment Loan and Security Agreement [Member] | Carl DeSantis [Member] | CD Financial, LLC [Member] | 5% Note Payable - Line of Credit [Member]
Line of credit reduction borrowing capacity	$ 4,000,000
Amendment Loan and Security Agreement [Member] | Carl DeSantis [Member] | CD Financial, LLC [Member] | 5% Series D Preferred Stock [Member]
Number of shares issued upon debt conversion	4,000
Conversion price (in dollars per share)	$ 0.86
Liquidation preference (in dollars per share)	$ 1,000
Accrued dividend	$ 139,535			$ 51,000
Preferred stock redemption date	Jan. 2, 2020
Share price (in dollars per share)	$ 0.89
Dividend payable (in dollars per share)	$ 0.03
Preferred stock redemption price, percent	104.00%

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
CD Financial, LLC [Member] | Carl DeSantis [Member] | Office [Member]
Lease expiration	2020-10
Monthly expense	$ 8,809
All Def Digital [Member] | Mr. Tim Leissner [Member] | Advisory Services Agreement [Member]
Amount paid for services rendered	$ 152,438	$ 237,959

STOCKHOLDERS' EQUITY (Details N

STOCKHOLDERS' EQUITY (Details Narrative) - USD ($)	1 Months Ended			12 Months Ended
	Dec. 31, 2016	Apr. 30, 2016	Apr. 30, 2015	Dec. 31, 2016	Dec. 31, 2015
Fair value of shares issued upon services rendered				$ 560,000
Stock price (in dollars per share)	$ 1.04			$ 1.04
Proceeds from sale of common stock				$ 4,000,000	$ 11,388,084
Options exercised				$ 5,300
2006 Stock Incentive Plan [Member]
Number of option shares granted				36,071
Value of option shares granted				$ 5,300
Options exercised				$ 5,326
Private Placement [Member]
Proceeds from sale of common stock			$ 11,500,000
Number of shares issued upon transaction	1,333,333		12,921,348
Share price (in dollars per share)	$ 3	$ 0.89		$ 3
Stock issuance cost included in additional paid in capital			$ 111,841
Net proceeds from sale of common stock	$ 4,000,000		$ 11,388,159
Unregistered Common Shares [Member] | Convertible Notes Payable [Member]
Number of shares issued upon debt conversion			5,000,000
Original debt conversion amount			$ 1,500,000
Celebrity Endorsement Agreements [Member] | Restricted Common Stock [Member]
Number of shares issued upon services		250,000
Fair value of shares issued upon services rendered		$ 560,000
Stock price (in dollars per share)		$ 2.24

INCOME TAXES (Details)

INCOME TAXES (Details)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Statutory federal rate	(35.00%)	(35.00%)
State income tax rate, net of federal benefit	(3.50%)	(3.50%)
Permanent differences, including stock based compensation	51.50%	25.30%
Change in valuation allowance	13.00%	13.20%
Effective tax rate	0.00%	0.00%

INCOME TAXES (Details 1)

INCOME TAXES (Details 1) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Deferred Tax Assets
Net operating loss carry forwards	$ 17,248,000	$ 16,029,000
Less: Valuation allowance	(17,248,000)	(16,029,000)
Net deferred tax assets	$ 0	$ 0

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ 0	$ 0
Increase (decrease) in valuation allowance	1,219,000	$ 276,000
Operating loss carry forwards, net	$ 41,600,000

STOCK-BASED COMPENSATION (Detai

STOCK-BASED COMPENSATION (Details)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Expected volatility		306.00%
Expected term	4 years	4 years
Risk-free interest rate		0.89%
Forfeiture Rate	0.00%	0.00%
Expected dividend yield	0.00%	0.00%
Minimum [Member]
Expected volatility	132.00%
Risk-free interest rate	1.23%
Maximum [Member]
Expected volatility	159.00%
Risk-free interest rate	1.61%

STOCK-BASED COMPENSATION (Det53

STOCK-BASED COMPENSATION (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Balance at beginning	4,634,000	3,496,000
Granted	1,327,000	1,306,000
Exercised	(40,000)
Forfeiture and cancelled	(285,000)	(168,000)
Balance at end	5,636,000	4,634,000
Exercisable at end	4,411,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward]
Balance at beginning	$ 0.81	$ 0.49
Granted	2.01	1.61
Exercised	0.42
Forfeiture and cancelled	1.81	0.52
Balance at end	1.04	0.81
Exercisable at end	0.81
Share-based Compensation Arrangement by Share-based Payment Award, Options, Fair Value [Roll Forward]
Balance at beginning	0.41	0.41
Granted	0.33	0.33
Forfeiture and cancelled	0.38	0.38
Balance at end	0.41	$ 0.41
Exercisable at end	$ 1.76
Share-based Compensation Arrangement by Share-based Payment Award, Options, Intrinsic Value [Roll Forward]
Balance at beginning	$ 5,300,000	$ 588,000
Balance at end	7,317,000	$ 5,300,000
Exercisable at end	$ 477,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Average Remaining Term [Roll Forward]
Balance at beginning	5 years 5 months 26 days	6 years 6 months
Balance at end	5 years 21 days	5 years 5 months 26 days
Exercisable at end	4 years 7 months 27 days

STOCK-BASED COMPENSATION (Det54

STOCK-BASED COMPENSATION (Details 2)	12 Months Ended
	Dec. 31, 2016$ / sharesshares
Outstanding Options
Number Outstanding at December 31, 2016 | shares	5,637,000
Weighted Averaged Remaining Life	5 years 1 month 20 days
Weighted Averaged Exercise Price | $ / shares	$ 1.04
Vested Options
Number Exercisable at December 31, 2016 | shares	4,411,000
Weighted Averaged Exercise Price | $ / shares	$ 0.81
Weighted Averaged Remaining Life	4 years 6 months 25 days
$0.20 - $0.53 [Member]
Outstanding Options
Number Outstanding at December 31, 2016 | shares	2,362,000
Weighted Averaged Remaining Life	5 years 2 months 1 day
Weighted Averaged Exercise Price | $ / shares	$ 0.26
Vested Options
Number Exercisable at December 31, 2016 | shares	2,362,000
Weighted Averaged Exercise Price | $ / shares	$ 0.26
Weighted Averaged Remaining Life	4 years 10 months 16 days
$0.65 - $1.80 [Member]
Outstanding Options
Number Outstanding at December 31, 2016 | shares	1,391,000
Weighted Averaged Remaining Life	4 years 4 months 2 days
Weighted Averaged Exercise Price | $ / shares	$ 0.88
Vested Options
Number Exercisable at December 31, 2016 | shares	1,172,000
Weighted Averaged Exercise Price | $ / shares	$ 0.85
Weighted Averaged Remaining Life	3 years 10 months 13 days
$1.83 - $2.84 [Member]
Outstanding Options
Number Outstanding at December 31, 2016 | shares	1,853,000
Weighted Averaged Remaining Life	5 years 9 months
Weighted Averaged Exercise Price | $ / shares	$ 2.08
Vested Options
Number Exercisable at December 31, 2016 | shares	846,000
Weighted Averaged Exercise Price | $ / shares	$ 2.13
Weighted Averaged Remaining Life	4 years 8 months 22 days
$3.20 - $6.20 [Member]
Outstanding Options
Number Outstanding at December 31, 2016 | shares	23,000
Weighted Averaged Remaining Life	3 years 28 days
Weighted Averaged Exercise Price | $ / shares	$ 3.75
Vested Options
Number Exercisable at December 31, 2016 | shares	23,000
Weighted Averaged Exercise Price | $ / shares	$ 3.75
Weighted Averaged Remaining Life	3 years
$7.20 - $22.00 [Member]
Outstanding Options
Number Outstanding at December 31, 2016 | shares	8,000
Weighted Averaged Remaining Life	2 years 8 months 12 days
Weighted Averaged Exercise Price | $ / shares	$ 10.36
Vested Options
Number Exercisable at December 31, 2016 | shares	8,000
Weighted Averaged Exercise Price | $ / shares	$ 10.36
Weighted Averaged Remaining Life	2 years 7 months 13 days

COMMITMENTS AND CONTINGENCIES55

COMMITMENTS AND CONTINGENCIES (Details)	Dec. 31, 2016USD ($)
Commitments and Contingencies Disclosure [Abstract]
2,017	$ 113,461
2,018	116,720
2,019	120,078
2,020	102,455
Total	$ 480,343

COMMITMENTS AND CONTINGENCIES56

COMMITMENTS AND CONTINGENCIES (Details Narrative)	12 Months Ended
	Dec. 31, 2016USD ($)
Accrued expense	$ 85,000
CD Financial, LLC [Member] | Carl DeSantis [Member] | Office [Member]
Lease expiration	2020-10
Monthly expense	$ 8,809

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)	2 Months Ended		12 Months Ended
	Mar. 14, 2017	Feb. 14, 2017	Dec. 31, 2016	Dec. 31, 2015
Number of shares issued, value				$ 4,000,000
Stock options granted			1,327,000	1,306,000
Options exercised, value			$ 477,000
Subsequent Event [Member] | 2006 Stock Incentive Plan [Member]
Stock options granted		238,795
Options exercised, value		$ 25,000
Subsequent Event [Member] | Accredited Investors [Member]
Number of shares issued, value	$ 11,000,000
Number of shares issued	3,666,662
Shares issued price per share	$ 3
Subsequent Event [Member] | William H. Milmoe and Thomas E. Lynch [Member]
Shares issued for service		47,126