Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 13, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Andalay Solar, Inc. | |
Trading Symbol | west | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 534,984,001 | |
Amendment Flag | false | |
Entity Central Index Key | 1,347,452 | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Filer Category | Smaller Reporting Company | |
Entity Well-known Seasoned Issuer | No | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | ||
Current assets: | ||||
Cash | $ 42,491 | $ 61,542 | [1] | |
Accounts receivable, net | 70,388 | $ 118,456 | [1] | |
Other receivables | 69,185 | [1] | ||
Inventory | 184,225 | $ 728,372 | [1] | |
Prepaid expenses and other current assets | 80,061 | 280,066 | [1] | |
Total current assets | 446,350 | 1,188,436 | [1] | |
Property and equipment, net | 0 | 699 | [1] | |
Patents, net | 380,000 | 1,131,327 | [1] | |
Other assets, net | [1] | 240,478 | ||
Total assets | 826,350 | 2,560,940 | [1] | |
Current liabilities: | ||||
Accounts payable | 1,945,863 | 3,345,361 | [1] | |
Accrued liabilities | 135,231 | 104,229 | [1] | |
Accrued warranty | 854,080 | 938,466 | [1] | |
Deferred revenue | [1] | 15,450 | ||
Derivative liability – embedded conversion feature | [1] | 129,598 | ||
Credit facility | [1] | 500,000 | ||
Note payable – short-term | 225,000 | 109,164 | [1] | |
Convertible notes and beneficial conversion feature – short-term | 158,379 | 30,000 | [1] | |
Total current liabilities | 3,318,553 | 5,172,268 | [1] | |
Convertible notes, less current portion (net of discount) | [1] | 343,499 | ||
Total liabilities | $ 3,318,553 | $ 5,515,767 | [1] | |
Commitments and contingencies (Note 17) | [1] | |||
Stockholders’ deficit: | ||||
Common stock, $0.001 par value; 1,250,000,000 shares authorized; 474,649,087 and 279,475,332 shares issued and outstanding as of September 30, 2015 and December 31, 2014, respectively | $ 474,649 | $ 279,475 | [1] | |
Additional paid-in capital | 84,366,950 | 82,026,952 | [1] | |
Accumulated deficit | (87,333,802) | (85,261,254) | [1] | |
Total stockholders’ deficit | (2,492,203) | (2,954,827) | [1] | |
Total liabilities and stockholders’ deficit | $ 826,350 | $ 2,560,940 | [1] | |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 | [1] |
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 | |
Common stock, shares authorized | 1,250,000,000 | 1,250,000,000 | |
Common stock, shares issued | 474,649,087 | 279,475,332 | |
Common stock, shares outstanding | 474,649,087 | 279,475,332 | |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net revenue | $ 190,516 | $ 605,943 | $ 807,139 | $ 1,055,344 |
Cost of goods sold | 34,251 | 550,630 | 1,118,733 | 982,658 |
Gross profit (loss) | 156,265 | 55,313 | (311,594) | 72,686 |
Operating expenses | ||||
Sales and marketing | 23,740 | 93,861 | 173,656 | 232,577 |
General and administrative | 408,490 | 481,398 | 1,769,557 | 1,622,944 |
Total operating expenses | 432,230 | 575,259 | 1,943,213 | 1,855,521 |
Loss from continuing operations | (275,965) | (519,946) | (2,254,807) | (1,782,835) |
Other income (expense) | ||||
Interest expense, net | (174,437) | (99,212) | (321,616) | (290,171) |
Asset impairment, patents | (277,061) | (277,061) | ||
Adjustment to the fair value of embedded derivatives | 48,607 | 41,265 | 31,924 | |
Gain on settlement of prior debt owed | 7,110 | 739,671 | 769,148 | |
Total other income (expense), net | (444,388) | (50,605) | 182,259 | 510,901 |
Loss before provision for income taxes | (720,353) | (570,551) | (2,072,548) | (1,271,934) |
Net loss | (720,353) | (570,551) | (2,072,548) | (1,271,934) |
Preferred stock dividend | (83) | (18,927) | ||
Net loss attributable to common stockholders | $ (720,353) | $ (570,634) | $ (2,072,548) | $ (1,290,861) |
Net loss attributable to common stockholders per common share (basic and diluted) (in Dollars per share) | $ 0 | $ 0 | $ (0.01) | $ (0.01) |
Weighted-average shares used in computing loss per common share: (in Shares) | 416,495,549 | 240,341,308 | 383,034,236 | 188,131,135 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - 9 months ended Sep. 30, 2015 - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total | |
Balance at Dec. 31, 2014 | $ 279,475 | $ 82,026,952 | $ (85,261,254) | $ (2,954,827) | [1] |
Balance, Shares (in Shares) at Dec. 31, 2014 | 279,475,332 | ||||
Issuance of common stock pursuant to equity purchase agreement | $ 140,608 | 1,169,122 | 1,309,730 | ||
Issuance of common stock pursuant to equity purchase agreement (in Shares) | 140,608,178 | ||||
Beneficial conversion feature on issuance of convertible note | 500,000 | 500,000 | |||
Issuance of common stock upon conversion of notes payable | $ 54,566 | 523,828 | 578,394 | ||
Issuance of common stock upon conversion of notes payable (in Shares) | 54,565,577 | ||||
Stock-based compensation | 147,048 | 147,048 | |||
Net loss | (2,072,548) | (2,072,548) | |||
Balance at Sep. 30, 2015 | $ 474,649 | $ 84,366,950 | $ (87,333,802) | $ (2,492,203) | |
Balance, Shares (in Shares) at Sep. 30, 2015 | 474,649,087 | ||||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | ||
Cash flows from operating activities | |||
Net loss | $ (2,072,548) | $ (1,271,934) | |
Adjustments to reconcile net loss to net cash used in operations: | |||
Depreciation | 699 | 11,291 | |
Amortization | 88,142 | 85,039 | |
Impairment of intangible assets | 277,061 | ||
Bad debt expense (benefit) | (4,672) | 4,492 | |
Write down of inventory | 369,586 | ||
Unrealized (gain) loss on fair value of embedded derivatives | (41,265) | (31,924) | |
Accretion of interest on convertible note | 129,414 | ||
Accretion of interest on debt discount | 258,379 | ||
Non-cash stock-based compensation expense | 147,048 | 161,232 | |
Non-cash settlement of prior debt owed | (732,561) | (769,148) | |
Accrued interest payable | 20,075 | 66,498 | |
Changes in assets and liabilities: | |||
Accounts receivable | 54,440 | 422,733 | |
Other receivables | 21,096 | ||
Inventory | 174,559 | 161,766 | |
Prepaid expenses and other current assets | 200,005 | 149,234 | |
Other assets | 135,773 | 14,132 | |
Accounts payable | 91,266 | 111,418 | |
Accrued liabilities and accrued warranty | (65,491) | (44,935) | |
Deferred revenue | (15,450) | 20,000 | |
Net cash used in operating activities | (1,114,954) | (759,596) | |
Cash flows from investing activities | |||
Acquisition of patents | (42,373) | ||
Net cash used in investing activities | (42,373) | ||
Cash flows from financing activities | |||
Borrowing on convertible notes payable | 600,000 | ||
Repayment of notes payable | (109,164) | (130,480) | |
Proceeds from issuance of common stock | 1,247,440 | 625,000 | |
Repayments on capital lease obligations | (299) | ||
Payment of placement agent and registration fees and other direct costs | (36,618) | ||
Employee taxes paid for vesting of restricted stock | (8,692) | ||
Net cash provided by financing activities | 1,138,276 | 1,048,911 | |
Net increase (decrease) in cash | (19,051) | 289,315 | |
Cash | |||
Beginning of period | 61,542 | [1] | 150,081 |
End of period | 42,491 | 439,396 | |
Supplemental cash flows disclosures: | |||
Cash paid during the period for interest | 2,991 | 51,667 | |
Supplemental disclosure of non-cash financing activity: | |||
Embedded derivative on convertible note issued | 176,771 | 122,630 | |
Embedded derivative converted to equity | 88,333 | 102,731 | |
Beneficial conversion feature on note refinance | 500,000 | ||
Grant of warrants on issue of convertible note | 170,767 | ||
Refinance of line of credit to convertible note payable | 500,000 | ||
Preferred stock dividend, paid in common stock | 18,927 | ||
Conversion of preferred stock to common stock | 1,168,787 | ||
Conversion of convertible note to common stock | 670,531 | 392,612 | |
Purchase Agreement Fees [Member] | |||
Supplemental disclosure of non-cash financing activity: | |||
Common stock issued | 12,107 | ||
Settle Claim [Member] | |||
Supplemental disclosure of non-cash financing activity: | |||
Common stock issued | 250,000 | ||
Financial Advisory Services Fees [Member] | |||
Supplemental disclosure of non-cash financing activity: | |||
Note issued in exchange for accounts payable | 160,000 | ||
Notes Payable, Other Payables [Member] | |||
Supplemental disclosure of non-cash financing activity: | |||
Note issued in exchange for accounts payable | $ 225,000 | ||
Convertible Note Payable [Member] | Financial Advisory Services Fees [Member] | |||
Supplemental disclosure of non-cash financing activity: | |||
Note issued in exchange for accounts payable | $ 160,000 | ||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation and Description of Business | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Text Block [Abstract] | |
Business Description and Basis of Presentation [Text Block] | 1. Basis of Presentation and Description of Business Basis of Presentation — Interim Financial Information The accompanying condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information. They should be read in conjunction with the consolidated financial statements and related notes to the consolidated financial statements of Andalay Solar, Inc. and its subsidiaries (“Andalay Solar”, “we”, “us”, “our” or the “Company”), formerly Westinghouse Solar, Inc. and Akeena Solar, Inc., for the years ended December 31, 2014 and 2013 appearing in our Form 10-K. The September 30, 2015 unaudited interim condensed consolidated financial statements included in this Quarterly Report on Form 10-Q have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in annual financial statements filed with our Annual Report on Form 10-K have been condensed or omitted as permitted by those rules and regulations. In the opinion of management, all adjustments, consisting of normal recurring accruals, necessary for a fair statement of the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the entire year. Description of Business Andalay Solar is a designer of integrated solar mounting hardware which are integrated with compatible solar panels with microinverters (which we call AC solar panels). We design, market and sell these solar power systems to solar installers and do-it-yourself customers in the United States, Canada, the Caribbean and South America through distribution partnerships, our dealer network and retail outlets. Our products are designed for use in solar power systems for residential and commercial rooftop customers. Prior to September 2010, we were also in the solar power installation business, but decided to exit that business. During the fourth quarter 2014, we re-entered the solar power installation business. In August, 2015, we revamped our business and implemented our new strategy of licensing our patented products to large module manufacturers and until recently have been focusing our direct efforts on partnering with large national installers. As part of this effort to re-focus our business, we have terminated our solar power installation business, substantially reduced our headcount and have placed most of our existing mounting hardware parts inventory on consignment at reduced prices at three regional companies to serve as the direct sales and support for customers who would like to purchase our products, and are also de-emphasizing our direct efforts. Our main focus is now to rely upon our distribution partners to host customer visits and conduct product demonstrations with support from our personnel. We believe that this new strategy is less capital intensive and will enable us to better focus on our strategic future. We were incorporated in February 2001 as Akeena Solar, Inc. in the State of California and elected at that time to be taxed as an S corporation. During June 2006, we reincorporated in the State of Delaware and became a C corporation. On August 11, 2006, we entered into a reverse merger transaction with Fairview Energy Corporation, Inc. (“Fairview”). Pursuant to the merger, our stockholders received one share of Fairview common stock for each issued and outstanding share of our common stock. Our common shares were also adjusted from $0.01 par value to $0.001 par value at the time of the Merger. On May 17, 2010, we entered into an exclusive worldwide license agreement with Westinghouse, Inc, which permitted us to manufacture, distribute and market solar panels under the Westinghouse name and in connection therewith, on April 6, 2011, we changed our name to Westinghouse Solar, Inc. On April 13, 2011, we effected a reverse split of our common stock at a ratio of 1 – for – 4. On August 23, 2013, the license agreement with Westinghouse, Inc. was terminated and on September 19, 2013, we changed our name to our current name, Andalay Solar, Inc. and increased our number of authorized shares of common stock to 500,000,000. On June 9, 2015, we increased the number of authorized shares of common stock to 1,250,000,000. Our Corporate headquarters is located at 2721 Shattuck Avenue, #305, Berkeley, CA 94705 as of September 2015. Our telephone number is (408) 402-9400. Additional information about Andalay Solar is available on our website at http://www.andalaysolar.com/. The information on our web site is not incorporated herein by reference. |
Note 2 - Significant Accounting
Note 2 - Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 2. Significant Accounting Policies Liquidity and Financial Position We currently face challenges meeting the working capital needs of our business. Our primary requirements for working capital are to fund paying for costs associated with product management and licensing, sales efforts with certain prospective installers and distributors, ongoing operating expenses including our payroll, historical debt and accounts payable and purchases for solar mounting hardware equipment. As part of our new strategy to focus on licensing and distribution partnerships rather than directly operating a distribution business, we anticipate having less need to fund the purchase of panels and microinverters that had previously constituted a high percentage of our working capital needs. We have incurred net losses and negative cash flows from operations for the nine months ended September 30, 2015 and for each of the years ended December 31, 2014 and 2013. During recent years, we have undertaken several equity and debt financing transactions to provide the capital needed to sustain our business. We have dramatically reduced our headcount and other variable expenses as well as office lease expense. As of September 30, 2015, we had approximately $42,000 in cash on hand. We intend to address ongoing working capital needs through revenue derived from operations and sales of remaining inventory, along with raising additional debt and equity financing. Our revenue levels remain difficult to predict, and as we anticipate we will continue to sustain losses in the near term, we cannot assure investors that we will be successful in reaching break-even. In September 2013, we entered into a supply agreement for assembly of our proprietary modules with Tianwei New Energy Co, Ltd., a panel supplier located in China. We began receiving product from Tianwei in February 2014 and stopped as of June 2014. In July 2014, we entered into a supply agreement for assembly of our proprietary modules with Auxin Solar, Inc., a panel supplier located in the United States. In December 2014, we began distributing panels from Auxin. In June 2015, we entered into a license agreement with Hyundai Heavy Industries Co., Ltd. whereby we granted Hyundai the right to produce Andalay compatible modules. Hyundai began shipping Andalay compatible modules as of May 2015. We do not have any commitment from Hyundai to produce Andalay compatible modules and Hyundai could terminate its relationship with us at any time. Although we believe we can find alternative suppliers for solar panels manufactured to our specifications, our operations would be disrupted unless we are able to rapidly secure alternative sources of supply from first tier bankable suppliers such as Hyundai, our inventory and revenue could diminish significantly, causing disruption to our operations. The accompanying consolidated financial statements have been prepared assuming we will continue as a going concern. Our significant operating losses, negative cash flow from operations, and challenges in rapidly securing alternative sources of supply for solar panels, raise substantial uncertainty about our ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty, and contemplate the realization of assets and the settlement of liabilities and commitments in the normal course of business. There can be no assurance that we will be able to raise additional funds on commercially reasonable terms, if at all. There is uncertainty to our anticipated revenue levels and to the timing of cash receipts, which are needed to support our operations. As part of the shift to focus purely on our new strategy, ongoing revenues are expected to be minimal unless and until we can start to ramp up the licensing related sales. We expect this ramp up to occur no earlier than the Spring or Summer 2016 due to the long evaluation process that these installers customarily engage in as well as the seasonality of the solar industry with relatively lower sales in the Winter months. This delay is expected to make it more difficult for us to obtain equity and debt financing. We currently anticipate that we will retain all of our earnings, if any, for development of our business and repayment of historical debt and accounts payable, and do not anticipate paying any cash dividends on common stock in the foreseeable future. Securities Purchase Agreement Because of certain down-round protection in the conversion rate of certain outstanding convertible notes, we determined that the derivative liability related to the embedded conversion feature met the criteria for bifurcation. Accordingly, we recognized an aggregate liability of $123,000 on the three issuance dates during the year ended December 31, 2014. This was in addition to the carrying value of the derivative liability on three previously recorded derivatives of $178,000. The derivative liability is carried at fair value with changes in the fair value reflected in the “Adjustment to the fair value of embedded derivatives” line item of our condensed consolidated statements of operations. We recognized a non-cash benefit for the nine months ended September 30, 2015 of approximately $41,000 on a total of three convertible notes. In addition, the relative fair value of the warrants issued in the December 2013 convertible note issuance of $250,000, were allocated to additional paid-in capital. Such value was determined assuming volatility of 149.1%, a risk free interest rate of 0.7% and an expected term of 4.1 years. The resulting debt discount from the derivative liability and warrant issuance of $109,000 is being accreted to interest using the effective interest method. The relative fair value of the warrants issued in the February 2014 convertible note issuance of $200,000, were allocated to additional paid-in capital. Such value was determined assuming volatility of 169.1, a risk free interest rate of 0.7% and an expected term of 4.1 years. The resulting debt discount from the derivative liability and warrant issuance of $101,000 is being accreted to interest using the effective interest method. The relative fair value of the warrants issued in the March 2014 convertible note issuance of $300,000, were allocated to additional paid-in capital. Such value was determined assuming volatility of 168.8%, a risk free interest rate of 0.8% and an expected term of 4.1 years. The resulting debt discount from the derivative liability and warrant issuance of $154,000 is being accreted to interest using the effective interest method. On November 1 and December 1, 2013, and on January 1, February 1 and March 1, 2014, we issued convertible notes to our financial advisory firm in the principal amount of $30,000 each for a total of $150,000, which matured on October 31, November 30 and December 31, 2014, and on January 31 and February 28, 2015, respectively. On April 1, May 1 and June 1, 2014, we issued convertible notes to our financial advisory firm in the principal amount of $20,000 each, for a total of $60,000, which matured on March 31, April 30 and May 31, 2015, respectively. On July 1, 2014, we issued convertible notes to our financial advisory firm in the principal amount of $10,000, which matured on June 30, 2015. Each of the Convertible Notes bear interest at the rate of 8% per annum compounded annually, are payable at maturity and the principal and interest outstanding under the convertible notes are convertible into shares of our common stock, at any time after issuance, at the option of the purchaser, at a conversion price equal to $0.02 per share. Unless waived in writing by the purchaser, no conversion of the convertible notes can be effected to the extent that as a result of such conversion the purchaser would beneficially own more than 9.99% in the aggregate of our issued and outstanding common stock immediately after giving effect to the issuance of common stock upon conversion. Equity Purchase Agreement On January 23, 2014, we entered into an Equity Purchase Agreement with Southridge Partners II, LP (“Southridge”), that superseded our prior Equity Purchase Agreement with Southridge that was entered into on November 25, 2013 (the “Prior Equity Purchase Agreement”). The terms of the January 2014 Purchase Agreement are identical to those of the Prior Equity Purchase Agreement other than that the New Equity Purchase Agreement provides that the Agreement may not be amended by either party. Pursuant to the Equity Purchase Agreement and as provided in the Prior Equity Purchase Agreement, Southridge has committed to purchase up to $5,000,000 worth of our common stock, over a period of time terminating on the earlier of: (i) 18 months from the effective date of the registration statement to be filed by us for the Purchase Agreement; or (ii) the date on which Southridge has purchased an aggregate maximum purchase price of $5,000,000 pursuant to the Equity Purchase Agreement; Southridge’s commitment to purchase our common stock was subject to various conditions, including, but not limited to, limitations based on the trading volume of our common stock. On March 11, 2014, we filed a Registration Statement on Form S-1/A to register 35 million shares of common stock related to our Equity Purchase Agreement with Southridge and on March 21, 2014, the SEC declared the Registration Statement effective. On March 26, 2014, we submitted an initial take-down request of $300,000 to Southridge pursuant to the terms of the Purchase Agreement of which partial proceeds of $100,000 was received on March 31, 2014 and $200,000 on April 16, 2014. On June 4, 2014, June 18, 2014 and July 8, 2014, we submitted additional take-down requests for $100,000, $100,000 and $125,000, respectively, pursuant to the terms of the Purchase Agreement. On December 10, 2014, we entered into the December Equity Purchase Agreement with Southridge that superseded the Equity Purchase Agreement. The terms of the December Equity Purchase Agreement are substantially similar to those of the Prior Equity Purchase Agreement. Pursuant to the December Equity Purchase Agreement and as provided in the Prior Equity Purchase Agreement, Southridge committed to purchase up to $5,000,000 worth of our common stock, over a period of time terminating on the earlier of: (i) 18 months from the effective date of the registration statement to be filed by us for the Equity Purchase Agreement; or (ii) the date on which Southridge has purchased an aggregate maximum purchase price of $5,000,000 pursuant to the December Equity Purchase Agreement; Southridge’s commitment to purchase our common stock is subject to various conditions, including, but not limited to, limitations based on the trading volume of our common stock. We submitted various take-down requests during the first quarter of 2015 pursuant to the terms of the December Equity Purchase Agreement. As of November 12, 2015, 84,113,042 shares had been sold under the registration statement declared effective on August 12, 2015, at an average price of $0.0131 per share, resulting in total proceeds of approximately $1.1 million. On July 31, 2015, we filed a Registration Statement on Form S-1/A to register 150 million shares of common stock related to our December Equity Purchase Agreement with Southridge and on August 12, 2015, the SEC declared the Registration Statement effective. On August 27, 2015, we submitted an initial take-down request of $100,000 to Southridge pursuant to the terms of the December Equity Purchase Agreement and subsequent take-down requests of $100,000 as of October 13, 2015 and $100,000 as of November 2, 2015. As of November 12, 2015, 56,860,050 shares had been sold at an average price of $0.00361 per share, resulting in total proceeds of approximately $205,000. Pursuant to the terms of the December Equity Purchase Agreement we agreed to pay Southridge a commitment fee of 1,000,000 shares of our common stock, of which 500,000 shares of our common stock were due to Southridge on January 16, 2015, the date that the registration statement was declared effective and the remaining 500,000 shares of common stock were due on January 20, 2015, the date that we delivered our first Draw Down Notice to Southridge. We valued the issuance of these shares based on the closing price of the stock as of January 16, 2015, $0.0169 for 500,000, and as of January 20, 2015, $0.0161 for 500,000, and we recorded $16,500 as a reduction in “Additional Paid-In Capital” on our condensed consolidated balance sheets. On December 10, 2014, we also entered into a Registration Rights Agreement with Southridge pursuant to which we agreed to register shares of the common stock to be issued to Southridge in connection with the December Equity Purchase Agreement. Settlement of Potential Claims Agreement On January 22, 2014, we entered into a Settlement of Potential Claims Agreement with ASC Recap LLC (“ASCR”). Pursuant to the Agreement, ASCR has offered to purchase (and in one (1) case has already purchased) approximately $3.7 million of our prior debt owed to four creditors (“Creditors”) for past due services at a substantial discount to face value to which we have agreed to issue to ASCR certain shares of our common stock in a §3(a)(10) 1933 Act proceeding. The shares of our common stock that we have agreed to issue to ASCR in full payment for, and as a release of any debt it purchases from the Creditors, is anticipated to have, upon issuance, a market value equal to approximately 25% of the principal amount of our outstanding debt. In the case of the debt ASCR already purchased from one (1) Creditor, we entered into a Settlement Agreement and Stipulation on February 26, 2014 that was filed with the Circuit Court of the Second Judicial Circuit, Leon County, Florida pursuant to which we agreed, subject to court approval, to issue shares of our common stock that generate proceeds in the amount of $250,000 in full settlement of the claim in the amount of $1,027,705 that ASCR acquired from one Creditor (the value of the stock that we have agreed to issue was two hundred and fifty percent (250%) of the discounted purchase price ASCR paid to purchase the debt from the Creditor, and approximately 25% of the original amount we owed to the Creditor), resulting in a gain on settlement of $769,148, net of expenses. On March 24, 2014, the Circuit Court of the Second Judicial Circuit, Leon County, Florida, approved the §3(a)(10) 1933 Act proceeding and Settlement Agreement and Stipulation and in April 2014, we issued 8,079,800 shares of common stock at an average price of $0.031 for the full settlement of the agreement with ASCR. During June 2015, we settled a prior debt of approximately $957,000 owed to DLA Piper LLP (US) for $225,000 payable if Andalay achieves certain business milestones but in no event later than July 1, 2016. As part of this agreement, during the nine months ended September 30, 2015, we recorded a gain in other income of $733,000 as a result of this favorable settlement. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Revenue Recognition Revenue from sales of products is recognized when: (1) persuasive evidence of an arrangement exists, (2) delivery has occurred or services have been rendered, (3) the sale price is fixed or determinable, and (4) collection of the related receivable is reasonably assured. We recognize revenue when the solar power systems are shipped to the customer. Revenue from installation of a system is recognized when (1) persuasive evidence of an arrangement exists, (2) delivery has occurred or services have been rendered, (3) the sales price is fixed or determinable, and (4) collection of the related receivable is reasonably assured. In general, we recognize revenue upon completion of a system installation for residential installations and we recognize revenue under the percentage-of-completion method for commercial installations. Revenue recognition methods for revenue streams that fall under other categories are determined based on facts and circumstances. Cash and Cash Equivalents We consider all highly liquid investments with maturities of three months or less, when purchased, to be cash equivalents. We maintain cash and cash equivalents which consist principally of demand deposits with high credit quality financial institutions. At certain times, such amounts exceed FDIC insurance limits. We have not experienced any losses on these investments and, as of September 30, 2015 and December 31, 2014, we had no cash equivalents. Accounts Receivable Accounts receivable consist of trade receivables. We regularly evaluate the collectibility of our accounts receivable. An allowance for doubtful accounts is maintained for estimated credit losses, and such losses have historically been minimal and within our expectations. We consider a number of factors when estimating credit losses, including the aging of a customer’s account, creditworthiness of specific customers, historical trends and other information. Manufacturer and Installation Warranties The manufacturer directly warrants the solar panels and inverters for a range from 15 to 25 years. We warrant the balance of system components of our products against defects in material and workmanship for five years. We assist our customers in the event of a claim under the manufacturer warranty to replace a defective solar panel or inverter. The warranty liability for the material and the workmanship of the balance of system components of approximately $854,000 as of September 30, 2015 and $938,000 as of December 31, 2014, is included within “Accrued warranty” in the accompanying consolidated balance sheets. During the three and nine months ended September 30, 2015, we recorded an $81,000 favorable adjustment to accrued warranty as a reduction in warranty expense. The liability for our warranty consists of the following: September 30, 2015 December 31, 2014 Beginning accrued warranty balance $ 938,466 $ 1,312,918 Reduction for labor payments and claims made under the warranty (107,669 ) (75,966 ) Adjustment to warranty liability for discontinued operations — (324,349 ) Accruals related to warranties issued during the period 23,283 25,863 Ending accrued warranty balance $ 854,080 $ 938,466 Patent Costs We capitalize external legal costs and filing fees associated with obtaining or defending our patents. Upon issuance of new patents or successful defense of existing patents, we amortize these costs using the straight line method over the shorter of the legal life of the patent or its economic life. We believe the remaining useful life we assign to these patents, approximately 9.25 years as of September 30, 2015, are reasonable. We periodically review our patents to determine whether any such cost have been impaired and are no longer being used. To the extent we are no longer using certain patents, the associated costs will be written off at that time. During the nine months ended September 30, 2015, we recorded an impairment of approximately $277,000 to the carrying value of our patents. Significant Accounting Policies and Estimates There have been no material developments or changes to the significant accounting policies discussed in our 2014 Annual Report on Form 10-K or accounting pronouncements issued or adopted, except as described below. Segment Reporting During the quarter we were engaged in two business segments, (i) we marketed, sold, designed and installed systems for residential and commercial customers and (ii) we sold our AC solar panels to solar installers, trade workers and do-it-yourself customers through distribution partnerships, our dealer network and retail outlets. As of August 2015, we are engaged in one business segment, which is the sale of our proprietary mounting hardware principally through distribution partnerships who will then sell to dealers and retail outlets. Operating segments are components of an enterprise for which separate financial information is available and is evaluated regularly by management in deciding how to allocate resources and in assessing performance. Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued, Accounting Standards Update (“ASU”) ASU 2015-03 Interests — Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs In February 2015, the FASB issued ASU 2015-02 Consolidation (Topic 810) Amendments to the Consolidation Analysis In January 2015, ASU 2015-01 Income Statement — Extraordinary and Unusual Items (Subtopic 225-20) Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items In May 2014 the FASB issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers” (ASU 2014-09) In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements – Going Concern: Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern" ("ASU 2014-15"), to provide guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Since ASU 2014-15 only impacts financial statement disclosure requirements regarding whether there is substantial doubt about an entity's ability to continue as a going concern, we do not expect its adoption to have an impact on our condensed consolidated financial statements. In November 2014, the FASB issued ASU No. 2014-16, Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity. In June 2015 the FASB issued ASU 2015-10, Technical Corrections and Improvements In July 2015 the FASB issued ASU 2015-11, Inventory: Simplifying the Measurement of Inventory. In August 2015 the FASB has issued ASU 2015-15, Interest - Imputation of Interest (Subtopic 835-30): 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 Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, Reclassifications Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. |
Note 3 - Segment Reporting
Note 3 - Segment Reporting | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | 3 . Segment Reporting During the quarter ended September 30, 2015, we were engaged in two business segments, (i) the marketing, sale, design and installation of systems for residential and commercial customers and (ii) sale of our AC solar panels to solar installers, trade workers and do-it-yourself customers through distribution partnerships, our dealer network and retail outlets. Operating segments are components of an enterprise for which separate financial information is available and is evaluated regularly by management in deciding how to allocate resources and in assessing performance. An analysis of our revenue, operating profit and total assets are as follows (unaudited): Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenue Distribution $ 168,351 $ 605,943 $ 630,974 $ 1,055,344 Installation 22,165 — 176,165 — $ 190,516 $ 605,943 $ 807,139 $ 1,055,344 Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Gross profit (loss) $ 148,146 $ 55,313 $ (252,219 ) $ 72,686 Distribution 8,120 — (59,375 ) — Installation $ 156,265 $ 55,313 $ (311,594 ) $ 72,686 September 30, 2015 December 31, 2014 Assets Distribution $ 826,087 $ 2,560,940 Installation 263 — $ 826,350 $ 2,560,940 We do not allocate operating expenses or other income (expense) to any of these segments for internal reporting purposes, as we do not believe that allocating these expenses is beneficial in evaluating segment performance. Installation assets include only accounts receivable assets. Other than accounts receivable, we do not allocate assets to segments for internal reporting purposes as we do not manage our segments by such metrics. |
Note 4 - Other Assets
Note 4 - Other Assets | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Text Block Supplement [Abstract] | |
Other Assets Disclosure [Text Block] | 4. Other Assets We entered into a Supply and Warranty Agreement and Master Assignment Agreement with Real Goods Solar, Inc. (“Real Goods”), pursuant to which Real Goods has agreed to perform certain warranty work. The terms of the agreement provide that an escrow account be established as a source of funds from which to satisfy our obligation to pay Real Goods for its fees and reimburse it for its expenses for this warranty work. In March 2011, we entered into an Escrow Agreement with Real Goods and deposited $200,000 into an escrow account. In accordance to the Escrow Agreement, the escrow deposit will be released to us in the amount of $40,000, or one-fifth of the remaining escrow funds, per year after each of the fifth through the ninth anniversary of the escrow agreement, although we believe that the amount may be redeemed earlier. Real Goods returned $110,000 of the escrow amount in December 2014 and in June 2015, Real Goods returned the remaining $90,000 of the escrow amount as part of an agreement whereby Real Goods will no longer have any warranty or other obligations for the Andalay installations but our obligations will remain instead directly with SunRun. |
Note 5 - Accounts Receivable
Note 5 - Accounts Receivable | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 5 . Accounts Receivable Accounts receivable consists of the following: September 30, 2015 December 31, 2014 Trade accounts $ 90,603 $ 154,172 Less: Allowance for bad debts (20,215 ) (24,882 ) Less: Allowance for returns — (10,834 ) $ 70,388 $ 118,456 The following table summarizes the allowance for doubtful accounts as of September 30, 2015 and December 31, 2014: Balance as of Beginning of Period Provisions, net Write-Off/ Recovery Balance as of End of Period Nine months ended September 30, 2015 $ 24,882 $ (4,672 ) $ 5 $ 20,215 Year ended December 31, 2014 $ 2,899 $ 36,763 $ (14,780 ) $ 24,882 |
Note 6 - Inventory
Note 6 - Inventory | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure [Text Block] | 6 . Inventory Inventory consists of the following: September 30, 2015 December 31, 2014 Finished goods $ 183,175 $ 669,706 Work in process 1,050 58,666 $ 184,225 $ 728,372 Inventory is stated at the lower of cost (on an average basis) or market value. We determine cost based on our weighted-average purchase price and include both the costs of acquisition and the shipping costs in our inventory. We regularly review the cost of inventory against its estimated market value and record a lower of cost or market write-down to cost of goods sold, if any inventory has a cost in excess of estimated market value. During the nine months ended September 30, 2015, we recorded a $140,000 non-cash inventory write-down and a $214,000 non-cash inventory write-off, representing 103.5% of revenue in total. The $140,000 write-down was an adjustment to the carrying value of our roof mounting inventory to reflect the decline in market prices compared to our original cost and the $214,000 was an inventory write-off of obsolete inventory. |
Note 7 - Property and Equipment
Note 7 - Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | 7 . Property and Equipment, Net Property and equipment, net consist of the following: September 30, 2015 December 31, 2014 Office equipment $ 13,500 $ 436,051 Leasehold improvements — 123,278 Vehicles 17,993 17,992 31,493 577,321 Less: Accumulated depreciation and amortization (31,493 ) (576,622 ) $ — $ 699 Depreciation expense for the three months ended September 30, 2015 and 2014 was $0 and $3,000, respectively, and depreciation expense for the nine months ended September 30, 2015 and 2014 was $699 and $29,000, respectively. |
Note 8 - Accrued Liabilities
Note 8 - Accrued Liabilities | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 8 . Accrued Liabilities Accrued liabilities consist of the following: September 30, 2015 December 31, 2014 Accrued salaries, wages, benefits and bonus $ 45,886 $ 45,586 Sales tax payable 5,277 662 Accrued accounting and legal fees 18,050 — Customer deposit payable 1,434 41,265 Accrued interest 44,214 5,683 Other accrued liabilities 20,370 11,033 $ 135,231 $ 104,229 |
Note 9 - Convertible Notes Paya
Note 9 - Convertible Notes Payable and Credit Facility | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | 9 . Convertible Note s Payable and Credit Facility Convertible Note s P ayable On August 30, 2013, we entered into a securities purchase agreement with Alpha Capital Anstalt (“Alpha Capital”) relating to the sale and issuance of a convertible note in the principal amount of $200,000 that matures August 29, 2015 (the "Convertible Note"). Subsequently, on November 25, 2013 and December 19, 2013, we entered into additional securities purchase agreements with Alpha Capital relating to the sale and issuance of convertible notes in the principal amount of $200,000 and $250,000, respectively, which mature on November 25, 2015 and December 19, 2015. On January 27, 2014, we issued a convertible note in the principal amount of $100,000 that matures on January 27, 2016 under the Securities Purchase Agreement we entered into with Alpha Capital on December 19, 2013. In connection with the issuance of the December 19, 2013 convertible note, we also issued 6,250,000 warrants to purchase shares of our common stock at a price of $0.02 per share. On February 25, 2014, we entered into a securities purchase agreement with Alpha Capital relating to the sale and issuance of a (i) convertible note in the principal amount of $200,000 that matures February 25, 2016 and (ii) five-year warrant (with a cashless exercise feature under certain circumstances) to purchase 5,000,000 shares of our common stock at an exercise price of $0.02 per share, subject to adjustment under certain circumstances. On March 18, 2014, we issued under the Securities Purchase Agreement we entered into with Alpha Capital on February 25, 2014 a (i) convertible note in the principal amount of $300,000 that matures March 18, 2016 and (ii) five–year warrant (with a cashless exercise feature under certain circumstances) to purchase 7,500,000 shares of our common stock at an exercise price of $0.02 per share, subject to adjustment under certain circumstances. The convertible notes bear interest at the rate of 8% per annum compounded annually, are payable at maturity and the principal and interest outstanding under the convertible notes are convertible into shares of our common stock, at any time after issuance, at the option of the purchaser, at a conversion price equal to $0.02 per share, subject to adjustment upon the happening of certain events, including stock dividends, stock splits and the issuance of common stock equivalents at a price below the conversion price. During the nine months ended September 30, 2015, the remaining outstanding convertible notes in the principal amount of approximately $520,000, along with accrued interest of $50,531, net of unamortized discount at date of conversion, were converted into 34,565,577 shares of our common stock. Because of certain down-round protection in the conversion rate of the convertible notes, we determined that the derivative liability related to the embedded conversion feature met the criteria for bifurcation. Accordingly, we recognized an aggregate liability of $123,000 on the three issuance dates during the year ended December 31, 2014. This was in addition to the carrying value of the derivative liability on three previously recorded derivatives of $178,000. The derivative liability is carried at fair value with changes in the fair value reflected in the “Adjustment to the fair value of embedded derivatives” line item of our condensed consolidated statements of operations. We recognized a non-cash benefit for the nine months ended September 30, 2015 of approximately $41,000 on a total of three convertible notes. In addition, the relative fair value of the warrants issued in the December 2013 convertible note issuance of $250,000, were allocated to additional paid-in capital. Such value was determined assuming volatility of 149.1%, a risk free interest rate of 0.7% and an expected term of 4.1 years. The resulting debt discount from the derivative liability and warrant issuance of $109,000 is being accreted to interest using the effective interest method. The relative fair value of the warrants issued in the February 2014 convertible note issuance of $200,000, were allocated to additional paid-in capital. Such value was determined assuming volatility of 169.1, a risk free interest rate of 0.7% and an expected term of 4.1 years. The resulting debt discount from the derivative liability and warrant issuance of $101,000 is being accreted to interest using the effective interest method. The relative fair value of the warrants issued in the March 2014 convertible note issuance of $300,000, were allocated to additional paid-in capital. Such value was determined assuming volatility of 168.8%, a risk free interest rate of 0.8% and an expected term of 4.1 years. The resulting debt discount from the derivative liability and warrant issuance of $154,000 is being accreted to interest using the effective interest method. On November 1 and December 1, 2013, and on January 1, February 1 and March 1, 2014, we issued convertible notes to our financial advisory firm in the principal amount of $30,000 each for a total of $150,000, which matured on October 31, November 30 and December 31, 2014, and on January 31 and February 28, 2015, respectively. On April 1, May 1 and June 1, 2014, we issued convertible notes to our financial advisory firm in the principal amount of $20,000 each, for a total of $60,000, which matured on March 31, April 30 and May 31, 2015, respectively. On July 1, 2014, we issued convertible notes to our financial advisory firm in the principal amount of $10,000, which matured on June 30, 2015. Each of the Convertible Notes bear interest at the rate of 8% per annum compounded annually, are payable at maturity and the principal and interest outstanding under the convertible notes are convertible into shares of our common stock, at any time after issuance, at the option of the purchaser, at a conversion price equal to $0.02 per share. Unless waived in writing by the purchaser, no conversion of the convertible notes can be effected to the extent that as a result of such conversion the purchaser would beneficially own more than 9.99% in the aggregate of our issued and outstanding common stock immediately after giving effect to the issuance of common stock upon conversion. Line of C redit On September 30, 2013, we entered into a loan and security agreement (the “Loan Agreement”) with Alpha Capital Anstalt (“Alpha Capital”) and Collateral Services, LLC to provide financing, on a discretionary basis, for one year, against our accounts receivable and inventory. The maximum amount that could be borrowed under the Loan Agreement was $500,000. We had the right to borrow up to 80% of our eligible accounts receivable, not in excess of $200,000, 50% of the value of our raw materials in inventory, 65% of our finished goods inventory and 95% of cash, but not in the aggregate amount in excess of $300,000. The advances were secured by a lien on all of our assets. All advances under the Loan Agreement bear interest at a per annum rate of 12% and monthly interest shall be a minimum of $500. At the time of initial funding we paid a loan fee of 50 shares of our Series D Preferred Shares to the lender, in addition to other payments for legal fees. In addition, we paid the collateral agent an initial fee of $5,000 and have agreed to pay an administrative fee to the collateral agent of 0.5% per month of the daily balance during the preceding month or $500 whichever is less. In the event that of a prepayment, we are obligated to pay a prepayment fee in an amount equal to one-half of one percent (0.5%) of $500,000. On September 30, 2013, we requested and received an initial borrowing under the Loan Agreement totaling $350,000. Subsequently, on October 21, 2013, we requested and received an additional $100,000 and on November 20, 2013, we requested and received an additional $50,000. As of December 31, 2014, the balance outstanding under our line of credit was $500,000. On February 27, 2015, we agreed to extend the term of the Loan Agreement for one year, and to exchange the $500,000 plus interest owing under the Loan Agreement for a one year, 8%, convertible note. As of September 30, 2015, a $400,000 convertible note, along with approximately $21,000 in accrued interest, was outstanding. We are no longer able to make borrowings under the Loan Agreement. The convertible note had been convertible at $0.01 per share of common stock but as part of obtaining Alpha’s consent in order to enable Southridge to sell our shares at a price below $0.01 per share of common stock under the December Equity Purchase Agreement, (i) in September 2015 we agreed to reduce the convertible price to $0.005 per share of its common stock and (ii) in October 2015 Andalay agreed to reduce the convertible price to $0.005 per share of its common stock. On the date we issued the convertible note to Alpha Capital, our stock price was $0.0155 per share of common stock. As a result of the difference between the stock price at the time of issuance and the conversion price, we recorded a beneficial conversion feature in the amount of $275,000 as a reduction to the Convertible Note and an increase in additional paid-in capital on our condensed consolidated balance sheets. The beneficial conversion feature is being amortized over the 12 month term of the Note. We recorded additional interest expense of approximately $183,000 during the nine months ended September 30, 2015 for accretion of interest on the debt discount related to the beneficial conversion feature. |
Note 10 - Stockholders' Deficit
Note 10 - Stockholders' Deficit | 9 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 10 . Stockholders’ Deficit We have 1,251,000,000 shares of capital stock authorized under our certificate of incorporation, consisting of 1,250,000,000 shares of common stock and 1,000,000 shares of preferred stock. As of September 30, 2014, we had authorized (i) 2,000 shares of Series A Convertible Preferred Stock, par value $0.001, (ii) 4,000 shares of Series B 4% Convertible Preferred Stock, par value $0.001, (iii) 1,175 shares of our Series C 8% Convertible Preferred Stock, par value $0.001, and (iv) 1,180 shares of our Series D 8% Convertible Preferred Stock, par value $0.001. All preferred stock has been converted or cancelled and none remain outstanding On March 11, 2014, we filed a Registration Statement on Form S-1/A to register 35 million shares of common stock related to our Equity Purchase Agreement with Southridge and on March 21, 2014, the SEC declared the Registration Statement effective. On March 26, 2014, we submitted an initial take-down request of $300,000 to Southridge pursuant to the terms of the Equity Purchase Agreement of which partial proceeds of $100,000 was received on March 31, 2014 and $200,000 on April 16, 2014. On April 17, 2014, we issued 8,079,800 shares of our common stock in a Section 3(a) (10) proceeding that generated proceeds in the amount of $250,000 in full settlement of a claim (see Note 17. Commitments and Contingencies). On June 4, 2014, June 18, 2014 and July 8, 2014, we submitted additional take-down requests for $100,000, $100,000 and $125,000, respectively, pursuant to the terms of the Equity Purchase Agreement. We issued a total of 31,760,578 shares of our common stock at an average price of $0.02 per share pursuant to the terms of the Equity Purchase Agreement. We have approximately 3.2 million shares remaining under our effective Form S-1 and available pursuant to the terms of our Equity Purchase Agreement following our take-downs through August 11, 2014. On January 23, 2014, we entered into an Equity Purchase Agreement with Southridge Partners II, LP (“Southridge”). Pursuant to the Equity Purchase Agreement, Southridge committed to purchase up to $5,000,000 worth of our common stock, over a period of time terminating on the earlier of: (i) 18 months from the effective date of the registration statement to be filed by us for the Equity Purchase Agreement; or (ii) the date on which Southridge has purchased an aggregate maximum purchase price of $5,000,000 pursuant to the New Equity Purchase Agreement; Southridge’s commitment to purchase our common stock was subject to various conditions, including, but not limited to, limitations based on the trading volume of our common stock. On March 11, 2014, we filed a Registration Statement on Form S-1/A to register 35 million shares of common stock related to our Equity Purchase Agreement with Southridge and on March 21, 2014, the Securities and Exchange Commission declared the Registration Statement effective. On March 26, 2014, we submitted an initial take-down request of $300,000 to Southridge pursuant to the terms of the Equity Purchase Agreement of which partial proceeds of $100,000 was received on March 31, 2014 and $200,000 on April 16, 2014. On June 4, 2014, June 18, 2014 and July 8, 2014, we submitted additional take-down requests for $100,000, $100,000 and $125,000, respectively, pursuant to the terms of the Equity Purchase Agreement. Pursuant to the terms of our Equity Purchase Agreement, a placement fee of one million shares of unregistered common stock was due to Southridge pursuant to the terms of the Equity Purchase Agreement. As of March 31, 2014, we issued 500,000 shares of unregistered common stock due upon the declaration of effectiveness of our Form S-1/A by the SEC of our Form S-1/A. In April 2014, we issued the remaining 500,000 shares of unregistered common stock to Southridge upon the completion of our initial take-down request under the Equity Purchase Agreement. On December 10, 2014, we entered into the December Equity Purchase Agreement with Southridge, that superseded our Prior Equity Purchase Agreement with Southridge that was entered into on January 23, 2014. The terms of the December Equity Purchase Agreement are substantially similar to those of the Prior Equity Purchase Agreement. Pursuant to the December Equity Purchase Agreement and as provided in the Prior Equity Purchase Agreement, Southridge committed to purchase up to $5,000,000 worth of our common stock, over a period of time terminating on the earlier of: (i) 18 months from the effective date of the registration statement to be filed by us for the Equity Purchase Agreement; or (ii) the date on which Southridge has purchased an aggregate maximum purchase price of $5,000,000 pursuant to the December Equity Purchase Agreement; Southridge’s commitment to purchase our common stock is subject to various conditions, including, but not limited to, limitations based on the trading volume of our common stock. We submitted various take-down requests during the first quarter of 2015 pursuant to the terms of the December Equity Purchase Agreement. As of November 12, 2015, 84,113,042 shares had been sold at an average price of $0.0131 per share, resulting in total proceeds of approximately $1.1 million. Pursuant to the terms of the December Equity Purchase Agreement we agreed to pay Southridge a commitment fee of 1,000,000 shares of our common stock, of which 500,000 shares of our common stock were paid to Southridge on January 16, 2015, the date that the registration statement was declared effective and the remaining 500,000 shares of common stock were paid on January 20, 2015, the date that we delivered our first Draw Down Notice to Southridge. We valued the issuance of these shares based on the closing price of the stock as of January 16, 2015, $0.0169 for 500,000, and as of January 20, 2015, $0.0161 for 500,000, and we recorded $16,500 as a reduction in “Additional Paid-In Capital” on our condensed consolidated balance sheets. On July 31, 2015, we filed a Registration Statement on Form S-1/A to register 150 million shares of common stock related to our December Equity Purchase Agreement with Southridge and on August 12, 2015, the SEC declared the Registration Statement effective. On August 27, 2015, we submitted an initial take-down request of $100,000 to Southridge pursuant to the terms of the December Equity Purchase Agreement and subsequent take-down requests of $100,000 as of October 13, 2015 and $100,000 as of November 2, 2015. As of November 12, 2015, 56,860,050 shares had been sold under the registration statement that was declared effective on August 12, 2015, at an average price of $0.00361 per share, resulting in total proceeds of approximately $205,000. |
Note 11 - Stock Option Plan and
Note 11 - Stock Option Plan and Stock Incentive Plan | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 1 1 . Stock Option Plan and Stock Incentive Plan On August 8, 2006, we adopted the Akeena Solar, Inc. 2006 Stock Incentive Plan (the “Stock Plan”) pursuant to which shares of common stock are available for issuance to employees, directors and consultants under the Stock Plan as restricted stock and/or options to purchase common stock. The Stock Plan allows for issuance of up to 125,000,000 shares and there were 120,586,033 shares available for issuance under the Stock Plan as of September 30, 2015. Restricted stock and options to purchase common stock may be issued under the Stock Plan. The restriction period on restricted stock grants generally expires at a rate of 25% per year over four years, unless decided otherwise by our Compensation Committee. Options to purchase common stock generally vest and become exercisable as to one-third of the total amount of shares subject to the option on each of the first, second and third anniversaries from the date of grant. Options to purchase common stock generally have a 5-year term. We use the Black-Scholes-Merton Options Pricing Model (“Black-Scholes”) to estimate fair value of our employee and our non-employee director stock-based awards. Black-Scholes requires various judgmental assumptions, including estimating stock price volatility, expected option life and forfeiture rates. If we had made different assumptions, the amount of our deferred stock-based compensation, stock-based compensation expense, gross margin, net loss and net loss per share amounts could have been significantly different. We believe that we have used reasonable methodologies, approaches and assumptions to determine the fair value of our common stock, and that our deferred stock-based compensation and related amortization were recorded properly for accounting purposes. If any of the assumptions we used change significantly, stock-based compensation expense may differ materially in the future from that recorded in the current period. We measure compensation expense for non-employee stock-based compensation under Accounting Standards Codification 505-50, “Equity-Based Payments to Non-Employees.” We recognized stock-based compensation expense of approximately $38,000 and $50,000 during the three months ended September 30, 2015 and 2014, respectively, and approximately $147,000 and $321,000 during the nine months ended September 30, 2015 and 2014, respectively, relating to compensation expense calculated based on the fair value at the time of grant for restricted stock and based on Black-Scholes for stock options granted under the Stock Plan. Stock-based compensation expense for the nine months ended September 30, 2014, included $160,000, related to the issuance of convertible notes for our financial advisor. The following table sets forth a summary of restricted stock activity for the nine months ended September 30, 2015: Number of Restricted Shares Weighted-Average Grant Date Fair Value Outstanding and not vested beginning balance as of January 1, 2015 7,186 $ 2.16 Granted — $ — Forfeited/cancelled — $ — Released/vested (7,186 ) $ 2.16 Outstanding and not vested as of September 30, 2015 — $ — Restricted stock is valued at the grant date fair value of the common stock and expensed over the requisite service period or vesting period. We estimate forfeitures when recognizing stock-based compensation expense for restricted stock, and the estimate of forfeitures is adjusted over the requisite service period should actual forfeitures differ from such estimates. As of September 30, 2015, there was no remaining unrecognized stock-based compensation expense associated with the granting of unvested restricted stock. As of December 31, 2014, there was approximately $7,000 of unrecognized stock-based compensation expense associated with unvested restricted stock. The total fair value of shares vested during the nine months ended September 30, 2015 and 2014, was approximately $7,000 and $31,000, respectively. Tax benefits resulting from tax deductions in excess of the compensation cost recognized (excess tax benefits) are classified as financing cash flows on our consolidated statements of cash flows. During the three and nine months ended September 30, 2015 and 2014, there were no excess tax benefits relating to restricted stock and therefore there is no impact on the accompanying condensed consolidated statements of cash flows. The following table sets forth a summary of stock option activity for the nine months ended September 30, 2015: Number of Shares Subject to Option Weighted- Average Exercise Price Outstanding as of January 1, 2015 37,034,483 $ 0.03 Granted — $ — Forfeited/cancelled/expired 37,034,483 $ 0.03 Exercised — $ — Outstanding as of September 30, 2015 — $ — Exercisable as of September 30, 2015 — $ — Stock options are valued at the estimated fair value grant date or the measurement date and expensed over the requisite service period or vesting period. The weighted-average volatility was based upon the historical volatility of our common stock price. There were no stock options granted during the three and nine months ended September 30, 2015 and 2014. On September 30, 2015, the Board of Directors cancelled all outstanding stock options. The 37,034,483 cancelled stock options include 15 million options issued to Steven Chan, our Chief Executive Officer. We have no plans to reissue stock options for at least the next six months to any of our officers, directors, employees or contractors. We are attempting to reduce cash compensation expenses with our officers, employees and contractors and are discussing both flexible and reduced workloads as well as offers to exchange restricted stock of Andalay Solar for reduced cash compensation. The weighted-average remaining contractual term for the stock options outstanding (vested and expected to vest) and exercisable as December 31, 2014, was 4.4 years. The total estimated fair value of stock options vested during the nine months ended September 30, 2014 was approximately $29,000. The aggregate intrinsic value of stock options outstanding as of September 30, 2015 was zero. We estimate forfeitures when recognizing stock-based compensation expense for stock options and the estimate of forfeitures is adjusted over the requisite service period should actual forfeitures differ from such estimates. As of December 31, 2014, there was approximately $514,000 of unrecognized stock-based compensation expense associated with stock options granted. Stock-based compensation expense relating to these stock options is being recognized over a weighted-average period of 3.1 years. Tax benefits resulting from tax deductions in excess of the compensation cost recognized (excess tax benefits) is classified as financing cash flows on our consolidated statements of cash flows. During the three and nine ended September 30, 2015, there were no excess tax benefits relating to stock options and therefore there is no impact on the accompanying consolidated statements of cash flows. |
Note 12 - Stock Warrants and Wa
Note 12 - Stock Warrants and Warrant Liability | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Text Block [Abstract] | |
Derivatives and Fair Value [Text Block] | 1 2 . Stock Warrants and Warrant Liability On December 19, 2013 and February 25, 2014, we entered into securities purchase agreements with certain institutional accredited investors relating to the sale and issuance of (i) convertible notes in the principal amount of $250,000, $200,000 and $300,000 that mature on December 19, 2015, February 25, 2016 and March 19, 2016, respectively and (ii) five- year warrants (with a cashless exercise feature under certain circumstances) to purchase 6,250,000, 5,000,000 and 7,500,000 shares, respectively, of our common stock at an exercise price of $0.02 per share, subject to adjustment under certain circumstances. See Note 9 for further discussion of the issuance of the convertible notes. The following table summarizes the Warrant activity for the nine months ended September 30, 2015: Warrants for Number of Shares Weighted-Average Exercise Price Outstanding as of January 1, 2015 22,148,045 $ 0.23 Issued — — Exercised — — Cancelled/expired — — Outstanding as of September 30, 2015 22,148,045 $ 0.23 The majority of our warrants outstanding are not exercisable for nine months from the date of issuance and are exercisable for either 4.5 years or 5 years thereafter. Our outstanding warrants expire on various dates between December 2015 and March 2019. |
Note 13 - Earnings Per Share
Note 13 - Earnings Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | 1 3 . Earnings Per Share On January 1, 2009, we adopted Accounting Standards Codification 260 (formerly Financial Accounting Standards Board Staff Position (“FSP”) Emerging Issues Task Force (“EITF 03-6-1”) (“ASC 260”), Determining Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities Earnings Per Share In accordance with the ASC 260, basic net income (loss) per share is computed by dividing net income (loss), excluding net income (loss) attributable to participating securities, by the weighted average number of shares outstanding less the weighted average unvested restricted shares outstanding. Diluted net income (loss) per share is computed by dividing net income (loss), excluding net income (loss) attributable to participating securities, by the denominator for basic net income (loss) per share and any dilutive effects of stock options, restricted stock, convertible notes and warrants. Three Months Ended September 30 , Nine Months Ended September 30 , 2015 2014 2015 2014 Basic: Numerator: Net loss $ (720,353 ) $ (570,551 ) $ (2,072,548 ) $ (1,271,934 ) Preferred deemed dividend and preferred stock dividend — (83 ) — (18,927 ) Less: Net loss allocated to participating securities — 598 6 5,973 $ (720,353 ) $ (570,036 ) $ (2,072,554 ) $ (714,959 ) Denominator: Weighted-average shares outstanding 416,495,549 240,593,277 383,035,331 189,005,946 Weighted-average unvested restricted shares outstanding — (251,969 ) (1,095 ) (874,811 ) Denominator for basic net loss per share 416,495,549 240,341,308 383,034,236 188,131,135 Basic net loss per share attributable to common stockholders $ (0.00 ) $ (0.00 ) $ (0.01 ) $ (0.01 ) The following table sets forth potential shares of common stock at the end of each period presented that are not included in the calculation of diluted net loss per share because to do so would be anti-dilutive: September 30, 2015 December 31, 201 4 Stock options outstanding — 37,034,483 Unvested restricted stock — 7,186 Warrants to purchase common stock 22,148,045 22,148,045 |
Note 14 - Concentration of Risk
Note 14 - Concentration of Risk | 9 Months Ended |
Sep. 30, 2015 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure [Text Block] | 1 4 . Concentration of Risk Supplier Relationships We began receiving product from Tianwei in February 2014 and stopped as of June 2014. In July 2014, we entered into a supply agreement for assembly of our proprietary modules with Auxin Solar, Inc., a panel supplier located in the United States. We began receiving product from Auxin in December 2014. In June 2015, we entered into a license agreement with Hyundai whereby we granted Hyundai the right to produce Andalay compatible modules. Hyundai began shipping Andalay compatible modules as of May 2015. We do not have any commitment from Hyundai to produce Andalay compatible modules and Hyundai could terminate its relationship with us at any time. Although we believe we can find alternative suppliers for solar panels manufactured to our specifications, our operations would be disrupted and our inventory and revenue could diminish significantly unless we are able to rapidly secure alternative sources of supply from first tier bankable suppliers such as Hyundai. Historically, we obtained virtually all of our solar panels from Suntech and Lightway. During 2012, because of our cash position and liquidity constraints, we were late in making payments to both of these suppliers. On March 30, 2012, pursuant to our Supply Agreement with Lightway, we issued 1,900,000 shares of our common stock to Lightway in partial payment of our past due account payable to them. At the time of issuance, the shares were valued at $1,045,000. On May 1, 2012, Suntech filed a complaint for breach of contract, goods sold and delivered, account stated and open account against us in the Superior Court of the State of California, County of San Francisco. Suntech alleged that it delivered products and did not receive full payment from us. On July 31, 2012, we and Suntech entered into a settlement of this dispute. Because of our inability to make scheduled settlement payments, on March 15, 2013, Suntech entered a judgment against us in the amount of $946,438. As of September 30, 2015, Suntech has not sought to enforce its judgment. As of September 30, 2015, we have included in accounts payable in our condensed consolidated balance sheets a balance due to Suntech America of $946,438. We currently have no unshipped orders from Suntech or Lightway. Customer Relationships The relative magnitude and the mix of revenue from our largest customers have varied significantly quarter to quarter. During the nine months ended September 30, 2015, two customers have accounted for significant revenues, varying by period, to our company: Smart Energy Today (“Smart Energy”), which specializes in helping home owners and business owners become more energy efficient and Rectify LLC, a residential solar installer in Indiana. For the nine months ended September 30, 2015 and 2014, the percentages of sales of our top two customers are as follows: Nine Months Ended September 30 , 2015 2014 Smart Energy Today 30.4 % 13.5 % Rectify LLC 10.8 % — Saddleback Cellars — — WDC Solar, Inc. — 14.7 % JCF Wholesale — 10.6 % The percentage of our gross accounts receivable for our top customers as of September 30, 2015 and December 31, 2014, are as follows: September 30, 2015 December 31, 2014 WDC Solar, Inc. 54.6 % 40.1 % Lowe’s Retail 11.4 % 16.8 % Hyundai Heavy Industries, Co., Ltd 10.7 % — We maintain reserves for potential credit losses and such losses, in the aggregate, have generally not exceeded management’s estimates. Our top three suppliers accounted for approximately 24% and 39% of purchases as of September 30, 2015 and December 31, 2014, respectively. As of September 30, 2015 and December 31, 2014, accounts payable included amounts owed to our top three suppliers of approximately $29,000 and $0, respectively. |
Note 15 - Fair Value Measuremen
Note 15 - Fair Value Measurement | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | 1 5 . Fair Value Measurement We use a fair-value approach to value certain assets and liabilities. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. We use a fair value hierarchy, which distinguishes between assumptions based on market data (observable inputs) and an entity’s own assumptions (unobservable inputs). The hierarchy consists of three levels: • Level one — Quoted market prices in active markets for identical assets or liabilities; • Level two — Inputs other than level one inputs that are either directly or indirectly observable; and • Level three — Unobservable inputs developed using estimates and assumptions, which are developed by the reporting entity and reflect those assumptions that a market participant would use. Determining which category an asset or liability falls within the hierarchy requires significant judgment. We evaluate our hierarchy disclosures each quarter. Assets and liabilities measured at fair value on a recurring basis are summarized as follows: Liabilities Level 1 Level 2 Level 3 December 31, 201 4 Fair value of derivative liability – embedded conversion feature $ — $ — $ 129,598 $ 129,598 Total $ — $ — $ 129,598 $ 129,598 On August 30, 2013, November 25, 2013 and December 19, 2013, we entered into securities purchase agreements relating to the sale and issuance of convertible notes in the principal amounts of $200,000, $200,000 and $250,000. Each of the Convertible Notes are convertible into shares of our common stock, at any time after issuance, at the option of the purchaser, at a conversion price equal to $0.02, subject to adjustment upon the happening of certain events, including stock dividends, stock splits and the issuance of common stock equivalents at a price below the conversion price. Subject to our fulfilling certain conditions, including beneficial ownership limits, the convertible notes are subject to a mandatory conversion if the closing price of our common stock for any 20 consecutive days commencing six months after the issue date of the convertible notes equal or exceeds $0.04 per share. The terms of the convertible notes meet the criteria for the bifurcation of an embedded derivative. Therefore, we recorded the fair value of the embedded derivative liability as of the issuance date for each of the convertible notes for an aggregate fair value of $243,889. We use a model based on Monte Carlo simulation to value the embedded conversion feature of our notes payable that are subject to fair value liability accounting. The determination of the fair value as of the reporting date is affected by our stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to, expected stock price volatility over the term of the security and risk-free interest rate. In addition, the model uses multiple Monte Carlo simulations requiring the input of an expected life for the securities for which we have estimated and expectations of the timing and amount of future financing we may require. The fair value of the embedded conversion feature liability is revalued each balance sheet date utilizing our Monte Carlo simulation-based model computations with the decrease or increase in fair value being reported in the statement of Operations as other income or expense, respectively. The primary factors affecting the fair value of the embedded conversion feature liability are our stock price and volatility. In addition, the use of a Monte Carlo simulation-based model requires the input of highly subjective assumptions, and other reasonable assumptions could provide differing results. During the nine months ended September 30, 2015, the Monte Carlo simulation-based model was used to calculate the fair value of the embedded conversion feature based on a stock price of between $0.011 and $0.036 and a volatility of between 94.4% and 99.7%. The following table shows the changes in Level 3 liabilities measured at fair value on a recurring basis for the nine months ended September 30, 2015: Derivative Liability – Embedded Conversion Feature Total Level 3 Beginning balance – January 1, 2015 $ 129,598 $ 129,598 Issuances — — Conversions (88,333 ) (88,333 ) Total realized and unrealized gains or losses (41,265 ) (41,265 ) Ending balance – September 30, 2015 $ — $ — |
Note 16 - Income Taxes
Note 16 - Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | 1 6 . Income Taxes Deferred income taxes arise from timing differences resulting from income and expense items reported for financial account and tax purposes in different periods. A deferred tax asset valuation allowance is recorded when it is more likely than not that deferred tax assets will not be realized. During the three and nine months ended September 30, 2015, there was no income tax expense or benefit for federal and state income taxes in the accompanying condensed consolidated statements of operations due to our net loss and a valuation allowance on the resulting deferred tax asset. Our deferred tax asset has a 100% valuation allowance. |
Note 17 - Commitments and Conti
Note 17 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | 1 7 . Commitments and Contingencies Litigation We are involved in litigation from time to time in the ordinary course of business. In the opinion of management, the outcome of such proceedings will not materially affect our financial position, results of operations or cash flows. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Liquidity and Financial Position, Policy [Policy Text Block] | Liquidity and Financial Position We currently face challenges meeting the working capital needs of our business. Our primary requirements for working capital are to fund paying for costs associated with product management and licensing, sales efforts with certain prospective installers and distributors, ongoing operating expenses including our payroll, historical debt and accounts payable and purchases for solar mounting hardware equipment. As part of our new strategy to focus on licensing and distribution partnerships rather than directly operating a distribution business, we anticipate having less need to fund the purchase of panels and microinverters that had previously constituted a high percentage of our working capital needs. We have incurred net losses and negative cash flows from operations for the nine months ended September 30, 2015 and for each of the years ended December 31, 2014 and 2013. During recent years, we have undertaken several equity and debt financing transactions to provide the capital needed to sustain our business. We have dramatically reduced our headcount and other variable expenses as well as office lease expense. As of September 30, 2015, we had approximately $42,000 in cash on hand. We intend to address ongoing working capital needs through revenue derived from operations and sales of remaining inventory, along with raising additional debt and equity financing. Our revenue levels remain difficult to predict, and as we anticipate we will continue to sustain losses in the near term, we cannot assure investors that we will be successful in reaching break-even. In September 2013, we entered into a supply agreement for assembly of our proprietary modules with Tianwei New Energy Co, Ltd., a panel supplier located in China. We began receiving product from Tianwei in February 2014 and stopped as of June 2014. In July 2014, we entered into a supply agreement for assembly of our proprietary modules with Auxin Solar, Inc., a panel supplier located in the United States. In December 2014, we began distributing panels from Auxin. In June 2015, we entered into a license agreement with Hyundai Heavy Industries Co., Ltd. whereby we granted Hyundai the right to produce Andalay compatible modules. Hyundai began shipping Andalay compatible modules as of May 2015. We do not have any commitment from Hyundai to produce Andalay compatible modules and Hyundai could terminate its relationship with us at any time. Although we believe we can find alternative suppliers for solar panels manufactured to our specifications, our operations would be disrupted unless we are able to rapidly secure alternative sources of supply from first tier bankable suppliers such as Hyundai, our inventory and revenue could diminish significantly, causing disruption to our operations. The accompanying consolidated financial statements have been prepared assuming we will continue as a going concern. Our significant operating losses, negative cash flow from operations, and challenges in rapidly securing alternative sources of supply for solar panels, raise substantial uncertainty about our ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty, and contemplate the realization of assets and the settlement of liabilities and commitments in the normal course of business. There can be no assurance that we will be able to raise additional funds on commercially reasonable terms, if at all. There is uncertainty to our anticipated revenue levels and to the timing of cash receipts, which are needed to support our operations. As part of the shift to focus purely on our new strategy, ongoing revenues are expected to be minimal unless and until we can start to ramp up the licensing related sales. We expect this ramp up to occur no earlier than the Spring or Summer 2016 due to the long evaluation process that these installers customarily engage in as well as the seasonality of the solar industry with relatively lower sales in the Winter months. This delay is expected to make it more difficult for us to obtain equity and debt financing. We currently anticipate that we will retain all of our earnings, if any, for development of our business and repayment of historical debt and accounts payable, and do not anticipate paying any cash dividends on common stock in the foreseeable future. |
Debt, Policy [Policy Text Block] | Securities Purchase Agreement Because of certain down-round protection in the conversion rate of certain outstanding convertible notes, we determined that the derivative liability related to the embedded conversion feature met the criteria for bifurcation. Accordingly, we recognized an aggregate liability of $123,000 on the three issuance dates during the year ended December 31, 2014. This was in addition to the carrying value of the derivative liability on three previously recorded derivatives of $178,000. The derivative liability is carried at fair value with changes in the fair value reflected in the “Adjustment to the fair value of embedded derivatives” line item of our condensed consolidated statements of operations. We recognized a non-cash benefit for the nine months ended September 30, 2015 of approximately $41,000 on a total of three convertible notes. In addition, the relative fair value of the warrants issued in the December 2013 convertible note issuance of $250,000, were allocated to additional paid-in capital. Such value was determined assuming volatility of 149.1%, a risk free interest rate of 0.7% and an expected term of 4.1 years. The resulting debt discount from the derivative liability and warrant issuance of $109,000 is being accreted to interest using the effective interest method. The relative fair value of the warrants issued in the February 2014 convertible note issuance of $200,000, were allocated to additional paid-in capital. Such value was determined assuming volatility of 169.1, a risk free interest rate of 0.7% and an expected term of 4.1 years. The resulting debt discount from the derivative liability and warrant issuance of $101,000 is being accreted to interest using the effective interest method. The relative fair value of the warrants issued in the March 2014 convertible note issuance of $300,000, were allocated to additional paid-in capital. Such value was determined assuming volatility of 168.8%, a risk free interest rate of 0.8% and an expected term of 4.1 years. The resulting debt discount from the derivative liability and warrant issuance of $154,000 is being accreted to interest using the effective interest method. On November 1 and December 1, 2013, and on January 1, February 1 and March 1, 2014, we issued convertible notes to our financial advisory firm in the principal amount of $30,000 each for a total of $150,000, which matured on October 31, November 30 and December 31, 2014, and on January 31 and February 28, 2015, respectively. On April 1, May 1 and June 1, 2014, we issued convertible notes to our financial advisory firm in the principal amount of $20,000 each, for a total of $60,000, which matured on March 31, April 30 and May 31, 2015, respectively. On July 1, 2014, we issued convertible notes to our financial advisory firm in the principal amount of $10,000, which matured on June 30, 2015. Each of the Convertible Notes bear interest at the rate of 8% per annum compounded annually, are payable at maturity and the principal and interest outstanding under the convertible notes are convertible into shares of our common stock, at any time after issuance, at the option of the purchaser, at a conversion price equal to $0.02 per share. Unless waived in writing by the purchaser, no conversion of the convertible notes can be effected to the extent that as a result of such conversion the purchaser would beneficially own more than 9.99% in the aggregate of our issued and outstanding common stock immediately after giving effect to the issuance of common stock upon conversion. Equity Purchase Agreement On January 23, 2014, we entered into an Equity Purchase Agreement with Southridge Partners II, LP (“Southridge”), that superseded our prior Equity Purchase Agreement with Southridge that was entered into on November 25, 2013 (the “Prior Equity Purchase Agreement”). The terms of the January 2014 Purchase Agreement are identical to those of the Prior Equity Purchase Agreement other than that the New Equity Purchase Agreement provides that the Agreement may not be amended by either party. Pursuant to the Equity Purchase Agreement and as provided in the Prior Equity Purchase Agreement, Southridge has committed to purchase up to $5,000,000 worth of our common stock, over a period of time terminating on the earlier of: (i) 18 months from the effective date of the registration statement to be filed by us for the Purchase Agreement; or (ii) the date on which Southridge has purchased an aggregate maximum purchase price of $5,000,000 pursuant to the Equity Purchase Agreement; Southridge’s commitment to purchase our common stock was subject to various conditions, including, but not limited to, limitations based on the trading volume of our common stock. On March 11, 2014, we filed a Registration Statement on Form S-1/A to register 35 million shares of common stock related to our Equity Purchase Agreement with Southridge and on March 21, 2014, the SEC declared the Registration Statement effective. On March 26, 2014, we submitted an initial take-down request of $300,000 to Southridge pursuant to the terms of the Purchase Agreement of which partial proceeds of $100,000 was received on March 31, 2014 and $200,000 on April 16, 2014. On June 4, 2014, June 18, 2014 and July 8, 2014, we submitted additional take-down requests for $100,000, $100,000 and $125,000, respectively, pursuant to the terms of the Purchase Agreement. On December 10, 2014, we entered into the December Equity Purchase Agreement with Southridge that superseded the Equity Purchase Agreement. The terms of the December Equity Purchase Agreement are substantially similar to those of the Prior Equity Purchase Agreement. Pursuant to the December Equity Purchase Agreement and as provided in the Prior Equity Purchase Agreement, Southridge committed to purchase up to $5,000,000 worth of our common stock, over a period of time terminating on the earlier of: (i) 18 months from the effective date of the registration statement to be filed by us for the Equity Purchase Agreement; or (ii) the date on which Southridge has purchased an aggregate maximum purchase price of $5,000,000 pursuant to the December Equity Purchase Agreement; Southridge’s commitment to purchase our common stock is subject to various conditions, including, but not limited to, limitations based on the trading volume of our common stock. We submitted various take-down requests during the first quarter of 2015 pursuant to the terms of the December Equity Purchase Agreement. As of November 12, 2015, 84,113,042 shares had been sold under the registration statement declared effective on August 12, 2015, at an average price of $0.0131 per share, resulting in total proceeds of approximately $1.1 million. On July 31, 2015, we filed a Registration Statement on Form S-1/A to register 150 million shares of common stock related to our December Equity Purchase Agreement with Southridge and on August 12, 2015, the SEC declared the Registration Statement effective. On August 27, 2015, we submitted an initial take-down request of $100,000 to Southridge pursuant to the terms of the December Equity Purchase Agreement and subsequent take-down requests of $100,000 as of October 13, 2015 and $100,000 as of November 2, 2015. As of November 12, 2015, 56,860,050 shares had been sold at an average price of $0.00361 per share, resulting in total proceeds of approximately $205,000. Pursuant to the terms of the December Equity Purchase Agreement we agreed to pay Southridge a commitment fee of 1,000,000 shares of our common stock, of which 500,000 shares of our common stock were due to Southridge on January 16, 2015, the date that the registration statement was declared effective and the remaining 500,000 shares of common stock were due on January 20, 2015, the date that we delivered our first Draw Down Notice to Southridge. We valued the issuance of these shares based on the closing price of the stock as of January 16, 2015, $0.0169 for 500,000, and as of January 20, 2015, $0.0161 for 500,000, and we recorded $16,500 as a reduction in “Additional Paid-In Capital” on our condensed consolidated balance sheets. On December 10, 2014, we also entered into a Registration Rights Agreement with Southridge pursuant to which we agreed to register shares of the common stock to be issued to Southridge in connection with the December Equity Purchase Agreement. Settlement of Potential Claims Agreement On January 22, 2014, we entered into a Settlement of Potential Claims Agreement with ASC Recap LLC (“ASCR”). Pursuant to the Agreement, ASCR has offered to purchase (and in one (1) case has already purchased) approximately $3.7 million of our prior debt owed to four creditors (“Creditors”) for past due services at a substantial discount to face value to which we have agreed to issue to ASCR certain shares of our common stock in a §3(a)(10) 1933 Act proceeding. The shares of our common stock that we have agreed to issue to ASCR in full payment for, and as a release of any debt it purchases from the Creditors, is anticipated to have, upon issuance, a market value equal to approximately 25% of the principal amount of our outstanding debt. In the case of the debt ASCR already purchased from one (1) Creditor, we entered into a Settlement Agreement and Stipulation on February 26, 2014 that was filed with the Circuit Court of the Second Judicial Circuit, Leon County, Florida pursuant to which we agreed, subject to court approval, to issue shares of our common stock that generate proceeds in the amount of $250,000 in full settlement of the claim in the amount of $1,027,705 that ASCR acquired from one Creditor (the value of the stock that we have agreed to issue was two hundred and fifty percent (250%) of the discounted purchase price ASCR paid to purchase the debt from the Creditor, and approximately 25% of the original amount we owed to the Creditor), resulting in a gain on settlement of $769,148, net of expenses. On March 24, 2014, the Circuit Court of the Second Judicial Circuit, Leon County, Florida, approved the §3(a)(10) 1933 Act proceeding and Settlement Agreement and Stipulation and in April 2014, we issued 8,079,800 shares of common stock at an average price of $0.031 for the full settlement of the agreement with ASCR. During June 2015, we settled a prior debt of approximately $957,000 owed to DLA Piper LLP (US) for $225,000 payable if Andalay achieves certain business milestones but in no event later than July 1, 2016. As part of this agreement, during the nine months ended September 30, 2015, we recorded a gain in other income of $733,000 as a result of this favorable settlement. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Revenue from sales of products is recognized when: (1) persuasive evidence of an arrangement exists, (2) delivery has occurred or services have been rendered, (3) the sale price is fixed or determinable, and (4) collection of the related receivable is reasonably assured. We recognize revenue when the solar power systems are shipped to the customer. Revenue from installation of a system is recognized when (1) persuasive evidence of an arrangement exists, (2) delivery has occurred or services have been rendered, (3) the sales price is fixed or determinable, and (4) collection of the related receivable is reasonably assured. In general, we recognize revenue upon completion of a system installation for residential installations and we recognize revenue under the percentage-of-completion method for commercial installations. Revenue recognition methods for revenue streams that fall under other categories are determined based on facts and circumstances. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents We consider all highly liquid investments with maturities of three months or less, when purchased, to be cash equivalents. We maintain cash and cash equivalents which consist principally of demand deposits with high credit quality financial institutions. At certain times, such amounts exceed FDIC insurance limits. We have not experienced any losses on these investments and, as of September 30, 2015 and December 31, 2014, we had no cash equivalents. |
Receivables, Policy [Policy Text Block] | Accounts Receivable Accounts receivable consist of trade receivables. We regularly evaluate the collectibility of our accounts receivable. An allowance for doubtful accounts is maintained for estimated credit losses, and such losses have historically been minimal and within our expectations. We consider a number of factors when estimating credit losses, including the aging of a customer’s account, creditworthiness of specific customers, historical trends and other information. |
Standard Product Warranty, Policy [Policy Text Block] | Manufacturer and Installation Warranties The manufacturer directly warrants the solar panels and inverters for a range from 15 to 25 years. We warrant the balance of system components of our products against defects in material and workmanship for five years. We assist our customers in the event of a claim under the manufacturer warranty to replace a defective solar panel or inverter. The warranty liability for the material and the workmanship of the balance of system components of approximately $854,000 as of September 30, 2015 and $938,000 as of December 31, 2014, is included within “Accrued warranty” in the accompanying consolidated balance sheets. During the three and nine months ended September 30, 2015, we recorded an $81,000 favorable adjustment to accrued warranty as a reduction in warranty expense. The liability for our warranty consists of the following: September 30, 2015 December 31, 2014 Beginning accrued warranty balance $ 938,466 $ 1,312,918 Reduction for labor payments and claims made under the warranty (107,669 ) (75,966 ) Adjustment to warranty liability for discontinued operations — (324,349 ) Accruals related to warranties issued during the period 23,283 25,863 Ending accrued warranty balance $ 854,080 $ 938,466 |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Patent Costs We capitalize external legal costs and filing fees associated with obtaining or defending our patents. Upon issuance of new patents or successful defense of existing patents, we amortize these costs using the straight line method over the shorter of the legal life of the patent or its economic life. We believe the remaining useful life we assign to these patents, approximately 9.25 years as of September 30, 2015, are reasonable. We periodically review our patents to determine whether any such cost have been impaired and are no longer being used. To the extent we are no longer using certain patents, the associated costs will be written off at that time. During the nine months ended September 30, 2015, we recorded an impairment of approximately $277,000 to the carrying value of our patents. |
Significant Accounting Policies and Estimates [Policy Text Block] | Significant Accounting Policies and Estimates There have been no material developments or changes to the significant accounting policies discussed in our 2014 Annual Report on Form 10-K or accounting pronouncements issued or adopted, except as described below. |
Segment Reporting, Policy [Policy Text Block] | Segment Reporting During the quarter we were engaged in two business segments, (i) we marketed, sold, designed and installed systems for residential and commercial customers and (ii) we sold our AC solar panels to solar installers, trade workers and do-it-yourself customers through distribution partnerships, our dealer network and retail outlets. As of August 2015, we are engaged in one business segment, which is the sale of our proprietary mounting hardware principally through distribution partnerships who will then sell to dealers and retail outlets. Operating segments are components of an enterprise for which separate financial information is available and is evaluated regularly by management in deciding how to allocate resources and in assessing performance. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued, Accounting Standards Update (“ASU”) ASU 2015-03 Interests — Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs In February 2015, the FASB issued ASU 2015-02 Consolidation (Topic 810) Amendments to the Consolidation Analysis In January 2015, ASU 2015-01 Income Statement — Extraordinary and Unusual Items (Subtopic 225-20) Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items In May 2014 the FASB issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers” (ASU 2014-09) In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Statements – Going Concern: Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern" ("ASU 2014-15"), to provide guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Since ASU 2014-15 only impacts financial statement disclosure requirements regarding whether there is substantial doubt about an entity's ability to continue as a going concern, we do not expect its adoption to have an impact on our condensed consolidated financial statements. In November 2014, the FASB issued ASU No. 2014-16, Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share Is More Akin to Debt or to Equity. In June 2015 the FASB issued ASU 2015-10, Technical Corrections and Improvements In July 2015 the FASB issued ASU 2015-11, Inventory: Simplifying the Measurement of Inventory. In August 2015 the FASB has issued ASU 2015-15, Interest - Imputation of Interest (Subtopic 835-30): 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 Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. |
Note 2 - Significant Accounti25
Note 2 - Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Product Warranty Liability [Table Text Block] | September 30, 2015 December 31, 2014 Beginning accrued warranty balance $ 938,466 $ 1,312,918 Reduction for labor payments and claims made under the warranty (107,669 ) (75,966 ) Adjustment to warranty liability for discontinued operations — (324,349 ) Accruals related to warranties issued during the period 23,283 25,863 Ending accrued warranty balance $ 854,080 $ 938,466 |
Note 3 - Segment Reporting (Tab
Note 3 - Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Revenue Distribution $ 168,351 $ 605,943 $ 630,974 $ 1,055,344 Installation 22,165 — 176,165 — $ 190,516 $ 605,943 $ 807,139 $ 1,055,344 Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Gross profit (loss) $ 148,146 $ 55,313 $ (252,219 ) $ 72,686 Distribution 8,120 — (59,375 ) — Installation $ 156,265 $ 55,313 $ (311,594 ) $ 72,686 September 30, 2015 December 31, 2014 Assets Distribution $ 826,087 $ 2,560,940 Installation 263 — $ 826,350 $ 2,560,940 |
Note 5 - Accounts Receivable (T
Note 5 - Accounts Receivable (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | September 30, 2015 December 31, 2014 Trade accounts $ 90,603 $ 154,172 Less: Allowance for bad debts (20,215 ) (24,882 ) Less: Allowance for returns — (10,834 ) $ 70,388 $ 118,456 |
Allowance for Credit Losses on Financing Receivables [Table Text Block] | Balance as of Beginning of Period Provisions, net Write-Off/ Recovery Balance as of End of Period Nine months ended September 30, 2015 $ 24,882 $ (4,672 ) $ 5 $ 20,215 Year ended December 31, 2014 $ 2,899 $ 36,763 $ (14,780 ) $ 24,882 |
Note 6 - Inventory (Tables)
Note 6 - Inventory (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | September 30, 2015 December 31, 2014 Finished goods $ 183,175 $ 669,706 Work in process 1,050 58,666 $ 184,225 $ 728,372 |
Note 7 - Property and Equipme29
Note 7 - Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | September 30, 2015 December 31, 2014 Office equipment $ 13,500 $ 436,051 Leasehold improvements — 123,278 Vehicles 17,993 17,992 31,493 577,321 Less: Accumulated depreciation and amortization (31,493 ) (576,622 ) $ — $ 699 |
Note 8 - Accrued Liabilities (T
Note 8 - Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities [Table Text Block] | September 30, 2015 December 31, 2014 Accrued salaries, wages, benefits and bonus $ 45,886 $ 45,586 Sales tax payable 5,277 662 Accrued accounting and legal fees 18,050 — Customer deposit payable 1,434 41,265 Accrued interest 44,214 5,683 Other accrued liabilities 20,370 11,033 $ 135,231 $ 104,229 |
Note 11 - Stock Option Plan a31
Note 11 - Stock Option Plan and Stock Incentive Plan (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Number of Restricted Shares Weighted-Average Grant Date Fair Value Outstanding and not vested beginning balance as of January 1, 2015 7,186 $ 2.16 Granted — $ — Forfeited/cancelled — $ — Released/vested (7,186 ) $ 2.16 Outstanding and not vested as of September 30, 2015 — $ — |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Number of Shares Subject to Option Weighted- Average Exercise Price Outstanding as of January 1, 2015 37,034,483 $ 0.03 Granted — $ — Forfeited/cancelled/expired 37,034,483 $ 0.03 Exercised — $ — Outstanding as of September 30, 2015 — $ — Exercisable as of September 30, 2015 — $ — |
Note 12 - Stock Warrants and 32
Note 12 - Stock Warrants and Warrant Liability (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure Text Block [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Warrants for Number of Shares Weighted-Average Exercise Price Outstanding as of January 1, 2015 22,148,045 $ 0.23 Issued — — Exercised — — Cancelled/expired — — Outstanding as of September 30, 2015 22,148,045 $ 0.23 |
Note 13 - Earnings Per Share (T
Note 13 - Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended September 30 , Nine Months Ended September 30 , 2015 2014 2015 2014 Basic: Numerator: Net loss $ (720,353 ) $ (570,551 ) $ (2,072,548 ) $ (1,271,934 ) Preferred deemed dividend and preferred stock dividend — (83 ) — (18,927 ) Less: Net loss allocated to participating securities — 598 6 5,973 $ (720,353 ) $ (570,036 ) $ (2,072,554 ) $ (714,959 ) Denominator: Weighted-average shares outstanding 416,495,549 240,593,277 383,035,331 189,005,946 Weighted-average unvested restricted shares outstanding — (251,969 ) (1,095 ) (874,811 ) Denominator for basic net loss per share 416,495,549 240,341,308 383,034,236 188,131,135 Basic net loss per share attributable to common stockholders $ (0.00 ) $ (0.00 ) $ (0.01 ) $ (0.01 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | September 30, 2015 December 31, 201 4 Stock options outstanding — 37,034,483 Unvested restricted stock — 7,186 Warrants to purchase common stock 22,148,045 22,148,045 |
Note 14 - Concentration of Ri34
Note 14 - Concentration of Risk (Tables) - Customer Concentration Risk [Member] | 9 Months Ended |
Sep. 30, 2015 | |
Sales Revenue, Goods, Net [Member] | |
Note 14 - Concentration of Risk (Tables) [Line Items] | |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | Nine Months Ended September 30 , 2015 2014 Smart Energy Today 30.4 % 13.5 % Rectify LLC 10.8 % — Saddleback Cellars — — WDC Solar, Inc. — 14.7 % JCF Wholesale — 10.6 % |
Accounts Receivable [Member] | |
Note 14 - Concentration of Risk (Tables) [Line Items] | |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | September 30, 2015 December 31, 2014 WDC Solar, Inc. 54.6 % 40.1 % Lowe’s Retail 11.4 % 16.8 % Hyundai Heavy Industries, Co., Ltd 10.7 % — |
Note 15 - Fair Value Measurem35
Note 15 - Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Liabilities Level 1 Level 2 Level 3 December 31, 201 4 Fair value of derivative liability – embedded conversion feature $ — $ — $ 129,598 $ 129,598 Total $ — $ — $ 129,598 $ 129,598 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Derivative Liability – Embedded Conversion Feature Total Level 3 Beginning balance – January 1, 2015 $ 129,598 $ 129,598 Issuances — — Conversions (88,333 ) (88,333 ) Total realized and unrealized gains or losses (41,265 ) (41,265 ) Ending balance – September 30, 2015 $ — $ — |
Note 1 - Basis of Presentatio36
Note 1 - Basis of Presentation and Description of Business (Details) | Apr. 13, 2011 | Sep. 30, 2015$ / sharesshares | Jun. 09, 2015shares | Dec. 31, 2014$ / sharesshares | [1] | Sep. 19, 2013shares | Aug. 11, 2006$ / shares | Aug. 10, 2006$ / sharesshares |
Note 1 - Basis of Presentation and Description of Business (Details) [Line Items] | ||||||||
Number of Shares of Target Company that Each Share of Common Stock Receives in a Merger Transaction | 1 | |||||||
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.01 | ||||
Common Stock, Shares Authorized | 1,250,000,000 | 1,250,000,000 | 1,250,000,000 | 500,000,000 | ||||
Reverse Stock Split [Member] | ||||||||
Note 1 - Basis of Presentation and Description of Business (Details) [Line Items] | ||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 4 | |||||||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 2 - Significant Accounti37
Note 2 - Significant Accounting Policies (Details) | Nov. 12, 2015USD ($)$ / sharesshares | Nov. 02, 2015USD ($)$ / sharesshares | Oct. 13, 2015USD ($) | Aug. 27, 2015USD ($) | Jul. 31, 2015shares | Jan. 20, 2015$ / sharesshares | Jan. 16, 2015$ / sharesshares | Dec. 10, 2014USD ($)shares | Mar. 31, 2014USD ($) | Jan. 23, 2014USD ($) | Aug. 31, 2015 | Jun. 30, 2015USD ($) | Apr. 30, 2014$ / sharesshares | Apr. 17, 2014USD ($)shares | Apr. 16, 2014$ / sharesshares | Apr. 16, 2014USD ($)$ / shares | Mar. 31, 2014USD ($)shares | Feb. 28, 2014USD ($) | Feb. 26, 2014USD ($) | Dec. 31, 2013USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2014USD ($) | Aug. 11, 2014shares | Jul. 08, 2014USD ($) | Jul. 01, 2014USD ($) | Jun. 18, 2014USD ($) | Jun. 04, 2014USD ($) | Jun. 02, 2014USD ($) | May. 02, 2014USD ($) | Apr. 02, 2014USD ($) | Mar. 26, 2014USD ($) | Mar. 21, 2014shares | Mar. 18, 2014USD ($)$ / shares | Mar. 02, 2014USD ($) | Feb. 25, 2014USD ($)$ / shares | Feb. 02, 2014USD ($) | Jan. 22, 2014USD ($) | Jan. 02, 2014USD ($) | Dec. 19, 2013USD ($)$ / shares | Dec. 02, 2013USD ($) | Nov. 02, 2013USD ($) | ||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Cash | $ 42,000 | $ 42,000 | |||||||||||||||||||||||||||||||||||||||||||||
Derivative Asset, Fair Value, Gross Liability | $ 243,889 | ||||||||||||||||||||||||||||||||||||||||||||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | [1] | $ 129,598 | |||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ / shares | $ 0.02 | ||||||||||||||||||||||||||||||||||||||||||||||
Securities Purchase Agreement, Conversion of Convertible Notes, Ownership Threshold | 9.99% | ||||||||||||||||||||||||||||||||||||||||||||||
Common Stock, Subscription Period | 18 months | ||||||||||||||||||||||||||||||||||||||||||||||
Gains (Losses) on Extinguishment of Debt | 732,561 | $ 769,148 | |||||||||||||||||||||||||||||||||||||||||||||
Cash Equivalents, at Carrying Value | 0 | 0 | 0 | ||||||||||||||||||||||||||||||||||||||||||||
Product Warranty Accrual, Current | 854,080 | 854,080 | 938,466 | [1] | |||||||||||||||||||||||||||||||||||||||||||
Product Warranty Accrual, Preexisting, Increase (Decrease) | $ (81,000) | (81,000) | |||||||||||||||||||||||||||||||||||||||||||||
Impairment of Intangible Assets (Excluding Goodwill) | $ 277,061 | ||||||||||||||||||||||||||||||||||||||||||||||
Number of Operating Segments | 2 | 2 | |||||||||||||||||||||||||||||||||||||||||||||
Southridge Partners II, LP [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Commmon Stock, Equity Purchase Agreement, Committment To Be Purchased, Value | $ 5,000,000 | $ 5,000,000 | |||||||||||||||||||||||||||||||||||||||||||||
Common Stock, Subscription Period | 18 months | 18 months | |||||||||||||||||||||||||||||||||||||||||||||
Common Stock, Shares Subscribed but Unissued (in Shares) | shares | 3,200,000 | 35,000,000 | |||||||||||||||||||||||||||||||||||||||||||||
Initial Take-Down Request, Amount | $ 300,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ 205,000 | $ 100,000 | $ 200,000 | ||||||||||||||||||||||||||||||||||||||||||||
Additional Take-Down Request, Amount | $ 125,000 | $ 100,000 | $ 100,000 | ||||||||||||||||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | shares | 56,860,050 | 500,000 | 31,760,578 | 500,000 | |||||||||||||||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 0.00361 | $ 0.02 | $ 0.02 | ||||||||||||||||||||||||||||||||||||||||||||
Registration Statement, Common Stock, Shares Registered (in Shares) | shares | 150,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Equity Purchase Agreement, Initial Take-down Request Submitted, Amount | $ 100,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Debt Issuance Costs, Commitment Fee, Number of Securities (in Shares) | shares | 1,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ 16,500 | $ 16,500 | |||||||||||||||||||||||||||||||||||||||||||||
Material and Workmanship [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Warranty Period | 5 years | ||||||||||||||||||||||||||||||||||||||||||||||
Product Warranty Accrual, Current | $ 854,000 | $ 854,000 | 938,000 | ||||||||||||||||||||||||||||||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ 205,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | shares | 56,860,050 | ||||||||||||||||||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 0.00361 | ||||||||||||||||||||||||||||||||||||||||||||||
Number of Operating Segments | 1 | ||||||||||||||||||||||||||||||||||||||||||||||
Subsequent Event [Member] | Southridge Partners II, LP [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ 1,100,000 | $ 100,000 | $ 100,000 | ||||||||||||||||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | shares | 84,113,042 | ||||||||||||||||||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 0.0131 | ||||||||||||||||||||||||||||||||||||||||||||||
Registration Statement, Common Stock, Shares Registered (in Shares) | shares | 150,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Equity Purchase Agreement, Initial Take-down Request Submitted, Amount | $ 100,000 | $ 100,000 | |||||||||||||||||||||||||||||||||||||||||||||
ASC Recap LLC [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Agreement with Party to Sell Prior Debt Owed to Creditors Amount of Prior Debt Owed | $ 3,700,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Market Value of Outstanding Debt Principal Percent | 25.00% | ||||||||||||||||||||||||||||||||||||||||||||||
Litigation Settlement, Amount | $ 250,000 | $ 250,000 | |||||||||||||||||||||||||||||||||||||||||||||
Extinguishment of Debt, Amount | $ 1,027,705 | ||||||||||||||||||||||||||||||||||||||||||||||
Discounted Stock Issuance Price | 250.00% | ||||||||||||||||||||||||||||||||||||||||||||||
Debt Settlement Price | 25.00% | ||||||||||||||||||||||||||||||||||||||||||||||
Gains (Losses) on Extinguishment of Debt | $ 769,148 | ||||||||||||||||||||||||||||||||||||||||||||||
Convertible Debt [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Derivative Asset, Fair Value, Gross Liability | 123,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | $ 178,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Embedded Derivative, Gain (Loss) on Embedded Derivative, Net | 41,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ / shares | $ 0.02 | ||||||||||||||||||||||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 520,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Warrants in Connection with December 2013 Convertible Debt [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 149.10% | 149.10% | |||||||||||||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 0.70% | 0.70% | |||||||||||||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Term | 4 years 36 days | 4 years 36 days | |||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 109,000 | $ 109,000 | |||||||||||||||||||||||||||||||||||||||||||||
Warrants in Connection with February 2014 Convertible Debt [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 169.10% | ||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 0.70% | ||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Term | 4 years 36 days | ||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 101,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Warrants in Connection with March 2014 Convertible Debt [Member | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 168.80% | ||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 0.80% | ||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Term | 4 years 36 days | ||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 154,000 | $ 154,000 | |||||||||||||||||||||||||||||||||||||||||||||
Patents [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 9 years 3 months | ||||||||||||||||||||||||||||||||||||||||||||||
Impairment of Intangible Assets (Excluding Goodwill) | $ 277,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Maximum [Member] | Southridge Partners II, LP [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Additional Take-Down Request, Amount | $ 125,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Common Stock, Value, Subscriptions | $ 5,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Maximum [Member] | Solar Panels and Inverters [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Warranty Period | 25 years | ||||||||||||||||||||||||||||||||||||||||||||||
Minimum [Member] | Solar Panels and Inverters [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Warranty Period | 15 years | ||||||||||||||||||||||||||||||||||||||||||||||
Upon Effectiveness of Registration Statement [Member] | Southridge Partners II, LP [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | shares | 500,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 0.0169 | ||||||||||||||||||||||||||||||||||||||||||||||
First Draw Down Notice [Member] | Southridge Partners II, LP [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in Shares) | shares | 500,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 0.0161 | ||||||||||||||||||||||||||||||||||||||||||||||
Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ / shares | $ 0.02 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures October 31, 2014 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures November 30, 2014 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures December 31, 2014 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures January 31, 2015 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures February 28, 2015 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures Between October 31, 2014 And February 28, 2015 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 150,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures March 31, 2015 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 20,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures April 30, 2015 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 20,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures May 31, 2015 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 20,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures Between March 31, 2015 and May 31, 2015 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 60,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Matures June 30, 2015 [Member] | Convertible Note Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 10,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Settled [Member] | ASC Recap LLC [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ / shares | $ 0.031 | ||||||||||||||||||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Other (in Shares) | shares | 8,079,800 | 8,079,800 | |||||||||||||||||||||||||||||||||||||||||||||
DLA Piper LLP (US) [Member] | Settled for Payable [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 957,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Notes Issued | $ 225,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Gains (Losses) on Restructuring of Debt | $ 733,000 | ||||||||||||||||||||||||||||||||||||||||||||||
Convertible Notes Maturing on December 19, 2015 [Member] | Convertible Debt [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 250,000 | $ 250,000 | |||||||||||||||||||||||||||||||||||||||||||||
Convertible Notes Maturing on February 25, 2016 [Member] | Convertible Debt [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 200,000 | $ 200,000 | |||||||||||||||||||||||||||||||||||||||||||||
Convertible Notes Maturing on March 18, 2016 [Member] | Convertible Debt [Member] | |||||||||||||||||||||||||||||||||||||||||||||||
Note 2 - Significant Accounting Policies (Details) [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 300,000 | ||||||||||||||||||||||||||||||||||||||||||||||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 2 - Significant Accounti38
Note 2 - Significant Accounting Policies (Details) - Liability for Manufacturing Warranty - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Product Warranty Liability [Line Items] | ||
Beginning accrued warranty balance | $ 938,466 | $ 1,312,918 |
Reduction for labor payments and claims made under the warranty | (107,669) | (75,966) |
Accruals related to warranties issued during the period | 23,283 | 25,863 |
Ending accrued warranty balance | 854,080 | 938,466 |
Discontinued Operations [Member] | ||
Product Warranty Liability [Line Items] | ||
Adjustment to warranty liability for discontinued operations | $ 0 | $ (324,349) |
Note 3 - Segment Reporting (Det
Note 3 - Segment Reporting (Details) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2015 | Sep. 30, 2015 | |
Segment Reporting [Abstract] | ||
Number of Operating Segments | 2 | 2 |
Note 3 - Segment Reporting (D40
Note 3 - Segment Reporting (Details) - Segment Revenue, Operating Profit and Total Assets - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | ||
Revenue | ||||||
Revenue | $ 190,516 | $ 605,943 | $ 807,139 | $ 1,055,344 | ||
Gross Profit | 156,265 | 55,313 | (311,594) | 72,686 | ||
Assets | ||||||
Assets | 826,350 | 826,350 | $ 2,560,940 | [1] | ||
Distribution [Member] | ||||||
Revenue | ||||||
Revenue | 168,351 | 605,943 | 630,974 | 1,055,344 | ||
Gross Profit | 148,146 | $ 55,313 | (252,219) | $ 72,686 | ||
Assets | ||||||
Assets | 826,087 | 826,087 | $ 2,560,940 | |||
Installation [Member] | ||||||
Revenue | ||||||
Revenue | 22,165 | 176,165 | ||||
Gross Profit | 8,120 | (59,375) | ||||
Assets | ||||||
Assets | $ 263 | $ 263 | ||||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 4 - Other Assets (Details)
Note 4 - Other Assets (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |
Dec. 31, 2014 | Mar. 31, 2011 | Sep. 30, 2015 | |
Note 4 - Other Assets (Details) [Line Items] | |||
Escrow Deposit | $ 200,000 | ||
Escrow Deposit Disbursements | $ 40,000 | ||
Escrow Deposit Returned | $ 110,000 | ||
Other Assets [Member] | |||
Note 4 - Other Assets (Details) [Line Items] | |||
Escrow Deposit Returned | $ 90,000 |
Note 5 - Accounts Receivable (D
Note 5 - Accounts Receivable (Details) - Accounts Receivable - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | |
Accounts Receivable [Abstract] | |||
Trade accounts | $ 90,603 | $ 154,172 | |
Less: Allowance for bad debts | (20,215) | (24,882) | |
Less: Allowance for returns | 0 | (10,834) | |
$ 70,388 | $ 118,456 | [1] | |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 5 - Accounts Receivable 43
Note 5 - Accounts Receivable (Details) - Allowance for Doubtful Accounts - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Allowance for Doubtful Accounts [Abstract] | |||
Balance at Beginning of Period | $ 24,882 | $ 2,899 | $ 2,899 |
Provisions, net | (4,672) | $ 4,492 | 36,763 |
Balance at End of Period | 20,215 | 24,882 | |
Write-Off/Recovery | $ 5 | $ (14,780) |
Note 6 - Inventory (Details)
Note 6 - Inventory (Details) | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Inventory Disclosure [Abstract] | |
Inventory Write-down | $ 369,586 |
Write-off of Obsolete Inventory | $ 214,000 |
Write-off of Obsolete Inventory as Percentage of Revenue | 103.50% |
Note 6 - Inventory (Details) -
Note 6 - Inventory (Details) - Inventory Schedule - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | |
Inventory Schedule [Abstract] | |||
Finished goods | $ 183,175 | $ 669,706 | |
Work in process | 1,050 | 58,666 | |
$ 184,225 | $ 728,372 | [1] | |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 7 - Property and Equipme46
Note 7 - Property and Equipment, Net (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 0 | $ 3,000 | $ 699 | $ 11,291 |
Note 7 - Property and Equipme47
Note 7 - Property and Equipment, Net (Details) - Property and Equipment, Net - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 31,493 | $ 577,321 | |
Less: Accumulated depreciation and amortization | (31,493) | (576,622) | |
0 | 699 | [1] | |
Office Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 13,500 | 436,051 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 0 | 123,278 | |
Vehicles [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 17,993 | $ 17,992 | |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 8 - Accrued Liabilities (D
Note 8 - Accrued Liabilities (Details) - Accrued Liabilities - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | |
Accrued Liabilities [Abstract] | |||
Accrued salaries, wages, benefits and bonus | $ 45,886 | $ 45,586 | |
Sales tax payable | 5,277 | 662 | |
Accrued accounting and legal fees | 18,050 | 0 | |
Customer deposit payable | 1,434 | 41,265 | |
Accrued interest | 44,214 | 5,683 | |
Other accrued liabilities | 20,370 | 11,033 | |
$ 135,231 | $ 104,229 | [1] | |
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 9 - Convertible Notes Pa49
Note 9 - Convertible Notes Payable and Credit Facility (Details) - USD ($) | Feb. 27, 2015 | Mar. 18, 2014 | Feb. 25, 2014 | Sep. 30, 2013 | Mar. 31, 2014 | Feb. 28, 2014 | Dec. 31, 2013 | Dec. 19, 2013 | Nov. 20, 2013 | Oct. 21, 2013 | Sep. 30, 2013 | Sep. 30, 2015 | Dec. 31, 2013 | Oct. 31, 2015 | Aug. 31, 2015 | Dec. 31, 2014 | Jul. 01, 2014 | Jun. 01, 2014 | May. 01, 2014 | Apr. 01, 2014 | Mar. 01, 2014 | Feb. 01, 2014 | Jan. 27, 2014 | Jan. 01, 2014 | Dec. 01, 2013 | Nov. 25, 2013 | Nov. 01, 2013 | Aug. 30, 2013 |
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.23 | $ 0.23 | ||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.02 | |||||||||||||||||||||||||||
Derivative Asset, Fair Value, Gross Liability | $ 243,889 | |||||||||||||||||||||||||||
Line of Credit Facility, Initiation Date | Sep. 30, 2013 | |||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500,000 | $ 500,000 | ||||||||||||||||||||||||||
Line of Credit Facility, Collateral Fees, Amount | $ 5,000 | |||||||||||||||||||||||||||
Line of Credit Facility, Administrative Fee, Percentage | 0.50% | |||||||||||||||||||||||||||
Prepayment Fee, Percent | 0.50% | |||||||||||||||||||||||||||
Long-term Line of Credit | $ 350,000 | $ 350,000 | $ 500,000 | |||||||||||||||||||||||||
Proceeds from Lines of Credit | $ 50,000 | $ 100,000 | ||||||||||||||||||||||||||
Interest Payable, Current | $ 44,214 | 5,683 | ||||||||||||||||||||||||||
Share Price (in Dollars per share) | $ 0.0155 | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 500,000 | |||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 258,379 | |||||||||||||||||||||||||||
Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in Shares) | 5,000,000 | 6,250,000 | ||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.02 | $ 0.02 | $ 0.02 | |||||||||||||||||||||||||
Class of Warrant or Right, Term of Warrants or Rights | 5 years | 5 years | ||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 7,500,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.02 | |||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | 520,000 | |||||||||||||||||||||||||||
Interest on Convertible Debt, Accrued and Converted | $ 50,531 | |||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in Shares) | 34,565,577 | |||||||||||||||||||||||||||
Derivative Asset, Fair Value, Gross Liability | 123,000 | |||||||||||||||||||||||||||
Embedded Derivative, Gain (Loss) on Embedded Derivative, Net | $ 41,000 | |||||||||||||||||||||||||||
Convertible Debt [Member] | Adjustment to the Fair Value of Embedded Derivatives [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Derivative Asset, Fair Value, Gross Liability | $ 178,000 | |||||||||||||||||||||||||||
Warrants in Connection with December 2013 Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 149.10% | 149.10% | ||||||||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 0.70% | 0.70% | ||||||||||||||||||||||||||
Fair Value Assumptions, Expected Term | 4 years 36 days | 4 years 36 days | ||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 109,000 | $ 109,000 | ||||||||||||||||||||||||||
Warrants in Connection with February 2014 Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 169.10% | |||||||||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 0.70% | |||||||||||||||||||||||||||
Fair Value Assumptions, Expected Term | 4 years 36 days | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 101,000 | |||||||||||||||||||||||||||
Warrants in Connection with March 2014 Convertible Debt [Member | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 168.80% | |||||||||||||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 0.80% | |||||||||||||||||||||||||||
Fair Value Assumptions, Expected Term | 4 years 36 days | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 154,000 | |||||||||||||||||||||||||||
Maximum [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Line of Credit Facility, Administrative Fee, Amount | $ 500 | |||||||||||||||||||||||||||
Series D Preferred Stock [Member] | Securities Pledged as Collateral [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Preferred Stock, Shares Issued (in Shares) | 50 | 50 | ||||||||||||||||||||||||||
Advances [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | 12.00% | ||||||||||||||||||||||||||
Advances [Member] | Minimum [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Monthly Interest Expense, Debt | $ 500 | |||||||||||||||||||||||||||
Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.02 | |||||||||||||||||||||||||||
Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.005 | $ 0.01 | ||||||||||||||||||||||||||
Debt Instrument, Term | 1 year | |||||||||||||||||||||||||||
Convertible Notes Payable | $ 400,000 | |||||||||||||||||||||||||||
Interest Payable, Current | 21,000 | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 275,000 | |||||||||||||||||||||||||||
Beneficial Conversion Feature, Amortization Period | 12 months | |||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | $ 183,000 | |||||||||||||||||||||||||||
Convertible Debt [Member] | Subsequent Event [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in Dollars per share) | $ 0.005 | |||||||||||||||||||||||||||
Convertible Notes Maturing on August 29, 2015 [Member] | Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 200,000 | |||||||||||||||||||||||||||
Convertible Notes Maturing on November 25, 2015 [Member] | Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 200,000 | |||||||||||||||||||||||||||
Convertible Notes Maturing on December 19, 2015 [Member] | Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 250,000 | |||||||||||||||||||||||||||
Convertible Notes Maturing on January 27, 2016 [Member] | Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 100,000 | |||||||||||||||||||||||||||
Matures October 31, 2014 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | |||||||||||||||||||||||||||
Matures November 30, 2014 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | |||||||||||||||||||||||||||
Matures December 31, 2014 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | |||||||||||||||||||||||||||
Matures January 31, 2015 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | |||||||||||||||||||||||||||
Matures February 28, 2015 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 30,000 | |||||||||||||||||||||||||||
Matures Between October 31, 2014 And February 28, 2015 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 150,000 | |||||||||||||||||||||||||||
Matures March 31, 2015 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 20,000 | |||||||||||||||||||||||||||
Matures April 30, 2015 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 20,000 | |||||||||||||||||||||||||||
Matures May 31, 2015 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 20,000 | |||||||||||||||||||||||||||
Matures Between February 28, 2015 And May 31, 2015 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 60,000 | |||||||||||||||||||||||||||
Matures June 30, 2015 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 10,000 | |||||||||||||||||||||||||||
Accounts Receivable [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 200,000 | $ 200,000 | ||||||||||||||||||||||||||
Line Of Credit Facility, Maximum Borrowing Capacity, Percentage | 80.00% | |||||||||||||||||||||||||||
Raw Materials [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Line Of Credit Facility, Maximum Borrowing Capacity, Percentage | 50.00% | |||||||||||||||||||||||||||
Finished Goods [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Line Of Credit Facility, Maximum Borrowing Capacity, Percentage | 65.00% | |||||||||||||||||||||||||||
Cash [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Line Of Credit Facility, Maximum Borrowing Capacity, Percentage | 95.00% | |||||||||||||||||||||||||||
Aggregate, Cash, Raw Material, and Finished Goods [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 300,000 | $ 300,000 | ||||||||||||||||||||||||||
Convertible Notes Maturing on February 25, 2016 [Member] | Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 200,000 | $ 200,000 | ||||||||||||||||||||||||||
Convertible Notes Maturing on March 18, 2016 [Member] | Convertible Debt [Member] | ||||||||||||||||||||||||||||
Note 9 - Convertible Notes Payable and Credit Facility (Details) [Line Items] | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 300,000 |
Note 10 - Stockholders' Defic50
Note 10 - Stockholders' Deficit (Details) - USD ($) | Nov. 12, 2015 | Nov. 02, 2015 | Oct. 13, 2015 | Aug. 27, 2015 | Jul. 31, 2015 | Jan. 20, 2015 | Jan. 16, 2015 | Dec. 10, 2014 | Mar. 31, 2014 | Jan. 23, 2014 | Apr. 30, 2014 | Apr. 17, 2014 | Apr. 16, 2014 | Apr. 16, 2014 | Mar. 31, 2014 | Feb. 26, 2014 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 09, 2015 | Dec. 31, 2014 | [1] | Aug. 11, 2014 | Jul. 08, 2014 | Jun. 18, 2014 | Jun. 04, 2014 | Mar. 26, 2014 | Mar. 21, 2014 | Mar. 11, 2014 | Sep. 19, 2013 |
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Shares of Capital Stock Authorized under Certificate of Incorporation | 1,251,000,000 | |||||||||||||||||||||||||||||
Common Stock, Shares Authorized | 1,250,000,000 | 1,250,000,000 | 1,250,000,000 | 500,000,000 | ||||||||||||||||||||||||||
Preferred Stock, Shares Authorized | 1,000,000 | |||||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 4.00% | |||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding | 0 | 0 | ||||||||||||||||||||||||||||
Common Stock, Subscription Period | 18 months | |||||||||||||||||||||||||||||
Southridge Partners II, LP [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Common Stock, Shares Subscribed but Unissued | 3,200,000 | 35,000,000 | ||||||||||||||||||||||||||||
Initial Take-Down Request, Amount (in Dollars) | $ 300,000 | |||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock (in Dollars) | $ 205,000 | $ 100,000 | $ 200,000 | |||||||||||||||||||||||||||
Additional Take-Down Request, Amount (in Dollars) | $ 125,000 | $ 100,000 | $ 100,000 | |||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 56,860,050 | 500,000 | 31,760,578 | 500,000 | ||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.00361 | $ 0.02 | $ 0.02 | |||||||||||||||||||||||||||
Common Stock, Subscription Period | 18 months | 18 months | ||||||||||||||||||||||||||||
Debt Issuance Costs, Placement Fee, Number of Securities | 1,000,000 | |||||||||||||||||||||||||||||
Commmon Stock, Equity Purchase Agreement, Committment To Be Purchased, Value (in Dollars) | $ 5,000,000 | $ 5,000,000 | ||||||||||||||||||||||||||||
Debt Issuance Costs, Commitment Fee, Number of Securities | 1,000,000 | |||||||||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs (in Dollars) | $ 16,500 | $ 16,500 | ||||||||||||||||||||||||||||
Registration Statement, Common Stock, Shares Registered | 150,000,000 | |||||||||||||||||||||||||||||
Equity Purchase Agreement, Initial Take-down Request Submitted, Amount (in Dollars) | $ 100,000 | |||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized | 2,000 | |||||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | |||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized | 4,000 | |||||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | |||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Temporary Equity, Shares Authorized | 1,175 | |||||||||||||||||||||||||||||
Temporary Equity, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | |||||||||||||||||||||||||||||
Series D Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Temporary Equity, Shares Authorized | 1,180 | |||||||||||||||||||||||||||||
Temporary Equity, Par or Stated Value Per Share (in Dollars per share) | $ 0.001 | |||||||||||||||||||||||||||||
Upon Effectiveness of Registration Statement [Member] | Southridge Partners II, LP [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 500,000 | |||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.0169 | |||||||||||||||||||||||||||||
First Draw Down Notice [Member] | Southridge Partners II, LP [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 500,000 | |||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.0161 | |||||||||||||||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock (in Dollars) | $ 205,000 | |||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 56,860,050 | |||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.00361 | |||||||||||||||||||||||||||||
Subsequent Event [Member] | Southridge Partners II, LP [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock (in Dollars) | $ 1,100,000 | $ 100,000 | $ 100,000 | |||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 84,113,042 | |||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.0131 | |||||||||||||||||||||||||||||
Registration Statement, Common Stock, Shares Registered | 150,000,000 | |||||||||||||||||||||||||||||
Equity Purchase Agreement, Initial Take-down Request Submitted, Amount (in Dollars) | $ 100,000 | $ 100,000 | ||||||||||||||||||||||||||||
ASC Recap LLC [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Litigation Settlement, Amount (in Dollars) | $ 250,000 | $ 250,000 | ||||||||||||||||||||||||||||
Settled [Member] | ASC Recap LLC [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Other | 8,079,800 | 8,079,800 | ||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in Dollars per share) | $ 0.031 | |||||||||||||||||||||||||||||
Maximum [Member] | Southridge Partners II, LP [Member] | ||||||||||||||||||||||||||||||
Note 10 - Stockholders' Deficit (Details) [Line Items] | ||||||||||||||||||||||||||||||
Additional Take-Down Request, Amount (in Dollars) | $ 125,000 | |||||||||||||||||||||||||||||
Common Stock, Value, Subscriptions (in Dollars) | $ 5,000,000 | |||||||||||||||||||||||||||||
[1] | The condensed consolidated balance sheet as of December 31, 2014 has been derived from the audited consolidated financial statements as of that date. |
Note 11 - Stock Option Plan a51
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) [Line Items] | |||||
Restriction Period On Restricted Stock Grants Expiration Rate Per Year Over Four Years | 25.00% | 25.00% | |||
Term of Options | 5 years | ||||
Allocated Share-based Compensation Expense | $ 38,000 | $ 50,000 | $ 147,000 | $ 321,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in Shares) | 0 | 0 | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period (in Shares) | 37,034,483 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Weighted Average Remaining Contractual Term | 4 years 146 days | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 29,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | $ 0 | $ 0 | |||
Chief Executive Officer [Member] | |||||
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period (in Shares) | 15,000,000 | ||||
The 2006 Stock Incentive Plan [Member] | |||||
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | 125,000,000 | 125,000,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in Shares) | 120,586,033 | 120,586,033 | |||
Financial Advisory Services Fees [Member] | |||||
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) [Line Items] | |||||
Notes Issued | 160,000 | ||||
Restricted Stock [Member] | |||||
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 4 years | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 7,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 7,000 | 31,000 | |||
Excess Tax Benefit from Share-based Compensation, Financing Activities | $ 0 | $ 0 | |||
Employee Stock Option [Member] | |||||
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) [Line Items] | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 514,000 | ||||
Excess Tax Benefit from Share-based Compensation, Financing Activities | $ 0 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 36 days |
Note 11 - Stock Option Plan a52
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) - Summary of Restricted Stock Activity - Restricted Stock [Member] | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) - Summary of Restricted Stock Activity [Line Items] | |
Outstanding and not vested beginning balance as of January 1, 2015 | 7,186 |
Outstanding and not vested beginning balance as of January 1, 2015 | $ / shares | $ 2.16 |
Released/vested | (7,186) |
Released/vested | $ / shares | $ 2.16 |
Outstanding and not vested as of September 30, 2015 | 0 |
Outstanding and not vested as of September 30, 2015 | $ / shares | $ 0 |
Note 11 - Stock Option Plan a53
Note 11 - Stock Option Plan and Stock Incentive Plan (Details) - Stock Option Activity | 9 Months Ended |
Sep. 29, 2015$ / sharesshares | |
Stock Option Activity [Abstract] | |
Outstanding as of January 1, 2015 | 37,034,483 |
Outstanding as of January 1, 2015 | $ / shares | $ 0.03 |
Forfeited/cancelled/expired | 37,034,483 |
Forfeited/cancelled/expired | $ / shares | $ 0.03 |
Outstanding as of September 30, 2015 | 0 |
Outstanding as of September 30, 2015 | $ / shares | $ 0 |
Note 12 - Stock Warrants and 54
Note 12 - Stock Warrants and Warrant Liability (Details) - USD ($) | 9 Months Ended | ||||
Sep. 30, 2015 | Dec. 31, 2014 | Mar. 18, 2014 | Feb. 25, 2014 | Dec. 19, 2013 | |
Note 12 - Stock Warrants and Warrant Liability (Details) [Line Items] | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.23 | $ 0.23 | |||
Convertible Notes Maturing on December 19, 2015 [Member] | |||||
Note 12 - Stock Warrants and Warrant Liability (Details) [Line Items] | |||||
Debt Instrument, Face Amount (in Dollars) | $ 250,000 | ||||
Term of Warrants | 5 years | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 6,250,000 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.02 | ||||
Convertible Notes Maturing on February 25, 2016 [Member] | |||||
Note 12 - Stock Warrants and Warrant Liability (Details) [Line Items] | |||||
Debt Instrument, Face Amount (in Dollars) | $ 200,000 | ||||
Term of Warrants | 5 years | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 5,000,000 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.02 | ||||
Convertible Notes Maturing on March 19, 2016 [Member | |||||
Note 12 - Stock Warrants and Warrant Liability (Details) [Line Items] | |||||
Debt Instrument, Face Amount (in Dollars) | $ 300,000 | ||||
Term of Warrants | 5 years | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | 7,500,000 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $ 0.02 | ||||
Minimum [Member] | |||||
Note 12 - Stock Warrants and Warrant Liability (Details) [Line Items] | |||||
Term of Warrants | 4 years 6 months | ||||
Maximum [Member] | |||||
Note 12 - Stock Warrants and Warrant Liability (Details) [Line Items] | |||||
Term of Warrants | 5 years |
Note 12 - Stock Warrants and 55
Note 12 - Stock Warrants and Warrant Liability (Details) - Warrant Activity | Sep. 30, 2015$ / sharesshares |
Warrant Activity [Abstract] | |
Outstanding as of January 1, 2015 | 22,148,045 |
Outstanding as of January 1, 2015 | $ / shares | $ 0.23 |
Outstanding as of September 30, 2015 | 22,148,045 |
Outstanding as of September 30, 2015 | $ / shares | $ 0.23 |
Note 13 - Earnings Per Share (D
Note 13 - Earnings Per Share (Details) - Computation of Earnings Per Share - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Numerator: | ||||
Net loss | $ (720,353) | $ (570,551) | $ (2,072,548) | $ (1,271,934) |
Preferred deemed dividend and preferred stock dividend | (83) | (18,927) | ||
Less: Net loss allocated to participating securities | 598 | 6 | 5,973 | |
$ (720,353) | $ (570,036) | $ (2,072,554) | $ (714,959) | |
Denominator: | ||||
Weighted-average shares outstanding (in Shares) | 416,495,549 | 240,593,277 | 383,035,331 | 189,005,946 |
Weighted-average unvested restricted shares outstanding (in Shares) | (251,969) | (1,095) | (874,811) | |
Denominator for basic net loss per share (in Shares) | 416,495,549 | 240,341,308 | 383,034,236 | 188,131,135 |
Basic net loss per share attributable to common stockholders (in Dollars per share) | $ 0 | $ 0 | $ (0.01) | $ (0.01) |
Note 13 - Earnings Per Share 57
Note 13 - Earnings Per Share (Details) - Anti-dilutive Securities Excluded from Computation of Diluted Net Loss Per Share - shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
Employee Stock Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 0 | 37,034,483 |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 0 | 7,186 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of diluted net loss per share | 22,148,045 | 22,148,045 |
Note 14 - Concentration of Ri58
Note 14 - Concentration of Risk (Details) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 30, 2012 | Sep. 30, 2015 | Sep. 30, 2013 | Dec. 31, 2014 | Jun. 30, 2015 | Mar. 15, 2013 | |
Note 14 - Concentration of Risk (Details) [Line Items] | ||||||
Stock Issued During Period, Shares, Purchase of Assets (in Shares) | 1,900,000 | |||||
Stock Issued During Period, Value, Purchase of Assets | $ 1,045,000 | |||||
Supplier Concentration Risk [Member] | ||||||
Note 14 - Concentration of Risk (Details) [Line Items] | ||||||
Concentration Risk, Customer | three | |||||
Accounts Payable | $ 29,000 | $ 0 | ||||
Liabilities, Total [Member] | Supplier Concentration Risk [Member] | ||||||
Note 14 - Concentration of Risk (Details) [Line Items] | ||||||
Concentration Risk, Percentage | 24.00% | 39.00% | ||||
Suntech America [Member] | ||||||
Note 14 - Concentration of Risk (Details) [Line Items] | ||||||
Loss Contingency, Estimate of Possible Loss | $ 946,438 | |||||
Loss Contingency Accrual | $ 946,438 |
Note 14 - Concentration of Ri59
Note 14 - Concentration of Risk (Details) - Percentages of Sales to Largest Customers - Sales Revenue, Goods, Net [Member] - Customer Concentration Risk [Member] | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Smart Energy Today [Member] | ||
Concentration Risk [Line Items] | ||
Percentage of Sales | 30.40% | 13.50% |
Rectify LLC [Member] | ||
Concentration Risk [Line Items] | ||
Percentage of Sales | 10.80% | 0.00% |
Saddleback Cellars [Member] | ||
Concentration Risk [Line Items] | ||
Percentage of Sales | 0.00% | 0.00% |
WDC Solar, Inc. [Member] | ||
Concentration Risk [Line Items] | ||
Percentage of Sales | 0.00% | 14.70% |
JCF Wholesale [Member] | ||
Concentration Risk [Line Items] | ||
Percentage of Sales | 0.00% | 10.60% |
Note 14 - Concentration of Ri60
Note 14 - Concentration of Risk (Details) - Percentage of Gross Accounts Receivable - Accounts Receivable [Member] - Customer Concentration Risk [Member] | 9 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2014 | |
WDC Solar, Inc. [Member] | ||
Concentration Risk [Line Items] | ||
Percentage of accounts receivable | 54.60% | 40.10% |
Lowes Companies, Inc. [ Member] | ||
Concentration Risk [Line Items] | ||
Percentage of accounts receivable | 11.40% | 16.80% |
Hyundai Heavy Industries, Co, Ltd [Member] | ||
Concentration Risk [Line Items] | ||
Percentage of accounts receivable | 10.70% | 0.00% |
Note 15 - Fair Value Measurem61
Note 15 - Fair Value Measurement (Details) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||
Dec. 19, 2013 | Nov. 25, 2013 | Aug. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 19, 2013 | |
Note 15 - Fair Value Measurement (Details) [Line Items] | ||||||
Proceeds from Convertible Debt | $ 250,000 | $ 200,000 | $ 200,000 | $ 600,000 | ||
Debt Instrument, Convertible, Conversion Price | $ 0.02 | $ 0.02 | ||||
Debt Instrument, Convertible, Threshold Consecutive Trading Days | 20 days | |||||
Debt Instrument, Convertible, Stock Price Trigger | $ 0.04 | |||||
Derivative Asset, Fair Value, Gross Liability | $ 243,889 | $ 243,889 | ||||
Share Price | $ 0.0155 | |||||
Minimum [Member] | Beneficial Conversion Feature [Member] | Monte Carlo Simulation [Member] | ||||||
Note 15 - Fair Value Measurement (Details) [Line Items] | ||||||
Share Price | $ 0.011 | |||||
Fair Value Assumptions, Expected Volatility Rate | 94.40% | |||||
Maximum [Member] | Beneficial Conversion Feature [Member] | Monte Carlo Simulation [Member] | ||||||
Note 15 - Fair Value Measurement (Details) [Line Items] | ||||||
Share Price | $ 0.036 | |||||
Fair Value Assumptions, Expected Volatility Rate | 99.70% |
Note 15 - Fair Value Measurem62
Note 15 - Fair Value Measurement (Details) - Assets and Liabilities Measured at Fair Value | Dec. 31, 2014USD ($) |
Note 15 - Fair Value Measurement (Details) - Assets and Liabilities Measured at Fair Value [Line Items] | |
Fair value of derivative liability – embedded conversion feature | $ 129,598 |
Total | 129,598 |
Fair Value, Inputs, Level 1 [Member] | |
Note 15 - Fair Value Measurement (Details) - Assets and Liabilities Measured at Fair Value [Line Items] | |
Fair value of derivative liability – embedded conversion feature | 0 |
Total | 0 |
Fair Value, Inputs, Level 2 [Member] | |
Note 15 - Fair Value Measurement (Details) - Assets and Liabilities Measured at Fair Value [Line Items] | |
Fair value of derivative liability – embedded conversion feature | 0 |
Total | 0 |
Fair Value, Inputs, Level 3 [Member] | |
Note 15 - Fair Value Measurement (Details) - Assets and Liabilities Measured at Fair Value [Line Items] | |
Fair value of derivative liability – embedded conversion feature | 129,598 |
Total | $ 129,598 |
Note 15 - Fair Value Measurem63
Note 15 - Fair Value Measurement (Details) - Changes in Level 3 Liabilities Measured at Fair Value on Recurring Basis | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Accrued and Other Long-term Liabilities [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Beginning balance – January 1, 2015 | $ 129,598 |
Conversions | (88,333) |
Total realized and unrealized gains or losses | (41,265) |
Ending balance – September 30, 2015 | 0 |
Common Stock Warrant Liability [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Beginning balance – January 1, 2015 | 129,598 |
Conversions | (88,333) |
Total realized and unrealized gains or losses | (41,265) |
Ending balance – September 30, 2015 | $ 0 |
Note 16 - Income Taxes (Details
Note 16 - Income Taxes (Details) | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Income Tax Disclosure [Abstract] | |
Income Tax Expense (Benefit) | $ 0 |
Valuation Allowance as Percentage of Deferred Tax Asset | 100.00% |