Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 13, 2014 | |
Document And Entity Information | ' | ' |
Entity Registrant Name | 'FITLIFE BRANDS, INC. | ' |
Entity Central Index Key | '0001374328 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Is Entity a Well-known Seasoned Issuer? | 'No | ' |
Is Entity a Voluntary Filer? | 'No | ' |
Is Entity's Reporting Status Current? | 'Yes | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 8,198,516 |
Document Fiscal Period Focus | 'Q3 | ' |
Document Fiscal Year Focus | '2014 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
ASSETS: | ' | ' |
Cash | $3,618,268 | $3,305,179 |
Accounts receivable, net | 3,056,048 | 1,259,887 |
Inventory | 2,510,558 | 2,752,636 |
Deferred tax asset | 689,000 | 689,000 |
Prepaid expenses and other current assets | 97,551 | 127,448 |
Total current assets | 9,971,425 | 8,134,150 |
PROPERTY AND EQUIPMENT, net | 3,556 | 5,988 |
Intangible assets, net | 1,092,306 | 1,037,117 |
Long-term investments | ' | 50,000 |
Deposits | 3,048 | 3,048 |
TOTAL ASSETS | 11,070,335 | 9,230,303 |
LIABILITIES AND STOCKHOLDERS' EQUITY: | ' | ' |
Accounts payable | 1,102,539 | 1,204,894 |
Accrued expenses and other liabilities | 143,151 | 280,402 |
Income tax payable | 104,000 | 48,000 |
Line of credit | 437,089 | 437,089 |
Current Portion of Term Loan Agreement | 502,495 | 489,129 |
Redemption of preferred stock payable | ' | 15,459 |
Total current liabilities | 2,289,274 | 2,474,974 |
LONG-TERM DEBT | 1,568,308 | 1,946,733 |
TOTAL LIABILITIES | 3,857,582 | 4,421,707 |
CONTINGENCIES AND COMMITMENTS | ' | ' |
STOCKHOLDERS' EQUITY: | ' | ' |
Common stock, $.01 par value, 150,000,000 shares authorized; 8,194,812 and 8,110,853 issued and outstanding as of September 30, 2014 and December 31, 2013, respectively | 81,949 | 81,109 |
Subscribed common stock | 37 | 66 |
Additional paid-in capital | 26,270,426 | 26,049,722 |
Accumulated deficit | -19,139,659 | -21,322,299 |
Total stockholders' equity | 7,212,753 | 4,808,598 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $11,070,335 | $9,230,303 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
STOCKHOLDERS' EQUITY: | ' | ' |
Common Stock, Par Value Per Share | $0.01 | $0.01 |
Common Stock, Shares Authorized | 150,000,000 | 150,000,000 |
Common Stock, Shares, Issued | 8,194,812 | 8,110,853 |
Common Stock, Shares, Outstanding | 8,194,812 | 8,110,853 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenue | $5,492,334 | $4,892,256 | $17,812,097 | $16,008,432 |
Total | 5,492,334 | 4,892,256 | 17,812,097 | 16,008,432 |
Cost of Goods Sold | 3,646,397 | 3,142,718 | 11,361,133 | 10,123,140 |
Gross Profit | 1,845,937 | 1,749,538 | 6,450,964 | 5,885,292 |
OPERATING EXPENSES: | ' | ' | ' | ' |
General and administrative | 517,417 | 615,005 | 2,109,443 | 2,280,983 |
Selling and marketing | 631,643 | 594,013 | 1,788,521 | 1,828,864 |
Depreciation and amortization | 56,508 | 57,788 | 169,405 | 174,549 |
Total operating expenses | 1,205,568 | 1,266,806 | 4,067,369 | 4,284,396 |
OPERATING INCOME (LOSS) | 640,369 | 482,732 | 2,383,595 | 1,600,896 |
OTHER (INCOME) AND EXPENSES | ' | ' | ' | ' |
Interest expense | 23,290 | 6,419 | 72,684 | 14,459 |
Other income | ' | -36,278 | -87,500 | -36,278 |
Loss on the sale of assets | ' | ' | ' | ' |
Total other (income) expense | 23,290 | -29,859 | -14,816 | -21,819 |
INCOME TAXES (BENEFIT) | 53,000 | 27,000 | 215,771 | 79,500 |
NET INCOME (LOSS) | $564,079 | $485,591 | $2,182,640 | $1,543,215 |
NET INCOME (LOSS) PER SHARE: | ' | ' | ' | ' |
Basic | $0.07 | $0.06 | $0.27 | $0.20 |
Diluted | $0.07 | $0.05 | $0.25 | $0.17 |
Basic | 8,194,812 | 7,786,366 | 8,174,399 | 7,737,910 |
Diluted | 8,598,093 | 9,065,758 | 8,579,715 | 9,043,857 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Statement of Cash Flows [Abstract] | ' | ' |
Net Income | $2,182,640 | $1,543,215 |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 169,405 | 174,549 |
Common stock and options issued for services | 139,015 | 349,670 |
Gain on write-up of investment | -137,500 | -86,278 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivables | -1,796,161 | -557,378 |
Inventory | 242,078 | 1,190,693 |
Prepaid expenses | 29,897 | 47,303 |
Deposits | ' | ' |
Accounts payable | -102,355 | -79,994 |
Accrued liabilities | -137,251 | -18,941 |
Income tax payable | 56,000 | 21,000 |
Redemption of preferred stock payable | -15,459 | ' |
Net cash provided by / (used in) operating activities | 630,310 | 2,583,841 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Purchase of property and equipment | -2,162 | ' |
Long-term investment | 50,000 | -50,000 |
Proceeds from sale of assets | ' | ' |
Net cash provided by / (used in) investing activities | 47,838 | -50,000 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Proceeds from issuance of long-term debt | ' | 2,600,000 |
Principal repayments on long-term debt | -365,059 | -44,616 |
Net cash provided by / (used in) financing activities | -365,059 | 2,555,384 |
INCREASE (DECREASE) IN CASH | 313,089 | 5,089,225 |
CASH, BEGINNING OF PERIOD | 3,305,179 | 936,911 |
CASH, END OF PERIOD | 3,618,268 | 6,026,135 |
Supplemental disclosure operating activities | ' | ' |
Cash paid for interest | $72,684 | $14,459 |
DESCRIPTION_OF_BUSINESS
DESCRIPTION OF BUSINESS | 9 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
DESCRIPTION OF BUSINESS | ' |
Summary | |
FitLife Brands, Inc. (the “Company”) is a national provider of innovative and proprietary nutritional supplements for health conscious consumers marketed under the brand names NDS Nutrition Products™ (“NDS”) (www.ndsnutrition.com), PMD™ (www.pmdsports.com), SirenLabs™ (www.sirenlabs.com) and CoreActive™ (www.coreactivenutrition.com). The Company manufactures and distributes a full line of nutritional supplements to support athletic performance, weight loss and general health predominantly through franchised General Nutrition Centers, Inc. (“GNC”) stores located both domestically and internationally. | |
The Company was incorporated in the State of Nevada on July 26, 2005. In October 2008, the Company acquired the assets of NDS Nutritional Products, Inc., a Nebraska corporation, and moved those assets into its wholly owned subsidiary NDS Nutrition Products, Inc., a Florida corporation (“NDS”). | |
The Company is headquartered in Omaha, Nebraska. For more information on the Company, please go to http://www.fitlifebrands.com. The Company’s common stock currently trades under the symbol FTLF on the OTCBB market. | |
BASIS_OF_PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
BASIS OF PRESENTATION | ' |
Interim Financial Statements | |
The accompanying interim condensed unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation are included. Operating results for the three and nine month period ended September 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. While management of the Company believes the disclosures presented herein are adequate and not misleading, these interim condensed consolidated financial statements should be read in conjunction with the audited condensed consolidated financial statements and the footnotes thereto for the fiscal year ended December 31, 2013 as filed with the Securities and Exchange Commission as an exhibit to our Annual Report on Form 10-K. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended | ||
Sep. 30, 2014 | |||
Accounting Policies [Abstract] | ' | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' | ||
The Company prepares its financial statements in accordance with accounting principles generally accepted in the United States of America. Significant accounting policies are as follows: | |||
Principle of Consolidation | |||
The consolidated financial statements include the accounts of the Company and NDS Nutrition Products, Inc. Intercompany accounts and transactions have been eliminated in the consolidated condensed financial statements. | |||
Use of Estimates | |||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and (iii) the reported amount of net sales and expenses recognized during the periods presented. Adjustments made with respect to the use of estimates often relate to improved information not previously available. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial statements; accordingly, actual results could differ from these estimates. | |||
These estimates and assumptions also affect the reported amounts of revenues, costs and expenses during the reporting period. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates. | |||
Revenue Recognition | |||
Revenue is derived from product sales. The Company recognizes revenue from product sales in accordance with Accounting Standards Codification (“ASC”) Topic 605 “Revenue Recognition in Financial Statements” which assesses revenue upon: (i) the time customers are invoiced at shipping point provided title and risk of loss has passed to the customer, (ii) evidence of an arrangement exists, (iii) fees are contractually fixed or determinable, (iv) collection is reasonably assured through historical collection results and regular credit evaluations, and (v) there are no uncertainties regarding customer acceptance. | |||
Accounts Receivable | |||
All of the Company’s accounts receivable balance is related to trade receivables which, in the quarter ended September 30, 2014, increased due principally to the transition to GNC’s centralized distribution platform. Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in its existing accounts receivable. The Company will maintain allowances for doubtful accounts, estimating losses resulting from the inability of its customers to make required payments for products. Accounts with known financial issues are first reviewed and specific estimates are recorded. The remaining accounts receivable balances are then grouped in categories by the amount of days the balance is past due, and the estimated loss is calculated as a percentage of the total category based upon past history. Account balances are charged off against the allowance when it is probable the receivable will not be recovered. The Company recorded a contra-expense of $697 related to the collection of accounts previously written off as bad debt and doubtful accounts during the quarter ended September 30, 2014. | |||
Allowance for Doubtful Accounts | |||
The determination of collectability of the Company’s accounts receivable requires management to make frequent judgments and estimates in order to determine the appropriate amount of allowance needed for doubtful accounts. The Company’s allowance for doubtful accounts is estimated to cover the risk of loss related to accounts receivable. This allowance is maintained at a level we consider appropriate based on factors that affect collectability. These factors include historical trends of write-offs, recoveries and credit losses, the careful monitoring of customer credit quality, and projected economic and market conditions. Different assumptions or changes in economic circumstances could result in changes to the allowance. | |||
Cash and Cash Equivalents | |||
The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At September 30, 2014, cash and cash equivalents include cash on hand and cash in the bank. | |||
Inventory | |||
The Company’s inventory is carried at the lower of cost or net realizable value using the first-in, first-out (“FIFO”) method. The Company evaluates the need to record adjustments for inventory on a regular basis. Company policy is to evaluate all inventories including raw material and finished goods for all of its product offerings across all of the Company’s operating subsidiaries. At September 30, 2014 and December 31, 2013, the value of the Company’s inventory was $2,510,558 and $2,752,636, respectively. | |||
Property and Equipment | |||
Property and equipment is recorded at cost and depreciated over the estimated useful lives of the assets using the straight-line method. When items are retired or otherwise disposed of, income is charged or credited for the difference between net book value and proceeds realized. Ordinary maintenance and repairs are charged to expense as incurred, and replacements and betterments are capitalized. | |||
The range of estimated useful lives used to calculate depreciation for principal items of property and equipment are as follows: | |||
Asset Category | Depreciation/Amortization Period | ||
Furniture and fixtures | 3 Years | ||
Office equipment | 3 Years | ||
Leasehold improvements | 5 Years | ||
The Company adopted Statement of Financial Accounting Standard (“FASB”) ASC Topic 350 Goodwill and Other Intangible Assets. In accordance with ASC Topic 350, goodwill, which represents the excess of the purchase price and related costs over the value assigned to net tangible and identifiable intangible assets of businesses acquired and accounted for under the purchase method, acquired in business combinations is assigned to reporting units that are expected to benefit from the synergies of the combination as of the acquisition date. Under this standard, goodwill and intangibles with indefinite useful lives are no longer amortized. The Company assesses goodwill and indefinite-lived intangible assets for impairment annually during the fourth quarter, or more frequently if events and circumstances indicate impairment may have occurred in accordance with ASC Topic 350. If the carrying value of a reporting unit's goodwill exceeds its implied fair value, the Company records an impairment loss equal to the difference. ASC Topic 350 also requires that the fair value of indefinite-lived purchased intangible assets be estimated and compared to the carrying value. The Company recognizes an impairment loss when the estimated fair value of the indefinite-lived purchased intangible assets is less than the carrying value. | |||
Impairment of Long-Lived Assets | |||
In accordance with ASC Topic 3605, “Long-Lived Assets,” such as property, plants, equipment, and purchased intangibles are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Goodwill and other intangible assets are tested for impairment. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount in which the carrying amount of the asset exceeds the fair value of the asset. There were no events or changes in circumstances that necessitated an impairment of long-lived assets. | |||
Income Taxes | |||
Deferred income taxes are provided based on the provisions of ASC Topic 740, “Accounting for Income Taxes,” to reflect the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. | |||
The Company adopted the provisions of FASB Interpretation No. 48 – “Accounting For Uncertainty In Income Taxes”–an interpretation of ASC Topic 740 (“FIN 48”). FIN 48 contains a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating the Company's tax positions and tax benefits, which may require periodic adjustments. At September 30, 2014, the Company did not record any liabilities for uncertain tax positions. | |||
Concentration of Credit Risk | |||
The Company maintains its operating cash balances at a large, commercial bank with offices across the country. The Federal Depository Insurance Corporation (“FDIC”) insures accounts up to $250,000. | |||
Earnings Per Share | |||
Basic income (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if stock options, warrants, and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. In the event of a loss, diluted loss per share is the same as basic loss per share, because of the effect of the additional securities, a net loss would be anti-dilutive. | |||
Fair Value of Financial Instruments | |||
The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties other than in a forced sale or liquidation. | |||
The carrying amounts of the Company’s financial instruments, including cash, accounts payable and accrued liabilities, income tax payable and related party payable, if any, approximate fair value. | |||
Recent Accounting Pronouncements | |||
None. |
INVENTORIES
INVENTORIES | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Inventory Disclosure [Abstract] | ' | ||||||||
INVENTORIES | ' | ||||||||
The Company’s inventories as of September 30, 2014 and December 31, 2013 are as follows: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Finished goods | $ | 2,023,433 | $ | 2,140,185 | |||||
Components | 487,125 | 612,451 | |||||||
Total | $ | 2,510,558 | $ | 2,752,636 | |||||
PROPERTY_AND_EQUIPMENT
PROPERTY AND EQUIPMENT | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
PROPERTY AND EQUIPMENT | ' | ||||||||
The Company’s fixed assets as of September 30, 2014 and December 31, 2013 are as follows: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Equipment | $ | 287,915 | $ | 285,753 | |||||
Accumulated depreciation | (284,359 | ) | (279,765 | ) | |||||
Total | $ | 3,556 | $ | 5,988 | |||||
Depreciation and amortization expense for the nine months ended September 30, 2014 was $169,405 as compared to $174,549 for the nine month period ended September 30, 2013. | |||||||||
INTELLECTUAL_PROPERTY
INTELLECTUAL PROPERTY | 9 Months Ended |
Sep. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
INTELLECTUAL PROPERTY | ' |
During the nine months ended September 30, 2014 the Company wrote off the remaining balance of its investment in YogaEarth Group LLC (“YogaEarth”) and recorded a $50,000 expense in connection with the write off. Contemporaneously with the write off, the Company, YogaEarth and other third parties (collectively, the “Parties”) entered into a settlement agreement (the “Settlement”) related to prior investment activity and intellectual property development initiatives undertaken by the Parties. Under the terms of the Settlement, YogaEarth agreed to sell its 50% ownership position in the kaniwa protein extraction intellectual property (the “IP”) to the other Parties for the termination of certain equity rights and claims held by such parties in and against YogaEarth. Under the terms of the Settlement, the Company issued the third parties common stock with a fair market value of $84,500 in exchange for the 37.5% of the IP owned by the third parties, resulting in the Company owning 100% of the IP. The Company booked the $220,000 implied value of the IP to intangible assets, net and recorded a gain on the transaction of $137,500. During the nine months ended September 30, 2014, the Company also filed a patent application with the USPTO for the IP. |
NOTE_PAYABLES
NOTE PAYABLES | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
NOTE PAYABLES | ' | ||||||||
Notes payable consist of the following as of September 30, 2014 and December 31, 2013: | |||||||||
30-Sep-14 | 31-Dec-13 | ||||||||
Revolving line of credit of $3,000,000 from US Bank, dated April 9, 2009, as amended July 15, 2010, May 25, 2011, August 22, 2012, April 29, 2013, May 22, 2014 and June 25, 2014 at an interest rate of 3.0% plus the one-month LIBOR quoted by US Bank from Reuters Screen LIBOR. The line of credit matures May 15, 2015 and is secured by 80% of the eligible receivables and 50% of the eligible inventory (such inventory amount not to exceed 50% of the borrowing base) of NDS Nutrition Products, Inc. The Company pays interest only on this line of credit. | $ | 437,089 | $ | 437,089 | |||||
Term loan of $2,600,000 from US Bank, dated September 4, 2013, at a fixed interest rate of 3.6%. The term loan amortizes evenly on a monthly basis and matures August 15, 2018. | 2,070,803 | 2,435,862 | |||||||
Total of notes payable and advances | 2,507,892 | 2,872,951 | |||||||
Less current portion | (939,584 | ) | (926,218 | ) | |||||
Long-term portion | $ | 1,568,308 | $ | 1,946,733 | |||||
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
COMMITMENTS AND CONTINGENCIES | ' |
The Company does not have a commitment and contingency liability associated with any third party consulting agreements. |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
None. |
NET_INCOME_LOSS_PER_SHARE
NET INCOME / (LOSS) PER SHARE | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
NET INCOME / (LOSS) PER SHARE | ' | ||||||||
Basic net income per share is calculated by dividing the net income attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share also includes the weighted average number of outstanding warrants and options in the denominator. In the event of a loss, the diluted loss per share is the same as basic loss per share. The weighted average number of diluted shares of common stock outstanding for the three months ended September 30, 2014 included 8,194,812 shares of common stock, 183,281 shares of common stock issuable upon the exercise of outstanding common stock purchase warrants, and 220,000 shares of common stock issuable upon the exercise of outstanding options to purchase common stock. The following table represents the computation of basic and diluted income and (losses) per share for the three months ended September 30, 2014 and 2013. | |||||||||
September 30, | September 30, | ||||||||
2014 | 2013 | ||||||||
Income / (Losses) available for common shareholders | $ | 564,079 | $ | 485,591 | |||||
Basic weighted average common shares outstanding | 8,194,812 | 7,786,366 | |||||||
Basic income / (loss) per share | $ | 0.07 | $ | 0.06 | |||||
Diluted weighted average common shares outstanding | 8,598,093 | 9,065,758 | |||||||
Diluted income / (loss) per share | $ | 0.07 | $ | 0.05 | |||||
Net income / (loss) per share is based upon the weighted average shares of common stock outstanding. | |||||||||
EQUITY
EQUITY | 9 Months Ended | |||||||||||
Sep. 30, 2014 | ||||||||||||
Equity [Abstract] | ' | |||||||||||
EQUITY | ' | |||||||||||
Common and Preferred Stock | ||||||||||||
The Company is authorized to issue 150,000,000 shares of common stock, $0.01 par value, of which 8,194,812 common shares were issued and outstanding as of September 30, 2014. The Company is authorized to issue 10,000,000 shares of Series A Convertible Preferred Stock, $0.01 par value, 1,000 shares of its 10% Cumulative Perpetual Series B Preferred Stock, $0.01 par value, and 500 shares of its Series C Convertible Preferred Stock, par value $0.01, none of which were issued and outstanding as of September 30, 2014. | ||||||||||||
As of September 30, 2014, 3,704 shares of common stock were subscribed. | ||||||||||||
Options | ||||||||||||
As of September 30, 2014, 220,000 options to purchase common stock of the Company were issued and outstanding, 120,000 of which had an exercise price equal to $0.90 per share, 60,000 of which had an exercise price equal to $1.00 per share, and 40,000 of which had an exercise price equal to $2.20 per share. During the three month period ended September 30, 2014, the Company did not issue any options. | ||||||||||||
Warrants | ||||||||||||
The Company values all warrants using the Black-Scholes option-pricing model. Critical assumptions for the Black-Scholes option-pricing model include the market value of the stock price at the time of issuance, the risk-free interest rate corresponding to the term of the warrant, the volatility of the Company’s stock price, dividend yield on the common stock, as well as the exercise price and term of the warrant. The Black Scholes option-pricing model was the best determinable value of the warrants that the Company “knew up front” when issuing the warrants in accordance with Topic 505. Other than as expressly noted below, the warrants are not subject to any form of vesting schedule and, therefore, are exercisable by the holders anytime at their discretion during the life of the warrant. No discounts were applied to the valuation determined by the Black-Scholes option-pricing model; provided, however, that in determining volatility the Company utilized the lesser of the 90-day volatility as reported by Bloomberg or other such nationally recognized provider of financial markets data and 40.0%. | ||||||||||||
As of September 30, 2014, 152,725 warrants to purchase common stock of the Company were issued and outstanding, additional information about which is included in the following table: | ||||||||||||
Issued | Exercise Price | Issuance Date | Expiration Date | Vesting | ||||||||
17,586 | $ | 7.7 | 12/31/09 | 12/31/14 | No | |||||||
10,000 | $ | 7 | 12/31/09 | 12/31/14 | No | |||||||
14,259 | $ | 3.6 | 5/14/10 | 5/14/15 | Yes | |||||||
10,000 | $ | 3.5 | 12/31/09 | 12/31/14 | No | |||||||
25,000 | $ | 3 | 11/1/13 | 11/1/16 | No | |||||||
20,640 | $ | 2 | 6/29/10 | 6/29/15 | No | |||||||
21,240 | $ | 2 | 7/21/10 | 7/21/15 | No | |||||||
9,000 | $ | 2 | 9/3/10 | 9/3/15 | No | |||||||
25,000 | $ | 2 | 11/1/13 | 11/1/16 | No | |||||||
152,725 | ||||||||||||
Expected Dividend Yield | 0 | % | ||||||||||
Volatility | 40 | % | ||||||||||
Weighted average risk free interest rate | 0.2 | % | ||||||||||
Weighted average expected life (in years) | 1.1 | |||||||||||
Private Placements, Other Issuances and Cancellations | ||||||||||||
The Company periodically issues shares of its common stock, as well as options and warrants to purchase shares of common stock to investors in connection with private placement transactions, and to advisors, consultants and employees for the fair value of services rendered. Absent an arm’s length transaction with an independent third-party, the value of any such issued shares is based on the trading value of the stock at the date on which such transactions or agreements are consummated. The Company expenses the fair value of all such issuances in the period incurred. During the quarter ended September 30, 2014, the Company issued 3,704 shares of common stock subscribed for services rendered by directors that elected to take their board fees in shares of common stock in lieu of cash payment and recorded an expense of $10,001 for the fair value of services rendered. |
INCOME_TAXES
INCOME TAXES | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
INCOME TAXES | ' | ||||||||
The provision (benefit) for income taxes from continued operations for the period ended September 30, 2014 and the year ended December 31, 2013 consist of the following: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Current: | |||||||||
Federal AMT | $ | 39,771 | $ | 26,250 | |||||
State | 176,000 | 64,250 | |||||||
215,771 | 90,500 | ||||||||
Deferred: | |||||||||
Federal | $ | 747,660 | $ | 455 | |||||
State | - | 38,000 | |||||||
747,660 | 493,000 | ||||||||
Change in valuation allowance | (747,660 | ) | (493,000 | ) | |||||
Provision (benefit) for income taxes, net | $ | 215,771 | $ | 90,500 | |||||
Deferred income taxes result from temporary differences in the recognition of income and expenses for the financial reporting purposes and for tax purposes. The components of deferred tax assets consist principally from the following: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Net operating loss carryforwards | $ | 6,481,000 | $ | 7,272,000 | |||||
Valuation allowance | (5,988,188 | ) | (6,583,000 | ) | |||||
Deferred income tax asset | $ | 689,000 | $ | 689,000 | |||||
The Company has a net operating loss carryforwards of approximately $19,060,000 for federal purposes available to offset future taxable income through 2032, which expire in various years through 2032, The Company has provided a valuation reserve against the full amount of the net operating loss benefit, because in the opinion of management the benefits from net operating losses carried forward may be impaired or limited on certain circumstances. Events which may cause limitations in the amount of net operating losses that the Company may utilize in any one year include, but are not limited to, limitations imposed under Section 382 of the Internal Revenue Code, as amended, from change of more than 50% over a three-year period. The impact of any limitations that may be imposed for future issuances of equity securities, including issuances with respect to acquisitions have not been determined. | |||||||||
ASC 740 requires the consideration of a valuation allowance to reflect the likelihood of realization of deferred tax assets. Significant management judgment is required in determining any valuation allowance recorded against deferred tax assets. In evaluating the ability to recover deferred tax assets, the Company considered available positive and negative evidence, giving greater weight to its recent cumulative losses and its ability to carry-back losses against prior taxable income and lesser weight to its projected financial results due to the challenges of forecasting future periods. The Company also considered, commensurate with its objective verifiability, the forecast of future taxable income including the reversal of temporary differences. At that time the Company continued to have sufficient positive evidence, including recent cumulative profits, a reduction in operating expenses, the ability to carry-back losses against prior taxable income and an expectation of improving operating results, showing a valuation allowance was not required. At the end of the year ended December 31, 2013, changes in previously anticipated expectations and continued operating losses necessitated a valuation allowance against the tax benefits recognized in this quarter and prior quarters since they are no longer “more-likely-than-not” realizable. Under current tax laws, this valuation allowance will not limit the Company’s ability to utilize U.S. federal and state deferred tax assets provided it can generate sufficient future taxable income in the U.S. | |||||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
None. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended | ||
Sep. 30, 2014 | |||
Summary Of Significant Accounting Policies Policies | ' | ||
Basis of Presentation | ' | ||
Interim Financial Statements | |||
The accompanying interim condensed unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation are included. Operating results for the three and nine month period ended September 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. While management of the Company believes the disclosures presented herein are adequate and not misleading, these interim condensed consolidated financial statements should be read in conjunction with the audited condensed consolidated financial statements and the footnotes thereto for the fiscal year ended December 31, 2013 as filed with the Securities and Exchange Commission as an exhibit to our Annual Report on Form 10-K. | |||
Principle of Consolidation | ' | ||
The consolidated financial statements include the accounts of the Company and NDS Nutrition Products, Inc. Intercompany accounts and transactions have been eliminated in the consolidated condensed financial statements. | |||
Use of Estimates | ' | ||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect (i) the reported amounts of assets and liabilities, (ii) the disclosure of contingent assets and liabilities known to exist as of the date the financial statements are published, and (iii) the reported amount of net sales and expenses recognized during the periods presented. Adjustments made with respect to the use of estimates often relate to improved information not previously available. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial statements; accordingly, actual results could differ from these estimates. | |||
These estimates and assumptions also affect the reported amounts of revenues, costs and expenses during the reporting period. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates. | |||
Revenue Recognition | ' | ||
Revenue is derived from product sales. The Company recognizes revenue from product sales in accordance with Accounting Standards Codification (“ASC”) Topic 605 “Revenue Recognition in Financial Statements” which assesses revenue upon: (i) the time customers are invoiced at shipping point provided title and risk of loss has passed to the customer, (ii) evidence of an arrangement exists, (iii) fees are contractually fixed or determinable, (iv) collection is reasonably assured through historical collection results and regular credit evaluations, and (v) there are no uncertainties regarding customer acceptance. | |||
Accounts Receivable | ' | ||
All of the Company’s accounts receivable balance is related to trade receivables which, in the quarter ended September 30, 2014, increased due principally to the transition to GNC’s centralized distribution platform. Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in its existing accounts receivable. The Company will maintain allowances for doubtful accounts, estimating losses resulting from the inability of its customers to make required payments for products. Accounts with known financial issues are first reviewed and specific estimates are recorded. The remaining accounts receivable balances are then grouped in categories by the amount of days the balance is past due, and the estimated loss is calculated as a percentage of the total category based upon past history. Account balances are charged off against the allowance when it is probable the receivable will not be recovered. The Company recorded a contra-expense of $697 related to the collection of accounts previously written off as bad debt and doubtful accounts during the quarter ended September 30, 2014. | |||
Allowance for Doubtful Accounts | ' | ||
The determination of collectability of the Company’s accounts receivable requires management to make frequent judgments and estimates in order to determine the appropriate amount of allowance needed for doubtful accounts. The Company’s allowance for doubtful accounts is estimated to cover the risk of loss related to accounts receivable. This allowance is maintained at a level we consider appropriate based on factors that affect collectability. These factors include historical trends of write-offs, recoveries and credit losses, the careful monitoring of customer credit quality, and projected economic and market conditions. Different assumptions or changes in economic circumstances could result in changes to the allowance. | |||
Cash and Cash Equivalents | ' | ||
The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At September 30, 2014, cash and cash equivalents include cash on hand and cash in the bank. | |||
Inventory | ' | ||
The Company’s inventory is carried at the lower of cost or net realizable value using the first-in, first-out (“FIFO”) method. The Company evaluates the need to record adjustments for inventory on a regular basis. Company policy is to evaluate all inventories including raw material and finished goods for all of its product offerings across all of the Company’s operating subsidiaries. At September 30, 2014 and December 31, 2013, the value of the Company’s inventory was $2,510,558 and $2,752,636, respectively. | |||
Property and Equipment | ' | ||
Property and equipment is recorded at cost and depreciated over the estimated useful lives of the assets using the straight-line method. When items are retired or otherwise disposed of, income is charged or credited for the difference between net book value and proceeds realized. Ordinary maintenance and repairs are charged to expense as incurred, and replacements and betterments are capitalized. | |||
The range of estimated useful lives used to calculate depreciation for principal items of property and equipment are as follows: | |||
Asset Category | Depreciation/Amortization Period | ||
Furniture and fixtures | 3 Years | ||
Office equipment | 3 Years | ||
Leasehold improvements | 5 Years | ||
The Company adopted Statement of Financial Accounting Standard (“FASB”) ASC Topic 350 Goodwill and Other Intangible Assets. In accordance with ASC Topic 350, goodwill, which represents the excess of the purchase price and related costs over the value assigned to net tangible and identifiable intangible assets of businesses acquired and accounted for under the purchase method, acquired in business combinations is assigned to reporting units that are expected to benefit from the synergies of the combination as of the acquisition date. Under this standard, goodwill and intangibles with indefinite useful lives are no longer amortized. The Company assesses goodwill and indefinite-lived intangible assets for impairment annually during the fourth quarter, or more frequently if events and circumstances indicate impairment may have occurred in accordance with ASC Topic 350. If the carrying value of a reporting unit's goodwill exceeds its implied fair value, the Company records an impairment loss equal to the difference. ASC Topic 350 also requires that the fair value of indefinite-lived purchased intangible assets be estimated and compared to the carrying value. The Company recognizes an impairment loss when the estimated fair value of the indefinite-lived purchased intangible assets is less than the carrying value. | |||
Impairment of Long-Lived Assets | ' | ||
In accordance with ASC Topic 3605, “Long-Lived Assets,” such as property, plants, equipment, and purchased intangibles are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Goodwill and other intangible assets are tested for impairment. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount in which the carrying amount of the asset exceeds the fair value of the asset. There were no events or changes in circumstances that necessitated an impairment of long-lived assets. | |||
Income Taxes | ' | ||
Deferred income taxes are provided based on the provisions of ASC Topic 740, “Accounting for Income Taxes,” to reflect the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. | |||
The Company adopted the provisions of FASB Interpretation No. 48 – “Accounting For Uncertainty In Income Taxes”–an interpretation of ASC Topic 740 (“FIN 48”). FIN 48 contains a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount, which is more than 50% likely of being realized upon ultimate settlement. The Company considers many factors when evaluating and estimating the Company's tax positions and tax benefits, which may require periodic adjustments. At September 30, 2014, the Company did not record any liabilities for uncertain tax positions. | |||
Concentration of Credit Risk | ' | ||
The Company maintains its operating cash balances at a large, commercial bank with offices across the country. The Federal Depository Insurance Corporation (“FDIC”) insures accounts up to $250,000. | |||
Earnings Per Share | ' | ||
Basic income (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if stock options, warrants, and other commitments to issue common stock were exercised or equity awards vest resulting in the issuance of common stock that could share in the earnings of the Company. In the event of a loss, diluted loss per share is the same as basic loss per share, because of the effect of the additional securities, a net loss would be anti-dilutive. | |||
Fair Value of Financial Instruments | ' | ||
The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties other than in a forced sale or liquidation. | |||
The carrying amounts of the Company’s financial instruments, including cash, accounts payable and accrued liabilities, income tax payable and related party payable, if any, approximate fair value. | |||
Recent Accounting Pronouncements | ' | ||
None. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended | ||
Sep. 30, 2014 | |||
Summary Of Significant Accounting Policies Tables | ' | ||
Property and Equipment | ' | ||
Asset Category | Depreciation/Amortization Period | ||
Furniture and fixtures | 3 Years | ||
Office equipment | 3 Years | ||
Leasehold improvements | 5 Years |
INVENTORIES_Tables
INVENTORIES (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Inventories Tables | ' | ||||||||
Inventories | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Finished goods | $ | 2,023,433 | $ | 2,140,185 | |||||
Components | 487,125 | 612,451 | |||||||
Total | $ | 2,510,558 | $ | 2,752,636 |
PROPERTY_AND_EQUIPMENT_Tables
PROPERTY AND EQUIPMENT (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Property And Equipment Tables | ' | ||||||||
PROPERTY AND EQUIPMENT | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Equipment | $ | 287,915 | $ | 285,753 | |||||
Accumulated depreciation | (284,359 | ) | (279,765 | ) | |||||
Total | $ | 3,556 | $ | 5,988 |
NOTE_PAYABLES_Tables
NOTE PAYABLES (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Note Payables Tables | ' | ||||||||
Notes payable | ' | ||||||||
30-Sep-14 | 31-Dec-13 | ||||||||
Revolving line of credit of $3,000,000 from US Bank, dated April 9, 2009, as amended July 15, 2010, May 25, 2011, August 22, 2012, April 29, 2013, May 22, 2014 and June 25, 2014 at an interest rate of 3.0% plus the one-month LIBOR quoted by US Bank from Reuters Screen LIBOR. The line of credit matures May 15, 2015 and is secured by 80% of the eligible receivables and 50% of the eligible inventory (such inventory amount not to exceed 50% of the borrowing base) of NDS Nutrition Products, Inc. The Company pays interest only on this line of credit. | $ | 437,089 | $ | 437,089 | |||||
Term loan of $2,600,000 from US Bank, dated September 4, 2013, at a fixed interest rate of 3.6%. The term loan amortizes evenly on a monthly basis and matures August 15, 2018. | 2,070,803 | 2,435,862 | |||||||
Total of notes payable and advances | 2,507,892 | 2,872,951 | |||||||
Less current portion | (939,584 | ) | (926,218 | ) | |||||
Long-term portion | $ | 1,568,308 | $ | 1,946,733 |
NET_INCOME_LOSS_PER_SHARE_Tabl
NET INCOME / (LOSS) PER SHARE (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Net Income Loss Per Share Tables | ' | ||||||||
NET INCOME / (LOSS) PER SHARE | ' | ||||||||
September 30, | September 30, | ||||||||
2014 | 2013 | ||||||||
Income / (Losses) available for common shareholders | $ | 564,079 | $ | 485,591 | |||||
Basic weighted average common shares outstanding | 8,194,812 | 7,786,366 | |||||||
Basic income / (loss) per share | $ | 0.07 | $ | 0.06 | |||||
Diluted weighted average common shares outstanding | 8,598,093 | 9,065,758 | |||||||
Diluted income / (loss) per share | $ | 0.07 | $ | 0.05 |
EQUITY_Tables
EQUITY (Tables) | 9 Months Ended | |||||||||||
Sep. 30, 2014 | ||||||||||||
Equity Tables | ' | |||||||||||
Warrants issued and outstanding | ' | |||||||||||
Issued | Exercise Price | Issuance Date | Expiration Date | Vesting | ||||||||
17,586 | $ | 7.7 | 12/31/09 | 12/31/14 | No | |||||||
10,000 | $ | 7 | 12/31/09 | 12/31/14 | No | |||||||
14,259 | $ | 3.6 | 5/14/10 | 5/14/15 | Yes | |||||||
10,000 | $ | 3.5 | 12/31/09 | 12/31/14 | No | |||||||
25,000 | $ | 3 | 11/1/13 | 11/1/16 | No | |||||||
20,640 | $ | 2 | 6/29/10 | 6/29/15 | No | |||||||
21,240 | $ | 2 | 7/21/10 | 7/21/15 | No | |||||||
9,000 | $ | 2 | 9/3/10 | 9/3/15 | No | |||||||
25,000 | $ | 2 | 11/1/13 | 11/1/16 | No | |||||||
152,725 | ||||||||||||
Expected Dividend Yield | 0 | % | ||||||||||
Volatility | 40 | % | ||||||||||
Weighted average risk free interest rate | 0.2 | % | ||||||||||
Weighted average expected life (in years) | 1.1 | |||||||||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Income Taxes Tables | ' | ||||||||
Provision (benefit) for income taxes | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Current: | |||||||||
Federal AMT | $ | 39,771 | $ | 26,250 | |||||
State | 176,000 | 64,250 | |||||||
215,771 | 90,500 | ||||||||
Deferred: | |||||||||
Federal | $ | 747,660 | $ | 455 | |||||
State | - | 38,000 | |||||||
747,660 | 493,000 | ||||||||
Change in valuation allowance | (747,660 | ) | (493,000 | ) | |||||
Provision (benefit) for income taxes, net | $ | 215,771 | $ | 90,500 | |||||
Deferred tax assets | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Net operating loss carryforwards | $ | 6,481,000 | $ | 7,272,000 | |||||
Valuation allowance | (5,988,188 | ) | (6,583,000 | ) | |||||
Deferred income tax asset | $ | 689,000 | $ | 689,000 |
DESCRIPTION_OF_BUSINESS_Detail
DESCRIPTION OF BUSINESS (Details Narrative) | 9 Months Ended |
Sep. 30, 2014 | |
Description Of Business Details Narrative | ' |
State of incorporation | 'Nevada |
Company incorporation date | 26-Jul-05 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 9 Months Ended |
Sep. 30, 2014 | |
Furniture and Fixtures | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
Depreciation/Amortization Period | '3 years |
Office Equipment | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
Depreciation/Amortization Period | '3 years |
Leasehold Improvements | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
Depreciation/Amortization Period | '5 years |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 |
Accounts Receivable [Member] | |||
Recovered bad debt and doubtful accounts | ' | ' | $697 |
Inventory | 2,510,558 | 2,752,636 | ' |
FDIC Insurance amount | $250,000 | ' | ' |
INVENTORIES_Details
INVENTORIES (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Inventories Details | ' | ' |
Finished goods | $2,023,433 | $2,140,185 |
Components | 487,125 | 612,451 |
Total | $2,510,558 | $2,752,636 |
PROPERTY_AND_EQUIPMENT_Details
PROPERTY AND EQUIPMENT (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
PROPERTY AND EQUIPMENT | ' | ' |
Equipment | $287,915 | $28,575 |
Accumulated depreciation | -284,359 | -279,765 |
Total | $3,556 | $5,988 |
PROPERTY_AND_EQUIPMENT_Details1
PROPERTY AND EQUIPMENT (Details Narrative) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Property and Equipment | ' | ' | ' | ' |
Depreciation and amortization expense | $56,508 | $57,788 | $169,405 | $174,549 |
INTELLECTUAL_PROPERTY_Details_
INTELLECTUAL PROPERTY (Details Narrative) (YogaEarth [Member], USD $) | 9 Months Ended |
Sep. 30, 2014 | |
YogaEarth [Member] | ' |
Write off expense | $50,000 |
Ownership sold | 50.00% |
Common stock issued in exchange for ownership | 84,500 |
Ownership acquired in exchange for common stock | 37.50% |
Fitlife ownership of entity following transaction | 100.00% |
Implied value of IP | 220,000 |
Gain on transaction | $137,500 |
NOTE_PAYABLES_Details
NOTE PAYABLES (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Notes payable | ' | ' |
Revolving Line of Credit | $437,089 | $437,089 |
Term loan | 2,070,803 | 2,435,862 |
Total of notes payable and advances | 2,507,892 | 2,872,951 |
Less current portion | -939,584 | -926,218 |
Long-term portion | $1,568,308 | $1,946,733 |
NET_INCOME_LOSS_PER_SHARE_Deta
NET INCOME / (LOSS) PER SHARE (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Net Income Loss Per Share Details | ' | ' | ' | ' |
Income / (Losses) available for common shareholders | $564,079 | $485,591 | $2,182,640 | $1,543,215 |
Basic weighted average common shares outstanding | 8,194,812 | 7,786,366 | 8,174,399 | 7,737,910 |
Basic income / (loss) per share | $0.07 | $0.06 | $0.27 | $0.20 |
Diluted weighted average common shares outstanding | 8,598,093 | 9,065,758 | 8,579,715 | 9,043,857 |
Diluted income / (loss) per share | $0.07 | $0.05 | $0.25 | $0.17 |
NET_INCOME_LOSS_PER_SHARE_Deta1
NET INCOME / (LOSS) PER SHARE (Details Narrative) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Weighted average number of shares outstanding | 8,598,093 | 9,065,758 | 8,579,715 | 9,043,857 |
Common Stock [Member] | ' | ' | ' | ' |
Weighted average number of shares outstanding | 8,194,812 | ' | ' | ' |
Equity Option [Member] | ' | ' | ' | ' |
Weighted average number of shares outstanding | 220,000 | ' | ' | ' |
Warrant [Member] | ' | ' | ' | ' |
Weighted average number of shares outstanding | 183,281 | ' | ' | ' |
EQUITY_Details
EQUITY (Details) (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Warrants Issued | 152,725 |
Expected dividend yield | 0.00% |
Volatility | 40.00% |
Weighted average risk free interest rate | 0.20% |
Weighted average expected life (in years) | '1 year 1 month 6 days |
Warrants1member | ' |
Warrants Issued | 17,586 |
Exercise price | 7.7 |
Issuance Date | 31-Dec-09 |
Expiration Date | 31-Dec-14 |
Warrants2Member | ' |
Warrants Issued | 10,000 |
Exercise price | 7 |
Issuance Date | 31-Dec-09 |
Expiration Date | 31-Dec-14 |
Warrants4Member | ' |
Warrants Issued | 14,259 |
Exercise price | 3.6 |
Issuance Date | 14-May-10 |
Expiration Date | 14-May-15 |
Warrants6Member | ' |
Warrants Issued | 10,000 |
Exercise price | 3.5 |
Issuance Date | 31-Dec-09 |
Expiration Date | 31-Dec-14 |
Warrants7Member | ' |
Warrants Issued | 25,000 |
Exercise price | 3 |
Issuance Date | 1-Nov-13 |
Expiration Date | 1-Nov-16 |
Warrants8Member | ' |
Warrants Issued | 20,640 |
Exercise price | 2 |
Issuance Date | 29-Jun-10 |
Expiration Date | 29-Jun-15 |
Warrants9Member | ' |
Warrants Issued | 21,240 |
Exercise price | 2 |
Issuance Date | 21-Jul-10 |
Expiration Date | 21-Jul-15 |
Warrants10Member | ' |
Warrants Issued | 9,000 |
Exercise price | 2 |
Issuance Date | 3-Sep-10 |
Expiration Date | 3-Sep-15 |
Warrants11Member | ' |
Warrants Issued | 25,000 |
Exercise price | 2 |
Issuance Date | 1-Nov-13 |
Expiration Date | 1-Nov-16 |
EQUITY_Details_Narrative
EQUITY (Details Narrative) (USD $) | 3 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2013 | |
EQUITY | ' | ' |
Authorized to issue shares of common stock | 150,000,000 | ' |
Share price, par value | $0.01 | ' |
Common Stock, Shares, Issued | 8,194,812 | 8,110,853 |
Common Stock, Shares, Outstanding | 8,194,812 | 8,110,853 |
Common Stock shares subscribed | 3,704 | ' |
Warrant or right issued and outstanding | 152,725 | ' |
Options issued | 40,000 | ' |
Exercise price of issued options | $2.20 | ' |
Options Held [Member] | ' | ' |
EQUITY | ' | ' |
Warrant or right issued and outstanding | 220,000 | ' |
Options Held [Member] | Option 2 [Member] | ' | ' |
EQUITY | ' | ' |
Warrant or right issued and outstanding | 60,000 | ' |
Exercise price | $1 | ' |
Options Held [Member] | Option 1 [Member] | ' | ' |
EQUITY | ' | ' |
Warrant or right issued and outstanding | 120,000 | ' |
Exercise price | $2.20 | ' |
Options Held [Member] | Opton 3 [Member] | ' | ' |
EQUITY | ' | ' |
Warrant or right issued and outstanding | 40,000 | ' |
Exercise price | $0.09 | ' |
Warrant [Member] | ' | ' |
EQUITY | ' | ' |
Warrant or right issued and outstanding | 152,725 | ' |
Volatility duration | '90 days | ' |
Volatility rate | 40.00% | ' |
Private Placements Other Issuances And Cancellations [Member] | ' | ' |
EQUITY | ' | ' |
SharesB issued of common stock for services | 3,704 | ' |
Fair value expense of services rendered | $10,001 | ' |
Common And Preferred Stock [Member] | Series A Preferred Stock [Member] | ' | ' |
EQUITY | ' | ' |
Authorized to issue shares of common stock | 10,000,000 | ' |
Share price, par value | $0.00 | ' |
Common Stock, Shares, Issued | 0 | ' |
Common Stock, Shares, Outstanding | 0 | ' |
Common And Preferred Stock [Member] | Series B Preferred Stock [Member] | ' | ' |
EQUITY | ' | ' |
Authorized to issue shares of common stock | 1,000 | ' |
Share price, par value | $0.01 | ' |
Common Stock, Shares, Issued | 0 | ' |
Common Stock, Shares, Outstanding | 0 | ' |
Common And Preferred Stock [Member] | Series C Preferred Stock [Member] | ' | ' |
EQUITY | ' | ' |
Authorized to issue shares of common stock | 500 | ' |
Share price, par value | $0.01 | ' |
Common Stock, Shares, Issued | 0 | ' |
Common Stock, Shares, Outstanding | 0 | ' |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Current income tax provision | ' | ' | ' | ' | ' |
Federal AMT | $39,771 | ' | ' | ' | $26,250 |
State | 176,000 | ' | ' | ' | 64,250 |
Total current income tax provision | 215,771 | ' | ' | ' | 90,500 |
Deferred income tax provision | ' | ' | ' | ' | ' |
Federal | 747,660 | ' | ' | ' | 455,000 |
State | ' | ' | ' | ' | 38,000 |
Total deferred income tax provision | 747,660 | ' | ' | ' | 493,000 |
Change in valuation allowance | -747,660 | ' | ' | ' | -493,000 |
Provision (benefit) for income taxes, net | $53,000 | $27,000 | $215,771 | $79,500 | $90,500 |
INCOME_TAXES_Details_1
INCOME TAXES (Details 1) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Income Taxes Details 1 | ' | ' |
Net operating loss carryforwards | $6,481,000 | $7,272,000 |
Valuation allowance | -5,988,188 | -6,583,000 |
Deferred income tax asset | $689,000 | $689,000 |
INCOME_TAXES_Details_Narrative
INCOME TAXES (Details Narrative) (USD $) | Sep. 30, 2014 |
Income Taxes | ' |
Net operating loss carryforwards, Federal | $19,060,000 |