Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Oct. 03, 2015 | Nov. 11, 2015 | |
Document And Entity Information | ||
Entity Registrant Name | ChromaDex Corp. | |
Entity Central Index Key | 1,386,570 | |
Document Type | 10-Q | |
Document Period End Date | Oct. 3, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --01-02 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 109,114,247 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,015 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Oct. 03, 2015 | Jan. 03, 2015 |
Current Assets | ||
Cash | $ 4,708,642 | $ 3,964,750 |
Trade receivables, less allowance for doubtful accounts and returns, October 3, 2015 $43,000; January 3, 2015 $38,000 | 3,784,541 | 1,906,709 |
Inventories | 4,163,628 | 3,734,341 |
Prepaid expenses and other assets | 377,469 | 292,891 |
Total current assets | 13,034,280 | 9,898,691 |
Leasehold Improvements and Equipment, net | 1,581,961 | 1,264,660 |
Deposits | 59,040 | 57,435 |
Intangible assets, net | 371,325 | 296,061 |
Total assets | 15,046,606 | 11,516,847 |
Current Liabilities | ||
Accounts payable | 3,560,569 | 3,451,608 |
Accrued expenses | 1,215,166 | 853,685 |
Current maturities of loan payable | 598,837 | 223,358 |
Current maturities of capital lease obligations | 216,551 | 148,278 |
Customer deposits and other | 236,828 | 234,435 |
Deferred rent, current | 52,914 | 69,456 |
Total current liabilities | 5,880,865 | 4,980,820 |
Loan payable, less current maturities, net | 4,226,414 | 1,977,113 |
Capital lease obligations, less current maturities | 500,128 | 423,015 |
Deferred rent, less current | 103,461 | 137,508 |
Total Liabilities | 10,710,868 | 7,518,456 |
Stockholders' Equity | ||
Common stock, $.001 par value; authorized 150,000,000 shares; issued and outstanding October 3, 2015 106,319,606 and January 3, 2015 105,271,058 shares | 106,320 | 105,271 |
Additional paid-in capital | 45,098,163 | 43,417,442 |
Accumulated deficit | (40,868,745) | (39,524,322) |
Total stockholders' equity | 4,335,738 | 3,998,391 |
Total liabilities and stockholders' equity | $ 15,046,606 | $ 11,516,847 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Oct. 03, 2015 | Jan. 03, 2015 |
Statement of Financial Position [Abstract] | ||
Trade receivables, less allowance for doubtful accounts and returns | $ 43,000 | $ 38,000 |
Common Stock, Par Value Per Share | $ .001 | $ .001 |
Common Stock, Shares Authorized | 150,000,000 | 150,000,000 |
Common Stock, Shares, Issued | 106,319,606 | 105,271,058 |
Common Stock, Shares, Outstanding | 106,319,606 | 105,271,058 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations 3 Months Ended (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Oct. 03, 2015 | Jul. 04, 2015 | Apr. 04, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Income Statement [Abstract] | ||||||
Sales, net | $ 6,287,309 | $ 4,139,710 | $ 17,649,660 | $ 11,070,002 | ||
Cost of sales | 3,805,679 | 2,616,764 | 10,769,714 | 7,163,282 | ||
Gross profit | 2,481,630 | 1,522,946 | 6,879,946 | 3,906,720 | ||
Operating expenses: | ||||||
Sales and marketing | 550,878 | 518,662 | 1,776,403 | 1,554,777 | ||
General and administrative | 1,753,622 | 1,651,718 | 6,016,557 | 6,458,027 | ||
Operating expenses | 2,304,500 | 2,170,380 | 7,792,960 | 8,034,347 | ||
Operating income (loss) | 177,130 | (647,434) | (913,014) | (4,127,627) | ||
Nonoperating income (expense): | ||||||
Interest income | 976 | 230 | 2,339 | 1,175 | ||
Interest expense | (181,822) | (12,449) | (433,748) | (34,359) | ||
Nonoperating expenses | (180,846) | (12,219) | (431,409) | (33,184) | ||
Net loss | $ (3,716) | $ (315,192) | $ (1,025,515) | $ (659,653) | $ (1,344,423) | $ (4,160,811) |
Basic and Diluted loss per common share | $ 0 | $ (.01) | $ (0.01) | $ (0.04) | ||
Basic and Diluted weighted average common shares outstanding | 107,442,916 | 106,610,400 | 107,350,469 | 106,290,782 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations 9 Months Ended (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Oct. 03, 2015 | Jul. 04, 2015 | Apr. 04, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Income Statement [Abstract] | ||||||
Sales, net | $ 6,287,309 | $ 4,139,710 | $ 17,649,660 | $ 11,070,002 | ||
Cost of sales | 3,805,679 | 2,616,764 | 10,769,714 | 7,163,282 | ||
Gross profit | 2,481,630 | 1,522,946 | 6,879,946 | 3,906,720 | ||
Operating expenses: | ||||||
Sales and marketing | 550,878 | 518,662 | 1,776,403 | 1,554,777 | ||
General and administrative | 1,753,622 | 1,651,718 | $ 6,016,557 | 6,458,027 | ||
Loss from investment in affiliate | 21,543 | |||||
Operating expenses | 2,304,500 | 2,170,380 | $ 7,792,960 | 8,034,347 | ||
Operating income (loss) | 177,130 | (647,434) | (913,014) | (4,127,627) | ||
Nonoperating income (expense): | ||||||
Interest income | 976 | 230 | 2,339 | 1,175 | ||
Interest expense | (181,822) | (12,449) | (433,748) | (34,359) | ||
Nonoperating expenses | (180,846) | (12,219) | (431,409) | (33,184) | ||
Net loss | $ (3,716) | $ (315,192) | $ (1,025,515) | $ (659,653) | $ (1,344,423) | $ (4,160,811) |
Basic and Diluted loss per common share | $ 0 | $ (.01) | $ (0.01) | $ (0.04) | ||
Basic and Diluted weighted average common shares outstanding | 107,442,916 | 106,610,400 | 107,350,469 | 106,290,782 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Oct. 03, 2015 | Sep. 27, 2014 | |
Cash Flows From Operating Activities | ||
Net loss | $ (1,344,423) | $ (4,160,811) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation of leasehold improvements and equipment | 209,754 | 161,712 |
Amortization of intangibles | 32,236 | 24,826 |
Share-based compensation expense | 1,656,504 | 2,467,720 |
Allowance for doubtful trade receivables | $ 5,429 | 24,190 |
Gain on exchange of equipment | $ (17,301) | |
Loss from disposal of equipment | $ 19,643 | |
Loss from investment in affiliate | $ 21,543 | |
Non-cash financing costs | $ 139,780 | |
Changes in operating assets and liabilities: | ||
Trade receivables | $ (1,883,261) | $ (1,714,035) |
Other receivable | 215,000 | |
Inventories | $ (429,287) | (81,961) |
Prepaid expenses and other assets | (86,183) | (87,068) |
Accounts payable | 108,961 | 967,229 |
Accrued expenses | 361,481 | 201,147 |
Customer deposits and other | 2,393 | (320,127) |
Deferred rent | (50,589) | (36,732) |
Net cash used in operating activities | (1,257,562) | (2,334,668) |
Cash Flows From Investing Activities | ||
Purchases of leasehold improvements and equipment | (242,765) | (53,428) |
Purchases of intangible assets | $ (107,500) | (90,000) |
Proceeds from sale of equipment | 1,356 | |
Proceeds from investment in affiliate | 1,092,500 | |
Net cash provided by (used in) investing activities | $ (350,265) | 950,428 |
Cash Flows From Financing Activities | ||
Proceeds from exercise of stock options | 25,266 | $ 449,158 |
Proceeds from loan payable | 2,500,000 | |
Payment of debt issuance cost | (15,000) | |
Principal payments on capital leases | (158,547) | $ (122,496) |
Net cash provided by financing activities | 2,351,719 | 326,662 |
Net increase (decrease) in cash | 743,892 | (1,057,578) |
Cash Beginning of Period | 3,964,750 | 2,261,336 |
Cash Ending of Period | 4,708,642 | 1,203,758 |
Supplemental Disclosures of Cash Flow Information | ||
Cash payments for interest | 293,968 | 34,359 |
Supplemental Schedule of Noncash Investing Activity | ||
Capital lease obligation incurred for the purchase of equipment | 303,933 | 322,802 |
Retirement of fully depreciated equipment - cost | 8,181 | 56,110 |
Retirement of fully depreciated equipment - accumulated depreciation | $ (8,181) | (56,110) |
Supplemental Schedule of Noncash Operating Activity | ||
Stock issued to settle outstanding payable balance | 137,494 | |
Supplemental Schedule of Noncash Share-based Compensation | ||
Changes in prepaid expenses associated with share-based compensation | $ 55,631 |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Stockholders' Equity - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance, Shares at Jan. 03, 2015 | 105,271,058 | |||
Beginning Balance, Amount at Jan. 03, 2015 | $ 105,271 | $ 43,417,442 | $ (39,524,322) | $ 3,998,391 |
Share-based compensation, Shares | 210,000 | |||
Share-based compensation, Amount | $ 210 | 715,699 | $ 715,909 | |
Vested restricted stock, shares | 506,000 | |||
Vested restricted stock, Amount | $ 506 | $ (506) | ||
Net loss | $ (1,025,515) | $ (1,025,515) | ||
Ending Balance, Shares at Apr. 04, 2015 | 105,987,058 | |||
Ending Balance, Amount at Apr. 04, 2015 | $ 105,987 | $ 44,132,635 | (40,549,837) | 3,688,785 |
Beginning Balance, Shares at Jan. 03, 2015 | 105,271,058 | |||
Beginning Balance, Amount at Jan. 03, 2015 | $ 105,271 | 43,417,442 | (39,524,322) | $ 3,998,391 |
Exercise of stock options, Shares | ||||
Net loss | $ (1,344,423) | |||
Ending Balance, Shares at Oct. 03, 2015 | 106,319,606 | |||
Ending Balance, Amount at Oct. 03, 2015 | $ 106,320 | 45,098,163 | (40,868,745) | 4,335,738 |
Beginning Balance, Shares at Apr. 04, 2015 | 105,987,058 | |||
Beginning Balance, Amount at Apr. 04, 2015 | $ 105,987 | 44,132,635 | $ (40,549,837) | 3,688,785 |
Exercise of stock options, Shares | 22,745 | |||
Exercise of stock options, Amount | $ 23 | 15,578 | 15,601 | |
Share-based compensation, Shares | 125,000 | |||
Share-based compensation, Amount | $ 125 | 507,143 | $ 507,268 | |
Vested restricted stock, shares | 156,000 | |||
Vested restricted stock, Amount | $ 156 | $ (156) | ||
Net loss | $ (315,192) | $ (315,192) | ||
Ending Balance, Shares at Jul. 04, 2015 | 106,290,803 | |||
Ending Balance, Amount at Jul. 04, 2015 | $ 106,291 | $ 44,655,200 | $ (40,865,029) | 3,896,462 |
Exercise of stock options, Shares | 12,803 | |||
Exercise of stock options, Amount | $ 13 | 9,652 | 9,665 | |
Share-based compensation, Shares | ||||
Share-based compensation, Amount | 433,327 | $ 433,327 | ||
Vested restricted stock, shares | 16,000 | |||
Vested restricted stock, Amount | $ 16 | $ (16) | ||
Net loss | $ (3,716) | $ (3,716) | ||
Ending Balance, Shares at Oct. 03, 2015 | 106,319,606 | |||
Ending Balance, Amount at Oct. 03, 2015 | $ 106,320 | $ 45,098,163 | $ (40,868,745) | $ 4,335,738 |
Interim Financial Statements
Interim Financial Statements | 9 Months Ended |
Oct. 03, 2015 | |
Interim Financial Statements | |
Note 1. Interim Financial Statements | The accompanying financial statements of ChromaDex Corporation (the Company) and its wholly owned subsidiaries, ChromaDex, Inc., ChromaDex Analytics, Inc. and Spherix Consulting, Inc. include all adjustments, consisting of normal recurring adjustments and accruals, that, in the opinion of the management of the Company, are necessary for a fair presentation of the Companys financial position as of October 3, 2015 and results of operations and cash flows for the three and nine months ended October 3, 2015 and September 27, 2014. These unaudited interim financial statements should be read in conjunction with the Companys audited financial statements and the notes thereto for the year ended January 3, 2015 appearing in the Companys Annual Report on Form 10-K filed with the Securities and Exchange Commission (the Commission) on March 19, 2015. Operating results for the nine months ended October 3, 2015 are not necessarily indicative of the results to be achieved for the full year ending on January 2, 2016. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. The balance sheet at January 3, 2015 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. |
Nature of Business and Liquidit
Nature of Business and Liquidity | 9 Months Ended |
Oct. 03, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Note 2. Nature of Business and Liquidity | Nature of business Liquidity With the capital raise described above, we anticipate that our current cash and cash equivalents on hand and cash generated from operations will be sufficient meet our projected operating plans through at least December 31, 2016. We may, however, require additional funds, either through additional equity or debt financings or collaborative agreements or from other sources. We have no commitments to obtain such additional financing, and we may not be able to obtain any such additional financing on terms favorable to us, or at all. If adequate financing is not available, the Company will further delay, postpone or terminate product and service expansion and curtail certain selling, general and administrative operations. The inability to raise additional financing may have a material adverse effect on the future performance of the Company. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Oct. 03, 2015 | |
Accounting Policies [Abstract] | |
Note 3. Significant Accounting Policies | Basis of presentation Changes in accounting principle: The Company early adopted the amendments in this ASU effective as of April 4, 2015. As of October 3, 2015 and January 3, 2015, the Company had unamortized debt issuance costs of $75,264 and $91,361, respectively. The Company had previously presented the debt issuance costs as other noncurrent assets in its consolidated balance sheet as of January 3, 2015 in the Companys Annual Report on Form 10-K filed with the Commission on March 19, 2015. The early adoption has resulted in adjustments to the Companys consolidated balance sheet as of January 3, 2015, by reclassifying the debt issuance costs as a direct deduction from the carrying amount of the debt liability. Below are the effects of the change on the consolidated balance sheet as of January 3, 2015. ChromaDex Corporation and Subsidiaries Condensed Consolidated Balance Sheet January 3, 2015 Previously As Reported Adjustments Adjusted Assets Current Assets $ 9,898,691 $ - $ 9,898,691 Leasehold Improvements and Equipment, net 1,264,660 - 1,264,660 Other Noncurrent Assets 444,857 (91,361 ) 353,496 Total assets $ 11,608,208 $ (91,361 ) $ 11,516,847 Liabilities and Stockholders' Equity Current Liabilities $ 4,980,820 $ - $ 4,980,820 Loan payable, less current maturities, net 2,068,474 (91,361 ) 1,977,113 Capital lease obligations, less current maturities 423,015 - 423,015 Deferred rent, less current 137,508 - 137,508 Total liabilities 7,609,817 (91,361 ) 7,518,456 Total stockholders' equity 3,998,391 - 3,998,391 Total liabilities and stockholders' equity $ 11,608,208 $ (91,361 ) $ 11,516,847 Inventories October 3, 2015 January 3, 2015 Natural product fine chemicals $ 1,695,326 $ 1,760,305 Bulk ingredients 3,163,302 2,298,036 4,858,628 4,058,341 Less valuation allowance 695,000 324,000 $ 4,163,628 $ 3,734,341 |
Loss Per Share Applicable to Co
Loss Per Share Applicable to Common Stockholders | 9 Months Ended |
Oct. 03, 2015 | |
Loss Per Share Applicable To Common Stockholders | |
Note 4. Loss Per Share Applicable to Common Stockholders | The following table sets forth the computations of loss per share amounts applicable to common stockholders for the three and nine months ended October 3, 2015 and September 27, 2014: Three Months Ended Nine Months Ended Oct. 3, 2015 Sept. 27, 2014 Oct. 3, 2015 Sept. 27, 2014 Net loss $ (3,716 ) $ (659,653 ) $ (1,344,423 ) $ (4,160,811 ) Basic and diluted loss per common share $ (0.00 ) $ (0.01 ) $ (0.01 ) $ (0.04 ) Weighted average common shares outstanding (1): 107,442,916 106,610,400 107,350,469 106,290,782 Potentially dilutive securities (2): Stock options 15,839,603 13,890,766 15,839,603 13,890,766 Warrants 469,020 - 469,020 - Convertible Debt 773,395 - 773,395 - (1) Includes 1,132,241 and 1,676,175 weighted average nonvested shares of restricted stock for the three months ended October 3, 2015 and September 27, 2014, respectively, and 1,305,605 and 1,606,380 weighted average nonvested shares of restricted stock for the nine months ended October 3, 2015 and September 27, 2014, respectively, which are participating securities that feature voting and dividend rights. (2) Excluded from the computation of loss per share as their impact is antidilutive. |
Leasehold Improvements and Equi
Leasehold Improvements and Equipment | 9 Months Ended |
Oct. 03, 2015 | |
Leasehold Improvements And Equipment | |
Note 5. Leasehold Improvements and Equipment | Leasehold improvements and equipment consisted of the following: October 3, 2015 January 3, 2015 Laboratory equipment $ 3,577,132 $ 3,151,748 Leasehold improvements 513,453 495,240 Computer equipment 379,806 329,737 Furniture and fixtures 15,678 13,039 Office equipment 21,547 7,877 Construction in progress 21,561 68,141 4,529,177 4,065,782 Less accumulated depreciation 2,947,216 2,801,122 $ 1,581,961 $ 1,264,660 Depreciation expense on leasehold improvements and equipment included in the consolidated statement of operations for the nine months ended October 3, 2015 and September 27, 2014 was approximately $210,000 and $162,000, respectively. |
Loan Payable
Loan Payable | 9 Months Ended |
Oct. 03, 2015 | |
Debt Disclosure [Abstract] | |
Note 6. Loan Payable | On June 17, 2015, the Company and Hercules Technology II, L.P entered into Amendment No. 1 (the Amendment) to the Loan and Security Agreement entered into by the parties on September 29, 2014 (the Agreement). The terms of the Agreement provided the Company with access to a term loan of up to $5 million. The first $2.5 million of the term loan was funded at closing. The remaining $2.5 million of the term loan was to be drawn down in part or in full at our option at any time but no later than July 31, 2015. The first advance and second advance, if any, were to be repaid in equal monthly installments through the loans maturity on April 1, 2018, following an initial interest-only period that was to conclude on October 31, 2015. Pursuant to the Amendment, the parties agreed that the interest only period shall be extended to March 31, 2016, provided however that if the Companys consolidated revenue is equal to or greater than $11.5 million for the six months ending December 31, 2015, then the interest-only period shall be extended to June 30, 2016. The maturity date remains unchanged at April 1, 2018 and any remaining principal balance of the loan and all unpaid interest shall be due on the maturity date. The Amendment became effective on June 18, 2015 upon the funding of the full amount of the $2.5 million second advance and payment of a nonrenewable facility fee of $15,000 to the Agent. The second advance of $2.5 million is treated as if the Company entered into a separate loan. The facility fee of $15,000 is treated as debt issuance costs and are being amortized as interest expense using the effective interest method over the term of the loan. There is also additional $93,750 end of term charge the Company will pay, which is 3.75% of the $2.5 million drawn. The end of term charge is being accrued as additional interest expense using the effective interest rate method over the term of the loan. The Company determined that the amended terms of the first advance of $2.5 million on September 29, 2014 were not substantially different from the original terms. The Company therefore did not apply debt extinguishment treatment, but rather accounted for prospectively as yield adjustments, based on the revised terms. Loan payable as of October 3, 2015 consists of the following: Principal amount payable for following years ending December 2015 $ - 2016 905,393 2017 1,945,650 2018 2,148,957 Total principal payments 5,000,000 Accrued end of term charge 49,551 Total loan payable 5,049,551 Less unamortized debt issuance costs and debt discount 224,300 Less current portion 598,837 Loan payable long term $ 4,226,414 The total interest expenses related to the term loan, including cash interest payments, the amortizations of debt issuance costs and debt discount, and the accrual of the end of term charge were approximately $166,000 and $387,000 for the three and nine months ended October 3, 2015. For the three and nine months ended September 27, 2014, the Company did not have any interest expense related to loan payable as the Company did not have any outstanding balance. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Oct. 03, 2015 | |
Share-based Compensation | |
Note 7. Share-Based Compensation | 7A. Employee Share-Based Compensation Stock Option Plans Service Period The majority of options granted by the Company feature service conditions. Accordingly, these options vest ratably over specified The following table summarizes our stock option activity during Weighted Average Remaining Aggregate Number of Exercise Contractual Intrinsic Shares Price Term Value Outstanding at January 3, 2015 12,723,601 $ 1.13 7.00 Options Granted 2,051,685 1.22 10.00 Options Classification from Employee to Non-Employee (1,542,071 ) 0.93 Options Exercised (35,548 ) 0.71 Options Forfeited (150,586 ) 1.16 Outstanding at October 3, 2015 13,047,081 $ 1.17 6.64 $ 2,389,000 Exercisable at October 3, 2015 9,793,365 $ 1.16 5.84 $ 2,061,000 The aggregate intrinsic values in the table Certain employees who were previously classified as employees under the share-based compensation plan have been reclassified to non-employees during the nine months ended October 3, 2015 as they became consultants. There was no impact on accounting as the options were fully vested. The fair value of the Companys stock options was estimated at the date of grant using the Black-Scholes option pricing model. The table below outlines the weighted average assumptions for options granted to employees during the nine months ended October 3, 2015. Nine Months Ended October 3, 2015 Expected volatility 76 % Expected dividends 0.00 % Expected term 5.7 years Risk-free rate 1.71 % The weighted average grant date fair value of options granted during the nine months ended October 3, 2015 was $0.75. As of October 3, 2015, there was approximately $2,022,000 of total unrecognized compensation expense expected to be recognized over a weighted average period of 2.38 years. Stock Award On April 16, 2015, the Company awarded 125,000 shares of the Companys common stock that were fully vested and non-forfeitable to Mark Germain, who resigned from the Board. These shares were granted as compensation for his services as a director of the Company through April 16, 2015. The fair value of the award, which amounted to approximately $154,000 was based on the trading price of the Companys stock on the date of grant. The expense related to this stock award was immediately recognized. Restricted Stock Restricted stock awards granted by the Company to employees have vesting conditions that are unique to each award. The following table summarizes activity of restricted stock awards granted to employees at October 3, 2015 and changes during the nine months then ended: Weighted Average Award-Date Shares Fair Value Unvested shares at January 3, 2015 1,590,000 $ 1.18 Granted - - Vested (520,000 ) 1.41 Forfeited - - Unvested shares at October 3, 2015 1,070,000 $ 1.07 Expected to Vest as of October 3, 2015 1,070,000 $ 1.07 On February 25, 2015, Michael Brauser and Barry Honig, then members of the Companys Board of Directors (the Board), resigned from the Board. In connection with these resignations, the Board authorized the immediate vesting, as of the date of the resignations, of 250,000 shares of unvested restricted stock held by Mr. Brauser and 250,000 shares of unvested restricted stock held by Mr. Honig. The expense for this vested restricted stock was recognized during the fiscal year ended January 3, 2015. On April 16, 2015, Mark Germain, then a member of the Board, resigned from the Board. In connection with Mr. Germains resignation, the Board authorized the immediate vesting, as of the date of Mr. Germains resignation, of 10,000 shares of unvested restricted stock held by Mr. Germain. The expense for this vested restricted stock was recognized during the fiscal year ended January 3, 2015. On July 9, 2015, Glenn Halpryn, then a member of the Board, resigned from the Board. In connection with Mr. Halpryns resignation, the Board authorized the immediate vesting, as of the date of Mr. Halpryns resignation, of 10,000 shares of unvested restricted stock held by Mr. Halpryn. The expense for this vested restricted stock was recognized during the fiscal year ended January 3, 2015. Employee Option, Stock and Restricted Stock Compensation The Company recognized compensation expense of approximately $418,000 and $1,238,000 in general and administrative expenses in the statement of operations for the three and nine months ended October 3, 2015, respectively, and approximately $388,000 and $2,359,000 for the three and nine months ended September 27, 2014, respectively. 7B. Non-Employee Share-Based Compensation Stock Option Plans The following table summarizes activity of stock options granted to non-employees at October 3, 2015 and changes during the nine months then ended: Weighted Average Remaining Aggregate Number of Exercise Contractual Intrinsic Shares Price Term Value Outstanding at January 3, 2015 1,050,451 $ 1.35 5.46 Options Granted - - Options Classification from Employee to Non-Employee 1,542,071 0.93 Options Exercised - - Options Forfeited - - Outstanding at October 3, 2015 2,592,522 $ 1.10 6.29 $ 594,000 Exercisable at October 3, 2015 2,547,522 $ 1.10 6.24 $ 593,000 The aggregate intrinsic values in the table above are based on the Companys closing stock price of $1.25 on the last day of business for the period ended October 3, 2015. As of October 3, 2015, there was approximately $31,000 of total unrecognized compensation expense expected to be recognized over a weighted average period of approximately 11 months. Stock and Restricted Stock Awards Restricted stock awards granted by the Company to non-employees generally feature time vesting service conditions, specified in the respective service agreements. Restricted stock awards issued to non-employees are accounted for at current fair value through the vesting period. On January 27, 2015, the Company awarded 350,000 shares of the Companys common stock to non-employees. 210,000 of these shares were treated as stock awards as the shares vested immediately on the date of award, and the remaining 140,000 shares, which were initially treated as unvested restricted stock, vested on May 28, 2015. The fair values of the awards, which totaled approximately $350,000, were measured based on the trading prices of the Companys stock on the date of award and the date vested. The expense related to these stock awards were fully recognized during the nine-month period ended October 3, 2015. In addition, 18,000 shares of restricted stock that were granted to a certain non-employee during the fiscal year ended January 3, 2015 became vested during the nine-month period ended October 3, 2015. The fair value of these vested restricted shares was approximately $22,000, which represents the market value of the Companys common stock on respective vesting dates charged to expense. The following table summarizes activity of restricted stock awards issued to non-employees at October 3, 2015 and changes during the nine months then ended: Weighted Average Shares Fair Value Unvested shares at January 3, 2015 76,000 $ 0.90 Granted 140,000 0.86 Vested (158,000 ) 1.21 Forfeited - - Unvested shares expected to vest at October 3, 2015 58,000 $ 1.25 As of October 3, 2015, there was approximately $73,000 of total unrecognized compensation expense related to the restricted stock award to a non-employee. That cost is expected to be recognized over a period of 2.4 years as of October 3, 2015. Non-Employee Option, Stock and Restricted Stock Compensation The Company recognized share-based compensation expense of approximately $15,000 and $418,000 in general and administrative expenses in the statement of operations for the three and nine months ended October 3, 2015 and approximately $43,000 and $109,000 for the three and nine months ended September 27, 2014, respectively. |
Business Segments
Business Segments | 9 Months Ended |
Oct. 03, 2015 | |
Business Segments | |
Note 8. Business Segments | The Company has following three reportable segments. · Ingredients segment develops and commercializes proprietary-based ingredient technologies and supplies these ingredients to the manufacturers of consumer products in various industries including the nutritional supplement, food and beverage and animal health industries. · Core standards, and contract services segment includes supply of phytochemical reference standards, which are small quantities of plant-based compounds typically used to research an array of potential attributes, reference materials, and related contract services. · Scientific and regulatory consulting segment which consist of providing scientific and regulatory consulting to the clients in the food, supplement and pharmaceutical industries to manage potential health and regulatory risks. The Other classification includes corporate items not allocated by the Company to each reportable segment. Further, there are no intersegment sales that require elimination. The Company evaluates performance and allocates resources based on reviewing gross margin by reportable segment. Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Three months ended October 3, 2015 Ingredients segment Other Total October 3, 2015 Net sales $ 4,146,597 $ 1,875,296 $ 265,416 $ - $ 6,287,309 Cost of sales 2,157,183 1,533,402 115,094 - 3,805,679 Gross profit 1,989,414 341,894 150,322 - 2,481,630 Operating expenses: Sales and marketing 259,874 287,901 3,103 - 550,878 General and administrative - - - 1,753,622 1,753,622 Operating expenses 259,874 287,901 3,103 1,753,622 2,304,500 Operating income (loss) $ 1,729,540 $ 53,993 $ 147,219 $ (1,753,622 ) $ 177,130 Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Three months ended September 27, 2014 Ingredients segment Other Total Net sales $ 2,031,250 $ 1,814,622 $ 293,838 $ - $ 4,139,710 Cost of sales 1,200,790 1,239,356 176,618 - 2,616,764 Gross profit 830,460 575,266 117,220 - 1,522,946 Operating expenses: Sales and marketing 243,068 259,951 15,643 - 518,662 General and administrative - - - 1,651,718 1,651,718 Operating expenses 243,068 259,951 15,643 1,651,718 2,170,380 Operating income (loss) $ 587,392 $ 315,315 $ 101,577 $ (1,651,718 ) $ (647,434 ) Nine months ended October 3, 2015 Ingredients segment Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Other Total Net sales $ 10,238,574 $ 6,546,816 $ 864,270 $ - $ 17,649,660 Cost of sales 5,629,564 4,742,480 397,670 - 10,769,714 Gross profit 4,609,010 1,804,336 466,600 - 6,879,946 Operating expenses: Sales and marketing 832,779 935,237 8,387 - 1,776,403 General and administrative - - - 6,016,557 6,016,557 Operating expenses 832,779 935,237 8,387 6,016,557 7,792,960 Operating income (loss) $ 3,776,231 $ 869,099 $ 458,213 $ (6,016,557 ) $ (913,014 ) Nine months ended September 27, 2014 Ingredients segment Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Other Total Net sales $ 4,889,431 $ 5,407,455 $ 773,116 $ - $ 11,070,002 Cost of sales 2,962,505 3,728,521 472,256 - 7,163,282 Gross profit 1,926,926 1,678,934 300,860 - 3,906,720 Operating expenses: Sales and marketing 793,414 694,523 66,840 - 1,554,777 General and administrative - - - 6,458,027 6,458,027 Loss from investment in affiliate - - - 21,543 21,543 Operating expenses 793,414 694,523 66,840 6,479,570 8,034,347 Operating income (loss) $ 1,133,512 $ 984,411 $ 234,020 $ (6,479,570 ) $ (4,127,627 ) At October 3, 2015 Ingredients segment Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Other Total Total assets $ 6,527,861 $ 3,042,917 $ 110,284 $ 5,365,544 $ 15,046,606 At January 3, 2015 Ingredients segment Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Other Total Total assets $ 3,757,073 $ 3,220,518 $ 105,711 $ 4,433,545 $ 11,516,847 Disclosure of major customers During the three and nine months ended October 3, 2015, Customer B in our ingredients segment accounted for 19.1% and 13.8%, respectively of the Companys total sales. During the three and nine months ended September 27, 2014, Customer A in our ingredients segment accounted for 12.3% and 13.8%, respectively of the Companys total sales. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Oct. 03, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Note 9. Commitments and Contingencies | Capitalized Lease Obligations On January 31, 2015, the Company entered into a financing transaction to purchase laboratory equipment. Under the lease terms, the Company will make monthly lease payments, including interest, of approximately $7,000 for 48 months, for a total payment of approximately $356,000. The Company has recorded a capital lease of approximately $304,000. The equipment will be utilized in our core standards and contract services segment. Inventory Purchase Obligations On September 29, 2015, the Company entered into an agreement with W.R. Grace & Co. Conn. (Grace) pursuant to which the Company has agreed to purchase from Grace not less than approximately $6.1 million worth of nicotinamide riboside chloride (the Required Volume) at a fixed price per kilogram (the Price per Kilogram) between September 4, 2015 and December 31, 2015. So long as Grace makes available for sale to the Company the Required Volume prior to December 31, 2015, if the Company does not in fact purchase the Required Volume the Company will be obligated to pay the Price per Kilogram for the difference in kilograms between the Required Volume and the amount actually purchased. If Grace is unable to deliver the Required Volume by December 31, 2015, it will continue to deliver nicotinamide riboside chloride until it has delivered the Required Amount and the Company will pay for amounts delivered after December 31, 2015 within 60 days after they have been delivered. As of October 3, 2015, the Company had purchased approximately $1.0 million of the $6.1 million it is required to purchase pursuant to the agreement. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Oct. 03, 2015 | |
Related Party Transactions [Abstract] | |
Note 10. Related Party Transactions | On August 28, 2015, the Company entered into an Exclusive Supply Agreement (the Supply Agreement) with Healthspan Research, LLC (Healthspan). Under the terms of the Supply Agreement, Healthspan agreed to purchase NIAGEN® from the Company and the Company granted to Healthspan worldwide rights for resale of specific dietary supplements containing NIAGEN® in certain markets. Pursuant to the terms of the Supply Agreement, in exchange for a 4% equity interest in Healthspan, the Company agreed to initially supply NIAGEN® to Healthspan free of charge and thereafter at a fixed price and, in exchange for an additional 5% equity interest in Healthspan, the Company will grant to Healthspan certain exclusive rights to resell NIAGEN® in certain direct response channels. Healthspan will pay the Company royalties on the cumulative worldwide net sales of its finished products containing NIAGEN®. The exclusivity rights will remain for so long as Healthspan meets certain minimum purchase requirements. In the event that, during the initial term, the Company terminates the exclusivity rights due to failure to meet the minimum purchase requirements or for any reason other than a material breach of the Supply Agreement by Healthspan, then the 5% equity interest shall be automatically redeemed for a purchase price of $1.00 effective upon the date of termination of the exclusivity rights. In connection with the foregoing, also on August 28, 2015, the Company and Healthspan entered into an interest purchase agreement and limited liability company agreement pursuant to which the Company was issued 9% of the outstanding equity interests of Healthspan. Rob Fried, a director of the Company, is the manager of Healthspan and owns 91% of the outstanding equity interests of Healthspan. The Supply Agreement, interest purchase agreement and limited liability company agreement were unanimously approved by the independent directors of the Company. As of October 3, 2015, the Company had not shipped any NIAGEN® to Healthspan and no accounting was done for the nine-month period ended on October 3, 2015. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Oct. 03, 2015 | |
Subsequent Events [Abstract] | |
Note 11. Subsequent Events | Subsequent to the nine-month period ended October 3, 2015, the Company entered into Securities Purchase Agreements with certain existing stockholders to raise $2,000,000 in a registered direct offering. Pursuant to the SPAs, the Company sold a total of 200,000 Units at a purchase price of $10.00 per Unit, with each Unit consisting of eight shares of the Companys common stock and a warrant to purchase four shares of common stock with an exercise price of $1.50 and a term of 3 years. The offering was made pursuant to a prospectus supplement dated November 4, 2015 and an accompanying prospectus dated May 8, 2015 pursuant to the Companys shelf registration statement on Form S-3 that was filed with the Securities and Exchange Commission on May 8, 2015 and became effective on June 5, 2015 (File No. 333-203204). The prospectus supplement registered the shares of common stock issued in the offering and the common stock underlying the warrants. |
Significant Accounting Polici19
Significant Accounting Policies (Policy) | 9 Months Ended |
Oct. 03, 2015 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation |
Changes in accounting principle | Changes in accounting principle: The Company early adopted the amendments in this ASU effective as of April 4, 2015. As of October 3, 2015 and January 3, 2015, the Company had unamortized debt issuance costs of $75,264 and $91,361, respectively. The Company had previously presented the debt issuance costs as other noncurrent assets in its consolidated balance sheet as of January 3, 2015 in the Companys Annual Report on Form 10-K filed with the Commission on March 19, 2015. The early adoption has resulted in adjustments to the Companys consolidated balance sheet as of January 3, 2015, by reclassifying the debt issuance costs as a direct deduction from the carrying amount of the debt liability. Below are the effects of the change on the consolidated balance sheet as of January 3, 2015. ChromaDex Corporation and Subsidiaries Condensed Consolidated Balance Sheet January 3, 2015 Previously As Reported Adjustments Adjusted Assets Current Assets $ 9,898,691 $ - $ 9,898,691 Leasehold Improvements and Equipment, net 1,264,660 - 1,264,660 Other Noncurrent Assets 444,857 (91,361 ) 353,496 Total assets $ 11,608,208 $ (91,361 ) $ 11,516,847 Liabilities and Stockholders' Equity Current Liabilities $ 4,980,820 $ - $ 4,980,820 Loan payable, less current maturities, net 2,068,474 (91,361 ) 1,977,113 Capital lease obligations, less current maturities 423,015 - 423,015 Deferred rent, less current 137,508 - 137,508 Total liabilities 7,609,817 (91,361 ) 7,518,456 Total stockholders' equity 3,998,391 - 3,998,391 Total liabilities and stockholders' equity $ 11,608,208 $ (91,361 ) $ 11,516,847 |
Inventories | Inventories October 3, 2015 January 3, 2015 Natural product fine chemicals $ 1,695,326 $ 1,760,305 Bulk ingredients 3,163,302 2,298,036 4,858,628 4,058,341 Less valuation allowance 695,000 324,000 $ 4,163,628 $ 3,734,341 |
Significant Accounting Polici20
Significant Accounting Policies (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Accounting Policies [Abstract] | |
Restatement | ChromaDex Corporation and Subsidiaries Condensed Consolidated Balance Sheet January 3, 2015 Previously As Reported Adjustments Adjusted Assets Current Assets $ 9,898,691 $ - $ 9,898,691 Leasehold Improvements and Equipment, net 1,264,660 - 1,264,660 Other Noncurrent Assets 444,857 (91,361 ) 353,496 Total assets $ 11,608,208 $ (91,361 ) $ 11,516,847 Liabilities and Stockholders' Equity Current Liabilities $ 4,980,820 $ - $ 4,980,820 Loan payable, less current maturities, net 2,068,474 (91,361 ) 1,977,113 Capital lease obligations, less current maturities 423,015 - 423,015 Deferred rent, less current 137,508 - 137,508 Total liabilities 7,609,817 (91,361 ) 7,518,456 Total stockholders' equity 3,998,391 - 3,998,391 Total liabilities and stockholders' equity $ 11,608,208 $ (91,361 ) $ 11,516,847 |
Inventories | October 3, 2015 January 3, 2015 Natural product fine chemicals $ 1,695,326 $ 1,760,305 Bulk ingredients 3,163,302 2,298,036 4,858,628 4,058,341 Less valuation allowance 695,000 324,000 $ 4,163,628 $ 3,734,341 |
Loss Per Share Applicable to 21
Loss Per Share Applicable to Common Stockholders (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Loss Per Share Applicable To Common Stockholders Tables | |
Loss per share amounts applicable to common stockholders | Three Months Ended Nine Months Ended Oct. 3, 2015 Sept. 27, 2014 Oct. 3, 2015 Sept. 27, 2014 Net loss $ (3,716 ) $ (659,653 ) $ (1,344,423 ) $ (4,160,811 ) Basic and diluted loss per common share $ (0.00 ) $ (0.01 ) $ (0.01 ) $ (0.04 ) Weighted average common shares outstanding (1): 107,442,916 106,610,400 107,350,469 106,290,782 Potentially dilutive securities (2): Stock options 15,839,603 13,890,766 15,839,603 13,890,766 Warrants 469,020 - 469,020 - Convertible Debt 773,395 - 773,395 - (1) Includes 1,132,241 and 1,676,175 weighted average nonvested shares of restricted stock for the three months ended October 3, 2015 and September 27, 2014, respectively, and 1,305,605 and 1,606,380 weighted average nonvested shares of restricted stock for the nine months ended October 3, 2015 and September 27, 2014, respectively, which are participating securities that feature voting and dividend rights. (2) Excluded from the computation of loss per share as their impact is antidilutive. |
Leasehold Improvements and Eq22
Leasehold Improvements and Equipment (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Leasehold Improvements And Equipment | |
Leasehold improvements and equipment | October 3, 2015 January 3, 2015 Laboratory equipment $ 3,577,132 $ 3,151,748 Leasehold improvements 513,453 495,240 Computer equipment 379,806 329,737 Furniture and fixtures 15,678 13,039 Office equipment 21,547 7,877 Construction in progress 21,561 68,141 4,529,177 4,065,782 Less accumulated depreciation 2,947,216 2,801,122 $ 1,581,961 $ 1,264,660 |
Loan Payable (Tables)
Loan Payable (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Debt Disclosure [Abstract] | |
Loan payable | Principal amount payable for following years ending December 2015 $ - 2016 905,393 2017 1,945,650 2018 2,148,957 Total principal payments 5,000,000 Accrued end of term charge 49,551 Total loan payable 5,049,551 Less unamortized debt issuance costs and debt discount 224,300 Less current portion 598,837 Loan payable long term $ 4,226,414 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Share-based Compensation Tables | |
Service Period Based Stock Options | Weighted Average Remaining Aggregate Number of Exercise Contractual Intrinsic Shares Price Term Value Outstanding at January 3, 2015 12,723,601 $ 1.13 7.00 Options Granted 2,051,685 1.22 10.00 Options Classification from Employee to Non-Employee (1,542,071 ) 0.93 Options Exercised (35,548 ) 0.71 Options Forfeited (150,586 ) 1.16 Outstanding at October 3, 2015 13,047,081 $ 1.17 6.64 $ 2,389,000 Exercisable at October 3, 2015 9,793,365 $ 1.16 5.84 $ 2,061,000 |
Weighted average assumptions of stock options granted | Nine Months Ended October 3, 2015 Expected volatility 76 % Expected dividends 0.00 % Expected term 5.7 years Risk-free rate 1.71 % |
Restricted stock awards granted to employees | Weighted Average Award-Date Shares Fair Value Unvested shares at January 3, 2015 1,590,000 $ 1.18 Granted - - Vested (520,000 ) 1.41 Forfeited - - Unvested shares at October 3, 2015 1,070,000 $ 1.07 Expected to Vest as of October 3, 2015 1,070,000 $ 1.07 |
Non-Employee stock options | Weighted Average Remaining Aggregate Number of Exercise Contractual Intrinsic Shares Price Term Value Outstanding at January 3, 2015 1,050,451 $ 1.35 5.46 Options Granted - - Options Classification from Employee to Non-Employee 1,542,071 0.93 Options Exercised - - Options Forfeited - - Outstanding at October 3, 2015 2,592,522 $ 1.10 6.29 $ 594,000 Exercisable at October 3, 2015 2,547,522 $ 1.10 6.24 $ 593,000 |
Restricted stock awards granted to non-employees | Weighted Average Shares Fair Value Unvested shares at January 3, 2015 76,000 $ 0.90 Granted 140,000 0.86 Vested (158,000 ) 1.21 Forfeited - - Unvested shares expected to vest at October 3, 2015 58,000 $ 1.25 |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Oct. 03, 2015 | |
Business Segments Tables | |
Business Segmentation | Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Three months ended October 3, 2015 Ingredients segment Other Total Net sales $ 4,146,597 $ 1,875,296 $ 265,416 $ - $ 6,287,309 Cost of sales 2,157,183 1,533,402 115,094 - 3,805,679 Gross profit 1,989,414 341,894 150,322 - 2,481,630 Operating expenses: Sales and marketing 259,874 287,901 3,103 - 550,878 General and administrative - - - 1,753,622 1,753,622 Operating expenses 259,874 287,901 3,103 1,753,622 2,304,500 Operating income (loss) $ 1,729,540 $ 53,993 $ 147,219 $ (1,753,622 ) $ 177,130 Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Three months ended September 27, 2014 Ingredients segment Other Total Net sales $ 2,031,250 $ 1,814,622 $ 293,838 $ - $ 4,139,710 Cost of sales 1,200,790 1,239,356 176,618 - 2,616,764 Gross profit 830,460 575,266 117,220 - 1,522,946 Operating expenses: Sales and marketing 243,068 259,951 15,643 - 518,662 General and administrative - - - 1,651,718 1,651,718 Operating expenses 243,068 259,951 15,643 1,651,718 2,170,380 Operating income (loss) $ 587,392 $ 315,315 $ 101,577 $ (1,651,718 ) $ (647,434 ) Nine months ended October 3, 2015 Ingredients segment Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Other Total Net sales $ 10,238,574 $ 6,546,816 $ 864,270 $ - $ 17,649,660 Cost of sales 5,629,564 4,742,480 397,670 - 10,769,714 Gross profit 4,609,010 1,804,336 466,600 - 6,879,946 Operating expenses: Sales and marketing 832,779 935,237 8,387 - 1,776,403 General and administrative - - - 6,016,557 6,016,557 Operating expenses 832,779 935,237 8,387 6,016,557 7,792,960 Operating income (loss) $ 3,776,231 $ 869,099 $ 458,213 $ (6,016,557 ) $ (913,014 ) Nine months ended September 27, 2014 Ingredients segment Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Other Total Net sales $ 4,889,431 $ 5,407,455 $ 773,116 $ - $ 11,070,002 Cost of sales 2,962,505 3,728,521 472,256 - 7,163,282 Gross profit 1,926,926 1,678,934 300,860 - 3,906,720 Operating expenses: Sales and marketing 793,414 694,523 66,840 - 1,554,777 General and administrative - - - 6,458,027 6,458,027 Loss from investment in affiliate - - - 21,543 21,543 Operating expenses 793,414 694,523 66,840 6,479,570 8,034,347 Operating income (loss) $ 1,133,512 $ 984,411 $ 234,020 $ (6,479,570 ) $ (4,127,627 ) At October 3, 2015 Ingredients segment Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Other Total Total assets $ 6,527,861 $ 3,042,917 $ 110,284 $ 5,365,544 $ 15,046,606 At January 3, 2015 Ingredients segment Core Standards and Contract Services segment Scientific and Regulatory Consulting segment Other Total Total assets $ 3,757,073 $ 3,220,518 $ 105,711 $ 4,433,545 $ 11,516,847 |
Nature of Business and Liquid26
Nature of Business and Liquidity (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Nov. 11, 2015 | Oct. 03, 2015 | Jul. 04, 2015 | Apr. 04, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | Jan. 03, 2015 | |
Liquidity | ||||||||
Operating income (loss) | $ 177,130 | $ (647,434) | $ (913,014) | $ (4,127,627) | ||||
Net (loss) | (3,716) | $ (315,192) | $ (1,025,515) | (659,653) | (1,344,423) | (4,160,811) | ||
Cash and cash equivalents | $ 4,708,642 | $ 1,203,758 | $ 4,708,642 | $ 1,203,758 | $ 3,964,750 | |||
Proceeds from registered direct offering | $ 2,000,000 | |||||||
Capital Units [Member] | ||||||||
Liquidity | ||||||||
Units sold | 200,000 | |||||||
Purchase price per unit sold | $ 10 | |||||||
Unit description | Eight shares of the Companys common stock and a warrant to purchase four shares of common stock with an exercise price of $1.50 and a term of 3 years. | |||||||
Unit warrant exercise price | $ 1.50 | |||||||
Unit warrant term | 3 years |
Significant Accounting Polici27
Significant Accounting Policies (Details) - USD ($) | Oct. 03, 2015 | Jul. 04, 2015 | Apr. 04, 2015 | Jan. 03, 2015 |
Assets | ||||
Current assets | $ 13,034,280 | $ 9,898,691 | ||
Leasehold Improvements and Equipment, net | 1,581,961 | 1,264,660 | ||
Other noncurrent assets | 353,496 | |||
Total assets | 15,046,606 | 11,516,847 | ||
Liabilities and Stockholders' Equity | ||||
Current liabilities | 5,880,865 | 4,980,820 | ||
Loan payable, less current maturities, net | 4,226,414 | 1,977,113 | ||
Capital lease obligations, less current maturities | 500,128 | 423,015 | ||
Deferred rent, less current | 103,461 | 137,508 | ||
Total liabilities | 10,710,868 | 7,518,456 | ||
Total stockholders' equity | 4,335,738 | $ 3,896,462 | $ 3,688,785 | 3,998,391 |
Total liabilities and stockholders' equity | $ 15,046,606 | 11,516,847 | ||
Scenario, Previously Reported [Member] | ||||
Assets | ||||
Current assets | 9,898,691 | |||
Leasehold Improvements and Equipment, net | 1,264,660 | |||
Other noncurrent assets | 444,857 | |||
Total assets | 11,608,208 | |||
Liabilities and Stockholders' Equity | ||||
Current liabilities | 4,980,820 | |||
Loan payable, less current maturities, net | 2,068,474 | |||
Capital lease obligations, less current maturities | 423,015 | |||
Deferred rent, less current | 137,508 | |||
Total liabilities | 7,609,817 | |||
Total stockholders' equity | 3,998,391 | |||
Total liabilities and stockholders' equity | $ 11,608,208 | |||
Restatement Adjustment [Member] | ||||
Assets | ||||
Current assets | ||||
Leasehold Improvements and Equipment, net | ||||
Other noncurrent assets | $ (91,361) | |||
Total assets | $ (91,361) | |||
Liabilities and Stockholders' Equity | ||||
Current liabilities | ||||
Loan payable, less current maturities, net | $ (91,361) | |||
Capital lease obligations, less current maturities | ||||
Deferred rent, less current | ||||
Total liabilities | $ (91,361) | |||
Total stockholders' equity | ||||
Total liabilities and stockholders' equity | $ (91,361) |
Significant Accounting Polici28
Significant Accounting Policies (Details 1) - USD ($) | Oct. 03, 2015 | Jan. 03, 2015 |
Inventories | ||
Natural product fine chemicals | $ 1,695,326 | $ 1,760,305 |
Bulk ingredients | 3,163,302 | 2,298,036 |
Inventory-gross | 4,858,628 | 4,058,341 |
Less valuation allowance | 695,000 | 324,000 |
Inventory-net | $ 4,163,628 | $ 3,734,341 |
Significant Accounting Polici29
Significant Accounting Policies (Details Narrative) - USD ($) | 9 Months Ended | |
Oct. 03, 2015 | Jan. 03, 2015 | |
Significant Accounting Policies Details Narrative | ||
Fiscal year end | --01-02 | |
Unamortized debt issuance costs | $ 75,264 | $ 91,361 |
Loss Per Share Applicable to 30
Loss Per Share Applicable to Common Stockholders (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Oct. 03, 2015 | Jul. 04, 2015 | Apr. 04, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | ||
Net loss | $ (3,716) | $ (315,192) | $ (1,025,515) | $ (659,653) | $ (1,344,423) | $ (4,160,811) | |
Earnings per share | |||||||
Basic and diluted loss per common share | $ 0 | $ (.01) | $ (0.01) | $ (0.04) | |||
Weighted average common shares outstanding | [1] | 107,442,916 | 106,610,400 | 107,350,469 | 106,290,782 | ||
Stock Option [Member] | |||||||
Earnings per share | |||||||
Potentially dilutive securities | [2] | 15,839,603 | 13,890,766 | 15,839,603 | 13,890,766 | ||
Warrant [Member] | |||||||
Earnings per share | |||||||
Potentially dilutive securities | [2] | 469,020 | 469,020 | ||||
Convertible Debt [Member] | |||||||
Earnings per share | |||||||
Potentially dilutive securities | [2] | 773,395 | 773,395 | ||||
[1] | Includes 1,132,241 and 1,676,175 weighted average nonvested shares of restricted stock for the three months ended October 3, 2015 and September 27, 2014, respectively, and 1,305,605 and 1,606,380 weighted average nonvested shares of restricted stock for the nine months ended October 3, 2015 and September 27, 2014, respectively, which are participating securities that feature voting and dividend rights. | ||||||
[2] | Excluded from the computation of loss per share as their impact is antidilutive. |
Loss Per Share Applicable to 31
Loss Per Share Applicable to Common Stockholders (Details Narrative) - shares | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Loss Per Share Applicable To Common Stockholders Details Narrative | ||||
Weighted average nonvested shares of restricted stock | 1,132,241 | 1,676,175 | 1,305,605 | 1,606,380 |
Leasehold Improvements and Eq32
Leasehold Improvements and Equipment (Details) - USD ($) | Oct. 03, 2015 | Jan. 03, 2015 |
Leasehold improvements and equipment | ||
Laboratory equipment | $ 3,577,132 | $ 3,151,748 |
Leasehold improvements | 513,453 | 495,240 |
Computer equipment | 379,806 | 329,737 |
Furniture and fixtures | 15,678 | 13,039 |
Office equipment | 21,547 | 7,877 |
Construction in progress | 21,561 | 68,141 |
Leasehold improvements and equipment, gross | 4,529,177 | 4,065,782 |
Less accumulated depreciation | 2,947,216 | 2,801,122 |
Leasehold improvements and equipment, total | $ 1,581,961 | $ 1,264,660 |
Leasehold Improvements and Eq33
Leasehold Improvements and Equipment (Details Narrative) - USD ($) | 9 Months Ended | |
Oct. 03, 2015 | Sep. 27, 2014 | |
Leasehold Improvements And Equipment Details Narrative | ||
Depreciation expense on leasehold improvements and equipment | $ 209,754 | $ 161,712 |
Disposal of equipment | $ 8,181 | $ 56,110 |
Loan Payable - Loan payable (De
Loan Payable - Loan payable (Details) - USD ($) | Oct. 03, 2015 | Jan. 03, 2015 |
Principal amount payable for following years ending December | ||
2,015 | ||
2,016 | $ 905,393 | |
2,017 | 1,945,650 | |
2,018 | 2,148,957 | |
Total principal payments | 5,000,000 | |
Accrued end of term charge | 49,551 | |
Total loan payable | 5,049,551 | |
Less unamortized debt issuance costs and debt discount | 224,300 | |
Less current portion | 598,837 | $ 223,358 |
Loan payable – long term | $ 4,226,414 | $ 1,977,113 |
Loan Payable (Details Narrative
Loan Payable (Details Narrative) | 3 Months Ended | 9 Months Ended |
Oct. 03, 2015USD ($) | Oct. 03, 2015USD ($) | |
Debt Disclosure [Abstract] | ||
Term loan | $ 5,000,000 | $ 5,000,000 |
Funded at closing on September 29, 2014 | 2,500,000 | 2,500,000 |
Remaining available drawn on June 18, 2015 | 2,500,000 | $ 2,500,000 |
Maturity date | Apr. 1, 2018 | |
Interest-only period extended to | Mar. 31, 2016 | |
Interest-only period extended to if revenue milestone hit | Jun. 30, 2016 | |
Facility fee | $ 15,000 | |
End of term charge | 93,750 | $ 93,750 |
End of term charge rate | 3.75% | |
Revenue milestone | Pursuant to the Amendment, the parties agreed that the interest only period shall be extended to March 31, 2016, provided however that if the Companys consolidated revenue is equal to or greater than $11.5 million for the six months ending December 31, 2015, then the interest-only period shall be extended to June 30, 2016. | |
Interest expenses | $ 166,000 | $ 387,000 |
Share-Based Compensation - Empl
Share-Based Compensation - Employees Service Based (Details) | 9 Months Ended |
Oct. 03, 2015USD ($)$ / sharesshares | |
Number of Shares | |
Outstanding at Beginning of Period | shares | 12,723,601 |
Options Granted | shares | 2,051,685 |
Options Classification from Employee to Non-Employee | $ | $ (1,542,071) |
Options Exercised | shares | (35,548) |
Options Forfeited | shares | (150,586) |
Outstanding at End of Period | shares | 13,047,081 |
Exercisable at End of Period | shares | 9,793,365 |
Weighted Average Exercise Price | |
Outstanding at Beginning of Period | $ 1.13 |
Options Granted | 1.22 |
Options Classification from Employee to Non-Employee | 0.93 |
Options Exercised | .71 |
Options Forfeited | 1.16 |
Outstanding at End of Period | 1.17 |
Exercisable at End of Period | $ 1.16 |
Weighted Average Remaining Contractual Term | |
Outstanding at Beginning of Period | 7 years |
Options Granted | 10 years |
Outstanding at End of Period | 6 years 7 months 9 days |
Exercisable at End of Period | 5 years 10 months 2 days |
Aggregate Intrinsic Value | |
Outstanding at End of Period | $ | $ 2,389,000 |
Exercisable at End of Period | $ | $ 2,061,000 |
Share-Based Compensation - Assu
Share-Based Compensation - Assumptions (Details 1) | 9 Months Ended |
Oct. 03, 2015 | |
Weighted average assumptions for options granted to employees | |
Expected volatility | 76.00% |
Expected dividends | 0.00% |
Expected term | 5 years 8 months 12 days |
Risk-free rate | 1.71% |
Share-Based Compensation - Em38
Share-Based Compensation - Employees - Restricted Stock (Details 2) - Restricted Stock [Member] | 9 Months Ended |
Oct. 03, 2015$ / sharesshares | |
Summary of activity of restricted stock awards granted to employees- Shares | |
Unvested shares at Beginning of Period | 1,590,000 |
Granted | |
Vested | (520,000) |
Forfeited | |
Unvested shares at End of Period | 1,070,000 |
Expected to Vest as of End of Period | 1,070,000 |
Weighted Average Award-Date Fair Value | |
Unvested shares at Beginning of Period | $ / shares | $ 1.18 |
Granted | $ / shares | |
Vested | $ / shares | $ 1.41 |
Forfeited | $ / shares | |
Unvested shares at End of Period | $ / shares | $ 1.07 |
Expected to Vest as of End of Period | $ / shares | $ 1.07 |
Share-Based Compensation - NonE
Share-Based Compensation - NonEmployee (Details 3) | 9 Months Ended |
Oct. 03, 2015USD ($)$ / sharesshares | |
Non-Employee Share-Based Compensation- Options | |
Outstanding at Beginning of Period | 1,050,451 |
Options Granted | |
Options Classification from Employee to Non-Employee | 1,542,071 |
Options Exercised | |
Options Forfeited | |
Outstanding at End of Period | 2,592,522 |
Exercisable at End of Period | 2,547,522 |
Weighted Average Exercise Price | |
Outstanding at Beginning of Period | $ / shares | $ 1.35 |
Options Granted | $ / shares | |
Options Classification from Employee to Non-Employee | $ / shares | $ .93 |
Options Exercised | $ / shares | |
Options Forfeited | $ / shares | |
Outstanding at End of Period | $ / shares | $ 1.10 |
Exercisable at End of Period | $ / shares | $ 1.10 |
Weighted Average Remaining Contractual Term | |
Outstanding at Beginning of Period | 5 years 5 months 15 days |
Outstanding at End of Period | 6 years 3 months 14 days |
Exercisable at End of Period | 6 years 2 months 26 days |
Aggregate Intrinsic Value | |
Outstanding at End of Period | $ | $ 594,000 |
Exercisable at End of Period | $ | $ 593,000 |
Share-Based Compensation - Rest
Share-Based Compensation - Restricted Stock (Details 4) - NonEmployee Restricted Stock [Member] | 9 Months Ended |
Oct. 03, 2015$ / sharesshares | |
Unvested shares at Beginning of Period | 76,000 |
Granted | 140,000 |
Vested | (158,000) |
Forfeited | |
Unvested shares expected to vest at End of Period | 58,000 |
Weighted Average Award-Date Fair Value | |
Unvested shares at Beginning of Period | $ / shares | $ 0.90 |
Granted | $ / shares | .86 |
Vested | $ / shares | $ 1.21 |
Forfeited | $ / shares | |
Unvested shares at End of Period | $ / shares | $ 1.25 |
Share-Based Compensation (Detai
Share-Based Compensation (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
NonEmployee2 [Member] | ||||
Shares vested | 18,000 | |||
Brauser [Member] | ||||
Shares vested | 250,000 | |||
Honig [Member] | ||||
Shares vested | 250,000 | |||
Germain [Member] | ||||
Shares vested | 10,000 | |||
Halpryn [Member] | ||||
Shares vested | 10,000 | |||
Employee Comp [Member] | ||||
Weighted average fair value of options granted | $ .75 | |||
Closing stock price | $ 1.25 | $ 1.25 | ||
Unrecognized stock option expense | $ 2,022,000 | $ 2,022,000 | ||
Period of stock option expense expected to be recognized over | 2 years 4 months 17 days | |||
General and administrative expenses | $ 418,000 | $ 388,000 | $ 1,238,000 | $ 2,359,000 |
Employee Comp [Member] | Former Director [Member] | ||||
Common stock shares awarded, shares | 125,000 | |||
Fair value of stock award | $ 154,000 | |||
NonEmployee Comp [Member] | ||||
Closing stock price | $ 1.25 | $ 1.25 | ||
Unrecognized stock option expense | $ 31,000 | $ 31,000 | ||
Period of stock option expense expected to be recognized over | 11 months | |||
General and administrative expenses | $ 15,000 | $ 43,000 | $ 418,000 | $ 109,000 |
Common stock shares awarded, shares | 350,000 | |||
Fair value of stock award | $ 350,000 | |||
Common stock shares awarded fully vested, shares | 210,000 | 210,000 | ||
Unrecognized expense related to restricted stock awards | $ 73,000 | $ 73,000 | ||
Restricted Stock award, period of expense expected to be recognized over | 2 years 4 months 24 days | |||
Fair value of vested restricted stock awards | $ 22,000 | |||
Shares vested | 140,000 |
Business Segments (Details)
Business Segments (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | Jan. 03, 2015 | |
Business Segmentation | |||||
Net sales | $ 6,287,309 | $ 4,139,710 | $ 17,649,660 | $ 11,070,002 | |
Cost of sales | 3,805,679 | 2,616,764 | 10,769,714 | 7,163,282 | |
Gross profit | 2,481,630 | 1,522,946 | 6,879,946 | 3,906,720 | |
Operating expenses: | |||||
Sales and marketing | 550,878 | 518,662 | 1,776,403 | 1,554,777 | |
General and administrative | 1,753,622 | 1,651,718 | 6,016,557 | 6,458,027 | |
Loss from investment in affiliate | 21,543 | ||||
Operating expenses | 2,304,500 | 2,170,380 | 7,792,960 | 8,034,347 | |
Operating income (loss) | 177,130 | (647,434) | (913,014) | (4,127,627) | |
Assets | 15,046,606 | 15,046,606 | $ 11,516,847 | ||
Ingredients Segment [Member] | |||||
Business Segmentation | |||||
Net sales | 4,146,597 | 2,031,250 | 10,238,574 | 4,889,431 | |
Cost of sales | 2,157,183 | 1,200,790 | 5,629,564 | 2,962,505 | |
Gross profit | 1,989,414 | 830,460 | 4,609,010 | 1,926,926 | |
Operating expenses: | |||||
Sales and marketing | $ 259,874 | $ 243,068 | $ 832,779 | $ 793,414 | |
General and administrative | |||||
Loss from investment in affiliate | |||||
Operating expenses | $ 259,874 | $ 243,068 | $ 832,779 | $ 793,414 | |
Operating income (loss) | 1,729,540 | 587,392 | 3,776,231 | 1,133,512 | |
Assets | 6,527,861 | 6,527,861 | 3,757,073 | ||
CoreStandardsContractServices [Member] | |||||
Business Segmentation | |||||
Net sales | 1,875,296 | 1,814,622 | 6,546,816 | 5,407,455 | |
Cost of sales | 1,533,402 | 1,239,356 | 4,742,480 | 3,728,521 | |
Gross profit | 341,894 | 575,266 | 1,804,336 | 1,678,934 | |
Operating expenses: | |||||
Sales and marketing | $ 287,901 | $ 259,951 | $ 935,237 | $ 694,523 | |
General and administrative | |||||
Loss from investment in affiliate | |||||
Operating expenses | $ 287,901 | $ 259,951 | $ 935,237 | $ 694,523 | |
Operating income (loss) | 53,993 | 315,315 | 869,099 | 984,411 | |
Assets | 3,042,917 | 3,042,917 | 3,220,518 | ||
Regulatory Consulting [Member] | |||||
Business Segmentation | |||||
Net sales | 265,416 | 293,838 | 864,270 | 773,116 | |
Cost of sales | 115,094 | 176,618 | 397,670 | 472,256 | |
Gross profit | 150,322 | 117,220 | 466,600 | 300,860 | |
Operating expenses: | |||||
Sales and marketing | $ 3,103 | $ 15,643 | $ 8,387 | $ 66,840 | |
General and administrative | |||||
Loss from investment in affiliate | |||||
Operating expenses | $ 3,103 | $ 15,643 | $ 8,387 | $ 66,840 | |
Operating income (loss) | 147,219 | $ 101,577 | 458,213 | $ 234,020 | |
Assets | $ 110,284 | $ 110,284 | 105,711 | ||
Other Segment [Member] | |||||
Business Segmentation | |||||
Net sales | |||||
Cost of sales | |||||
Gross profit | |||||
Operating expenses: | |||||
Sales and marketing | |||||
General and administrative | $ 1,753,622 | $ 1,651,718 | $ 6,016,557 | $ 6,458,027 | |
Loss from investment in affiliate | 21,543 | ||||
Operating expenses | 1,753,622 | 1,651,718 | 6,016,557 | 6,479,570 | |
Operating income (loss) | (1,753,622) | $ (1,651,718) | (6,016,557) | $ (6,479,570) | |
Assets | $ 5,365,544 | $ 5,365,544 | $ 4,433,545 |
Business Segments (Details Narr
Business Segments (Details Narrative) - Ingredients Segment [Member] | 3 Months Ended | 9 Months Ended | ||
Oct. 03, 2015 | Sep. 27, 2014 | Oct. 03, 2015 | Sep. 27, 2014 | |
Customer B [Member] | ||||
Customer concentration risk | 19.10% | 13.80% | ||
Customer A [Member] | ||||
Customer concentration risk | 12.30% | 13.80% |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | 9 Months Ended |
Oct. 03, 2015USD ($) | |
Inventory Purchase Commitment [Member] | |
Purchase commitment | $ 6,100,000 |
Purchase commitment terms | So long as Grace makes available for sale to the Company the Required Volume prior to December 31, 2015, if the Company does not in fact purchase the Required Volume the Company will be obligated to pay the Price per Kilogram for the difference in kilograms between the Required Volume and the amount actually purchased. If Grace is unable to deliver the Required Volume by December 31, 2015, it will continue to deliver nicotinamide riboside chloride until it has delivered the Required Amount and the Company will pay for amounts delivered after December 31, 2015 within 60 days after they have been delivered. |
Inventory purchased | $ 1,000,000 |
Capital Lease Obligations [Member] | |
Monthly lease payment | $ 7,000 |
Capital lease term | 48 months |
Capital lease future payments | $ 356,000 |
Capital lease | $ 304,000 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - Related Party [Member] | 9 Months Ended |
Oct. 03, 2015 | |
Related party transaction description | Pursuant to the terms of the Supply Agreement, in exchange for a 4% equity interest in Healthspan, the Company will initially supply NIAGEN® to Healthspan free of charge and thereafter at a fixed price and, in exchange for a 5% equity interest in Healthspan, the Company will grant to Healthspan certain exclusive rights to resell NIAGEN® in certain direct response channels. Healthspan will pay the Company royalties on the cumulative worldwide net sales of its finished products containing NIAGEN®. The exclusivity rights will remain for so long as Healthspan meets certain minimum purchase requirements. |
Equity interest received | 9.00% |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) | 1 Months Ended |
Nov. 11, 2015USD ($)$ / sharesshares | |
Proceeds from registered direct offering | $ | $ 2,000,000 |
Capital Units [Member] | |
Units sold | shares | 200,000 |
Purchase price per unit sold | $ 10 |
Unit description | Eight shares of the Companys common stock and a warrant to purchase four shares of common stock with an exercise price of $1.50 and a term of 3 years. |
Unit warrant exercise price | $ 1.50 |
Unit warrant term | 3 years |