Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 11-May-15 | |
Document Information [Line Items] | ||
Entity Registrant Name | Iveda Solutions, Inc. | |
Entity Central Index Key | 1397183 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | IVDA | |
Entity Common Stock, Shares Outstanding | 27,318,357 | |
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
CURRENT ASSETS | ||
Cash and Cash Equivalents | $1,573,958 | $87,900 |
Restricted Cash | 888,385 | 979,095 |
Accounts Receivable, Net | 573,715 | 358,804 |
Inventory, Net | 469,150 | 387,918 |
Other Current Assets | 694,355 | 647,659 |
Total Current Assets | 4,199,563 | 2,461,376 |
PROPERTY AND EQUIPMENT, NET | 445,235 | 532,512 |
Intangible Assets, Net | 121,666 | 126,666 |
Other Assets | 188,837 | 364,320 |
Total Other Assets | 310,503 | 490,986 |
Total Assets | 4,955,301 | 3,484,874 |
CURRENT LIABILITIES | ||
Accounts and Other Payables | 1,959,738 | 2,166,246 |
Due to Related Parties | 430,000 | 575,000 |
Short Term Debt | 1,113,768 | 1,080,500 |
Derivative Liability | 75,077 | 112,009 |
Current Portion of Long-Term Debt | 14,151 | 34,610 |
Total Current Liabilities | 3,592,734 | 3,968,365 |
LONG-TERM DIVIDENDS PAYABLE | 367,986 | 272,901 |
STOCKHOLDERS' EQUITY | ||
Common Stock, $0.00001 par value; 100,000,000 shares authorized; 27,308,357 shares issued and outstanding as of March 31, 2015 and December 31, 2014 | 273 | 273 |
Additional Paid-In Capital | 29,850,591 | 27,261,762 |
Accumulated Comprehensive Loss | -34,084 | -35,615 |
Less Notes Receivable from Stockholder | -492,194 | -492,194 |
Accumulated Deficit | -28,330,045 | -27,490,658 |
Total Stockholders' Equity (Deficit) | 994,581 | -756,392 |
Total Liabilities and Stockholders' Equity | 4,955,301 | 3,484,874 |
Series A Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY | ||
Preferred Stock Value | 40 | 40 |
Series B Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY | ||
Preferred Stock Value | $0 | $0 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS [Parenthetical] (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 27,308,357 | 27,308,357 |
Common stock, shares outstanding | 27,308,357 | 27,308,357 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Outstanding | 4,003,592 | 4,003,592 |
Preferred Stock, Shares Issued | 4,003,592 | 4,003,592 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 500 | 500 |
Preferred Stock, Shares Outstanding | 312.5 | 0 |
Preferred Stock, Shares Issued | 312.5 | 0 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
REVENUE | ||
Equipment Sales | $414,523 | $210,311 |
Service Revenue | 98,339 | 158,801 |
Other Revenue | 12,959 | 5,752 |
Total Revenue | 525,821 | 374,864 |
COST OF REVENUE | 358,695 | 210,534 |
GROSS PROFIT | 167,126 | 164,330 |
OPERATING EXPENS ES | 1,015,940 | 1,527,731 |
LOSS FROM OPERATIONS | -848,814 | -1,363,401 |
OTHER INCOME (EXPENS E) | ||
Foreign Currency Transaction Gains | 4,443 | 2,234 |
Gain on Derivatives | 36,932 | 11,600 |
Interest Income | 6,083 | 3 |
Interest Expense | -38,031 | -56,004 |
Total Other Income (Expense) | 9,427 | -42,167 |
LOSS BEFORE INCOME TAXES | -839,387 | -1,405,568 |
BENEFIT (PROVISION) FOR INCOME TAXES | 0 | 0 |
NET LOSS | ($839,387) | ($1,405,568) |
BASIC AND DILUTED LOSS PER SHARE (in dollars per share) | ($0.03) | ($0.05) |
WEIGHTED AVERAGE S HARES (in shares) | 27,308,357 | 26,742,623 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Net Loss | ($839,387) | ($1,405,568) |
Other Comprehensive Loss Change in Equity Adjustment from Foreign Currency Translation, Net of Tax | 1,531 | -1,801 |
Comprehensive Loss | ($837,856) | ($1,407,369) |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net Loss | ($839,387) | ($1,405,568) |
Adjustments to Reconcile Net Loss to Net Cash Used by Operating Activities | ||
Depreciation and Amortization | 57,125 | 54,324 |
Amortization of Debt Discount | 0 | -880 |
Amortization of Deferred Financing Costs | 0 | 19,236 |
(Gain) on Derivatives | -36,932 | -11,600 |
Stock Option Compensation | 62,000 | 96,000 |
Bad Debt Expense | 3,085 | 0 |
Inventory Valuation Allowance | 1,000 | 0 |
Common Stock Warrants Issued for Interest | 7,327 | 0 |
(Increase) Decrease in Operating Assets and Liabilities | ||
Accounts Receivable | -210,479 | -38,284 |
Inventory | -79,604 | -66,051 |
Other Current Assets | -34,018 | -135,472 |
Other Assets | 14,005 | 0 |
Accounts and Other Payables | -231,689 | -23,641 |
Net Cash Used in Operating Activities | -1,287,567 | -1,511,936 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of Property and Equipment | -2,872 | -137,129 |
Net Cash (Used in) Investing Activities | -2,872 | -137,129 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Changes in Restricted Cash | 105,255 | 42,417 |
Proceeds from (Payments on) Short-Term Notes Payable/Debt | 16,760 | 2,118,141 |
Proceeds from Exercise of Stock Options | 0 | 5,635 |
Proceeds from (Payments to) Due to Related Parties | -145,000 | -70,114 |
Proceeds from Long-Term Debt, Net of Payments | -20,812 | -22,605 |
Deferred Finance Costs, Net | 0 | -64,074 |
Series B Preferred Stock Issued, Net of Cost of Capital | 2,818,981 | 0 |
Net Cash Provided by Financing Activities | 2,775,184 | 2,009,400 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH | 1,313 | -5,230 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 1,486,058 | 355,105 |
Cash and Cash Equivalents- Beginning of Period | 87,900 | 559,729 |
CASH AND CASH EQUIVALENTS - END OF PERIOD | 1,573,958 | 914,834 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Interest Paid | 37,023 | 32,105 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Discount on Convertible Debt | 0 | 51,503 |
Establishment of Derivative Liability | 0 | 55,672 |
Warrants Issued for Interest Expense | $7,327 | $0 |
BASIS_OF_PRESENTATION_AND_SUMM
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block] | NOTE 1 | BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||||||
These statements should be read in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2014. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted. The operating results and cash flows for the three-month period ended March 31, 2015, are not necessarily indicative of the results that will be achieved for the full fiscal year ending December 31, 2015 or for future periods. | |||||||||||
The accompanying condensed consolidated financial statements have been prepared without audit and reflect all adjustments, consisting of normal recurring adjustments, which are, in our opinion, necessary for a fair statement of the financial position and the results of operations for the interim periods. Preparing financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Estimates are used for, but not limited to, accounting for the allowance for doubtful accounts, impairment costs, depreciation and amortization, sales returns and discounts, warranty costs, uncertain tax positions and the recoverability of deferred tax assets, stock compensation, contingencies, and the fair value of assets and liabilities disclosed. Actual results and outcomes may differ from our estimates and assumptions. The statements have been prepared in accordance with GAAP and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such SEC rules and regulations. | |||||||||||
The balance sheet at December 31, 2014 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. | |||||||||||
Consolidation | |||||||||||
Effective April 30, 2011, we completed our acquisition of Sole Vision Technologies (dba MEGAsys), a company based in Taiwan. We consolidate our financial statements with the financial statements of MEGAsys. All intercompany balances and transactions have been eliminated in consolidation. | |||||||||||
Going Concern | |||||||||||
The accompanying condensed consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Our Audit Report on the Consolidated Financial Statements for the year ended December 31, 2014 contained a going concern qualification. Since inception, we have generated an accumulated deficit from operations of approximately $28.3 million at March 31, 2015 and have used approximately $1.3 million in cash to fund operations through the three months ended March 31, 2015. As a result, a significant risk exists regarding our ability to continue as a going concern. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from this uncertainty. | |||||||||||
We adopted a multi-step plan to enable us to continue to operate and begin to report operating profits. The highlights of that plan are as follows: | |||||||||||
· | We developed Sentir®, our cloud-based video management platform, and began executing on our strategy to license its use as a Video Surveillance as a Service (“VSaaS”) offering to partners such as telecommunications companies, Internet Service Providers (“ISPs”), data centers, and cable companies in order to gain access to their existing subscriber bases. Sentir was officially launched in April 2014. | ||||||||||
· | We introduced the ZEE® line of cloud, plug-and-play cameras. The camera line includes three wireless indoor cameras, one of which is a pan/tilt (“P/T”) camera and one outdoor camera. We utilize contract manufacturers for our cloud cameras and other cloud-enabled devices. The Sentir-enabled cameras simplify service providers’ VSaaS offering to end users. | ||||||||||
· | We developed, with the Industrial Technology Research Institute (“ITRI”), IvedaMobile® – a cloud-hosting service that turns any smartphone or tablet into a mobile, cloud video streaming device. | ||||||||||
· | We are actively collaborating with certain telecommunications companies in other countries to resell our products and services in their respective countries. In February 2015, we received a follow-on order to the initial order in 2014 from Filcomserve for delivery of 10,000 Zee cameras to the Philippine Long Distance Telephone Company (“PLDT”) at a total price of $1.3 million. | ||||||||||
· | In December 2014, we entered into an agreement (the “Debenture and Warrant Amendment”) with the holders of certain debentures (the “2013 Debentures”) and certain warrants (the “2013 Warrants”), pursuant to which the holders agreed to cancel the 2013 Debentures and convert them into an aggregate of 3,600,000 shares of our newly issued Series A Preferred Stock. As inducement to enter into the Debenture and Warrant Amendment, we issued to the holders additional warrants to purchase shares of our common stock (the “Inducement Warrants”). | ||||||||||
· | As of the final closing of the private placement on March 13, 2015, we had raised approximately $3.1 million through the sale of Series B Preferred Stock. | ||||||||||
· | We launched a new website highlighting our licensing business model, which focuses on telecommunications companies, data centers, ISPs, cable companies, and other similar organizations. | ||||||||||
· | We reduced our U.S.-based segment operating costs by eliminating our direct project-based sales channel and all costs related to project-based sales and operations to focus our activities and resources on licensing Sentir. | ||||||||||
· | In November 2013, we hired Bob Brilon as our Chief Financial Officer and Executive Vice President of Business Development. Mr. Brilon has strong ties with the investment community and has extensive experience with strategic growth planning and domestic and foreign institutional investors, which will be instrumental to our market expansion, global distribution of our cloud video hosting platform and services, and raising capital to fund our growth. In February 2014, Mr. Brilon was appointed as our President. | ||||||||||
Concentrations | |||||||||||
Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. | |||||||||||
Substantially all cash is deposited in two financial institutions, one in the United States and one in Taiwan. At times, amounts on deposit in the United States may be in excess of the FDIC insurance limit. Deposits in Taiwan financial institutions are insured by CDIC (“Central Deposit Insurance Corporation”) with maximum coverage of NTD 3 million. At times, amounts on deposit in Taiwan may be in excess of the CDIC insurance limit. | |||||||||||
Accounts receivable are unsecured, and we are at risk to the extent such amount becomes uncollectible. We perform periodic credit evaluations of our customers’ financial condition and generally do not require collateral. U.S.-based segment revenue from one customer represented approximately 37% of total revenue for the three months ended March 31, 2015, and three customers represented approximately 89% of the total U.S.-based segment accounts receivable at March 31, 2015. Taiwan-based segment revenue from one customer represented approximately 76% of total revenue for the three months ended March 31, 2015, and four customers represented approximately 81% of total Taiwan-based segment accounts receivable at March 31, 2015. | |||||||||||
Intangible Assets | |||||||||||
Intangible assets consist of trademarks and other intangible assets associated with the purchase price allocation of MEGAsys. Such assets are being amortized over their estimated useful lives of six months to ten years. Other intangible assets are fully amortized at March 31, 2015. Future amortization of trademarks is as follows: | |||||||||||
2015 | $ | 15,000 | |||||||||
2016 | 20,000 | ||||||||||
2017 | 20,000 | ||||||||||
2018 | 20,000 | ||||||||||
Thereafter | 46,666 | ||||||||||
Total | $ | 121,666 | |||||||||
Fair Value of Financial Instruments | |||||||||||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to us as of March 31, 2015 and December 31, 2014. The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accounts receivable, accounts payable, accrued expenses, and amounts due to related parties. Fair values were assumed to approximate carrying values for these financial instruments because they are short-term in nature and their carrying amounts approximate their fair values or because they are receivable or payable on demand. | |||||||||||
Derivative Financial Instruments | |||||||||||
We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at the reporting date, with changes in the fair value reported in the consolidated statements of operations. For stock-based derivative financial instruments, we use the Black-Scholes option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. Our derivative liability relates to the 2013 warrants issued in connection with the 2013 Debentures (subsequently converted to Series A Preferred Stock on December 9, 2014). These warrants contain a ratchet provision which allows the exercise price to adjust downward based on certain events. | |||||||||||
Segment Information | |||||||||||
We conduct operations in various geographic regions. The operations conducted and the customer bases located in the foreign countries are similar to the business conducted and the customer bases located in the United States. The net revenues and net assets (liabilities) for other significant geographic regions are as follows: | |||||||||||
March 31, 2015 | |||||||||||
Net Revenue | Net Assets (Liabilities) | ||||||||||
United States | $ | 99,321 | $ | 1,358,695 | |||||||
Republic of China (Taiwan) MEGAsys | $ | 426,500 | $ | -364,114 | |||||||
Furthermore, due to operations in various geographic locations, we are susceptible to changes in national, regional, and local economic conditions, demographic trends, consumer confidence in the economy, and discretionary spending priorities that may have a material adverse effect on our future operations and results. | |||||||||||
We are required to collect certain taxes and fees from customers on behalf of government agencies and remit them back to the applicable governmental agencies on a periodic basis. The taxes and fees are legal assessments to the customer, for which we have a legal obligation to act as a collection agent. Because we do not retain the taxes and fees, we do not include such amounts in revenue. We record a liability when the amounts are collected and relieve the liability when payments are made to the applicable governmental agencies. | |||||||||||
We operate two reportable business segments as defined in ASC 280, “Segment Reporting.” We have a U.S.-based segment, Iveda Solutions, Inc., and a Taiwan-based segment, MEGAsys. Each segment has a chief operating decision maker and management personnel who review their respective segment’s performance as it relates to revenue, operating profit, and operating expenses. | |||||||||||
Three Months | Three Months | Condensed | |||||||||
Ended March 31, 2015 | Ended March 31, 2015 | Consolidated | |||||||||
Iveda Solutions, Inc. | MEGAsys | Total | |||||||||
Revenue | $ | 99,321 | $ | 426,500 | $ | 525,821 | |||||
Cost of Revenue | 100,481 | 258,214 | 358,695 | ||||||||
Gross Profit | -1,160 | 168,286 | 167,126 | ||||||||
Depreciation and Amortization | 53,064 | 4,061 | 57,125 | ||||||||
General and Administrative | 840,959 | 117,856 | 958,815 | ||||||||
Loss from Operations | -895,183 | 46,369 | -848,814 | ||||||||
Foreign Currency Gain | 4,255 | 188 | 4,443 | ||||||||
Gain on Derivatives | 36,932 | - | 36,932 | ||||||||
Interest Income | 6,069 | 14 | 6,083 | ||||||||
Interest Expense | -29,694 | -8,337 | -38,031 | ||||||||
Loss on Debt Conversion | - | - | - | ||||||||
Loss Before Income Taxes | -877,621 | 38,234 | -839,387 | ||||||||
(Provision) for Income Taxes | - | - | - | ||||||||
Net Loss | $ | -877,621 | $ | 38,234 | $ | -839,387 | |||||
Revenue as shown below represents sales to external customers for each segment. Intercompany revenue has been eliminated and is immaterial. | |||||||||||
Additions to long-lived assets as presented in the following table represent capital expenditures. | |||||||||||
Inventories and property and equipment for operating segments are regularly reviewed by management and are therefore provided below. | |||||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Revenue | |||||||||||
United States | $ | 99,321 | $ | 203,309 | |||||||
Republic of China (Taiwan) | 426,500 | 171,554 | |||||||||
$ | 525,821 | $ | 374,863 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Operating Earnings (Loss) | |||||||||||
United States | $ | -895,183 | $ | -1,311,338 | |||||||
Republic of China (Taiwan) | 46,369 | -52,063 | |||||||||
$ | -848,814 | $ | -1,363,401 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Property and Equipment, Net | |||||||||||
United States | $ | 430,691 | $ | 520,178 | |||||||
Republic of China (Taiwan) | 14,544 | 38,153 | |||||||||
$ | 445,235 | $ | 558,331 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Additions to Long-Lived Assets | |||||||||||
United States | $ | -2,484 | $ | 129,087 | |||||||
Republic of China (Taiwan) | -388 | 8,042 | |||||||||
$ | -2,872 | $ | 137,129 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Inventory, Net | |||||||||||
United States | $ | 267,528 | $ | 166,679 | |||||||
Republic of China (Taiwan) | 201,622 | 227,748 | |||||||||
$ | 469,150 | $ | 394,427 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Total Assets | |||||||||||
United States | $ | 2,345,092 | $ | 1,728,682 | |||||||
Republic of China (Taiwan) | 2,610,209 | 2,552,631 | |||||||||
$ | 4,955,301 | $ | 4,281,313 | ||||||||
Reclassification | |||||||||||
Certain amounts in 2014 may have been reclassified to conform to the 2015 presentation. | |||||||||||
New Accounting Standards | |||||||||||
There were no new standards recently issued which would have an impact on our operations or disclosures. | |||||||||||
SHORTTERM_DEBT
SHORT-TERM DEBT | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Short-term Debt [Text Block] | NOTE 2 | SHORT-TERM DEBT | ||||||
The short term debt balances were as follows: | ||||||||
March 31, 2015 | December 31, 2014 | |||||||
Loan from Shanghai Bank at 3.24% interest rate per annum. Due at June 2015. | $ | 473,768 | $ | 325,500 | ||||
Loan from Hua Nan Bank at 3.26% interest rate per annum. Due June - August 2015. | 320,000 | 315,000 | ||||||
Loan from SinoPac Bank at 3.26% interest rate per annum. Due June - July, 2015. | 320,000 | 315,000 | ||||||
KTV Holding, LLC at 9.5% interest rate per annum. Paid January 26, 2015. | - | 75,000 | ||||||
A&A Property Investments, Inc. at 9.5% interest rate per annum. Paid January 26, 2015. | - | 50,000 | ||||||
Balance at end of period | $ | 1,113,768 | $ | 1,080,500 | ||||
EQUITY
EQUITY | 3 Months Ended | |
Mar. 31, 2015 | ||
Stockholders' Equity Note [Abstract] | ||
Stockholders' Equity Note Disclosure [Text Block] | NOTE 3 | EQUITY |
Preferred Stock | ||
We are currently authorized to issue up to 100,000,000 shares of preferred stock, par value $0.00001 per share, 10,000,000 shares of which are designated as Series A Preferred Stock and 500 shares of which are designated as Series B Preferred Stock. Our Articles of Incorporation authorize the issuance of shares of preferred stock with designations, rights, and preferences determined from time to time by our Board of Directors. Accordingly, our Board of Directors is empowered, without stockholder approval, to issue preferred stock with dividend, liquidation, conversion, voting, or other rights which could adversely affect the voting power or other rights of the stockholders of our common stock. In the event of issuance, the preferred stock could be utilized, under certain circumstances, as a method of discouraging, delaying, or preventing a change in control of our company. | ||
Series A Preferred Stock | ||
We are authorized to issue up to 10,000,000 shares of Series A Preferred Stock. Each share of Series A Preferred Stock accrues cumulative dividends at a rate of 9.5% per annum of the original issue price of $1.00 per share. Accrued but unpaid dividends are payable by us, either in cash or in shares of our common stock, upon the occurrence of a Liquidation Event (as defined in our Articles of Incorporation) or upon conversion of the shares into shares of our common stock. In addition, in the event of any liquidation, dissolution, or winding up of our company, the holders of Series A Preferred Stock are entitled to receive distributions of any of the assets of our company prior and in preference to the holders of our common stock, but after distribution of any assets of our company to the holders of our Series B Preferred Stock in an amount equal to the Series B Preferred Stock’s original issue price plus any accrued but unpaid dividends. | ||
Each share of Series A Preferred Stock is convertible at the option of the holder, at any time, into shares of our common stock equal to the original issue price divided by an adjusted conversion price of $0.97 per share of Series A Preferred Stock, subject to certain adjustments. On June 30, 2017, all shares of Series A Preferred Stock not already converted will automatically convert into shares of our common stock at the then-applicable conversion price. | ||
The holders of Series A Preferred Stock have the same voting rights as, and vote as a single class with, the holders of our common stock. Each holder of our Series A Preferred Stock is entitled to the number of votes equal to the number of shares of our common stock into which such shares of Series A Preferred Stock may be converted. In addition, in the event we sell, grant, or issue any Common Stock Equivalent (as defined in our Articles of Incorporation) at a price per share that is lower than the then-applicable conversion price for the Series A Preferred Stock, the conversion price for the Series A Preferred Stock will be adjusted to account for the dilutive issuance. If we effectuate a stock split or subdivision of our common stock or our Board of Directors declares a dividend payable in our common stock, the conversion price for the Series A Preferred Stock will be appropriately decreased to protect the Series A Preferred Stock holders from any dilutive effect of the stock split, subdivision, or stock dividend. Similarly, if the number of shares of our common stock outstanding decreases due to a reverse stock split or other combination of the outstanding shares of our common stock, then the applicable conversion price of the Series A Preferred Stock will increase in order to proportionately decrease the number of shares issuable upon conversion. Holders of our Series A Preferred Stock have no sinking fund or redemption rights. | ||
Series B Preferred Stock | ||
We are authorized to issue up to 500 shares of Series B Preferred Stock. Each share of Series B Preferred Stock accrues dividends at a rate of 9.5% per annum of the original issue price of $10,000 per share. Dividends on the Series B Preferred Stock accrue daily and compound annually. All accrued but unpaid dividends on the Series B Preferred Stock must be paid, declared, or set aside prior to the declaration of any dividend on any class of stock that is junior in preference to the Series B Preferred Stock. Dividends on the Series B Preferred Stock are paid quarterly, beginning on July 1, 2015 in either cash or shares of our common stock. In addition, all accrued but unpaid dividends are payable by us, either in cash or in shares of our common stock, upon the occurrence of a Liquidation Event (as defined in our Articles of Incorporation) or upon the conversion of the shares into shares of our common stock. | ||
In the event of any liquidation, dissolution, or winding up of our company, the holders of Series B Preferred Stock are entitled to receive distributions of any of the assets of our company equal to 100% of the original issue price plus all accrued but unpaid dividends prior and in preference to the holders of Series A Preferred Stock and holders of our common stock. We also have the option to redeem all, but not less than all, of the Series B Preferred Stock, provided that certain conditions have been met. Should we choose to redeem the shares of our Series B Preferred Stock outstanding, we are required to pay the original purchase price plus all accrued but unpaid dividends. Each share of Series B Preferred Stock is convertible at the option of the holder, at any time, into shares of our common stock equal to the original issue price divided by an initial conversion price of $0.75 per share of Series B Preferred Stock, subject to certain adjustments. On December 31, 2017, all shares of our Series B Preferred Stock not already converted will automatically convert into shares of our common stock at the then-applicable conversion price. | ||
The holders of Series B Preferred Stock have no voting rights, except as are expressly provided in our Articles of Incorporation or required by law. Without the approval of at least a majority of the outstanding Series B Preferred Stock, we may not authorize or issue (i) any additional or other shares of capital stock that are of senior rank to the shares of Series B Preferred Stock in respect of the preferences as to dividends, distributions, or payments upon the liquidation, dissolution, and winding up of our company, (ii) any additional or other shares of capital stock that are of equal rank to the shares of Series B Preferred Stock in respect of the preferences as to dividends, distributions, or payments upon the liquidation, dissolution, and winding up of our company, or (iii) any capital stock junior in preference to the Series B Preferred Stock having a maturity date that is prior to the maturity date of the Series B Preferred Stock. Furthermore, if we consummate a Fundamental Transaction (as defined in our Articles of Incorporation) while shares of our Series B Preferred Stock are outstanding, then the holders of those outstanding shares have the right to receive, upon conversion of the Series B Preferred Stock, the same amount and kind of securities, cash, or property as they would have received if they would have been holders of the number of shares of common stock issuable upon conversion in full of all shares of our Series B Preferred Stock immediately prior to the Fundamental Transaction. | ||
In addition, in the event we sell, grant, or issue any Common Stock Equivalent (as defined in our Articles of Incorporation) at a price per share that is lower than the then-applicable conversion price for the Series B Preferred Stock (the “Effective Price”), the conversion price for the Series B Preferred Stock will be adjusted to the Effective Price. | ||
If we effectuate a stock split or subdivision of our common stock or our Board of Directors declares a dividend payable in our common stock, the conversion price for the Series B Preferred Stock will be appropriately decreased to protect the Series B Preferred Stock holders from any dilutive effect of the stock split, subdivision, or stock dividend. Similarly, if the number of shares of our common stock outstanding decreases due to a reverse stock split or other combination of the outstanding shares of our common stock, then the applicable conversion price of the Series B Preferred Stock will increase in order to proportionately decrease the number of shares issuable upon conversion. Holders of our Series B Preferred Stock have no sinking fund rights. | ||
Common Stock | ||
We are authorized to issue up to 100,000,000 shares of common stock, par value $0.00001 per share. All outstanding shares of our common stock are of the same class and have equal rights and attributes. The holders of our common stock are entitled to one vote per share on all matters submitted to a vote of the stockholders of our company. Our common stock does not have cumulative voting rights. Persons who hold a majority of the outstanding shares of our common stock entitled to vote on the election of directors can elect all of the directors who are eligible for election. Holders of our common stock are entitled to share equally in dividends, if any, as may be declared from time to time by our Board of Directors. In the event of liquidation, dissolution, or winding up of our company, subject to the preferential liquidation rights of any series of preferred stock that we may from time to time designate, the holders of our common stock are entitled to share ratably in all of our assets remaining after payment of all liabilities and preferential liquidation rights. Holders of our common stock have no conversion, exchange, sinking fund, redemption, or appraisal rights (other than such as may be determined by the Board of Directors in its sole discretion) and have no preemptive rights to subscribe for any of our securities. | ||
Notes Receivable from Stockholder | ||
In June 2014, an advisor/stockholder of our company exercised warrants to purchase 200,000 and 300,000 shares of common stock, granted at an exercise price of $1.02 and $1.00 per share, respectively, in exchange for 5% promissory notes totaling $504,000 due at the extended maturity date of June 30, 2017. Early payments have been received and $11,806 has been applied to the principal. | ||
STOCK_OPTIONS_AND_WARRANTS
STOCK OPTIONS AND WARRANTS | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 4 | STOCK OPTIONS AND WARRANTS | |||||||||||||||
Stock Options | |||||||||||||||||
We have granted non-qualified stock options to employees and contractors as equity compensation, and to debenture holders for the extension of debenture maturity dates. All non-qualified options are generally issued with an exercise price no less than the fair value of the common stock on the date of the grant as determined by our Board of Directors. Options may be exercised up to ten years following the date of the grant, with vesting schedules determined by us upon grant. Vesting schedules vary by grant, with some fully vesting immediately upon grant to others that ratably vest over a period of time up to four years. Standard vested options may be exercised up to three months following date of termination of the relationship unless alternate terms are specified at grant. The fair values of options are determined using the Black-Scholes option-pricing model. The estimated fair value of options is recognized as expense on the straight-line basis over the options’ vesting periods. | |||||||||||||||||
Stock option transactions during the three months ended March 31, 2015 were as follows: | |||||||||||||||||
Three months ended March 31, 2015 | |||||||||||||||||
Shares | Weighted- | ||||||||||||||||
Average Exercise | |||||||||||||||||
Price | |||||||||||||||||
Outstanding at Beginning of Year | 5,953,227 | $ | 1.03 | ||||||||||||||
Granted | 271,000 | 0.77 | |||||||||||||||
Exercised | - | - | |||||||||||||||
Forfeited or Canceled | -117,833 | 1.09 | |||||||||||||||
Outstanding at End of Period | 6,106,394 | 0.98 | |||||||||||||||
Options Exercisable at End of Period | 6,032,519 | $ | 0.99 | ||||||||||||||
Weighted-Average Fair Value of Options Granted During the Period | $ | 0.16 | |||||||||||||||
Information with respect to stock options outstanding and exercisable as of March 31, 2015 is as follows: | |||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||
Range of | Number | Weighted- | Weighted- | Number | Weighted- | ||||||||||||
Exericse | Outstanding | Average | Average | Exercisable | Average | ||||||||||||
Prices | at March 31, | Remaining | Exercise | at March 31, | Exercise | ||||||||||||
2015 | Contractual | Price | 2015 | Price | |||||||||||||
Life | |||||||||||||||||
$0.10 - $1.75 | 6,106,394 | 7 | $ | 0.98 | 6,032,519 | $ | 0.99 | ||||||||||
The fair value of each option granted is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions used for options granted. | |||||||||||||||||
2015 | |||||||||||||||||
Expected Life | 6.25 yrs | ||||||||||||||||
Dividend Yield | 0 | % | |||||||||||||||
Expected Volatility | 18.38 | % | |||||||||||||||
Risk-Free Interest Rate | 1.96 | % | |||||||||||||||
Expected volatility for 2015 and 2014 was estimated by using the Dow Jones U.S. Industry Indices sector classification methodology for industries similar to that in which we operate. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the grant date. The expected life of the options is based on the actual expiration date of the grant. | |||||||||||||||||
Warrants | |||||||||||||||||
We have periodically issued warrants to purchase shares of common stock as equity compensation to officers, directors, employees, and consultants. We have also issued warrants as incentive in connection with the purchase of debt and equity securities. | |||||||||||||||||
As of March 31, 2015, warrants to purchase 7,946,212 shares of common stock were outstanding, all of which were issued either as equity compensation or in connection with financing transactions. Warrants may be exercised between a range of two to ten years following the date of the grant, with vesting schedules determined by us upon issue. Vesting schedules vary by grant, with some fully vesting immediately upon grant to others that ratably vest over a period of time up to four years. The fair value of warrants is determined using the Black-Scholes option-pricing model. The estimated fair value of warrants is recognized as expense on the straight-line basis over the warrants’ vesting periods. | |||||||||||||||||
Stock warrant transactions during the three months ended March 31, 2015 were as follows: | |||||||||||||||||
Outstanding at December 31, 2014 | 3,749,550 | ||||||||||||||||
Granted | 4,369,162 | ||||||||||||||||
Exercised | - | ||||||||||||||||
Forfeited or Canceled | -172,500 | ||||||||||||||||
Warrants Redeemable at March 31, 2015 | 7,946,212 | ||||||||||||||||
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended | |
Mar. 31, 2015 | ||
Related Party Transactions [Abstract] | ||
Related Party Transactions Disclosure [Text Block] | NOTE 5 | RELATED PARTY TRANSACTIONS |
On December 30, 2014, we entered into a debenture agreement with Mr. Joe Farnsworth, a member of our Board of Directors, for $10,000, at 9.5% interest per annum. We paid the principal and accrued interest on the Farnsworth Debenture in full on January 26, 2015. | ||
On December 9, 2014, we entered into a debenture agreement with Mr. Robert Gillen, a member of our Board of Directors, for $100,000, at 9.5% interest per annum with interest and principal payable on January 5, 2015. Mr. Gillen also received a warrant to purchase 25,000 shares of our common stock at an exercise price of $1.00 per share. We paid the principal and accrued interest on the Gillen Debenture in full on February 4, 2015. | ||
On October 14, 2014, we entered into a debenture agreement with Mr. Farnsworth, a member of our Board of Directors, for $35,000, at 9.5% interest per annum. We paid the principal and accrued interest on the Farnsworth Debenture in full on February 4, 2015. | ||
On September 10, 2014, we entered into a debenture agreement with Mr. Alex Kuo, a member of the Board of Directors, for $30,000, through his wife, Li-Min Hsu, at 9.5% interest per annum with interest and principal payable on the extended maturity date of December 31, 2015. As consideration for the extension of the debenture, we granted Mrs. Hsu options to purchase 3,000 shares of our common stock with an exercise price of $0.77 per share. | ||
On September 8, 2014, we entered into a debenture agreement with Mr. Kuo’s wife, Li-Min Hsu, for $100,000, at 9.5% interest per annum with interest and principal payable on the extended maturity date of December 31, 2015. As consideration for the extension of the debenture, we granted Mrs. Hsu options to purchase 10,000 shares of our common stock with an exercise price of $0.77 per share. | ||
On August 28, 2014, we entered into a debenture agreement with Mr. Gregory Omi, a member of our Board of Directors, for $200,000, at 9.5% interest per annum with interest and principal payable on the extended maturity date of December 31, 2015. As consideration for the extension of the debenture, we granted Mr. Omi options to purchase 20,000 shares of our common stock with an exercise price of $0.77 per share. | ||
On November 19, 2012, we entered into a convertible debenture agreement with Mr. Gillen, a member of our Board of Directors, for $100,000, under his company Squirrel-Away. Under the original terms of the agreement, interest is payable at 10% per annum and became due on December 19, 2014. The debenture was extended to January 5, 2015. On June 20, 2013, interest of $5,000 was paid on the debenture. As consideration for agreeing to extend the maturity date of the debenture to December 31, 2015 we granted Mr. Gillen options to purchase 10,000 shares of our common stock at an exercise price of $0.77 per share | ||
EARNINGS_LOSS_PER_SHARE
EARNINGS (LOSS) PER SHARE | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Earnings Per Share [Text Block] | NOTE 6 | EARNINGS (LOSS) PER SHARE | ||||||
The following table provides a reconciliation of the numerators and denominators reflected in the basic and diluted earnings per share computations, as required by ASC No. 260, “Earnings per Share.” | ||||||||
Basic earnings per share (“EPS”) is computed by dividing reported earnings available to stockholders by the weighted average shares outstanding. We had net losses for the years ended December 31, 2014 and 2013 and the effect of including dilutive securities in the earnings per common share would have been anti-dilutive for the purpose of calculating EPS. Accordingly, all options, warrants, and shares potentially convertible into common shares were excluded from the calculation of diluted earnings per share for the quarters ended March 31, 2015 and 2014. Total common stock equivalents that could be convertible into common stock were 13,706,369 and 10,879,308 for 2015 and 2014, respectively. | ||||||||
Three Months | Three Months | |||||||
Ending | Ending | |||||||
March 31, 2015 | March 31, 2014 | |||||||
Basic EPS | ||||||||
Net Loss | $ | -839,387 | $ | -1,405,768 | ||||
Weighted Average Shares | 27,308,357 | 26,742,623 | ||||||
Basic Loss Per Share | $ | -0.03 | $ | -0.05 | ||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 3 Months Ended | |
Mar. 31, 2015 | ||
Subsequent Events [Abstract] | ||
Subsequent Events [Text Block] | NOTE 7 | SUBSEQUENT EVENTS |
We have evaluated subsequent events from the balance sheet date through the date the condensed consolidated financial statements were issued and determined that there are no additional items to disclose. | ||
BASIS_OF_PRESENTATION_AND_SUMM1
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES(Policies) | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Accounting Policies [Abstract] | |||||||||||
Consolidation, Policy [Policy Text Block] | Consolidation | ||||||||||
Effective April 30, 2011, we completed our acquisition of Sole Vision Technologies (dba MEGAsys), a company based in Taiwan. We consolidate our financial statements with the financial statements of MEGAsys. All intercompany balances and transactions have been eliminated in consolidation. | |||||||||||
Liquidity Disclosure [Policy Text Block] | Going Concern | ||||||||||
The accompanying condensed consolidated financial statements have been prepared assuming that we will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Our Audit Report on the Consolidated Financial Statements for the year ended December 31, 2014 contained a going concern qualification. Since inception, we have generated an accumulated deficit from operations of approximately $28.3 million at March 31, 2015 and have used approximately $1.3 million in cash to fund operations through the three months ended March 31, 2015. As a result, a significant risk exists regarding our ability to continue as a going concern. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from this uncertainty. | |||||||||||
We adopted a multi-step plan to enable us to continue to operate and begin to report operating profits. The highlights of that plan are as follows: | |||||||||||
· | We developed Sentir®, our cloud-based video management platform, and began executing on our strategy to license its use as a Video Surveillance as a Service (“VSaaS”) offering to partners such as telecommunications companies, Internet Service Providers (“ISPs”), data centers, and cable companies in order to gain access to their existing subscriber bases. Sentir was officially launched in April 2014. | ||||||||||
· | We introduced the ZEE® line of cloud, plug-and-play cameras. The camera line includes three wireless indoor cameras, one of which is a pan/tilt (“P/T”) camera and one outdoor camera. We utilize contract manufacturers for our cloud cameras and other cloud-enabled devices. The Sentir-enabled cameras simplify service providers’ VSaaS offering to end users. | ||||||||||
· | We developed, with the Industrial Technology Research Institute (“ITRI”), IvedaMobile® – a cloud-hosting service that turns any smartphone or tablet into a mobile, cloud video streaming device. | ||||||||||
· | We are actively collaborating with certain telecommunications companies in other countries to resell our products and services in their respective countries. In February 2015, we received a follow-on order to the initial order in 2014 from Filcomserve for delivery of 10,000 Zee cameras to the Philippine Long Distance Telephone Company (“PLDT”) at a total price of $1.3 million. | ||||||||||
· | In December 2014, we entered into an agreement (the “Debenture and Warrant Amendment”) with the holders of certain debentures (the “2013 Debentures”) and certain warrants (the “2013 Warrants”), pursuant to which the holders agreed to cancel the 2013 Debentures and convert them into an aggregate of 3,600,000 shares of our newly issued Series A Preferred Stock. As inducement to enter into the Debenture and Warrant Amendment, we issued to the holders additional warrants to purchase shares of our common stock (the “Inducement Warrants”). | ||||||||||
· | As of the final closing of the private placement on March 13, 2015, we had raised approximately $3.1 million through the sale of Series B Preferred Stock. | ||||||||||
· | We launched a new website highlighting our licensing business model, which focuses on telecommunications companies, data centers, ISPs, cable companies, and other similar organizations. | ||||||||||
· | We reduced our U.S.-based segment operating costs by eliminating our direct project-based sales channel and all costs related to project-based sales and operations to focus our activities and resources on licensing Sentir. | ||||||||||
· | In November 2013, we hired Bob Brilon as our Chief Financial Officer and Executive Vice President of Business Development. Mr. Brilon has strong ties with the investment community and has extensive experience with strategic growth planning and domestic and foreign institutional investors, which will be instrumental to our market expansion, global distribution of our cloud video hosting platform and services, and raising capital to fund our growth. In February 2014, Mr. Brilon was appointed as our President. | ||||||||||
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations | ||||||||||
Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of cash and cash equivalents and trade accounts receivable. | |||||||||||
Substantially all cash is deposited in two financial institutions, one in the United States and one in Taiwan. At times, amounts on deposit in the United States may be in excess of the FDIC insurance limit. Deposits in Taiwan financial institutions are insured by CDIC (“Central Deposit Insurance Corporation”) with maximum coverage of NTD 3 million. At times, amounts on deposit in Taiwan may be in excess of the CDIC insurance limit. | |||||||||||
Accounts receivable are unsecured, and we are at risk to the extent such amount becomes uncollectible. We perform periodic credit evaluations of our customers’ financial condition and generally do not require collateral. U.S.-based segment revenue from one customer represented approximately 37% of total revenue for the three months ended March 31, 2015, and three customers represented approximately 89% of the total U.S.-based segment accounts receivable at March 31, 2015. Taiwan-based segment revenue from one customer represented approximately 76% of total revenue for the three months ended March 31, 2015, and four customers represented approximately 81% of total Taiwan-based segment accounts receivable at March 31, 2015. | |||||||||||
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Intangible Assets | ||||||||||
Intangible assets consist of trademarks and other intangible assets associated with the purchase price allocation of MEGAsys. Such assets are being amortized over their estimated useful lives of six months to ten years. Other intangible assets are fully amortized at March 31, 2015. Future amortization of trademarks is as follows: | |||||||||||
2015 | $ | 15,000 | |||||||||
2016 | 20,000 | ||||||||||
2017 | 20,000 | ||||||||||
2018 | 20,000 | ||||||||||
Thereafter | 46,666 | ||||||||||
Total | $ | 121,666 | |||||||||
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments | ||||||||||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to us as of March 31, 2015 and December 31, 2014. The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accounts receivable, accounts payable, accrued expenses, and amounts due to related parties. Fair values were assumed to approximate carrying values for these financial instruments because they are short-term in nature and their carrying amounts approximate their fair values or because they are receivable or payable on demand. | |||||||||||
Derivatives, Policy [Policy Text Block] | Derivative Financial Instruments | ||||||||||
We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at the reporting date, with changes in the fair value reported in the consolidated statements of operations. For stock-based derivative financial instruments, we use the Black-Scholes option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. Our derivative liability relates to the 2013 warrants issued in connection with the 2013 Debentures (subsequently converted to Series A Preferred Stock on December 9, 2014). These warrants contain a ratchet provision which allows the exercise price to adjust downward based on certain events. | |||||||||||
Segment Reporting, Policy [Policy Text Block] | Segment Information | ||||||||||
We conduct operations in various geographic regions. The operations conducted and the customer bases located in the foreign countries are similar to the business conducted and the customer bases located in the United States. The net revenues and net assets (liabilities) for other significant geographic regions are as follows: | |||||||||||
March 31, 2015 | |||||||||||
Net Revenue | Net Assets (Liabilities) | ||||||||||
United States | $ | 99,321 | $ | 1,358,695 | |||||||
Republic of China (Taiwan) MEGAsys | $ | 426,500 | $ | -364,114 | |||||||
Furthermore, due to operations in various geographic locations, we are susceptible to changes in national, regional, and local economic conditions, demographic trends, consumer confidence in the economy, and discretionary spending priorities that may have a material adverse effect on our future operations and results. | |||||||||||
We are required to collect certain taxes and fees from customers on behalf of government agencies and remit them back to the applicable governmental agencies on a periodic basis. The taxes and fees are legal assessments to the customer, for which we have a legal obligation to act as a collection agent. Because we do not retain the taxes and fees, we do not include such amounts in revenue. We record a liability when the amounts are collected and relieve the liability when payments are made to the applicable governmental agencies. | |||||||||||
We operate two reportable business segments as defined in ASC 280, “Segment Reporting.” We have a U.S.-based segment, Iveda Solutions, Inc., and a Taiwan-based segment, MEGAsys. Each segment has a chief operating decision maker and management personnel who review their respective segment’s performance as it relates to revenue, operating profit, and operating expenses. | |||||||||||
Three Months | Three Months | Condensed | |||||||||
Ended March 31, 2015 | Ended March 31, 2015 | Consolidated | |||||||||
Iveda Solutions, Inc. | MEGAsys | Total | |||||||||
Revenue | $ | 99,321 | $ | 426,500 | $ | 525,821 | |||||
Cost of Revenue | 100,481 | 258,214 | 358,695 | ||||||||
Gross Profit | -1,160 | 168,286 | 167,126 | ||||||||
Depreciation and Amortization | 53,064 | 4,061 | 57,125 | ||||||||
General and Administrative | 840,959 | 117,856 | 958,815 | ||||||||
Loss from Operations | -895,183 | 46,369 | -848,814 | ||||||||
Foreign Currency Gain | 4,255 | 188 | 4,443 | ||||||||
Gain on Derivatives | 36,932 | - | 36,932 | ||||||||
Interest Income | 6,069 | 14 | 6,083 | ||||||||
Interest Expense | -29,694 | -8,337 | -38,031 | ||||||||
Loss on Debt Conversion | - | - | - | ||||||||
Loss Before Income Taxes | -877,621 | 38,234 | -839,387 | ||||||||
(Provision) for Income Taxes | - | - | - | ||||||||
Net Loss | $ | -877,621 | $ | 38,234 | $ | -839,387 | |||||
Revenue as shown below represents sales to external customers for each segment. Intercompany revenue has been eliminated and is immaterial. | |||||||||||
Additions to long-lived assets as presented in the following table represent capital expenditures. | |||||||||||
Inventories and property and equipment for operating segments are regularly reviewed by management and are therefore provided below. | |||||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Revenue | |||||||||||
United States | $ | 99,321 | $ | 203,309 | |||||||
Republic of China (Taiwan) | 426,500 | 171,554 | |||||||||
$ | 525,821 | $ | 374,863 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Operating Earnings (Loss) | |||||||||||
United States | $ | -895,183 | $ | -1,311,338 | |||||||
Republic of China (Taiwan) | 46,369 | -52,063 | |||||||||
$ | -848,814 | $ | -1,363,401 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Property and Equipment, Net | |||||||||||
United States | $ | 430,691 | $ | 520,178 | |||||||
Republic of China (Taiwan) | 14,544 | 38,153 | |||||||||
$ | 445,235 | $ | 558,331 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Additions to Long-Lived Assets | |||||||||||
United States | $ | -2,484 | $ | 129,087 | |||||||
Republic of China (Taiwan) | -388 | 8,042 | |||||||||
$ | -2,872 | $ | 137,129 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Inventory, Net | |||||||||||
United States | $ | 267,528 | $ | 166,679 | |||||||
Republic of China (Taiwan) | 201,622 | 227,748 | |||||||||
$ | 469,150 | $ | 394,427 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Total Assets | |||||||||||
United States | $ | 2,345,092 | $ | 1,728,682 | |||||||
Republic of China (Taiwan) | 2,610,209 | 2,552,631 | |||||||||
$ | 4,955,301 | $ | 4,281,313 | ||||||||
Reclassification, Policy [Policy Text Block] | Reclassification | ||||||||||
Certain amounts in 2014 may have been reclassified to conform to the 2015 presentation. | |||||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Standards | ||||||||||
There were no new standards recently issued which would have an impact on our operations or disclosures. | |||||||||||
BASIS_OF_PRESENTATION_AND_SUMM2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Future amortization of trademarks is as follows: | ||||||||||
2015 | $ | 15,000 | |||||||||
2016 | 20,000 | ||||||||||
2017 | 20,000 | ||||||||||
2018 | 20,000 | ||||||||||
Thereafter | 46,666 | ||||||||||
Total | $ | 121,666 | |||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | The net revenues and net assets (liabilities) for other significant geographic regions are as follows: | ||||||||||
March 31, 2015 | |||||||||||
Net Revenue | Net Assets (Liabilities) | ||||||||||
United States | $ | 99,321 | $ | 1,358,695 | |||||||
Republic of China (Taiwan) MEGAsys | $ | 426,500 | $ | -364,114 | |||||||
Schedule of Revenue by Major Customers by Reporting Segments [Table Text Block] | We operate two reportable business segments as defined in ASC 280, “Segment Reporting.” We have a U.S.-based segment, Iveda Solutions, Inc., and a Taiwan-based segment, MEGAsys. Each segment has a chief operating decision maker and management personnel who review their respective segment’s performance as it relates to revenue, operating profit, and operating expenses. | ||||||||||
Three Months | Three Months | Condensed | |||||||||
Ended March 31, 2015 | Ended March 31, 2015 | Consolidated | |||||||||
Iveda Solutions, Inc. | MEGAsys | Total | |||||||||
Revenue | $ | 99,321 | $ | 426,500 | $ | 525,821 | |||||
Cost of Revenue | 100,481 | 258,214 | 358,695 | ||||||||
Gross Profit | -1,160 | 168,286 | 167,126 | ||||||||
Depreciation and Amortization | 53,064 | 4,061 | 57,125 | ||||||||
General and Administrative | 840,959 | 117,856 | 958,815 | ||||||||
Loss from Operations | -895,183 | 46,369 | -848,814 | ||||||||
Foreign Currency Gain | 4,255 | 188 | 4,443 | ||||||||
Gain on Derivatives | 36,932 | - | 36,932 | ||||||||
Interest Income | 6,069 | 14 | 6,083 | ||||||||
Interest Expense | -29,694 | -8,337 | -38,031 | ||||||||
Loss on Debt Conversion | - | - | - | ||||||||
Loss Before Income Taxes | -877,621 | 38,234 | -839,387 | ||||||||
(Provision) for Income Taxes | - | - | - | ||||||||
Net Loss | $ | -877,621 | $ | 38,234 | $ | -839,387 | |||||
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block] | Inventories and property and equipment for operating segments are regularly reviewed by management and are therefore provided below. | ||||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Revenue | |||||||||||
United States | $ | 99,321 | $ | 203,309 | |||||||
Republic of China (Taiwan) | 426,500 | 171,554 | |||||||||
$ | 525,821 | $ | 374,863 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Operating Earnings (Loss) | |||||||||||
United States | $ | -895,183 | $ | -1,311,338 | |||||||
Republic of China (Taiwan) | 46,369 | -52,063 | |||||||||
$ | -848,814 | $ | -1,363,401 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Property and Equipment, Net | |||||||||||
United States | $ | 430,691 | $ | 520,178 | |||||||
Republic of China (Taiwan) | 14,544 | 38,153 | |||||||||
$ | 445,235 | $ | 558,331 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Additions to Long-Lived Assets | |||||||||||
United States | $ | -2,484 | $ | 129,087 | |||||||
Republic of China (Taiwan) | -388 | 8,042 | |||||||||
$ | -2,872 | $ | 137,129 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Inventory, Net | |||||||||||
United States | $ | 267,528 | $ | 166,679 | |||||||
Republic of China (Taiwan) | 201,622 | 227,748 | |||||||||
$ | 469,150 | $ | 394,427 | ||||||||
Three Months Ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Total Assets | |||||||||||
United States | $ | 2,345,092 | $ | 1,728,682 | |||||||
Republic of China (Taiwan) | 2,610,209 | 2,552,631 | |||||||||
$ | 4,955,301 | $ | 4,281,313 | ||||||||
SHORTTERM_DEBT_Tables
SHORT-TERM DEBT (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Schedule of Short-term Debt [Table Text Block] | The short term debt balances were as follows: | |||||||
March 31, 2015 | December 31, 2014 | |||||||
Loan from Shanghai Bank at 3.24% interest rate per annum. Due at June 2015. | $ | 473,768 | $ | 325,500 | ||||
Loan from Hua Nan Bank at 3.26% interest rate per annum. Due June - August 2015. | 320,000 | 315,000 | ||||||
Loan from SinoPac Bank at 3.26% interest rate per annum. Due June - July, 2015. | 320,000 | 315,000 | ||||||
KTV Holding, LLC at 9.5% interest rate per annum. Paid January 26, 2015. | - | 75,000 | ||||||
A&A Property Investments, Inc. at 9.5% interest rate per annum. Paid January 26, 2015. | - | 50,000 | ||||||
Balance at end of period | $ | 1,113,768 | $ | 1,080,500 | ||||
STOCK_OPTIONS_AND_WARRANTS_Tab
STOCK OPTIONS AND WARRANTS (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | Stock option transactions during the three months ended March 31, 2015 were as follows: | ||||||||||||||||
Three months ended March 31, 2015 | |||||||||||||||||
Shares | Weighted- | ||||||||||||||||
Average Exercise | |||||||||||||||||
Price | |||||||||||||||||
Outstanding at Beginning of Year | 5,953,227 | $ | 1.03 | ||||||||||||||
Granted | 271,000 | 0.77 | |||||||||||||||
Exercised | - | - | |||||||||||||||
Forfeited or Canceled | -117,833 | 1.09 | |||||||||||||||
Outstanding at End of Period | 6,106,394 | 0.98 | |||||||||||||||
Options Exercisable at End of Period | 6,032,519 | $ | 0.99 | ||||||||||||||
Weighted-Average Fair Value of Options Granted During the Period | $ | 0.16 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block] | Information with respect to stock options outstanding and exercisable as of March 31, 2015 is as follows: | ||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||
Range of | Number | Weighted- | Weighted- | Number | Weighted- | ||||||||||||
Exericse | Outstanding | Average | Average | Exercisable | Average | ||||||||||||
Prices | at March 31, | Remaining | Exercise | at March 31, | Exercise | ||||||||||||
2015 | Contractual | Price | 2015 | Price | |||||||||||||
Life | |||||||||||||||||
$0.10 - $1.75 | 6,106,394 | 7 | $ | 0.98 | 6,032,519 | $ | 0.99 | ||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The fair value of each option granted is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions used for options granted. | ||||||||||||||||
2015 | |||||||||||||||||
Expected Life | 6.25 yrs | ||||||||||||||||
Dividend Yield | 0 | % | |||||||||||||||
Expected Volatility | 18.38 | % | |||||||||||||||
Risk-Free Interest Rate | 1.96 | % | |||||||||||||||
Warrant [Member] | |||||||||||||||||
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | Stock warrant transactions during the three months ended March 31, 2015 were as follows: | ||||||||||||||||
Outstanding at December 31, 2014 | 3,749,550 | ||||||||||||||||
Granted | 4,369,162 | ||||||||||||||||
Exercised | - | ||||||||||||||||
Forfeited or Canceled | -172,500 | ||||||||||||||||
Warrants Redeemable at March 31, 2015 | 7,946,212 | ||||||||||||||||
EARNINGS_LOSS_PER_SHARE_Tables
EARNINGS (LOSS) PER SHARE (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Total common stock equivalents that could be convertible into common stock were 13,706,369 and 10,879,308 for 2015 and 2014, respectively. | |||||||
Three Months | Three Months | |||||||
Ending | Ending | |||||||
March 31, 2015 | March 31, 2014 | |||||||
Basic EPS | ||||||||
Net Loss | $ | -839,387 | $ | -1,405,768 | ||||
Weighted Average Shares | 27,308,357 | 26,742,623 | ||||||
Basic Loss Per Share | $ | -0.03 | $ | -0.05 | ||||
BASIS_OF_PRESENTATION_AND_SUMM3
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (Trademarks [Member], USD $) | Mar. 31, 2015 |
Trademarks [Member] | |
Accounting Policies [Line Items] | |
2015 | $15,000 |
2016 | 20,000 |
2017 | 20,000 |
2018 | 20,000 |
Thereafter | 46,666 |
Total | $121,666 |
BASIS_OF_PRESENTATION_AND_SUMM4
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Accounting Policies [Line Items] | ||
Net Revenue | $525,821 | $374,864 |
United States [Member] | ||
Accounting Policies [Line Items] | ||
Net Revenue | 99,321 | |
Net Assets (Liabilities) | 1,358,695 | |
Republic of China (Taiwan) MEGAsys [Member] | ||
Accounting Policies [Line Items] | ||
Net Revenue | 426,500 | |
Net Assets (Liabilities) | ($364,114) |
BASIS_OF_PRESENTATION_AND_SUMM5
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Accounting Policies [Line Items] | ||
Revenue | $525,821 | $374,864 |
Cost of Revenue | 358,695 | 210,534 |
Gross Profit | 167,126 | 164,330 |
Depreciation and Amortization | 57,125 | 54,324 |
Loss from Operations | -848,814 | -1,363,401 |
Foreign Currency Gain | 4,443 | 2,234 |
Gain on Derivatives | 36,932 | 11,600 |
Interest Expense | -38,031 | -56,004 |
Loss Before Income Taxes | -839,387 | -1,405,568 |
(Provision) for Income Taxes | 0 | 0 |
Net Loss | -839,387 | -1,405,568 |
Iveda Solutions Inc [Member] | ||
Accounting Policies [Line Items] | ||
Revenue | 99,321 | |
Cost of Revenue | 100,481 | |
Gross Profit | -1,160 | |
Depreciation and Amortization | 53,064 | |
General and Administrative | 840,959 | |
Loss from Operations | -895,183 | |
Foreign Currency Gain | 4,255 | |
Gain on Derivatives | 36,932 | |
Interest Income | 6,069 | |
Interest Expense | -29,694 | |
Loss on Debt Conversion | 0 | |
Loss Before Income Taxes | -877,621 | |
(Provision) for Income Taxes | 0 | |
Net Loss | -877,621 | |
MEGAsys [Member] | ||
Accounting Policies [Line Items] | ||
Revenue | 426,500 | |
Cost of Revenue | 258,214 | |
Gross Profit | 168,286 | |
Depreciation and Amortization | 4,061 | |
General and Administrative | 117,856 | |
Loss from Operations | 46,369 | |
Foreign Currency Gain | 188 | |
Gain on Derivatives | 0 | |
Interest Income | 14 | |
Interest Expense | -8,337 | |
Loss on Debt Conversion | 0 | |
Loss Before Income Taxes | 38,234 | |
(Provision) for Income Taxes | 0 | |
Net Loss | 38,234 | |
Condensed Consolidated [Member] | ||
Accounting Policies [Line Items] | ||
Revenue | 525,821 | |
Cost of Revenue | 358,695 | |
Gross Profit | 167,126 | |
Depreciation and Amortization | 57,125 | |
General and Administrative | 958,815 | |
Loss from Operations | -848,814 | |
Foreign Currency Gain | 4,443 | |
Gain on Derivatives | 36,932 | |
Interest Income | 6,083 | |
Interest Expense | -38,031 | |
Loss on Debt Conversion | 0 | |
Loss Before Income Taxes | -839,387 | |
(Provision) for Income Taxes | 0 | |
Net Loss | ($839,387) |
BASIS_OF_PRESENTATION_AND_SUMM6
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Accounting Policies [Line Items] | |||
Revenues | $525,821 | $374,864 | |
Operating earnings (loss) | -848,814 | -1,363,401 | |
Property and equipment, net | 445,235 | 558,331 | 532,512 |
Additions to Long-Lived Assets | -2,872 | 137,129 | |
Inventory, Net | 469,150 | 394,427 | |
Total Assets | 4,955,301 | 4,281,313 | 3,484,874 |
UNITED STATES | |||
Accounting Policies [Line Items] | |||
Revenues | 99,321 | 203,309 | |
Operating earnings (loss) | -895,183 | -1,311,338 | |
Property and equipment, net | 430,691 | 520,178 | |
Additions to Long-Lived Assets | -2,484 | 129,087 | |
Inventory, Net | 267,528 | 166,679 | |
Total Assets | 2,345,092 | 1,728,682 | |
Republic of China (Taiwan) [Member] | |||
Accounting Policies [Line Items] | |||
Revenues | 426,500 | 171,554 | |
Operating earnings (loss) | 46,369 | -52,063 | |
Property and equipment, net | 14,544 | 38,153 | |
Additions to Long-Lived Assets | -388 | 8,042 | |
Inventory, Net | 201,622 | 227,748 | |
Total Assets | $2,610,209 | $2,552,631 |
BASIS_OF_PRESENTATION_AND_SUMM7
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) | 1 Months Ended | 3 Months Ended | ||||||||
Feb. 28, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | |
USD ($) | USD ($) | USD ($) | TWD | USD ($) | Customer Three [Member] | Customer One [Member] | Customer One [Member] | Series B Preferred Stock [Member] | Customer Four [Member] | |
US Based Segment [Member] | US Based Segment [Member] | Taiwan Based Segment [Member] | USD ($) | Taiwan Based Segment [Member] | ||||||
Accounting Policies [Line Items] | ||||||||||
Accumulated Deficit | $27,490,658 | $28,330,045 | ||||||||
Cash CDIC Insured Limit | 3,000,000 | |||||||||
Concentration Risk Customer Percentage | 89.00% | 37.00% | 76.00% | 81.00% | ||||||
Net Cash Provided by (Used in) Operating Activities | -1,287,567 | -1,511,936 | ||||||||
Total Price Of Cameras | 1,300,000 | |||||||||
Debt Conversion, Converted Instrument, Shares Issued | 3,600,000 | |||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $3,100,000 |
SHORTTERM_DEBT_Details
SHORT-TERM DEBT (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Short-term Debt [Line Items] | ||
Short-term Debt, Total | $1,113,768 | $1,080,500 |
Shanghai Bank [Member] | ||
Short-term Debt [Line Items] | ||
Short Term Bank Loans | 473,768 | 325,500 |
Hua Nan Bank [Member] | ||
Short-term Debt [Line Items] | ||
Short Term Bank Loans | 320,000 | 315,000 |
Sinopac Bank [Member] | ||
Short-term Debt [Line Items] | ||
Short Term Bank Loans | 320,000 | 315,000 |
KTV Holding, LLC [Member] | ||
Short-term Debt [Line Items] | ||
Short Term Bank Loans | 0 | 75,000 |
A&S Property Investments [Member] | ||
Short-term Debt [Line Items] | ||
Short Term Bank Loans | $0 | $50,000 |
SHORTTERM_DEBT_Details_Textual
SHORT-TERM DEBT (Details Textual) | 3 Months Ended |
Mar. 31, 2015 | |
Shanghai Commercial And Savings Bank [Member] | |
Short-term Debt [Line Items] | |
Debt Instrument, Maturity Date | 30-Jun-15 |
Debt Instrument, Interest Rate, Stated Percentage | 3.24% |
Hua Nan Bank [Member] | |
Short-term Debt [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 3.26% |
Sinopac Bank [Member] | |
Short-term Debt [Line Items] | |
Debt Instrument, Interest Rate, Stated Percentage | 3.26% |
KTV Holding, LLC [Member] | |
Short-term Debt [Line Items] | |
Debt Instrument, Maturity Date | 26-Jan-15 |
Debt Instrument, Interest Rate, Stated Percentage | 9.50% |
A and A Property Investments, Inc [Member] | |
Short-term Debt [Line Items] | |
Debt Instrument, Maturity Date | 26-Jan-15 |
Debt Instrument, Interest Rate, Stated Percentage | 9.50% |
Maximum [Member] | Hua Nan Bank [Member] | |
Short-term Debt [Line Items] | |
Debt Instrument, Maturity Date | 31-Aug-15 |
Maximum [Member] | Sinopac Bank [Member] | |
Short-term Debt [Line Items] | |
Debt Instrument, Maturity Date | 31-Jul-15 |
Minimum [Member] | Hua Nan Bank [Member] | |
Short-term Debt [Line Items] | |
Debt Instrument, Maturity Date | 30-Jun-15 |
Minimum [Member] | Sinopac Bank [Member] | |
Short-term Debt [Line Items] | |
Debt Instrument, Maturity Date | 30-Jun-15 |
EQUITY_Details_Textual
EQUITY (Details Textual) (USD $) | 3 Months Ended | 1 Months Ended | |
Mar. 31, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Class of Stock [Line Items] | |||
Preferred Stock, Shares Authorized (in shares) | 100,000,000 | 100,000,000 | |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $0.00 | $0.00 | |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Exercises In Period | 0 | ||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | |
Common Stock, Par or Stated Value Per Share | $0.00 | $0.00 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $0.77 | ||
Series A Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Preferred Stock, Shares Authorized (in shares) | 10,000,000 | 10,000,000 | |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $0.00 | $0.00 | |
Debt Conversion, Converted Instrument, Rate | 9.50% | ||
Conversion Price | $0.97 | ||
Shares Issued, Price Per Share | $1 | ||
Series B Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Preferred Stock, Shares Authorized (in shares) | 500 | 500 | |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $0.00 | $0.00 | |
Debt Conversion, Converted Instrument, Rate | 9.50% | ||
Conversion Price | 0.75 | ||
Shares Issued, Price Per Share | $10,000 | ||
Percentage Of Original Issue Price | 100.00% | ||
Promissory Notes [Member] | |||
Class of Stock [Line Items] | |||
Long-term Debt, Gross | 504,000 | ||
Debt Instrument, Maturity Date | 30-Jun-17 | ||
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Exercises In Period | 300,000 | ||
Common Stock, Shares Authorized | 100,000,000 | ||
Common Stock, Par or Stated Value Per Share | $0.00 | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $1 | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||
Long-term Debt, Gross | $11,806 | ||
Warrant [Member] | |||
Class of Stock [Line Items] | |||
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Exercises In Period | 200,000 | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $1.02 |
STOCK_OPTIONS_AND_WARRANTS_Det
STOCK OPTIONS AND WARRANTS (Details) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Shares, Outstanding at Beginning of Year | 5,953,227 |
Shares, Granted | 271,000 |
Shares, Exercised | 0 |
Shares, Forfeited or Canceled | -117,833 |
Shares, Outstanding at End of Period | 6,106,394 |
Shares, Options Exercisable at Period-End | 6,032,519 |
Weighted-Average Fair Value of Options Granted During the Year | $0.16 |
Weighted - Average Exercise Price, Outstanding at Beginning of Year | $1.03 |
Weighted - Average Exercise Price, Granted | $0.77 |
Weighted - Average Exercise Price, Exercised | $0 |
Weighted - Average Exercise Price, Forfeited or Canceled | $1.09 |
Weighted - Average Exercise Price, Outstanding at End of Period | $0.98 |
Weighted - Average Exercise Price, Options Exercisable at Period-End | $0.99 |
STOCK_OPTIONS_AND_WARRANTS_Det1
STOCK OPTIONS AND WARRANTS (Details 1) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Range of Exercise Prices (Minimum) (in dollars per share) | $0.10 |
Range of Exercise Prices (Maximum) (in dollars per share) | $1.75 |
Number of Options, Outstanding at March 31, 2015 (in shares) | 6,106,394 |
Weighted - Average Remaining Contractual Life (in years) | 7 years |
Options Outstanding, Weighted -Average Exercise Price (in dollars per share) | $0.98 |
Number of Options, Exercisable at March 31, 2015 (in shares) | 6,032,519 |
Options Exercisable, Weighted - Average Exercise Price (in dollars per share) | $0.99 |
STOCK_OPTION_PLAN_AND_WARRANTS
STOCK OPTION PLAN AND WARRANTS (Details 2) | 3 Months Ended |
Mar. 31, 2015 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Expected Life | 6 years 3 months |
Dividend Yield | 0.00% |
Expected Volatility | 18.38% |
Risk-Free Interest Rate | 1.96% |
STOCK_OPTION_PLAN_AND_WARRANTS1
STOCK OPTION PLAN AND WARRANTS (Details 3) (Warrant [Member]) | 3 Months Ended |
Mar. 31, 2015 | |
Warrant [Member] | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Shares, Outstanding at Beginning of Year (in shares) | 3,749,550 |
Shares, Granted (in shares) | 4,369,162 |
Shares, Exercised (in shares) | 0 |
Shares, Forfeited or Canceled (in shares) | -172,500 |
Shares, Warrants Redeemable at Year-End (in shares) | 7,946,212 |
STOCK_OPTION_PLAN_AND_WARRANTS2
STOCK OPTION PLAN AND WARRANTS (Details Textual) | 3 Months Ended |
Mar. 31, 2015 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Warrants To Purchase Common Stock | 7,946,212 |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details Textual) (USD $) | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | ||||||
Sep. 10, 2014 | Aug. 28, 2014 | Sep. 08, 2014 | Dec. 09, 2014 | Jun. 20, 2013 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 30, 2014 | Oct. 14, 2014 | Nov. 19, 2012 | |
Related Party Transaction [Line Items] | ||||||||||
Common Stock, Shares, Issued | 27,308,357 | 27,308,357 | ||||||||
Series A Preferred Stock [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Shares Issued, Price Per Share | 1 | |||||||||
Mr. Alex Kuo [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Debt Instrument, Face Amount | $30,000 | |||||||||
Debt Instrument, Maturity Date | 31-Dec-15 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | |||||||||
Common Stock, Shares, Issued | 3,000 | |||||||||
Shares Issued, Price Per Share | $0.77 | |||||||||
Mr. Gregory Omi [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Debt Instrument, Face Amount | 200,000 | |||||||||
Debt Instrument, Maturity Date | 31-Dec-15 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | |||||||||
Common Stock, Shares, Issued | 20,000 | |||||||||
Shares Issued, Price Per Share | $0.77 | |||||||||
Mr. Kuo's wife [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Debt Instrument, Face Amount | 100,000 | |||||||||
Debt Instrument, Maturity Date | 31-Dec-15 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | |||||||||
Common Stock, Shares, Issued | 10,000 | |||||||||
Shares Issued, Price Per Share | $0.77 | |||||||||
Mr. Joe Farnsworth [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Debt Instrument, Face Amount | 10,000 | 35,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | 9.50% | ||||||||
Mr. Gillen [Member] | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Debt Instrument, Face Amount | 100,000 | 100,000 | ||||||||
Debt Instrument, Maturity Date | 31-Dec-15 | |||||||||
Issuance of Warrants to Purchase Common Stock | 25,000 | |||||||||
Warrants Exercise Price 1 | $1 | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.50% | 10.00% | ||||||||
Debt Instrument, Periodic Payment, Interest | $5,000 | |||||||||
Common Stock, Shares, Issued | 10,000 | |||||||||
Shares Issued, Price Per Share | $0.77 |
EARNINGS_LOSS_PER_SHARE_Detail
EARNINGS (LOSS) PER SHARE (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Basic EPS | ||
Net Loss | ($839,387) | ($1,405,568) |
Weighted Average Shares (in shares) | 27,308,357 | 26,742,623 |
Basic Loss Per Share (in dollars per share) | ($0.03) | ($0.05) |
EARNINGS_LOSS_PER_SHARE_Detail1
EARNINGS (LOSS) PER SHARE (Details Textual) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 13,706,369 | 10,879,308 |