Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Sep. 30, 2014 | Nov. 14, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Entity Registrant Name | 'GelTech Solutions, Inc. | ' |
Entity Central Index Key | '0001403676 | ' |
Current Fiscal Year End Date | '--06-30 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Document Fiscal Year Focus | '2015 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 46,139,719 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
Current assets | ' | ' |
Cash and cash equivalents | $96,589 | $66,266 |
Accounts receivable trade, net | 33,892 | 35,276 |
Inventories | 921,703 | 843,864 |
Prepaid expenses and other current assets | 112,730 | 88,836 |
Total current assets | 1,164,914 | 1,034,242 |
Furniture, fixtures and equipment, net | 168,254 | 175,751 |
Deposits | 18,086 | 30,086 |
Total assets | 1,351,254 | 1,240,079 |
Current liabilities | ' | ' |
Accounts payable | 233,703 | 228,063 |
Accrued expenses | 176,764 | 189,933 |
Litigation accrual | 56,956 | 505,000 |
Insurance premium finance contract | 59,649 | 13,574 |
Total current liabilities | 527,072 | 936,570 |
Convertible notes - related party, net of discounts | 2,257,758 | 2,201,824 |
Total liabilities | 2,784,830 | 3,138,394 |
Commitments and contingencies (Note 5) | ' | ' |
Stockholders' equity (deficit) | ' | ' |
Preferred stock: $0.001 par value; 5,000,000 shares authorized; no shares issued and outstanding | ' | ' |
Common stock: $0.001 par value; 100,000,000 shares authorized; 42,614,450 and 40,301,979 shares issued and outstanding as of September 30, 2014 and June 30, 2014, respectively. | 42,614 | 40,302 |
Additional paid in capital | 34,607,481 | 33,194,961 |
Accumulated deficit | -36,083,671 | -35,133,578 |
Total stockholders' equity (deficit) | -1,433,576 | -1,898,315 |
Total liabilities and stockholders' equity (deficit) | $1,351,254 | $1,240,079 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
CONDENSED CONSOLIDATED BALANCE SHEETS [Abstract] | ' | ' |
Preferred stock, par value per share | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value per share | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 42,614,450 | 40,301,979 |
Common stock, shares outstanding | 42,614,450 | 40,301,979 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract] | ' | ' |
Sales | $110,867 | $530,812 |
Cost of goods sold | 40,346 | 227,733 |
Gross profit | 70,521 | 303,079 |
Operating expenses: | ' | ' |
Selling, general and administrative expenses | 1,296,178 | 2,032,044 |
Research and development | 59,686 | 87,168 |
Total operating expenses | 1,355,864 | 2,119,212 |
Loss from operations | -1,285,343 | -1,816,133 |
Other income (expense) | ' | ' |
Interest income | ' | 243 |
Other income | 448,044 | 17,000 |
Interest expense | -112,794 | -112,372 |
Total other income (expense) | 335,250 | -95,129 |
Net loss | ($950,093) | ($1,911,262) |
Net loss per common share - basic and diluted | ($0.02) | ($0.06) |
Weighted average shares outstanding - basic and diluted | 41,445,216 | 33,579,683 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Cash flows from operating activities | ' | ' |
Net loss | ($950,093) | ($1,911,262) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation | 12,473 | 13,425 |
Amortization of debt discounts | 55,934 | 49,624 |
Bad debt expense | ' | 5,801 |
Employee stock option compensation expense | 214,832 | 593,073 |
Loss on stock issued for interest | ' | 4,440 |
Changes in assets and liabilities: | ' | ' |
Accounts receivable | 1,384 | -445,369 |
Inventories | -77,839 | -150,946 |
Prepaid expenses and other current assets | 35,128 | 22,379 |
Other assets | 12,000 | ' |
Accounts payable | 5,640 | 232,165 |
Litigation accrual | -448,044 | ' |
Accrual for severance agreement | ' | -42,230 |
Accrued expenses | 61,831 | 58,765 |
Net cash used in operating activities | -1,076,754 | -1,570,135 |
Cash flows from Investing Activities | ' | ' |
Purchases of equipment | -4,976 | -43,465 |
Net cash used in investing activities | -4,976 | -43,465 |
Cash flows from Financing Activities | ' | ' |
Proceeds from sale of stock through private placements | 25,000 | 175,000 |
Proceeds from sale of stock under stock purchase agreement | ' | 480,000 |
Proceeds from sale of stock and warrants | 1,100,000 | 100,000 |
Proceeds from exercise of warrants | ' | 25,000 |
Proceeds from exercise of stock options | ' | 18,200 |
Repayments of convertible notes with related parties | ' | -85,880 |
Repayments of convertible notes with third parties | ' | -115,822 |
Proceeds from convertible notes with related parties | ' | 1,000,000 |
Payments on insurance finance contract | -12,947 | -16,052 |
Net cash provided by financing activities | 1,112,053 | 1,580,446 |
Net increase (decrease) in cash and cash equivalents | 30,323 | -33,154 |
Cash and cash equivalents - beginning | 66,266 | 90,275 |
Cash and cash equivalents - ending | 96,589 | 57,121 |
Supplemental Disclosure of Cash Flow Information: | ' | ' |
Cash paid for interest | 195 | 425 |
Cash paid for income taxes | ' | ' |
Supplementary Disclosure of Non-cash Investing and Financing Activities: | ' | ' |
Financing of prepaid insurance contracts | 59,022 | 16,340 |
Beneficial conversion feature of convertible notes | ' | 311,949 |
Loan discount from warrants | ' | 601,949 |
Stock issued for interest | 75,000 | 4,440 |
Conversion of notes for common stock | ' | $82,132 |
Organization_and_Basis_of_Pres
Organization and Basis of Presentation | 3 Months Ended | |||||
Sep. 30, 2014 | ||||||
Organization and Basis of Presentation [Abstract] | ' | |||||
Organization and Basis of Presentation | ' | |||||
NOTE 1 – Organization and Basis of Presentation | ||||||
Organization | ||||||
GelTech Solutions, Inc., or GelTech or the Company, generates revenue primarily from marketing the following three products: (1) FireIce®, a water enhancing powder that can be utilized both as a fire suppressant in urban firefighting, including underground utility fires, and in wildland firefighting and as a medium-term fire retardant to protect wildlands, structures and firefighters; (2) Soil2O® “Dust Control”, our application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues and (3) Emergency Manhole FireIce Delivery System, or EMFIDS, an innovative system designed to deliver FireIce® into a manhole in the event of a fire. Other products currently being marketed include (1) FireIce® Home Defense Unit, a system for applying FireIce® to structures to protect them from wildfires; and (2) Soil2O®, a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market. During the fourth quarter of fiscal 2014, the Company developed and began marketing two new products, (1) GT-W14, an industrial absorbent powder used to contain and clean up industrial liquid spills; and (2) Soil2O® Soil Cap, a dust suppressant technology designed to stabilize stockpile dust and reduce soil erosion. Our consolidated financial statements have been prepared on a going concern basis, and we need to generate sufficient material revenues to support the ongoing business of GelTech. | ||||||
The corporate office is located in Jupiter, Florida. | ||||||
Basis of Presentation | ||||||
The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its three wholly-owned subsidiaries: FireIce Gel, Inc., GelTech International, Inc. and Weather Tech Innovations, Inc. There has been no activity in Weather Tech Innovations, Inc. and GelTech International, Inc. These unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (”SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by "GAAP" for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. The information included in these unaudited condensed consolidated interim financial statements should be read in conjunction with Management's Discussion and Analysis of Financial Conditions and Results of Operations contained in this report and the audited consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended June 30, 2014 filed on September 29, 2014. | ||||||
Inventories | ||||||
Inventories as of September 30, 2014 consisted of raw materials and finished goods in the amounts of $434,104 and $487,599, respectively. | ||||||
Use of Estimates | ||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management believes that the estimates utilized in preparing its consolidated financial statements are reasonable; however, actual results could differ materially from these estimates. Significant estimates for the three months ended September 30, 2014 include the allowance for doubtful accounts, depreciation and amortization, valuation of inventories, valuation of options and warrants granted for services or settlements, valuation of common stock granted for services or debt conversion, valuation of debt discount related to the beneficial conversion feature of convertible notes, accruals for litigation losses and the valuation of deferred tax assets. | ||||||
Net Earnings (Loss) per Share | ||||||
The Company computes net earnings (loss) per share in accordance with ASC 260-10, “Earnings per Share.” ASC 260-10 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period. The Company's diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive. At September 30, 2014, there were options to purchase 10,487,840 shares of the Company's common stock, warrants to purchase 4,393,735 shares of the Company's common stock and 6,707,094 shares of the Company's common stock are reserved for convertible notes which may dilute future earnings per share. | ||||||
Stock-Based Compensation | ||||||
The Company accounts for employee stock-based compensation in accordance with ASC 718-10, “Share-Based Payment,” which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options, restricted stock units, and employee stock purchases based on estimated fair values. | ||||||
Determining Fair Value Under ASC 718-10 | ||||||
The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing formula. This fair value is then amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period. The Company's determination of fair value using an option-pricing model is affected by the stock price as well as assumptions regarding the number of highly subjective variables. | ||||||
The Company estimates volatility based upon the historical stock price of the Company and estimates the expected term for employee stock options using the simplified method for employees and directors and the contractual term for non-employees. The risk free rate is determined based upon the prevailing rate of United States Treasury securities with similar maturities. | ||||||
The fair values of stock option grants for the period from July 1, 2014 to September 30, 2014 were estimated using the following assumptions: | ||||||
Risk free interest rate | 0.63% - 1.79% | |||||
Expected term (in years) | 2.5 - 5.5 | |||||
Dividend yield | –– | |||||
Volatility of common stock | 87.99% - 88.55% | |||||
Estimated annual forfeitures | –– | |||||
New Accounting Pronouncements | ||||||
Accounting Standards Updates which were not effective until after September 30, 2014 are not expected to have a significant effect on the Company's consolidated financial position or results of operations. |
Going_Concern
Going Concern | 3 Months Ended |
Sep. 30, 2014 | |
Going Concern [Abstract] | ' |
Going Concern | ' |
NOTE 2 – Going Concern | |
These unaudited condensed consolidated financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize it assets and discharge its liabilities in the normal course of business. As of September 30, 2014, the Company had an accumulated deficit and stockholders' deficit of $36,083,671 and $1,433,576, respectively, and incurred losses from operations of $1,285,343 for the three months ended September 30, 2014 and used cash in operations of $1,076,754 during the three months ended September 30, 2014. In addition, the Company has not yet generated revenue sufficient to support ongoing operations. These factors raise substantial doubt regarding the Company's ability to continue as a going concern. | |
Management believes that the actions presently being taken provide the opportunity for the Company to continue as a going concern. Ultimately, the continuation of the Company as a going concern is dependent upon the ability of the Company to generated sufficient revenue to attain profitable operations. These unaudited condensed consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
Convertible_Note_Agreements
Convertible Note Agreements | 3 Months Ended |
Sep. 30, 2014 | |
Convertible Note Agreements [Abstract] | ' |
Convertible Note Agreements | ' |
NOTE 3 – Convertible Note Agreements | |
The Company currently has two convertible notes outstanding, both held by its COO and principal shareholder. | |
One convertible note in the amount of $1,997,483, dated February 1, 2013 is a consolidation of prior debt instruments. The note bears annual interest of 7.5%, is convertible at $0.35 per share and is due December 31, 2016. During the three months ended September 30, 2014, the Company recognized interest expense of $9,864 related to the amortization of the discount resulting from the beneficial conversion feature of the note. As of September 30, 2014, the balance of the unamortized discount related to this note amounts to $49,168. As of September 30, 2014, the principal balance of the note is $1,997,483 and accrued interest amounted to $99,327. | |
A second convertible note in the amount of $1,000,000 dated July 11, 2013 relates to a new funding on that date. The note bears annual interest of 7.5%, is convertible at $1.00 per share and is due July 10, 2018. In connection with the note, the Company issued five–year warrants to purchase 500,000 shares of common stock at an exercise price of $1.30 per share. For the three months ended September 30, 2014 the Company recorded interest expense of $30,345 and $15,726 related to the amortization of the discounts related to the beneficial conversion feature and the warrants, respectively. As of September 30, 2014, the balance of the unamortized discount related to the beneficial conversion feature and the warrants was $454,843 and $235,714, respectively. In July 2014, the Company issued 107,143 shares of common stock to its COO and principal shareholder in payment of accrued interest of $75,000 on this convertible note. As of September 30, 2014, the principal balance on this note is $1,000,000 and accrued interest amounted to $18,904. |
Stockholders_Equity
Stockholders' Equity | 3 Months Ended |
Sep. 30, 2014 | |
Stockholders' Equity [Abstract] | ' |
Stockholders' Equity | ' |
NOTE 4 – Stockholders' Equity | |
Preferred Stock | |
The Company has authorized 5,000,000 shares of preferred stock, par value $0.001 per share with such rights, preferences and limitation as may be set from time to time by resolution of the board of directors and the filing of a certificate of designation as required by Delaware General Corporation Law. | |
Common Stock | |
During the three months ended September 30, 2014, the Company issued 2,205,328 shares of common stock and two year warrants to purchase 1,081,656 shares of common stock at an exercise price of $2.00 per shares in exchange for $1,125,000 in connection with private placements with three accredited investors, including the issuance of 1,953,227 shares and 976,614 warrants to its COO and principal shareholder in exchange for $975,000. | |
In July 2014, the Company issued 107,143 shares of common stock to its COO and principal shareholder in payment of accrued interest of $75,000 on a $1 million convertible note. | |
Options to Purchase Common Stock | |
Stock-based compensation expense recognized under ASC 718-10 for the period July 1, 2014 to September 30, 2014, was $214,832 for stock options granted to employees and directors. This expense is included in selling, general and administrative expenses in the unaudited condensed consolidated statements of operations. Stock-based compensation expense recognized during the period is based on the value of the portion of share-based payment awards that is ultimately expected to vest during the period. At September 30, 2014 the total compensation cost for stock options not yet recognized was approximately $867,947. This cost will be recognized over the remaining vesting term of the options of approximately two years. | |
Employee Options and Stock Appreciation Rights | |
During the three months ended September 30, 2014, the Company granted two summer employees five year options allowing each employee to purchase 1,000 shares of common stock at an exercise price of $0.66 per share. The options all vested immediately. The Company valued the options at $682 using the Black-Scholes option pricing model using a volatility of 87.99%, based upon the historical price of the Company's common stock, an estimated term of 2.5 years, using the Simplified Method and a discount rate of 0.63%. | |
Options Issued to Directors | |
As prescribed by the Company's 2007 Equity Incentive Plan, on July 1, 2014, the Company issued options to purchase 470,000 shares of common stock to directors. The options have an exercise price of $0.73 per share, vest on June 30, 2015¸ subject to continuing service as a director and bear a ten year term. The options were valued using the Black-Scholes model using a volatility of 88.55%, derived using the historical market price for the Company's common stock, an expected term of 5.5 years (using the simplified method) and a discount rate of 1.79%. The value of these options of $245,441 will be recognized as expense over the one year vesting period. | |
Non-Employee, Non-Director Options | |
During the three months ended September 30, 2014, there were no options granted to non-employees or non-directors. | |
Warrants to Purchase Common Stock | |
Warrants Issued as Settlements | |
During the three months ended September 30, 2014, there were no warrants granted for settlements. | |
Warrants Issued for Cash or Services | |
During the three months ended September 30, 2014, the Company issued two year warrants to purchase 1,081,656 shares of common stock at an exercise price of $2.00 per shares in exchange in connection with private placements with three accredited investors, including the issuance of 976,614 warrants to its COO and principal shareholder. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies [Abstract] | ' |
Commitments and Contingencies | ' |
NOTE 5 – Commitments and Contingencies | |
The Company was sued by a former employee on June 23, 2008, alleging breach of a consulting agreement and an employment agreement entered into in May and June 2007, respectively. In addition, the plaintiff seeks to recover certain of his personal property, which was used or stored in the Company's offices, and alleges the Company invaded his privacy by looking at his personal computer (which was used in the Company's business) in the Company's offices. A jury trial was held for the lawsuit in July 2012. At the conclusion of the trial, the plaintiff was awarded $200,000 under his invasion of privacy and fraudulent misrepresentation claim, $5,000 on the trespass claim, $841,000 on the breach of consulting agreement claim and $200,000 against the Company's CEO on a claim of civil theft, which by law results in an award of $600,000 for the plaintiff. The Company's board of directors approved the indemnification of the Company's CEO for the $600,000. The Company filed a post-trial motion for Judgment Notwithstanding Verdict, New Trial and Remittitur, requesting that the judge set aside or reduce the amounts of the jury verdict. | |
Based upon the verdicts, the Company recorded a litigation accrual of $1,646,000 as of June 30, 2012. In November 2012, the insurance carrier paid the plaintiff $200,000 in settlement of the invasion of privacy and fraudulent misrepresentation awards. As a result, the Company reduced the amounts accrued for these awards resulting in other income of $200,000 for the period ended December 31, 2012. | |
In January 2013, the court ruled on the Company's post-trial motions in this litigation dismissing the $200,000 civil theft verdict (which was subject to triple damages) against the CEO and reducing the $841,000 breach of the consulting agreement award to $500,000. The Company then filed a motion seeking a new trial on damages. The Company received a favorable ruling on this motion and received a new trial on the damages. As a result of the reduction in the award for breach of the consulting agreement from $841,000 to $500,000 and the vacating of the award for civil theft which the Company had previously accrued $600,000, the Company recorded other income of $941,000 for the year ended June 30, 2013. On October 28, 2014 the Court issued a Final Judgment in this case. The Court awarded Mr. Hopkins $51,956 for the breach of consulting agreement. As such the total liability related to this matter is $56,956. In accordance with ASC 855-10-55-1, the Company recorded other income of $448,044 in the unaudited condensed consolidated statement of operations for the three months ended September 30, 2014 resulting from the reduction of the accrual for litigation. |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
NOTE 6 – Related Party Transactions | |
During the three months ended September 30, 2014, the Company issued common stock and warrants to its COO and principal shareholder in exchange for cash as more fully described in Note 4. |
Concentrations
Concentrations | 3 Months Ended |
Sep. 30, 2014 | |
Concentrations [Abstract] | ' |
Concentrations | ' |
NOTE 7 – Concentrations | |
The Company maintains its cash in bank and financial institution deposits that at times may exceed federally insured limits. The Company has not experienced any losses in such accounts through September 30, 2014. As of September 30, 2014, there were no cash equivalent balances held in depository accounts that are not insured. | |
At September 30, 2014, four customers accounted for 46.0%, 16.7%, 13.9 %, and 13.1% of accounts receivable. | |
For the three months ended September 30, 2014, four customers accounted for 30.3%, 25.1% 14.5% and 10.4% of sales. | |
During the three months ended September 30, 2014, sales primarily resulted from two products, FireIce® and Soil2O® which made up 24.1% and 74.4%, respectively, of total sales. Of the FireIce® sales, 84.7% related to the sale of FireIce® products and 15.3% related to sales of the FireIce Home Defense units. Of the Soil2O® sales, 2.8% related to traditional sales of Soil2O® and 97.2% related to sales of Soil2O® Dust Control, including 37.9% of our new Soil2O Soil Cap product. | |
Two vendors accounted for 51.5% and 15.9% of the Company's approximately $109,000 in purchases of raw material and packaging during the three months ended September 30, 2014. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
NOTE 8 – Subsequent Events | |
Since October 1, 2014, the Company has issued 3,525,269 shares of common stock and two year warrants to purchase 1,762,635 shares of common stock at an exercise price of $2.00 per share in exchange for $1,055,000 in connection with private placements with three accredited investors, including 915,968 shares and 457,984 warrants to our COO and principal stockholder in exchange for $225,000. | |
On October 28, 2014, the Court issued a Final Judgment in the Hopkins case. The Court awarded Mr. Hopkins $51,956 for breach of the Consulting Agreement. Mr. Hopkins has 30 days to file an appeal. The Company expects to seek reimbursement of its attorneys' fees and costs from Mr. Hopkins. In connection with the award, the Company reduced its litigation accrual related to the case by $448,044 which was reflected as other income in the unaudited condensed consolidated statement of operations for the three months ended September 30, 2014. |
Organization_and_Basis_of_Pres1
Organization and Basis of Presentation (Policy) | 3 Months Ended | |||||
Sep. 30, 2014 | ||||||
Organization and Basis of Presentation [Abstract] | ' | |||||
Organization | ' | |||||
Organization | ||||||
GelTech Solutions, Inc., or GelTech or the Company, generates revenue primarily from marketing the following three products: (1) FireIce®, a water enhancing powder that can be utilized both as a fire suppressant in urban firefighting, including underground utility fires, and in wildland firefighting and as a medium-term fire retardant to protect wildlands, structures and firefighters; (2) Soil2O® “Dust Control”, our application which is used for dust mitigation in the aggregate, road construction, mining, as well as, other industries that deal with daily dust control issues and (3) Emergency Manhole FireIce Delivery System, or EMFIDS, an innovative system designed to deliver FireIce® into a manhole in the event of a fire. Other products currently being marketed include (1) FireIce® Home Defense Unit, a system for applying FireIce® to structures to protect them from wildfires; and (2) Soil2O®, a product which reduces the use of water and is primarily marketed to golf courses, commercial landscapers and the agriculture market. During the fourth quarter of fiscal 2014, the Company developed and began marketing two new products, (1) GT-W14, an industrial absorbent powder used to contain and clean up industrial liquid spills; and (2) Soil2O® Soil Cap, a dust suppressant technology designed to stabilize stockpile dust and reduce soil erosion. Our consolidated financial statements have been prepared on a going concern basis, and we need to generate sufficient material revenues to support the ongoing business of GelTech. | ||||||
The corporate office is located in Jupiter, Florida. | ||||||
Basis of Presentation | ' | |||||
Basis of Presentation | ||||||
The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its three wholly-owned subsidiaries: FireIce Gel, Inc., GelTech International, Inc. and Weather Tech Innovations, Inc. There has been no activity in Weather Tech Innovations, Inc. and GelTech International, Inc. These unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (”SEC”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by "GAAP" for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. The information included in these unaudited condensed consolidated interim financial statements should be read in conjunction with Management's Discussion and Analysis of Financial Conditions and Results of Operations contained in this report and the audited consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended June 30, 2014 filed on September 29, 2014. | ||||||
Inventories | ' | |||||
Inventories | ||||||
Inventories as of September 30, 2014 consisted of raw materials and finished goods in the amounts of $434,104 and $487,599, respectively. | ||||||
Use of Estimates | ' | |||||
Use of Estimates | ||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management believes that the estimates utilized in preparing its consolidated financial statements are reasonable; however, actual results could differ materially from these estimates. Significant estimates for the three months ended September 30, 2014 include the allowance for doubtful accounts, depreciation and amortization, valuation of inventories, valuation of options and warrants granted for services or settlements, valuation of common stock granted for services or debt conversion, valuation of debt discount related to the beneficial conversion feature of convertible notes, accruals for litigation losses and the valuation of deferred tax assets. | ||||||
Net Earnings (Loss) per Share | ' | |||||
Net Earnings (Loss) per Share | ||||||
The Company computes net earnings (loss) per share in accordance with ASC 260-10, “Earnings per Share.” ASC 260-10 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period. The Company's diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive. At September 30, 2014, there were options to purchase 10,487,840 shares of the Company's common stock, warrants to purchase 4,393,735 shares of the Company's common stock and 6,707,094 shares of the Company's common stock are reserved for convertible notes which may dilute future earnings per share. | ||||||
Stock-Based Compensation | ' | |||||
Stock-Based Compensation | ||||||
The Company accounts for employee stock-based compensation in accordance with ASC 718-10, “Share-Based Payment,” which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options, restricted stock units, and employee stock purchases based on estimated fair values. | ||||||
Determining Fair Value Under ASC 718-10 | ||||||
The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing formula. This fair value is then amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period. The Company's determination of fair value using an option-pricing model is affected by the stock price as well as assumptions regarding the number of highly subjective variables. | ||||||
The Company estimates volatility based upon the historical stock price of the Company and estimates the expected term for employee stock options using the simplified method for employees and directors and the contractual term for non-employees. The risk free rate is determined based upon the prevailing rate of United States Treasury securities with similar maturities. | ||||||
The fair values of stock option grants for the period from July 1, 2014 to September 30, 2014 were estimated using the following assumptions: | ||||||
Risk free interest rate | 0.63% - 1.79% | |||||
Expected term (in years) | 2.5 - 5.5 | |||||
Dividend yield | –– | |||||
Volatility of common stock | 87.99% - 88.55% | |||||
Estimated annual forfeitures | –– | |||||
New Accounting Pronouncements | ' | |||||
New Accounting Pronouncements | ||||||
Accounting Standards Updates which were not effective until after September 30, 2014 are not expected to have a significant effect on the Company's consolidated financial position or results of operations. |
Organization_and_Basis_of_Pres2
Organization and Basis of Presentation (Tables) | 3 Months Ended | |||||
Sep. 30, 2014 | ||||||
Organization and Basis of Presentation [Abstract] | ' | |||||
Schedule of Fair Value Assumptions for Stock Options | ' | |||||
The fair values of stock option grants for the period from July 1, 2014 to September 30, 2014 were estimated using the following assumptions: | ||||||
Risk free interest rate | 0.63% - 1.79% | |||||
Expected term (in years) | 2.5 - 5.5 | |||||
Dividend yield | –– | |||||
Volatility of common stock | 87.99% - 88.55% | |||||
Estimated annual forfeitures | –– |
Organization_and_Basis_of_Pres3
Organization and Basis of Presentation (Details) (USD $) | 3 Months Ended |
Sep. 30, 2014 | |
Inventory, Gross [Abstract] | ' |
Inventory, Raw Materials | 434,104 |
Inventory, Finished Goods | 487,599 |
Stock Options [Member] | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' |
Shares considered antidilutive | 10,487,840 |
Warrants [Member] | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' |
Shares considered antidilutive | 4,393,735 |
Stock Options For Convertible Notes Reserved [Member] | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' |
Shares considered antidilutive | 6,707,094 |
Organization_and_Basis_of_Pres4
Organization and Basis of Presentation (Schedule of Fair Value Assumptions) (Details) | 3 Months Ended |
Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Risk-free interest rate, minimum | 0.63% |
Risk-free interest rate, maximum | 1.79% |
Dividend yield | ' |
Estimated annual forfeitures | ' |
Minimum [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Expected term | '2 years 6 months |
Volatility | 87.99% |
Maximum [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Expected term | '5 years 6 months |
Volatility | 88.55% |
Going_Concern_Details
Going Concern (Details) (USD $) | 3 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2014 | |
Going Concern [Abstract] | ' | ' | ' |
Net cash used in operating activities | $1,076,754 | $1,570,135 | ' |
Loss from operations | 1,285,343 | 1,816,133 | ' |
Accumulated deficit | 36,083,671 | ' | 35,133,578 |
Stockholders' deficit | $1,433,576 | ' | $1,898,315 |
Convertible_and_NonConvertible
Convertible and Non-Convertible Note Agreements (Details) (USD $) | 3 Months Ended | 1 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 3 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Jul. 31, 2014 | Feb. 01, 2013 | Sep. 30, 2014 | Jul. 11, 2013 | Sep. 30, 2014 | Jul. 31, 2014 | Sep. 30, 2014 | |
Convertible OID Note [Member] | Chief Operating Officer and Principal Stockholder [Member] | Chief Operating Officer and Principal Stockholder [Member] | Chief Operating Officer and Principal Stockholder [Member] | Chief Operating Officer and Principal Stockholder [Member] | Chief Operating Officer and Principal Stockholder [Member] | Chief Operating Officer and Principal Stockholder [Member] | |||
Convertible Note Payable Dated February 2013 [Member] | Convertible Note Payable Dated February 2013 [Member] | Convertible Note Payable Dated July 2013 [Member] | Convertible Note Payable Dated July 2013 [Member] | Convertible Note Payable Dated July 2013 [Member] | Convertible Note [Member] | ||||
item | |||||||||
Debt Conversion [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of convertible notes outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 2 |
Debt issued | ' | ' | $1,000,000 | $1,997,483 | $1,997,483 | $1,000,000 | $1,000,000 | ' | ' |
Debt, interest rate | ' | ' | ' | 7.50% | ' | 7.50% | ' | ' | ' |
Convertible note, conversion price | ' | ' | ' | $0.35 | ' | $1 | ' | ' | ' |
Maturity date | ' | ' | ' | 31-Dec-16 | ' | 10-Jul-18 | ' | ' | ' |
Interest expense | 112,794 | 112,372 | ' | ' | 9,864 | ' | 30,345 | ' | ' |
Term | ' | ' | ' | ' | ' | '5 years | ' | ' | ' |
Unamortized beneficial conversion feature | ' | ' | ' | ' | ' | ' | 235,714 | ' | ' |
Unamortized discount on notes payable | ' | ' | ' | ' | 49,168 | ' | 454,843 | ' | ' |
Amortization of beneficial conversion feature of convertible notes | ' | ' | ' | ' | ' | ' | 15,726 | ' | ' |
Accrued interest | ' | ' | $75,000 | ' | $99,327 | ' | $18,904 | $75,000 | ' |
Shares issued from conversion of convertible debt | ' | ' | 107,143 | ' | ' | 107,143 | ' | ' | ' |
Number of shares callable by warrants | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' |
Exercise price of shares called by warrants | ' | ' | ' | ' | ' | $1.30 | ' | ' | ' |
Stockholders_Equity_Preferred_
Stockholders' Equity (Preferred Stock) (Details) (USD $) | Sep. 30, 2014 | Jun. 30, 2014 |
Stockholders' Equity [Abstract] | ' | ' |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, par value per share | $0.00 | $0.00 |
Stockholders_Equity_Common_Sto
Stockholders' Equity (Common Stock) (Details) (USD $) | 1 Months Ended | 3 Months Ended | |
Jul. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Convertible Debt Securities [Member] | COO and principal shareholder [Member] | Accredited Investors [Member] | |
Private Placement [Member] | Private Placement [Member] | ||
Stockholders Equity Note [Line Items] | ' | ' | ' |
Common stock issued | ' | 1,953,227 | 2,205,328 |
Expiration period | ' | ' | '2 years |
Number of shares callable by warrants | ' | 976,614 | 1,081,656 |
Exercise price of shares called by warrants | ' | ' | $2 |
Proceeds from private placement | ' | $975,000 | $1,125,000 |
Shares issued upon conversion of convertible note | 107,143 | ' | ' |
Accrued interest | 75,000 | ' | ' |
Convertible note, amount | $1,000,000 | ' | ' |
Stockholders_Equity_Options_to
Stockholders' Equity (Options to Purchase Common Stock) (Details) (USD $) | 3 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Share-based compensation expense | $214,832 | $593,073 |
Employee Options and Stock Appreciation Rights [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Share-based compensation expense | 214,832 | ' |
Share-based compensaion expense not yet recognized | $867,947 | ' |
Unrecognized compensation cost, period for recognition | '2 years | ' |
Stockholders_Equity_Narrative_
Stockholders' Equity (Narrative) (Options) (Details) (Stock Options [Member], USD $) | 0 Months Ended | 3 Months Ended | |
Jul. 02, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Directors [Member] | Non-Employee, Non-Director Options [Member] | Employees [Member] | |
item | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Number of summer employees to whom options are granted | ' | ' | 2 |
Granted | 470,000 | ' | 1,000 |
Granted shares, exercise price | ' | ' | $0.66 |
Fair value of options | $245,441 | ' | $682 |
Volatility | 88.55% | ' | 87.99% |
Expected term, simplified method | '5.5 years | ' | '2.5 years |
Exercise price | $0.73 | ' | ' |
Term | '10 years | ' | '5 years |
Vesting period | '1 year | ' | ' |
Discount rate | 1.79% | ' | 0.63% |
Stockholders_Equity_Narrative_1
Stockholders' Equity (Narrative) (Warrant) (Details) (USD $) | 3 Months Ended |
Sep. 30, 2014 | |
Accredited Investors [Member] | Private Placement [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of shares callable by warrants | 1,081,656 |
Warrant exercise price | $2 |
Term | '2 years |
COO and principal shareholder [Member] | Private Placement [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of shares callable by warrants | 976,614 |
Warrants Issued for Cash or Services [Member] | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Number of shares callable by warrants | ' |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 1 Months Ended | 3 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||||||||
Nov. 30, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Nov. 30, 2012 | Jul. 31, 2012 | Jun. 30, 2012 | Oct. 28, 2014 | Jan. 31, 2013 | Jul. 31, 2012 | Jul. 31, 2012 | Jul. 31, 2012 | Jan. 31, 2013 | Jul. 31, 2012 | Jun. 30, 2013 | |
Loss Contingency Invasion Of Privacy And Misrepresentation [Member] | Loss Contingency Invasion Of Privacy And Misrepresentation [Member] | Loss Contingency Invasion Of Privacy And Misrepresentation [Member] | Loss Contingency Breach Of Agreement [Member] | Loss Contingency Breach Of Agreement [Member] | Loss Contingency Breach Of Agreement [Member] | Loss Contingency Trespass Claim [Member] | Loss Contingency Civil Theft [Member] | Loss Contingency Civil Theft Law Enforced Settlement [Member] | Loss Contingency Civil Theft Law Enforced Settlement [Member] | Loss Contingency Civil Theft Law Enforced Settlement [Member] | ||||
Loss Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Litigation accrual | ' | ' | ' | ' | ' | $1,646,000 | $56,956 | ' | ' | ' | ' | ' | ' | ' |
Litigation, provision | ' | ' | ' | ' | 200,000 | ' | ' | 500,000 | 841,000 | 5,000 | 200,000 | ' | 600,000 | ' |
Damages paid to plaintiff by insurance carrier | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Portion of litigation expense that was dismissed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' |
Other income | 200,000 | 448,044 | 17,000 | ' | ' | ' | 448,044 | ' | ' | ' | ' | ' | ' | 941,000 |
Damages awarded | ' | ' | ' | ' | ' | ' | $51,956 | ' | ' | ' | ' | ' | ' | ' |
Concentrations_Details
Concentrations (Details) (USD $) | 3 Months Ended |
Sep. 30, 2014 | |
Concentration Risk [Line Items] | ' |
Total EMFIDS parts, raw material and packaging purchases made during the period | 109,000 |
Accounts Receivable [Member] | ' |
Concentration Risk [Line Items] | ' |
Number of customers in concentration | 4 |
Accounts Receivable [Member] | Customer One Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 46.00% |
Accounts Receivable [Member] | Customer Two Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 16.70% |
Accounts Receivable [Member] | Customer Three Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 13.90% |
Accounts Receivable [Member] | Customer Four Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 13.10% |
Sales Revenue [Member] | ' |
Concentration Risk [Line Items] | ' |
Number of products in concentration | 2 |
Sales Revenue [Member] | Customer One Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 30.30% |
Sales Revenue [Member] | Customer Two Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 25.10% |
Sales Revenue [Member] | Customer Three Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 14.50% |
Sales Revenue [Member] | Customer Four Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 10.40% |
Sales Revenue [Member] | Fire Ice [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 24.10% |
Sales Revenue [Member] | Soil 2 O [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 74.40% |
Sales Revenue [Member] | Fire Ice Products [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 84.70% |
Sales Revenue [Member] | Fire Ice Home Defence Product [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 15.30% |
Sales Revenue [Member] | Soil 2 O Traditional Sales [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 2.80% |
Sales Revenue [Member] | Soil 2 O Dust Control Products [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 97.20% |
Sales Revenue [Member] | Soil 2 O Soil Cap product [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 37.90% |
Inventory purchases [Member] | ' |
Concentration Risk [Line Items] | ' |
Number of customers in concentration | 2 |
Inventory purchases [Member] | Vendor One Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 51.50% |
Inventory purchases [Member] | Vendor Two Concentration Risk [Member] | ' |
Concentration Risk [Line Items] | ' |
Concentration risk, percentage | 15.90% |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 1 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 1 Months Ended | ||||
Nov. 30, 2012 | Sep. 30, 2014 | Sep. 30, 2013 | Oct. 28, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Oct. 28, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | |
Loss Contingency Breach Of Agreement [Member] | Accredited Investors [Member] | COO and principal shareholder [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||
Private Placement [Member] | Private Placement [Member] | Loss Contingency Breach Of Agreement [Member] | Private Placement [Member] | Accredited Investors [Member] | COO and principal shareholder [Member] | |||||
Private Placement [Member] | Private Placement [Member] | |||||||||
item | ||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued | ' | ' | ' | ' | 2,205,328 | 1,953,227 | ' | 3,525,269 | ' | 915,968 |
Warrant exercise price | ' | ' | ' | ' | $2 | ' | ' | $2 | ' | ' |
Number of shares callable by warrants | ' | ' | ' | ' | 1,081,656 | 976,614 | ' | 1,762,635 | ' | 457,984 |
Expiration period | ' | ' | ' | ' | '2 years | ' | ' | '2 years | ' | ' |
Proceeds from sale of stock through private placements | ' | $25,000 | $175,000 | ' | ' | ' | ' | $1,055,000 | ' | $225,000 |
Number of accredited investors | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' |
Damages awarded | ' | ' | ' | 51,956 | ' | ' | 51,956 | ' | ' | ' |
Number of days to file an appeal | ' | ' | ' | ' | ' | ' | '30 days | ' | ' | ' |
Other income | $200,000 | $448,044 | $17,000 | $448,044 | ' | ' | $448,044 | ' | ' | ' |