Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Aug. 11, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | GelTech Solutions, Inc. | |
Entity Central Index Key | 1,403,676 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 62,745,856 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,017 | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Current Reporting Status | Yes |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||
Cash | $ 124,327 | $ 151,184 |
Accounts receivable trade, net | 99,327 | 108,659 |
Inventories | 1,328,327 | 1,662,429 |
Prepaid expenses and other current assets | 60,426 | 109,801 |
Total current assets | 1,612,407 | 2,032,073 |
Furniture, fixtures and equipment, net | 209,559 | 253,294 |
Inventory not expected to be realized within one year | 479,486 | |
Deposits | 16,086 | 16,086 |
Total assets | 2,317,538 | 2,301,453 |
LIABILITIES AND STOCKHOLDERS' DEFICIT | ||
Accounts payable | 224,273 | 141,794 |
Accrued expenses | 314,229 | 521,781 |
Settlement accrual | 26,789 | |
Deferred revenue | 6,667 | |
Insurance premium finance contract | 8,418 | 51,957 |
Total current liabilities | 546,920 | 748,988 |
Convertible notes - related party, net of discounts | 2,961,496 | 2,956,407 |
Convertible line of credit - related party, net of discounts | 5,233,429 | 4,959,674 |
Total liabilities | 8,741,845 | 8,665,069 |
Stockholders' deficit | ||
Preferred stock: $0.001 par value; 5,000,000 shares authorized; no shares issued and outstanding | ||
Common stock: $0.001 par value; 150,000,000 shares authorized; 60,778,617 and 53,605,180 shares issued and outstanding as of June 30, 2017 and December 31, 2016, respectively. | 60,779 | 53,605 |
Additional paid in capital | 43,551,469 | 41,540,705 |
Accumulated deficit | (50,036,555) | (47,957,926) |
Total stockholders' deficit | (6,424,307) | (6,363,616) |
Total liabilities and stockholders' deficit | $ 2,317,538 | $ 2,301,453 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
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 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 60,778,617 | 53,605,180 |
Common stock, shares outstanding | 60,778,617 | 53,605,180 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||||
Sales | $ 181,469 | $ 484,934 | $ 570,505 | $ 703,304 |
Cost of goods sold | 53,411 | 135,112 | 184,641 | 211,135 |
Gross profit | 128,058 | 349,822 | 385,864 | 492,169 |
Operating expenses: | ||||
Selling, general and administrative expenses | 1,011,289 | 1,005,203 | 2,017,923 | 2,179,675 |
Research and development | 10,239 | 37,514 | 22,830 | 155,463 |
Total operating expenses | 1,021,528 | 1,042,717 | 2,040,753 | 2,335,138 |
Loss from operations | (893,470) | (692,895) | (1,654,889) | (1,842,969) |
Other income (expense) | ||||
Other income | 300,000 | 300,000 | ||
Interest income | 3 | 3 | 8 | 6 |
Gain (loss) on conversion of interest | (72,765) | |||
Loss on extension of warrants | (206,620) | |||
Loss on settlement | (320,631) | (320,631) | ||
Interest expense | (211,216) | (173,870) | (423,748) | (327,384) |
Total other income (expense) | (211,213) | (194,498) | (423,740) | (627,394) |
Net loss | $ (1,104,683) | $ (887,393) | $ (2,078,629) | $ (2,470,363) |
Net loss per common share - basic and diluted | $ (0.02) | $ (0.02) | $ (0.04) | $ (0.05) |
Weighted average shares outstanding - basic and diluted | 58,253,159 | 50,409,090 | 56,487,308 | 49,894,633 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Reconciliation of net loss to net cash used in operating activities: | ||
Net loss | $ (2,078,629) | $ (2,470,363) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Bad debt expense (recovery) | (21,875) | |
Depreciation | 44,992 | 34,990 |
Amortization of debt discounts | 98,166 | 65,654 |
Loss (gain) on conversion of interest | 72,765 | |
Options issued for services | 30,703 | 44,477 |
Loss on extension of warrants | 206,620 | |
Stock option compensation expense | 133,683 | 298,808 |
Changes in assets and liabilities: | ||
Accounts receivable | 9,332 | (18,547) |
Settlement receivable | (300,000) | |
Inventories | (145,384) | 30,818 |
Prepaid expenses and other current assets | 49,375 | 63,569 |
Accounts payable | 84,279 | (67,235) |
Deferred revenue | (6,667) | 14,667 |
Settlement accrual | (26,789) | 240,631 |
Accrued expenses | 299,323 | 276,206 |
Net cash used in operating activities | (1,507,616) | (1,528,815) |
Cash flows from Investing Activities | ||
Purchases of equipment | (1,257) | (153,943) |
Net cash used in investing activities | (1,257) | (153,943) |
Cash flows from Financing Activities | ||
Proceeds from sale of stock under stock purchase agreement | 210,555 | 407,275 |
Proceeds from sale of stock and warrants | 1,115,000 | 150,000 |
Proceeds from advances on convertible line of credit with related parties | 200,000 | 1,205,000 |
Payments on insurance finance contract | (43,539) | (46,598) |
Net cash provided by financing activities | 1,482,016 | 1,715,677 |
Net (decrease) increase in cash | (26,857) | 32,919 |
Cash - beginning | 151,184 | 135,266 |
Cash - ending | 124,327 | 168,185 |
Supplemental Disclosure of Cash Flow Information: | ||
Cash paid for interest | 1,129 | 1,188 |
Cash paid for income taxes | ||
Supplementary Disclosure of Non-cash Investing and Financing Activities: | ||
Beneficial conversion feature of convertible notes | 9,661 | 105,116 |
Loan discount from warrants | 9,661 | 105,116 |
Options issued for legal services, recorded as prepaid expense | 30,703 | |
Stock issued for services | 1,800 | 11,267 |
Stock issued for accrued interest | $ 506,875 | $ 298,177 |
Organization, Basis of Presenta
Organization, Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Basis of Presentation and Summary of Significant Accounting Policies | NOTE 1 Organization, Basis of Presentation and Summary of Significant Accounting Policies Organization GelTech Solutions, Inc., or GelTech or the Company, generates revenue primarily from marketing products based around the following four product categories (1) FireIce®, a water enhancing powder that can be utilized both as a fire suppressant in urban firefighting, including fires in underground utility structures, and in wildland firefighting and as a medium-term fire retardant to protect wildlands, structures and firefighters; (2) FireIce Shield®, a line of products used in industry by manufacturers, plumbers, and welders, and by police departments and first responders to protect assets from fire; (3) Soil ₂ “ ” ₂ ₂ ₂ The Company also markets equipment that is used to apply these primary products including (1) Emergency Manhole FireIce Delivery System, or EMFIDS, an innovative system designed to deliver FireIce® into a manhole in the event of a fire or explosion, (2) FireIce® Home Defense Unit, a system for applying FireIce® to structures to protect them from wildfires and (3) the FireIce Shield CTP System, a mobile spray unit that can be used to protect communication tower electronics during hot work. Our unaudited condensed 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 FireIce Gel, Inc., Weather Tech Innovations, Inc. and GelTech International, Inc. These unaudited 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 consolidated interim financial statements should be read in conjunction with Managements 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 Companys Report on Form 10-K for the year ended December 31, 2016 filed on March 28, 2017. Inventories Inventories are stated at the lower of cost or market, with cost being determined using the first-in, first-out method. Inventories as of June 30, 2017 consisted of raw materials and finished goods in the amounts of $980,316 and $827,497, respectively. As June 30, 2017, the Company had approximately $18,541 of consignment inventory consisting of FireIce 561 and FireIce HVOF with certain customers. As of June 30, 2017, the Company estimated that raw materials in the amount $479,486 would most likely not be consumed in the next twelve months and therefore reclassified that amount to long term inventory in the unaudited consolidated balance sheet. 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 six months ended June 30, 2017 include the allowance for doubtful accounts, depreciation and amortization, valuation and classification 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. Revenue Recognition Revenue from sales of products is recognized when persuasive evidence of an arrangement exists, products have been shipped to the customer, economic risk of loss has passed to the customer, the price is fixed or determinable, collection is reasonably assured, and any future obligations of the Company are insignificant. Revenue is shown net of returns and allowances. The Company provides certain customers with the right of return for unsold product. Sales to these customers are recorded as the customer sells the product, thus removing the right of return. Products shipped from either our third-party fulfillment companies or our Jupiter, Florida or Irwindale, California locations are shipped FOB shipping point. Normal payment terms are net 30 days depending on the arrangement we have with the customer. As such, revenue is recognized when product has been shipped from either the third-party fulfillment company or from the Jupiter, Florida or Irwindale, California locations. The Company follows the guidance of ASC 705-20 Accounting for Consideration Received from a Vendor and ASC 605-50, Revenue Recognition, Customer Payments and Incentives. Accordingly, any incentives received from vendors are recognized as a reduction of the cost of products. Promotional products or samples given to customers or potential customers are recognized as a cost of goods sold. However, products we utilize to perform demonstrations for potential customers are recorded as a marketing expense in operations. Net Earnings (Loss) per Share The Company computes net earnings (loss) per share in accordance with ASC 260-10, Earnings per Share Stock-Based Compensation The Company accounts for employee stock-based compensation in accordance with ASC 718-10, Share-Based Payment The Company accounts for non-employee stock-based compensation in accordance with ASC 505-50-25, Equity Based Payments to Non-Employees, 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 Companys 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 expected 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 options and warrants granted during the period from January 1, 2017 to June 30, 2017 were estimated using the following assumptions: Risk free interest rate 0.58% - 1.63% Expected term (in years) 2.0 - 4.0 Dividend yield Volatility of common stock 79.39% - 105.41% Estimated annual forfeitures New Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) In February 2016, the FASB issued ASU 2016-02, Leases In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718). No additional Accounting Standards Updates (ASUs) which were not effective until after June 30, 2017 are expected to have a significant effect on the Company's consolidated financial position or results of operations. |
Going Concern
Going Concern | 6 Months Ended |
Jun. 30, 2017 | |
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 June 30, 2017, the Company had an accumulated deficit and stockholders deficit of $50,036,555 and $6,424,307, respectively, and incurred losses from operations and net losses of $1,654,889 and $2,078,629, respectively, for the six months ended June 30, 2017 and used cash in operations of $1,507,616 during the six months ended June 30, 2017. In addition, the Company has not yet generated revenue sufficient to support ongoing operations. Management believes these factors raise substantial doubt regarding the Companys ability to continue as a going concern for a period of twelve months from the issuance date of this report. 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. During the six months ended June 30, 2017, the Company received $200,000 in advances from its convertible line of credit with its chairman and principal shareholder and $1,115,000 from private placements with four accredited investors, including $500,000 from its chairman and principal shareholder. The Company also received $210,555 from Lincoln Park Capital Fund LLC in connection with a $10 million stock purchase agreement entered into in August 2015. See Note 4. Management believes that the Purchase Agreement with Lincoln Park, additional funding from its chairman and principal shareholder and the revenue prospects from the Wildland industry 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 generate sufficient revenue to attain profitable operations. |
Convertible Note Agreements - R
Convertible Note Agreements - Related Party | 6 Months Ended |
Jun. 30, 2017 | |
Convertible Note Agreements - Related Party | |
Convertible Note Agreements - Related Party | NOTE 3 Convertible Note Agreements Related Party The Company currently has three debt facilities outstanding, all of them held by its chairman and principal shareholder. One convertible note in the amount of $1,997,483, dated February 1, 2013 was a consolidation of prior debt instruments. The note bore annual interest of 7.5%, was convertible at $0.35 per share and due December 31, 2016. On February 12, 2015, this note was modified by securing the note with all the assets of the Company and by extending the due date of the note from December 31, 2016 to December 31, 2020. The modification was accounted for as a debt extinguishment in accordance with ASC 470. As a result of the modification the Company recorded a loss on extinguishment of debt of $34,586 and all prior related debt discounts were fully amortized. During the six months ended June 30, 2017, the Company recognized interest expense of $74,290. As of June 30, 2017, the principal balance of the note is $1,997,483 and accrued interest amounted to $61,156. A second convertible note in the amount of $1,000,000 dated July 11, 2013 related to a new funding on that date. The note bore annual interest of 7.5%, was convertible at $1.00 per share and was due July 10, 2018. In connection with the note, the Company issued fiveyear warrants to purchase 500,000 shares of common stock at an exercise price of $1.30 per share. On February 12, 2015, this note was modified by securing the note with all the assets of the Company, by extending the due date of the note from July 10, 2018 to December 31, 2020 and by reducing the conversion rate of the note from $1.00 to $0.35 per share. The modification was accounted for as a debt extinguishment in accordance with ASC 470. As a result of the modification, the Company recorded a loss on extinguishment of debt of $562,062. Also, in connection with the modification the Company recorded a note discount of $60,390, related to the relative fair value of the warrants attached to the note. For the six months ended June 30, 2017, the Company recorded interest expense of $5,089 related to the amortization of the note discounts related to the warrants. As of June 30, 2017, the balance of the unamortized discount related to the warrants was $35,987. As of June 30, 2017, the principal balance on this note is $1,000,000 and accrued interest amounted to $72,740. In connection with the February 2015 debt modifications described above, the Company entered into a Secured Revolving Convertible Promissory Note Agreement for a credit facility of up to $4 million with its chairman and principal shareholder. On April 8, 2016, the Company and its chairman and principal shareholder entered into the First Amendment to Secured Revolving Convertible Promissory Note Agreement increasing the credit facility from $4 million to $5 million. On September 27, 2016, the Company and its chairman and principal shareholder entered into the Second Amendment to Secured Revolving Convertible Promissory Note Agreement increasing the credit facility from $5 million to $6 million. Under the agreements, the Company may, with the prior approval of its chairman and principal shareholder, receive advances under the secured convertible credit facility. Each advance bears an annual interest rate of 7.5%, is due December 31, 2020 and is convertible at the rate equal to the closing price of the Companys common stock on the day prior to the date the parties agree to the advance. In addition, the Company will issue the Companys chairman and principal shareholder two year warrants to purchase shares of common stock at an exercise price of $2.00 per share. The number of warrants issued equals 50% of the number of shares issuable upon the conversion of the related advance. For the six months ended June 30, 2017, the Company received two advances totaling $200,000 with conversion rates of $0.23 and $0.2785 per share, and issued two year warrants to purchase 396,925 shares of common stock at an exercise price of $2.00 per share. In connection with these advances, the Company has recorded loan discounts related to the warrants and the beneficial conversion features of the advances amounting to $9,661 and $9,661, respectively. During the six months ended June 30, 2017, the Company has recognized interest expense of $93,077 related to the amortization of loan discounts. As of June 30, 2017, the principal balance of the advances was $5,895,000 and the balance of the unamortized discounts related to the warrants and the beneficial conversion feature was $330,785 and $330,785, respectively. Accrued interest on the advances amounted to $165,933 as of June 30, 2017. The calculated loan discounts for warranties were based on the relative fair value of the warrants which were calculated by the Company based on the Black Scholes option pricing model, using expected volatilities of between 97.04% and 99.04%, based on the Companys historical stock price, discount rates from 1.19% to 1.22%, and expected terms of 2 years, the term of the warrants. A summary of notes payable and related discounts as of June 30, 2017 is as follows: Principal Unamortized Discount Debt, Net of Discount Related parties Secured Convertible notes payable $ 2,997,483 $ (35,987 ) $ 2,961,496 Secured Convertible Line of Credit 5,895,000 (661,570 ) 5,233,430 Less current portion Secured convertible notes payable and line of credit, net of current portion $ 8,892,483 $ (697,557 ) $ 8,194,926 |
Stockholders' Deficit
Stockholders' Deficit | 6 Months Ended |
Jun. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Deficit | NOTE 4 Stockholders Deficit 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 On August 12, 2015, GelTech signed a $10 million Purchase Agreement with Lincoln Park. The Company also entered into a Registration Rights Agreement with Lincoln Park whereby we agreed to file a registration statement related to the transaction with the SEC covering the shares that may be issued to Lincoln Park under the Purchase Agreement. Under the terms and subject to the conditions of the Purchase Agreement, GelTech has the right to sell, and Lincoln Park is obligated to purchase, up to $10 million in shares of the Companys common stock, subject to certain limitations, from time to time, over the 30-month period commencing on the date that a registration statement, which the Company agreed to file with the SEC pursuant to the Registration Rights Agreement, is declared effective by the SEC. The Company filed the registration statement with the SEC on October 5, 2015 and it was declared effective by the SEC on October 16, 2015. During the six months ended June 30, 2017, the Company issued 858,250 shares of common stock in exchange for $210,555 in connection with the Lincoln Park Purchase Agreement. In May 2017, the Company issued 428,032 shares of common stock to its chairman and principal shareholder in payment of accrued interest of $149,811. The shares were valued at $107,008 based on the quoted trading price at the conversion agreement date. The gain of $42,803 was recorded to paid in capital on the conversion as the conversion was by a related party. In May 2017, the Company issued 1,275,277 shares of common stock to its chairman and principal shareholder in payment of accrued interest of $357,064 related to the advances under the Secured Revolving Convertible Promissory Note Agreement. The shares were valued at $320,095 based on the quoted trading price at the conversion agreement date. The gain of $36,969 was recorded to paid in capital on the conversion as the conversion was by a related party. During the six months ended June 30, 2017, the Company issued 7,172 shares of common stock in payment of consulting services valued at $1,800. During the six months ended June 30, 2017, the Company issued 4,604,706 shares of common stock and two-year warrants to purchase 2,302,354 shares of common stock at $2.00 per share in exchange for $1,115,000 in connection with private placements with four accredited investors, including 2,063,069 shares and warrants to purchase 1,031,056 shares to the Companys chairman and principal shareholder in exchange for $500,000. Stock-Based Compensation Stock-based compensation expense recognized under ASC 718-10 for the period January 1, 2017 to June 30, 2017, was $132,589 for stock options granted to employees and directors. This expense is included in selling, general and administrative expenses in the unaudited 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 June 30, 2017, the total compensation cost for stock options not yet recognized was approximately $86,579. This cost will be recognized over the remaining vesting term of the options of approximately two years. Stock-based awards granted to non-employees, in the form of warrants to purchase the Companys common stock, are valued at fair value in accordance with the measurement and recognition criteria of ASC 505-50 "Equity Based payments to Non-Employees. Stock based compensation to non-employees recognized for the six months ended June 30, 2017 was $1,094. In June 2017, the Company granted five year options to purchase 150,000 shares of the Companys common stock at an exercise price of $0.25 per share to an employee in connection with the employees appointment as an officer of the Company. The options vested 25% immediately, with the remainder vesting annually over a three year period, subject to continued employment with the Company. The options were valued with the Black-Scholes option pricing model using an expected volatility of 79.39% based upon the historical price of the companys stock, a term of four years, calculated using the simplified method and a risk-free rate of 1.63%. The calculated fair value, $21,996 will be amortized ratably over the vesting period. During the six months ended June 30, 2017 the Company granted five year options to purchase 150,000 shares of common stock at an exercise price of $0.275 per share in exchange for legal services. The options were valued with the Black-Scholes option pricing model using an expected volatility of 99.06% based upon the historical price of the companys stock, an expected term of five years, the term of the warrants and a risk-free rate of 1.88%. The calculated fair value, $30,703 was recorded as prepaid expense and will be amortized over the twelve month service period. For the six months ended June 30, 2017, $12,793 was amortized to expense. Warrants to Purchase Common Stock Warrants Issued for Cash or Services In January 2016, the Company granted a one year extension for warrants to purchase 3,968,258 shares of common stock which were set to expire at various dates in 2016. Of the warrants extended, 2,443,565 were held by our president and principal shareholder and a director. In connection with the extension, the Company recorded other expense of approximately $207,000 for the six months ended June 30, 2016 representing the difference between the fair value of the old warrants and the extended warrants. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 5 Related Party Transactions During the six months ended June 30, 2017, the Company issued warrants to its president and principal shareholder in exchange for cash as more fully described in Notes 3 and 4. |
Concentrations
Concentrations | 6 Months Ended |
Jun. 30, 2017 | |
Risks and Uncertainties [Abstract] | |
Concentrations | NOTE 6 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 June 30, 2017. As of June 30, 2017, there were no cash balances held in depository accounts that are not insured. At June 30, 2017, five customers accounted for 19.6, 13.0%, 12.9%, 10.7% and 10.3% of accounts receivable. For the six months ended June 30, 2017, two customers accounted for 32.6% and 16.7% of sales. Approximately 43.8% of revenue was generated from customers outside the United States during the six months ended June 30, 2017. During the six months ended June 30, 2017, sales primarily resulted from three products, FireIce®, Soil 2 2 2 2 One vendor accounted for 53.4% of the Companys approximately $93,000 in purchases of raw material, finished goods and packaging during the six months ended June 30, 2017. During the six months ended June 30, 2017, our chairman and principal shareholder provided 100% of the Companys debt financing. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 7 Subsequent Events In August 2017 (the Effective Date), the Company adopted the 2017 Equity Incentive Plan (2017 Plan) to replace the 2007 Equity Incentive Plan (the 2007 Plan) that expired on January 31, 2017. In accordance with the 2017 Plan, on the Effective Date, the Company issued 710,000 10-year stock option to its non-employee directors. The options have an exercise price of $0.2113 per share and vest on June 30, 2017, subject to continuing service as a director. The options were valued using the Black-Scholes model using an expected volatility of 80.03% (derived using the historical market price for the Companys common stock), an expected term of 5.5 years (using the simplified method) and a discount rate of 1.91%. The fair value of these options, $100,959, will be recognized as expense over the requisite service period. Outstanding derivative securities (i.e., stock appreciation rights and stock options) which were granted under the 2007 Plan will still be subject to the terms and conditions of the 2007 Plan and any agreement executed with respect to such security. Since July 1, 2017, the Company has issued 1,942,239 shares of common stock and two year warrants to purchase 971,120 shares of common stock at an exercise price of $2.00 per share in exchange for $425,000 in connection with private placements with 2 accredited investors, including 520,834 shares and 260,417 warrants to its chairman and principal shareholder in exchange for $125,000. In addition, the Company issued 25,000 shares of common stock in exchange for $6,000 in connection with a private placement with an accredited investor. In August 2017, the Company issued ten year fully vested options to purchase 500,000 shares of common stock at an exercise price of $0.2039 per share to its CEO and CTO. The options were valued using the Black-Scholes model using an expected volatility of 80.03% (derived using the historical market price for the Companys common stock), an expected term of 5.0 years (using the simplified method) and a discount rate of 1.82%. The fair value of these options, $65,833 will be recognized as expense during the three months ending September 30, 2017. |
Organization, Basis of Presen13
Organization, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization GelTech Solutions, Inc., or GelTech or the Company, generates revenue primarily from marketing products based around the following four product categories (1) FireIce®, a water enhancing powder that can be utilized both as a fire suppressant in urban firefighting, including fires in underground utility structures, and in wildland firefighting and as a medium-term fire retardant to protect wildlands, structures and firefighters; (2) FireIce Shield®, a line of products used in industry by manufacturers, plumbers, and welders, and by police departments and first responders to protect assets from fire; (3) Soil ₂ “ ” ₂ ₂ ₂ The Company also markets equipment that is used to apply these primary products including (1) Emergency Manhole FireIce Delivery System, or EMFIDS, an innovative system designed to deliver FireIce® into a manhole in the event of a fire or explosion, (2) FireIce® Home Defense Unit, a system for applying FireIce® to structures to protect them from wildfires and (3) the FireIce Shield CTP System, a mobile spray unit that can be used to protect communication tower electronics during hot work. Our unaudited condensed 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 FireIce Gel, Inc., Weather Tech Innovations, Inc. and GelTech International, Inc. These unaudited 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 consolidated interim financial statements should be read in conjunction with Managements 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 Companys Report on Form 10-K for the year ended December 31, 2016 filed on March 28, 2017. |
Inventories | Inventories Inventories are stated at the lower of cost or market, with cost being determined using the first-in, first-out method. Inventories as of June 30, 2017 consisted of raw materials and finished goods in the amounts of $980,316 and $827,497, respectively. As June 30, 2017, the Company had approximately $18,541 of consignment inventory consisting of FireIce 561 and FireIce HVOF with certain customers. As of June 30, 2017, the Company estimated that raw materials in the amount $479,486 would most likely not be consumed in the next twelve months and therefore reclassified that amount to long term inventory in the unaudited consolidated balance sheet. |
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 six months ended June 30, 2017 include the allowance for doubtful accounts, depreciation and amortization, valuation and classification 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. |
Revenue Recognition | Revenue Recognition Revenue from sales of products is recognized when persuasive evidence of an arrangement exists, products have been shipped to the customer, economic risk of loss has passed to the customer, the price is fixed or determinable, collection is reasonably assured, and any future obligations of the Company are insignificant. Revenue is shown net of returns and allowances. The Company provides certain customers with the right of return for unsold product. Sales to these customers are recorded as the customer sells the product, thus removing the right of return. Products shipped from either our third-party fulfillment companies or our Jupiter, Florida or Irwindale, California locations are shipped FOB shipping point. Normal payment terms are net 30 days depending on the arrangement we have with the customer. As such, revenue is recognized when product has been shipped from either the third-party fulfillment company or from the Jupiter, Florida or Irwindale, California locations. The Company follows the guidance of ASC 705-20 Accounting for Consideration Received from a Vendor and ASC 605-50, Revenue Recognition, Customer Payments and Incentives. Accordingly, any incentives received from vendors are recognized as a reduction of the cost of products. Promotional products or samples given to customers or potential customers are recognized as a cost of goods sold. However, products we utilize to perform demonstrations for potential customers are recorded as a marketing expense in operations |
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 |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for employee stock-based compensation in accordance with ASC 718-10, Share-Based Payment The Company accounts for non-employee stock-based compensation in accordance with ASC 505-50-25, Equity Based Payments to Non-Employees, 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 Companys 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 expected 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 options and warrants granted during the period from January 1, 2017 to June 30, 2017 were estimated using the following assumptions: Risk free interest rate 0.58% - 1.63% Expected term (in years) 2.0 - 4.0 Dividend yield Volatility of common stock 79.39% - 105.41% Estimated annual forfeitures |
New Accounting Pronouncements | New Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) In February 2016, the FASB issued ASU 2016-02, Leases In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718). No additional Accounting Standards Updates (ASUs) which were not effective until after June 30, 2017 are expected to have a significant effect on the Company's consolidated financial position or results of operations. |
Organization, Basis of Presen14
Organization, Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Organization And Basis Of Presentation Tables | |
Schedule of Fair Value Assumptions for Stock Options | The fair values of stock options and warrants granted during the period from January 1, 2017 to June 30, 2017 were estimated using the following assumptions: Risk free interest rate 0.58% - 1.63% Expected term (in years) 2.0 - 4.0 Dividend yield Volatility of common stock 79.39% - 105.41% Estimated annual forfeitures |
Convertible Note Agreements -15
Convertible Note Agreements - Related Party (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Convertible Note Agreements - Related Party Tables | |
Schedule of Convertible Note Agreements | A summary of notes payable and related discounts as of June 30, 2017 is as follows: Principal Unamortized Discount Debt, Net of Discount Related parties Secured Convertible notes payable $ 2,997,483 $ (35,987 ) $ 2,961,496 Secured Convertible Line of Credit 5,895,000 (661,570 ) 5,233,430 Less current portion Secured convertible notes payable and line of credit, net of current portion $ 8,892,483 $ (697,557 ) $ 8,194,926 |
Organization, Basis of Presen16
Organization, Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Raw materials | $ 980,316 | |
Finished goods | 827,497 | |
Consignment inventory | 18,541 | |
Long term inventory | $ 479,486 | |
Employee Options and Stock Appreciation Rights [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares considered antidilutive | 11,996,340 | |
Warrants [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares considered antidilutive | 14,570,450 | |
Stock Options For Convertible Notes Reserved [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares considered antidilutive | 24,221,161 |
Organization, Basis of Presen17
Organization, Basis of Presentation and Summary of Significant Accounting Policies (Fair Value Assumptions) (Details) | 6 Months Ended |
Jun. 30, 2017 | |
Risk-free interest rate, minimum | 0.58% |
Risk-free interest rate, maximum | 1.63% |
Dividend yield | |
Volatility of common stock, minimum | 79.39% |
Volatility of common stock, maximum | 105.41% |
Estimated annual forfeitures | |
Minimum [Member] | |
Expected term (in years) | 2 years |
Maximum [Member] | |
Expected term (in years) | 5 years |
Going Concern (Details)
Going Concern (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | Aug. 31, 2015 | Aug. 12, 2015 | |
Related Party Transaction [Line Items] | |||||||
Accumulated deficit | $ 50,036,555 | $ 50,036,555 | $ 47,957,926 | ||||
Stockholders' deficit | 6,424,307 | 6,424,307 | $ 6,363,616 | ||||
Loss from operations | 893,470 | $ 692,895 | 1,654,889 | $ 1,842,969 | |||
Net loss | $ 1,104,683 | $ 887,393 | 2,078,629 | 2,470,363 | |||
Net cash used in operating activities | 1,507,616 | 1,528,815 | |||||
Proceeds from sale of stock and warrants | 1,115,000 | 150,000 | |||||
Proceeds from advances on convertible line of credit with related parties | 200,000 | 1,205,000 | |||||
Proceeds from sale of stock under stock purchase agreement | 210,555 | $ 407,275 | |||||
President and Principal Shareholder [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Advances from convertible line of credit | 200,000 | ||||||
Chairman [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Proceeds from sale of stock and warrants | $ 500,000 | ||||||
Lincoln Park Capital Fund, LLC. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Common stock issued | $ 10,000,000 | $ 10,000,000 |
Convertible Note Agreements -19
Convertible Note Agreements - Related Party (Details) - USD ($) | Feb. 12, 2015 | Jul. 11, 2013 | Feb. 01, 2013 | Sep. 30, 2015 | Jun. 30, 2017 | Sep. 27, 2016 | Apr. 08, 2016 |
Minimum [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Convertible note, conversion price | $ 0.28 | ||||||
Expected term, simplified method | 2 years | ||||||
Maximum [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Convertible note, conversion price | $ 0.55 | ||||||
Expected term, simplified method | 5 years | ||||||
President [Member] | Secured Convertible Line of Credit Agreement [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Maximum borrowing capacity | $ 4,000,000 | $ 6,000,000 | $ 5,000,000 | ||||
Debt, interest rate | 7.50% | ||||||
Maturity date | Dec. 31, 2020 | ||||||
Term | 2 years | ||||||
Exercise price of shares called by warrants | $ 2 | ||||||
Percentage of warrants issued equals of number of shares issuable upon the conversion | 50.00% | ||||||
Expected term, simplified method | 2 years | ||||||
President [Member] | Secured Convertible Line of Credit Agreement [Member] | Minimum [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Volatility rate (as a percent) | 97.04% | ||||||
Discount rate | 1.19% | ||||||
President [Member] | Secured Convertible Line of Credit Agreement [Member] | Maximum [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Volatility rate (as a percent) | 99.04% | ||||||
Discount rate | 1.22% | ||||||
Two advances totaling $200,000 [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Debt issued | $ 5,895,000 | ||||||
Number of shares callable by warrants | 396,925 | ||||||
Accrued interest | $ 165,933 | ||||||
Recognized interest expense | 93,077 | ||||||
Unamortized discount | $ 330,785 | ||||||
Exercise price of shares called by warrants | $ 2 | ||||||
Unamortized beneficial conversion feature | $ 330,785 | ||||||
Two advances totaling $200,000 [Member] | Advance One [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Debt issued | $ 200,000 | ||||||
Convertible note, conversion price | $ 0.23 | ||||||
Unamortized discount | $ 9,661 | ||||||
Unamortized beneficial conversion feature | 9,661 | ||||||
Two advances totaling $200,000 [Member] | Advance Two [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Debt issued | $ 200,000 | ||||||
Convertible note, conversion price | $ 0.2785 | ||||||
Unamortized discount | $ 9,661 | ||||||
Unamortized beneficial conversion feature | 9,661 | ||||||
Convertible Note Payable Dated February 2013 [Member] | President [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Debt issued | $ 1,997,483 | ||||||
Debt, interest rate | 7.50% | ||||||
Convertible note, conversion price | $ 0.35 | ||||||
Maturity date | Dec. 31, 2020 | Dec. 31, 2016 | Dec. 31, 2020 | ||||
Loss on extinguishment of debt | $ (34,586) | ||||||
Accrued interest | $ 61,156 | ||||||
Recognized interest expense | 74,290 | ||||||
Convertible Note Payable Dated July 2013 [Member] | President [Member] | |||||||
Debt Conversion [Line Items] | |||||||
Debt issued | $ 1,000,000 | 1,000,000 | |||||
Debt, interest rate | 7.50% | ||||||
Convertible note, conversion price | $ 0.35 | $ 1 | |||||
Maturity date | Dec. 31, 2020 | Jul. 10, 2018 | |||||
Loss on extinguishment of debt | (562,062) | ||||||
Term | 5 years | ||||||
Number of shares callable by warrants | 500,000 | ||||||
Accrued interest | 72,740 | ||||||
Note discount | $ 60,390 | ||||||
Recognized interest expense | 5,089 | ||||||
Unamortized discount | $ 35,987 | ||||||
Exercise price of shares called by warrants | $ 1.30 |
Convertible Note Agreements -20
Convertible Note Agreements - Related Party (Schedule of Debt) (Details) | Jun. 30, 2017USD ($) |
Related parties | |
Convertible notes payable, related, principal | $ 2,997,483 |
Convertible notes payable, related, unamortized discount | (35,987) |
Convertible notes payable, related, net | 2,961,496 |
Convertible line of credit, related, principal | 5,895,000 |
Convertible line of credit, related, unamortized discount | (661,570) |
Convertible line of credit, related, net | 5,233,430 |
Less current portion, related, principal | |
Less current portion, related, unamortized portion | |
Less current portion, related, net | |
Convertible and nonconvertible note payable, net of current portion, principal | 8,892,483 |
Convertible and nonconvertible note payable, net of current portion, unamortized discount | (697,557) |
Convertible and nonconvertible note payable, net of current portion, net | $ 8,194,926 |
Stockholders' Deficit (Preferre
Stockholders' Deficit (Preferred Stock) (Details) - $ / shares | Jun. 30, 2017 | Dec. 31, 2016 |
Stockholders' Equity Note [Abstract] | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Stockholders' Deficit (Common S
Stockholders' Deficit (Common Stock) (Details) - USD ($) | May 31, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Aug. 31, 2015 | Aug. 12, 2015 |
Class of Stock [Line Items] | |||||||
Gain (loss) on conversion of interest | $ (72,765) | ||||||
Consulatant [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock issued for investor relation services, shares | 7,172 | ||||||
Common stock issued for services | $ 1,800 | ||||||
Lincoln Park Capital Fund, LLC. [Member] | |||||||
Class of Stock [Line Items] | |||||||
Commitment to purchase shares | $ 10,000,000 | $ 10,000,000 | |||||
Lincoln Park Capital Fund, LLC. [Member] | Common Stock [Member] | Common Stock Purchase Agreement [Member] | |||||||
Class of Stock [Line Items] | |||||||
Commitment to purchase shares | $ 10,000,000 | ||||||
Common stock issued for cash in connection with stock purchase agreement | $ 210,555 | ||||||
Common stock issued for cash in connection with stock purchase agreement, shares | 858,250 | ||||||
President and Principal Shareholder [Member] | Secured Convertible Line of Credit Agreement [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock issued for interest, shares | 1,275,277 | ||||||
Common stock issued for interest, value | $ 357,064 | ||||||
Fair market value, conversion of shares | 320,095 | ||||||
Gain (loss) on conversion of interest | $ 36,969 | ||||||
President and Principal Shareholder [Member] | Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock issued for interest, shares | 428,032 | ||||||
Common stock issued for interest, value | $ 149,811 | ||||||
Fair market value, conversion of shares | 107,008 | ||||||
Gain (loss) on conversion of interest | $ 42,803 | ||||||
Accredited Investor [Member] | |||||||
Class of Stock [Line Items] | |||||||
Proceeds from the sale of stock and warrants through private placements | $ 1,115,000 | ||||||
Number of shares callable by warrants | 2,302,354 | 2,302,354 | |||||
Exercise price of shares called by warrants | $ 2 | $ 2 | |||||
Common stock and warrants issued for cash, shares | 4,604,706 | ||||||
Warrants [Member] | |||||||
Class of Stock [Line Items] | |||||||
Common stock issued in private placement, shares | 111,500 | ||||||
Private Placement [Member] | Accredited Investor [Member] | |||||||
Class of Stock [Line Items] | |||||||
Proceeds from the sale of stock and warrants through private placements | $ 500,000 | ||||||
Number of shares callable by warrants | 1,031,056 | 1,031,056 | |||||
Common stock and warrants issued for cash, shares | 2,063,069 | ||||||
Term of warrants | 2 years |
Stockholders' Deficit (Narrativ
Stockholders' Deficit (Narrative) (Options) (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 133,683 | $ 298,808 |
Share-based compensation expense not yet recognized | $ 86,579 | |
Five Year Options [Member] | Legal Services [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options granted | 150,000 | |
Options granted, exercise price | $ 0.275 | |
Fair value | $ 30,703 | |
Volatility | 99.06% | |
Expected term | 5 years | |
Risk free rate | 1.88% | |
Share-based compensation expense | $ 12,793 | |
Non Employees [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 1,094 | |
Employees and Directors [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 132,589 | |
Share-based compensation expense period for recognition | 2 years | |
Employees and Directors [Member] | Five Year Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options granted | 150,000 | |
Options granted, exercise price | $ 0.25 | |
Fair value | $ 21,996 | |
Options vested percentage | 25.00% | |
Volatility | 79.39% | |
Expected term | 5 years | |
Risk free rate | 1.63% | |
President and Principal Shareholder [Member] | Secured Convertible Line of Credit Agreement [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term | 1 year | |
Number of shares callable by warrants | 3,968,258 | |
Warrants extended held by employees | 2,443,565 | |
Share-based compensation expense | $ 207,000 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Research and development | $ 10,239 | $ 37,514 | $ 22,830 | $ 155,463 |
Concentrations (Details)
Concentrations (Details) | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Concentration Risk [Line Items] | |
Total purchases of raw material, finished goods and packaging made during the period | $ 93,000 |
Accounts Receivable [Member] | |
Concentration Risk [Line Items] | |
Number of customers in concentration | 5 |
Accounts Receivable [Member] | Customer One Concentration Risk [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 19.60% |
Accounts Receivable [Member] | Customer Two Concentration Risk [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 13.00% |
Accounts Receivable [Member] | Customer Three Concentration Risk [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 12.90% |
Accounts Receivable [Member] | Customer Four Concentration Risk [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 10.70% |
Accounts Receivable [Member] | Customer Five Concentration Risk [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 10.30% |
Sales Revenue [Member] | |
Concentration Risk [Line Items] | |
Number of customers in concentration | 2 |
Number of products in concentration | 3 |
Sales Revenue [Member] | Non-US [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 43.80% |
Sales Revenue [Member] | Customer One Concentration Risk [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 32.60% |
Sales Revenue [Member] | Customer Two Concentration Risk [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 16.70% |
Sales Revenue [Member] | Fire Ice [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 73.50% |
Sales Revenue [Member] | Soil 2 O [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 12.60% |
Sales Revenue [Member] | FireIce Shield [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 13.80% |
Sales Revenue [Member] | FireIce Products [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 85.80% |
Sales Revenue [Member] | FireIce Eductors, EMFIDS and extinguishers [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 12.60% |
Sales Revenue [Member] | Soil 2 O Traditional Sales [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 19.60% |
Sales Revenue [Member] | Soil 2 O Dust Control Products [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 80.40% |
Sales Revenue [Member] | Canisters and Refills [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 22.80% |
Sales Revenue [Member] | CTP units and products [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 25.80% |
Sales Revenue [Member] | Spray Bottles [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 51.00% |
Inventory purchases [Member] | |
Concentration Risk [Line Items] | |
Number of customers in concentration | 1 |
Inventory purchases [Member] | Supplier One Concentration Risk [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 53.40% |
Debt [Member] | Debt Financing [Member] | President and Principal Shareholder [Member] | |
Concentration Risk [Line Items] | |
Concentration risk, percentage | 100.00% |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] | Aug. 11, 2017USD ($)$ / sharesshares | Aug. 11, 2017USD ($)$ / sharesshares |
Private Placement [Member] | ||
Subsequent Event [Line Items] | ||
Common stock issued for cash in connection with stock purchase agreement | $ | $ 425,000 | |
Common stock issued in private placement, shares | 1,942,239 | |
Number of shares callable by warrants | 971,120 | 971,120 |
Exercise price of warrants | $ / shares | $ 2 | $ 2 |
President and Principal Shareholder [Member] | Private Placement [Member] | ||
Subsequent Event [Line Items] | ||
Common stock issued for cash in connection with stock purchase agreement | $ | $ 125,000 | |
Common stock issued in private placement, shares | 520,834 | |
Number of shares callable by warrants | 260,417 | 260,417 |
Accredited Investor [Member] | Private Placement [Member] | ||
Subsequent Event [Line Items] | ||
Common stock issued for cash in connection with stock purchase agreement | $ | $ 6,000 | |
Common stock issued in private placement, shares | 25,000 | |
Non Employee Directors [Member] | ||
Subsequent Event [Line Items] | ||
Options granted | 710,000 | |
Options expiration period | 10 years | |
Options granted, exercise price | $ / shares | $ 0.2113 | |
Volatility | 80.03% | |
Expected term | 5 years 6 months | |
Discount rate | 1.91% | |
Fair value | $ | $ 100,959 | |
CEO and CTO [Member] | ||
Subsequent Event [Line Items] | ||
Options granted | 500,000 | |
Options expiration period | 10 years | |
Options granted, exercise price | $ / shares | $ 0.2039 | |
Volatility | 80.03% | |
Expected term | 5 years | |
Discount rate | 1.82% | |
Fair value | $ | $ 65,833 |