Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 28, 2019 | Jun. 30, 2018 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2018 | ||
Entity Registrant Name | GelTech Solutions, Inc. | ||
Entity Central Index Key | 0001403676 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2018 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Common Stock, Shares Outstanding | 108,568,011 | ||
Entity Public Float | $ 7.3 | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
ASSETS | ||
Cash and cash equivalents | $ 69,809 | $ 43,888 |
Accounts receivable trade, net | 112,816 | 77,700 |
Inventories | 661,178 | 1,434,411 |
Prepaid expenses and other current assets | 207,297 | 133,361 |
Total current assets | 1,051,100 | 1,689,360 |
Furniture, fixtures and equipment, net | 122,199 | 185,433 |
Operating right of use asset, net | 29,349 | |
Inventories not expected to be realized within one year | 1,298,236 | 479,486 |
Deposits | 18,336 | 16,086 |
Total assets | 2,519,220 | 2,370,365 |
LIABILITIES AND STOCKHOLDERS' DEFICIT | ||
Accounts payable | 176,257 | 133,303 |
Accrued expenses | 276,465 | 634,791 |
Customer deposit | 721 | |
Insurance premium finance contract | 63,249 | 63,364 |
Total current liabilities | 516,692 | 831,458 |
Operating lease liability | 30,071 | |
Convertible notes - related party, net of discounts | 979,448 | 969,186 |
Convertible Line of Credit - related party, net of discounts | 3,122,367 | 5,328,530 |
Total liabilities | 4,648,578 | 7,129,174 |
Commitments and contingencies (Note 10) | ||
Stockholders' deficit | ||
Preferred stock: $0.001 par value; 5,000,000 shares authorized; no shares issued and outstanding | ||
Common stock: $0.001 par value; 200,000,000 and 150,000,000 shares authorized at December 31, 2018 and 2017, respectively; 103,651,791 and 74,914,703 shares issued and outstanding as of December 31, 2018 and 2017, respectively. | 103,652 | 74,915 |
Additional paid in capital | 53,900,638 | 47,285,967 |
Accumulated deficit | (56,133,648) | (52,119,691) |
Total stockholders' deficit | (2,129,358) | (4,758,809) |
Total liabilities and stockholders' deficit | $ 2,519,220 | $ 2,370,365 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
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 | 200,000,000 | 150,000,000 |
Common stock, shares issued | 103,651,791 | 74,914,703 |
Common stock, shares outstanding | 103,651,791 | 74,914,703 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | ||
Sales | $ 1,450,938 | $ 1,151,176 |
Cost of goods sold | 509,004 | 386,330 |
Gross profit | 941,934 | 764,846 |
Operating expenses: | ||
Selling, general and administrative expenses | 4,221,680 | 4,060,215 |
Research and development | 49,208 | 48,301 |
Total operating expenses | 4,270,888 | 4,108,516 |
Loss from operations | (3,328,954) | (3,343,670) |
Other income (expense) | ||
Interest income | 8 | 9 |
Gain (loss) on conversion of debt | (129,936) | |
Interest expense | (555,075) | (818,104) |
Total other income (expense) | (685,003) | (818,095) |
Net loss | $ (4,013,957) | $ (4,161,765) |
Net loss per common share - basic and diluted | $ (0.04) | $ (0.07) |
Weighted average shares outstanding - basic and diluted | 100,538,564 | 62,214,583 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($) | Common Stock [Member] | Additional Paid In Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2016 | $ 53,605 | $ 41,540,705 | $ (47,957,926) | $ (6,363,616) |
Balance, shares at Dec. 31, 2016 | 53,605,180 | |||
Common stock issued for cash | $ 25 | 5,975 | 6,000 | |
Common stock issued for cash, shares | 25,000 | |||
Common stock and warrants issued for cash | $ 12,983 | 2,652,017 | 2,665,000 | |
Common stock and warrants issued for cash, shares | 12,982,662 | |||
Common stock issued for cash in connection with stock purchase agreement | $ 858 | 209,697 | 210,555 | |
Common stock issued for cash in connection with stock purchase agreement, shares | 858,250 | |||
Common stock issued for services | $ 33 | 6,667 | 6,700 | |
Common stock issued for services, shares | 33,207 | |||
Common stock issued for accrued interest | $ 1,703 | 505,171 | 506,874 | |
Common stock issued for accrued interest, shares | 1,703,309 | |||
Common stock issued to convert convertible secured note | $ 5,707 | 1,991,776 | 1,997,483 | |
Common stock issued to convert convertible secured note, shares | 5,707,095 | |||
Options issued for services | 30,703 | 30,703 | ||
Options, warrants and stock appreciation rights vested | 323,934 | 323,934 | ||
Loan discounts from beneficial conversion feature and warrants | 19,322 | 19,322 | ||
Net loss | (4,161,765) | (4,161,765) | ||
Balance at Dec. 31, 2017 | $ 74,915 | 47,285,967 | (52,119,691) | $ (4,758,809) |
Balance, shares at Dec. 31, 2017 | 74,914,703 | 74,914,703 | ||
Common stock issued for cash | $ 588 | 115,412 | $ 116,000 | |
Common stock issued for cash, shares | 587,589 | |||
Common stock and warrants issued for cash | $ 15,443 | 3,044,557 | 3,060,000 | |
Common stock and warrants issued for cash, shares | 15,442,618 | |||
Common stock issued for exercise of employee options | $ 20 | 3,576 | 3,596 | |
Common stock issued for exercise of employee options, shares | 20,000 | |||
Common stock issued for services and commissions | $ 58 | 12,279 | 12,337 | |
Common stock issued for services and commissions, shares | 58,060 | |||
Common stock issued for accrued interest | $ 3,249 | 716,382 | 719,631 | |
Common stock issued for accrued interest, shares | 3,249,348 | |||
Common stock issued to convert convertible secured note | $ 9,379 | 2,490,621 | 2,500,000 | |
Common stock issued to convert convertible secured note, shares | 9,379,473 | |||
Options and warrants vesting | 216,272 | 216,272 | ||
Options issued for services | 15,572 | 15,572 | ||
Net loss | (4,013,957) | (4,013,957) | ||
Balance at Dec. 31, 2018 | $ 103,652 | $ 53,900,638 | $ (56,133,648) | $ (2,129,358) |
Balance, shares at Dec. 31, 2018 | 103,651,791 | 103,651,791 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Reconciliation of net loss to net cash used in operating activities: | ||
Net loss | $ (4,013,957) | $ (4,161,765) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 80,801 | 91,230 |
Amortization of right of use assets | 20,964 | |
Bad debt expense | 20,503 | 11,116 |
Amortization of convertible debt discounts | 174,163 | 198,442 |
Equity compensation expense | 216,272 | 323,934 |
Loss on conversion of debt | 129,936 | |
Stock issued for services and commissions | 12,337 | 6,700 |
Options and warrants issued for services | 15,572 | 30,703 |
Changes in assets and liabilities: | ||
Accounts receivable | (55,619) | 19,843 |
Inventories | (45,517) | (251,468) |
Prepaid expenses and other current assets | 16,080 | 70,982 |
Accounts payable | 22,954 | (8,492) |
Deferred revenue | (6,667) | |
Customer deposits | 721 | |
Lease liability | (20,241) | |
Settlement accrual | (26,789) | |
Accrued expenses | 381,304 | 619,884 |
Net cash used in operating activities | (3,043,727) | (3,082,347) |
Cash flows from Investing Activities | ||
Purchases of equipment | (17,567) | (23,369) |
Net cash used in investing activities | (17,567) | (23,369) |
Cash flows from Financing Activities | ||
Proceeds from sale of stock through private placements | 116,000 | 6,000 |
Proceeds from sale of stock and warrants through private placements | 3,060,000 | 2,665,000 |
Proceeds from sale of stock under stock purchase agreement | 210,555 | |
Proceeds from advances on convertible line of credit - related party | 200,000 | |
Proceeds from exercise of employee options | 3,596 | |
Payments on insurance finance contract | (92,381) | (83,135) |
Net cash provided by financing activities | 3,087,215 | 2,998,420 |
Net (decrease) increase in cash and cash equivalents | 25,921 | (107,296) |
Cash and cash equivalents - beginning | 43,888 | 151,184 |
Cash and cash equivalents - ending | 69,809 | 43,888 |
Supplemental Disclosure of Cash Flow Information: | ||
Cash paid for interest | 2,722 | 2,722 |
Cash paid for income taxes | ||
Supplementary Disclosure of Non-cash Investing and Financing Activities: | ||
Financing of prepaid insurance contracts | 92,266 | 94,542 |
Beneficial conversion feature of convertible notes | 9,661 | |
Loan discount from issuance of warrants | 9,661 | |
Common stock issued to convert convertible debt | 2,500,000 | 1,997,483 |
Common stock issued for accrued interest | $ 719,631 | $ 506,874 |
NATURE OF OPERATIONS, BASIS OF
NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. NATURE OF OPERATIONS, 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 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 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. (See Note 2) The corporate office is located in Jupiter, Florida and we also have an office in Niwot, Colorado to support our Wildland operations. Principles of Consolidation The accompanying 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 the subsidiaries during the years ended December 31, 2018 and 2017. All intercompany balances and transactions have been eliminated in consolidation. Cash and Cash Equivalents For the purposes of the statements of cash flows, the Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Accounts Receivable Accounts receivable are customer obligations due under normal trade terms. Senior management reviews receivables from customers on a monthly basis to determine if any receivables will potentially be uncollectible. The Company includes any accounts receivable balances that are determined to be uncollectible, along with a general reserve, in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. Inventories Inventories are stated at the lower of cost and net realizable value, with cost being determined using the first-in, first-out method. Property and Equipment and Depreciation Purchases of property and equipment are recorded at cost. Depreciation is computed using the straight-line method based on the estimated useful lives of the related assets of 3 to 7 years. Leasehold improvements are amortized over the lesser of the lease term or the useful life of the improvements. Expenditures for maintenance and repairs are expensed as incurred. Impairment of Long-Lived Assets The Company accounts for long-lived assets in accordance with the provisions of ASC 360-10. This statement requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. Fair Value of Financial Instruments and Fair Value Measurements We measure our financial assets and liabilities in accordance with ASC 820 "Fair Value Measurements and Disclosures". For certain of our financial instruments, including cash equivalents, accounts receivable, accounts payable and accrued expenses, the carrying amounts approximate fair value due to their short maturities. The carrying amount of our convertible and other debt approximates the fair value because the interest rate on those debts do not vary materially from the market rate for similar debt instruments. We follow accounting guidance for fair value measurements of financial and non-financial assets and liabilities. The standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. The Company had no financial or non-financial assets or liabilities measured at fair value and subject to this accounting standard as of December 31, 2018 or 2017. Leases The Company accounts for Leases in accordance with ASU 2016-02 - Leases In connection with entering into a new lease agreement for our Wildland operations in Colorado, the Company elected to early adopt the provisions of ASU 2016-02, Leases . As such, the Company recorded an operating lease right of use asset and an operating lease liability, both in the amount of $50,313. During the year ended December 31, 2018, the Company recognized expense of $20,964 related to the amortization of the right of use assets. Revenue Recognition On January 1, 2018, we adopted ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Accounting Standards Codification (ASC) Topic 605, Revenue Recognition. This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer purchase orders, including significant judgments. Revenue from sales of products is recognized when we have a contractual arrangement, products have been shipped to the customer, economic risk of loss has passed to the customer, the price is fixed or determinable, collection is probable, 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 location are shipped FOB shipping point. In June 2017, the Company entered into an agreement with a state forestry agency whereby the Company agreed to supply the equipment for two fixed airport mixing facilities in order to support the state agencys aerial wildland firefighting operations. The Company leased the equipment to the state agency for $33,000, which was recognized as revenue over the four-month period the equipment was set up on the airbases. In June 2018, the Company entered into an agreement with a state forestry agency whereby the Company agreed to supply the equipment for one fixed airport mixing facilities in order to support the state agencys aerial wildland firefighting operations. The Company leased the equipment to the state agency for $18,500, which was recognized as revenue over the four-month period the equipment was set up on the airbases. Shipping and Handling Costs Amounts invoiced to customers for shipping and handling are included in revenues. Shipping and handling costs related to sales of products are included in cost of sales in the amount of $38,510 and $56,389 for the years ended December 31, 2018 and 2017, respectively. Research and Development In accordance with ASC 730-10 expenditures for research and development of the Company's products are expensed when incurred, and are included in operating expenses. The Company recognized research and development costs of $49,208 and $48,301 during the years ended December 31, 2018 and 2017, respectively. Advertising The Company conducts advertising for the promotion of its products and services. In accordance with ASC 720-35, advertising costs are charged to operations when incurred; such amounts aggregated $3,106 and $1,673, respectively, during the years ended December 31, 2018 and 2017. 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 consolidated 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 during the years ended December 31, 2018 and 2017 include the allowance for doubtful accounts, depreciation and amortization, valuation and classification of inventories, valuation of the beneficial conversion features associated with convertible notes, valuation of options and warrants granted for services or settlements, valuation of common stock granted for services or for debt conversion, 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. 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 shareholders 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. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive. For the years ended December 31, 2018 and 2017, there was no separate computation of dilutive net loss per share since the common stock equivalents outstanding were anti-dilutive due to the net losses. At December 31, 2018, there were options to purchase 14,412,833 shares and warrants to purchase 15,909,480 shares of common stock outstanding which may dilute future earnings per share. In addition, there are 9,134,594 shares issuable upon conversion of convertible note agreements. At December 31, 2017, there were options to purchase 13,322,340 shares and warrants to purchase 14,291,342 shares of common stock outstanding which may dilute future earnings per share. In addition, there were 18,514,067 shares issuable upon conversion of convertible note agreements. Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718-10 Compensation Stock Compensation 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 stock appreciation rights are based on estimated fair values. Given the absence of adequate historical data, the Company uses the Simplified Method to estimate the term of options granted to employees and directors. Stock option compensation expense recognized under ASC 718-10 for the years ended December 31, 2018 and 2017 was $214,628 and $322,019, respectively, related to employee, director and advisory board stock options, and is included in selling, general and administrative expenses in the 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 December 31, 2018, the total compensation cost for stock options and warrants not yet recognized was $52,981. This cost will be recognized over the remaining vesting period of the options, approximately three years. The Company accounts for non-employee stock-based awards 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 years ended December 31, 2018 and 2017 was $1,644 and $1,915, respectively. Equity Incentive Plans In January 2007, the Company established the 2007 Equity Incentive Plan which provides for the issuance of stock options, stock appreciation rights, restricted stock or restricted stock units to our directors, employees and consultants. As of December 31, 2018 and 2017, the number of shares authorized by the Plan was 15,000,000. The Plan has expired. On August 4, 2017, the Board adopted the 2017 Equity Incentive Plan (the Equity Incentive Plan). Employees, directors and consultants of the Company are eligible to participate in the Equity Incentive Plan. The Equity Incentive Plan is administered by the Compensation Committee of the Board or the full Board during such times as no committee is appointed by the Board or during such times as the Board is acting in lieu of the committee (in either case, the Committee). The Equity Incentive Plan provides for the grant of equity-based compensation in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance cash and other share-based awards. Under the Equity Incentive Plan, all directors who are not employees or own 10% or more of the Companys outstanding stock at the time of grant shall automatically receive a grant of stock options as follows: Initial Grants A Chairman of the Board - 50,000 options B Director - 30,000 options C Chair of a Committee - 10,000 options D Member of a Committee - 5,000 options Annual Grants A Chairman of the Board - 70,000 options B Director - 100,000 options C Chair of a Committee - 20,000 options D Member of a Committee - 10,000 options All initial grants of options to new non-employee directors and committee members vest annually over a three-year period on the anniversary date of the grant, subject to continuing service as a director, Committee member, Chairman of the Board or Chairman of a Committee on the applicable vesting date. Options automatically granted annually under the Equity Incentive Plan vest the following June 30th, subject to continuing service as a director. The exercise price of options or stock appreciation rights granted under the 2017 Equity Incentive Plan shall not be less than the fair market value of the underlying common stock at the time of grant. In the case of incentive stock options, the exercise price may not be less than 110% of the fair market value in the case of 10% shareholders. Options and stock appreciation rights granted under the Equity Incentive Plan shall expire no later than ten years after the date of grant. The option price may be paid in United States dollars by check or wire transfer or, at the discretion of the Board of Directors or Compensation Committee, by delivery of shares of our common stock having fair market value equal as of the date of exercise to the cash exercise price, or a combination thereof. The identification of individuals entitled to receive awards, the terms of the awards, and the number of shares subject to individual awards, are determined by the Board of Directors or the Compensation Committee, in their sole discretion. The purchase price per share, if applicable, shall be adjusted for any increase or decrease in the number of issued shares resulting from a recapitalization, reorganization, merger, consolidation, exchange of shares, stock dividend, stock split, reverse stock split, or other subdivision or consolidation of shares. The Board of Directors or the Compensation Committee may from time to time alter, amend, suspend, or discontinue the Equity Incentive Plan with respect to any shares as to which awards of stock rights have not been granted. However, no rights granted with respect to any awards under this Equity Incentive Plan before the amendment or alteration shall be impaired by any such amendment, except with the written consent of the grantee. Under the terms of the Equity Incentive Plan, the Board of Directors or the Compensation Committee may also grant awards which will be subject to vesting under certain conditions. The vesting may be time-based or based upon meeting performance standards, or both. All of our Stock Option Agreements provide for clawback provisions, which enable our Board of Directors to cancel stock awards and recover past profits if the person is dismissed for cause or commits certain acts which harm us. 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. Income Taxes The Company accounts for income taxes pursuant to the provisions of ASC 740-10, "Accounting for Income Taxes," which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. The Company follows the provisions of the ASC 740 -10 related to, Accounting for Uncertain Income Tax Positions. Effective July 1, 2007, the Company adopted ASC 740-10-25 Definition of Settlement, On December 22, 2017, the Tax Act was signed into law and significantly reformed the Internal Revenue Code of 1986, as amended. The Tax Act will significantly impact the Company by reducing the federal corporate tax rate from 35% to 21%, effective January 1, 2018. Legal Costs and Contingencies In the normal course of business, the Company incurs costs to hire and retain external legal counsel to advise it on regulatory, litigation and other matters. The Company expenses these costs as the related services are received. If a loss is considered probable and the amount can be reasonably estimated, the Company recognizes an expense for the estimated loss. If the Company has the potential to recover a portion of the estimated loss from a third party, the Company makes a separate assessment of recoverability and reduces the estimated loss, if recovery is also deemed probable. New Accounting Pronouncements Other than ASC 2018-07, Compensation Stock Compensation (Topic718), Improvements to Nonemployee Share-Based Payment Accounting, which is effective January 1, 2019, and which we do not believe will have any effect on the Companys consolidated financial position or results of operations, no other Accounting Standards Updates (ASUs) which were not effective until after December 31, 2018 are expected to have a significant effect on the Company's consolidated financial position or results of operations. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Dec. 31, 2018 | |
GOING CONCERN [Abstract] | |
GOING CONCERN | 2. GOING CONCERN These consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize it assets and discharge its liabilities in the normal course of business. The Company has a net loss and net cash used in operating activities of $4,013,957 and $3,043,727, respectively, for the year ended December 31, 2018 and has an accumulated deficit and stockholders deficit of $56,133,648 and $2,129,358, respectively, at December 31, 2018. In addition, the Company has not yet generated revenue sufficient to support ongoing operations. 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. The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders, the ability of the Company to obtain necessary debt or equity financing to continue operations, and the attainment of profitable operations. These 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 year ended December 31, 2018, the Company received $3,176,000 from private placements, including $965,000 from its president, chairman and principal shareholder. In August 2017, Management believes that additional fundings from either Mr. Mosler or its president, 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. |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 12 Months Ended |
Dec. 31, 2018 | |
Accounts Receivable, Net [Abstract] | |
ACCOUNTS RECEIVABLE | 3. ACCOUNTS RECEIVABLE Accounts receivable at December 31, 2018 and 2017 was as follows: As of 2018 2017 Accounts receivable $ 139,436 $ 88,816 Allowance for doubtful accounts (26,620 ) (11,116 ) $ 112,816 $ 77,700 Bad debt expense on trade accounts receivable for the years ended December 31, 2018 and 2017 was $20,503 and $11,116, respectively. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | 4. INVENTORIES Inventories consisted of the following at December 31, 2018 and 2017: As of 2018 2017 Finished goods $ 1,108,911 $ 916,611 Raw materials 850,503 997,286 1,959,414 1,913,897 Less: Inventory not expected to be realized within one year (1,298,236 ) (479,486 ) Total current inventory $ 661,178 $ 1,434,411 As of December 31, 2018, the Company had approximately $61,399 of consignment inventory consisting of FireIce 561, FireIce Pro, FireIce HVOF and HDU Wand Kits held by five customers. As of December 31, 2017, the Company had approximately $5,490 of consignment inventory consisting of FireIce 561 with a certain customer. As of December 31, 2018, the Company estimated that raw materials and finished goods in the amount $1,298,236 would most likely not be consumed in the next twelve months and therefore reclassified that amount to non-current inventory in the consolidated balance sheet. |
FURNITURE, FIXTURES AND EQUIPME
FURNITURE, FIXTURES AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
FURNITURE, FIXTURES AND EQUIPMENT | 5. FURNITURE, FIXTURES AND EQUIPMENT Furniture, fixtures and Estimated December 31, Useful Life 2018 2017 Wildland equipment 3 - 5 years $ 169,957 $ 167,457 Wildland vehicles 5 - 7 years 204,117 204,117 Equipment 3 - 5 years 140,275 137,100 Storage facilities 3 years 38,986 38,986 Other vehicles 5 years 63,545 63,545 Furniture and fixtures 5 years 32,312 20,420 649,192 631,625 Accumulated depreciation (526,993 ) (446,192 ) $ 122,199 $ 185,433 Depreciation expense was $80,801 and $91,230, respectively, for the years ended December 31, 2018 and 2017. |
SECURED CONVERTIBLE NOTE AGREEM
SECURED CONVERTIBLE NOTE AGREEMENTS | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE AND NON-CONVERTIBLE NOTE AGREEMENTS | 6. SECURED CONVERTIBLE NOTE AGREEMENTS The Company currently has two debt facilities outstanding, all held by its president, chairman and principal shareholder. Previously, the Company also had a convertible note in the amount of $1,997,483, dated February 1, 2013 which 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. During the year ended December 31, 2017, the Company recognized interest expense of $92,760. In September 2017, the Companys chairman and principal shareholder elected to convert the note principal into shares of the Companys common stock. As such, in accordance with the terms of the note, the Company issued 5,707,095 shares. As of March 31, 2018, the principal balance of the note was $ -0- and accrued interest amounted to $93,170. In April 2018, the Company issued 266,201 shares of common stock in conversion of the accrued interest in accordance with the terms of the note. 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. 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. This discount is being amortized over the remaining term of the note. For the years ended December 31, 2018 and 2017, the Company recorded interest expense of $10,262 and $10,261, respectively, related to the amortization of the discounts related to the warrants. As of December 31, 2018 and 2017, the balance of the unamortized discount related to the warrants was $20,552 and $30,814, respectively. In April 2018, the Company issued 612,457 shares of common stock in conversion of accrued interest on the note in the amount of $128,616. As of December 31, 2018, the principal balance on this note is $1,000,000 and accrued interest amounted to $44,520. In connection with the debt modifications described above, the Company entered into a secured convertible line of credit agreement for up to $4 million with its president and principal shareholder. On April 8, 2016, the Company and its president 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 president 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 president and principal shareholder, receive advances under the secured convertible line of credit. 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 president 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. As of December 31, 2018, $105,000 remains available on the Note as a total of $5,895,000 has previously been advanced. During 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 396,926 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 year ended December 31, 2018 and 2017, the Company has recognized interest expense of $163,901 and $188,181, respectively, related to the amortization of the loan discounts associated with the Secured Revolving Convertible Promissory Note Agreement. In April 2018, the Company issued 2,370,690 shares of common stock in conversion of accrued interest on the advances as of March 31, 2018, in the amount $497,845. Interest is converted at the fair market value of our stock on the date of the conversion. In July 2018, the Company issued 9,379,473 shares of common stock to its chairman and principal shareholder upon the conversion of $2.5 million of Secured Convertible Notes (Notes). The Notes were converted at prices ranging from $0.21 to $0.35 per share. In connection with the conversion, the Company recorded a loss on conversion of $129,936 representing the remaining balance of unamortized discounts on the notes converted. No gain or loss was recorded relating to the fair value of the shares exchanged because the debt was converted based upon the contractual terms of the Secured Notes. In addition to the conversion, the Companys chairman, president and principal shareholder agreed to reduce the annual interest rate on the remaining Notes and a $1 million Secured Convertible Promissory Note from 7.5% to 5.0%. The remaining Notes are convertible at prices ranging from $0.35 to $0.82 per share. Because the change in interest rates did not significantly affect the present value of the remaining debt it has been treated as a debt modification. As of December 31, 2018, the principal balance of the Notes is $3,395,000 and the balance of the unamortized discounts related to the warrants and the beneficial conversion feature was $136,316 and $136,317, respectively. In addition, accrued interest due on these advances amounted to $203,545 at December 31, 2018. The calculated loan discounts in 2017 were based on the relative fair value of the warrants which was calculated by the Company using the Black Scholes option pricing model loan discount, using volatilities of 97.04% and 99.04%, based on the Companys historical stock price, discount rates of 1.19% and 1.22%, and expected terms of 2 years, the term of the warrants. A summary of notes payable and related discounts as of December 31, 2018 is as follows: Principal Unamortized Discount Debt, Net of Discount Related parties Secured Convertible notes payable $ 1,000,000 $ (20,552 ) $ 979,448 Secured Convertible Line of Credit 3,395,000 (272,633 ) 3,122,367 Less current portion Secured convertible notes payable and line of credit, net of current portion $ 4,395,000 $ (293,185 ) $ 4,101,815 A summary of notes payable and related discounts as of December 31, 2017 is as follows: Principal Unamortized Discount Debt, Net of Discount Related parties Secured Convertible notes payable $ 1,000,000 $ (30,814 ) $ 969,186 Secured Convertible Line of Credit 5,895,000 (566,470 ) 5,328,530 Less current portion Secured convertible notes payable and line of credit, net of current portion $ 6,895,000 $ (597,284 ) $ 6,297,716 |
STOCKHOLDERS' DEFICIT
STOCKHOLDERS' DEFICIT | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' DEFICIT | 7. 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 limitations 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 In June 2018, the Companys shareholders approved increasing the authorized number of shares of $0.001 par value common stock from 150 million to 200 million shares. In July 2018, the Company filed a Certificate of Amendment to the Companys Certificate of Incorporation increasing the Companys common stock to 200 million shares. Common Stock Issued for Cash On August 12, 2015, the Company signed a $10 million Purchase Agreement with Lincoln Park and 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 had the right to sell, and Lincoln Park was 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 October 16, 2015. During the year ended December 31, 2017, the Company issued 858,520 shares of common stock, including 8,250 commitment shares, to Lincoln Park in exchange for $210,555. During the year ended December 31, 2018, the Company did not sell shares to Lincoln Park and the agreement expired in May 2018. Private Placements During the year ended December 31, 2017, the Company issued 25,000 shares of common stock in exchange for $6,000 in a private placement with an accredited investor. During the year ended December 31, 2018, the Company issued 587,589 shares of common stock to four accredited investors in exchange for $116,000. Issuances of Common Stock and Warrants for Cash During the year ended December 31, 2017, the Company issued 12,982,662 shares of common stock and two-year warrants to purchase 6,491,334 shares of common stock at an exercise price of $2.00 per share in exchange for $2,665,000 in connection with private placements with four accredited investors, including issuances of 4,568,182 shares and two-year warrants to purchase 2,284,093 shares of common stock to its president, chairman and principal shareholder in exchange for $975,000. During the year ended December 31, 2018 the Company issued 15,442,618 shares of common stock and two-year warrants to purchase 7,721,310 shares of common stock at an exercise price of $2.00 per share in exchange for $3,060,000 in connection with private placements with three accredited investors, including issuances of 4,643,786 shares and two-year warrants to purchase 2,321,893 shares of common stock to our chairman and principal shareholder in exchange for $965,000. C ommon Stock Issued for Interest 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 $357,063 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. In April 2018, the Company issued 266,201 shares of common stock, with a fair market value of $55,902 to our chairman and principle shareholder to convert accrued interest in the amount of $93,170, converted at $0.35 per share in connection with a secured convertible note agreement that was converted in September 2017. Because the shares were with a related party, the gain on conversion of $37,268 was recorded to paid in capital. In April 2018, the Company issued 2,983,147 shares of common stock, with a fair market value of $626,461, to its chairman and principle shareholder in conversion of accrued interest of $626,461 as of March 31, 2018 on a $1 million secured convertible note and its $6 million secured convertible line of credit. C ommon Stock Issued for Conversion of Debt In September 2017, in accordance with the terms of the note, the Company issued 5,707,095 shares of common stock to its chairman and principal shareholder in conversion of note principal in the amount of $1,997,483. In July 2018, the Company issued 9,379,473 shares of common stock to its chairman and principal shareholder upon the conversion of $2.5 million of Secured Convertible Notes (Notes). The Notes were converted at prices ranging from $0.21 to $0.35 per share. In connection with the conversion, the Company recorded a loss on conversion of $129,936 representing the remaining balance of unamortized discounts on the notes converted. No gain or loss was recorded relating to the fair value of the shares exchanged because the debt was converted based upon the contractual terms of the Secured Notes. Other Issuances of Common Stock During the year ended December 31, 2017, the Company issued 11,570 shares of common stock, valued at $0.20 and $0.25 per share based on the average closing price of the stock for the service period or $2,700 to a consultant in exchange for services. During the year ended December 31, 2017 the Company issued 21,637 shares of common stock valued at between $0.18 and $0.19 per share in exchange for investor relations services valued at $4,000. During the year ended December 31, 2018, the Company issued 22,043 shares of restricted common stock, valued between $0.15 and $0.32 per share based on the average closing price of the stock for the service period or $4,500 to a consultant in exchange for services. During the year ended December 31, 2018 the Company issued 11,764 shares of common stock valued at $0.17 per share in exchange for investor relations services valued at $2,000. During the year ended December 31, 2018, the Company issued 24,253 shares of restricted common stock, valued between $0.17 and $0.28 per share based on the closing price of the stock for the service period to its National Sales Director as payment for commission in the amount of $5,837 in accordance with his employment agreement. In July 2018, the Company issued 20,000 shares in connection with the exercise of options by an employee in exchange for $3,596. Options and Warrants to Purchase Common Stock The fair value of stock option grants for the year ended December 31, 2018 and 2017 were estimated using the following weighted-average assumptions: For the Years Ended 2018 2017 Risk free interest rate 2.55% 2.84% 1.29% 2.12% Expected term in years 2.5 10.0 2.0 5.5 Dividend yield Volatility of common stock 64.92% 76.02% 72.11% 99.06% Estimated annual forfeitures The Black-Scholes option-pricing model was developed for use in estimating the fair value of non-traded options, which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions including the expected stock price volatility. Because the Company's stock options and warrants have characteristics different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management's opinion, the existing models do not necessarily provide a reliable single measure of the fair value of such stock options. During the years ended December 31, 2018 and 2017, the Company used the Companys trading prices in calculating the stock price volatility and based its volatility on historical volatility. The expected term was estimated using the simplified method for employee stock options since the Company does not have adequate historical exercise data to estimate the expected term. On August 4, 2017, the Board adopted the Equity Incentive Plan. Employees, directors and consultants of the Company are eligible to participate in the Equity Incentive Plan. The Equity Incentive Plan is administered by the Compensation Committee of the Board or the full Board during such times as no committee is appointed by the Board or during such times as the Board is acting in lieu of the committee (in either case, the Committee). The Equity Incentive Plan provides for the grant of equity-based compensation in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance cash and other share-based awards. In accordance with the adoption of the Plan, the non-employee directors were granted options identical to the automatic option grants that were previously issued each year for Board service under the prior Plan. Options to Purchase Common Stock A summary of stock option transactions issued to employees under the 2017 and 2007 Plans for the years ended December 31, 2018 and 2017 is as follows: Employee Options and Stock Appreciation Rights Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Balance at December 31, 2016 8,195,507 $ 0.85 5.36 Granted 1,076,000 $ 0.20 7.9 Exercised $ Forfeited $ Expired (335,000 ) $ 0.50 Outstanding at December 31, 2017 8,396,507 $ 0.75 4.25 $ Exercisable at December 31, 2017 5,795,224 $ 0.84 3.30 $ Weighted average fair value of options granted during the year ended December 31, 2017 $ 0.12 Balance at December 31, 2017 8,936,507 $ 0.75 4.25 Granted 749,000 $ 0.18 5.0 Exercised (20,000 ) $ 0.18 4.5 Forfeited $ Expired (639,507 ) $ 0.94 Outstanding at December 31, 2018 9,026,000 $ 0.69 3.72 $ 6,495 Exercisable at December 31, 2018 5,813,550 $ 0.73 3.25 $ 6,495 Weighted average fair value of options granted during the year ended December 31, 2018 $ 0.07 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. On August 7, 2017, the Company granted ten-year fully vested options to purchase 500,000 shares of common stock at an exercise price of $0.2039 per share to its chief executive and chief technology officer. The options were valued with the Black-Scholes option pricing model using an expected volatility of 80.03% based upon the historical price of the companys stock, an expected term of five years using the simplified method and a risk-free rate of 1.82%. The calculated fair value, $65,833 was recorded as expense during the year ended December 31, 2017. On August 16, 2017, the Company granted ten-year fully vested options to purchase 125,000 shares of common stock at an exercise price of $0.185 per share to its chief financial officer in connection with the signing of new employment agreement. (See Note 6.) The options were valued with the Black-Scholes option pricing model using an expected volatility of 79.98% based upon the historical price of the companys stock, an expected term of five years using the simplified method, and a risk-free rate of 1.77%. The calculated fair value, $14,907 was recorded as expense during the year ended December 31, 2017. On August 28, 2017, the Company granted five-year fully vested options to purchase 25,000 shares of common stock at an exercise price of $0.20 per share to a new employee in connection with his employment. The options were valued with the Black-Scholes option pricing model using an expected volatility of 79.68% based upon the historical price of the companys stock, an expected term of 2.5 years using the simplified method, and a risk-free rate of 1.29%. The calculated fair value, $2,399 was recorded as expense during the year ended December 31, 2017. On October 2, 2017, the Company granted five-year fully vested options to purchase 25,000 shares of common stock at an exercise price of $0.20 per share to a new employee in connection with his employment. The options were valued with the Black-Scholes option pricing model using an expected volatility of 79.68% based upon the historical price of the companys stock, an expected term of 2.5 years, the term of the options and a risk-free rate of 1.56%. The calculated fair value, $2,385 was recorded as expense during the three months ended December 31, 2017. On December 13, 2017, the Company granted five-year fully vested options to purchase 251,000 shares of common stock at an exercise price of $0.1798 per share to employees. The options were valued with the Black-Scholes option pricing model using an expected volatility of 72.11% based upon the historical price of the companys stock, an expected term of 2.5 years, the term of the options and a risk-free rate of 1.85%. The calculated fair value, $20,155 was recorded as expense during the three months ended December 31, 2017. In January 2018, the Company granted ten-year fully vested options to purchase 150,000 shares of common stock at an exercise price of $0.14 per share to our national Sales Director. The options were valued with the Black-Scholes option pricing model using a volatility of 65.97% based upon the historical price of the companys stock, a term of five years, using the simplified method, and a risk-free rate of 2.49%. The calculated fair value, $11,918 was included in expense during the year ended December 31, 2018. In June 2018, the Company granted five-year fully vested options to purchase 100,000 shares of common stock at an exercise price of $0.25 per share to our then Director of Wildland and Soil2O. The options were valued with the Black-Scholes option pricing model using a volatility of 64.92% based upon the historical price of the companys stock, a term of 5.5 years, using the simplified method, and a risk-free rate of 2.84%. The calculated fair value, $14,694 was included in expense during the year ended December 31, 2018. In November 2018, the Company granted five-year fully vested options to purchase 100,000 shares of common stock at an exercise price of $0.20 per share to our Chief Utility Strategy Officer. The options were valued with the Black-Scholes option pricing model using a volatility of 74.29% based upon the historical price of the companys stock, a term of 3.0 years, using the simplified method, and a risk-free rate of 3.05%. The calculated fair value, $10,072 will be expensed ratably over the one-year vesting period. On December 20, 2018, the Company granted five-year fully vested options to purchase 374,000 shares of common stock at an exercise price of $0.165 per share to employees. The options were valued with the Black-Scholes option pricing model using an expected volatility of 76.02% based upon the historical price of the companys stock, an expected term of 2.5 years, using the simplified method and a risk-free rate of 2.55%. The calculated fair value, $28,973was recorded as expense during the year ended December 31, 2018. On December 20, 2018, the Company granted five-year fully vested options to purchase 25,000 shares of common stock at an exercise price of $0.165 per share to a new employee in connection with their hiring. The options were valued with the Black-Scholes option pricing model using an expected volatility of 76.02% based upon the historical price of the companys stock, an expected term of 2.5 years, using the simplified method and a risk-free rate of 2.55%. The calculated fair value, $1,937 was recorded as expense during the year ended December 31, 2018. A summary of options issued to directors under the 2017 and 2007 Plans and changes for the year ended December 31, 2018 and 2017 is as follows: Options Issued to Directors Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Balance at December 31, 2016 3,480,833 $ 0.86 6.93 Granted 690,000 $ 0.211 10.00 Exercised $ Forfeited $ Expired $ Outstanding at December 31, 2017 4,170,833 $ 0.75 6.54 $ Exercisable at December 31, 2017 3,517,166 $ 0.86 5.395 $ Weighted average fair value of options granted during the year ended December 31, 2017 $ 0.14 Balance at December 31, 2017 4,170,833 $ 0.75 6.54 Granted 690,000 $ 0.285 10.00 Exercised $ Forfeited $ Expired (135,000 ) $ 0.82 Outstanding at December 31, 2018 4,725,833 $ 0.68 6.29 $ Exercisable at December 31, 2018 4,092,166 $ 0.75 5.75 $ Weighted average fair value of options granted during the year ended December 31, 2018 $ 0.17 Upon the adoption of the Companys Equity Incentive Plan on August 4, 2017 and as prescribed by the Plan, the Company issued ten-year options to purchase 690,000 shares of common stock to non-employee directors at an exercise price of $0.211 per share. The options vest on June 30, 2018, subject to continued service as a director. The options were valued with the Black-Scholes option pricing model using an expected volatility of 80.03% based upon the historical price of the companys stock, an expected term of 5.5 years using the simplified method, and a risk-free rate of 1.88%. The calculated fair value, $100,918 will be recorded as expense over the vesting period. In accordance with the Equity Incentive Plan, on July 1, 2018 the non-employee directors were granted ten- year options to purchase 690,000 shares of common stock to non-employee directors at an exercise price of $0.285 per share. The options vest on June 30, 2019, subject to continued service as a director. The options were valued with the Black-Scholes option pricing model using an expected volatility of 65.76% based upon the historical price of the companys stock, an expected term of 5.5 years using the simplified method, and a risk-free rate of 2.77%. The calculated fair value, $116,482, is being recorded as expense over the vesting period. Non-Employee, Non-Director Options A summary of options issued to non-employees, non-directors under the 2017 and 2007 Plans and changes during the years ended December 31, 2018 and 2017 is as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Balance at December 31, 2016 20,000 $ 1.18 1.75 Granted 195,000 $ 0.25 5.0 Exercised $ Forfeited $ Expired $ Outstanding at December 31, 2017 215,000 $ 0.34 3.98 $ 1,359 Exercisable at December 31, 2017 215,000 $ 0.34 3.98 $ 1,359 Weighted average fair value of options granted during the year ended December 31, 2017 $ 0.18 Balance at December 31, 2017 215,000 $ 0.34 3.98 Granted 216,000 $ 0.15 5.0 Exercised $ Warrants exchanged for options 250,000 $ 0.34 1.6 Expired (20,000 ) $ 1.18 Outstanding at December 31, 2018 661,000 $ 0.25 5.30 $ 4,830 Exercisable at December 31, 2018 661,000 $ 0.25 5.30 $ 4.830 Weighted average fair value of options granted during the year ended December 31, 2018 $ 0.10 In January 2017, the Company granted five-year fully vested options to purchase 150,000 shares of common stock at an exercise price of $0.275 per share to the Companys corporate lawyer 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 is being amortized over a twelve-month period. In addition, the Company agreed to the exchange of warrants, held by its legal counsel, to purchase 250,000 shares at exercise prices of $0.27 and $0.34 per share into options with the identical remaining terms and conditions. On December 13, 2017, the Company granted five-year fully vested options to purchase 45,000 shares of common stock at an exercise price of $0.1798 per share to consultants. The options were valued with the Black-Scholes option pricing model using an expected volatility of 72.11% based upon the historical price of the companys stock, an expected term of 5 years, the term of the options and a risk-free rate of 2.125%. The calculated fair value, $4,847 was recorded as expense during the year ended December 31, 2017. In January 2018, the Company granted ten-year fully vested options to purchase 150,000 shares of common stock at an exercise price of $0.14 per share in exchange for legal services. The options were valued with the Black-Scholes option pricing model using a volatility of 65.97% based upon the historical price of the companys stock, a term of ten years, the term of the warrants and a risk-free rate of 2.70%. The calculated fair value, $15,572 was recorded as prepaid expense and $14,274 was amortized to expense during the year ended December 31, 2018. On December 20, 2018, the Company granted five-year fully vested options to purchase 66,000 shares of common stock at an exercise price of $0.165 per share to consultants. The options were valued with the Black-Scholes option pricing model using an expected volatility of 76.02% based upon the historical price of the companys stock, an expected term of 5.0 years, the term of the options and a risk-free rate of 2.55%. The calculated fair value, $6,854 was recorded as expense during the year ended December 31, 2018. Warrants Issued for Settlement Number of Warrants Weighted Average Exercise Price Remaining Contractual Life Balance at December 31, 2016 600,000 $ 0.52 2.3 Granted $ Exercised $ Forfeited $ Expired (350,000 ) $ 0.63 Outstanding at December 31, 2017 250,000 $ 0.37 3.5 Exercisable at December 31, 2017 250,000 $ 0.37 3.5 Weighted average fair value of warrants granted during the year ended December 31, 2017 N/A Balance at December 31, 2017 250,000 $ 0.37 3.5 Granted $ Exercised $ Forfeited $ Expired $ Outstanding at December 31, 2018 250,000 $ 0.37 2.5 Exercisable at December 31, 2018 250,000 $ 0.37 2.5 Weighted average fair value of warrants granted during the year ended December 31, 2018 N/A The Company did not issue any warrants as settlement during the years ended December 31, 2018 and 2017. Warrants issued for cash or services A summary of warrants issued for cash or services and changes during the years ended December 31, 2018 and 2017 is as follows: Number of Warrants Weighted Average Exercise Price Remaining Contractual Life Balance at December 31, 2016 15,133,564 $ 1.73 1.68 Granted 6,888,170 $ 2.00 2.0 Exercised $ Forfeited $ Expired (7,980,392 ) $ 1.96 Outstanding at December 31, 2017 14,041,342 $ 1.78 1.33 Exercisable at December 31, 2017 13,829,034 $ 1.78 1.31 Weighted average fair value of warrants granted during the year ended December 31, 2017 $ 0.26 Balance at December 31, 2017 14,041,342 $ 1.78 1.33 Granted 7,721,310 $ 2.00 2.0 Exercised $ Exchanged for options (250,000 ) $ 0.34 1.6 Expired (5,853,172 ) $ 1.87 Outstanding at December 31, 2018 15,659,480 $ 1.91 1.15 Exercisable at December 31, 2018 15,651,147 $ 1.91 1.15 Weighted average fair value of warrants granted during the year ended December 31, 2018 N/A During the year ended December 31, 2017, the Company issued two-year warrants to purchase 6,491,344 shares of common stock at an exercise price at $2.00 per share in connection with private placements with four accredited investors, including the issuance of two-year warrants to purchase 2,284,093 shares of common stock to its president, chairman and principal shareholder. During the year ended December 31, 2017, warrants to purchase 7,980,392 shares of common stock at exercise prices ranging from $0.63 to $2.00 per share expired. In addition, during the year ended December 31, 2017, the Company issued two-year warrants to purchase 396,926 shares of common stock at an exercise price of $2.00 per share in connection with advances from its president, chairman and principal shareholder pursuant to a secured convertible line of credit agreement. In January 2018, the Company agreed to the exchange of warrants held by its legal counsel, to purchase 250,000 shares at exercise prices of $0.27 and $0.34 per share into options with the identical remaining terms and conditions. During the year ended December 31, 2018, the Company issued two-year warrants to purchase 7,721,310 shares of common stock at an exercise price at $2.00 per share in connection with private placements with three accredited investors, including the issuance of two-year warrants to purchase 2,231,893 shares of common stock to its president, chairman and principal shareholder. During the year ended December 31, 2018, warrants to purchase 5,853,172 shares of common stock at exercise prices ranging from $1.00 to $2.00 per share expired. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 8. INCOME TAXES Due to the net losses incurred, there was no income tax provision for the years ended December 31, 2018 and 2017. Deferred tax assets and liabilities as of December 31, 2018 and 2017 were as follows: December 31, 2018 2017 Deferred Tax Assets: Net operating loss carryforward $ 11,785,489 $ 10,852,456 Allowance for bad debt 66,033 55,224 Stock-based compensation 1,857,076 1,807,249 Depreciation (2,282 ) (9,903 ) Gross deferred tax asset 13,706,316 12,700,026 Less: deferred tax asset valuation allowance (13,706,316 ) (12,700,026 ) Total deferred tax asset Less: Deferred tax liability depreciation Net deferred taxes $ $ The Company had available at December 31, 2018, net operating loss carryforwards for federal and state tax purposes of approximately $42,757,777 that could be applied against taxable income in subsequent years through December 31, 2037 and $3,733,302 that may be carried forward indefinitely, subject to annual limitations. The amount of net operating loss carryforward that can offset future taxable income may be limited in accordance with IRC Section 382 following certain ownership changes. Based on the weight of available evidence, both positive and negative, a valuation allowance to fully provide for the net deferred tax assets has been recorded since it is more likely than not that the deferred tax assets will not be realized. On December 22, 2017, the Tax Act was signed into law and significantly reformed the Internal Revenue Code of 1986, as amended. The Tax Act will significantly impact the Company by reducing the federal corporate tax rate from 34% to 21%, effective January 1, 2018. However, at December 31, 2017, the deferred items were revalued based upon the new 21% tax rate. The valuation allowance increased by $1,006,290 during the year ended December 31, 2018. Reconciliation of the differences between income tax expense (benefit) computed at the federal statutory tax rate of 21% and 34% for 2018 and 2017, respectively, and the provision for income tax expense (benefit) for the years ended December 31, 2018 and 2017 was as follows: For the Years Ended December 31, 2018 2017 Amount % Amount % Tax at U.S. statutory rate $ (842,931 ) -21.00 % $ (1,415,000 ) -34.00 % State taxes, net of federal benefit (173,805 ) -4.33 % (150,648 ) -3.62 % Other 10,446 0.26 % (357,550 ) -8.59 % Change in Federal tax rate 0.00 % (2,305,727 ) -55.4 % Change in valuation allowance 1,006,290 25.07 % 4,228,925 101.61 % $ 0.00 % $ 0.00 % |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 9. RELATED PARTY TRANSACTIONS The following related parties are employed at GelTech: · The CTO ’ – · The CTO ’ The Company has employment arrangements with its executive officers which are described in Note 10. The Company has entered into a series of credit facilities with its president and principal stockholder as more fully described in Notes 6 and 7. Our CEO, president and principal stockholder receives no compensation for his services to the Company. During the years ended December 31, 2018 and 2017, the Company issued common stock and warrants to its president, chairman and principal shareholder in exchange for cash as more fully described in Note 7. On January 23, 2015, the Company approved an amendment to the Employment Agreement of Mr. Peter Cordani, the Company's Founder, acting Chief Executive Officer and Chief Technology Officer. In addition to his salary, Mr. Cordani received 5% of the first $2 million of revenue generated by the Company in 2017 and 2016. In August 2017, During the year ended December 31, 2017, the Company issued 7,954,480 shares of common stock and two-year warrants to purchase 3,977,241 shares of common stock at an exercise price of $2.00 per share to the Investor in exchange for $1,575,000 in connection with private placements. During the year ended December 31, 2018, the Company issued 10,215,380 shares of common stock and two-year warrants to purchase 5,107,871 shares of common stock at an exercise price of $2.00 per share to the Investor and a Company owned by the investor in exchange for $1,930,000 in connection with private placements. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 10. COMMITMENTS AND CONTINGENCIES The Company leases office and warehouse space, on a month to month basis located in Jupiter, Florida. Rent expense for the years ended December 31, 2018 and 2017 was $115,403 and $114,720, respectively. In February 2018, the Company entered into a two-year operating lease agreement for an office in Niwot, Colorado to better serve our Wildland fire customers. The lease began on March 1, 2018 and calls for 24 monthly payments of $2,250. In accounting for this operating lease, the Company elected to early adopt ASU 2016-02, Leases. On November 14, 2012, the Compensation Committee approved new employment agreements for the Companys then Chief Executive Officer, then President, Chief Technology Officer and Chief Financial Officer. The employment agreements each provide for base salaries of $150,000 and 800,000 stock settled stock appreciation rights (SARS) of which (i) 200,000 vested immediately, (ii) 200,000 vest upon the Company generating $3,000,000 in revenue in any 12-month period, (iii) another 200,000 vest upon the Company generating $5,000,000 in revenue in any 12-month period and (iv) another 200,000 vest upon the Company generating $6,000,000 in revenue in any 12-month period. The SARs are exercisable at $0.45 per share over a 10-year period. The Companys then Chief Executive Officer, then President and Chief Technology Officer agreed to cancel the 250,000 stock options granted to each of them in their prior employment agreements. These executives base salary will increase to: (i) $170,000 upon the Company generating $3,000,000 in revenue in any 12-month period, (ii) $190,000 upon the Company generating $5,000,000 in any 12-month period and (iii) $200,000 upon the Company generating $6,000,000 in any 12-month period. On September 30, 2016, the employment agreement for the Companys Chief Financial Officer expired. In January 2015, GelTech approved an amendment to the Employment Agreement of our Chief Technology Officer. In addition to his base salary, he will receive 5% of the first $2 million of revenue generated by GelTech. The Company paid the Chief Technology Officer $52,797 and $62,056, respectively, in 2017 and 2016 under this provision. The amendment was effective as of January 1, 2015. Additionally, in May 2015, GelTech approved an amendment to the Chief Technology Officers Employment Agreement to extend the term of the Agreement an additional four years (now expiring October 1, 2020). On August 16, 2017, the Company entered into a new three-year Employment Agreement with the Companys chief financial officer. The Employment Agreement provides for a base salary of $150,000 per year and a car allowance of $600 per month. The Companys Compensation Committee will also have the discretion to award a discretionary bonus. In consideration for entering into the Employment Agreement, the Company granted 125,000 fully vested 10-year stock options exercisable at $0.1849 per share. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | 11. REVENUE RECOGNITION The revenue that we recognize arises from purchase orders we receive from our customers. Our performance obligations under the purchase orders correspond to each shipment of product that we make to our customer under the purchase orders; as a result, each purchase order generally contains more than one performance obligation based on the number of products ordered, the quantity of product to be shipped and the mode of shipment requested by the customer. Control of our products transfers to our customers when the customer is able to direct the use of, and obtain substantially all of the benefits from, our products, which generally occurs at the later of when the customer obtains title to our product or when the customer assumes risk of loss of our product. The transfer of control generally occurs at a point of shipment from either our warehouse or our third-party fulfillment centers. Once this occurs, we have satisfied our performance obligation and we recognize revenue. When we receive a purchase order from a customer, we are obligated to provide the product during a mutually agreed upon time period. Depending on the terms of the purchase order, either we or the customer arranges delivery of the product to the customers intended destination. In situations where we have agreed to arrange delivery of the product to the customers intended destination and control of the product transfers upon loading of our product onto transportation equipment, we have elected to account for any freight income associated with the delivery of these products as freight revenue, since this activity fulfills our obligation to transfer the product to the customer. For the year ended December 31, 2018, the total amount of freight recognized as revenue was $38,510. Transaction Price We agree with our customers on the selling price of each transaction. This transaction price is generally based on the product, market conditions, including supply and demand balances and freight. In our contracts with customers, we allocate the entire transaction price to the sale of product to the customer, which is the basis for the determination of the relative standalone selling price allocated to each performance obligation. Returns of our product by our customers are permitted only when the product is not to specification and were not material for the year ended December 31, 2018. Any sales tax, value added tax, and other tax we collect concurrently with our revenue-producing activities are excluded from revenue. Our revenues for FireIce, Soil ₂ ₂ During the year ended December 31, 2018, the Company received a deposit of $14,970 from a new distributor which was credited toward a purchase of $14,249 in June 2018, leaving a balance of $721. If we continued to apply legacy revenue recognition guidance for the year ended December 31, 2018, our revenues, gross margin, and net loss would not have changed. See Note 1Revenue Recognition for the impact of our adoption of ASU No. 2014-09. Revenue Disaggregation We track our revenue by product. The following table summarizes our revenue by product for the years ended December 31, 2018 and 2017 2018 2017 FireIce $ 1,277,138 $ 848,445 Soil ₂ 93,359 137,592 FireIce Shield 69,963 160,903 Other 10,478 4,236 Total $ 1,450,938 $ 1,151,176 |
CONCENTRATIONS
CONCENTRATIONS | 12 Months Ended |
Dec. 31, 2018 | |
Risks and Uncertainties [Abstract] | |
CONCENTRATIONS | 12. 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 December 31, 2018. As of December 31, 2018, the Company had no cash equivalent balances that were not insured. At December 31, 2018, four customers accounted for 17.7%, 17.5%, 13.8% and 12.7% of accounts receivable. At December 31, 2017, four customers accounted for 38.8%, 19.5%, 18.9% and 11.1% of accounts receivable. For the year ended December 31, 2018, two customers accounted for 12.0% and 10.5% of sales. For the year ended December 31, 2017, two customers accounted for 16.2% and 14.1% of sales. During the year ended December 31, 2018, sales primarily resulted from three sources, sales of FireIce®, Soil ₂ ₂ ₂ ₂ During the year ended December 31, 2017, sales primarily resulted from three sources, sales of FireIce®, Soil ₂ ₂ ₂ ₂ Three vendors accounted for 24.7%, 15.0% and 13.9% of the Companys approximately $478,000 in purchases of raw material and packaging during the year ended December 31, 2018. One vendor accounted for 50.6% of the Companys approximately $612,000 in purchases of raw material and packaging during the year ended December 31, 2017. Approximately 12.7% of revenue was generated from customers outside the United States during the year ended December 31, 2018. Approximately 24.3% of revenue was generated from customers outside the United States during the year ended December 31, 2017. During the year ended December 31, 2017, our chairman and principal shareholder provided 100% of our debt financing. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 13. SUBSEQUENT EVENTS Since January 1, 2019, the Company has issued 4,896,466 shares of common stock and two year warrants to purchase 2,448,233 shares of common stock at $2.00 per share in exchange for $900,000 in connection with private placements with two accredited investors, including the issuance of 1,465,990 shares and 732,995 warrants to its chairman and principal shareholder in exchange for $300,000. In January 2019, the Company issued 4,762 shares of common stock to a consultant in exchange for consulting services valued at $900, based upon the market price of our common shares. In addition, the Company issued 14,992 shares of common stock in payment of commissions of $2,459. On January 25, 2019, the Company granted five-year fully vested options to purchase 150,000 shares of the Companys common stock to the Companys corporate lawyer in exchange for legal services. The options vest immediately and are exercisable at $0.18 per share. The Company valued the options at $17,614 using the Black-Scholes option pricing model using a volatility of 79.98%, based upon the historical price of the Companys common stock, an estimated term of 5 years, the term of the options, and a discount rate of 2.59%. The fair value will be recorded as prepaid expense and recognized ratably over the year ending December 31, 2019. On January 25, 2019, the Company granted five-year fully vested options to purchase 150,000 shares of the Companys common stock to its Vice President of Industrial Services. The options vest immediately and are exercisable at $0.18 per share. The Company valued the options at $13,223 using the Black-Scholes option pricing model using a volatility of 79.98%, based upon the historical price of the Companys common stock, an estimated term of 2.5 years, using the simplified method, and a discount rate of 2.59%. The fair value will be recorded as expense during the three months ending March 31, 2019. |
NATURE OF OPERATIONS, BASIS O_2
NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
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 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 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. (See Note 2) The corporate office is located in Jupiter, Florida and we also have an office in Niwot, Colorado to support our Wildland operations. |
Principles of Consolidation | Principles of Consolidation The accompanying 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 the subsidiaries during the years ended December 31, 2018 and 2017. All intercompany balances and transactions have been eliminated in consolidation. |
Cash and Cash Equivalents | Cash and Cash Equivalents For the purposes of the statements of cash flows, the Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. |
Accounts Receivable | Accounts Receivable Accounts receivable are customer obligations due under normal trade terms. Senior management reviews receivables from customers on a monthly basis to determine if any receivables will potentially be uncollectible. The Company includes any accounts receivable balances that are determined to be uncollectible, along with a general reserve, in its overall allowance for doubtful accounts. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. |
Inventories | Inventories Inventories are stated at the lower of cost and net realizable value, with cost being determined using the first-in, first-out method. |
Property and Equipment and Depreciation | Property and Equipment and Depreciation Purchases of property and equipment are recorded at cost. Depreciation is computed using the straight-line method based on the estimated useful lives of the related assets of 3 to 7 years. Leasehold improvements are amortized over the lesser of the lease term or the useful life of the improvements. Expenditures for maintenance and repairs are expensed as incurred. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company accounts for long-lived assets in accordance with the provisions of ASC 360-10. This statement requires that long-lived assets and certain identifiable intangibles be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds the fair value of the assets. Assets to be disposed of are reported at the lower of the carrying amount or fair value less costs to sell. |
Fair Value of Financial Instruments and Fair Value Measurements | Fair Value of Financial Instruments and Fair Value Measurements We measure our financial assets and liabilities in accordance with ASC 820 "Fair Value Measurements and Disclosures". For certain of our financial instruments, including cash equivalents, accounts receivable, accounts payable and accrued expenses, the carrying amounts approximate fair value due to their short maturities. The carrying amount of our convertible and other debt approximates the fair value because the interest rate on those debts do not vary materially from the market rate for similar debt instruments. We follow accounting guidance for fair value measurements of financial and non-financial assets and liabilities. The standard defines fair value, provides guidance for measuring fair value and requires certain disclosures. This standard does not require any new fair value measurements, but rather applies to all other accounting pronouncements that require or permit fair value measurements. This guidance does not apply to measurements related to share-based payments. This guidance discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs in which little or no market data exists, therefore developed using estimates and assumptions developed by us, which reflect those that a market participant would use. The Company had no financial or non-financial assets or liabilities measured at fair value and subject to this accounting standard as of December 31, 2018 or 2017. |
Leases | Leases The Company accounts for Leases in accordance with ASU 2016-02 - Leases In connection with entering into a new lease agreement for our Wildland operations in Colorado, the Company elected to early adopt the provisions of ASU 2016-02, Leases . As such, the Company recorded an operating lease right of use asset and an operating lease liability, both in the amount of $50,313. During the year ended December 31, 2018, the Company recognized expense of $20,964 related to the amortization of the right of use assets. |
Revenue Recognition | Revenue Recognition On January 1, 2018, we adopted ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), which supersedes the revenue recognition requirements in Accounting Standards Codification (ASC) Topic 605, Revenue Recognition. This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU also requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer purchase orders, including significant judgments. Revenue from sales of products is recognized when we have a contractual arrangement, products have been shipped to the customer, economic risk of loss has passed to the customer, the price is fixed or determinable, collection is probable, 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 location are shipped FOB shipping point. In June 2017, the Company entered into an agreement with a state forestry agency whereby the Company agreed to supply the equipment for two fixed airport mixing facilities in order to support the state agencys aerial wildland firefighting operations. The Company leased the equipment to the state agency for $33,000, which was recognized as revenue over the four-month period the equipment was set up on the airbases. In June 2018, the Company entered into an agreement with a state forestry agency whereby the Company agreed to supply the equipment for one fixed airport mixing facilities in order to support the state agencys aerial wildland firefighting operations. The Company leased the equipment to the state agency for $18,500, which was recognized as revenue over the four-month period the equipment was set up on the airbases. |
Shipping and Handling Costs | Shipping and Handling Costs Amounts invoiced to customers for shipping and handling are included in revenues. Shipping and handling costs related to sales of products are included in cost of sales in the amount of $38,510 and $56,389 for the years ended December 31, 2018 and 2017, respectively. |
Research and Development | Research and Development In accordance with ASC 730-10 expenditures for research and development of the Company's products are expensed when incurred, and are included in operating expenses. The Company recognized research and development costs of $49,208 and $48,301 during the years ended December 31, 2018 and 2017, respectively. |
Advertising | Advertising The Company conducts advertising for the promotion of its products and services. In accordance with ASC 720-35, advertising costs are charged to operations when incurred; such amounts aggregated $3,106 and $1,673, respectively, during the years ended December 31, 2018 and 2017. |
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 consolidated 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 during the years ended December 31, 2018 and 2017 include the allowance for doubtful accounts, depreciation and amortization, valuation and classification of inventories, valuation of the beneficial conversion features associated with convertible notes, valuation of options and warrants granted for services or settlements, valuation of common stock granted for services or for debt conversion, 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. 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 shareholders 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. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive. For the years ended December 31, 2018 and 2017, there was no separate computation of dilutive net loss per share since the common stock equivalents outstanding were anti-dilutive due to the net losses. At December 31, 2018, there were options to purchase 14,412,833 shares and warrants to purchase 15,909,480 shares of common stock outstanding which may dilute future earnings per share. In addition, there are 9,134,594 shares issuable upon conversion of convertible note agreements. At December 31, 2017, there were options to purchase 13,322,340 shares and warrants to purchase 14,291,342 shares of common stock outstanding which may dilute future earnings per share. In addition, there were 18,514,067 shares issuable upon conversion of convertible note agreements. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718-10 Compensation Stock Compensation 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 stock appreciation rights are based on estimated fair values. Given the absence of adequate historical data, the Company uses the Simplified Method to estimate the term of options granted to employees and directors. Stock option compensation expense recognized under ASC 718-10 for the years ended December 31, 2018 and 2017 was $214,628 and $322,019, respectively, related to employee, director and advisory board stock options, and is included in selling, general and administrative expenses in the 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 December 31, 2018, the total compensation cost for stock options and warrants not yet recognized was $52,981. This cost will be recognized over the remaining vesting period of the options, approximately three years. The Company accounts for non-employee stock-based awards 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 years ended December 31, 2018 and 2017 was $1,644 and $1,915, respectively. Equity Incentive Plans In January 2007, the Company established the 2007 Equity Incentive Plan which provides for the issuance of stock options, stock appreciation rights, restricted stock or restricted stock units to our directors, employees and consultants. As of December 31, 2018 and 2017, the number of shares authorized by the Plan was 15,000,000. The Plan has expired. On August 4, 2017, the Board adopted the 2017 Equity Incentive Plan (the Equity Incentive Plan). Employees, directors and consultants of the Company are eligible to participate in the Equity Incentive Plan. The Equity Incentive Plan is administered by the Compensation Committee of the Board or the full Board during such times as no committee is appointed by the Board or during such times as the Board is acting in lieu of the committee (in either case, the Committee). The Equity Incentive Plan provides for the grant of equity-based compensation in the form of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares, performance cash and other share-based awards. Under the Equity Incentive Plan, all directors who are not employees or own 10% or more of the Companys outstanding stock at the time of grant shall automatically receive a grant of stock options as follows: Initial Grants A Chairman of the Board - 50,000 options B Director - 30,000 options C Chair of a Committee - 10,000 options D Member of a Committee - 5,000 options Annual Grants A Chairman of the Board - 70,000 options B Director - 100,000 options C Chair of a Committee - 20,000 options D Member of a Committee - 10,000 options All initial grants of options to new non-employee directors and committee members vest annually over a three-year period on the anniversary date of the grant, subject to continuing service as a director, Committee member, Chairman of the Board or Chairman of a Committee on the applicable vesting date. Options automatically granted annually under the Equity Incentive Plan vest the following June 30th, subject to continuing service as a director. The exercise price of options or stock appreciation rights granted under the 2017 Equity Incentive Plan shall not be less than the fair market value of the underlying common stock at the time of grant. In the case of incentive stock options, the exercise price may not be less than 110% of the fair market value in the case of 10% shareholders. Options and stock appreciation rights granted under the Equity Incentive Plan shall expire no later than ten years after the date of grant. The option price may be paid in United States dollars by check or wire transfer or, at the discretion of the Board of Directors or Compensation Committee, by delivery of shares of our common stock having fair market value equal as of the date of exercise to the cash exercise price, or a combination thereof. The identification of individuals entitled to receive awards, the terms of the awards, and the number of shares subject to individual awards, are determined by the Board of Directors or the Compensation Committee, in their sole discretion. The purchase price per share, if applicable, shall be adjusted for any increase or decrease in the number of issued shares resulting from a recapitalization, reorganization, merger, consolidation, exchange of shares, stock dividend, stock split, reverse stock split, or other subdivision or consolidation of shares. The Board of Directors or the Compensation Committee may from time to time alter, amend, suspend, or discontinue the Equity Incentive Plan with respect to any shares as to which awards of stock rights have not been granted. However, no rights granted with respect to any awards under this Equity Incentive Plan before the amendment or alteration shall be impaired by any such amendment, except with the written consent of the grantee. Under the terms of the Equity Incentive Plan, the Board of Directors or the Compensation Committee may also grant awards which will be subject to vesting under certain conditions. The vesting may be time-based or based upon meeting performance standards, or both. All of our Stock Option Agreements provide for clawback provisions, which enable our Board of Directors to cancel stock awards and recover past profits if the person is dismissed for cause or commits certain acts which harm us. 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. |
Income Taxes | Income Taxes The Company accounts for income taxes pursuant to the provisions of ASC 740-10, "Accounting for Income Taxes," which requires, among other things, an asset and liability approach to calculating deferred income taxes. The asset and liability approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of assets and liabilities. A valuation allowance is provided to offset any net deferred tax assets for which management believes it is more likely than not that the net deferred asset will not be realized. The Company follows the provisions of the ASC 740 -10 related to, Accounting for Uncertain Income Tax Positions. Effective July 1, 2007, the Company adopted ASC 740-10-25 Definition of Settlement, On December 22, 2017, the Tax Act was signed into law and significantly reformed the Internal Revenue Code of 1986, as amended. The Tax Act will significantly impact the Company by reducing the federal corporate tax rate from 35% to 21%, effective January 1, 2018. |
Legal Costs and Contingencies | Legal Costs and Contingencies In the normal course of business, the Company incurs costs to hire and retain external legal counsel to advise it on regulatory, litigation and other matters. The Company expenses these costs as the related services are received. If a loss is considered probable and the amount can be reasonably estimated, the Company recognizes an expense for the estimated loss. If the Company has the potential to recover a portion of the estimated loss from a third party, the Company makes a separate assessment of recoverability and reduces the estimated loss, if recovery is also deemed probable. |
New Accounting Pronouncements | New Accounting Pronouncements Other than ASC 2018-07, Compensation Stock Compensation (Topic718), Improvements to Nonemployee Share-Based Payment Accounting, which is effective January 1, 2019, and which we do not believe will have any effect on the Companys consolidated financial position or results of operations, no other Accounting Standards Updates (ASUs) which were not effective until after December 31, 2018 are expected to have a significant effect on the Company's consolidated financial position or results of operations. |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounts Receivable, Net [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable at December 31, 2018 and 2017 was as follows: As of 2018 2017 Accounts receivable $ 139,436 $ 88,816 Allowance for doubtful accounts (26,620 ) (11,116 ) $ 112,816 $ 77,700 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following at December 31, 2018 and 2017: As of 2018 2017 Finished goods $ 1,108,911 $ 916,611 Raw materials 850,503 997,286 1,959,414 1,913,897 Less: Inventory not expected to be realized within one year (1,298,236 ) (479,486 ) Total current inventory $ 661,178 $ 1,434,411 |
FURNITURE, FIXTURES AND EQUIP_2
FURNITURE, FIXTURES AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Furniture, fixtures and Estimated December 31, Useful Life 2018 2017 Wildland equipment 3 - 5 years $ 169,957 $ 167,457 Wildland vehicles 5 - 7 years 204,117 204,117 Equipment 3 - 5 years 140,275 137,100 Storage facilities 3 years 38,986 38,986 Other vehicles 5 years 63,545 63,545 Furniture and fixtures 5 years 32,312 20,420 649,192 631,625 Accumulated depreciation (526,993 ) (446,192 ) $ 122,199 $ 185,433 |
SECURED CONVERTIBLE NOTE AGRE_2
SECURED CONVERTIBLE NOTE AGREEMENTS (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Notes Payable and Related Discounts | A summary of notes payable and related discounts as of December 31, 2018 is as follows: Principal Unamortized Discount Debt, Net of Discount Related parties Secured Convertible notes payable $ 1,000,000 $ (20,552 ) $ 979,448 Secured Convertible Line of Credit 3,395,000 (272,633 ) 3,122,367 Less current portion Secured convertible notes payable and line of credit, net of current portion $ 4,395,000 $ (293,185 ) $ 4,101,815 A summary of notes payable and related discounts as of December 31, 2017 is as follows: Principal Unamortized Discount Debt, Net of Discount Related parties Secured Convertible notes payable $ 1,000,000 $ (30,814 ) $ 969,186 Secured Convertible Line of Credit 5,895,000 (566,470 ) 5,328,530 Less current portion Secured convertible notes payable and line of credit, net of current portion $ 6,895,000 $ (597,284 ) $ 6,297,716 |
STOCKHOLDERS' DEFICIT (Tables)
STOCKHOLDERS' DEFICIT (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Fair Value Assumptions for Stock Options | The fair value of stock option grants for the year ended December 31, 2018 and 2017 were estimated using the following weighted-average assumptions: For the Years Ended 2018 2017 Risk free interest rate 2.55% 2.84% 1.29% 2.12% Expected term in years 2.5 10.0 2.0 5.5 Dividend yield Volatility of common stock 64.92% 76.02% 72.11% 99.06% Estimated annual forfeitures |
Employee Options and Stock Appreciation Rights [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Options Activity | A summary of stock option transactions issued to employees under the 2017 and 2007 Plans for the years ended December 31, 2018 and 2017 is as follows: Employee Options and Stock Appreciation Rights Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Balance at December 31, 2016 8,195,507 $ 0.85 5.36 Granted 1,076,000 $ 0.20 7.9 Exercised $ Forfeited $ Expired (335,000 ) $ 0.50 Outstanding at December 31, 2017 8,396,507 $ 0.75 4.25 $ Exercisable at December 31, 2017 5,795,224 $ 0.84 3.30 $ Weighted average fair value of options granted during the year ended December 31, 2017 $ 0.12 Balance at December 31, 2017 8,936,507 $ 0.75 4.25 Granted 749,000 $ 0.18 5.0 Exercised (20,000 ) $ 0.18 4.5 Forfeited $ Expired (639,507 ) $ 0.94 Outstanding at December 31, 2018 9,026,000 $ 0.69 3.72 $ 6,495 Exercisable at December 31, 2018 5,813,550 $ 0.73 3.25 $ 6,495 Weighted average fair value of options granted during the year ended December 31, 2018 $ 0.07 |
Director [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Options Activity | A summary of options issued to directors under the 2017 and 2007 Plans and changes for the year ended December 31, 2018 and 2017 is as follows: Options Issued to Directors Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Balance at December 31, 2016 3,480,833 $ 0.86 6.93 Granted 690,000 $ 0.211 10.00 Exercised $ Forfeited $ Expired $ Outstanding at December 31, 2017 4,170,833 $ 0.75 6.54 $ Exercisable at December 31, 2017 3,517,166 $ 0.86 5.395 $ Weighted average fair value of options granted during the year ended December 31, 2017 $ 0.14 Balance at December 31, 2017 4,170,833 $ 0.75 6.54 Granted 690,000 $ 0.285 10.00 Exercised $ Forfeited $ Expired (135,000 ) $ 0.82 Outstanding at December 31, 2018 4,725,833 $ 0.68 6.29 $ Exercisable at December 31, 2018 4,092,166 $ 0.75 5.75 $ Weighted average fair value of options granted during the year ended December 31, 2018 $ 0.17 |
Non-Employee, Non-Director Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Options Activity | Non-Employee, Non-Director Options A summary of options issued to non-employees, non-directors under the 2017 and 2007 Plans and changes during the years ended December 31, 2018 and 2017 is as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Balance at December 31, 2016 20,000 $ 1.18 1.75 Granted 195,000 $ 0.25 5.0 Exercised $ Forfeited $ Expired $ Outstanding at December 31, 2017 215,000 $ 0.34 3.98 $ 1,359 Exercisable at December 31, 2017 215,000 $ 0.34 3.98 $ 1,359 Weighted average fair value of options granted during the year ended December 31, 2017 $ 0.18 Balance at December 31, 2017 215,000 $ 0.34 3.98 Granted 216,000 $ 0.15 5.0 Exercised $ Warrants exchanged for options 250,000 $ 0.34 1.6 Expired (20,000 ) $ 1.18 Outstanding at December 31, 2018 661,000 $ 0.25 5.30 $ 4,830 Exercisable at December 31, 2018 661,000 $ 0.25 5.30 $ 4.830 Weighted average fair value of options granted during the year ended December 31, 2018 $ 0.10 |
Warrants Issued for Settlement [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Warrant Activity | Warrants Issued for Settlement Number of Warrants Weighted Average Exercise Price Remaining Contractual Life Balance at December 31, 2016 600,000 $ 0.52 2.3 Granted $ Exercised $ Forfeited $ Expired (350,000 ) $ 0.63 Outstanding at December 31, 2017 250,000 $ 0.37 3.5 Exercisable at December 31, 2017 250,000 $ 0.37 3.5 Weighted average fair value of warrants granted during the year ended December 31, 2017 N/A Balance at December 31, 2017 250,000 $ 0.37 3.5 Granted $ Exercised $ Forfeited $ Expired $ Outstanding at December 31, 2018 250,000 $ 0.37 2.5 Exercisable at December 31, 2018 250,000 $ 0.37 2.5 Weighted average fair value of warrants granted during the year ended December 31, 2018 N/A |
Warrant [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Warrant Activity | Warrants issued for cash or services A summary of warrants issued for cash or services and changes during the years ended December 31, 2018 and 2017 is as follows: Number of Warrants Weighted Average Exercise Price Remaining Contractual Life Balance at December 31, 2016 15,133,564 $ 1.73 1.68 Granted 6,888,170 $ 2.00 2.0 Exercised $ Forfeited $ Expired (7,980,392 ) $ 1.96 Outstanding at December 31, 2017 14,041,342 $ 1.78 1.33 Exercisable at December 31, 2017 13,829,034 $ 1.78 1.31 Weighted average fair value of warrants granted during the year ended December 31, 2017 $ 0.26 Balance at December 31, 2017 14,041,342 $ 1.78 1.33 Granted 7,721,310 $ 2.00 2.0 Exercised $ Exchanged for options (250,000 ) $ 0.34 1.6 Expired (5,853,172 ) $ 1.87 Outstanding at December 31, 2018 15,659,480 $ 1.91 1.15 Exercisable at December 31, 2018 15,651,147 $ 1.91 1.15 Weighted average fair value of warrants granted during the year ended December 31, 2018 N/A |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Income Tax Assets and Liabilities | Deferred tax assets and liabilities as of December 31, 2018 and 2017 were as follows: December 31, 2018 2017 Deferred Tax Assets: Net operating loss carryforward $ 11,785,489 $ 10,852,456 Allowance for bad debt 66,033 55,224 Stock-based compensation 1,857,076 1,807,249 Depreciation (2,282 ) (9,903 ) Gross deferred tax asset 13,706,316 12,700,026 Less: deferred tax asset valuation allowance (13,706,316 ) (12,700,026 ) Total deferred tax asset Less: Deferred tax liability depreciation Net deferred taxes $ $ |
Schedule of Reconciliation of Provision (Benefit) for Income Taxes | Reconciliation of the differences between income tax expense (benefit) computed at the federal statutory tax rate of 21% and 34% for 2018 and 2017, respectively, and the provision for income tax expense (benefit) for the years ended December 31, 2018 and 2017 was as follows: For the Years Ended December 31, 2018 2017 Amount % Amount % Tax at U.S. statutory rate $ (842,931 ) -21.00 % $ (1,415,000 ) -34.00 % State taxes, net of federal benefit (173,805 ) -4.33 % (150,648 ) -3.62 % Other 10,446 0.26 % (357,550 ) -8.59 % Change in Federal tax rate 0.00 % (2,305,727 ) -55.4 % Change in valuation allowance 1,006,290 25.07 % 4,228,925 101.61 % $ 0.00 % $ 0.00 % |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue Disaggregation | The following table summarizes our revenue by product for the years ended December 31, 2018 and 2017 2018 2017 FireIce $ 1,277,138 $ 848,445 Soil ₂ 93,359 137,592 FireIce Shield 69,963 160,903 Other 10,478 4,236 Total $ 1,450,938 $ 1,151,176 |
NATURE OF OPERATIONS, BASIS O_3
NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue recognized | $ 18,500 | ||
Shipping and handling costs related to sales of products | $ 38,510 | $ 56,389 | |
Research and development | 49,208 | 48,301 | |
Advertising costs | $ 3,106 | 1,673 | |
Years subject to audit | 2015 | ||
Lease amount received | $ 33,000 | ||
New Federal corporate tax rate for periods beginning on or after January 1, 2018 | 21.00% | ||
Operating lease right of use asset | $ 29,349 | ||
Operating lease liability | 50,313 | ||
Amortization of the operating lease right of use asset | $ 20,964 | ||
Minimum [Member] | |||
Estimated useful life of property and equipment | 3 years | ||
Maximum [Member] | |||
Estimated useful life of property and equipment | 7 years | ||
Employee Options and Stock Appreciation Rights [Member] | |||
Shares considered antidilutive | 14,412,833 | 13,322,340 | |
Warrant [Member] | |||
Shares considered antidilutive | 15,909,480 | 14,291,342 | |
Stock Options For Convertible Notes Reserved [Member] | |||
Shares considered antidilutive | 9,134,594 | 18,514,067 |
NATURE OF OPERATIONS, BASIS O_4
NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Stock-Based Compensation) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jun. 30, 2013 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 216,272 | $ 323,934 | |
Shares authorized | 15,000,000 | 15,000,000 | |
Minimum percentage of fair market price for an exercise price, exceeding benchmark ownership percentage | 110.00% | ||
Percentage of ownership of outstanding stock, benchmark | 10.00% | ||
Employee Options and Stock Appreciation Rights [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 214,628 | $ 322,019 | |
Options granted | 749,000 | 1,076,000 | |
Non Employee [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 1,644 | $ 1,915 | |
Warrant [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 52,981 | ||
Term | 2 years | ||
Initial Grant [Member] | Chairman of the Board [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 50,000 | ||
Initial Grant [Member] | Director [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 30,000 | ||
Initial Grant [Member] | Chair of a Committee [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 10,000 | ||
Initial Grant [Member] | Member of a Committee [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 5,000 | ||
Annual Grant [Member] | Chairman of the Board [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 70,000 | ||
Annual Grant [Member] | Director [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 100,000 | ||
Annual Grant [Member] | Chair of a Committee [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 20,000 | ||
Annual Grant [Member] | Member of a Committee [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted | 10,000 |
GOING CONCERN (Details)
GOING CONCERN (Details) - USD ($) | Aug. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Aug. 04, 2017 | Dec. 31, 2016 |
Net loss | $ 4,013,957 | $ 4,161,765 | ||||
Net cash used in operating activities | 3,043,727 | 3,082,347 | ||||
Accumulated deficit | $ 56,133,648 | 56,133,648 | 52,119,691 | |||
Stockholders' deficit | 2,129,358 | 2,129,358 | 4,758,809 | $ 6,363,616 | ||
Proceeds from issuance of common stock | 116,000 | 6,000 | ||||
Proceeds from private placement | 3,060,000 | 2,665,000 | ||||
Principal Stockholder [Member] | ||||||
Proceeds from private placement | 3,176,000 | |||||
President and Principal Shareholder [Member] | ||||||
Proceeds from private placement | $ 965,000 | |||||
Lincoln Park Capital Fund, LLC. [Member] | ||||||
Purchase agreement amount | $ 1,800,000 | |||||
Proceeds from issuance of common stock | $ 210,555 | |||||
President and Principal Shareholder [Member] | ||||||
Amount purchased by related party under Stock Purchase Agreement | $ 1,800,000 | $ 840,000 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Accounts Receivable, Net [Abstract] | ||
Accounts receivable | $ 139,436 | $ 88,816 |
Allowance for doubtful accounts | (26,620) | (11,116) |
Accounts receivable, net | 112,816 | 77,700 |
Bad debt expense | $ 20,503 | $ 11,116 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 1,108,911 | $ 916,611 |
Raw materials | 850,503 | 997,286 |
Inventory gross | 1,959,414 | 1,913,897 |
Less: Inventory not expected to be within one year | (1,298,236) | (479,486) |
Total current inventory | 661,178 | 1,434,411 |
Consignment inventory | $ 61,399 | $ 5,490 |
FURNITURE, FIXTURES AND EQUIP_3
FURNITURE, FIXTURES AND EQUIPMENT (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | ||
Furniture, fixtures, and equipment | $ 649,192 | $ 631,625 |
Accumulated depreciation | (526,993) | (446,192) |
Total furniture, fixtures, and equipment, net | 122,199 | 185,433 |
Depreciation expense | $ 80,801 | 91,230 |
Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 7 years | |
Wildland Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture, fixtures, and equipment | $ 169,957 | 167,457 |
Wildland Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Wildland Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Wildland Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture, fixtures, and equipment | $ 204,117 | 204,117 |
Wildland Vehicles [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Wildland Vehicles [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 7 years | |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture, fixtures, and equipment | $ 140,275 | 137,100 |
Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Storage Facilities [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture, fixtures, and equipment | $ 38,986 | 38,986 |
Estimated useful life | 3 years | |
Other vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture, fixtures, and equipment | $ 63,545 | 63,545 |
Estimated useful life | 5 years | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Furniture, fixtures, and equipment | $ 32,312 | $ 20,420 |
Estimated useful life | 5 years |
SECURED CONVERTIBLE NOTE AGRE_3
SECURED CONVERTIBLE NOTE AGREEMENTS (Narrative) (Details) - USD ($) | Feb. 12, 2015 | Feb. 12, 2015 | Jul. 11, 2013 | Jul. 31, 2018 | Apr. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2018 | Sep. 27, 2016 | Apr. 08, 2016 | Feb. 01, 2013 |
Debt Instrument [Line Items] | |||||||||||
Accrued interest | $ 626,461 | ||||||||||
Interest expense | $ 555,075 | $ 818,104 | |||||||||
Loss on extinguishment of debt | (129,936) | ||||||||||
Secured Convertible Line Of Credit Agreement [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Convertible amount | 6,000,000 | ||||||||||
Convertible Note Payable [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Accrued interest | $ 128,616 | ||||||||||
Common stock in payment of accrued interest outstanding | 612,457 | ||||||||||
Convertible Note Payable One [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Accrued interest | $ 497,845 | ||||||||||
Common stock in payment of accrued interest outstanding | 2,370,690 | ||||||||||
Remaining Convertible Note Payable [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Convertible amount | $ 1,000,000 | ||||||||||
Remaining Convertible Note Payable [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, interest rate | 7.50% | ||||||||||
Convertible note, conversion price | $ 0.35 | ||||||||||
Remaining Convertible Note Payable [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, interest rate | 5.00% | ||||||||||
Convertible note, conversion price | $ 0.82 | ||||||||||
President and Principal Shareholder [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest expense | 92,760 | ||||||||||
President and Principal Shareholder [Member] | Secured Convertible Line Of Credit Agreement [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, interest rate | 7.50% | 7.50% | |||||||||
Maturity date | Dec. 31, 2020 | ||||||||||
Interest expense | $ 163,901 | 188,181 | |||||||||
Maximum borrowing capacity | $ 4,000,000 | $ 4,000,000 | $ 396,926 | $ 6,000,000 | $ 5,000,000 | ||||||
Amount advanced under note | 5,895,000 | ||||||||||
Remaining borrowing capacity | $ 105,000 | ||||||||||
Term of warrants | 2 years | 2 years | |||||||||
Exercise price of shares called by warrants | $ 2 | $ 2 | $ 2 | ||||||||
Percentage of warrants issued equals of number of shares issuable upon the conversion | 50.00% | ||||||||||
Convertible amount | $ 200,000 | ||||||||||
Loan discounts related to warrants | 9,661 | ||||||||||
Loan discounts related to beneficial conversion features of advances | $ 9,661 | ||||||||||
Expected term | 2 years | ||||||||||
President and Principal Shareholder [Member] | Secured Convertible Line Of Credit Agreement [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Convertible note, conversion price | $ 0.23 | ||||||||||
Volatility rate (as a percent) | 97.04% | ||||||||||
Discount rate | 1.19% | ||||||||||
President and Principal Shareholder [Member] | Secured Convertible Line Of Credit Agreement [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Convertible note, conversion price | $ 0.2785 | ||||||||||
Volatility rate (as a percent) | 99.04% | ||||||||||
Discount rate | 1.22% | ||||||||||
Chairman and Principle Shareholder [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Stock issued upon conversion of convertible note, shares | 9,379,473 | ||||||||||
Convertible amount | $ 2,500,000 | ||||||||||
Loss on extinguishment of debt | $ 129,936 | ||||||||||
Chairman and Principle Shareholder [Member] | Minimum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Convertible note, conversion price | $ 0.21 | ||||||||||
Chairman and Principle Shareholder [Member] | Maximum [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Convertible note, conversion price | $ 0.35 | ||||||||||
Convertible Note Payable Dated February 2013 [Member] | President and Principal Shareholder [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt issued | $ 1,997,483 | ||||||||||
Debt, interest rate | 7.50% | ||||||||||
Maturity date | Dec. 31, 2020 | ||||||||||
Convertible note, conversion price | $ 0.35 | ||||||||||
Stock issued upon conversion of convertible note, shares | 5,707,095 | ||||||||||
Convertible Note Payable Dated July 2013 [Member] | President and Principal Shareholder [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Proceeds from issuance of debt | $ 1,000,000 | ||||||||||
Debt issued | $ 1,000,000 | $ 0 | |||||||||
Debt, interest rate | 7.50% | ||||||||||
Maturity date | Dec. 31, 2020 | Jul. 10, 2018 | |||||||||
Convertible note, conversion price | $ 1 | ||||||||||
Stock issued upon conversion of convertible note, shares | 612,457 | ||||||||||
Stock issued upon conversion of convertible note, accrued interest value | $ 128,616 | ||||||||||
Unamortized discount on notes payable | $ 60,390 | $ 60,390 | 20,552 | $ 30,814 | |||||||
Accrued interest | 44,520 | $ 93,170 | |||||||||
Interest expense | 10,262 | $ 10,261 | |||||||||
Number of shares callable by warrants | 500,000 | ||||||||||
Term of warrants | 5 years | ||||||||||
Exercise price of shares called by warrants | $ 1.30 | ||||||||||
Common stock in payment of accrued interest outstanding | 266,201 | ||||||||||
Two advances totaling $200,000 [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt issued | 3,395,000 | ||||||||||
Unamortized beneficial conversion feature | 136,317 | ||||||||||
Unamortized discount on notes payable | 136,316 | ||||||||||
Accrued interest | $ 203,545 |
SECURED CONVERTIBLE NOTE AGRE_4
SECURED CONVERTIBLE NOTE AGREEMENTS (Schedule of Debt) (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Related parties | ||
Convertible notes payable, related, principal | $ 1,000,000 | $ 1,000,000 |
Convertible notes payable, related, unamortized discount | (20,552) | (30,814) |
Convertible notes payable, related, net | 979,448 | 969,186 |
Convertible line of credit, related, principal | 3,395,000 | 5,895,000 |
Convertible line of credit, related, unamortized discount | (272,633) | (566,470) |
Convertible line of credit, related, net | 3,122,367 | 5,328,530 |
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 | 4,395,000 | 6,895,000 |
Convertible and nonconvertible note payable, net of current portion, unamortized discount | (293,185) | (597,284) |
Convertible and nonconvertible note payable, net of current portion, net | $ 4,101,815 | $ 6,297,716 |
STOCKHOLDERS' DEFICIT (Narrativ
STOCKHOLDERS' DEFICIT (Narrative) (Preferred Stock) (Details) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
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 (Narrat_2
STOCKHOLDERS' DEFICIT (Narrative) (Common Stock) (Details) | Feb. 12, 2015$ / shares | Jul. 31, 2018USD ($)$ / sharesshares | Apr. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($)shares | May 31, 2017USD ($)shares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Aug. 31, 2015USD ($) | Aug. 12, 2015USD ($) |
Class of Stock [Line Items] | |||||||||
Common stock issued for cash in connection with stock purchase agreement | $ 210,555 | ||||||||
Proceeds from issuance of common stock | $ 116,000 | 6,000 | |||||||
Common stock issued for cash, shares | shares | 2,983,147 | ||||||||
Fair value | $ 626,461 | ||||||||
Proceeds from the sale of stock and warrants through private placements | 3,060,000 | 2,665,000 | |||||||
Accrued interest | $ 626,461 | ||||||||
Gain (loss) on conversion of interest | $ (129,936) | ||||||||
Common stock issued for services | $ 6,700 | ||||||||
Common stock, shares authorized | shares | 200,000,000 | 200,000,000 | 150,000,000 | ||||||
Common stock, par value per share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||
Loss on conversion of debt | $ 129,936 | ||||||||
Common stock issued in private placement | 116,000 | $ 6,000 | |||||||
Secured Convertible Note Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Convertible amount | $ 2,500,000 | 1,000,000 | |||||||
Loss on conversion of debt | $ 129,936 | ||||||||
Secured Convertible Line of Credit Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Convertible amount | $ 6,000,000 | ||||||||
Chairman and Principle Shareholder [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock issued for cash, shares | shares | 9,379,473 | 266,201 | 5,707,095 | ||||||
Fair value | $ 55,902 | ||||||||
Convertible amount | $ 37,268 | $ 1,997,483 | |||||||
Exercise price of shares called by warrants | $ / shares | $ 0.35 | ||||||||
Accrued interest | $ 93,170 | ||||||||
Employess [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock issued for cash, shares | shares | 20,000 | ||||||||
Common stock issued in private placement | $ 3,596 | ||||||||
Minimum [Member] | Chairman and Principle Shareholder [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Conversion price | $ / shares | $ 0.21 | ||||||||
Maximum [Member] | Chairman and Principle Shareholder [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Conversion price | $ / shares | $ 0.35 | ||||||||
Investor Relation Services [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock issued for services, shares | shares | 11,764 | 21,637 | |||||||
Common stock issued for services | $ 2,000 | $ 4,000 | |||||||
Equity issuance, price per share | $ / shares | $ 0.17 | ||||||||
Investor Relation Services [Member] | Minimum [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Equity issuance, price per share | $ / shares | $ 0.18 | ||||||||
Investor Relation Services [Member] | Maximum [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Equity issuance, price per share | $ / shares | $ 0.19 | ||||||||
Consultant [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock issued for services, shares | shares | 11,570 | ||||||||
Common stock issued for services | $ 2,700 | ||||||||
Consultant [Member] | Minimum [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Fair market value, price per share | $ / shares | 0.15 | $ 0.20 | |||||||
Consultant [Member] | Maximum [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Fair market value, price per share | $ / shares | $ 0.32 | $ 0.25 | |||||||
Consultant [Member] | Restricted Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock issued for services, shares | shares | 22,043 | ||||||||
Common stock issued for services | $ 4,500 | ||||||||
Accredited Investor [Member] | Common Stock Purchase Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock and warrants issued for cash, shares | shares | 4,643,786 | 4,568,182 | |||||||
Term of warrants | 2 years | 2 years | |||||||
Number of shares callable by warrants | shares | 2,321,893 | 2,284,093 | |||||||
Proceeds from the sale of stock and warrants through private placements | $ 965,000 | $ 975,000 | |||||||
Accredited Investor [Member] | Private Placement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Proceeds from issuance of common stock | $ 116,000 | $ 6,000 | |||||||
Common stock issued for cash, shares | shares | 587,589 | 25,000 | |||||||
Number of accredited investors | 3 | 4 | |||||||
Common stock and warrants issued for cash, shares | shares | 15,442,618 | 12,982,662 | |||||||
Term of warrants | 2 years | 2 years | |||||||
Number of shares callable by warrants | shares | 7,721,310 | 6,491,334 | |||||||
Exercise price of shares called by warrants | $ / shares | $ 2 | $ 2 | |||||||
Proceeds from the sale of stock and warrants through private placements | $ 3,060,000 | $ 2,665,000 | |||||||
Lincoln Park Capital Fund, LLC. [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Commitment to purchase shares | $ 10,000,000 | ||||||||
Proceeds from issuance of common stock | $ 210,555 | ||||||||
Shares of stock issued as a commitment fee | shares | 8,250 | ||||||||
Common stock issued for cash, shares | shares | 858,520 | ||||||||
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 | ||||||||
President and Principal Shareholder [Member] | Secured Convertible Line of Credit Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Term of warrants | 2 years | 2 years | |||||||
Convertible amount | $ 200,000 | ||||||||
Exercise price of shares called by warrants | $ / shares | $ 2 | $ 2 | |||||||
President and Principal Shareholder [Member] | Convertible Debt [Member] | Common Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock and warrants issued for cash, shares | shares | 428,032 | ||||||||
Proceeds from the sale of stock and warrants through private placements | $ 107,008 | ||||||||
Accrued interest | 149,811 | ||||||||
Gain (loss) on conversion of interest | $ 42,803 | ||||||||
President and Principal Shareholder [Member] | Revolving Convertible Promissory Note [Member] | Common Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock and warrants issued for cash, shares | shares | 1,275,277 | ||||||||
Proceeds from the sale of stock and warrants through private placements | $ 320,095 | ||||||||
Accrued interest | 357,063 | ||||||||
Gain (loss) on conversion of interest | $ 36,969 | ||||||||
President and Principal Shareholder [Member] | Minimum [Member] | Secured Convertible Line of Credit Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Conversion price | $ / shares | 0.23 | ||||||||
President and Principal Shareholder [Member] | Maximum [Member] | Secured Convertible Line of Credit Agreement [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Conversion price | $ / shares | $ 0.2785 | ||||||||
Directors [Member] | Restricted Stock [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Common stock issued for services, shares | shares | 24,253 | ||||||||
Amount of commission | $ 5,837 | ||||||||
Directors [Member] | Restricted Stock [Member] | Minimum [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Equity issuance, price per share | $ / shares | $ 0.17 | ||||||||
Directors [Member] | Restricted Stock [Member] | Maximum [Member] | |||||||||
Class of Stock [Line Items] | |||||||||
Equity issuance, price per share | $ / shares | $ 0.28 |
STOCKHOLDERS' DEFICIT (Schedule
STOCKHOLDERS' DEFICIT (Schedule of Assumptions) (Details) - Employee Options and Stock Appreciation Rights [Member] | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate, minimum | 2.55% | 1.29% |
Risk-free interest rate, maximum | 2.84% | 2.12% |
Dividend yield | ||
Expected volatility, minimum | 64.92% | 72.11% |
Expected volatility, maximum | 76.02% | 99.06% |
Estimated annual forfeitures | ||
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term | 2 years 6 months | 2 years |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term | 10 years | 5 years 6 months |
STOCKHOLDERS' DEFICIT (Schedu_2
STOCKHOLDERS' DEFICIT (Schedule of Stock Options Activity) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Employee Options and Stock Appreciation Rights [Member] | ||
Number of Options | ||
Balance | 8,936,507 | 8,195,507 |
Granted | 749,000 | 1,076,000 |
Exercised | (20,000) | |
Forfeited | ||
Expired | (639,507) | (335,000) |
Outstanding | 9,026,000 | 8,936,507 |
Exercisable | 5,813,550 | 5,795,224 |
Weighted Average Exercise Price | ||
Balance | $ 0.75 | $ 0.85 |
Granted | 0.18 | 0.20 |
Exercised | 0.18 | |
Forfeited | ||
Expired | 0.94 | 0.50 |
Outstanding | 0.69 | 0.75 |
Exercisable | 0.73 | 0.84 |
Weighted average fair value of options granted | $ 0.07 | $ 0.12 |
Weighted Average Remaining Contractual Life | ||
Granted | 5 years | 7 years 10 months 25 days |
Exercised | 4 years 6 months | |
Outstanding | 3 years 8 months 19 days | 4 years 2 months 30 days |
Exercisable | 3 years 2 months 30 days | 3 years 3 months 19 days |
Aggregate Intrinsic Value | ||
Outstanding | $ 6,495 | |
Exercisable | $ 6,495 | |
Director Options [Member] | ||
Number of Options | ||
Balance | 4,170,833 | 3,480,833 |
Granted | 690,000 | 690,000 |
Exercised | ||
Forfeited | ||
Expired | (135,000) | |
Outstanding | 4,725,833 | 4,170,833 |
Exercisable | 4,092,166 | 3,517,166 |
Weighted Average Exercise Price | ||
Balance | $ .75 | $ 0.86 |
Granted | 0.285 | .211 |
Exercised | ||
Forfeited | ||
Expired | 0.82 | |
Outstanding | 0.68 | .75 |
Exercisable | 0.75 | .86 |
Weighted average fair value of options granted | $ 0.17 | $ .14 |
Weighted Average Remaining Contractual Life | ||
Granted | 10 years | 10 years |
Outstanding | 6 years 3 months 15 days | 6 years 6 months 14 days |
Exercisable | 5 years 9 months | 5 years 11 months 12 days |
Aggregate Intrinsic Value | ||
Outstanding | ||
Exercisable | ||
Non-Employee, Non-Director Options [Member] | ||
Number of Options | ||
Balance | 215,000 | 20,000 |
Granted | 216,000 | 195,000 |
Exercised | ||
Warrants exchanged for options | 250,000 | |
Forfeited | ||
Expired | (20,000) | |
Outstanding | 661,000 | 215,000 |
Exercisable | 661,000 | 215,000 |
Weighted Average Exercise Price | ||
Balance | $ .34 | $ 1.18 |
Granted | 0.15 | 0.25 |
Exercised | ||
Warrants exchanged for options | 0.34 | |
Forfeited | ||
Expired | 1.18 | |
Outstanding | 0.25 | .34 |
Exercisable | 0.25 | .34 |
Weighted average fair value of options granted | $ 0.10 | $ 0.18 |
Weighted Average Remaining Contractual Life | ||
Granted | 5 years | 5 years |
Warrants exchanged for options | 1 year 7 months 6 days | |
Outstanding | 5 years 3 months 19 days | 3 years 11 months 23 days |
Exercisable | 5 years 3 months 19 days | 3 years 11 months 23 days |
Aggregate Intrinsic Value | ||
Outstanding | $ 4,830 | $ 1,359 |
Exercisable | $ 4,830 | $ 1,359 |
STOCKHOLDERS' DEFICIT (Narrat_3
STOCKHOLDERS' DEFICIT (Narrative) (Options) (Details) - USD ($) | Dec. 13, 2017 | Oct. 02, 2017 | Aug. 28, 2017 | Aug. 16, 2017 | Aug. 07, 2017 | Aug. 04, 2017 | Dec. 20, 2018 | Nov. 30, 2018 | Jul. 31, 2018 | Jun. 30, 2018 | Apr. 30, 2018 | Jan. 31, 2018 | Dec. 20, 2017 | Jun. 30, 2017 | Jan. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Fair value of options | $ 626,461 | ||||||||||||||||
Chief Financial Officer [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, number | 125,000 | ||||||||||||||||
Vesting period | 10 years | ||||||||||||||||
Employee Options and Stock Appreciation Rights [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, number | 749,000 | 1,076,000 | |||||||||||||||
Options granted, exercise price | $ 0.18 | $ 0.20 | |||||||||||||||
Employee Options and Stock Appreciation Rights [Member] | Employees [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 5 years | 5 years | 5 years | ||||||||||||||
Options granted, number | 251,000 | 374,000 | 150,000 | ||||||||||||||
Options granted, exercise price | $ 0.1798 | $ 0.165 | $ 0.25 | ||||||||||||||
Vesting period | 3 years | ||||||||||||||||
Fair value of options | $ 20,155 | $ 28,973 | $ 21,996 | ||||||||||||||
Volatility | 72.11% | 76.02% | 79.39% | ||||||||||||||
Expected term | 2 years 6 months | 2 years 6 months | 4 years | ||||||||||||||
Risk-free interest rate | 1.85% | 2.55% | 1.63% | ||||||||||||||
Employee Options and Stock Appreciation Rights [Member] | Employees [Member] | Vesting Immediately [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Percentage of shares immediately vested | 25.00% | ||||||||||||||||
Employee Options and Stock Appreciation Rights [Member] | Chief Executive Officer And Chief Technology Officer Mother [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 10 years | ||||||||||||||||
Options granted, number | 500,000 | ||||||||||||||||
Options granted, exercise price | $ 0.2039 | ||||||||||||||||
Fair value of options | $ 65,833 | ||||||||||||||||
Volatility | 80.03% | ||||||||||||||||
Expected term | 5 years | ||||||||||||||||
Risk-free interest rate | 1.82% | ||||||||||||||||
Employee Options and Stock Appreciation Rights [Member] | Chief Financial Officer [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 10 years | ||||||||||||||||
Options granted, number | 125,000 | ||||||||||||||||
Options granted, exercise price | $ 0.185 | ||||||||||||||||
Fair value of options | $ 14,907 | ||||||||||||||||
Volatility | 79.98% | ||||||||||||||||
Expected term | 5 years | ||||||||||||||||
Risk-free interest rate | 1.77% | ||||||||||||||||
Employee Options and Stock Appreciation Rights [Member] | New Employee [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 5 years | 5 years | 5 years | ||||||||||||||
Options granted, number | 25,000 | 25,000 | 25,000 | ||||||||||||||
Options granted, exercise price | $ 0.20 | $ 0.20 | $ 0.165 | ||||||||||||||
Fair value of options | $ 2,385 | $ 2,399 | $ 1,937 | ||||||||||||||
Volatility | 79.68% | 79.68% | 76.02% | ||||||||||||||
Expected term | 2 years 6 months | 2 years 6 months | 2 years 6 months | ||||||||||||||
Risk-free interest rate | 1.56% | 1.29% | 2.55% | ||||||||||||||
Employee Options and Stock Appreciation Rights [Member] | New Director [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 5 years | 10 years | |||||||||||||||
Options granted, number | 100,000 | 150,000 | |||||||||||||||
Options granted, exercise price | $ 0.25 | $ 0.14 | |||||||||||||||
Fair value of options | $ 14,694 | $ 11,918 | |||||||||||||||
Volatility | 64.92% | 65.97% | |||||||||||||||
Expected term | 5 years 6 months | 5 years | |||||||||||||||
Risk-free interest rate | 2.84% | 2.49% | |||||||||||||||
Employee Options and Stock Appreciation Rights [Member] | Chief Utility Strategy Officer [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 5 years | ||||||||||||||||
Options granted, number | 100,000 | ||||||||||||||||
Options granted, exercise price | $ 0.20 | ||||||||||||||||
Fair value of options | $ 10,072 | ||||||||||||||||
Volatility | 74.29% | ||||||||||||||||
Expected term | 3 years | ||||||||||||||||
Risk-free interest rate | 3.05% | ||||||||||||||||
Equity Incentive Plan [Member] | Non Employee Director [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 10 years | 10 years | |||||||||||||||
Options granted, number | 690,000 | 690,000 | |||||||||||||||
Options granted, exercise price | $ 0.211 | $ 0.285 | |||||||||||||||
Fair value of options | $ 100,918 | $ 116,482 | |||||||||||||||
Volatility | 80.03% | 65.76% | |||||||||||||||
Expected term | 5 years 6 months | 5 years 6 months | |||||||||||||||
Risk-free interest rate | 1.88% | 2.77% | |||||||||||||||
Non-Employee, Non-Director Options [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, number | 216,000 | 195,000 | |||||||||||||||
Options granted, exercise price | $ 0.15 | $ 0.25 | |||||||||||||||
Non-Employee, Non-Director Options [Member] | Legal Services [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 10 years | 5 years | |||||||||||||||
Options granted, number | 150,000 | 150,000 | |||||||||||||||
Options granted, exercise price | $ 0.14 | $ 0.275 | |||||||||||||||
Fair value of options | $ 15,572 | $ 30,703 | $ 14,274 | ||||||||||||||
Volatility | 65.97% | 99.06% | |||||||||||||||
Expected term | 10 years | 5 years | |||||||||||||||
Risk-free interest rate | 2.70% | 1.88% | |||||||||||||||
Non-Employee, Non-Director Options [Member] | Consultant [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 5 years | 5 years | |||||||||||||||
Options granted, number | 45,000 | 66,000 | |||||||||||||||
Options granted, exercise price | $ 0.1798 | $ 0.165 | |||||||||||||||
Fair value of options | $ 4,847 | $ 6,854 | |||||||||||||||
Volatility | 72.11% | 76.02% | |||||||||||||||
Expected term | 5 years | 5 years | |||||||||||||||
Risk-free interest rate | 2.125% | 2.55% | |||||||||||||||
Warrant [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, term | 2 years | ||||||||||||||||
Warrant [Member] | Legal Services [Member] | Non-Employee, Non-Director Options [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||
Options granted, number | 250,000 | ||||||||||||||||
Options granted, exercise price | $ 0.27 | ||||||||||||||||
Exercise price identical remaining terms | $ 0.34 |
STOCKHOLDERS' DEFICIT (Schedu_3
STOCKHOLDERS' DEFICIT (Schedule of Warrant Activity) (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Warrants Issued for Settlement [Member] | ||
Number of Warrants | ||
Balance | 250,000 | 600,000 |
Granted | ||
Exercised | ||
Forfeited | ||
Expired | (350,000) | |
Outstanding | 250,000 | 250,000 |
Exercisable | 250,000 | 250,000 |
Weighted Average Exercise Price | ||
Balance | $ 0.37 | $ 0.52 |
Granted | ||
Exercised | ||
Forfeited | ||
Expired | 0.63 | |
Outstanding | 0.37 | 0.37 |
Exercisable | 0.37 | 0.37 |
Weighted average fair value of warrants granted | ||
Remaining Contractual Life | ||
Outstanding | 2 years 6 months | 3 years 6 months |
Exercisable | 2 years 6 months | 3 years 6 months |
Warrant [Member] | ||
Number of Warrants | ||
Balance | 14,041,342 | 15,133,564 |
Granted | 7,721,310 | 6,888,170 |
Exercised | ||
Exchanged for options | (250,000) | |
Forfeited | ||
Expired | (5,853,172) | (7,980,392) |
Outstanding | 15,659,480 | 14,041,342 |
Exercisable | 15,651,147 | 13,829,034 |
Weighted Average Exercise Price | ||
Balance | $ 1.78 | $ 1.73 |
Granted | 2 | 2 |
Exercised | ||
Exchanged for options | 0.34 | |
Forfeited | ||
Expired | 1.87 | 1.96 |
Outstanding | 1.91 | 1.78 |
Exercisable | 1.91 | 1.78 |
Weighted average fair value of warrants granted | ||
Remaining Contractual Life | ||
Granted | 2 years | 2 years |
Exchanged for options | 1 year 7 months 6 days | |
Outstanding | 1 year 1 month 24 days | 1 year 3 months 29 days |
Exercisable | 1 year 1 month 24 days | 1 year 3 months 22 days |
STOCKHOLDERS' DEFICIT (Narrat_4
STOCKHOLDERS' DEFICIT (Narrative) (Warrant) (Details) - Warrant [Member] - $ / shares | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Term | 2 years | ||
Number of shares callable by warrants | 5,853,172 | 7,980,392 | |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercise price of shares called by warrants | $ 1 | $ 0.63 | |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercise price of shares called by warrants | $ 2 | $ 2 | |
Private Placement [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Term | 2 years | 2 years | |
Number of shares callable by warrants | 7,721,310 | 6,491,344 | |
Exercise price of shares called by warrants | $ 2 | $ 2 | |
Common Stock Purchase Agreement [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Term | 2 years | ||
Number of shares callable by warrants | 250,000 | ||
Exercise price of shares called by warrants | $ 0.27 | ||
Exercise price identical remaining terms | $ 0.34 | ||
President and Principal Shareholder [Member] | Private Placement [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares callable by warrants | 2,284,093 | ||
President and Principal Shareholder [Member] | Private Placement [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Term | 2 years | 2 years | |
Number of shares callable by warrants | 2,231,893 | 396,926 | |
Exercise price of shares called by warrants | $ 2 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carryforwards | $ 42,757,777 | |
Net operating loss carryforwards may be carried forward indefinitely | 3,733,302 | |
Increase (decrease) in valuation allowance | $ 1,006,290 | |
Federal statutory tax rate | 21.00% | 34.00% |
New Federal corporate tax rate for periods beginning on or after January 1, 2018 | 21.00% | |
Maximum [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry-forward expiration date | Dec. 31, 2037 |
INCOME TAXES (Schedule of Defer
INCOME TAXES (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforward | $ 11,785,489 | $ 10,852,456 |
Allowance for bad debt | 66,033 | 55,224 |
Stock-based compensation | 1,857,076 | 1,802,249 |
Depreciation | (2,282) | (9,903) |
Gross deferred tax asset | 13,706,316 | 12,700,026 |
Less: deferred tax asset valuation allowance | (13,706,316) | (12,700,026) |
Total deferred tax asset | ||
Less: Deferred tax liability - depreciation | ||
Net deferred taxes |
INCOME TAXES (Schedule of Recon
INCOME TAXES (Schedule of Reconciliation of Provision (Benefit) for Income Taxes) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Amount | ||
Tax at U.S. statutory rate | $ (842,931) | $ (1,415,000) |
State taxes, net of federal benefit | (173,805) | (150,648) |
Other | 10,446 | (357,550) |
Change in Federal tax rate | (2,305,727) | |
Change in valuation allowance | 1,006,290 | 4,228,925 |
Total income tax expense (benefit) | ||
Percentage | ||
Tax at U.S. statutory rate | (21.00%) | (34.00%) |
State taxes, net of federal benefit | (4.33%) | (3.62%) |
Other | 0.26% | (8.59%) |
Change in Federal tax rate | (0.00%) | (55.40%) |
Change in valuation allowance | 25.07% | 101.61% |
Total effective income tax rate | 0.00% | 0.00% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | Aug. 31, 2017 | Apr. 30, 2018 | Jan. 31, 2015 | Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Aug. 04, 2017 |
Related Party Transaction [Line Items] | ||||||||
Fair value | $ 626,461 | |||||||
Chief Technology Officer [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Weekly salary amount | $ 1,269 | $ 1,269 | ||||||
Chief Executive Officer And Chief Technology Officer Mother [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Weekly salary amount | 600 | 600 | ||||||
Chief Executive Officer [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Percentage to be received of first $2 million of revenue | 5.00% | 5.00% | 5.00% | |||||
First revenue amount on which 5% is to be received | $ 2,000,000 | $ 2,000,000 | $ 2,000,000 | |||||
Lincoln Park Capital Fund, LLC. [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Purchase agreement amount | $ 1,800,000 | |||||||
Investor [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Purchase agreement amount | 150,000 | |||||||
Investor [Member] | Warrants Issued for Settlement [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Purchase agreement amount | $ 10,215,380 | $ 10,215,380 | $ 7,954,480 | |||||
Term | 2 years | 2 years | ||||||
Number of shares callable by warrants | 5,107,871 | 5,107,871 | 3,977,241 | |||||
Exercise price of shares called by warrants | $ 2 | $ 2 | $ 2 | |||||
Fair value | $ 1,930,000 | $ 1,575,000 | ||||||
President and Principal Shareholder [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Amount purchased by related party under Stock Purchase Agreement | $ 1,800,000 | $ 840,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | Aug. 16, 2017 | Nov. 14, 2012 | Nov. 30, 2012 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Loss Contingencies [Line Items] | ||||||
Rent expense | $ 115,403 | $ 114,720 | ||||
Operating lease right of use asset | 29,349 | |||||
Operating lease liability | $ 50,313 | |||||
Operating lease discount rate | 7.50% | |||||
Amortization of the operating lease right of use asset | $ 20,964 | |||||
Accounting Standards Update 2016-02 [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Operating lease right of use asset | 50,313 | |||||
Operating lease liability | 50,313 | |||||
Wildland [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Monthly lease payment | $ 2,250 | |||||
Term of contract | 2 years | |||||
Chief Financial Officer [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Annual base salary | $ 150,000 | |||||
Auto allowance | $ 600 | |||||
Options granted, number | 125,000 | |||||
Exercise price of warrants | $ 0.1849 | |||||
Vesting period | 10 years | |||||
Chief Financial Officer [Member] | Stock Appreciation Rights (SARs) [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Immediately vested shares | 200,000 | |||||
Vested shares upon generating $3,000,000 in revenue in any 12-month period | 200,000 | |||||
Vested shares upon generating $5,000,000 in revenue in any 12-month period | 200,000 | |||||
Vested shares upon generating $6,000,000 in revenue in any 12-month period | 200,000 | |||||
Employment agreement term | 10 years | |||||
Options granted, exercise price | $ 0.45 | |||||
Chief Executive Officer And Chief Financial Officer And President And Chief Technology Officer [Member] | Stock Appreciation Rights (SARs) [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Immediately vested shares | 800,000 | |||||
Vested shares upon generating $3,000,000 in revenue in any 12-month period | 170,000 | |||||
Vested shares upon generating $5,000,000 in revenue in any 12-month period | 190,000 | |||||
Vested shares upon generating $6,000,000 in revenue in any 12-month period | 200,000 | |||||
Cancelled options | 250,000 | |||||
Chief Technology Officer [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Officer compensation | $ 52,797 | $ 62,056 | ||||
Executive Chairman [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Annual base salary | $ 150,000 |
REVENUE RECOGNITION (Details)
REVENUE RECOGNITION (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | ||
Revenue | $ 1,450,938 | $ 1,151,176 |
Customer deposit | 721 | |
Net amount of freight | 38,510 | |
Credit purchase | 14,249 | |
FireIce Products [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 1,277,138 | 848,445 |
Soil2O Traditional Sales [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 93,359 | 137,592 |
FireIce Shield [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 69,963 | 160,903 |
Other [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Revenue | 10,478 | $ 4,236 |
New Distributor [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Customer deposit | $ 14,970 |
CONCENTRATIONS (Details)
CONCENTRATIONS (Details) | 12 Months Ended | |
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Concentration Risk [Line Items] | ||
Total EMFIDS parts, raw material and packaging purchases made during the period | $ 478,000 | $ 612,000 |
Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Number of customers in concentration | 4 | 4 |
Accounts Receivable [Member] | Customer One Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 17.70% | 38.80% |
Accounts Receivable [Member] | Customer Two Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 17.50% | 19.50% |
Accounts Receivable [Member] | Customer Three Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 13.80% | 18.90% |
Accounts Receivable [Member] | Customer Four Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 12.70% | 11.10% |
Sales Revenue [Member] | ||
Concentration Risk [Line Items] | ||
Number of products in concentration | 3 | 3 |
Sales Revenue [Member] | Non-US [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 12.70% | 24.30% |
Sales Revenue [Member] | Customer One Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 12.00% | 16.20% |
Sales Revenue [Member] | Customer Two Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 10.50% | 14.10% |
Sales Revenue [Member] | FireIce [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 87.40% | 73.70% |
Sales Revenue [Member] | Soil2O [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 6.40% | 12.00% |
Sales Revenue [Member] | FireIce Shield [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 4.80% | 14.00% |
Sales Revenue [Member] | FireIce Products [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 55.20% | 66.30% |
Sales Revenue [Member] | FireIce Eductors, EMFIDS and extinguishers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 28.30% | 27.30% |
Sales Revenue [Member] | Spray Bottles [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 13.90% | 39.90% |
Sales Revenue [Member] | Canisters and Refills [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 14.20% | 18.50% |
Returned amount of factoring out of credit | $ 12,928 | |
Sales Revenue [Member] | FireIce Shield CTP [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 36.70% | 32.50% |
Sales Revenue [Member] | Soil2O Traditional Sales [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 13.40% | 14.60% |
Sales Revenue [Member] | Soil2O Dust Control Products [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 86.60% | 78.80% |
Sales Revenue [Member] | Soil2O Soil Cap [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 49.10% | 27.20% |
Inventory purchases [Member] | ||
Concentration Risk [Line Items] | ||
Number of customers in concentration | 3 | 1 |
Inventory purchases [Member] | Supplier One Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 27.70% | 50.60% |
Inventory purchases [Member] | Supplier Two Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 15.00% | |
Inventory purchases [Member] | Supplier Three Concentration Risk [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 13.90% | |
Debt Financing [Member] | President and Principal Shareholder [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 100.00% |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | Jan. 25, 2019 | Jan. 31, 2019 | Apr. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 |
Subsequent Event [Line Items] | |||||
Proceeds from the sale of stock and warrants through private placements | $ 3,060,000 | $ 2,665,000 | |||
Common stock issued for cash, shares | 2,983,147 | ||||
Fair value of options | $ 626,461 | ||||
Stock issued for services, value | $ 6,700 | ||||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Common stock and warrants issued for cash, shares | 4,896,466 | ||||
Number of shares callable by warrants | 2,448,233 | ||||
Exercise price of shares called by warrants | $ 2 | ||||
Proceeds from the sale of stock and warrants through private placements | $ 900,000 | ||||
Stock issued for payment of commissions, shares | 14,992 | ||||
Stock issued for payment of commissions, value | $ 2,459 | ||||
Subsequent Event [Member] | Consultant [Member] | |||||
Subsequent Event [Line Items] | |||||
Stock issued for services, shares | 4,762 | ||||
Stock issued for services, value | $ 900 | ||||
Principal Stockholder [Member] | |||||
Subsequent Event [Line Items] | |||||
Proceeds from the sale of stock and warrants through private placements | $ 3,176,000 | ||||
Principal Stockholder [Member] | Subsequent Event [Member] | Private Placement [Member] | |||||
Subsequent Event [Line Items] | |||||
Common stock and warrants issued for cash, shares | 1,465,990 | ||||
Number of shares callable by warrants | 732,995 | ||||
Proceeds from the sale of stock and warrants through private placements | $ 300,000 | ||||
Employee Options and Stock Appreciation Rights [Member] | |||||
Subsequent Event [Line Items] | |||||
Options granted, number | 749,000 | 1,076,000 | |||
Options granted, exercise price | $ 0.18 | $ 0.20 | |||
Employee Options and Stock Appreciation Rights [Member] | Legal Services [Member] | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Term | 5 years | ||||
Options granted, number | 150,000 | ||||
Options granted, exercise price | $ 0.18 | ||||
Fair value of options | $ 17,614 | ||||
Volatility | 79.98% | ||||
Expected term | 5 years | ||||
Discount rate | 2.59% | ||||
Employee Options and Stock Appreciation Rights [Member] | Vice President [Member] | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Term | 5 years | ||||
Options granted, number | 150,000 | ||||
Options granted, exercise price | $ 0.18 | ||||
Fair value of options | $ 13,223 | ||||
Volatility | 79.98% | ||||
Expected term | 2 years 6 months | ||||
Discount rate | 2.59% |