Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 10, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | SANUWAVE Health, Inc. | |
Entity Central Index Key | 1,417,663 | |
Trading Symbol | snwv | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 139,249,926 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 40,226 | $ 133,571 |
Accounts receivable, net of allowance for doubtful accounts of $123,026 in 2017 and $35,196 in 2016 | 172,119 | 460,799 |
Inventory, net | 176,109 | 231,953 |
Prepaid expenses | 103,539 | 87,823 |
TOTAL CURRENT ASSETS | 491,993 | 914,146 |
PROPERTY AND EQUIPMENT, at cost, less accumulated depreciation (Note 4) | 59,395 | 76,938 |
OTHER ASSETS | 13,922 | 13,786 |
TOTAL ASSETS | 565,310 | 1,004,870 |
CURRENT LIABILITIES | ||
Accounts payable | 1,435,431 | 712,964 |
Accrued expenses (Note 5) | 459,735 | 375,088 |
Accrued employee compensation | 65,154 | 64,860 |
Advances from related parties (Note 6) | 751,616 | 0 |
Interest payable, related parties (Note 7) | 535,125 | 109,426 |
Short term loan, net (Note 8) | 100,000 | 47,440 |
Warrant liability (Note 12) | 1,058,202 | 1,242,120 |
Notes payable, related parties, net (Note 7) | 5,183,310 | 5,364,572 |
TOTAL LIABILITIES | 9,588,573 | 7,916,470 |
COMMITMENTS AND CONTINGENCIES (Note 13) | ||
STOCKHOLDERS' DEFICIT | ||
COMMON STOCK, par value $0.001, 350,000,000 shares authorized; 139,099,843 and 137,219,968 issued and outstanding in 2017 and 2016, respectively (Note 10) | 139,100 | 137,220 |
ADDITIONAL PAID-IN CAPITAL | 93,077,145 | 92,436,697 |
ACCUMULATED DEFICIT | (102,194,242) | (99,433,448) |
ACCUMULATED OTHER COMPREHENSIVE LOSS | (45,266) | (52,069) |
TOTAL STOCKHOLDERS' DEFICIT | (9,023,263) | (6,911,600) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | 565,310 | 1,004,870 |
Series A Convertible Preferred Stock [Member] | ||
STOCKHOLDERS' DEFICIT | ||
Preferred stock | 0 | 0 |
Series B Convertible Preferred Stock [Member] | ||
STOCKHOLDERS' DEFICIT | ||
Preferred stock | 0 | 0 |
Undesignated Preferred Stock [Member] | ||
STOCKHOLDERS' DEFICIT | ||
Preferred stock | $ 0 | $ 0 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Accounts receivable, allowance for doubtful accounts | $ 123,026 | $ 35,196 |
Common stock, par value | $ .001 | $ 0.001 |
Common stock, shares authorized | 350,000,000 | 350,000,000 |
Common stock, shares issued | 139,099,843 | 137,219,968 |
Common stock, shares outstanding | 139,099,843 | 137,219,968 |
Series A Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ .001 | $ 0.001 |
Preferred stock, shares authorized | 6,175 | 6,175 |
Preferred stock, shares issued | 6,175 | 6,175 |
Preferred stock, shares outstanding | 0 | 0 |
Series B Convertible Preferred Stock [Member] | ||
Preferred stock, par value | $ .001 | $ 0.001 |
Preferred stock, shares authorized | 293 | 293 |
Preferred stock, shares issued | 293 | 293 |
Preferred stock, shares outstanding | 0 | 0 |
Undesignated Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 4,993,532 | 4,993,532 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||||
REVENUES | $ 161,585 | $ 255,652 | $ 422,199 | $ 728,382 |
COST OF REVENUES (exclusive of depreciation and amortization shown below)) | 61,684 | 98,678 | 141,523 | 249,847 |
OPERATING EXPENSES | ||||
Research and development | 266,837 | 266,473 | 965,084 | 1,052,595 |
General and administrative | 475,377 | 645,863 | 1,875,891 | 1,734,891 |
Depreciation | 5,465 | 1,554 | 17,543 | 3,227 |
Amortization | 0 | 76,689 | 0 | 230,067 |
Gain on sale of property and equipment | 0 | 0 | 0 | (1,000) |
TOTAL OPERATING EXPENSES | 747,679 | 990,579 | 2,858,518 | 3,019,780 |
OPERATING LOSS | (647,778) | (833,605) | (2,577,842) | (2,541,245) |
OTHER INCOME (EXPENSE) | ||||
(Loss) Gain on warrant valuation adjustment and conversion | (41,681) | (43,536) | 316,952 | (812,983) |
Interest expense, net | (160,978) | (259,302) | (496,997) | (623,066) |
Loss on foreign currency exchange | (888) | (3,367) | (2,907) | (9,215) |
TOTAL OTHER INCOME (EXPENSE), NET | (203,547) | (306,205) | (182,952) | (1,445,264) |
NET LOSS | (851,325) | (1,139,810) | (2,760,794) | (3,986,509) |
OTHER COMPREHENSIVE INCOME (LOSS) | ||||
Foreign currency translation adjustments | 20,570 | (2,268) | 6,803 | (4,980) |
TOTAL COMPREHENSIVE LOSS | $ (830,755) | $ (1,142,078) | $ (2,753,991) | $ (3,991,489) |
LOSS PER SHARE: | ||||
Net loss - basic and diluted | $ (.01) | $ (.01) | $ (.02) | $ (0.04) |
Weighted average shares outstanding - basic and diluted | 139,099,843 | 115,528,604 | 138,711,527 | 97,798,261 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (2,760,794) | $ (3,986,509) |
Adjustments to reconcile net loss to net cash used by operating activities to net cash used by operating activities | ||
Depreciation | 17,543 | 3,227 |
Change in allowance for doubtful accounts | 87,830 | 15,376 |
Amortization | 0 | 230,067 |
Stock-based compensation - employees, directors and advisors | 482,295 | 116,550 |
(Gain) Loss on warrant valuation adjustment | (316,952) | 812,983 |
Amortization of debt discount | 71,298 | 18,548 |
Amortization of debt issuance costs | 0 | 114,522 |
Loss on conversion option of promissory note payable | 0 | 75,422 |
Loss on conversion option of convertible debenture | 0 | 50,100 |
Stock issued for consulting services | 0 | 43,540 |
Gain on sale of property and equipment | 0 | (1,000) |
Changes in assets - (increase)/decrease | ||
Accounts receivable - trade | 200,850 | (82,219) |
Inventory | 55,844 | 17,922 |
Prepaid expenses | (15,716) | 755 |
Other | (136) | (2,843) |
Changes in liabilities - increase/(decrease) | ||
Accounts payable | 722,467 | (133,173) |
Accrued expenses | 84,647 | 60,369 |
Accrued employee compensation | 294 | 209,465 |
Interest payable, related parties | 425,699 | (239,803) |
Promissory notes, accrued interest | 0 | (32,271) |
NET CASH USED BY OPERATING ACTIVITIES | (944,831) | (2,708,973) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Proceeds from sale of property and equipment | 0 | 1,000 |
Purchases of property and equipment | 0 | (7,878) |
NET CASH USED BY INVESTING ACTIVITIES | 0 | (6,878) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from warrant exercise | 93,067 | 32,000 |
Advances from related parties | 751,616 | 0 |
Proceeds from 2016 Public Offering, net | 0 | 1,596,855 |
Proceeds from 2016 Private Offering, net | 0 | 1,528,200 |
Proceeds from convertible promissory notes, net | 0 | 106,000 |
Proceeds from convertible debenture, net | 0 | 175,000 |
Payment of convertible promissory notes | 0 | (155,750) |
Payment of convertible debenture | 0 | (210,000) |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 844,683 | 3,072,305 |
EFFECT OF EXCHANGE RATES ON CASH | 6,803 | (4,980) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (93,345) | 351,474 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 133,571 | 152,930 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 40,226 | 504,404 |
SUPPLEMENTAL INFORMATION | ||
Cash paid for interest, related parties | 0 | 630,549 |
NONCASH INVESTING ACTIVITIES | ||
Cashless warrant conversion | $ 66,966 | $ 0 |
Note 1 - Nature of the Business
Note 1 - Nature of the Business | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Nature of the Business | SANUWAVE Health, Inc. and subsidiaries (the “Company”) is an acoustic shock wave technology company using a patented system of noninvasive, high-energy, acoustic pressure shock waves for regenerative medicine and other applications. The Company’s initial focus is regenerative medicine – utilizing noninvasive (extracorporeal), acoustic shock waves to produce a biological response resulting in the body healing itself through the repair and regeneration of tissue, musculoskeletal and vascular structures. The Company’s lead regenerative product in the United States is the dermaPACE® device, used for treating diabetic foot ulcers, which was subject to two double-blinded, randomized Phase III clinical studies. The results of these clinical studies were submitted to the U.S. Food and Drug Administration (“FDA”) in late July 2016, after our in-person meeting to discuss the submission strategy. The Company’s portfolio of healthcare products and product candidates activate biologic signaling and angiogenic responses, including new vascularization and microcirculatory improvement, helping to restore the body’s normal healing processes and regeneration. The Company intends to apply its Pulsed Acoustic Cellular Expression (PACE®) technology in wound healing, orthopedic, plastic/cosmetic and cardiac conditions. The Company currently does not market any commercial products for sale in the United States. Revenues are from sales of the European Conformity Marking (“CE Mark”) devices and accessories in Europe, Canada, Asia and Asia/Pacific. |
Note 2 - Going Concern
Note 2 - Going Concern | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Going Concern | The Company does not currently generate significant recurring revenue and will require additional capital during the fourth quarter of 2017. As of September 30, 2017, the Company had an accumulated deficit of $102,194,242 and cash and cash equivalents of $40,226. For the nine months ended September 30, 2017 and 2016, the net cash used by operating activities was $944,831 and $2,708,973, respectively. The Company incurred a net loss of $2,760,794 for the nine months ended September 30, 2017 and a net loss of $6,439,040 for the year ended December 31, 2016. The operating losses and the Events of Default on the Notes payable, related parties (see Note 7) create an uncertainty about the Company’s ability to continue as a going concern. The continuation of the Company’s business is dependent upon raising additional capital during the fourth quarter of 2017 to fund operations. Management’s plans are to obtain additional capital in 2017 through investments by strategic partners for market opportunities, which may include strategic partnerships or licensing arrangements, or raise capital through the conversion of outstanding warrants, the issuance of common or preferred stock, securities convertible into common stock, or secured or unsecured debt. These possibilities, to the extent available, may be on terms that result in significant dilution to the Company’s existing shareholders. Although no assurances can be given, management of the Company believes that potential additional issuances of equity or other potential financing transactions as discussed above should provide the necessary funding for the Company to continue as a going concern. If these efforts are unsuccessful, the Company may be forced to seek relief through a filing under the U.S. Bankruptcy Code. The consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
Note 3 - Summary of Significant
Note 3 - Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, these condensed consolidated financial statements do not include all the information and footnotes required by United States generally accepted accounting principles for complete financial statements. The financial information as of September 30, 2017 and for the three and nine months ended September 30, 2017 and 2016 is unaudited; however, in the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine month periods ended September 30, 2017 are not necessarily indicative of the results that may be expected for any other interim period or for the year ending December 31, 2017. The condensed consolidated balance sheet at December 31, 2016 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by United States generally accepted accounting principles for complete financial statements. Significant Accounting Policies For further information and a summary of significant accounting policies, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on March 31, 2017. Recently Issued Accounting Standards New accounting pronouncements are issued by the Financial Standards Board (“FASB”) or other standards setting bodies that the Company adopts according to the various timetables the FASB specifies. The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers Revenue from Contracts with Customers (Topic 606) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments (Topic 230) In July 2017, the FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480): Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception. |
Note 4 - Property and Equipment
Note 4 - Property and Equipment | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Property and Equipment | Property and equipment consists of the following: September 30, December 31, 2017 2016 Machines and equipment $ 240,295 $ 240,295 Office and computer equipment 156,860 156,860 Devices 82,204 82,204 Software 34,528 34,528 Furniture and fixtures 16,019 16,019 Other assets 2,259 2,259 Total 532,165 532,165 Accumulated depreciation (472,770 ) (455,227 ) Net property and equipment $ 59,395 $ 76,938 Depreciation expense was $5,465 and $1,554 for the three months ended September 30, 2017 and 2016, respectively and $17,543 and $3,227 for the nine months ended September 30, 2017 and 2016, respectively. |
Note 5 - Accrued Expenses
Note 5 - Accrued Expenses | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Accrued Expenses | Accrued expenses consist of the following: September 30, December 31, 2017 2016 Accrued executive severance $ 100,000 $ 100,000 Accrued board of director's fees 95,000 16,000 Accrued audit and tax preparation 83,095 100,000 Accrued outside services 53,912 31,533 Deferred rent 44,594 41,341 Accrued clinical expenses 23,650 13,650 Deferred revenue 21,060 18,810 Accrued travel and entertainment 20,000 — Accrued legal professional fees 13,609 45,000 Accrued other 4,815 8,754 Total Accrued expenses $ 459,735 $ 375,088 |
Note 6 - Advances from Related
Note 6 - Advances from Related Parties and Accredited Investors | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Advances from Related Parties and Accredited Investors | The Company has received cash advances from related parties and accredited investors to help fund the Company’s operations. These advances are a part of a subscription agreement that the Company is offering to issue convertible promissory notes. As of September 30, 2017, the Company had received $751,616 from related parties and accredited investors. 10% Convertible Promissory Notes On March 27, 2017, the Company began offering subscriptions for 10% convertible promissory notes (the “10% Convertible Promissory Notes”) to selected accredited investors. Up to $2,500,000 aggregate principal amount of 10% Convertible Promissory Notes are being offered by the Company. The Company is currently working on completing this offering. The 10% Convertible Promissory Notes have a six month term from the subscription date and the note holders can convert the 10% Convertible Promissory Notes at any time during the term to the number of shares of Common Stock equal to the amount obtained by dividing (i) the amount of unpaid principal and accrued interest on the note by (ii) $0.11. The 10% Convertible Promissory Notes include a warrant agreement (the “Class N Warrant Agreement”) to purchase Common Stock equal to the amount obtained by dividing the (i) sum of the principal amount, by (ii) $0.11. The Class N Warrant Agreement expires March 17, 2019. On November 3, 2017, the Company issued $1,124,440 in 10% Convertible Promissory Notes to related parties and accredited investors and issued 10,222,180 Class N Warrants. The fair value of the Class N Warrants will be calculated and recorded in November 2017. On November 3, 2017, Premier Shockwave Inc., a company owned by Anthony Michael Stolarski, a member of the Company’s board of directors and an existing shareholder of the Company, purchased $330,000 of the 10% Convertible Promissory Notes and was issued 3,000,000 Class N Warrants. The Company, the related parties and the accredited investors are executing and delivering the 10% Convertible Promissory Notes and the Class N Warrants in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D (“Regulation D”). Pursuant to the terms of a Registration Rights Agreement that the Company entered with the accredited investors in connection with the 10% Convertible Promissory Note, the Company is required to file a registration statement that covers the shares of Common Stock issuable upon conversion of the 10% Convertible Promissory Notes or upon exercise of the Class N Warrants. The failure on the part of the Company to satisfy certain deadlines described in the Registration Rights Agreement may subject the Company to payment of certain monetary penalties. |
Note 7 - Notes Payable, Related
Note 7 - Notes Payable, Related Parties | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Notes Payable, Related Parties | The notes payable, related parties were issued in conjunction with the Company’s purchase of the orthopedic division of HealthTronics, Inc. on August 1, 2005. The notes payable, related parties bore interest at 6% per annum. Quarterly interest through June 30, 2010 was accrued and added to the principal balance. Interest was paid quarterly in arrears beginning September 30, 2010. All remaining unpaid accrued interest and principal was due August 1, 2015. On June 15, 2015, the Company and HealthTronics, Inc. entered into an amendment (the “Note Amendment”) to amend certain provisions of the notes payable, related parties. The Note Amendment provided for the extension of the due date to January 31, 2017. In the period ending March 31, 2016, the Company reclassified the outstanding principal balance from non-current liabilities to current liabilities. In connection with the Note Amendment, the Company entered into a security agreement with HealthTronics, Inc. to provide a first security interest in the assets of the Company. The notes payable, related parties bear interest at 8% per annum effective August 1, 2015 and during any period when an Event of Default occurs, the applicable interest rate shall increase by 2% per annum. Events of Default under the notes payable, related parties have occurred and are continuing on account of the failure of SANUWAVE, Inc., a Delaware corporation, a wholly owned subsidiary of the Company and the borrower under the notes payable, related parties, to make the required payments of interest which were due on December 31, 2016, March 31, 2017, June 30, 2017, and September 30, 2017 (collectively, the “Defaults”). As a result of the Defaults, the notes payable, related parties have been accruing interest at the rate of 10% per annum since January 2, 2017 and continue to accrue interest at such rate. The Company will be required to make mandatory prepayments of principal on the notes payable, related parties equal to 20% of the proceeds received by the Company through the issuance or sale of any equity securities in cash or through the licensing of the Company’s patents or other intellectual property rights. On June 28, 2016, the Company and HealthTronics, Inc. entered into a second amendment (the “Second Amendment”) to amend certain provisions of the notes payable, related parties. The Second Amendment provides for the extension of the due date to January 31, 2018. On August 3, 2017, the Company and HealthTronics, Inc. entered into a third amendment (the “Third Amendment”) to amend certain provisions of the notes payable, related parties. The Third Amendment provides for the extension of the due date to December 31, 2018 and revision of the mandatory prepayment provisions. The notes payable, related parties had an aggregate net outstanding principal balance of $5,183,310, net of $189,433 debt discount, at September 30, 2017 and $5,364,572, net of $8,171 debt discount, at December 31, 2016, respectively. In addition, the Company, in connection with the Note Amendment, issued to HealthTronics, Inc. on June 15, 2015, a total of 3,310,000 warrants (the “Class K Warrants”) to purchase shares of the Company’s common stock, $0.001 par value (the “Common Stock”), at an exercise price of $0.55 per share, subject to certain anti-dilution protection. Each Class K Warrant represents the right to purchase one share of Common Stock. The warrants vested upon issuance and expire after ten years. The fair value of these warrants on the date of issuance was $0.0112 per warrant and $36,989 was recorded as a debt discount to be amortized over the life of the amendment. In addition, the Company, in connection with the Second Amendment, issued to HealthTronics, Inc. on June 28, 2016, an additional 1,890,000 Class K Warrants to purchase shares of the Company’s Common Stock at an exercise price of $0.08 per share, subject to certain anti-dilution protection. The exercise price of the 3,310,000 Class K Warrants issued on June 15, 2015 was decreased to $0.08 per share. The fair value of these warrants on the date of issuance was $0.005 per warrant and $9,214 was recorded as a debt discount to be amortized over the life of the amendment. In addition, the Company, in connection with the Third Amendment, issued to HealthTronics, Inc. on August 3, 2017, an additional 2,000,000 Class K Warrants to purchase shares of the Company’s Common Stock at an exercise price of $0.11 per share, subject to certain anti-dilution protection. The fair value of these warrants on the date of issuance was $0.10 per warrant and $200,000 was recorded as a debt discount to be amortized over the life of the amendment. Accrued interest currently payable totaled $535,125 and $109,426 at September 30, 2017 and December 31, 2016, respectively. Interest expense on notes payable, related parties totaled $160,979 and $129,808 for the three months ended September 30, 2017 and 2016, respectively, and $444,437 and $390,746 for the nine months ended September 30, 2017 and 2016, respectively. |
Note 8 - Short term Loan
Note 8 - Short term Loan | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Short term Loan | On December 21, 2016, the Company entered into a short term loan with Millennium Park Capital LLC (the “Holder”) in the principal amount of $100,000. The principal amount shall be due and payable on the date that substantial money is obtained from the Company’s Korean distributor or date that money is obtained from a new distributor. This short term note is currently in default. In addition, the Company will issue to the Holder 500,000 warrants to purchase shares of the Company’s common stock, $0.001 par value (the “Common Stock”), at an exercise price of $0.17. Each warrant will represent the right to purchase one share of Common Stock. The warrants will vest upon issuance and have an expiration date of March 17, 2019. The fair value of the yet to be issued warrants on the date of issuance of the short term loan was $0.1168 per warrant, using the Black-Scholes option pricing model, and $58,400 was recorded as a debt discount to be amortized over the life of the short term loan. |
Note 9 - Income Taxes
Note 9 - Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Income Taxes | The Company files income tax returns in the United States federal jurisdiction and various state and foreign jurisdictions. The Company is no longer subject to United States federal and state and non-United States income tax examinations by tax authorities for years before 2014. At September 30, 2017, the Company had federal net operating loss (“NOL”) carryforwards for tax years through the year ended December 31, 2016, that will begin to expire in 2025. The use of deferred tax assets, including federal NOLs, is limited to future taxable earnings. Based on the required analysis of future taxable income under the provisions of ASC 740, Income Taxes The Company’s ability to use its NOL carryforwards could be limited and subject to annual limitations. In connection with future offerings, the Company may realize a “more than 50% change in ownership” which could further limit its ability to use its NOL carryforwards accumulated to date to reduce future taxable income and tax liabilities. Additionally, because United States tax laws limit the time during which NOL carryforwards may be applied against future taxable income and tax liabilities, the Company may not be able to take advantage of all or portions of its NOL carryforwards for federal income tax purposes. |
Note 10 - Equity Transactions
Note 10 - Equity Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Equity Transactions | Warrant Exercise In April 2017, the Company issued 200,000 shares of common stock upon the exercise of 200,000 Class L Warrants to purchase shares of stock for $0.08 per share under the terms of the Class L Warrant Public Offering agreement. The Company received proceeds of $16,000. On March 10, 2017, the Company issued 363,333 shares of common stock upon the exercise of 363,333 Class L Warrants to purchase shares of stock for $0.08 per share under the terms of the Class L Warrant Public Offering agreement. The Company received proceeds of $29,067. On January 24, 2017, the Company issued 600,000 shares of common stock upon the exercise of 600,000 Class L Warrants to purchase shares of stock for $0.08 per share under the terms of the Class L Warrant Public Offering agreement. The Company received proceeds of $48,000. On October 20, 2016, the Company issued 185,000 shares of common stock upon the exercise of 185,000 Class L Warrants to purchase shares of stock for $0.08 per share under the terms of the Class L Warrant agreement. On October 14, 2016, the Company issued 258,333 shares of common stock upon the exercise of 258,333 Class L Warrants to purchase shares of stock for $0.08 per share under the terms of the Class L Warrant agreement. On September 20, 2016, the Company issued 400,000 shares of common stock upon the exercise of 400,000 Class L Warrants to purchase shares of stock for $0.08 per share under the terms of the Class L Warrant agreement. Cashless Warrant Exercise On June 22, 2017, the Company issued 84,514 shares of common stock to Arthur Motch III upon the cashless exercise of 125,246 Series A Warrants to purchase shares of stock for $0.0334 per share based on a current market value of $0.1027 per share as determined under the terms of the Series A Warrant agreement. On March 13, 2017, the Company issued 297,035 shares of common stock to Lucas Hoppel upon the cashless exercise of 583,333 Class L Warrants to purchase shares of stock for $0.08 per share based on a current market value of $0.163 per share as determined under the terms of the Class L Warrant Private Offering agreement. On February 6, 2017, the Company issued 80,804 shares of common stock to Intracoastal Capital, LLC upon the cashless exercise of 100,000 Series A Warrants to purchase shares of stock for $0.0334 per share based on a current market value of $0.174 per share as determined under the terms of the Series A Warrant agreement. On February 2, 2017, the Company issued 158,240 shares of common stock to Intracoastal Capital, LLC upon the cashless exercise of 200,000 Series A Warrants to purchase shares of stock for $0.0334 per share based on a current market value of $0.17 per share as determined under the terms of the Series A Warrant agreement. On January 26, 2017, the Company issued 79,998 shares of common stock to Intracoastal Capital, LLC upon the cashless exercise of 100,000 Series A Warrants to purchase shares of stock for $0.0334 per share based on a current market value of $0.1669 per share as determined under the terms of the Series A Warrant agreement. On January 20, 2017, the Company issued 15,951 shares of common stock to Intracoastal Capital, LLC upon the cashless exercise of 20,000 Series A Warrants to purchase shares of stock for $0.0334 per share based on a current market value of $0.165 per share as determined under the terms of the Series A Warrant agreement. On November 18, 2016, the Company issued 117,510 shares of common stock to DeMint Law, PLLC upon the cashless exercise of 143,400 Series A Warrants to purchase shares of stock for $0.0334 per share based on a current market value of $0.185 per share as determined under the terms of the Series A Warrant agreement. On September 8, 2016, the Company issued 526,288 shares of common stock to Vigere Capital LP upon the cashless exercise of 971,667 Class M Warrants to purchase shares of stock for $0.06 per share based on a current market value of $0.11 per share as determined under the terms of the Class M Warrant agreement. On August 23, 2016, the Company issued 343,434 shares of common stock to JDF Capital, Inc. upon the cashless exercise of 971,667 Class M Warrants to purchase shares of stock for $0.06 per share based on a current market value of $0.17 per share as determined under the terms of the Class M Warrant agreement. On August 23, 2016, the Company issued 1,640,589 shares of common stock to JDF Capital, Inc. upon the cashless exercise of 4,641,667 Class J Warrants to purchase shares of stock for $0.06 per share based on a current market value of $0.17 per share as determined under the terms of the Class J Warrant agreement. 2016 Private Placement On August 11, 2016, the Company began a private placement of securities (the “2016 Private Placement”) with select accredited investors in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), an Rule 506 of Regulation D (“Regulation D”) as promulgated by the Securities and Exchange Commission under the Securities Act. The 2016 Private Placement offered Units (the “Units”) at a purchase price of $0.06 per Unit, with each Unit consisting of (i) one (1) share of Common Stock and, (ii) one (1) detachable warrant (the “Warrants”) to purchase one (1) share of Common Stock at an exercise price of $0.08 per share. On August 25, 2016 and September 27, 2016 in conjunction with the 2016 Private Placement, the Company issued an aggregate of 22,766,667 and 5,533,334, respectively, shares of common stock for an aggregate purchase price of $1,366,000 and $332,000, respectively. The Company, in connection with the 2016 Private Placement, issued to the investors an aggregate of 28,300,001 warrants (the “Class L Warrants”) to purchase shares of common stock at an exercise price of $0.08 per share. Each Class L Warrant represents the right to purchase one share of Common Stock. The warrants vested upon issuance and expire on March 17, 2019. Pursuant to the terms of a Registration Rights Agreement that the Company entered with the accredited investors in connection with the 2016 Private Placement, the Company is required to file a registration statement that covers the shares of Common Stock and the shares of common stock issuable upon exercise of the Warrants. The failure on the part of the Company to satisfy certain deadlines described in the Registration Rights Agreement may subject the Company to payment of certain monetary penalties. Michael N. Nemelka, the brother of a member of the Company’s board of directors and an existing shareholder of the Company, was a purchaser in the 2016 Private Placement of $75,000. A. Michael Stolarski, a member of the Company’s board of directors and an existing shareholder of the Company, was a purchaser in the 2016 Private Placement of $60,000. At the closing of the 2016 Private Placement, the Company paid West Park Capital, Inc., the placement agent for the equity offering, cash compensation of $169,800 based on the gross proceeds of the private placement and 2,830,000 Class L Warrants. Consulting Agreement In August 2016, the Company entered into a consulting agreement for which the fee for the services performed was paid with Common Stock. The Company issued 435,392 shares of Common Stock to Vigere Capital LP under this agreement. The fair value of the Common Stock issued to the consultant, based upon the closing market price of the Common Stock at the date the Common Stock was issued, was recorded as a non-cash general and administrative expense in the amount of $43,539 for the three months ended September 30, 2016. Convertible Debenture and Restricted Stock On July 29, 2016, the Company entered into a financing transaction for the sale of a Convertible Debenture (the “Debenture”) in the principal amount of $200,000, with gross proceeds of $175,000 to the Company after payment of a 10% original issue discount. The offering was conducted pursuant to the exemption from registration provided by Section 4(a)(2) of the Act and Rule 506 of Regulation D thereunder. The Company did not utilize any form of general solicitation or general advertising in connection with the offering. The Debenture was offered and sold to one accredited investor (the “Investor”). The Investor is entitled to, at any time or from time to time, commencing on the date that is one hundred fifty one (151) days from the Issuance Date set forth above convert the Conversion Amount into Conversion Shares, at a conversion price for each share of Common Stock equal to either (i) if the Company is Deposit/Withdrawal at Custodian (“DWAC”) Operational at the time of conversion, Seventy percent (70%) of the lowest closing bid price (as reported by Bloomberg LP) of Common Stock for the twenty (20) Trading Days immediately preceding the date of the date of conversion of the Debentures, or (ii) if either the Company is not DWAC Operational or the Common Stock is traded on the bottom tier OTC Pink (or, “pink sheets”) at the time of conversion, Sixty Five percent (65%) of the lowest closing bid price (as reported by Bloomberg LP) of the Common Stock for the twenty (20) Trading Days immediately preceding the date of conversion of the Debentures, subject in each case to equitable adjustments resulting from any stock splits, stock dividends, recapitalizations or similar events. The Company recorded $124,900 in interest expense for the beneficial conversion feature of the debenture in December 2016. The Debenture is secured by the accounts receivable of the Company and, unless earlier redeemed, matures on the third anniversary date of issuance. The Company paid a commitment fee of $2,500 and issued 835,000 shares of Restricted Stock. The fair value of the Restricted Stock on the date of issuance was $0.06 and $50,100 was recorded as interest expense in July 2016. In September 2016, the Company repaid the Debenture in full which totaled $210,000 with a Redemption Price of 105% of the sum of the Principal Amount per the agreement. The premium of $10,000 paid upon redemption was recorded as interest expense in September 2016. 2016 Equity Offering On March 11, 2016, April 6, 2016, and April 15, 2016 in conjunction with an equity offering of securities (the “2016 Equity Offering”) with select accredited investors, the Company issued an aggregate of 25,495,835, 3,083,334 and 1,437,501, respectively, shares of common stock for an aggregate purchase price of $1,529,750, $185,000, and $86,200, respectively. The mandatory prepayment of principal on the notes payable, related parties equal to 20% of the proceeds received by the Company was waived by HealthTronics, Inc. for this 2016 Equity Offering. The Company, in connection with the 2016 Equity Offering, issued to the investors an aggregate of 30,016,670 warrants (the “Class L Warrants”) to purchase shares of common stock at an exercise price of $0.08 per share. Each Class L Warrant represents the right to purchase one share of Common Stock. The warrants vested upon issuance and expire on March 17, 2019. Pursuant to the terms of a Registration Rights Agreement that the Company entered into with the investors in connection with the 2016 Equity Offering, the Company is required to file a registration statement that covers the shares of common stock and the shares of common stock issuable upon exercise of the Class L Warrants. The registration statement was declared effective by the SEC on February 16, 2016. Michael N. Nemelka, the brother of a member of the Company’s board of directors and an existing shareholder of the Company, was a purchaser in the 2016 Equity Offering of $100,000. A. Michael Stolarski, a member of the Company’s board of directors and an existing shareholder of the Company, was a purchaser in the 2016 Equity Offering of $75,000. At the closing of the 2016 Equity Offering, the Company paid Newport Coast Securities, Inc., the placement agent for the equity offering, cash compensation of $180,095 based on the gross proceeds of the private placement and 3,001,667 Class L Warrants. In addition, the Company paid an escrow fee of $4,000 and an attorney fee of $20,000 from the gross proceeds. Series A Warrant Conversion On January 13, 2016, the Company entered into an Exchange Agreement (the “Exchange Agreement”) with certain beneficial owners (the “Investors”) of Series A warrants (the “Warrants”) to purchase shares of Common Stock, pursuant to which the Investors exchanged (the “Exchange”) all of their respective Warrants for either (i) shares of Common Stock or (ii) shares of Common Stock and shares of the Company’s Series B Convertible Preferred Stock, $0.001 par value (the “Preferred Stock”). The Exchange was based on the following exchange ratio (the “Exchange Ratio”): 1 Series A Warrant = 0.4685 shares of capital stock. Investors who, as a result of the Exchange, owned in excess of 9.99% (the “Ownership Threshold”) of the outstanding Common Stock, received a mixture of Common Stock and shares of Preferred Stock. They received Common Stock up to the Ownership Threshold, and received shares of Preferred Stock beyond the Ownership Threshold (but the total shares of Common Stock and Preferred Stock issued to such holders was still based on the same Exchange Ratio). The relative rights, preferences, privileges and limitations of the Preferred Stock are as set forth in the Company’s Certificate of Designation of Series B Convertible Preferred Stock, which was filed with the Secretary of State of the State of Nevada on January 12, 2016 (the “Series B Certificate of Designation”). In the Exchange, an aggregate number of 23,701,428 Warrants were exchanged for 7,447,954 shares of Common Stock and 293 shares of Preferred Stock. Pursuant to the Series B Certificate of Designation, each of the Preferred Stock shares is convertible into shares of Common Stock at an initial rate of 1 Preferred Stock share for 12,500 Common Stock shares, which conversion rate is subject to further adjustment as set forth in the Series B Certificate of Designation. Pursuant to the terms of the Series B Certificate of Designation, the holders of the Preferred Stock shares will generally be entitled to that number of votes as is equal to the number of shares of Common Stock into which the Preferred Stock may be converted as of the record date of such vote or consent, subject to the Beneficial Ownership Limitation. In connection with entering into the Exchange Agreement, the Company also entered into a Registration Rights Agreement, dated January 13, 2016, with the Investors. The Registration Rights Agreement requires that the Company file with the SEC a registration statement to register for resale the shares of the Common Stock issued in connection with the Exchange and the Common Stock issuable upon conversion of the Preferred Stock shares (the “Preferred Stock Conversion Shares”). The registration statement was declared effective by the SEC on February 16, 2016. |
Note 11 - Preferred Stock
Note 11 - Preferred Stock | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Preferred Stock | The Company’s Articles of Incorporation authorize the issuance of up to 5,000,000 shares of “blank check” preferred stock with designations, rights and preferences as may be determined from time to time by the board of directors. On January 12, 2016, the Company filed a Certificate of Designation of Preferences, Rights and Limitations for Series B Convertible Preferred Stock of the Company (the “Certificate of Designation”) with the Nevada Secretary of State. The Certificate of Designation amends the Company’s Articles of Incorporation to designate 293 shares of preferred stock, par value $0.001 per share, as Series B Convertible Preferred Stock. The Series B Convertible Preferred Stock has a stated value of $1,000 per share. On January 13, 2016, in connection with the Series A Warrant Conversion, the Company issued 293 shares of Series B Convertible Preferred Stock (for a more detailed discussion regarding the Series A Warrant Conversion, see Note 10). Under the Certificate of Designation, holders of Series B Convertible Preferred Stock are entitled to receive dividends equal (on an as-if-converted-to-common-stock basis) to and in the same form as dividends (other than dividends in the form of common stock) actually paid on shares of the common stock when, as and if such dividends are paid. Such holders will participate on an equal basis per-share with holders of common stock in any distribution upon winding up, dissolution, or liquidation of the Company. Holders of Series B Convertible Preferred Stock are entitled to convert each share of Series A Convertible Preferred Stock into 2,000 shares of common stock, provided that after giving effect to such conversion, such holder, together with its affiliates, shall not beneficially own in excess of 9.99% of the number of shares of common stock outstanding (the “Beneficial Ownership Limitation”). Holders of the Series B Convertible Preferred Stock are entitled to vote on all matters affecting the holders of the common stock on an “as converted” basis, provided that such holder shall only vote such shares of Series B Convertible Preferred Stock eligible for conversion without exceeding the Beneficial Ownership Limitation. On April 29, 2016, the holders of Series B Convertible Preferred Stock converted the outstanding 293 shares of Series B Convertible Preferred Stock into 3,657,278 shares of common stock. As of April 29, 2016, there were no outstanding shares of Series B Convertible Preferred Stock. On March 14, 2014, the Company filed a Certificate of Designation of Preferences, Rights and Limitations for Series A Convertible Preferred Stock of the Company (the “Certificate of Designation”) with the Nevada Secretary of State. The Certificate of Designation amends the Company’s Articles of Incorporation to designate 6,175 shares of preferred stock, par value $0.001 per share, as Series A Convertible Preferred Stock. The Series A Convertible Preferred Stock has a stated value of $1,000 per share. On March 17, 2014, in connection with a Private Placement, the Company issued 6,175 shares of Series A Convertible Preferred Stock. As of January 6, 2015, there were no outstanding shares of Series A Convertible Preferred Stock. |
Note 12 - Warrants
Note 12 - Warrants | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Warrants | A summary of the warrant activity as of September 30, 2017 and December 31, 2016, and the changes during the nine months ended September 30, 2017, is presented as follows: Outstanding Outstanding as of as of December 31, September 30, Warrant class 2016 Issued Exercised Converted Expired 2017 Class F Warrants 300,000 — — — — 300,000 Class G Warrants 1,503,409 — — — — 1,503,409 Class H Warrants 1,988,095 — — — — 1,988,095 Class I Warrants 1,043,646 — — — — 1,043,646 Class K Warrants 5,200,000 2,000,000 — — — 7,200,000 Class L Warrants 65,945,005 — (1,746,666 ) — — 64,198,339 Series A Warrants 2,106,594 — (545,246 ) — — 1,561,348 78,086,749 2,000,000 (2,291,912 ) — — 77,794,837 A summary of the warrant exercise price per share and expiration date is presented as follows: Exercise Expiration price/share date Class F Warrants $ 0.35 February 2018 Class G Warrants $ 0.80 July 2018 Class H Warrants $ 0.80 July 2018 Class I Warrants $ 0.85 September 2018 Class K Warrants $ 0.08 June 2025 Class K Warrants $ 0.11 August 2027 Class L Warrants $ 0.08 March 2019 Series A Warrants $ 0.03 March 2019 The exercise price and the number of shares covered by the warrants will be adjusted if the Company has a stock split, if there is a recapitalization of the Company’s common stock, or if the Company consolidates with or merges into another company. The exercise price of the Class K Warrants and the Series A Warrants are subject to a “down-round” anti-dilution adjustment if the Company issues or is deemed to have issued certain securities at a price lower than the then applicable exercise price of the warrants. The exercise price of the Series A Warrants was adjusted to $0.0334 due to the 2016 Equity Offering (see Note 10). The Class K Warrants may be exercised on a physical settlement or on a cashless basis. The Series A Warrants may be exercised on a physical settlement basis if a registration statement underlying the warrants is effective. If a registration statement is not effective (or the prospectus contained therein is not available for use) for the resale by the holder of the Series A Warrants, then the holder may exercise the warrants on a cashless basis. In February 2013, the Company issued 2,000,000 warrants to a consultant to purchase the Company’s common stock at $0.35 per share (the “Class F Warrants”). The five year Class F Warrants vest 300,000 on the date of grant and 1,700,000 upon the completion of a $5,000,000, or greater, capital raise on or prior to June 8, 2013. A capital raise was not completed for the requisite amount and the 1,700,000 Class F Warrants expired by their terms. The Company recorded the underlying cost of the 300,000 Class F Warrants as a cost of the Public Offering. In June 2015, the Company, in connection with the Note Amendment (see Note 7), issued to HealthTronics, Inc. an aggregate total of 3,310,000 Class K Warrants to purchase shares of the Company’s common stock, $0.001 par value, at an exercise price of $0.55 per share, subject to certain anti-dilution protection. Each Class K Warrant represents the right to purchase one share of Common Stock. The warrants vested upon issuance and expire after ten years. In June 2016, the Company, in connection with the Second Amendment (see Note 7), issued to HealthTronics, Inc., an additional 1,890,000 Class K Warrants to purchase shares of the Company’s Common Stock at an exercise price of $0.08 per share, subject to certain anti-dilution protection. The exercise price of the 3,310,000 Class K Warrants issued on June 15, 2015 was decreased to $0.08 per share. The warrants vested upon issuance and expire after ten years. In August 2017, the Company, in connection with the Third Amendment (see Note 7), issued to HealthTronics, Inc., an additional 2,000,000 Class K Warrants to purchase shares of the Company’s Common Stock at an exercise price of $0.11 per share, subject to certain anti-dilution protection. The warrants vested upon issuance and expire after ten years. The Class K Warrants, the Series A Warrants and the Series B Warrants are derivative financial instruments. The estimated fair value of the Class K Warrants at the date of grant was $36,989 and recorded as debt discount, which is accreted to interest expense through the maturity date of the related notes payable, related parties. The estimated fair values of the Series A Warrants and the Series B Warrants at the date of grant were $557,733 for the warrants issued in conjunction with the 2014 Private Placement and $47,974 for the warrants issued in conjunction with the 18% Convertible Promissory Notes. The fair value of the Series A Warrants and Series B Warrants were recorded as equity issuance costs in 2014, a reduction of additional paid-in capital. The Series B Warrants expired unexercised in March 2015. The estimated fair values were determined using a binomial option pricing model based on various assumptions. The Company’s derivative liabilities are adjusted to reflect estimated fair value at each period end, with any decrease or increase in the estimated fair value being recorded in other income or expense accordingly, as adjustments to the fair value of derivative liabilities. Various factors are considered in the pricing models the Company uses to value the warrants, including the Company’s current common stock price, the remaining life of the warrants, the volatility of the Company’s common stock price, and the risk-free interest rate. In addition, as of the valuation dates, management assessed the probabilities of future financing and other re-pricing events in the binominal valuation models. A summary of the changes in the warrant liability as of September 30, 2017 and December 31, 2016, and the changes during the three and nine months ended September 30, 2017, is presented as follows: Class K Series A Warrants Warrants Total Warrant liability as of December 31, 2016 $ 884,000 $ 358,120 $ 1,242,120 Issued — — — Warrant redemption — (57,372 ) (57,372 ) Change in fair value (208,000 ) (115,223 ) (323,223 ) Warrant liability as of March 31, 2017 $ 676,000 $ 185,525 $ 861,525 Issued — — — Warrant redemption — (9,594 ) (9,594 ) Change in fair value — (35,410 ) (35,410 ) Warrant liability as of June 30, 2017 $ 676,000 $ 140,521 $ 816,521 Issued 200,000 — 200,000 Warrant redemption — — — Change in fair value (52,000 ) 93,681 41,681 Warrant liability as of September 30, 2017 $ 824,000 $ 234,202 $ 1,058,202 |
Note 13 - Commitments and Conti
Note 13 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Commitments and Contingencies | Operating Leases Rent expense for the three months ended September 30, 2017 and 2016, was $33,572 and $47,108, respectively and for the nine months ended September 30, 2017 and 2016 was $99,800 and $130,083, respectively. Minimum future lease payments under the operating lease consist of the following: Year ending December 31, Amount Remainder of 2017 $ 33,507 2018 135,704 2019 139,775 2020 143,969 2021 148,288 Total $ 601,243 Litigation The Company is involved in various legal matters that have arisen in the ordinary course of business. While the ultimate outcome of these matters is not presently determinable, it is the opinion of management that the resolution will not have a material adverse effect on the financial position or results of operations of the Company. |
Note 14 - Stock-based Compensat
Note 14 - Stock-based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Stock-based Compensation | On November 1, 2010, the Company approved the Amended and Restated 2006 Stock Incentive Plan of SANUWAVE Health, Inc. effective as of January 1, 2010 (the “Stock Incentive Plan”). The Stock Incentive Plan permits grants of awards to selected employees, directors and advisors of the Company in the form of restricted stock or options to purchase shares of common stock. Options granted may include non-statutory options as well as qualified incentive stock options. The Stock Incentive Plan is administered by the board of directors of the Company. The Stock Incentive Plan gives broad powers to the board of directors of the Company to administer and interpret the particular form and conditions of each option. The stock options granted under the Stock Incentive Plan are non-statutory options which generally vest over a period of up to three years and have a ten year term. The options are granted at an exercise price determined by the board of directors of the Company to be the fair market value of the common stock on the date of the grant. At September 30, 2017 and December 31, 2016, the Stock Incentive Plan reserved 22,500,000 shares of common stock for grant. On June 15, 2017, the Company granted to the active employees, members of the board of directors and members of the Company’s Medical Advisory Board options to purchase 5,550,000 shares each of the Company’s common stock at an exercise price of $0.11 per share and vested upon issuance. Using the Black-Scholes option pricing model, management has determined that the options had a fair value per share of $0.0869 resulting in compensation expense of $482,295. Compensation cost was recognized upon grant. On November 9, 2016, the Company granted to the active employees, members of the board of directors and two members of the Company’s Medical Advisory Board options to purchase 2,830,000 shares each of the Company’s common stock at an exercise price of $0.18 per share and vested upon issuance. Using the Black-Scholes option pricing model, management has determined that the options had a fair value per share of $0.1524 resulting in compensation expense of $431,292. Compensation cost was recognized upon grant. On June 16, 2016, the Company granted to the active employees, members of the board of directors and two members of the Company’s Medical Advisory Board options to purchase 3,300,000 shares each of the Company’s common stock at an exercise price of $0.04 per share and vested upon issuance. Using the Black-Scholes option pricing model, management has determined that the options had a fair value per share of $0.0335 resulting in compensation expense of $110,550. Compensation cost was recognized upon grant. The fair value of each option award is estimated on the date of grant using the Black-Scholes option pricing model using the following weighted average assumptions for the nine months ended September 30, 2017 and the year ended December 31, 2016: 2017 2016 Weighted average expected life in years 5.0 5.0 Weighted average risk free interest rate 1.76 % 1.28 % Weighted average volatility 120.0 % 133.54 % Forfeiture rate 0.0 % 0.0 % Expected dividend yield 0.0 % 0.0 % The Company recognized as compensation cost for all outstanding stock options granted to employees, directors and advisors, $0 for each of the three months ended September 30, 2017 and 2016, and $482,295 and $116,550 for the nine months ended September 30, 2017 and 2016, respectively. A summary of option activity as of September 30, 2017 and December 31, 2016, and the changes during the three and nine months ended September 30, 2017, is presented as follows: Weighted Average Exercise Price Options per share Outstanding as of December 31, 2016 16,203,385 $ 0.38 Granted — $ — Exercised — $ — Cancelled — $ — Forfeited or expired — $ — Outstanding as of March 31, 2017 16,203,385 $ 0.38 Granted 5,550,000 $ 0.11 Exercised — $ — Cancelled — $ — Forfeited or expired (160,000 ) $ 0.22 Outstanding as of June 30, 2017 21,593,385 $ 0.31 Granted — $ — Exercised — $ — Cancelled — $ — Forfeited or expired — $ — Outstanding as of September 30, 2017 21,593,385 $ 0.31 Exercisable 21,593,385 $ 0.31 The range of exercise prices for options was $0.04 to $2.00 for options outstanding at September 30, 2017 and December 31, 2016, respectively. The aggregate intrinsic value for all vested and exercisable options was $1,027,516 and $702,500 at September 30, 2017 and December 31, 2016, respectively. The weighted average remaining contractual term for outstanding exercisable stock options was 7.62 and 5.88 years as of September 30, 2017 and December 31, 2016, respectively. |
Note 15 - Earnings (Loss) Per S
Note 15 - Earnings (Loss) Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Earnings (Loss) Per Share | The Company calculates net income (loss) per share in accordance with ASC 260, Earnings Per Share As a result of the net loss for the three and nine months ended September 30, 2017 and 2016, all potentially dilutive shares were anti-dilutive and therefore excluded from the computation of diluted net loss per share. The anti-dilutive equity securities totaled 99,388,222 shares and 92,046,867 shares at September 30, 2017 and 2016, respectively. |
Note 16 - Subsequent Events
Note 16 - Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Notes To Financial Statements [Abstract] | |
Subsequent Events | Brazil Joint Venture On September 27, 2017, we entered into a binding term sheet with MundiMed Distribuidora Hospitalar LTDA (“MundiMed”), effective as of September 25, 2017, for a joint venture for the manufacture, sale and distribution of our dermaPACE device. Under the binding term sheet, MundiMed will pay the Company an initial partnership fee, with monthly partnership fees payable thereafter over the following eighteen months. Profits from the joint venture are distributed as follows: 45% to the Company, 45% to MundiMed and 5% each to LHS Latina Health Solutions Gestão Empresarial Ltda. and Universus Global Advisors LLC, who acted as advisors in the transaction. The initial partnership fee was received on October 6, 2017. Cashless Warrant Exercise On October 24, 2017, the Company issued 150,083 shares of common stock upon the cashless exercise of 300,166 Class L Warrants to purchase shares of stock for $0.08 per share based on a current market value of $0.16 per share as determined under the terms of the Class L Warrant Private Offering agreement. |
Note 3 - Summary of Significa22
Note 3 - Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Note 3 - Summary Of Significant Accounting Policies Policies | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, these condensed consolidated financial statements do not include all the information and footnotes required by United States generally accepted accounting principles for complete financial statements. The financial information as of September 30, 2017 and for the three and nine months ended September 30, 2017 and 2016 is unaudited; however, in the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine month periods ended September 30, 2017 are not necessarily indicative of the results that may be expected for any other interim period or for the year ending December 31, 2017. The condensed consolidated balance sheet at December 31, 2016 has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by United States generally accepted accounting principles for complete financial statements. |
Recently Issued Accounting Standards | New accounting pronouncements are issued by the Financial Standards Board (“FASB”) or other standards setting bodies that the Company adopts according to the various timetables the FASB specifies. The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow. In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers Revenue from Contracts with Customers (Topic 606) In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments (Topic 230) In July 2017, the FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480): Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception. |
Note 4 - Property and Equipme23
Note 4 - Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Note 4 - Property And Equipment Tables | |
Property and Equipment | September 30, December 31, 2017 2016 Machines and equipment $ 240,295 $ 240,295 Office and computer equipment 156,860 156,860 Devices 82,204 82,204 Software 34,528 34,528 Furniture and fixtures 16,019 16,019 Other assets 2,259 2,259 Total 532,165 532,165 Accumulated depreciation (472,770 ) (455,227 ) Net property and equipment $ 59,395 $ 76,938 |
Note 5 - Accrued Expenses (Tabl
Note 5 - Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Note 5 - Accrued Expenses Tables | |
Accrued expenses | September 30, December 31, 2017 2016 Accrued executive severance $ 100,000 $ 100,000 Accrued board of director's fees 95,000 16,000 Accrued audit and tax preparation 83,095 100,000 Accrued outside services 53,912 31,533 Deferred rent 44,594 41,341 Accrued clinical expenses 23,650 13,650 Deferred revenue 21,060 18,810 Accrued travel and entertainment 20,000 — Accrued legal professional fees 13,609 45,000 Accrued other 4,815 8,754 Total Accrued expenses $ 459,735 $ 375,088 |
Note 12 - Warrants (Tables)
Note 12 - Warrants (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Note 12 - Warrants Tables | |
Summary of the Warrant Activity | Outstanding Outstanding as of as of December 31, September 30, Warrant class 2016 Issued Exercised Converted Expired 2017 Class F Warrants 300,000 — — — — 300,000 Class G Warrants 1,503,409 — — — — 1,503,409 Class H Warrants 1,988,095 — — — — 1,988,095 Class I Warrants 1,043,646 — — — — 1,043,646 Class K Warrants 5,200,000 2,000,000 — — — 7,200,000 Class L Warrants 65,945,005 — (1,746,666 ) — — 64,198,339 Series A Warrants 2,106,594 — (545,246 ) — — 1,561,348 78,086,749 2,000,000 (2,291,912 ) — — 77,794,837 |
Summary of the Warrant Exercise Price per Share | Exercise Expiration price/share date Class F Warrants $ 0.35 February 2018 Class G Warrants $ 0.80 July 2018 Class H Warrants $ 0.80 July 2018 Class I Warrants $ 0.85 September 2018 Class K Warrants $ 0.08 June 2025 Class K Warrants $ 0.11 August 2027 Class L Warrants $ 0.08 March 2019 Series A Warrants $ 0.03 March 2019 |
Summary of Changes in Warrant Liability | Class K Series A Warrants Warrants Total Warrant liability as of December 31, 2016 $ 884,000 $ 358,120 $ 1,242,120 Issued — — — Warrant redemption — (57,372 ) (57,372 ) Change in fair value (208,000 ) (115,223 ) (323,223 ) Warrant liability as of March 31, 2017 $ 676,000 $ 185,525 $ 861,525 Issued — — — Warrant redemption — (9,594 ) (9,594 ) Change in fair value — (35,410 ) (35,410 ) Warrant liability as of June 30, 2017 $ 676,000 $ 140,521 $ 816,521 Issued 200,000 — 200,000 Warrant redemption — — — Change in fair value (52,000 ) 93,681 41,681 Warrant liability as of September 30, 2017 $ 824,000 $ 234,202 $ 1,058,202 |
Note 13 - Commitments and Con26
Note 13 - Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Note 13 - Commitments And Contingencies Tables | |
Future Minimum Lease Payments | Year ending December 31, Amount Remainder of 2017 $ 33,507 2018 135,704 2019 139,775 2020 143,969 2021 148,288 Total $ 601,243 |
Note 14 - Stock-based Compens27
Note 14 - Stock-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Note 14 - Stock-based Compensation Tables | |
Schedule of Assumptions | 2017 2016 Weighted average expected life in years 5.0 5.0 Weighted average risk free interest rate 1.76 % 1.28 % Weighted average volatility 120.0 % 133.54 % Forfeiture rate 0.0 % 0.0 % Expected dividend yield 0.0 % 0.0 % |
Summary of Option Activity | Weighted Average Exercise Price Options per share Outstanding as of December 31, 2016 16,203,385 $ 0.38 Granted — $ — Exercised — $ — Cancelled — $ — Forfeited or expired — $ — Outstanding as of March 31, 2017 16,203,385 $ 0.38 Granted 5,550,000 $ 0.11 Exercised — $ — Cancelled — $ — Forfeited or expired (160,000 ) $ 0.22 Outstanding as of June 30, 2017 21,593,385 $ 0.31 Granted — $ — Exercised — $ — Cancelled — $ — Forfeited or expired — $ — Outstanding as of September 30, 2017 21,593,385 $ 0.31 Exercisable 21,593,385 $ 0.31 |
Note 2 - Going Concern (Details
Note 2 - Going Concern (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Note 2 - Going Concern Details Narrative | ||||||
Accumulated Deficit | $ (102,194,242) | $ (102,194,242) | $ (99,433,448) | |||
Cash and Cash Equivalents | 40,226 | $ 504,404 | 40,226 | $ 504,404 | 133,571 | $ 152,930 |
Net Cash Used in Operating Activities | (944,831) | (2,708,973) | ||||
Net Loss | $ (851,325) | $ (1,139,810) | $ (2,760,794) | $ (3,986,509) | $ (6,439,040) |
Note 4 - Property and Equipme29
Note 4 - Property and Equipment (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Property and Equipment, Gross | $ 532,165 | $ 532,165 |
Accumulated Depreciation | (472,770) | (455,227) |
Net Property and Equipment | (59,395) | (76,938) |
Machinery and Equipment | ||
Property and Equipment, Gross | 240,295 | 240,295 |
Office Equipment | ||
Property and Equipment, Gross | 156,860 | 156,860 |
Devices | ||
Property and Equipment, Gross | 82,204 | 82,204 |
Software | ||
Property and Equipment, Gross | 34,528 | 34,528 |
Furniture and Fixtures Gross | ||
Property and Equipment, Gross | 16,019 | 16,019 |
Other Assets | ||
Property and Equipment, Gross | $ 2,259 | $ 2,259 |
Note 4 - Property and Equipme30
Note 4 - Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Note 4 - Property And Equipment Details Narrative | ||||
Depreciation | $ 5,465 | $ 1,554 | $ 17,543 | $ 3,227 |
Note 5 - Accrued Expenses (Deta
Note 5 - Accrued Expenses (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Note 5 - Accrued Expenses Details | ||
Accrued Executive Severance | $ 100,000 | $ 100,000 |
Accrued Board of Director's Fees | 95,000 | 16,000 |
Accrued Audit and Tax Preparation | 83,095 | 100,000 |
Accrued Outside Services | 53,912 | 31,533 |
Deferred Rent | 44,594 | 41,341 |
Accrued Clinical Expenses | 23,650 | 13,650 |
Deferred Revenue | 21,060 | 18,810 |
Accrued Travel and Entertainment | 20,000 | 0 |
Accrued Legal Professional Fees | 13,609 | 45,000 |
Accrued Other | 4,815 | 8,754 |
Total Accrued Expenses | $ 459,735 | $ 375,088 |
Note 7 - Notes Payable, Relat32
Note 7 - Notes Payable, Related Parties (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Note 7 - Notes Payable Related Parties Details Narrative | |||||
Notes Payable Principal | $ 5,183,310 | $ 5,183,310 | $ 5,364,572 | ||
Debt Discount | 189,433 | 189,433 | 8,171 | ||
Interest Payable, Current | 535,125 | 535,125 | $ 109,426 | ||
Interest Expense, Related Party | $ 160,979 | $ 129,808 | $ 444,437 | $ 390,746 |
Note 12 - Warrants (Details)
Note 12 - Warrants (Details) | 9 Months Ended |
Sep. 30, 2017shares | |
Warrants Outstanding, Beginning | 78,086,749 |
Warrants Issued | 2,000,000 |
Warrants Exercised | (2,291,912) |
Warrants Converted | 0 |
Warrants Expired | 0 |
Warrants Outstanding, Ending | 77,794,837 |
Class F Warrants [Member] | |
Warrants Outstanding, Beginning | 300,000 |
Warrants Issued | 0 |
Warrants Exercised | 0 |
Warrants Converted | 0 |
Warrants Expired | 0 |
Warrants Outstanding, Ending | 300,000 |
Class G Warrants [Member] | |
Warrants Outstanding, Beginning | 1,503,409 |
Warrants Issued | 0 |
Warrants Exercised | 0 |
Warrants Converted | 0 |
Warrants Expired | 0 |
Warrants Outstanding, Ending | 1,503,409 |
Class H Warrants [Member] | |
Warrants Outstanding, Beginning | 1,988,095 |
Warrants Issued | 0 |
Warrants Exercised | 0 |
Warrants Converted | 0 |
Warrants Expired | 0 |
Warrants Outstanding, Ending | 1,988,095 |
Class I Warrants [Member] | |
Warrants Outstanding, Beginning | 1,043,646 |
Warrants Issued | 0 |
Warrants Exercised | 0 |
Warrants Converted | 0 |
Warrants Expired | 0 |
Warrants Outstanding, Ending | 1,043,646 |
Class K Warrants [Member] | |
Warrants Outstanding, Beginning | 5,200,000 |
Warrants Issued | 2,000,000 |
Warrants Exercised | 0 |
Warrants Converted | 0 |
Warrants Expired | 0 |
Warrants Outstanding, Ending | 7,200,000 |
Class L Warrants [Member] | |
Warrants Outstanding, Beginning | 65,945,005 |
Warrants Issued | 0 |
Warrants Exercised | (1,746,666) |
Warrants Converted | 0 |
Warrants Expired | 0 |
Warrants Outstanding, Ending | 64,198,339 |
Series A Warrants [Member] | |
Warrants Outstanding, Beginning | 2,106,594 |
Warrants Issued | 0 |
Warrants Exercised | (545,246) |
Warrants Converted | 0 |
Warrants Expired | 0 |
Warrants Outstanding, Ending | 1,561,348 |
Note 12 - Warrants (Details 1)
Note 12 - Warrants (Details 1) | 9 Months Ended |
Sep. 30, 2017$ / shares | |
Class F Warrants [Member] | |
Warrant Exercise Price/share | $ 0.35 |
Warrant Expiration Date | February 2,018 |
Class G Warrants [Member] | |
Warrant Exercise Price/share | $ 0.80 |
Warrant Expiration Date | July 2,018 |
Class H Warrants [Member] | |
Warrant Exercise Price/share | $ 0.80 |
Warrant Expiration Date | July 2,018 |
Class I Warrants [Member] | |
Warrant Exercise Price/share | $ 0.85 |
Warrant Expiration Date | September 2,018 |
Class K Warrants [Member] | |
Warrant Exercise Price/share | $ 0.08 |
Warrant Expiration Date | June 2,025 |
Class K Warrants [Member] | |
Warrant Exercise Price/share | $ 0.11 |
Warrant Expiration Date | August 2,027 |
Class L Warrants [Member] | |
Warrant Exercise Price/share | $ 0.08 |
Warrant Expiration Date | March 2,019 |
Series A Warrants [Member] | |
Warrant Exercise Price/share | $ 0.03 |
Warrant Expiration Date | March 2,019 |
Note 12 - Warrants (Details 2)
Note 12 - Warrants (Details 2) - USD ($) | 3 Months Ended | ||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | |
Warrant Liability, Beginning | $ 816,521 | $ 861,525 | $ 1,242,120 |
Issued | 200,000 | 0 | 0 |
Warrant Redemption | 0 | (9,594) | (57,372) |
Change in Fair Value | 41,681 | (35,410) | (323,223) |
Warrant Liability, Ending | 1,058,202 | 816,521 | 861,525 |
Class K Warrants [Member] | |||
Warrant Liability, Beginning | 676,000 | 676,000 | 884,000 |
Issued | 200,000 | 0 | 0 |
Warrant Redemption | 0 | 0 | 0 |
Change in Fair Value | (52,000) | 0 | (208,000) |
Warrant Liability, Ending | 824,000 | 676,000 | 676,000 |
Series A Warrants [Member] | |||
Warrant Liability, Beginning | 140,521 | 185,525 | 358,120 |
Issued | 0 | 0 | 0 |
Warrant Redemption | 0 | (9,594) | (57,372) |
Change in Fair Value | 93,681 | (35,410) | (115,223) |
Warrant Liability, Ending | $ 234,202 | $ 140,521 | $ 185,525 |
Note 13 - Commitments and Con36
Note 13 - Commitments and Contingencies (Details) | Sep. 30, 2017USD ($) |
Note 13 - Commitments And Contingencies Details | |
Remainder of 2017 | $ 33,507 |
2,018 | 135,704 |
2,019 | 139,775 |
2,020 | 143,969 |
2,021 | 148,288 |
Total | $ 601,243 |
Note 13 - Commitments and Con37
Note 13 - Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Note 13 - Commitments And Contingencies Details Narrative | ||||
Rent Expense | $ 33,572 | $ 47,108 | $ 99,800 | $ 130,083 |
Note 14 - Stock-based Compens38
Note 14 - Stock-based Compensation (Details) - Employee Stock Option [Member] | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Weighted Average Expected Life in Years | 5 years | 5 years |
Weighted Average Risk Free Interest Rate | 1.76% | 1.28% |
Weighted Average Volatility | 120.00% | 133.54% |
Forfeiture Rate | 0.00% | 0.00% |
Expected Dividend Yield | 0.00% | 0.00% |
Note 14 - Stock-based Compens39
Note 14 - Stock-based Compensation (Details 1) - $ / shares | 3 Months Ended | ||
Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | |
Note 14 - Stock-based Compensation Details 1 | |||
Options Outstanding, Beginning | 21,593,385 | 16,203,385 | 16,203,385 |
Options Granted | 0 | 5,550,000 | 0 |
Options Exercised | 0 | 0 | 0 |
Options Cancelled | 0 | 0 | 0 |
Options Forfeited or Expired | 0 | (160,000) | 0 |
Options Outstanding, Ending | 21,593,385 | 21,593,385 | 16,203,385 |
Options Exercisable | 21,593,385 | ||
Weighted Average Exercise Price, Outstanding, Beginning | $ .31 | $ .38 | $ .38 |
Weighted Average Exercise Price, Granted | 0 | .11 | 0 |
Weighted Average Exercise Price, Exercised | 0 | 0 | 0 |
Weighted Average Exercise Price, Cancelled | 0 | 0 | 0 |
Weighted Average Exercise Price, Forfeited or Expired | 0 | .22 | 0 |
Weighted Average Exercise Price, Outstanding, Ending | .31 | $ .31 | $ .38 |
Weighted Average Exercise Price, Exercisable | $ .31 |
Note 14 - Stock-based Compens40
Note 14 - Stock-based Compensation (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Allocated Share-based Compensation Expense | $ 0 | $ 0 | $ 482,295 | $ 116,550 | |
Stock Incentive Plan [Member] | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | $ .04 | $ 0.04 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 2 | $ 2 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 1,027,516 | $ 1,027,516 | $ 702,500 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 7 years 7 months 13 days | 5 years 10 months 17 days |
Note 15 - Earnings (Loss) Per41
Note 15 - Earnings (Loss) Per Share (Details Narrative) - shares | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Note 15 - Earnings Loss Per Share Details Narrative | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | 99,388,222 | 92,046,867 |