Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 11, 2020 | |
Document And Entity Information | ||
Entity Registrant Name | VYCOR MEDICAL INC | |
Entity Central Index Key | 0001424768 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 25,824,264 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Current Assets | ||
Cash | $ 70,714 | $ 72,239 |
Trade accounts receivable | 163,038 | 278,020 |
Inventory | 201,075 | 210,528 |
Prepaid expenses and other current assets | 107,060 | 95,645 |
Total Current Assets | 541,887 | 656,432 |
Fixed assets, net | 408,649 | 374,527 |
Intangible and Other assets: | ||
Patents, net of accumulated amortization | 20,332 | 23,326 |
Security deposits | 6,000 | 6,000 |
Operating lease - right of use assets | 156,251 | 31,658 |
Total Intangible and Other assets | 182,583 | 60,984 |
TOTAL ASSETS | 1,133,119 | 1,091,943 |
Current Liabilities | ||
Accounts payable | 251,147 | 251,927 |
Accrued interest: Other | 292,732 | 280,765 |
Accrued interest: Related party | 51,345 | 44,921 |
Accrued liabilities - Other | 170,060 | 308,768 |
Accrued liabilities - Related Party | 1,135,295 | 973,110 |
Notes payable: Other | 346,885 | 328,032 |
Notes payable: Related Party | 290,873 | 230,873 |
Current operating lease liabilities | 41,924 | 28,010 |
Total Current Liabilities | 2,580,261 | 2,446,406 |
Operating lease liability - Long term | 110,952 | |
STOCKHOLDERS' DEFICIENCY | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, 270,306 and 270,306 issued and outstanding as at March 31, 2020 and December 31, 2019 respectively | 27 | 27 |
Common Stock, $0.0001 par value, 55,000,000 shares authorized at March 31, 2020 and December 31, 2019, 25,927,598 and 25,391,884 shares issued and 25,824,264 and 25,288,550 outstanding at March 31, 2020 and December 31, 2019 respectively | 2,593 | 2,539 |
Additional Paid-in Capital | 28,440,038 | 28,306,592 |
Treasury Stock (103,334 shares of Common Stock as at March 31, 2020 and December 31, 2019 respectively, at cost) | (1,033) | (1,033) |
Accumulated Deficit | (30,127,391) | (29,790,258) |
Accumulated Other Comprehensive Income (Loss) | 127,672 | 127,670 |
Total Stockholders' Deficiency | (1,558,094) | (1,354,463) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY | $ 1,133,119 | $ 1,091,943 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 270,306 | 270,306 |
Preferred stock, shares outstanding | 270,306 | 270,306 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 55,000,000 | 55,000,000 |
Common stock, shares issued | 25,927,598 | 25,391,884 |
Common stock, shares outstanding | 25,824,264 | 25,288,550 |
Treasury stock, shares | 103,334 | 103,334 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue | $ 351,051 | $ 350,666 |
Cost of Goods Sold | 38,895 | 36,198 |
Gross Profit | 312,156 | 314,468 |
Operating expenses: | ||
Depreciation and Amortization | 14,643 | 15,085 |
Selling, general and administrative | 453,904 | 462,221 |
Total Operating expenses | 468,547 | 477,306 |
Operating loss | (156,391) | (162,838) |
Other income (expense) | ||
Interest expense: Related Party | (6,425) | (4,759) |
Interest expense: Other | (11,967) | (11,953) |
Loss on foreign currency exchange | (165) | (748) |
Total Other Income (expense) | (18,557) | (17,460) |
Loss Before Credit for Income Taxes | (174,948) | (180,298) |
Credit for income taxes | ||
Net Loss | (174,948) | (180,298) |
Preferred stock dividends | (162,185) | (162,185) |
Net Loss available to common stockholders | (337,133) | (342,483) |
Comprehensive Loss | ||
Foreign Currency Translation Adjustment | 2 | (6) |
Comprehensive Loss | $ (174,946) | $ (180,304) |
Net Loss Per Share Basic and diluted | $ (0.01) | $ (0.01) |
Weighted Average Number of Shares Outstanding - Basic and Diluted | 25,294,437 | 23,146,646 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Deficiency (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Common Stock [Member] | ||
Balance | $ 2,539 | $ 2,324 |
Balance, shares | 25,391,884 | 23,244,028 |
Issuance of stock for board and consulting fees | $ 54 | $ 54 |
Issuance of stock for board and consulting fees, shares | 535,714 | 535,714 |
Balance | $ 2,593 | $ 2,378 |
Balance, shares | 25,927,598 | 23,779,742 |
Preferred C [Member] | ||
Balance | $ 0 | $ 0 |
Balance, shares | 1 | 1 |
Balance | $ 0 | $ 0 |
Balance, shares | 1 | 1 |
Preferred D [Member] | ||
Balance | $ 27 | $ 27 |
Balance, shares | 270,306 | 270,306 |
Balance | $ 27 | $ 27 |
Balance, shares | 270,306 | 270,306 |
Treasury Stock [Member] | ||
Balance | $ (1,033) | $ (1,033) |
Balance, shares | (103,334) | (103,334) |
Balance | $ (1,033) | $ (1,033) |
Balance, shares | (103,334) | (103,334) |
Additional Paid-In Capital [Member] | ||
Balance | $ 28,306,592 | $ 27,771,868 |
Issuance of stock for board and consulting fees | 112,446 | 112,446 |
Directors deferred compensation granted | 21,000 | 21,000 |
Balance | 28,440,038 | 27,905,314 |
Accumulated Deficit [Member] | ||
Balance | (29,790,258) | (28,669,686) |
Net loss | (337,133) | (342,483) |
Balance | (30,127,391) | (29,012,169) |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Balance | 127,670 | 127,673 |
Accumulated Comprehensive Loss | 2 | (6) |
Balance | 127,672 | 127,667 |
Balance | (1,354,463) | (768,827) |
Issuance of stock for board and consulting fees | 112,500 | 112,500 |
Directors deferred compensation granted | 21,000 | 21,000 |
Issuance of shares pursuant to exercise of warrants | ||
Accumulated Comprehensive Loss | 2 | (6) |
Net loss | (337,133) | (342,483) |
Balance | $ (1,558,094) | $ (977,816) |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (174,948) | $ (180,298) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Amortization of intangible assets | 2,994 | 3,181 |
Depreciation of fixed assets | 13,243 | 14,816 |
Inventory provision | 3,139 | 3,139 |
Stock based compensation | 133,500 | 133,500 |
Loss on foreign exchange | 165 | 1,387 |
Changes in assets and liabilities: | ||
Accounts receivable | 114,982 | (2,489) |
Inventory | 6,314 | (54,403) |
Prepaid expenses | (11,141) | (24,980) |
Accrued interest - Related Party | 6,424 | 4,758 |
Accrued interest - Other | 11,967 | 11,836 |
Accounts payable | (780) | 85,649 |
Accrued liabilities - Other | (138,708) | (14,152) |
Cash used in operating activities | (32,849) | (18,056) |
Cash flows from investing activities: | ||
Purchase of fixed assets | (47,365) | (6,325) |
Cash used in investing activities | (47,365) | (6,325) |
Cash flows from financing activities: | ||
Proceeds from issuance of Notes Payable - Related Party | 60,000 | 17,873 |
Proceeds from and (repayment of) Notes Payable - Other | 18,853 | 21,829 |
Cash provided by financing activities | 78,853 | 39,702 |
Effect of exchange rate changes on cash | (164) | (748) |
Net increase (decrease) in cash | (1,525) | 14,573 |
Cash at beginning of period | 72,239 | 86,481 |
Cash at end of period | 70,714 | 101,054 |
Supplemental Disclosures of Cash Flow information: | ||
Cash paid for interest | ||
Cash paid for income tax |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 1. BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of Vycor Medical, Inc. (the “Company” or “Vycor”) have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities Exchange Commission. In accordance with those rules and regulations certain information and footnote disclosures normally included in consolidated financial statements have been omitted pursuant to such rules and regulations. The consolidated balance sheet as of December 31, 2019 derives from the audited financial statements at that date, but does not include all the information and footnotes required by GAAP. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. The unaudited consolidated financial statements as of and for the three months ended March 31, 2020 and 2019, in the opinion of management, include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s financial condition, results of operations and cash flows. The results of operations for the three months ended March 31, 2020 and 2019 are not necessarily indicative of the results to be expected for any other interim period or for the entire year. Ability to continue as a Going Concern The accompanying unaudited consolidated financial statements have been prepared assuming that the Company will continue as a going concern. The Company has incurred losses since its inception, including a net loss of $174,948 for the three months ended March 31, 2020 and has not generated sufficient positive cash flows from operations. As of March 31, 2020 the Company had a working capital deficiency of $560,861, excluding related party liabilities of $1,477,513. These conditions, among others, raise substantial doubt regarding our ability to continue as a going concern. The unaudited consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty. The Company is executing on a plan to achieve a reduction in cash operating losses. Included within the working capital deficiency above is a term note for $300,000 to EuroAmerican Investment Corp. (“EuroAmerican”), together with accrued interest of $292,732, which has a maturity date of June 30, 2020, having been extended on a number of occasions from its initial due date of June 11, 2011. At this time, it is not known whether any further extension of the note beyond June 30, 2020 will be available. However, the Company believes it may not have sufficient cash to meet its various cash needs through May 31, 2021 unless the Company is able to obtain additional cash from the issuance of debt or equity securities. Fountainhead, the Company’s largest shareholder, has provided working capital funding to the Company on an as-needed basis, although there is no guarantee that this will continue to be the case. The Company may consider seeking additional equity or debt funding, although there is no assurance that this would be available on acceptable terms or at all. If adequate funds are not available, the Company may have to delay or curtail development or commercialization of products, or cease some of its operations. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The unaudited consolidated financial statements include the accounts of Vycor Medical, Inc., and its wholly-owned subsidiaries, NovaVision, Inc. (a Delaware corporation), NovaVision GmbH (a German corporation) and Sight Science Limited (a UK corporation), both wholly owned subsidiaries of NovaVision, Inc. The Company is headquartered in Boca Raton, FL. All material inter-company accounts, transactions, and profits have been eliminated in consolidation. Recent Accounting Pronouncements From time to time new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company believes that, other than as disclosed above, such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future will not have an impact on its accounting or reporting or that such impact will not be material to its financial position, results of operations and cash flows when implemented. Leases The Company has one leased building in Boca Raton, Florida that is classified as operating lease right-of use (“ROU”) assets and operating lease liabilities in the Company’s unaudited consolidated balance sheet as per ASC 842. ROU assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date for leases exceeding 12 months. Minimum lease payments include only the fixed lease component of the agreement. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of Selling, General and Administrative expenses. The standard was effective for us beginning January 1, 2019. The Company elected the available practical expedients on adoption. The adoption had a material impact on our unaudited consolidated balance sheets, but did not have a material impact on our unaudited consolidated statements of comprehensive loss. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases. Net Loss Per Share Basic net loss per share is computed by dividing net loss available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed giving effect to all dilutive potential common shares that were outstanding during the period. Dilutive potential common shares consist of incremental shares issuable upon exercise of stock options and warrants and conversion of preferred stock and convertible debt. Such potentially dilutive shares are excluded when the effect would be to reduce a net loss per share. No dilution adjustment has been made to the weighted average outstanding common shares in the periods presented because the assumed exercise of outstanding options and warrants and the conversion of preferred stock and debt would be anti-dilutive. The following table sets forth the potential shares of common stock that are not included in the calculation of diluted net loss per share: March 31, 2020 March 31, 2019 Stock options outstanding 680,000 700,000 Warrants to purchase common stock - 3,717,826 Debentures convertible into common stock 2,822,535 2,593,337 Preferred shares convertible into common stock 1,272,052 1,272,052 Directors Deferred Compensation Plan 1,275,906 875,910 Total 6,050,493 9,159,125 Covid-19 In December 2019, an outbreak of a novel strain of coronavirus (COVID-19) originated in Wuhan, China, and has since spread to a number of other countries, including the United States. On March 11, 2020, the World Health Organization characterized COVID-19 as a pandemic. In addition, as of the time of the filing of this Form 10-Q, several states in the United States remain in states of emergency, and travel restrictions continue to be applied in several countries around the world, including the United States. Vycor Medical experienced a reduction in demand during the three months ended March 31, 2020 in the US and Europe. Although neurosurgery is not generally an elective procedure, general hospital dislocation and diversion of resources has impacted our revenues during the three months ended March 31, 2020 and could continue to do so. While our operations are principally located in the United States, and our sub-contract manufacturers are located in the United States, we participate in a global supply chain, and the existence of a worldwide pandemic, the fear associated with COVID-19, or any, pandemic, and the reactions of governments around the world in response to COVID-19, or any, pandemic, to regulate the flow of labor and products and impede the travel of personnel, may impact our ability to conduct normal business operations, which could adversely affect our results of operations and liquidity. Disruptions to our supply chain and business operations, or to our suppliers’ or customers’ supply chains and business operations, could include disruptions from the closure of supplier and manufacturer facilities, interruptions in the supply of raw materials and components, personnel absences, or restrictions on the shipment of our or our suppliers’ or customers’ products, any of which could have adverse ripple effects on our manufacturing output and delivery schedule. Although we have implemented business continuity plans for our offices and personnel to enable continuity of service remotely, if a critical number of our employees become too ill to work, or we are not able to access a sufficient quantity of our inventory for shipment due to enforced office closures, our production ability could be materially adversely affected in a rapid manner. Similarly, if our customers experience adverse business consequences due to COVID-19, or any other, pandemic, demand for our products could also be materially adversely affected in a rapid manner. Global health concerns, such as COVID-19, could also result in social, economic, and labor instability in the countries and localities in which we or our suppliers and customers operate. Any of these uncertainties could have a material adverse effect on our business, financial condition or results of operations. |
Notes Payable
Notes Payable | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Notes Payable | 3. NOTES PAYABLE Related Parties Notes Payable Related Party Notes Payable consists of: March 31, 2020 December 31, 2019 On June 25, 2018 the Company issued promissory notes to Peter Zachariou for $30,000. The notes bear interest at 10% per annum and are payable on the earlier of one year or five days following the delivery of written demand for payment by the Payee. The note was extended for another twelve months on its due date to June 25, 2020 or on demand by the Payee. $ 30,000 $ 30,000 Between March 26, 2018 and February 27, 2020 the Company issued various promissory notes to Fountainhead Capital Management Limited for $260,873. The notes bear interest at 10% per annum and are payable on the earlier of one year or five days following the delivery of written demand for payment by the Payee. Six notes were extended on their due dates for another twelve months. The Notes will be due between July 2020 and May 2021 or on demand by the Payee. 260,873 200,873 Total Related Party Notes Payable $ 290,873 $ 230,873 Other Notes Payable Other Notes Payable consists of: March 31, 2020 December 31, 2019 On March 25, 2011 the Company issued a term note for $300,000 to EuroAmerican Investment Corp. (“EuroAmerican”). The term note bears interest at 16% per annum and was due June 25, 2011, and has been extended on a number of occasions. On the note’s most recent due date, the note was extended to June 30, 2020. The note is personally guaranteed by certain officers and directors of the Company. See further note below $ 300,000 $ 300,000 Insurance policy finance agreements. 46,885 28,032 Total Other Notes Payable: $ 346,885 $ 328,032 9 In January 2018 the Company entered into an amendment agreement (the “Amendment”) with EuroAmerican Investments (“EuroAmerican”) regarding its $300,000 loan note (the “Note”). Under the Amendment, the Note was extended and the conversion terms of the Note were reduced to $0.21, the same as the offering price of the 2018 Offering. Conversion of the Note and accrued interest would result in the issuance of 2,822,535 shares of Common Stock as of March 31, 2020. Notwithstanding, EuroAmerican agreed that the Note could not be converted without first offering the Company the right to redeem the Note at principal and accrued interest, and secondly Fountainhead the right to purchase the Note, which cannot be converted prior to such offer and the failure of the Company and Fountainhead to exercise such option in accordance with the amendment terms. In addition, the Company agreed to issue warrants to purchase 2,308,405 shares of Common Stock at $0.27, the same terms as the 2018 Offering, exercisable for three years from January 1, 2018, if and when the conversion option is exercised. The amendment was recognized as a modification, based on the guidance in ASC 470-50. The Company routinely finances all their insurance policies through a third party finance company which requires a down payment and subsequent monthly payments, the time periods vary from 10 months to 12 equal monthly payments. |
Lease
Lease | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Lease | 4. LEASE The Company leases office space located at 951 Broken Sound Parkway, Suite 320, Boca Raton, FL 33487 from WPT Land 2 L.P., for a gross rent of approximately $5,700 plus sales tax per month that will expire on September 30, 2020. Based on the original lease agreement, the Company has the one-time option to renew the lease for another three years with minimum annual rent at market price, not less than the original lease payment amount. In January 2020, the Company exercised the option to extend the original lease for another three years with the expiration date of August 31, 2023. In accordance with ASC 842-10-35, the Company considered this lease extension as the modification of the original lease and re-measured the lease liability and the right-of-use assets on the commencement date of the lease extension. The Company recognized the following in its unaudited consolidated balance sheet at March 31, 2020: March 31, 2020 December 31, 2019 Operating Lease ROU Assets $ 156,251 $ 31,658 $ 156,251 $ 31,658 Operating Lease Liabilities Current portion 41,924 28,010 Long-term portion $ 110,952 $ - $ 152,876 $ 28,010 |
Segment Reporting, Geographical
Segment Reporting, Geographical Information | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Reporting, Geographical Information | 5. SEGMENT REPORTING, GEOGRAPHICAL INFORMATION (a) Business segments The Company operates in two business segments: Vycor Medical, which focuses on devices for neurosurgery; and NovaVision, which focuses on neuro stimulation therapies and diagnostic devices for the treatment and screening of vision field loss and which includes Sight Science. Set out below are the revenues, gross profits and total assets for each segment Three Months Ended March 31, 2020 2019 Revenue: Vycor Medical $ 307,287 $ 297,106 NovaVision $ 43,764 $ 53,560 $ 351,051 $ 350,666 Gross Profit Vycor Medical $ 270,857 $ 266,923 NovaVision $ 41,299 $ 47,545 $ 312,156 $ 314,468 March 31, December 31, 2020 2019 Total Assets: Vycor Medical $ 1,076,433 $ 1,036,857 NovaVision 56,686 55,086 Total Assets $ 1,133,119 $ 1,091,943 (b) Geographic information The Company operates in two geographic segments, the United States and Europe. Set out below are the revenues, gross profits and total assets for each segment. Three Months Ended March 31, 2020 2019 Revenue: United States $ 327,815 $ 320,616 Europe $ 23,236 $ 30,050 $ 351,051 $ 350,666 Gross Profit United States $ 290,521 $ 288,291 Europe $ 21,635 $ 26,177 $ 312,156 $ 314,468 March 31, December 31, 2020 2019 Total Assets: United States $ 1,096,911 $ 1,055,312 Europe 36,208 36,631 Total Assets $ 1,133,119 $ 1,091,943 |
Equity
Equity | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Equity | 6. EQUITY Common Stock and Stock Grants During January to March 2020 and 2019, the Company granted 99,999 shares of Common Stock (valued at $21,000) to non-employee Directors. Under the terms of the Directors Deferred Compensation Plan, the receipt of these shares is deferred until the January 15 th During January to March 2020 and 2019, under the terms of the Consulting Agreement referred to in note 9, the Company issued 535,714 of Common Stock to Fountainhead for fees of $112,500. Warrants and Options The details of the outstanding warrants and options are as follows: STOCK WARRANTS: Weighted average Number of shares exercise price per share Outstanding at December 31, 2019 3,717,826 $ 0.27 Granted - - Exercised - - Cancelled or expired (3,717,826 ) $ 0.27 Outstanding at March 31, 2020 - $ 0.00 STOCK OPTIONS: Weighted average Number of shares exercise price per share Outstanding at December 31, 2019 700,000 $ 0.28 Granted - - Exercised - - Cancelled or expired (20,000 ) (0.27 ) Outstanding at March 31, 2020 680,000 $ 0.28 As of March 31, 2020, the weighted-average remaining contractual life of outstanding warrants and options is 0 and 1.24 years, respectively. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | 7. SHARE-BASED COMPENSATION Stock Option Plan Under ASC Topic 718, the Company estimates the fair value of option awards on the date of grant using an option pricing model. The grant date fair value is recognized over the option-vesting period, the period during which an employee is required to provide service in exchange for the award. No compensation cost is recognized for equity instruments for which employees do not render the requisite service. Under these standards, compensation cost for employee cost for employee stock-based awards is based on the estimated grant-date fair value and recognized over the vesting period of the applicable award on a straight-line basis. For each of the three months ended March 31, 2020 and 2019, the Company recognized share-based compensation of $0 for employee stock options. Stock appreciation rights may be granted either on a stand-alone basis or in conjunction with all or part of any other stock options granted under the plan. As of March 31, 2020 there were no awards of any stock appreciation rights. Non-Employee Stock Compensation The Company from time to time issues common stock, stock options or common stock warrants to acquire services or goods from non-employees. Common stock, stock options and common stock warrants issued to other than employees or directors are recorded on the basis of their fair value, which is measured as of the “measurement date”. The “measurement date” for options and warrants related to contracts that have substantial disincentives to non-performance is the date of the contract, and for all other contracts is the vesting date. Expense related to the options and warrants is recognized on a straight-line basis over the shorter of the period over which services are to be received or the life of the option or warrant. Aggregate stock-based compensation for stock granted to non-employees for each of the three months ended March 31, 2020 and 2019 was $133,500. The expense related to stock not issued during each of the periods ended March 31, 2020 and 2019 comprises $21,000, related to stock granted but not issued to directors under the Directors Deferred Compensation Plan. As of March 31, 2020, there was $0 of total unrecognized compensation costs related to warrant and stock awards and non-vested options. Stock-based Compensation Valuation Methodology Stock-based compensation resulting from the issuance of Common Stock is calculated by reference to the valuation of the Stock on the date of issuance, the expense being recognized as the compensation is earned. Stock-based compensation expenses related to employee options and warrants granted to non-employees are recognized as the stock options and warrants are earned. The fair value of the stock options or warrants granted is estimated at the grant date, using the Black-Scholes option pricing model, and the expense is recognized on a straight-line basis over the shorter of the period over which services are to be received or the life of the option or warrant. The grant date fair value of employee share options and similar instruments is estimated using the Black-Scholes option pricing model on the basis of the fair value of the underlying common stock on the measurement date, adjusted for the unique characteristics of those equity instruments, using the assumptions noted in the table below. Expected volatility is based on the historical volatility of a peer group of publicly traded companies. The expected term of options and warrants was based upon the expected life of the option or warrant, and the risk-free rate is based on the U.S. Treasury Constant Maturity rate. There were no options or warrants issued during either of the periods ending March 31, 2020 and 2019. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. COMMITMENTS AND CONTINGENCIES Lease The Company leases office space located at 951 Broken Sound Parkway, Suite 320, Boca Raton, FL 33487 from WPT Land 2 L.P., for a gross rent of approximately $5,700 plus sales tax per month. The lease terminates September 30, 2020 and has been extended for a further three years to August 31, 2023. The Company’s subsidiary in Germany occupies premises on a rolling 12 month lease agreement with a 3 month notice period of EUR1,650 per month (approximately $1,815). Rent expense for the three months ended March 31, 2020 and 2019 was $25,122 and $24,706 respectively. See Note 4. Potential German tax liability In June 2012 the Company’s NovaVision German subsidiary received a preliminary assessment for Magdeburg City trade tax of €75,000 (approximately $82,000), with an additional interest charge of €12,000 (approximately $13,200). This assessment is for the 2010 fiscal year and relates to the Company’s acquisition of the assets of the former NovaVision, Inc. An initial assessment for corporate tax for the same period was preliminarily reduced to zero. The Company did not accept this trade tax assessment and appealed against it to the relevant tax authorities with a view to its reduction. The relevant tax authorities agreed to suspend the assessment pending the outcome of certain court hearings and proposed tax legislation, and the Company agreed to make monthly payments on account totaling €75,000 (approximately $82,000) which were completed in October 2016 and fully expensed. At that time the Company appealed against the interest charge of €12,000 (approximately $13,200) which the tax authorities did not accept but also agreed to suspend pending the outcome of the hearings and proposed legislation outlined above. Accordingly, the Company has made no provision for this liability in the three months ended March 31, 2020 and the year ended December 31, 2019 respectively. |
Consulting and Other Agreements
Consulting and Other Agreements | 3 Months Ended |
Mar. 31, 2020 | |
Consulting And Other Agreements | |
Consulting and Other Agreements | 9. CONSULTING AND OTHER AGREEMENTS The following agreements were entered into or remained in force during the period ended March 31, 2020: Consulting Agreement with Fountainhead In March 2017 and effective April 1, 2017, the Company amended the Fountainhead Consulting Agreement (“the Amended Agreement”). Under the Amended Agreement, fees of $450,000 are payable to Fountainhead, with an option to receive $5,000 per month in cash and the remainder payable in Company Common Stock issued at the higher of $0.21 and the average price for the 30 days prior to issuance, and deliverable at the end of each fiscal quarter. The Consulting Agreement also contains provisions for Fountainhead to receive a higher proportion of its fees in cash subject to certain future liquidity events and Board approval. Under the terms of the Amended Agreement, Fountainhead provides the executive management team of the Company, including the positions of CEO, President and CFO, whose employment agreements with the Company stipulate they receive no remuneration from the Company. During the three months ended March 31, 2020 and March 31, 2019, under the terms of the Amended Agreement, Fountainhead received total fees of $133,500, which were paid through the issuance of 535,714 shares of Company Common Stock. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 10. RELATED PARTY TRANSACTIONS Peter Zachariou and David Cantor, directors of the Company, are investment managers of Fountainhead which owned, at March 31, 2020, 58% of the Company’s Common Stock and 70% of the Company’s Preferred D Stock. Peter Zachariou owns 26% of the Company’s Preferred D Stock. Adrian Liddell, Chairman, is a consultant for Fountainhead. During each of the three months ended March 31, 2020 and March 31, 2019, under the terms of the Consulting Agreement referred to in note 9, the Company issued 535,714 shares of Common Stock to Fountainhead for fees of $112,500. During each of the three months ended March 31, 2020 and 2019, the Company accrued an aggregate of $162,185 of Preferred D Stock dividends, of which $113,019 was in respect of Fountainhead and $41,693 was in respect of Peter Zachariou. During the three months ended March 31, 2020 and 2019 the Company issued unsecured loan notes to Fountainhead for a total of $60,000 and $17,873, respectively. The loan notes bear interest at a rate of 10% and are due on demand or by their one-year anniversary. There were no other related party transactions during the three months ended March 31, 2020 and 2019. |
Concentration
Concentration | 3 Months Ended |
Mar. 31, 2020 | |
Risks and Uncertainties [Abstract] | |
Concentration | 11. CONCENTRATION Vycor Medical sells its neurosurgical devices in the US primarily direct to hospitals, and internationally through distributors who in turn sell to hospitals. Sales Concentration: Three Months Ended March 31, 2020 2019 Number of customers over 10% 1 0 Percentage of sales 24 % 0 % Accounts Receivable Concentration March 31, December 31, 2020 2019 Number of customers over 10% 1 1 Percentage of accounts receivable 39 % 37 % The Company has three sub-contract manufacturers from which it purchases, respectively, VBAS injection molded parts, completed and sterilized VBAS units, and VBAS extension arms. Purchases from these manufacturers vary from quarter to quarter, with no purchases in some quarters, however on an annual basis purchases from each manufacturer represent over 10% of total annual purchases. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 12. SUBSEQUENT EVENTS On April 8, 2020 the Board of Vycor resolved to evaluate and initiate the closure of the German office of NovaVision and to further evaluate migrating to a license model for NovaVision in Europe. For the year ended December 31, 2019 NovaVision Germany generated revenue of $88,851 but incurred an operating loss of $123,740. The Company believes a small proportion of these revenues can be maintained by internal transfers and by a potential licensing arrangement(s), without the incurrence of additional cost. Other than the above stated Subsequent Event, the Company has evaluated the existence of events and transactions subsequent to the balance sheet date through the date the unaudited consolidated financial statements were issued and has determined that there were no significant subsequent events or transactions which would require recognition or disclosure in the financial statements. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The unaudited consolidated financial statements include the accounts of Vycor Medical, Inc., and its wholly-owned subsidiaries, NovaVision, Inc. (a Delaware corporation), NovaVision GmbH (a German corporation) and Sight Science Limited (a UK corporation), both wholly owned subsidiaries of NovaVision, Inc. The Company is headquartered in Boca Raton, FL. All material inter-company accounts, transactions, and profits have been eliminated in consolidation. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements From time to time new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that may have an impact on the Company’s accounting and reporting. The Company believes that, other than as disclosed above, such recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future will not have an impact on its accounting or reporting or that such impact will not be material to its financial position, results of operations and cash flows when implemented. |
Leases | Leases The Company has one leased building in Boca Raton, Florida that is classified as operating lease right-of use (“ROU”) assets and operating lease liabilities in the Company’s unaudited consolidated balance sheet as per ASC 842. ROU assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date for leases exceeding 12 months. Minimum lease payments include only the fixed lease component of the agreement. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of Selling, General and Administrative expenses. The standard was effective for us beginning January 1, 2019. The Company elected the available practical expedients on adoption. The adoption had a material impact on our unaudited consolidated balance sheets, but did not have a material impact on our unaudited consolidated statements of comprehensive loss. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing net loss available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed giving effect to all dilutive potential common shares that were outstanding during the period. Dilutive potential common shares consist of incremental shares issuable upon exercise of stock options and warrants and conversion of preferred stock and convertible debt. Such potentially dilutive shares are excluded when the effect would be to reduce a net loss per share. No dilution adjustment has been made to the weighted average outstanding common shares in the periods presented because the assumed exercise of outstanding options and warrants and the conversion of preferred stock and debt would be anti-dilutive. The following table sets forth the potential shares of common stock that are not included in the calculation of diluted net loss per share: March 31, 2020 March 31, 2019 Stock options outstanding 680,000 700,000 Warrants to purchase common stock - 3,717,826 Debentures convertible into common stock 2,822,535 2,593,337 Preferred shares convertible into common stock 1,272,052 1,272,052 Directors Deferred Compensation Plan 1,275,906 875,910 Total 6,050,493 9,159,125 |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Common Stock Not Included in Calculation of Diluted Net Loss Per Share | The following table sets forth the potential shares of common stock that are not included in the calculation of diluted net loss per share: March 31, 2020 March 31, 2019 Stock options outstanding 680,000 700,000 Warrants to purchase common stock - 3,717,826 Debentures convertible into common stock 2,822,535 2,593,337 Preferred shares convertible into common stock 1,272,052 1,272,052 Directors Deferred Compensation Plan 1,275,906 875,910 Total 6,050,493 9,159,125 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Notes Payable | Related Parties Notes Payable Related Party Notes Payable consists of: March 31, 2020 December 31, 2019 On June 25, 2018 the Company issued promissory notes to Peter Zachariou for $30,000. The notes bear interest at 10% per annum and are payable on the earlier of one year or five days following the delivery of written demand for payment by the Payee. The note was extended for another twelve months on its due date to June 25, 2020 or on demand by the Payee. $ 30,000 $ 30,000 Between March 26, 2018 and February 27, 2020 the Company issued various promissory notes to Fountainhead Capital Management Limited for $260,873. The notes bear interest at 10% per annum and are payable on the earlier of one year or five days following the delivery of written demand for payment by the Payee. Six notes were extended on their due dates for another twelve months. The Notes will be due between July 2020 and May 2021 or on demand by the Payee. 260,873 200,873 Total Related Party Notes Payable $ 290,873 $ 230,873 Other Notes Payable Other Notes Payable consists of: March 31, 2020 December 31, 2019 On March 25, 2011 the Company issued a term note for $300,000 to EuroAmerican Investment Corp. (“EuroAmerican”). The term note bears interest at 16% per annum and was due June 25, 2011, and has been extended on a number of occasions. On the note’s most recent due date, the note was extended to June 30, 2020. The note is personally guaranteed by certain officers and directors of the Company. See further note below $ 300,000 $ 300,000 Insurance policy finance agreements. 46,885 28,032 Total Other Notes Payable: $ 346,885 $ 328,032 |
Lease (Tables)
Lease (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of Supplemental Balance Sheet Information Related to Leases | The Company accounts for this as a lease modification recognized the following related to a lease in its unaudited consolidated balance sheet at March 31, 2020: March 31, 2020 December 31, 2019 Operating Lease ROU Assets $ 156,251 $ 31,658 $ 156,251 $ 31,658 Operating Lease Liabilities Current portion 41,924 28,010 Long-term portion $ 110,952 $ - $ 152,876 $ 28,010 |
Segment Reporting, Geographic_2
Segment Reporting, Geographical Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Business Segments Information | Set out below are the revenues, gross profits and total assets for each segment Three Months Ended March 31, 2020 2019 Revenue: Vycor Medical $ 307,287 $ 297,106 NovaVision $ 43,764 $ 53,560 $ 351,051 $ 350,666 Gross Profit Vycor Medical $ 270,857 $ 266,923 NovaVision $ 41,299 $ 47,545 $ 312,156 $ 314,468 March 31, December 31, 2020 2019 Total Assets: Vycor Medical $ 1,076,433 $ 1,036,857 NovaVision 56,686 55,086 Total Assets $ 1,133,119 $ 1,091,943 |
Summary of Geographic Information | The Company operates in two geographic segments, the United States and Europe. Set out below are the revenues, gross profits and total assets for each segment. Three Months Ended March 31, 2020 2019 Revenue: United States $ 327,815 $ 320,616 Europe $ 23,236 $ 30,050 $ 351,051 $ 350,666 Gross Profit United States $ 290,521 $ 288,291 Europe $ 21,635 $ 26,177 $ 312,156 $ 314,468 March 31, December 31, 2020 2019 Total Assets: United States $ 1,096,911 $ 1,055,312 Europe 36,208 36,631 Total Assets $ 1,133,119 $ 1,091,943 |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of Stock Warrants | STOCK WARRANTS: Weighted average Number of shares exercise price per share Outstanding at December 31, 2019 3,717,826 $ 0.27 Granted - - Exercised - - Cancelled or expired (3,717,826 ) $ 0.27 Outstanding at March 31, 2020 - $ 0.00 |
Schedule of Stock Options | STOCK OPTIONS: Weighted average Number of shares exercise price per share Outstanding at December 31, 2019 700,000 $ 0.28 Granted - - Exercised - - Cancelled or expired (20,000 ) (0.27 ) Outstanding at March 31, 2020 680,000 $ 0.28 |
Concentration (Tables)
Concentration (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Risks and Uncertainties [Abstract] | |
Schedule of Concentration | Sales Concentration: Three Months Ended March 31, 2020 2019 Number of customers over 10% 1 0 Percentage of sales 24 % 0 % Accounts Receivable Concentration March 31, December 31, 2020 2019 Number of customers over 10% 1 1 Percentage of accounts receivable 39 % 37 % |
Basis of Presentation (Details
Basis of Presentation (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Net loss | $ (174,948) | $ (180,298) |
Working capital deficiency | 560,861 | |
Related party liabilities | 1,477,513 | |
EuroAmerican Investment Corp. [Member] | ||
Term note | 300,000 | |
Accrued interest | $ 292,732 | |
Maturity date | Jun. 30, 2020 | |
EuroAmerican Investment Corp. [Member] | Extended Maturity [Member] | ||
Maturity date | May 31, 2021 |
Significant Accounting Polici_4
Significant Accounting Policies - Schedule of Common Stock Not Included in Calculation of Diluted Net Loss per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Potential shares of common stock that are not included in the calculation of diluted net loss per share | 6,050,493 | 9,159,125 |
Stock Options Outstanding [Member] | ||
Potential shares of common stock that are not included in the calculation of diluted net loss per share | 680,000 | 700,000 |
Warrants to Purchase Common Stock [Member] | ||
Potential shares of common stock that are not included in the calculation of diluted net loss per share | 3,717,826 | |
Debentures Convertible into Common Stock [Member] | ||
Potential shares of common stock that are not included in the calculation of diluted net loss per share | 2,822,535 | 2,593,337 |
Preferred Shares Convertible into Common Stock [Member] | ||
Potential shares of common stock that are not included in the calculation of diluted net loss per share | 1,272,052 | 1,272,052 |
Directors Deferred Compensation Plan [Member] | ||
Potential shares of common stock that are not included in the calculation of diluted net loss per share | 1,275,906 | 875,910 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) - USD ($) | Mar. 31, 2020 | Jan. 31, 2018 |
EuroAmerican Investment Corp. [Member] | ||
Debt conversion shares issued | 2,822,535 | |
Offering exercisable term | 3 years | |
EuroAmerican Investment Corp. [Member] | ||
Note payable other | $ 300,000 | |
Conversion price | $ 0.21 | |
EuroAmerican Investment Corp. [Member] | Stock Warrants [Member] | ||
Warrant to purchase common stock | 2,308,405 | |
Warrant exercise price | $ 0.27 |
Notes Payable - Summary of Note
Notes Payable - Summary of Notes Payable (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Total Related Party Notes Payable | $ 290,873 | $ 230,873 |
Total Other Notes Payable | 346,885 | 328,032 |
Peter Zachariou [Member] | ||
Total Related Party Notes Payable | 30,000 | 30,000 |
Fountainhead Capital Management Limited [Member] | ||
Total Related Party Notes Payable | 260,873 | 200,873 |
Insurance Policy Finance Agreements [Member] | ||
Total Other Notes Payable | 46,885 | 28,032 |
EuroAmerican Investment Corp. [Member] | ||
Total Other Notes Payable | $ 300,000 | $ 300,000 |
Notes Payable - Summary of No_2
Notes Payable - Summary of Notes Payable (Details) (Parenthetical) - USD ($) | Jun. 25, 2018 | Mar. 25, 2011 | Feb. 27, 2020 | Mar. 31, 2020 |
EuroAmerican Investment Corp. [Member] | Extended Maturity [Member] | ||||
Debt due date | Jun. 30, 2020 | |||
Term Note [Member] | EuroAmerican Investment Corp. [Member] | ||||
Value of notes issued | $ 300,000 | |||
Notes interest rate | 16.00% | |||
Debt due date | Jun. 25, 2011 | |||
Peter Zachariou [Member] | ||||
Value of notes issued | $ 30,000 | |||
Notes interest rate | 10.00% | |||
Debt due date | Jun. 25, 2020 | |||
Fountainhead Capital Management Limited [Member] | ||||
Value of notes issued | $ 260,873 | |||
Notes interest rate | 10.00% | |||
Debt due date description | The Notes will be due between July 2020 and May 2021 or on demand by the Payee. |
Lease (Details Narrative)
Lease (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Rent expense | $ 25,122 | $ 24,706 |
Lease expiration date | Sep. 30, 2020 | |
Office Space [Member] | ||
Rent expense | $ 5,700 | |
Lease expiration date | Aug. 31, 2023 | |
Lease term description | Based on the original lease agreement, the Company has the one-time option to renew the lease for another three years with minimum annual rent at market price, not less than the original lease payment amount. In January 2020, the Company exercised the option to extend the original lease for another three years with the expiration date of August 31, 2023. In accordance with ASC 842-10-35, the Company considered this lease extension as the modification of the original lease and re-measured the lease liability and the right-of-use assets on the commencement date of the lease extension. |
Lease - Schedule of Supplementa
Lease - Schedule of Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Operating Lease Assets Current portion | $ 156,251 | $ 31,658 |
Operating Lease Assets | 156,251 | 31,658 |
Operating Lease Liabilities Current portion | 41,924 | 28,010 |
Operating Lease Liabilities Long-term portion | 110,952 | |
Operating Lease Liabilities | $ 152,876 | $ 28,010 |
Segment Reporting, Geographic_3
Segment Reporting, Geographical Information (Details Narrative) | 3 Months Ended |
Mar. 31, 2020Number | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment Reporting, Geographic_4
Segment Reporting, Geographical Information - Schedule of Business Segments Information (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Revenue | $ 351,051 | $ 350,666 | |
Gross Profit | 312,156 | 314,468 | |
Total Assets | 1,133,119 | $ 1,091,943 | |
Vycor Medical [Member] | |||
Revenue | 307,287 | 297,106 | |
Gross Profit | 270,857 | 266,923 | |
Total Assets | 1,076,433 | 1,036,854 | |
Nova Vision [Member] | |||
Revenue | 43,764 | 53,560 | |
Gross Profit | 41,299 | $ 47,545 | |
Total Assets | $ 56,686 | $ 55,086 |
Segment Reporting, Geographic_5
Segment Reporting, Geographical Information - Summary of Geographic Information (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Revenue | $ 351,051 | $ 350,666 | |
Gross Profit | 312,156 | 314,468 | |
Total Assets | 1,133,119 | $ 1,091,943 | |
United States [Member] | |||
Revenue | 327,815 | 320,616 | |
Gross Profit | 290,521 | 288,291 | |
Total Assets | 1,096,911 | 1,055,312 | |
Europe [Member] | |||
Revenue | 23,236 | 30,050 | |
Gross Profit | 21,635 | $ 26,177 | |
Total Assets | $ 36,208 | $ 36,631 |
Equity (Details Narrative)
Equity (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Weighted-average remaining contractual life of outstanding warrants | 0 years | |
Weighted-average remaining contractual life of outstanding options | 1 year 2 months 27 days | |
Fountainhead [Member] | Consulting Agreement [Member] | ||
Number of common stock issued for fees | 535,714 | |
Number of common stock issued for fees, value | $ 112,500 | |
Fountainhead [Member] | Fountainhead Consulting Agreement [Member] | ||
Number of common stock issued for fees | 535,714 | |
Number of common stock issued for fees, value | $ 112,500 | |
Non Employee Directors [Member] | Directors Deferred Compensation Plan [Member] | ||
Shares issued for services | 99,999 | 99,999 |
Value of shares issued for services | $ 21,000 | $ 21,000 |
Equity - Schedule of Stock Warr
Equity - Schedule of Stock Warrants (Details) | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Equity [Abstract] | |
Number of shares Warrants Outstanding, Beginning Balance | shares | 3,717,826 |
Number of shares Warrants, Granted | shares | |
Number of shares Warrants, Exercised | shares | |
Number of shares Warrants, Cancelled or expired | shares | (3,717,826) |
Number of shares Warrants Outstanding, Ending Balance | shares | |
Weighted average exercise price per share Warrants, Outstanding, Beginning Balance | $ / shares | $ 0.27 |
Weighted average exercise price per share Warrants, Granted | $ / shares | |
Weighted average exercise price per share Warrants, Exercised | $ / shares | |
Weighted average exercise price per share Warrants, Cancelled or expired | $ / shares | 0.27 |
Weighted average exercise price per share Warrants, Outstanding, Ending balance | $ / shares | $ 0 |
Equity - Schedule of Stock Opti
Equity - Schedule of Stock Options (Details) | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Equity [Abstract] | |
Number of shares Options Outstanding, Beginning Balance | shares | 700,000 |
Number of shares Options, Granted | shares | |
Number of shares Options, Exercised | shares | |
Number of shares Options, Cancelled or expired | shares | (20,000) |
Number of shares Options Outstanding, Ending Balance | shares | 680,000 |
Weighted average exercise price per share Options, Outstanding, Beginning Balance | $ / shares | $ 0.28 |
Weighted average exercise price per share Options, Granted | $ / shares | |
Weighted average exercise price per share Options, Exercised | $ / shares | |
Weighted average exercise price per share Options, Cancelled or Expired | $ / shares | (0.27) |
Weighted average exercise price per share Options, Outstanding, Ending balance | $ / shares | $ 0.28 |
Share-Based Compensation (Detai
Share-Based Compensation (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Non-employee [Member] | ||
Share-based compensation | $ 133,500 | $ 133,500 |
Directors [Member] | Directors Deferred Compensation Plan [Member] | ||
Stock granted but not issued | 21,000 | 21,000 |
Total unrecognized compensation costs | 0 | 0 |
Employee Stock Options [Member] | ||
Share-based compensation | $ 0 | $ 0 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | Dec. 31, 2012USD ($) | Jun. 30, 2012EUR (€) | Mar. 31, 2020USD ($) | Mar. 31, 2020EUR (€) | Mar. 31, 2019USD ($) | Jun. 30, 2012USD ($) | Jun. 30, 2012EUR (€) |
Rent expense | $ 25,122 | $ 24,706 | |||||
Lease termination date | Sep. 30, 2020 | Sep. 30, 2020 | |||||
Trade tax reduced | $ 82,000 | ||||||
Interest expenses | $ 13,200 | ||||||
Euro Currency [Member] | |||||||
Trade tax reduced | € | € 75,000 | ||||||
Interest expenses | € | € 12,000 | ||||||
German [Member] | |||||||
Rent expense | $ 1,815 | ||||||
German [Member] | Euro Currency [Member] | |||||||
Rent expense | € | € 1,650 | ||||||
Office Space [Member] | |||||||
Rent expense | $ 5,700 | ||||||
Lease termination date | Aug. 31, 2023 | Aug. 31, 2023 |
Consulting and Other Agreemen_2
Consulting and Other Agreements (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Stock option cash | $ 133,500 | $ 133,500 |
Fountainhead Consulting Agreement [Member] | March 2017 and Effective April 1, 2017 [Member] | ||
Payment of fees | 450,000 | |
Stock option cash | $ 5,000 | |
Common stock exercise price | $ 0.21 | |
Amendment Agreement [Member] | ||
Number of common stock issued for fees, value | $ 133,500 | |
Number of common stock issued for fees | 535,714 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Fountainhead [Member] | Consultancy Agreement [Member] | ||
Number of common stock issued for fees | 535,714 | 535,714 |
Number of common stock issued for fees, value | $ 112,500 | $ 133,500 |
Preferred D Stock dividends [Member] | ||
Accrued dividends | 162,185 | |
Fountainhead [Member] | ||
Accrued dividends | 113,019 | |
Fountainhead [Member] | Unsecured Loan [Member] | ||
Unsecured loan notes issued | $ 60,000 | $ 17,873 |
Unsecured loan notes interest rate | 10.00% | 10.00% |
Fountainhead [Member] | Directors [Member] | ||
Equity ownership percentage | 58.00% | |
Fountainhead [Member] | Directors [Member] | Series D Preferred Stock [Member] | ||
Equity ownership percentage | 70.00% | |
Fountainhead [Member] | Peter Zachariou [Member] | Series D Preferred Stock [Member] | ||
Equity ownership percentage | 26.00% | |
Peter Zachariou [Member] | ||
Accrued dividends | $ 41,693 |
Concentration (Details Narrativ
Concentration (Details Narrative) - Purchase [Member] | 3 Months Ended |
Mar. 31, 2020 | |
Manufacturer One [Member] | |
Concentration risk, percentage | 10.00% |
Manufacturer Two [Member] | |
Concentration risk, percentage | 10.00% |
Manufacturer Three [Member] | |
Concentration risk, percentage | 10.00% |
Concentration - Schedule of Con
Concentration - Schedule of Concentration (Details) - Number | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Sales Revenue [Member] | ||
Number of customers over 10% | 1 | 0 |
Sales Revenue [Member] | Customer One [Member] | ||
Concentration risk, percentage | 24.00% | 0.00% |
Accounts Receivable [Member] | ||
Number of customers over 10% | 1 | 1 |
Accounts Receivable [Member] | Customer One [Member] | ||
Concentration risk, percentage | 39.00% | 37.00% |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Revenue | $ 351,051 | $ 350,666 | |
Operating loss | $ (156,391) | $ (162,838) | |
Nova Vision [Member] | |||
Revenue | $ 88,851 | ||
Operating loss | $ 123,740 |