Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 01, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | QRHC | |
Entity Registrant Name | Quest Resource Holding Corporation | |
Entity Central Index Key | 1,442,236 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 15,263,322 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 1,873,775 | $ 2,989,731 |
Accounts receivable, less allowance for doubtful accounts of $261,334 and $586,941 as of September 30, 2016 and December 31, 2015, respectively | 32,204,812 | 33,298,797 |
Prepaid expenses and other current assets | 3,102,927 | 946,908 |
Total current assets | 37,181,514 | 37,235,436 |
Goodwill | 58,337,290 | 58,337,290 |
Intangible assets, net | 9,328,108 | 11,828,008 |
Property and equipment, net, and other assets | 2,681,935 | 1,608,632 |
Total assets | 107,528,847 | 109,009,366 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 34,299,608 | 34,847,359 |
Deferred revenue and other current liabilities | 515,137 | 328,829 |
Total current liabilities | 34,814,745 | 35,176,188 |
Line of credit | 3,250,000 | 4,000,000 |
Other long-term liabilities | 402,985 | 341,142 |
Total liabilities | 38,467,730 | 39,517,330 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 10,000,000 shares authorized, no shares issued or outstanding as of September 30, 2016 and December 31, 2015, respectively | ||
Common stock, $0.001 par value, 200,000,000 shares authorized, 15,263,322 and 13,973,597 shares issued and outstanding as of September 30, 2016 and December 31, 2015, respectively, given retroactive effect to the 1-for-8 reverse stock split effective August 10, 2016 | 15,263 | 13,974 |
Additional paid-in capital | 158,611,065 | 152,347,372 |
Accumulated deficit | (89,565,211) | (82,869,310) |
Total stockholders’ equity | 69,061,117 | 69,492,036 |
Total liabilities and stockholders’ equity | $ 107,528,847 | $ 109,009,366 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (Unaudited) | Sep. 30, 2016USD ($)$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ | $ 261,334 | $ 586,941 |
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 15,263,322 | 13,973,597 |
Common stock, shares outstanding | 15,263,322 | 13,973,597 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Revenue | $ 46,157,414 | $ 43,567,822 | $ 138,771,985 | $ 125,906,645 |
Cost of revenue | 42,562,397 | 40,049,271 | 128,036,082 | 115,685,809 |
Gross profit | 3,595,017 | 3,518,551 | 10,735,903 | 10,220,836 |
Operating expenses: | ||||
Selling, general, and administrative | 4,923,283 | 4,110,442 | 14,215,944 | 11,793,700 |
Depreciation and amortization | 1,013,225 | 989,105 | 3,039,653 | 2,940,576 |
Total operating expenses | 5,936,508 | 5,099,547 | 17,255,597 | 14,734,276 |
Operating loss | (2,341,491) | (1,580,996) | (6,519,694) | (4,513,440) |
Other expense: | ||||
Interest expense | (62,345) | (72,758) | (176,207) | (163,591) |
Total other expense | (62,345) | (72,758) | (176,207) | (163,591) |
Loss before taxes | (2,403,836) | (1,653,754) | (6,695,901) | (4,677,031) |
Net loss | (2,403,836) | (1,653,754) | (6,695,901) | (4,677,031) |
Net loss applicable to common stockholders | $ (2,403,836) | $ (1,653,754) | $ (6,695,901) | $ (4,677,031) |
Net loss per share | ||||
Basic and diluted | $ (0.16) | $ (0.12) | $ (0.46) | $ (0.34) |
Weighted average number of common shares outstanding, given retroactive effect to the 1-for-8 reverse stock split effective August 10, 2016 | ||||
Basic and diluted | 14,853,675 | 13,964,367 | 14,559,874 | 13,959,180 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) (UNAUDITED) | Aug. 10, 2016 |
Income Statement [Abstract] | |
Reverse stock split ratio of common stock | 0.125 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY, GIVEN RETROACTIVE ADJUSTMENT FOR THE 1-FOR-8 REVERSE STOCK SPLIT EFFECTIVE AUGUST 10, 2016 (UNAUDITED) - 9 months ended Sep. 30, 2016 - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Beginning Balance at Dec. 31, 2015 | $ 69,492,036 | $ 13,974 | $ 152,347,372 | $ (82,869,310) |
Beginning Balance, Shares at Dec. 31, 2015 | 13,973,597 | |||
Stock-based compensation | 1,673,197 | 1,673,197 | ||
Sale of common stock and warrants, net of issuance costs, Value | $ 2,889,350 | $ 861 | 2,888,489 | |
Sale of common stock and warrants, net of issuance costs, Shares | 1,289,725 | 861,251 | ||
Shares issued for Employee Stock Purchase Plan options, Value | $ 27,435 | $ 9 | 27,426 | |
Shares issued for Employee Stock Purchase Plan options, Shares | 9,724 | 9,724 | ||
Shares issued for consulting services, Value | $ 1,675,000 | $ 419 | 1,674,581 | |
Shares issued for consulting services, Shares | 418,750 | 418,750 | ||
Net loss | $ (6,695,901) | (6,695,901) | ||
Ending Balance at Sep. 30, 2016 | $ 69,061,117 | $ 15,263 | $ 158,611,065 | $ (89,565,211) |
Ending Balance, Shares at Sep. 30, 2016 | 15,263,322 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (6,695,901) | $ (4,677,031) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation | 354,495 | 218,225 |
Amortization of intangibles | 2,771,912 | 2,722,351 |
Loss on disposal of property and equipment | 2,050 | |
Provision for doubtful accounts | 269,057 | 3,972 |
Stock-based compensation | 1,882,572 | 931,874 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 824,928 | (157,697) |
Prepaid expenses and other current assets | (690,394) | (586,502) |
Security deposits and other assets | (943,102) | 9,714 |
Accounts payable and accrued liabilities | (547,751) | 7,274,409 |
Deferred revenue and other current liabilities | 191,109 | (73,776) |
Other long-term liabilities | 114,240 | 1,555 |
Net cash provided by (used in) operating activities | (2,468,835) | 5,669,144 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (451,590) | (819,608) |
Purchase of capitalized software development and intellectual property | (272,012) | (740,571) |
Net cash used in investing activities | (723,602) | (1,560,179) |
Cash flows from financing activities: | ||
Proceeds from line of credit | 16,500,000 | 4,450,000 |
Repayments to line of credit | (17,250,000) | (6,700,000) |
Proceeds from the sale of common stock and warrants, net of issuance costs | 2,889,350 | 60,705 |
Proceeds from shares issued for Employee Stock Purchase Plan | 27,435 | |
Repayments of capital lease obligations | (90,304) | (20,090) |
Net cash provided by (used in) financing activities | 2,076,481 | (2,209,385) |
Net increase (decrease) in cash and cash equivalents | (1,115,956) | 1,899,580 |
Cash and cash equivalents at beginning of period | 2,989,731 | 3,154,540 |
Cash and cash equivalents at end of period | 1,873,775 | 5,054,120 |
Supplemental cash flow information: | ||
Cash paid for interest | 175,219 | 166,035 |
Supplemental non-cash flow activities: | ||
Acquisition of equipment under capital leases | 33,106 | 119,923 |
Shares issued for consulting services | $ 1,675,000 | |
Warrant liability issued for services | $ 34,857 |
The Company, Description of Bus
The Company, Description of Business, and Liquidity | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
The Company, Description of Business, and Liquidity | 1. The Company, Description of Business, and Liquidity The accompanying condensed consolidated financial statements include the accounts of Quest Resource Holding Corporation (“QRHC”) and its subsidiaries, Earth911, Inc. (“Earth911”), Quest Resource Management Group, LLC (“Quest”), Landfill Diversion Innovations, LLC (“LDI”), Youchange, Inc. (“Youchange”), Quest Vertigent Corporation (“QVC”), and Quest Vertigent One, LLC (“QV One”) (collectively, “we,” “us,” “our,” or “our company”). Operations – We provide businesses with one-stop management programs to reuse, recycle, and dispose of a wide variety of waste streams and recyclables generated by their businesses. Our comprehensive reuse, recycling, and proper disposal management programs are designed to enable regional and national customers to have a single point of contact for managing a variety of waste streams and recyclables. This business generates substantially all of our revenue. We also operate environmentally based social media and online data platforms that contain information and instructions necessary to empower consumers and consumer product companies to recycle or properly dispose of household products and materials. Our directory of local recycling and proper disposal options empowers consumers directly and enables consumer product companies to empower their customers by giving them the guidance necessary for the proper recycling or disposal of a wide range of household products and materials, including the “why, where, and how” of recycling. Two customers accounted for 55.6% and 60.0% of revenue for the three months ended September 30, 2016 and 2015, respectively. Two customers accounted for 55.5% and 60.2% of revenue for the nine months ended September 30, 2016 and 2015, respectively. Our principal offices are located in The Colony, Texas. Liquidity – As of September 30, 2016 and December 31, 2015, our working capital balance was $2,366,769 and $2,059,248, respectively. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Presentation and Consolidation The condensed consolidated financial statements included herein have been prepared by us without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with our audited financial statements for the year ended December 31, 2015. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted as permitted by the SEC, although we believe the disclosures that are made are adequate to make the information presented herein not misleading. The accompanying condensed consolidated financial statements reflect, in our opinion, all normal recurring adjustments necessary to present fairly our financial position at September 30, 2016 and the results of our operations and cash flows for the periods presented. We derived the December 31, 2015 condensed consolidated balance sheet data from audited financial statements, but did not include all disclosures required by GAAP. As Quest, Earth911, LDI, Youchange, QVC, and QV One each operate as ecology-based green service companies, we did not deem segment reporting necessary. All intercompany accounts and transactions have been eliminated in consolidation. Interim results are subject to seasonal variations, and the results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the results to be expected for the full year. On August 10, 2016, we filed amended and restated articles of incorporation with the Secretary of State of the state of Nevada to effect a 1-for-8 reverse stock split of our common stock. The reverse split became effective as of 5:00 p.m. Eastern time on Wednesday, August 10, 2016 (“Effective Time”). At the Effective Time, each lot of eight shares of common stock issued and outstanding immediately prior to the Effective Time were, automatically and without any further action on the part of our stockholders, converted into and became one share of common stock, and each certificate which, immediately prior to the Effective Time represented pre-reverse split shares, was deemed cancelled and, for all corporate purposes, was deemed to evidence ownership of post-reverse split shares. In lieu of issuing any fractional shares, we rounded up to the nearest whole share in the event that a stockholder was entitled to receive less than one share of common stock. As required by GAAP, we retroactively adjusted all share and per share amounts in our condensed consolidated financial statements and notes thereto to reflect the 1-for-8 reverse stock split. Revenue Recognition We recognize revenue only when all of the following criteria have been met: • persuasive evidence of an arrangement exists; • delivery has occurred or services have been rendered; • the fee for the arrangement is fixed or determinable; and • collectability is reasonably assured. Persuasive Evidence of an Arrangement Exists – We document all terms of an arrangement in a service agreement or quote signed or confirmed by the customer prior to recognizing revenue. Delivery Has Occurred or Services Have Been Rendered – We perform all services or deliver all products prior to recognizing revenue. Services are deemed to be performed when the services are complete. The Fee for the Arrangement is Fixed or Determinable – Prior to recognizing revenue, a customer’s fee is either fixed or determinable under the terms of the quote, service agreement, or accepted customer purchase order. Collectability Is Reasonably Assured – We assess collectability on a customer by customer basis based on criteria developed by us. We provide businesses with management programs to reuse, recycle, and dispose of a wide variety of waste streams and recyclables generated by their business. We utilize third-party subcontractors to execute the collection, transport, and recycling or disposal of used motor oil, oil filters, scrap tires, cooking oil, and expired food products. We evaluate the criteria outlined in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 605-45, Revenue Recognition—Principal Agent Considerations We recognize licensing fees ratably over the term of the license. We derive some revenue from advertising contracts, which we recognize ratably over the term that the advertisement appears on our website. Net Loss Per Share We compute basic net loss per share by dividing net loss applicable to common stockholders by the weighted average number of shares of common stock outstanding during the period. We have other potentially dilutive securities outstanding that are not shown in a diluted net loss per share calculation because their effect in both 2016 and 2015 would be anti-dilutive. These potentially dilutive securities include stock options, restricted stock units, and warrants and related to 3,266,799 and 2,033,738 shares at September 30, 2016 and 2015, respectively. The following table sets forth the anti-dilutive securities excluded from diluted loss per share: September 30, 2016 2015 (Unaudited) (Unaudited) Anti-dilutive securities excluded from diluted loss per share: Stock options 1,271,858 550,342 Restricted stock units — 9,515 Warrants 1,994,941 1,473,881 Total anti-dilutive securities excluded from diluted loss per share 3,266,799 2,033,738 Inventories We record inventories within “Prepaid expenses and other current assets” in our condensed consolidated balance sheets. As of September 30, 2016 and December 31, 2015, all inventories were waste disposal equipment with cost balances of $15,679 and $54,473, respectively, with no reserve for inventory obsolescence at either date. Recently Issued Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers In August 2014, the FASB issued Accounting Standards Update 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In February 2016, the FASB issued Accounting Standards Update 2016-02, Leases In March 2016, the FASB issued Accounting Standards Update 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting There have been no other recent accounting pronouncements or changes in accounting pronouncements that have been issued but not yet adopted that are of significance, or potential significance to us. |
Property and Equipment, Net, an
Property and Equipment, Net, and Other Assets | 9 Months Ended |
Sep. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net, and Other Assets | 3. Property and Equipment, Net, and Other Assets At September 30, 2016 and December 31, 2015, property and equipment, net, and other assets consisted of the following: September 30, December 31, 2016 2015 (Unaudited) Property and equipment, net of accumulated depreciation of $2,328,033 and $1,973,538 as of September 30, 2016 and December 31, 2015, respectively $ 1,438,437 $ 1,308,236 Security deposits and other assets 1,243,498 300,396 Property and equipment, net, and other assets $ 2,681,935 $ 1,608,632 We compute depreciation using the straight-line method over the estimated useful lives of the property and equipment. The depreciation expense for the three months ended September 30, 2016 was $123,283, inclusive of $38,490 of depreciation expense reflected within “Cost of revenue” in our condensed consolidated statement of operations as it related to assets used in directly servicing customer contracts. The depreciation expense for the nine months ended September 30, 2016 was $354,495, inclusive of $86,754 of depreciation expense recorded to “Cost of revenue.” The depreciation expense for the three and nine months ended September 30, 2015 was $71,844 and $218,225, respectively, with no depreciation expense recorded to “Cost of revenue.” At September 30, 2016, our capital lease assets were $373,573, net of $126,525 of accumulated depreciation. At December 31, 2015, our capital lease assets were $426,757, net of $34,041 of accumulated depreciation. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 4. Goodwill and Other Intangible Assets The components of goodwill and other intangible assets were as follows: September 30, 2016 (Unaudited) Estimated Useful Life Gross Carrying Amount Accumulated Amortization Net Finite lived intangible assets: Customer relationships 5 years $ 12,720,000 $ 8,162,000 $ 4,558,000 Trademarks 7 years 6,242,055 2,856,162 3,385,893 Patents 7 years 230,683 230,683 — Software 7 years 1,560,375 254,375 1,306,000 Customer lists 5 years 307,153 228,938 78,215 Total finite lived intangible assets $ 21,060,266 $ 11,732,158 $ 9,328,108 December 31, 2015 Estimated Useful Life Gross Carrying Amount Accumulated Amortization Net Finite lived intangible assets: Customer relationships 5 years $ 12,720,000 $ 6,254,000 $ 6,466,000 Trademarks 7 years 6,239,950 2,188,129 4,051,821 Patents 7 years 230,683 230,683 — Software 7 years 1,290,468 104,570 1,185,898 Customer lists 5 years 307,153 182,864 124,289 Total finite lived intangible assets $ 20,788,254 $ 8,960,246 $ 11,828,008 September 30, 2016 (Unaudited) and December 31, 2015 Estimated Useful Life Carrying Amount Indefinite lived intangible asset: Goodwill Indefinite $ 58,337,290 We compute amortization using the straight-line method over the estimated useful lives of the finite lived intangible assets. The amortization expense related to finite lived intangible assets was $928,431 and $917,261 for the three months ended September 30, 2016 and 2015, respectively. The amortization expense related to finite lived intangible assets was $2,771,912 and $2,722,351 for the nine months ended September 30, 2016 and 2015, respectively. We have no indefinite-lived intangible assets other than goodwill. The goodwill is not deductible for tax purposes. We performed our annual Step 1 impairment analysis for goodwill and other intangible assets in the third quarter of 2016 with no impairment recorded. |
Line of Credit
Line of Credit | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Line of Credit | 5. Line of Credit On December 15, 2010, our principal subsidiary, Quest, entered into a Revolving Credit Note and Loan Agreement with Regions Bank (“Regions”), a national banking association. This agreement, as amended, provides Quest with a loan facility of up to $15,000,000 for working capital with advances generally limited to 80% of eligible accounts receivable from Quest’s largest customer and 85% of all other eligible accounts receivable. The facility matures May 13, 2018. The interest on the outstanding principal amount accrues daily and is payable monthly based on a fluctuating interest rate per annum, which is the base rate plus 1.50% (2.78% as of September 30, 2016). The base rate for any day is the greater of (a) the federal funds rate plus one-half of 1%, (b) Region’s published effective prime rate, or (c) the Eurodollar rate for such day based on an interest period of one month. To secure the amounts due under the agreement, Quest granted Regions a security interest in all of its assets with guarantees from QRHC and Earth911. Quest had $3,250,000 outstanding and $9,035,449 available to be borrowed as of September 30, 2016. The amount of interest expense related to the Regions line of credit for the three months ended September 30, 2016 and 2015 was $57,331 and $65,026, respectively. The amount of interest expense related to the Regions line of credit for the nine months ended September 30, 2016 and 2015 was $161,642 and $153,555, respectively. As of September 30, 2016, Quest was in compliance with the financial covenants. |
Capital Lease Obligations
Capital Lease Obligations | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Capital Lease Obligations | 6. Capital Lease Obligations At September 30, 2016 and December 31, 2015, total capital lease obligations outstanding consisted of the following: September 30, December 31, 2016 2015 (Unaudited) Capital lease obligations, imputed interest at 2.65% to 13.29%, with monthly payments of $12,550, through November 2020, secured by computer and telephone equipment $ 344,972 $ 402,170 Total 344,972 402,170 Less: current maturities (109,449 ) (112,125 ) Long-term portion $ 235,523 $ 290,045 Our capital lease obligations are included within “Deferred revenue and other current liabilities” and “Other long-term liabilities” in our condensed consolidated balance sheets. The amount of interest expense related to our capital leases for the three months ended September 30, 2016 and 2015 was $3,464 and $833, respectively. The amount of interest expense related to our capital leases for the nine months ended September 30, 2016 and 2015 was $11,117 and $1,746, respectively. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 7. Income Taxes We compute income taxes using the asset and liability method in accordance with FASB ASC Topic 740, Income Taxes |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 8. Fair Value of Financial Instruments Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, deferred revenue, line of credit, and capital lease obligations. We do not believe that we are exposed to significant interest, currency, or credit risks arising from these financial instruments. The fair values of these financial instruments approximate their carrying values using Level 3 inputs, based on their short maturities or, for long-term portions of capital lease obligations and line of credit, based on borrowing rates currently available to us for loans with similar terms and maturities. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | 9. Stockholders’ Equity Preferred Stock Our authorized preferred stock includes 10,000,000 shares of preferred stock with a par value of $0.001, of which no shares have been issued or are outstanding. Common Stock – Our authorized common stock includes 200,000,000 shares of common stock with a par value of $0.001, of which 15,263,322 and 13,973,597 shares were issued and outstanding as of September 30, 2016 and December 31, 2015, respectively. During the nine months ended September 30, 2016, we issued shares of common stock as follows: Common Stock Shares Amount Sale of common stock and warrants, net of issuance costs of $452,300 861,251 $ 2,889,350 Shares issued for Employee Stock Purchase Plan options 9,724 27,435 Shares issued for consulting services 418,750 1,675,000 1,289,725 $ 4,591,785 • Sale of Common Stock and Warrants – o On March 30, 2016, we issued 861,251 shares of our common stock, together with warrants to purchase 430,628 shares of our common stock, at a price per share and warrant of $3.88 in a stock offering. We also issued the underwriters warrants to purchase 90,432 shares of our common stock. The warrants may be exercised for a period of five years at an initial exercise price of $3.88 per share, subject to adjustment for certain dilutive events. • Shares Issued for Employee Stock Purchase Plan Options – o On May 16, 2016, we issued 9,724 shares to employees for $27,435 under our 2014 Employee Stock Purchase Plan (“ESPP”) for options that vested and were exercised. • Shares Issued for Consulting Services – o On September 28, 2016, we issued 418,750 fully vested restricted shares of our common stock to a third party for consulting services under a one-year contract. We recorded an expense of $209,375 for the three and nine months ended September 30, 2016 within “Selling, General, and Administrative Expenses” in our condensed consolidated statement of operations. The balance recorded within “Prepaid expenses and other current assets” in our condensed consolidated balance sheets at September 30, 2016 was $1,465,625, which we will expense ratably through August 2017. Warrants – During the nine months ended September 30, 2016, we issued warrants to purchase 521,060 shares and no holders exercised warrants. At September 30, 2016, we had outstanding exercisable warrants to purchase 1,994,941 shares of common stock. The following table summarizes the warrants issued and outstanding as of September 30, 2016: Date of Exercise Shares of Description Issuance Expiration Price Common Stock Exercisable warrants Warrants 04/18/2014 04/01/2017 $ 16.00 180,126 Warrant 05/07/2014 05/07/2017 $ 21.20 25,000 Warrant 05/28/2014 10/31/2016 $ 34.48 56,250 Warrants 09/24/2014 09/24/2019 $ 20.00 1,125,005 Warrants 10/20/2014 10/20/2019 $ 20.00 87,500 Warrants 3/30/2016 03/30/2021 $ 3.88 521,060 Total warrants issued and outstanding 1,994,941 Employee Stock Purchase Plan – On September 17, 2014, our stockholders approved our ESPP. We recorded expense of $3,527 and $17,723 related to the ESPP during the three months ended September 30, 2016 and 2015, respectively. We recorded expense of $28,200 and $54,647 related to the ESPP during the nine months ended September 30, 2016 and 2015, respectively. Stock Options – The following table summarizes the stock option activity for the nine month period ended September 30, 2016: Stock Options Weighted- Exercise Average Number Price Per Exercise Price of Shares Share Per Share Outstanding at December 31, 2015 742,997 $ 6.24 — 30.00 $ 16.32 Granted 705,125 $ 2.15 — 6.40 $ 4.00 Canceled/Forfeited (176,264 ) $ 6.24 — 30.00 $ 13.15 Outstanding at September 30, 2016 1,271,858 $ 2.15 — 30.00 $ 9.46 |
Material Subsequent Events
Material Subsequent Events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Material Subsequent Events |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Principles of Presentation and Consolidation | Principles of Presentation and Consolidation The condensed consolidated financial statements included herein have been prepared by us without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with our audited financial statements for the year ended December 31, 2015. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted as permitted by the SEC, although we believe the disclosures that are made are adequate to make the information presented herein not misleading. The accompanying condensed consolidated financial statements reflect, in our opinion, all normal recurring adjustments necessary to present fairly our financial position at September 30, 2016 and the results of our operations and cash flows for the periods presented. We derived the December 31, 2015 condensed consolidated balance sheet data from audited financial statements, but did not include all disclosures required by GAAP. As Quest, Earth911, LDI, Youchange, QVC, and QV One each operate as ecology-based green service companies, we did not deem segment reporting necessary. All intercompany accounts and transactions have been eliminated in consolidation. Interim results are subject to seasonal variations, and the results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the results to be expected for the full year. On August 10, 2016, we filed amended and restated articles of incorporation with the Secretary of State of the state of Nevada to effect a 1-for-8 reverse stock split of our common stock. The reverse split became effective as of 5:00 p.m. Eastern time on Wednesday, August 10, 2016 (“Effective Time”). At the Effective Time, each lot of eight shares of common stock issued and outstanding immediately prior to the Effective Time were, automatically and without any further action on the part of our stockholders, converted into and became one share of common stock, and each certificate which, immediately prior to the Effective Time represented pre-reverse split shares, was deemed cancelled and, for all corporate purposes, was deemed to evidence ownership of post-reverse split shares. In lieu of issuing any fractional shares, we rounded up to the nearest whole share in the event that a stockholder was entitled to receive less than one share of common stock. As required by GAAP, we retroactively adjusted all share and per share amounts in our condensed consolidated financial statements and notes thereto to reflect the 1-for-8 reverse stock split. |
Revenue Recognition | Revenue Recognition We recognize revenue only when all of the following criteria have been met: • persuasive evidence of an arrangement exists; • delivery has occurred or services have been rendered; • the fee for the arrangement is fixed or determinable; and • collectability is reasonably assured. Persuasive Evidence of an Arrangement Exists – We document all terms of an arrangement in a service agreement or quote signed or confirmed by the customer prior to recognizing revenue. Delivery Has Occurred or Services Have Been Rendered – We perform all services or deliver all products prior to recognizing revenue. Services are deemed to be performed when the services are complete. The Fee for the Arrangement is Fixed or Determinable – Prior to recognizing revenue, a customer’s fee is either fixed or determinable under the terms of the quote, service agreement, or accepted customer purchase order. Collectability Is Reasonably Assured – We assess collectability on a customer by customer basis based on criteria developed by us. We provide businesses with management programs to reuse, recycle, and dispose of a wide variety of waste streams and recyclables generated by their business. We utilize third-party subcontractors to execute the collection, transport, and recycling or disposal of used motor oil, oil filters, scrap tires, cooking oil, and expired food products. We evaluate the criteria outlined in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 605-45, Revenue Recognition—Principal Agent Considerations We recognize licensing fees ratably over the term of the license. We derive some revenue from advertising contracts, which we recognize ratably over the term that the advertisement appears on our website. |
Net Loss Per Share | Net Loss Per Share We compute basic net loss per share by dividing net loss applicable to common stockholders by the weighted average number of shares of common stock outstanding during the period. We have other potentially dilutive securities outstanding that are not shown in a diluted net loss per share calculation because their effect in both 2016 and 2015 would be anti-dilutive. These potentially dilutive securities include stock options, restricted stock units, and warrants and related to 3,266,799 and 2,033,738 shares at September 30, 2016 and 2015, respectively. The following table sets forth the anti-dilutive securities excluded from diluted loss per share: September 30, 2016 2015 (Unaudited) (Unaudited) Anti-dilutive securities excluded from diluted loss per share: Stock options 1,271,858 550,342 Restricted stock units — 9,515 Warrants 1,994,941 1,473,881 Total anti-dilutive securities excluded from diluted loss per share 3,266,799 2,033,738 |
Inventories | Inventories We record inventories within “Prepaid expenses and other current assets” in our condensed consolidated balance sheets. As of September 30, 2016 and December 31, 2015, all inventories were waste disposal equipment with cost balances of $15,679 and $54,473, respectively, with no reserve for inventory obsolescence at either date. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers In August 2014, the FASB issued Accounting Standards Update 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In February 2016, the FASB issued Accounting Standards Update 2016-02, Leases In March 2016, the FASB issued Accounting Standards Update 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting There have been no other recent accounting pronouncements or changes in accounting pronouncements that have been issued but not yet adopted that are of significance, or potential significance to us. |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Anti-dilutive Securities Excluded from Diluted Loss Per Share | The following table sets forth the anti-dilutive securities excluded from diluted loss per share: September 30, 2016 2015 (Unaudited) (Unaudited) Anti-dilutive securities excluded from diluted loss per share: Stock options 1,271,858 550,342 Restricted stock units — 9,515 Warrants 1,994,941 1,473,881 Total anti-dilutive securities excluded from diluted loss per share 3,266,799 2,033,738 |
Property and Equipment, Net, 20
Property and Equipment, Net, and Other Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Components Property and Equipment, Net, and Other Assets | At September 30, 2016 and December 31, 2015, property and equipment, net, and other assets consisted of the following: September 30, December 31, 2016 2015 (Unaudited) Property and equipment, net of accumulated depreciation of $2,328,033 and $1,973,538 as of September 30, 2016 and December 31, 2015, respectively $ 1,438,437 $ 1,308,236 Security deposits and other assets 1,243,498 300,396 Property and equipment, net, and other assets $ 2,681,935 $ 1,608,632 |
Goodwill and Other Intangible21
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The components of goodwill and other intangible assets were as follows: September 30, 2016 (Unaudited) Estimated Useful Life Gross Carrying Amount Accumulated Amortization Net Finite lived intangible assets: Customer relationships 5 years $ 12,720,000 $ 8,162,000 $ 4,558,000 Trademarks 7 years 6,242,055 2,856,162 3,385,893 Patents 7 years 230,683 230,683 — Software 7 years 1,560,375 254,375 1,306,000 Customer lists 5 years 307,153 228,938 78,215 Total finite lived intangible assets $ 21,060,266 $ 11,732,158 $ 9,328,108 December 31, 2015 Estimated Useful Life Gross Carrying Amount Accumulated Amortization Net Finite lived intangible assets: Customer relationships 5 years $ 12,720,000 $ 6,254,000 $ 6,466,000 Trademarks 7 years 6,239,950 2,188,129 4,051,821 Patents 7 years 230,683 230,683 — Software 7 years 1,290,468 104,570 1,185,898 Customer lists 5 years 307,153 182,864 124,289 Total finite lived intangible assets $ 20,788,254 $ 8,960,246 $ 11,828,008 |
Schedule of Indefinite-Lived Intangible Assets | September 30, 2016 (Unaudited) and December 31, 2015 Estimated Useful Life Carrying Amount Indefinite lived intangible asset: Goodwill Indefinite $ 58,337,290 |
Capital Lease Obligations (Tabl
Capital Lease Obligations (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Summary of Capital Lease Obligations | At September 30, 2016 and December 31, 2015, total capital lease obligations outstanding consisted of the following: September 30, December 31, 2016 2015 (Unaudited) Capital lease obligations, imputed interest at 2.65% to 13.29%, with monthly payments of $12,550, through November 2020, secured by computer and telephone equipment $ 344,972 $ 402,170 Total 344,972 402,170 Less: current maturities (109,449 ) (112,125 ) Long-term portion $ 235,523 $ 290,045 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Schedule of Common Stock Shares Issued | During the nine months ended September 30, 2016, we issued shares of common stock as follows: Common Stock Shares Amount Sale of common stock and warrants, net of issuance costs of $452,300 861,251 $ 2,889,350 Shares issued for Employee Stock Purchase Plan options 9,724 27,435 Shares issued for consulting services 418,750 1,675,000 1,289,725 $ 4,591,785 |
Summary Of Warrant Activity | The following table summarizes the warrants issued and outstanding as of September 30, 2016: Date of Exercise Shares of Description Issuance Expiration Price Common Stock Exercisable warrants Warrants 04/18/2014 04/01/2017 $ 16.00 180,126 Warrant 05/07/2014 05/07/2017 $ 21.20 25,000 Warrant 05/28/2014 10/31/2016 $ 34.48 56,250 Warrants 09/24/2014 09/24/2019 $ 20.00 1,125,005 Warrants 10/20/2014 10/20/2019 $ 20.00 87,500 Warrants 3/30/2016 03/30/2021 $ 3.88 521,060 Total warrants issued and outstanding 1,994,941 |
Summary of Stock Option Activity | Stock Options – The following table summarizes the stock option activity for the nine month period ended September 30, 2016: Stock Options Weighted- Exercise Average Number Price Per Exercise Price of Shares Share Per Share Outstanding at December 31, 2015 742,997 $ 6.24 — 30.00 $ 16.32 Granted 705,125 $ 2.15 — 6.40 $ 4.00 Canceled/Forfeited (176,264 ) $ 6.24 — 30.00 $ 13.15 Outstanding at September 30, 2016 1,271,858 $ 2.15 — 30.00 $ 9.46 |
The Company, Description of B24
The Company, Description of Business, and Liquidity - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($)Customer | Sep. 30, 2015 | Sep. 30, 2016USD ($)Customer | Sep. 30, 2015 | Dec. 31, 2015USD ($) | |
Concentration Risk [Line Items] | |||||
Working Capital | $ | $ 2,366,769 | $ 2,366,769 | $ 2,059,248 | ||
Revenue [Member] | |||||
Concentration Risk [Line Items] | |||||
Number of customer | Customer | 2 | 2 | |||
Customer Accounted [Member] | Revenue [Member] | |||||
Concentration Risk [Line Items] | |||||
Percentage of revenue | 55.60% | 60.00% | 55.50% | 60.20% |
Summary of Significant Accoun25
Summary of Significant Accounting Policies - Additional Information (Detail) | Aug. 10, 2016 | Sep. 30, 2016USD ($)Contract | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)shares | Sep. 30, 2015USD ($)shares | Dec. 31, 2015USD ($) |
Accounting Policies [Abstract] | ||||||
Reverse stock split ratio of common stock | 0.125 | |||||
Number of contracts accounted for management fees | Contract | 1 | |||||
Management fees earned, net | $ 88,997 | $ 29,363 | $ 239,723 | $ 29,363 | ||
Management fees earned, gross | 1,523,282 | $ 370,963 | $ 3,788,592 | $ 370,963 | ||
Potentially dilutive securities include options, restricted stock units, and warrants | shares | 3,266,799 | 2,033,738 | ||||
Inventories waste disposal equipment | 15,679 | $ 15,679 | $ 54,473 | |||
Reserve for inventory obsolescence | $ 0 | $ 0 |
Summary of Significant Accoun26
Summary of Significant Accounting Policies - Schedule of Anti-dilutive Securities Excluded from Diluted Loss Per Share (Detail) - shares | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted loss per share | 3,266,799 | 2,033,738 |
Stock options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted loss per share | 1,271,858 | 550,342 |
Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted loss per share | 9,515 | |
Warrant [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted loss per share | 1,994,941 | 1,473,881 |
Property and Equipment, Net, 27
Property and Equipment, Net, and Other Assets - Components of Property and Equipment, Net, and Other Assets (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Abstract] | ||
Property and equipment, net of depreciation | $ 1,438,437 | $ 1,308,236 |
Security deposits and other assets | 1,243,498 | 300,396 |
Property and Equipment net and other assets | $ 2,681,935 | $ 1,608,632 |
Property and Equipment, Net, 28
Property and Equipment, Net, and Other Assets - Components of Property and Equipment, Net, and Other Assets ( Parenthetical) (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Abstract] | ||
Accumulated depreciation, Property and equipment | $ 2,328,033 | $ 1,973,538 |
Property and Equipment, Net, 29
Property and Equipment, Net, and Other Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Property Plant And Equipment [Abstract] | |||||
Depreciation | $ 123,283 | $ 71,844 | $ 354,495 | $ 218,225 | |
Depreciation reflected in cost of revenue | 38,490 | $ 0 | 86,754 | $ 0 | |
Capital lease assets, net | 373,573 | 373,573 | $ 426,757 | ||
Capital lease assets, accumulated depreciation | $ 126,525 | $ 126,525 | $ 34,041 |
Goodwill and Other Intangible30
Goodwill and Other Intangible Assets - Schedule of Finite-Lived Intangible Assets (Detail) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 21,060,266 | $ 20,788,254 |
Accumulated Amortization | 11,732,158 | 8,960,246 |
Net | $ 9,328,108 | $ 11,828,008 |
Customer relationships [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | 5 years |
Gross Carrying Amount | $ 12,720,000 | $ 12,720,000 |
Accumulated Amortization | 8,162,000 | 6,254,000 |
Net | $ 4,558,000 | $ 6,466,000 |
Trademarks [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 7 years | 7 years |
Gross Carrying Amount | $ 6,242,055 | $ 6,239,950 |
Accumulated Amortization | 2,856,162 | 2,188,129 |
Net | $ 3,385,893 | $ 4,051,821 |
Patents [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 7 years | 7 years |
Gross Carrying Amount | $ 230,683 | $ 230,683 |
Accumulated Amortization | $ 230,683 | $ 230,683 |
Software [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 7 years | 7 years |
Gross Carrying Amount | $ 1,560,375 | $ 1,290,468 |
Accumulated Amortization | 254,375 | 104,570 |
Net | $ 1,306,000 | $ 1,185,898 |
Customer lists [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated Useful Life | 5 years | 5 years |
Gross Carrying Amount | $ 307,153 | $ 307,153 |
Accumulated Amortization | 228,938 | 182,864 |
Net | $ 78,215 | $ 124,289 |
Goodwill and Other Intangible31
Goodwill and Other Intangible Assets - Schedule of Indefinite-Lived Intangible Assets (Detail) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Goodwill Useful Life Description | Indefinite | |
Goodwill | $ 58,337,290 | $ 58,337,290 |
Goodwill and Other Intangible32
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangibles | $ 928,431 | $ 917,261 | $ 2,771,912 | $ 2,722,351 |
Indefinite-lived intangible assets other than goodwill | $ 0 | |||
Impairment of goodwill | $ 0 |
Line of Credit - Additional Inf
Line of Credit - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Line of Credit Facility [Line Items] | |||||
Outstanding principal amount on line of credit facility | $ 3,250,000 | $ 3,250,000 | $ 4,000,000 | ||
Interest expense related to line of credit facility | 62,345 | $ 72,758 | $ 176,207 | $ 163,591 | |
Revolving Credit Note and Loan Agreement with Regions Bank (“Regions”) [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of credit facility agreement date | Dec. 15, 2010 | ||||
Working capital from loan agreement with Regions Bank | $ 15,000,000 | $ 15,000,000 | |||
Interest on outstanding principal amount | 2.78% | 2.78% | |||
Outstanding principal amount on line of credit facility | $ 3,250,000 | $ 3,250,000 | |||
Amount available to be borrow under line of credit facility | 9,035,449 | $ 9,035,449 | |||
Interest rate line of credit facility description | The base rate for any day is the greater of (a) the federal funds rate plus one-half of 1%, (b) Region’s published effective prime rate, or (c) the Eurodollar rate for such day based on an interest period of one month. | ||||
Interest expense related to line of credit facility | $ 57,331 | $ 65,026 | $ 161,642 | $ 153,555 | |
Maturity date of loan agreement with Regions Bank | May 13, 2018 | ||||
Revolving Credit Note and Loan Agreement with Regions Bank (“Regions”) [Member] | Base Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Fluctuating interest rate based on base rate | 1.50% | ||||
Revolving Credit Note and Loan Agreement with Regions Bank (“Regions”) [Member] | Eligible Accounts Receivable [Member] | Largest Customer [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Percentage of accounts receivable form Quest's customers | 80.00% | 80.00% | |||
Revolving Credit Note and Loan Agreement with Regions Bank (“Regions”) [Member] | Eligible Accounts Receivable [Member] | Other Customer [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Percentage of accounts receivable form Quest's customers | 85.00% | 85.00% |
Capital Lease Obligations - Sum
Capital Lease Obligations - Summary of Capital Lease Obligations (Detail) - USD ($) | Sep. 30, 2016 | Dec. 31, 2015 |
Leases [Abstract] | ||
Total Capital lease obligations, imputed interest at 2.65% to 13.29%, with monthly payments of $12,550, through November 2020, secured by computer and telephone equipment | $ 344,972 | $ 402,170 |
Less: current maturities | (109,449) | (112,125) |
Long-term portion | $ 235,523 | $ 290,045 |
Capital Lease Obligations - S35
Capital Lease Obligations - Summary of Capital Lease Obligations (Parenthetical) (Detail) - Capital lease obligations, imputed interest at 2.65% to 13.29% [Member] - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Imputed interest rate for capital lease obligation, minimum | 2.65% | 2.65% |
Imputed interest rate for capital lease obligation, maximum | 13.29% | 13.29% |
Monthly installment capital lease obligation | $ 12,550 | $ 12,550 |
Capital Lease Obligations - Add
Capital Lease Obligations - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Debt Disclosure [Abstract] | ||||
Interest expense related to capital leases | $ 3,464 | $ 833 | $ 11,117 | $ 1,746 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||
Valuation allowance | $ 15,200,000 | $ 12,313,000 |
Federal income tax net operating loss carry forward | $ 17,300,000 | $ 14,500,000 |
Net operating loss carry forwards expiration beginning year | 2,031 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Mar. 30, 2016 | Dec. 31, 2015 | |
Equity [Abstract] | ||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | |||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||
Preferred stock, shares issued | 0 | 0 | 0 | |||
Preferred stock, shares outstanding | 0 | 0 | 0 | |||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | |||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |||
Common stock, shares issued | 15,263,322 | 15,263,322 | 861,251 | 13,973,597 | ||
Common stock, shares outstanding | 15,263,322 | 15,263,322 | 13,973,597 | |||
Employee stock purchase plan expense | $ 3,527 | $ 17,723 | $ 28,200 | $ 54,647 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Stock Shares Issued (Detail) | 9 Months Ended |
Sep. 30, 2016USD ($)shares | |
Equity [Abstract] | |
Sale of common stock and warrants, net of issuance costs, Shares | shares | 861,251 |
Shares issued for Employee Stock Purchase Plan options, Shares | shares | 9,724 |
Shares issued for consulting services, Shares | shares | 418,750 |
Total common stock shares | shares | 1,289,725 |
Sale of common stock and warrants, net of issuance costs, Value | $ | $ 2,889,350 |
Shares issued for Employee Stock Purchase Plan options, Value | $ | 27,435 |
Shares issued for consulting services, Value | $ | 1,675,000 |
Total common stock amount | $ | $ 4,591,785 |
Stockholders' Equity - Schedu40
Stockholders' Equity - Schedule of Common Stock Shares Issued (Parenthetical) (Detail) | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Equity [Abstract] | |
Common stock and warrants issued, issuance cost | $ 452,300 |
Stockholders' Equity - Additi41
Stockholders' Equity - Additional Information - Sale of Common Stock and Warrants (Detail) | Mar. 30, 2016$ / shares$ / Warrantshares | Sep. 30, 2016shares | Dec. 31, 2015shares |
Schedule Of Sale Of Common Stock And Warrants [Line Items] | |||
Common stock, shares issued | 861,251 | 15,263,322 | 13,973,597 |
Warrants issued | 521,060 | ||
Common stock, stock price | $ / shares | $ 3.88 | ||
Common stock at a price per warrant | $ / Warrant | 3.88 | ||
Warrants exercised period | 5 years | ||
Warrants exercise price | $ / shares | $ 3.88 | ||
Warrants To Purchase Common Stock [Member] | |||
Schedule Of Sale Of Common Stock And Warrants [Line Items] | |||
Warrants issued | 430,628 | ||
Underwriters Warrants To Purchase Common Stock [Member] | |||
Schedule Of Sale Of Common Stock And Warrants [Line Items] | |||
Warrants issued | 90,432 |
Stockholders' Equity - Additi42
Stockholders' Equity - Additional Information - Shares Issued for Employee Stock Purchase Plan Options (Detail) - USD ($) | May 16, 2016 | Sep. 30, 2016 |
Schedule Of Stockholders Equity [Line Items] | ||
Shares issued for Employee Stock Purchase Plan options, Shares | 9,724 | |
Shares issued for Employee Stock Purchase Plan options, Value | $ 27,435 | |
2014 Employee Stock Purchase Plan [Member] | ||
Schedule Of Stockholders Equity [Line Items] | ||
Shares issued for Employee Stock Purchase Plan options, Shares | 9,724 | |
Shares issued for Employee Stock Purchase Plan options, Value | $ 27,435 |
Stockholders' Equity - Additi43
Stockholders' Equity - Additional Information - Shares Issued for Consulting Services (Detail) - USD ($) | Sep. 28, 2016 | Sep. 30, 2016 | Sep. 30, 2016 |
Schedule Of Stockholders Equity [Line Items] | |||
Fully-vested restricted shares of common stock issued to third party consulting services, Shares | 418,750 | ||
Common Stock [Member] | |||
Schedule Of Stockholders Equity [Line Items] | |||
Fully-vested restricted shares of common stock issued to third party consulting services, Shares | 418,750 | 418,750 | |
Fully-vested restricted shares of common stock issued to third party consulting services, contract period | 1 year | ||
Prepaid Expenses and Other Current Assets [Member] | |||
Schedule Of Stockholders Equity [Line Items] | |||
Remaining expenses recorded for consulting services | $ 1,465,625 | $ 1,465,625 | |
Selling, General and Administrative Expenses [Member] | |||
Schedule Of Stockholders Equity [Line Items] | |||
Expenses recorded for consulting services | $ 209,375 | $ 209,375 |
Stockholders' Equity - Additi44
Stockholders' Equity - Additional Information - Warrants (Detail) | 9 Months Ended |
Sep. 30, 2016shares | |
Class Of Warrant Or Right [Line Items] | |
Warrants issued | 521,060 |
Number of exercised warrants | 0 |
Warrants outstanding | 1,994,941 |
Exercisable Warrants [Member] | |
Class Of Warrant Or Right [Line Items] | |
Warrants outstanding | 1,994,941 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Warrants Issued and Outstanding (Detail) - $ / shares | 9 Months Ended | |
Sep. 30, 2016 | Mar. 30, 2016 | |
Class Of Warrant Or Right [Line Items] | ||
Exercise Price | $ 3.88 | |
Shares of Common Stock | 1,994,941 | |
Exercisable Warrants [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Shares of Common Stock | 1,994,941 | |
Exercisable Warrants [Member] | Warrants One [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Date of Issuance | Apr. 18, 2014 | |
Date of Expiration | Apr. 1, 2017 | |
Exercise Price | $ 16 | |
Shares of Common Stock | 180,126 | |
Exercisable Warrants [Member] | Warrant Two [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Date of Issuance | May 7, 2014 | |
Date of Expiration | May 7, 2017 | |
Exercise Price | $ 21.20 | |
Shares of Common Stock | 25,000 | |
Exercisable Warrants [Member] | Warrants Three [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Date of Issuance | May 28, 2014 | |
Date of Expiration | Oct. 31, 2016 | |
Exercise Price | $ 34.48 | |
Shares of Common Stock | 56,250 | |
Exercisable Warrants [Member] | Warrants Four [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Date of Issuance | Sep. 24, 2014 | |
Date of Expiration | Sep. 24, 2019 | |
Exercise Price | $ 20 | |
Shares of Common Stock | 1,125,005 | |
Exercisable Warrants [Member] | Warrant Five [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Date of Issuance | Oct. 20, 2014 | |
Date of Expiration | Oct. 20, 2019 | |
Exercise Price | $ 20 | |
Shares of Common Stock | 87,500 | |
Exercisable Warrants [Member] | Warrant Six [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Date of Issuance | Mar. 30, 2016 | |
Date of Expiration | Mar. 30, 2021 | |
Exercise Price | $ 3.88 | |
Shares of Common Stock | 521,060 |
Stockholders' Equity - Summar46
Stockholders' Equity - Summary of Stock Option Activity (Detail) | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Outstanding Beginning Balance, Number of Shares | shares | 742,997 |
Granted, Number of Shares | shares | 705,125 |
Canceled/Forfeited, Number of Shares | shares | (176,264) |
Outstanding Ending Balance, Number of Shares | shares | 1,271,858 |
Outstanding Beginning Balance, Weighted-Average Exercise Price Per Share | $ 16.32 |
Granted, Weighted-Average Exercise Price Per Share | 4 |
Canceled/Forfeited, Weighted Average Exercise Price Per Share | 13.15 |
Outstanding Ending Balance, Weighted Average Exercise Price Per Share | 9.46 |
Outstanding, 6.24-30.00 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Price Per Share, Minimum | 6.24 |
Exercise Price Per Share, Maximum | 30 |
Granted, 3.12-6.40 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Price Per Share, Minimum | 2.15 |
Exercise Price Per Share, Maximum | 6.40 |
Canceled/Forfeited, 6.24-30.00 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Price Per Share, Minimum | 6.24 |
Exercise Price Per Share, Maximum | 30 |
Outstanding, 3.12-30.00 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Exercise Price Per Share, Minimum | 2.15 |
Exercise Price Per Share, Maximum | $ 30 |