Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 31, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Monster Digital, Inc. | |
Entity Central Index Key | 1,551,986 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | MSDI | |
Entity Common Stock, Shares Outstanding | 9,343,202 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash | $ 39 | $ 1,453 |
Accounts receivable, net of allowances of $271 and $253, respectively | 214 | 856 |
Inventories | 607 | 1,105 |
Prepaid expenses and other | 325 | 619 |
Total current assets | 1,185 | 4,033 |
Trademark, net of amortization of $251 and $185, respectively | 2,351 | 2,417 |
Deposits and other assets | 14 | 14 |
Total assets | 3,550 | 6,464 |
Current liabilities | ||
Accounts payable | 599 | 268 |
Accrued expenses | 1,416 | 1,786 |
Customer refund | 1,336 | 1,840 |
Due to related parties | 34 | 44 |
Notes payable | 378 | 38 |
Total current liabilities | 3,763 | 3,976 |
Commitments and contingencies | ||
Shareholders’ (deficit) equity | ||
Preferred stock; 10,000,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Common stock; $.0001 par value; 100,000,000 shares authorized; 9,343,202 and 7,785,011 shares issued and outstanding, respectively | 1 | 1 |
Additional paid-in capital | 35,753 | 34,575 |
Accumulated deficit | (35,967) | (32,088) |
Total shareholders’ (deficit) equity | (213) | 2,488 |
Total liabilities and shareholders’ (deficit) equity | $ 3,550 | $ 6,464 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Allowance for Doubtful Accounts Receivable, Current | $ 271 | $ 253 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 251 | $ 185 |
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 or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares, Issued | 9,343,202 | 7,785,011 |
Common Stock, Shares, Outstanding | 9,343,202 | 7,785,011 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Net sales | $ 187 | $ 1,683 | $ 1,138 | $ 2,220 |
Cost of goods sold | 226 | 1,253 | 1,224 | 1,743 |
Gross profit (loss) | (39) | 430 | (86) | 477 |
Operating expenses | ||||
Research and development | 81 | 65 | 150 | 114 |
Selling and marketing | 327 | 591 | 1,027 | 1,227 |
General and administrative | 1,191 | 675 | 2,683 | 1,470 |
Total operating expenses | 1,599 | 1,331 | 3,860 | 2,811 |
Operating loss | (1,638) | (901) | (3,946) | (2,334) |
Other (income) expense, net | ||||
Interest and finance expense | 0 | 339 | 1 | 787 |
Gain on settlement of customer refund | 0 | 0 | (68) | 0 |
Total other (income) expense | 0 | 339 | (67) | 787 |
Loss before income taxes | (1,638) | (1,240) | (3,879) | (3,121) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net Loss | $ (1,638) | $ (1,240) | $ (3,879) | $ (3,121) |
Loss Per Share | ||||
Basic and Diluted | $ (0.19) | $ (0.33) | $ (0.47) | $ (0.83) |
Number of Shares used in Computation | ||||
Basic and Diluted | 8,446 | 3,750 | 8,323 | 3,749 |
CONSOLIDATED STATEMENT OF SHARE
CONSOLIDATED STATEMENT OF SHAREHOLDERS’ (DEFICIT) EQUITY - 6 months ended Jun. 30, 2017 - USD ($) $ in Thousands | Total | Common Stock [Member] | Preferred Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] |
Balance at Dec. 31, 2016 | $ 2,488 | $ 1 | $ 0 | $ 34,575 | $ (32,088) |
Balance (in shares) at Dec. 31, 2016 | 7,785,011 | 0 | |||
Issuance of common stock, net of issuance costs | 419 | $ 0 | $ 0 | 419 | 0 |
Issuance of common stock, net of issuance costs (in shares) | 469,478 | 0 | |||
Issuance of common stock pursuant to stock option plan | 0 | $ 0 | $ 0 | 0 | 0 |
Issuance of common stock pursuant to stock option plan (in shares) | 795,610 | 0 | |||
Issuance of common stock pursuant to consulting arrangements | 0 | $ 0 | $ 0 | 0 | 0 |
Issuance of common stock pursuant to consulting arrangements (in shares) | 82,500 | 0 | |||
Warrant exercise | 0 | $ 0 | $ 0 | 0 | 0 |
Warrant exercise (in shares) | 38,189 | 0 | |||
Conversion of related party debt into equity | 100 | $ 0 | $ 0 | 100 | 0 |
Conversion of related party debt into equity (in shares) | 172,414 | 0 | |||
Amortization of non-cash stock-based compensation | 659 | $ 0 | $ 0 | 659 | 0 |
Net loss | (3,879) | 0 | 0 | 0 | (3,879) |
Balance at Jun. 30, 2017 | $ (213) | $ 1 | $ 0 | $ 35,753 | $ (35,967) |
Balance (in shares) at Jun. 30, 2017 | 9,343,202 | 0 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities | ||
Net loss | $ (3,879) | $ (3,121) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 659 | 179 |
Amortization of deferred debt issuance costs and debt discount | 0 | 691 |
Amortization of trademark | 66 | 65 |
Gain on settlement of customer refund | (68) | 0 |
Provision for doubtful accounts | 20 | 119 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 622 | (513) |
Inventories | 498 | (396) |
Prepaid expenses and other | 294 | 87 |
Accounts payable | 331 | 445 |
Accrued expenses | (302) | 317 |
Customer refund | (504) | (25) |
Due to related parties | (10) | 0 |
Net cash used in operating activities | (2,273) | (2,152) |
Cash flows from financing activities | ||
Proceeds from issuance of preferred stock, net | 0 | 2,393 |
Issuance of common stock, net of issuance cost | 419 | 0 |
Proceeds from issuance of convertible notes | 340 | 0 |
Short-term loan - related party | 100 | 24 |
Proceeds from issuance of bridge financing | 0 | 406 |
Payments on trademark note payable | 0 | (75) |
Proceeds from credit facility | 0 | 581 |
Payments on credit facility | 0 | (474) |
Prepaid IPO costs | 0 | (613) |
Deferred financing costs | 0 | (57) |
Net cash provided by financing activities | 859 | 2,185 |
Net (decrease) increase in cash | (1,414) | 33 |
Cash, beginning of the period | 1,453 | 119 |
Cash, end of the period | 39 | 152 |
Cash paid during the period for: | ||
Interest | 1 | 29 |
Non-cash investing and financing activities: | ||
Conversion of related party debt into equity | 100 | 0 |
Deferred IPO costs | $ 0 | $ 356 |
BUSINESS ACTIVITY AND SUMMARY O
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies [Text Block] | NOTE 1 BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization : Monster Digital, Inc. (“MDI”), a Delaware corporation (formed in November 2010), and its subsidiary, SDJ Technologies, Inc. (“SDJ”) (collectively referred to as the “Company”), is an importer of high-end memory storage products, flash memory and action sports cameras marketed and sold under the Monster Digital brand name acquired under a long-term licensing agreement with Monster, Inc. The Company sources its products from China, Taiwan and Hong Kong. : The Company closed its initial public offering (the “Offering”) on July 13, 2016 and its common stock and warrants are now listed on the Nasdaq Capital Market under the symbols “MSDI” and “MSDIW”, respectively. The Offering generated gross proceeds of $ 9,132,750 2,025,000 4.50 2,025,000 0.01 : The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the SEC’s instructions for interim financial information. They do not include all information and footnotes necessary for a fair presentation of financial position, operating results and cash flows in conformity with U.S. GAAP for complete financial statements. These consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes for the year ended December 31, 2016 which are included in Form 10-K filed by the Company that on March 31, 2017. In the opinion of management, all adjustments (consisting of normal recurring adjustments and accruals) considered necessary for a fair presentation of the operating results for the periods presented have been included in the interim periods. Operating results for the three and six months ended June 30, 2017 are not necessarily indicative of the results that may be expected for other interim periods or the year ending December 31, 2017. For interim financial reporting purposes, income taxes are recorded based upon estimated annual effective income tax rates taking into consideration discrete items occurring in a quarter. The consolidated balance sheet as of December 31, 2016 is derived from the 2016 audited financial statements. : The consolidated financial statements include the accounts of MDI and SDJ. All significant intercompany transactions have been eliminated in consolidation. : The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities (including sales returns, price protection allowances, bad debts, inventory reserves, warranty reserves, and asset impairments), disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates : The Company maintains its cash in bank accounts which, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts. Management believes the Company is not exposed to any significant credit risk on its cash balances. : Accounts receivable are carried at original invoice amount less allowance for doubtful accounts. Management determines the allowance for doubtful accounts by identifying troubled accounts and by using historical experience applied to an aging of accounts. Accounts receivable are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded when received. Accounts receivable are considered to be past due if any portion of the receivable balance is outstanding for more than 90 days past the customer’s granted terms. The Company does not charge interest on past due balances or require collateral on its accounts receivable. As of June 30, 2017 and December 31, 2016, the allowance for doubtful accounts was approximately $ 271,000 253,000 : Inventories are stated at the lower of cost or market, with cost being determined on the weighted average cost method of accounting. The Company purchases finished goods and materials to assemble kits in quantities that it anticipates will be fully used in the near term. Changes in operating strategy, customer demand, and fluctuations in market values can limit the Company’s ability to effectively utilize all products purchased and can result in finished goods with above-market carrying costs which may cause a write-down of inventory. The Company’s policy is to closely monitor inventory levels, obsolescence and lower market values compared to costs and, when necessary, reduce the carrying amount of its inventory to its market value. As of June 30, 2017 and December 31, 2016, inventory on hand was comprised primarily of finished goods ready for sale and packaging and supplies. : Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on the assumptions that market participants would use in pricing an asset or liability. Fair value is based on a hierarchy of valuation techniques, which is determined on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s own market assumptions. These two types of inputs create a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Quoted prices for identical instruments in active markets. Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 3: Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The carrying amount for other financial instruments, which include cash, accounts receivable and accounts payable, approximate fair value based upon their short-term nature and maturity. : Revenue is realized or realizable and earned when all of the following criteria are met: (1) persuasive evidence of an arrangement exists, (2) the sales price is fixed or determinable, (3) collectability is reasonably assured, and (4) products have been shipped and the customer has taken ownership and assumed the risk of loss. Distributors and retailers take full ownership of their product upon delivery and sales are fully recognized at that time. Revenue is reduced by reserves for price protection, sales returns, allowances and rebates. The Company’s reserve estimates are based upon historical data as well as projections of sales, customer inventories, market conditions and current contractual sales terms. If the Company reduces the list price of its products, certain customers may receive a credit from the Company (i.e., price protection). The Company estimates the impact of such pricing changes on a regular basis and adjusts its allowances accordingly. Amounts charged to operations for price protection are calculated based on actual price changes on individual products and customer inventory levels. The reserve is then reduced by actual credits given to these customers at the time the credits are issued. We calculate the allowance for doubtful accounts and provision for sales returns and rebates based on management’s estimate of the amount expected to be uncollectible or returned on specific accounts. We provide for future returns, price protection and rebates at the time the products are sold. We calculate an estimate of future returns of product by analyzing units shipped, units returned and point of sale data to ascertain consumer purchases and inventory remaining with retail to establish anticipated returns. Price protection is calculated on a product by product basis. The objective of price protection is to mitigate returns by providing retailers with credits to ensure maximum consumer sales. Price protection is granted to retailers after they have presented the Company an affidavit of existing inventory. The Company also offers market development credits (“MDF credits”) to certain of its customers. These credits are also charged against revenue. : Historically, the Company has not charged its customers for shipping and handling costs, which is a component of marketing and selling expenses. These costs totaled approximately $ 22,000 59,000 53,000 94,000 : Deferred tax assets and liabilities are determined based on the temporary differences between the financial reporting and tax basis of assets and liabilities and net operating loss carryforwards, applying enacted statutory tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is recorded when it is more likely than not that some or all of the deferred tax assets will not be realized. The Company uses a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more likely than not to be realized upon settlement. As of June 30, 2017 and December 31, 2016, there are no known uncertain tax positions. The Company’s policy is to classify the liability for unrecognized tax benefits as current to the extent that it is more likely than not to be realized upon settlement and to the extent that the Company anticipates payment (or receipt) of cash within one year. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in the tax provision. : The Company’s memory products are sold under various limited warranty arrangements ranging from three years to five years on solid state drives and a limited lifetime warranty on all other products. Company policy is to establish reserves for estimated product warranty costs in the period when the related revenue is recognized. The Company has the right to return defective products to the manufacturer. As of June 30, 2017 and December 31, 2016, the Company has established a warranty reserve of $ 101,000 118,000 : The Company incurs costs to improve the appeal and functionality of its products. Research and development costs are charged to expense when incurred. : Basic earnings (loss) per share is calculated by dividing net earnings (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share is calculated similarly but includes potential dilution from the exercise of common stock warrants and options and conversion of debt to equity, except when the effect would be anti-dilutive. Earnings (loss) per share are computed using the “treasury stock method.” At June 30, 2017, outstanding warrants to acquire 4,224,664 2,025,000 1,405,007 794,657 16,834 378,000 325,093 19,528 2,802,430 378,000 In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606). In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory In November 2015, the FASB issued ASU No. 2015-17 , Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting (Topic 718), In January 2017, the FASB issued ASU No. 2017-01, Business Combinations Clarifying the Definition of a Business, Other pronouncements issued by the FASB with future effective dates are either not applicable or not significant to the consolidated financial statements of the Company. |
GOING CONCERN
GOING CONCERN | 6 Months Ended |
Jun. 30, 2017 | |
Going Concern [Abstract] | |
Substantial Doubt about Going Concern [Text Block] | NOTE 2 GOING CONCERN As of June 30, 2017, the Company has incurred cumulative net losses from its inception of approximately $ 36 3.9 • In the six months ended June 30, 2017, the Company raised approximately $ 419 340 200 • The Company has entered into an agreement that is intended to culminate in a merger as well as a spin-off of its camera business (see Note 3). This potential transaction is expected to result in a surviving entity that would be better capitalized. • In order to meet customers’ needs for consumer products, the Company is continuing to develop new products to complement existing products and expand overall product offerings, with the objective of increasing revenue and gross profit percentages. The Company plans on introducing additional new action sports cameras in the fourth quarter of 2017. While the Company believes it will be successful in obtaining the necessary financing to fund its operations, there are no assurances that such additional funding will be achieved and that it will succeed in its future operations. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts of liabilities that might be necessary should the Company be unable to continue in existence as a going concern. |
POTENTIAL MERGER
POTENTIAL MERGER | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | NOTE 3 POTENTIAL MERGER On July 3, 2017, the Company entered into an Agreement and Plan of Merger with Innovate Biopharmaceuticals, Inc. (“Innovate”). The Merger Agreement is filed as Exhibit 2.1 to the Company’s Form 8K filed with the Securities and Exchange Commission on July 6, 2017 and this discussion regarding the potential merger should be read in conjunction with the Merger Agreement. Under the terms of the Merger Agreement, pending stockholder approval of the transaction, the Company will merge into Innovate with Innovate surviving the merger and becoming a wholly-owned subsidiary of the Company. Subject to the terms of the Merger Agreement, at the effective time of the Merger, Innovate stockholders will receive a number of newly issued shares of the Company’s common stock determined using an exchange ratio defined in the Merger Agreement. The exchange ratio will be based on a pre-transaction valuation of $ 60 6 As a result, current securityholders of the Company would collectively own approximately 9% and Innovate securityholders would collectively own approximately 91% of the combined company on a pro-forma basis, subject to adjustment based on the Company’s net cash balance and the relative capitalization of the two companies at closing, as described more fully in the Merger Agreement. In addition, prior to the closing of the Merger, the Company currently intends to transfer all of its businesses, assets and certain liabilities not assumed by Innovate further to the Merger to a new corporation, which will be either wholly owned or substantially owned by the Company. The Company is in the process of drafting a preliminary Schedule 14A, Information Required in a Proxy Statement, to obtain the required stockholder approval for the merger transaction. There can be no assurance that such stockholder approval will be attained or that, if such stockholder approval is attained, that the merger transaction will be completed. |
DEBT AND EQUITY FINANCING
DEBT AND EQUITY FINANCING | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | NOTE 4 DEBT AND EQUITY FINANCING Credit Facility In June 2015, the Company secured an accounts receivable financing facility with Bay View Funding. The contract provides for maximum funding of $ 4 factoring fee of 1.35% for the first 30 days and .45% for each 10-day period thereafter that the financed receivable remains outstanding Notes Payable During the three and six months ended June 30, 2017, the Company issued $ 340,000 The notes are convertible at the lesser of $0.75 or 75% of the average market price of the Company’s common stock during the five days prior to the merger closing and bear an interest rate of 15%. The Company has agreed to give one-year warrant coverage at 25% of the number of shares issued upon conversion. 340 200 As of June 30, 2017 and December 31, 2016, a total of $ 38,000 Promissory notes From October 2015 through March 7, 2016, the Company issued promissory notes; the notes were due and payable at the earlier of one year from the date of issuance or the closing date of the Company’s initial public offering, bore an interest rate of 15 756,000 25 389 90 3,024 672,000 672,000 4.50 15 22.5 336,000 Due to Monster, Inc . In addition to the issuance of shares of common stock and common stock purchase warrants, the Company agreed to pay Monster, Inc. $ 500,000 125,000 50,000 375,000 June 30, December 31, 2017 2016 Notes payable, convertible debt $ 38 $ 38 Convertible notes payable 340 Total $ 378 $ 38 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 6 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block] | Accrued expenses consist of the following (in thousands): June 30, December 31, 2017 2016 Royalties $ 250 $ 125 Reserve for charges against sales 174 334 Accrued purchase orders 113 158 Deferred gain 273 Due to customer for promotional credits 59 445 Others 547 724 Total $ 1,416 $ 1,786 |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 6 STOCKHOLDERS’ EQUITY Common Stock Purchase Warrants : In 2016, the Company issued warrants to acquire 3,755,100 2,025,000 1,405,007 171,000 2.00 39,392 0.0052 102,041 2.00 4,224,664 3,991,015 2017 to 2025 Restricted Shares : In August 2015, the Company issued 84,170 In August 2015, the Company issued 382,575 2,103,000 In August 2016, the Company authorized the issuance of 40,000 7 14 125,000 563 In November 2016, the Company entered into a securities purchase agreement with the selling stockholder providing for the issuance and sale to such investor of 333,333 1.50 500,000 446,000 80,000 1.15 151,515 1.65 250,000 226,000 In March 2017, the Company issued 226,000 1.50 339,000 307 116,000 1.15 133,400 112 On June 23, 2017, the Company issued 172,414 0.58 100 0.05 During the three months ended June 30, 2017, the Company issued 87,500 56,150 15,000 12,500 25,000 35,000 Also during the three months ended June 30, 2017, the Company issued 95,000 4,000 43,000 22 Preferred Stock : In March 2016, the Company issued a confidential Private Placement Memorandum (“PPM”) for a maximum of 3,000,000 a purchase price of $1.00 per share and convertible into one share of the Company’s common stock and having an 8%, noncumulative dividend. 2,802,430 2.4 622,762 622,762 4.50 134,044 |
STOCK OPTIONS
STOCK OPTIONS | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 7 STOCK OPTIONS In 2012, the Company’s Board of Directors approved the 2012 Omnibus Incentive Plan (the “Plan”) which allows for the granting of stock options, stock appreciation rights, awards of restricted stock and restricted stock Units, stock bonuses and other cash and stock-based performance awards. A total of 970,350 600,000 46,100 51,512 145,049 778,949 On December 23, 2015, the Company authorized restricted stock grants under its 2012 Omnibus Incentive Plan of 47,135 33,688 On the effective date of the Offering, 111,332 30,000 101,332 10,000 5,000 45,000 29,000 175,000 266,000 Also granted on the effective date of the Offering were previously approved options to acquire 86,502 4.50 69,668 In August 2016, pursuant to a services agreement and outside of the Plan, the Company granted options to acquire 38,143 The Company follows the provision of ASC Topic 718, Compensations Stock Compensation Option Date Options Exercise Estimated Intrinsic August 2016 6,004 $ 5.00 $ 3.00 None August 2016 7,230 $ 7.00 $ 3.00 None August 2016 9,986 $ 9.00 $ 3.00 None August 2016 14,923 $ 11.00 $ 3.00 None No stock options were granted during the six months ended June 30, 2017. The Company utilizes the Black-Scholes valuation method to value stock options and recognizes compensation expense over the vesting period. The expected life represents the period that the Company’s stock-based compensation awards are expected to be outstanding. The Company uses a simplified method provided in Securities and Exchange Commission release Staff Accounting Bulletin No. 110 which averages an awards weighted average vesting period and contractual term for “plain vanilla” share options. The expected volatility was estimated by analyzing the historic volatility of similar public companies. No dividend payouts were assumed as the Company has not historically paid, and is not anticipating to pay, dividends in the foreseeable future. The risk-free rate of return reflects the weighted average interest rate offered for U.S. treasury rates over the expected life of the options. Weighted average fair value of options granted $1.70 Expected term (years) 6.0 to 10.0 Risk-free interest rate 1.21% to 1.51% Volatility 45.4% Dividend yield None Number of Weighted Weighted Aggregate Options outstanding January 1, 2017 62,934 $ 4.50 9.50 $ Granted Forfeited (46,100) Outstanding at June 30, 2017 16,834 $ 4.50 9.00 $ Weighted Average Number of Grant Date Shares Fair Value Outstanding January 1, 2017 128,467 $ 3.87 Granted 1,094,103 1.18 Vested (622,570) 1.21 Forfeited (70,000) 3.06 Outstanding at June 30, 2017 530,000 $ 1.48 The Company recorded non-cash stock-based compensation related to stock options and restricted stock of $ 226 659 179 As of June 30, 2017, the total compensation expense related to unvested options and restricted stock not yet recognized totaled approximately $ 547,000 13 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 8 RELATED PARTY TRANSACTIONS Borrowings : From time to time, the Company receives short-term, non-interest bearing loans from Tandon Enterprises, Inc. for the purpose of funding temporary working capital needs. For the six months ended June 30, 2016, the Company borrowed $24,000, net of repayments. The $346,100 owed to Tandon Enterprises at June 30, 2016 was converted into 76,911 In September 2015, David Clarke, the Company’s Chairman of the Board and a significant stockholder of the Company, loaned the Company $100,000 further to a promissory note bearing interest at 5 50 33,333 33,333 4.50 On June 7, 2017, GSB Holdings, Inc., a family owned company of David Clarke, the Company’s CEO and Chairman of the Board, loaned the Company $ 100,000 102,041 2.00 172,414 0.58 Restricted Shares : In November 2016, the Company issued 151,515 1.65 70,000 1.50 |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | NOTE 9 INCOME TAXES For the six months ended June 30, 2017 and 2016, there was no income tax provision recorded. The Company’s income tax provision generally consists of state income taxes currently paid or payable. The ultimate realization of the deferred tax asset is dependent upon the generation of future taxable income during the periods in which temporary differences become deductible. Due to the uncertainty surrounding the realization of these deferred tax assets, the Company has recorded a 100 Net operating loss carryforwards expire between the years 2029 and 2036. The effective income tax provision as a percentage of pre-tax loss differs from expected combined federal and state income tax of 40 Management is not aware of any uncertain tax positions and does not expect the total amount of recognized tax benefits to change significantly in the next twelve months. |
CUSTOMER AND VENDOR CONCENTRATI
CUSTOMER AND VENDOR CONCENTRATIONS | 6 Months Ended |
Jun. 30, 2017 | |
Risks and Uncertainties [Abstract] | |
Concentration Risk Disclosure [Text Block] | NOTE 10 CUSTOMER AND VENDOR CONCENTRATIONS Customers : Approximately 22 19 16 11 323,000 41 18 Vendors : Approximately 99 6,000 94 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 11 COMMITMENTS AND CONTINGENCIES Royalty The Company entered into the initial trademark license agreement with Monster, Inc. (formerly Monster Cable Products, Inc.) effective July 7, 2010. In 2012, the agreement was amended giving the Company exclusive rights to utilize the name “Monster Digital” on memory products for a period of 25 July 7, 2035 th The royalty schedule became effective in August 2011 and was further amended in April 2012. As amended, royalties under this contract are as follows: • Years 1 (2012) and 2: Royalties on all sales excluding sales to Monster, Inc. at a rate of four (4) percent, with no minimum. • Years 3 through 6: Minimum royalty payments of $ 50,000 • Years 7 through 10: Minimum royalty payments of $ 125,000 • Years 11 through 15: Minimum royalty payments of $ 187,500 • Years 16 through 25: Minimum royalty payments of $ 250,000 Effective July 1, 2014, the royalty rate on certain products was reduced from 4 2 For the three months ended June 30, 2017 and 2016, royalty expense amounted to approximately $ 125,000 71,000 250,000 121,000 250,000 Operating Lease The Company occupied executive offices in Simi Valley, CA pursuant to a lease through January 31, 2018. Effective as of March 31, 2017, the Company terminated the lease by mutually accepted and favorable terms with the lessor. Effective April 1, 2017, the Company entered into a one year lease for warehouse space in Ontario, CA. Customer Payment Agreement In July 2015, the Company entered into an agreement with a customer under which the Company will pay the customer a total of $ 835,000 Under the terms of the agreement, there is no interest and the Company will make 12 monthly payments of $65,000 beginning in August 2015, and one final payment of $65,000 in August 2016. 57,000 In January 2017, the Company entered into an agreement with a customer under which the Company settled an amount due of $ 1.84 1.5 341,000 68,000 250,000 1.2 Legal Matters The Company is subject to certain legal proceedings and claims arising in connection with the normal course of its business. In the opinion of management, the reserve established for the three cases noted below is adequate so that the claims will have no material adverse effect on its consolidated financial position, results of operations or cash flows. On February 16, 2016, the Company received a letter from GoPro, Inc., or GoPro, alleging that the Company infringes on at least five U.S. patents held by GoPro, and requesting that the Company confirms in writing that it will permanently cease the sale and distribution of its Villain camera, along with any camera accessories, including the waterproof camera case and standard housing. The five patents specifically identified by GoPro in the letter were U.S. Patent No. D710,921: camera housing design, U.S. Patent No. D702,747: camera housing design, U.S. Patent No. D740,875: camera housing design, U.S. Patent No. D737,879: camera design and U.S. Patent No. 721,935: camera design. Based upon our preliminary review of these patents, the Company believes it has some defenses to GoPro’s allegations, although there can be no assurance that the Company will be successful in defending against these allegations or reaching a business resolution that is satisfactory to us. In addition, we have begun marketing and selling the camera under the name “Monster Vision” and phasing out the “Villain” name. We have had no correspondence from GoPro since instituting the name change. The supplier of the Company’s Villain camera has contractually represented and warranted that it owns or has paid royalties to any and all intellectual property, designs, software, hardware, packaging, components, manuals and any other portion, part or element that is or may be subject to the Villain name and the parts and accessories thereof sourced by the supplier. This supplier has contractually agreed to pay any claims, damages, or costs that the Company suffers as a result of the patent infringement or a violation of international, U.S. or state laws or regulations as detailed in the prior sentence. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 12 SUBSEQUENT EVENTS Convertible Debt Financing On July 24, 2017, the Company entered into a Private Placement Engagement Agreement with WestPark Capital, Inc. for the purpose of raising up to $ 1,150,000 15 0.75 75 For every $2.50 in Note principal purchased, investors will receive one Warrant, exercisable for five years, to purchase shares of common stock at $2.00. |
BUSINESS ACTIVITY AND SUMMARY19
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
Public Offering [Policy Text Block] | Public Offering : The Company closed its initial public offering (the “Offering”) on July 13, 2016 and its common stock and warrants are now listed on the Nasdaq Capital Market under the symbols “MSDI” and “MSDIW”, respectively. The Offering generated gross proceeds of $ 9,132,750 2,025,000 4.50 2,025,000 0.01 |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation : The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the SEC’s instructions for interim financial information. They do not include all information and footnotes necessary for a fair presentation of financial position, operating results and cash flows in conformity with U.S. GAAP for complete financial statements. These consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes for the year ended December 31, 2016 which are included in Form 10-K filed by the Company that on March 31, 2017. In the opinion of management, all adjustments (consisting of normal recurring adjustments and accruals) considered necessary for a fair presentation of the operating results for the periods presented have been included in the interim periods. Operating results for the three and six months ended June 30, 2017 are not necessarily indicative of the results that may be expected for other interim periods or the year ending December 31, 2017. For interim financial reporting purposes, income taxes are recorded based upon estimated annual effective income tax rates taking into consideration discrete items occurring in a quarter. The consolidated balance sheet as of December 31, 2016 is derived from the 2016 audited financial statements. |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation : The consolidated financial statements include the accounts of MDI and SDJ. All significant intercompany transactions have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates : The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities (including sales returns, price protection allowances, bad debts, inventory reserves, warranty reserves, and asset impairments), disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Cash : The Company maintains its cash in bank accounts which, at times, may exceed federally insured limits. The Company has not experienced any losses in such accounts. Management believes the Company is not exposed to any significant credit risk on its cash balances. |
Receivables, Policy [Policy Text Block] | Accounts Receivable : Accounts receivable are carried at original invoice amount less allowance for doubtful accounts. Management determines the allowance for doubtful accounts by identifying troubled accounts and by using historical experience applied to an aging of accounts. Accounts receivable are written off when deemed uncollectible. Recoveries of receivables previously written off are recorded when received. Accounts receivable are considered to be past due if any portion of the receivable balance is outstanding for more than 90 days past the customer’s granted terms. The Company does not charge interest on past due balances or require collateral on its accounts receivable. As of June 30, 2017 and December 31, 2016, the allowance for doubtful accounts was approximately $ 271,000 253,000 |
Inventory, Policy [Policy Text Block] | Inventories : Inventories are stated at the lower of cost or market, with cost being determined on the weighted average cost method of accounting. The Company purchases finished goods and materials to assemble kits in quantities that it anticipates will be fully used in the near term. Changes in operating strategy, customer demand, and fluctuations in market values can limit the Company’s ability to effectively utilize all products purchased and can result in finished goods with above-market carrying costs which may cause a write-down of inventory. The Company’s policy is to closely monitor inventory levels, obsolescence and lower market values compared to costs and, when necessary, reduce the carrying amount of its inventory to its market value. As of June 30, 2017 and December 31, 2016, inventory on hand was comprised primarily of finished goods ready for sale and packaging and supplies. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments : Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on the assumptions that market participants would use in pricing an asset or liability. Fair value is based on a hierarchy of valuation techniques, which is determined on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s own market assumptions. These two types of inputs create a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Quoted prices for identical instruments in active markets. Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 3: Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The carrying amount for other financial instruments, which include cash, accounts receivable and accounts payable, approximate fair value based upon their short-term nature and maturity. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition : Revenue is realized or realizable and earned when all of the following criteria are met: (1) persuasive evidence of an arrangement exists, (2) the sales price is fixed or determinable, (3) collectability is reasonably assured, and (4) products have been shipped and the customer has taken ownership and assumed the risk of loss. Distributors and retailers take full ownership of their product upon delivery and sales are fully recognized at that time. Revenue is reduced by reserves for price protection, sales returns, allowances and rebates. The Company’s reserve estimates are based upon historical data as well as projections of sales, customer inventories, market conditions and current contractual sales terms. If the Company reduces the list price of its products, certain customers may receive a credit from the Company (i.e., price protection). The Company estimates the impact of such pricing changes on a regular basis and adjusts its allowances accordingly. Amounts charged to operations for price protection are calculated based on actual price changes on individual products and customer inventory levels. The reserve is then reduced by actual credits given to these customers at the time the credits are issued. We calculate the allowance for doubtful accounts and provision for sales returns and rebates based on management’s estimate of the amount expected to be uncollectible or returned on specific accounts. We provide for future returns, price protection and rebates at the time the products are sold. We calculate an estimate of future returns of product by analyzing units shipped, units returned and point of sale data to ascertain consumer purchases and inventory remaining with retail to establish anticipated returns. Price protection is calculated on a product by product basis. The objective of price protection is to mitigate returns by providing retailers with credits to ensure maximum consumer sales. Price protection is granted to retailers after they have presented the Company an affidavit of existing inventory. The Company also offers market development credits (“MDF credits”) to certain of its customers. These credits are also charged against revenue. |
Shipping and Handling Cost, Policy [Policy Text Block] | Shipping and Handling Costs : Historically, the Company has not charged its customers for shipping and handling costs, which is a component of marketing and selling expenses. These costs totaled approximately $ 22,000 59,000 53,000 94,000 |
Income Tax, Policy [Policy Text Block] | Income Taxes : Deferred tax assets and liabilities are determined based on the temporary differences between the financial reporting and tax basis of assets and liabilities and net operating loss carryforwards, applying enacted statutory tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is recorded when it is more likely than not that some or all of the deferred tax assets will not be realized. The Company uses a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more likely than not to be realized upon settlement. As of June 30, 2017 and December 31, 2016, there are no known uncertain tax positions. The Company’s policy is to classify the liability for unrecognized tax benefits as current to the extent that it is more likely than not to be realized upon settlement and to the extent that the Company anticipates payment (or receipt) of cash within one year. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in the tax provision. |
Guarantees, Indemnifications and Warranties Policies [Policy Text Block] | Product Warranty : The Company’s memory products are sold under various limited warranty arrangements ranging from three years to five years on solid state drives and a limited lifetime warranty on all other products. Company policy is to establish reserves for estimated product warranty costs in the period when the related revenue is recognized. The Company has the right to return defective products to the manufacturer. As of June 30, 2017 and December 31, 2016, the Company has established a warranty reserve of $ 101,000 118,000 |
Research and Development Expense, Policy [Policy Text Block] | Research and Development : The Company incurs costs to improve the appeal and functionality of its products. Research and development costs are charged to expense when incurred. |
Earnings Per Share, Policy [Policy Text Block] | Earnings (Loss) per Share : Basic earnings (loss) per share is calculated by dividing net earnings (loss) attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share is calculated similarly but includes potential dilution from the exercise of common stock warrants and options and conversion of debt to equity, except when the effect would be anti-dilutive. Earnings (loss) per share are computed using the “treasury stock method.” At June 30, 2017, outstanding warrants to acquire 4,224,664 2,025,000 1,405,007 794,657 16,834 378,000 325,093 19,528 2,802,430 378,000 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606). In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory In November 2015, the FASB issued ASU No. 2015-17 , Income Taxes (Topic 740), Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting (Topic 718), In January 2017, the FASB issued ASU No. 2017-01, Business Combinations Clarifying the Definition of a Business, Other pronouncements issued by the FASB with future effective dates are either not applicable or not significant to the consolidated financial statements of the Company. |
DEBT AND EQUITY FINANCING (Tabl
DEBT AND EQUITY FINANCING (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Notes payable consists of the following (in thousands): June 30, December 31, 2017 2016 Notes payable, convertible debt $ 38 $ 38 Convertible notes payable 340 Total $ 378 $ 38 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities [Table Text Block] | NOTE 5 ACCRUED EXPENSES Accrued expenses consist of the following (in thousands): June 30, December 31, 2017 2016 Royalties $ 250 $ 125 Reserve for charges against sales 174 334 Accrued purchase orders 113 158 Deferred gain 273 Due to customer for promotional credits 59 445 Others 547 724 Total $ 1,416 $ 1,786 |
STOCK OPTIONS (Tables)
STOCK OPTIONS (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Activity [Table Text Block] | In 2016, the following stock option grants were made: Option Date Options Exercise Estimated Intrinsic August 2016 6,004 $ 5.00 $ 3.00 None August 2016 7,230 $ 7.00 $ 3.00 None August 2016 9,986 $ 9.00 $ 3.00 None August 2016 14,923 $ 11.00 $ 3.00 None A summary of option activity for the Plan as of June 30, 2017 and changes for the six months then ended are represented as follows: Number of Weighted Weighted Aggregate Options outstanding January 1, 2017 62,934 $ 4.50 9.50 $ Granted Forfeited (46,100) Outstanding at June 30, 2017 16,834 $ 4.50 9.00 $ |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Weighted average fair value of options granted $1.70 Expected term (years) 6.0 to 10.0 Risk-free interest rate 1.21% to 1.51% Volatility 45.4% Dividend yield None |
Nonvested Restricted Stock Shares Activity [Table Text Block] | The following table summarizes restricted share activity for the six months ended June 30, 2017: Weighted Average Number of Grant Date Shares Fair Value Outstanding January 1, 2017 128,467 $ 3.87 Granted 1,094,103 1.18 Vested (622,570) 1.21 Forfeited (70,000) 3.06 Outstanding at June 30, 2017 530,000 $ 1.48 |
BUSINESS ACTIVITY AND SUMMARY23
BUSINESS ACTIVITY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||
Apr. 30, 2017 | Jul. 31, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 23, 2017 | Dec. 31, 2016 | Jul. 13, 2016 | Sep. 30, 2015 | |
Significant Accounting Policies Disclosure [Line Items] | ||||||||||
Proceeds from Issuance Initial Public Offering | $ 9,132,750 | |||||||||
Stock Issued During Period, Shares, New Issues | 116,000 | 2,025,000 | ||||||||
Shares Issued, Price Per Share | $ 1.15 | $ 4.50 | $ 4.50 | |||||||
Warrants Issued During Period Value | $ 2,025,000 | |||||||||
Warrants Issued Price Per Share | $ 0.01 | |||||||||
Allowance for Doubtful Accounts Receivable | $ 271,000 | $ 271,000 | $ 253,000 | |||||||
Shipping, Handling and Transportation Costs | 22,000 | $ 59,000 | 53,000 | $ 94,000 | ||||||
Extended Product Warranty Accrual, Current | $ 101,000 | $ 101,000 | $ 118,000 | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4,224,664 | 325,093 | ||||||||
Offering Common Stock [Member] | ||||||||||
Significant Accounting Policies Disclosure [Line Items] | ||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,025,000 | |||||||||
Preferred Stock and Bridge Loan [Member] | ||||||||||
Significant Accounting Policies Disclosure [Line Items] | ||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,405,007 | |||||||||
Other Warrants [Member] | ||||||||||
Significant Accounting Policies Disclosure [Line Items] | ||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 794,657 | |||||||||
Convertible Notes Payable [Member] | ||||||||||
Significant Accounting Policies Disclosure [Line Items] | ||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 378,000 | 378,000 | ||||||||
Common Stock [Member] | ||||||||||
Significant Accounting Policies Disclosure [Line Items] | ||||||||||
Shares Issued, Price Per Share | $ 0.58 | |||||||||
Antidilutive Securities Excluded From Computation Of Net Income Per Outstanding Unit Shares | 19,528 | |||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 16,834 | |||||||||
Preferred Stock [Member] | ||||||||||
Significant Accounting Policies Disclosure [Line Items] | ||||||||||
Antidilutive Securities Excluded From Computation Of Net Income Per Outstanding Unit Shares | 2,802,430 |
GOING CONCERN (Details Textual)
GOING CONCERN (Details Textual) - USD ($) | Aug. 14, 2017 | Aug. 18, 2017 | Apr. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 |
Going Concern [Line Items] | ||||||
Capital Deficit | $ 3,900,000 | $ 3,900,000 | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax | 36,000,000 | 36,000,000 | ||||
Proceeds from Sale of Restricted Investments | 36,000,000 | |||||
Proceeds from Issuance of Common Stock | $ 112,000 | 419,000 | $ 0 | |||
Proceeds from Convertible Debt | $ 340,000 | $ 340,000 | $ 0 | |||
Subsequent Event [Member] | ||||||
Going Concern [Line Items] | ||||||
Proceeds from Issuance of Common Stock | $ 200,000 | |||||
Proceeds from Convertible Debt | $ 308,500 |
POTENTIAL MERGER (Details Textu
POTENTIAL MERGER (Details Textual) - Subsequent Event [Member] - Innovate Biopharmaceuticals, Inc. [Member] $ in Millions | Jul. 03, 2017USD ($) |
Business Acquisition, Transaction Costs | $ 6 |
Business Acquisition, Pro Forma Information, Description | As a result, current securityholders of the Company would collectively own approximately 9% and Innovate securityholders would collectively own approximately 91% of the combined company on a pro-forma basis, subject to adjustment based on the Companys net cash balance and the relative capitalization of the two companies at closing, as described more fully in the Merger Agreement. |
Innovates Business [Member] | |
Business Acquisition, Transaction Costs | $ 60 |
DEBT AND EQUITY FINANCING (Deta
DEBT AND EQUITY FINANCING (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Short-term Debt [Line Items] | ||
Notes payable, convertible debt | $ 38 | $ 38 |
Convertible notes payable | 340 | 0 |
Total | $ 378 | $ 38 |
DEBT AND EQUITY FINANCING (De27
DEBT AND EQUITY FINANCING (Details Textual) - USD ($) | Aug. 14, 2017 | Aug. 18, 2017 | Apr. 30, 2017 | Sep. 30, 2016 | Jul. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2017 | Sep. 30, 2016 | Mar. 07, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Jul. 24, 2017 | Dec. 31, 2016 | Jul. 13, 2016 |
Short-term Debt [Line Items] | ||||||||||||||||||
Convertible notes payable | $ 340,000 | $ 340,000 | $ 0 | |||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 33,333 | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 15.00% | ||||||||||||||||
Loan Processing Fee Each Dollar | $ 0.225 | |||||||||||||||||
Amortization of Debt Issuance Costs and Discounts | 0 | 691,000 | ||||||||||||||||
Conversion of related party debt into equity | 100,000 | 0 | ||||||||||||||||
Shares Issued, Price Per Share | $ 1.15 | $ 4.50 | $ 4.50 | |||||||||||||||
Payments to Acquire Intangible Assets | $ 500,000 | |||||||||||||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | 33,333 | |||||||||||||||||
Proceeds from Issuance of Common Stock | $ 112,000 | 419,000 | $ 0 | |||||||||||||||
Convertible Debt | 340,000 | 340,000 | ||||||||||||||||
Subsequent Event [Member] | ||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||
Convertible notes payable | $ 308,500 | |||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 15.00% | |||||||||||||||||
Proceeds from Issuance of Common Stock | $ 200,000 | |||||||||||||||||
Trade Names [Member] | ||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||
Payments to Acquire Intangible Assets | $ 375,000 | $ 50,000 | $ 125,000 | |||||||||||||||
Convertible Notes Payable [Member] | ||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||
Convertible notes payable | 340,000 | 340,000 | ||||||||||||||||
Notes Payable | $ 38,000 | $ 38,000 | $ 38,000 | |||||||||||||||
Debt Instrument, Covenant Description | The notes are convertible at the lesser of $0.75 or 75% of the average market price of the Companys common stock during the five days prior to the merger closing and bear an interest rate of 15%. The Company has agreed to give one-year warrant coverage at 25% of the number of shares issued upon conversion. | |||||||||||||||||
Loans Payable [Member] | ||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 672,000 | |||||||||||||||||
Loan Processing Fee | $ 756,000 | |||||||||||||||||
Amortization of Debt Issuance Costs and Discounts | $ 25,000 | $ 389,000 | ||||||||||||||||
Percentage of Outstanding Promissory Notes | 90.00% | |||||||||||||||||
Conversion of related party debt into equity | $ 3,024,000 | |||||||||||||||||
Shares Issued, Price Per Share | $ 4.50 | |||||||||||||||||
Conversion of Debt, Percentage of Accrued Interest Waived | 15.00% | |||||||||||||||||
Origination of Loan to Purchase Common Stock | $ 336,000 | |||||||||||||||||
Conversion of Debt, Percentage of Origination Fees Waived | 22.50% | |||||||||||||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | 672,000 | |||||||||||||||||
Bay View Funding [Member] | ||||||||||||||||||
Short-term Debt [Line Items] | ||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 4,000,000 | |||||||||||||||||
Line of Credit Facility, Commitment Fee Description | factoring fee of 1.35% for the first 30 days and .45% for each 10-day period thereafter that the financed receivable remains outstanding |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Schedule Of Accrued Liabilities [Line Items] | ||
Royalties | $ 250 | $ 125 |
Reserve for charges against sales | 174 | 334 |
Accrued purchase orders | 113 | 158 |
Deferred gain | 273 | 0 |
Due to customer for promotional credits | 59 | 445 |
Others | 547 | 724 |
Total | $ 1,416 | $ 1,786 |
STOCKHOLDERS' EQUITY (Details T
STOCKHOLDERS' EQUITY (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||||||
Jun. 23, 2017 | May 31, 2017 | Apr. 30, 2017 | Mar. 31, 2017 | Jan. 31, 2017 | Nov. 30, 2016 | Jul. 31, 2016 | Jun. 30, 2016 | Sep. 30, 2015 | Aug. 31, 2015 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | Aug. 31, 2016 | Jul. 13, 2016 | Apr. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2012 | |
Class of Stock [Line Items] | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 3,755,100 | ||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 116,000 | 2,025,000 | |||||||||||||||||
Proceeds from Issuance of Common Stock | $ 112,000 | $ 419,000 | $ 0 | ||||||||||||||||
Convertible Preferred Stock, Terms of Conversion | a purchase price of $1.00 per share and convertible into one share of the Companys common stock and having an 8%, noncumulative dividend. | ||||||||||||||||||
Shares Issued, Price Per Share | $ 1.15 | $ 4.50 | $ 4.50 | ||||||||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 419,000 | ||||||||||||||||||
Convertible Preferred Stock Warrants Issued upon Conversion | 622,762 | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 970,350 | ||||||||||||||||||
Share-based Compensation | $ 226,000 | 659,000 | 179,000 | ||||||||||||||||
Conversion of Stock, Shares Issued | 1,405,007 | ||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 133,400 | ||||||||||||||||||
Proceeds from Related Party Debt | $ 100,000 | $ 100,000 | $ 24,000 | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 45,000 | ||||||||||||||||||
Conversion Debt [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Class of Warrant or Right, Outstanding | 102,041 | 102,041 | |||||||||||||||||
Shares Issued, Price Per Share | $ 2 | $ 2 | |||||||||||||||||
Common Stock [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Class of Warrant or Right, Outstanding | 172,414 | 39,392 | |||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 469,478 | ||||||||||||||||||
Shares Issued, Price Per Share | $ 0.58 | ||||||||||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 0 | ||||||||||||||||||
Exercised Price Per Share | $ 0.0052 | ||||||||||||||||||
Proceeds from Related Party Debt | $ 100,000 | ||||||||||||||||||
Common Stock [Member] | Maximum [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Shares Issued, Price Per Share | $ 0.05 | ||||||||||||||||||
Restricted Stock [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Class of Warrant or Right, Outstanding | 171,000 | 171,000 | |||||||||||||||||
Restricted Stock or Unit Expense | $ 56,150 | ||||||||||||||||||
Shares Issued, Price Per Share | $ 2 | $ 2 | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 40,000 | ||||||||||||||||||
Share-based Compensation | $ 7,000 | $ 14,000 | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 29,000 | 87,500 | 622,570 | ||||||||||||||||
Stock Based Compensation To Be Amortized | $ 43,000 | ||||||||||||||||||
Stock Based Compensation To Be Amortized Term | 22 years | ||||||||||||||||||
Restricted Stock [Member] | Product Marketing [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 15,000 | ||||||||||||||||||
Restricted Stock [Member] | Employee Severance Agreement [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 12,500 | ||||||||||||||||||
Restricted Stock [Member] | Investor Relations Firm [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 25,000 | ||||||||||||||||||
Restricted Stock [Member] | Special Committee Of Board Of Directors [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Restricted Stock or Unit Expense | $ 35,000 | ||||||||||||||||||
Restricted Stock [Member] | Employees [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 95,000 | ||||||||||||||||||
Restricted Stock or Unit Expense | $ 4,000 | ||||||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 134,044 | ||||||||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 622,762 | 3,000,000 | |||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 2,802,430 | ||||||||||||||||||
Proceeds from Issuance of Private Placement | $ 2,400,000 | ||||||||||||||||||
Shares Issued, Price Per Share | $ 4.50 | ||||||||||||||||||
Trademark License Agreement [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 382,575 | ||||||||||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 2,103,000 | ||||||||||||||||||
Board of Directors Chairman [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 84,170 | ||||||||||||||||||
Jawahar Tandon [Member] | Restricted Stock [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 125,000 | ||||||||||||||||||
Share-based Compensation | $ 563,000 | ||||||||||||||||||
IPO [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 226,000 | 2,025,000 | |||||||||||||||||
Private Placement [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Proceeds from Issuance of Common Stock | $ 307,000 | ||||||||||||||||||
Shares Issued, Price Per Share | $ 1.50 | ||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 339,000 | ||||||||||||||||||
Private Placement [Member] | Board of Directors Chairman [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 151,515 | ||||||||||||||||||
Proceeds from Issuance of Private Placement | $ 226,000 | ||||||||||||||||||
Shares Issued, Price Per Share | $ 1.65 | ||||||||||||||||||
Stock Issued During Period, Value, Restricted Stock Award, Gross | $ 250,000 | ||||||||||||||||||
Private Placement [Member] | Investor [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 80,000 | 333,333 | |||||||||||||||||
Proceeds from Issuance of Private Placement | $ 446,000 | ||||||||||||||||||
Shares Issued, Price Per Share | $ 1.15 | $ 1.50 | |||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 500,000 | ||||||||||||||||||
Chief Executive Officer [Member] | |||||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||||
Class of Warrant or Right, Outstanding | 4,224,664 | 4,224,664 | 3,991,015 | ||||||||||||||||
Unexercised Warrant Expiry Period | 2017 to 2025 |
STOCK OPTIONS (Details)
STOCK OPTIONS (Details) - $ / shares | 1 Months Ended | 6 Months Ended | 12 Months Ended |
Jan. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Granted | 30,000 | 0 | |
Exercise Price | $ 0 | ||
Estimated Fair Value of Underlying Stock | $ 1.70 | ||
August 2016 One | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Granted | 6,004 | ||
Exercise Price | $ 5 | ||
Estimated Fair Value of Underlying Stock | $ 3 | ||
August 2016 Two | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Granted | 7,230 | ||
Exercise Price | $ 7 | ||
Estimated Fair Value of Underlying Stock | $ 3 | ||
August 2016 Three | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Granted | 9,986 | ||
Exercise Price | $ 9 | ||
Estimated Fair Value of Underlying Stock | $ 3 | ||
August 2016 Four | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Granted | 14,923 | ||
Exercise Price | $ 11 | ||
Estimated Fair Value of Underlying Stock | $ 3 |
STOCK OPTIONS (Details 1)
STOCK OPTIONS (Details 1) | 12 Months Ended |
Dec. 31, 2016$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average fair value of options granted | $ 1.70 |
Volatility | 45.40% |
Dividend yield | 0.00% |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (years) | 10 years |
Risk-free interest rate | 1.51% |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (years) | 6 years |
Risk-free interest rate | 1.21% |
STOCK OPTIONS (Details 2)
STOCK OPTIONS (Details 2) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options outstanding, Beginning | 62,934 | 62,934 | ||
Number of Options, Granted | 30,000 | 0 | ||
Number of Options, Forfeited | (46,100) | (51,512) | ||
Number of Options outstanding, Ending | 16,834 | 62,934 | ||
Weighted Average Exercise Price, Beginning | $ 4.5 | $ 4.5 | ||
Weighted Average Exercise Price, Granted | 0 | |||
Weighted Average Exercise Price, Forfeited | 0 | |||
Weighted Average Exercise Price, Ending | $ 4.5 | $ 4.5 | ||
Weighted Average Remaining Contract Term (in years) | 9 years | 9 years 6 months | ||
Weighted Average Remaining Contract Term, Granted (in years) | 0 years | |||
Aggregate Intrinsic Value End of the Period | $ 0 | $ 0 |
STOCK OPTIONS (Details 3)
STOCK OPTIONS (Details 3) - $ / shares | 1 Months Ended | 3 Months Ended | 6 Months Ended |
Jan. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2017 | |
Number of Shares, Granted | 69,668 | ||
Number of Shares, Vested | (45,000) | ||
Restricted Stock [Member] | |||
Number of Shares, Outstanding | 128,467 | 128,467 | |
Number of Shares, Granted | 1,094,103 | ||
Number of Shares, Vested | (29,000) | (87,500) | (622,570) |
Number of Shares, Forfeited | (70,000) | ||
Number of Shares, Outstanding | 530,000 | 530,000 | |
Weighted Average Grant Date Fair Value, Outstanding | $ 3.87 | $ 3.87 | |
Weighted Average Grant Date Fair Value, Granted | 1.18 | ||
Weighted Average Grant Date Fair Value, Vested | 1.21 | ||
Weighted Average Grant Date Fair Value, Forfeited | 3.06 | ||
Weighted Average Grant Date Fair Value, Outstanding | $ 1.48 | $ 1.48 |
STOCK OPTIONS (Details Textual)
STOCK OPTIONS (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||
Jul. 24, 2017 | Jan. 31, 2017 | Aug. 31, 2016 | May 31, 2016 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | Dec. 23, 2015 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 970,350 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 600,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 46,100 | 51,512 | ||||||||
Share-based Compensation | $ 226,000 | $ 659,000 | $ 179,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 30,000 | 0 | ||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 69,668 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 45,000 | |||||||||
Employee Stock Option [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 145,049 | 145,049 | 778,949 | |||||||
David Olert [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 86,502 | |||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 4.50 | |||||||||
Chief Executive Officer [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 175,000 | |||||||||
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures | $ 266,000 | |||||||||
Restricted Stock [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 40,000 | |||||||||
Share-based Compensation | $ 7,000 | $ 14,000 | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 13 months | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,094,103 | |||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 547,000 | $ 547,000 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 70,000 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 29,000 | 87,500 | 622,570 | |||||||
Restricted Stock [Member] | Four Executives [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 111,332 | |||||||||
Restricted Stock [Member] | Subsequent Event [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 101,332 | |||||||||
Restricted Stock [Member] | Omnibus Incentive Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 47,135 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | 33,688 | |||||||||
Restricted Stock [Member] | Director [Member] | Omnibus Incentive Plan 2012 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 5,000 | 10,000 | ||||||||
Investor [Member] | Omnibus Incentive Plan 2012 [Member] | Employee Stock Option [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 38,143 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | 1 Months Ended | 6 Months Ended | |||||||
Mar. 31, 2017 | Nov. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2017 | Jun. 30, 2016 | Apr. 30, 2017 | Dec. 31, 2016 | Jul. 13, 2016 | Mar. 07, 2016 | |
Related Party Transaction [Line Items] | |||||||||
Proceeds from Related Party Debt | $ 100,000 | $ 100,000 | $ 24,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 15.00% | |||||||
Shares Issued, Price Per Share | $ 4.50 | $ 1.15 | $ 4.50 | ||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | 33,333 | ||||||||
Due to Related Parties, Current | $ 50,000 | 34,000 | $ 44,000 | ||||||
Debt Conversion, Converted Instrument, Shares Issued | 33,333 | ||||||||
Debt Conversion, Converted Instrument, Amount | $ 100,000 | 0 | |||||||
Private Placement [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Shares Issued, Price Per Share | $ 1.50 | ||||||||
GSB Holdings, Inc [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | 102,041 | ||||||||
Debt Conversion, Converted Instrument, Shares Issued | 172,414 | ||||||||
Proceeds from Notes Payable | $ 100,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 2 | ||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.58 | ||||||||
Board of Directors Chairman [Member] | Private Placement [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Shares Issued, Price Per Share | $ 1.50 | $ 1.65 | |||||||
Stock Issued During Period, Shares, Restricted Stock Award, Gross | 70,000 | 151,515 | |||||||
Tandon Enterprises, Inc. [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Proceeds from Related Party Debt | 24,000 | ||||||||
Debt Conversion, Converted Instrument, Amount | $ 346,100 | ||||||||
Tandon Enterprises, Inc. [Member] | Common Stock And Warrants [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt Conversion, Converted Instrument, Shares Issued | 76,911 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) | 6 Months Ended |
Jun. 30, 2017 | |
Income Taxes [Line Items] | |
Deferred Tax Assets Valuation Allowance Percentage | 100.00% |
Operating Loss Carryforwards, Expiration Period | Net operating loss carryforwards expire between the years 2029 and 2036. |
Effective Income Tax Rate Reconciliation, Percent | 40.00% |
CUSTOMER AND VENDOR CONCENTRA37
CUSTOMER AND VENDOR CONCENTRATIONS (Details Textual) - USD ($) | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Concentration Risk [Line Items] | |||
Accounts Payable, Current | $ 599,000 | $ 268,000 | |
Accounts Receivable, Net, Current | 214,000 | $ 856,000 | |
Three Vendors [Member] | |||
Concentration Risk [Line Items] | |||
Accounts Payable, Current | $ 6,000 | ||
Three Vendors [Member] | Supplier Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 99.00% | ||
Sales Revenue, Net [Member] | Customer One [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 22.00% | 41.00% | |
Sales Revenue, Net [Member] | Customer Two [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 19.00% | ||
Sales Revenue, Net [Member] | Customer Three [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 16.00% | ||
Sales Revenue, Net [Member] | Customer Four [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 11.00% | 18.00% | |
Four Customers [Member] | |||
Concentration Risk [Line Items] | |||
Accounts Receivable, Net, Current | $ 323,000 | ||
Two Vendors [Member] | Supplier Concentration Risk [Member] | |||
Concentration Risk [Line Items] | |||
Concentration Risk, Percentage | 94.00% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Jan. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2012 | Dec. 31, 2016 | Jul. 31, 2015 | |
Commitments And Contingencies [Line Items] | ||||||||||
Minimum royalty payments, Years Three through Six | $ 50,000 | |||||||||
Minimum royalty payments, Years Seven through Ten | 125,000 | |||||||||
Minimum royalty payments, Eleven through Fifteen | 187,500 | |||||||||
Minimum royalty payments, Years Sixteen through Twenty-five | $ 250,000 | |||||||||
Royalty rate | 2.00% | 4.00% | ||||||||
Royalty Expense | $ 125,000 | $ 71,000 | $ 250,000 | $ 121,000 | ||||||
Accounts Payable, Current | 599,000 | 599,000 | $ 268,000 | |||||||
Accrued Royalties, Current | 250,000 | $ 250,000 | $ 125,000 | |||||||
Customer Payment Agreements July 2015 [Member] | ||||||||||
Commitments And Contingencies [Line Items] | ||||||||||
Other Commitment | $ 835,000 | |||||||||
Other Commitments, Description | Under the terms of the agreement, there is no interest and the Company will make 12 monthly payments of $65,000 beginning in August 2015, and one final payment of $65,000 in August 2016. | |||||||||
Accrued Royalties, Current | 57,000 | $ 57,000 | ||||||||
Customer Payment Agreements January 2017 [Member] | ||||||||||
Commitments And Contingencies [Line Items] | ||||||||||
Other Commitment | $ 1,840,000 | |||||||||
Accounts Payable, Current | $ 1,200,000 | $ 1,200,000 | ||||||||
Loss Contingency Accrual, Payments | 250,000 | |||||||||
Loss Contingency Accrual, Settlement Amount | 1,500,000 | |||||||||
Loss Contingency Accrual, Deferred Gain Loss On Settlement | 341,000 | |||||||||
Loss Contingency Accrual, Gain Loss On Settlement | $ 68,000 | |||||||||
Trademarks [Member] | ||||||||||
Commitments And Contingencies [Line Items] | ||||||||||
Finite Lived Intangible Asset Expiration Date | Jul. 7, 2035 | |||||||||
Finite-Lived Intangible Asset, Useful Life | 25 years |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Aug. 18, 2017 | Jul. 24, 2017 | Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Mar. 07, 2016 | Sep. 30, 2015 | |
Debt Instrument, Interest Rate, Stated Percentage | 15.00% | 5.00% | |||||
Proceeds from Convertible Debt | $ 340,000 | $ 340,000 | $ 0 | ||||
Subsequent Event [Member] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 15.00% | ||||||
Debt Instrument, Convertible, Conversion Price | $ 0.75 | ||||||
Proceeds from Convertible Debt | $ 308,500 | ||||||
Percentage of Average Market Value | 75.00% | ||||||
Description of Investors Purchase Agreement | For every $2.50 in Note principal purchased, investors will receive one Warrant, exercisable for five years, to purchase shares of common stock at $2.00. | ||||||
Debt Instrument,, Convertible Debt Increased Maximum | $ 1,150,000 |