Document And Entity Information
Document And Entity Information | 3 Months Ended |
Mar. 31, 2015 | |
Document Information [Line Items] | |
Entity Registrant Name | xG TECHNOLOGY, INC. |
Entity Central Index Key | 1,565,228 |
Document Type | S1 |
Amendment Flag | true |
Amendment Description | Amendment to the original S-1 document filed on 2015-06-22 |
Document Period End Date | Mar. 31, 2015 |
Entity Filer Category | Smaller Reporting Company |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current assets | ||||
Cash | $ 221 | $ 758 | $ 5,517 | |
Cash, restricted | 600 | 0 | ||
Inventory, net | 3,758 | 4,070 | 2,916 | |
Accounts receivable, net of allowance of $30 and $30 ($335 and $480 from related party) | 557 | 702 | 788 | |
Prepaid expenses and other current assets | 336 | 411 | 49 | |
Due from related party | 0 | 1,350 | ||
Total current assets | 5,472 | 5,941 | 10,620 | |
Property and equipment, net | 882 | 816 | 806 | |
Intangible assets, net | 16,111 | 16,382 | 18,196 | |
Total assets | 22,465 | 23,139 | 29,622 | |
Current liabilities | ||||
Accounts payable | 1,393 | 868 | 1,841 | |
Accrued expenses | 731 | 511 | 772 | |
Accrued bonuses | 0 | 298 | ||
Accrued interest | 87 | 42 | 42 | |
Deferred revenue | 50 | 0 | ||
Due to related parties | 264 | 2,110 | 1,526 | |
Deferred revenue - related party | 0 | 480 | 480 | |
Obligation under capital lease | 135 | 123 | 129 | |
Derivative liabilities | 520 | 270 | 0 | |
Total current liabilities | 3,180 | 4,404 | 5,088 | |
Long-term obligation under capital lease | 83 | 0 | 118 | |
Convertible note payable | 2,000 | 2,000 | 2,000 | |
Total liabilities | $ 5,263 | $ 6,404 | $ 7,206 | |
Commitments and contingencies | ||||
Convertible preferred stock | $ 378 | $ 0 | ||
Total convertible preferred stock | $ 999 | 378 | 0 | |
Stockholders' equity (deficit) | ||||
Preferred stock, Value | 0 | 0 | 0 | |
Common stock, Value | [1] | 0 | 0 | 0 |
Additional paid in capital | 190,302 | 186,919 | 174,000 | |
Accumulated deficit | (174,077) | (170,540) | (151,562) | |
Treasury stock, Value | (22) | (22) | (22) | |
Total stockholder’s equity | 16,203 | 16,357 | 22,416 | |
Total liabilities and stockholders' equity | 22,465 | 23,139 | $ 29,622 | |
Series A convertible Preferred Stock [Member] | ||||
Current liabilities | ||||
Convertible preferred stock | 0 | 378 | ||
Series B convertible Preferred Stock [Member] | ||||
Current liabilities | ||||
Convertible preferred stock | 104 | 0 | ||
Series C convertible Preferred Stock [Member] | ||||
Current liabilities | ||||
Convertible preferred stock | $ 895 | $ 0 | ||
[1] | Less than $1 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | |
Preferred stock, shares authorized | 1,000,000 | 7,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 | 300,000,000 |
Common stock, shares issued | 3,641,914 | 2,617,622 | 1,868,235 |
Treasury stock, shares | 229 | 229 | 229 |
Allowance for Doubtful Accounts Receivable, Current | $ 30 | $ 30 | $ 16 |
Allowance for Doubtful Other Receivables, Current | 10 | 10 | |
Accounts Receivable Related Parties Net Current | $ 335 | 480 | 470 |
Deferred Revenue Related Party | $ 480 | $ 480 | |
Series A Convertible Preferred Stock [Member] | |||
Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Temporary equity, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | $ 0.00001 |
Temporary equity, shares authorized | 3,000,000 | 3,000,000 | 0 |
Temporary equity, shares issued | 0 | 750,000 | 0 |
Temporary equity, shares outstanding | 0 | 750,000 | 0 |
Temporary equity, liquidation preference | $ 0 | $ 750,100 | |
Series B Convertible Preferred Stock [Member] | |||
Temporary equity, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | |
Temporary equity, shares authorized | 3,000,000 | 0 | |
Temporary equity, shares issued | 250,000 | 0 | |
Temporary equity, shares outstanding | 250 | 0 | |
Temporary equity, liquidation preference | $ 252,300 | ||
Series C Convertible Preferred Stock [Member] | |||
Temporary equity, par value (in dollars per share) | $ 0.00001 | $ 0.00001 | |
Temporary equity, shares authorized | 3,000,000 | 0 | |
Temporary equity, shares issued | 1,589,720 | 0 | |
Temporary equity, shares outstanding | 1,589,720 | 0 | |
Temporary equity, liquidation preference | $ 1,600,391 |
CONDENSED STATEMENTS OF OPERATI
CONDENSED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Revenue | $ 584 | $ 250 | $ 628 | $ 406 | |
Cost of revenue and operating expenses | |||||
Cost of components and personnel | 330 | 63 | 156 | 102 | |
General and administrative expenses | 1,586 | 1,679 | 7,618 | 5,501 | |
Development | 1,550 | 2,453 | 7,597 | 5,468 | |
Stock based compensation | 133 | 214 | 625 | 796 | |
Amortization and depreciation | 960 | 948 | 3,871 | 2,370 | |
Total cost of revenue and operating expenses | 4,559 | 5,357 | 19,867 | 14,237 | |
Loss from operations | (3,975) | (5,107) | (19,239) | (13,831) | |
Other income (expense) | |||||
Changes in fair value of derivative liabilities | 485 | 0 | 440 | 0 | |
Other expense | 0 | (10,068) | |||
Inducement expense | 0 | (391) | |||
Interest expense, net | (47) | (46) | (179) | (2,227) | |
Impairment | 0 | (933) | |||
Total other income (expense) | 438 | (46) | 261 | (13,619) | |
Loss before income tax provision | (3,537) | (5,153) | (18,978) | (27,450) | |
Income tax provision | 0 | 0 | 0 | 0 | |
Net loss | (3,537) | (5,153) | (18,978) | (27,450) | |
Dividends and deemed dividends | 1,070 | 0 | 0 | [1] | 0 |
Net loss attributable to common shareholders | $ (4,607) | $ (5,153) | $ (18,978) | $ (27,450) | |
Basic and diluted net loss per share (in dollars per share) | $ (1.54) | $ (2.75) | $ (8.31) | $ (28.59) | |
Weighted average number of shares outstanding basic and diluted (in shares) | 2,998 | 1,876 | 2,285 | 960 | |
[1] | Less than $1 |
CONDENSED STATEMENTS OF STOCKHO
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Deficit [Member] | |
Balance at Dec. 31, 2012 | $ (5,887) | $ 0 | [1] | $ 118,247 | $ (22) | $ (124,112) |
Balance (in shares) at Dec. 31, 2012 | 604,195 | |||||
Net loss | (27,450) | $ 0 | 0 | 0 | (27,450) | |
Stock based compensation | 796 | 0 | 796 | 0 | 0 | |
Compensation granted in stock | 94 | $ 0 | [1] | 94 | 0 | 0 |
Compensation granted in stock (in Shares) | 1,525 | |||||
Issuance of stock MBTH conversion of due to related party | 15,000 | |||||
Conversion of 2011 Convertible Note Payable Principal Balance | 15,000 | $ 0 | [1] | 15,000 | 0 | 0 |
Conversion of 2011 Convertible Note Payable Principal Balance (in shares) | 112,782 | |||||
Issuance of stock in exchange for payment of interest on convertible debt | 180 | $ 0 | [1] | 180 | 0 | 0 |
Issuance of stock in exchange for payment of interest on convertible debt (in shares) | 4,168 | |||||
Issuance of stock for inducement of 2011 Convertible note payable | 0 | $ 0 | [1] | 0 | 0 | 0 |
Issuance of stock for inducement of 2011 Convertible note payable (in shares) | 15,933 | |||||
Issuance of stock for conversion of Bridge Loan and extinguishment | 11,480 | $ 0 | [1] | 11,480 | 0 | 0 |
Issuance of stock for conversion of Bridge Loan and extinguishment (in shares) | 218,753 | |||||
Issuance of Warrants - conversion of bridge loan | 392 | $ 0 | 392 | 0 | 0 | |
Issuance of warrants for the Bridge Loan and extinguishment | 401 | 0 | 401 | 0 | 0 | |
Issuance of shares and warrants - IPO | 6,751 | $ 0 | [1] | 6,751 | 0 | 0 |
Issuance of shares and warrants - IPO (in shares) | 133,780 | |||||
Issuance of shares and warrants - IPO over-allotment | 1,027 | $ 0 | [1] | 1,027 | 0 | 0 |
Issuance of shares and warrants - IPO over-allotment (in shares) | 20,067 | |||||
Issuance of - shares, warrants, and modification of options for one-time agreement with MBTH | 10,067 | $ 0 | [1] | 10,067 | 0 | 0 |
Issuance of - shares, warrants, and modification of options for one-time agreement with MBTH (in shares) | 159,946 | |||||
Issuance of shares and warrants - secondary offering | 9,147 | $ 0 | [1] | 9,147 | 0 | 0 |
Issuance of shares and warrants - secondary offering (in shares) | 571,500 | |||||
Issuance of stock - secondary offering exercise of over-allotment | 415 | $ 0 | [1] | 415 | 0 | 0 |
Issuance of stock - secondary offering exercise of over-allotment (in shares) | 25,500 | |||||
Issuance of stock from exercise of warrants | 3 | $ 0 | [1] | 3 | 0 | 0 |
Issuance of stock from exercise of warrants (in shares) | 86 | |||||
Balance at Dec. 31, 2013 | 22,416 | $ 0 | [1] | 174,000 | (22) | (151,562) |
Balance (in shares) at Dec. 31, 2013 | 1,868,235 | |||||
Net loss | (18,978) | $ 0 | 0 | 0 | (18,978) | |
Stock based compensation | 625 | 0 | 625 | 0 | 0 | |
Compensation granted in stock | 307 | $ 0 | [1] | 307 | 0 | 0 |
Compensation granted in stock (in Shares) | 14,560 | |||||
Issuance of stock MBTH conversion of due to related party | 0 | |||||
Issuance of stock - 15 million purchase agreement | 439 | $ 0 | [1] | 439 | 0 | 0 |
Issuance of stock - 15 million purchase agreement (in shares) | 27,500 | |||||
Issuance of stock as payment of 2011 and 2012 bonus | 272 | $ 0 | [1] | 272 | 0 | 0 |
Issuance of stock as payment of 2011 and 2012 bonus (in shares) | 14,887 | |||||
Issuance of stock in exchange for payment of interest on convertible debt | 180 | $ 0 | [1] | 180 | 0 | 0 |
Issuance of stock in exchange for payment of interest on convertible debt (in shares) | 8,466 | |||||
Issuance of stock - third offering | 8,816 | $ 0 | [1] | 8,816 | 0 | 0 |
Issuance of stock - third offering (in shares) | 526,500 | |||||
Issuance of stock - 1 million purchase agreement | 961 | $ 0 | [1] | 961 | 0 | 0 |
Issuance of stock - 1 million purchase agreement (in shares) | 50,000 | |||||
Issuance of stock - S-3 financing | 1,302 | $ 0 | [1] | 1,302 | 0 | 0 |
Issuance of stock - S-3 financing (in shares) | 104,159 | |||||
Issuance of stock to financing agent - Series A financing | 17 | $ 0 | [1] | 17 | 0 | 0 |
Issuance of stock to financing agent - Series A financing (in shares) | 3,315 | |||||
Balance at Dec. 31, 2014 | 16,357 | $ 0 | [1] | 186,919 | (22) | (170,540) |
Balance (in shares) at Dec. 31, 2014 | 2,617,622 | |||||
Net loss | (4,607) | $ 0 | 0 | 0 | (3,537) | |
Stock based compensation | 133 | 0 | 133 | 0 | 0 | |
Compensation granted in stock | 73 | $ 0 | [1] | 73 | 0 | 0 |
Compensation granted in stock (in Shares) | 10,343 | |||||
Issuance of stock MBTH conversion of due to related party | 1,756 | $ 0 | [1] | 1,756 | 0 | 0 |
Issuance of stock MBTH conversion of due to related party (in shares) | 399,114 | |||||
Issuance of stock - 15 million purchase agreement | (45) | $ 0 | [1] | (45) | 0 | 0 |
Issuance of stock - 15 million purchase agreement (in shares) | 0 | |||||
Issuance of stock - Series A conversions | 528 | $ 0 | [1] | 528 | 0 | 0 |
Issuance of stock - Series A conversions (in shares) | 239,247 | |||||
Issuance of stock - Series B conversions - Related Party | 703 | $ 0 | [1] | 703 | 0 | 0 |
Issuance of stock - Series B conversions - Related Party (in shares) | 222,791 | |||||
Issuance of stock - Series B conversions - 31 Group | 44 | $ 0 | [1] | 44 | 0 | 0 |
Issuance of stock - Series B conversions - 31 Group (in shares) | 44,910 | |||||
Issuance of stock - Series C conversions | 103 | $ 0 | [1] | 103 | 0 | 0 |
Issuance of stock - Series C conversions (in shares) | 88,251 | |||||
Issuance of stock commitment shares - Series B financing - Related Party | 24 | $ 0 | [1] | 24 | 0 | 0 |
Issuance of stock commitment shares - Series B financing - Related Party (in shares) | 5,310 | |||||
Issuance of stock commitment shares - Series B financing - 31 Group | 10 | $ 0 | [1] | 10 | 0 | 0 |
Issuance of stock commitment shares - Series B financing - 31 Group (in shares) | 2,462 | |||||
Issuance of stock commitment shares - Series C financing | 54 | $ 0 | [1] | 54 | 0 | 0 |
Issuance of stock commitment shares - Series C financing (in shares) | 11,864 | |||||
Issuance of stock to financing agent - Series A financing | 1,379 | |||||
Balance at Mar. 31, 2015 | $ 16,203 | $ 0 | [1] | $ 190,302 | $ (22) | $ (174,077) |
Balance (in shares) at Mar. 31, 2015 | 3,641,914 | |||||
[1] | Less than $1 |
CONDENSED STATEMENTS OF STOCKH6
CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
$1M Purchase Agreement [Member] | ||
Purchase Agreement Value | $ 1 | |
$15M Purchase Agreement [Member] | ||
Purchase Agreement Value | $ 15 | $ 15 |
CONDENSED STATEMENTS OF CASH FL
CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities | ||||
Net loss | $ (3,537) | $ (5,153) | $ (18,978) | $ (27,450) |
Adjustments to reconcile net loss to net cash used in operating activities | ||||
Stock based compensation | 133 | 214 | 625 | 796 |
Share-based consulting and other services | 73 | 38 | 307 | 94 |
Non-cash interest expense | 0 | 45 | 0 | 601 |
Allowance for doubtful accounts | 12 | 2 | 14 | 16 |
Bad debt write-off | 257 | 0 | ||
Inventory reserve | 200 | 0 | ||
Gain from non-monetary exchange | (65) | 0 | ||
Depreciation and amortization | 960 | 948 | 3,871 | 2,370 |
Change in fair value of derivative liabilities | (485) | 0 | ||
Impairment | 0 | 933 | ||
Accretion of financing instruments | 0 | 176 | ||
Inducement expense | 0 | 391 | ||
Other expense | 0 | 10,068 | ||
Other income | (440) | 0 | ||
Non-monetary transaction | 43 | 0 | ||
Reversal of accrued bonus expense | (25) | (2,335) | ||
Inventory write-off | 159 | 0 | ||
Changes in assets and liabilities | ||||
Accounts receivable | 133 | (100) | (185) | (804) |
Inventory | 312 | (962) | (1,676) | (2,621) |
Prepaid expenses and other current assets | 31 | (26) | (3) | 293 |
Accounts payable | 509 | (651) | (973) | 1,186 |
Accrued expenses | 330 | 17 | 359 | 21 |
Accrued interest and fees | 0 | 1,300 | ||
Deferred revenue - related party | (480) | 0 | 0 | 480 |
Due to related parties | 55 | 1,105 | 1,934 | 91 |
Long term capital lease obligation | 87 | 0 | ||
Net cash used in operating activities | (1,824) | (4,523) | (14,619) | (14,395) |
Cash flows from investing activities | ||||
Capital expenditures for property and equipment | (130) | (84) | (134) | (294) |
Capitalization of intangible assets | (625) | (193) | (1,771) | (2,602) |
Net cash used in investing activities | (755) | (277) | (1,905) | (2,896) |
Cash flows provided by financing activities | ||||
Payment of capital lease | (35) | (31) | (123) | (123) |
Proceeds from issuance of convertible preferred stock, net of issuance costs | 2,677 | 0 | 664 | 0 |
Proceeds from convertible notes payable | 0 | 450 | ||
Proceeds from convertible bridge loan payable ($2,727 to related party) | 0 | 4,994 | ||
Repayment of convertible bridge loan payable | 0 | (125) | ||
Proceeds from issuance of common stock | 11,224 | 17,340 | ||
Restricted cash | (600) | 0 | ||
Proceeds from issuance of warrants | 0 | 1 | ||
Net cash provided by (used in) financing activities | 2,042 | (31) | 11,765 | 22,537 |
Net (decrease) in cash | (537) | (4,831) | (4,759) | 5,246 |
Cash, beginning of period | 758 | 5,517 | 5,517 | 271 |
Cash, end of period | 221 | 686 | 758 | 5,517 |
Supplemental cash flow disclosures of investing and financing activities | ||||
Stock issued in connection with conversion of due to related party | 1,756 | 0 | 0 | 15,000 |
Stock issued in connection with conversion of preferred stock and deemed dividend | 1,379 | 0 | 17 | |
Derivative liability in connection with conversion option and warrants | 460 | 0 | 270 | 0 |
Stock issued as payment of fees on convertible preferred stock | 88 | 0 | 17 | 0 |
Amortization of prepaid fees related to the $15M purchase agreement | 45 | 0 | 294 | 0 |
Stock issued as payment of bonus | $ 0 | $ 168 | 272 | 0 |
Stock issued as payment for interest on convertible note | 180 | 180 | ||
Reclassification of inventory to fixed asset | 163 | 0 | ||
Reclassification of fixed asset to inventory | 0 | 293 | ||
Conversion of convertible bridge loan payable including interest and fees | 0 | 9,023 | ||
Interest and fees refinanced under the bridge loan | 0 | 5,408 | ||
Due to related party refinanced under the bridge loan | 0 | 1,393 | ||
Related party amount refinanced under the bridge loan | 0 | 1,013 | ||
Capital lease obligation for property and equipment | $ 0 | $ 370 |
CONDENSED STATEMENTS OF CASH F8
CONDENSED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Proceeds from Related Party Debt | $ 2,727 | |
Stock Issued During Period, Value, Purchase of Assets | $ 15,000 | $ 15,000 |
ORGANIZATION AND SUMMARY OF SIG
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | ||
Significant Accounting Policies [Text Block] | NOTE 1 ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES xG Technology, Inc. (the “Company”) is a Delaware corporation that has developed a broad portfolio of innovative intellectual property that we believe will enhance wireless communications. The Company’s intellectual property is embedded in proprietary software algorithms designed to offer cognitive interference mitigation and spectrum access solutions to organizations in a wide variety of industries, including national defense and rural broadband, which represent the primary vertical markets that the Company is initially targeting. The accompanying unaudited financial statements were prepared using generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Regulation S-X. Accordingly, these financial statements do not include all information or notes required by generally accepted accounting principles for annual financial statements and should be read in conjunction with the 2014 Financial Statements as filed on the Company's Annual Report on Form 10-K for the year ended December 31, 2014. The preparation of financial statements in conformity with these accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements; and the reported amounts of expenses during the reported period. Ultimate results could differ from the estimates of management. In the opinion of management, the unaudited financial statements included herein contain all adjustments necessary to present fairly the Company's financial position as of March 31, 2015 and the results of its operations and cash flows for the three months ended March 31, 2015 and 2014. Such adjustments are of a normal recurring nature. The results of operations for the three months ended March 31, 2015 may not be indicative of results for the full year. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. The Company’s cash balances exceeded the current insured amounts under the Federal Deposit Insurance Corporation of $250,000. The Company does not have any off-balance-sheet concentrations of credit risk. Credit risk is the risk that counterparty will default on its contractual obligations resulting in financial loss to the company. The company’s credit risk is primarily attributable to its cash and accounts receivable. The Company’s policy is to maintain its cash with high credit quality financial institutions to limit its risk of loss exposure. During the year, the Company had cash balances in excess of the federally insured limits of $250,000. The funds are on deposit with Wells Fargo Bank, N.A. Consequently, the Company does not believe that there is a significant risk having these balances in one financial institution. The Company has not experienced any losses in its bank accounts through March 31, 2015. For customers, management assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. The majority of trade receivables are those of related parties and management does not expect any losses from non-performance of these parties. Inventories, consisting principally of raw materials and finished goods, are carried at the lower of cost or market. Cost is determined using the first-in, first-out (FIFO) method. Raw materials consist of purchased parts, components and supplies. The Company evaluates inventory balances and adjusts inventory to the lower of cost or market based upon anticipated usage of the inventory and the potential for obsolescence. Capitalized software costs incurred in the research, design and development of software for sale to others as a separate product or embedded in a product and sold as part of the product as a whole are charged to expense until technological feasibility is established and amortized on a straight-line basis over five years, beginning when the products are offered for sale or the enhancements are integrated into the products. Management is required to use its judgment in determining whether capitalized software costs meet the criteria for immediate expense or capitalization, in accordance with Generally Accepted Accounting Principles (“GAAP”). The unamortized capitalized costs of a computer software product are compared to the net realizable value of that product and any excess is written off. The Company’s proprietary software solutions operate in a fast changing industry that may generate unknown methods of detecting and monitoring disturbances that could render our technology inferior, resulting in the Company’s results of operations being materially adversely affected. The Company does, however, closely monitor trends and changes in technologies and customer demand that could adversely impact its competitiveness and overall success. It is reasonably possible that those estimates of anticipated future gross revenues, the remaining estimated economic life of the product, or both will be reduced significantly in the near term due to competitive pressures. As a result, the carrying amount of the capitalized software costs for the Company’s products may be reduced materially in the near term. Costs incurred for product enhancements are charged to expense as research and development until the technological feasibility of the enhancement has been established. These enhancements are amortized on a straight line basis over the useful life of the product enhancement which is currently estimated to be five years beginning when the enhancements are integrated into the products that are offered for sale. The Company’s software is inherently complex and may contain defects and errors that are only detectable when the products are in use. Such defects or errors could have a serious impact on our end customers, which could damage our reputation, harm our customer relationships and expose the Company to liability. Defects in the Company’s software could adversely affect our ability and that of our customers to ship products on a timely basis as well as customer or licensee demand for our products. Any such delays or declines in demand could reduce the Company’s revenues and harm our ability to achieve or sustain desired levels of profitability. We and our customers may also experience component or software failures or defects that could require significant product recalls, rework and/or repairs that are not covered by warranty reserves. In 2014, we began developing a new product, the CN3200 Dual Band Routing Modem (“CN3200”), formerly known as the xRM modem. On September 30, 2014, we received certification from the U.S. Federal Communications Commission in connection with the CN3200. Intellectual property is embedded in proprietary software algorithms that offer cognitive spectrum access and interference mitigation solutions. Patents and licenses are measured initially at purchase cost and are amortized on a straight line basis over their useful lives which range between 18.5 to 20 years. Property, plant and equipment are presented at cost at the date of acquisition. Depreciation is computed using the straight-line method over estimated useful asset lives, which range from 3 to 7 years commencing the month following the purchase. Long-lived assets including certain intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by that asset. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. In the event that management determines that a receivable becomes uncollectible, or events or circumstances change, which result in a temporary cessation of payments from the customer, we will make our best estimate of probable or potential losses in our accounts receivable balance using the allowance method for each quarterly period. Management will periodically review the receivables at the end of each quarterly reporting period and the appropriate accrual will be made based on current available evidence and historical experience. Allowance for doubtful accounts was $30,000 and $30,000 as of March 31, 2015 and December 31, 2014, respectively. The Company recognizes revenues when persuasive evidence of an arrangement exists, services have been rendered, the price is fixed and determinable, and collectability is reasonably assured. Revenues from management and consulting, time-and-materials service contracts, maintenance agreements and other services are recognized as the services are provided or at the time the goods are shipped and title has passed. Development expenses consist primarily of salaries and related costs for technical and programming personnel, they are expensed as incurred and were $1,550,000 and $2,453,000 for the three months ended March 31, 2015 and 2014, respectively. The Company accounts for income taxes using the assets and liability method. Accordingly, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in the tax rate is recognized in income or expense in the period that the change is effective. Tax benefits are recognized when it is probable that the deduction will be sustained. A valuation allowance is established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. The Company files a U.S. federal and state income tax return. The Company recognizes liabilities for uncertain tax positions based on the two-step process prescribed by GAAP. 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 requires the Company to estimate and measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company reevaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit, and new audit activity. Such a change in recognition or measurement would result in the recognition of a tax benefit or an additional charge to the tax provision in the period. The Company recognizes interest and penalties as incurred in finance income (expense), net in the Statements of Operations. There were no liabilities recorded for uncertain tax positions at March 31, 2015 and December 31, 2014. The Company accounts for stock-based awards to employees in accordance with applicable accounting principles, which requires compensation expense related to share-based transactions, including employee stock options, to be measured and recognized in the financial statements based on a determination of the fair value of the stock options. The grant date fair value is determined using the Black-Scholes-Merton (“Black-Scholes”) pricing model. For all employee stock options, the Company recognizes expense over the employee’s requisite service period (generally the vesting period of the equity grant). The Company’s option pricing model requires the input of highly subjective assumptions, including the expected stock price volatility, expected term, and forfeiture rate. Any changes in these highly subjective assumptions significantly impact stock-based compensation expense. Options awarded to purchase shares of common stock issued to non-employees in exchange for services are accounted for as variable awards in accordance with applicable accounting principles. Such options are valued using the Black-Scholes option pricing model. Shares of common stock repurchased are recorded at cost as treasury stock. When shares are reissued, the cost method is used for determining cost. In accordance with GAAP, the excess of the acquisition cost over the reissuance price of the treasury stock, if any, is recorded to additional paid-in capital, limited to the amount previously credited to additional paid-in capital, if any. Any excess is charged to accumulated deficit. Basic earnings per common share amounts are based on weighted average number of common shares outstanding. Diluted earnings per share amounts are based on the weighted average number of common shares outstanding, plus the incremental shares that would have been outstanding upon the assumed exercise of all potentially dilutive stock options, warrants and convertible debt, subject to anti-dilution limitations. All such potentially dilutive instruments were anti-dilutive as of March 31, 2015 and December 31, 2014. At March 31, 2015 and December 31, 2014 approximately 1.57 million and 0.7 million shares, respectively, underlying the options, warrants, convertible debt and convertible preferred stock were anti-dilutive. The Company established a warranty reserve policy effective for the fiscal year ending December 31, 2013. Although the Company tests its product in accordance with its quality programs and processes, its warranty obligation is affected by product failure rates and service delivery costs incurred in correcting a product failure. Should actual product failure rates or service costs differ from the Company’s estimates, which are based on limited historical data, where applicable, revisions to the estimated warranty liability would be required. The warranty reserve at March 31, 2015 and December 31, 2014 was $10,000 and $9,000, respectively. Generally accepted accounting principles require disclosing the fair value of financial instruments to the extent practicable for financial instruments which are recognized or unrecognized in the balance sheet. The fair value of the financial instruments disclosed herein is not necessarily representative of the amount that could be realized or settled, nor does the fair value amount consider the tax consequences of realization or settlement. In assessing the fair value of financial instruments, the Company uses a variety of methods and assumptions, which are based on estimates of market conditions and risks existing at the time. For certain instruments, including cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses, it was estimated that the carrying amount approximated fair value because of the short maturities of these instruments. All debt is based on current rates at which the Company could borrow funds with similar remaining maturities and approximates fair value. GAAP establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use on unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is described below: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3 Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, or JOBS Act. We will remain an emerging growth company for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenue exceed $1 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three-year period. Pursuant to Section 107 of the JOBS Act, we have elected to utilize the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. | 3 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. The Company does not have any off-balance-sheet concentrations of credit risk. Credit risk is the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company’s credit risk is primarily attributable to its cash and account receivables. The Company’s policy is to maintain its cash with high credit quality financial institutions to limit its risk of loss exposure. During the year, the Company had cash balances in excess of the federally insured limits of $250,000. The funds are on deposit with Wells Fargo Bank, N.A. Consequently, the Company does not believe that there is a significant risk having these balances in one financial institution. The Company has not experienced any losses in its bank accounts through December 31, 2014. For customers, management assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Inventories, consisting principally of raw materials and finished goods, are carried at the lower of cost or market. Cost is determined using the first-in, first-out (FIFO) method. Raw materials consist of purchased parts, components and supplies. The Company evaluates inventory balances and adjusts inventory to the lower of cost or market based upon anticipated usage of the inventory and the potential for obsolescence. Capitalized software costs incurred in the research, design and development of software for sale to others as a separate product or embedded in a product and sold as part of the product as a whole are charged to expense until technological feasibility is established and amortized on a straight-line basis over five years, beginning when the products are offered for sale or the enhancements are integrated into the products. Management is required to use its judgment in determining whether capitalized software costs meet the criteria for immediate expense or capitalization, in accordance with Generally Accepted Accounting Principles (“GAAP”). The unamortized capitalized costs of a computer software product are compared to the net realizable value of that product and any excess is written off. The Company’s proprietary software solutions operate in a fast changing industry that may generate unknown methods of detecting and monitoring disturbances that could render our technology inferior, resulting in the Company’s results of operations being materially adversely affected. The Company does, however, closely monitor trends and changes in technologies and customer demand that could adversely impact its competitiveness and overall success. It is reasonably possible that those estimates of anticipated future gross revenues, the remaining estimated economic life of the product, or both will be reduced significantly in the near term due to competitive pressures. As a result, the carrying amount of the capitalized software costs for the Company’s products may be reduced materially in the near term. Costs incurred for product enhancements are charged to expense as research and development until the technological feasibility of the enhancement has been established. These enhancements are amortized on a straight line basis over the useful life of the product enhancement which is currently estimated to be five years beginning when the enhancements are integrated into the products that are offered for sale. The Company’s software is inherently complex and may contain defects and errors that are only detectable when the products are in use. Such defects or errors could have a serious impact on our end customers, which could damage our reputation, harm our customer relationships and expose the Company to liability. Defects in the Company’s software could adversely affect our ability and that of our customers to ship products on a timely basis as well as customer or licensee demand for our products. Any such delays or declines in demand could reduce the Company’s revenues and harm our ability to achieve or sustain desired levels of profitability. The Company and its customers may also experience component or software failures or defects that could require significant product recalls, rework and/or repairs that are not covered by warranty reserves. In 2014, the Company began developing a new product, the CN3200 Dual Band Routing Modem (“CN3200”), formerly known as the xRM modem. On September 30, 2014, the Company received certification from the U.S. Federal Communications Commission in connection with the CN3200. Intellectual property is embedded in proprietary software algorithms that offer cognitive spectrum access and interference mitigation solutions. Patents and licenses are measured initially at purchase cost and are amortized on a straight line basis over their useful lives which range between 18.5 to 20 years. Property, plant and equipment are presented at cost at the date of acquisition. Depreciation is computed using the straight-line method over estimated useful asset lives, which range from 3 to 7 years commencing the month following the purchase. Long lived assets including certain intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by that asset. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Impairment of intangible assets amounted to $0 and $37,000 for the years ended December 31, 2014 and 2013, respectively. Impairment of property and equipment amounted to $0 and $896,000 for the years ended December 31, 2014 and 2013, respectively. In the event that management determines that a receivable becomes uncollectible, or events or circumstances change, which result in a temporary cessation of payments from the customer, the Company will make a best estimate of probable or potential losses in accounts receivable balance using the allowance method for each quarterly period. Management will periodically review the receivables at the end of each quarterly reporting period and the appropriate accrual will be made based on current available evidence and historical experience. Allowance for doubtful accounts were $30,000 and $16,000 for the years ended December 31, 2014 and 2013, respectively. The Company wrote off $257,000 and $0 of accounts receivable to bad debt expense for the years ended December 31, 2014 and 2013, respectively. The Company recognizes revenues when persuasive evidence of an arrangement exists, services have been rendered, the price is fixed and determinable, and collectability is reasonably assured. Revenues from management and consulting, time-and-materials service contracts, maintenance agreements and other services are recognized as the services are provided or at the time the goods are shipped and title as passed. Development expenses consist primarily of salaries and related costs for technical and programming personnel, are expensed as incurred and were $7,597,000 and $5,468,000 for the years ended December 31, 2014 and 2013, respectively. Warrants for the purchase of common stock in connection with the Series A Convertible Preferred Stock are carried at fair value and reported as a derivative liability on the accompanying balance sheets. Upon certain fundamental events the warrants could be redeemed at the option of the holder at fair market value estimated using Black Scholes. Changes in the fair value of warrants for the purchase of Series A Convertible Preferred Stock are included in other income (expense) in the statements of operations. The conversion feature was bifurcated from the Series A Preferred Stock as it was not considered to be clearly and closely related to the host agreement. The conversion feature had terms that require derivative liability classification on the balance sheet which is carried at fair value. Changes in the fair value of Convertible Feature for the purchase of the Series A Convertible Preferred Stock are included in other income (expense) on the statements of operations. The Company accounts for income taxes using the assets and liability method. Accordingly, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in the tax rate is recognized in income or expense in the period that the change is effective. Tax benefits are recognized when it is probable that the deduction will be sustained. A valuation allowance is established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. The Company files a U.S. federal and state income tax return. The Company recognizes liabilities for uncertain tax positions based on the two-step process prescribed by GAAP. 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 requires the Company to estimate and measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company reevaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit, and new audit activity. Such a change in recognition or measurement would result in the recognition of a tax benefit or an additional charge to the tax provision in the period. The Company recognizes interest and penalties as incurred in finance income (expense), net in the Statements of Operations. There were no liabilities recorded for uncertain tax positions at December 31, 2014 and 2013. The Company accounts for stock-based awards to employees in accordance with applicable accounting principles, which requires compensation expense related to share-based transactions, including employee stock options, to be measured and recognized in the financial statements based on a determination of the fair value of the stock options. The grant date fair value is determined using the Black-Scholes-Merton (“Black-Scholes”) pricing model. For all employee stock options, the Company recognizes expense over the employee’s requisite service period (generally the vesting period of the equity grant). The Company’s option pricing model requires the input of highly subjective assumptions, including the expected stock price volatility, expected term, and forfeiture rate. Any changes in these highly subjective assumptions significantly impact stock-based compensation expense. Options awarded to purchase shares of common stock issued to non-employees in exchange for services are accounted for as variable awards in accordance with applicable accounting principles. Such options are valued using the Black-Scholes option pricing model Shares of common stock repurchased are recorded at cost as treasury stock. When shares are reissued, the cost method is used for determining cost. In accordance with GAAP, the excess of the acquisition cost over the reissuance price of the treasury stock, if any, is recorded to additional paid-in capital, limited to the amount previously credited to additional paid-in capital, if any. Any excess is charged to accumulated deficit. Basic earnings per common share amounts are based on weighted average number of common shares outstanding. Diluted earnings per share amounts are based on the weighted average number of common shares outstanding, plus the incremental shares that would have been outstanding upon the assumed exercise of all potentially dilutive stock options, warrants and convertible stock, subject to anti-dilution limitations. All such potentially dilutive instruments were anti-dilutive as of December 31, 2014 and 2013. At December 31, 2014 and 2013 approximately 0.7 million and 0.5 million shares underlying the convertible debentures, options and warrants were anti-dilutive. Although the Company tests its product in accordance with its quality programs and processes, its warranty obligation is affected by product failure rates and service delivery costs incurred in correcting a product failure. Should actual product failure rates or service costs differ from the Company’s estimates, which are based on limited historical data, where applicable, revisions to the estimated warranty liability would be required. The warranty reserve for the fiscal year ending December 31, 2014 and 2013 was $9,000 and $8,000, respectively. Generally accepted accounting principles require disclosing the fair value of financial instruments to the extent practicable for financial instruments which are recognized or unrecognized in the balance sheet. The fair value of the financial instruments disclosed herein is not necessarily representative of the amount that could be realized or settled, nor does the fair value amount consider the tax consequences of realization or settlement. In assessing the fair value of financial instruments, the Company uses a variety of methods and assumptions, which are based on estimates of market conditions and risks existing at the time. For certain instruments, including cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses, it was estimated that the carrying amount approximated fair value because of the short maturities of these instruments. All debt is based on current rates at which the Company could borrow funds with similar remaining maturities and approximates fair value. GAAP establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use on unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is described below: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. Quoted Prices Significant Other Significant Carrying Assets: Cash $ 758,000 $ $ $ 758,000 Liabilities: Convertible note payable $ $ 29,000 $ $ 2,000,000 Preferred stock conversion $ $ $ 150,000 $ 150,000 Preferred stock warrants $ $ $ 120,000 $ 120,000 The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2013, consistent with the fair value hierarchy provisions: Quoted Prices Significant Other Significant Carrying Assets: Cash $ 5,517,000 $ $ $ 5,517,000 Liabilities: Convertible note payable $ $ 90,000 $ $ 2,000,000 We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, or JOBS Act. We will remain an emerging growth company for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenue exceed $1 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three-year period. Pursuant to Section 107 of the JOBS Act, we have elected to utilize the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers: Topic 606 Revenue Recognition In June 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. The amendments in the ASU require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Topic 718, Compensation Stock Compensation, as it relates to awards with performance conditions that affect vesting to account for such awards. The performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. Management is evaluating the effect, if any, on the Company’s financial position and results of operations. |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Nature of Operations [Text Block] | 1 NATURE OF OPERATIONS Description of Business xG Technology, Inc. (the “Company”) is a Delaware corporation that has developed a broad portfolio of innovative intellectual property that we believe will enhance wireless communications. The Company’s intellectual property is embedded in proprietary software algorithms designed to offer cognitive interference mitigation and spectrum access solutions to organizations in a wide variety of industries, including national defense and rural broadband, which represent the primary vertical markets that the Company is initially targeting. |
GOING CONCERN
GOING CONCERN | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Going Concern [Abstract] | ||
Going Concern Disclosure [Text Block] | NOTE 2 GOING CONCERN The financial statements have been prepared in conformity with generally accepted accounting principles which contemplate continuation of the Company as a going concern. As of March 31, 2015, the Company had an accumulated deficit of $174.1 million and a net loss of $3.5 million for the three months ended March 31, 2015. On March 1, 2015, the Company announced that it implemented cost reduction initiatives that included a decrease in the Company’s workforce and other expense reductions, which should decrease the monthly cash burn. As of the date of this filing, the Company believes it has sufficient liquidity to fund operations through May 2015. To date, the Company is experiencing long sales cycles in the areas that have potential for near term revenue, most notably, in the first responder, public safety, military and rural telco markets. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The ability to recognize revenue and ultimately cash receipts is contingent upon, but not limited to, acceptable performance of the delivered equipment and services. If the Company is unable to raise additional capital and or close on some of its revenue producing opportunities in the near term, the carrying value of its assets may be impacted and it may be material. The financial statements do not include any adjustments related to the recovery and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern. | 2 GOING CONCERN The financial statements have been prepared in conformity with generally accepted accounting principles which contemplate continuation of the Company as a going concern. At December 31, 2014, the Company has an accumulated deficit of $170.5 million and a net loss of approximately $19.0 for year then ended. On March 1, 2015, the Company announced that it implemented cost reduction initiatives that included a decrease in the Company’s workforce and other expense reductions which should decrease the monthly cash burn. As of the date of this filing, the Company believes it has sufficient liquidity to fund operations through May 2015. To date, the Company is experiencing long sales cycles in the areas that have potential for near term revenue, most notably, in the first responder, public safety, military and rural telco markets. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The ability to recognize revenue and ultimately cash receipts is contingent upon, but not limited to, acceptable performance of the delivered equipment and services. If the Company is unable to raise additional capital and or close on some of its revenue producing opportunities in the near term, the carrying value its assets may be impacted and it may be material. The financial statements do not include any adjustments related to the recovery and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern. |
INVENTORY
INVENTORY | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Inventory Disclosure [Abstract] | ||
Inventory Disclosure [Text Block] | NOTE 3 INVENTORY Inventories included in the accompanying condensed balance sheet are stated at the lower of cost or market as summarized below: March 31, December 31, Raw materials consisting of purchased parts, components and supplies $ 1,815,000 $ 2,084,000 Finished goods 2,143,000 2,186,000 Sub-total inventories 3,958,000 4,270,000 Less inventory reserve (200,000 ) (200,000 ) Total Inventory net $ 3,758,000 $ 4,070,000 Based upon the Company’s analysis of the lower of cost or market, the Company recorded a reserve for inventory of $200,000 and $200,000 as of March 31, 2015 and December 31, 2014, respectively. | 4 INVENTORY Inventories included in the accompanying balance sheet are stated at the lower of cost or market as summarized below: December 31, 2014 December 31, 2013 Raw materials consisting of purchased parts, components and supplies $ 2,084,000 $ 2,461,000 Finished goods 2,186,000 455,000 Sub-total inventories 4,270,000 2,916,000 Less inventory reserve (200,000 ) Total inventory net $ 4,070,000 $ 2,916,000 Based upon the Company’s analysis of the lower of cost or market, the Company recorded a reserve for inventory of $200,000 and $0 as of December 31, 2014 and 2013. The Company wrote-off $159,000 and $0 of inventory for the years ending December 31, 2014 and 2013, respectively. |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Receivables [Abstract] | ||
Financing Receivables [Text Block] | NOTE 4 ACCOUNTS RECEIVABLE Accounts receivable consist of the following: March 31, December 31, Accounts receivable $ 251,000 $ 252,000 Accounts receivable related parties 336,000 480,000 Sub-total accounts receivable 587,000 732,000 Allowance for doubtful accounts (30,000 ) (30,000 ) Net accounts receivable $ 557,000 $ 702,000 | 5 ACCOUNTS RECEIVABLE Accounts receivable consist of the following: December 31, 2014 December 31, 2013 Accounts receivable $ 252,000 $ 324,000 Accounts receivable related party (see note 17) 480,000 480,000 732,000 804,000 Net allowance for doubtful accounts (30,000 ) (16,000 ) Net accounts receivable $ 702,000 $ 788,000 The Company wrote off $257,000 and $0 of accounts receivable to bad debt expense for the years ended December 31, 2014 and 2013, respectively. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | ||
Property, Plant and Equipment Disclosure [Text Block] | NOTE 5 PROPERTY AND EQUIPMENT Useful March 31, December 31, Cost: Furniture and equipment 3 7 years $ 3,059,000 $ 2,930,000 Accumulated depreciation: (2,177,000 ) (2,114,000 ) Property and equipment, net $ 882,000 $ 816,000 Depreciation expense amounted to approximately $63,000 and $52,000 for the three months ended March 31, 2015 and 2014, respectively. | 6 PROPERTY AND EQUIPMENT Property and equipment consist of the following: Useful Life (years) December 31, 2014 2013 Cost: Furniture and equipment 3 7 years $ 2,930,000 $ 2,633,000 Accumulated depreciation (2,114,000 ) (1,827,000 ) Property and equipment, net $ 816,000 $ 806,000 Depreciation of property and equipment amounted to $287,000 and $393,000 for the years ended December 31, 2014 and 2013, respectively. The Company reclassified inventory totaling $163,000 into equipment in 2014. Impairment of property and equipment amounted to $0 and $896,000 for the years ended December 31, 2014 and 2013, respectively. The impairment charge of $896,000 in 2013 was related to hardware with a cost of $2,193,000 and an accumulated depreciation of $1,297,000. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Intangible Assets Disclosure [Text Block] | NOTE 6 INTANGIBLE ASSETS Intangible assets consist of the following: Software Development Costs Patents & Licenses Costs A.A. Cost A.A. Total Balance as of December 31, 2014 $ 16,455,000 $ (5,494,000 ) $ 12,378,000 $ (6,957,000 ) $ 16,382,000 Additions 625,000 625,000 Amortization (730,000 ) (166,000 ) (896,000 ) Balance as of March 31, 2015 $ 17,080,000 $ (6,224,000 ) $ 12,378,000 $ (7,123,000 ) $ 16,111,000 Amortization of intangible assets amounted to $896,000 and $897,000 for the three months ended March 31, 2015 and 2014, respectively. The total cost basis of intangible assets at March 31, 2015 was $29.5 million, which consists of $26.9 million of costs that are subject to amortization and $2.6 million of assets that are not subject to amortization. Software Development Costs At March 31, 2015, the Company has capitalized a total of $17.1 million of software development costs. Included in the capitalized costs is $2.5 million of costs associated with enhancement of the xMax cognitive radio products. These costs are not being amortized considering that the enhancement is not yet incorporated in products and available for sale. During the three months ended March 31, 2015 and 2014, the Company recognized amortization of software development costs available for sale of $0.7 million and $0.7 million, respectively. Patents & Licenses At March 31, 2015, the Company has capitalized a total of $12.4 million of patents & licenses. Included in the capitalized costs is $12.3 million of costs associated with patents and licenses that have been filed. Also included in the capitalized costs is $0.1 million of costs associated with provisional patents and pending applications which have not yet been filed. The Company amortizes patents and licenses that have been filed over their useful lives which range between 18.5 to 20 years. The costs of provisional patents and pending applications is not amortized until the patent is filed and is reviewed each reporting period to determine if it is likely that the patent will be successfully filed. The Company recognized $0.2 million of amortization expense related to patents and licenses for the three months ended March 31, 2015 and 2014. Estimated amortization expense for the twelve-month periods ended March 31 is as follows: 2016 $ 3,613,000 2017 2,912,000 2018 2,802,000 2019 1,723,000 2020 and thereafter 2,500,000 $ 13,550,000 | 7 INTANGIBLE ASSETS Intangible assets consist of the following: Software Development Costs Patents & Licenses Cost A.A. Cost A.A. Total Balance as of December 31, 2012 $ 12,226,000 $ (1,261,000 ) $ 12,272,000 $ (5,629,000 ) $ 17,608,000 Additions 2,562,000 39,000 2,601,000 Impairments (36,000 ) (36,000 ) Amortization (1,313,000 ) (664,000 ) (1,977,000 ) Balance as of December 31, 2013 $ 14,788,000 $ (2,574,000 ) $ 12,275,000 $ (6,293,000 ) $ 18,196,000 Additions 1,667,000 103,000 1,770,000 Impairments Amortization (2,920,000 ) (664,000 ) (3,584,000 ) Balance as of December 31, 2014 $ 16,455,000 $ (5,494,000 ) $ 12,378,000 $ (6,957,000 ) $ 16,382,000 Amortization of intangible assets amounted to $3,584,000 and $1,977,000 for 2014 and 2013, respectively. The total cost basis of intangible assets at December 31, 2014 was $28.8 million which consists of $26.9 million of costs that are subject to amortization at December 31, 2014 and $1.9 million of assets that are not subject to amortization at December 31, 2014. Software Development Costs: At December 31, 2014 the Company has capitalized a total of $16.5 million of software development costs. Included in the capitalized costs is $1.8 million of costs associated with enhancement of the xMax cognitive radio products. These costs are not being amortized considering that the enhancement is not yet incorporated in products and available for sale. The Company recognized amortization of software development costs available for sale of $2.9 million and $1.3 million in 2014 and 2013, respectively. Patents & Licenses: At December 31, 2014 the Company has capitalized a total of $12.4 million of patents & licenses. Included in the capitalized costs is $12.3 million of costs associated with patents and licenses that have been filed. Also included in the capitalized costs is $0.1 million of costs associated with provisional patents and pending applications which have not yet been filed. The Company amortizes patents and licenses that have been filed over their useful lives which range between 18.5 to 20 years. The costs of provisional patents and pending applications is not amortized until the patent is filed and is reviewed each reporting period to determine if it is likely that the patent will be successfully filed. The Company recognized $0.7 million of amortization expense related to patents and licenses in each of the years ended December 31, 2014 and 2013. Estimated amortization expense for the succeeding five years is as follows: 2015 $ 3,589,000 2016 3,037,000 2017 2,980,000 2018 2,179,000 2019 and thereafter 2,679,000 $ 14,464,000 |
OBLIGATION UNDER CAPITAL LEASE
OBLIGATION UNDER CAPITAL LEASE | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Leases, Capital [Abstract] | ||
Capital Leases in Financial Statements of Lessee Disclosure [Text Block] | NOTE 7 OBLIGATION UNDER CAPITAL LEASE During the three months ending March 31, 2015, we purchased equipment under a capital lease value totaling $129,000. 2016 $ 142,000 2017 50,000 2018 45,000 Total minimum lease payments 237,000 Less Amount representing interest (19,000 ) Present value of the net minimum lease payments 218,000 Less obligations under capital lease maturing within one year (135,000 ) Long-term portion of obligations under capital lease $ 83,000 The interest rate for the capital leases range between 4% and 8%. | 8 OBLIGATION UNDER CAPITAL LEASE 2015 $ 125,500 Total minimum lease payments 125,500 Less amount representing interest (2,500 ) Present value of the net minimum lease payments 123,000 Less obligations under capital lease maturing within one year (123,000) Long-term portion of obligations under capital lease $ The interest rate on the capital lease agreement is 4% annually. |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Debt Disclosure [Abstract] | ||
Debt Disclosure [Text Block] | NOTE 8 CONVERTIBLE NOTES PAYABLE Treco On October 6, 2011, the Company entered into a convertible promissory note (the “$2 Million Convertible Note”) in favor of Treco International, S.A. (“Treco”), as part of the settlement compensation to Treco for terminating the infrastructure agreement. The $2 Million Convertible Note is payable on final maturity, October 6, 2018 and is convertible, at Treco’s option, into common shares of the Company at a price of $350.00 per share. Interest at the rate of 9% per year is payable semi-annually in cash or shares, at the Company’s option. As of March 31, 2015, $2 million of principal balance was outstanding under the $2 Million Convertible Note. The accrued interest at March 31, 2015 was $87,000. | 9 CONVERTIBLE NOTE PAYABLE Treco On October 6, 2011, the Company entered into a convertible promissory note (the “$2 Million Convertible Note”) in favor of Treco International, S.A. (“Treco”), as part of the settlement compensation to Treco for terminating the infrastructure agreement. The $2 Million Convertible Note is payable on final maturity, October 6, 2018 and is convertible, at Treco’s option, into common shares of the Company at a price of $350.00 per share. Interest at the rate of 9% per year is payable semi-annually in cash or shares, at the Company’s option. As of December 31, 2014, $2 million of principal balance was outstanding under the $2 million Convertible Note. The accrued interest was $42,329 and $42,329 at December 31, 2014 and 2013, respectively. On May 7, 2014, the Company issued 3,410 shares in repayment of $90,000 of interest. On November 5, 2014, the Company issued 5,057 shares in repayment of $90,000 of interest. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | 10 INCOME TAXES The provision (benefit) for income taxes consists of the following: December 31, 2014 2013 Current tax provision Federal $ $ State Deferred tax provision Federal State Income tax provision $ $ A reconciliation of the statutory tax rate to the effective tax rate is as follows: December 31, 2014 2013 Statutory Federal income tax rate 35 % 35 % State and local taxes net of Federal benefit 5.50 % 5.50 % Permanent differences (1.90 )% (1.24 )% Valuation allowance (38.60 )% (39.26 )% Effective tax rate 0 % 0 % There were no uncertain tax positions taken, or expected to be taken, in a tax return that would be determined to be an unrecognized tax benefit taken or expected to be taken in a tax return that should have been recorded on the Company’s financial statements for the years ended December 31, 2014 or 2013. Deferred income taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial accounting purposes and the amounts used for income tax reporting. Significant components of the Company’s deferred tax assets are as follows: December 31, 2014 2013 Deferred tax assets Net operating loss carry forwards $ 53,634,000 $ 48,122,000 Research and development tax credit carry forwards 1,869,000 1,207,000 Change in fair value of options and warrants Accrued expenses 96,000 Total deferred tax asset 55,503,000 49,425,000 Valuation allowance (55,503,000 ) (49,425,000 ) $ $ Net operating losses (“NOL”) of approximately $132.4 million will expire beginning in 2027 for federal and state purposes. The Company also has research and development credits of approximately $1.9 million which will begin to expire in 2027. Realization of the NOL carry forwards and other deferred tax temporary differences is contingent on future taxable earnings. The Company’s deferred tax asset was reviewed for expected utilization using a “more likely than not” approach by assessing the available positive and negative evidence surrounding its recoverability. Accordingly, a valuation allowance has been recorded against the Company’s deferred tax asset, as it was determined based upon past and present losses that it was “more likely than not” that the Company’s deferred tax assets would not be realized. The valuation allowance was increased to the full carrying amount of the Company’s deferred tax assets. In future years, if the deferred tax assets are determined by management to be “more likely than not” to be realized, the recognized tax benefits relating to the reversal of the valuation allowance as of December 31, 2014 will be recorded. The Company will continue to assess and evaluate strategies that will enable the deferred tax asset, or portion thereof, to be utilized, and will reduce the valuation allowance appropriately as such time when it is determined that the “more likely than not” criteria is satisfied. The federal and state tax returns for the years ending December 31, 2011, 2012 and 2013 are currently open. |
DERIVATIVE LIABILITIES
DERIVATIVE LIABILITIES | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Derivative Instruments and Hedging Activities Disclosure [Text Block] | NOTE 12 DERIVATIVE LIABILITIES Series A, B and C Preferred Stock Conversion Options On December 30, 2014, the Company entered into a purchase agreement pursuant to which the Company sold to 31 Group, 750,000 of the Company’s Series A Preferred Stock (the “Series A Preferred Stock”). On February 12, 2015, the Company entered into a purchase agreement pursuant to which the Company sold to 31 Group, 350,000 of the Company’s Series B Preferred Stock (the “Series B Preferred Stock”). On February 24, 2015, the Company entered into a purchase agreement pursuant to which the Company sold to certain members of George’s Schmitt’s family, 845,000 of the Company’s Series B Preferred Stock (the “Series B Preferred Stock”). On February 24, 2015, the Company entered into a purchase agreement pursuant to which the Company sold to 31 Group and Dominion Capital, 1,800,000 of the Company’s Series C Preferred Stock (the “Series C Preferred Stock”). The Series A Preferred Stock are convertible, in whole or in part, at a conversion price equal to the lower of (i) $20.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the common stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice. The Series B and C Preferred Stock are convertible, in whole or in part, at a conversion price equal to the lower of (i) $20.00 or (ii) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice. The conversion feature was bifurcated from the Preferred Stock as it was not considered to be clearly and closely related to the host agreement and is accounted for as a derivative liability. Warrants to Purchase Common Stock I n connection with the issuance of Series A Preferred Stock to 31 Group, the Company issued warrants to purchase up to 37,500 shares of Common Stock which are exercisable at any time on or before December 31, 2019. In connection with the issuance of Series B Preferred Stock to 31 Group, the Company issued warrants to purchase up to 17,500 shares of Common Stock which are exercisable at any time on or before February 11, 2020. In connection with the issuance of Series B Preferred Stock to certain family members of George Schmitt, the Company issued warrants to purchase up to 42,250 shares of Common Stock are exercisable at any time on or before February 24, 2020. In connection with the issuance of Series C Preferred Stock to 31 Group and Dominion Capital, the Company issued warrants to purchase up to 90,000 shares of Common Stock are exercisable at any time on or before February 24, 2020. The Warrants each have an exercise price of $20.00 per share. The warrants are accounted for as derivative liability as they can be redeemed by the holder for Black Scholes value upon certain fundamental transactions. The table below sets forth a summary of changes in the fair value of the Company’s Level 3 derivative liabilities for the quarter ended March 31, 2015: Series A Series B Series B Series C Total Balance at January 1, 2015 270,000 270,000 Additions to conversion option derivative liability 84,000 220,000 468,000 772,000 Additions to warrant derivative liability 42,000 118,000 252,000 412,000 Conversions of derivative liability (150,000 ) (24,000 ) (220,000 ) (55,000 ) (449,000 ) Change in fair market value of the derivative liabilities (60,000 ) (44,000 ) (50,000 ) (331,000 ) (485,000 ) Balance at March 31, 2015 60,000 58,000 68,000 334,000 520,000 These instruments were valued using the Black Scholes pricing model that incorporates the price of a share of Common Stock, volatility, risk free rate, dividend rate and estimated life. As of March 31, 2015 all outstanding shares of the Series A Preferred Stock and the Series B Preferred Stock (Related Party) have been converted. The following are the key assumptions used in connection with the valuation of the conversion option on the date of issuance, at December 31, 2014 and March 31, 2015: Series A Series B Series B Series C Date of issuance 12/30/2014 2/11/2015 2/24/2015 2/24/2015 Number of preferred shares 750,000 350,000 845,000 1,800,000 Fair market value of stock $ 5.10 $ 4.20 $ 4.50 $ 4.50 Conversion price $ 5.70 $ 3.57 $ 4.00 $ 4.00 Volatility 131 % 143.4 % 143.4 % 143.4 % Risk-free interest rate 0.13 % 0.26 % 0.26 % 0.26 % Expected dividend yield Life of convertible preferred stock (years) 1 1 1 1 Series A Series B Series B Series C Number of preferred shares remaining on March 31, 2015 250,000 1,589,720 Fair market value of stock $ 2.79 $ 2.79 Conversion price $ 2.295 $ 2.295 Volatility 105.4 % 105.4 % Risk-free interest rate 0.99 % 0.99 % Expected dividend yield Life of convertible preferred stock (years) 0.85 0.90 The following are the key assumptions used in connection with the valuation of the warrants on the date of issuance, at December 31, 2014 and March 31, 2015: Series A Series B Series B Series C Date of warrant 12/30/2014 2/11/2015 2/24/2015 2/24/2015 Number of shares underlying the warrants 37,500 17,500 42,250 90,000 Fair market value of stock $ 5.10 $ 4.20 $ 4.50 $ 4.50 Exercise price $ 20.00 $ 20.00 $ 20.00 $ 20.00 Volatility 112.9 % 120.6 % 120.6 % 120.6 % Risk-free interest rate 0.96 % 0.90 % 0.90 % 0.90 % Expected dividend yield Warrant life (years) 5 5 5 5 Series A Series B Series B Series C Number of shares underlying the warrants on March 31, 2015 37,500 17,500 42,250 90,000 Fair market value of stock $ 2.79 $ 2.79 $ 2.79 $ 2.79 Exercise price $ 20.00 $ 20.00 $ 20.00 $ 20.00 Volatility 116.3 % 120.6 % 120.6 % 120.6 % Risk-free interest rate 0.99 % 0.90 % 0.90 % 0.90 % Expected dividend yield Warrant life (years) 4.75 4.85 4.90 4.90 The risk-free rate is based on the rate for the U.S. Treasury note over the expected terms. The expected term is the full term of the warrant and preferred stock. Expected volatility is based on the average of the weekly share price changes over the shorter of the expected term or the period from the placement on London Stock Exchange’s AIM Market to the date of the grant. | 11 DERIVATIVE LIABILITIES Series A Convertible Preferred Stock Conversion Option On December 30, 2014, the Company entered into a purchase agreement pursuant to which the Company sold to 31 Group, 750,000 of the Company’s Series A Convertible Preferred Stock (the “Preferred Stock”). The Preferred Stock are convertible, in whole or in part, at a conversion price equal to the lower of (i) $20.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the common stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice. The conversion feature was bifurcated from the Preferred Stock as it was not considered to be clearly and closely related to the host agreement and is accounted for as a derivative liability. Warrants to Purchase Common Stock In connection with the issuance of Series A Convertible Preferred Stock, the Company issued warrants to purchase up to 37,500 shares of Common Stock (the “Warrants”). The Warrants have an exercise price of $20.00 per share (the “Exercise Price”). Warrants covering up to 37,500 shares of Common Stock are exercisable at any time on or before December 31, 2019. The Warrants are accounted for as derivative liability as they can be redeemed by the holder for fair market value upon certain fundamental transactions. Balance at beginning of year $ Additions to conversion option derivative liability at December 30, 2014 150,000 Additions to warrant derivative liability at December 30, 2014 120,000 Change in fair market value of the derivative liabilities Balance at end of year $ 270,000 These instruments were valued using pricing models that incorporate the price of a share of Common Stock, volatility, risk free rate, dividend rate and estimated life. The Company computed the fair value using the Black-Scholes model as of December 30, 2014. There was no change in fair value of the instruments at December 31, 2014. Number of preferred shares 750,000 Fair market value of stock $ 5.10 Conversion Price $ 5.70 Volatility 131 % Risk-free interest rate 0.13 % Expected dividend yield 0 % Life of Convertible Preferred Stock (year) 1 Number of shares underlying the Warrants 37,500 Fair market value of stock $ 5.10 Exercise Price $ 20.00 Volatility 112.9 % Risk-free interest rate 0.96 % Expected dividend yield 0 % Warrant life (years) 5 The risk-free rate is based on the rate for the U.S. Treasury note over the expected terms. The expected term is the full term of the warrant and preferred stock. Expected volatility is based on the average of the weekly share price changes over the shorter of the expected term or the period from the placement on London Stock Exchange’s AIM Market to the date of the grant. |
PREFERRED STOCK
PREFERRED STOCK | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Equity [Abstract] | ||
Preferred Stock [Text Block] | NOTE 10 PREFERRED STOCK In March 2013, by approval of the majority of the shareholders, the Company was authorized to issue 10,000,000 shares of “Blank Check” preferred stock, par value $0.00001 per share. On December 30, 2014, 3,000,000 shares were designated as authorized Series A Preferred Stock. On February 11, 2015, 3,000,000 shares were designated as authorized Series B Preferred Stock. On February 24, 2015, 3,000,000 shares were designated as authorized Series C Preferred Stock. Series A Preferred Stock On December 30, 2014, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with 31 Group, LLC (“31 Group”) pursuant to which the Company sold to 31 Group, for a purchase price of $750,000, 750,000 shares of Series A Preferred Stock, par value $0.00001 per share (the “Series A Preferred Stock”) and warrants (the “Warrants”) to purchase 37,500 shares of common stock. The Company also issued to 31 Group 3,314 shares of common stock in consideration of 31 Group’s execution and delivery of the Purchase Agreement (the “Commitment Shares”). The offer and sale of the Series A Preferred Stock, the common stock issuable upon conversion of the Series A Preferred Stock and the Commitment Shares were made pursuant to the Company’s registration statement on Form S-3 that was declared effective on August 31, 2014 (the “Shelf Registration Statement”). The Warrants are exercisable immediately for a period of five years from their issue date. The exercise price with respect to the warrants is $20.00 per share. The exercise price for the warrants is subject to adjustment upon certain events, such as stock splits, combinations, dividends, distributions, reclassifications, mergers or other corporate change and dilutive issuances. Upon certain fundamental events, the warrants could be redeemed by the holders of the warrants at fair market value estimated using Black Scholes. Holder Optional Redemption after Maturity Date At any time from and after the tenth business day prior to the maturity date, December 30, 2015, any holder may require the Company to redeem all or any number of Series A Preferred Stock held by such holder at a purchase price equal to 105% of the conversion amount. Ranking The Series A Preferred Stock will rank with respect to dividend rights and/or rights upon distributions, liquidation, dissolution or winding up of the Company senior to all of the Company’s common stock and other classes of capital stock, unless the holders of a majority of the outstanding shares of Series A Preferred Stock consent to the creation of parity stock or senior preferred stock. Liquidation Preference of Series A Preferred Stock Upon the voluntary or involuntary liquidation, dissolution or winding up of the Company, before the payment of any amount to the holder of shares of junior stock, but pari passu with any parity stock, the holders of Series A Preferred Stock are entitled to receive an amount equal to the greater of (i) the stated value of the Series A Preferred Stock or (ii) the amount the holder of Series A Preferred Stock would receive if such holder converted the Series A Preferred Stock into common stock immediately prior to the date of the liquidation event, including accrued and unpaid dividends. Dividends on Series A Preferred Stock Holders of Series A Preferred Stock shall be entitled to receive from the first date of issuance of the Series A Preferred Stock cumulative dividends at a rate of 7.0% per annum on a compounded basis. The Company shall have the right to pay dividends in cash or shares of common stock on the Maturity Date or in cash on any applicable redemption date or, with respect to Series A Preferred Stock subject to conversion into common stock, as part of the conversion amount. Redemption of Series A Preferred Stock Upon the occurrence of certain triggering events as defined in the certificate of designation, the holder of Series A Preferred Stock shall have the right to require the Company, by written notice, to redeem all or any of the shares of Series A Preferred Stock at a price equal to the greater of (i) 125% of the conversion amount to be redeemed and (ii) the product of (a) the conversion amount divided by 85% of the average of the five (5) lowest volume weighted average prices of the common stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice multiplied by (b) 125% of the greatest closing sale price of the common stock on any trading day during the period commencing on the date immediately preceding such triggering event and ending on the date the Company makes the entire redemption payment to the holder of Series A Preferred Stock. Upon the occurrence of a change in control of the Company, a holder of Series A Preferred Stock shall have the right to require the Company to redeem all or any portion of the Series A Preferred Stock at a price equal to 125% of the stated value of the Series A Preferred Stock. In addition, so long as certain conditions do not exist (including the Company shall have timely delivered any Common Stock upon the conversion of the Series A Preferred Stock), then the Company shall have the right to redeem all, but not less than all, of the Series A Preferred Stock outstanding in cash at a price equal to the sum of (i) 125% of the stated value of the Series A Preferred Stock and (ii) all accrued and unpaid dividends thereon. At any time from and after the tenth (10) business day prior to the date of maturity, a holder of the Series A Preferred Stock may require the Company to redeem all or any number of Series A Preferred Stock shares held by such holder at a purchase price equal to 105% of the conversion amount of such Series A Preferred Stock shares. Conversion Rights of Preferred Stock A holder of Series A Preferred Stock shall have the right to convert the Series A Preferred Stock, in whole or in part, upon written notice to the Company at a conversion price equal to the lower of (i) $20.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the Common Stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). Fundamental Transaction The Company shall use its commercially reasonable efforts to not enter into a “fundamental transaction” unless the successor entity assumes the obligations of the Company under the Certificate of Designations and the successor entity (including its parent entity) is a publicly traded company whose shares of common stock are quoted or listed on an eligible national securities exchange. Upon a change of control of the Company, a holder of Series A Preferred Stock shall have the right to require the Company to redeem all or any portion of the Series A Preferred Stock at the applicable premium redemption price. A fundamental transaction is a transaction in which (i) the Company, directly or indirectly, in one or more related transactions, (a) consolidates or merges with or into any other entity (except where the Company is the surviving entity), (b) sells, leases, licenses, assigns, transfers, conveys or otherwise disposes of all or substantially all of its properties or assets to any other entity, (c) allows any other entity to make a purchase, tender or exchange offer that is accepted by such holders of more than 50% of the outstanding shares of voting stock of the Company (not including any shares of voting stock of the Company held by the entity making or party to, or associated or affiliated with the entity making or party to, such purchase, tender or exchange offer), or (d) consummates a stock or share purchase agreement or other business combination (including, without limitation, a reorganization, recapitalization, spin-off or scheme of arrangement) with any other entity whereby such other entity acquires more than 50% of the outstanding shares of voting stock of the Company (not including any shares of voting stock of the Company held by the other entity making or party to, or associated or affiliated with the other entity making or party to, such stock or share purchase agreement or other business combination), or (e) reorganizes, recapitalizes or reclassifies the Common Stock (which shall not include a reverse stock split), or (ii) any “person” or “group” (as these terms are used for purposes of Sections 13(d) and 14(d) of the Exchange Act of 1934, as amended, (the “Exchange Act”) and the rules and regulations promulgated thereunder) is or shall become the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of 50% of the aggregate ordinary voting power represented by issued and outstanding voting stock of the Company. Voting Rights Holders of Series A Preferred Stock shall have no voting rights. Conversions and Balances of Outstanding Series A Preferred Stock As of March 27, 2015, 750,000 shares of the Series A Preferred Stock and 52,500 shares of Series A Preferred Stock issued as dividends have been converted into 239,247 shares of common stock. As of March 27, 2015, all outstanding shares of the Series A Preferred Stock have been fully converted. As a result of the conversion, the preferred stock value, net of discounts, and the derivative liability arising from the conversion feature were extinguished. The Company recorded the fair value of the common stock issued upon conversion which resulted in a deemed dividend of $483,000 that was recorded as a charge to additional paid in capital. Short Term Related Party Loans On December 30, 2014, the Company received a $245,000 loan from George Schmitt, Chairman of the Board and, effective as of February 17, 2015, Chief Executive Officer. This amount was recorded as a due to related parties on the financial statements. On January 8, 2015, the Company repaid $100,000 of the $245,000 due to related party balance owed to George Schmitt. On January 29, 2015 and February 13, 2015, the Company received an aggregate of $700,000 from certain family members of George Schmitt, Chairman of the Board and Chief Executive Officer (effective as of February 17, 2015). This amount was recorded as a short term loan in due to related parties. On February 23, 2015, George Schmitt transferred the balance of his $145,000 loan to certain family members bringing the total the Company owed to certain family members to $845,000. The $845,000 loan was settled through the issuance of 845,000 shares of Series B Preferred Stock, 5,310 shares of common stock and warrants with respect to 42,250 underlying shares of common stock exercisable for five years at a price of $20.00 per share. Upon certain fundamental events, the warrants could be redeemed by the holders of the warrants at fair market value estimated using Black Scholes. $350,000 Purchase Agreement On February 11, 2015, the Company entered into a purchase agreement, pursuant to which the Company sold to 31 Group, 350,000 shares of the Company’s Series B Preferred Stock, par value $0.00001 per share (the “Series B Preferred Stock”) and warrants to purchase 17,500 shares of the Company’s common stock for a purchase price of $350,000. The Company also issued 2,462 shares of its common stock in consideration of 31 Group’s execution and delivery of the purchase agreement (the “Series B Commitment Shares”). The Series B Preferred Stock and the Series B Commitment Shares were issued pursuant to the Company’s Shelf Registration Statement. The warrants are exercisable immediately for a period of five years from their issue date. The exercise price with respect to the warrants is $20.00 per share. The exercise price for the warrants is subject to adjustment upon certain events, such as stock splits, combinations, dividends, distributions, reclassifications, mergers or other corporate change and dilutive issuances. Upon certain fundamental events, the warrants could be redeemed by the holders of the warrants at fair market value estimated using Black Scholes. Series B Preferred Stock The Series B Preferred Stock rank pari passu with our Series A Preferred Stock with respect to dividend rights and/or rights upon distributions, liquidation, dissolution or winding up of the Company and have the same terms and preferences as the Series A Preferred Stock except for the following: Conversion Rights of Series B Preferred Stock Conversions and Balances of Outstanding Series B Preferred Stock As of March 31, 2015, 945,000 shares of the Series B Preferred Stock and 66,150 shares of the Series B Preferred Stock issued as dividends have been converted into 267,701 shares of our common stock. As of March 31, 2015, 250,000 shares of the Series B Preferred Stock remain outstanding. As a result of the conversion, the preferred stock value, net of discounts, and the derivative liability arising from the conversion feature were extinguished. The Company recorded the fair value of the common stock issued upon conversion which resulted in a deemed dividend of $390,000 that was recorded as a charge to additional paid in capital. $1,800,000 Purchase Agreement On February 24, 2015, the Company entered into a purchase agreement, pursuant to which the Company sold to institutional investors, 1,800,000 shares of the Company’s Series C Preferred Stock, par value $0.00001 per share (the “Series C Preferred Stock”) and warrants to purchase 90,000 shares of the Company’s common stock for a purchase price of $1,800,000. The Company also issued 11,864 shares of its common stock in consideration of the investors’ execution and delivery of the purchase agreement (the “Series C Commitment Shares”). The Series C Preferred Stock and the Series C Commitment Shares were issued pursuant to the Company’s Shelf Registration Statement. The warrants are exercisable immediately for a period of five years from their issue date. The exercise price with respect to the warrants is $20.00 per share. The exercise price for the warrants is subject to adjustment upon certain events, such as stock splits, combinations, dividends, distributions, reclassifications, mergers or other corporate change and dilutive issuances. Upon certain fundamental events, the warrants could be redeemed by the holders of the warrants at fair market value estimated using Black Scholes. Series C Preferred Stock The Series C Preferred Stock rank pari passu with our Series A Preferred Stock and our Series B Preferred Stock with respect to dividend rights and/or rights upon distributions, liquidation, dissolution or winding up of the Company and have the same terms and preferences as the Series A Preferred Stock and Series B Preferred Stock except for the following: Conversion Rights of Series C Preferred Stock On each of March 12, 2015, March 24, 2015, April 12, 2015 and April 24, 2015, upon the Company’s failure to meet certain conditions (including the Company’s common stock failing to maintain a minimum trading price and the common stock failing to maintain certain trading volumes) during the period between the initial issuance date of the Series C Preferred Stock and the relevant determination date, the holders of Series C Preferred Stock shall have the right to require the Company, by written notice, to redeem in cash up to $300,000 of the Series C Preferred Stock, at a price equal to the sum of (i) the stated value of Series C Preferred Stock to be redeemed multiplied by 105% (for redemptions occurring within the first thirty days of the initial issuance date) or 110% (for redemptions occurring during the period between thirty and sixty days of the initial issuance date) plus (ii) all accrued and unpaid dividends thereon until the date of the redemption. On both March 12, 2015, and March 24, 2015, the Company met all conditions. Conversions and Balance of Outstanding Series C Preferred Stock As of March 31, 2015, 210,280 shares of the Series C Preferred Stock and 14,720 shares of the Series C Preferred Stock issued as dividends have been converted into 88,251 shares of our common stock. As of March 31, 2015, 1,589,720 shares of the Series C Preferred Stock remain outstanding. As a result of the conversion, the preferred stock value, net of discounts, and the derivative liability arising from the conversion feature were extinguished. The Company recorded the fair value of the common stock issued upon conversion which resulted in a deemed dividend of $184,000 that was recorded as a charge to additional paid in capital. | 12 PREFERRED STOCK In March 2013, by approval of the majority of the shareholders, the Company was authorized to issue 10,000,000 shares of “Blank Check” preferred stock, par value $0.00001 per share. On December 30, 2014, 3,000,000 shares were designated as authorized Series A Convertible Preferred Stock. Series A Convertible Preferred Stock On December 30, 2014, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with 31 Group, LLC (“31 Group”) pursuant to which the Company sold to 31 Group, for a purchase price of $750,000, 750,000 shares of Series A Convertible Preferred Stock, par value $0.00001 per share (the “Series A Preferred Stock”) and warrants (the “Warrants”) to purchase 37,500 shares of common stock. The Company also issued to 31 Group 3,315 shares of common stock in consideration of 31 Group’s execution and delivery of the Purchase Agreement (the “Commitment Shares”). The offer and sale of the Series A Preferred Stock, the common stock issuable upon conversion of the Series A Preferred Stock and the Commitment Shares were made pursuant to the Shelf Registration Statement. The Warrants are exercisable immediately for a period of five years from their issue date. The exercise price with respect to the warrants is $20.00 per share. The exercise price for the warrants is subject to adjustment upon certain events, such as stock splits, combinations, dividends, distributions, reclassifications, mergers or other corporate change and dilutive issuances. Upon certain fundamental events, the warrants could be redeemed by the holders of the warrants at fair market value estimated using Black Scholes. Holder Optional Redemption after Maturity Date At any time from and after the tenth business day prior to the maturity date, December 30, 2015, any holder may require the Company to redeem all or any number of Series A Preferred Stock held by such holder at a purchase price equal to 105% of the conversion amount. Ranking The Series A Preferred Stock will rank with respect to dividend rights and/or rights upon distributions, liquidation, dissolution or winding up of the Company senior to all of the Company’s common stock and other classes of capital stock, unless the holders of a majority of the outstanding shares of Series A Preferred Stock consent to the creation of parity stock or senior preferred stock. Liquidation Preference of Series A Preferred Stock Upon the voluntary or involuntary liquidation, dissolution or winding up of the Company, before the payment of any amount to the holder of shares of junior stock, but pari passu with any parity stock, the holders of Series A Preferred Stock are entitled to receive an amount equal to the greater of (i) the stated value of the Series A Preferred Stock or (ii) the amount the holder of Series A Preferred Stock would receive if such holder converted the Series A Preferred Stock into common stock immediately prior to the date of the liquidation event, including accrued and unpaid dividends. Dividends on Series A Preferred Stock Holders of Series A Preferred Stock shall be entitled to receive from the first date of issuance of the Series A Preferred Stock cumulative dividends at a rate of 7.0% per annum on a compounded basis. The Company shall have the right to pay dividends in cash or shares of common stock on the Maturity Date or in cash on any applicable redemption date or, with respect to Series A Preferred Stock subject to conversion into common stock, as part of the conversion amount. Redemption of Series A Preferred Stock Upon the occurrence of certain triggering events as defined in the certificate of designation, the holder of Series A Preferred Stock shall have the right to require the Company, by written notice, to redeem all or any of the shares of Series A Preferred Stock at a price equal to the greater of (i) 125% of the conversion amount to be redeemed and (ii) the product of (a) the conversion amount divided by 85% of the average of the five (5) lowest volume weighted average prices of the common stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice multiplied by (b) 125% of the greatest closing sale price of the common stock on any trading day during the period commencing on the date immediately preceding such triggering event and ending on the date the Company makes the entire redemption payment to the holder of Series A Preferred Stock. Upon the occurrence of a change in control of the Company, a holder of Series A Preferred Stock shall have the right to require the Company to redeem all or any portion of the Series A Preferred Stock at a price equal to 125% of the stated value of the Series A Preferred Stock. In addition, so long as certain conditions do not exist (including the Company shall have timely delivered any Common Stock upon the conversion of the Series A Preferred Stock), then the Company shall have the right to redeem all, but not less than all, of the Series A Preferred Stock outstanding in cash at a price equal to the sum of (i) 125% of the stated value of the Series A Preferred Stock and (ii) all accrued and unpaid dividends thereon. At any time from and after the tenth (10) business day prior to the date of maturity, a holder of the Series A Preferred Stock may require the Company to redeem all or any number of Series A Preferred Stock shares held by such holder at a purchase price equal to 105% of the conversion amount of such Series A Preferred Stock shares. Conversion Rights of Preferred Stock A holder of Series A Preferred Stock shall have the right to convert the Series A Preferred Stock, in whole or in part, upon written notice to the Company at a conversion price equal to the lower of (i) $20.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the Common Stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). Fundamental Transaction The Company shall use its commercially reasonable efforts to not enter into a “fundamental transaction” unless the successor entity assumes the obligations of the Company under the Certificate of Designations and the successor entity (including its parent entity) is a publicly traded company whose shares of common stock are quoted or listed on an eligible national securities exchange. Upon a change of control of the Company, a holder of Series A Preferred Stock shall have the right to require the Company to redeem all or any portion of the Series A Preferred Stock at the applicable premium redemption price. A fundamental transaction is a transaction in which (i) the Company, directly or indirectly, in one or more related transactions, (a) consolidates or merges with or into any other entity (except where the Company is the surviving entity), (b) sells, leases, licenses, assigns, transfers, conveys or otherwise disposes of all or substantially all of its properties or assets to any other entity, (c) allows any other entity to make a purchase, tender or exchange offer that is accepted by such holders of more than 50% of the outstanding shares of voting stock of the Company (not including any shares of voting stock of the Company held by the entity making or party to, or associated or affiliated with the entity making or party to, such purchase, tender or exchange offer), or (d) consummates a stock or share purchase agreement or other business combination (including, without limitation, a reorganization, recapitalization, spin-off or scheme of arrangement) with any other entity whereby such other entity acquires more than 50% of the outstanding shares of voting stock of the Company (not including any shares of voting stock of the Company held by the other entity making or party to, or associated or affiliated with the other entity making or party to, such stock or share purchase agreement or other business combination), or (e) reorganizes, recapitalizes or reclassifies the Common Stock (which shall not include a reverse stock split), or (ii) any “person” or “group” (as these terms are used for purposes of Sections 13(d) and 14(d) of the Exchange Act of 1934, as amended, (the “Exchange Act”) and the rules and regulations promulgated thereunder) is or shall become the “beneficial owner” (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of 50% of the aggregate ordinary voting power represented by issued and outstanding voting stock of the Company. Voting Rights Holders of Series A Preferred Stock shall have no voting rights. |
EQUITY
EQUITY | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Equity [Abstract] | ||
Stockholders Equity Note Disclosure [Text Block] | NOTE 11 EQUITY Delisting Notice On February 9, 2015, the Company received a written notification (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) relating to the minimum bid requirements as the Company’s closing bid price was below $1.00 per share for the previous thirty (30) consecutive business days. Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has been granted a 180 calendar day compliance period, or until August 10, 2015, to regain compliance with the minimum bid price requirements. During the compliance period, the Company’s shares of common stock will continue to be listed and traded on the Nasdaq Capital Market. To regain compliance, the closing bid of the Company’s shares of common stock must meet or exceed $1.00 per share for at least ten (10) consecutive business days during the 180 calendar day grace period. If the Company is not in compliance by August 10, 2015, the Company may be afforded a second 180 calendar day grace period. To qualify, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the minimum bid price requirements. In addition, the Company would be required to notify Nasdaq of its intent to cure the minimum bid price deficiency by effecting a reverse stock split, if necessary. If the Company does not regain compliance within the allotted compliance period(s), including any extensions that may be granted by Nasdaq, Nasdaq will provide notice that the Company’s shares of common stock will be subject to delisting. The Company intends to monitor its closing bid price for its common stock between now and August 10, 2015, and will consider available options to resolve the Company’s noncompliance with the minimum bid price requirement, as may be necessary. There can be no assurance that the Company will be able to regain compliance with the minimum bid price requirement or will otherwise be in compliance with other Nasdaq listing criteria. Equity Distribution Agreement On February 23, 2015, the Company delivered notice to Roth Capital Partners, LLC (“Roth”) terminating the Equity Distribution Agreement effective as of February 23, 2015. The Company previously entered into the Equity Distribution Agreement with Roth on November 19, 2014 and amended on December 30, 2014. The Company also filed a supplement to the Prospectus Supplement terminating the offering with respect to the $1,000,000 of the Company’s common stock issuable to Roth under the Equity Distribution Agreement. No shares of the Company’s common stock were sold to Roth by the Company during the term of the Equity Distribution Agreement. Warrants and Options Number of Weighted Outstanding January 1, 2015 557,997 $ 96.78 Granted 152,250 19.70 Exercised Forfeited or Expired (7,429 ) 192.50 Outstanding, March 31, 2015 702,818 79.00 Exercisable, March 31, 2015 670,816 $ 81.50 | 13 EQUITY April 2014 Offering On April 22, 2014, the Company closed an underwritten public offering of 526,500 shares of common stock, at a purchase price to the public of $19.00 per share, for net proceeds to the Company, after deducting underwriter discounts and offering expenses, of $8,816,000. Roth Capital Partners and Feltl and Company acted as underwriters for the offering. Reduction in Authorized Shares On June 11, 2014, the Board approved a resolution to amend the Corporation’s Certificate of Incorporation, declaring said resolution to be advisable, and calling for the submission of the following resolution to the shareholders to authorize the Board to decrease the number of authorized shares of common stock from 300,000,000 shares to 100,000,000 shares. Purchase Agreements and Registration Rights Agreement with Lincoln Park $1,000,000 Purchase Agreement On September 22, 2014, the Company entered into a Purchase Agreement with Lincoln Park Capital Fund (“Lincoln Park”), pursuant to which we offered 50,000 shares of common stock to Lincoln Park at a price of $20.00 per share, for an aggregate purchase price of $961,000 net of expenses. The closing of the transaction occurred on September 24, 2014. The Company issued the 50,000 shares of common stock pursuant to the Company’s registration statement on Form S-3 that was declared effective on August 31, 2014 (the “Shelf registration Statement”). $ On September 19, 2014, the Company entered into a Purchase Agreement (the “$15M Purchase Agreement”) and a registration rights agreement with Lincoln Park. In consideration for entering into the transaction, the Company issued 17,500 shares of its common stock to Lincoln Park as a commitment fee upon execution of the $15M Purchase Agreement. The Company recorded $346,000 as a prepaid expense based upon a stock price of $19.80 on the date of issuance. Lincoln Park also agreed to purchase up to $15,000,000 of shares of common stock over the 24-month term of the $15M Purchase Agreement. The $15M Purchase Agreement provides that, from time to time over the term of the $15M Purchase Agreement, on any business day, as often as every other business day, and at its sole discretion, the Company may require Lincoln Park to purchase up to 10,000 shares of common stock (a “Regular Purchase”); provided, however, that (i) a Regular Purchase may be increased to up to 15,000 shares of common stock provided that the closing sale price of common stock is not below $20.00 on the purchase date, (ii) a Regular Purchase may be increased to up to 20,000 shares of common stock provided that the closing sale price of common stock is not below $22.50 on the purchase date and (iii) a Regular Purchase may be increased to up to 25,000 shares of common stock provided that the closing sale price of common stock is not below $30.00 on the purchase date; and provided, further, that the aggregate price of any Regular Purchase shall not exceed $1,000,000. The Company may not sell any shares of its common stock as a Regular Purchase on a date in which the closing sale price of its common stock is below $15.00. The purchase price for Regular Purchases shall be equal to the lesser of (i) the lowest sale price of common stock on the purchase date and (ii) the average of the three (3) lowest closing sale prices of common stock during the ten (10) business days prior to the purchase date, as reported on the NASDAQ Capital Market. The Company also has the right, at its sole discretion, to require Lincoln Park to make an accelerated purchase on the business day following the purchase date of a Regular Purchase in an amount up to the lesser of (i) 200% of the number of shares of common stock purchased as a Regular Purchase and (ii) 30% of the trading volume of common stock on such accelerated purchase date, provided that the closing price of common stock equals or exceeds $15.00 on such accelerated purchase date, as reported on the NASDAQ Capital Market. The purchase price per share of common stock for any accelerated purchase will be equal to the lesser of (i) the closing sale price of common stock on the accelerated purchase date and (ii) 95% of the volume weighted average price of common stock on the accelerated purchase date. On October 3, 2014, the Company filed a registration statement on Form S-1 with the SEC to register 478,291 shares of the Company’s common stock for sale to Lincoln Park under the $15M Purchase Agreement and 17,500 shares of common stock issued to Lincoln Park on September 19, 2014 as a commitment fee. On October 20, 2014, the SEC declared this registration statement effective. As of December 31, 2014, the Company has drawn down $145,000 and issued 10,000 shares of common stock under the $15M Purchase Agreement. The Lincoln Park prepaid expense was $294,000 as of December 31, 2014, representing a decrease of $52,000 from the initial recording of $346,000. The Company is amortizing the prepaid balance to additional paid in capital on a straight line basis over the term of the agreement. $1,331,500 Purchase Agreement On November 25, 2014, the Company entered into a purchase agreement, pursuant to which the Company sold to Lincoln Park, certain officers and directors of the Company (the “Affiliate Purchasers”) and certain other investors (the “Other Investors”) an aggregate of $1,331,500 of the Company’s common stock,. The Company received net proceeds of $1,311,500 after deducting $20,000 in expenses associated with the purchase agreement. Pursuant to the Purchase Agreement, Lincoln Park purchased 50,000 shares of Common Stock at a purchase price of $12.50 per share, the Affiliate Purchasers purchased 24,599 shares of Common Stock at a purchase price of $13.70 per share and the Other Investors purchased 29,560 shares of Common Stock at a purchase price of $12.50 per share pursuant to the Company’s Shelf Registration Statement. Equity Distribution Agreement with Roth Capital Partners, LLC On November 18, 2014, we entered into an Equity Distribution Agreement (the “Equity Distribution Agreement”) with Roth Capital Partners, LLC (“Roth”), pursuant to which the Company may sell from time to time up to $10,000,000 of shares of common stock (the “Shares”), through Roth (the “Offering”). The Equity Distribution Agreement was amended on December 29, 2014 to change the amount of the Offering to up to $1,000,000. Effective February 23, 2015, the Company terminated the Equity Distribution Agreement with Roth. Issuance of common stock to 31 Group On December 30, 2014, the Company issued 3,315 shares of its common stock in consideration of 31 Group’s execution and delivery of the Purchase Agreement (See Note 12 Series A Convertible Preferred Stock). Stock Options Equity Incentive Plans: The Company’s stock option plans provide for the grant of options to purchase shares of common stock to officers, directors, other key employees and consultants. The purchase price may be paid in cash or “net settled” in shares of the Company’s common stock. In a net settlement of an option, the Company does not require a payment of the exercise price of the option from the optionee, but reduces the number of shares of common stock issued upon the exercise of the option by the smallest number of whole shares that has an aggregate fair market value equal to or in excess of the aggregate exercise price for the option shares covered by the option exercised. Options generally vest over a three year period from the date of grant and expire ten years from the date of grant. A summary of the Company’s historical stock option plan activity as of December 31, 2014 is as follows: Plan Name Options Options Shares Shares Options 2004 14,286 14,286 6,746 4,683 2,858 2005 14,286 14,286 1,000 5,858 7,429 2006 31,429 31,011 631 7,224 23,156 2007 2,857 2,572 429 2,143 2009 28,572 35,844 1,005 11,312 23,529 2013 90,630 41,323 4,555 36,768 Total 182,060 139,322 9,382 34,061 95,883 Under ASC 718, the weighted average fair value of options granted was $12.20 and $19.90 for options granted in 2014 and 2013, respectively. Each option is estimated on the date of grant, using the Black-Scholes model and the following assumptions (all in weighted averages): 2014 2013 Exercise price $ 14.20 $ 24.30 Volatility 118 % 109 % Risk-free interest rate 1.63 % 1.37 % Expected dividend yield 0 % 0 % Expected term (years) 6 6 The risk-free rate is based on the rate for the U.S. Treasury note over the expected term of the option. The expected term for employees represents the period of time that options granted are expected to be outstanding using the simplified method, for non-employee options the expected term is the full term of the option. Expected volatility is based on the average of the weekly share price changes over the shorter of the expected term or the period from the placement on London Stock Exchange’s AIM Market to the date of the grant. The forfeiture rate is based on historical data related to prior option grants, as we believe such historical data will be similar to future results. A summary of the status of the Company’s stock option plans for the years ended December 31, 2014 and 2013 is as follows: Number of Weighted Options Outstanding January 1, 2013 70,091 $ 381.50 Granted 33,417 24.30 Exercised Forfeited or Expired (5,209 ) 131.60 Options outstanding, December 31, 2013 98,299 280.50 Exercisable, December 31, 2013 57,127 $ 447.90 Options Outstanding, January 1, 2014 98,299 $ 280.50 Granted 10,760 14.20 Exercised Forfeited or Expired (13,178 ) 158.70 Options outstanding, December 31, 2014 95,881 266.80 Exercisable, December 31, 2014 65,614 $ 376.00 Summary information regarding the options outstanding and exercisable at December 31, 2014 is as follows: Outstanding Exercisable Range of Exercise Prices Number Weighted Average Weighted Number Weighted $10.50 80.50 47,461 8.41 $ 29.40 20,470 $ 47.30 84.00 238.00 22,307 5.06 147.40 19,031 147.40 350.00 700.00 23,528 1.19 688.30 23,528 688.30 1,225.00 2,887.50 2,585 2.02 1,819.80 2,585 1,819.80 95,881 65,614 Under the provisions of ASC 718, the Company recorded approximately $625,000 and $796,000 of stock based compensation expense for the years ended December 31, 2014 and 2013, respectively. Stock based compensation for employees was approximately $305,000 and $421,000 and stock based compensation expense for non-employees was approximately $320,000 and $375,000 for the years ended December 31, 2014 and 2013, respectively. As of December 31, 2014 and 2013, there was approximately $0.6 million and $1.2 million, respectively, of unrecognized compensation cost related to non-vested options under the plans. In 2014 and 2013, no options were exercised. The intrinsic value of options exercisable at December 31, 2014 and 2013 was $0 and $0, respectively. The total fair value of shares vested during 2014 and 2013 was $830,000 and $846,000, respectively. We had approximately $0.6 million of unrecognized stock-based compensation expense related to unvested stock options, net of estimated forfeitures, as of December 31, 2014, which we expect to be recognized over the next three years. Deferred tax benefits recognized from the timing difference of recognizing stock based compensation expense per the financial statements compared to the income tax return has been fully reserved for as the Company is in a net loss position. No windfall tax benefits have been recognized for the exercise of stock options. Warrants: The Company has issued warrants, outside of the equity incentive plans, at exercise prices equal to or greater than market value of the Company’s common stock at the date of issuance. A summary of the warrant and option activity is as follows: Number of Weighted Warrants Outstanding January 1, 2013 59,431 $ 259.00 Granted 365,272 66.10 Exercised (87 ) 3.50 Forfeited or Expired Warrants Outstanding, December 31, 2013 424,616 65.30 Exercisable, December 31, 2013 424,616 $ 65.30 Warrants Outstanding, January 1, 2014 424,616 $ 65.30 Granted 37,500 20.00 Exercised Forfeited or Expired Warrants Outstanding, December 31, 2014 462,116 61.60 Exercisable, December 31, 2014 462,116 $ 61.60 Summary information regarding the warrants as of December 31, 2014 is as follows: Exercise Price Number Weighted Average $3.50 7,074 3.65 $20.00 37,500 5.00 $21.88 17,145 3.89 $55.00 57,144 1.13 $68.70 326,680 3.66 $78.70 1,429 0.28 $8.75 14,286 3.04 $350.00 858 2.20 Exercisable, December 31, 2014 462,116 |
RETIREMENT PLAN
RETIREMENT PLAN | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | 14 RETIREMENT PLAN The Company has a 401(k) plan for all full-time employees who have attained the age of 21 and completed 90 days. The Company does not provide any match for the 401(k). |
COMMITMENTS
COMMITMENTS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments Disclosure [Text Block] | NOTE 9 COMMITMENTS The Company's office rental, deployment sites and warehouse facilities expenses aggregated approximately $107,000 and $86,000 for the three months ended March 31, 2015 and 2014, respectively. The leases will expire on different dates from 2016 through 2019. The Company also entered into contract agreements with one of its principal vendors to provide parts for production. Total obligation of purchasing parts under contractual agreements, minimum future annual rentals, exclusive of real estate taxes and related costs, are approximately as follows: Twelve Months 2016 $ 2,052,000 2017 $ 127,000 2018 $ 84,000 2019 $ 87,000 2020 $ 66,000 $ 2,416,000 | 15 COMMITMENTS The Company’s office rental, deployment sites and warehouse facilities expenses aggregated approximately $437,000 and $304,000 of which $0 and $83,000 was capitalized during the years ended December 31, 2014 and 2013, respectively. The leases will expire on different dates from 2015 through 2019. The company also entered into contract agreements with one of its principal vendors to provide parts for production totaling $1,634,000. Year Ending December 31, 2015 $ 2,069,000 2016 217,000 2017 84,000 2018 87,000 2019 66,000 $ 2,523,000 The Company has an employment agreement with its CEO, John Coleman, for a term of three years with automatic renewals unless terminated. Mr. Coleman’s agreement was effective on August 1, 2011. It provides that he will receive a salary of no less than $250,000 per year, subject to annual increases as determined by the Board. In addition, he is entitled to incentive compensation not to exceed two times his base salary. The incentive compensation is payable in shares of common stock at the Company’s discretion. He is also entitled to participate in all other benefits that the Company may provide to other senior executives. The agreement contains a non-compete and non-solicitation agreement. On February 17, 2015, John Coleman resigned from his position of Chief Executive Officer effective immediately. Mr. Coleman’s resignation was not a result of any disagreements with the Company. Mr. Coleman will stay on the xG Board and manage the governmental/expeditionary portions of the business. In connection with this transition, on February 17, 2015, the Company’s Board of Directors (the “Board”) appointed George Schmitt, the Company’s Executive Chairman, to the role of Chief Executive Officer. Mr. Schmitt will perform the services and duties that are normally and customarily associated with the Chief Executive Officer position, as well as other duties as the Board reasonably determines. |
CONCENTRATIONS
CONCENTRATIONS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Risks and Uncertainties [Abstract] | ||
Concentration Risk Disclosure [Text Block] | NOTE 14 CONCENTRATIONS During the three months ended March 31, 2015, the Company recorded revenue from individual sales or services rendered of $534,000 (91%) in excess of 10% of the Company’s total sales to a related party. At March 31, 2015, approximately 91% of net accounts receivable was due from two customers broken down individually as follows; $316,000 (57%) to a related party and $190,000 (34%) to an unrelated party. During the three months ended March 31, 2015, approximately 100% of the Company’s inventory purchases were derived from three vendors. | 16 CONCENTRATIONS During the year ended December 31, 2014, the Company recorded sales to two customers of $204,000 (32%) and $100,000 (16%) in excess of 10% of the Company’s total sales. The Company also recorded consulting revenue of which $200,000 (32%) came from one customer. At December 31, 2014, approximately 97% of net accounts receivable was due from four customers broken down individually as follows; $289,000 (41%), $190,000 (27%), $172,000 (24%) and $33,000 (5%). During the year ended December 31, 2014, approximately 33% of the inventory purchases were derived from three vendors broken down individually as follows; $239,000 (13%), $188,000 (10%) and $178,000 (10%). |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions Disclosure [Text Block] | NOTE 13 RELATED PARTY TRANSACTIONS MBTH On April 29, 2014, the Company entered into a management agreement (the “Management Agreement”) with MB Technology Holdings, LLC (“MBTH”), pursuant to which MBTH agreed to provide certain management and financial services to the Company for a monthly fee of $25,000. The Management Agreement was effective January 1, 2014. The Company incurred fees related to the Management Agreement of $75,000 and $75,000, respectively, for the three months ended March 31, 2015 and 2014. As of March 31, 2015, MBTH owned approximately 32.09% of the Company’s outstanding shares. Roger Branton, the Company’s Chief Financial Officer, and George Schmitt, the Company’s Executive Chairman and, effective as of February 17, 2015, Chief Executive Officer, are directors of MBTH, and Richard Mooers, a director of the Company, is the CEO and a director of MBTH. During the three months ended March 31, 2015, MBTH incurred no new liabilities on behalf of the Company under the 2011 assumption of liability agreement with MBTH. From January 1, 2015 to March 31, 2015, the Company repaid MBTH $0 for liabilities previously paid by MBTH. The due to related party balance was $264,000 as of March 31, 2015. The Company agreed to award MBTH a 3% cash success fee if MBTH arranges financing for the Company or arranges a merger, consolidation or sale by the Company of substantially all of the assets. On February 24, 2015, MBTH invoiced the Company for $700,000 in fees associated with equity financings through April 16, 2014 at a rate of 3% per financing less certain discounts. The Company also accrued for an additional fee of approximately $109,000 for equity financings between April 17, 2014 and December 31, 2014. The balance of $809,000 was recorded as an expense in general and administrative expenses and included in due to related parties as of December 31, 2014. The Company accrued approximately $90,000 for equity financings between January 1, 2015 and March 31, 2015. George Schmitt Due to Related Party On December 30, 2014, the Company received a $245,000 loan from George Schmitt, Chairman of the Board and, effective as of February 17, 2015, Chief Executive Officer. This amount was recorded as a due to related parties on the financial statements. On January 8, 2015, the Company repaid $100,000 of the $245,000 due to related party balance owed to George Schmitt. On January 29, 2015 and February 13, 2015, the Company received an aggregate of $700,000 from certain family members of George Schmitt, Chairman of the Board and Chief Executive Officer (effective as of February 17, 2015). This amount was recorded as a short term loan in due to related parties. On February 23, 2015, George Schmitt transferred the balance of his $145,000 loan to certain family members bringing the total the Company owed to certain family members to $845,000. The $845,000 loan was settled through the issuance of 845,000 shares of Series B Preferred Stock, 5,310 shares of common stock and warrants with respect to 42,250 underlying shares of common stock exercisable for five years at a price of $20.00 per share. Upon certain fundamental events, the warrants could be redeemed by the holders of the warrants at fair market value estimated using Black Scholes. On February 24, 2015, the 845,000 shares of the Series B Preferred Stock issued to certain family members of George Schmitt and 59,150 shares of the Series B Preferred Stock issued as dividends were converted into 222,792 shares of our common stock (See Note 10 Preferred Stock). As of March 31, 2015 none of the Series B Preferred Stock issued to certain family members of George Schmitt remains outstanding. On March 24, 2015, the Company received a $40,000 loan from George Schmitt, Chairman of the Board and, effective as of February 17, 2015, Chief Executive Officer. This amount was recorded in due to related parties. Issuance of common stock to MBTH On February 24, 2015, the company issued 399,114 shares of common stock to MBTH in consideration of converting $1,756,098 owed of the balance due to related parties at a conversion price of $4.40 per share. Deferred Revenue On October 16, 2013, the Company completed the first delivery of xMax comprehensive cognitive radio system, shipping equipment and providing engineering services required to fulfill the $179,000 purchase order that was received from rural broadband provider Walnut Hill Telephone Company on November 26, 2012. Larry Townes is Chairman of Townes Tele-Communications, Inc., the parent company of Walnut Hill Telephone Company. Given that Larry Townes was a director of xG Technology, at the time of the purchase order, the sale of equipment to Walnut Hill Telephone Company was, at the time it was entered into, considered to be a related party transaction. Due to Walnut Hill Telephone Company waiting for the equipment to meet certain technical specifications, the revenue from this transaction was considered deferred revenue as of December 31, 2014. On December 16, 2013, the Company sold xMax comprehensive cognitive radio system to Haxtun Telephone Company for $301,000 to fulfill a purchase order that was received on November 24, 2012. Larry Townes is Chairman of Townes Tele-Communications, Inc., the parent company of Haxtun Telephone Company. Given that Larry Townes was a director of xG Technology, at the time of the purchase order, the sale of equipment to Haxtun Telephone Company was, at the time it was entered into, considered to be a related party transaction. Due to Haxtun Telephone Company waiting for the equipment to meet certain technical specifications, the revenue from this transaction was considered deferred revenue as of December 31, 2014. On March 31, 2015, we shipped additional equipment purchased by Larry Townes and we received a partial payment for the equipment that had been previously delivered in those transactions as the purchasers indicated that the equipment met certain technical specifications associated with their networks. Previously, Walnut Hill Telephone Company and Haxtun Telephone Company did not intend to deliver payment until such technical specifications were satisfied. These specifications have now been satisfied and the deferred revenue has been recorded as revenue. | 17 RELATED PARTY TRANSACTIONS MBTH Due to Related Party As of December 31, 2014, MBTH owned approximately 24% of the Company’s outstanding shares. Roger Branton, the Company’s Chief Financial Officer, and George Schmitt, the Company’s Executive Chairman, are directors of MBTH, and Richard Mooers, a director of the Company, is the CEO and a director of MBTH. On April 29, 2014, the Company entered into a management agreement (the “Management Agreement”) with MB Technology Holdings, LLC (“MBTH”), pursuant to which MBTH agreed to provide certain management and financial services to the Company for a monthly fee of $25,000. The Management Agreement was effective January 1, 2014. The Company incurred fees related to the Management Agreement of $300,000 and $0, respectively, for the year ended December 31, 2014 and 2013. During the year ended December 31, 2014, the Company paid $225,000 of the fees under the Management Agreement and the remaining $75,000 was included in due to related parties at December 31, 2014. During the year ended December 31, 2014, MBTH did not fund any additional liabilities on behalf of the Company under the 2011 assumption of liability agreement with MBTH. During the year ended December 31, 2014, the Company repaid MBTH $280,000 for liabilities previously paid by MBTH and the balance due to MBTH under the 2011 assumption of liability agreement was $931,000 as of December 31, 2014 which is included in due to related parties. The Company agreed to award MBTH a 3% cash success fee if MBTH arranges financing for the Company or arranges a merger, consolidation or sale by the Company of substantially all of the assets. On February 24, 2015, MBTH invoiced the Company for $700,000 in fees associated with equity financings through April 16, 2014 at a rate of 3% per financing less certain discounts. The Company also accrued for an additional fee of approximately $109,000 for equity financings between April 17, 2014 and December 31, 2014. The balance of $809,000 was recorded as an expense in general and administrative expenses and included in due to related parties. In December 2014, MBTH loaned the Company $50,000 for payroll related expenses. This balance was included in due to related parties. George Schmitt Due to Related Party On December 30, 2014, the Company received a $245,000 loan from George Schmitt, Chairman of the Board and, effective as of February 17, 2015, Chief Executive Officer. This amount was recorded in due to related parties. Deferred Revenue On October 16, 2013, the Company completed the first delivery of xMax comprehensive cognitive radio system, shipping equipment and providing engineering services required to fulfill the $179,000 purchase order that was received from rural broadband provider Walnut Hill Telephone Company on November 26, 2012. Larry Townes is Chairman of Townes Tele-Communications, Inc., the parent company of Walnut Hill Telephone Company. Given that Larry Townes was a director of xG Technology, at the time of the purchase order, the sale of equipment to Walnut Hill Telephone Company was, at the time it was entered into, considered to be a related party transaction. Due to Walnut Hill Telephone Company waiting for the equipment to meet certain technical specifications, the revenue from this transaction is considered deferred revenue as of December 31, 2014. On December 16, 2013, the Company sold xMax comprehensive cognitive radio system to Haxtun Telephone Company for $301,000 to fulfill a purchase order that was received on November 24, 2012. Larry Townes is Chairman of Townes Tele-Communications, Inc., the parent company of Haxtun Telephone Company. Given that Larry Townes was a director of xG Technology, at the time of the purchase order, the sale of equipment to Haxtun Telephone Company was, at the time it was entered into, considered to be a related party transaction. Due to Haxtun Telephone Company waiting for the equipment to meet certain technical specifications, the revenue from this transaction is considered deferred revenue as of December 31, 2014. Any transactions subsequent to Larry Townes resigning will not be considered related party transactions. Mooers Branton & Co. Incorporated On March 2, 2006, the Company entered into a management agreement (the “MBC Management Agreement”) with Mooers Branton & Co. Incorporated (“MBC”), a Florida corporation, pursuant to which MBC agreed to provide certain management and financial services to the Company for a monthly fee of $80,000. The MBC Management Agreement was terminated on January 1, 2014. The Company incurred fees related to the MBC Management Agreement of $0 and $720,000, respectively, for the year ended December 31, 2014 and 2013. MBC is beneficially controlled and operated by Richard Mooers, a director and Roger Branton, the Chief Financial Officer, of the Company. |
CONTINGENCIES
CONTINGENCIES | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Contingencies Disclosure [Text Block] | NOTE 15 CONTINGENCIES The Company is subject, from time to time, to claims by third parties under various legal theories. The defense of such claims, or any adverse outcome relating to any such claims, could have a material adverse effect on the Company’s liquidity, financial condition and cash flows. As of March 31, 2015, the Company did not have any legal actions pending. | 18 CONTINGENCIES The Company is subject, from time to time, to claims by third parties under various legal theories. The defense of such claims, or any adverse outcome relating to any such claims, could have a material adverse effect on the Company’s liquidity, financial condition and cash flows. For the years ended December 31, 2014 and 2013, the Company did not have any legal actions pending |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Subsequent Events [Abstract] | ||
Subsequent Events [Text Block] | NOTE 16 SUBSEQUENT EVENTS Reverse Stock Split On July 9, 2015, the Board approved a resolution to amend the Company’s Certificate of Incorporation and to authorize the Company to effect a reverse split of the Company’s outstanding common stock at a ratio of 1-for-10. On July 17, 2015, the Company effected a one-for-ten reverse stock split. Upon effectiveness of the reverse stock split, every 10 shares of outstanding common stock decreased to one share of common stock. Amendment of Warrants On July 20, 2015, and effective June 11, 2015, the Company amended the warrants issued to investors on December 30, 2014, February 11, 2015 and February 24, 2015 in connection with the Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock, respectively, to lower the exercise price from $20.00 per share to $11.50 per share, except for the warrants issued to certain family members of George Schmitt, which will remain at $20.00 per share. Conversions and Balances of Outstanding Series B Preferred Stock As of April 29, 2015, 1,195,000 shares of the Series B Preferred Stock and 83,650 of the Series B Preferred Stock issued as dividends have been converted into 405,499 shares of our common stock. As of July 20, 2015, all outstanding shares of the Series B Preferred Stock have been fully converted. Conversions and Balance of Outstanding Series C Preferred Stock As of July 20, 2015, 1,800,000 shares of the Series C Preferred Stock and 126,000 shares of the Series C Preferred Stock issued as dividends have been converted into 946,518 shares of our common stock. As of July 20, 2015, all outstanding shares of the Series C Preferred Stock have been fully converted Shares Issued Under S-8 Registration Statements On April 14, 2015, the Company filed an S-8 Registration Statement to register 350,000 shares of common stock under the 2013 Long Term Incentive Plan. From April 15, 2015 to June 30, 2015, the Company issued 301,402 shares of common stock to employees in lieu of paying $815,881 of payroll due to cost cutting measures; 17,456 shares of common stock to various consultants to pay $54,519 worth of services; and 189,904 shares of common stock to various employees of MBTH which reduced the due to related party balance by $52,130. A total of 12,239 registered shares remain under the April 14, 2015 S-8 Registration Statement On July 16, 2015, we filed an S-8 Registration Statement to register 100,000 shares of common stock under the 2015 Employee Stock Purchase Plan. From July 15, 2015 to July 20, 2015, the Company issued 24,991 shares of common stock to employees in lieu of paying $63,224 of payroll due to cost cutting measures. Short-Term Loan From April 1, 2015 to July 20, 2015, the Company received a total of $660,000 in loans from George Schmitt, Chairman of the Board and Chief Executive Officer. This amount was recorded in due to related parties. 8% Convertible Notes Overview. On June 11, 2015, the Company entered into a securities purchase agreement (the “June 2015 Purchase Agreement”) with a group of accredited investors pursuant to which the Company sold an aggregate of $1,166,666 in principal amount of 8% Original Issue Discount Convertible Notes (the “8% Convertible Notes”) for an aggregate purchase price of $1,050,000 (the “First Tranche”). The Company received net proceeds of $907,500 from the sale of the notes after deducting placement agent fees and other expenses. On July 14, 2015, the Company and the investors entered into an amendment to the June 2015 Purchase Agreement (the “Amendment”) pursuant to which the Company agreed to issue an additional $466,667 in principal amount of 8% Convertible Notes for a purchase price of $420,000 (the “Second Tranche”) for total net proceeds to the Company of $400,000. Maturity and Interest. The First Tranche of 8% Convertible Notes will mature on December 11, 2015 and the Second Tranche of 8% Convertible Notes will mature on January 14, 2016 (each, a “Maturity Date”), less any amounts converted or redeemed prior to the Maturity Date. If the 8% Convertible Notes are not repaid by the Company by the Maturity Date, the Maturity Date shall be automatically extended for an additional three-month period until March 11, 2016 and April 14, 2016 for the First Tranche and Second Tranche, respectively (such period, the “Extension Period”), which extension shall not be considered an event of default. The 8% Convertible Notes bear interest at a rate of 8% per annum, subject to increase to the lesser of 24% per annum or the maximum rate permitted under applicable law upon the occurrence of certain events of default. Conversion. Prepayments and Redemptions. Right to Participate in Future Financings. | 19 SUBSEQUENT EVENTS Conversions and Balances of Outstanding Series A Preferred Stock As of March 27 2015, $750,000 of the Series A Convertible Stock and $52,500 in dividends have been converted into 239,247 shares of common stock. As of March 27, 2015, all outstanding shares of the Series A Convertible Preferred Stock have been fully converted. Short Term Loans On January 8, 2015, the Company repaid $100,000 of the $245,000 due to related party balance owed to George Schmitt. On January 29, 2015 and February 13, 2015, the Company received an aggregate of $700,000 from certain family members of George Schmitt, Chairman of the Board and, effective as of February 17, 2015, Chief Executive Officer. This amount was recorded as a short term loan in due to related parties. On February 23, 2015, George Schmitt transferred the balance of his $145,000 loan to certain family members bringing the total the Company owed to certain family members to $845,000. The $845,000 loan was settled through the issuance of 845,000 shares of Series B Preferred Stock, 5,310 shares of common stock and warrants with respect to 42,250 underlying shares of common stock exercisable for five years at a price of $20.00 per share. The Warrants are exercisable immediately for a period of five years from their issue date. The exercise price with respect to the warrants is $20.00 per share. The exercise price for the warrants is subject to adjustment upon certain events, such as stock splits, combinations, dividends, distributions, reclassifications, mergers or other corporate change and dilutive issuances. Upon certain fundamental events, the warrants could be redeemed by the holders of the warrants at fair market value estimated using Black Scholes. $350,000 Purchase Agreement On February 11, 2015, the Company entered into a purchase agreement, pursuant to which the Company sold to 31 Group, 350,000 of the Company’s Series B Convertible Preferred Stock, par value $0.00001 per share (the “Series B Preferred Stock”) and warrants to purchase 17,500 shares of the Company’s common stock for a purchase price of $350,000. The Company also issued 2,462 shares of its common stock in consideration of 31 Group’s execution and delivery of the purchase agreement (the “Commitment Shares”). The Preferred Stock and the Commitment Shares were issued pursuant to the Company’s Shelf Registration Statement. The Warrants are exercisable immediately for a period of five years from their issue date. The exercise price with respect to the warrants is $20.00 per share. The exercise price for the warrants is subject to adjustment upon certain events, such as stock splits, combinations, dividends, distributions, reclassifications, mergers or other corporate change and dilutive issuances. Upon certain fundamental events, the warrants could be redeemed by the holders of the warrants at fair market value estimated using Black Scholes. Series B Preferred Stock The Series B Preferred Stock rank pari passu with our Series A Preferred Stock with respect to dividend rights and/or rights upon distributions, liquidation, dissolution or winding up of the Company and have the same terms and preferences as the Series A Preferred Stock except for the following: Conversion Rights of Series B Preferred Stock Conversions and Balances of Outstanding Series B Preferred Stock As of March 27 2015, $945,000 of the Series B Convertible Stock and $66,150 in dividends have been converted into 267,701 shares of our common stock. As of March 27, 2015, $250,000 of the Series B Preferred Stock remains outstanding. $1,800,000 Purchase Agreement On February 24, 2015, the Company entered into a purchase agreement, pursuant to which the Company sold to institutional investors, 1,800,000 of the Company’s Series C Convertible Preferred Stock, par value $0.00001 per share (the “Series C Preferred Stock”) and warrants to purchase 90,000 shares of the Company’s common stock for a purchase price of $1,800,000. The Company also issued 11,864 shares of its common stock in consideration of the investors’ execution and delivery of the purchase agreement (the “Commitment Shares”). The Preferred Stock and the Commitment Shares were issued pursuant to the Company’s Shelf Registration Statement. The Warrants are exercisable immediately for a period of five years from their issue date. The exercise price with respect to the warrants is $20.00 per share. The exercise price for the warrants is subject to adjustment upon certain events, such as stock splits, combinations, dividends, distributions, reclassifications, mergers or other corporate change and dilutive issuances. Upon certain fundamental events, the warrants could be redeemed by the holders of the warrants at fair market value estimated using Black Scholes. Series C Preferred Stock The Series C Preferred Stock rank pari passu with our Series A Preferred Stock and our Series B Preferred Stock with respect to dividend rights and/or rights upon distributions, liquidation, dissolution or winding up of the Company and have the same terms and preferences as the Series A and Series B Preferred Stock except for the following: Conversion Rights of Series C Preferred Stock On each of March 12, 2015, March 24, 2015, April 12, 2015 and April 24, 2015, upon the Company’s failure to meet certain conditions (including the Company’s common stock failing to maintain a minimum trading price and the common stock failing to maintain certain trading volumes) during the period between the initial issuance date of the Preferred Stock and the relevant determination date, the holders of Preferred Stock shall have the right to require the Company, by written notice, to redeem in cash up to $300,000 of the Preferred Stock, at a price equal to the sum of (i) the stated value of Preferred Stock to be redeemed multiplied by 105% (for redemptions occurring within the first thirty days of the initial issuance date) or 110% (for redemptions occurring during the period between thirty and sixty days of the initial issuance date) plus (ii) all accrued and unpaid dividends thereon until the date of the redemption. Conversions and Balance of Outstanding Series C Preferred Stock As of March 27, 2015, $168,224 of the Series C Convertible Stock and $11,776 in dividends have been converted into 68,422 shares of our common stock. As of March 27, 2015, $1,631,776 of the Series C Preferred Stock remains outstanding. Delisting Notice On February 9, 2015, the Company received a written notification (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”) indicating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) relating to the minimum bid requirements as the Company’s closing bid price was below $1.00 per share for the previous thirty (30) consecutive business days. Pursuant to Nasdaq Listing Rule 5810(c)(3)(A), the Company has been granted a 180 calendar day compliance period, or until August 10, 2015, to regain compliance with the minimum bid price requirements. During the compliance period, the Company’s shares of common stock will continue to be listed and traded on the Nasdaq Capital Market. To regain compliance, the closing bid of the Company’s shares of common stock must meet or exceed $1.00 per share for at least ten (10) consecutive business days during the 180 calendar day grace period. If the Company is not in compliance by August 10, 2015, the Company may be afforded a second 180 calendar day grace period. To qualify, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the minimum bid price requirements. In addition, the Company would be required to notify Nasdaq of its intent to cure the minimum bid price deficiency by effecting a reverse stock split, if necessary. If the Company does not regain compliance within the allotted compliance period(s), including any extensions that may be granted by Nasdaq, Nasdaq will provide notice that the Company’s shares of common stock will be subject to delisting. The Company intends to monitor its closing bid price for its common stock between now and August 10, 2015, and will consider available options to resolve the Company’s noncompliance with the minimum bid price requirement, as may be necessary. There can be no assurance that the Company will be able to regain compliance with the minimum bid price requirement or will otherwise be in compliance with other Nasdaq listing criteria. Management Transition Effective January 6, 2015, the board of directors of the Company appointed General James T. Conway as a member of the Board, filling the vacant seat on the Board. On February 17, 2015, John Coleman resigned from his position of Chief Executive Officer effective immediately. Mr. Coleman’s resignation was not a result of any disagreements with the Company. Mr. Coleman will stay on the xG Board and manage the governmental/expeditionary portions of the business. In connection with this transition, on February 17, 2015, the Company’s Board of Directors (the “Board”) appointed George Schmitt, the Company’s Executive Chairman, to the role of Chief Executive Officer. Mr. Schmitt will perform the services and duties that are normally and customarily associated with the Chief Executive Officer position, as well as other duties as the Board reasonably determines. Equity Distribution Agreement On February 24, 2015, the Company delivered notice to Roth Capital Partners, LLC (“Roth”) terminating the Equity Distribution Agreement effective as of February 23, 2015. The Company previously entered into the Equity Distribution Agreement with Roth on November 19, 2014 and amended on December 30, 2014. The Company also filed a supplement to the Prospectus Supplement terminating the offering with respect to the $1,000,000 of the Company’s common stock issuable to Roth under the Equity Distribution Agreement. No shares of the Company’s common stock were sold to Roth by the Company during the term of the Equity Distribution Agreement. Issuance of common stock to MBTH On February 24, 2015, the company issued 399,114 shares of common stock to MBTH in consideration of converting $1,756,098 owed of the balance due to related parties at a conversion price of $4.40 per share. Cost Reduction Initiatives On February 26, 2015, the Company announced that effective March 1, 2015, it will implement cost reduction initiatives that will include a decrease in the Company’s current full, part-time and contracted workforce. These initiatives will result in a reduction in monthly operating expenses to approximately $800,000 an improvement of over 30 percent. |
REVERSE STOCK SPLIT
REVERSE STOCK SPLIT | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders Equity Reverse Stock Split [Abstract] | |
Stockholders Equity Reverse Stock Split Disclosure [Text Block] | 20 REVERSE STOCK SPLIT On July 9, 2015, the Board approved a resolution to amend the Company’s Certificate of Incorporation and to authorize the Company to effect a reverse split of the Company’s outstanding common stock at a ratio of 1-for-10 one-for-ten reverse stock split |
ORGANIZATION AND SUMMARY OF S29
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | ||
Description of Business [Policy Text Block] | Description of Business xG Technology, Inc. (the “Company”) is a Delaware corporation that has developed a broad portfolio of innovative intellectual property that we believe will enhance wireless communications. The Company’s intellectual property is embedded in proprietary software algorithms designed to offer cognitive interference mitigation and spectrum access solutions to organizations in a wide variety of industries, including national defense and rural broadband, which represent the primary vertical markets that the Company is initially targeting. | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited financial statements were prepared using generally accepted accounting principles for interim financial information and the instructions to Form 10-Q and Regulation S-X. Accordingly, these financial statements do not include all information or notes required by generally accepted accounting principles for annual financial statements and should be read in conjunction with the 2014 Financial Statements as filed on the Company's Annual Report on Form 10-K for the year ended December 31, 2014. The preparation of financial statements in conformity with these accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements; and the reported amounts of expenses during the reported period. Ultimate results could differ from the estimates of management. In the opinion of management, the unaudited financial statements included herein contain all adjustments necessary to present fairly the Company's financial position as of March 31, 2015 and the results of its operations and cash flows for the three months ended March 31, 2015 and 2014. Such adjustments are of a normal recurring nature. The results of operations for the three months ended March 31, 2015 may not be indicative of results for the full year. | |
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 estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | 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 estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. The Company’s cash balances exceeded the current insured amounts under the Federal Deposit Insurance Corporation of $250,000. | Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Credit Risk The Company does not have any off-balance-sheet concentrations of credit risk. Credit risk is the risk that counterparty will default on its contractual obligations resulting in financial loss to the company. The company’s credit risk is primarily attributable to its cash and accounts receivable. The Company’s policy is to maintain its cash with high credit quality financial institutions to limit its risk of loss exposure. During the year, the Company had cash balances in excess of the federally insured limits of $250,000. The funds are on deposit with Wells Fargo Bank, N.A. Consequently, the Company does not believe that there is a significant risk having these balances in one financial institution. The Company has not experienced any losses in its bank accounts through March 31, 2015. For customers, management assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. The majority of trade receivables are those of related parties and management does not expect any losses from non-performance of these parties. | Concentrations of Credit Risk for Cash The Company does not have any off-balance-sheet concentrations of credit risk. Credit risk is the risk that counterparty will default on its contractual obligations resulting in financial loss to the Company. The Company’s credit risk is primarily attributable to its cash and account receivables. The Company’s policy is to maintain its cash with high credit quality financial institutions to limit its risk of loss exposure. During the year, the Company had cash balances in excess of the federally insured limits of $250,000. The funds are on deposit with Wells Fargo Bank, N.A. Consequently, the Company does not believe that there is a significant risk having these balances in one financial institution. The Company has not experienced any losses in its bank accounts through December 31, 2014. For customers, management assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. |
Inventory, Policy [Policy Text Block] | Inventory Inventories, consisting principally of raw materials and finished goods, are carried at the lower of cost or market. Cost is determined using the first-in, first-out (FIFO) method. Raw materials consist of purchased parts, components and supplies. The Company evaluates inventory balances and adjusts inventory to the lower of cost or market based upon anticipated usage of the inventory and the potential for obsolescence. | Inventory Inventories, consisting principally of raw materials and finished goods, are carried at the lower of cost or market. Cost is determined using the first-in, first-out (FIFO) method. Raw materials consist of purchased parts, components and supplies. The Company evaluates inventory balances and adjusts inventory to the lower of cost or market based upon anticipated usage of the inventory and the potential for obsolescence. |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Intangible Assets Capitalized software costs incurred in the research, design and development of software for sale to others as a separate product or embedded in a product and sold as part of the product as a whole are charged to expense until technological feasibility is established and amortized on a straight-line basis over five years, beginning when the products are offered for sale or the enhancements are integrated into the products. Management is required to use its judgment in determining whether capitalized software costs meet the criteria for immediate expense or capitalization, in accordance with Generally Accepted Accounting Principles (“GAAP”). The unamortized capitalized costs of a computer software product are compared to the net realizable value of that product and any excess is written off. The Company’s proprietary software solutions operate in a fast changing industry that may generate unknown methods of detecting and monitoring disturbances that could render our technology inferior, resulting in the Company’s results of operations being materially adversely affected. The Company does, however, closely monitor trends and changes in technologies and customer demand that could adversely impact its competitiveness and overall success. It is reasonably possible that those estimates of anticipated future gross revenues, the remaining estimated economic life of the product, or both will be reduced significantly in the near term due to competitive pressures. As a result, the carrying amount of the capitalized software costs for the Company’s products may be reduced materially in the near term. Costs incurred for product enhancements are charged to expense as research and development until the technological feasibility of the enhancement has been established. These enhancements are amortized on a straight line basis over the useful life of the product enhancement which is currently estimated to be five years beginning when the enhancements are integrated into the products that are offered for sale. The Company’s software is inherently complex and may contain defects and errors that are only detectable when the products are in use. Such defects or errors could have a serious impact on our end customers, which could damage our reputation, harm our customer relationships and expose the Company to liability. Defects in the Company’s software could adversely affect our ability and that of our customers to ship products on a timely basis as well as customer or licensee demand for our products. Any such delays or declines in demand could reduce the Company’s revenues and harm our ability to achieve or sustain desired levels of profitability. We and our customers may also experience component or software failures or defects that could require significant product recalls, rework and/or repairs that are not covered by warranty reserves. In 2014, we began developing a new product, the CN3200 Dual Band Routing Modem (“CN3200”), formerly known as the xRM modem. On September 30, 2014, we received certification from the U.S. Federal Communications Commission in connection with the CN3200. Intellectual property is embedded in proprietary software algorithms that offer cognitive spectrum access and interference mitigation solutions. Patents and licenses are measured initially at purchase cost and are amortized on a straight line basis over their useful lives which range between 18.5 to 20 years. | Intangible Assets Capitalized software costs incurred in the research, design and development of software for sale to others as a separate product or embedded in a product and sold as part of the product as a whole are charged to expense until technological feasibility is established and amortized on a straight-line basis over five years, beginning when the products are offered for sale or the enhancements are integrated into the products. Management is required to use its judgment in determining whether capitalized software costs meet the criteria for immediate expense or capitalization, in accordance with Generally Accepted Accounting Principles (“GAAP”). The unamortized capitalized costs of a computer software product are compared to the net realizable value of that product and any excess is written off. The Company’s proprietary software solutions operate in a fast changing industry that may generate unknown methods of detecting and monitoring disturbances that could render our technology inferior, resulting in the Company’s results of operations being materially adversely affected. The Company does, however, closely monitor trends and changes in technologies and customer demand that could adversely impact its competitiveness and overall success. It is reasonably possible that those estimates of anticipated future gross revenues, the remaining estimated economic life of the product, or both will be reduced significantly in the near term due to competitive pressures. As a result, the carrying amount of the capitalized software costs for the Company’s products may be reduced materially in the near term. Costs incurred for product enhancements are charged to expense as research and development until the technological feasibility of the enhancement has been established. These enhancements are amortized on a straight line basis over the useful life of the product enhancement which is currently estimated to be five years beginning when the enhancements are integrated into the products that are offered for sale. The Company’s software is inherently complex and may contain defects and errors that are only detectable when the products are in use. Such defects or errors could have a serious impact on our end customers, which could damage our reputation, harm our customer relationships and expose the Company to liability. Defects in the Company’s software could adversely affect our ability and that of our customers to ship products on a timely basis as well as customer or licensee demand for our products. Any such delays or declines in demand could reduce the Company’s revenues and harm our ability to achieve or sustain desired levels of profitability. The Company and its customers may also experience component or software failures or defects that could require significant product recalls, rework and/or repairs that are not covered by warranty reserves. In 2014, the Company began developing a new product, the CN3200 Dual Band Routing Modem (“CN3200”), formerly known as the xRM modem. On September 30, 2014, the Company received certification from the U.S. Federal Communications Commission in connection with the CN3200. Intellectual property is embedded in proprietary software algorithms that offer cognitive spectrum access and interference mitigation solutions. Patents and licenses are measured initially at purchase cost and are amortized on a straight line basis over their useful lives which range between 18.5 to 20 years. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant and Equipment Property, plant and equipment are presented at cost at the date of acquisition. Depreciation is computed using the straight-line method over estimated useful asset lives, which range from 3 to 7 years commencing the month following the purchase. | Property, Plant and Equipment Property, plant and equipment are presented at cost at the date of acquisition. Depreciation is computed using the straight-line method over estimated useful asset lives, which range from 3 to 7 years commencing the month following the purchase. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets Long-lived assets including certain intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by that asset. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. | Impairment of Long-Lived Assets Long lived assets including certain intangible assets with finite lives are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the undiscounted future net cash flows expected to be generated by that asset. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Impairment of intangible assets amounted to $0 and $37,000 for the years ended December 31, 2014 and 2013, respectively. Impairment of property and equipment amounted to $0 and $896,000 for the years ended December 31, 2014 and 2013, respectively. |
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | Allowance for Doubtful Accounts In the event that management determines that a receivable becomes uncollectible, or events or circumstances change, which result in a temporary cessation of payments from the customer, we will make our best estimate of probable or potential losses in our accounts receivable balance using the allowance method for each quarterly period. Management will periodically review the receivables at the end of each quarterly reporting period and the appropriate accrual will be made based on current available evidence and historical experience. Allowance for doubtful accounts was $30,000 and $30,000 as of March 31, 2015 and December 31, 2014, respectively. | Allowance for Doubtful Accounts In the event that management determines that a receivable becomes uncollectible, or events or circumstances change, which result in a temporary cessation of payments from the customer, the Company will make a best estimate of probable or potential losses in accounts receivable balance using the allowance method for each quarterly period. Management will periodically review the receivables at the end of each quarterly reporting period and the appropriate accrual will be made based on current available evidence and historical experience. Allowance for doubtful accounts were $30,000 and $16,000 for the years ended December 31, 2014 and 2013, respectively. The Company wrote off $257,000 and $0 of accounts receivable to bad debt expense for the years ended December 31, 2014 and 2013, respectively. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company recognizes revenues when persuasive evidence of an arrangement exists, services have been rendered, the price is fixed and determinable, and collectability is reasonably assured. Revenues from management and consulting, time-and-materials service contracts, maintenance agreements and other services are recognized as the services are provided or at the time the goods are shipped and title has passed. | Revenue Recognition The Company recognizes revenues when persuasive evidence of an arrangement exists, services have been rendered, the price is fixed and determinable, and collectability is reasonably assured. Revenues from management and consulting, time-and-materials service contracts, maintenance agreements and other services are recognized as the services are provided or at the time the goods are shipped and title as passed. |
Research and Development Expense, Policy [Policy Text Block] | Development Expenses Development expenses consist primarily of salaries and related costs for technical and programming personnel, they are expensed as incurred and were $1,550,000 and $2,453,000 for the three months ended March 31, 2015 and 2014, respectively. | Development Expenses Development expenses consist primarily of salaries and related costs for technical and programming personnel, are expensed as incurred and were $7,597,000 and $5,468,000 for the years ended December 31, 2014 and 2013, respectively. |
Accounting for Preferred Stock Warrants [Policy Text Block] | Accounting for Warrants to Purchase Common Stock Warrants for the purchase of common stock in connection with the Series A Convertible Preferred Stock are carried at fair value and reported as a derivative liability on the accompanying balance sheets. Upon certain fundamental events the warrants could be redeemed at the option of the holder at fair market value estimated using Black Scholes. Changes in the fair value of warrants for the purchase of Series A Convertible Preferred Stock are included in other income (expense) in the statements of operations. | |
Accounting for Convertible Feature [Policy Text Block] | Accounting for Derivative Instruments The conversion feature was bifurcated from the Series A Preferred Stock as it was not considered to be clearly and closely related to the host agreement. The conversion feature had terms that require derivative liability classification on the balance sheet which is carried at fair value. Changes in the fair value of Convertible Feature for the purchase of the Series A Convertible Preferred Stock are included in other income (expense) on the statements of operations. | |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes using the assets and liability method. Accordingly, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in the tax rate is recognized in income or expense in the period that the change is effective. Tax benefits are recognized when it is probable that the deduction will be sustained. A valuation allowance is established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. The Company files a U.S. federal and state income tax return. The Company recognizes liabilities for uncertain tax positions based on the two-step process prescribed by GAAP. 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 requires the Company to estimate and measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company reevaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit, and new audit activity. Such a change in recognition or measurement would result in the recognition of a tax benefit or an additional charge to the tax provision in the period. The Company recognizes interest and penalties as incurred in finance income (expense), net in the Statements of Operations. There were no liabilities recorded for uncertain tax positions at March 31, 2015 and December 31, 2014. | Income Taxes The Company accounts for income taxes using the assets and liability method. Accordingly, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in the tax rate is recognized in income or expense in the period that the change is effective. Tax benefits are recognized when it is probable that the deduction will be sustained. A valuation allowance is established when it is more likely than not that all or a portion of a deferred tax asset will not be realized. The Company files a U.S. federal and state income tax return. The Company recognizes liabilities for uncertain tax positions based on the two-step process prescribed by GAAP. 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 requires the Company to estimate and measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company reevaluates these uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit, and new audit activity. Such a change in recognition or measurement would result in the recognition of a tax benefit or an additional charge to the tax provision in the period. The Company recognizes interest and penalties as incurred in finance income (expense), net in the Statements of Operations. There were no liabilities recorded for uncertain tax positions at December 31, 2014 and 2013. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock Based Compensation The Company accounts for stock-based awards to employees in accordance with applicable accounting principles, which requires compensation expense related to share-based transactions, including employee stock options, to be measured and recognized in the financial statements based on a determination of the fair value of the stock options. The grant date fair value is determined using the Black-Scholes-Merton (“Black-Scholes”) pricing model. For all employee stock options, the Company recognizes expense over the employee’s requisite service period (generally the vesting period of the equity grant). The Company’s option pricing model requires the input of highly subjective assumptions, including the expected stock price volatility, expected term, and forfeiture rate. Any changes in these highly subjective assumptions significantly impact stock-based compensation expense. Options awarded to purchase shares of common stock issued to non-employees in exchange for services are accounted for as variable awards in accordance with applicable accounting principles. Such options are valued using the Black-Scholes option pricing model. | Stock Based Compensation The Company accounts for stock-based awards to employees in accordance with applicable accounting principles, which requires compensation expense related to share-based transactions, including employee stock options, to be measured and recognized in the financial statements based on a determination of the fair value of the stock options. The grant date fair value is determined using the Black-Scholes-Merton (“Black-Scholes”) pricing model. For all employee stock options, the Company recognizes expense over the employee’s requisite service period (generally the vesting period of the equity grant). The Company’s option pricing model requires the input of highly subjective assumptions, including the expected stock price volatility, expected term, and forfeiture rate. Any changes in these highly subjective assumptions significantly impact stock-based compensation expense. Options awarded to purchase shares of common stock issued to non-employees in exchange for services are accounted for as variable awards in accordance with applicable accounting principles. Such options are valued using the Black-Scholes option pricing model |
Treasury Stock Policy [Policy Text Block] | Treasury Stock Shares of common stock repurchased are recorded at cost as treasury stock. When shares are reissued, the cost method is used for determining cost. In accordance with GAAP, the excess of the acquisition cost over the reissuance price of the treasury stock, if any, is recorded to additional paid-in capital, limited to the amount previously credited to additional paid-in capital, if any. Any excess is charged to accumulated deficit. | Treasury Stock Shares of common stock repurchased are recorded at cost as treasury stock. When shares are reissued, the cost method is used for determining cost. In accordance with GAAP, the excess of the acquisition cost over the reissuance price of the treasury stock, if any, is recorded to additional paid-in capital, limited to the amount previously credited to additional paid-in capital, if any. Any excess is charged to accumulated deficit. |
Earnings Per Share, Policy [Policy Text Block] | Earnings Per Share Basic earnings per common share amounts are based on weighted average number of common shares outstanding. Diluted earnings per share amounts are based on the weighted average number of common shares outstanding, plus the incremental shares that would have been outstanding upon the assumed exercise of all potentially dilutive stock options, warrants and convertible debt, subject to anti-dilution limitations. All such potentially dilutive instruments were anti-dilutive as of March 31, 2015 and December 31, 2014. At March 31, 2015 and December 31, 2014 approximately 1.57 million and 0.7 million shares, respectively, underlying the options, warrants, convertible debt and convertible preferred stock were anti-dilutive. | Earnings Per Share Basic earnings per common share amounts are based on weighted average number of common shares outstanding. Diluted earnings per share amounts are based on the weighted average number of common shares outstanding, plus the incremental shares that would have been outstanding upon the assumed exercise of all potentially dilutive stock options, warrants and convertible stock, subject to anti-dilution limitations. All such potentially dilutive instruments were anti-dilutive as of December 31, 2014 and 2013. At December 31, 2014 and 2013 approximately 0.7 million and 0.5 million shares underlying the convertible debentures, options and warrants were anti-dilutive. |
Guarantees, Indemnifications and Warranties Policies [Policy Text Block] | Warranty Reserve The Company established a warranty reserve policy effective for the fiscal year ending December 31, 2013. Although the Company tests its product in accordance with its quality programs and processes, its warranty obligation is affected by product failure rates and service delivery costs incurred in correcting a product failure. Should actual product failure rates or service costs differ from the Company’s estimates, which are based on limited historical data, where applicable, revisions to the estimated warranty liability would be required. The warranty reserve at March 31, 2015 and December 31, 2014 was $10,000 and $9,000, respectively. | Warranty Reserve Although the Company tests its product in accordance with its quality programs and processes, its warranty obligation is affected by product failure rates and service delivery costs incurred in correcting a product failure. Should actual product failure rates or service costs differ from the Company’s estimates, which are based on limited historical data, where applicable, revisions to the estimated warranty liability would be required. The warranty reserve for the fiscal year ending December 31, 2014 and 2013 was $9,000 and $8,000, respectively. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments Generally accepted accounting principles require disclosing the fair value of financial instruments to the extent practicable for financial instruments which are recognized or unrecognized in the balance sheet. The fair value of the financial instruments disclosed herein is not necessarily representative of the amount that could be realized or settled, nor does the fair value amount consider the tax consequences of realization or settlement. In assessing the fair value of financial instruments, the Company uses a variety of methods and assumptions, which are based on estimates of market conditions and risks existing at the time. For certain instruments, including cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses, it was estimated that the carrying amount approximated fair value because of the short maturities of these instruments. All debt is based on current rates at which the Company could borrow funds with similar remaining maturities and approximates fair value. GAAP establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use on unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is described below: Level 1 Quoted prices in active markets for identical assets or liabilities. Level 2 Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3 Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. | Fair Value of Financial Instruments Generally accepted accounting principles require disclosing the fair value of financial instruments to the extent practicable for financial instruments which are recognized or unrecognized in the balance sheet. The fair value of the financial instruments disclosed herein is not necessarily representative of the amount that could be realized or settled, nor does the fair value amount consider the tax consequences of realization or settlement. In assessing the fair value of financial instruments, the Company uses a variety of methods and assumptions, which are based on estimates of market conditions and risks existing at the time. For certain instruments, including cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses, it was estimated that the carrying amount approximated fair value because of the short maturities of these instruments. All debt is based on current rates at which the Company could borrow funds with similar remaining maturities and approximates fair value. GAAP establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use on unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is described below: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. Quoted Prices Significant Other Significant Carrying Assets: Cash $ 758,000 $ $ $ 758,000 Liabilities: Convertible note payable $ $ 29,000 $ $ 2,000,000 Preferred stock conversion $ $ $ 150,000 $ 150,000 Preferred stock warrants $ $ $ 120,000 $ 120,000 The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2013, consistent with the fair value hierarchy provisions: Quoted Prices Significant Other Significant Carrying Assets: Cash $ 5,517,000 $ $ $ 5,517,000 Liabilities: Convertible note payable $ $ 90,000 $ $ 2,000,000 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Principles We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, or JOBS Act. We will remain an emerging growth company for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenue exceed $1 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three-year period. Pursuant to Section 107 of the JOBS Act, we have elected to utilize the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. | Recently Issued Accounting Principles We are an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2012, or JOBS Act. We will remain an emerging growth company for up to five years, or until the earliest of (i) the last day of the first fiscal year in which our annual gross revenue exceed $1 billion, (ii) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange Act, which would occur if the market value of our common stock that is held by non-affiliates exceeds $700 million as of the last business day of our most recently completed second fiscal quarter or (iii) the date on which we have issued more than $1 billion in non-convertible debt during the preceding three-year period. Pursuant to Section 107 of the JOBS Act, we have elected to utilize the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers: Topic 606 Revenue Recognition In June 2014, the FASB issued Accounting Standards Update (ASU) No. 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. The amendments in the ASU require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Topic 718, Compensation Stock Compensation, as it relates to awards with performance conditions that affect vesting to account for such awards. The performance target should not be reflected in estimating the grant-date fair value of the award. Compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. Management is evaluating the effect, if any, on the Company’s financial position and results of operations. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2014, consistent with the fair value hierarchy provisions: Quoted Prices Significant Other Significant Carrying Assets: Cash $ 758,000 $ $ $ 758,000 Liabilities: Convertible note payable $ $ 29,000 $ $ 2,000,000 Preferred stock conversion $ $ $ 150,000 $ 150,000 Preferred stock warrants $ $ $ 120,000 $ 120,000 The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2013, consistent with the fair value hierarchy provisions: Quoted Prices Significant Other Significant Carrying Assets: Cash $ 5,517,000 $ $ $ 5,517,000 Liabilities: Convertible note payable $ $ 90,000 $ $ 2,000,000 |
INVENTORY (Tables)
INVENTORY (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Inventory Disclosure [Abstract] | ||
Schedule of Inventory, Current [Table Text Block] | Inventories included in the accompanying condensed balance sheet are stated at the lower of cost or market as summarized below: March 31, December 31, Raw materials consisting of purchased parts, components and supplies $ 1,815,000 $ 2,084,000 Finished goods 2,143,000 2,186,000 Sub-total inventories 3,958,000 4,270,000 Less inventory reserve (200,000 ) (200,000 ) Total Inventory net $ 3,758,000 $ 4,070,000 | Inventories included in the accompanying balance sheet are stated at the lower of cost or market as summarized below: December 31, 2014 December 31, 2013 Raw materials consisting of purchased parts, components and supplies $ 2,084,000 $ 2,461,000 Finished goods 2,186,000 455,000 Sub-total inventories 4,270,000 2,916,000 Less inventory reserve (200,000 ) Total inventory net $ 4,070,000 $ 2,916,000 |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Receivables [Abstract] | ||
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | Accounts receivable consist of the following: March 31, December 31, Accounts receivable $ 251,000 $ 252,000 Accounts receivable related parties 336,000 480,000 Sub-total accounts receivable 587,000 732,000 Allowance for doubtful accounts (30,000 ) (30,000 ) Net accounts receivable $ 557,000 $ 702,000 | Accounts receivable consist of the following: December 31, 2014 December 31, 2013 Accounts receivable $ 252,000 $ 324,000 Accounts receivable related party (see note 17) 480,000 480,000 732,000 804,000 Net allowance for doubtful accounts (30,000 ) (16,000 ) Net accounts receivable $ 702,000 $ 788,000 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | ||
Property, Plant and Equipment [Table Text Block] | Property and equipment consist of the following: Useful March 31, December 31, Cost: Furniture and equipment 3 7 years $ 3,059,000 $ 2,930,000 Accumulated depreciation: (2,177,000 ) (2,114,000 ) Property and equipment, net $ 882,000 $ 816,000 | Property and equipment consist of the following: Useful Life (years) December 31, 2014 2013 Cost: Furniture and equipment 3 7 years $ 2,930,000 $ 2,633,000 Accumulated depreciation (2,114,000 ) (1,827,000 ) Property and equipment, net $ 816,000 $ 806,000 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Intangible assets consist of the following: Software Development Costs Patents & Licenses Costs A.A. Cost A.A. Total Balance as of December 31, 2014 $ 16,455,000 $ (5,494,000 ) $ 12,378,000 $ (6,957,000 ) $ 16,382,000 Additions 625,000 625,000 Amortization (730,000 ) (166,000 ) (896,000 ) Balance as of March 31, 2015 $ 17,080,000 $ (6,224,000 ) $ 12,378,000 $ (7,123,000 ) $ 16,111,000 | Intangible assets consist of the following: Software Development Costs Patents & Licenses Cost A.A. Cost A.A. Total Balance as of December 31, 2012 $ 12,226,000 $ (1,261,000 ) $ 12,272,000 $ (5,629,000 ) $ 17,608,000 Additions 2,562,000 39,000 2,601,000 Impairments (36,000 ) (36,000 ) Amortization (1,313,000 ) (664,000 ) (1,977,000 ) Balance as of December 31, 2013 $ 14,788,000 $ (2,574,000 ) $ 12,275,000 $ (6,293,000 ) $ 18,196,000 Additions 1,667,000 103,000 1,770,000 Impairments Amortization (2,920,000 ) (664,000 ) (3,584,000 ) Balance as of December 31, 2014 $ 16,455,000 $ (5,494,000 ) $ 12,378,000 $ (6,957,000 ) $ 16,382,000 |
Finite-lived Intangible Assets Amortization Expense [Table Text Block] | Estimated amortization expense for the twelve-month periods ended March 31 is as follows: 2016 $ 3,613,000 2017 2,912,000 2018 2,802,000 2019 1,723,000 2020 and thereafter 2,500,000 $ 13,550,000 | Estimated amortization expense for the succeeding five years is as follows: 2015 $ 3,589,000 2016 3,037,000 2017 2,980,000 2018 2,179,000 2019 and thereafter 2,679,000 $ 14,464,000 |
OBLIGATION UNDER CAPITAL LEASE
OBLIGATION UNDER CAPITAL LEASE (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Leases, Capital [Abstract] | ||
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | The future minimum capital lease payments for the following twelve months periods as of March 31 are as follows: 2016 $ 142,000 2017 50,000 2018 45,000 Total minimum lease payments 237,000 Less Amount representing interest (19,000 ) Present value of the net minimum lease payments 218,000 Less obligations under capital lease maturing within one year (135,000 ) Long-term portion of obligations under capital lease $ 83,000 | 2015 $ 125,500 Total minimum lease payments 125,500 Less amount representing interest (2,500 ) Present value of the net minimum lease payments 123,000 Less obligations under capital lease maturing within one year (123,000) Long-term portion of obligations under capital lease $ |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The provision (benefit) for income taxes consists of the following: December 31, 2014 2013 Current tax provision Federal $ $ State Deferred tax provision Federal State Income tax provision $ $ |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | A reconciliation of the statutory tax rate to the effective tax rate is as follows: December 31, 2014 2013 Statutory Federal income tax rate 35 % 35 % State and local taxes net of Federal benefit 5.50 % 5.50 % Permanent differences (1.90 )% (1.24 )% Valuation allowance (38.60 )% (39.26 )% Effective tax rate 0 % 0 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Deferred income taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial accounting purposes and the amounts used for income tax reporting. Significant components of the Company’s deferred tax assets are as follows: December 31, 2014 2013 Deferred tax assets Net operating loss carry forwards $ 53,634,000 $ 48,122,000 Research and development tax credit carry forwards 1,869,000 1,207,000 Change in fair value of options and warrants Accrued expenses 96,000 Total deferred tax asset 55,503,000 49,425,000 Valuation allowance (55,503,000 ) (49,425,000 ) $ $ |
DERIVATIVE LIABILITIES (Tables)
DERIVATIVE LIABILITIES (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Derivative Financial Instruments, Liabilities [Member] | ||
DERIVATIVE LIABILITY [Line Items] | ||
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | The following are the key assumptions used in connection with the valuation of the conversion option on the date of issuance, at December 31, 2014 and March 31, 2015: Series A Series B Series B Series C Date of issuance 12/30/2014 2/11/2015 2/24/2015 2/24/2015 Number of preferred shares 750,000 350,000 845,000 1,800,000 Fair market value of stock $ 5.10 $ 4.20 $ 4.50 $ 4.50 Conversion price $ 5.70 $ 3.57 $ 4.00 $ 4.00 Volatility 131 % 143.4 % 143.4 % 143.4 % Risk-free interest rate 0.13 % 0.26 % 0.26 % 0.26 % Expected dividend yield Life of convertible preferred stock (years) 1 1 1 1 Series A Series B Series B Series C Number of preferred shares remaining on March 31, 2015 250,000 1,589,720 Fair market value of stock $ 2.79 $ 2.79 Conversion price $ 2.295 $ 2.295 Volatility 105.4 % 105.4 % Risk-free interest rate 0.99 % 0.99 % Expected dividend yield Life of convertible preferred stock (years) 0.85 0.90 | The following are the key assumptions used in connection with the valuation of the conversion option on the date of issuance and at December 31, 2014: Number of preferred shares 750,000 Fair market value of stock $ 5.10 Conversion Price $ 5.70 Volatility 131 % Risk-free interest rate 0.13 % Expected dividend yield 0 % Life of Convertible Preferred Stock (year) 1 Number of shares underlying the Warrants 37,500 Fair market value of stock $ 5.10 Exercise Price $ 20.00 Volatility 112.9 % Risk-free interest rate 0.96 % Expected dividend yield 0 % Warrant life (years) 5 |
Preferred Stock [Member] | ||
DERIVATIVE LIABILITY [Line Items] | ||
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The table below sets forth a summary of changes in the fair value of the Company’s Level 3 derivative liabilities for the quarter ended March 31, 2015: Series A Series B Series B Series C Total Balance at January 1, 2015 270,000 270,000 Additions to conversion option derivative liability 84,000 220,000 468,000 772,000 Additions to warrant derivative liability 42,000 118,000 252,000 412,000 Conversions of derivative liability (150,000 ) (24,000 ) (220,000 ) (55,000 ) (449,000 ) Change in fair market value of the derivative liabilities (60,000 ) (44,000 ) (50,000 ) (331,000 ) (485,000 ) Balance at March 31, 2015 60,000 58,000 68,000 334,000 520,000 | The table below sets forth a summary of changes in the fair value of the Company’s Level 3 derivative liabilities for the year ended December 31, 2014: Balance at beginning of year $ Additions to conversion option derivative liability at December 30, 2014 150,000 Additions to warrant derivative liability at December 30, 2014 120,000 Change in fair market value of the derivative liabilities Balance at end of year $ 270,000 |
Warrant [Member] | ||
DERIVATIVE LIABILITY [Line Items] | ||
Schedule of Derivative Instruments [Table Text Block] | The following are the key assumptions used in connection with the valuation of the warrants on the date of issuance, at December 31, 2014 and March 31, 2015: Series A Series B Series B Series C Date of warrant 12/30/2014 2/11/2015 2/24/2015 2/24/2015 Number of shares underlying the warrants 37,500 17,500 42,250 90,000 Fair market value of stock $ 5.10 $ 4.20 $ 4.50 $ 4.50 Exercise price $ 20.00 $ 20.00 $ 20.00 $ 20.00 Volatility 112.9 % 120.6 % 120.6 % 120.6 % Risk-free interest rate 0.96 % 0.90 % 0.90 % 0.90 % Expected dividend yield Warrant life (years) 5 5 5 5 Series A Series B Series B Series C Number of shares underlying the warrants on March 31, 2015 37,500 17,500 42,250 90,000 Fair market value of stock $ 2.79 $ 2.79 $ 2.79 $ 2.79 Exercise price $ 20.00 $ 20.00 $ 20.00 $ 20.00 Volatility 116.3 % 120.6 % 120.6 % 120.6 % Risk-free interest rate 0.99 % 0.90 % 0.90 % 0.90 % Expected dividend yield Warrant life (years) 4.75 4.85 4.90 4.90 |
EQUITY (Tables)
EQUITY (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Class of Warrant or Right [Line Items] | ||
Schedule of Share-based Compensation, Activity [Table Text Block] | A summary of the warrant and option activity is as follows: Number of Weighted Outstanding January 1, 2015 557,997 $ 96.78 Granted 152,250 19.70 Exercised Forfeited or Expired (7,429 ) 192.50 Outstanding, March 31, 2015 702,818 79.00 Exercisable, March 31, 2015 670,816 $ 81.50 | A summary of the warrant and option activity is as follows: Number of Weighted Warrants Outstanding January 1, 2013 59,431 $ 259.00 Granted 365,272 66.10 Exercised (87 ) 3.50 Forfeited or Expired Warrants Outstanding, December 31, 2013 424,616 65.30 Exercisable, December 31, 2013 424,616 $ 65.30 Warrants Outstanding, January 1, 2014 424,616 $ 65.30 Granted 37,500 20.00 Exercised Forfeited or Expired Warrants Outstanding, December 31, 2014 462,116 61.60 Exercisable, December 31, 2014 462,116 $ 61.60 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | Summary information regarding the warrants as of December 31, 2014 is as follows: Exercise Price Number Weighted Average $3.50 7,074 3.65 $20.00 37,500 5.00 $21.88 17,145 3.89 $55.00 57,144 1.13 $68.70 326,680 3.66 $78.70 1,429 0.28 $8.75 14,286 3.04 $350.00 858 2.20 Exercisable, December 31, 2014 462,116 | |
Equity Incentive Plans One [Member] | ||
Class of Warrant or Right [Line Items] | ||
Schedule of Share-based Compensation, Activity [Table Text Block] | A summary of the Company’s historical stock option plan activity as of December 31, 2014 is as follows: Plan Name Options Options Shares Shares Options 2004 14,286 14,286 6,746 4,683 2,858 2005 14,286 14,286 1,000 5,858 7,429 2006 31,429 31,011 631 7,224 23,156 2007 2,857 2,572 429 2,143 2009 28,572 35,844 1,005 11,312 23,529 2013 90,630 41,323 4,555 36,768 Total 182,060 139,322 9,382 34,061 95,883 | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Each option is estimated on the date of grant, using the Black-Scholes model and the following assumptions (all in weighted averages): 2014 2013 Exercise price $ 14.20 $ 24.30 Volatility 118 % 109 % Risk-free interest rate 1.63 % 1.37 % Expected dividend yield 0 % 0 % Expected term (years) 6 6 | |
Equity Incentive Plans Two [Member] | ||
Class of Warrant or Right [Line Items] | ||
Schedule of Share-based Compensation, Activity [Table Text Block] | A summary of the status of the Company’s stock option plans for the years ended December 31, 2014 and 2013 is as follows: Number of Weighted Options Outstanding January 1, 2013 70,091 $ 381.50 Granted 33,417 24.30 Exercised Forfeited or Expired (5,209 ) 131.60 Options outstanding, December 31, 2013 98,299 280.50 Exercisable, December 31, 2013 57,127 $ 447.90 Options Outstanding, January 1, 2014 98,299 $ 280.50 Granted 10,760 14.20 Exercised Forfeited or Expired (13,178 ) 158.70 Options outstanding, December 31, 2014 95,881 266.80 Exercisable, December 31, 2014 65,614 $ 376.00 | |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | Summary information regarding the options outstanding and exercisable at December 31, 2014 is as follows: Outstanding Exercisable Range of Exercise Prices Number Weighted Average Weighted Number Weighted $10.50 80.50 47,461 8.41 $ 29.40 20,470 $ 47.30 84.00 238.00 22,307 5.06 147.40 19,031 147.40 350.00 700.00 23,528 1.19 688.30 23,528 688.30 1,225.00 2,887.50 2,585 2.02 1,819.80 2,585 1,819.80 95,881 65,614 |
COMMITMENTS (Tables)
COMMITMENTS (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Total obligation of purchasing parts under contractual agreements, minimum future annual rentals, exclusive of real estate taxes and related costs, are approximately as follows: Twelve Months 2016 $ 2,052,000 2017 $ 127,000 2018 $ 84,000 2019 $ 87,000 2020 $ 66,000 $ 2,416,000 | Total obligation of purchasing parts under contractual agreements, minimum future annual rentals, exclusive of real estate taxes and related costs, are approximately as follows: Year Ending December 31, 2015 $ 2,069,000 2016 217,000 2017 84,000 2018 87,000 2019 66,000 $ 2,523,000 |
ORGANIZATION AND SUMMARY OF S40
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) shares in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash, FDIC Insured Amount | $ 250,000 | |||
Impairment of Intangible Assets, Finite-lived | $ 0 | $ 37,000 | ||
Impairment of Long-Lived Assets to be Disposed of | 0 | 896,000 | ||
Allowance for Doubtful Accounts Receivable, Current | 30,000 | 30,000 | 16,000 | |
Research and Development Expense, Total | $ 1,550,000 | $ 2,453,000 | $ 7,597,000 | $ 5,468,000 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,570 | 700 | 500 | |
Stock Issued During Period Non Convertible Debt | $ 1,000,000,000 | $ 1,000,000,000 | ||
Common Stock Held By Non Affiliates | $ 700,000,000 | 700,000,000 | ||
Allowance for Doubtful Accounts Receivable, Write-offs | $ 257,000 | $ 0 | ||
Effective Income Tax Rate Reconciliation, Tax Settlement, Domestic, Percent | 50.00% | 50.00% | ||
Cash and Cash Equivalents [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Cash, FDIC Insured Amount | $ 250,000 | |||
Warranty Reserves [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Product Warranty Expense | 10,000 | $ 9,000 | $ 8,000 | |
Maximum [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Revenues | $ 1,000,000,000 | $ 1,000,000,000 | ||
Maximum [Member] | Property, Plant and Equipment [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 7 years | 7 years | ||
Minimum [Member] | Property, Plant and Equipment [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Property, Plant and Equipment, Useful Life | 3 years | 3 years | ||
Patents And Licenses [Member] | Maximum [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 20 years | 20 years | ||
Patents And Licenses [Member] | Minimum [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 18 years 6 months | 18 years 6 months |
SUMMARY OF SIGNIFICANT ACCOUN41
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 |
Preferred stock - warrants | ||
Liabilities: | ||
Liabilities - Carrying Amount | $ 120,000 | |
Preferred stock - conversion feature | ||
Liabilities: | ||
Liabilities - Carrying Amount | 150,000 | |
Fair Value, Inputs, Level 1 [Member] | Preferred stock - warrants | ||
Liabilities: | ||
Liabilities - Carrying Amount | 0 | |
Fair Value, Inputs, Level 1 [Member] | Preferred stock - conversion feature | ||
Liabilities: | ||
Liabilities - Carrying Amount | 0 | |
Fair Value, Inputs, Level 2 [Member] | Preferred stock - warrants | ||
Liabilities: | ||
Liabilities - Carrying Amount | 0 | |
Fair Value, Inputs, Level 2 [Member] | Preferred stock - conversion feature | ||
Liabilities: | ||
Liabilities - Carrying Amount | 0 | |
Fair Value, Inputs, Level 3 [Member] | Preferred stock - warrants | ||
Liabilities: | ||
Liabilities - Carrying Amount | 120,000 | |
Fair Value, Inputs, Level 3 [Member] | Preferred stock - conversion feature | ||
Liabilities: | ||
Liabilities - Carrying Amount | 150,000 | |
Cash [Member] | ||
Assets: | ||
Assets - Carrying Amount | 758,000 | $ 5,517,000 |
Cash [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Assets: | ||
Assets - Carrying Amount | 758,000 | 5,517,000 |
Cash [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Assets: | ||
Assets - Carrying Amount | 0 | 0 |
Cash [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Assets: | ||
Assets - Carrying Amount | 0 | 0 |
Convertible Notes Payable [Member] | ||
Liabilities: | ||
Liabilities - Carrying Amount | 2,000,000 | 2,000,000 |
Convertible Notes Payable [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Liabilities: | ||
Liabilities - Carrying Amount | 0 | 0 |
Convertible Notes Payable [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Liabilities: | ||
Liabilities - Carrying Amount | 29,000 | 90,000 |
Convertible Notes Payable [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Liabilities: | ||
Liabilities - Carrying Amount | $ 0 | $ 0 |
GOING CONCERN (Details Textual)
GOING CONCERN (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Going Concern Disclosure [Line Items] | ||||
Retained Earnings (Accumulated Deficit) | $ 174,077 | $ 170,540 | $ 151,562 | |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ (3,537) | $ (5,153) | $ (18,978) | $ (27,450) |
INVENTORY (Details)
INVENTORY (Details) - USD ($) | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Inventory [Line Items] | |||
Raw materials consisting of purchased parts, components and supplies | $ 1,815,000 | $ 2,084,000 | $ 2,461,000 |
Finished goods | 2,143,000 | 2,186,000 | 455,000 |
Sub-total inventories | 3,958,000 | 4,270,000 | 2,916,000 |
Less inventory reserve | (200,000) | (200,000) | 0 |
Total inventory - net | $ 3,758,000 | $ 4,070,000 | $ 2,916,000 |
INVENTORY (Details Textual)
INVENTORY (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2015 | |
Inventory [Line Items] | |||
Inventory Valuation Reserves | $ 200,000 | $ 0 | $ 200,000 |
Inventory Write-down | $ 159,000 | $ 0 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Accounts receivable | $ 251,000 | $ 252,000 | $ 324,000 |
Accounts receivable - related parties | 336,000 | 480,000 | 480,000 |
Sub-total accounts receivable | 587,000 | 732,000 | 804,000 |
Allowance for doubtful accounts | (30,000) | (30,000) | (16,000) |
Net accounts receivable | $ 557,000 | $ 702,000 | $ 788,000 |
ACCOUNTS RECEIVABLE (Details Te
ACCOUNTS RECEIVABLE (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for Doubtful Accounts Receivable, Write-offs | $ 257 | $ 0 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cost: | |||
Furniture and equipment | $ 3,059,000 | $ 2,930,000 | $ 2,633,000 |
Accumulated depreciation | (2,177,000) | (2,114,000) | (1,827,000) |
Property and equipment, net | $ 882,000 | $ 816,000 | $ 806,000 |
Furniture and Fixtures [Member] | Maximum [Member] | |||
Cost: | |||
Useful Life | 7 years | 7 years | |
Furniture and Fixtures [Member] | Minimum [Member] | |||
Cost: | |||
Useful Life | 3 years | 3 years |
PROPERTY AND EQUIPMENT (Detai48
PROPERTY AND EQUIPMENT (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | ||||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | $ 2,177,000 | $ 2,114,000 | $ 1,827,000 | |
Tangible Asset Impairment Charges, Total | 0 | 896,000 | ||
Prior Period Reclassification Adjustment | 163,000 | |||
Depreciation | $ 63,000 | $ 52,000 | $ 287,000 | 393,000 |
Hardware Supplies [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 1,297,000 | |||
Impairment Charge on Reclassified Assets | 896,000 | |||
Property, Plant and Equipment, Other, Gross | $ 2,193,000 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Balance Beginning, Cost | $ 28,800,000 | |||
Balance Beginning | 16,382,000 | $ 18,196,000 | $ 18,196,000 | $ 17,608,000 |
Additions | 625,000 | 1,770,000 | 2,601,000 | |
Impairments | 0 | (36,000) | ||
Amortization | (896,000) | (897,000) | (3,584,000) | (1,977,000) |
Balance Ending, Cost | 26,900,000 | 28,800,000 | ||
Balance Ending | 16,111,000 | 16,382,000 | 18,196,000 | |
Patents And Licenses [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Balance Beginning, Cost | 12,378,000 | 12,275,000 | 12,275,000 | 12,272,000 |
Balance Beginning, A.A. | (6,957,000) | (6,293,000) | (6,293,000) | (5,629,000) |
Additions | 103,000 | 39,000 | ||
Impairments | 0 | (36,000) | ||
Amortization | (166,000) | (664,000) | (664,000) | |
Balance Ending, Cost | 12,378,000 | 12,378,000 | 12,275,000 | |
Balance Ending, A.A. | (7,123,000) | (6,957,000) | (6,293,000) | |
Software Development [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Balance Beginning, Cost | 16,455,000 | 14,788,000 | 14,788,000 | 12,226,000 |
Balance Beginning, A.A. | (5,494,000) | $ (2,574,000) | (2,574,000) | (1,261,000) |
Additions | 625,000 | 1,667,000 | 2,562,000 | |
Impairments | 0 | 0 | ||
Amortization | (730,000) | (2,920,000) | (1,313,000) | |
Balance Ending, Cost | 17,080,000 | 16,455,000 | 14,788,000 | |
Balance Ending, A.A. | $ (6,224,000) | $ (5,494,000) | $ (2,574,000) |
INTANGIBLE ASSETS (Details 1)
INTANGIBLE ASSETS (Details 1) - USD ($) | Mar. 31, 2015 | Dec. 31, 2014 |
Finite-Lived Intangible Assets [Line Items] | ||
2,016 | $ 3,613,000 | $ 3,589,000 |
2,017 | 2,912,000 | 3,037,000 |
2,018 | 2,802,000 | 2,980,000 |
2,019 | 1,723,000 | 2,179,000 |
2020 and thereafter | 2,500,000 | 2,679,000 |
Finite Lived Intangible Assets Amortization Expenses | $ 13,550,000 | $ 14,464,000 |
INTANGIBLE ASSETS (Details Text
INTANGIBLE ASSETS (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | $ 29,500,000 | $ 26,900,000 | |||
Intangible Assets, Gross (Excluding Goodwill), Total | 26,900,000 | 28,800,000 | |||
Amortization of Intangible Assets | 896,000 | $ 897,000 | 3,584,000 | $ 1,977,000 | |
Amortization Of Intangible Assets Accumulated Amortization | 1,900,000 | ||||
Amortization of Regulatory Asset | 2,600,000 | ||||
Patents And Licenses [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible Assets, Gross (Excluding Goodwill), Total | 12,378,000 | 12,378,000 | 12,275,000 | $ 12,272,000 | |
Amortization of Intangible Assets | $ 166,000 | $ 664,000 | 664,000 | ||
Patents And Licenses [Member] | Minimum [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 18 years 6 months | 18 years 6 months | |||
Patents And Licenses [Member] | Maximum [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 20 years | 20 years | |||
Filed Patents And Licenses [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible Assets, Gross (Excluding Goodwill), Total | $ 12,300,000 | $ 12,300,000 | |||
Provisional Patents And Pending Licenses [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible Assets, Gross (Excluding Goodwill), Total | 100,000 | 100,000 | |||
Amortization of Regulatory Asset | 200,000 | ||||
Software Development [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Gross | 700,000 | 2,900,000 | 1,300,000 | ||
Intangible Assets, Gross (Excluding Goodwill), Total | 17,080,000 | 16,455,000 | 14,788,000 | $ 12,226,000 | |
Amortization of Intangible Assets | 730,000 | 2,920,000 | $ 1,313,000 | ||
Software Development [Member] | xMax Cognitive Radio Products [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Intangible Assets, Gross (Excluding Goodwill), Total | $ 2,500,000 | $ 1,800,000 |
OBLIGATION UNDER CAPITAL LEAS52
OBLIGATION UNDER CAPITAL LEASE (Details) - USD ($) | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Capital Lease Obligation [Line Items] | |||
2,016 | $ 142,000 | $ 125,500 | |
2,017 | 50,000 | ||
2,018 | 45,000 | ||
Total minimum lease payments | 237,000 | 125,500 | |
Less amount representing interest | (19,000) | (2,500) | |
Present value of the net minimum lease payments | 218,000 | 123,000 | |
Less obligations under capital lease maturing within one year | (135,000) | (123,000) | |
Long-term portion of obligations under capital lease | $ 83,000 | $ 0 | $ 118,000 |
OBLIGATION UNDER CAPITAL LEAS53
OBLIGATION UNDER CAPITAL LEASE (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Capital Lease Obligation [Line Items] | ||
Capital Leases, Future Minimum Payments, Net Minimum Payments, Total | $ 237,000 | $ 125,500 |
Interest Rate on Capital Leases | 4.00% | |
Minimum [Member] | ||
Capital Lease Obligation [Line Items] | ||
Interest Rate on Capital Leases | 4.00% | |
Maximum [Member] | ||
Capital Lease Obligation [Line Items] | ||
Interest Rate on Capital Leases | 8.00% | |
Property, Plant and Equipment [Member] | ||
Capital Lease Obligation [Line Items] | ||
Capital Leases, Future Minimum Payments, Net Minimum Payments, Total | $ 129,000 |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details Textual) - Equity Component [Domain] - USD ($) | Jun. 11, 2015 | Nov. 05, 2014 | May. 07, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Feb. 13, 2015 | Feb. 24, 2015 | Dec. 31, 2013 | Oct. 06, 2011 |
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 2,000,000 | ||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 42,250 | ||||||||
Convertible Notes Payable [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Face Amount | $ 2,000,000 | ||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 5,057 | 3,410 | |||||||
Accrued Interest And Fees | $ 42,329 | $ 42,329 | |||||||
Paid-in-Kind Interest | $ 90,000 | $ 90,000 | |||||||
Convertible Notes Payable [Member] | Subsequent Event [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Maturity Date | Dec. 11, 2015 | ||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 5 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||
Debt Instrument, Face Amount | $ 1,166,666 | ||||||||
Treco International, S.A [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Convertible Notes Payable | $ 2,000,000 | ||||||||
Debt Instrument, Maturity Date | Oct. 6, 2018 | ||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 350 | ||||||||
Debt Instrument, Frequency of Periodic Payment | semi-annually | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | ||||||||
Accrued Interest And Fees | $ 87,000 | ||||||||
Long-term Debt, Gross | $ 2,000,000 | ||||||||
Treco International, S.A [Member] | Convertible Notes Payable [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Convertible Notes Payable | $ 2,000,000 | ||||||||
Debt Instrument, Maturity Date | Oct. 6, 2018 | ||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 350 | ||||||||
Debt Instrument, Frequency of Periodic Payment | semi-annually | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | ||||||||
Long-term Debt, Gross | $ 2,000,000 | ||||||||
MB Technology Holdings LLC [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 4.40 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current tax provision | ||||
Federal | $ 0 | $ 0 | ||
State | 0 | 0 | ||
Current Income Tax Expense (Benefit), Total | 0 | 0 | ||
Deferred tax provision | ||||
Federal | 0 | 0 | ||
State | 0 | 0 | ||
Deferred Income Tax Expense (Benefit), Total | 0 | 0 | ||
Income tax provision | $ 0 | $ 0 | $ 0 | $ 0 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Operating Loss Carryforwards [Line Items] | ||
Statutory Federal income tax rate | 35.00% | 35.00% |
State and local taxes net of Federal benefit | 5.50% | 5.50% |
Permanent differences | (1.90%) | (1.24%) |
Valuation allowance | (38.60%) | (39.26%) |
Effective tax rate | 0.00% | 0.00% |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax assets | ||
Net operating loss carry forwards | $ 53,634,000 | $ 48,122,000 |
Research and development tax credit carry forwards | 1,869,000 | 1,207,000 |
Change in fair value of options and warrants | 0 | 0 |
Accrued expenses | 0 | 96,000 |
Total deferred tax asset | 55,503,000 | 49,425,000 |
Valuation allowance | (55,503,000) | (49,425,000) |
Deferred Tax Assets, Net, Total | $ 0 | $ 0 |
INCOME TAXES (Details Textual)
INCOME TAXES (Details Textual) - USD ($) | Dec. 31, 2014 | Dec. 31, 2013 |
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforwards | $ 132,400,000 | |
Deferred Tax Assets, Tax Credit Carryforwards, Research | $ 1,869,000 | $ 1,207,000 |
DERIVATIVE LIABILITIES (Details
DERIVATIVE LIABILITIES (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Derivative [Line Items] | ||
Balance at beginning of year | $ 270,000 | |
Additions to conversion option derivative liability | 772,000 | |
Additions to warrant derivative liability | 412,000 | |
Conversions of derivative liability | (449,000) | |
Change in fair market value of the derivative liabilities | (485,000) | |
Balance at end of year | 520,000 | $ 270,000 |
Preferred Stock [Member] | ||
Derivative [Line Items] | ||
Balance at beginning of year | 270,000 | 0 |
Additions to conversion option derivative liability | 150,000 | |
Additions to warrant derivative liability | 120,000 | |
Change in fair market value of the derivative liabilities | 0 | |
Balance at end of year | 270,000 | |
Series A Preferred Stock - Conversion Option [Member] | ||
Derivative [Line Items] | ||
Balance at beginning of year | 270,000 | |
Additions to conversion option derivative liability | 0 | |
Additions to warrant derivative liability | 0 | |
Conversions of derivative liability | (150,000) | |
Change in fair market value of the derivative liabilities | (60,000) | |
Balance at end of year | 60,000 | 270,000 |
Series B Preferred Stock - Conversion Option [Member] | 31 Group, LLC [Member] | ||
Derivative [Line Items] | ||
Balance at beginning of year | 0 | |
Additions to conversion option derivative liability | 84,000 | |
Additions to warrant derivative liability | 42,000 | |
Conversions of derivative liability | (24,000) | |
Change in fair market value of the derivative liabilities | (44,000) | |
Balance at end of year | 58,000 | 0 |
Series B Preferred Stock - Conversion Option [Member] | Related Party [Member] | ||
Derivative [Line Items] | ||
Balance at beginning of year | 0 | |
Additions to conversion option derivative liability | 220,000 | |
Additions to warrant derivative liability | 118,000 | |
Conversions of derivative liability | (220,000) | |
Change in fair market value of the derivative liabilities | (50,000) | |
Balance at end of year | 68,000 | 0 |
Series C Preferred Stock - Conversion Option [Member] | ||
Derivative [Line Items] | ||
Balance at beginning of year | 0 | |
Additions to conversion option derivative liability | 468,000 | |
Additions to warrant derivative liability | 252,000 | |
Conversions of derivative liability | (55,000) | |
Change in fair market value of the derivative liabilities | (331,000) | |
Balance at end of year | $ 334,000 | $ 0 |
DERIVATIVE LIABILITIES (Detai60
DERIVATIVE LIABILITIES (Details 1) - $ / shares | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Mar. 27, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Derivative [Line Items] | ||||
Number of preferred shares | 37,500 | |||
Fair market value of stock | $ 5.10 | |||
Conversion Price | $ 20 | |||
Volatility | 118.00% | 109.00% | ||
Risk-free interest rate | 1.63% | 1.37% | ||
Expected dividend yield | 0.00% | 0.00% | ||
Life of Convertible Preferred Stock (year) | 6 years | 6 years | ||
Derivative Financial Instruments, Liabilities [Member] | ||||
Derivative [Line Items] | ||||
Number of preferred shares | 750,000 | |||
Fair market value of stock | $ 5.10 | |||
Conversion Price | $ 5.70 | |||
Volatility | 131.00% | |||
Risk-free interest rate | 0.13% | |||
Expected dividend yield | 0.00% | |||
Life of Convertible Preferred Stock (year) | 1 year | |||
Series A Preferred Stock [Member] | ||||
Derivative [Line Items] | ||||
Number of preferred shares | 750,000 | 0 | 37,500 | |
Fair market value of stock | $ 0 | |||
Conversion Price | $ 0 | |||
Volatility | 0.00% | |||
Risk-free interest rate | 0.00% | |||
Expected dividend yield | 0.00% | |||
Life of Convertible Preferred Stock (year) | ||||
Series A Preferred Stock [Member] | 30 December 2014 | ||||
Derivative [Line Items] | ||||
Date of issuance | Dec. 30, 2014 | |||
Number of preferred shares | 750,000 | |||
Fair market value of stock | $ 5.10 | |||
Conversion Price | $ 5.70 | |||
Volatility | 131.00% | |||
Risk-free interest rate | 0.13% | |||
Expected dividend yield | 0.00% | |||
Life of Convertible Preferred Stock (year) | 1 year | |||
Series B Preferred Stock [Member] | ||||
Derivative [Line Items] | ||||
Number of preferred shares | 222,792 | |||
Series B Preferred Stock [Member] | 31 Group, LLC [Member] | ||||
Derivative [Line Items] | ||||
Number of preferred shares | 250,000 | |||
Fair market value of stock | $ 2.79 | |||
Conversion Price | $ 2.295 | |||
Volatility | 105.40% | |||
Risk-free interest rate | 0.99% | |||
Expected dividend yield | 0.00% | |||
Life of Convertible Preferred Stock (year) | 10 months 6 days | |||
Series B Preferred Stock [Member] | Related Party [Member] | ||||
Derivative [Line Items] | ||||
Number of preferred shares | 0 | |||
Fair market value of stock | $ 0 | |||
Conversion Price | $ 0 | |||
Volatility | 0.00% | |||
Risk-free interest rate | 0.00% | |||
Expected dividend yield | 0.00% | |||
Life of Convertible Preferred Stock (year) | ||||
Series B Preferred Stock [Member] | 11 February 2015 | 31 Group, LLC [Member] | ||||
Derivative [Line Items] | ||||
Date of issuance | Feb. 11, 2015 | |||
Number of preferred shares | 350,000 | |||
Fair market value of stock | $ 4.20 | |||
Conversion Price | $ 3.57 | |||
Volatility | 143.40% | |||
Risk-free interest rate | 0.26% | |||
Expected dividend yield | 0.00% | |||
Life of Convertible Preferred Stock (year) | 1 year | |||
Series B Preferred Stock [Member] | 24 February 2015 | Related Party [Member] | ||||
Derivative [Line Items] | ||||
Date of issuance | Feb. 24, 2015 | |||
Number of preferred shares | 845,000 | |||
Fair market value of stock | $ 4.50 | |||
Conversion Price | $ 4 | |||
Volatility | 143.40% | |||
Risk-free interest rate | 0.26% | |||
Expected dividend yield | 0.00% | |||
Life of Convertible Preferred Stock (year) | 1 year | |||
Series C Preferred Stock [Member] | ||||
Derivative [Line Items] | ||||
Number of preferred shares | 1,589,720 | |||
Fair market value of stock | $ 2.79 | |||
Conversion Price | $ 2.295 | |||
Volatility | 105.40% | |||
Risk-free interest rate | 0.99% | |||
Expected dividend yield | 0.00% | |||
Life of Convertible Preferred Stock (year) | 10 months 24 days | |||
Series C Preferred Stock [Member] | 24 February 2015 | ||||
Derivative [Line Items] | ||||
Date of issuance | Feb. 24, 2015 | |||
Number of preferred shares | 1,800,000 | |||
Fair market value of stock | $ 4.50 | |||
Conversion Price | $ 4 | |||
Volatility | 143.40% | |||
Risk-free interest rate | 0.26% | |||
Expected dividend yield | 0.00% | |||
Life of Convertible Preferred Stock (year) | 1 year |
DERIVATIVE LIABILITIES (Detai61
DERIVATIVE LIABILITIES (Details 2) - $ / shares | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Mar. 27, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 37,500 | |||
Fair market value of stock | $ 5.10 | |||
Exercise Price | $ 20 | |||
Volatility | 118.00% | 109.00% | ||
Risk-free interest rate | 1.63% | 1.37% | ||
Expected dividend yield | 0.00% | 0.00% | ||
Warrant life (years) | 6 years | 6 years | ||
Series A Preferred Stock [Member] | ||||
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 750,000 | 0 | 37,500 | |
Fair market value of stock | $ 0 | |||
Exercise Price | $ 0 | |||
Volatility | 0.00% | |||
Risk-free interest rate | 0.00% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | ||||
Series A Preferred Stock [Member] | Warrant [Member] | ||||
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 37,500 | |||
Fair market value of stock | $ 2.79 | |||
Exercise Price | $ 20 | |||
Volatility | 116.30% | |||
Risk-free interest rate | 0.99% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 4 years 9 months | |||
Series A Preferred Stock [Member] | 30 December 2014 [Member] | ||||
Derivative [Line Items] | ||||
Date of warrant | Dec. 30, 2014 | |||
Number of shares underlying the Warrants | 750,000 | |||
Fair market value of stock | $ 5.10 | |||
Exercise Price | $ 5.70 | |||
Volatility | 131.00% | |||
Risk-free interest rate | 0.13% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 1 year | |||
Series A Preferred Stock [Member] | 30 December 2014 [Member] | Warrant [Member] | ||||
Derivative [Line Items] | ||||
Date of warrant | Dec. 30, 2014 | |||
Number of shares underlying the Warrants | 37,500 | |||
Fair market value of stock | $ 5.10 | |||
Exercise Price | $ 20 | |||
Volatility | 112.90% | |||
Risk-free interest rate | 0.96% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 5 years | |||
Series B Preferred Stock [Member] | ||||
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 222,792 | |||
Series B Preferred Stock [Member] | 31 Group, LLC [Member] | ||||
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 250,000 | |||
Fair market value of stock | $ 2.79 | |||
Exercise Price | $ 2.295 | |||
Volatility | 105.40% | |||
Risk-free interest rate | 0.99% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 10 months 6 days | |||
Series B Preferred Stock [Member] | 31 Group, LLC [Member] | Warrant [Member] | ||||
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 17,500 | |||
Fair market value of stock | $ 2.79 | |||
Exercise Price | $ 20 | |||
Volatility | 120.60% | |||
Risk-free interest rate | 0.90% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 4 years 10 months 6 days | |||
Series B Preferred Stock [Member] | Related Party [Member] | ||||
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 0 | |||
Fair market value of stock | $ 0 | |||
Exercise Price | $ 0 | |||
Volatility | 0.00% | |||
Risk-free interest rate | 0.00% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | ||||
Series B Preferred Stock [Member] | Related Party [Member] | Warrant [Member] | ||||
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 42,250 | |||
Fair market value of stock | $ 2.79 | |||
Exercise Price | $ 20 | |||
Volatility | 120.60% | |||
Risk-free interest rate | 0.90% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 4 years 10 months 24 days | |||
Series B Preferred Stock [Member] | 11 February 2015 [Member] | 31 Group, LLC [Member] | ||||
Derivative [Line Items] | ||||
Date of warrant | Feb. 11, 2015 | |||
Number of shares underlying the Warrants | 350,000 | |||
Fair market value of stock | $ 4.20 | |||
Exercise Price | $ 3.57 | |||
Volatility | 143.40% | |||
Risk-free interest rate | 0.26% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 1 year | |||
Series B Preferred Stock [Member] | 11 February 2015 [Member] | 31 Group, LLC [Member] | Warrant [Member] | ||||
Derivative [Line Items] | ||||
Date of warrant | Feb. 11, 2015 | |||
Number of shares underlying the Warrants | 17,500 | |||
Fair market value of stock | $ 4.20 | |||
Exercise Price | $ 20 | |||
Volatility | 120.60% | |||
Risk-free interest rate | 0.90% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 5 years | |||
Series B Preferred Stock [Member] | 24 February 2015 [Member] | Related Party [Member] | ||||
Derivative [Line Items] | ||||
Date of warrant | Feb. 24, 2015 | |||
Number of shares underlying the Warrants | 845,000 | |||
Fair market value of stock | $ 4.50 | |||
Exercise Price | $ 4 | |||
Volatility | 143.40% | |||
Risk-free interest rate | 0.26% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 1 year | |||
Series B Preferred Stock [Member] | 24 February 2015 [Member] | Related Party [Member] | Warrant [Member] | ||||
Derivative [Line Items] | ||||
Date of warrant | Feb. 24, 2015 | |||
Number of shares underlying the Warrants | 42,250 | |||
Fair market value of stock | $ 4.50 | |||
Exercise Price | $ 20 | |||
Volatility | 120.60% | |||
Risk-free interest rate | 0.90% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 5 years | |||
Series C Preferred Stock [Member] | ||||
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 1,589,720 | |||
Fair market value of stock | $ 2.79 | |||
Exercise Price | $ 2.295 | |||
Volatility | 105.40% | |||
Risk-free interest rate | 0.99% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 10 months 24 days | |||
Series C Preferred Stock [Member] | Warrant [Member] | ||||
Derivative [Line Items] | ||||
Number of shares underlying the Warrants | 90,000 | |||
Fair market value of stock | $ 2.79 | |||
Exercise Price | $ 20 | |||
Volatility | 120.60% | |||
Risk-free interest rate | 0.90% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 4 years 10 months 24 days | |||
Series C Preferred Stock [Member] | 24 February 2015 [Member] | ||||
Derivative [Line Items] | ||||
Date of warrant | Feb. 24, 2015 | |||
Number of shares underlying the Warrants | 1,800,000 | |||
Fair market value of stock | $ 4.50 | |||
Exercise Price | $ 4 | |||
Volatility | 143.40% | |||
Risk-free interest rate | 0.26% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 1 year | |||
Series C Preferred Stock [Member] | 24 February 2015 [Member] | Warrant [Member] | ||||
Derivative [Line Items] | ||||
Date of warrant | Feb. 24, 2015 | |||
Number of shares underlying the Warrants | 90,000 | |||
Fair market value of stock | $ 4.50 | |||
Exercise Price | $ 20 | |||
Volatility | 120.60% | |||
Risk-free interest rate | 0.90% | |||
Expected dividend yield | 0.00% | |||
Warrant life (years) | 5 years |
DERIVATIVE LIABILITIES (Detai62
DERIVATIVE LIABILITIES (Details Textual) - $ / shares | Feb. 12, 2015 | Mar. 27, 2015 | Dec. 31, 2014 | Dec. 30, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Feb. 24, 2015 | Feb. 23, 2015 | Feb. 02, 2014 |
DERIVATIVE LIABILITY [Line Items] | |||||||||
Preferred Stock, Shares Issued | 0 | 0 | 0 | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||
Conversion of Stock, Shares Converted | 37,500 | ||||||||
Warrant [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | $ 20 | |||||||
Warrant Expiration Date | Dec. 31, 2019 | ||||||||
Common Stock [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 37,500 | 37,500 | |||||||
Series A Preferred Stock [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Preferred Stock, Shares Issued | 750,000 | ||||||||
Conversion of Stock, Shares Converted | 750,000 | 0 | 37,500 | ||||||
Preferred Stock, Conversion Basis | The Preferred Stock are convertible, in whole or in part, at a conversion price equal to the lower of (i) $20.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the common stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice. The conversion feature was bifurcated from the Preferred Stock as it was not considered to be clearly and closely related to the host agreement and is accounted for as a derivative liability. | The Series A Preferred Stock are convertible, in whole or in part, at a conversion price equal to the lower of (i) $2.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the common stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice | |||||||
Series A Preferred Stock [Member] | Warrant [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 37,500 | ||||||||
Warrant Expiration Date | Dec. 31, 2019 | ||||||||
Series B Preferred Stock [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 350,000 | ||||||||
Conversion of Stock, Shares Converted | 222,792 | ||||||||
Series B Preferred Stock [Member] | Warrant [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 17,500 | ||||||||
Warrant Expiration Date | Feb. 11, 2020 | ||||||||
Series B Preferred Stock [Member] | Family Of Schmitt [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Preferred Stock, Shares Issued | 845,000 | ||||||||
Series B Preferred Stock [Member] | Family Of Schmitt [Member] | Warrant [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 42,250 | ||||||||
Warrant Expiration Date | Feb. 24, 2020 | ||||||||
Series C Preferred Stock [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Preferred Stock, Shares Issued | 1,800,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||
Conversion of Stock, Shares Converted | 1,589,720 | ||||||||
Series C Preferred Stock [Member] | Warrant [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Conversion of Stock, Shares Converted | 90,000 | ||||||||
Warrant Expiration Date | Feb. 24, 2020 | ||||||||
Series B And C Preferred Stock [Member] | |||||||||
DERIVATIVE LIABILITY [Line Items] | |||||||||
Preferred Stock, Conversion Basis | The Series B and C Preferred Stock are convertible, in whole or in part, at a conversion price equal to the lower of (i) $2.00 or (ii) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice |
PREFERRED STOCK (Details Textua
PREFERRED STOCK (Details Textual) - USD ($) | Feb. 11, 2015 | Mar. 31, 2015 | Mar. 27, 2015 | Mar. 24, 2015 | Feb. 28, 2015 | Jan. 08, 2015 | Dec. 31, 2014 | Feb. 24, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Feb. 23, 2015 | Feb. 13, 2015 | Dec. 30, 2014 | Jun. 11, 2014 | Feb. 02, 2014 | Dec. 31, 2013 | Mar. 31, 2013 |
Class of Stock [Line Items] | |||||||||||||||||
Preferred Stock, Value, Issued | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||||||||||||
Stock Issued During Period, Shares, New Issues | 10,000 | 1,000,000 | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||||||||||
Stock Issued During Period, Shares, Other | 3,315 | ||||||||||||||||
Percentage Of Outstanding Shares Of Voting Stock | 50.00% | ||||||||||||||||
Preferred Stock, Shares Authorized | 1,000,000 | 7,000,000 | 1,000,000 | 7,000,000 | 10,000,000 | 10,000,000 | |||||||||||
Conversion of Stock, Shares Converted | 37,500 | ||||||||||||||||
Adjustments to Additional Paid in Capital, Other | $ 483,000 | ||||||||||||||||
Due to Related Parties, Current | $ 264,000 | $ 2,110,000 | $ 264,000 | $ 2,110,000 | $ 1,526,000 | ||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 42,250 | ||||||||||||||||
Preferred Stock, Shares Outstanding | 0 | 0 | 0 | 0 | |||||||||||||
Institutional Investors [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Warrant Exercisable Period | 5 years | ||||||||||||||||
Board of Directors Chairman [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Due to Related Parties, Current | $ 245,000 | ||||||||||||||||
Repayments of Related Party Debt | $ 100,000 | ||||||||||||||||
Board of Directors Chairman [Member] | Short-term Debt [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Due to Related Parties, Current | $ 700,000 | ||||||||||||||||
Chief Executive Officer [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Repayments of Related Party Debt | $ 145,000 | ||||||||||||||||
Warrant [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 5 years | 5 years | |||||||||||||||
Common Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of Stock, Shares Issued | 239,247 | ||||||||||||||||
Issuance Of Stock Shares Issued Under Series C Financing Arrangement | 11,864 | ||||||||||||||||
Common Stock [Member] | 31 Group, LLC [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | 2,462 | ||||||||||||||||
Warrants Issued To Purchase Common Stock Exercise Price | $ 20 | ||||||||||||||||
Common Stock [Member] | Related Party [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of Stock, Shares Issued | 267,701 | ||||||||||||||||
Common Stock [Member] | Short-term Debt [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 5,310 | ||||||||||||||||
Series A Convertible Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Preferred Stock, Value, Issued | $ 750,000 | ||||||||||||||||
Temporary Equity, Shares Issued | 0 | 750,000 | 0 | 750,000 | 750,000 | 0 | |||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | |||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 5 years | ||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 7.00% | ||||||||||||||||
Preferred Stock, Redemption Terms | (i) 125% of the conversion amount to be redeemed and (ii) the product of (a) the conversion amount divided by 85% of the average of the five (5) lowest volume weighted average prices of the common stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice multiplied by (b) 125% of the greatest closing sale price of the common stock on any trading day during the period commencing on the date immediately preceding such triggering event and ending on the date the Company makes the entire redemption payment to the holder of Series A Preferred Stock. | ||||||||||||||||
Purchase Price Which Equal To Stated Value Of Preferred Stock, Percentage | 125.00% | ||||||||||||||||
Purchase Price Which Equal To Value Of Conversion Amount, Percentage | 125.00% | 105.00% | |||||||||||||||
Convertible Preferred Stock, Terms of Conversion | (i) $20.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the Common Stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | ||||||||||||||||
Preferred Stock, Shares Authorized | 3,000,000 | ||||||||||||||||
Preferred Stock, Shares Outstanding | 0 | 0 | 0 | ||||||||||||||
Dividends, Preferred Stock | $ 52,500 | ||||||||||||||||
Series A Convertible Preferred Stock [Member] | Warrant [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | 37,500 | ||||||||||||||||
Stock Issued During Period, Shares, Other | 3,315 | ||||||||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Temporary Equity, Shares Issued | 250,000 | 0 | 250,000 | 0 | |||||||||||||
Convertible Preferred Stock, Terms of Conversion | (i) $2.00 or (ii) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | ||||||||||||||||
Preferred Stock, Shares Authorized | 3,000,000 | ||||||||||||||||
Series C Convertible Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Temporary Equity, Shares Issued | 1,589,720 | 0 | 1,589,720 | 0 | |||||||||||||
Convertible Preferred Stock, Terms of Conversion | 5 | ||||||||||||||||
Preferred Stock, Shares Authorized | 3,000,000 | ||||||||||||||||
31 Group, LLC [Member] | Common Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Warrants Issued To Purchase Common Stock Exercise Price | $ 20 | ||||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Convertible Preferred Stock, Terms of Conversion | (i) $2.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the Common Stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | ||||||||||||||||
Conversion of Stock, Shares Converted | 750,000 | 0 | 37,500 | ||||||||||||||
Series A Preferred Stock [Member] | Warrant [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of Stock, Shares Converted | 37,500 | ||||||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Preferred Stock, Redemption Terms | the holder of Series B Preferred Stock shall have the right to require the Company, by written notice, to redeem all or any of the shares of Series B Preferred Stock at a price equal to the greater of (i) 125% of the conversion amount to be redeemed and (ii) the product of (a) the conversion amount divided by the lower of (x) $2.00 or (y) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice multiplied by (b) 125% of the greatest closing sale price of the common stock on any trading day during the period commencing on the date immediately preceding such triggering event and ending on the date the Company makes the entire redemption payment to the holder of Series B Preferred Stock. | ||||||||||||||||
Convertible Preferred Stock, Terms of Conversion | 5 | A holder of Series B Preferred Stock shall have the right to convert the Series B Preferred Stock, in whole or in part, upon written notice to the Company at a conversion price equal to the lower of (i) $2.00 or (ii) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | |||||||||||||||
Conversion of Stock, Shares Converted | 222,792 | ||||||||||||||||
Adjustments to Additional Paid in Capital, Other | $ 390,000 | ||||||||||||||||
Series B Preferred Stock [Member] | Non Related Party [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Preferred Stock, Shares Outstanding | 250,000 | 250,000 | |||||||||||||||
Series B Preferred Stock [Member] | 31 Group, LLC [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.00001 | ||||||||||||||||
Stock Issued During Period, Shares, New Issues | 17,500 | ||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 350,000 | ||||||||||||||||
Sale of Stock, Consideration Received Per Transaction | $ 350,000 | ||||||||||||||||
Series B Preferred Stock [Member] | Related Party [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of Stock, Shares Converted | 0 | ||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 845,000 | ||||||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 945,000 | 945,000 | |||||||||||||||
Stock Issued During Period, Shares, Dividend Reinvestment Plan | 66,150 | ||||||||||||||||
Series B Preferred Stock [Member] | Warrant [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | $ 20 | |||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 5 years | ||||||||||||||||
Series B Preferred Stock [Member] | Warrant [Member] | Related Party [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of Stock, Shares Converted | 42,250 | ||||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||||||||||
Preferred Stock, Redemption Terms | (i) the stated value of Series C Preferred Stock to be redeemed multiplied by 105% (for redemptions occurring within the first thirty days of the initial issuance date) or 110% (for redemptions occurring during the period between thirty and sixty days of the initial issuance date) plus (ii) all accrued and unpaid dividends thereon until the date of the redemption. On both March 12, 2015, and March 24, 2015, the Company met all conditions. | the holder of Preferred Stock shall have the right to require the Company, by written notice, to redeem all or any of the shares of Preferred Stock at a price equal to the greater of (i) 125% of the conversion amount to be redeemed and (ii) the product of (a) the conversion amount divided by the lower of (x) $2.00 or (y) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice multiplied by (b) 125% of the greatest closing sale price of the common stock on any trading day during the period commencing on the date immediately preceding such triggering event and ending on the date the Company makes the entire redemption payment to the holder of Preferred Stock. | |||||||||||||||
Purchase Price Which Equal To Stated Value Of Preferred Stock, Percentage | 125.00% | ||||||||||||||||
Purchase Price Which Equal To Value Of Conversion Amount, Percentage | 125.00% | ||||||||||||||||
Convertible Preferred Stock, Terms of Conversion | A holder of Preferred Stock shall have the right to convert the Preferred Stock, in whole or in part, upon written notice to the Company at a conversion price equal to the lower of (i) $2.00 or (ii) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | ||||||||||||||||
Conversion of Stock, Shares Converted | 1,589,720 | ||||||||||||||||
Conversion of Stock, Shares Issued | 88,251 | ||||||||||||||||
Adjustments to Additional Paid in Capital, Other | $ 184,000 | ||||||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 210,280 | 210,280 | |||||||||||||||
Stock Issued During Period, Shares, Dividend Reinvestment Plan | 14,720 | ||||||||||||||||
Preferred Stock, Shares Outstanding | 1,589,720 | 1,589,720 | |||||||||||||||
Preferred Stock, Redemption Amount | $ 300,000 | $ 300,000 | |||||||||||||||
Series C Preferred Stock [Member] | Institutional Investors [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.00001 | ||||||||||||||||
Stock Issued During Period, Shares, New Issues | 90,000 | ||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 1,800,000 | ||||||||||||||||
Sale of Stock, Consideration Received Per Transaction | $ 1,800,000 | ||||||||||||||||
Series C Preferred Stock [Member] | Warrant [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | $ 20 | |||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 5 years | ||||||||||||||||
Conversion of Stock, Shares Converted | 90,000 |
EQUITY (Details)
EQUITY (Details) - Dec. 31, 2014 - shares | Total |
Class of Warrant or Right [Line Items] | |
Options Authorized | 182,060 |
Options Granted | 139,322 |
Shares Exercised | 9,382 |
Shares Forfeited/Expired | 34,061 |
Options Outstanding | 95,883 |
Option Plan 2004 [Member] | |
Class of Warrant or Right [Line Items] | |
Options Authorized | 14,286 |
Options Granted | 14,286 |
Shares Exercised | 6,746 |
Shares Forfeited/Expired | 4,683 |
Options Outstanding | 2,858 |
Option Plan 2005 [Member] | |
Class of Warrant or Right [Line Items] | |
Options Authorized | 14,286 |
Options Granted | 14,286 |
Shares Exercised | 1,000 |
Shares Forfeited/Expired | 5,858 |
Options Outstanding | 7,429 |
Option Plan 2006 [Member] | |
Class of Warrant or Right [Line Items] | |
Options Authorized | 31,429 |
Options Granted | 31,011 |
Shares Exercised | 631 |
Shares Forfeited/Expired | 7,224 |
Options Outstanding | 23,156 |
Option Plan 2007 [Member] | |
Class of Warrant or Right [Line Items] | |
Options Authorized | 2,857 |
Options Granted | 2,572 |
Shares Exercised | 0 |
Shares Forfeited/Expired | 429 |
Options Outstanding | 2,143 |
Option Plan 2009 [Member] | |
Class of Warrant or Right [Line Items] | |
Options Authorized | 28,572 |
Options Granted | 35,844 |
Shares Exercised | 1,005 |
Shares Forfeited/Expired | 11,312 |
Options Outstanding | 23,529 |
Option Plan 2013 [Member] | |
Class of Warrant or Right [Line Items] | |
Options Authorized | 90,630 |
Options Granted | 41,323 |
Shares Exercised | 0 |
Shares Forfeited/Expired | 4,555 |
Options Outstanding | 36,768 |
EQUITY (Details 1)
EQUITY (Details 1) - Class of Stock [Domain] - $ / shares | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||
Exercise price | $ 14.20 | $ 24.30 |
Volatility | 118.00% | 109.00% |
Risk-free interest rate | 1.63% | 1.37% |
Expected dividend yield | 0.00% | 0.00% |
Expected term (years) | 6 years | 6 years |
EQUITY (Details 2)
EQUITY (Details 2) - $ / shares | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Class of Warrant or Right [Line Items] | ||
Number of Options, Granted (in Shares) | 139,322 | |
Number of Options, Exercised (in Shares) | 9,382 | |
Number of Options, Forfeited or Expired (in Shares) | (34,061) | |
Number of Options, Outstanding (in Shares) | 95,883 | |
Equity Incentives Plan Two [Member] | ||
Class of Warrant or Right [Line Items] | ||
Number of Options, Outstanding (in Shares) | 98,299 | 70,091 |
Number of Options, Granted (in Shares) | 10,760 | 33,417 |
Number of Options, Exercised (in Shares) | 0 | 0 |
Number of Options, Forfeited or Expired (in Shares) | (13,178) | (5,209) |
Number of Options, Outstanding (in Shares) | 95,881 | 98,299 |
Number of Options, Exercisable (in Shares) | 65,614 | 57,127 |
Weighted Average Exercise Price Outstanding | $ 280.50 | $ 381.50 |
Weighted Average Exercise Price, Granted | 14.20 | 24.30 |
Weighted Average Exercise Price, Exercised | 0 | 0 |
Weighted Average Exercise Price, Forfeited or Expired | 158.70 | 131.60 |
Weighted Average Exercise Price, Outstanding | 266.80 | 280.50 |
Weighted Average Exercise Price, Exercisable | $ 376 | $ 447.90 |
EQUITY (Details 3)
EQUITY (Details 3) - $ / shares | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Class of Warrant or Right [Line Items] | |||
Number Outstanding (in shares) | 95,883 | ||
Equity Incentives Plan Two [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number Outstanding (in shares) | 95,881 | 98,299 | 70,091 |
Weighted Average Exercise Price | $ 266.80 | $ 280.50 | $ 381.50 |
Number Exercisable (in shares) | 65,614 | 57,127 | |
Exercisable Weighted Average Exercise Price | $ 376 | $ 447.90 | |
Equity Incentives Plan Two [Member] | Exercise Prices Range 1 [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number Outstanding (in shares) | 47,461 | ||
Weighted Average Remaining Contractual Life (in years) | 8 years 4 months 28 days | ||
Weighted Average Exercise Price | $ 29.40 | ||
Number Exercisable (in shares) | 20,470 | ||
Exercisable Weighted Average Exercise Price | $ 47.30 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 10.50 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 80.50 | ||
Equity Incentives Plan Two [Member] | Exercise Prices Range 2 [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number Outstanding (in shares) | 22,307 | ||
Weighted Average Remaining Contractual Life (in years) | 5 years 22 days | ||
Weighted Average Exercise Price | $ 147.40 | ||
Number Exercisable (in shares) | 19,031 | ||
Exercisable Weighted Average Exercise Price | $ 147.40 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 84 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 238 | ||
Equity Incentives Plan Two [Member] | Exercise Prices Range 3 [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number Outstanding (in shares) | 23,528 | ||
Weighted Average Remaining Contractual Life (in years) | 1 year 2 months 8 days | ||
Weighted Average Exercise Price | $ 688.30 | ||
Number Exercisable (in shares) | 23,528 | ||
Exercisable Weighted Average Exercise Price | $ 688.30 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 350 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 700 | ||
Equity Incentives Plan Two [Member] | Exercise Prices Range 4 [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number Outstanding (in shares) | 2,585 | ||
Weighted Average Remaining Contractual Life (in years) | 2 years 7 days | ||
Weighted Average Exercise Price | $ 1,819.80 | ||
Number Exercisable (in shares) | 2,585 | ||
Exercisable Weighted Average Exercise Price | $ 1,819.80 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 1,225 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 2,887.50 |
EQUITY (Details 4)
EQUITY (Details 4) - $ / shares | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Class of Warrant or Right [Line Items] | |||
Warrants Outstanding, Number of Warrants and Options (in Shares) | 557,997 | 424,616 | 59,431 |
Granted,Number of Warrants and Options (in Shares) | 152,250 | 37,500 | 365,272 |
Exercised, Number of Warrants and Options (in Shares) | 0 | 0 | (87) |
Forfeited or Expired, Number of Warrants and Options (in Shares) | (7,429) | 0 | 0 |
Warrants Outstanding, Number of Warrants and Options (in Shares) | 702,818 | 557,997 | 424,616 |
Exercisable, Number of Warrants and Options (in Shares) | 670,816 | 462,116 | 424,616 |
Warrants Outstanding, Weighted Average Exercise Price | $ 96.78 | $ 65.30 | $ 259 |
Granted, Weighted Average Exercise Price | 19.70 | 20 | 66.10 |
Exercised, Weighted Average Exercise Price | 0 | 0 | 3.50 |
Forfeited or Expired, Weighted Average Exercise Price | 192.50 | 0 | 0 |
Warrants Outstanding, Weighted Average Exercise Price | 79 | 96.78 | 65.30 |
Exercisable, Weighted Average Exercise Price | $ 81.50 | $ 61.60 | $ 65.30 |
EQUITY (Details 5)
EQUITY (Details 5) - Dec. 31, 2014 - shares | Total |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Number Outstanding (in shares) | 462,116 |
Exercise Price $3.50 [Member] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Number Outstanding (in shares) | 7,074 |
Weighted Average Remaining Contractual Life (in years) | 3 years 7 months 24 days |
Exercise Price $20.00 [Member] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Number Outstanding (in shares) | 37,500 |
Weighted Average Remaining Contractual Life (in years) | 5 years |
Exercise Price $21.88 [Member] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Number Outstanding (in shares) | 17,145 |
Weighted Average Remaining Contractual Life (in years) | 3 years 10 months 20 days |
Exercise Price $55.00 [Member] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Number Outstanding (in shares) | 57,144 |
Weighted Average Remaining Contractual Life (in years) | 1 year 1 month 17 days |
Exercise Price $68.70 [Member] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Number Outstanding (in shares) | 326,680 |
Weighted Average Remaining Contractual Life (in years) | 3 years 7 months 28 days |
Exercise Price $78.70 [Member] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Number Outstanding (in shares) | 1,429 |
Weighted Average Remaining Contractual Life (in years) | 3 months 11 days |
Exercise Price $8.75 [Member] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Number Outstanding (in shares) | 14,286 |
Weighted Average Remaining Contractual Life (in years) | 3 years 14 days |
Exercise Price $350.00 [Member] | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Number Outstanding (in shares) | 858 |
Weighted Average Remaining Contractual Life (in years) | 2 years 2 months 12 days |
EQUITY (Details Textual)
EQUITY (Details Textual) - USD ($) | Jun. 11, 2015 | Oct. 03, 2014 | Feb. 28, 2015 | Feb. 24, 2015 | Nov. 25, 2014 | Sep. 22, 2014 | Sep. 19, 2014 | Apr. 22, 2014 | Jun. 15, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 23, 2015 | Apr. 14, 2015 | Feb. 09, 2015 | Jun. 11, 2014 |
Class of Warrant or Right [Line Items] | |||||||||||||||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | 300,000,000 | ||||||||||||||
Proceeds from Issuance of Common Stock | $ 11,224,000 | $ 17,340,000 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 12.20 | $ 19.90 | |||||||||||||||
Share-based Compensation, Total | $ 133,000 | $ 214,000 | $ 625,000 | $ 796,000 | |||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Total | 600,000 | 1,200,000 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | 0 | 0 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 830,000 | 846,000 | |||||||||||||||
Stock Issued During Period, Shares, New Issues | 10,000 | 1,000,000 | |||||||||||||||
Sale of Stock, Price Per Share | $ 1 | ||||||||||||||||
Prepaid Expense and Other Assets, Current | 336,000 | $ 411,000 | 49,000 | ||||||||||||||
Prepaid Expense | $ 346,000 | ||||||||||||||||
Stock Issued During Period, Shares, Other | 3,315 | ||||||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years | ||||||||||||||||
$1M Purchase Agreement [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Purchase Agreement Value | $ 1,000,000 | ||||||||||||||||
$15M Purchase Agreement [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Purchase Agreement Value | $ 15,000,000 | 15,000,000 | |||||||||||||||
$1,331,500 Purchase Agreement [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Payments of Stock Issuance Costs | $ 20,000 | ||||||||||||||||
Proceeds from Issuance of Common Stock | $ 1,311,000 | ||||||||||||||||
$1,331,500 Purchase Agreement [Member] | Affiliated Entity [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Sale of Stock, Price Per Share | $ 13.70 | ||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 24,599 | ||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Common Stock, Shares Authorized | 12,239 | ||||||||||||||||
Sale of Stock, Consideration Received on Transaction | 145,000 | ||||||||||||||||
Proceeds from Issuance Initial Public Offering | $ 7,000,000 | ||||||||||||||||
Employees [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Share-based Compensation, Total | 305,000 | 421,000 | |||||||||||||||
Non Employees [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Share-based Compensation, Total | 320,000 | 375,000 | |||||||||||||||
Common Stock [Member] | Subsequent Event [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 2,462 | ||||||||||||||||
MB Technology Holdings LLC [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | 399,114 | ||||||||||||||||
MB Technology Holdings LLC [Member] | Subsequent Event [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, Other | 189,904 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | 17,500 | 17,500 | |||||||||||||||
Sale of Stock, Price Per Share | $ 19.80 | ||||||||||||||||
Prepaid Expense and Other Assets, Current | $ 346,000 | ||||||||||||||||
Common Stock Shares Purchase Percentage | 200.00% | ||||||||||||||||
Common Stock Shares Trading Volume Percentage | 30.00% | ||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 478,291 | ||||||||||||||||
Sale of Stock, Consideration Received Per Transaction | $ 15,000,000 | $ 15,000,000 | 15,000,000 | ||||||||||||||
Prepaid Expense | 294,000 | ||||||||||||||||
Increase (Decrease) in Prepaid Expense | $ 52,000 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | $1M Purchase Agreement [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Purchase Agreement Value | $ 1,000,000 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | $15M Purchase Agreement [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Purchase Agreement Value | $ 15,000,000 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | $1,331,500 Purchase Agreement [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 1,331,500 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Weighted Average [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Common Stock Shares Trading Volume Percentage | 95.00% | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Common Stock [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Shares Issued, Price Per Share | $ 12.50 | $ 15 | |||||||||||||||
Stock Issued During Period, Shares, New Issues | 50,000 | 50,000 | 10,000 | ||||||||||||||
Sale of Stock, Price Per Share | $ 20 | ||||||||||||||||
Sale of Stock, Consideration Received on Transaction | $ 961,000 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Common Stock [Member] | Minimum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Sale of Stock, Price Per Share | $ 15 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Common Stock [Member] | Maximum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 1,000,000 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Common Stock One [Member] | Minimum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Sale of Stock, Price Per Share | $ 20 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Common Stock One [Member] | Maximum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | 15,000 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Common Stock Two [Member] | Minimum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Sale of Stock, Price Per Share | $ 22.50 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Common Stock Two [Member] | Maximum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | 20,000 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Common Stock Three [Member] | Minimum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Sale of Stock, Price Per Share | $ 30 | ||||||||||||||||
Lincoln Park Capital Fund LLC [Member] | Common Stock Three [Member] | Maximum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | 25,000 | ||||||||||||||||
Roth Capital Partners, LLC [Member] | Equity Distribution Agreement [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 10,000,000 | ||||||||||||||||
Sale of Stock, Consideration Received Per Transaction | $ 1,000,000 | ||||||||||||||||
Investor [Member] | $1,331,500 Purchase Agreement [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Sale of Stock, Price Per Share | $ 12.50 | ||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 29,560 | ||||||||||||||||
IPO [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Stock Issued During Period, Shares, New Issues | 526,500 | ||||||||||||||||
Sale of Stock, Price Per Share | $ 19 | ||||||||||||||||
Proceeds from Issuance Initial Public Offering | $ 8,816,000 | ||||||||||||||||
IPO [Member] | Minimum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Common Stock, Shares Authorized | 100,000,000 | ||||||||||||||||
IPO [Member] | Maximum [Member] | |||||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||||
Common Stock, Shares Authorized | 300,000,000 |
COMMITMENTS (Details)
COMMITMENTS (Details) - USD ($) | Mar. 31, 2015 | Dec. 31, 2014 |
Other Commitments [Line Items] | ||
2,016 | $ 2,052,000 | $ 2,069,000 |
2,017 | 127,000 | 217,000 |
2,018 | 84,000 | 84,000 |
2,019 | 87,000 | 87,000 |
2,020 | 66,000 | 66,000 |
Operating Leases, Future Minimum Payments Due, Total | $ 2,416,000 | $ 2,523,000 |
COMMITMENTS (Details Textual)
COMMITMENTS (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Aug. 31, 2011 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Other Commitments [Line Items] | |||||
Operating Leases, Rent Expense, Net, Total | $ 107,000 | $ 86,000 | $ 437,000 | $ 304,000 | |
Operating Leases Costs Capitalized | $ 0 | $ 83,000 | |||
Operating Leases Expiration Term | 2016 through 2019 | 2015 through 2019 | |||
Purchase Obligation | $ 1,634,000 | ||||
Employment Agreement [Member] | |||||
Other Commitments [Line Items] | |||||
Officers' Compensation | $ 250,000 |
CONCENTRATIONS (Details Textual
CONCENTRATIONS (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 10.00% | |
Inventories [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 33.00% | |
Sales Revenue, Net [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 91.00% | 10.00% |
Concentration Risk, Net Assets Amount, Geographic Area | $ 534,000 | |
Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 97.00% | |
One Customer [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 57.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 316,000 | |
One Customer [Member] | Inventories [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 13.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 239,000 | |
One Customer [Member] | Sales Revenue, Net [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 32.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 204,000 | |
One Customer [Member] | Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 41.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 289,000 | |
One Customer [Member] | Consulting Revenue [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 32.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 200,000 | |
Two Customers [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 34.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 190,000 | |
Two Customers [Member] | Inventories [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 10.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 188,000 | |
Two Customers [Member] | Sales Revenue, Net [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 16.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 100,000 | |
Two Customers [Member] | Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 91.00% | 27.00% |
Concentration Risk, Net Assets Amount, Geographic Area | $ 190,000 | |
Three Customers [Member] | Inventories [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 100.00% | 10.00% |
Concentration Risk, Net Assets Amount, Geographic Area | $ 178,000 | |
Three Customers [Member] | Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 24.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 172,000 | |
Four Customers [Member] | Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 5.00% | |
Concentration Risk, Net Assets Amount, Geographic Area | $ 33,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 8 Months Ended | 12 Months Ended | 19 Months Ended | ||||||||
Mar. 24, 2015 | Feb. 28, 2015 | Feb. 24, 2015 | Apr. 29, 2014 | Apr. 16, 2014 | Feb. 24, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2006 | Feb. 23, 2015 | Feb. 13, 2015 | |
Related Party Transaction [Line Items] | ||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 10,000 | 1,000,000 | ||||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 75,000 | $ 75,000 | $ 300,000 | $ 0 | ||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 42,250 | |||||||||||||
Proceeds from Related Party Debt | $ 2,727,000 | |||||||||||||
Percentage Of Outstanding Shares Of Voting Stock | 50.00% | |||||||||||||
Conversion of Stock, Shares Converted | 37,500 | |||||||||||||
Common Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | 112,782 | |||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Conversion of Stock, Shares Converted | 222,792 | |||||||||||||
Aggregate Loan of Family Members of George Schmitt [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Repayments of Related Party Debt | $ 100,000 | |||||||||||||
Debt Conversion, Original Debt, Amount | $ 845,000 | |||||||||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued | 42,250 | |||||||||||||
Warrants Issued To Purchase Common Stock Exercise Price | $ 20 | |||||||||||||
Aggregate Loan of Family Members of George Schmitt [Member] | Common Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 5,310 | |||||||||||||
Aggregate Loan of Family Members of George Schmitt [Member] | Series B Preferred Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 845,000 | |||||||||||||
Other Related Party [Member] | Series B Preferred Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Conversion of Stock, Shares Converted | 59,150 | |||||||||||||
MB Technology Holdings LLC [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 24.00% | 24.00% | ||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 399,114 | |||||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | $ 25,000 | $ 25,000 | ||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 4.40 | $ 4.40 | ||||||||||||
Repayments of Related Party Debt | $ 280,000 | |||||||||||||
Due to Affiliate | 264,000 | $ 931,000 | 931,000 | |||||||||||
Proceeds from Related Party Debt | 0 | |||||||||||||
Payments for Fees | 225,000 | |||||||||||||
Due to Related Parties | 75,000 | $ 75,000 | ||||||||||||
Distribution Fees | $ 700,000 | $ 90,000 | 109,000 | |||||||||||
Deferred Compensation Arrangement with Individual, Cash Awards Granted, Percentage | 3.00% | 3.00% | ||||||||||||
Percentage Of Distribution Fees | 3.00% | |||||||||||||
Percentage Of Outstanding Shares Of Voting Stock | 32.09% | |||||||||||||
MB Technology Holdings LLC [Member] | General and Administrative Expense [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Due to Related Parties | 809,000 | $ 809,000 | ||||||||||||
MB Technology Holdings LLC [Member] | Subsequent Event [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Distribution Fees | $ 700,000 | |||||||||||||
Percentage Of Distribution Fees | 3.00% | |||||||||||||
MB Technology Holdings LLC [Member] | Payroll [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Due to Related Parties | $ 50,000 | 50,000 | ||||||||||||
Mooers Branton & Co [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related Party Transaction, Expenses from Transactions with Related Party | 0 | $ 720,000 | $ 80,000 | |||||||||||
Walnut Hill Telephone Company [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related Party Transaction, Other Revenues from Transactions with Related Party | 179,000 | |||||||||||||
Haxtun Telephone Company [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related Party Transaction, Other Revenues from Transactions with Related Party | $ 301,000 | |||||||||||||
George Schmitt [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Related Party Transaction, Other Revenues from Transactions with Related Party | $ 40,000 | $ 245,000 | $ 245,000 | |||||||||||
George Schmitt [Member] | Aggregate Loan of Family Members of George Schmitt [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Debt Conversion, Original Debt, Amount | $ 145,000 | |||||||||||||
Family Members of George Schmitt [Member] | Series B Preferred Stock [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Conversion of Stock, Shares Converted | 845,000 | |||||||||||||
Family Members of George Schmitt [Member] | Aggregate Loan of Family Members of George Schmitt [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Debt Conversion, Original Debt, Amount | $ 700,000 |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) | Jun. 11, 2015 | Feb. 11, 2015 | Nov. 05, 2014 | May. 07, 2014 | Jul. 31, 2015 | Jun. 15, 2015 | Mar. 31, 2015 | Mar. 27, 2015 | Mar. 24, 2015 | Mar. 23, 2015 | Feb. 28, 2015 | Feb. 24, 2015 | Jan. 08, 2015 | Dec. 31, 2014 | Apr. 22, 2014 | Jun. 15, 2015 | Feb. 23, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 13, 2015 | Jul. 20, 2015 | Apr. 14, 2015 | Feb. 17, 2015 | Jan. 29, 2015 | Dec. 30, 2014 | Jun. 11, 2014 | Feb. 02, 2014 | Mar. 31, 2013 |
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 42,250 | ||||||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | |||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2 | 2 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||||||||||
Common Stock, Shares, Issued | 3,641,914 | 2,617,622 | 3,641,914 | 2,617,622 | 2,617,622 | 1,868,235 | |||||||||||||||||||||||||
Conversion of Stock, Shares Converted | 37,500 | ||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | 100,000,000 | 100,000,000 | 100,000,000 | 300,000,000 | |||||||||||||||||||||||||
Stock Issued During Period, Shares, Other | 3,315 | ||||||||||||||||||||||||||||||
Increase (Decrease) in Due to Related Parties | $ 55,000 | $ 1,105,000 | $ 1,934,000 | $ 91,000 | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 2,000,000 | $ 2,000,000 | |||||||||||||||||||||||||||||
Proceeds from Convertible Debt | $ 0 | $ 4,994,000 | |||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 182,060 | 182,060 | 182,060 | ||||||||||||||||||||||||||||
2015 Employee Stock Purchase Plan [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Development Stage Entities, Stock Issued, Shares, Issued for Noncash Consideration | 63,224 | ||||||||||||||||||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Convertible Preferred Stock, Terms of Conversion | (i) $2.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the Common Stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 750,000 | ||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted | 750,000 | 0 | 37,500 | ||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 350,000 | 350,000 | |||||||||||||||||||||||||||||
Preferred Stock, Redemption Terms | the holder of Series B Preferred Stock shall have the right to require the Company, by written notice, to redeem all or any of the shares of Series B Preferred Stock at a price equal to the greater of (i) 125% of the conversion amount to be redeemed and (ii) the product of (a) the conversion amount divided by the lower of (x) $2.00 or (y) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice multiplied by (b) 125% of the greatest closing sale price of the common stock on any trading day during the period commencing on the date immediately preceding such triggering event and ending on the date the Company makes the entire redemption payment to the holder of Series B Preferred Stock. | ||||||||||||||||||||||||||||||
Convertible Preferred Stock, Terms of Conversion | 5 | A holder of Series B Preferred Stock shall have the right to convert the Series B Preferred Stock, in whole or in part, upon written notice to the Company at a conversion price equal to the lower of (i) $2.00 or (ii) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | |||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted | 222,792 | ||||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | Family Of Schmitt [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 845,000 | ||||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Preferred Stock, Redemption Terms | (i) the stated value of Series C Preferred Stock to be redeemed multiplied by 105% (for redemptions occurring within the first thirty days of the initial issuance date) or 110% (for redemptions occurring during the period between thirty and sixty days of the initial issuance date) plus (ii) all accrued and unpaid dividends thereon until the date of the redemption. On both March 12, 2015, and March 24, 2015, the Company met all conditions. | the holder of Preferred Stock shall have the right to require the Company, by written notice, to redeem all or any of the shares of Preferred Stock at a price equal to the greater of (i) 125% of the conversion amount to be redeemed and (ii) the product of (a) the conversion amount divided by the lower of (x) $2.00 or (y) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice multiplied by (b) 125% of the greatest closing sale price of the common stock on any trading day during the period commencing on the date immediately preceding such triggering event and ending on the date the Company makes the entire redemption payment to the holder of Preferred Stock. | |||||||||||||||||||||||||||||
Convertible Preferred Stock, Terms of Conversion | A holder of Preferred Stock shall have the right to convert the Preferred Stock, in whole or in part, upon written notice to the Company at a conversion price equal to the lower of (i) $2.00 or (ii) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||||||||||||||||||||||||
Purchase Price Which Equal To Value Of Conversion Amount, Percentage | 125.00% | ||||||||||||||||||||||||||||||
Purchase Price Which Equal To Stated Value Of Preferred Stock, Percentage | 125.00% | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 1,800,000 | ||||||||||||||||||||||||||||||
Preferred Stock, Redemption Amount | $ 300,000 | $ 300,000 | |||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted | 1,589,720 | ||||||||||||||||||||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 210,280 | 210,280 | |||||||||||||||||||||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Convertible Preferred Stock, Terms of Conversion | (i) $2.00 or (ii) 85% of the lowest volume weighted average price of the common stock of the Company during the five (5) consecutive trading day period ending and including the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | ||||||||||||||||||||||||||||||
Series A Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||||||||||||||||||||||||
Preferred Stock, Redemption Terms | (i) 125% of the conversion amount to be redeemed and (ii) the product of (a) the conversion amount divided by 85% of the average of the five (5) lowest volume weighted average prices of the common stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice multiplied by (b) 125% of the greatest closing sale price of the common stock on any trading day during the period commencing on the date immediately preceding such triggering event and ending on the date the Company makes the entire redemption payment to the holder of Series A Preferred Stock. | ||||||||||||||||||||||||||||||
Convertible Preferred Stock, Terms of Conversion | (i) $20.00 or (ii) 85% of the average of the five (5) lowest volume weighted average prices of the Common Stock during the twenty (20) consecutive trading day period ending the trading day immediately preceding the delivery of the applicable conversion notice (as adjusted for stock splits, share combinations and similar transactions). | ||||||||||||||||||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 5 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||||||||||||||||||||||||
Purchase Price Which Equal To Value Of Conversion Amount, Percentage | 125.00% | 105.00% | |||||||||||||||||||||||||||||
Purchase Price Which Equal To Stated Value Of Preferred Stock, Percentage | 125.00% | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 0 | 0 | 0 | 0 | |||||||||||||||||||||||||||
Dividends, Preferred Stock | $ 52,500 | ||||||||||||||||||||||||||||||
Board of Directors Chairman [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Repayments of Related Party Debt | $ 100,000 | ||||||||||||||||||||||||||||||
IPO [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Proceeds from Issuance Initial Public Offering | $ 8,816,000 | ||||||||||||||||||||||||||||||
IPO [Member] | Maximum [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | 300,000,000 | ||||||||||||||||||||||||||||||
IPO [Member] | Minimum [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | 100,000,000 | ||||||||||||||||||||||||||||||
Warrant [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 5 years | 5 years | |||||||||||||||||||||||||||||
Warrant [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted | 37,500 | ||||||||||||||||||||||||||||||
Warrant [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 5 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | $ 20 | $ 20 | ||||||||||||||||||||||||||||
Warrant [Member] | Series C Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 5 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | $ 20 | $ 20 | ||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted | 90,000 | ||||||||||||||||||||||||||||||
Warrant [Member] | Series A Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Other | 3,315 | ||||||||||||||||||||||||||||||
MB Technology Holdings LLC [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Repayments of Related Party Debt | $ 280,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 4.40 | ||||||||||||||||||||||||||||||
Due to Related Parties | $ 75,000 | $ 75,000 | 75,000 | ||||||||||||||||||||||||||||
Walnut Hill Telephone Company [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Related Party Transaction, Other Revenues from Transactions with Related Party | $ 179,000 | ||||||||||||||||||||||||||||||
George Schmitt [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Related Party Transaction, Other Revenues from Transactions with Related Party | $ 40,000 | $ 245,000 | 245,000 | ||||||||||||||||||||||||||||
Convertible Notes Payable [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 5,057 | 3,410 | |||||||||||||||||||||||||||||
Debt Instrument, Face Amount | 2,000,000 | 2,000,000 | $ 2,000,000 | ||||||||||||||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Purchase Price Which Equal To Value Of Conversion Amount, Percentage | 105.00% | ||||||||||||||||||||||||||||||
Stock Closing Bid Price Minimum | $ 1 | ||||||||||||||||||||||||||||||
Operating Expenses Increase Decrease | $ 800,000 | ||||||||||||||||||||||||||||||
Percentage of Cost Reduction | 30.00% | ||||||||||||||||||||||||||||||
Preferred Stock, Redemption Amount | $ 300,000 | $ 300,000 | $ 300,000 | ||||||||||||||||||||||||||||
Common Stock, Shares Authorized | 12,239 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services | 17,456 | ||||||||||||||||||||||||||||||
Employee-related Liabilities | $ 815,881 | $ 815,881 | |||||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 54,519 | ||||||||||||||||||||||||||||||
Proceeds from Issuance Initial Public Offering | $ 7,000,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series B Warrant [Member] | Family Of Schmitt [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Second Tranche [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 420,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||||||||||||||||||
Proceeds from Convertible Debt | $ 400,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Maturity Date | Jan. 14, 2016 | ||||||||||||||||||||||||||||||
Long-term Debt, Gross | $ 466,667 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | 2013 Long Term Incentive Plan [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | 350,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | 2015 Employee Stock Purchase Plan [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 100,000 | ||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 24,991 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | 750,000 | ||||||||||||||||||||||||||||||
Dividends, Preferred Stock | 52,500 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.00001 | ||||||||||||||||||||||||||||||
Preferred Stock, Value, Outstanding | 250,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series B Preferred Stock [Member] | $350,000 Purchase Agreement [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 350,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series C Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ 0.00001 | ||||||||||||||||||||||||||||||
Preferred Stock, Value, Outstanding | $ 1,631,776 | $ 1,800,000 | |||||||||||||||||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 2 years | ||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | $ 168,224 | ||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted | 1,800,000 | ||||||||||||||||||||||||||||||
Preferred Stock Dividends, Shares | 126,000 | ||||||||||||||||||||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 946,518 | 946,518 | |||||||||||||||||||||||||||||
Subsequent Event [Member] | Series C Preferred Stock [Member] | Dividend Declared [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | 11,776 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series C Preferred Stock [Member] | $1,800,000 Purchase Agreement [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 11,864 | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Issued | 1,800,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series B Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | 945,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Series B Convertible Preferred Stock [Member] | Dividend Declared [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | $ 66,150 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Board of Directors Chairman [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Repayments of Related Party Debt | $ 100,000 | ||||||||||||||||||||||||||||||
Short-term Debt | $ 845,000 | $ 145,000 | $ 700,000 | ||||||||||||||||||||||||||||
Subsequent Event [Member] | Board of Directors Chairman [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 845,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Employees [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services | 301,402 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | George Schmitt [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Due to Related Parties | $ 660,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Maximum [Member] | Series A Warrant [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Maximum [Member] | Series C Warrant [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 20 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Minimum [Member] | Series A Warrant [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 11.50 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Minimum [Member] | Series C Warrant [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 11.50 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 17,500 | 90,000 | |||||||||||||||||||||||||||||
Preferred Stock, Value, Outstanding | $ 350,000 | ||||||||||||||||||||||||||||||
Sale of Stock, Number of Shares Issued in Transaction | 2,462 | ||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Terms of Conversion Feature | However, during the Extension Period, the conversion price shall be the lesser of (i) $5.00, subject to adjustment for stock dividends, stock splits, combinations or similar events, and (ii) 85% of the lowest closing price of the common stock in the twenty (20) trading days prior to the date of conversion | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | Equity Distribution Agreement [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Value, Other | $ 1,000,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | Series C Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted | 68,422 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | Series B Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | $ 267,701 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | Series A Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Conversion of Stock, Amount Converted | $ 239,247 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | Board of Directors Chairman [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 5,310 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Warrant [Member] | Board of Directors Chairman [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 42,250 | ||||||||||||||||||||||||||||||
Class Of Warrant Or Right Year From Which Warrants Or Rights Exercisable | 5 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 20 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | MB Technology Holdings LLC [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Other | 189,904 | ||||||||||||||||||||||||||||||
Increase (Decrease) in Due to Related Parties | $ 52,000 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | MB Technology Holdings LLC [Member] | First Issue [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Common Stock, Shares, Issued | 399,114 | ||||||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 1,756,098 | ||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 4.40 | ||||||||||||||||||||||||||||||
Subsequent Event [Member] | Convertible Notes Payable [Member] | |||||||||||||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 5 | ||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,166,666 | ||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||||||||||||||||||
Debt Instrument, Repurchased Face Amount | $ 1,050,000 | ||||||||||||||||||||||||||||||
Proceeds from Convertible Debt | $ 907,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Maturity Date | Dec. 11, 2015 | ||||||||||||||||||||||||||||||
Debt Instrument, Maturity Date, Description | If the 8% Convertible Notes are not repaid by the Company by the Maturity Date, the Maturity Date shall be automatically extended for an additional three-month period until March 11, 2016 (such period, the Extension Period), which extension shall not be considered an event of default | ||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate Terms | The 8% Convertible Notes bear interest at a rate of 8% per annum, subject to increase to the lesser of 24% per annum or the maximum rate permitted under applicable law upon the occurrence of certain events of default | ||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Terms of Conversion Feature | during the April 2016 Extension Period, the conversion price shall be the lesser of (i) $5.00, subject to adjustment for stock dividends, stock splits, combinations or similar events, and (ii) 85% of the lowest closing price of the common stock in the twenty (20) trading days prior to the date of conversion. | ||||||||||||||||||||||||||||||
Debt Instrument, Redemption, Description | If such prepayment is made within sixty (60) days after the issuance date of the 8% Convertible Notes, the Company shall pay an amount in cash equal to 125% of the sum of the then outstanding principal amount of the note and interest; thereafter, if such prepayment is made, the Company shall pay an amount in cash equal to 135% of the sum of the then outstanding principal amount of the note and interest. Within one (1) business day after the closing of any underwritten public offering of at least $7,000,000 of securities of the Company pursuant to a registration statement on Form S-1 or Form S-3 (the “Public Offering”), the Company shall prepay in cash an amount equal to (i) 125% of the sum of the then outstanding principal amount of the note and interest if the closing of the Public Offering occurs within sixty (60) days after the issuance date of the 8% Convertible Notes or (ii) 135% of the sum of the then outstanding principal amount of the note and interest if the closing of the Public Offering occurs after sixty (60) days following the issuance date of the 8% Convertible Notes. | ||||||||||||||||||||||||||||||
Right To Participate In Future Financings Description | in an aggregate amount of the Subsequent Financing equal to at least $500,000, on the same terms, conditions and price provided for in the Subsequent Financing |
REVERSE STOCK SPLIT (Details Te
REVERSE STOCK SPLIT (Details Textual) | Jul. 09, 2015 |
Subsequent Event [Member] | |
Stockholders Equity Reverse Stock Split [Line Items] | |
Stockholders' Equity, Reverse Stock Split | 1-for-10 |