LogicMark (LGMK) 10-Q 16 Nov 20 2020 Q3 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2020	Nov. 12, 2020
Document Information Line Items
Entity Registrant Name	Nxt-ID, Inc.
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		35,009,952
Amendment Flag	false
Entity Central Index Key	0001566826
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Sep. 30, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q3
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity File Number	001-36616
Entity Incorporation, State or Country Code	DE
Entity Interactive Data Current	Yes

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2020	Dec. 31, 2019
Current Assets
Cash	$ 2,092,532	$ 1,587,250
Restricted cash	150,130	150,130
Accounts receivable, net	57,917	38,526
Inventory, net	872,336	1,303,279
Prepaid expenses and other current assets	385,170	285,495
Total Current Assets	3,558,085	3,364,680
Property and equipment:
Equipment	183,044	183,044
Furniture and fixtures	98,839	98,839
Tooling and molds	644,462	644,462
Property and equipment, gross	926,345	926,345
Accumulated depreciation	(880,821)	(831,290)
Property and equipment, net	45,524	95,055
Right-of-use assets	320,378	108,508
Goodwill	15,479,662	15,479,662
Other intangible assets, net of amortization of $3,174,086 and $2,604,290, respectively	5,430,481	6,000,277
Total Assets	24,834,130	25,048,182
Current Liabilities
Accounts payable	1,997,105	2,118,476
Accrued expenses	1,289,433	1,492,111
Term loan facility - current	2,062,500	2,062,500
Other short-term debt	346,390
Total Current Liabilities	5,695,428	5,673,087
Term loan facility, net of debt discount of $163,702 and $244,070, respectively, and deferred debt issuance costs of $846,828 and $1,262,565, respectively	8,538,472	9,739,242
Other long-term liabilities	1,341,078	1,113,965
Total Liabilities	15,574,978	16,526,294
Commitments and Contingencies
Series C Preferred Stock
Series C Preferred Stock, par value $0.0001 per share: 2,000 shares designated; 2,000 shares issued and outstanding as of September 30, 2020 and December 31, 2019, respectively	1,807,300	1,807,300
Stockholders’ Equity
Preferred Stock, value
Common Stock, par value $0.0001 per share: 100,000,000 shares authorized; 35,009,952 and 30,048,854 shares issued and outstanding as of September 30, 2020 and December 31, 2019, respectively	3,501	3,005
Additional paid-in capital	70,560,348	68,515,674
Accumulated deficit	(63,111,997)	(61,804,091)
Total Stockholders’ Equity	7,451,852	6,714,588
Total Liabilities, Series C Preferred Stock and Stockholders’ Equity	24,834,130	25,048,182
Series A Preferred Stock
Stockholders’ Equity
Preferred Stock, value
Series B Preferred Stock
Stockholders’ Equity
Preferred Stock, value

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parentheticals) - USD ($)	Sep. 30, 2020	Dec. 31, 2019
Other intangible assets net of amortization (in Dollars)	$ 3,174,086	$ 2,604,290
Net debt discount (in Dollars)	163,702	244,070
Deferred debt issuance costs (in Dollars)	$ 846,828	$ 1,262,565
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares designated	10,000,000	10,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common Stock shares issued	35,009,952	30,048,854
Common Stock share outstanding	35,009,952	30,048,854
Series C Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares designated	2,000	2,000
Preferred stock, shares issued	2,000	2,000
Preferred stock, shares outstanding	2,000	2,000
Series A Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares designated	3,125,000	3,125,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series B Preferred Stock
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares designated	4,500,000	4,500,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Statement [Abstract]
Revenues	$ 2,639,193	$ 4,444,431	$ 8,866,205	$ 13,112,952
Cost of goods sold	760,965	1,107,373	2,378,148	3,206,340
Gross Profit	1,878,228	3,337,058	6,488,057	9,906,612
Operating Expenses
General and administrative	1,569,736	1,496,247	3,455,555	4,642,836
Selling and marketing	577,085	760,011	1,865,626	2,503,594
Research and development	257,832	354,257	757,221	962,537
Total Operating Expenses	2,404,653	2,610,515	6,078,402	8,108,967
Operating (Loss) Income	(526,425)	726,543	409,655	1,797,645
Other Income and (Expense)
Interest expense	(551,916)	(1,133,273)	(1,717,561)	(2,410,741)
Loss on extinguishment of debt				(2,343,879)
Change in fair value of contingent consideration				85,111
Total Other Expense, Net	(551,916)	(1,133,273)	(1,717,561)	(4,669,509)
Loss from Continuing Operations	(1,078,341)	(406,730)	(1,307,906)	(2,871,864)
Loss from Discontinued Operations		(1,241,730)		(3,432,270)
Loss on sale of Discontinued Operations		(5,988,767)		(5,988,767)
Net Loss	(1,078,341)	(7,637,227)	(1,307,906)	(12,292,901)
Preferred stock dividends	(25,000)	(25,000)	(75,000)	(125,000)
Net Loss applicable to Common Stockholders	$ (1,103,341)	$ (7,662,227)	$ (1,382,906)	$ (12,417,901)
Loss Per Share from Continuing Operations – Basic and Diluted (in Dollars per share)	$ (0.03)	$ (0.02)	$ (0.04)	$ (0.11)
Loss Per Share from Discontinued Operations – Basic and diluted (in Dollars per share)	0	(0.24)	0	(0.33)
Net Loss Per Share – Basic and Diluted (in Dollars per share)	$ (0.03)	$ (0.26)	$ (0.04)	$ (0.44)
Weighted Average Number of Common Shares Outstanding – Basic and Diluted (in Shares)	34,252,098	29,713,320	31,580,897	28,328,095

Condensed Consolidated Statem_2

Condensed Consolidated Statement of Changes in Equity (Unaudited) - USD ($)	Preferred Stock	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2018		$ 2,523	$ 64,748,871	$ (50,014,636)	$ 14,736,758
Balance (in Shares) at Dec. 31, 2018		25,228,072
Issuance of common stock for services		$ 77	534,413		534,490
Issuance of common stock for services (in Shares)		770,827
Issuance of common stock under the at-the-market program for cash, net of fees		$ 111	1,298,931		1,299,042
Issuance of common stock under the at-the-market program for cash, net of fees (in Shares)		1,113,827
Issuance of common stock and warrants for cash, net of fees		$ 247	1,914,753		1,915,000
Issuance of common stock and warrants for cash, net of fees (in Shares)		2,469,136
Shares issued in connection with the management incentive plan for 2017 and 2018		$ 29	216,238		216,267
Shares issued in connection with the management incentive plan for 2017 and 2018 (in Shares)		289,216
Fees incurred in connection with equity offerings			(127,514)		(127,514)
Net loss				(12,292,901)	(12,292,901)
Preferred stock dividends			(125,000)		(125,000)
Balance at Sep. 30, 2019		$ 2,987	68,460,692	(62,307,537)	6,156,142
Balance (in Shares) at Sep. 30, 2019		29,871,078
Balance at Jun. 30, 2019		$ 2,968	68,403,389	(54,670,310)	13,736,047
Balance (in Shares) at Jun. 30, 2019		29,680,561
Issuance of common stock for services		$ 16	87,484		87,500
Issuance of common stock for services (in Shares)		160,917
Issuance of common stock under the at-the-market program for cash, net of fees		$ 3	16,229		16,232
Issuance of common stock under the at-the-market program for cash, net of fees (in Shares)		29,600
Fees incurred in connection with equity offerings			(21,410)		(21,410)
Net loss				(7,637,227)	(7,637,227)
Preferred stock dividends			(25,000)		(25,000)
Balance at Sep. 30, 2019		$ 2,987	68,460,692	(62,307,537)	6,156,142
Balance (in Shares) at Sep. 30, 2019		29,871,078
Balance at Dec. 31, 2019		$ 3,005	68,515,674	(61,804,091)	6,714,588
Balance (in Shares) at Dec. 31, 2019		30,048,854
Issuance of stock options for services			120,000		120,000
Issuance of common stock and warrants for cash		$ 451	1,864,077		1,864,528
Issuance of common stock and warrants for cash (in Shares)		4,513,478
Shares issued in connection with the management incentive plan for 2017 and 2018		$ 45	200,749		200,794
Shares issued in connection with the management incentive plan for 2017 and 2018 (in Shares)		447,620
Fees incurred in connection with equity offerings			(65,152)		(65,152)
Net loss				(1,307,906)	(1,307,906)
Preferred stock dividends			(75,000)		(75,000)
Balance at Sep. 30, 2020		$ 3,501	70,560,348	(63,111,997)	7,451,852
Balance (in Shares) at Sep. 30, 2020		35,009,952
Balance at Jun. 30, 2020		$ 3,050	68,722,019	(62,033,656)	6,691,413
Balance (in Shares) at Jun. 30, 2020		30,496,474
Issuance of stock options for services			40,000		40,000
Issuance of common stock and warrants for cash		$ 451	1,864,077		1,864,528
Issuance of common stock and warrants for cash (in Shares)		4,513,478
Fees incurred in connection with equity offerings			(40,748)		(40,748)
Net loss				(1,078,341)	(1,078,341)
Preferred stock dividends			(25,000)		(25,000)
Balance at Sep. 30, 2020		$ 3,501	$ 70,560,348	$ (63,111,997)	$ 7,451,852
Balance (in Shares) at Sep. 30, 2020		35,009,952

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Cash Flows from Operating Activities
Net Loss	$ (1,307,906)	$ (12,292,901)
Loss from discontinued operations		(3,432,270)
Loss on sale of discontinued operations		(5,988,767)
Loss from continuing operations	(1,307,906)	(2,871,864)
Adjustments to reconcile net loss to net cash provided by operating activities of continuing operations:
Depreciation	49,531	55,843
Stock based compensation	120,000	520,191
Amortization of debt discount	80,368	191,212
Amortization of intangible assets	569,796	569,796
Amortization of deferred debt issuance costs	415,737	521,118
Change in fair value of contingent consideration		(85,111)
Loss on extinguishment of debt		2,343,879
Changes in operating assets and liabilities:
Accounts receivable	(19,391)	202,614
Inventory	430,943	(633,764)
Prepaid expenses and other current assets	(99,675)	20,213
Accounts payable	(162,119)	795,176
Accrued expenses	(61,641)	(149,180)
Total Adjustments	1,323,549	4,351,987
Net Cash Provided by Operating Activities of Continuing Operations	15,643	1,480,123
Cash flows from Investing Activities
Pay down of contingent consideration		(181,065)
Net proceeds received from sale of discontinued operations		2,955,170
Purchase of equipment		(23,791)
Net Cash Provided by (Used in) Investing Activities of Continuing Operations		2,750,314
Cash Flows from Financing Activities
Pay down of short-term debt		(638,881)
Proceeds received in connection with issuance of common stock, net	1,864,528	3,214,042
Repayment of term debt with Sagard Capital		(16,000,000)
Term loan borrowings, net of deferred debt issue costs		14,670,579
Term loan repayment	(1,696,875)	(2,675,998)
Payment of closing related fees	(24,404)	(47,671)
Proceeds from PPP loan	346,390
Net Cash Provided by (Used in) Financing Activities of Continuing Operations	489,639	(1,477,929)
Net Increase in Cash and Restricted Cash from Continuing Operations	505,282	2,752,508
Cash Flows from Discontinued Operations:
Cash used by operating activities of discontinued operations		(2,844,419)
Cash used in investing activities of discontinued operations		(21,849)
Net Cash Used by Discontinued Operations		(2,866,268)
Net Increase (Decrease) in Cash and Restricted Cash	505,282	(113,760)
Cash and Restricted Cash – Beginning of Period	1,737,380	1,614,641
Cash and Restricted Cash – End of Period	2,242,662	1,500,881
Cash paid during the periods for:
Interest	1,241,819	1,564.376
Taxes	10,014	11,359
Non-cash financing activities:
Accrued fees incurred in connection with equity offerings	40,748	78,843
Common Stock issued in connection with management incentive plans	200,794	216,267
Accrued Series C Preferred Stock dividends	$ 25,000	$ 25,000

Organization and Basis of Prese

Organization and Basis of Presentation	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
ORGANIZATION AND BASIS OF PRESENTATION	Note 1 – Organization and Basis of Presentation Organization and Principal Business Activities Nxt-ID, Inc. (“Nxt-ID” or the “Company”) was incorporated in the State of Delaware on February 8, 2012. The Company is a security technology company and operates its business in one segment – hardware and software security systems and applications. The Company is engaged in the development of proprietary products and solutions that serve multiple end markets, including the security, healthcare, financial technology and the Internet of Things (“IoT”) markets. The Company evaluates the performance of its business on, among other things, profit and loss from operations. With extensive experience in access control, biometric and behavior-metric identity verification, security and privacy, encryption and data protection, payments, miniaturization, and sensor technologies, the Company develops and markets solutions for payment, IoT and healthcare applications. The Company’s wholly-owned subsidiary, LogicMark LLC (“LogicMark”), manufactures and distributes non-monitored and monitored personal emergency response systems sold through the United States Department of Veterans Affairs (the “VA”), healthcare durable medical equipment dealers and distributors and monitored security dealers and distributors. The Company’s former wholly-owned subsidiary, Fit Pay, Inc., had a proprietary technology platform that delivers payment, credential management, authentication and other secure services to the IoT ecosystem. The platform uses tokenization, a payment security technology that replaces cardholders’ account information with a unique digital identifier, to transact highly secure contactless payment and authentication services. On September 21, 2018, the Company announced that its board of directors approved a plan to separate the Company’s financial technology business from our healthcare business into an independent publicly traded company. The Company originally planned to distribute shares of PartX, Inc., a newly created company and wholly-owned subsidiary of the Company (“PartX”), to our stockholders through the execution of a spin-off. As a result, the Company reclassified its financial technology business to discontinued operations for all periods reported. The Company’s financial technology business was comprised of its Fit Pay subsidiary and the intellectual property developed by the Company, including the Flye Smartcard and the Wocket. On April 29, 2019, a Registration Statement on Form 10 was filed by PartX with the U.S. Securities and Exchange Commission (the “SEC”) in connection with the planned spin-off of our payments, authentication and credential management business. On August 19, 2019, the Company’s subsidiary, PartX notified the SEC that it was withdrawing the Registration Statement on Form 10. With the approval of the Company’s board of directors, and upon similar terms and conditions to those set forth in that loan agreement, the Company entered into a non-binding letter of intent for the sale of its Fit Pay subsidiary, excluding certain assets on August 6, 2019. In connection with the letter of intent, the Company was advanced $500,000 of non-interest bearing working capital for Fit Pay. On September 9, 2019, the Company completed the sale of its Fit Pay subsidiary to Garmin International, Inc. for $3.32 million in cash. Basis of Presentation The accompanying unaudited condensed consolidated financial statements as of September 30, 2020, and for the nine and three months ended September 30, 2020 and 2019 have been prepared in accordance with the accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC and on the same basis as the Company prepares its annual audited consolidated financial statements. The unaudited condensed consolidated balance sheet as of September 30, 2020 and the condensed consolidated statements of operations and changes in equity for the nine and three months ended September 30, 2020 and September 30, 2019 and the condensed consolidated statements of cash flows for the nine months ended September 30, 2020 and September 30, 2019 are unaudited, but include all adjustments, consisting only of normal recurring adjustments, which the Company considers necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The results for the nine and three months ended September 30, 2020 are not necessarily indicative of results to be expected for the year ending December 31, 2020, or for any future interim period. The condensed consolidated balance sheet at December 31, 2019 has been derived from audited consolidated financial statements. However, it does not include all of the information and notes required by U.S. GAAP for complete consolidated financial statements. The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements for the year ended December 31, 2019 and the notes thereto included in the Company’s Annual Report on Form 10-K, which was filed with the SEC on March 30, 2020.

Liquidity

Liquidity	9 Months Ended
	Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
LIQUIDITY	Note 2 – Liquidity The Company generated operating income of $409,655 and a net loss of $1,307,906 during the nine months ended September 30, 2020. As of September 30, 2020, the Company had cash and stockholders’ equity of $2,092,532 and $7,451,852, respectively. At September 30, 2020, the Company had a working capital deficiency of $2,137,343. On July 14, 2020, the Company, received gross proceeds of $1,864,528 from a registered direct offering. See Note 6 for details of this transaction. Given the Company’s cash position at September 30, 2020 and its projected cash flow from operations, the Company believes that it will have sufficient capital to sustain operations for a period of one year following the date of this filing. The Company may also raise additional funds through equity or debt offerings to increase its working capital and to accelerate the execution of its long-term strategic plan to develop and commercialize its core products and to fulfill its product development commitments. As described in Note 7, the coronavirus has significantly impacted, and could continue to impact the Company’s business, which would require the Company to raise funds to assist with its working capital needs.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Note 3 – Summary Of Significant Accounting Policies Use of estimates in the financial statements The preparation of condensed consolidated financial statements in conformity with U.S. GAAP 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 condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company’s management evaluates these significant estimates and assumptions including those related to the fair value of acquired assets and liabilities, stock based compensation, derivative instruments, income taxes, accounts receivable, inventories, right-of-use assets and other matters that affect the condensed consolidated financial statements and disclosures. Actual results could differ from those estimates. Principles of consolidation The condensed consolidated financial statements include the accounts of Nxt-ID and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation. Revenue Recognition The Company’s revenues consist of product sales to either end customers or to distributors and its sales are recognized at a point-in-time under the core principle of recognizing revenue when control of the product transfers to the customer. The Company recognizes revenue when it ships or delivers the product from its fulfillment center to its customer, when the customer accepts and has legal title of the product, and the Company has a present right to payment for the product. For the nine months ended September 30, 2020 and 2019, the Company had no sales recognized over time. The Company invoices its customers at the same time that the Company’s performance obligation is satisfied. The Company generally receives customer orders with a specified delivery date and orders typically fluctuate from month-to-month based on customer demand and general business conditions. The Company offers standard product warranty coverage which provides assurance that the Company’s products will conform to the contractually agreed-upon specifications for a limited period from the date of shipment. The Company’s warranty liabilities and related expense have not been material and were not material in the accompanying condensed consolidated financial statements as of September 30, 2020 and December 31, 2019, and for the nine months ended September 30, 2020 and 2019. Accounts Receivable Accounts receivable is stated at net realizable value. The Company regularly reviews accounts receivable balances and adjusts the receivable reserves as necessary whenever events or circumstances indicate the carrying value may not be recoverable. At September 30, 2020 and December 31, 2019, the Company had an allowance for doubtful accounts of $126,733. Inventory The Company performs regular reviews of inventory quantities on hand and evaluates the realizable value of its inventories. The Company adjusts the carrying value of the inventory as necessary with estimated valuation reserves for excess, obsolete, and slow-moving inventory by comparing the individual inventory parts to forecasted product demand or production requirements. As of September 30, 2020, inventory was comprised of $202,526 in raw materials and $669,810 in finished goods on hand. Inventory at December 31, 2019 was comprised of $167,357 in raw materials and $1,135,922 in finished goods on hand. The Company is required to prepay for certain inventory with certain vendors until credit terms can be established. As of September 30, 2020 and December 31, 2019, the Company had prepaid inventory of $216,587 and $201,496, respectively. These prepayments were made primarily for finished goods inventory, and prepaid inventory is included in prepaid expenses and other current assets on the condensed consolidated balance sheets. Goodwill Authoritative accounting guidance allows the Company to first assess qualitative factors to determine whether it is necessary to perform the more detailed two-step quantitative goodwill impairment test. The Company performs the quantitative test if its qualitative assessment determined it is more likely than not that a reporting unit’s fair value is less than its carrying amount. The Company may elect to bypass the qualitative assessment and proceed directly to the quantitative test for any reporting units or assets. The quantitative goodwill impairment test, if necessary, is a two-step process. The first step is to identify the existence of a potential impairment by comparing the fair value of a reporting unit (the estimated fair value of a reporting unit is calculated using a discounted cash flow model) with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, the reporting unit’s goodwill is considered not to be impaired and performance of the second step of the quantitative goodwill impairment test is unnecessary. However, if the carrying amount of a reporting unit exceeds its fair value, the second step of the quantitative goodwill impairment test is performed to measure the amount of impairment loss to be recorded, if any. The second step of the quantitative goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds its implied fair value, an impairment loss is recognized in an amount equal to that excess. The implied fair value of goodwill is determined using the same approach as employed when determining the amount of goodwill that would be recognized in a business combination. That is, the fair value of the reporting unit is allocated to all of its assets and liabilities as if the reporting unit had been acquired in a business combination and the fair value was the purchase price paid to acquire the reporting unit. As part of the annual evaluation of the LogicMark related goodwill, the Company utilized the option to first assess qualitative factors, which include but are not limited to, economic, market and industry conditions, as well as the financial performance of LogicMark. In accordance with applicable guidance, an entity is not required to calculate the fair value of a reporting unit if, after assessing these qualitative factors, the Company determines that it is more likely than not that its reporting unit’s fair value is greater than its carrying amount. As of September 30, 2020, the Company determined that it was more likely than not that the fair value of LogicMark exceeded its respective carrying amount and therefore, a quantitative assessment was not required. Other Intangible Assets At September 30, 2020, the other intangible assets relating to the acquisition of LogicMark are comprised of patents of $2,539,656; trademarks of $994,342; and customer relationships of $1,896,483. At December 31, 2019, the other intangible assets relating to the acquisition of LogicMark are comprised of patents of $2,818,434; trademarks of $1,041,370; and customer relationships of $2,140,473. The Company will continue amortizing these intangible assets using the straight-line method over their estimated useful lives which for the patents, trademarks and customer relationships are 11 years; 20 years; and 10 years, respectively. During the nine and three months ended September 30, 2020, the Company had amortization expense of $569,796 and $192,019, respectively, related to the LogicMark intangible assets. During the nine and three months ended September 30, 2019, the Company had amortization expense of $569,796 and $192,019, respectively, related to the LogicMark intangible assets. As of September 30, 2020, total amortization expense estimated for the remainder of fiscal year 2020 is approximately $192,000, and for each of the next five fiscal years, 2021 through 2025, the total amortization expense is estimated to be as follows: 2021 - $762,000; 2022 - $762,000; 2023 - $762,000; 2024 - $762,000; and 2025 - $762,000. Stock-Based Compensation The Company accounts for share-based awards exchanged for employee services at the estimated grant date fair value of the award. The Company accounts for equity instruments issued to non-employees at their fair value on the measurement date. The measurement of stock-based compensation is subject to periodic adjustment as the underlying equity instrument vests or becomes non-forfeitable. Non-employee stock-based compensation charges are amortized over the vesting period or as earned. Stock-based compensation is recorded in the same component of operating expenses as if it were paid in cash. The Company generally issues new shares of common stock to satisfy conversion and warrant exercises. Net Loss per Share Basic loss per share was computed using the weighted average number of shares of common stock outstanding. Diluted loss per share includes the effect of diluted common stock equivalents. Potentially dilutive securities from the exercise of stock options to purchase 310,272 shares of common stock and warrants to purchase 12,302,939 shares of common stock as of September 30, 2020 were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive. As of September 30, 2019, potentially dilutive securities from the exercise of warrants to purchase 6,973,221 shares of common stock were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive. Recent Accounting Pronouncements In August 2018, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) ASU 2018-13, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of the FASB’s disclosure framework project. Adoption of this guidance is required for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. This ASU was adopted and did not have a material impact on the Company’s condensed consolidated financial statements. Other recent accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.

Discontinued Operations

Discontinued Operations	9 Months Ended
	Sep. 30, 2020
Discontinued Operations and Disposal Groups [Abstract]
DISCONTINUED OPERATIONS	Note 4 – Discontinued Operations The following table represents the financial results of the discontinued operations for the nine and three months ended September 30, 2019: For the Nine For the Three 2019 2019 Net sales $ 625,771 $ 171,709 Cost of sales 194,856 72,980 Gross profit 430,915 98,729 Operating expenses 3,859,222 1,339,621 Interest expense 3,963 838 Loss from discontinued operations $ (3,432,270 ) $ (1,241,730 )

Debt Refinancings

Debt Refinancings	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
DEBT REFINANCINGS	Note 5 – Debt refinancings On May 24, 2018, LogicMark, a wholly-owned subsidiary of Nxt-ID, entered into a Senior Secured Credit Agreement (the “Credit Agreement”) with the lenders thereto and Sagard Holdings Manager LP, as administrative agent and collateral agent for the lenders party to the Credit Agreement (collectively, the “Lender”), whereby the Lender extended a term loan (the “Term Loan”) to LogicMark in the principal amount of $16,000,000. The original maturity date of the Term Loan was May 24, 2023. The Term Loan Facility with Sagard Holdings Manager LP was repaid on May 3, 2019 with Term Loan proceeds received from CrowdOut Capital LLC (See below). The outstanding principal amount of the Term Loan base interest at a rate of LIBOR, adjusted monthly, plus 9.5% per annum (approximately 11.99% as of April 30, 2019). The Company incurred $1,253,970 in deferred debt issue costs related to the Term Loan. During the nine and three months ended September 30, 2019, the Company amortized $86,969 and $0, respectively, of the deferred debt issue costs which is included in interest expense in the condensed consolidated statement of operations. On May 24, 2018, the Company recorded a debt discount of $705,541. The debt discount is attributable to the aggregate fair value on the issuance date of both Sagard Warrants. The debt discount was amortized using the effective interest method over the five-year term of the Term Loan. During the nine and three months ended September 30, 2019, the Company recorded $48,932 and $0, respectively of debt discount amortization related to the Sagard Warrants. The debt discount amortization is included as part of interest expense in the condensed consolidated statement of operations. On May 3, 2019, LogicMark, completed the closing of a $16,500,000 senior secured term loan with the lenders thereto and CrowdOut Capital, LLC, as administrative agent. The Company used the proceeds from the term loan to repay LogicMark’s existing term loan facility with Sagard Holdings Manager LP and to pay other costs related to the refinancing. The maturity date of the term loan is May 3, 2022 and requires the Company to make minimum principal payments over the three-year term amortized over 96 months. During the nine months ended September 30, 2020, the Company has made scheduled principal repayments totaling $1,546,875. In addition, the Company prepaid an additional $150,000 of the term loan with CrowdOut Capital LLC during the nine months ended September 30, 2020 with cash flow generated from operations. The outstanding principal amount of the term loan bears interest at a rate of LIBOR, adjusted monthly, plus 11.0% per annum (approximately 13.0% as of September 30, 2020). The Company incurred $412,500 in original issue discount for closing related fees charged by the Lender. During the nine and three months ended September 30, 2020, the Company amortized $80,368 and $25,849, respectively of the original issue discount which is included in interest expense in the condensed consolidated statement of operations. At September 30, 2020 the unamortized balance of the original issue discount was $163,702. The Company also incurred $1,831,989 in deferred debt issue costs related to the term loan. The deferred debt issue costs include an exit fee due to CrowdOut Capital upon the earlier of final repayment of the term loan facility or the maturity date. The liability for the exit fee is included as part of other long-term liabilities in the Company’s condensed consolidated balance sheet. During the nine and three months ended September 30, 2020, the Company amortized $415,737 and $133,710, respectively of the deferred debt issue costs which is included in interest expense in the condensed consolidated statement of operations. At September 30, 2020 the unamortized balance of deferred debt issuance costs were $846,828. Debt Maturity The maturity of the Company’s term debt is as follows: 2020 (remainder) $ 515,625 2021 2,062,500 2022 9,033,377 Total term debt $ 11,611,502 The senior secured term loan contains customary financial covenants. As of September 30, 2020, the Company was in compliance with such covenants; see Subsequent Events (Note 8) regarding the first amendment to the senior secured term loan. Paycheck Protection Program On each of May 6 and May 8, 2020, Nxt-ID Inc. and LogicMark, LLC, a wholly owned subsidiary of the Company (the “Borrowers”), respectively, received loans (the “Loans”) from Bank of America, NA in the aggregate amount of $346,390, pursuant to the Paycheck Protection Program (the “PPP”) under Division A, Title I of the Coronavirus Aid, Relief, and Economic Security Act, which was enacted on March 27, 2020. The Loans, which are in the form of PPP promissory notes and agreements, dated May 1, 2020 (the “Note Agreements”), mature on May 6 and May 8, 2022, respectively, and bear interest at a rate of 1.00% fixed per annum, payable monthly commencing on November 6 and November 8, 2020, respectively. The Loans may be prepaid by the Borrowers at any time prior to maturity with no prepayment penalties. The Borrowers used the proceeds from the Loans for payroll, payroll taxes, and group healthcare benefits. Under the terms of the Note Agreements, certain amounts of the Loans may be forgiven if they are used for qualifying expenses, as described in the Note Agreements. The Company intends to apply for forgiveness of the Loans and as such has treated the Loans as other short-term debt on the Company’s condensed consolidated balance sheet.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2020
Stockholders' Equity Note [Abstract]
STOCKHOLDERS' EQUITY	Note 6 – Stockholders’ Equity July 2020 Offerings On July 14, 2020, the Company closed a registered direct offering of (i) an aggregate of 3,778,513 shares of the Company’s common stock, par value $0.0001 per share; (ii) pre-funded warrants to purchase up to an aggregate of 734,965 shares of Common Stock at an exercise price of $0.01 per share, subject to customary adjustments thereunder; (iii) registered warrants, with a term of five (5) years exercisable immediately upon issuance, to purchase an aggregate of up to 1,579,718 shares of Common Stock (at an exercise price of $0.50 per share, subject to customary adjustments thereunder; and (iv) unregistered warrants, with a term of five and one-half (5.5) years first exercisable six (6) months after issuance, to purchase an aggregate of up to 3,750,000 shares of Common Stock at an exercise price of $0.65 per share, subject to customary adjustments thereunder, for gross proceeds of $1,864,528, before deducting any offering expenses. The Company will continue to use the net proceeds from this Offering for working capital, new product initiatives and other general corporate purposes. On July 28, 2020, the Company received proceeds of $7,350 in connection with the exercise of 734,965 pre-funded warrants to purchase common stock at an exercise price of $0.01. January 2019 At-the-Market Offering On January 8, 2019, the Company entered into a sales agreement with A.G.P./Alliance Global Partners (“A.G.P.”) for an at-the-market offering, pursuant to which the Company could sell, at its option, shares of its common stock, par value $0.0001 per share, having an aggregate offering price of up to $15 million to or through A.G.P., as sales agent. The Company was obligated to pay A.G.P. commissions for its services in acting as the Company’s sales agent in the sale of its common stock pursuant to the sales agreement. A.G.P. was entitled to compensation at a fixed commission rate of 3.0% of the gross proceeds from the sale of the Company’s common stock on the Company’s behalf pursuant to the sales agreement. The Company also agreed to reimburse A.G.P. for its reasonable out-of-pocket expenses, including the fees and disbursements of counsel to A.G.P., incurred in connection with the offering, in an amount not to exceed $35,000. During the three months ended March 31, 2019, the Company received $1,282,810 in net proceeds from the sale of 1,084,227 shares of its common stock under the sales agreement with A.G.P. The sales agreement with A.G.P. was terminated on October 10, 2019. 2013 Long-Term Stock Incentive Plan On January 4, 2013, a majority of the Company’s stockholders approved by written consent the Company’s 2013 Long-Term Stock Incentive Plan (“LTIP”). The maximum aggregate number of shares of common stock that may be issued under the LTIP, including stock awards, stock issued to directors for serving on the Company’s board of directors, and stock appreciation rights, is limited to 10% of the shares of common stock outstanding on the first business or trading day of any fiscal year, which is 592,223 shares of common stock at January 1, 2020. During the nine months ended September 30, 2020, the Company issued an aggregate of 310,272 stock options to purchase shares of common stock under the LTIP to four (4) non-employee directors for serving on the Company’s board. The weighted average exercise price of these stock options is approximately $0.39 and stock options were fully vested at the issuance date. The aggregate fair value of the stock options issued to the directors was $120,000. 2017 Stock Incentive Plan On August 24, 2017, a majority of the Company’s stockholders approved at the 2017 Annual Stockholders’ Meeting the 2017 Stock Incentive Plan (“2017 SIP”). The aggregate maximum number of shares of common stock (including shares underlying options) that may be issued under the 2017 SIP pursuant to awards of restricted shares or options will be limited to 10% of the outstanding shares of common stock, which calculation shall be made on the first (1 st In addition, during the nine months ended September 30, 2020, the Company issued 447,620 shares of common stock with an aggregate fair value of $200,794 to certain employees related to the Company’s 2017, 2018 and 2019 management incentive plans. During the nine months ended September 30, 2020, the Company accrued $120,000 of management and employee bonus expense. The Company has typically paid a substantial portion of the bonus accrual with shares of common stock. Warrants As of September 30, 2020, the Company had outstanding warrants to purchase an aggregate of 12,302,939 shares of common stock with a weighted average exercise price and remaining life of $1.87 and 3.66 years, respectively. At September 30, 2020, all of the warrants were exercisable and had no aggregate intrinsic value.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	Note 7 – Commitments and Contingencies Legal Matters On February 24, 2020, Michael J. Orlando, as shareholder representative (the “Shareholder Representative”), and the other stockholders of Fit Pay, Inc. (collectively, the “Fit Pay Shareholders”), filed a lawsuit in the United States District Court for the Southern District of New York against the Company, CrowdOut Capital, LLC, and Garmin International, Inc. (the “Complaint”). See Orlando v. Nxt-ID, Inc. No. 20-cv-1604 (S.D.N.Y.). The Complaint alleges that the Company has breached certain contractual obligations under a merger agreement, dated May 23, 2017, between Fit Pay, Inc. and the Company, regarding certain future, contingent earnout payments allegedly that could be owed to the Fit Pay Shareholders from future revenues. The Complaint seeks unspecified monetary damages from the defendants. The Company believes that these claims are without merit and plans to vigorously defend the action. The Company waived service of the summons and received an automatic extension of time to answer the Complaint. On May 12, 2020, the Company filed an answer and counterclaims alleging, among other things, fraud and breach of fiduciary duty of the Shareholder Representative as well as arguing that the Shareholder Representative should be estopped from pursuing these claims. The Company has moved for summary judgment to have the lawsuit dismissed. The Company has been able to successfully stay discovery pending the court’s ruling on motions to dismiss by Garmin International, Inc. and CrowdOut Capital, LLC. Since the litigation is still in its early stages, the Company is not yet able to evaluate the likelihood of an unfavorable outcome or estimate the amount or range of potential loss. In connection with the sale of Fit-Pay, Inc., Giesecke+Devrient Mobile Security America, Inc. (“GDMSAI”) has identified a disagreement with the Company over calculation of dividends with respect to GDMSAI’s Series C Non-Convertible Voting Preferred Stock (the “Series C”) of the Company. On August 13, 2020, the Company was sued by GDMSAI seeking, among other things, $440,000 of dividends that it believes are owed to it pursuant to the terms of the Series C. The Company believes that GDMSAI’s claims are not correct and plans to vigorously defend the action. The Company has moved to have the case removed from Delaware to New York, where the Company claims the forum clause requires the claims to be heard. The Company has opposed GDMSAI’s motion for summary judgment. Since the litigation is still in its early stages, the Company is not yet able to evaluate the likelihood of an unfavorable outcome or estimate the amount or range of potential loss beyond the amount stated in the action. From time to time, the Company may be involved in various claims and legal actions arising in the ordinary course of our business. Other than the above, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the executive officers of the Company or any of our subsidiaries, threatened against or affecting our company, or any of our subsidiaries in which an adverse decision could have a material adverse effect upon our business, operating results, or financial condition. Commitments The Company leases office space and a fulfillment center in the U.S., which are classified as operating leases expiring at various dates. The Company determines if an arrangement qualifies as a lease at the lease inception. The Company adopted Topic 842 effective January 1, 2019. Operating lease liabilities are recorded based on the present value of the future lease payments over the lease term, assessed as of the commencement date. The Company’s real estate leases, which are for office space and a fulfillment center, generally have a lease term between 3 and 5 years. The Company also leases a copier with a lease term of 5 years. The Company’s leases are comprised of fixed lease payments and also include executory costs such as common area maintenance, as well as property insurance and property taxes. As a practical expedient under Topic 842, the Company has elected to account for the lease and non-lease components as a single lease component for its real estate leases. Lease payments, which may include lease components, non-lease components and non-components, are included in the measurement of the Company’s lease liabilities to the extent that such payments are either fixed amounts or variable amounts based on a rate or index (fixed in substance) as stipulated in the lease contract. Any actual costs in excess of such amounts are expensed as incurred as variable lease cost. The Company’s lease agreements generally do not specify an implicit borrowing rate, and as such, the Company utilizes its incremental borrowing rate by lease term, in order to calculate the present value of the future lease payments. The discount rate represents a risk-adjusted rate on a secured basis, and is the rate at which the Company would borrow funds to satisfy the scheduled lease liability payment streams commensurate with the lease term. On January 1, 2019, the discount rate used on existing leases at adoption was determined based on the remaining lease term using available data as of that date. The Company’s lease agreement for its warehouse space located in Louisville, Kentucky expired on August 31, 2020. As a result, the Company entered into a new five-year lease agreement in June 2020 for new warehouse space also located in Louisville, Kentucky. The monthly rent which commenced in September 2020 is $6,000 per month and increases approximately 3% annually thereafter. The ROU asset value added as a result of this new lease agreement was $279,024. The Company’s ROU asset and lease liability accounts reflect the inclusion of this new lease agreement on the Company’s condensed consolidated balance sheet as of September 30, 2020. Certain of the Company’s lease agreements, primarily related to real estate, include options for the Company to either renew (extend) or early terminate the lease. Leases with renewal options allow the Company to extend the lease term typically between 1 and 3 years. Renewal options are reviewed at lease commencement to determine if such options are reasonably certain of being exercised, which could impact the lease term. When determining if a renewal option is reasonably certain of being exercised, the Company considers several factors, including but not limited to, significance of leasehold improvements incurred on the property, whether the asset is difficult to replace, or specific characteristics unique to the particular lease that would make it reasonably certain that the Company would exercise such option. In most cases, the Company has concluded that renewal and early termination options are not reasonably certain of being exercised by the Company (and thus not included in the Company’s ROU asset and lease liability) unless there is an economic, financial or business reason to do so. For the nine months ended September 30, 2020, total operating lease cost was $113,257 and is recorded in cost of sales and selling, general and administrative expenses, dependent on the nature of the leased asset. The operating lease cost is recognized on a straight-line basis over the lease term. The following summarizes (i) the future minimum undiscounted lease payments under non-cancelable lease for the remainder of 2020 as well as each of the next five years and thereafter, incorporating the practical expedient to account for lease and non-lease components as a single lease component for our existing real estate leases, (ii) a reconciliation of the undiscounted lease payments to the present value of the lease liabilities recognized, and (iii) the lease-related account balances on the Company’s condensed consolidated balance sheet, as of September 30, 2020: Year Ended December 31, 2020 (excluding the nine months ended September 30, 2020) $ 22,546 2021 90,986 2022 93,385 2023 89,724 2024 80,000 2025 54,400 Total future minimum lease payments $ 431,041 Less imputed interest (110,264 ) Total present value of future minimum lease payments $ 320,777 As of September 30, 2020 Operating lease right-of-use assets $ 320,378 Other accrued expenses $ 52,199 Other long-term liabilities $ 268,578 $ 320,777 As of September 30, 2020 Weighted Average Remaining Lease Term 4.67 years Weighted Average Discount Rate 12.80 % Coronavirus – COVID-19 In early 2020, the coronavirus that causes COVID-19 was reported to have surfaced in China. The Company’s primary supply chain is located in China and other Asian-based locations. To date, the Company’s supply chain has not experienced any significant disruptions. The global spread of this virus has caused significant business disruption around the world including the United States, the primary area in which the Company operates and sells its products. The business disruption is currently expected to be temporary, however there is considerable uncertainty around the duration of the business disruption. Therefore, the Company expects this matter to continue to negatively impact the Company’s financial condition, results of operations, or cash flows.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2020
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	Note 8 – Subsequent Events The Company evaluates events that have occurred after the balance sheet date but before the financial statements are issued. On November 16, 2020, the Company and CrowdOut Capital LLC, as administrative agent, entered into the first amendment (the “First Amendment”) to the senior secured term loan. In connection with the First Amendment, CrowdOut Capital LLC, as administrative agent, agreed to modify the financial ratios contained in the senior secured term loan retroactively and prospectively. Based on the senior secured term loan, as amended, the Company was in compliance with such financial covenant requirements as of September 30, 2020.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	9 Months Ended
	Sep. 30, 2020
Accounting Policies [Abstract]
Use of estimates in the financial statements	Use of estimates in the financial statements The preparation of condensed consolidated financial statements in conformity with U.S. GAAP 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 condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company’s management evaluates these significant estimates and assumptions including those related to the fair value of acquired assets and liabilities, stock based compensation, derivative instruments, income taxes, accounts receivable, inventories, right-of-use assets and other matters that affect the condensed consolidated financial statements and disclosures. Actual results could differ from those estimates.
Principles of consolidation	Principles of consolidation The condensed consolidated financial statements include the accounts of Nxt-ID and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation.
REVENUE RECOGNITION	Revenue Recognition The Company’s revenues consist of product sales to either end customers or to distributors and its sales are recognized at a point-in-time under the core principle of recognizing revenue when control of the product transfers to the customer. The Company recognizes revenue when it ships or delivers the product from its fulfillment center to its customer, when the customer accepts and has legal title of the product, and the Company has a present right to payment for the product. For the nine months ended September 30, 2020 and 2019, the Company had no sales recognized over time. The Company invoices its customers at the same time that the Company’s performance obligation is satisfied. The Company generally receives customer orders with a specified delivery date and orders typically fluctuate from month-to-month based on customer demand and general business conditions. The Company offers standard product warranty coverage which provides assurance that the Company’s products will conform to the contractually agreed-upon specifications for a limited period from the date of shipment. The Company’s warranty liabilities and related expense have not been material and were not material in the accompanying condensed consolidated financial statements as of September 30, 2020 and December 31, 2019, and for the nine months ended September 30, 2020 and 2019.
Accounts Receivable	Accounts Receivable Accounts receivable is stated at net realizable value. The Company regularly reviews accounts receivable balances and adjusts the receivable reserves as necessary whenever events or circumstances indicate the carrying value may not be recoverable. At September 30, 2020 and December 31, 2019, the Company had an allowance for doubtful accounts of $126,733.
Inventory	Inventory The Company performs regular reviews of inventory quantities on hand and evaluates the realizable value of its inventories. The Company adjusts the carrying value of the inventory as necessary with estimated valuation reserves for excess, obsolete, and slow-moving inventory by comparing the individual inventory parts to forecasted product demand or production requirements. As of September 30, 2020, inventory was comprised of $202,526 in raw materials and $669,810 in finished goods on hand. Inventory at December 31, 2019 was comprised of $167,357 in raw materials and $1,135,922 in finished goods on hand. The Company is required to prepay for certain inventory with certain vendors until credit terms can be established. As of September 30, 2020 and December 31, 2019, the Company had prepaid inventory of $216,587 and $201,496, respectively. These prepayments were made primarily for finished goods inventory, and prepaid inventory is included in prepaid expenses and other current assets on the condensed consolidated balance sheets.
Goodwill	Goodwill Authoritative accounting guidance allows the Company to first assess qualitative factors to determine whether it is necessary to perform the more detailed two-step quantitative goodwill impairment test. The Company performs the quantitative test if its qualitative assessment determined it is more likely than not that a reporting unit’s fair value is less than its carrying amount. The Company may elect to bypass the qualitative assessment and proceed directly to the quantitative test for any reporting units or assets. The quantitative goodwill impairment test, if necessary, is a two-step process. The first step is to identify the existence of a potential impairment by comparing the fair value of a reporting unit (the estimated fair value of a reporting unit is calculated using a discounted cash flow model) with its carrying amount, including goodwill. If the fair value of a reporting unit exceeds its carrying amount, the reporting unit’s goodwill is considered not to be impaired and performance of the second step of the quantitative goodwill impairment test is unnecessary. However, if the carrying amount of a reporting unit exceeds its fair value, the second step of the quantitative goodwill impairment test is performed to measure the amount of impairment loss to be recorded, if any. The second step of the quantitative goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds its implied fair value, an impairment loss is recognized in an amount equal to that excess. The implied fair value of goodwill is determined using the same approach as employed when determining the amount of goodwill that would be recognized in a business combination. That is, the fair value of the reporting unit is allocated to all of its assets and liabilities as if the reporting unit had been acquired in a business combination and the fair value was the purchase price paid to acquire the reporting unit. As part of the annual evaluation of the LogicMark related goodwill, the Company utilized the option to first assess qualitative factors, which include but are not limited to, economic, market and industry conditions, as well as the financial performance of LogicMark. In accordance with applicable guidance, an entity is not required to calculate the fair value of a reporting unit if, after assessing these qualitative factors, the Company determines that it is more likely than not that its reporting unit’s fair value is greater than its carrying amount. As of September 30, 2020, the Company determined that it was more likely than not that the fair value of LogicMark exceeded its respective carrying amount and therefore, a quantitative assessment was not required.
Other Intangible Assets	Other Intangible Assets At September 30, 2020, the other intangible assets relating to the acquisition of LogicMark are comprised of patents of $2,539,656; trademarks of $994,342; and customer relationships of $1,896,483. At December 31, 2019, the other intangible assets relating to the acquisition of LogicMark are comprised of patents of $2,818,434; trademarks of $1,041,370; and customer relationships of $2,140,473. The Company will continue amortizing these intangible assets using the straight-line method over their estimated useful lives which for the patents, trademarks and customer relationships are 11 years; 20 years; and 10 years, respectively. During the nine and three months ended September 30, 2020, the Company had amortization expense of $569,796 and $192,019, respectively, related to the LogicMark intangible assets. During the nine and three months ended September 30, 2019, the Company had amortization expense of $569,796 and $192,019, respectively, related to the LogicMark intangible assets. As of September 30, 2020, total amortization expense estimated for the remainder of fiscal year 2020 is approximately $192,000, and for each of the next five fiscal years, 2021 through 2025, the total amortization expense is estimated to be as follows: 2021 - $762,000; 2022 - $762,000; 2023 - $762,000; 2024 - $762,000; and 2025 - $762,000.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for share-based awards exchanged for employee services at the estimated grant date fair value of the award. The Company accounts for equity instruments issued to non-employees at their fair value on the measurement date. The measurement of stock-based compensation is subject to periodic adjustment as the underlying equity instrument vests or becomes non-forfeitable. Non-employee stock-based compensation charges are amortized over the vesting period or as earned. Stock-based compensation is recorded in the same component of operating expenses as if it were paid in cash. The Company generally issues new shares of common stock to satisfy conversion and warrant exercises.
Net Loss per Share	Net Loss per Share Basic loss per share was computed using the weighted average number of shares of common stock outstanding. Diluted loss per share includes the effect of diluted common stock equivalents. Potentially dilutive securities from the exercise of stock options to purchase 310,272 shares of common stock and warrants to purchase 12,302,939 shares of common stock as of September 30, 2020 were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive. As of September 30, 2019, potentially dilutive securities from the exercise of warrants to purchase 6,973,221 shares of common stock were excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2018, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) ASU 2018-13, which eliminates, adds and modifies certain disclosure requirements for fair value measurements as part of the FASB’s disclosure framework project. Adoption of this guidance is required for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. This ASU was adopted and did not have a material impact on the Company’s condensed consolidated financial statements. Other recent accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.

Discontinued Operations (Tables

Discontinued Operations (Tables)	9 Months Ended
	Sep. 30, 2020
Discontinued Operations and Disposal Groups [Abstract]
Schedule of discontinued operations	For the Nine For the Three 2019 2019 Net sales $ 625,771 $ 171,709 Cost of sales 194,856 72,980 Gross profit 430,915 98,729 Operating expenses 3,859,222 1,339,621 Interest expense 3,963 838 Loss from discontinued operations $ (3,432,270 ) $ (1,241,730 )

Debt Refinancings (Tables)

Debt Refinancings (Tables)	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
Schedule of maturity of the Company's term debt	2020 (remainder) $ 515,625 2021 2,062,500 2022 9,033,377 Total term debt $ 11,611,502

Commitments and Contingencies (

Commitments and Contingencies (Tables)	9 Months Ended
	Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Schedule of future minimum lease payments	Year Ended December 31, 2020 (excluding the nine months ended September 30, 2020) $ 22,546 2021 90,986 2022 93,385 2023 89,724 2024 80,000 2025 54,400 Total future minimum lease payments $ 431,041 Less imputed interest (110,264 ) Total present value of future minimum lease payments $ 320,777
Schedule of lease cost	As of September 30, 2020 Operating lease right-of-use assets $ 320,378 Other accrued expenses $ 52,199 Other long-term liabilities $ 268,578 $ 320,777 As of September 30, 2020 Weighted Average Remaining Lease Term 4.67 years Weighted Average Discount Rate 12.80 %

Organization and Basis of Pre_2

Organization and Basis of Presentation (Details) - USD ($)	Sep. 09, 2019	Aug. 06, 2019
Accounting Policies [Abstract]
Non-interest bearing working capital		$ 500,000
Sale of subsidiary	$ 3,320,000

Liquidity (Details)

Liquidity (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Jul. 14, 2020	Jun. 30, 2020	Dec. 31, 2019	Jun. 30, 2019	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Operating income from continuing operations	$ (526,425)	$ 726,543	$ 409,655	$ 1,797,645
Net loss			(1,307,906)	(12,292,901)
Cash	2,092,532		2,092,532				$ 1,587,250
Stockholders' Equity Attributable to Parent	$ 7,451,852	$ 6,156,142	7,451,852	$ 6,156,142		$ 6,691,413	$ 6,714,588	$ 13,736,047	$ 14,736,758
Working capital deficiency			$ 2,137,343
Received gross proceeds					$ 1,864,528

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Summary of Significant Accounting Policies (Details) [Line Items]
Allowance for doubtful accounts	$ 126,733		$ 126,733		$ 126,733
Inventory raw materials	202,526		202,526		167,357
Inventory finished goods	669,810		669,810		1,135,922
Prepaid inventory	216,587		216,587		201,496
Amortization expense of intangible assets	192,019	$ 192,019	569,796	$ 569,796
Amortization expense estimated for remainder of fiscal year 2020	192,000		192,000
Amortization expense estimated for 2021	762,000		762,000
Amortization expense estimated for 2022	762,000		762,000
Amortization expense estimated for 2023	762,000		762,000
Amortization expense estimated for 2024	762,000		762,000
Amortization expense estimated for 2025	762,000		762,000
LogicMark [Member] | Patents [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Fair value of patents	2,539,656		$ 2,539,656		2,818,434
Intangible assets, estimated useful lives			11 years
LogicMark [Member] | Trademarks [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Fair value of trademarks	994,342		$ 994,342		1,041,370
Intangible assets, estimated useful lives			20 years
LogicMark [Member] | Customer Relationships [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Fair value of customer relationships	$ 1,896,483		$ 1,896,483		$ 2,140,473
Intangible assets, estimated useful lives			10 years
Common Stock [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Potentially dilutive securities (in Shares)	310,272		310,272
Warrant [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Potentially dilutive securities (in Shares)	12,302,939	6,973,221	12,302,939	6,973,221

Discontinued Operations (Detail

Discontinued Operations (Details) - Schedule of discontinued operations - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2019
Schedule of discontinued operations [Abstract]
Net sales	$ 171,709	$ 625,771
Cost of sales	72,980	194,856
Gross profit	98,729	430,915
Operating expenses	1,339,621	3,859,222
Interest expense	838	3,963
Loss from discontinued operations	$ (1,241,730)	$ (3,432,270)

Debt Refinancings (Details)

Debt Refinancings (Details) - USD ($)	May 08, 2020	May 06, 2020	May 03, 2019	May 24, 2018	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019	Apr. 30, 2019
Debt Refinancings (Details) [Line Items]
Credit agreement, description				On May 24, 2018, LogicMark, a wholly-owned subsidiary of Nxt-ID, entered into a Senior Secured Credit Agreement (the “Credit Agreement”) with the lenders thereto and Sagard Holdings Manager LP, as administrative agent and collateral agent for the lenders party to the Credit Agreement (collectively, the “Lender”), whereby the Lender extended a term loan (the “Term Loan”) to LogicMark in the principal amount of $16,000,000.
Debt discount					$ 846,828		$ 846,828		$ 1,262,565
Debt discount amortization					133,710		415,737	$ 48,932
Amortization of debt discount					25,849	$ 0	80,368	191,212
Debt instrument, periodic payment, principal							1,546,875
Long-term construction loan					$ 150,000		$ 150,000
Credit agreement, description							The deferred debt issue costs include an exit fee due to CrowdOut Capital upon the earlier of final repayment of the term loan facility or the maturity date.
Lender Concentration Risk [Member]
Debt Refinancings (Details) [Line Items]
Principal amount			$ 412,500
Term Loan [Member]
Debt Refinancings (Details) [Line Items]
Maturity date				May 24, 2023
Percentage of term loan bears interest rate			11.00%	9.50%	13.00%		13.00%			11.99%
Deferred debt issue costs				$ 1,253,970	$ 1,831,989		$ 1,831,989
Amortized of the deferred debt issuance costs						$ 0		$ 86,969
Debt discount				$ 705,541	163,702		$ 163,702
Principal amount	$ 346,390	$ 346,390	$ 16,500,000
Maturity date, description			The maturity date of the term loan is May 3, 2022 and requires the Company to make minimum principal payments over the three-year term amortized over 96 months.
Credit agreement, description							The Loans, which are in the form of PPP promissory notes and agreements, dated May 1, 2020 (the “Note Agreements”), mature on May 6 and May 8, 2022, respectively, and bear interest at a rate of 1.00% fixed per annum, payable monthly commencing on November 6 and November 8, 2020, respectively.
Unamortized debt issuance expense					$ 846,828		$ 846,828

Debt Refinancings (Details) - S

Debt Refinancings (Details) - Schedule of maturity of the Company's term debt	Sep. 30, 2020USD ($)
Schedule of maturity of the Company's term debt [Abstract]
2020 (remainder)	$ 515,625
2021	2,062,500
2022	9,033,377
Total term debt	$ 11,611,502

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($)	Jul. 14, 2020	Jan. 08, 2019	Jan. 04, 2013	Jul. 28, 2020	Aug. 24, 2017	Mar. 31, 2019	Sep. 30, 2020	Dec. 31, 2019
Stockholders' Equity (Details) [Line Items]
Registered direct offering, description	the Company closed a registered direct offering of (i) an aggregate of 3,778,513 shares of the Company’s common stock, par value $0.0001 per share; (ii) pre-funded warrants to purchase up to an aggregate of 734,965 shares of Common Stock at an exercise price of $0.01 per share, subject to customary adjustments thereunder; (iii) registered warrants, with a term of five (5) years exercisable immediately upon issuance, to purchase an aggregate of up to 1,579,718 shares of Common Stock (at an exercise price of $0.50 per share, subject to customary adjustments thereunder; and (iv) unregistered warrants, with a term of five and one-half (5.5) years first exercisable six (6) months after issuance, to purchase an aggregate of up to 3,750,000 shares of Common Stock at an exercise price of $0.65 per share, subject to customary adjustments thereunder, for gross proceeds of $1,864,528, before deducting any offering expenses.
Gross proceeds				$ 7,350
Aggregate of common stock, shares (in Shares)				734,965
Warrant exercise price (in Dollars per share)				$ 0.01
Warrants to purchase shares of exercisable, description		On January 8, 2019, the Company entered into a sales agreement with A.G.P./Alliance Global Partners (“A.G.P.”) for an at-the-market offering, pursuant to which the Company could sell, at its option, shares of its common stock, par value $0.0001 per share, having an aggregate offering price of up to $15 million to or through A.G.P., as sales agent.
Common stock, par value (in Dollars per share)							$ 0.0001	$ 0.0001
Warrants [Member]
Stockholders' Equity (Details) [Line Items]
Warrant exercise price (in Dollars per share)							$ 1.87
Warrants to purchase of common stock, shares (in Shares)							12,302,939
Warrants remaining life							3 years 240 days
2013 Long-Term Stock Incentive Plan [Member]
Stockholders' Equity (Details) [Line Items]
Long-term stock incentive plan, description			The maximum aggregate number of shares of common stock that may be issued under the LTIP, including stock awards, stock issued to directors for serving on the Company’s board of directors, and stock appreciation rights, is limited to 10% of the shares of common stock outstanding on the first business or trading day of any fiscal year, which is 592,223 shares of common stock at January 1, 2020.
Weighted average exercise price (in Dollars per share)							$ 0.39
Aggregate fair value							$ 120,000
2017 Stock Incentive Plan [Member]
Stockholders' Equity (Details) [Line Items]
Aggregate fair value							$ 200,794
Common stock voting rights, description					The aggregate maximum number of shares of common stock (including shares underlying options) that may be issued under the 2017 SIP pursuant to awards of restricted shares or options will be limited to 10% of the outstanding shares of common stock, which calculation shall be made on the first (1st) business day of each new fiscal year; provided that for fiscal year 2017, 1,500,000 shares of common stock may be delivered to participants under the 2017 SIP. Thereafter, the 10% provision shall govern the 2017 SIP.
Aggregate fair value, shares (in Shares)							447,620
Employee bonus expense							$ 120,000
Alliance Global Partners [Member]
Stockholders' Equity (Details) [Line Items]
Aggregate of common stock, shares (in Shares)						1,084,227
Common stock, par value (in Dollars per share)		$ 0.0001
Aggregate offering price		$ 15,000,000
Fixed interest rate related to the interest rate compensation		3.00%
Accounts payable		$ 35,000
Net proceeds from common stock sold						$ 1,282,810
Aggregate of stock options, shares (in Shares)							310,272

Commitments and Contingencies_2

Commitments and Contingencies (Details) - USD ($)	Aug. 13, 2020	Sep. 30, 2020	Dec. 31, 2019
Commitments and Contingencies (Details) [Line Items]
Real estate lease term, description		The Company’s real estate leases, which are for office space and a fulfillment center, generally have a lease term between 3 and 5 years. The Company also leases a copier with a lease term of 5 years.
Monthly rent		$ 6,000
Increasing annual rent, percentage		3.00%
Right of use asset value		$ 320,378	$ 108,508
Lease term renewal term, description		Leases with renewal options allow the Company to extend the lease term typically between 1 and 3 years.
Operating lease cost		$ 113,257
Operating lease, description		The following summarizes (i) the future minimum undiscounted lease payments under non-cancelable lease for the remainder of 2020 as well as each of the next five years and thereafter, incorporating the practical expedient to account for lease and non-lease components as a single lease component for our existing real estate leases, (ii) a reconciliation of the undiscounted lease payments to the present value of the lease liabilities recognized, and (iii) the lease-related account balances on the Company’s condensed consolidated balance sheet, as of September 30, 2020:
Lease Agreements [Member]
Commitments and Contingencies (Details) [Line Items]
Right of use asset value		$ 279,024
GDMSAI [Member]
Commitments and Contingencies (Details) [Line Items]
Dividends	$ 440,000

Commitments and Contingencies_3

Commitments and Contingencies (Details) - Schedule of future minimum lease payments	Sep. 30, 2020USD ($)
Schedule of future minimum lease payments [Abstract]
2020 (excluding the nine months ended September 30, 2020)	$ 22,546
2021	90,986
2022	93,385
2023	89,724
2024	80,000
2025	54,400
Total future minimum lease payments	431,041
Less imputed interest	(110,264)
Total present value of future minimum lease payments	$ 320,777

Commitments and Contingencies_4

Commitments and Contingencies (Details) - Schedule of lease cost - USD ($)	Sep. 30, 2020	Dec. 31, 2019
Schedule of lease cost [Abstract]
Operating lease right-of-use assets	$ 320,378	$ 108,508
Other accrued expenses	52,199
Other long-term liabilities	268,578
Total	$ 320,777
Weighted Average Remaining Lease Term	4 years 244 days
Weighted Average Discount Rate	12.80%