Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | Jul. 31, 2020 | |
Document Information [Line Items] | ||
Entity Registrant Name | Zero Gravity Solutions, Inc. | |
Entity Central Index Key | 0001574186 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Interactive Data Current | Yes | |
Entity Common Stock, Shares Outstanding (in shares) | 39,678,555 | |
Entity Shell Company | false | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
CURRENT ASSETS | ||
Cash | $ 3,187 | $ 43,683 |
Accounts receivable, net | 342 | |
Prepaid expenses | 304,101 | 314,645 |
Inventory | 125,901 | 103,142 |
Total current assets | 433,189 | 461,812 |
Property and equipment, net | 79,192 | 85,523 |
OTHER ASSETS | ||
Deposits | 4,817 | 4,817 |
Total other assets | 4,817 | 4,817 |
TOTAL ASSETS | 517,198 | 552,152 |
CURRENT LIABILITIES | ||
Accounts payable and other payables | 674,829 | 544,659 |
Accounts payable, related party | 96,826 | 127,480 |
Accrued interest | 49,629 | 21,262 |
Accrued interest, related party | 204,869 | 100,919 |
Deferred revenue | 206,800 | 250,000 |
Deferred compensation, related party | 12,500 | |
Insurance financing liability | 168,819 | 223,482 |
Notes payable, related party, net of discounts $53,289 and $41,379 | 1,846,711 | 1,058,621 |
Convertible notes payable, net of discounts $198,504 and $127,053 | 101,996 | 8,947 |
Convertible notes payable, related party | 925,000 | 500,000 |
Notes payable, net of discounts $9,451 and $8,892 | 290,549 | 191,108 |
Embedded Conversion Option Liability | 231,000 | 114,000 |
Total current liabilities | 4,797,028 | 3,152,978 |
LONG TERM LIABILITIES | ||
Notes payable, net of discounts $0 and $3,737 | 96,263 | |
Notes payable, related parties, net of discounts $17,289 and $56,380 | 282,712 | 943,621 |
Convertible notes payable, net of discounts $162,382 and $193,202 | 387,618 | 356,794 |
Convertible notes payable, related parties, net of discounts $418,856 and $501,351 | 1,181,144 | 1,098,649 |
Total long-term liabilities | 1,851,474 | 2,495,327 |
Total Liabilities | 6,648,502 | 5,648,305 |
Commitments (Note 4) | ||
STOCKHOLDERS' DEFICIT | ||
Common stock; 100,000,000 shares authorized, at $0.001 par value, 41,307,310 and 40,954,115 shares issued and outstanding, at March 31, 2019 and December 31, 2018, respectively | 41,307 | 40,954 |
Additional paid-in capital | 24,479,365 | 24,283,509 |
Accumulated deficit | (30,651,704) | (29,420,616) |
Non-controlling interest | (272) | |
Total stockholders' deficit | (6,131,304) | (5,096,153) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 517,198 | $ 552,152 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Notes payable, related party, discount | $ 53,289 | $ 41,379 |
Notes payable, discount | 162,382 | 193,202 |
Note payable, related parties, discount | 17,289 | 56,380 |
Convertible note payable, related parties discount | $ 418,856 | $ 501,351 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares issued (in shares) | 41,307,310 | 40,954,115 |
Common stock, shares outstanding (in shares) | 41,307,310 | 40,954,115 |
Convertible Debt [Member] | ||
Notes Payable, discount | $ 198,504 | $ 127,053 |
Notes Payable, Other Payables [Member] | ||
Notes Payable, discount | 9,451 | 8,892 |
Notes payable, discount | $ 0 | $ 3,737 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
REVENUE | ||
Sale of goods | $ 44,495 | $ 3,470 |
Revenues | 44,495 | 3,470 |
COST OF REVENUE | ||
Cost of goods sold | 24,013 | 377 |
Shipping costs | 3,300 | |
Royalty expense | 173 | |
Total cost of revenue | 27,313 | 550 |
GROSS PROFIT | 17,182 | 2,920 |
OPERATING EXPENSES | ||
General and administrative | 886,712 | 1,409,696 |
Research and development | 1,071 | 84,817 |
Total operating expenses | 887,783 | 1,494,513 |
LOSS FROM OPERATIONS | (870,601) | (1,491,593) |
OTHER INCOME (EXPENSE) | ||
Change in fair value of derivative | (28,000) | |
Interest expense | (135,152) | (61,099) |
Amortization of debt discount | (197,335) | (23,642) |
Loss on disposal of asset | (343) | |
Total other income (expense) | (360,487) | (85,084) |
NET LOSS | $ (1,231,088) | $ (1,576,677) |
NET LOSS PER SHARE - BASIC AND DILUTED (in dollars per share) | $ (0.03) | $ (0.04) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED (in shares) | 41,052,658 | 40,671,851 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($) | Warrants Issued for Services [Member]Common Stock [Member] | Warrants Issued for Services [Member]Additional Paid-in Capital [Member] | Warrants Issued for Services [Member]Retained Earnings [Member] | Warrants Issued for Services [Member]Noncontrolling Interest [Member] | Warrants Issued for Services [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2017 | 40,650,397 | |||||||||
Balance at Dec. 31, 2017 | $ 40,650 | $ 21,970,266 | $ (23,980,220) | $ (1,969,304) | ||||||
Common stock issued for cash, net of offering costs of $1,680 (in shares) | 55,334 | |||||||||
Common stock issued for cash, net of offering costs of $1,680 | $ 55 | 164,267 | 164,322 | |||||||
Warrants issued | $ 57,947 | $ 57,947 | 70,897 | 70,897 | ||||||
Stock options issued for services | 71,253 | 71,253 | ||||||||
Net loss | (1,576,677) | (1,576,677) | ||||||||
Stock Issued During Period, Value, Issued for Loan Costs | ||||||||||
Balance (in shares) at Mar. 31, 2018 | 40,705,731 | |||||||||
Balance at Mar. 31, 2018 | $ 40,705 | 22,334,630 | (25,556,897) | (3,181,562) | ||||||
Balance (in shares) at Dec. 31, 2018 | 40,954,115 | |||||||||
Balance at Dec. 31, 2018 | $ 40,954 | 24,283,509 | (29,420,616) | (5,096,153) | ||||||
Warrants issued | $ 112,651 | $ 112,651 | ||||||||
Net loss | (1,231,088) | $ (1,231,088) | ||||||||
Common stock issued for services (in shares) | 45,000 | 45,000 | ||||||||
Common stock issued for services | $ 45 | 79,905 | $ 79,950 | |||||||
Common stock issued upon cashless exercise of warrants (in shares) | 306,195 | 306,195 | ||||||||
Common stock issued upon cashless exercise of warrants | $ 306 | (306) | ||||||||
Stock issued for loan costs (in shares) | 2,000 | 2,000 | ||||||||
Stock Issued During Period, Value, Issued for Loan Costs | $ 2 | 3,606 | $ 3,608 | |||||||
Non-controlling interest | (272) | (272) | ||||||||
Balance (in shares) at Mar. 31, 2019 | 41,307,310 | |||||||||
Balance at Mar. 31, 2019 | $ 41,307 | $ 24,479,365 | $ (30,651,704) | $ (272) | $ (6,131,304) |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) (Parentheticals) | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Common stock, issued for cash, offering costs | $ 1,680 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (1,231,088) | $ (1,576,677) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation expense | 6,331 | 6,235 |
Amortization expense | 372 | |
Bad debt expense | 342 | 4,060 |
Common stock issued for services | 79,950 | |
Warrants issued for services | 23,685 | 57,570 |
Stock options issued as compensation | 71,254 | |
Change in fair value of derivative | 28,000 | |
Loss on disposal of asset | 343 | |
Advance on future royalties, related party reserve | 123,560 | |
Impairment expense | 203,208 | |
Accretion of debt discounts | 197,335 | 23,642 |
Changes in operating assets and liabilities: | ||
Accounts receivable, trade | (3,230) | |
Prepaid expenses | 99,510 | 48,851 |
Advance on future royalties, related party | (7,327) | |
Inventory | (22,759) | 450 |
Deposit | (200) | |
Accounts payable, related party | (30,654) | 2,403 |
Accounts payable and other payables | 129,898 | (34,556) |
Deferred compensation | (12,500) | |
Deferred revenue | (43,200) | |
Accrued interest, related party | 103,950 | 18,294 |
Accrued interest | 28,367 | 4,584 |
Net cash used in operating activities | (642,833) | (1,057,164) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Payments of notes payable | (61,133) | (49,597) |
Payments of notes payable, related party | (100,000) | |
Proceeds from notes payable convertible | 425,000 | |
Proceeds from notes payable insurance | 6,470 | |
Payment of offering costs, related party | (27,000) | |
Proceeds of notes payable | 132,000 | 100,000 |
Proceeds of notes payable, related party | 100,000 | 1,000,000 |
Proceeds from sale of common stock | 166,002 | |
Payment of offering costs | (1,680) | |
Net cash provided by financing activities | 602,337 | 1,087,725 |
NET (DECREASE) INCREASE IN CASH | (40,496) | 30,561 |
CASH AT BEGINNING OF PERIOD | 43,683 | 13,862 |
CASH AT END OF PERIOD | 3,187 | 44,423 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Income taxes | ||
Interest | 135,152 | 61,099 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Warrants issued | 377 | |
Stock Issued During Period, Value, Issued for Loan Costs | 3,608 | |
Discounts related to derivative liability | 89,000 | |
Warrants Issued as Debt Discount [Member] | ||
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Warrants issued | $ 71,274 |
Note 1 - Organization and Summa
Note 1 - Organization and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Text Block] | NOTE 1 Nature of Operations Zero Gravity Solutions, Inc. (the “Company”) is an agricultural biotechnology company focused on commercializing technology derived from and designed for spaceflight with significant applications on Earth. These technologies are focused on improving world agriculture by providing valuable solutions to challenges facing humanity including threats to world agriculture and the ability to feed the world's rapidly growing population. The Company owns proprietary technology for its initial commercial product, BAM-FX ® ® The Company operates through two 2014, 2018 2019. 98% Another subsidiary of the Company, Zero Gravity Life Sciences, Inc., a Florida corporation (“ZGLS”), was formed by the Company in 2014. The ongoing COVID- 19 March 2020, 19 19 19 first 2020, three 19 second 2020 not Going Concern and Management's Plans These interim unaudited condensed consolidated financial statements are prepared on a going concern basis which contemplates the realization of assets and settlements of liabilities and commitments in the normal course of business. The Company has a working capital deficiency as of March 31, 2019, three March 31, 2019, $3,000 4,364,000 1,231,000 643,000 three March 31, 2019. twelve March 31, 2019; no not may March 31, 2019, $3,824,000 7 not Management's strategic plans include the following: ● Continuing to advance commercialization of the Company's principal product, BAM-FX ® ● Pursuing additional capital raising opportunities; ● Continuing to explore and execute prospective partnering or distribution opportunities; and ● Identifying unique market opportunities that represent potential positive cash flow. Basis of Presentation three March 31, 2019 2018, three March 31, 2019 2018, March 31, 2019 not 10 December 31, 2018 October 17, 2019. December 31, 2018 Use of Estimates The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant estimates include allowance for doubtful accounts and other receivables, inventory reserves and classifications, amortization period and recoverability of intangible assets, valuation of beneficial conversion features in convertible debt, valuation of loss contingencies, valuation of derivative liabilities, valuation of stock-based compensation and the valuation allowance on deferred tax assets. Actual results could differ from those estimates. Segment Reporting The Company views its operations and manages its business as one 100% not Principles of Consolidation The accompanying interim unaudited condensed consolidated financial statements include the accounts of Zero Gravity Solutions, Inc. and its majority-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Cash and Cash Equivalents For the purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three no March 31, 2019 December 31, 2018. Inventory Inventory is valued on a lower of first first March 31, December 31, 2019 2018 Raw materials $ 25,252 $ 17,610 Finished product 100,649 85,532 Total Inventory $ 125,901 $ 103,142 During the three March 31, 2019, $9,704. December 31, 2018 $32,084. Property and Equipment Property and equipment is stated at cost, less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation is computed on a straight-line basis over estimated useful lives. Property and equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not Impairment of Long Lived Assets The Company accounts for long-lived assets in accordance with the provisions of Accounting Standards Codification Topic (“ ASC”) 360 10 35 15 may not Intellectual Property The Company reviewed its intellectual property for impairment and determined that it had no $10,210 December 31, 2018. Concentration of Credit Risk The Company believes that its credit risk exposure is limited. The Company has never suffered a loss due to funds in excess of FDIC limits and had no March 31, 2019. Fair Value of Financial Instruments The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) ASC 820, Fair Value Measurements 820 three Level 1 Level 2 1, not Level 3 Observable inputs are based on market data obtained from independent sources, while unobservable inputs are based on the Company's market assumptions. Unobservable inputs require significant management judgment or estimation. In some cases, the inputs used to measure an asset or liability may As the Company's common stock is not 820. The carrying amounts of the Company's accounts receivable and accounts payable approximate fair value due to the relatively short period to maturity for these instruments. The carrying value of the Company's notes payable approximates fair value due to their short period to maturity and their stated interest rates, combined with historic interest rate levels. Accounting for Derivatives The Company evaluates its convertible instruments, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under ASC Topic 815, 815 The company has adopted FASB ASU 2017 11, two not Advertising The Company conducts advertising for the promotion of its products and services. In accordance with ASC 720 35, three March 31, 2019 2018, $36,110 $1,897, Accounting for Leases In March 2016, No. 2016 02, Leases No. 2016 02 No. 2016 02 not 12 not December 15, 2018. January 1, 2019, not Legal Expenses All legal costs are charged to expense as incurred. Convertible Notes with Fixed Rate Conversion Options The Company may may may Debt Issue Cost Debt issuance cost paid to lenders, or third Revenue Recognition and Accounts Receivable: Effective January 1, 2018 ( 606, We recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration (that is, payment) to which the company expects to be entitled in exchange for those goods or services. The core principle of this Topic is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. Revenue is recognized in accordance with the core principle by applying the following five 1 2 3 4 5 Revenues for agricultural chemical products are recognized when title to the products is transferred which may no 606. The Company determined that no three March 31, 2019 2018. The Company did not March 31, 2019. December 31, 2018, two 100% 78.1%, 21.9%, three March 31, 2019, one 97% March 31, 2018, two 100% 75.0% 25.0%, The Company extends credit to customers generally without requiring collateral. The Company monitors its exposure for credit losses and maintains allowances for anticipated losses. The Company records an allowance for doubtful accounts when it is probable that the accounts receivable balance will not three March 31, 2019 2018 $342 $4,060, Cost of Sales Cost of sales is comprised of material costs, invoiced shipping costs and royalty expense. Warrants The Company recognizes the cost of warrants issued with debt as debt discount in the consolidated financial statements which is recorded at the warrants relative fair value which is measured based on the grant date fair value of the award. The Company estimates the fair value of each warrant at the grant date by using the Black-Scholes option pricing model. Stock Based Compensation The Company recognizes the cost of employee services received in exchange for an award of equity instruments in the consolidated financial statements which is measured based on the grant date fair value of the award. Stock based compensation expense is recognized over the period during which an employee is required to provide service in exchange for the award (generally the vesting period). The Company estimates the fair value of each stock award at the grant date by using the Black-Scholes option pricing model using the simplified method to determine the term. Costs equal to these fair values are recognized ratably over the requisite service period based on the number of awards that are expected to vest, or in the period of grant for awards that vest immediately and have no three March 31, 2019 2018. The Company also grants share-based compensation awards to non-employees for service provided to the Company. The Company measures and recognizes the fair value of such transactions based on the fair value of consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. In June 2018, No. 2018 07, 718 No 2018 07 718 718 December 15, 2018, no 606. January 1, 2019. not Loss per Share Loss per share is calculated by dividing the Company's net loss by the weighted average number of common shares outstanding during the period. Diluted earnings loss per share is calculated by dividing the Company's net income (loss) by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity instruments. The effect of the inclusion of the dilutive shares would have resulted in a decrease in loss per share. Accordingly, the weighted average shares outstanding have not not 16,206,685, 16,952,975 three March 31, 2019 December 31, 2018, Research and Development Research and development costs are charged to expense as incurred. Warranty Expense The Company's distribution agreements provide for a warranty on products sold. As sales under such distribution agreements have been nominal during the three March 31, 2019 2018, no three March 31, 2019 2018. Income Taxes The Company accounts for income taxes under the asset and liability method, in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carry forwards. 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 tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is required to the extent any deferred tax assets may not The Company does not March 31, 2019 December 31, 2018. March 31, 2019, not three March 31, 2019 2018. Investments We have an equity investment in a privately held entity. We account for investments either under the equity method or cost method of accounting depending on our ownership interest and the level of our influence in each joint venture. Investments accounted for under the equity method are recorded based upon the amount of our investment and adjusted each period for our share of the investee's income or loss. Cost method investments are recorded at cost less any impairments. All investments are reviewed for changes in circumstance or the occurrence of events that suggest an other than temporary event where our investment may not zero March 31, 2019 4 Recently Issued Accounting Pronouncements FASB ASCs which are or were are not March 31, 2019 not |
Note 2 - Property and Equipment
Note 2 - Property and Equipment | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 2 March 31, 2019 December 31, 2018 Computer equipment $ 13,032 $ 13,032 Equipment and furniture 138,764 138,764 Leasehold improvements 7,593 7,593 159,389 159,389 Accumulated Depreciation (80,197 ) (73,866 ) Property and Equipment - Net $ 79,192 $ 85,523 Depreciation expense for the period ended March 31, 2019 2018 $6,331 $6,235, |
Note 3 - Related Party Transact
Note 3 - Related Party Transactions | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | NOTE 3 Convertible Note Payable The following descriptions of convertible notes and notes payable refer to notes issued to related parties of the Company. For a description of convertible notes and notes payable to non-related parties of the Company see Note 5. Convertible Notes Payable to Related Parties Date of Note Face Value Debt Discount Debt Discount Accretion Carrying Value July 2015 $ 500,000 $ - $ - $ 500,000 June 2018 $ 1,000,000 $ 444,416 $ 167,417 $ 723,001 July 2018 $ 250,000 $ 111,113 $ 41,401 $ 180,288 July 2018 $ 250,000 $ 111,109 $ 38,964 $ 177,855 December 2018 $ 100,000 $ - $ - $ 100,000 February 2019 $ 325,000 $ - $ - $ 325,000 March 2019 $ 100,000 $ - $ - $ 100,000 $ 2,525,000 $ 666,638 $ 247,782 $ 2,106,144 Convertible Notes Payable - Current $ 925,000 $ - $ - $ 925,000 Convertible Notes Payable - Long Term $ 1,600,000 $ 666,638 $ 247,782 $ 1,181,144 All of the above notes were converted into new loans with the Series A and Series B offerings in the second 2019. In July 2015, $500,000 8.5% July 2016. 350,000 $3.00 $416,618 0%, 184.2%, 1.66% 5 $227,258 July 2016, July 2017, $1.25 400,000 not 2017, July 2018 2018 July 2019. 7 On June 29, 2018, June 2018 5 $1,000,000 June 29, 2018, two June 29, 2018 1,000,000 ten 10% June 28, 2020. $3.00 may one 2 $1.00 $414,416 $30,000 three March 31, 2019, $54,791, 7 On July 2, 2018, June 2018 5 $250,000 July 2, 2018, two July 2, 2018 250,000 ten 10% 7 $3.00 may one 2 $1.00 $103,613 $7,500 three March 31, 2019, $13,699, 7 On July 19, 2018, June 2018 5 $250,000, July 19, 2018, two July 19, 2018 250,000 ten 10% 7 $3 may one 2 $1.00 $103,609 $7,500 three March 31, 2019, $14,003, 7 On December 21, 2018, $100,000 December 21, 2018. ten 10% December 20, 2020. may one 7 On February 8, 2019 March 22, 2019, $325,000 $100,000, February 8, 2019 March 22, 2019. May 1, 2019 twelve 12% 7 Notes Payable to Related Parties Notes payable outstanding at March 31, 2019 Date of Note Face Value Debt Discount Debt Discount Accretion Carrying Value August 2017 $ 100,000 $ 10,435 $ 8,349 $ 97,914 September 2017 $ 500,000 $ 52,166 $ 37,717 $ 485,551 October 2017 $ 500,000 $ 50,229 $ 33,938 $ 483,709 January 2018 $ 500,000 $ 50,590 $ 39,657 $ 489,067 March 2018 $ 200,000 $ 20,281 $ 10,751 $ 190,470 May 2018 $ 300,001 $ 30,452 $ 13,163 $ 282,712 Jan 2019 $ 100,000 $ - $ - $ 100,000 $ 2,200,001 $ 214,153 $ 143,575 $ 2,129,423 Notes Payable - Current $ 1,900,000 $ 183,701 $ 130,412 $ 1,846,711 Notes Payable – Long Term $ 300,001 $ 30,452 $ 13,163 $ 282,712 All of the above notes were converted into new loans with the Series A and Series B offerings in the second 2019. In August 2017, $100,000. 10.0%, August 2019. five 10,000 $3.00 $10,435 March 31, 2019, $1,287, In September 2017, $500,000. 10.0%, September 2019. five 50,000 $3.00 $52,166 three March 31, 2019, $6,431, In October 2017, $500,000 50,000 ten 10% October 26, 2019. may five 50,000 $3.00 $50,229 three March 31, 2019, $6,193, On or about January 17, 2018, $500,000 January 16, 2018, October 26, 2019, $500,000, January 18, 2018 50,000 ten 10% October 26, 2019. may one 30 6 5 $3.00 $35,590 $15,000 three March 31, 2019, $7,016, On or about March 8, 2018, $200,000 March 8, 2018 March 9, 2018, 20,000 ten 10% March 7, 2020. may one 5 $3.00 $14,281 $6,000 three March 31, 2019, $2,500, On May 2, 2018, $300,001 May 2, 2018, May 2, 2018 30,000 ten 10% May 1, 2020. $3 May 2, 2018, may one 5 $3.00 $21,452 $9,000 three March 31, 2019, $3,754, During January 2019, $100,000 January 2019. ten 10% April 18, 2019. $3 May 2, 2019, No Royalty Agreement In 2013, 2015, 25 5% ® $2,500 Included in advance of future royalties was $203,208 December 31, 2018, Sales subject to the royalty agreement were $0 $3,470 three March 31, 2019 2018, On April 29,2019, Rent During 2017, $10,000 4 Consulting Agreement In March 2015, six $200,000 $200,000 December 31, 2015. $65,000, March 31, 2019 December 31, 2018. |
Note 4 - Commitments
Note 4 - Commitments | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Commitments Disclosure [Text Block] | NOTE 4 Lease Commitments The Company leases its office, building, and laboratory space under short term leases. These leases are renewable either monthly or annually. The Company also has a two September 1, 2016 August 31, 2018. December 31, 2019 August 31, 2020. $55,967 $54,325 three March 31, 2019 2018, License and Business Development Agreement On February 20, 2018, February 13, 2018 ( twenty 20% $500,000 no $500,000 pro rata The Agreement provides Agro Space with the exclusive right to import, package, sell, and distribute BAM's product lines and promote its brand, as well as other “white label” brands, as they are introduced, in the Mexican markets, and a limited manufacturing right to modify the presentation of BAM's products and dilute such products, all during the term of the Agreement. BAM will retain the right to all of its intellectual property, including any materials produced in connection with the Agreement and BAM's products, and Agro Space will have a royalty-free right to reproduce, translate, summarize, or otherwise use such materials for the sole purpose of performing pursuant to the Agreement. The exclusivity of the rights licensed to Agro Space are conditioned upon (i) Agro Space meeting specified revenue targets beginning on the third tenth five 5 In addition to BAM receiving an ownership interest in Agro Space, the Company received $100,000 2016 $3.00 $900,000, Research Commitment In January 2016, $373,750 2016, first five March 31, 2019 2018, no |
Note 5 - Convertible Notes Paya
Note 5 - Convertible Notes Payable and Notes Payable | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 5 On June 29, 2018, “June 2018 3 $2,000,000 10% “June 2018 two 2,000,000 $1.00 “June 2018 June 2018 July 31, 2018, one The following descriptions of convertible notes and notes payable refer to notes issued to non-related parties of the Company. For a description of convertible notes and notes payable to related parties of the Company, see Note 3. Convertible Notes Payable to Non-Related Parties Date of Note Face Value Additional Principle Debt Discount Debt Discount Accretion Carrying Value July 2018 $ 50,000 $ 22,231 $ 7,552 $ 35,321 July 2018 $ 50,000 $ 22,231 $ 7,552 $ 35,321 July 2018 $ 25,000 $ 11,116 $ 3,716 $ 17,600 July 2018 $ 250,000 $ 111,160 $ 37,155 $ 175,995 July 2018 $ 25,000 $ 11,114 $ 3,776 $ 17,662 July 2018 $ 50,000 $ 22,232 $ 7,553 $ 35,321 July 2018 $ 100,000 $ 44,465 $ 14,863 $ 70,398 December 2018 $ 136,000 $ 136,000 $ 18,682 $ 18,682 January 2019 $ 94,500 $ 10,000 $ 94,500 $ 23,314 $ 33,314 March 2019 $ 50,000 $ - $ - $ 50,000 $ 830,500 $ 10,000 $ 475,049 $ 124,163 $ 489,614 Convertible Notes Payable to Non-Related Parties - Current $ 280,500 $ 10,000 $ 230,500 $ 41,996 $ 101,996 Convertible Notes Payable to Non-Related Parties - Long-Term $ 550,000 $ - $ 244,549 $ 82,167 $ 387,618 All of the above July 2018 second 2019. The Company received, in the aggregate, $550,000 seven June 2018 $550,000 June 2018 550,000 $228,049 $16,500 June 2018 June 2018 $2,050,000, June 2018 two 2,050,000 $1.00 $3.00 3 $1,500,000 June 2018 June 2018 $853,518. $61,500, On or about December 11, 2018, $125,000 $136,000 $3.00 65% 100,000 $11,000. On or about January 14, 2019, $82,000 $94,500 $10,000 $104,500, $3.00 65% 100,000 $12,500 $2,000 $56,002 $23,998 On or about March 2019, $50,000 1,000 two 2,000 $3,608 March 31, 2019.. ( 6 Fair Value Measurements – Derivative Liability – December 2018 January 2019 convertible notes payable to non-related party –discussed above Embedded Conversion Option Derivatives Due to the conversion terms of certain promissory notes, the embedded conversion options met the criteria to be bifurcated and presented as derivative liabilities. The Company calculated the estimated fair values of the liabilities for embedded conversion option derivative instruments at the original note inception dates using the Monte Carlo option pricing model using the share prices of the Company's stock on the dates of valuation and using the following ranges for volatility, expected term and the risk-free interest rate at each respective valuation date, no Note Inception Date: December 11, 2018 March 31, 2019 Volatility: 117% 158% Expected Term: 9 9 Risk Free Interest Rate: 2.56% 2.40% Note Inception Date: January 14, 2019 March 31, 2019 Volatility: 130% 142% Expected Term: 8 9 Risk Free Interest Rate: 2.55% 2.44% Fair value measures The accounting guidance for fair value measurements provides a framework for measuring fair value and requires expanded disclosures regarding fair value measurements. Fair value is defined as the price that would be received for an asset or the exit price that would be paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. The accounting guidance established a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available. This hierarchy prioritizes the inputs into three 1 2 3 Assets and liabilities measured at fair value on a recurring and non-recurring basis consisted of the following at March 31, 2019: Carrying Value at March 31, 2019 Fair Value Measurements at March 31, 2019 (Level 1) (Level 2) (Level 3) Embedded Conversion Option Liability $ 231,000 $ – $ – $ 231,000 The following is a summary of activity of Level 3 March 31, 2019: Balance at December 31, 2018 $ 114,000 Portion of initial valuation recorded as debt discount 89,000 Change in fair value 28,000 Balance at March 31, 2019 $ 231,000 Changes in fair value of the embedded conversion option liability are included in other income (expense) in the accompanying consolidated statements of operations. Notes Payable to Non-Related Parties Date of Note Face Value Debt Discount Debt Discount Accretion Carrying Value December 2017 $ 200,000 $ 18,652 $ 12,060 $ 193,408 January 2018 $ 100,000 $ 7,124 $ 4,265 $ 97,141 Notes Payable to Non-Related Parties - Current $ 300,000 $ 25,776 $ 16,325 $ 290,549 All of the above notes were converted into new loans with the Series A and Series B offerings in the second 2019. In December 2017, $200,000 December 14, 2017, December 13, 2019, $200,000, December 18, 2017 50,000 ten 10% may one 5 $3.00 $18,652 three March 31, 2019 2018, $2,300 On or about January 18, 2018, $100,000 January 19, 2018, January 18, 2020, $100,000, January 19, 2018 10,000 ten 10% may one 5 $3.00 $7,124 three March 31, 2019 2018, $878 $703, 7 The Company has an outstanding note payable for financing corporate insurance premiums. The note carries a rate of interest of 8.75% November 2019. eleven $21,254. March 31, 2019 December 31, 2018 $168,819 $223,482, |
Note 6 - Equity
Note 6 - Equity | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Shareholders' Equity and Share-based Payments [Text Block] | NOTE 6 Common Stock Stock issued for services During the three March 31, 2019, 45,000 $79,950 Stock issued for loan costs During the three March 31, 2019 2,000 $3,608. Warrants Warrants cashless exercise During the three March 31, 2019, 475,500 306,195 Warrants issued for services During the period ended March 31, 2019, five 75,000 $3.00 $57,570, $55,081 Warrants issued with debt On or about January 14, 2019, $80,000 $94,500 $10,000 $104,500. $3.00 65% 100,000 $1.75. $14,500 $2,000 $56,002 $23,998 The following is a summary of the Company's warrant activity for the three March 31, 2019: Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual (in Years) Aggregate Value Outstanding - January 1, 2019 12,752,685 $ 1.86 Granted 175,000 2.29 Exercised (475,500 ) (.50 ) Cancelled/Forfeited (156,000 ) (.50 ) Outstanding and exercisable - March 31, 2019 12,296,185 $ 1.93 1.9 $ 4,029,700 The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the estimated fair value of the Company's stock price on March 31, 2019 March 31, 2019. Stock incentive plan options In November 2015, 2015 4,000,000 2,640,000 The Company recognizes compensation expense for stock option grants based on the fair value at the date of grant using the Black-Scholes option pricing model. As the Company does not zero The Company has elected to account for forfeitures as they occur. Number of Options Weighted Average Exercise Price Weighted (in Years) Aggregate Value Outstanding - January 1, 2019 1,585,000 $ 1.70 Granted - - Exercised - - Cancelled/Forfeited (225,000 ) (2.14 ) Outstanding - March 31, 2019 1,360,000 $ 1.63 6.6 $ 74,550 Exercisable - March 31, 2019 1,335,000 $ 1.16 6.5 $ 74,550 The aggregate intrinsic value in the table above represents the total intrinsic value (the difference between the estimated fair value of the Company's stock price on March 31, 2019 March 31, 2019. |
Note 7 - Subsequent Events
Note 7 - Subsequent Events | 3 Months Ended |
Mar. 31, 2019 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | NOTE 7 May 2019 On or about May 11, 2019, 10% March 31, 2019. Furthermore, pursuant to each Exchange Agreement, in connection with any such exchange, the holder of an Old Note may, three $1.00 Such transactions contemplated by the Exchange Agreements are referred to herein as the “Refinancing”. The Company conducted the Refinancing in reliance upon the exemptions provided in the Securities Act, including Regulation D, Rule 506 Series B Note Offering Furthermore, the Exchange Agreement provides that the holder of an Old Note may, 12% one In accordance with the terms of the Exchange Agreements and in reliance upon the exemptions provided in the Securities Act, including Regulation D, Rule 506 The transactions contemplated by the Subscription Agreements are referred to herein as the “Offering”. During May 2019 $3,326,427, $3,226,782. 3% $99,645 Terms of Notes and Warrants The Series A Notes and Series B Notes shall collectively be referred to herein as the “Offering Notes”. The Exchange Warrants and Purchase Warrants shall collectively be referred to herein as the “Offering Warrants”. The Offering Notes were made on substantially the same terms, except as noted. The Offering Warrants were made on substantially the same terms, except as noted. The Series A Notes bear interest at the rate of ten 10% twelve 12% nine 9 fifteen 15 fifteenth 15th thirty-six 36 may forty-five 45 may not October 1, 2021 thirty 30 two $2.00 one $1.00 Each (i) Exchange Warrant may three 3 one $1.00 may ninety 90 one $1.00 April 1, 2020, fifty $0.50 April 1, 2020, not 9,499,600 3,045,600 6,454,000 $1.00 On April 29, 2019, 9,816,071, No. 15/729,038, No. 14/244,084 No. 15/24045 2,000,000 not Subsequent to March 31, 2019, 79,500 $2.00 $33,879 0, 148.4%, 1.57% 1.66%, 1 3 Subsequent to March 31, 2019, 10 100,000 $3.00 $83,325 0, 148.4%, 1.93% 5 Subsequent to March 31, 2019, 225,000 Subsequent to March 31, 2019, 146,248 Subsequent to March 31, 2019, $100,000 $230,500 During October 2019 $5,000,000 10% December 31, 2019, ninety ten ( 10% first January 15, 2020 fifteenth 15th $2.00 2 $2.00 Commencing on the one 1 eleven 11 one may thirty 30 may 30 The Notes are secured by all assets of the Company and its subsidiaries and are subordinate to the security interest granted to holders of the Series A Notes and Series B Notes previously issued by the Company. The Notes are subject to certain covenants and other provisions customary for a transaction of this nature. The Company received $250,000 December 31, 2019 no During the first 2020, three second 2020, first 2020, $200,000 On May 12, 2020, $278,800. not 1% 360 two seventh |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Going Concern and Management Plans [Policy Text Block] | Going Concern and Management's Plans These interim unaudited condensed consolidated financial statements are prepared on a going concern basis which contemplates the realization of assets and settlements of liabilities and commitments in the normal course of business. The Company has a working capital deficiency as of March 31, 2019, three March 31, 2019, $3,000 4,364,000 1,231,000 643,000 three March 31, 2019. twelve March 31, 2019; no not may March 31, 2019, $3,824,000 7 not Management's strategic plans include the following: ● Continuing to advance commercialization of the Company's principal product, BAM-FX ® ● Pursuing additional capital raising opportunities; ● Continuing to explore and execute prospective partnering or distribution opportunities; and ● Identifying unique market opportunities that represent potential positive cash flow. |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation three March 31, 2019 2018, three March 31, 2019 2018, March 31, 2019 not 10 December 31, 2018 October 17, 2019. December 31, 2018 |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Significant estimates include allowance for doubtful accounts and other receivables, inventory reserves and classifications, amortization period and recoverability of intangible assets, valuation of beneficial conversion features in convertible debt, valuation of loss contingencies, valuation of derivative liabilities, valuation of stock-based compensation and the valuation allowance on deferred tax assets. Actual results could differ from those estimates. |
Segment Reporting, Policy [Policy Text Block] | Segment Reporting The Company views its operations and manages its business as one 100% not |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The accompanying interim unaudited condensed consolidated financial statements include the accounts of Zero Gravity Solutions, Inc. and its majority-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents For the purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three no March 31, 2019 December 31, 2018. |
Inventory, Policy [Policy Text Block] | Inventory Inventory is valued on a lower of first first March 31, December 31, 2019 2018 Raw materials $ 25,252 $ 17,610 Finished product 100,649 85,532 Total Inventory $ 125,901 $ 103,142 During the three March 31, 2019, $9,704. December 31, 2018 $32,084. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment is stated at cost, less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation is computed on a straight-line basis over estimated useful lives. Property and equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block] | Impairment of Long Lived Assets The Company accounts for long-lived assets in accordance with the provisions of Accounting Standards Codification Topic (“ ASC”) 360 10 35 15 may not |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Intellectual Property The Company reviewed its intellectual property for impairment and determined that it had no $10,210 December 31, 2018. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk The Company believes that its credit risk exposure is limited. The Company has never suffered a loss due to funds in excess of FDIC limits and had no March 31, 2019. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The Company accounts for financial instruments under Financial Accounting Standards Board (“FASB”) ASC 820, Fair Value Measurements 820 three Level 1 Level 2 1, not Level 3 Observable inputs are based on market data obtained from independent sources, while unobservable inputs are based on the Company's market assumptions. Unobservable inputs require significant management judgment or estimation. In some cases, the inputs used to measure an asset or liability may As the Company's common stock is not 820. The carrying amounts of the Company's accounts receivable and accounts payable approximate fair value due to the relatively short period to maturity for these instruments. The carrying value of the Company's notes payable approximates fair value due to their short period to maturity and their stated interest rates, combined with historic interest rate levels. |
Derivatives, Policy [Policy Text Block] | Accounting for Derivatives The Company evaluates its convertible instruments, options, warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under ASC Topic 815, 815 The company has adopted FASB ASU 2017 11, two not |
Advertising Cost [Policy Text Block] | Advertising The Company conducts advertising for the promotion of its products and services. In accordance with ASC 720 35, three March 31, 2019 2018, $36,110 $1,897, |
Lessee, Leases [Policy Text Block] | Accounting for Leases In March 2016, No. 2016 02, Leases No. 2016 02 No. 2016 02 not 12 not December 15, 2018. January 1, 2019, not |
Legal Costs, Policy [Policy Text Block] | Legal Expenses All legal costs are charged to expense as incurred. |
Convertible Notes With Fixed Rate Conversion Options, Policy [Policy Text Block] | Convertible Notes with Fixed Rate Conversion Options The Company may may may |
Debt Issuance Cost [Policy Text Block] | Debt Issue Cost Debt issuance cost paid to lenders, or third |
Revenue Recognition and Accounts Receivable [Policy Text Block] | Revenue Recognition and Accounts Receivable: Effective January 1, 2018 ( 606, We recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration (that is, payment) to which the company expects to be entitled in exchange for those goods or services. The core principle of this Topic is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. Revenue is recognized in accordance with the core principle by applying the following five 1 2 3 4 5 Revenues for agricultural chemical products are recognized when title to the products is transferred which may no 606. The Company determined that no three March 31, 2019 2018. The Company did not March 31, 2019. December 31, 2018, two 100% 78.1%, 21.9%, three March 31, 2019, one 97% March 31, 2018, two 100% 75.0% 25.0%, The Company extends credit to customers generally without requiring collateral. The Company monitors its exposure for credit losses and maintains allowances for anticipated losses. The Company records an allowance for doubtful accounts when it is probable that the accounts receivable balance will not three March 31, 2019 2018 $342 $4,060, |
Cost of Goods and Service [Policy Text Block] | Cost of Sales Cost of sales is comprised of material costs, invoiced shipping costs and royalty expense. |
Warrants [Policy Text Block] | Warrants The Company recognizes the cost of warrants issued with debt as debt discount in the consolidated financial statements which is recorded at the warrants relative fair value which is measured based on the grant date fair value of the award. The Company estimates the fair value of each warrant at the grant date by using the Black-Scholes option pricing model. |
Share-based Payment Arrangement [Policy Text Block] | Stock Based Compensation The Company recognizes the cost of employee services received in exchange for an award of equity instruments in the consolidated financial statements which is measured based on the grant date fair value of the award. Stock based compensation expense is recognized over the period during which an employee is required to provide service in exchange for the award (generally the vesting period). The Company estimates the fair value of each stock award at the grant date by using the Black-Scholes option pricing model using the simplified method to determine the term. Costs equal to these fair values are recognized ratably over the requisite service period based on the number of awards that are expected to vest, or in the period of grant for awards that vest immediately and have no three March 31, 2019 2018. The Company also grants share-based compensation awards to non-employees for service provided to the Company. The Company measures and recognizes the fair value of such transactions based on the fair value of consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. In June 2018, No. 2018 07, 718 No 2018 07 718 718 December 15, 2018, no 606. January 1, 2019. not |
Earnings Per Share, Policy [Policy Text Block] | Loss per Share Loss per share is calculated by dividing the Company's net loss by the weighted average number of common shares outstanding during the period. Diluted earnings loss per share is calculated by dividing the Company's net income (loss) by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity instruments. The effect of the inclusion of the dilutive shares would have resulted in a decrease in loss per share. Accordingly, the weighted average shares outstanding have not not 16,206,685, 16,952,975 three March 31, 2019 December 31, 2018, |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Research and development costs are charged to expense as incurred. |
Standard Product Warranty, Policy [Policy Text Block] | Warranty Expense The Company's distribution agreements provide for a warranty on products sold. As sales under such distribution agreements have been nominal during the three March 31, 2019 2018, no three March 31, 2019 2018. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes under the asset and liability method, in which deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carry forwards. 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 tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is required to the extent any deferred tax assets may not The Company does not March 31, 2019 December 31, 2018. March 31, 2019, not three March 31, 2019 2018. |
Investment, Policy [Policy Text Block] | Investments We have an equity investment in a privately held entity. We account for investments either under the equity method or cost method of accounting depending on our ownership interest and the level of our influence in each joint venture. Investments accounted for under the equity method are recorded based upon the amount of our investment and adjusted each period for our share of the investee's income or loss. Cost method investments are recorded at cost less any impairments. All investments are reviewed for changes in circumstance or the occurrence of events that suggest an other than temporary event where our investment may not zero March 31, 2019 4 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements FASB ASCs which are or were are not March 31, 2019 not |
Note 1 - Organization and Sum_2
Note 1 - Organization and Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | March 31, December 31, 2019 2018 Raw materials $ 25,252 $ 17,610 Finished product 100,649 85,532 Total Inventory $ 125,901 $ 103,142 |
Note 2 - Property and Equipme_2
Note 2 - Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | March 31, 2019 December 31, 2018 Computer equipment $ 13,032 $ 13,032 Equipment and furniture 138,764 138,764 Leasehold improvements 7,593 7,593 159,389 159,389 Accumulated Depreciation (80,197 ) (73,866 ) Property and Equipment - Net $ 79,192 $ 85,523 |
Note 3 - Related Party Transa_2
Note 3 - Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Schedule of Related Party Transactions [Table Text Block] | Date of Note Face Value Debt Discount Debt Discount Accretion Carrying Value July 2015 $ 500,000 $ - $ - $ 500,000 June 2018 $ 1,000,000 $ 444,416 $ 167,417 $ 723,001 July 2018 $ 250,000 $ 111,113 $ 41,401 $ 180,288 July 2018 $ 250,000 $ 111,109 $ 38,964 $ 177,855 December 2018 $ 100,000 $ - $ - $ 100,000 February 2019 $ 325,000 $ - $ - $ 325,000 March 2019 $ 100,000 $ - $ - $ 100,000 $ 2,525,000 $ 666,638 $ 247,782 $ 2,106,144 Convertible Notes Payable - Current $ 925,000 $ - $ - $ 925,000 Convertible Notes Payable - Long Term $ 1,600,000 $ 666,638 $ 247,782 $ 1,181,144 Date of Note Face Value Debt Discount Debt Discount Accretion Carrying Value August 2017 $ 100,000 $ 10,435 $ 8,349 $ 97,914 September 2017 $ 500,000 $ 52,166 $ 37,717 $ 485,551 October 2017 $ 500,000 $ 50,229 $ 33,938 $ 483,709 January 2018 $ 500,000 $ 50,590 $ 39,657 $ 489,067 March 2018 $ 200,000 $ 20,281 $ 10,751 $ 190,470 May 2018 $ 300,001 $ 30,452 $ 13,163 $ 282,712 Jan 2019 $ 100,000 $ - $ - $ 100,000 $ 2,200,001 $ 214,153 $ 143,575 $ 2,129,423 Notes Payable - Current $ 1,900,000 $ 183,701 $ 130,412 $ 1,846,711 Notes Payable – Long Term $ 300,001 $ 30,452 $ 13,163 $ 282,712 |
Note 5 - Convertible Notes Pa_2
Note 5 - Convertible Notes Payable and Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Convertible Debt [Table Text Block] | Convertible Notes Payable to Non-Related Parties Date of Note Face Value Additional Principle Debt Discount Debt Discount Accretion Carrying Value July 2018 $ 50,000 $ 22,231 $ 7,552 $ 35,321 July 2018 $ 50,000 $ 22,231 $ 7,552 $ 35,321 July 2018 $ 25,000 $ 11,116 $ 3,716 $ 17,600 July 2018 $ 250,000 $ 111,160 $ 37,155 $ 175,995 July 2018 $ 25,000 $ 11,114 $ 3,776 $ 17,662 July 2018 $ 50,000 $ 22,232 $ 7,553 $ 35,321 July 2018 $ 100,000 $ 44,465 $ 14,863 $ 70,398 December 2018 $ 136,000 $ 136,000 $ 18,682 $ 18,682 January 2019 $ 94,500 $ 10,000 $ 94,500 $ 23,314 $ 33,314 March 2019 $ 50,000 $ - $ - $ 50,000 $ 830,500 $ 10,000 $ 475,049 $ 124,163 $ 489,614 Convertible Notes Payable to Non-Related Parties - Current $ 280,500 $ 10,000 $ 230,500 $ 41,996 $ 101,996 Convertible Notes Payable to Non-Related Parties - Long-Term $ 550,000 $ - $ 244,549 $ 82,167 $ 387,618 |
Fair Value Measurements, Recurring and Nonrecurring [Table Text Block] | Carrying Value at March 31, 2019 Fair Value Measurements at March 31, 2019 (Level 1) (Level 2) (Level 3) Embedded Conversion Option Liability $ 231,000 $ – $ – $ 231,000 |
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis [Table Text Block] | Balance at December 31, 2018 $ 114,000 Portion of initial valuation recorded as debt discount 89,000 Change in fair value 28,000 Balance at March 31, 2019 $ 231,000 |
Schedule of Debt [Table Text Block] | Notes Payable to Non-Related Parties Date of Note Face Value Debt Discount Debt Discount Accretion Carrying Value December 2017 $ 200,000 $ 18,652 $ 12,060 $ 193,408 January 2018 $ 100,000 $ 7,124 $ 4,265 $ 97,141 Notes Payable to Non-Related Parties - Current $ 300,000 $ 25,776 $ 16,325 $ 290,549 |
Note 6 - Equity (Tables)
Note 6 - Equity (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual (in Years) Aggregate Value Outstanding - January 1, 2019 12,752,685 $ 1.86 Granted 175,000 2.29 Exercised (475,500 ) (.50 ) Cancelled/Forfeited (156,000 ) (.50 ) Outstanding and exercisable - March 31, 2019 12,296,185 $ 1.93 1.9 $ 4,029,700 |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | Number of Options Weighted Average Exercise Price Weighted (in Years) Aggregate Value Outstanding - January 1, 2019 1,585,000 $ 1.70 Granted - - Exercised - - Cancelled/Forfeited (225,000 ) (2.14 ) Outstanding - March 31, 2019 1,360,000 $ 1.63 6.6 $ 74,550 Exercisable - March 31, 2019 1,335,000 $ 1.16 6.5 $ 74,550 |
Note 1 - Organization and Sum_3
Note 1 - Organization and Summary of Significant Accounting Policies (Details Textual) | 3 Months Ended | 12 Months Ended | 16 Months Ended | ||
Mar. 31, 2019USD ($)shares | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($)shares | Jul. 30, 2020USD ($) | Mar. 31, 2020 | |
Number of Wholly Owned Subsidiaries | 2 | ||||
Cash, Ending Balance | $ 3,187 | $ 43,683 | |||
Working Capital | (4,364,000) | ||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Total | (1,231,088) | $ (1,576,677) | |||
Net Cash Provided by (Used in) Operating Activities, Total | $ (642,833) | (1,057,164) | |||
Number of Reportable Segments | 1 | ||||
Cash Equivalents, at Carrying Value, Total | $ 0 | 0 | |||
Inventory Write-down | 9,704 | 32,084 | |||
Impairment of Intangible Assets, Finite-lived | $ 10,210 | ||||
Cash, Uninsured Amount | 0 | ||||
Advertising Expense | 36,110 | 1,897 | |||
Accounts Receivable, Credit Loss Expense (Reversal) | $ 342 | $ 4,060 | |||
Weighted Average Number Diluted Shares Outstanding Adjustment, Total (in shares) | shares | 16,206,685 | 16,952,975 | |||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | |||||
Number of Major Customers | 2 | ||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Two Customers [Member] | |||||
Concentration Risk, Percentage | 100.00% | ||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer One [Member] | |||||
Concentration Risk, Percentage | 78.10% | ||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer Two [Member] | |||||
Concentration Risk, Percentage | 21.90% | ||||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | |||||
Number of Major Customers | 1 | 2 | |||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Customer One [Member] | |||||
Concentration Risk, Percentage | 97.00% | 75.00% | |||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Customer Two [Member] | |||||
Concentration Risk, Percentage | 25.00% | ||||
Subsequent Event [Member] | |||||
Proceeds from Issuance of Debt | $ 3,824,000 | ||||
Subsequent Event [Member] | COVID-19 Pandemic [Member] | |||||
Number of Executive Officers Not Furloughed | 3 | ||||
SASI [Member] | |||||
Noncontrolling Interest, Ownership Percentage by Parent | 98.00% |
Note 1 - Organization and Sum_4
Note 1 - Organization and Summary of Significant Accounting Policies - Summary of Inventory (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Raw materials | $ 25,252 | $ 17,610 |
Finished product | 100,649 | 85,532 |
Total Inventory | $ 125,901 | $ 103,142 |
Note 2 - Property and Equipme_3
Note 2 - Property and Equipment (Details Textual) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Depreciation, Total | $ 6,331 | $ 6,235 |
Note 2 - Property and Equipme_4
Note 2 - Property and Equipment - Summary of Property and Equipment (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Property and Equipment, Gross | $ 159,389 | $ 159,389 |
Accumulated Depreciation | (80,197) | (73,866) |
Property and Equipment - Net | 79,192 | 85,523 |
Computer Equipment [Member] | ||
Property and Equipment, Gross | 13,032 | 13,032 |
Equipment and Furniture [Member] | ||
Property and Equipment, Gross | 138,764 | 138,764 |
Leasehold Improvements [Member] | ||
Property and Equipment, Gross | $ 7,593 | $ 7,593 |
Note 3 - Related Party Transa_3
Note 3 - Related Party Transactions (Details Textual) | Mar. 22, 2019USD ($) | Feb. 08, 2019USD ($) | Dec. 21, 2018USD ($) | Jul. 19, 2018USD ($)$ / sharesshares | Jul. 02, 2018USD ($)$ / sharesshares | Jun. 29, 2018USD ($)$ / sharesshares | May 02, 2018USD ($)$ / sharesshares | Mar. 08, 2018USD ($) | Jan. 17, 2018USD ($) | Mar. 31, 2019USD ($)$ / shares | Jan. 31, 2019USD ($)$ / shares | Oct. 31, 2017USD ($)$ / sharesshares | Sep. 30, 2017USD ($)$ / sharesshares | Aug. 31, 2017USD ($)$ / sharesshares | Jul. 31, 2016$ / shares | Jul. 31, 2015USD ($)$ / sharesshares | Mar. 31, 2015USD ($) | Mar. 31, 2019USD ($)$ / shares | Mar. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($) | Dec. 31, 2015USD ($) | May 01, 2019 | Dec. 11, 2018USD ($)shares | Mar. 09, 2018$ / sharesshares | Jan. 18, 2018$ / sharesshares | Dec. 14, 2017USD ($) |
Proceeds from Related Party Debt | $ 100,000 | $ 1,000,000 | ||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1.93 | $ 1.93 | $ 1.86 | |||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 666,638 | $ 666,638 | ||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 197,335 | 23,642 | ||||||||||||||||||||||||||
Debt Instrument, Face Amount | 2,525,000 | 2,525,000 | ||||||||||||||||||||||||||
General and Administrative Expense, Total | 886,712 | 1,409,696 | ||||||||||||||||||||||||||
Accounts Payable, Related Parties, Current | 96,826 | 96,826 | $ 127,480 | |||||||||||||||||||||||||
First Note [Member] | ||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 11,000 | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 136,000 | |||||||||||||||||||||||||||
Third Note [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | 50,000 | |||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 3,608 | |||||||||||||||||||||||||||
Unsecured Promissory Note [Member] | ||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 18,652 | |||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 2,300 | 2,300 | ||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 200,000 | |||||||||||||||||||||||||||
Warrants Issued with Convertible Promissory Note [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
First Warrant [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||||||||||||||||||||||
First Warrant [Member] | Maximum [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 100,000 | |||||||||||||||||||||||||||
Director [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 50,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||||||||||||||||||||||
Director [Member] | Unsecured Promissory Note [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 1,000,000 | |||||||||||||||||||||||||||
Director [Member] | Unsecured Promissory Note [Member] | Third Note [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 200,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 14,281 | |||||||||||||||||||||||||||
Lender Fees | $ 6,000 | |||||||||||||||||||||||||||
Director [Member] | Unsecured Promissory Note [Member] | Fifth Note [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 300,001 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 21,452 | |||||||||||||||||||||||||||
Lender Fees | $ 9,000 | |||||||||||||||||||||||||||
Director [Member] | Unsecured Promissory Note [Member] | Fifth Note [Member] | Maximum [Member] | ||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
Director [Member] | Unsecured Promissory Note [Member] | Other Expense [Member] | Third Note [Member] | ||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 2,500 | |||||||||||||||||||||||||||
Director [Member] | Unsecured Promissory Note [Member] | Other Expense [Member] | Fifth Note [Member] | ||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 3,754 | |||||||||||||||||||||||||||
Director [Member] | Unsecured Convertible Promissory Note [Member] | ||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 1,000,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1 | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 414,416 | |||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 2 years | |||||||||||||||||||||||||||
Lender Fees | $ 30,000 | |||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 54,791 | |||||||||||||||||||||||||||
Director [Member] | Convertible Related Party Note Issued On July 2, 2018 [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 250,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 103,613 | |||||||||||||||||||||||||||
Lender Fees | $ 7,500 | |||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 13,699 | |||||||||||||||||||||||||||
Director [Member] | Convertible Related Party Note Issued On July 19, 2018 [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 250,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 103,609 | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
Lender Fees | $ 7,500 | |||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 14,003 | |||||||||||||||||||||||||||
Director [Member] | Unsecured Convertible Related Party Note Issued On December 21, 2018 [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 100,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Director [Member] | Promissory Note [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 500,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 52,166 | |||||||||||||||||||||||||||
Director [Member] | Promissory Note [Member] | Other Expense [Member] | ||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 6,431 | |||||||||||||||||||||||||||
Director [Member] | Warrants Issued with Debt [Member] | Measurement Input, Expected Dividend Rate [Member] | ||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Measurement Input | 0 | |||||||||||||||||||||||||||
Director [Member] | Warrants Issued with Debt [Member] | Measurement Input, Price Volatility [Member] | ||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Measurement Input | 1.842 | |||||||||||||||||||||||||||
Director [Member] | Warrants Issued with Debt [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Measurement Input | 0.0166 | |||||||||||||||||||||||||||
Director [Member] | Warrants Issued with Debt [Member] | Measurement Input, Expected Term [Member] | ||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Measurement Input | 5 | |||||||||||||||||||||||||||
Director [Member] | Warrants Issued with Convertible Promissory Note [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 250,000 | 250,000 | ||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1 | $ 1 | ||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 2 years | 2 years | ||||||||||||||||||||||||||
Director [Member] | Third Warrant [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 20,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||||||||||||||||||||||
Director [Member] | Fifth Warrant [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 30,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||||||||||||||||||||||
Director [Member] | Notes Payable [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 100,000 | $ 500,000 | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 8.50% | ||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 227,258 | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 3 | $ 1.25 | ||||||||||||||||||||||||||
Debt Instrument, Convertible, Number of Equity Instruments | 400,000 | |||||||||||||||||||||||||||
Director [Member] | Notes Payable [Member] | Warrants Issued with Debt [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 350,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ 416,618 | |||||||||||||||||||||||||||
Director [Member] | Consulting Agreement [Member] | ||||||||||||||||||||||||||||
Related Party Transaction, Amounts of Transaction | $ 200,000 | |||||||||||||||||||||||||||
General and Administrative Expense, Total | $ 200,000 | |||||||||||||||||||||||||||
Accounts Payable, Related Parties, Current | $ 65,000 | |||||||||||||||||||||||||||
Employee [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 10,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||||||||||||||||||||||
Employee [Member] | Promissory Note [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 100,000 | $ 325,000 | $ 100,000 | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 12.00% | ||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 10,435 | |||||||||||||||||||||||||||
Employee [Member] | Promissory Note [Member] | Other Expense [Member] | ||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 1,287 | |||||||||||||||||||||||||||
Rio Vista [Member] | Unsecured Promissory Note [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 500,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 50,229 | |||||||||||||||||||||||||||
Rio Vista [Member] | Unsecured Promissory Note [Member] | Other Expense [Member] | ||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 6,193 | |||||||||||||||||||||||||||
Rio Vista [Member] | Warrants Issued to Rio Vista [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 50,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | |||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||||||||||||||||||||||
Investor [Member] | Unsecured Promissory Note [Member] | First Note [Member] | ||||||||||||||||||||||||||||
Proceeds from Related Party Debt | $ 500,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | 35,590 | |||||||||||||||||||||||||||
Lender Fees | 15,000 | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 500,000 | |||||||||||||||||||||||||||
Investor [Member] | Unsecured Promissory Note [Member] | Other Expense [Member] | First Note [Member] | ||||||||||||||||||||||||||||
Amortization of Debt Discount (Premium) | 7,016 | |||||||||||||||||||||||||||
Investor [Member] | First Warrant [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 50,000 | |||||||||||||||||||||||||||
Key Employee and Principal Stockholder and Current Director [Member] | Royalty Agreement [Member] | ||||||||||||||||||||||||||||
Deferred Compensation Arrangement with Individual, Maximum Contractual Term (Year) | 25 years | |||||||||||||||||||||||||||
Payment of Royalties Equal to Percent of Gross Sales | 5.00% | |||||||||||||||||||||||||||
Minimum Monthly Payment Amount to Offset Future Royalty Obligations | $ 2,500 | |||||||||||||||||||||||||||
Prepaid Royalties, Related Party, Noncurrent | $ 3,470 | $ 3,470 | $ 0 | |||||||||||||||||||||||||
Key Employee and Principal Stockholder and Current Director [Member] | Royalty Agreement Patent Defense [Member] | ||||||||||||||||||||||||||||
Legal Fees | $ 203,208 | |||||||||||||||||||||||||||
Chief Operating Officer [Member] | ||||||||||||||||||||||||||||
Lease, Cost, Total | $ 10,000 |
Note 3 - Related Party Transa_4
Note 3 - Related Party Transactions - Notes Payable (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Face value | $ 2,525,000 | |
Debt discount | 666,638 | |
Debt discount accretion | 247,782 | |
Carrying value | 2,106,144 | |
Carrying value | 925,000 | $ 500,000 |
Convertible Notes Payable - Long Term, Debt discount | 162,382 | 193,202 |
Convertible Notes Payable - Long Term, Carrying value | 1,181,144 | 1,098,649 |
Convertible Notes Payable - Current, Carrying value | 1,846,711 | 1,058,621 |
Convertible Notes Payable - Long Term, Carrying value | 282,712 | $ 943,621 |
Convertible Related Party Note Payable Dated July 2015 [Member] | ||
Face value | 500,000 | |
Debt discount | ||
Debt discount accretion | ||
Carrying value | 500,000 | |
Related Party Notes Payable [Member] | ||
Convertible Notes Payable - Current, Face value | 1,900,000 | |
Convertible Notes Payable - Current, Debt discount | 183,701 | |
Debt discount accretion, current | 130,412 | |
Convertible Notes Payable - Long Term, Face value | 300,001 | |
Convertible Notes Payable - Long Term, Debt discount | 30,452 | |
Debt discount accretion, noncurrent | 13,163 | |
Convertible Notes Payable - Current, Carrying value | 1,846,711 | |
Convertible Notes Payable - Long Term, Carrying value | 282,712 | |
Related Party Notes Payable [Member] | Related Party Note Payable Dated August 2017 [Member] | ||
Face value | 100,000 | |
Debt discount | 10,435 | |
Debt discount accretion | 8,349 | |
Carrying value | 97,914 | |
Related Party Notes Payable [Member] | Related Party Note Payable Dated September 2017 [Member] | ||
Face value | 500,000 | |
Debt discount | 52,166 | |
Debt discount accretion | 37,717 | |
Carrying value | 485,551 | |
Related Party Notes Payable [Member] | Related Party Note Payable Dated October 2017 [Member] | ||
Face value | 500,000 | |
Debt discount | 50,229 | |
Debt discount accretion | 33,938 | |
Carrying value | 483,709 | |
Related Party Notes Payable [Member] | Related Party Note Payable Dated January 2018 [Member] | ||
Face value | 500,000 | |
Debt discount | 50,590 | |
Debt discount accretion | 39,657 | |
Carrying value | 489,067 | |
Related Party Notes Payable [Member] | Related Party Note Payable Dated January 2018 2 [Member] | ||
Face value | 200,000 | |
Debt discount | 20,281 | |
Debt discount accretion | 10,751 | |
Carrying value | 190,470 | |
Related Party Notes Payable [Member] | Related Party Note Payable Dated March 2018 [Member] | ||
Face value | 300,001 | |
Debt discount | 30,452 | |
Debt discount accretion | 13,163 | |
Carrying value | 282,712 | |
Related Party Notes Payable [Member] | Related Party Note Payable Dated January 2019 [Member] | ||
Face value | 100,000 | |
Debt discount | ||
Debt discount accretion | ||
Carrying value | 100,000 | |
Related Party Notes Payable [Member] | Related Party Note Payable Dated March 2018 2 [Member] | ||
Face value | 2,200,001 | |
Debt discount | 214,153 | |
Debt discount accretion | 143,575 | |
Carrying value | 2,129,423 | |
Convertible Related Party Note Payable Dated June 2018 [Member] | ||
Face value | 1,000,000 | |
Debt discount | 444,416 | |
Debt discount accretion | 167,417 | |
Carrying value | 723,001 | |
Convertible Related Party Note Issued On July 2, 2018 [Member] | ||
Face value | 250,000 | |
Debt discount | 111,113 | |
Debt discount accretion | 41,401 | |
Carrying value | 180,288 | |
Convertible Related Party Note Issued On July 19, 2018 [Member] | ||
Face value | 250,000 | |
Debt discount | 111,109 | |
Debt discount accretion | 38,964 | |
Carrying value | 177,855 | |
Unsecured Convertible Related Party Note Issued On December 21, 2018 [Member] | ||
Face value | 100,000 | |
Debt discount | ||
Debt discount accretion | ||
Carrying value | 100,000 | |
Unsecured Convertible Related Party Note Issued On February 8, 2019 [Member] | ||
Face value | 325,000 | |
Debt discount | ||
Debt discount accretion | ||
Carrying value | 325,000 | |
Unsecured Convertible Related Party Note Issued On March 22, 2019 [Member] | ||
Face value | 100,000 | |
Debt discount | ||
Debt discount accretion | ||
Carrying value | 100,000 | |
Convertible Note Payable, Related Party [Member] | ||
Convertible Notes Payable - Current, Face value | 925,000 | |
Convertible Notes Payable - Current, Debt discount | ||
Debt discount accretion, current | ||
Carrying value | 925,000 | |
Convertible Notes Payable - Long Term, Face value | 1,600,000 | |
Convertible Notes Payable - Long Term, Debt discount | 666,638 | |
Debt discount accretion, noncurrent | 247,782 | |
Convertible Notes Payable - Long Term, Carrying value | $ 1,181,144 |
Note 4 - Commitments (Details T
Note 4 - Commitments (Details Textual) - USD ($) | Feb. 20, 2018 | Jan. 31, 2016 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Sep. 01, 2016 |
Share Price (in dollars per share) | $ 3 | |||||
Research and Development Expense, Total | $ 1,071 | $ 84,817 | ||||
SAA [Member] | ||||||
Research and Development Expense, Total | 0 | $ 0 | ||||
NASA ARC [Member] | SAA [Member] | ||||||
Payments for Research Commitment | $ 373,750 | |||||
Contractual Agreement, Period (Year) | 5 years | |||||
BAM [Member] | ||||||
License and Business Development Agreement, Consideration Received, to Purchase Shares in Connection to a Private Placement | $ 100,000 | |||||
BAM [Member] | Argo Space [Member] | ||||||
Contractual Agreement, Milestone Period (Year) | 5 years | |||||
License and Business Development Agreement, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 900,000 | |||||
Lichtinger Goup [Member] | ||||||
Maximum Amount of Capital Contributed | $ 500,000 | |||||
Argo Space [Member] | BAM [Member] | ||||||
Equity Method Investment, Ownership Percentage | 20.00% | |||||
Capital Contribution Threshold | $ 500,000 | |||||
Warehouse in Okeechobee [Member] | ||||||
Lessee, Operating Lease, Term of Contract (Year) | 2 years | |||||
Operating Leases, Future Minimum Payments Due, Next Twelve Months | $ 55,967 | $ 54,325 |
Note 5 - Convertible Notes Pa_3
Note 5 - Convertible Notes Payable and Notes Payable (Details Textual) | Mar. 15, 2019shares | Jan. 14, 2019USD ($)$ / sharesshares | Dec. 11, 2018USD ($)shares | Jan. 18, 2018USD ($)$ / shares | Mar. 31, 2019USD ($)$ / sharesshares | Jun. 30, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($) | Mar. 31, 2019USD ($)$ / sharesshares | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($)mo$ / shares | Mar. 30, 2019 | Jun. 29, 2018USD ($)$ / sharesshares | Jan. 19, 2018$ / sharesshares | Dec. 18, 2017$ / sharesshares | Dec. 14, 2017USD ($) |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1.93 | $ 1.93 | $ 1.86 | ||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 666,638 | $ 666,638 | |||||||||||||
Debt Instrument, Face Amount | 2,525,000 | 2,525,000 | |||||||||||||
Proceeds from Related Party Debt | $ 100,000 | $ 1,000,000 | |||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | shares | 45,000 | ||||||||||||||
Amortization of Debt Discount (Premium) | $ 197,335 | 23,642 | |||||||||||||
Proceeds from Notes Payable, Total | 132,000 | 100,000 | |||||||||||||
Notes Payable, Other Payables [Member] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.75% | ||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 21,254 | ||||||||||||||
Long-term Debt, Total | $ 168,819 | $ 168,819 | $ 223,482 | ||||||||||||
Measurement Input, Option Volatility [Member] | |||||||||||||||
Embedded Derivative Liability, Measurement Input | 130 | 1.17 | 158 | 158 | 142 | ||||||||||
Measurement Input, Expected Term [Member] | |||||||||||||||
Embedded Derivative Liability, Measurement Input | 8 | 9 | 9 | 9 | 9 | ||||||||||
Measurement Input, Risk Free Interest Rate [Member] | |||||||||||||||
Embedded Derivative Liability, Measurement Input | 2.55 | 0.0256 | 2.4 | 2.4 | 2.44 | ||||||||||
First Note [Member] | |||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 11,000 | ||||||||||||||
Debt Instrument, Face Amount | $ 136,000 | ||||||||||||||
Second Note [Member] | |||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 12,500 | ||||||||||||||
Debt Instrument, Face Amount | $ 94,500 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 3 | ||||||||||||||
Debt Instrument Additional Principle | $ 10,000 | ||||||||||||||
Long-term Debt, Gross | 104,500 | ||||||||||||||
Debt Instrument, Fee Amount | 2,000 | ||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 23,998 | ||||||||||||||
Third Note [Member] | |||||||||||||||
Proceeds from Related Party Debt | $ 50,000 | ||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | shares | 1,000 | 2,000 | |||||||||||||
Amortization of Debt Discount (Premium) | $ 3,608 | ||||||||||||||
Warrants Issued in Connection With the June 2018 Offering Notes [Member] | |||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 2 years | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 2,050,000 | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1 | ||||||||||||||
Warrants and Rights Outstanding | $ 853,518 | ||||||||||||||
Warrants Issued in Connection With the June 2018 Offering Notes [Member] | Private Placement [Member] | |||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 2 years | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 2,000,000 | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1 | ||||||||||||||
First Warrant [Member] | |||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | ||||||||||||||
First Warrant [Member] | Maximum [Member] | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 100,000 | ||||||||||||||
Second Note [Member] | |||||||||||||||
Warrants and Rights Outstanding | $ 56,002 | ||||||||||||||
Second Note [Member] | Maximum [Member] | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 100,000 | ||||||||||||||
Warrants Issued in Connection with Unsecured Promissory Note [Member] | |||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | 5 years | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 10,000 | 50,000 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 3 | $ 3 | |||||||||||||
Other Current Shareholders [Member] | Warrants Issued in Connection With the June 2018 Offering Notes [Member] | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 550,000 | ||||||||||||||
Warrants and Rights Outstanding | $ 228,049 | ||||||||||||||
Crossover Capital Fund [Member] | First Note [Member] | Securities Purchase Agreement [Member] | |||||||||||||||
Proceeds from Related Party Debt | $ 125,000 | ||||||||||||||
Crossover Capital Fund [Member] | Second Note [Member] | Securities Purchase Agreement [Member] | |||||||||||||||
Proceeds from Related Party Debt | $ 82,000 | ||||||||||||||
Secured Note [Member] | |||||||||||||||
Debt Instrument, Unamortized Discount, Total | 61,500 | ||||||||||||||
Debt Instrument, Face Amount | 2,050,000 | ||||||||||||||
Proceeds from Related Party Debt | 1,500,000 | ||||||||||||||
Secured Note [Member] | Accredited Investor [Member] | |||||||||||||||
Related Party Debt, Maximum Amount Issuable | $ 2,000,000 | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||
Secured Note [Member] | Other Current Shareholders [Member] | |||||||||||||||
Proceeds from Issuance of Long-term Debt, Total | 550,000 | ||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 16,500 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 3 | ||||||||||||||
Unsecured Promissory Note [Member] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 18,652 | ||||||||||||||
Debt Instrument, Face Amount | $ 200,000 | ||||||||||||||
Amortization of Debt Discount (Premium) | $ 2,300 | 2,300 | |||||||||||||
Proceeds from Notes Payable, Total | $ 200,000 | ||||||||||||||
Unsecured Promissory Note 2 [Member] | |||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||
Debt Instrument, Unamortized Discount, Total | 14,500 | $ 7,124 | |||||||||||||
Debt Instrument, Face Amount | 100,000 | ||||||||||||||
Proceeds from Related Party Debt | $ 100,000 | ||||||||||||||
Debt Instrument, Fee Amount | 2,000 | ||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 23,998 | ||||||||||||||
Amortization of Debt Discount (Premium) | $ 878 | $ 703 |
Note 5 - Convertible Notes Pa_4
Note 5 - Convertible Notes Payable and Notes Payable - Convertible Notes Payable (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Face Value | $ 2,525,000 | |
Debt Discount | 666,638 | |
Debt Discount Accretion | 247,782 | |
Face value | 2,525,000 | |
Debt discount | 666,638 | |
Debt discount accretion | 247,782 | |
Convertible Notes Payable to Non-Related Parties - Current | 101,996 | $ 8,947 |
Notes payable, discount | 162,382 | 193,202 |
Convertible Notes Payable to Non-Related Parties - Long-Term | 387,618 | $ 356,794 |
Convertible Notes Payable, One [Member] | ||
Face Value | 50,000 | |
Debt Discount | 22,231 | |
Debt Discount Accretion | 7,552 | |
Carrying Value | 35,321 | |
Face value | 50,000 | |
Debt discount | 22,231 | |
Debt discount accretion | 7,552 | |
Carrying Value | 35,321 | |
Convertible Notes Payable, Two [Member] | ||
Face Value | 50,000 | |
Debt Discount | 22,231 | |
Debt Discount Accretion | 7,552 | |
Carrying Value | 35,321 | |
Face value | 50,000 | |
Debt discount | 22,231 | |
Debt discount accretion | 7,552 | |
Carrying Value | 35,321 | |
Convertible Notes Payable, Three [Member] | ||
Face Value | 25,000 | |
Debt Discount | 11,116 | |
Debt Discount Accretion | 3,716 | |
Carrying Value | 17,600 | |
Face value | 25,000 | |
Debt discount | 11,116 | |
Debt discount accretion | 3,716 | |
Carrying Value | 17,600 | |
Convertible Notes Payable, Four [Member] | ||
Face Value | 250,000 | |
Debt Discount | 111,160 | |
Debt Discount Accretion | 37,155 | |
Carrying Value | 175,995 | |
Face value | 250,000 | |
Debt discount | 111,160 | |
Debt discount accretion | 37,155 | |
Carrying Value | 175,995 | |
Convertible Notes Payable, Five [Member] | ||
Face Value | 25,000 | |
Debt Discount | 11,114 | |
Debt Discount Accretion | 3,776 | |
Carrying Value | 17,662 | |
Face value | 25,000 | |
Debt discount | 11,114 | |
Debt discount accretion | 3,776 | |
Carrying Value | 17,662 | |
Convertible Notes Payable, Six [Member] | ||
Face Value | 50,000 | |
Debt Discount | 22,232 | |
Debt Discount Accretion | 7,553 | |
Carrying Value | 35,321 | |
Face value | 50,000 | |
Debt discount | 22,232 | |
Debt discount accretion | 7,553 | |
Carrying Value | 35,321 | |
Convertible Notes Payable, Seven [Member] | ||
Face Value | 100,000 | |
Debt Discount | 44,465 | |
Debt Discount Accretion | 14,863 | |
Carrying Value | 70,398 | |
Face value | 100,000 | |
Debt discount | 44,465 | |
Debt discount accretion | 14,863 | |
Carrying Value | 70,398 | |
Convertible Note Payable Dated December 2018 [Member] | ||
Face Value | 136,000 | |
Debt Discount | 136,000 | |
Debt Discount Accretion | 18,682 | |
Carrying Value | 18,682 | |
Face value | 136,000 | |
Debt discount | 136,000 | |
Debt discount accretion | 18,682 | |
Carrying Value | 18,682 | |
Convertible Note Payable Dated January 2019 [Member] | ||
Face Value | 94,500 | |
Debt Discount | 94,500 | |
Debt Discount Accretion | 23,314 | |
Carrying Value | 33,314 | |
Face value | 94,500 | |
Additional Principle | 10,000 | |
Debt discount | 94,500 | |
Debt discount accretion | 23,314 | |
Carrying Value | 33,314 | |
Convertible Note Payable Dated March 2019 [Member] | ||
Face Value | 50,000 | |
Debt Discount | ||
Debt Discount Accretion | ||
Carrying Value | 50,000 | |
Face value | 50,000 | |
Debt discount | ||
Debt discount accretion | ||
Carrying Value | 50,000 | |
Convertible Note Payable to Non-related Parties [Member] | ||
Face Value | 830,500 | |
Debt Discount | 475,049 | |
Debt Discount Accretion | 124,163 | |
Carrying Value | 489,614 | |
Face value | 830,500 | |
Additional Principle | 10,000 | |
Debt discount | 475,049 | |
Debt discount accretion | 124,163 | |
Carrying Value | 489,614 | |
Convertible Notes Payable - Current, Face value | 280,500 | |
Convertible Notes Payable to Non-Related Parties - Current Debt, Discount | 10,000 | |
Notes Payable, discount | 230,500 | |
Debt discount accretion, current | 41,996 | |
Convertible Notes Payable to Non-Related Parties - Current | 101,996 | |
Convertible Notes Payable - Long Term, Face value | 550,000 | |
Convertible Notes Payable to Non-Related Parties - Long-Term, Debt Discount | ||
Notes payable, discount | 244,549 | |
Debt discount accretion, noncurrent | 82,167 | |
Convertible Notes Payable to Non-Related Parties - Long-Term | $ 387,618 |
Note 5 - Convertible Notes Pa_5
Note 5 - Convertible Notes Payable and Notes Payable - Assets and Liabilities Fair Value (Details) - USD ($) | Mar. 31, 2019 | Dec. 31, 2018 |
Embedded Conversion Option Liability | $ 231,000 | $ 114,000 |
Fair Value, Inputs, Level 1 [Member] | ||
Embedded Conversion Option Liability | $ 231,000 |
Note 5 - Convertible Notes Pa_6
Note 5 - Convertible Notes Payable and Notes Payable - Level 3 Liabilities (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Balance | $ 114,000 | |
Portion of initial valuation recorded as debt discount | 89,000 | |
Change in fair value | 28,000 | |
Balance | $ 231,000 |
Note 5 - Convertible Notes Pa_7
Note 5 - Convertible Notes Payable and Notes Payable - Notes Payable (Details) | Mar. 31, 2019USD ($) |
Face value | $ 2,525,000 |
Debt discount | 666,638 |
Debt discount accretion | 247,782 |
Unsecured Promissory Note Payable Dated December 2017 [Member] | |
Face value | 200,000 |
Debt discount | 18,652 |
Debt discount accretion | 12,060 |
Carrying value | 193,408 |
Unsecured Promissory Note Payable Dated January 2018 3 [Member] | |
Face value | 100,000 |
Debt discount | 7,124 |
Debt discount accretion | 4,265 |
Carrying value | 97,141 |
Unsecured Promissory Note [Member] | |
Convertible Notes Payable - Current, Face value | 300,000 |
Notes Payable, discount | 25,776 |
Debt discount accretion, current | 16,325 |
Carrying value, current | $ 290,549 |
Note 6 - Equity (Details Textua
Note 6 - Equity (Details Textual) - USD ($) | Jan. 14, 2019 | Jan. 18, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Nov. 30, 2015 |
Stock Issued During Period, Shares, Issued for Services (in shares) | 45,000 | |||||
Stock Issued During Period, Value, Issued for Services | $ 79,950 | |||||
Stock Issued During Period, Shares, Issued for Loan Costs (in shares) | 2,000 | |||||
Stock Issued During Period, Value, Issued for Loan Costs | $ 3,608 | |||||
Class of Warrant or Right, Exercised During Period (in shares) | 475,500 | |||||
Stock Issued During Period, Shares, Exercise of Warrants (in shares) | 306,195 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.93 | $ 1.86 | ||||
Proceeds from Related Party Debt | $ 100,000 | $ 1,000,000 | ||||
Debt Instrument, Face Amount | 2,525,000 | |||||
Debt Instrument, Unamortized Discount, Total | $ 666,638 | |||||
Equity Incentive Plan 2015 [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares) | 2,640,000 | 4,000,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | ||||
Unsecured Promissory Note 2 [Member] | ||||||
Proceeds from Related Party Debt | $ 100,000 | |||||
Debt Instrument, Face Amount | 100,000 | |||||
Debt Instrument, Unamortized Discount, Total | $ 14,500 | $ 7,124 | ||||
Debt Instrument, Fee Amount | 2,000 | |||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 23,998 | |||||
Second Note [Member] | ||||||
Debt Instrument, Face Amount | 94,500 | |||||
Debt Instrument Additional Principle | 10,000 | |||||
Long-term Debt, Gross | $ 104,500 | |||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 3 | |||||
Debt Instrument, Convertible, Conversion Price, Percentage of Market Price | 65.00% | |||||
Debt Instrument, Unamortized Discount, Total | $ 12,500 | |||||
Debt Instrument, Fee Amount | 2,000 | |||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 23,998 | |||||
Second Note [Member] | Securities Purchase Agreement [Member] | Crossover Capital Fund [Member] | ||||||
Proceeds from Related Party Debt | $ 82,000 | |||||
Warrants Issued for Services [Member] | ||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 75,000 | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 3 | |||||
Warrants and Rights Outstanding | $ 57,570 | $ 55,081 | ||||
Second Warrant 1 [Member] | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.75 | |||||
Warrants and Rights Outstanding | $ 56,002 | |||||
Second Warrant 1 [Member] | Maximum [Member] | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 100,000 |
Note 6 - Equity - Warrant Activ
Note 6 - Equity - Warrant Activity (Details) | 3 Months Ended |
Mar. 31, 2019USD ($)$ / sharesshares | |
Outstanding, number of warrants (in shares) | 12,752,685 |
Outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 1.86 |
Granted, number of warrants (in shares) | 175,000 |
Granted, weighted average exercise price (in dollars per share) | $ / shares | $ 2.29 |
Exercised, number of warrants (in shares) | (475,500) |
Exercised, weighted average exercise price (in dollars per share) | $ / shares | $ (0.50) |
Cancelled/Forfeited, number of warrants (in shares) | (156,000) |
Outstanding, number of warrants (in shares) | 12,296,185 |
Outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 1.93 |
Outstanding and exercisable, weighted average remaining contractual life (Year) | 1 year 328 days |
Outstanding and exercisable, aggregate intrinsic value | $ | $ 4,029,700 |
Note 6 - Equity - Option Activi
Note 6 - Equity - Option Activity (Details) | 3 Months Ended |
Mar. 31, 2019USD ($)$ / sharesshares | |
Outstanding, number of options (in shares) | shares | 1,585,000 |
Outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 1.70 |
Granted, number of options (in shares) | shares | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ / shares | |
Exercised, number of options (in shares) | shares | |
Exercised, weighted average exercise price (in dollars per share) | $ / shares | |
Cancelled/Forfeited, number of options (in shares) | shares | (225,000) |
Cancelled/Forfeited, weighted average exercise price (in dollars per share) | $ / shares | $ (2.14) |
Outstanding, number of options (in shares) | shares | 1,360,000 |
Outstanding, weighted average exercise price (in dollars per share) | $ / shares | $ 1.63 |
Outstanding, weighted average remaining contractual life (Year) | 6 years 219 days |
Outstanding, aggregate intrinsic value | $ | $ 74,550 |
Exercisable, number of options (in shares) | shares | 1,335,000 |
Exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 1.16 |
Exercisable, weighted average remaining contractual life (Year) | 6 years 182 days |
Exercisable, aggregate intrinsic value | $ | $ 74,550 |
Note 7 - Subsequent Events (Det
Note 7 - Subsequent Events (Details Textual) | May 12, 2020USD ($) | May 11, 2019USD ($)$ / sharesRateshares | Mar. 31, 2019USD ($)$ / sharesshares | Mar. 31, 2018USD ($) | Oct. 31, 2019USD ($)$ / shares | Dec. 31, 2019USD ($) | Jul. 30, 2020USD ($)$ / sharesshares | Mar. 31, 2020USD ($) | Apr. 29, 2019shares | Dec. 31, 2018$ / shares |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1.93 | $ 1.86 | ||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | shares | 45,000 | |||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ / shares | ||||||||||
Stock Issued During Period, Value, Issued for Services | $ 79,950 | |||||||||
Repayments of Notes Payable | 61,133 | $ 49,597 | ||||||||
Proceeds from Notes Payable, Total | $ 132,000 | $ 100,000 | ||||||||
Subsequent Event [Member] | ||||||||||
Aggregation Gross Proceeds from Offering | $ 3,326,427 | |||||||||
Aggregation Proceeds from Offering, Net of Commissions | $ 3,226,782 | |||||||||
Commission Fee, Percentage of Principal (Rate) | Rate | 3.00% | |||||||||
Payments for Commissions | $ 99,645 | |||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | shares | 100,000 | |||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 3 | |||||||||
Repayments of Notes Payable | $ 100,000 | |||||||||
Repayments of Convertible Debt | $ 230,500 | |||||||||
Employee-related Liabilities, Total | $ 200,000 | |||||||||
Subsequent Event [Member] | Secured Note [Member] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 2 | |||||||||
Related Party Debt, Maximum Amount Issuable | $ 5,000,000 | |||||||||
Debt Instrument, Term (Year) | 2 years | |||||||||
Proceeds from Issuance of Long-term Debt, Total | $ 250,000 | |||||||||
Subsequent Event [Member] | Consultants [Member] | ||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | shares | 225,000 | |||||||||
Subsequent Event [Member] | Share-based Payment Arrangement, Option [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | |||||||||
Shares Granted, Value, Share-based Payment Arrangement, before Forfeiture | $ 83,325 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 148.40% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.93% | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term (Year) | 5 years | |||||||||
Subsequent Event [Member] | Consultants [Member] | ||||||||||
Stock Issued During Period, Value, Issued for Services | $ 146,248 | |||||||||
Subsequent Event [Member] | Settlement Agreement [Member] | Former CFO and Former Member of Board of Director [Member] | ||||||||||
Common Stock, Transferred Back (in shares) | shares | 2,000,000 | |||||||||
Subsequent Event [Member] | Exchange Warrant [Member] | ||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1 | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 3,045,600 | |||||||||
Subsequent Event [Member] | Purchase Warrant [Member] | ||||||||||
Warrants and Rights Outstanding, Term (Year) | 90 years | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights, Exercise Before April 1, 2020 (in dollars per share) | $ / shares | $ 1 | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights, Exercise After April 1, 2020 (in dollars per share) | $ / shares | $ 0.50 | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 6,454,000 | |||||||||
Subsequent Event [Member] | Vested, Non-forfeitable Warrants [Member] | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1 | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 9,499,600 | |||||||||
Subsequent Event [Member] | Fully Vested, Non-forfeitable Warrants, Second Tranche [Member] | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 2 | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 79,500 | |||||||||
Warrants and Rights Outstanding | $ 33,879 | |||||||||
Subsequent Event [Member] | Fully Vested, Non-forfeitable Warrants, Second Tranche [Member] | Measurement Input, Expected Dividend Rate [Member] | ||||||||||
Warrants and Rights Outstanding, Measurement Input | 0 | |||||||||
Subsequent Event [Member] | Fully Vested, Non-forfeitable Warrants, Second Tranche [Member] | Measurement Input, Price Volatility [Member] | ||||||||||
Warrants and Rights Outstanding, Measurement Input | 148.4 | |||||||||
Subsequent Event [Member] | Fully Vested, Non-forfeitable Warrants, Second Tranche [Member] | Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member] | ||||||||||
Warrants and Rights Outstanding, Measurement Input | 0.0157 | |||||||||
Subsequent Event [Member] | Fully Vested, Non-forfeitable Warrants, Second Tranche [Member] | Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member] | ||||||||||
Warrants and Rights Outstanding, Measurement Input | 0.0166 | |||||||||
Subsequent Event [Member] | Fully Vested, Non-forfeitable Warrants, Second Tranche [Member] | Measurement Input, Expected Term [Member] | Minimum [Member] | ||||||||||
Warrants and Rights Outstanding, Measurement Input | 1 | |||||||||
Subsequent Event [Member] | Fully Vested, Non-forfeitable Warrants, Second Tranche [Member] | Measurement Input, Expected Term [Member] | Maximum [Member] | ||||||||||
Warrants and Rights Outstanding, Measurement Input | 3 | |||||||||
Series A Secured Convertible Promissory Note [Member] | Subsequent Event [Member] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 2 | |||||||||
Series B Secured Convertible Promissory Note [Member] | Subsequent Event [Member] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | |||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 1 | |||||||||
SBA CARES Act Paycheck Protection Program [Member] | Subsequent Event [Member] | ||||||||||
Proceeds from Notes Payable, Total | $ 278,800 |