Twinlab Consolidated (TLCC) 10-Q 16 Nov 15 2015 Q3 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2015	Nov. 16, 2015
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2015
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q3
Entity Registrant Name	TWINLAB CONSOLIDATED HOLDINGS, INC.
Entity Central Index Key	1,590,695
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Trading Symbol	TLCC
Entity Common Stock, Shares Outstanding		295,704,136

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Current assets:
Cash	$ 1,740	$ 437
Restricted cash	0	370
Marketable securities	67	29
Accounts receivable, net of allowance of $1,537 and $2,372, respectively	4,940	4,604
Inventories, net	9,924	18,418
Prepaid expenses and other current assets	4,330	4,421
Total current assets	21,001	28,279
Property, plant and equipment, net	3,463	2,680
Intangible assets, net	10,490	7,564
Goodwill	8,818	0
Other assets	1,484	986
Total assets	45,256	39,509
Current liabilities:
Checks written in excess of cash	0	708
Accounts payable	13,738	12,900
Accrued expenses and other current liabilities	4,562	2,061
Derivative liabilities	13,599	0
Notes payable and current portion of long-term debt, net of discount	13,384	13,653
Total current liabilities	45,283	29,322
Long-term liabilities:
Deferred gain on sale of assets	1,930	2,052
Long-term debt, net of current portion and discount	13,368	12,772
Total long-term liabilities	15,298	14,824
Total liabilities	$ 60,581	$ 44,146
Commitments and contingencies
Stockholders’ deficit:
Common stock, $0.001 par value, 5,000,000,000 shares authorized, 248,671,225 and 220,000,000 shares issued, respectively	$ 249	$ 220
Additional paid-in capital	203,104	182,704
Stock subscriptions receivable	(100)	(100)
Treasury stock, 22,586,683 and 0 shares at cost, respectively	0	0
Accumulated deficit	(218,533)	(187,378)
Accumulated other comprehensive loss	(45)	(83)
Total stockholders’ deficit	(15,325)	(4,637)
Total liabilities and stockholders' deficit	$ 45,256	$ 39,509

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Allowance for Doubtful Accounts Receivable, Current	$ 1,537	$ 2,372
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common Stock, Shares Authorized	5,000,000,000	5,000,000,000
Common Stock, Shares, Issued	248,671,225	220,000,000
Treasury Stock, Shares	22,586,683	0

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Net sales	$ 16,557	$ 12,988	$ 60,215	$ 47,135
Cost of sales	14,119	10,174	50,816	36,020
Gross profit	2,438	2,814	9,399	11,115
Selling, general and administrative expenses	6,224	7,866	21,178	19,768
Loss from operations	(3,786)	(5,052)	(11,779)	(8,653)
Other income (expense):
Interest expense, net	(1,566)	(2,644)	(5,280)	(5,368)
Loss on change in derivative liabilities	(4,167)	0	(14,523)	0
Other income, net	412	1	428	9
Total other expense	(5,321)	(2,643)	(19,375)	(5,359)
Loss before income taxes	(9,107)	(7,695)	(31,154)	(14,012)
Provision for income taxes	0	(14)	(1)	(34)
Net loss	(9,107)	(7,709)	(31,155)	(14,046)
Other comprehensive gain (loss) - unrealized gain (loss) on marketable securities	(9)	(9)	38	(22)
Total comprehensive loss	$ (9,116)	$ (7,718)	$ (31,117)	$ (14,068)
Weighted average number of common shares outstanding - basic and diluted (in shares)	224,407,542	336,121,692	222,344,684	355,506,995
Loss per common share - basic and diluted (in dollars per share)	$ (0.04)	$ (0.02)	$ (0.14)	$ (0.04)

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014
Cash flows from operating activities:
Net loss	$ (31,155)	$ (14,046)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	828	1,071
Amortization of debt discount	1,542	1,481
Stock-based compensation	717	0
Provision for obsolete inventory	671	0
Provision for losses on accounts receivable	3	0
Loss on sale of property and equipment to an entity owned by a stockholder	340	0
Loss on change in derivative liabilities	14,523	0
Non-cash interest expense	1,593	2,678
Gain on sale of intangible assets	(750)	0
Changes in operating assets and liabilities:
Accounts receivable	(339)	1,422
Inventories	7,823	1,911
Prepaid expenses and other current assets	619	(2,786)
Other assets	(918)	0
Checks written in excess of cash	(708)	(28)
Accounts payable	3,459	1,292
Accrued expenses and other current liabilities	627	(1,296)
Net cash used in operating activities	(1,125)	(8,301)
Cash flows from investing activities:
Cash paid in acquisition	(6,126)	0
Purchase of property, plant and equipment	(1,727)	(174)
Proceeds from the sale of assets	988	0
Change in restricted cash	370	(4)
Net cash used in investing activities	(6,495)	(178)
Cash flows from financing activities:
Proceeds from the exercise of warrants	6,066	0
Proceeds from the issuance of common stock	2,500	40
Proceeds from the issuance of debt	7,000	11,841
Repayment of debt	(6,033)	(3,592)
Decrease in security deposits	56	0
Purchase and retirement of treasury stock	0	(8)
Payment of debt issuance costs	(666)	(81)
Net cash provided by financing activities	8,923	8,200
Net increase (decrease) in cash	1,303	(279)
Cash at the beginning of the period	437	300
Cash at the end of the period	1,740	21
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest	2,533	2,647
Cash paid for income taxes	13	42
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING TRANSACTIONS:
Change in unrealized holding gain (loss) on marketable securities	38	(22)
Consideration exchanged:
Debt issued	3,978	0
Liabilities assumed	1,874	0
Other assets	350	0
Assets acquired:
Intangible assets	3,510	0
Goodwill	2,692	0
Other assets transferred to debt discount	364	0
Issuance of warrants for debt discount	5,924	1,481
Issuance of warrants for derivative liabilities	(1,918)	0
Issuance of put option for derivative liability	142	0
Issuance of common stock for repayment of debt	(2,227)	0
Issuance of warrants for prepaid expenses and other current assets	878	0
Issuance of notes payable for accounts payable	$ 2,621	$ 0

NATURE OF OPERATIONS AND SUMMAR

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Significant Accounting Policies [Text Block]	NOTE 1 – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Twinlab Consolidated Holdings, Inc. (the “Company”) was incorporated on October 24, 2013 under the laws of the State of Nevada as Mirror Me, Inc. On August 7, 2014, the Company amended its articles of incorporation and changed its name to Twinlab Consolidated Holdings, Inc. The Company and its subsidiaries manufacture and market high-quality, science-based nutritional supplements, and also provide health and wellness information and dietary supplement contract manufacturing services. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Twinlab Consolidation Corporation (“TCC”), Twinlab Holdings, Inc. (“THI”), Twinlab Corporation (“Twinlab”), ISI Brands, Inc. (“ISI”), NutraScience Labs, Inc. (“NutraScience”) and NutraScience IP Corporation. Products include vitamins, minerals, specialty supplements and sports nutrition products primarily under the Twinlab® brand name (including the Twinlab® Fuel family of sports nutrition products); diet and energy products under the Metabolife® brand name; a line of products that promote joint health under the Trigosamine® brand name; and a full line of herbal teas under the Alvita® brand name. These products are sold primarily through health and natural food stores and national and regional drug store chains, supermarkets, and mass market retailers. The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. As further discussed in Note 3, on February 6, 2015, NutraScience acquired the customer relationships of Nutricap Labs, LLC, a provider of dietary supplement contract manufacturing services. As further discussed in Note 13, on October 5, 2015, TCC acquired all of the outstanding equity interests of Organic Holdings, LLC, a marketer and distributor of nutritional products. The condensed consolidated interim financial statements included herein have been prepared by the Company in accordance with United States generally accepted accounting principles, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management, are necessary for fair presentation of the information contained therein. Financial results for any interim period are not necessarily indicative of financial results that may be expected for the fiscal year. The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2015. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from those estimates. Significant management estimates include those with respect to returns and allowances, the allowance for doubtful accounts, the reserve for inventory obsolescence, the recoverability of long-lived assets and the estimated value of derivative liabilities. Sales to the Company’s top three major customers aggregated to approximately 37% and 33% of total sales for the three months ended September 30, 2015 and 2014, respectively, and approximately 33% and 29 18 16 26 The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 – inputs are quoted prices in active markets for identical assets that the reporting entity has the ability to access at the measurement date. Level 2 – inputs are other than quoted prices included within Level 1 that are observable for the asset, either directly or indirectly. Level 3 – inputs are unobservable inputs for the asset that are supported by little or no market activity and that are significant to the fair value of the underlying asset or liability. September 30, 2015 Total Level 1 Level 2 Level 3 Marketable securities $ 67 $ 67 $ - $ - Derivative liabilities 13,599 - - 13,599 December 31, 2014 Total Level 1 Level 2 Level 3 Marketable securities $ 29 $ 29 $ - $ - Basic net income or loss per common share (Basic EPS) is computed by dividing net income or loss by the weighted average number of common shares outstanding. Diluted net income or loss per common share (Diluted EPS) is computed by dividing net income or loss by the sum of the weighted average number of common shares outstanding and the dilutive potential common share equivalents then outstanding. Potential dilutive common share equivalents consist of shares issuable upon the exercise of outstanding stock options and warrants to acquire common stock. Due to the fact that for all periods presented the Company incurred net losses, potential dilutive common share equivalents as of September 30, 2015 and December 31, 2014, totaling 29,628,612 84,683,227 In July 2015, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2015-11, “Inventory (Topic 330), Simplifying the Measurement of Inventory.” An entity is required to measure inventory within the scope of this Update at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Other than the change in the subsequent measurement guidance from the lower of cost or market to the lower of cost and net realizable value for inventory within the scope of this Update, there are no other substantive changes to the guidance on measurement of inventory. For public companies, the amendments in this Update are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in this Update are to be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. We are currently unable to determine the impact on our consolidated financial statements of the adoption of this new accounting pronouncement. In April 2015, the FASB issued ASU No. 2015-03, “Interest – Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs.” To simplify presentation of debt issuance costs, the amendments in this Update require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this Update. For public companies, the amendments in this Update are effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. Early adoption of the amendments in this Update is permitted for financial statements that have not been previously issued. We adopted the new guidance effective January 1, 2015. Our prior period financial statements were not impacted by the early adoption of this Update. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”. ASU 2014-09 amends the guidance for revenue recognition to replace numerous, industry-specific requirements and converges areas under this topic with those of the International Financial Reporting Standards. The ASU implements a five-step process for customer contract revenue recognition that focuses on transfer of control, as opposed to transfer of risk and rewards. The amendment also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. Other major provisions include the capitalization and amortization of certain contract costs, ensuring the time value of money is considered in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The amendments in this ASU are effective for reporting periods beginning after December 15, 2016; however, in July 2015, the FASB agreed to delay the effective date by one year. The proposed deferral may permit early adoption, but would not allow adoption any earlier than the original effective date of the standard. Entities can transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. We are currently assessing the impact the adoption of ASU 2014-09, including possible transition alternatives, will have on our financial statements

GOING CONCERN

GOING CONCERN	9 Months Ended
	Sep. 30, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern Disclosure [Text Block]	NOTE 2 – GOING CONCERN The accompanying consolidated financial statements have been prepared on a going concern basis, which assumes continuity of operations and realization of assets and liabilities in the ordinary course of business. Since their formation, the Company and its subsidiaries have operated at a loss. At September 30, 2015, the Company had an accumulated deficit of $ 218,533 15,325 Because of this history of operating losses, significant interest expense on the Company’s debt, and the recording of significant derivative liabilities, the Company has a working capital deficiency of $ 24,282 Management continues to address and make progress with the operating issues; however, these continuing conditions raise substantial doubt about the Company's ability to continue as a going concern. Management has addressed operating issues through the following actions: focusing on growing the core business and brands; continuing emphasis on major customers and key products; and reducing manufacturing and operating costs and continuing to negotiate lower prices from major suppliers. Management believes that it will be able to service its debt obligations for the remainder of 2015 and for 2016, however, there can be no assurance that the Company will be able to meet its debt obligations as they become due. In connection with a merger completed in 2014, management was able to convert a majority of the Company’s then-outstanding debt to equity. Additionally, management believes that by improving operations, continuing to focus on cost reductions and harnessing synergies from the Nutricap asset acquisition discussed in Note 3 and the Organic acquisition discussed in Note 13, the Company will be able to fund operations over the next twelve months; however, there can be no assurance that the Company will be able to improve operations or reduce costs. The consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

NUTRICAP ASSET ACQUISITION

NUTRICAP ASSET ACQUISITION	9 Months Ended
	Sep. 30, 2015
Business Combinations [Abstract]
Business Combination Disclosure [Text Block]	NOTE 3 – NUTRICAP ASSET ACQUISITION TCC entered into an option agreement in September 2014 (the “Option Agreement”) that gave TCC an exclusive option to purchase certain assets of a provider of dietary supplement contract manufacturing services (“Nutricap”). Pursuant to the Option Agreement, as amended and restated and further amended, and an Asset Purchase Agreement (the “Nutricap Purchase Agreement”), dated and effective as of February 4, 2015, the acquisition was consummated on February 6, 2015 by NutraScience. Nutricap provides dietary supplement contract manufacturing services. Pursuant to the Nutricap Purchase Agreement, NutraScience acquired Nutricap’s customer relationships. NutraScience assumed certain of the liabilities of Nutricap, including, without limitation, liabilities for (i) certain taxes; and (ii) NutraScience’s agreement to offer a credit to any customer in an amount equal to the amount of any Customer Deposit (as defined in the Nutricap Purchase Agreement) placed by such customer in connection with an existing purchase order with respect to which such customer agrees to novate such purchase order with NutraScience pursuant to a Novation Contract (as defined in the Nutricap Purchase Agreement). Cash ($8,000 reduced by customer deposits of $1,874) $ 6,126 Deposit paid in 2014 350 Novation contract deposit credit liability 1,874 Short-term notes payable to Nutricap 3,978 Total purchase price $ 12,328 Customer relationships $ 3,510 Goodwill 8,818 Total $ 12,328 The customer relationships are amortized over an estimated economic life of ten years using the straight-line method. The short-term notes payable to Nutricap include a promissory note of $ 2,500 6 1,478 3 2,750 2,500 250 The parties entered into a Transition Services Agreement, dated February 6, 2015, pursuant to which Nutricap provided NutraScience with certain transitional services to assist in the transfer of the customer relationships acquired pursuant to the Nutricap Purchase Agreement (the “TSA”). The services provided under the TSA include, among other services, (i) the services of certain Nutricap personnel; (ii) the right to use Nutricap’s premises; (iii) access to Nutricap’s information services; and (iv) accounting services. The original Transition Services Agreement related to the Nutricap asset acquisition was in effect until August 6, 2015 and has expired under its terms. The parties entered into a Second Transition Services and License Agreement on August 12, 2015 pursuant to which Nutricap will provide limited transition services through December 31, 2016.

INVENTORIES

INVENTORIES	9 Months Ended
	Sep. 30, 2015
Inventory Disclosure [Abstract]
Inventory Disclosure [Text Block]	NOTE 4 – INVENTORIES September 30, December 31, 2015 2014 Raw materials $ 4,412 $ 8,757 Work in process 1,099 2,492 Finished goods 6,652 8,738 12,163 19,987 Reserve for obsolete inventory (2,239) (1,569) $ 9,924 $ 18,418

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	9 Months Ended
	Sep. 30, 2015
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment Disclosure [Text Block]	NOTE 5 – PROPERTY AND EQUIPMENT September 30, December 31, 2015 2014 Machinery and equipment $ 10,842 $ 10,366 Computers and other 6,703 6,593 Land - 577 Aquifer 482 482 Leasehold improvements 1,514 1,515 Construction-in-progress 1,138 - 20,679 19,533 Accumulated depreciation and amortization (17,216) (16,853) $ 3,463 $ 2,680 Assets held under capital leases are included in machinery and equipment and amounted to $ 1,852 2,169 Depreciation and amortization expense totaled $ 122 114 366 495

INTANGIBLE ASSETS

INTANGIBLE ASSETS	9 Months Ended
	Sep. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets Disclosure [Text Block]	NOTE 6 – INTANGIBLE ASSETS September 30, December 31, 2015 2014 Trademarks $ 10,142 $ 10,142 Customer relationships 5,334 1,824 15,476 11,966 Accumulated amortization (4,986) (4,402) $ 10,490 $ 7,564 Trademarks are amortized over a period of 30 10 16 204 127 584 351

DEBT

DEBT	9 Months Ended
	Sep. 30, 2015
Debt Disclosure [Abstract]
Debt Disclosure [Text Block]	NOTE 7 – DEBT September 30, December 31, 2015 2014 Related-Party Debt: $ 6,726 $ 9,797 Senior Credit Facility: 6,410 - Notes Payable 6,391 4,994 Note Payable: 1,138 - Vendor Term Notes: 1,832 520 Note Payable: 498 - Capital Lease Obligations: 3,757 2,169 Senior Credit Facility: - 8,945 Total 26,752 26,425 Less current portion (13,384) (13,653) Long-term debt $ 13,368 $ 12,772 Little Harbor, LLC Pursuant to a July 2014 Debt Repayment Agreement with Little Harbor, LLC (“Little Harbor”), an entity owned by certain stockholders of the Company, the Company is obligated pay such party $ 4,900 5.06 2,500 Penta Mezzanine SBIC Fund I, L.P. On November 13, 2014, the Company raised proceeds of $ 8,000 November 13, 2019 360 520 12 2,000 On February 6, 2015, the Company raised proceeds of $ 2,000 November 13, 2019 90 130 12 Pursuant to a stock purchase agreement with Penta discussed in Note 10, the Company issued shares of its common stock in lieu of $ 613 Midcap Funding X Trust On January 22, 2015, the Company paid off all amounts owed under its credit facility with Fifth Third Bank and entered into a new three-year $ 15,000 20,000 0.10 JL-BBNC Mezz Utah, LLC On January 22, 2015, the Company raised proceeds of $ 5,000 February 13, 2020 250 350 307 Nutricap Asset Acquisition Notes and Essex Capital Corporation Payment Guarantee The short-term notes payable issued in the Nutricap asset acquisition (Note 3) included a promissory note of $ 2,500 6 1,478 3 12 2,750 2,500 January 1, 2016 On June 30, 2015, Twinlab entered into a bill of sale with Essex pursuant to which Twinlab sold certain machinery and equipment associated with Twinlab’s manufacturing operations in American Fork, Utah to Essex for an aggregate purchase price of $ 2,900 2,750 89 5

WARRANTS, COMMON STOCK PUT AGRE

WARRANTS, COMMON STOCK PUT AGREEMENT AND REGISTRATION RIGHTS AGREEMENTS	9 Months Ended
	Sep. 30, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]	NOTE 8 – WARRANTS, COMMON STOCK PUT AGREEMENT AND REGISTRATION RIGHTS AGREEMENTS Van Andel Warrants In connection with a September 3, 2014 debt agreement with David Van Andel (“Van Andel”), a Director of the Company, TCC issued to Van Andel a warrant to acquire 5,592,105 0.76 185,306 5,777,411 Capstone Warrants and Put Agreement The Company issued a Series A Warrant (the “Series A Warrant”) to Capstone Financial Group, Inc. (“Capstone”), effective as of September 30, 2014. Pursuant to the Series A Warrant, Capstone had the right to purchase up to 52,631,579 0.76 October 1, 2014 October 31, 2017 The Company also issued a Series B Warrant (the “Series B Warrant”) to Capstone, effective as of September 30, 2014. Pursuant to the Series B Warrant, Capstone has the right to purchase up to 22,368,421 0.76 October 1, 2014 October 31, 2017 The Company and Capstone entered into a Registration Rights Agreement, dated as of September 30, 2014 (the “Registration Agreement”). Pursuant to the Registration Agreement, Capstone can require the Company to register the shares of common stock acquired upon exercise of the Series A Warrant and the Series B Warrant at such time as the Company is eligible to register securities on a Registration Statement on Form S-3 and thereafter file additional registration statements if requested by Capstone on a quarterly basis. The Registration Agreement contains terms and conditions customary for the grant of registration rights. The Company and Capstone entered into a Common Stock Put Agreement, dated as of September 30, 2014, as amended on December 15, 2014 (as so amended, the “Put Agreement”), pursuant to which Capstone indicated its intent to exercise the Series A Warrant over a 36 1,461,988 November 15, 2014 In April 2015, Capstone exercised the Series A Warrant to purchase a total of 657,895 500 On May 28, 2015, the Company and Capstone entered into a Compromise Agreement and Release (the “Compromise Agreement”) pursuant to which (i) Capstone surrendered the remaining 51,973,684 The Company and Capstone executed Amendment No. 1 to Series B Warrant, which amendment (i) reduced the number of shares of common stock issuable under such Warrant to 18,000,000 2,000,000 November 30, 2015 4,000,000 March 31, 2016 6,000,000 July 31, 2016 6,000,000 November 30, 2016 0.01 25 The Company and Capstone agreed that Capstone has identified, and may in the future identify, to the Company persons to whom Capstone might sell shares of common stock owned by Capstone from its holdings. The Company agreed that it will not, without Capstone’s prior written consent, privately place the Company’s equity securities to any persons heretofore or hereafter first introduced to the Company by Capstone as described above; provided that the Company may, without Capstone’s consent, privately place equity securities to such a person at any time after the earlier of (a) the date the entire Series B Warrant has expired and/or been exercised, or (b) the first anniversary of such particular introduction. The Registration Agreement remains in effect. Penta Warrants In connection with the November 13, 2014 note for $ 8,000 4,091,122 0.01 November 13, 2019 2,000 4,960,740 0.01 869,618 1.00 Penta has the right, under certain circumstances, to require the Company to purchase all or any portion of the equity interest in the Company issued or represented by the warrant to acquire 4,960,740 3,750 Pursuant to a Stock Purchase Agreement dated June 30, 2015, a warrant was issued to Penta to purchase an aggregate 807,018 0.01 June 30, 2020 The Company granted Penta certain registration rights, commencing October 1, 2015, for the shares of common stock issuable upon exercise of the warrant. Effective August 14, 2015, the Company cancelled the June 30, 2015 Penta warrant for 807,018 807,018 Midcap Warrants In connection with the line of credit agreement with MidCap described in Note 7, the Company issued MidCap a warrant, exercisable through January 22, 2018 500,000 0.76 JL Warrants In connection with the January 22, 2015 note payable to JL, the Company issued JL warrants to purchase an aggregate of 2,329,400 0.01 February 13, 2020 434,809 1.00 February 13, 2020 Pursuant to a Stock Purchase Agreement dated June 30, 2015, a warrant was issued to JL to purchase an aggregate 403,509 0.01 June 30, 2020 The Company granted JL certain registration rights, commencing October 1, 2015, for the shares of common stock issuable upon exercise of the warrant. Effective August 14, 2015, the Company amended the June 30, 2015 JL warrant for 403,509 JL Properties, Inc. Warrants In April 2015, the Company entered into an office lease agreement which requires a $ 1,000 The first warrant is exercisable for an aggregate of 465,880 0.01 April 30, 2020 The second warrant is exercisable for an aggregate of 86,962 1.00 April 30, 2020 The Company has granted JL Properties certain registration rights, commencing October 1, 2015, for the shares of common stock issuable on exercise of the two warrants. Van Andel Trust Warrants Pursuant to a Stock Purchase Agreement dated June 2, 2015, two warrants were issued to the David Van Andel Trust, a related party (the “Van Andel Trust”). Pursuant to the first warrant, the Van Andel Trust has the right to acquire an aggregate 3,289,474 0.01 Pursuant to the second warrant, the Van Andel Trust has the right to acquire an aggregate 12,987,012 0.385 The Company granted the Van Andel Trust certain registration rights, commencing October 1, 2015, for the shares of common stock issuable upon exercise of the first and second warrants. Effective August 14, 2015, the Company amended the two June 2, 2015 Van Andel Trust warrants to eliminate the variable anti-dilution and/or price protection mechanisms contained in the warrant agreements. On September 10, 2015, the Van Andel Trust exercised the June 2, 2015 warrant for 12,987,012 5,000 On September 30, 2015, the Van Andel Trust exercised the June 2, 2015 warrant for 3,289,474 33 Little Harbor Warrants Pursuant to a Stock Purchase Agreement dated June 2, 2015, a warrant was issued to Little Harbor to purchase an aggregate 3,289,474 0.01 The Company granted Little Harbor certain registration rights, commencing October 1, 2015, for the shares of common stock issuable upon exercise of the warrant. Effective August 14, 2015, the Company amended the June 2, 2015 Little Harbor warrant to eliminate the variable anti-dilution and/or price protection mechanisms contained in the warrant agreement. On September 30, 2015, Little Harbor exercised the June 2, 2015 warrant for 3,289,474 33 Essex Warrants In connection with the guarantee of the Nutricap Note and equipment financing by Essex discussed in Note 7, Essex was issued a warrant exercisable for an aggregate 1,428,571 0.77 June 30, 2020 Weighted Shares Exercise Price Outstanding, December 31, 2014 84,683,227 $ 0.72 Granted 32,844,791 $ 0.25 Canceled / Expired (67,017,656) $ 0.70 Exercised (20,881,750) $ 0.29 Outstanding, September 30, 2015 29,628,612 $ 0.54

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES	9 Months Ended
	Sep. 30, 2015
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivatives and Fair Value [Text Block]	NOTE 9 – DERIVATIVE LIABILITIES The number of shares of common stock issuable pursuant to certain warrants issued in January 2015, February 2015 and April 2015 will be increased if the Company’s audited adjusted earnings before interest, taxes, depreciation and amortization (“EBITDA”) or the market price of the Company’s common stock do not meet certain defined amounts. The Company has recorded these warrants as derivative liabilities due to the variable terms of the warrant agreements. In addition, the Company has determined that a put agreement entered into in September 2015 is a derivative. Accordingly, the Company has estimated the total fair value of the derivative liabilities at $ 13,599 Derivative liabilities at December 31, 2014 $ - Addition to liabilities for new warrants and put option issued 10,065 Amend warrants (10,989) Loss on change in fair value of derivative liabilities 14,523 Derivative liabilities at September 30, 2015 $ 13,599

STOCKHOLDERS' DEFICIT

STOCKHOLDERS' DEFICIT	9 Months Ended
	Sep. 30, 2015
Equity [Abstract]
Stockholders' Equity Note Disclosure [Text Block]	NOTE 10 – STOCKHOLDERS’ DEFICIT The Company has authorized preferred stock of 500,000,000 On September 3, 2014, TCC entered into a Subscription and Surrender Agreement with Thomas Tolworthy, which agreement was assumed by the Company on September 16, 2014 in connection with the merger with TCC (the “Surrender Agreement”). Pursuant to the Surrender Agreement, Mr. Tolworthy is required, upon request by the Company, to surrender up to 65,306,102 22,092,277 The only equity compensation plan currently in effect is the Twinlab Consolidation Corporation 2013 Stock Incentive Plan (the “TCC Plan”), which was assumed by the Company on September 16, 2014. The TCC Plan originally established a pool of 20,000,000 7,634,002 0.76 In April 2015, Capstone exercised the Series A Warrant to purchase a total of 657,895 500 In May and July 2015, the Company purchased an aggregate of 494,406 0 On June 2, 2015, the Company, the Van Andel Trust and Van Andel entered into a Stock Purchase Agreement (the “Van Andel Trust SPA”). Pursuant to the Van Andel Trust SPA, the Company sold the the Van Andel Trust 3,289,474 0.76 2,500 5,592,105 0.76 On June 2, 2015, the Company and Little Harbor entered into a Stock Purchase Agreement (the “LH SPA”). Pursuant to the LH SPA, the Company sold Little Harbor 3,289,474 0.76 2,500 2,500 On June 30, 2015, the Company and Penta entered into a Stock Purchase Agreement (the “Penta SPA”). Pursuant to the Penta SPA, the Company sold 807,018 0.76 613 613 On June 30, 2015, the Company and JL entered into a Stock Purchase Agreement (the “JL SPA”). Pursuant to the JL SPA, the Company sold 403,509 0.76 307 307 On July 7, 2015, Capstone partially exercised the Series B Warrant issued to Capstone by the Company on September 30, 2014, as amended on May 28, 2015. Pursuant to such exercise, the Company issued Capstone an aggregate of 526,316 0.76 400 131,579 0.76 100 On September 29, 2015, the Van Andel Trust exercised in full a warrant issued to the Van Andel Trust by the Company on June 2, 2015. Pursuant to such exercise, the Company issued the Van Andel Trust an aggregate of 12,987,012 0.385 5,000 On September 30, 2015, the Van Andel Trust exercised in full a warrant issued to the Van Andel Trust by the Company on June 2, 2015. Pursuant to such exercise, the Company issued the Van Andel Trust an aggregate of 3,289,474 0.01 33 On September 30, 2015, Little Harbor exercised in full the warrant issued to the Little Harbor by the Company on June 2, 2015. Pursuant to such exercise, the Company issued Little Harbor an aggregate of 3,289,474 0.01 33

OPTION AGREEMENT

OPTION AGREEMENT	9 Months Ended
	Sep. 30, 2015
Business Combinations [Abstract]
Business Combination, Option Agreements Disclosure [Text Block]	NOTE 11 – OPTION AGREEMENT In September 2014, TCC entered into an option agreement (the "Option”) that gave TCC an exclusive option to purchase 100 2,000

OFFICE LEASE AGREEMENT

OFFICE LEASE AGREEMENT	9 Months Ended
	Sep. 30, 2015
Leases [Abstract]
Leases of Lessee Disclosure [Text Block]	NOTE 12 – OFFICE LEASE AGREEMENT On April 7, 2015, the Company and TCC, as co-tenants, entered into an Office Lease Agreement (the “Lease”) for premises in St. Petersburg, Florida (the “Building”). The term of the Lease is for twelve years, commencing on May 1, 2015 and ending on April 30, 2027. The Company has options to extend the term of the Lease for two additional periods of five years each and certain rights of first offer and rights of first refusal to lease additional space at the Building. Upon delivery of the leased premises by the landlord, the Company will establish a new corporate headquarters in St. Petersburg, which shall be the Company’s principal offices. The Company is initially leasing the fifth floor of the Building (the “Initial Premises”). Pursuant to the terms of the Lease, the Company is required to expand the Initial Premises to include the sixth floor of the Building (the “First Expansion Premises”) between February 1, 2016 and October 31, 2016, upon notice to the landlord and provided that the landlord is not obligated to deliver the First Expansion Premises unless the Company then has a traded market capitalization of $ 50,000 The aggregate amount of Annual Base Rent to be paid over the term of the Lease is $ 4,466 4,552 The Lease required the Company to deposit a $ 1,000 st

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2015
Subsequent Events [Abstract]
Subsequent Events [Text Block]	NOTE 13 – SUBSEQUENT EVENTS Organic Holdings Acquisition Pursuant to the exercise of an exclusive option to acquire all of the outstanding equity of Organic (Note 11), on October 5, 2015, TCC closed the transactions contemplated by the Purchase Agreement and TCC acquired all of the Units for a purchase price of $ 37,000 Organic, through its subsidiaries, is engaged in the business of developing and selling premium nutritional supplements, including under the well-known Reserveage™ Nutrition family of brands. TCC and the Sellers each provided customary representations, warranties and covenants in the Purchase Agreement, and the Sellers agreed to be bound by certain non-compete and non-solicitation provisions. The Sellers also agreed to customary indemnification of TCC and its affiliates for certain losses and damages, by way of the cancellation of shares of common stock of the Company owned by Health, KP LLC (“Health”), an affiliate of the Sellers. The Company has agreed to grant Health certain registration rights for the shares of common stock of the Company owned by Health. GREAT HARBOR CAPITAL, LLC Stock Purchase Agreement On October 1, 2015, the Company and GREAT HARBOR CAPITAL, LLC (“GH”), an entity owned by certain stockholders of the Company, entered into a Stock Purchase Agreement (the “GH SPA”). Pursuant to the GH SPA, the Company issued and sold to GH on October 2, 2015 41,379,310 12,000 Golisano Holdings LLC Securities Purchase Agreement On October 2, 2015, the Company entered into a Securities Purchase Agreement with Golisano Holdings LLC, a New York limited liability company (“Golisano LLC”) (the “Golisano SPA”). Pursuant to the Golisano SPA, on October 5, 2015 the Company issued and sold to Golisano LLC 88,711,241 25,000 The Company was required to use the new proceeds from the sale of the shares solely for funding the purchase price due from the Company for the Organic acquisition discussed above. At any time commencing on October 5, 2015 and ending at such time that all of the shares of the Company’s common stock owned by Golisano LLC may be sold without the requirement for the Company to be in compliance with Rule 144(c)(1) under the Securities Act of 1933, as amended (the “Securities Act”), and otherwise without restriction or limitation pursuant to Rule 144, if the Company fails for any reason to satisfy the current public information requirement under Rule 144(c) (a “Public Information Failure”) then the Company must pay Golisano LLC, in cash, by reason of any such delay in or reduction of its ability to sell such shares, an amount equal to two percent (2%) of the aggregate purchase price paid for the shares held by Golisano LLC on the day of a Public Information Failure and on every thirtieth day (pro-rated for periods totaling less than thirty days) thereafter until the earlier of (i) the date such Public Information Failure is cured, and (ii) such time that such public information is no longer required for Golisano LLC to transfer its shares pursuant to Rule 144. In addition to the foregoing payment, Golisano LLC has the right to pursue actual damages for the Public Information Failure and to pursue all remedies available to it at law or in equity. In addition to the 88,771,241 12,697,977 .001 The Golisano Warrant is also subject to customary adjustments upon any recapitalization, capital reorganization or reclassification, consolidation, merger or transfer of all or substantially all of the assets of the Company. In addition, if any payments are made to a holder of an Outstanding Warrant in consideration for the termination of or agreement not to exercise such Outstanding Warrant, Golisano LLC will be entitled to equal treatment. The Company and Golisano LLC have entered into a Registration Rights Agreement, dated as of October 5, 2015 granting Golisano LLC certain registration rights for the shares of common stock (i) sold pursuant to the Golisano SPA and (ii) issuable on exercise of the Golisano Warrant. Golisano LLC also has the right to participate in certain future issuances of equity securities (including rights, options or warrants to purchase such equity securities or securities that are convertible or exchangeable into or exercisable for such equity securities) of the Company up to an amount equal to its then-proportional ownership interest in the Company. The Company was required to pay Golisano LLC’s reasonable fees and expenses incurred in connection with the Golisano SPA. Tolworthy Surrender Agreements As discussed in Note 10, on September 22, 2014, TCC and Thomas A. Tolworthy entered into a Subscription and Surrender Agreement, dated as of September 3, 2014 (the “Original Surrender Agreement”). The Company assumed the Original Surrender Agreement on September 16, 2014. On October 5, 2015, the Company and Mr. Tolworthy entered into a Surrender Agreement (the “New Surrender Agreement”). Pursuant to the New Surrender Agreement, Mr. Tolworthy agreed to surrender an aggregate of 60,470,957 26,564,030 33,906,927 26,564,030 9,306,898 In connection with the Stock Purchase Agreements with five investors discussed below, on October 21, 2015, the Company and Mr. Tolworthy entered into an additional Surrender Agreement, pursuant to which Mr. Tolworthy surrendered an aggregate of 3,448,276 Amended Debt Agreements In connection with the Organic Holdings acquisition and the related Golisano SPA and GH SPA discussed above, the Company entered into amended debt agreements with MidCap, Penta and JL to amend certain debt covenant calculations and ratios and to include the recent acquired subsidiaries in the debt covenants. Pursuant to limited waivers, the lenders waived the Company’s failure to meet the minimum Adjusted EBITDA covenant for July and August 2015. Capstone Waiver On October 1, 2015, the Company and Capstone entered into Amendment No. 1 to Agreement for Limited Waiver of Non-Circumvention Provision and to Compromise Agreement and Release (the “Capstone Waiver”). Pursuant to the Capstone Waiver, the Company and Capstone agreed to terminate the contingent call rights granted pursuant to a Compromise Agreement and Release entered into on June 3, 2015. Stock Purchase Agreements On October 21, 2015, the Company entered into separate Stock Purchase Agreements with five investors (collectively, the “October SPAs”). Pursuant to the October SPAs, the Company issued and sold to the investors, each such investor an “accredited investor” as defined in Regulation D (“Reg. D”) promulgated under the Securities Act, on October 21, 2015 an aggregate of 3,448,276 1,000

NATURE OF OPERATIONS AND SUMM19

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Organization [Policy Text Block]	Organization Twinlab Consolidated Holdings, Inc. (the “Company”) was incorporated on October 24, 2013 under the laws of the State of Nevada as Mirror Me, Inc. On August 7, 2014, the Company amended its articles of incorporation and changed its name to Twinlab Consolidated Holdings, Inc.
Nature Of Operations [Policy Text Block]	Nature of Operations The Company and its subsidiaries manufacture and market high-quality, science-based nutritional supplements, and also provide health and wellness information and dietary supplement contract manufacturing services. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Twinlab Consolidation Corporation (“TCC”), Twinlab Holdings, Inc. (“THI”), Twinlab Corporation (“Twinlab”), ISI Brands, Inc. (“ISI”), NutraScience Labs, Inc. (“NutraScience”) and NutraScience IP Corporation. Products include vitamins, minerals, specialty supplements and sports nutrition products primarily under the Twinlab® brand name (including the Twinlab® Fuel family of sports nutrition products); diet and energy products under the Metabolife® brand name; a line of products that promote joint health under the Trigosamine® brand name; and a full line of herbal teas under the Alvita® brand name. These products are sold primarily through health and natural food stores and national and regional drug store chains, supermarkets, and mass market retailers.
Consolidation, Policy [Policy Text Block]	Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation.
Nutricap Purchase Agreement [Policy Text Block]	Nutricap Purchase Agreement As further discussed in Note 3, on February 6, 2015, NutraScience acquired the customer relationships of Nutricap Labs, LLC, a provider of dietary supplement contract manufacturing services.
Organic Holdings Purchase Agreement [Policy Text Block]	Organic Holdings Purchase Agreement As further discussed in Note 13, on October 5, 2015, TCC acquired all of the outstanding equity interests of Organic Holdings, LLC, a marketer and distributor of nutritional products.
Basis of Accounting, Policy [Policy Text Block]	Basis of Presentation and Unaudited Information The condensed consolidated interim financial statements included herein have been prepared by the Company in accordance with United States generally accepted accounting principles, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management, are necessary for fair presentation of the information contained therein. Financial results for any interim period are not necessarily indicative of financial results that may be expected for the fiscal year. The unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K filed with the SEC on March 31, 2015.
Use of Estimates, Policy [Policy Text Block]	Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from those estimates. Significant management estimates include those with respect to returns and allowances, the allowance for doubtful accounts, the reserve for inventory obsolescence, the recoverability of long-lived assets and the estimated value of derivative liabilities.
Concentration Risk, Credit Risk, Policy [Policy Text Block]	Significant Concentration of Credit Risk Sales to the Company’s top three major customers aggregated to approximately 37% and 33% of total sales for the three months ended September 30, 2015 and 2014, respectively, and approximately 33% and 29 18 16 26
Fair Value of Financial Instruments, Policy [Policy Text Block]	Fair Value of Financial Instruments The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 – inputs are quoted prices in active markets for identical assets that the reporting entity has the ability to access at the measurement date. Level 2 – inputs are other than quoted prices included within Level 1 that are observable for the asset, either directly or indirectly. Level 3 – inputs are unobservable inputs for the asset that are supported by little or no market activity and that are significant to the fair value of the underlying asset or liability. September 30, 2015 Total Level 1 Level 2 Level 3 Marketable securities $ 67 $ 67 $ - $ - Derivative liabilities 13,599 - - 13,599 December 31, 2014 Total Level 1 Level 2 Level 3 Marketable securities $ 29 $ 29 $ - $ -
Earnings Per Share, Policy [Policy Text Block]	Net Loss per Common Share Basic net income or loss per common share (Basic EPS) is computed by dividing net income or loss by the weighted average number of common shares outstanding. Diluted net income or loss per common share (Diluted EPS) is computed by dividing net income or loss by the sum of the weighted average number of common shares outstanding and the dilutive potential common share equivalents then outstanding. Potential dilutive common share equivalents consist of shares issuable upon the exercise of outstanding stock options and warrants to acquire common stock. Due to the fact that for all periods presented the Company incurred net losses, potential dilutive common share equivalents as of September 30, 2015 and December 31, 2014, totaling 29,628,612 84,683,227
New Accounting Pronouncements, Policy [Policy Text Block]	Recent Accounting Pronouncements In July 2015, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2015-11, “Inventory (Topic 330), Simplifying the Measurement of Inventory.” An entity is required to measure inventory within the scope of this Update at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Other than the change in the subsequent measurement guidance from the lower of cost or market to the lower of cost and net realizable value for inventory within the scope of this Update, there are no other substantive changes to the guidance on measurement of inventory. For public companies, the amendments in this Update are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in this Update are to be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. We are currently unable to determine the impact on our consolidated financial statements of the adoption of this new accounting pronouncement. In April 2015, the FASB issued ASU No. 2015-03, “Interest – Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs.” To simplify presentation of debt issuance costs, the amendments in this Update require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this Update. For public companies, the amendments in this Update are effective for financial statements issued for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. Early adoption of the amendments in this Update is permitted for financial statements that have not been previously issued. We adopted the new guidance effective January 1, 2015. Our prior period financial statements were not impacted by the early adoption of this Update. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”. ASU 2014-09 amends the guidance for revenue recognition to replace numerous, industry-specific requirements and converges areas under this topic with those of the International Financial Reporting Standards. The ASU implements a five-step process for customer contract revenue recognition that focuses on transfer of control, as opposed to transfer of risk and rewards. The amendment also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenues and cash flows from contracts with customers. Other major provisions include the capitalization and amortization of certain contract costs, ensuring the time value of money is considered in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The amendments in this ASU are effective for reporting periods beginning after December 15, 2016; however, in July 2015, the FASB agreed to delay the effective date by one year. The proposed deferral may permit early adoption, but would not allow adoption any earlier than the original effective date of the standard. Entities can transition to the standard either retrospectively or as a cumulative-effect adjustment as of the date of adoption. We are currently assessing the impact the adoption of ASU 2014-09, including possible transition alternatives, will have on our financial statements

NATURE OF OPERATIONS AND SUMM20

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	9 Months Ended
	Sep. 30, 2015
Accounting Policies [Abstract]
Fair Value, Assets Measured on Recurring Basis [Table Text Block]	The following table summarizes the financial instruments of the Company measured at fair value on a recurring basis as of September 30, 2015 and December 31, 2014: September 30, 2015 Total Level 1 Level 2 Level 3 Marketable securities $ 67 $ 67 $ - $ - Derivative liabilities 13,599 - - 13,599 December 31, 2014 Total Level 1 Level 2 Level 3 Marketable securities $ 29 $ 29 $ - $ -

NUTRICAP ASSET ACQUISITION (Tab

NUTRICAP ASSET ACQUISITION (Tables)	9 Months Ended
	Sep. 30, 2015
Business Combinations [Abstract]
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]	The aggregate consideration for the purchased assets is comprised of the following: Cash ($8,000 reduced by customer deposits of $1,874) $ 6,126 Deposit paid in 2014 350 Novation contract deposit credit liability 1,874 Short-term notes payable to Nutricap 3,978 Total purchase price $ 12,328
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block]	The purchase price has been allocated as follows: Customer relationships $ 3,510 Goodwill 8,818 Total $ 12,328

INVENTORIES (Tables)

INVENTORIES (Tables)	9 Months Ended
	Sep. 30, 2015
Inventory Disclosure [Abstract]
Schedule of Inventory, Current [Table Text Block]	Inventories consisted of the following at: September 30, December 31, 2015 2014 Raw materials $ 4,412 $ 8,757 Work in process 1,099 2,492 Finished goods 6,652 8,738 12,163 19,987 Reserve for obsolete inventory (2,239) (1,569) $ 9,924 $ 18,418

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	9 Months Ended
	Sep. 30, 2015
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment [Table Text Block]	Property and equipment consisted of the following at: September 30, December 31, 2015 2014 Machinery and equipment $ 10,842 $ 10,366 Computers and other 6,703 6,593 Land - 577 Aquifer 482 482 Leasehold improvements 1,514 1,515 Construction-in-progress 1,138 - 20,679 19,533 Accumulated depreciation and amortization (17,216) (16,853) $ 3,463 $ 2,680

INTANGIBLE ASSETS (Tables)

INTANGIBLE ASSETS (Tables)	9 Months Ended
	Sep. 30, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Finite-Lived Intangible Assets [Table Text Block]	Intangible assets consisted of the following at: September 30, December 31, 2015 2014 Trademarks $ 10,142 $ 10,142 Customer relationships 5,334 1,824 15,476 11,966 Accumulated amortization (4,986) (4,402) $ 10,490 $ 7,564

DEBT (Tables)

DEBT (Tables)	9 Months Ended
	Sep. 30, 2015
Debt Disclosure [Abstract]
Schedule of Debt [Table Text Block]	Debt consisted of the following at: September 30, December 31, 2015 2014 Related-Party Debt: $ 6,726 $ 9,797 Senior Credit Facility: 6,410 - Notes Payable 6,391 4,994 Note Payable: 1,138 - Vendor Term Notes: 1,832 520 Note Payable: 498 - Capital Lease Obligations: 3,757 2,169 Senior Credit Facility: - 8,945 Total 26,752 26,425 Less current portion (13,384) (13,653) Long-term debt $ 13,368 $ 12,772

WARRANTS, COMMON STOCK PUT AG26

WARRANTS, COMMON STOCK PUT AGREEMENT AND REGISTRATION RIGHTS AGREEMENTS (Tables)	9 Months Ended
	Sep. 30, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block]	A summary of the status of the warrants issued by the Company as of September 30, 2015, and changes during the nine months then ended, is presented below: Weighted Shares Exercise Price Outstanding, December 31, 2014 84,683,227 $ 0.72 Granted 32,844,791 $ 0.25 Canceled / Expired (67,017,656) $ 0.70 Exercised (20,881,750) $ 0.29 Outstanding, September 30, 2015 29,628,612 $ 0.54

DERIVATIVE LIABILITIES (Tables)

DERIVATIVE LIABILITIES (Tables)	9 Months Ended
	Sep. 30, 2015
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Derivative Liabilities at Fair Value [Table Text Block]	During the nine months ended September 30, 2015, the Company had the following activity in its derivative liabilities account: Derivative liabilities at December 31, 2014 $ - Addition to liabilities for new warrants and put option issued 10,065 Amend warrants (10,989) Loss on change in fair value of derivative liabilities 14,523 Derivative liabilities at September 30, 2015 $ 13,599

NATURE OF OPERATIONS AND SUMM28

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	$ 13,599	$ 0
Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	13,599
Fair Value, Measurements, Recurring [Member] | Marketable Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	67	29
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	0
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Marketable Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	67	29
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	0
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Marketable Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	0	0
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability	13,599
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Marketable Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, Fair Value Disclosure	$ 0	$ 0

NATURE OF OPERATIONS AND SUMM29

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - shares	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Concentration Risk [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount			29,628,612		84,683,227
Sales Revenue, Net [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	18.00%	16.00%	23.00%	15.00%
Sales Revenue, Net [Member] | Three Customers [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage	37.00%	33.00%	33.00%	29.00%
Accounts Receivable [Member] | Three Customers [Member]
Concentration Risk [Line Items]
Concentration Risk, Percentage			30.00%		26.00%

GOING CONCERN (Details Textual)

GOING CONCERN (Details Textual) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Going Concern [Line Items]
Retained Earnings (Accumulated Deficit)	$ (218,533)	$ (187,378)
Stockholders' Equity Attributable to Parent	(15,325)	$ (4,637)
Working Capital Deficiency	$ 24,282

NUTRICAP ASSET ACQUISITION (Det

NUTRICAP ASSET ACQUISITION (Details) - Nutricap [Member] $ in Thousands	Sep. 30, 2015USD ($)
Business Combination, Contingent Consideration, Asset	$ 12,328
Cash In Business Combination [Member]
Business Combination, Contingent Consideration, Asset	6,126
Deposit Paid [Member]
Business Combination, Contingent Consideration, Asset	350
Novation Contract Deposit Credit Liability [Member]
Business Combination, Contingent Consideration, Asset	1,874
Short Term Notes Payable To Nutricap [Member]
Business Combination, Contingent Consideration, Asset	$ 3,978

NUTRICAP ASSET ACQUISITION (D32

NUTRICAP ASSET ACQUISITION (Details) (Parenthetical) - Nutricap [Member] $ in Thousands	Sep. 30, 2015USD ($)
Business Combination, Contingent Consideration, Asset	$ 12,328
Cash Including Customer Deposits [Member]
Business Combination, Contingent Consideration, Asset	8,000
Customer Deposits [Member]
Business Combination, Contingent Consideration, Asset	$ 1,874

NUTRICAP ASSET ACQUISITION (D33

NUTRICAP ASSET ACQUISITION (Details 1) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Goodwill	$ 8,818	$ 0
Nutricap [Member]
Customer relationships	3,510
Goodwill	8,818
Total	$ 12,328

NUTRICAP ASSET ACQUISITION (D34

NUTRICAP ASSET ACQUISITION (Details Textual) - USD ($) $ in Thousands	Sep. 30, 2015	Feb. 04, 2015
Penalty payable	$ 250
Promissory Note [Member]
Debt Instrument, Face Amount	2,750
Nutricap [Member] | Promissory Note Payable In 60 Days [Member]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt		$ 2,500
Debt Instrument, Interest Rate, Stated Percentage		6.00%
Debt Instrument, Face Amount	$ 2,500
Nutricap [Member] | Promissory Note Payable In 12 Equal Monthly Installments [Member]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-term Debt		$ 1,478
Debt Instrument, Interest Rate, Stated Percentage		3.00%

INVENTORIES (Details)

INVENTORIES (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Inventory [Line Items]
Raw materials	$ 4,412	$ 8,757
Work in process	1,099	2,492
Finished goods	6,652	8,738
Inventory, Gross	12,163	19,987
Reserve for obsolete inventory	(2,239)	(1,569)
Inventory, Net	$ 9,924	$ 18,418

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 20,679	$ 19,533
Accumulated depreciation and amortization	(17,216)	(16,853)
Property, Plant and Equipment, Net	3,463	2,680
Machinery and equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Net	10,842	10,366
Computers and other [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Net	6,703	6,593
Land [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Net	0	577
Aquifer [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Net	482	482
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Net	1,514	1,515
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 1,138	$ 0

PROPERTY AND EQUIPMENT (Detai37

PROPERTY AND EQUIPMENT (Details Textual) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014	Dec. 31, 2014
Property, Plant and Equipment [Line Items]
Depreciation	$ 122	$ 114	$ 366	$ 495
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Capital Leased Assets, Gross	$ 1,852		$ 1,852		$ 2,169

INTANGIBLE ASSETS (Details)

INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	$ 15,476	$ 11,966
Accumulated amortization	(4,986)	(4,402)
Finite-Lived Intangible Assets, Net	10,490	7,564
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	10,142	10,142
Customer Relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Gross	$ 5,334	$ 1,824

INTANGIBLE ASSETS (Details Text

INTANGIBLE ASSETS (Details Textual) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2015	Sep. 30, 2014	Sep. 30, 2015	Sep. 30, 2014
Finite-Lived Intangible Assets [Line Items]
Amortization of Intangible Assets	$ 204	$ 127	$ 584	$ 351
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life			30 years
Customer Relationships [Member] | Maximum [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life			16 years
Customer Relationships [Member] | Minimum [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life			10 years

DEBT (Details)

DEBT (Details) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Debt Instrument [Line Items]
Capital Lease Obligations: Capital leases with interest rates ranging from 10.50% to 10.25% and maturity dates ranging from October 2016 to July 2017, secured by certain manufacturing equipment, net of discount of $438	$ 3,757	$ 2,169
Total	26,752	26,425
Less current portion	(13,384)	(13,653)
Long-term debt	13,368	12,772
Notes Payable maturing in November 2019 [Member]
Debt Instrument [Line Items]
Note Payable	6,391	4,994
Note Payable maturing in February 2020 [Member]
Debt Instrument [Line Items]
Note Payable	1,138	0
Unsecured note payable maturity February 2015 [Member]
Debt Instrument [Line Items]
Note Payable	498	0
Revolving Credit Facility 15,000 asset-based [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross	6,410	0
Revolving Credit Facility 9,500 asset-based [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross	0	8,945
Related-Party Debt [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross	6,726	9,797
Vendor Term Notes [Member]
Debt Instrument [Line Items]
Long-term Debt, Gross	$ 1,832	$ 520

DEBT (Details Textual)

DEBT (Details Textual) - USD ($) $ / shares in Units, $ in Thousands	Feb. 06, 2015	Nov. 13, 2014	Jan. 22, 2015	Jul. 31, 2014	Sep. 30, 2015
Debt Instrument [Line Items]
Percentage Of Unused Line Fee Per Month			0.042%
Percentage Of Management Fee Per Month			0.10%
Debt Instrument, Covenant Description					Certain of the foregoing debt agreements require the Company to meet certain affirmative and negative covenants, including maintenance of specified ratios. As of March 31, 2015, the Companys adjusted EBITDA (as defined in its debt agreements) was not in compliance with the Minimum Adjusted EBITDA covenants in the Senior Credit Facility and certain notes payable to institutional investors. Consequently significant obligations to these lenders were included in current liabilities in our condensed consolidated balance sheet as of March 31, 2015. Subsequently, on June 30, 2015, the Company, Midcap, Penta and JL entered into agreements that provided a limited waiver of the Companys failure to comply with the Minimum Adjusted EBITDA covenant as of March 31, 2015, and the respective financing agreements were amended such that Minimum Adjusted EBITDA covenants previously in place for the periods ending June 30, September 30 and December 31, 2015 were replaced with a new Minimum Adjusted EBITDA covenant of negative $700 for each of the months of July and August 2015. Consequently, we believe the presentation of debt as current or long-term liabilities in our condensed consolidated balance sheet as of September 30, 2015 is in accordance with the terms of our debt agreements.
Machinery and Equipment [Member]
Debt Instrument [Line Items]
Debt Instrument, Fee Amount					$ 2,750
Machinery and equipment sold aggregate purchase price					2,900
commercial lease 1 member [Member] | Machinery and Equipment [Member]
Debt Instrument [Line Items]
Operating Leases, Future Minimum Payments Due, Total					89
commercial lease 2 member [Member] | Machinery and Equipment [Member]
Debt Instrument [Line Items]
Operating Leases, Future Minimum Payments Due, Total					5
Fifth Third Bank [Member]
Debt Instrument [Line Items]
Revolving Credit Facility, Maximum Borrowing Capacity			$ 15,000
Increasable Accounts Receivable And Inventory			20,000
Little Harbor [Member]
Debt Instrument [Line Items]
Debt Instrument, Periodic Payment				$ 2,500	$ 4,900
Share Price					$ 5.06
Penta [Member]
Debt Instrument [Line Items]
Debt Instrument, Periodic Payment	$ 613
Debt Instrument, Maturity Date		Nov. 13, 2019
Increased Debt Instrument Periodic Payment	130
Proceeds from Notes Payable	$ 2,000	$ 8,000
JL [Member]
Debt Instrument [Line Items]
Debt Instrument, Periodic Payment			250
Increased Debt Instrument Periodic Payment			350
Proceeds from Notes Payable			5,000
Notes Payable, Other Payables [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage	12.00%
Increased Debt Instrument Periodic Payment		520
Proceeds from Notes Payable		$ 8,000
Notes Payable, Other Payables [Member] | Penta [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage		12.00%
Debt Instrument, Periodic Payment	$ 90	$ 360
Debt Instrument, Maturity Date	Nov. 13, 2019
Debt Instrument, Face Amount		$ 2,000
Notes Payable, Other Payables [Member] | JL [Member]
Debt Instrument [Line Items]
Debt Instrument, Periodic Payment			$ 307
Debt Instrument, Maturity Date			Feb. 13, 2020
Notes Payable maturing in November 2019 [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage					12.00%
Debt Instrument, Unamortized Discount					$ 3,609
Note Payable maturing in February 2020 [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage					12.00%
Debt Instrument, Unamortized Discount					$ 3,862
Debt Instrument Maturity Date Period					February 2,020
Promissory note payable 6.0 [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount					$ 2,500
Debt Instrument, Interest Rate During Period					6.00%
Debt Instrument, Maturity Date, Description					60 days
Nutricap Note [Member]
Debt Instrument [Line Items]
Debt Instrument, Maturity Date					Jan. 1, 2016
Debt Instrument, Face Amount					$ 2,500
Debt Instrument, Fee Amount					$ 2,750
Promissory note payable 3.0 [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage					3.00%
Debt Instrument, Face Amount					$ 1,478
Debt Instrument, Frequency of Periodic Payment					12
Debt Instrument, Interest Rate During Period					3.00%
Revolving Credit Facility 15,000 asset-based [Member]
Debt Instrument [Line Items]
Debt Instrument, Unamortized Discount					$ 509
Debt Instrument, Maturity Date					Jan. 22, 2018
Debt Instrument, Description of Variable Rate Basis					LIBOR plus 5%
Revolving Credit Facility, Maximum Borrowing Capacity					$ 15,000
Revolving Credit Facility 9,500 asset-based [Member]
Debt Instrument [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity					$ 9,500
Unsecured Related Party Debt [Member]
Debt Instrument [Line Items]
Debt Instrument, Maturity Date					Jul. 25, 2017
Debt Instrument, Basis Spread on Variable Rate					16.20%
Capital Lease Obligations [Member]
Debt Instrument [Line Items]
Debt Instrument, Unamortized Discount					$ 438
Debt Instrument Maturity Date Period					October 2016 to July 2017
Capital Lease Obligations [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage					10.50%
Capital Lease Obligations [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage					10.25%
Vendor Term Notes [Member] | Maximum [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage					7.50%
Vendor Term Notes [Member] | Minimum [Member]
Debt Instrument [Line Items]
Debt Instrument, Interest Rate, Stated Percentage					5.00%
Vendor Term Notes One [Member]
Debt Instrument [Line Items]
Debt Instrument Maturity Date Period					April 21
Vendor Term Notes Two [Member]
Debt Instrument [Line Items]
Debt Instrument Maturity Date Period					April 29
Vendor Term Notes Three [Member]
Debt Instrument [Line Items]
Debt Instrument Maturity Date Period					June 15, 2016

WARRANTS, COMMON STOCK PUT AG42

WARRANTS, COMMON STOCK PUT AGREEMENT AND REGISTRATION RIGHTS AGREEMENTS (Details) - Warrant [Member]	9 Months Ended
	Sep. 30, 2015$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares Outstanding, December 31, 2014	84,683,227
Shares Granted	32,844,791
Shares Canceled / Expired	(67,017,656)
Shares Exercised	(20,881,750)
Shares Outstanding, September 30, 2015	29,628,612
Shares, Outstanding, Weighted Average Exercise Price | $ / shares	$ 0.72
Shares Grants in Period, Weighted Average Exercise Price | $ / shares	0.25
Shares Canceled / Expired, Weighted Average Exercise Price | $ / shares	0.70
Shares Exercised, Weighted Average Exercise Price | $ / shares	0.29
Shares Outstanding, Weighted Average Exercise Price | $ / shares	$ 0.54

WARRANTS, COMMON STOCK PUT AG43

WARRANTS, COMMON STOCK PUT AGREEMENT AND REGISTRATION RIGHTS AGREEMENTS (Details Textual) - USD ($) $ / shares in Units, $ in Thousands

Sep. 10, 2015

Aug. 14, 2015

Jun. 02, 2015

Feb. 06, 2015

Feb. 04, 2015

Dec. 15, 2014

Nov. 13, 2014

Jun. 30, 2015

May. 28, 2015

Apr. 30, 2015

Jan. 22, 2015

Sep. 30, 2014

Sep. 30, 2015

Sep. 30, 2014

Jul. 23, 2015

Jul. 07, 2015

Sep. 03, 2014

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Proceeds from Warrant Exercises

$ 6,066

$ 0

Penta [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Warrants Grant Date Estimated Fair Value

$ 3,750

Proceeds from Notes Payable

$ 2,000

$ 8,000

Penta [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.01

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

807,018

Common Stock Issuance Features

In addition to adjustments on terms and conditions customary for a transaction of this nature in the event of (i) reorganization, recapitalization, stock split-up, combination of shares, mergers, consolidations and (ii) sale of all or substantially all of the Companys assets or property, the number of shares of common stock issuable pursuant to the warrant shall be adjusted as follows: In the event that 50% of the Fair Market Value (as defined in the warrant agreement) of the common stock (i) in a private placement by the Company completed prior to December 18, 2018 (but excluding certain specified placements), (ii) as of December 31, 2018, or (iii) on the date of any partial or whole exercise of the warrant prior to December 31, 2018, is less than $0.385 per share, then in each case the existing Current Holders Equity Interest (as defined in the warrant agreement) applicable to the warrant at such time (or in the case of a partial exercise, then with respect to the number of shares so exercised) shall increase (but not decrease) to a new Current Holders Equity Interest pursuant to the following formula: New Holders Equity Interest = [(2 x Existing Current Holders Equity Interest) x ($0.385 50% of FMV)] Existing Current Holders Equity Interest.

Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date

Jun. 30, 2020

Shares Issuable Terms

In addition to adjustments on terms and conditions customary for a transaction of this nature in the event of (i) reorganization, recapitalization, stock split-up, combination of shares, mergers, consolidations and (ii) sale of all or substantially all of the Companys assets or property, the number of shares of common stock issuable pursuant to the warrant shall be adjusted as follows: In the event that 50% of the Fair Market Value (as defined in the warrant agreement) of the common stock (i) in a private placement by the Company completed prior to December 18, 2018 (but excluding certain specified placements), (ii) as of December 31, 2018, or (iii) on the date of any partial or whole exercise of the warrant prior to December 31, 2018, is less than $0.385 per share, then in each case the existing Current Holders Equity Interest (as defined in the warrant agreement) applicable to the warrant at such time (or in the case of a partial exercise, then with respect to the number of shares so exercised) shall increase (but not decrease) to a new Current Holders Equity Interest pursuant to the following formula: New Holders Equity Interest = [(2 x Existing Current Holders Equity Interest) x ($0.385 50% of FMV)] Existing Current Holders Equity Interest.

Penta [Member] | Warrant [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

807,018

4,960,740

Proceeds from Notes Payable

$ 2,000

Stock Issued During Period, Cancelled

807,018

Little Harbor [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.01

Share Price

$ 5.06

Proceeds from Warrant Exercises

$ 33

Warrants Exercised

3,289,474

Little Harbor [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.01

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

3,289,474

Shares Issuable Terms

the number of shares of common stock issuable pursuant to the warrant shall be adjusted as follows: In the event that 50% of the Fair Market Value (as defined in the warrant) of the common stock (i) in a private placement by the Company completed prior to December 31, 2018 (but excluding certain specified placements), (ii) as of December 31, 2018, or (iii) on the date of any partial or whole exercise of the warrant prior to December 31, 2018, is less than $0.385 per share, then in each case the existing Current Holders Equity Interest (as defined in the warrant) applicable to the warrant at such time (or in the case of a partial exercise, then with respect to the number of shares so exercised) shall increase (but not decrease) to a new Current Holders Equity Interest pursuant to the following formula: New Holders Equity Interest =(2 x Existing Current Holders Equity Interest) x ($0.385 50% of FMV)] Existing Current Holders Equity Interest.

Essex [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.77

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

1,428,571

Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date

Jun. 30, 2020

JL Properties, Inc [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Deposits Assets

$ 1,000

JL Properties, Inc [Member] | Warrant [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

403,509

Capstone [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

1,461,988

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Nov. 15, 2014

Share Price

$ 0.01

Warrant Term

36 months

Percentage Of Unexercised Portion

25.00%

Coverage Ratio Terms

Pursuant to the Compromise Agreement, Capstone granted the Company certain call rights, providing that in the event that (i) Capstone does not exercise in full any of Tranches 2, 3 or 4 under the Series B Warrant, and (ii) the Company maintains a Fixed Charge Coverage Ratio (as defined in the Senior Credit Facility) of not less than 1.15x during certain periods preceding the expiration date for each such tranche under the Series B Warrant, then the Company shall have the right to require Capstone to sell shares of common stock owned by Capstone to the Company for a purchase price of $0.01 per share in an amount of shares equal to 25% of the unexercised portion of any of the three Series B tranches to which such call right is applicable subject to the conditions above.

Series A Warrant [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.76

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

52,631,579

52,631,579

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Oct. 1, 2014

Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date

Oct. 31, 2017

Series A Warrant [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures, Total

657,895

Proceeds from Warrant Exercises

$ 500

Share-based Compensation Arrangement by Share-based Payment Award, shares, Forfeitures in Period

51,973,684

Series B Warrant [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.76

$ 0.76

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

22,368,421

22,368,421

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Oct. 1, 2014

Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date

Oct. 31, 2017

Series B Warrant [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized

18,000,000

Series B Warrant [Member] | Common Stock [Member] | Tranche 1 [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

2,000,000

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Nov. 30, 2015

Series B Warrant [Member] | Common Stock [Member] | Tranche 2 [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

4,000,000

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Mar. 31, 2016

Series B Warrant [Member] | Common Stock [Member] | Tranche 3 [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

6,000,000

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Jul. 31, 2016

Series B Warrant [Member] | Common Stock [Member] | Tranche 4 [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

6,000,000

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Nov. 30, 2016

Series B Warrant [Member] | Capstone [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.76

$ 0.76

First Warrant [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.01

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

465,880

Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date

Apr. 30, 2020

Warrants Adjustments On Terms And Conditions

In addition to adjustments on terms and conditions customary for a transaction of this nature in the event of (i) reorganization, recapitalization, stock split-up, combination of shares, mergers, consolidations and (ii) sale of all or substantially all of the Companys assets or property, the number of shares of common stock issuable pursuant to the warrant will be increased in the event the Companys consolidated audited Adjusted EBITDA (as defined in the warrant agreement) for the fiscal year ending December 31, 2018 does not equal or exceed $19,250

Second Warrant [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 1

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

86,962

Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date

Apr. 30, 2020

JL Warrants [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

403,509

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Jun. 30, 2020

Share Price

$ 0.01

MidCap Warrant [Member] | Warrant [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.76

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

500,000

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Jan. 22, 2018

Institutional Investor [Member] | Warrant [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 1

$ 0.01

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

434,809

2,329,400

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Feb. 13, 2020

Feb. 13, 2020

Notes Payable, Other Payables [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.01

$ 1

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

869,618

Class of Warrant or Right, Date from which Warrants or Rights Exercisable

Nov. 13, 2019

Proceeds from Notes Payable

$ 8,000

Class of Warrant or Right, Number of Securities Called by Warrants or Rights Increased

4,960,740

Lender [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

5,592,105

Class of Warrant or Right, Number of Securities Called by Warrants or Rights Increased

185,306

Share-based Compensation Arrangement by Share-based Payment Award, shares, Forfeitures in Period

5,777,411

Lender [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.76

Investor [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.01

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

4,091,122

Call Option [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Common Stock Issuance Features

The Company has the right, under certain circumstances, to require Penta to sell to the Company all or any portion of the equity interest issued or represented by the warrant to acquire 4,960,740 shares. The price for such repurchase will be the greater of (i) the product of (x) eleven times the Companys adjusted EBITDA with respect to the twelve months preceding the exercise of the call right times (y) the investors percentage ownership in the Company assuming full exercise of the warrant; or (ii) the fair market value of the equity interests underlying the warrant; or (iii) $3,750.

Van Andel Trust [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Proceeds from Warrant Exercises

$ 5,000

$ 33

Warrants Exercised

12,987,012

3,289,474

Van Andel Trust [Member] | First Warrant [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.01

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

3,289,474

Shares Issuable Terms

the number of shares of common stock issuable pursuant to the first warrant shall be adjusted as follows: In the event that 50% of the Fair Market Value (as defined in the first warrant) of the common stock (i) in a private placement by the Company completed prior to December 31, 2018 (but excluding certain specified placements), (ii) as of December 31, 2018, or (iii) on the date of any partial or whole exercise of the first warrant prior to December 31, 2018, is less than $0.385 per share, then in each case the existing Current Holders Equity Interest (as defined in the warrant agreement) applicable to the first warrant at such time (or in the case of a partial exercise, then with respect to the number of shares so exercised) shall increase (but not decrease) to a new Current Holders Equity Interest pursuant to the following formula: New Holders Equity Interest = [(2 x Existing Current Holders Equity Interest) x ($0.385 50% of FMV)] Existing Current Holders Equity Interest.

Van Andel Trust [Member] | Second Warrant [Member] | Common Stock [Member]

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Class of Warrant or Right, Exercise Price of Warrants or Rights

$ 0.385

Class of Warrant or Right, Number of Securities Called by Warrants or Rights

12,987,012

Shares Issuable Terms

then the exercise price of the second warrant shall automatically on such date be decreased (but not increased) to 50% of the Fair Market Value of such private placement. In the event the Van Andel Trust exercises the second warrant in whole or in part prior to the expiration date and 50% of the Fair Market Value on the date of such exercise is less than $0.385 per share (or in the event that the exercise price has previously been decreased in accordance with the immediately preceding sentence, less than the exercise price following such adjustment), then the exercise price shall be adjusted to 50% of such Fair Market Value for the shares so exercised.

DERIVATIVE LIABILITIES (Details

DERIVATIVE LIABILITIES (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)
Derivative liabilities	$ 0
Addition to liabilities for new warrants and put option issued	10,065
Amend warrants	(10,989)
Loss on change in fair value of derivative liabilities	14,523
Derivative liabilities	$ 13,599

DERIVATIVE LIABILITIES (Detai45

DERIVATIVE LIABILITIES (Details Textual) - USD ($) $ in Thousands	Sep. 30, 2015	Dec. 31, 2014
Derivative Liability	$ 13,599	$ 0

STOCKHOLDERS' DEFICIT (Details

STOCKHOLDERS' DEFICIT (Details Textual) - USD ($) $ / shares in Units, $ in Thousands	Jul. 07, 2015	Jun. 02, 2015	Sep. 29, 2015	Jul. 23, 2015	Jun. 30, 2015	Apr. 30, 2015	Jul. 31, 2015	Sep. 30, 2015	Sep. 30, 2014	Dec. 15, 2014	Sep. 16, 2014	Sep. 03, 2014
Preferred Stock, Shares Authorized								500,000,000
Proceeds from Warrant Exercises								$ 6,066	$ 0
Proceeds from Issuance of Common Stock								$ 2,500	$ 40
Common Stock [Member]
Stock Repurchased During Period, Shares							494,406
Stock Repurchased During Period, Value							$ 0
Van Andel Trust [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights			$ 0.385					$ 0.01
Stock Issued During Period, Shares, Warrants Exercised			12,987,012					3,289,474
Stock Issued During Period, Value, Warrants Exercised			$ 5,000					$ 33
Van Andel Trust [Member] | Common Stock [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 0.76
Stock Issued During Period, Shares, New Issues		3,289,474
Shares Issued, Price Per Share		$ 0.76
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		5,592,105
Proceeds from Issuance of Common Stock		$ 2,500
Little Harbor [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights								$ 0.01
Proceeds from Warrant Exercises								$ 33
Stock Issued During Period, Shares, Warrants Exercised								3,289,474
Stock Issued During Period, Value, Warrants Exercised								$ 33
Little Harbor [Member] | Common Stock [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 0.01
Stock Issued During Period, Shares, New Issues		3,289,474
Shares Issued, Price Per Share		$ 0.76
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		3,289,474
Proceeds from Issuance of Common Stock		$ 2,500
Amount payable under outstanding debt agreement		$ 2,500
Penta [Member] | Common Stock [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights					$ 0.01
Stock Issued During Period, Shares, New Issues					807,018
Shares Issued, Price Per Share					$ 0.76
Class of Warrant or Right, Number of Securities Called by Warrants or Rights					807,018
Proceeds from Issuance of Common Stock					$ 613
Amount payable under outstanding debt agreement					$ 613
JL [Member] | Common Stock [Member]
Stock Issued During Period, Shares, New Issues					403,509
Shares Issued, Price Per Share					$ 0.76
Proceeds from Issuance of Common Stock					$ 307
Amount payable under outstanding debt agreement					$ 307
Capstone [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights										1,461,988
Series A Warrant [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights												$ 0.76
Class of Warrant or Right, Number of Securities Called by Warrants or Rights									52,631,579
Series A Warrant [Member] | Common Stock [Member]
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures, Total						657,895
Proceeds from Warrant Exercises						$ 500
Series B Warrant [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights									$ 0.76
Class of Warrant or Right, Number of Securities Called by Warrants or Rights									22,368,421
Series B Warrant [Member] | Capstone [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.76			$ 0.76
Stock Issued During Period, Shares, Warrants Exercised	526,316			131,579
Stock Issued During Period, Value, Warrants Exercised	$ 400			$ 100
Mr. Tolworthy [Member]
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased								22,092,277			65,306,102
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross								7,634,002
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value								$ 0.76
Employee Stock Option [Member]
Common Stock, Capital Shares Reserved for Future Issuance								20,000,000

OPTION AGREEMENT (Details Textu

OPTION AGREEMENT (Details Textual) - Option No.1 [Member] $ in Thousands	9 Months Ended
	Sep. 30, 2015USD ($)
Business Acquisition [Line Items]
Equity Method Investment, Ownership Percentage	100.00%
Payments to Acquire Businesses, Gross	$ 2,000

OFFICE LEASE AGREEMENT (Details

OFFICE LEASE AGREEMENT (Details Textual) $ in Thousands	Apr. 07, 2015USD ($)
Operating Leased Assets [Line Items]
Traded Market Capitalization	$ 50,000
Operating Leases, Rent Expense	4,466
Letters of Credit Outstanding, Amount	1,000
Maximum [Member]
Operating Leased Assets [Line Items]
Operating Leases, Rent Expense	$ 4,552

SUBSEQUENT EVENTS (Details Text

SUBSEQUENT EVENTS (Details Textual) - USD ($) $ / shares in Units, $ in Thousands	Oct. 05, 2015	Oct. 01, 2015	Oct. 21, 2015
Subsequent Event [Member]
Subsequent Event [Line Items]
Stock Repurchase Program, Number of Shares Authorized to be Repurchased			3,448,276
Stock Repurchase Program, Authorized Amount			$ 1,000
Subsequent Event [Member] | Tolworthy Surrender Agreement [Member]
Subsequent Event [Line Items]
Stock Surrender Program, Number of Shares Agreed to be Surrendered	60,470,957		3,448,276
Stock Surrender Program, Number of Additional Shares Agreed to be Surrendered	26,564,030
Subsequent Event [Member] | Original Surrender Agreement [Member]
Subsequent Event [Line Items]
Stock Surrender Program, Number of Shares Agreed to be Surrendered	33,906,927
Stock Surrender Program, Number of Additional Shares Agreed to be Surrendered	9,306,898
Subsequent Event [Member] | New Surrender Agreemen [Member]
Subsequent Event [Line Items]
Stock Surrender Program, Number of Shares Agreed to be Surrendered	26,564,030
GREAT HARBOR CAPITAL, LLC [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Stock Issued During Period, Shares, New Issues		41,379,310
Stock Issued During Period, Value, New Issues		$ 12,000
Golisano LLC [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Stock Issued During Period, Shares, New Issues	88,711,241
Stock Issued During Period, Value, New Issues	$ 25,000
Organic Holdings, LLC [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Equity Method Investment, Aggregate Cost	$ 37,000
Warrants [Member] | Golisano LLC [Member]
Subsequent Event [Line Items]
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 0.001
Warrants [Member] | Golisano LLC [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Stock Issued During Period, Shares, New Issues	88,771,241
Common Stock, Capital Shares Reserved for Future Issuance	12,697,977