Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 10, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | Medovex Corp. | |
Entity Central Index Key | 1,591,165 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 23,473,314 | |
Trading Symbol | MDVX | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,018 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Current Assets | ||
Cash | $ 114,456 | $ 245,026 |
Accounts receivable | 155,852 | 157,069 |
Other receivables | 32,774 | 86,888 |
Inventory | 293,946 | 294,714 |
Prepaid expenses | 111,361 | 204,532 |
Short-term receivable | 150,000 | |
Total Current Assets | 708,389 | 1,138,229 |
Property and Equipment, net of accumulated depreciation | 73,279 | 87,173 |
Deposits | 2,751 | 2,751 |
Total Assets | 784,419 | 1,228,153 |
Current Liabilities | ||
Interest payable | 72,246 | 69,222 |
Accounts payable | 492,822 | 196,171 |
Accounts payable to related parties | 34,962 | 12,319 |
Accrued liabilities | 189,833 | 64,000 |
Notes payable, current portion | 88,170 | 132,294 |
Short-term note payable | 100,000 | |
Dividend payable | 7,707 | |
Unearned revenue | 1,048 | |
Total Current Liabilities | 985,740 | 475,054 |
Long-Term Liabilities | ||
Notes payable, net of current portion | 5,674 | 38,990 |
Deferred rent | 98 | 688 |
Total Long-Term Liabilities | 5,772 | 39,678 |
Total Liabilities | 991,511 | 514,732 |
Stockholders' (Deficit) Equity | ||
Common stock - $.001 par value: 49,500,000 shares authorized, 23,473,314 and 21,163,013 shares issued and outstanding at June 30, 2018 (unaudited) and December 31, 2017, respectively | 23,473 | 21,163 |
Additional paid-in capital | 34,926,514 | 33,509,648 |
Accumulated deficit | (35,157,089) | (32,817,403) |
Total Stockholders' (Deficit) Equity | (207,093) | 713,421 |
Total Liabilities and Stockholders' (Deficit) Equity | 784,419 | 1,228,153 |
Series A Preferred Stock [Member] | ||
Stockholders' (Deficit) Equity | ||
Preferred stock value | 13 | |
Total Stockholders' (Deficit) Equity | 13 | |
Series B Preferred Stock [Member] | ||
Stockholders' (Deficit) Equity | ||
Preferred stock value | 9 | |
Total Stockholders' (Deficit) Equity | $ 9 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 49,500,000 | 49,500,000 |
Common stock, shares issued | 23,473,314 | 21,163,013 |
Common stock, shares outstanding | 23,473,314 | 21,163,013 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 45,000 | 45,000 |
Preferred stock, shares issued | 12,740 | |
Preferred stock, shares outstanding | 12,740 | |
Series B Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, shares issued | 9,250 | |
Preferred stock, shares outstanding | 9,250 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Revenues | $ 252,163 | $ 396,345 | ||
Less: Discounts Allowed | (2,738) | (3,731) | ||
Cost of Goods Sold | (204,868) | (302,963) | ||
Gross Profit | 44,557 | 89,651 | ||
Operating Expenses | ||||
General and administrative | 867,863 | 1,025,938 | 1,764,224 | 2,448,416 |
Sales and marketing | 200,622 | 145,621 | 451,114 | 227,758 |
Research and development | 16,185 | 56,333 | 155,310 | 391,774 |
Depreciation | 6,866 | 6,671 | 13,894 | 12,892 |
Total Operating Expenses | 1,091,536 | 1,234,563 | 2,384,542 | 3,080,840 |
Operating Loss | (1,046,979) | (1,234,563) | (2,294,891) | (3,080,840) |
Other Expenses | ||||
Foreign currency transaction loss | 11,641 | 12,034 | ||
Interest expense | 27,280 | 1,438 | 32,761 | 392,235 |
Total Other Expenses | 38,921 | 1,438 | 44,795 | 392,235 |
Total Loss from Continuing Operations | (1,085,900) | (1,236,001) | (2,339,686) | (3,473,075) |
Discontinued Operations | ||||
Loss from discontinued operations | 1,163 | |||
Total Loss from Discontinued Operations | (1,163) | |||
Net Loss | (1,085,900) | (1,236,001) | (2,339,686) | (3,474,238) |
Dividend on outstanding Series B Preferred stock | (7,707) | (7,707) | ||
Deemed dividend on beneficial conversion features | (259,350) | (259,350) | ||
Net loss attributable to common shareholders | $ (1,352,957) | $ (1,236,001) | $ (2,606,743) | $ (3,474,238) |
Loss per share - Basic: | ||||
Continuing Operations | $ (0.06) | $ (0.07) | $ (0.12) | $ (0.20) |
Discontinued Operations | ||||
Net Loss per share | (0.06) | (0.07) | (0.12) | (0.20) |
Loss per share - Diluted: | ||||
Continuing Operations | (0.06) | (0.07) | (0.12) | (0.20) |
Discontinued Operations | ||||
Net Loss per share | $ (0.06) | $ (0.07) | $ (0.12) | $ (0.20) |
Weighted average outstanding shares used to compute basic net loss per share | 23,397,228 | 17,966,591 | 22,440,756 | 17,171,528 |
Weighted average outstanding shares used to compute diluted net loss per share | 23,397,228 | 17,966,591 | 22,440,756 | 17,171,528 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' (Deficit) Equity - 6 months ended Jun. 30, 2018 - USD ($) | Series A Preferred Stock [Member] | Series B Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Beginning Balance at Dec. 31, 2017 | $ 13 | $ 21,163 | $ 33,509,648 | $ (32,817,403) | $ 713,421 | |
Beginning Balance, Shares at Dec. 31, 2017 | 12,740 | 21,163,013 | ||||
Issuance of common stock pursuant to a private placement completed in February 2018, net of offering costs | $ 770 | 241,272 | 242,497 | |||
Issuance of common stock pursuant to a private placement completed in February 2018, net of offering costs, shares | 770,000 | |||||
Issuance of warrants pursuant to a private placement completed in February 2018 | 52,003 | 52,003 | ||||
Issuance of warrants in connection with short-term debt in March 2018 | 25,646 | 25,646 | ||||
Issuance of common stock pursuant to preferred stock conversion in March 2018 | $ (13) | $ 1,274 | (1,261) | |||
Issuance of common stock pursuant to preferred stock conversion in March 2018, shares | (12,740) | 1,274,000 | ||||
Issuance of common stock pursuant to conversion of convertible debt in April 2018 | $ 266 | 100,928 | 101,194 | |||
Issuance of common stock pursuant to conversion of convertible debt in April 2018, shares | 266,301 | |||||
Issuance of preferred stock pursuant to a private placement completed in May 2018, net of offering costs | $ 8 | 413,182 | 413,182 | |||
Issuance of preferred stock pursuant to a private placement completed in May 2018, net of offering costs, shares | 8,250 | |||||
Issuance of warrants pursuant to a private placement completed in May 2018 | 161,206 | 161,206 | ||||
Convertible preferred stock - beneficial conversion feature pursuant to a private placement completed in May 2018 | 245,612 | 245,612 | ||||
Issuance of preferred stock pursuant to conversion of short-term debt in May 2018 | $ 1 | 68,773 | 68,774 | |||
Issuance of preferred stock pursuant to conversion of short-term debt in May 2018, shares | 1,000 | |||||
Issuance of warrants pursuant to conversion of short-term debt in May 2018 | 17,488 | 17,488 | ||||
Convertible preferred stock - beneficial conversion feature pursuant to conversion of short-term debt in May 2018 | 13,738 | 13,738 | ||||
Dividend payable | (7,707) | (7,707) | ||||
Stock based compensation | 85,539 | 85,539 | ||||
Net loss | (2,339,686) | (2,339,686) | ||||
Ending Balance at Jun. 30, 2018 | $ 9 | $ 23,473 | $ 34,926,514 | $ (35,157,089) | $ (207,093) | |
Ending Balance, Shares at Jun. 30, 2018 | 9,250 | 23,473,314 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash Flows from Operating Activities | ||
Net loss | $ (2,339,686) | $ (3,474,238) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 13,894 | 12,892 |
Amortization of debt discount | 25,646 | 31,772 |
Debt conversion expense | 355,985 | |
Accrued interest related to convertible debenture | 1,194 | |
Stock based compensation | 85,539 | 500,408 |
Straight-line rent adjustment | (590) | |
Changes in operating assets and liabilities, net of effects of disposition: | ||
Accounts receivable | 1,217 | |
Other receivables | 54,114 | |
Prepaid expenses | 93,171 | 228,116 |
Inventory | 768 | (55,978) |
Accounts payable | 296,651 | (123,628) |
Accounts payable to related parties | 22,643 | |
Interest payable | 3,024 | |
Unearned revenue | (1,048) | |
Accrued liabilities | 125,833 | (129,800) |
Net Cash Used in Operating Activities | (1,617,630) | (2,654,471) |
Cash Flows from Investing Activities | ||
Payment received from Streamline note receivable | 150,000 | |
Expenditures for property and equipment | (10,461) | |
Net Cash Provided by (Used in) Investing Activities | 150,000 | (10,461) |
Cash Flows from Financing Activities | ||
Principal payments under note payable obligations | (77,440) | (97,016) |
Proceeds from issuance of common stock and preferred stock, net of offering costs | 901,291 | 1,816,045 |
Proceeds from issuance of warrants, net of offering costs | 238,855 | 802,017 |
Proceeds from issuance of convertible debt | 74,354 | |
Proceeds from issuance of short term loan | 200,000 | |
Net Cash Provided by Financing Activities | 1,337,060 | 2,521,046 |
Net Decrease in Cash | (130,570) | (143,886) |
Cash - Beginning of period | 245,026 | 892,814 |
Cash - End of period | 114,456 | 748,928 |
Supplementary Cash Flow Information | ||
Cash paid for interest | 3,684 | 4,476 |
Non-cash investing and financing activities | ||
Financing agreement for insurance policy | 74,672 | 66,895 |
Conversion of note and accrued interest to common stock | 101,194 | 718,079 |
Conversion of short-term loan to preferred stock and warrants | 100,000 | 126,720 |
Issuance of common stock for consideration of cancellation of warrants | 208,000 | |
Issuance of common stock warrants for conversion of notes | 305,201 | |
Issuance of common stock for board fees | 240,000 | |
Issuance of common stock for preferred stock conversion | 1,274 | 931 |
Issuance of common stock warrants for placement agent fees | 304,183 | |
Issuance of warrants for promissory note | 25,646 | |
Dividends accrued | $ 7,707 |
Description of the Company
Description of the Company | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Description of the Company | Note 1 - Description of the Company MedoveX Corp. (the “Company” or “MedoveX”) was incorporated in Nevada on July 30, 2013 as SpineZ Corp. (“SpineZ”) and changed its name to MedoveX Corp. on March 20, 2014. MedoveX is the parent company of Debride Inc. (“Debride”), which was incorporated under the laws of the State of Florida on October 1, 2012. The Company is in the business of designing and marketing proprietary medical devices for commercial use in the United States and Europe. The Company received CE marking in June 2017 for the DenerveX System and it is now commercially available throughout the European Union and several other countries that accept CE marking. The Company’s first sale of the DenerveX System occurred in July 2017. The Company plans to seek approval for the DenerveX System from the Food & Drug Administration (“FDA”) in the United States. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Note 2 – Basis of presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) and with the rules and regulations of the Securities and Exchange Commission (“SEC”) that permit reduced disclosure for interim periods. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments which included only normal recurring adjustments, necessary to present fairly the Company’s financial position as of June 30, 2018 and the results of operations for the three and six months ended June 30, 2018 and 2017, and cash flows for the six months ended June 30, 2018 and 2017. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the fiscal year ended December 31, 2017, included in the Company’s Annual Report on Form 10-K. The results for the three and six months ended June 30, 2018 are not necessarily indicative of the results to be expected for the year ending December 31, 2018 or for any other interim period or for any future year. principles of consolidation These unaudited condensed consolidated financial statements that present the Company’s results of operations for the three and six months ended June 30, 2018 and 2017, and cash flows for the six months ended June 30, 2018 and 2017, include Debride and the accounts of the Company as well as its formerly wholly-owned subsidiary, Streamline Inc. (“Streamline”). All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates In preparing the financial statements, U.S. GAAP requires disclosure regarding estimates and assumptions used by management that affect the amounts reported in financial statements and accompanying notes. The Company’s significant estimates include the deferred income tax asset and the related valuation allowance, and the fair value of its share-based payment arrangements. For those estimates that are sensitive to the outcome of future events, actual results could differ from those estimates. Foreign Currency Transaction The Company’s revenues and expenses transacted in foreign currencies are recorded as they occur at exchange rates in effect at the time of each transaction. Realized gains and losses on foreign currency transactions are recorded as a component of other income or expense, net on the Company’s consolidated statements of operations. The Company recorded approximately $4,900 and $5,200, respectively, in foreign currency translation expense for the three and six months ended June 30, 2018. The Company did not incur any foreign currency transaction costs related to revenues and expenses transacted in foreign currencies for the three and six months ending June 30, 2017. Foreign currency denominated monetary assets and liabilities of the Company are measured at the end of each reporting period using the exchange rate as of the balance sheet date and are recorded as a component of other income or expense, net on the Company’s consolidated statements of operations. As of June 30, 2018, the Company recorded a net translation loss of approximately $5,900 in foreign currency denominated monetary assets and liabilities. The Company did not incur any foreign currency translation costs related to foreign currency denominated monetary assets and liabilities for the three and six months ending June 30, 2017. Recently Issued Accounting Pronouncements The Company considers the applicability and impact of all ASUs issued, both effective and not yet effective. In May 2014, the FASB issued ASU 2014-09, “Revenue Recognition - Revenue from Contracts with Customers” (ASU 2014-09) that requires companies to recognize revenue when a customer obtains control rather than when companies have transferred substantially all risks and rewards of a good or service. This update is effective for annual reporting periods beginning on or after December 15, 2017 and interim periods therein and requires expanded disclosures. The adoption of this standard did not have a material impact on the consolidated financial statements. In February 2016, FASB issued ASU No. 2016-02, Leases (Topic 842). The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. ASU 2016-02 is effective for public companies for annual reporting periods beginning after December 15, 2018, and interim periods within those fiscal years. The guidance may be adopted prospectively or retrospectively and early adoption is permitted. The Company is currently assessing the impact the adoption of ASU 2016-02 will have on its consolidated financial statements. |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Jun. 30, 2018 | |
Receivables [Abstract] | |
Accounts Receivable | Note 3 – Accounts Receivable Accounts receivable primarily represent amounts due from customers for which revenue has been recognized. Generally, the Company does not require collateral or any other security to support its receivables. |
Other Receivables
Other Receivables | 6 Months Ended |
Jun. 30, 2018 | |
Receivables [Abstract] | |
Other Receivables | Note 4 – Other Receivables Other receivables include input and importation value added tax (VAT) paid by the Company for conducting business in the European Union (“EU”) and for importing goods from outside the EU. |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory | Note 5 - Inventory Inventories consist only of finished goods and are valued at the lower of cost or net realizable value, using the first-in, first-out (FIFO) method. Inventories consisted of the following items as of June 30, 2018, and December 31, 2017: June 30, 2018 December 31, 2017 Split Return Electrodes $ — $ 1,868 Denervex device 153,946 111,596 Pro-40 generator 140,000 181,250 Total $ 293,946 $ 294,714 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 6 - Property and Equipment Property and equipment, net, consists of the following: Useful Life June 30, 2018 December 31, 2017 Furniture and fixtures 5 years $ 67,777 $ 67,777 Computers and software 3 years 31,738 31,738 Leasehold improvements 5 years 35,676 35,676 135,191 135,191 Less accumulated depreciation (61,912 ) (48,018 ) Total $ 73,279 $ 87,173 Depreciation expense amounted to $6,866 and $13,894, respectively, for the three and six months ended June 30, 2018. Depreciation expense amounted to $6,671 and $12,892, respectively, for the three and six months ended June 30, 2017. |
Equity Transactions
Equity Transactions | 6 Months Ended |
Jun. 30, 2018 | |
Nonmonetary Transactions [Abstract] | |
Equity Transactions | Note 7 - Equity Transactions Common Stock Issuance In November 2016, the Board authorized the issuance of shares of common stock to all Board members, both current and former, in an amount equivalent to $240,000, representing their accrued but unpaid directors’ fees as of December 31, 2016. In January 2017, the Company issued an aggregate of 173,911 shares at $1.38 per share, which was the average closing price of the Company’s stock during 2016, to fulfill this obligation. The closing price of the Company’s stock on January 17, 2017, the day the shares were issued, was $1.16 per share. Stock-Based Compensation Plan 2013 Stock Option Incentive Plan We utilize the Black-Scholes valuation method to recognize stock-based compensation expense over the vesting period. The expected life represents the period that our stock-based compensation awards are expected to be outstanding. For the three and six months ended June 30, 2018, the Company recognized approximately $34,000 and $85,000, respectively, as compensation expense with respect to vested stock options. For the three and six months ended June 30, 2017, the Company recognized approximately $135,000 and $500,000, respectively, as compensation expense with respect to vested stock options. Stock Option Activity As of June 30, 2018, there were 179,074 shares of time-based, non-vested stock options outstanding. As of June 30, 2018, there was approximately $75,000 of total unrecognized stock-based compensation related to these non-vested stock options. That expense is expected to be recognized on a straight-line basis over a weighted average period of 1.52 years. The following is a summary of stock option activity at June 30, 2018: Shares Weighted Average Exercise Price Weighted Average Remaining Term (Years) Outstanding at 12/31/2017 1,314,059 $ 2.01 8.19 Forfeited (136,035 ) $ 1.69 — Outstanding at 6/30/2018 1,178,024 $ 2.04 7.70 Exercisable at 6/30/2018 998,950 $ 2.14 7.64 Private Placement On February 26, 2018, the Company entered into a securities purchase agreement with selected accredited investors whereby the Company sold an aggregate of 770,000 shares of common stock and 385,000 warrants to purchase common stock. The offering resulted in $308,000 in gross proceeds to the Company. The warrants have a five-year term commencing six months from issuance with an exercise price of $0.75. The Company allocated $52,003 to the warrants and the remainder to the issuance of the common stock. The Company incurred $13,500 in legal expenses related to the offering. On May 1, 2018, the Company entered into a securities purchase agreement with selected accredited investors whereby the Company offered up to $1,000,000 in units. Each unit had a purchase price of $100,000 and consisted of (i) 1,000 shares of the Company’s 5% Series B Convertible Preferred Stock (the “ Series B Shares As a result of the offering, the Company sold an aggregate of 8.25 Units and issued to the Investors an aggregate of 8,250 Series B Shares and 2,062,500 warrants to purchase common stock, resulting in total $825,000 gross proceeds to the Company. The Company incurred $5,000 in legal fees related to the offering, which resulted in $820,000 net cash received from the offering. The 8,250 Series B Shares sold in the Offering are convertible into an aggregate of 2,062,500 shares of Common Stock. The net proceeds of the offering of $820,000 were first allocated to the warrants issued to investors, and the Series B Shares based on their relative fair value. The Company recognized a beneficial conversion feature related to the Series B Shares of approximately $246,000, which was credited to additional paid-in capital. Because the Series B Shares can immediately be converted by the holder, the discount recognized by the allocation of proceeds to the beneficial conversion feature was immediately accreted and recognized as a dividend to the preferred shareholders. preferred Stock Conversion On March 30, 2018, 12,740 shares of Series A Preferred Stock were converted into an aggregate of 1,274,000 restricted shares of authorized common stock, par value $0.001 per share. Debt Conversion Convertible Debenture On April 26, 2018, the Company’s $100,000 5% convertible debenture and unpaid accrued interest was converted into an aggregate of 266,301 shares of common stock, eliminating the Company’s debt obligation. The debt was converted into shares at $0.38 per share, which was 85% of the average closing price of the Company’s stock during the twenty trading days immediately preceding the delivery of the notice of conversion. The market value of the common stock on the date of the conversion was $0.40. This difference noted above lead to an immaterial amount related to a beneficial conversion feature. Promissory Note On May 15, 2018, the Company entered into a modification agreement with Steve Gorlin whereby he agreed to convert $100,000 of the $200,000 outstanding promissory note into Series B Shares (Note 7). The conversion of $100,000 was converted under the terms of the May 1, 2018 securities purchase agreement. The $100,000 conversion was converted into an aggregate of 1,000 shares of the Company’s 5% Series B Shares and 250,000 warrants to purchase common stock, eliminating $100,000 of the Company’s $200,000 debt obligation. Each Series B Share is convertible into 250 shares of Common Stock at a conversion price of $0.40 per share. The Series B Shares also entitle the holders to a 5% annual dividend. The Warrants are exercisable for a period of three (3) years from the date of issuance at an exercise price of $0.75 per share. The converted $100,000 was first allocated to the warrants issued in conjunction with the conversion, and the Series B Shares based on their relative fair value. The Company recognized a beneficial conversion feature related to the Series B Shares of approximately $14,000, which was credited to additional paid-in capital. Because the Series B Shares can immediately be converted by the holder, the discount recognized by the allocation of proceeds to the beneficial conversion feature was immediately accreted and recognized as a dividend to the preferred shareholders. |
Commitments & Contingencies
Commitments & Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments & Contingencies | Note 8 – Commitments & Contingencies Operating Leases Office Space The Company pays TAG Aviation, a company owned by its Chief Executive Officer, Jarrett Gorlin (“Mr. Gorlin”) for office space that is currently being used as the Company’s principal business location plus utilities cost (see “Related-Party Transactions”) on a monthly basis. Base annual rent is $2,147 per month. Rent expense and utilities cost paid to TAG Aviation amounted to approximately $9,400 and $18,800, respectively, for the three and six months ended June 30, 2018. Rent expense and utilities cost paid to TAG Aviation amounted to approximately $6,300 and $15,700 for the three and six months ended June 30, 2017. On July 8, 2015, the Company entered into a 3-year lease agreement for a commercial building which commenced on August 1, 2015. Base rent for the three and six months ended June 30, 2018 was $2,948 per month. Total lease expense for the three and six months ended June 30, 2018 was approximately $8,800 and $17,700, respectively related to this lease. Total lease expense for the three and six months ended June 30, 2017 was approximately $8,550 and $17,100, respectively related to this lease. Future minimum lease payments under this rental agreement are approximately as follows: For the year ending: December 31, 2018 $ 5,800 $ 5,800 Equipment The Company entered into a non-cancelable 36-month operating lease agreement for equipment on March 23, 2018. The agreement is renewable at the end of the term and requires the Company to maintain comprehensive liability insurance. Total lease expense was approximately $900 and $1,800, respectively, for the three and six months ended June 30, 2018. Total lease expense was approximately $700 and $1,400, respectively, for the three and six months ended June 30, 2017. Future minimum lease payments under this operating lease agreement are approximately as follows: For the year ending : December 31, 2018 $ 1,000 December 31, 2019 1,900 December 31, 2020 1,900 December 31, 2021 500 $ 5,300 Consulting Agreements The Company has an agreement with Jesse Crowne, a Director and Co-Chairman of the Board of the Company, to provide business development consulting services for a fee of $13,333 per month. The Company incurred $39,999 and $79,998, respectively, for the three and six months ended June 30, 2018 related to this consulting agreement, of which $13,333 was included in accounts payable at June 30, 2018. The monthly consulting fee was increased from a rate of $9,167 beginning in January 2018. The Company incurred approximately $27,500 and $55,000, respectively, for the three and six months ended June 30, 2017 related to this consulting agreement. The Company has a consulting agreement with a sales, marketing, and distribution consultant in Latin America at a fee of $7,000 per month through December 31, 2018. The Company incurred $21,000 and $42,000, respectively, for the three and six months ended June 30, 2018 related to this consulting agreement. The Company incurred $9,000 and $24,000, respectively, for the three and six months ended June 30, 2017 related to this consulting agreement. The Company has consulting agreements with a varying team of sales, marketing, and distribution consultants in Europe who provide consulting services for aggregate compensation amounting to approximately €21,000 (approximately $25,000) per month. The consulting agreements, while subject to modifications, commenced at separate dates and will also terminate at separate dates through April 30, 2019. The Company incurred approximately $88,000 and $160,000, respectively, for the three and six months ended June 30, 2018 related to these consulting agreements. The Company incurred approximately $34,000 and $73,000, respectively, for the three and six months ended June 30, 2017 related to these consulting agreements. Generator development agreement The Company was obligated to reimburse Bovie Medical Corporation (“Bovie”) up to $295,000 for the development of the Pro-40 electrocautery generator. The Company did not incur any expenses to Bovie for the three and six months ended June 30, 2018 under this agreement. The Company incurred approximately $0 and $31,000, respectively, for the three and six months ended June 30, 2017 under this agreement. Through June 30, 2018, the Company has paid approximately $422,000 to Bovie related to this agreement. The original $295,000 agreement was a based number along the pathway of development. Additional requirements were added as the research and development process progressed and as a result certain prices increased and additional costs were added to further customize the DenerveX System. Distribution center and logistic services agreement The Company has a non-exclusive distribution center agreement with a logistics service provider in Berlin, Germany pursuant to which they manage and coordinate the DenerveX System products which the Company exports to the EU through June 2019. The Company pays a fixed monthly fee of €2,900 (approximately $3,500) for all accounting, customs declarations and office support, and a variable monthly fee ranging from €1,900 to €6,900 (approximately $2,300 to $8,300), based off volume of shipments, for logistics, warehousing and customer support services. Total expenses paid for the distribution center and logistics agreement was approximately $44,000 and $85,000, respectively, for the three and six months ended June 30, 2018. The Company did not incur any expenses under this agreement for the three and six months ended June 30, 2017. Co-Development Agreement In September 2013, the Company executed a Co-Development Agreement with James R. Andrews, M.D. (“Dr. Andrews”) to further evaluate, test and advise on the development of products incorporating the use of the patented technology. In exchange for these services the Company is obligated to pay Dr. Andrews a royalty of 2% of revenues earned from applicable product sales over a period of 5 years. If Dr. Andrews is listed as inventor of any Improvement Patent on the DenerveX device during the 5-year term, he would continue to receive a 1% royalty after the 2% royalty expires for the duration of the effectiveness of the Improvement Patent. The Company incurred approximately $5,700 and $8,600, respectively, in royalty expense under the co-development agreement for the three and six months ended June 30, 2018, all of which was included in accounts payable at June 30, 2018. No royalties were paid to Dr. Andrews for the three and six months ended June 30, 2017. Patent Assignment and Contribution Agreements On February 1, 2013, the Company issued 750,108 shares of common stock to Scott Haufe, M.D. (“Dr. Haufe”) pursuant to the terms of a Contribution and Royalty Agreement dated January 31, 2013 between the Company and Dr. Haufe. This agreement provides for the Company to pay Dr. Haufe royalties equal to 1% of revenues earned from sales of any and all products derived from the use of the DenerveX technology. Royalties are payable to Dr. Haufe within 30 days after the close of each calendar quarter based on actual cash collected from sales of applicable products. The royalty period expires on September 6, 2030. The Company incurred approximately $2,800 and $4,300, respectively, in royalty expense under the Contribution and Royalty agreement for the three and six months ended June 30, 2018, all of which was included in accounts payable at June 30, 2018. No royalties were paid to Dr. Haufe for the three and six months ended June 30, 2017. Streamline Inc. Asset Sale The asset sale of Streamline Inc. resulted in the immediate receipt of $500,000 in cash, and a $150,000 note receivable that was due to the Company on January 1, 2018. The $150,000 note receivable represents the non-contingent portion of the receivables due from the sale. The Company received the short-term receivable on January 2, 2018. The terms of the sale also required that for each of the calendar years ending December 31, 2018 and December 31, 2019 (each such calendar year, a “Contingent Period”), a contingent payment in cash (each, a “Contingent Payment”) equal to five percent (5%) of the total net sales received by the acquiring party from the sale of “IV suspension system” products in excess of 100 units during each Contingent Period. Each such Contingent Payment is payable to the Company by the acquiring party by no later than March 31st of the subsequent year; provided, however, that the total aggregate amount of all Contingent Payments owed by the acquiring party to the Company for all Contingent Periods will not exceed $850,000. The Company is yet to receive any Contingent Payments and has no reason to expect it will receive any Contingent Payments. The Company did not incur any Streamline related expenses for the three and six months ended June 30, 2018. The Company recorded a nominal amount in Streamline related expenses for the three and six months ended June 30, 2017. |
Short Term Liabilities
Short Term Liabilities | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Short Term Liabilities | Note 9 – Short Term Liabilities Finance Agreement The Company entered into a commercial insurance premium finance and security agreement in December 2017. The agreement finances the Company’s annual D&O insurance premium. Payments are due in quarterly installments of approximately $24,000 and carry an annual percentage interest rate of 5.98%. The Company had an outstanding premium balance of approximately $22,000 at June 30, 2018 related to the agreement, which is included in notes payable, current portion in the consolidated balance sheets. The Company paid interest expense related to the finance agreement for the three and six months ended June 30, 2018 in the amount of approximately $700 and $1,400, respectively. The Company had paid the yearly premium in full and had no outstanding balance at June 30, 2017 related to the agreement. Promissory Notes On March 26, 2018 the Company issued a promissory note to Steve Gorlin, father of Jarrett Gorlin, the Company’s CEO, for the principal amount of $200,000, plus interest, at a rate of five percent per year. The outstanding principal and all accrued but unpaid interest was originally due on May 15, 2018. The Company issued warrants to purchase an aggregate of 133,333 shares of common stock par value $.001 per share in conjunction with the promissory note to Mr. Gorlin. Each warrant has an exercise price of $0.75 and is exercisable for a period of five years commencing from the date of issuance. The Company recorded the proceeds from the promissory note and the accompanying warrants, which accrete over the period the loan is outstanding, on a relative fair basis of approximately $174,000 and $26,000, respectively. On May 15, 2018, the Company entered into a modification agreement with Steve Gorlin whereby he agreed to convert $100,000 of the outstanding promissory note into Series B Shares. (See Note 7). Additionally, the due date for the remaining $100,000 of the promissory note was extended to August 31, 2018. The balance of the loan at June 30, 2018 was $100,000. The Company incurred approximately $140 and $2,100, respectively, in interest expense related to the promissory note for the three and six months ended June 30, 2018, which is exclusive of the amortization expense recognized in connection with the accompanying warrants issued with the note. In conjunction with the consummation of the Streamline acquisition on March 25, 2015, the Company assumed two promissory notes for approximately $135,000 and $125,000 to the Bank of North Dakota New Venture Capital Program and North Dakota Development Fund, both outside non-related parties. Payments on both notes are due in aggregate monthly installments of approximately $5,700 and carry an interest rate of 5%. Both notes have a maturity date of August 1, 2019. The promissory notes, including interest, had outstanding balances of approximately $79,000 and $104,000 at June 30, 2018 and December 31, 2017, respectively. The Company incurred interest expense related to the promissory notes for the three and six months ended June 30, 2018 in the amount of approximately $1,200 and $2,300, respectively. The Company incurred interest expense related to the promissory notes for the three and six months ended June 30, 2017 in the amount of approximately $2,000 and $3,800, respectively. The Company had unpaid accrued interest in the amount of approximately $72,000 and $69,000 at June 30, 2018 and 2017, respectively, related to the promissory notes. Expected future payments related to the promissory notes as of June 30, 2018, are approximately as follows: For the year ending December 31, 2018 134,000 December 31, 2019 45,000 $ 179,000 Convertible Debenture On January 31, 2018, the Company issued a 5% convertible debenture in exchange for $100,000. The debenture accrued interest at 5% per annum. Principal and interest were due on January 30, 2019. The debenture was convertible at the option of the holder into shares of the Company’s common stock at a conversion rate equivalent to 85% of the average closing price of the Company’s common stock for the 20 days preceding the conversion. On April 26, 2018, the convertible debenture and unpaid accrued interest was converted into an aggregate of 266,301 shares of common stock, eliminating the Company’s debt obligation (Note 7). Prior to the conversion, the Company recognized approximately $400 and $1,200, respectively, in interest expense related to the convertible debenture during the three and six months ended June 30, 2018. The market value of the common stock on the date of the conversion was $0.40. This difference lead to an immaterial amount related to a beneficial conversion feature. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Note 10 – Revenue The Company sells the DenerveX System through a combination of direct sales and independent distributors in international markets. The Company recognizes revenue when title to the goods and risk of loss transfers to customers, provided there are no material remaining performance obligations required of the Company or any matters of customer acceptance. We only record revenue when collectability is reasonably assured. Revenue recognition occurs at the time product is shipped to customers from the third-party distribution warehouse located in Berlin, Germany. Our stocking distributors, who sell the products to their customers or sub-distributors, contractually take title to the products and assume all risks of ownership at the time of shipment. Our stocking distributors are obligated to pay us the contractually agreed upon invoice price within specified terms regardless of when, if ever, they sell the products. Our direct customers do not have any contractual rights of return or exchange other than for defective product or shipping error. |
Common Stock Warrants
Common Stock Warrants | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Common Stock Warrants | Note 11 – Common Stock Warrants Fair value measurement valuation techniques, to the extent possible, should maximize the use of observable inputs and minimize the use of unobservable inputs. The Company’s fair value measurements of all warrants are designated as Level 2 since all the significant inputs are observable and quoted prices were available for the four comparative companies in an active market. A summary of the Company’s warrant issuance activity and related information for the six months ended June 30, 2018 is as follows: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life Outstanding at 12/31/2017 7,194,215 $ 1.74 3.40 Issued 2,830,833 $ 0.75 3.18 Outstanding and exercisable at 6/30/2018 10,025,048 $ 1.46 2.95 The fair value of all warrants issued are determined by using the Black-Scholes-Merton valuation technique and were assigned based on the relative fair value of both the common stock and the warrants issued. The inputs used in the Black-Scholes-Merton valuation technique to value each of the warrants issued at June 30, 2018 as of their respective issue dates are as follows: Event Description Date MDVX Stock Price Exercise Price of Warrant Grant Date Fair Value Life of Warrant Risk Free Rate of Return (%) Annualized Volatility Rate (%) Private placement 2/26/18 $ 0.51 $ 0.75 $ 0.20 5 years 2.60 55.91 Short-term debt 3/26/18 $ 0.53 $ 0.75 $ 0.22 5 years 2.64 56.57 Private placement 5/1/2018 $ 0.44 $ 0.75 $ 0.11 3 years 2.66 56.92 Debt conversion 5/15/2018 $ 0.39 $ 0.75 $ 0.08 3 years 2.75 57.03 The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 12 - Income Taxes For the period from February 1, 2013 (inception) to June 30, 2018, the Company has incurred net losses and, therefore, has no current income tax liability. The net deferred tax asset generated by these losses is fully reserved as of June 30, 2018 and December 31, 2017, since it is currently more likely than not that the benefit will not be realized in future periods. The Company is required to file federal income tax returns and state income tax returns in the states of Florida, Georgia and Minnesota. There are no uncertain tax positions at June 30, 2018 or December 31, 2017. The Company has not undergone any tax examinations since inception. |
Related-Party Transactions
Related-Party Transactions | 6 Months Ended |
Jun. 30, 2018 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | Note 13 - Related-Party Transactions Patent Assignment and Royalty Agreements The Company has a Contribution and Royalty Agreement with Dr. Haufe, a director of the Company. The agreement provides for the Company to pay Dr. Haufe royalties equal to 1% of revenues received by the Company from sales of all products derived from the use of the DenerveX technology. The Company incurred approximately $2,800 and $4,300, respectively, in royalty expense under the Contribution and Royalty agreement for the three and six months ended June 30, 2018, all of which was included in accounts payable at June 30, 2018. No royalties were earned or paid to Dr. Haufe for the three and six months ended June 30, 2017. Co-Development Agreement The Company entered into a Co-Development Agreement with Dr. Andrews, a director of the Company, in September 2013. The agreement provides for the Company to pay Dr. Andrews a royalty of 2% of the Company’s net sales earned from applicable product sales for at least 5 years from the effective date of the agreement. The Company incurred approximately $5,700 and $8,600 in royalty expense under the co-development agreement for the three and six months ended June 30, 2018, all of which was included in accounts payable at June 30, 2018. No royalties were earned or paid to Dr. Andrews for the three and six months ended June 30, 2017. Operating Lease As described in Note 8, the Company pays TAG Aviation LLC, (“TAG”), a company owned by Mr. Gorlin, for month to month rental of office space at Dekalb-Peachtree Airport in Atlanta Georgia plus cost of utilities. Base rent payments under this arrangement is $2,147 per month. Rent expense and utilities expenses incurred by TAG Aviation amounted to approximately $9,400 and $18,800, respectively, for the three and six months ended June 30, 2018. Approximately $3,100 was included in accounts payable as of June 30, 2018. Rent expense and utilities expenses paid to TAG Aviation amounted to approximately $6,300 and $15,700, respectively, for the three and six months ended June 30, 2017. Consulting expense As described in Note 8, the Company paid $39,999 and $79,998, respectively, for the three and six months ended June 30, 2018 to Jesse Crowne, a director and Co-Chairman of the Board of the Company, for business advisory services, of which $13,333 was included in accounts payable at June 30, 2018. |
Research and Development
Research and Development | 6 Months Ended |
Jun. 30, 2018 | |
Research and Development [Abstract] | |
Research and Development | Note 14 - Research and Development Devicix Prototype Manufacturing Agreement In November 2013, the Company accepted a proposal from Devicix, a Minneapolis, Minnesota based FDA registered contract designer and developer, to develop a commercially viable prototype of its product that could be used to receive regulatory approval from the FDA and other international agencies for use on humans to relieve pain associated with Facet Joint Syndrome. Through June 30, 2018, the Company has incurred approximately $1,905,000 in fees to Devicix, of which approximately $24,000 and $16,000, respectively, was included in accounts payable as of June 30, 2018 and 2017. The development work commenced in December 2013. The total estimated cost of this work at contract signing was $960,000; however, the terms of the proposal allow either the Company or the designer and developer to cancel the development work with 10-days’ notice. The Company incurred expenses of approximately $16,000 and $155,000, respectively, for the three and six months ended June 30, 2018. The Company incurred expenses of approximately $32,000 and $239,000, respectively, for the three and six months ended June 30, 2017. Denervex Generator Manufacturing Agreement The DenerveX device requires a custom electrocautery generator for power. As described in Note 8, in November 2014, the Company contracted with Bovie to customize one of their existing electrocautery generators for use with DenerveX Device, and then manufacture that unit on a commercial basis once regulatory approval for the DenerveX is obtained. The Bovie agreement required a base $295,000 development fee to customize the unit, plus additional amounts if further customization was necessary beyond predetermined estimates. The Company did not incur any expenses to Bovie for the three and six months ended June 30, 2018. The Company incurred approximately $0 and $31,000, respectively, for the three and six months ended June 30, 2017. Through June 30, 2018, the Company has incurred approximately $422,000 to Bovie related to this agreement. The manufacturing agreement is complete as of June 30, 2018, and the Company does not expect to incur any more expenses related to the agreement. Nortech Manufacturing Agreement In November 2014, the Company selected Nortech Systems Inc. (“Nortech”), a Minneapolis, Minnesota based FDA registered contract manufacturer, to produce 315 DenerveX devices from the prototype supplied by Devicix for use in final development and clinical trials. The agreement with Nortech includes agreed upon per unit prices for delivery of the devices. Actual work on development of the final units began in November 2014. The Company incurred fees of approximately $4,200 and $107,000, respectively, to Nortech for the three and six months ended June 30, 2018. The Company incurred fees of approximately $6,800 and $140,000, respectively, to Nortech for the three and six months ended June 30, 2017. Through June 30, 2018, the Company has incurred expenses of approximately $997,000 to Nortech. |
Liquidity, Going Concern and Ma
Liquidity, Going Concern and Management's Plans | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity, Going Concern and Management's Plans | Note 15– Liquidity, Going Concern and Management’s Plans The Company incurred net losses of approximately $2,340,000 and $3,475,000 for the six months ended June 30, 2018 and 2017, respectively. The Company will continue to incur losses until it can sell a sufficient enough volume of the DenerveX System with margins sufficient to offset expenses. To date, the Company’s primary source of funds has been from the issuance of debt and equity. The Company will require additional cash in 2018 and is currently exploring other fundraising options. No assurances can be provided regarding the success of such efforts. Furthermore, if the Company is unable to raise sufficient financing in 2018, it could be required to undertake initiatives to conserve its capital resources, including delaying or suspending the launch of its product outside the United States and seeking FDA approval to sell its product in the United States. Delaying or suspending these initiatives would raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments to the carrying amounts of its assets or liabilities that might be necessary should the Company be unable to continue as a going concern. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 16 - Subsequent Events On August 8, 2018, the Board approved the issuance of up to $600,000 of 12% Senior Secured Convertible Notes (the “Notes”). The Notes and unpaid interest mature 1 year from closing date. The Notes are convertible into the Company’s common stock at the option of the holder at the lesser of (a) $0.40, or (b) 90% of the price of the common stock in the Company’s next private placement. Each holder is also issued a warrant for number of shares equal to the number of common shares that would be received if the Notes were converted at $0.40. The warrants expire after 3 years and have an exercise price of $0.75 per share. Both the conversion price and warrant exercise price are subject to customary anti-dilution provisions. The Notes also contain a registration provision that requires the Company to file to register the underlying common stock and warrants no later than December 31, 2018, and use best efforts to have the registration statement effective by March 31, 2019. A cash penalty of 1% of the investment amount per month can be imposed by the holder if the registration statement is not filed by December 31, 2018 or declared effective by March 31, 2019, up to a maximum of 12%. As of August 10, 2018, the Company had sold all of the Notes. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | principles of consolidation These unaudited condensed consolidated financial statements that present the Company’s results of operations for the three and six months ended June 30, 2018 and 2017, and cash flows for the six months ended June 30, 2018 and 2017, include Debride and the accounts of the Company as well as its formerly wholly-owned subsidiary, Streamline Inc. (“Streamline”). All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates In preparing the financial statements, U.S. GAAP requires disclosure regarding estimates and assumptions used by management that affect the amounts reported in financial statements and accompanying notes. The Company’s significant estimates include the deferred income tax asset and the related valuation allowance, and the fair value of its share-based payment arrangements. For those estimates that are sensitive to the outcome of future events, actual results could differ from those estimates. |
Foreign Currency Transaction | Foreign Currency Transaction The Company’s revenues and expenses transacted in foreign currencies are recorded as they occur at exchange rates in effect at the time of each transaction. Realized gains and losses on foreign currency transactions are recorded as a component of other income or expense, net on the Company’s consolidated statements of operations. The Company recorded approximately $4,900 and $5,200, respectively, in foreign currency translation expense for the three and six months ended June 30, 2018. The Company did not incur any foreign currency transaction costs related to revenues and expenses transacted in foreign currencies for the three and six months ending June 30, 2017. Foreign currency denominated monetary assets and liabilities of the Company are measured at the end of each reporting period using the exchange rate as of the balance sheet date and are recorded as a component of other income or expense, net on the Company’s consolidated statements of operations. As of June 30, 2018, the Company recorded a net translation loss of approximately $5,900 in foreign currency denominated monetary assets and liabilities. The Company did not incur any foreign currency translation costs related to foreign currency denominated monetary assets and liabilities for the three and six months ending June 30, 2017. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements The Company considers the applicability and impact of all ASUs issued, both effective and not yet effective. In May 2014, the FASB issued ASU 2014-09, “Revenue Recognition - Revenue from Contracts with Customers” (ASU 2014-09) that requires companies to recognize revenue when a customer obtains control rather than when companies have transferred substantially all risks and rewards of a good or service. This update is effective for annual reporting periods beginning on or after December 15, 2017 and interim periods therein and requires expanded disclosures. The adoption of this standard did not have a material impact on the consolidated financial statements. In February 2016, FASB issued ASU No. 2016-02, Leases (Topic 842). The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. ASU 2016-02 is effective for public companies for annual reporting periods beginning after December 15, 2018, and interim periods within those fiscal years. The guidance may be adopted prospectively or retrospectively and early adoption is permitted. The Company is currently assessing the impact the adoption of ASU 2016-02 will have on its consolidated financial statements. |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consisted of the following items as of June 30, 2018, and December 31, 2017: June 30, 2018 December 31, 2017 Split Return Electrodes $ — $ 1,868 Denervex device 153,946 111,596 Pro-40 generator 140,000 181,250 Total $ 293,946 $ 294,714 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net, consists of the following: Useful Life June 30, 2018 December 31, 2017 Furniture and fixtures 5 years $ 67,777 $ 67,777 Computers and software 3 years 31,738 31,738 Leasehold improvements 5 years 35,676 35,676 135,191 135,191 Less accumulated depreciation (61,912 ) (48,018 ) Total $ 73,279 $ 87,173 |
Equity Transactions (Tables)
Equity Transactions (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Nonmonetary Transactions [Abstract] | |
Summary of Stock Option Activity | The following is a summary of stock option activity at June 30, 2018: Shares Weighted Average Exercise Price Weighted Average Remaining Term (Years) Outstanding at 12/31/2017 1,314,059 $ 2.01 8.19 Forfeited (136,035 ) $ 1.69 — Outstanding at 6/30/2018 1,178,024 $ 2.04 7.70 Exercisable at 6/30/2018 998,950 $ 2.14 7.64 |
Commitments & Contingencies (Ta
Commitments & Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Office Space [Member] | |
Schedule of Operating Leases | Future minimum lease payments under this rental agreement are approximately as follows: For the year ending: December 31, 2018 $ 5,800 $ 5,800 |
Equipment [Member] | |
Schedule of Operating Leases | Future minimum lease payments under this operating lease agreement are approximately as follows: For the year ending : December 31, 2018 $ 1,000 December 31, 2019 1,900 December 31, 2020 1,900 December 31, 2021 500 $ 5,300 |
Short Term Liabilities (Tables)
Short Term Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Future Payments Related to the Promissory Notes | Expected future payments related to the promissory notes as of June 30, 2018, are approximately as follows: For the year ending December 31, 2018 134,000 December 31, 2019 45,000 $ 179,000 |
Common Stock Warrants (Tables)
Common Stock Warrants (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Summary of Warrant Activity | A summary of the Company’s warrant issuance activity and related information for the six months ended June 30, 2018 is as follows: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life Outstanding at 12/31/2017 7,194,215 $ 1.74 3.40 Issued 2,830,833 $ 0.75 3.18 Outstanding and exercisable at 6/30/2018 10,025,048 $ 1.46 2.95 |
Schedule of Assumptions for Warrants | The inputs used in the Black-Scholes-Merton valuation technique to value each of the warrants issued at June 30, 2018 as of their respective issue dates are as follows: Event Description Date MDVX Stock Price Exercise Price of Warrant Grant Date Fair Value Life of Warrant Risk Free Rate of Return (%) Annualized Volatility Rate (%) Private placement 2/26/18 $ 0.51 $ 0.75 $ 0.20 5 years 2.60 55.91 Short-term debt 3/26/18 $ 0.53 $ 0.75 $ 0.22 5 years 2.64 56.57 Private placement 5/1/2018 $ 0.44 $ 0.75 $ 0.11 3 years 2.66 56.92 Debt conversion 5/15/2018 $ 0.39 $ 0.75 $ 0.08 3 years 2.75 57.03 |
Description of the Company (Det
Description of the Company (Details Narrative) | 6 Months Ended |
Jun. 30, 2018 | |
State of incorporation | Nevada |
Date of incorporation | Jul. 30, 2013 |
Debride Inc. [Member] | |
State of incorporation | Florida |
Date of incorporation | Oct. 1, 2012 |
Basis of Presentation (Details
Basis of Presentation (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Accounting Policies [Abstract] | ||||
Foreign currency translation expense | $ 4,900 | $ 5,200 | ||
Unrealized foreign currency translation | $ 5,990 | $ 5,990 |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Inventory | $ 293,946 | $ 294,714 |
Split Return Electrodes [Member] | ||
Inventory | 1,868 | |
Denervex Device [Member] | ||
Inventory | 153,946 | 111,596 |
Pro-40 Generator [Member] | ||
Inventory | $ 140,000 | $ 181,250 |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 6,866 | $ 6,671 | $ 13,894 | $ 12,892 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Property and equipment | $ 135,191 | $ 135,191 |
Less accumulated depreciation | (61,912) | (48,018) |
Property and Equipment, net | 73,279 | 87,173 |
Furniture and Fixtures [Member] | ||
Property and equipment | $ 67,777 | 67,777 |
Useful Life | 5 years | |
Computers and Software [Member] | ||
Property and equipment | $ 31,738 | 31,738 |
Useful Life | 3 years | |
Leasehold Improvements [Member] | ||
Property and equipment | $ 35,676 | $ 35,676 |
Useful Life | 5 years |
Equity Transactions (Details Na
Equity Transactions (Details Narrative) - USD ($) | May 15, 2018 | May 01, 2018 | Apr. 26, 2018 | Mar. 30, 2018 | Feb. 26, 2018 | Jan. 31, 2017 | Nov. 30, 2016 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | Jan. 17, 2017 |
Proceeds from issuance of common stock | $ 240,000 | $ 901,291 | $ 1,816,045 | ||||||||||
Number of shares issued | 173,911 | ||||||||||||
Shares issued price per share | $ 1.38 | $ 1.16 | |||||||||||
Non vested options outstanding | 179,074 | 179,074 | |||||||||||
Unrecognized stock-based compensation | $ 75,000 | ||||||||||||
Weighted average period | 1 year 6 months 7 days | ||||||||||||
Warrant term | 3 years | ||||||||||||
Warrant, exercise price | $ 0.75 | ||||||||||||
Proceeds from issuance of warrants | $ 238,855 | 802,017 | |||||||||||
Legal expenses | $ 13,500 | ||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||
Series B [Member] | |||||||||||||
Number of warrants issued to purchase common shares | 250,000 | ||||||||||||
Dividend rate | 5.00% | ||||||||||||
Beneficial conversion feature of preferred stock | $ 14,000 | ||||||||||||
Debt conversion | $ 100,000 | ||||||||||||
Debt conversion, shares | 1,000 | ||||||||||||
Debt obligations | $ 200,000 | ||||||||||||
5% Convertible Debenture [Member] | |||||||||||||
Common stock conversion price, per share | $ 0.38 | $ 0.40 | $ 0.40 | ||||||||||
Debt conversion | $ 100,000 | ||||||||||||
Debt conversion, shares | 266,301 | ||||||||||||
Conversion of common stock, percentage | 85.00% | ||||||||||||
Restricted Common Stock [Member] | |||||||||||||
Conversion of stock shares converted | 1,274,000 | ||||||||||||
Common Stock [Member] | |||||||||||||
Conversion of stock shares converted | 250 | 266,301 | |||||||||||
Common stock conversion price, per share | $ 0.40 | ||||||||||||
Promissory Note [Member] | |||||||||||||
Debt conversion | $ 200,000 | ||||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||||
Debt conversion | 100,000 | ||||||||||||
Series A Preferred Stock [Member] | |||||||||||||
Conversion of stock shares converted | 12,740 | ||||||||||||
Securities Purchase Agreement [Member] | Accredited Investors [Member] | |||||||||||||
Proceeds from issuance of common stock | $ 100,000 | ||||||||||||
Number of common stock shares sold | 1,000,000 | 770,000 | 8.25 | ||||||||||
Number of warrants issued to purchase common shares | 385,000 | 2,062,500 | 2,062,500 | ||||||||||
Warrant term | 3 years | 5 years | |||||||||||
Warrant, exercise price | $ 0.75 | $ 0.75 | |||||||||||
Legal expenses | $ 5,000 | ||||||||||||
Proceeds from issuance of private placement | $ 308,000 | 825,000 | |||||||||||
Allocation of warrants | 52,003 | ||||||||||||
Net cash received from offering | $ 820,000 | ||||||||||||
Securities Purchase Agreement [Member] | Accredited Investors [Member] | Common Stock [Member] | |||||||||||||
Conversion of stock shares converted | 2,475,000 | ||||||||||||
Securities Purchase Agreement [Member] | Accredited Investors [Member] | Series B Convertible Preferred Stock [Member] | |||||||||||||
Number of warrants issued to purchase common shares | 1,000 | 8,250 | 8,250 | ||||||||||
Dividend rate | 5.00% | ||||||||||||
Beneficial conversion feature of preferred stock | $ 246,000 | ||||||||||||
Securities Purchase Agreement [Member] | Accredited Investors [Member] | Common Stock [Member] | |||||||||||||
Number of warrants issued to purchase common shares | 250,000 | ||||||||||||
Warrant, exercise price | $ 0.001 | ||||||||||||
Conversion of stock shares converted | 250 | ||||||||||||
Common stock conversion price, per share | $ 0.40 | ||||||||||||
Market value of common stock | $ 0.44 | ||||||||||||
May 1, 2018 Securities Purchase Agreement [Member] | |||||||||||||
Debt conversion | $ 100,000 | ||||||||||||
2013 Stock Option Incentive Plan [Member] | |||||||||||||
Compensation expense | $ 34,000 | $ 135,000 | $ 85,000 | $ 500,000 |
Equity Transactions - Summary o
Equity Transactions - Summary of Stock Option Activity (Details) | 6 Months Ended |
Jun. 30, 2018$ / sharesshares | |
Nonmonetary Transactions [Abstract] | |
Shares, Outstanding, Beginning | shares | 1,314,059 |
Shares, Forfeited | shares | (136,035) |
Shares, Outstanding, Ending | shares | 1,178,024 |
Shares, Exercisable | shares | 998,950 |
Weighted Average Exercise Price, Outstanding, Beginning | $ / shares | $ 2.01 |
Weighted Average Exercise Price, Forfeited | $ / shares | 1.69 |
Weighted Average Exercise Price, Outstanding, Ending | $ / shares | 2.04 |
Weighted Average Exercise Price, Outstanding, Exercisable | $ / shares | $ 2.14 |
Weighted Average Remaining Term (Years), Outstanding, Beginning | 8 years 2 months 8 days |
Weighted Average Remaining Term (Years), Forfeited | 0 years |
Weighted Average Remaining Term (Years), Outstanding, Ending | 7 years 8 months 12 days |
Weighted Average Remaining Term (Years), Exercisable | 7 years 7 months 21 days |
Commitments & Contingencies (De
Commitments & Contingencies (Details Narrative) - USD ($) | Jan. 02, 2018 | Jul. 08, 2015 | Feb. 01, 2013 | Jan. 31, 2018 | Jan. 31, 2017 | Sep. 30, 2013 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 |
Base rent | $ 2,948 | $ 2,948 | |||||||||
Agreement, term | 3 years | ||||||||||
Lease expense | 8,800 | $ 8,550 | 17,700 | $ 17,100 | |||||||
Accounts payable | 492,822 | 492,822 | $ 196,171 | ||||||||
Monthly fees | 44,000 | 85,000 | |||||||||
Number of common stock shares issued | 173,911 | ||||||||||
Sales, Marketing, and Distribution Consultant One [Member] | |||||||||||
Payments for consulting services | 88,000 | 34,000 | 160,000 | 73,000 | |||||||
Non-cancellable 36 Month Operating Lease Agreement [Member] | |||||||||||
Lease expense | 900 | 700 | 1,800 | 1,400 | |||||||
Consulting Agreement [Member] | |||||||||||
Consulting fees | 13,333 | ||||||||||
Payments for consulting services | 39,999 | 27,500 | 79,998 | 55,000 | |||||||
Accounts payable | 13,333 | 13,333 | |||||||||
Increase in consulting fees | $ 9,167 | ||||||||||
Consulting Agreement [Member] | Sales, Marketing, and Distribution Consultant [Member] | |||||||||||
Payments for consulting services | 21,000 | 9,000 | 42,000 | 24,000 | |||||||
Consulting Agreement [Member] | Sales, Marketing, and Distribution Consultant [Member] | Through December 31, 2018 [Member] | |||||||||||
Payments for consulting services | 7,000 | ||||||||||
Consulting Agreement [Member] | Sales, Marketing, and Distribution Consultant One [Member] | |||||||||||
Payments for consulting services | $ 25,000 | ||||||||||
Termination date | Apr. 30, 2019 | ||||||||||
Consulting Agreement [Member] | Sales, Marketing, and Distribution Consultant One [Member] | EURO [Member] | |||||||||||
Payments for consulting services | $ 21,000 | ||||||||||
Generator Development Agreement [Member] | |||||||||||
Payment to bovie | 422,000 | ||||||||||
Generator Development Agreement [Member] | Pro-40 Electrocautery Generator [Member] | |||||||||||
Payment to bovie | 0 | 31,000 | |||||||||
Generator Development Agreement [Member] | Pro-40 Electrocautery Generator [Member] | Maximum [Member] | |||||||||||
Payment to bovie | 295,000 | ||||||||||
Distribution Center and Logistic Services Agreement [Member] | |||||||||||
Monthly fees | 3,500 | ||||||||||
Distribution Center and Logistic Services Agreement [Member] | Maximum [Member] | |||||||||||
Monthly fees | 8,300 | ||||||||||
Distribution Center and Logistic Services Agreement [Member] | Minimum [Member] | |||||||||||
Monthly fees | 2,300 | ||||||||||
Distribution Center and Logistic Services Agreement [Member] | EURO [Member] | |||||||||||
Monthly fees | 2,900 | ||||||||||
Distribution Center and Logistic Services Agreement [Member] | EURO [Member] | Maximum [Member] | |||||||||||
Monthly fees | 6,900 | ||||||||||
Distribution Center and Logistic Services Agreement [Member] | EURO [Member] | Minimum [Member] | |||||||||||
Monthly fees | 1,900 | ||||||||||
Co-Development Agreement [Member] | |||||||||||
Agreement, description | In exchange for these services the Company is obligated to pay Dr. Andrews a royalty of 2% of revenues earned from applicable product sales over a period of 5 years. If Dr. Andrews is listed as inventor of any Improvement Patent on the DenerveX device during the 5-year term, he would continue to receive a 1% royalty after the 2% royalty expires for the duration of the effectiveness of the Improvement Patent. | ||||||||||
Royalty expense | 5,700 | 8,600 | |||||||||
Patent Assignment and Contribution Agreement [Member] | Scott Haufe [Member] | |||||||||||
Agreement, description | This agreement provides for the Company to pay Dr. Haufe royalties equal to 1% of revenues earned from sales of any and all products derived from the use of the DenerveX technology. Royalties are payable to Dr. Haufe within 30 days after the close of each calendar quarter based on actual cash collected from sales of applicable products. | ||||||||||
Royalty expense | 2,800 | 4,300 | |||||||||
Number of common stock shares issued | 750,108 | ||||||||||
Royalty expiration | Sep. 6, 2030 | ||||||||||
TAG Aviation LLC [Member] | |||||||||||
Base rent | $ 9,400 | $ 6,300 | 18,800 | $ 15,700 | |||||||
Streamline Inc. [Member] | |||||||||||
Proceeds from sale of assets | $ 500,000 | ||||||||||
Contingent description | The terms of the sale also required that for each of the calendar years ending December 31, 2018 and December 31, 2019 (each such calendar year, a Contingent Period), a contingent payment in cash (each, a Contingent Payment) equal to five percent (5%) of the total net sales received by the acquiring party from the sale of IV suspension system products in excess of 100 units during each Contingent Period. | ||||||||||
Contingent payments | $ 850,000 | ||||||||||
Streamline Inc. [Member] | Notes Receivable [Member] | |||||||||||
Proceeds from sale of assets | $ 150,000 | ||||||||||
Operating Leases [Member] | |||||||||||
Base rent | $ 2,147 |
Commitments & Contingencies - S
Commitments & Contingencies - Schedule of Operating Leases (Details) | Jun. 30, 2018USD ($) |
Office Space [Member] | |
December 31, 2018 | $ 5,800 |
Total | 5,800 |
Equipment [Member] | |
December 31, 2018 | 1,000 |
December 31, 2019 | 1,900 |
December 31, 2020 | 1,900 |
December 31, 2021 | 500 |
Total | $ 5,300 |
Short Term Liabilities (Details
Short Term Liabilities (Details Narrative) - USD ($) | May 15, 2018 | Apr. 26, 2018 | Mar. 26, 2018 | Jan. 31, 2018 | Mar. 25, 2015 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Mar. 30, 2018 | Dec. 31, 2017 |
Promissory note face amount | $ 79,000 | $ 79,000 | $ 104,000 | ||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Warrant, exercise price | $ 0.75 | ||||||||||
Warrant term | 3 years | ||||||||||
Proceeds from debt | $ 74,354 | ||||||||||
Conversion of stock shares converted amount | 101,194 | 718,079 | |||||||||
Unpaid accrued interest | $ 72,246 | 72,246 | $ 69,222 | ||||||||
Common Stock [Member] | |||||||||||
Conversion of stock shares converted | 250 | 266,301 | |||||||||
5% Convertible Debenture [Member] | |||||||||||
Debt instrument interest rate | 5.00% | ||||||||||
Debt instrument maturity date | Jan. 30, 2019 | ||||||||||
Proceeds from debt | $ 100,000 | ||||||||||
Debt conversion percentage | 85.00% | ||||||||||
Convertible Debenture [Member] | |||||||||||
Interest expense | 400 | 1,200 | |||||||||
Steve Gorlin [Member] | |||||||||||
Promissory note face amount | 100,000 | 100,000 | |||||||||
Steve Gorlin [Member] | Series B Convertible Preferred Stock [Member] | |||||||||||
Promissory note face amount | $ 100,000 | ||||||||||
Debt instrument maturity date | Aug. 31, 2018 | ||||||||||
Conversion of stock shares converted amount | $ 100,000 | ||||||||||
Promissory Note [Member] | |||||||||||
Interest expense | 140 | 2,100 | |||||||||
Promissory Note [Member] | Steve Gorlin [Member] | |||||||||||
Promissory note face amount | $ 200,000 | ||||||||||
Debt instrument maturity date | May 15, 2018 | ||||||||||
Warrants to purchase shares of common stock | 133,333 | ||||||||||
Common stock, par value | $ 0.001 | ||||||||||
Warrant, exercise price | $ 0.75 | ||||||||||
Warrant term | 5 years | ||||||||||
Proceeds from debt | 174,000 | 26,000 | |||||||||
Promissory Note One [Member] | |||||||||||
Interest expense | 1,200 | $ 2,000 | 2,300 | $ 3,800 | |||||||
Promissory note face amount | $ 135,000 | ||||||||||
Debt instrument interest rate | 5.00% | ||||||||||
Debt instrument maturity date | Aug. 1, 2019 | ||||||||||
Promissory Note Two [Member] | |||||||||||
Promissory note face amount | $ 125,000 | ||||||||||
Debt instrument interest rate | 5.00% | ||||||||||
Debt instrument maturity date | Aug. 1, 2019 | ||||||||||
Finance Agreement [Member] | |||||||||||
Insurance premium finance payments due | $ 24,000 | $ 24,000 | |||||||||
Insurance premium finance annual percentage | 5.98% | 5.98% | |||||||||
Promissory notes | $ 22,000 | $ 22,000 | |||||||||
Interest expense | $ 700 | $ 1,400 |
Short Term Liabilities - Schedu
Short Term Liabilities - Schedule of Future Payments Related to the Promissory Notes (Details) | Jun. 30, 2018USD ($) |
Debt Disclosure [Abstract] | |
December 31, 2018 | $ 134,000 |
December 31, 2019 | 45,000 |
Total | $ 179,000 |
Common Stock Warrants - Summary
Common Stock Warrants - Summary of Warrant Activity (Details) | 6 Months Ended |
Jun. 30, 2018$ / sharesshares | |
Equity [Abstract] | |
Shares, Outstanding, Beginning | 7,194,215 |
Shares, Issued | 2,830,833 |
Shares, Outstanding, Ending | 10,025,048 |
Shares, Exercisable, Ending | 10,025,048 |
Weighted Average Exercise Price, Outstanding, Beginning | $ / shares | $ 1.74 |
Weighted Average Exercise Price, Issued | $ / shares | 0.75 |
Weighted Average Exercise Price, Outstanding, Ending | $ / shares | $ 1.46 |
Weighted Average Exercise Price, Exercisable, Ending | 1.46 |
Weighted Average Remaining Contractual Life, Outstanding, Beginning | 3 years 4 months 24 days |
Weighted Average Remaining Contractual Life, Issued | 3 years 2 months 5 days |
Weighted Average Remaining Contractual Life, Outstanding, Ending | 2 years 11 months 12 days |
Weighted Average Remaining Contractual Life, Exercisable, Ending | 2 years 11 months 12 days |
Common Stock Warrants - Schedul
Common Stock Warrants - Schedule of Assumptions for Warrants (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2018 | May 15, 2018 | |
Exercise Price of Warrant | $ 0.75 | |
Private Placement 2/26/18 [Member] | ||
MDVX Stock Price | $ 0.51 | |
Exercise Price of Warrant | 0.75 | |
Private Placement 2/26/18 [Member] | Measurement Input, Exercise Price [Member] | ||
Fair value assumptions, measurement input, exercise price | $ 0.20 | |
Private Placement 2/26/18 [Member] | Measurement Input, Expected Term [Member] | ||
Fair value assumptions, measurement input, term | 5 years | |
Private Placement 2/26/18 [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Fair value assumptions, measurement input, percentage | 2.60% | |
Private Placement 2/26/18 [Member] | Measurement Input, Price Volatility [Member] | ||
Fair value assumptions, measurement input, percentage | 55.91% | |
Short-term Debt 3/26/18 [Member] | ||
MDVX Stock Price | $ 0.53 | |
Exercise Price of Warrant | 0.75 | |
Short-term Debt 3/26/18 [Member] | Measurement Input, Exercise Price [Member] | ||
Fair value assumptions, measurement input, exercise price | $ 0.22 | |
Short-term Debt 3/26/18 [Member] | Measurement Input, Expected Term [Member] | ||
Fair value assumptions, measurement input, term | 5 years | |
Short-term Debt 3/26/18 [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Fair value assumptions, measurement input, percentage | 2.64% | |
Short-term Debt 3/26/18 [Member] | Measurement Input, Price Volatility [Member] | ||
Fair value assumptions, measurement input, percentage | 56.57% | |
Private Placement 5/1/18 [Member] | ||
MDVX Stock Price | $ 0.44 | |
Exercise Price of Warrant | 0.75 | |
Private Placement 5/1/18 [Member] | Measurement Input, Exercise Price [Member] | ||
Fair value assumptions, measurement input, exercise price | $ 0.11 | |
Private Placement 5/1/18 [Member] | Measurement Input, Expected Term [Member] | ||
Fair value assumptions, measurement input, term | 3 years | |
Private Placement 5/1/18 [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Fair value assumptions, measurement input, percentage | 2.66% | |
Private Placement 5/1/18 [Member] | Measurement Input, Price Volatility [Member] | ||
Fair value assumptions, measurement input, percentage | 56.92% | |
Short-term Debt 5/15/18 [Member] | ||
MDVX Stock Price | $ 0.39 | |
Exercise Price of Warrant | 0.75 | |
Short-term Debt 5/15/18 [Member] | Measurement Input, Exercise Price [Member] | ||
Fair value assumptions, measurement input, exercise price | $ 0.08 | |
Short-term Debt 5/15/18 [Member] | Measurement Input, Expected Term [Member] | ||
Fair value assumptions, measurement input, term | 3 years | |
Short-term Debt 5/15/18 [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Fair value assumptions, measurement input, percentage | 2.75% | |
Short-term Debt 5/15/18 [Member] | Measurement Input, Price Volatility [Member] | ||
Fair value assumptions, measurement input, percentage | 57.03% |
Related-Party Transactions (Det
Related-Party Transactions (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2013 | Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Rent expense | $ 2,948 | $ 2,948 | |||
Jesse Crowne [Member] | |||||
Accounts payable | 13,333 | 13,333 | |||
Consulting expenses | 39,999 | 79,998 | |||
TAG Aviation LLC [Member] | |||||
Rent expense | 9,400 | $ 6,300 | 18,800 | $ 15,700 | |
Accounts payable | 3,100 | 3,100 | |||
Mr. Gorlin [Member] | TAG Aviation LLC [Member] | |||||
Rent expense | $ 2,147 | ||||
Patent Assignment and Royalty Agreement [Member] | Dr. Haufe [Member] | |||||
Agreement, description | The agreement provides for the Company to pay Dr. Haufe royalties equal to 1% of revenues received by the Company from sales of all products derived from the use of the DenerveX technology. | ||||
Royalty expense | 2,800 | $ 3,000 | |||
Co-Development Agreement [Member] | |||||
Agreement, description | In exchange for these services the Company is obligated to pay Dr. Andrews a royalty of 2% of revenues earned from applicable product sales over a period of 5 years. If Dr. Andrews is listed as inventor of any Improvement Patent on the DenerveX device during the 5-year term, he would continue to receive a 1% royalty after the 2% royalty expires for the duration of the effectiveness of the Improvement Patent. | ||||
Royalty expense | 5,700 | $ 8,600 | |||
Co-Development Agreement [Member] | Dr. Andrews [Member] | |||||
Agreement, description | The agreement provides for the Company to pay Dr. Andrews a royalty of 2% of the Companys net sales earned from applicable product sales for at least 5 years from the effective date of the agreement. | ||||
Royalty expense | $ 5,700 | $ 8,600 |
Research and Development (Detai
Research and Development (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Contract cost | $ 960,000 | |||
Research and Development expenses | $ 16,185 | $ 56,333 | 155,310 | $ 391,774 |
Devicix Prototype Manufacturing Agreement [Member] | ||||
Development fees | 1,905,000 | |||
Accounts payable | 24,000 | 16,000 | 24,000 | 16,000 |
Research and Development expenses | 16,000 | 32,000 | 155,000 | 239,000 |
Denervex Generator Manufacturing Agreement [Member] | ||||
Development fees | 295,000 | |||
Payment to administrative fee | 0 | 0 | 0 | 31,000 |
Denervex Generator Manufacturing Agreement [Member] | Bovie [Member] | ||||
Payment to administrative fee | 422,000 | |||
Nortech Manufacturing Agreement [Member] | ||||
Development fees | $ 4,200 | 107,000 | ||
Research and Development expenses | $ 997,000 | |||
Nortech Manufacturing Agreement [Member] | Nortech [Member] | ||||
Payment to administrative fee | $ 6,800 | $ 140,000 |
Liquidity, Going Concern and 45
Liquidity, Going Concern and Management's Plans (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Net loss | $ 1,085,900 | $ 1,236,001 | $ 2,339,686 | $ 3,474,238 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Aug. 08, 2018 | May 15, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Promissory note face amount | $ 79,000 | $ 104,000 | ||
Warrant, exercise price | $ 0.75 | |||
Warrant term | 3 years | |||
Subsequent Event [Member] | ||||
Debt instrument interest rate | 12.00% | |||
Debt conversion price | $ 0.40 | |||
Debt conversion percentage | 90.00% | |||
Debt instrument maturity term | 1 year | |||
Warrant, exercise price | $ 0.75 | |||
Warrant term | 3 years | |||
Percentage of cash penalty | 1.00% | |||
Description on provision of registration | The Notes also contain a registration provision that requires the Company to file to register the underlying common stock and warrants no later than December 31, 2018, and use best efforts to have the registration statement effective by March 31, 2019. A cash penalty of 1% of the investment amount per month can be imposed by the holder if the registration statement is not filed by December 31, 2018 or declared effective by March 31, 2019, up to a maximum of 12%. As of August 10, 2018, the Company had sold all of the Notes. | |||
Subsequent Event [Member] | Maximum [Member] | ||||
Promissory note face amount | $ 600,000 |