Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 15, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Superior Drilling Products, Inc. | |
Entity Central Index Key | 1,600,422 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | SDPI | |
Entity Common Stock, Shares Outstanding | 17,511,631 |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash | $ 211,917 | $ 1,297,002 |
Accounts receivable | 473,799 | 1,861,002 |
Prepaid expenses | 81,245 | 179,450 |
Inventory | 1,280,507 | 1,410,794 |
Other current assets | 184,486 | 0 |
Total current assets | 2,231,954 | 4,748,248 |
Property, plant and equipment, net | 13,430,075 | 14,655,502 |
Intangible assets, net | 9,802,778 | 11,026,111 |
Note receivable | 8,296,717 | 8,296,717 |
Other assets | 17,554 | 28,321 |
Total assets | 33,779,078 | 38,754,899 |
Current liabilities | ||
Accounts payable | 776,662 | 638,593 |
Accrued expenses | 806,388 | 809,765 |
Line of Credit | 241,876 | 0 |
Income tax payable | 2,000 | 2,000 |
Current portion of capital lease obligation | 350,133 | 332,185 |
Current portion of related party debt obligation | 781,921 | 555,393 |
Current portion of long-term debt, net | 3,655,426 | 2,636,241 |
Total current liabilities | 6,614,406 | 4,974,177 |
Other long term liability | 880,032 | 880,032 |
Capital lease obligation, less current portion | 94,739 | 246,090 |
Related party debt, less current portion | 0 | 271,190 |
Long-term debt, less current portion, net | 14,979,656 | 16,208,699 |
Total liabilities | 22,568,833 | 22,580,188 |
Commitments and contingencies (Note 6) | ||
Stockholders' equity | ||
Common stock - $0.001 par value; 100,000,000 shares authorized; 17,466,275 and 17,459,605 shares issued and outstanding, respectively | 17,466 | 17,460 |
Additional paid-in-capital | 31,756,300 | 31,379,520 |
Retained deficit | (20,563,521) | (15,222,269) |
Total stockholders' equity | 11,210,245 | 16,174,711 |
Total liabilities and stockholders' equity | $ 33,779,078 | $ 38,754,899 |
Consolidated Condensed Balance3
Consolidated Condensed Balance Sheets [Parenthetical] - $ / shares | Jun. 30, 2016 | Dec. 31, 2015 |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares, Issued | 17,466,275 | 17,459,605 |
Common Stock, Shares, Outstanding | 17,466,275 | 17,459,605 |
Consolidated Condensed Statemen
Consolidated Condensed Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenue | $ 1,114,469 | $ 2,881,372 | $ 2,559,095 | $ 6,955,990 |
Operating costs and expenses | ||||
Cost of revenue | 1,331,985 | 1,585,018 | 2,352,597 | 3,504,050 |
Selling, general and administrative | 1,538,824 | 1,780,649 | 2,829,427 | 3,840,423 |
Depreciation and amortization | 1,200,085 | 1,170,204 | 2,446,967 | 2,318,701 |
Total operating expenses | 4,070,894 | 4,535,871 | 7,628,991 | 9,663,174 |
Operating loss | (2,956,425) | (1,654,499) | (5,069,896) | (2,707,184) |
Other income (expense) | ||||
Interest income | 77,952 | 73,293 | 156,319 | 146,569 |
Interest expense | (377,063) | (467,252) | (728,075) | (1,027,680) |
Other income | 52,225 | 57,026 | 108,951 | 129,085 |
Gain (loss) on sale of assets | 104,599 | (27,666) | 191,450 | (82,886) |
Total other expense | (142,287) | (364,599) | (271,355) | (834,912) |
Loss before income taxes | (3,098,712) | (2,019,098) | (5,341,251) | (3,542,096) |
Income tax expense (benefit) | 0 | 216,599 | 0 | (263,313) |
Net loss | $ (3,098,712) | $ (2,235,697) | $ (5,341,251) | $ (3,278,783) |
Basic (loss) earnings per common share | $ (0.18) | $ (0.13) | $ (0.31) | $ (0.19) |
Basic weighted average common shares outstanding | 17,464,443 | 17,291,646 | 17,462,024 | 17,291,646 |
Diluted (loss) earnings per common share | $ (0.18) | $ (0.13) | $ (0.31) | $ (0.19) |
Diluted weighted average common shares outstanding | 17,464,443 | 17,291,646 | 17,462,024 | 17,291,646 |
Consolidated Condensed Stateme5
Consolidated Condensed Statements Of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash Flows From Operating Activities | ||
Net loss | $ (5,341,251) | $ (3,278,783) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization expense | 2,446,967 | 2,318,701 |
Amortization of debt discount | 69,768 | 411,969 |
Deferred tax benefit | 0 | (264,313) |
Share - based compensation expense | 376,785 | 105,155 |
Write-off of Strider asset | 361,903 | 0 |
(Gain) loss on disposition of assets | (191,450) | 82,886 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,387,203 | 2,274,470 |
Inventory | (17,514) | (259,416) |
Prepaid expenses and other current assets | (86,281) | (146,677) |
Other assets | (12,537) | 68,069 |
Accounts payable and accrued expenses | 134,691 | (889,780) |
Net Cash (Used in) Provided by Operating Activities | (871,716) | 422,281 |
Cash Flows From Investing Activities | ||
Purchases of property, plant and equipment | (315,101) | (558,355) |
Sale of property, plant and equipment | 294,242 | 0 |
Net Cash Used in Investing Activities | (20,859) | (558,355) |
Cash Flows From Financing Activities | ||
Principal payments on debt | (1,031,491) | (2,816,469) |
Principal payments on related party debt | (44,662) | (241,471) |
Principal payments on capital lease obligations | (133,403) | (142,266) |
Proceeds received from long-term debt | 1,000,000 | 0 |
Proceeds from sale of subsidiary | 50,700 | 0 |
Proceeds from payments on note receivable | 22,534 | 0 |
Debt issuance costs | (56,188) | 0 |
Net Cash Used by Financing Activities | (192,510) | (3,200,206) |
Net decrease in Cash | (1,085,085) | (3,336,280) |
Cash at Beginning of Period | 1,297,002 | 5,792,388 |
Cash at End of Period | 211,917 | 2,456,108 |
Supplemental information: | ||
Cash paid for Interest | $ 689,409 | $ 484,535 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES We are a drilling and completion tool technology company. We are a designer and manufacturer of new drill bit and horizontal drill string enhancement tools and refurbisher of PDC (polycrystalline diamond compact) drill bits for the oil, natural gas and mining services industry. Our customers are engaged in domestic and international exploration and production of oil and natural gas. We were incorporated on December 10, 2013 under the name SD Company, Inc. in order to facilitate (a) the reorganization of the entities that are now our consolidated subsidiaries and (b) the subsequent acquisition of Hard Rock Solutions, LLC. We changed our name from SD Company Inc. to Superior Drilling Products, Inc. on May 22, 2014 in conjunction with closing of that reorganization and our initial public offering which occurred on May 23, 2014. Our headquarters and principal manufacturing operations are located in Vernal, Utah. The accompanying consolidated condensed financial statements of the Company include the accounts of the Company, and of its wholly-owned subsidiaries (a) Superior Drilling Solutions, LLC (previously known as Superior Drilling Products, LLC), a Utah limited liability company (“SDS”), together with its wholly owned subsidiary, Superior Design and Fabrication, LLC, a Utah limited liability company (“SDF”), (b) Extreme Technologies, LLC, a Utah limited liability company (“ET”), (c) Meier Properties Series, LLC, a Utah limited liability company (“MPS”), (d) Meier Leasing, LLC, a Utah limited liability company (“ML”), and (e) Hard Rock Solutions, LLC, a Utah limited liability company (“HR”). These consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), and all significant intercompany accounts have been eliminated in consolidation. As a company with less than $ 1.0 These interim consolidated condensed financial statements for the three and six months ended June 30, 2016 and 2015, and the related footnote disclosures included herein, are unaudited. However, in the opinion of management, these unaudited interim financial statements have been prepared on the same basis as the audited financial statements, and reflect all adjustments necessary to fairly state the results for such periods. The results of operations for the three and six months ended June 30, 2016 are not necessarily indicative of the results of operations expected for the year ended December 31, 2016. These interim consolidated condensed financial statements should be read in conjunction with the audited consolidated financial statements of the Company for the years ended December 31, 2015 and 2014 and the notes thereto, which were included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, filed with the Securities and Exchange Commission (the “SEC”). Basic earnings per common share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is calculated to give effect to potentially issuable common shares, which include stock warrants. As of June 30, 2016, the Company had warrants exercisable for 714,286 4.00 February 2018 During the month of March 2016, the Board of Directors granted options to acquire 309,133 The Company operates as a drilling and completion tool technology company that rents drill string enhancement tools and sells tools in the completion and workover industry all for use by customers engaged in the oil and gas business. While the duration of the rents vary by job and number of runs, these rents are generally less than one month. The rental agreements do not have minimum rental payments or terms. Revenue is recognized upon completion of the job. The tools are currently rented and sold primarily to entities operating in North Dakota, Wyoming, Texas, Montana, Oklahoma, Utah, New Mexico and Colorado. The Company recognizes an asset or liability for the deferred tax consequences of all temporary differences between the tax basis of assets or liabilities and their reported amounts in the financial statements that will result in taxable or deductible amounts in future years when the reported amounts of the asset or liabilities are recovered or settled and for operating loss carry forwards. These deferred tax assets and liabilities are measured using the enacted tax rates that will be in effect when the differences are expected to reverse and the carry forwards are expected to be realized. As of June 30, 2016, a full valuation allowance has been applied to the Company’s deferred tax assets. The Company follows ASC 718, Compensation- Stock Compensation On March 4, 2016, the Board of Directors granted options to acquire 78,944 1.73 100 March 4, 2026 On March 18, 2016, the Board of Directors granted options to acquire 81,714 1.67 100 March 18, 2026 On March 31, 2016, the Board of Directors granted options to acquire 148,475 1.37 100 March 31, 2026 At June 30, 2016, we had negative working capital of approximately $ 4.4 On August 5, 2016, we completed the Bridge Financing to provide us with liquidity for the next several months (see Note 9 Recent Developments). Our operational and financial strategies include lowering our operating costs and capital spending to match revenue trends, managing our working capital and managing our debt to enhance liquidity. For example, to conserve cash, we implemented a salary for stock options program during the first quarter of 2016 for senior management and our board of directors. On March 8, 2016, we entered into a $ 3 500,000 2.5 85 On August 10, 2016, certain of our subsidiaries entered into an amended and restated note with the seller in our acquisition of Hard Rock Solutions, LLC (as so amended and restated, the “Hard Rock Note”). As amended and restated effective August 10, 2016, the Hard Rock Note accrues interest at 5.75 1,500,000 500,000 1,000,000 In connection with the amendment and restatement, we made an interest payment of approximately $ 304,000 700,000 1.43 1,000,000 1,000,000 During 2016, we plan on using the cash flows from operations to service our debt obligations, including the Bridge Financing, the Hard Rock Note, our FNCC indebtedness and other financing debt, real property leases and equipment loans (see Note 9 Recent Developments). Based on current forecasts, we will need to restructure debt obligations, including with Hard Rock and FNCC, as well as raise additional capital through equity and/or debt financings. We cannot provide any assurance that financing will be available to us in the future on acceptable terms. If we cannot raise required funds on acceptable terms, we may not be able to, among other things, (i) maintain our current general and administrative spending levels; (ii) fund certain obligations as they become due; and (iii) respond to competitive pressures or unanticipated capital requirements. This will require us to find additional avenues to decrease spending which may hinder our ability to effectively compete in the current oil and gas market. In April 2015, FASB issued an accounting standards update for “Interest Imputation of Interest,” which simplifies the presentation of debt issuance costs. This accounting standard update requires that debt issuance cost 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 new update if effective for financial statements issued for fiscal years beginning after December 15, 2015 (and interim periods within those fiscal years). The adoption of this new accounting standard update resulted in a reclassification of debt issuance costs from Other assets to Line of Credit, net and Long term debt, net. See Note 5 “Long-Term Debt” for disclosure of debt issuance costs. Adoption of this accounting standard update did not impact our statements of operations or cash flows. |
INVENTORY
INVENTORY | 6 Months Ended |
Jun. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure [Text Block] | NOTE 2. INVENTORY June 30, December 31, Raw material $ 945,873 $ 968,254 Work in progress 123,889 117,661 Finished goods 210,745 324,879 $ 1,280,507 $ 1,410,794 During the second quarter of 2016 the Company determined to redesign the Strider Oscillation System and determined to write-off the old Strider Oscillation System in the amount of approximately $ 362,000 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 3. PROPERTY, PLANT AND EQUIPMENT June 30, December 31, Land $ 2,268,039 $ 2,268,039 Buildings 4,847,778 4,847,778 Buildings Superior Auto Body 2,213,729 2,213,729 Leasehold improvements 717,232 717,232 Machinery and equipment 6,924,711 7,200,530 Machinery under capital lease 2,322,340 2,322,340 Furniture and fixtures 507,556 507,554 Transportation assets 1,269,542 1,317,397 21,070,927 21,394,599 Accumulated depreciation (7,640,852) (6,739,097) $ 13,430,075 $ 14,655,502 Depreciation expense related to property, plant and equipment for the three and six months ended June 30, 2016 was $ 588,418 1,223,634 551,320 1,095,368 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Disclosure [Text Block] | NOTE 4. INTANGIBLE ASSETS June 30, December 31, Developed technology $ 7,000,000 $ 7,000,000 Customer contracts 6,400,000 6,400,000 Trademarks 1,500,000 1,500,000 14,900,000 14,900,000 Accumulated amortization (5,097,222) (3,873,889) $ 9,802,778 $ 11,026,111 Amortization expense related to intangible assets for the three and six months ended June 30, 2016, was $ 611,667 1,223,333 617,536 1,223,333 Annually, and more often as necessary, we will perform an evaluation of our intangible assets for indications of impairment. If indications exist, we will perform an evaluation of the fair value of the intangible assets and, if necessary, record an impairment charge. As of June 30, 2016, the Company reviewed the net balance of the intangible assets and determined no impairment was needed. |
LONG-TERM DEBT
LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | NOTE 5. LONG-TERM DEBT June 30, December 31, Real estate loans (net of debt issuance costs discount of $3,873) $ 7,469,327 $ 7,590,042 Hard Rock Note (net of $191,710 and $261,493 discount, respectively) 9,305,903 9,738,521 Machinery loans 1,272,347 857,947 Transportation loans 587,504 658,430 18,635,081 18,844,940 Current portion of long-term debt (3,655,426) (2,636,241) Long term portion of long-term debt $ 14,979,655 $ 16,208,699 FNCC Credit Agreement 3 2.5 500,000 The accounts receivable revolving promissory note has availability of up to 85 The term loan is for a period of 60 8,333 The credit facility also includes the following debt covenants: Fixed Charge Coverage Ratio Debt-to-Tangible Net Worth Liquid Ratio As of June 30, 2016, the outstanding balance of the revolving promissory note was $ 241,876 58,000 As of June 30, 2016, we were not in compliance with all financial covenants under the FNCC facility and we are currently in discussions with them to amend the terms of the debt. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 6. COMMITMENTS AND CONTINGENCIES We are subject to litigation that arises from time to time in the ordinary course of our business activities. We are not currently involved in any litigation which management believes could have a material effect on our financial position or results of operations, except as follows: In October 2013, Del-Rio Resources, Inc. (“Del-Rio”) filed suit, on its own behalf and derivatively on behalf of Philco Exploration, LLC (“Philco”), against the following co-defendants (a) Tronco Ohio, LLC and Tronco, (b) the lender on the Tronco loan, ACF Property Management, Inc. (p.k.a. Fortuna Asset Management, LLC, ) (“ACF”), (c) Troy and Annette Meier personally, and several of their family trusts, (d) Meier Family Holding Company, LLC and Meier Management Company, LLC, and (e) SDS and MPS. That suit is currently pending in the Eighth Judicial District Court, Uintah County, Utah under Cause #130800125. Tronco and Del-Rio are the sole owners and managers of Philco. Philco served as the exploration operator. Part of the collateral for the Tronco loan is Philco’s mineral leases. Del- Rio’s suit alleges that the defendants made amendments to the Tronco loan without complying with the voting provisions of Philco’s operating agreement, and that all of the Meier-related entities somehow benefitted from the Tronco loan proceeds, in an unspecified manner. Del-Rio’s suit seeks to invalidate ACF’s deeds of trust on the Philco mineral leases, and to acquire title to those Philco mineral leases. ACF no longer has deeds of trust of any of the Philco mineral leases. Del Rio is also requesting monetary and punitive damages, disgorgement, prejudgment interest, post judgment interest, costs, and attorney fees, against all defendants, in an amount to be determined at trial. We believe that Del-Rio’s claims are without merit, and all defendants are actively defending in this matter. In particular, SDS’ and MPS’ only involvement was to grant guaranties and/or security interests in their respective separate personal and real property to ACF to additionally collateralize the Tronco loan before its purchase by us. In addition, since the Meiers’ and their personal trusts guaranty repayment of the Tronco loan, we believe that the basis of Del-Rio’s damages claims are nullified. Consequently, we do not believe that Del Rio’s purported claims against SDS and MPS will have any material adverse effect on our cash flow, business, or operations. As of June 30, 2016, there have been no updates or decisions made concerning this matter. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 7. RELATED PARTY TRANSACTIONS On January 1, 2016, the Company completed the divestiture of our interest in Superior Auto Body and Paint (“SAB”), by selling the remaining ownership interests in the business operations to a third party. The Company hired an independent third party evaluation firm to determine the value of the operations of SAB. The Firm determined the value was $ 101,400 50,700 50,700 5,633 The Company will continue to lease certain of its facilities to SAB. We recorded rental income from the related party in the amounts of $ 49,976 99,950 Tronco Related Loans In January 2014, we entered into a Note Purchase and Sale Agreement under which we agreed to purchase a loan made to Tronco Energy Corporation (“Tronco”), a party related to us through common control, in order to take over the legal position as Tronco’s senior secured lender. That agreement provided that, upon our full repayment of the Tronco loan from the proceeds of the Offering, the lender would assign to us all of its rights under the Tronco loan, including all of the collateral documents. On May 30, 2014, we closed our purchase of the Tronco loan for a total payoff of $ 8.3 As the result of our purchase of the Tronco loan, we have the direct legal right to enforce the collateral and guaranty agreements entered into in connection with the Tronco loan and to collect Tronco’s collateral sales proceeds, in order to recover the loan purchase amount. The Tronco loan continues to be secured by the first position liens on all of Tronco assets, as well as by the guarantees of Troy and Annette Meier (the “Meier Guaranties”), which are directly payable to and legally enforceable by us. In addition, the Meiers have provided us with stock pledges in which they pledge all of their shares of our common stock held by their family entities (the ‘‘ Meier Stock Pledge 8,814,860 1.41 12.4 During July 2014, the Board of Directors agreed to restructure the Tronco loan effective May 29, 2014. As part of this restructuring the interest rate was decreased to the prime rate 0.25 3.75 December 31, 2015 December 31, 2017 |
SHARE BASED COMPENSATION
SHARE BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2016 | |
Share-based Compensation [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 8. SHARE BASED COMPENSATION On June 15, 2015, our stockholders approved the Superior Drilling Company, Inc. 2015 Long Term Incentive Plan (the “2015 Incentive Plan”). The purpose of the 2015 Incentive Plan is to advance the interests of the Company and its stockholders by providing an incentive to attract, retain and reward persons performing services for the Company and its affiliates and by motivating such persons to contribute to the growth and profitability of the Company and our affiliates. Subject to adjustment as provided in the 2015 Incentive Plan, the maximum aggregate number of shares of the Company’s common stock that may be issued with respect to awards under the 2015 Incentive Plan is 1,592,878 On March 4, 2016, the Board of Directors granted options to acquire 78,944 1.73 100 March 4, 2026 On March 18, 2016, the Board of Directors granted options to acquire 81,714 1.67 100 March 18, 2026 On March 31, 2016, the Board of Directors granted options to acquire 148,475 1.37 100 March 31, 2026 Years Ended June 30 2016 2015 Expected volatility 49 % N/A Discount rate 1.09 % N/A Expected life (years) 3 N/A Dividend yield N/A N/A |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 1. Bridge Financing On August 5, 2016, we entered into a private transaction with a private investor pursuant to which we issued a promissory note in the aggregate principal amounts of $ 1,000,000 250,000 The note matures on February 5, 2017, subject to our option to extend maturity for an additional three months, and accrue interest at the rate of 8 40,000 200 2. Amended Hard Rock Note On August 10, 2016, certain of our subsidiaries entered into an amended and restated note with the seller in our acquisition of Hard Rock Solutions, LLC (as so amended and restated, the “Hard Rock Note”). As amended and restated effective August 10, 2016, the Hard Rock Note accrues interest at 5.75 1,500,000 500,000 1,000,000 January 15, 2020 In connection with the amendment and restatement, we made an interest payment of approximately $ 304,000 700,000 1.43 1,000,000 9,500,000 8,500,000 1,000,000 |
SUMMARY OF SIGNIFICANT ACCOUN15
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Nature of Operations [Policy Text Block] | Nature of Operations We are a drilling and completion tool technology company. We are a designer and manufacturer of new drill bit and horizontal drill string enhancement tools and refurbisher of PDC (polycrystalline diamond compact) drill bits for the oil, natural gas and mining services industry. Our customers are engaged in domestic and international exploration and production of oil and natural gas. We were incorporated on December 10, 2013 under the name SD Company, Inc. in order to facilitate (a) the reorganization of the entities that are now our consolidated subsidiaries and (b) the subsequent acquisition of Hard Rock Solutions, LLC. We changed our name from SD Company Inc. to Superior Drilling Products, Inc. on May 22, 2014 in conjunction with closing of that reorganization and our initial public offering which occurred on May 23, 2014. Our headquarters and principal manufacturing operations are located in Vernal, Utah. |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying consolidated condensed financial statements of the Company include the accounts of the Company, and of its wholly-owned subsidiaries (a) Superior Drilling Solutions, LLC (previously known as Superior Drilling Products, LLC), a Utah limited liability company (“SDS”), together with its wholly owned subsidiary, Superior Design and Fabrication, LLC, a Utah limited liability company (“SDF”), (b) Extreme Technologies, LLC, a Utah limited liability company (“ET”), (c) Meier Properties Series, LLC, a Utah limited liability company (“MPS”), (d) Meier Leasing, LLC, a Utah limited liability company (“ML”), and (e) Hard Rock Solutions, LLC, a Utah limited liability company (“HR”). These consolidated condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), and all significant intercompany accounts have been eliminated in consolidation. As a company with less than $ 1.0 |
Unaudited Interim Financial Information Policy [Policy Text Block] | Unaudited Interim Financial Information These interim consolidated condensed financial statements for the three and six months ended June 30, 2016 and 2015, and the related footnote disclosures included herein, are unaudited. However, in the opinion of management, these unaudited interim financial statements have been prepared on the same basis as the audited financial statements, and reflect all adjustments necessary to fairly state the results for such periods. The results of operations for the three and six months ended June 30, 2016 are not necessarily indicative of the results of operations expected for the year ended December 31, 2016. These interim consolidated condensed financial statements should be read in conjunction with the audited consolidated financial statements of the Company for the years ended December 31, 2015 and 2014 and the notes thereto, which were included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, filed with the Securities and Exchange Commission (the “SEC”). |
Earnings Per Share, Policy [Policy Text Block] | Basic and Diluted Earnings Per Share Basic earnings per common share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is calculated to give effect to potentially issuable common shares, which include stock warrants. As of June 30, 2016, the Company had warrants exercisable for 714,286 4.00 February 2018 During the month of March 2016, the Board of Directors granted options to acquire 309,133 |
Rental Income Policy [Policy Text Block] | Rental and Sales Income The Company operates as a drilling and completion tool technology company that rents drill string enhancement tools and sells tools in the completion and workover industry all for use by customers engaged in the oil and gas business. While the duration of the rents vary by job and number of runs, these rents are generally less than one month. The rental agreements do not have minimum rental payments or terms. Revenue is recognized upon completion of the job. The tools are currently rented and sold primarily to entities operating in North Dakota, Wyoming, Texas, Montana, Oklahoma, Utah, New Mexico and Colorado. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company recognizes an asset or liability for the deferred tax consequences of all temporary differences between the tax basis of assets or liabilities and their reported amounts in the financial statements that will result in taxable or deductible amounts in future years when the reported amounts of the asset or liabilities are recovered or settled and for operating loss carry forwards. These deferred tax assets and liabilities are measured using the enacted tax rates that will be in effect when the differences are expected to reverse and the carry forwards are expected to be realized. As of June 30, 2016, a full valuation allowance has been applied to the Company’s deferred tax assets. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Share-Based Compensation The Company follows ASC 718, Compensation- Stock Compensation On March 4, 2016, the Board of Directors granted options to acquire 78,944 1.73 100 March 4, 2026 On March 18, 2016, the Board of Directors granted options to acquire 81,714 1.67 100 March 18, 2026 On March 31, 2016, the Board of Directors granted options to acquire 148,475 1.37 100 March 31, 2026 |
Liquidity [Policy Text Block] | Liquidity At June 30, 2016, we had negative working capital of approximately $ 4.4 On August 5, 2016, we completed the Bridge Financing to provide us with liquidity for the next several months (see Note 9 Recent Developments). Our operational and financial strategies include lowering our operating costs and capital spending to match revenue trends, managing our working capital and managing our debt to enhance liquidity. For example, to conserve cash, we implemented a salary for stock options program during the first quarter of 2016 for senior management and our board of directors. On March 8, 2016, we entered into a $ 3 500,000 2.5 85 On August 10, 2016, certain of our subsidiaries entered into an amended and restated note with the seller in our acquisition of Hard Rock Solutions, LLC (as so amended and restated, the “Hard Rock Note”). As amended and restated effective August 10, 2016, the Hard Rock Note accrues interest at 5.75 1,500,000 500,000 1,000,000 In connection with the amendment and restatement, we made an interest payment of approximately $ 304,000 700,000 1.43 1,000,000 1,000,000 During 2016, we plan on using the cash flows from operations to service our debt obligations, including the Bridge Financing, the Hard Rock Note, our FNCC indebtedness and other financing debt, real property leases and equipment loans (see Note 9 Recent Developments). Based on current forecasts, we will need to restructure debt obligations, including with Hard Rock and FNCC, as well as raise additional capital through equity and/or debt financings. We cannot provide any assurance that financing will be available to us in the future on acceptable terms. If we cannot raise required funds on acceptable terms, we may not be able to, among other things, (i) maintain our current general and administrative spending levels; (ii) fund certain obligations as they become due; and (iii) respond to competitive pressures or unanticipated capital requirements. This will require us to find additional avenues to decrease spending which may hinder our ability to effectively compete in the current oil and gas market. |
New Accounting Pronouncements, Policy [Policy Text Block] | Accounting Standards In April 2015, FASB issued an accounting standards update for “Interest Imputation of Interest,” which simplifies the presentation of debt issuance costs. This accounting standard update requires that debt issuance cost 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 new update if effective for financial statements issued for fiscal years beginning after December 15, 2015 (and interim periods within those fiscal years). The adoption of this new accounting standard update resulted in a reclassification of debt issuance costs from Other assets to Line of Credit, net and Long term debt, net. See Note 5 “Long-Term Debt” for disclosure of debt issuance costs. Adoption of this accounting standard update did not impact our statements of operations or cash flows. |
INVENTORY (Tables)
INVENTORY (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventory is comprised of the following: June 30, December 31, Raw material $ 945,873 $ 968,254 Work in progress 123,889 117,661 Finished goods 210,745 324,879 $ 1,280,507 $ 1,410,794 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | June 30, December 31, Land $ 2,268,039 $ 2,268,039 Buildings 4,847,778 4,847,778 Buildings Superior Auto Body 2,213,729 2,213,729 Leasehold improvements 717,232 717,232 Machinery and equipment 6,924,711 7,200,530 Machinery under capital lease 2,322,340 2,322,340 Furniture and fixtures 507,556 507,554 Transportation assets 1,269,542 1,317,397 21,070,927 21,394,599 Accumulated depreciation (7,640,852) (6,739,097) $ 13,430,075 $ 14,655,502 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Intangible assets are comprised of the following: June 30, December 31, Developed technology $ 7,000,000 $ 7,000,000 Customer contracts 6,400,000 6,400,000 Trademarks 1,500,000 1,500,000 14,900,000 14,900,000 Accumulated amortization (5,097,222) (3,873,889) $ 9,802,778 $ 11,026,111 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | Long-term debt is comprised of the following: June 30, December 31, Real estate loans (net of debt issuance costs discount of $3,873) $ 7,469,327 $ 7,590,042 Hard Rock Note (net of $191,710 and $261,493 discount, respectively) 9,305,903 9,738,521 Machinery loans 1,272,347 857,947 Transportation loans 587,504 658,430 18,635,081 18,844,940 Current portion of long-term debt (3,655,426) (2,636,241) Long term portion of long-term debt $ 14,979,655 $ 16,208,699 |
SHARE BASED COMPENSATION (Table
SHARE BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Share-based Compensation [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The fair value of stock options granted to employees and directors was estimated at the grant date using the Black-Scholes option pricing model using the following assumptions: Years Ended June 30 2016 2015 Expected volatility 49 % N/A Discount rate 1.09 % N/A Expected life (years) 3 N/A Dividend yield N/A N/A |
SUMMARY OF SIGNIFICANT ACCOUN21
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | Aug. 10, 2016 | Aug. 05, 2016 | Mar. 08, 2016 | Mar. 04, 2016 | Mar. 18, 2016 | Mar. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2015 |
Maximum Amount Of Revenue For Emerging Growth Company | $ 1,000,000,000 | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 714,286 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 4 | |||||||
Class of Warrant or Right, Expiration Term | 4 years | |||||||
Class Of Warrant Or Right Expiration Period | February 2,018 | |||||||
Research and Development Expense | $ 4,400,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 78,944 | 81,714 | 148,475 | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,000,000 | |||||||
Line of Credit Facility, Capacity Available for Trade Purchases | 2,500,000 | $ 58,000 | ||||||
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | $ 500,000 | |||||||
Line of Credit Facility, Percentage Available for Accounts Receivables | 85.00% | |||||||
Share Price | $ 1.73 | $ 1.67 | $ 1.37 | $ 1.37 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | Mar. 4, 2026 | Mar. 18, 2026 | Mar. 31, 2026 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | 10 years | 10 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 100.00% | 100.00% | 100.00% | |||||
Director [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 309,133 | |||||||
Hard Rock [Member] | Subsequent Event [Member] | ||||||||
Debt Instrument, Interest Rate, Effective Percentage | 5.75% | |||||||
Debt Instrument, Periodic Payment, Total | $ 1,500,000 | |||||||
Debt Instrument, Periodic Payment, Interest | $ 304,000 | |||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 700,000 | |||||||
Shares Issued, Price Per Share | $ 1.43 | |||||||
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures | $ 1,000,000 | |||||||
Debt Instrument, Maturity Date | Jan. 15, 2020 | |||||||
Hard Rock [Member] | Subsequent Event [Member] | First Payment [Member] | ||||||||
Debt Instrument, Periodic Payment, Total | 500,000 | |||||||
Hard Rock [Member] | Subsequent Event [Member] | Second Payment [Member] | ||||||||
Debt Instrument, Periodic Payment, Total | 1,000,000 | |||||||
Hard Rock [Member] | Subsequent Event [Member] | Third Payment [Member] | ||||||||
Debt Instrument, Periodic Payment, Total | $ 1,000,000 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Inventory [Line Items] | ||
Raw material | $ 945,873 | $ 968,254 |
Work in progress | 123,889 | 117,661 |
Finished goods | 210,745 | 324,879 |
Inventory, Net | $ 1,280,507 | $ 1,410,794 |
INVENTORY (Details Textual)
INVENTORY (Details Textual) | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Cost Of Revenue [Member] | |
Inventory [Line Items] | |
Inventory Write-down | $ 362,000 |
PROPERTY, PLANT AND EQUIPMENT24
PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Land | $ 2,268,039 | $ 2,268,039 |
Buildings | 4,847,778 | 4,847,778 |
Buildings - Superior Auto Body | 2,213,729 | 2,213,729 |
Leasehold improvements | 717,232 | 717,232 |
Machinery and equipment | 6,924,711 | 7,200,530 |
Machinery under capital lease | 2,322,340 | 2,322,340 |
Furniture and fixtures | 507,556 | 507,554 |
Transportation assets | 1,269,542 | 1,317,397 |
Property, Plant and Equipment, Gross | 21,070,927 | 21,394,599 |
Accumulated depreciation | (7,640,852) | (6,739,097) |
Property, Plant and Equipment, Net | $ 13,430,075 | $ 14,655,502 |
PROPERTY, PLANT AND EQUIPMENT25
PROPERTY, PLANT AND EQUIPMENT (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation | $ 588,418 | $ 551,320 | $ 1,223,634 | $ 1,095,368 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | $ 14,900,000 | $ 14,900,000 |
Accumulated amortization | (5,097,222) | (3,873,889) |
Finite-Lived Intangible Assets, Net | 9,802,778 | 11,026,111 |
Developed Technology Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | 7,000,000 | 7,000,000 |
Customer Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | 6,400,000 | 6,400,000 |
Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Gross | $ 1,500,000 | $ 1,500,000 |
INTANGIBLE ASSETS (Details Text
INTANGIBLE ASSETS (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of Intangible Assets | $ 611,667 | $ 617,536 | $ 1,223,333 | $ 1,223,333 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Long-term Debt | $ 18,635,081 | $ 18,844,940 |
Current portion of long-term debt | (3,655,426) | (2,636,241) |
Long term portion of long-term debt | 14,979,655 | 16,208,699 |
Real estate loans [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 7,469,327 | 7,590,042 |
Hard Rock Note [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 9,305,903 | 9,738,521 |
Machinery loans [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 1,272,347 | 857,947 |
Transportation loans [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | $ 587,504 | $ 658,430 |
LONG-TERM DEBT (Details Textual
LONG-TERM DEBT (Details Textual) - USD ($) | Mar. 08, 2016 | Jun. 30, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | |||
Line of Credit Facility, Periodic Payment | $ 241,876 | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,000,000 | ||
Line of Credit Facility, Capacity Available for Trade Purchases | 2,500,000 | 58,000 | |
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | $ 500,000 | ||
Line of Credit Facility, Percentage Available for Accounts Receivables | 85.00% | ||
Line of Credit Facility, Interest Rate Description | This note has a variable interest rate of prime plus 1% plus a monthly service fee of 0.48% of the current outstanding balance on the note. | ||
Fixed Charge Coverage Ratio Maintainable Terms | (a) Fixed Charge Coverage Ratio of not less than 0.10 tested monthly from July 30 through August 31, 2016, then 0.35 for September 30 and October 31, 2016, and then 1.00 for November 30, 2016 and each month thereafter; (b) Debt-to-Tangible Net Worth of not greater than 4.35 tested monthly from June 30 through August 31, 2016 and then 4.25 for September 30, 2016 and each month thereafter; and (c) Liquid Ratio of at least 0.325 tested monthly from June 30 through September 30, 2016 and then 0.40 for October 30, 2016 and | ||
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment, Principal | $ 8,333 | ||
Debt Instrument, Term | 60 months | ||
Line of Credit Facility, Interest Rate Description | This note carries an interest rate of prime plus 5% plus a monthly service fee of 0.30% of the outstanding balance. | ||
Hard Rock note [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Unamortized Discount | 191,710 | $ 261,493 | |
Real estate loans [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Unamortized Discount | $ 3,873 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | Nov. 10, 2015 | Jan. 31, 2016 | Jul. 31, 2014 | Jun. 30, 2016 | Mar. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | May 30, 2014 |
Related Party Transaction [Line Items] | ||||||||
Notes Receivable, Related Parties, Current | $ 8,296,717 | $ 8,296,717 | $ 8,296,717 | |||||
Superior Auto Body [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Rental Income, Nonoperating | $ 49,976 | $ 99,950 | ||||||
Debt Instrument, Periodic Payment, Total | $ 5,633 | |||||||
Equity Method Investments | 101,400 | |||||||
Proceeds from Divestiture of Businesses | 50,700 | |||||||
Noncash or Part Noncash Divestiture, Amount of Consideration Received | $ 50,700 | |||||||
Tronco Energy Corporation [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Notes Receivable, Related Parties, Current | $ 8,300,000 | |||||||
Pledged Shares, Notes Receivable | 8,814,860 | 8,814,860 | ||||||
Notes Receivable Pledged Shares, Price Per Share | $ 1.41 | $ 1.41 | ||||||
Notes Receivable Pledged Shares, Market Value | $ 12,400,000 | $ 12,400,000 | ||||||
Loans Receivable, Description of Variable Rate Basis | prime rate | |||||||
Loans Receivable, Basis Spread on Variable Rate | 0.25% | |||||||
Loans Receivable, Variable Interest Rate | 3.75% | |||||||
Debt Instrument, Maturity Date | Dec. 31, 2017 | Dec. 31, 2015 |
SHARE BASED COMPENSATION (Detai
SHARE BASED COMPENSATION (Details) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 49.00% | 0.00% |
Discount rate | 1.09% | 0.00% |
Expected life (years) | 3 years | 0 years |
Dividend yield | 0.00% | 0.00% |
SHARE BASED COMPENSATION (Det32
SHARE BASED COMPENSATION (Details Textual) - $ / shares | Mar. 04, 2016 | Mar. 18, 2016 | Mar. 31, 2016 | Jun. 30, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 78,944 | 81,714 | 148,475 | |
Share Price | $ 1.73 | $ 1.67 | $ 1.37 | $ 1.37 |
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | Mar. 4, 2026 | Mar. 18, 2026 | Mar. 31, 2026 | |
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | 10 years | 10 years | |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 100.00% | 100.00% | 100.00% | |
2015 Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 1,592,878 |
SUBSEQUENT EVENTS (Details Text
SUBSEQUENT EVENTS (Details Textual) - USD ($) | Aug. 10, 2016 | Aug. 05, 2016 | Jun. 30, 2016 | Dec. 31, 2015 |
Subsequent Event [Line Items] | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 714,286 | |||
Long-term Debt | $ 18,635,081 | $ 18,844,940 | ||
Hard Rock [Member] | Maximum [Member] | ||||
Subsequent Event [Line Items] | ||||
Long-term Debt | $ 9,500,000 | |||
Hard Rock [Member] | Minimum [Member] | ||||
Subsequent Event [Line Items] | ||||
Long-term Debt | 8,500,000 | |||
Subsequent Event [Member] | Promissory Note [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Periodic Payment, Interest | $ 40,000 | |||
Debt Instrument, Maturity Date | Feb. 5, 2017 | |||
Debt Instrument, Face Amount | $ 1,000,000 | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 250,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 200.00% | |||
Subsequent Event [Member] | Hard Rock Solutions, LLC [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Periodic Payment, Interest | $ 304,000 | |||
Debt Instrument, Maturity Date | Jan. 15, 2020 | |||
Debt Instrument, Interest Rate, Effective Percentage | 5.75% | |||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 700,000 | |||
Shares Issued, Price Per Share | $ 1.43 | |||
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures | $ 1,000,000 | |||
Subsequent Event [Member] | Hard Rock Solutions, LLC [Member] | First Payment [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Periodic Payment, Total | 500,000 | |||
Subsequent Event [Member] | Hard Rock Solutions, LLC [Member] | Second Payment [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Periodic Payment, Total | 1,000,000 | |||
Subsequent Event [Member] | Hard Rock [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Periodic Payment, Total | 1,500,000 | |||
Subsequent Event [Member] | Hard Rock [Member] | Third Payment [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt Instrument, Periodic Payment, Total | $ 1,000,000 |