Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 10, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001832487 | |
Entity Registrant Name | Guerrilla RF, Inc. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 000-56238 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-3837067 | |
Entity Address, Address Line One | 1196 Pleasant Ridge Road, Suite 5 | |
Entity Address, City or Town | Greensboro | |
Entity Address, State or Province | NC | |
Entity Address, Postal Zip Code | 27409 | |
City Area Code | 336 | |
Local Phone Number | 510-7840 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 33,716,474 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Assets | ||
Cash | $ 2,054,888 | $ 5,313,985 |
Accounts receivable, net | 913,859 | 1,667,006 |
Inventories, net | 1,752,078 | 1,439,014 |
Prepaid expense | 376,892 | 1,187,418 |
Total Current Assets | 5,097,717 | 9,607,423 |
Operating lease right-of-use assets | 218,340 | 0 |
Property, plant, and equipment, net | 8,144,064 | 1,027,312 |
Total Assets | 13,460,121 | 10,634,735 |
Liabilities and Stockholders' Equity | ||
Short-term debt | 217,998 | 5,117 |
Operating lease, current portion | 121,584 | 0 |
Finance lease, current portion | 1,103,105 | 118,420 |
Accounts payable and accrued expenses | 2,561,611 | 1,186,443 |
Total Current Liabilities | 4,004,298 | 1,309,980 |
Operating lease | 98,460 | 0 |
Finance lease | 3,332,488 | 264,347 |
Notes payable | 4,541,892 | 144,783 |
Total Liabilities | 11,977,138 | 1,719,110 |
Preferred stock, $.0001 par value, 10,000,000 shares authorized, no shares issued and outstanding as of September 30, 2022 and December 31, 2021 | 0 | 0 |
Common stock, $.0001 par value, 300,000,000 shares authorized, 33,384,894 and 33,222,192 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | 3,338 | 3,322 |
Additional paid-in-capital | 24,801,627 | 23,958,705 |
Accumulated deficit | (23,321,982) | (15,046,402) |
Total Stockholders' Equity | 1,482,983 | 8,915,625 |
Total Liabilities and Stockholders' Equity | $ 13,460,121 | $ 10,634,735 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issed (in shares) | 33,384,894 | 33,222,192 |
Common stock, shares outstanding (in shares) | 33,384,894 | 33,222,192 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues | $ 2,219,304 | $ 2,166,570 | $ 9,172,565 | $ 7,745,012 |
Direct product costs | (950,841) | (945,926) | (3,775,881) | (3,138,736) |
Gross Profit | 1,268,463 | 1,220,644 | 5,396,684 | 4,606,276 |
Operating Expenses: | ||||
Research and development | 2,097,276 | 1,060,691 | 5,916,216 | 3,184,329 |
Sales and marketing | 1,192,286 | 657,311 | 3,447,564 | 1,883,032 |
General and administrative | 1,325,383 | 678,853 | 3,828,763 | 1,361,808 |
Total Operating Expenses | 4,614,945 | 2,396,855 | 13,192,543 | 6,429,169 |
Operating Loss | (3,346,482) | (1,176,211) | (7,795,859) | (1,822,893) |
Interest expense | (303,368) | (160,130) | (431,442) | (469,783) |
Other income (expenses) | (18,028) | 833,300 | (48,279) | 1,369,100 |
Total other income (expenses), net | (321,396) | 673,170 | (479,721) | 899,317 |
Net loss | $ (3,667,878) | $ (503,041) | $ (8,275,580) | $ (923,576) |
Net loss per share (in dollars per share) | $ (0.11) | $ (0.07) | $ (0.25) | $ (0.14) |
Product [Member] | ||||
Revenues | $ 2,022,701 | $ 2,025,338 | $ 8,469,884 | $ 7,274,723 |
Royalty [Member] | ||||
Revenues | $ 196,603 | $ 141,232 | $ 702,681 | $ 470,289 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings, Appropriated [Member] | Total |
Balance at Dec. 31, 2020 | $ 4,852 | $ 2,261 | $ 9,076,840 | $ (12,209,247) | $ (3,125,294) |
Net income (loss) | 0 | 0 | 0 | 130,235 | 130,235 |
Stock options exercised | 0 | 4 | 12,663 | 0 | 12,667 |
Share-based compensation | 0 | 0 | 6,352 | 0 | 6,352 |
Balance at Mar. 31, 2021 | 4,852 | 2,265 | 9,095,855 | (12,079,012) | (2,976,040) |
Balance at Dec. 31, 2020 | 4,852 | 2,261 | 9,076,840 | (12,209,247) | (3,125,294) |
Net income (loss) | (923,576) | ||||
Balance at Sep. 30, 2021 | 4,852 | 2,509 | 9,128,820 | (13,132,823) | (3,996,642) |
Balance at Mar. 31, 2021 | 4,852 | 2,265 | 9,095,855 | (12,079,012) | (2,976,040) |
Net income (loss) | 0 | 0 | 0 | (550,770) | (550,770) |
Stock options exercised | 0 | 243 | 22,684 | 0 | 22,927 |
Share-based compensation | 0 | 0 | 6,352 | 0 | 6,352 |
Balance at Jun. 30, 2021 | 4,852 | 2,508 | 9,124,891 | (12,629,782) | (3,497,531) |
Net income (loss) | 0 | 0 | 0 | (503,041) | (503,041) |
Stock options exercised | 0 | 1 | 1,401 | 0 | 1,402 |
Share-based compensation | 0 | 0 | 2,528 | 0 | 2,528 |
Balance at Sep. 30, 2021 | 4,852 | 2,509 | 9,128,820 | (13,132,823) | (3,996,642) |
Balance at Dec. 31, 2021 | 0 | 3,322 | 23,958,705 | (15,046,402) | 8,915,625 |
Net income (loss) | 0 | 0 | 0 | (1,866,090) | (1,866,090) |
Stock options exercised | 0 | 1 | 5,231 | 0 | 5,232 |
Share-based compensation | 0 | 0 | 32,856 | 0 | 32,856 |
Balance at Mar. 31, 2022 | 0 | 3,323 | 23,996,792 | (16,912,492) | 7,087,623 |
Balance at Dec. 31, 2021 | 0 | 3,322 | 23,958,705 | (15,046,402) | 8,915,625 |
Net income (loss) | (8,275,580) | ||||
Balance at Sep. 30, 2022 | 0 | 3,338 | 24,801,627 | (23,321,982) | 1,482,983 |
Balance at Mar. 31, 2022 | 0 | 3,323 | 23,996,792 | (16,912,492) | 7,087,623 |
Net income (loss) | 0 | 0 | 0 | (2,741,612) | (2,741,612) |
Share-based compensation | 0 | 0 | 181,302 | 0 | 181,302 |
Balance at Jun. 30, 2022 | 0 | 3,323 | 24,178,094 | (19,654,104) | 4,527,313 |
Net income (loss) | 0 | 0 | 0 | (3,667,878) | (3,667,878) |
Share-based compensation | 0 | 0 | 153,164 | 0 | 153,164 |
Equity financing | 0 | 15 | 470,369 | 0 | 470,384 |
Balance at Sep. 30, 2022 | $ 0 | $ 3,338 | $ 24,801,627 | $ (23,321,982) | $ 1,482,983 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities | ||
Net income (loss) | $ (8,275,580) | $ (923,576) |
Adjustment to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 900,637 | 262,868 |
Share-based compensation | 367,322 | 15,232 |
Accretion of notes payables | 16,910 | 0 |
Warrant amortization | 0 | 18,625 |
PPP loan forgiveness | 0 | (1,369,100) |
Changes in assets and liabilities: | ||
Accounts receivable | 753,147 | 376,206 |
Inventories | (313,064) | (289,690) |
Prepaid expenses | 810,526 | (232,536) |
Accounts payable and accrued expenses | (240,321) | 109,913 |
Net cash used in operating activities | (5,980,423) | (2,032,058) |
Cash flows from investing activities | ||
Purchases of property, plant, and equipment | (1,590,027) | (294,282) |
Net cash used in investing activities | (1,590,027) | (294,282) |
Cash flows from financing activities | ||
Proceeds from exercise of stock options | 5,232 | 36,996 |
Proceeds from debt and factoring agreement | 7,213,761 | 6,479,400 |
Proceeds from equity financing | 470,384 | |
Principal payment of notes payable and recourse factoring agreement | (2,640,686) | (4,971,046) |
Principal payment on finance lease | (737,338) | (76,005) |
Proceeds from PPP loan | 0 | 833,300 |
Net cash provided by financing activities | 4,311,353 | 2,302,645 |
Net decrease in cash | (3,259,097) | (23,695) |
Cash, beginning of period | 5,313,985 | 427,269 |
Cash, end of period | 2,054,888 | 403,574 |
Noncash transactions: | ||
Property and equipment financed through finance leases | 4,811,873 | 114,519 |
Property and equipment additions included in accounts payable | $ 1,615,489 | $ 48,500 |
Note 1 - Organization and Natur
Note 1 - Organization and Nature of Business | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Nature of Operations [Text Block] | 1. All references in this Quarterly Report to “Guerrilla RF” refer to Guerrilla RF Operating Corporation, our direct, wholly-owned subsidiary. Unless otherwise stated or the context otherwise indicates, references to the “Company”, “we”, “our”, “us” or similar terms refer to Guerrilla RF, Inc. (formerly known as Laffin Acquisition Corp.) together with its wholly-owned subsidiary, Guerrilla RF. Guerrilla RF holds all material assets and conducts all business activities and operations of the Company. Accordingly, there are frequent references to Guerrilla RF throughout this Quarterly Report. Guerrilla RF, Inc. was incorporated in the State of Delaware on November 9, 2020. October 22, 2021, October 20, 2021 October 22, 2021 Prior to the Merger, Laffin Acquisition Corp. was a “shell” company registered under the Securities Exchange Act of 1934, no Guerrilla RF designs high‐performance Monolithic Microwave Integrated Circuits (MMICs) for the wireless infrastructure market. Guerrilla RF primarily focuses on researching and developing its existing and future products and building an infrastructure to handle a global distribution network; therefore, it has incurred significant start‐up losses. The Merger was accounted for as a “reverse acquisition” since, immediately following the consummation of the Merger, Guerrilla RF effectively controlled the Company. For accounting purposes, Guerrilla RF was deemed the accounting acquirer in the Merger. Consequently, the Merger is treated as a recapitalization of Guerrilla RF (i.e., a capital transaction involving the issuance of shares by the Company for the shares of Guerrilla RF). Accordingly, the assets, liabilities, and results of operations of Guerrilla RF became the historical consolidated financial statements of the Company, and the Company’s assets, liabilities, and results of operations were consolidated with Guerrilla RF beginning at the Closing Date. No Liquidity and Going Concern In accordance with Financial Accounting Standards (“FASB”) Accounting Standards Update (“ASU”) No. 2014 15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (Subtopic 205 40 one The Company has incurred recurring losses, and negative cash flows from operations in nearly every fiscal period since its inception, including a net loss of $3.7 million for the three September 30, 2022 . In addition, as of September 30, 2022, f $23.3 million . The Company expects losses and negative cash flows to continue, primarily as a result of continued investment in research and development, capital additions supporting our planned business expansion and growth, and sales and marketing efforts. The Company had a cash balance of $2.1 million at September 30, 2022. June 2022, 5 September 30, 2022, August 2022, 5 September 30, 2022, The Company is actively pursuing additional financing to support its current and future liquidity needs, including an equity capital raise of up to $10 two December 2022. not $3.0 no $3.0 December 2022, not may Risks and Uncertainties The Company is subject to several risks associated with companies at a similar stage, including dependence on key individuals, competition from similar products and larger companies, volatility of the industry, ability to obtain adequate financing to support growth, the ability to attract and retain additional qualified personnel to manage the anticipated growth of the Company, and general economic conditions. In December 2019, 19” March 2020, 19 19 first 19 first 2020. 19 19 As the impact of COVID- 19 may |
Note 2 - Basis of Presentation
Note 2 - Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Basis of Presentation and Significant Accounting Policies [Text Block] | 2. Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the rules and regulations for reporting the Quarterly Report on Form 10 10 not The condensed consolidated balance sheet at December 31, 2021 not 10 December 31, 2021 ( "2021 10 2021 10 April 1, 2022. September 30, 2022 nine September 30, 2022 2021. three nine September 30, 2022 not Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2 1933, 2012 may not not not 404 not Further, Section 102 1 not not not may Use of Estimates The preparation of our condensed consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and related disclosures. Additionally, the business and economic uncertainty resulting from the COVID- 19 Segment Information Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision-maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business in one Concentrations of Credit Risk and Major Customers Financial instruments at September 30, 2022 2021 The Company’s cash is deposited with major financial institutions in the U.S. At times, deposits in financial institutions located in the U.S. may not The Company’s accounts receivable are derived from revenue earned from customers located in and outside of the U.S. Major customers are defined as those generating revenue in excess of 10% one accounti ng for 81% o f product shipment revenue for the nine September 30, 2022 2021. 84 % and 94% of accounts receivable at September 30, 2022 2 021, Accounts Receivable Accounts receivable primarily relate to amounts due from customers, which are typically due within 30 45 one not The Company had a factoring agreement that provided advance payments on up to 85% of invoices issued to RFPD, its largest distributor, with receivables less than 90 days outstanding secured by the remaining 15%. As of September 30, 2 022 December 31, 2021, $0 of factored invoices. The Company terminated this factoring agreement in conjunction with entering into the Spectrum Loan Facility discussed in Note 5. On June 1, 2022, loan facility with Spectrum. The Spectrum Loan Facility provides for advance payments up to $3 million, calculated, in part, based on the value of eligible accounts receivable assigned to Spectrum as security for advances under the Spectrum Loan Facility . As of September 30, 2022, $0 .3 invoices were assigned as security to Spectrum. At September 30, 2022, $0 .3 d ue f ee Note 5 Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. The Company depreciates computer hardware, software, production and computer equipment, and lab equipment using the straight-line method over their estimated useful lives, ranging from three five seven Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not The Company evaluated its long-lived assets for impairment in the three September 30, 2022 4 Deferred Offering Costs The Company has not nd other third 1 December 31, 2021. September 30, 2022, Revenue Recognition The Company recognizes product revenue when it satisfies a performance obligation by transferring a product or service to its customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products and services. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. Shipping and handling fees charged to customers are reported within revenue. The Company does not not not not not Direct Product Costs The Company’s direct product costs consist primarily of salaries and related expenses, overhead, third Share-Based Compensation The Company measures and recognizes compensation expense for all stock options, shares of stock, an d restricted stock units ("RSU") awarded a The Company applies ASU 2018 7, Compensation – Stock Compensation (Topic 718 , which simplifies the accounting for share-based payments granted to nonemployees for goods and services. Share-based awards issued to nonemployees are no Estimating the fair market value of options requires the input of subjective assumptions, including the estimated fair value of the Company’s common stock, the expected life of the options, stock price volatility, the risk-free interest rate, and expected dividends. Therefore, the assumptions used in the Company’s Black-Scholes option-pricing model represent management’s best estimates and involve many variables, uncertainties, assumptions, and the application of management’s judgment, as they are inherently subjective. Research and Development Costs Research and development costs are expensed as incurred and consist primarily of personnel-related engineering and technical staff wages and benefits, prototype costs, and other direct expenses. Advertising Costs All advertising costs are expensed as incurred and included in sales and marketing expenses. Advertising expenses for the nine September 30, 2022, 2021 were $36,302 and $15,107, res pectively. Inventories Inventories are valued at the lower of cost and net realizable value. Cost is determined by the first‐in, first‐out (FIFO) method. Income Taxes Income taxes are accounted for under the asset and liability method as required by FASB ASC Topic 740, Income Taxes 740” 740, not not FASB ASC Subtopic 740 10, Accounting for Uncertainty of Income Taxes 740 10” may not 50% 740 10, . See further information about the Company's income taxes in Note 9. Net Income (Loss) Per Share Basic net loss per share of common stock is computed by dividing net loss by the basic shares, i.e., the weighted average number of shares of common stock outstanding during each period. Diluted net income per share of common stock includes the effect of the potential exercise or conversion of securities, such as options and warrants, which results in the issuance of incremental common stock. F 1, ediately prior to the closing of the Merger was retrospectively converted into approximately 2.95 shares of the Company's common stock. In computing basic and diluted net loss and income per share, the weighted average number of shares is the same for both calculations because a net loss existed f or the nine September 30, 2022 2021. 33,260,160 and 6,761,771 basic shares for the nine September 30, 2022 2021, 33,316,416 and 6,794,216 basic shares for the three September 30, 2022, 2021, s such, all preferred stock, warrants, and options were excluded from the calculation of basic shares and net loss per share for the nine September 30, 2022 2021. The following potentially dilutive securities have been excluded from the computation of basic shares for th e three nine September 30, 2022 2021, ey would be anti-dilutive : 2022 2021 Convertible preferred stock - 4,852,414 Convertible preferred stock warrants - 116,732 Common stock warrants 331,580 - Stock options 3,607,318 1,260,000 3,938,898 6,229,146 Recent Accounting Pronouncements In February 2016, 842, Leases 12 June 2020, 2020 05, 842 January 1, 2022. 842 March 31, 2022. Note 8 842. In June 2016, 2016 13, Financial Instruments - Credit Losses December 15, 2022, not not In August 2020, No. 2020 06, Debt - Debt with Conversion and Other Options 470 20 and Derivatives and Hedging - Contracts in Entity s Own Equity 815 40 Accounting for Convertible Instruments and Contracts in an Entity s Own Equity December 15, 2021, no December 15, 2020, s. The Company adopted this accounting guidance in the fiscal quarter ending March 31, 2022, not consolidated financial statements. Effective January 1, 2022, No. 2019 12, Income Taxes 740 Simplifying the Accounting for Income Taxes 2019 12 2019 12 2019 12 2022 2019 12 not In September 2022, No. 2022 04, Liabilities - Supplier Finance Programs 405 50 Disclosure of Supplier Finance Program Obligations December 15, 2022, December 15, 2023. The Company has reviewed all other recently issued accounting pronouncements and concluded they were either not not |
Note 3 - Inventories
Note 3 - Inventories | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 3. Inventories are summarized as follows: September 30, 2022 (unaudited) December 31, 2021 Raw materials $ 750,575 $ 629,090 Work-in-process 32,204 339,746 Finished goods 969,299 482,972 Inventory allowance - (12,794 ) Inventory, net $ 1,752,078 $ 1,439,014 |
Note 4 - Property and Equipment
Note 4 - Property and Equipment | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | 4. Property and equipment is summarized as follows: September 30, 2022 (unaudited) December 31, 2021 Production assets $ 1,851,998 $ 1,616,308 Computer equipment and software 754,509 647,852 Lab equipment 3,849,122 103,427 Office furniture and fixtures 1,042,674 51,354 Leasehold improvements 123,109 123,109 Construction work in progress 3,001,776 63,750 10,623,188 2,605,800 Less accumulated depreciation (2,479,124 ) (1,578,488 ) $ 8,144,064 $ 1,027,312 The Company rec orded depreciation and amortization expense o f $0.9 million and $0.3 million for the nine months ended September 30, 2022, 2021 , respectively. Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the asset’s carrying amount may not 360 10, Property, Plant, and Equipment 360 10 not In the third 2022, not 3 820, Fair Value Measurement At September 30, 2022, not 1, |
Note 5 - Debt
Note 5 - Debt | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 5. Factoring Arrangement The Company previously had an accounts receivable factoring arrangement with a financial institution (the “Factor”). Under the terms of the agreement, the Company, from time to time, sold to the Factor certain of its accounts receivable balances on a recourse basis for credit approved accounts. The Factor remitted 85% of the domestic accounts receivable balance to the Company (the “Advance Amount”), with the remaining balance, less fees to be paid to the Company once the Factor collected the entire accounts receivable balance from the customer. The factoring fee was 0.98 first 30 0.0327 % As stated previously, the Company factored the accounts receivable on a recourse basis. Therefore, if the Factor could not Accordingly, the Company recorded the liability of having to refund the Advance Amount as short-term debt when the factoring arrangement was utilized. June 1, 2022. As of September 30, 2022 The cost of factoring was as follows for the periods indicated : Year-to-Date September 30, 2022 Year-to-Date September 30, 2021 Three Months Ended September 30, 2021 Factoring Fees $ - $ 75,661 $ 24,050 Spectrum Loan Facility As mentioned in Note 2, June 1, 2022 ( Pursuant to the terms of the General Credit and Security Agreement (the "Credit Agreement"), the Company may $500,000; 1/48 th Under the terms of the AR Agreement, Spectrum has agreed to advance funds equal to approximately 85% of eligible accounts receivable that are collected by Spectrum under a “lock box” arrangement. The maximum amount that may The scheduled term of the Spectrum Loan Facility is 24 60 The Company’s obligations under the Spectrum Loan Facility are secured by first third In addition to annual facility fees of $30,000 and other quarterly and transaction fees payable to Spectrum, interest accrues on amounts owed under the Spectrum Loan Facility at the prime rate as quoted by the Wall Street Journal plus 3.5%, but in no The Spectrum Loan Facility contains various covenants and restrictions on the Company's financial and business operations including restrictions on the purchase or redemption of any Company shares and the declaration or payment of any dividends on the Company's stock. The foregoing summary of the terms of the Spectrum Loan Facility does not 8 June 6, 2022. The Company has borrowed $0.2 million under the Spectrum Loan Facility as of September 30, 2022 . The Company includes the interest expense of the Spectrum Loan Facility ($20 thousand) as part of its interest expense on its unaudited interim condensed consolidated statements of operations, and the total amount of $0.2 million borro wed under the Spectrum Loan Facility is included as short-term debt on the unaudited interim condensed consolidated balance sheet as of September 30, 2022. Salem Loan Facility On August 11, 2022 The Salem Loan Facility provided for an initial advance of $5.0 million, and additional advances over the next twelve five second August 2027 . Should the Company repay the Salem loan during the first three five may 1, 2, 3. On August 11, 2022, The foregoing description of the Salem Loan Facility does not 8 August 17, 2022. The Company has borrowed $5.0 million under the Salem Loan Facility as of September 30, 2022. September 30, 2022, ($92 thousand) as part of its interest expense on its unaudited interim condensed consolidated statements of operations, the total amount of $5.0 million borrowed as undiscounted long-term debt on its unaudited interim condensed consolidated balance sheet ($4.5 million discounted long-term debt), and the 150,000 shares of common stock issued ($0.5 million) within the unaudited interim condensed consolidated statement of stockholders' equity (deficit) . New Headquarters Capital Addition Financing As disclosed in the Company's Quarterly Report on Form 10 March 31, 2022, 2023, April 2022. n labor. The Company was responsible for paying interest-only payments to the financing company related to the furniture procurement order (interest on principal of $496 thousand) placed in April 2022 first August 2022 ( August 2022 August 2022 September 30, 2022, September 30, 2022 As disclosed in the Company's Quarterly Report on Form 10 June 30, 2022, the Company entered into a lease agreement in July 2021 2023 8 audited interim condensed consolidated September 2022; not first 2023. August 2022, he Company reached an agreement 10.7, 10.8, 10.9, 10.10 10 Company anticipates the total cost of the new building asset additions will be approximately $7.5 million, with the Company being responsible for the balance in excess of the landlord's $3.5 million allowance (the "excess construction costs") plus As part of the aforementioned August 2022 August 2022 2% 18% $1.3 first not no December 15, 2022 December 31, 2022 Loans Payable EIDL In response to COVID- 19, March 2020. 19 not not six $150,000. June 24, 2020, As part of the EIDL program, the Company agreed to the SBA collateral conditions and agreed to pay annual interest of 3.75% ing principal balance. Monthly installment payments were to commence at the end of the anticipated deferral allowance period in December 2022 30 2050 August 11, 2022, Loans Payable - PPP On April 30, 2020, 24 December 31, 2020, February 17, 2021, On February 19, 2021, second “2021 2021 August 18, 2021, 2021 Debt Maturity Outstanding debt (as discounted) as of September 30, 2022 2022 $ 217,998 2023 - 2024 - 2025 - 2026 - Thereafter 4,541,892 $ 4,759,890 |
Note 6 - Common Stock and Prefe
Note 6 - Common Stock and Preferred Stock | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 6. COMMON STOCK AND PREFERRED STOCK Common Stock Each share of common stock entitles the holder to one vote on each matter submitted to a vote of the Company’s stockholders. Subject to preferences that may may September 30, 2022. Common Stock Warrants In October November 2021, October November 2026, 1 Preferred Stock The Company’s board of directors is authorized, subject to limitations prescribed by Delaware law, to issue preferred stock in one |
Note 7 - Share-based Compensati
Note 7 - Share-based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | 7. In 2014, “2014 2014 2014 No may 2014 In 2021, “2021 not 2014 2021 2021 2021 January 1 2031 December 31, may The general purpose of the 2014 2021 Stock Performance Awards On January 1, 2022 , 2021. Stock Option Awards The Company measures the fair value of each option award on the date of grant using the Black‐Scholes option-pricing model, w three September 30, 2022 ● The expected term of employee options is determined using the “simplified” method, as prescribed in the SEC’s Staff Accounting Bulletin (SAB) No. 107, ● The expected volatility is based on the historical volatility of the publicly traded common stock of a peer group of companies. ● The risk-free interest rate is based on the interest rate payable on U.S. Treasury securities in effect at the time of grant for a period that is commensurate with the assumed expected term. ● The expected dividend yield is zero because the Company has not not For the three nine September 30, 2022 2021 e time of grant using the Black-Scholes option-pricing model using Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Expected term (in years) 6.25 6.25 6.25 6.25 Expected volatility 50 % 67 % 50 % 67 % Risk-free rate 3.79 % 0.11 % 3.79 % 0.11 % Dividend rate — — — — The weighted average grant date fair value of stock option awards granted was $1.40 and $3.23 d uring three September 30, 2022, 2021 The value of stock options is recognized as compensation expense by the straight-line method over the vesting period. Unrecognized compensation costs related to non‐vested options at September 30, 2022 , and 2021 amounted t o $538,812 and $74,731 , respectively, which are expected to be recognized over an average of three Stock option activity by share is summarized as follows for the three nine September 30, 2022 Number of Shares Weighted-Average Exercise Price Per Option Weighted- Average Remaining Contractual Life (in years) Shares underlying outstanding awards at December 31, 2021 3,180,882 $ 0.38 5.30 Granted 130,000 2.00 Exercised (12,702 ) 0.41 Shares underlying outstanding awards at March 31, 2022 3,298,180 0.44 5.47 Granted 248,500 2.00 Exercised - - Shares underlying outstanding awards at June 30, 2022 3,546,680 0.55 5.49 Granted 93,500 2.66 Exercised - - Forfeited (32,862 ) - Shares underlying outstanding awards at September 30, 2022 3,607,318 $ 0.53 5.09 Exercisable options at September 30, 2022 2,806,565 $ 0.35 4.46 Each outstanding unexercised stock option at the closing date of the Merger ( October 22, 2021) 2014 In April 2022 , the compensation committee of the board of directors granted stock options to new employees of the Company to purchase an aggregate of 248,500 shares of the Company's common stock at an exercise price of $2.00 per share. These option awards vest equally over four In September 2022 , the compensation committee of the board of directors granted stock options to new employees of the Company to purchase an aggregate of 93,500 shares of the Company's common stock at multiple exercise prices between $2.00 and $4.15 per share. These option awards vest equally over four No o ptions were exercised during the three September 30, 2022 . The aggregate intrinsic value of outstanding options exercisable as of September 30, 2022, s $3.7 million . As of September 30, 2022, f $0.5 million w ill be recognized over a remaining weighted-average requisite service period of 2 .3 . Restricted Stock Unit ("RSU") Awards In the nine September 30, 2022, the compensation committee of the board of directors granted 493,800 RSUs (net of cancellations/forfeitures) to various employees and non-employees s (150,000, net of cancellations/forfeitures) v 100% June 2, 2023, yees (343,800, net of cancellations/forfeitures) vest three not September 30, 2022 $0.7 million. The employee stock option and RSU grants during the nine September 30, 2022 2021 not 2021. The following table summarizes the RSU activity and weighted averages. The following table summarizes share-based awards granted under the terms of the 2021 2022 Number of RSUs Weighted Average Grant Date Fair Value Outstanding at December 31, 2021 - $ - Granted 175,000 2.00 Vested - - Forfeited - - Outstanding at March 31, 2022 175,000 2.00 Granted 323,100 2.00 Vested - - Forfeited - - Outstanding at June 30, 2022 498,100 2.00 Granted 25,000 2.14 Vested - - Cancelled/Forfeited 29,300 2.00 Outstanding at September 30, 2022 493,800 $ 2.01 Three Months Ended 9/30/2022 Three Months Ended 9/30/2021 Granted Weighted Average Grant Price Granted Weighted Average Grant Price Stock options 93,500 $ 1.40 21,300 $ 3.23 Forfeited stock options (32,862 ) $ 1.13 - - RSUs 25,000 $ 2.14 - - Cancelled/Forfeited RSUs (29,300 ) $ 2.00 - - Nine Months Ended 9/30/2022 Nine Months Ended 9/30/2021 Granted Weighted Average Grant Price Granted Weighted Average Grant Price Stock options 472,000 $ 1.30 28,000 $ 2.86 Forfeited stock options (32,862 ) $ 1.13 - - RSUs 523,100 $ 2.01 - - Cancelled/Forfeited RSUs (29,300 ) $ 2.00 - - Common stock 75,000 $ 2.00 - - Pursuant to awards made under the 2014 2021 nine September 30, 2022 2021 : (in thousands) 2022 2021 Cost of revenues $ 8.6 $ - Research and development 98.6 - Sales and marketing 60.1 - Administration 200.0 15.2 $ 367.3 $ 15.2 No income tax benefits have been recognized in the unaudited interim condensed consolidated statements of operations for stock-based compensation arrangements, and no stock-based compensation costs have been capitalized as property and equipment through September 30, 2022. |
Note 8 - Commitments and Contin
Note 8 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 8. Lease Commitments As of January 1, 2022 842 no no no no January 1, 2022 The Company determines whether an arrangement is an operating lease or financing lease at inception. Lease assets and obligations are recognized at the lease commencement date based on the present value of lease payments over the term of the lease. The Company generally uses its incremental borrowing rate, which is based on information available at the lease commencement date, to determine the present value of lease payments. The Company has entered into leases primarily for real estate and equipment used in research and development. Operating lease expense is recognized in continuing operations by amortizing the amount recorded as an asset on a straight-line basis over the lease term. Financing lease expense is comprised of both interest expense, which will be recognized using the effective interest method, and amortization of the right-of-use assets. These expenses are presented consistently with other interest expense and amortization or depreciation of similar assets. In determining lease asset values, the Company considers fixed and variable payment terms, prepayments, incentives, and options to extend, terminate or purchase. Renewal, termination, or purchase options affect the lease term used for determining lease asset value only if the option is reasonably certain to be exercised. Balance sheet information related to right-of-use assets and liabilities is as follows: Balance Sheet Location September 30, 2022 Operating Leases: Operating lease right-of-use assets Operating lease right-of-use assets $ 218,340 Current portion of operating lease liabilities Operating lease, current portion 121,584 Noncurrent portion of operating lease liabilities Operating lease 98,460 Total operating lease liabilities $ 220,044 Finance Leases: Finance lease right-of-use assets Property, plant, and equipment $ 4,600,405 Current portion of finance lease liabilities Finance lease, current portion 1,103,105 Noncurrent portion of finance lease liabilities Finance lease 3,332,488 Total finance lease liabilities $ 4,435,593 Lease cost recognized in the unaudited interim condensed consolidated financial statements is summarized as follows: For the Nine Months Ended September 30, 2022 For the Nine Months Ended September 30, 2021 (1) Operating lease cost $ 99,772 $ 98,068 Finance lease cost: Amortization of lease assets 615,102 56,069 Interest on lease liabilities 163,107 13,613 Total finance lease costs $ 778,209 $ 69,682 ( 1 840. Other supplemental information related to leases is summarized as follows: September 30, 2022 Weighted average remaining lease term (in years): Operating leases 1.75 Finance leases 4.26 Weighted average discount rate: Operating leases 7.00 % Finance leases 6.98 % Cash paid for amounts included in the measurement of lease liabilities for the nine months ended September 30, 2022: Operating cash flows from operating leases $ 98,068 Operating cash flows from finance leases $ 163,107 Financing cash flows from finance leases $ 737,338 The following table summarizes our future minimum payments under contractual obligations for operating and financing liabilities as of September 30, 2022 Payments Due by Period 2022 (1) 2023 2024 2025 2026 Thereafter Total Finance leases $ 343,287 $ 1,356,013 $ 1,331,709 $ 1,009,002 $ 915,244 $ 116,772 $ 5,072,027 Less interest 72,844 246,705 172,034 101,337 41,052 2462 636,434 Finance lease liabilities $ 270,443 $ 1,109,308 $ 1,159,675 $ 907,665 $ 874,192 $ 114,310 $ 4,435,593 Operating leases $ 33,122 $ 133,814 $ 67,570 $ - $ - $ - $ 234,506 Less present value adjustment 3,679 9,425 1,358 - - - 14,462 Operating lease liabilities $ 29,443 $ 124,389 $ 66,212 $ - $ - $ - $ 220,044 ( 1 three December 31, 2022. The Company leases its office facilities in Greensboro, North Carolina under a lease agreement, which expires in June 2024. In July 2021, ten 10 first 2023. surance and maintenance expenses, which are not not he Company anticipates approximately $4.0 million of excess construction costs for which it will be responsible (as discussed in Note 5 Legal In the ordinary course of business, the Company may not September 30, 2022 December 31, 2021 Indemnification Agreements From time to time, in the ordinary course of business, the Company may may third may not not September 30, 2022 December 31, 2021 Employment Agreement The Company has entered into an employment agreement with one January 1, 2020. may twelve |
Note 9 - Income Taxes
Note 9 - Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 9. The Company did not three September 30, 2022 2021. Income tax expense during interim periods is based on applying an estimated annual effective income tax rate to year-to-date income, plus any significant unusual or infrequently occurring items recorded in the interim period. The provision for income taxes for the three nine September 30, 2022 2021 The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment including, but not may In assessing the need for a valuation allowance, management must determine that there will be sufficient taxable income to realize deferred tax assets. Based upon the historical and anticipated future losses, management has determined that the deferred tax assets do not not September 30, 2022, December 31, 2021. On August 9, 2022, 25% December 31, 2022, 2023. August 16, 2022, 15% 1% January 1, 2023. not two Potential 382 As disclosed in our Annual Report on Form 10 December 31, 2021, may may 382 may 382 three 50 If the Company has experienced an ownership change, utilization of the NOL or R&D credit carryforwards would be subject to an annual limitation, which is determined by first 382 Any such limitation may In the third 2022, one 382. not 2014. may 382 third 2022, no 740. September 30, 2022. At December 31, 2021, GUERRILLA RF, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) |
Note 10 - Related Party Transac
Note 10 - Related Party Transactions | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 10. We have not September 30, 2022. January 1, 2019 December 31, 2021 10 December 31, 2021. We describe below transactions since January 1, 2019, not 2019 In March 2019, “2019 “2019 2019 2019 2019 2019 Principal Number of Shares of Common Stock Issued Upon Mandatory Name of Stockholder Amount Conversion AMB Investments, LLC $ 575,000 338,235 Jeanne Pratt $ 250,000 147,059 Samuel W. Funchess $ 100,000 58,824 William H. Pratt $ 50,000 29,412 AMB Notes Guerrilla RF previously issued several promissory notes (the “AMB Notes”) to AMB Investments LLC (“AMB Investments”), which holds more than 5% of our outstanding capital stock. Certain of the AMB Notes were originally issued to Al Bodford, and each AMB Note originally issued to Al Bodford was assigned by him to AMB Investments in September 2021. March 27, 2017 March 12, 2018 March 31, 2019 2019 April 15, 2020 April 2, 2019 October 15, 2021 ( 2019 Thompson Note In July 2020, 2021 Between July 15, 2021 October 1, 2021, ten The following table sets forth the principal amount of the Convertible Notes, and the number of shares of our common stock into which they were converted upon the closing of the Merger, sold to our directors, executive officers or holders of more than 5% of Guerrilla RF’s pre-Merger capital stock, or an affiliate or immediate family member thereof. Name of Stockholder Principal Amount Number of Shares of Common Stock issued upon Mandatory Conversion William J. Pratt $ 100,000 50,000 Jeanne Pratt $ 100,000 50,000 William H. Pratt $ 100,000 50,000 2021 In August 2021, “2021 2021 November 30, 2021 2021 2021 Name of Stockholder Principal Amount AMB Investments LLC $ 233,333 David Reich $ 50,000 Jason Bodford $ 16,666 Participation in the Offering Certain privately held Guerrilla RF, Inc.'s existing investors, including investors affiliated with certain of our directors and officers, purchased an aggregate of 1,294,000 shares of our common stock in the private placement offering associated with the Merger, for an aggregate gross purchase price of $2,588,000. Such purchases were made on the same terms as the shares that were sold to other investors in the private placement offering and not Policies and Procedures for Related Party Transactions The Audit Committee of our Board of Directors adopted a charter in the fourth 2021, |
Note 11 - Employee Benefit Plan
Note 11 - Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Retirement Benefits [Text Block] | 11. The Company has a 401 may 401 may four ma de $93,728 and $58,780 of contributi three September 30, 2022 2021, |
Note 12 - Subsequent Events
Note 12 - Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 12. Management has evaluated subsequent events occurring after September 30, 2022, November 10 , 2022 no |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the rules and regulations for reporting the Quarterly Report on Form 10 10 not The condensed consolidated balance sheet at December 31, 2021 not 10 December 31, 2021 ( "2021 10 2021 10 April 1, 2022. September 30, 2022 nine September 30, 2022 2021. three nine September 30, 2022 not |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of our condensed consolidated financial statements requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and related disclosures. Additionally, the business and economic uncertainty resulting from the COVID- 19 |
Segment Reporting, Policy [Policy Text Block] | Segment Information Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision-maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business in one |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Credit Risk and Major Customers Financial instruments at September 30, 2022 2021 The Company’s cash is deposited with major financial institutions in the U.S. At times, deposits in financial institutions located in the U.S. may not The Company’s accounts receivable are derived from revenue earned from customers located in and outside of the U.S. Major customers are defined as those generating revenue in excess of 10% one accounti ng for 81% o f product shipment revenue for the nine September 30, 2022 2021. 84 % and 94% of accounts receivable at September 30, 2022 2 021, |
Accounts Receivable [Policy Text Block] | Accounts Receivable Accounts receivable primarily relate to amounts due from customers, which are typically due within 30 45 one not The Company had a factoring agreement that provided advance payments on up to 85% of invoices issued to RFPD, its largest distributor, with receivables less than 90 days outstanding secured by the remaining 15%. As of September 30, 2 022 December 31, 2021, $0 of factored invoices. The Company terminated this factoring agreement in conjunction with entering into the Spectrum Loan Facility discussed in Note 5. On June 1, 2022, loan facility with Spectrum. The Spectrum Loan Facility provides for advance payments up to $3 million, calculated, in part, based on the value of eligible accounts receivable assigned to Spectrum as security for advances under the Spectrum Loan Facility . As of September 30, 2022, $0 .3 invoices were assigned as security to Spectrum. At September 30, 2022, $0 .3 d ue f ee Note 5 |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. The Company depreciates computer hardware, software, production and computer equipment, and lab equipment using the straight-line method over their estimated useful lives, ranging from three five seven |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate the carrying amount of an asset may not The Company evaluated its long-lived assets for impairment in the three September 30, 2022 4 |
Deferred Charges, Policy [Policy Text Block] | Deferred Offering Costs The Company has not nd other third 1 December 31, 2021. September 30, 2022, |
Revenue [Policy Text Block] | Revenue Recognition The Company recognizes product revenue when it satisfies a performance obligation by transferring a product or service to its customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products and services. Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue. Shipping and handling fees charged to customers are reported within revenue. The Company does not not not not not |
Cost of Goods and Service [Policy Text Block] | Direct Product Costs The Company’s direct product costs consist primarily of salaries and related expenses, overhead, third |
Share-Based Payment Arrangement [Policy Text Block] | Share-Based Compensation The Company measures and recognizes compensation expense for all stock options, shares of stock, an d restricted stock units ("RSU") awarded a The Company applies ASU 2018 7, Compensation – Stock Compensation (Topic 718 , which simplifies the accounting for share-based payments granted to nonemployees for goods and services. Share-based awards issued to nonemployees are no Estimating the fair market value of options requires the input of subjective assumptions, including the estimated fair value of the Company’s common stock, the expected life of the options, stock price volatility, the risk-free interest rate, and expected dividends. Therefore, the assumptions used in the Company’s Black-Scholes option-pricing model represent management’s best estimates and involve many variables, uncertainties, assumptions, and the application of management’s judgment, as they are inherently subjective. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Costs Research and development costs are expensed as incurred and consist primarily of personnel-related engineering and technical staff wages and benefits, prototype costs, and other direct expenses. |
Advertising Cost [Policy Text Block] | Advertising Costs All advertising costs are expensed as incurred and included in sales and marketing expenses. Advertising expenses for the nine September 30, 2022, 2021 were $36,302 and $15,107, res pectively. |
Inventory, Policy [Policy Text Block] | Inventories Inventories are valued at the lower of cost and net realizable value. Cost is determined by the first‐in, first‐out (FIFO) method. |
Income Tax, Policy [Policy Text Block] | Income Taxes Income taxes are accounted for under the asset and liability method as required by FASB ASC Topic 740, Income Taxes 740” 740, not not FASB ASC Subtopic 740 10, Accounting for Uncertainty of Income Taxes 740 10” may not 50% 740 10, . See further information about the Company's income taxes in Note 9. |
Earnings Per Share, Policy [Policy Text Block] | Net Income (Loss) Per Share Basic net loss per share of common stock is computed by dividing net loss by the basic shares, i.e., the weighted average number of shares of common stock outstanding during each period. Diluted net income per share of common stock includes the effect of the potential exercise or conversion of securities, such as options and warrants, which results in the issuance of incremental common stock. F 1, ediately prior to the closing of the Merger was retrospectively converted into approximately 2.95 shares of the Company's common stock. In computing basic and diluted net loss and income per share, the weighted average number of shares is the same for both calculations because a net loss existed f or the nine September 30, 2022 2021. 33,260,160 and 6,761,771 basic shares for the nine September 30, 2022 2021, 33,316,416 and 6,794,216 basic shares for the three September 30, 2022, 2021, s such, all preferred stock, warrants, and options were excluded from the calculation of basic shares and net loss per share for the nine September 30, 2022 2021. The following potentially dilutive securities have been excluded from the computation of basic shares for th e three nine September 30, 2022 2021, ey would be anti-dilutive : 2022 2021 Convertible preferred stock - 4,852,414 Convertible preferred stock warrants - 116,732 Common stock warrants 331,580 - Stock options 3,607,318 1,260,000 3,938,898 6,229,146 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In February 2016, 842, Leases 12 June 2020, 2020 05, 842 January 1, 2022. 842 March 31, 2022. Note 8 842. In June 2016, 2016 13, Financial Instruments - Credit Losses December 15, 2022, not not In August 2020, No. 2020 06, Debt - Debt with Conversion and Other Options 470 20 and Derivatives and Hedging - Contracts in Entity s Own Equity 815 40 Accounting for Convertible Instruments and Contracts in an Entity s Own Equity December 15, 2021, no December 15, 2020, s. The Company adopted this accounting guidance in the fiscal quarter ending March 31, 2022, not consolidated financial statements. Effective January 1, 2022, No. 2019 12, Income Taxes 740 Simplifying the Accounting for Income Taxes 2019 12 2019 12 2019 12 2022 2019 12 not In September 2022, No. 2022 04, Liabilities - Supplier Finance Programs 405 50 Disclosure of Supplier Finance Program Obligations December 15, 2022, December 15, 2023. The Company has reviewed all other recently issued accounting pronouncements and concluded they were either not not |
Note 2 - Basis of Presentatio_2
Note 2 - Basis of Presentation and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | 2022 2021 Convertible preferred stock - 4,852,414 Convertible preferred stock warrants - 116,732 Common stock warrants 331,580 - Stock options 3,607,318 1,260,000 3,938,898 6,229,146 |
Note 3 - Inventories (Tables)
Note 3 - Inventories (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | September 30, 2022 (unaudited) December 31, 2021 Raw materials $ 750,575 $ 629,090 Work-in-process 32,204 339,746 Finished goods 969,299 482,972 Inventory allowance - (12,794 ) Inventory, net $ 1,752,078 $ 1,439,014 |
Note 4 - Property and Equipme_2
Note 4 - Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | September 30, 2022 (unaudited) December 31, 2021 Production assets $ 1,851,998 $ 1,616,308 Computer equipment and software 754,509 647,852 Lab equipment 3,849,122 103,427 Office furniture and fixtures 1,042,674 51,354 Leasehold improvements 123,109 123,109 Construction work in progress 3,001,776 63,750 10,623,188 2,605,800 Less accumulated depreciation (2,479,124 ) (1,578,488 ) $ 8,144,064 $ 1,027,312 |
Note 5 - Debt (Tables)
Note 5 - Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Cost of Factoring [Table Text Block] | Year-to-Date September 30, 2022 Year-to-Date September 30, 2021 Three Months Ended September 30, 2021 Factoring Fees $ - $ 75,661 $ 24,050 |
Schedule of Maturities of Long-Term Debt [Table Text Block] | 2022 $ 217,998 2023 - 2024 - 2025 - 2026 - Thereafter 4,541,892 $ 4,759,890 |
Note 7 - Share-based Compensa_2
Note 7 - Share-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Expected term (in years) 6.25 6.25 6.25 6.25 Expected volatility 50 % 67 % 50 % 67 % Risk-free rate 3.79 % 0.11 % 3.79 % 0.11 % Dividend rate — — — — |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Number of Shares Weighted-Average Exercise Price Per Option Weighted- Average Remaining Contractual Life (in years) Shares underlying outstanding awards at December 31, 2021 3,180,882 $ 0.38 5.30 Granted 130,000 2.00 Exercised (12,702 ) 0.41 Shares underlying outstanding awards at March 31, 2022 3,298,180 0.44 5.47 Granted 248,500 2.00 Exercised - - Shares underlying outstanding awards at June 30, 2022 3,546,680 0.55 5.49 Granted 93,500 2.66 Exercised - - Forfeited (32,862 ) - Shares underlying outstanding awards at September 30, 2022 3,607,318 $ 0.53 5.09 Exercisable options at September 30, 2022 2,806,565 $ 0.35 4.46 |
Nonvested Restricted Stock Shares Activity [Table Text Block] | 2022 Number of RSUs Weighted Average Grant Date Fair Value Outstanding at December 31, 2021 - $ - Granted 175,000 2.00 Vested - - Forfeited - - Outstanding at March 31, 2022 175,000 2.00 Granted 323,100 2.00 Vested - - Forfeited - - Outstanding at June 30, 2022 498,100 2.00 Granted 25,000 2.14 Vested - - Cancelled/Forfeited 29,300 2.00 Outstanding at September 30, 2022 493,800 $ 2.01 Three Months Ended 9/30/2022 Three Months Ended 9/30/2021 Granted Weighted Average Grant Price Granted Weighted Average Grant Price Stock options 93,500 $ 1.40 21,300 $ 3.23 Forfeited stock options (32,862 ) $ 1.13 - - RSUs 25,000 $ 2.14 - - Cancelled/Forfeited RSUs (29,300 ) $ 2.00 - - Nine Months Ended 9/30/2022 Nine Months Ended 9/30/2021 Granted Weighted Average Grant Price Granted Weighted Average Grant Price Stock options 472,000 $ 1.30 28,000 $ 2.86 Forfeited stock options (32,862 ) $ 1.13 - - RSUs 523,100 $ 2.01 - - Cancelled/Forfeited RSUs (29,300 ) $ 2.00 - - Common stock 75,000 $ 2.00 - - |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | (in thousands) 2022 2021 Cost of revenues $ 8.6 $ - Research and development 98.6 - Sales and marketing 60.1 - Administration 200.0 15.2 $ 367.3 $ 15.2 |
Note 8 - Commitments and Cont_2
Note 8 - Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Assets and Liabilities, Lessee [Table Text Block] | Balance Sheet Location September 30, 2022 Operating Leases: Operating lease right-of-use assets Operating lease right-of-use assets $ 218,340 Current portion of operating lease liabilities Operating lease, current portion 121,584 Noncurrent portion of operating lease liabilities Operating lease 98,460 Total operating lease liabilities $ 220,044 Finance Leases: Finance lease right-of-use assets Property, plant, and equipment $ 4,600,405 Current portion of finance lease liabilities Finance lease, current portion 1,103,105 Noncurrent portion of finance lease liabilities Finance lease 3,332,488 Total finance lease liabilities $ 4,435,593 |
Lease, Cost [Table Text Block] | For the Nine Months Ended September 30, 2022 For the Nine Months Ended September 30, 2021 (1) Operating lease cost $ 99,772 $ 98,068 Finance lease cost: Amortization of lease assets 615,102 56,069 Interest on lease liabilities 163,107 13,613 Total finance lease costs $ 778,209 $ 69,682 |
Other Supplemental Lease Information [Table Text Block] | September 30, 2022 Weighted average remaining lease term (in years): Operating leases 1.75 Finance leases 4.26 Weighted average discount rate: Operating leases 7.00 % Finance leases 6.98 % Cash paid for amounts included in the measurement of lease liabilities for the nine months ended September 30, 2022: Operating cash flows from operating leases $ 98,068 Operating cash flows from finance leases $ 163,107 Financing cash flows from finance leases $ 737,338 |
Lease, Liability, Fiscal Year Maturity [Table Text Block] | Payments Due by Period 2022 (1) 2023 2024 2025 2026 Thereafter Total Finance leases $ 343,287 $ 1,356,013 $ 1,331,709 $ 1,009,002 $ 915,244 $ 116,772 $ 5,072,027 Less interest 72,844 246,705 172,034 101,337 41,052 2462 636,434 Finance lease liabilities $ 270,443 $ 1,109,308 $ 1,159,675 $ 907,665 $ 874,192 $ 114,310 $ 4,435,593 Operating leases $ 33,122 $ 133,814 $ 67,570 $ - $ - $ - $ 234,506 Less present value adjustment 3,679 9,425 1,358 - - - 14,462 Operating lease liabilities $ 29,443 $ 124,389 $ 66,212 $ - $ - $ - $ 220,044 |
Note 10 - Related Party Trans_2
Note 10 - Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Notes Tables | |
Schedule of Debt Conversions [Table Text Block] | Principal Number of Shares of Common Stock Issued Upon Mandatory Name of Stockholder Amount Conversion AMB Investments, LLC $ 575,000 338,235 Jeanne Pratt $ 250,000 147,059 Samuel W. Funchess $ 100,000 58,824 William H. Pratt $ 50,000 29,412 Name of Stockholder Principal Amount Number of Shares of Common Stock issued upon Mandatory Conversion William J. Pratt $ 100,000 50,000 Jeanne Pratt $ 100,000 50,000 William H. Pratt $ 100,000 50,000 |
Schedule of Debt [Table Text Block] | Name of Stockholder Principal Amount AMB Investments LLC $ 233,333 David Reich $ 50,000 Jason Bodford $ 16,666 |
Note 1 - Organization and Nat_2
Note 1 - Organization and Nature of Business (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Aug. 11, 2022 | Dec. 31, 2021 | |
Net Income (Loss) Attributable to Parent, Total | $ (3,667,878) | $ (2,741,612) | $ (1,866,090) | $ (503,041) | $ (550,770) | $ 130,235 | $ (8,275,580) | $ (923,576) | ||
Retained Earnings (Accumulated Deficit), Total | (23,321,982) | (23,321,982) | $ (15,046,402) | |||||||
Cash | 2,054,888 | 2,054,888 | $ 5,313,985 | |||||||
Salem Loan Facility [Member] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 8,000,000 | 8,000,000 | $ 8,000,000 | |||||||
Long-Term Line of Credit, Total | 5,000,000 | 5,000,000 | $ 5,000,000 | |||||||
Spectrum Loan Facility [Member] | ||||||||||
Long-Term Line of Credit, Total | 200,000 | 200,000 | ||||||||
Spectrum Loan Facility [Member] | Spectrum Commercial Services LLC [Member] | Line of Credit [Member] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 3,000,000 | 3,000,000 | ||||||||
Long-Term Line of Credit, Total | $ 200,000 | $ 200,000 |
Note 2 - Basis of Presentatio_3
Note 2 - Basis of Presentation and Significant Accounting Policies (Details Textual) | 3 Months Ended | 9 Months Ended | |||||
Jun. 01, 2022 USD ($) | Sep. 30, 2022 USD ($) shares | Sep. 30, 2021 shares | Sep. 30, 2022 USD ($) shares | Sep. 30, 2021 USD ($) shares | Dec. 31, 2021 USD ($) | Oct. 22, 2021 | |
Factoring Agreement, Advance Amount, Percentage of Accounts Receivable | 85% | 85% | |||||
Factoring Agreement, Receivables Term Oustanding (Day) | 90 days | ||||||
Factoring Agreement, Percentage of Receivables, Collateral | 15% | 15% | |||||
Transfer of Financial Assets Accounted for as Sales, Fair Value of Derecognized Assets | $ 0 | $ 0 | $ 0 | ||||
Accounts Receivable Secured Debt Facility | $ 3,000,000 | ||||||
Accounts Receivable Secured Debt Facility, Receivables Assigned | 300,000 | 300,000 | |||||
Accounts Receivable Secured Debt Facility, Amount Due | 300,000 | 300,000 | |||||
Deferred Offering Costs | $ 0 | 0 | |||||
Advertising Expense | $ 36,302 | $ 15,107 | |||||
Weighted Average Number of Shares Outstanding, Basic, Total (in shares) | shares | 33,316,416 | 6,794,216 | 33,260,160 | 6,761,771 | |||
Merger Agreement [Member] | |||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares Per Acquiree Share | 2.95 | ||||||
Computer Hardware, Software, Production and Computer Equipment and Lab Equipment [Member] | Minimum [Member] | |||||||
Property, Plant and Equipment, Useful Life (Year) | 3 years | ||||||
Computer Hardware, Software, Production and Computer Equipment and Lab Equipment [Member] | Maximum [Member] | |||||||
Property, Plant and Equipment, Useful Life (Year) | 5 years | ||||||
Furniture and Fixtures [Member] | |||||||
Property, Plant and Equipment, Useful Life (Year) | 7 years | ||||||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | |||||||
Number of Major Customers | 1 | 1 | |||||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | One Customer [Member] | |||||||
Concentration Risk, Percentage | 81% | ||||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | One Customer [Member] | |||||||
Concentration Risk, Percentage | 84% | 94% |
Note 2 - Basis of Presentatio_4
Note 2 - Basis of Presentation and Significant Accounting Policies - Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share (Details) - shares | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 3,938,898 | 6,229,146 |
Convertible Preferred Stock [Member] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 0 | 4,852,414 |
Convertible Preferred Stock Warrants [Member] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 0 | 116,732 |
Common Stock Warrants [Member] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 331,580 | 0 |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive securities excluded from computation of earnings per share, amount (in shares) | 3,607,318 | 1,260,000 |
Note 3 - Inventories - Summary
Note 3 - Inventories - Summary of Inventories (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Raw materials | $ 750,575 | $ 629,090 |
Work-in-process | 32,204 | 339,746 |
Finished goods | 969,299 | 482,972 |
Inventory allowance | 0 | (12,794) |
Inventory, net | $ 1,752,078 | $ 1,439,014 |
Note 4 - Property and Equipme_3
Note 4 - Property and Equipment (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | |
Depreciation, Total | $ 900 | $ 300 | |
Impairment, Long-Lived Asset, Held-for-Use, Total | $ 18 |
Note 4 - Property and Equipme_4
Note 4 - Property and Equipment - Summary of Property and Equipment (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Property and equipment, gross | $ 10,623,188 | $ 2,605,800 |
Less accumulated depreciation | (2,479,124) | (1,578,488) |
Property, Plant and Equipment, Net, Total | 8,144,064 | 1,027,312 |
Production Assets [Member] | ||
Property and equipment, gross | 1,851,998 | 1,616,308 |
Computer Equipment and Software [Member] | ||
Property and equipment, gross | 754,509 | 647,852 |
Lab Equipment [Member] | ||
Property and equipment, gross | 3,849,122 | 103,427 |
Furniture and Fixtures [Member] | ||
Property and equipment, gross | 1,042,674 | 51,354 |
Leasehold Improvements [Member] | ||
Property and equipment, gross | 123,109 | 123,109 |
Construction in Progress [Member] | ||
Property and equipment, gross | $ 3,001,776 | $ 63,750 |
Note 5 - Debt (Details Textual)
Note 5 - Debt (Details Textual) - USD ($) | 1 Months Ended | 2 Months Ended | 4 Months Ended | 9 Months Ended | |||||||||
Aug. 11, 2022 | Jun. 01, 2022 | Feb. 17, 2021 | Sep. 30, 2022 | Aug. 31, 2022 | Apr. 30, 2022 | Sep. 30, 2022 | Aug. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | Feb. 19, 2021 | Jun. 24, 2020 | Apr. 30, 2020 | |
Factoring Agreement, Advance Amount, Percentage of Accounts Receivable | 85% | 85% | 85% | ||||||||||
Factoring Agreement, Factoring Fee, First Thirty Days, Percentage of Invoice Face Value | 0.98% | 0.98% | 0.98% | ||||||||||
Factoring Agreement, Factoring Fee, After Thirty Days, Percentage of Invoice Face Value | 0.0327% | 0.0327% | 0.0327% | ||||||||||
Factoring Agreement, Minimum Invoice Fee | $ 1.50 | $ 1.50 | $ 1.50 | ||||||||||
Short-Term Debt, Total | 0 | 0 | 0 | ||||||||||
Accounts Receivable Secured Debt Facility | $ 3,000,000 | ||||||||||||
Salem Loan Facility [Member] | |||||||||||||
Long-Term Line of Credit, Total | $ 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 8,000,000 | $ 8,000,000 | $ 8,000,000 | $ 8,000,000 | |||||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 3,000,000 | ||||||||||||
Line of Credit Facility, Term (Year) | 5 years | ||||||||||||
Line of Credit Facility, Interest Rate During Period | 13% | ||||||||||||
Line of Credit Facility, Interest Rate During Period, Paid in Cash | 11% | ||||||||||||
Line of Credit Facility, Interest Rate During Period, Paid-in-Kind | 2% | ||||||||||||
Line of Credit Facility, Fee, Percentage | 2% | ||||||||||||
Common Stock, Shares, Issued as Consideration (in shares) | 150,000 | 150,000 | 150,000 | 150,000 | |||||||||
Common Stock, Shares, Issuable as Consideration (in shares) | 150,000 | ||||||||||||
Extinguishment of Debt, Prepaid Premium Year 1, Percentage | 3% | ||||||||||||
Extinguishment of Debt, Prepaid Premium Year 2, Percentage | 2% | ||||||||||||
Extinguishment of Debt, Prepaid Premium Year 3, Percentage | 1% | ||||||||||||
Interest Expense, Debt, Total | $ 92,000 | ||||||||||||
Line of Credit, Net of Discount, Total | $ 4,500,000 | 4,500,000 | $ 4,500,000 | ||||||||||
Common Stock, Value, Issued as Consideration | 500,000 | 500,000 | 500,000 | ||||||||||
Spectrum Loan Facility [Member] | |||||||||||||
Percent, Cost of Eligible Equipment | 75% | ||||||||||||
Monthly Reduction of Maximum Funds Available to Purchase Eligible Equipment, Percentage | 0.021% | ||||||||||||
Percent, Net Amount of Eligible Inventory | 50% | ||||||||||||
Additional Amount Allowed to be Borrowed | $ 350,000 | ||||||||||||
Percent of Purchased Accounts Receivable Outstanding | 50% | ||||||||||||
Percent of Eligible Accounts Receivable | 85% | ||||||||||||
Accounts Receivable Secured Debt Facility | $ 3,000,000 | ||||||||||||
Annual Facility Fees | $ 30,000 | ||||||||||||
Debt Instrument, Base Floor | 7% | ||||||||||||
Long-Term Line of Credit, Total | 200,000 | 200,000 | 200,000 | ||||||||||
Interest Expense, Total | 20,000 | ||||||||||||
Spectrum Loan Facility [Member] | Prime Rate [Member] | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | ||||||||||||
Financing Arrangement Related to Furniture for New Office Facilities [Member] | |||||||||||||
Debt Instrument, Face Amount | $ 1,100,000 | ||||||||||||
Debt Instrument, Periodic Payment, Interest | 4,000 | $ 496,000 | $ 17,000 | ||||||||||
Debt Instrument, Periodic Payment, Principal | 24,000 | 246,000 | |||||||||||
Long-Term Debt, Gross | 775,000 | 775,000 | 775,000 | ||||||||||
Agreement With Landlord for Leasehold Improvements [Member] | |||||||||||||
Lease Improvements, Expected Total Cost | $ 7,500,000 | 7,500,000 | |||||||||||
Lease Improvements, Expected Total Cost, Payable | 3,500,000 | $ 3,500,000 | |||||||||||
Lease Improvements, Payments | $ 1,300,000 | ||||||||||||
Lease Improvements, Construction Deferral Fee, Percent | 2% | 2% | |||||||||||
Lease Improvements, Interest Rate | 18% | 18% | |||||||||||
SBA, Economic Injury Disaster Loan (EIDL) [Member] | |||||||||||||
Debt Instrument, Face Amount | $ 150,000 | ||||||||||||
Long-Term Debt, Gross | 149,900 | 149,900 | 149,900 | ||||||||||
Interest Payable | $ 12,000 | $ 12,000 | $ 12,000 | ||||||||||
Paycheck Protection Program CARES Act [Member] | |||||||||||||
Debt Instrument, Face Amount | $ 535,800 | ||||||||||||
Long-Term Debt, Gross | $ 535,800 | ||||||||||||
Interest Payable | $ 3,611 | ||||||||||||
Debt Instrument, Decrease, Forgiveness | $ 535,800 | ||||||||||||
The 2021 Paycheck Protection Program Cares Act [Member] | |||||||||||||
Debt Instrument, Face Amount | $ 833,300 |
Note 5 - Debt - Cost of Factori
Note 5 - Debt - Cost of Factoring (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Factoring Fees | $ 24,050 | $ 0 | $ 75,661 |
Note 5 - Debt - Long-term Debt
Note 5 - Debt - Long-term Debt Expected to Mature (Details) | Sep. 30, 2022 USD ($) |
2022 | $ 217,998 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
Thereafter | 4,541,892 |
Debt, Long-Term and Short-Term, Combined Amount, Total | $ 4,759,890 |
Note 6 - Common Stock and Pre_2
Note 6 - Common Stock and Preferred Stock (Details Textual) $ / shares in Units, $ in Thousands | 9 Months Ended | ||
Sep. 30, 2022 USD ($) $ / shares | Nov. 30, 2021 shares | Oct. 31, 2021 shares | |
Common Stock, Voting Rights, Vote Per Share | 1 | ||
Dividends, Common Stock, Total | $ | $ 0 | ||
Nonemployees [Member] | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 148,480 | 183,100 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 2 |
Note 7 - Share-based Compensa_3
Note 7 - Share-based Compensation (Details Textual) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Apr. 04, 2022 $ / shares shares | Jan. 01, 2022 $ / shares shares | Oct. 22, 2021 shares | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2022 $ / shares shares | Mar. 31, 2022 $ / shares shares | Sep. 30, 2021 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) $ / shares shares | Dec. 31, 2021 shares | Dec. 31, 2014 shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares) | 1,260,000 | 1,260,000 | 1,260,000 | 568,000 | ||||||||
Share-based Payment Arrangement, Option, Exercise Price Range, Lower Range Limit (in dollars per share) | $ / shares | $ 0.70 | |||||||||||
Share-based Payment Arrangement, Option, Exercise Price Range, Upper Range Limit (in dollars per share) | $ / shares | $ 1.57 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0% | 0% | 0% | 0% | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 1.40 | $ 3.23 | ||||||||||
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ | $ 538,812 | $ 538,812 | $ 74,731 | $ 538,812 | $ 74,731 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance (in shares) | 3,607,318 | 3,607,318 | 3,546,680 | 3,298,180 | 3,607,318 | 3,180,882 | ||||||
Factor of Change in Exercise Price of Options | 2.95 | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 93,500 | 248,500 | 130,000 | |||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 2.66 | $ 2 | $ 2 | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period (in shares) | 0 | 0 | 12,702 | 0 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Intrinsic Value | $ | $ 3,700,000 | $ 3,700,000 | $ 3,700,000 | |||||||||
Share-Based Payment Arrangement, Granted Award, Option, Cost Not yet Recognized, Amount | $ | $ 500,000 | $ 500,000 | $ 500,000 | |||||||||
Share-Based Payment Arrangement, Granted Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 years 3 months 18 days | |||||||||||
Share-Based Payment Arrangement, Expense | $ | $ 367,300 | $ 15,200 | ||||||||||
Share-Based Payment Arrangement, Expense, Tax Benefit | $ | 0 | |||||||||||
Share-Based Payment Arrangement, Amount Capitalized | $ | $ 0 | |||||||||||
Share-Based Payment Arrangement, Employee [Member] | ||||||||||||
Share-based Payment Arrangement, Option, Exercise Price Range, Lower Range Limit (in dollars per share) | $ / shares | $ 2 | |||||||||||
Share-based Payment Arrangement, Option, Exercise Price Range, Upper Range Limit (in dollars per share) | $ / shares | $ 4.15 | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 248,500 | 93,500 | ||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 2 | |||||||||||
Merger Agreement [Member] | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares Per Acquiree Share | 2.95 | |||||||||||
Merger Agreement [Member] | Share-based Payment Arrangement, Option 1 [Member] | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 3,146,366 | |||||||||||
Share-Based Payment Arrangement, Option [Member] | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 1.40 | $ 3.23 | $ 1.30 | $ 2.86 | ||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 3 years | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 93,500 | 21,300 | 472,000 | 28,000 | ||||||||
Share-Based Payment Arrangement, Option [Member] | Share-Based Payment Arrangement, Employee [Member] | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 4 years | 4 years | ||||||||||
Share-Based Payment Arrangement, Option [Member] | Share-Based Payment Arrangement, Employee [Member] | Vesting Each Year [Member] | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 25% | 25% | ||||||||||
Restricted Stock Units (RSUs) [Member] | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 2.14 | $ 0 | $ 2.01 | $ 0 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 25,000 | 323,100 | 175,000 | 0 | 523,100 | 0 | 0 | |||||
Share-Based Payment Arrangement, Expense | $ | $ 700,000 | |||||||||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Employee [Member] | Vest Over Three Equal Annual Installments [Member] | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | |||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 343,800 | |||||||||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 493,800 | |||||||||||
Restricted Stock Units (RSUs) [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | Vest Over One Year [Member] | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 150,000 | |||||||||||
Director [Member] | Performance Shares [Member] | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period (in shares) | 75,000 | |||||||||||
Share Price (in dollars per share) | $ / shares | $ 2 | |||||||||||
The 2021 Plan [Member] | ||||||||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 222,991 | 222,991 | 222,991 | |||||||||
Common Stock, Capital Shares Reserved for Future Issuance, Increase as Percentage of Total Share Outstanding | 5% | 5% | 5% | |||||||||
The 2014 Long Term Stock Incentive Plan [Member] | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance (in shares) | 1,065,067 |
Note 7 - Share-based Compensa_4
Note 7 - Share-based Compensation - Weighted-average Assumptions (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Expected term (in years) (Year) | 6 years 3 months | 6 years 3 months | 6 years 3 months | 6 years 3 months |
Expected volatility | 50% | 67% | 50% | 67% |
Risk-free rate | 3.79% | 0.11% | 3.79% | 0.11% |
Dividend rate | 0% | 0% | 0% | 0% |
Note 7 -Share-based Compensatio
Note 7 -Share-based Compensation - Stock Option Activity (Details) - $ / shares | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 | |
Shares underlying outstanding awards (in shares) | 3,546,680 | 3,298,180 | 3,180,882 | 3,180,882 | |
Shares underlying outstanding awards, weighted average exercise price (in dollars per share) | $ 0.55 | $ 0.44 | $ 0.38 | $ 0.38 | |
Shares underlying outstanding awards, weighted average remaining contractual term (Year) | 5 years 1 month 2 days | 5 years 5 months 26 days | 5 years 5 months 19 days | 5 years 3 months 18 days | |
Granted (in shares) | 93,500 | 248,500 | 130,000 | ||
Granted, weighted average exercise price (in dollars per share) | $ 2.66 | $ 2 | $ 2 | ||
Exercised (in shares) | 0 | 0 | (12,702) | 0 | |
Exercised, weighted average exercise price (in dollars per share) | $ 0 | $ 0 | $ 0.41 | ||
Exercised (in shares) | 0 | 0 | 12,702 | 0 | |
Forfeited (in shares) | (32,862) | ||||
Forfeited, weighted average exercise price (in dollars per share) | $ 0 | ||||
Shares underlying outstanding awards (in shares) | 3,607,318 | 3,546,680 | 3,298,180 | 3,607,318 | 3,180,882 |
Shares underlying outstanding awards, weighted average exercise price (in dollars per share) | $ 0.53 | $ 0.55 | $ 0.44 | $ 0.53 | $ 0.38 |
Exercisable options (in shares) | 2,806,565 | 2,806,565 | |||
Exercisable options, weighted average exercise price (in dollars per share) | $ 0.35 | $ 0.35 | |||
Exercisable options, weighted average remaining contractual term (Year) | 4 years 5 months 15 days |
Note 7 - Share-based Compensa_5
Note 7 - Share-based Compensation - Schedule of Restricted Stock Units (Details) - $ / shares | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Stock options, shares (in shares) | 93,500 | 248,500 | 130,000 | ||||
Stock options, weighted average grant price (in dollars per share) | $ 1.40 | $ 3.23 | |||||
Forfeited stock options, shared (in shares) | (32,862) | ||||||
Restricted Stock Units (RSUs) [Member] | |||||||
Outstanding, shares (in shares) | 498,100 | 175,000 | 0 | 0 | |||
Outstanding, weighted average fair value (in dollars per share) | $ 2 | $ 2 | $ 0 | $ 0 | |||
Granted, shares (in shares) | 25,000 | 323,100 | 175,000 | 0 | 523,100 | 0 | 0 |
Granted, weighted average fair value (in dollars per share) | $ 2.14 | $ 2 | $ 2 | ||||
Vested, shares (in shares) | 0 | 0 | 0 | ||||
Forfeited, shares (in shares) | 29,300 | 0 | 0 | 0 | 29,300 | 0 | |
Forfeited, weighted average fair value (in dollars per share) | $ 2 | $ 0 | $ 2 | $ 0 | |||
Outstanding, shares (in shares) | 493,800 | 498,100 | 175,000 | 493,800 | 0 | ||
Outstanding, weighted average fair value (in dollars per share) | $ 2.01 | $ 2 | $ 2 | $ 2.01 | $ 0 | ||
Stock options, weighted average grant price (in dollars per share) | $ 2.14 | $ 0 | $ 2.01 | $ 0 | |||
RSUs, shares (in shares) | 25,000 | 323,100 | 175,000 | 0 | 523,100 | 0 | 0 |
Cancelled/Forfeited RSUs, shares (in shares) | (29,300) | 0 | 0 | 0 | (29,300) | 0 | |
Cancelled/Forfeited RSUs, Stock options, weighted average grant price (in dollars per share) | $ 2 | $ 0 | $ 2 | $ 0 | |||
Share-Based Payment Arrangement, Option [Member] | |||||||
Stock options, shares (in shares) | 93,500 | 21,300 | 472,000 | 28,000 | |||
Stock options, weighted average grant price (in dollars per share) | $ 1.40 | $ 3.23 | $ 1.30 | $ 2.86 | |||
Forfeited stock options, shared (in shares) | (32,862) | 0 | (32,862) | 0 | |||
Forfeited stock options, Stock options, weighted average grant price (in dollars per share) | $ 1.13 | $ 0 | $ 1.13 | $ 0 | |||
Common Stock [Member] | |||||||
Stock options, weighted average grant price (in dollars per share) | $ 2 | ||||||
Common stock, shares (in shares) | 75,000 |
Note 7 - Share-based Compensa_6
Note 7 - Share-based Compensation - Stock-based Compensation Expense (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Stock-based compensation expense | $ 367,300 | $ 15,200 |
Cost of Sales [Member] | ||
Stock-based compensation expense | 8,600 | 0 |
Research and Development Expense [Member] | ||
Stock-based compensation expense | 98,600 | 0 |
Selling and Marketing Expense [Member] | ||
Stock-based compensation expense | 60,100 | 0 |
General and Administrative Expense [Member] | ||
Stock-based compensation expense | $ 200,000 | $ 15,200 |
Note 8 - Commitments and Cont_3
Note 8 - Commitments and Contingencies (Details Textual) - USD ($) | Sep. 30, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Finance Lease, Right-of-Use Asset, after Accumulated Amortization, Total | $ 4,600,405 | $ 2,600,000 | |
Operating Lease, Liability, Total | 220,044 | 300,000 | |
Lessee, Operating Lease, Lease Not yet Commenced, Building Asset Additions | 4,000,000 | ||
Lessee, Operating Lease, Lease Not yet Commenced, Annual Lease Expense | $ 1,100,000 | ||
Severance Pay Obligation, Percentage | 100% | ||
Finance Lease, Liability, Total | $ 4,435,593 | 2,600,000 | |
Operating Lease, Right-of-Use Asset | 218,340 | $ 300,000 | $ 0 |
Legal Claims [Member] | |||
Loss Contingency Accrual, Ending Balance | 0 | 0 | |
Indemnification Agreement [Member] | |||
Loss Contingency Accrual, Ending Balance | $ 0 | $ 0 |
Note 8 - Commitments and Cont_4
Note 8 - Commitments and Contingencies - Balance Sheet Information Related to Right-of-use Assets and Liabilities (Details) - USD ($) | Sep. 30, 2022 | Jan. 01, 2022 | Dec. 31, 2021 |
Operating Lease, Right-of-Use Asset | $ 218,340 | $ 300,000 | $ 0 |
Current portion of operating lease liabilities | 121,584 | 0 | |
Noncurrent portion of operating lease liabilities | 98,460 | 0 | |
Total operating lease liabilities | 220,044 | 300,000 | |
Finance Lease, Right-of-Use Asset, after Accumulated Amortization, Total | 4,600,405 | 2,600,000 | |
Current portion of finance lease liabilities | 1,103,105 | 118,420 | |
Noncurrent portion of finance lease liabilities | 3,332,488 | $ 264,347 | |
Total finance lease liabilities | $ 4,435,593 | $ 2,600,000 |
Note 8 - Commitments and Cont_5
Note 8 - Commitments and Contingencies - Lease Cost (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | [1] | |
Operating lease cost | $ 99,772 | $ 98,068 | |
Amortization of lease assets | 615,102 | 56,069 | |
Interest on lease liabilities | 163,107 | 13,613 | |
Total finance lease costs | $ 778,209 | $ 69,682 | |
[1]Represent amounts under ASC 840. |
Note 8 - Commitments and Cont_6
Note 8 - Commitments and Contingencies - Other Supplemental Information Related to Leases (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Operating leases (Year) | 1 year 9 months | |
Finance leases (Year) | 4 years 3 months 3 days | |
Operating leases | 7% | |
Finance leases | 6.98% | |
Operating cash flows from operating leases | $ 98,068 | |
Operating cash flows from finance leases | 163,107 | |
Financing cash flows from finance leases | $ 737,338 | $ 76,005 |
Note 8 - Commitments and Cont_7
Note 8 - Commitments and Contingencies - Future Minimum Payments (Details) - USD ($) | Sep. 30, 2022 | Jan. 01, 2022 | |
Finance leases, 2022 | [1] | $ 343,287 | |
Finance leases, 2023 | 1,356,013 | ||
Finance leases, 2024 | 1,331,709 | ||
Finance leases, 2025 | 1,009,002 | ||
Finance leases, 2026 | 915,244 | ||
Finance leases, thereafter | 116,772 | ||
Finance leases, total | 5,072,027 | ||
Less interest, 2022 | [1] | 72,844 | |
Less interest, 2023 | 246,705 | ||
Less interest, 2024 | 172,034 | ||
Less interest, 2025 | 101,337 | ||
Less interest, 2026 | 41,052 | ||
Less interest, thereafter | 2,462 | ||
Less interest, total | 636,434 | ||
Finance lease liabilities, 2022 | [1] | 270,443 | |
Finance lease liabilities, 2023 | 1,109,308 | ||
Finance lease liabilities, 2024 | 1,159,675 | ||
Finance lease liabilities, 2025 | 907,665 | ||
Finance lease liabilities, 2026 | 874,192 | ||
Finance lease liabilities, thereafter | 114,310 | ||
Finance lease liabilities, total | 4,435,593 | $ 2,600,000 | |
Operating leases, 2022 | [1] | 33,122 | |
Operating leases, 2023 | 133,814 | ||
Operating leases, 2024 | 67,570 | ||
Operating leases, total | 234,506 | ||
Less present value adjustment, 2022 | [1] | 3,679 | |
Less present value adjustment, 2023 | 9,425 | ||
Less present value adjustment, 2024 | 1,358 | ||
Less present value adjustment, total | 14,462 | ||
Operating lease liabilities, 2022 | [1] | 29,443 | |
Operating lease liabilities, 2023 | 124,389 | ||
Operating lease liabilities, 2024 | 66,212 | ||
Operating lease liabilities, total | $ 220,044 | $ 300,000 | |
[1]Amounts are for the remaining three months ending December 31, 2022. |
Note 9 - Income Taxes (Details
Note 9 - Income Taxes (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Income Tax Expense (Benefit), Total | $ 0 | $ 0 | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21% | 21% | 21% | 21% | |
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | |||||
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration | $ 16,439,757 | ||||
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | R&D Tax Credit Carryforward [Member] | |||||
Tax Credit Carryforward, Subject to Expiration | $ 365,668 |
Note 10 - Related Party Trans_3
Note 10 - Related Party Transactions (Details Textual) - USD ($) | 1 Months Ended | 9 Months Ended | 45 Months Ended | |||||||||||
Jul. 15, 2021 | Mar. 31, 2019 | Sep. 30, 2022 | Sep. 30, 2022 | Dec. 01, 2021 | Nov. 30, 2021 | Oct. 15, 2021 | Sep. 30, 2021 | Aug. 31, 2021 | Jul. 31, 2020 | Apr. 15, 2020 | Jan. 01, 2019 | Mar. 12, 2018 | Mar. 27, 2017 | |
Related Party Transaction, Amounts of Transaction | $ 0 | $ 120,000 | ||||||||||||
Proceeds from Issuance of Private Placement | $ 2,588,000 | |||||||||||||
Private Placement Offering [Member] | ||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,294,000 | |||||||||||||
Conversion 2019 Notes To Common Stock [Member] | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 1.70 | |||||||||||||
Conversion AMB Notes To Common Stock [Member] | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 1.70 | |||||||||||||
Conversion of Thomson Note To Common Stock [Member] | ||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 1.70 | |||||||||||||
Notes 2019 [Member] | ||||||||||||||
Proceeds from Issuance of Private Placement | $ 1,750,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12% | |||||||||||||
Notes 2019 [Member] | Al Bodford [Member] | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12% | |||||||||||||
Debt Instrument, Face Amount | $ 175,000 | |||||||||||||
Notes 2019 [Member] | AMB Investments LLC [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 400,000 | |||||||||||||
Non-negotiable AMB Notes [Member] | Al Bodford [Member] | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | 8% | ||||||||||||
Debt Instrument, Face Amount | $ 1,000,000 | $ 333,333 | ||||||||||||
Term Loan [Member] | Al Bodford [Member] | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12% | |||||||||||||
Debt Instrument, Face Amount | $ 500,000 | |||||||||||||
Thompson Note [Member] | Greg Thompson [Member] | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12% | |||||||||||||
Debt Instrument, Face Amount | $ 250,000 | |||||||||||||
Convertible Promissory Notes [Member] | Ten Accredited Investors [Member] | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6% | |||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 2 | |||||||||||||
Proceeds from Convertible Debt | $ 1,488,600 | |||||||||||||
Promissory Notes 2021 [Member] | AMB Investments LLC [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 233,333 | |||||||||||||
Promissory Notes 2021 [Member] | Warrant Holders [Member] | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12% | 6% | ||||||||||||
Debt Instrument, Face Amount | $ 300,000 | |||||||||||||
Minimum [Member] | ||||||||||||||
Percentage of Pre-merger Capital Stock | 5% | 5% | 5% | 5% |
Note 10 - Related Party Trans_4
Note 10 - Related Party Transactions - Convertible Debt (Details) - USD ($) | 1 Months Ended | |
Jul. 15, 2021 | Mar. 31, 2019 | |
Conversion 2019 Notes To Common Stock [Member] | AMB Investments LLC [Member] | ||
Principal Amount | $ 575,000 | |
Number of shares of common stock issued (in shares) | 338,235 | |
Conversion 2019 Notes To Common Stock [Member] | Jeanne Pratt [Member] | ||
Principal Amount | $ 100,000 | $ 250,000 |
Number of shares of common stock issued (in shares) | 50,000 | 147,059 |
Conversion 2019 Notes To Common Stock [Member] | Samuel W. Funchess [Member] | ||
Principal Amount | $ 100,000 | |
Number of shares of common stock issued (in shares) | 58,824 | |
Conversion 2019 Notes To Common Stock [Member] | William H. Pratt [Member] | ||
Principal Amount | $ 100,000 | $ 50,000 |
Number of shares of common stock issued (in shares) | 50,000 | 29,412 |
Conversion of Convertible Promissory Note To Common Stock [Member] | William J. Pratt [Member] | ||
Principal Amount | $ 100,000 | |
Number of shares of common stock issued (in shares) | 50,000 |
Note 10 - Related Party Trans_5
Note 10 - Related Party Transactions - Promissory Notes (Details) - Promissory Notes 2021 [Member] | Aug. 31, 2021 USD ($) |
AMB Investments LLC [Member] | |
Debt Instrument, Face Amount | $ 233,333 |
David Reich [Member] | |
Debt Instrument, Face Amount | 50,000 |
Jason Bodford [Member] | |
Debt Instrument, Face Amount | $ 16,666 |
Note 11 - Employee Benefit Pl_2
Note 11 - Employee Benefit Plan (Details Textual) - USD ($) | 3 Months Ended | ||
Sep. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 4% | ||
Defined Contribution Plan, Cost | $ 93,728 | $ 58,780 |