Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 08, 2013 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'ANDREA ELECTRONICS CORP | ' |
Entity Central Index Key | '0000006494 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Document Fiscal Year Focus | '2013 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Common Stock, Shares Outstanding | ' | 63,721,035 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Current assets: | ' | ' |
Cash | $966,468 | $1,746,363 |
Accounts receivable, net of allowance for doubtful accounts of $17,920 and $18,980, respectively | 598,209 | 229,025 |
Inventories, net | 814,964 | 633,069 |
Prepaid expenses and other current assets | 107,476 | 89,327 |
Total current assets | 2,487,117 | 2,697,784 |
Property and equipment, net | 197,383 | 266,137 |
Intangible assets, net | 430,140 | 752,973 |
Other assets, net | 13,198 | 12,864 |
Total assets | 3,127,838 | 3,729,758 |
Current liabilities: | ' | ' |
Trade accounts payable | 305,554 | 197,954 |
Accrued Series C Preferred Stock Dividends | 73,921 | 73,921 |
Other current liabilities | 174,230 | 163,286 |
Total current liabilities | 553,705 | 435,161 |
Series B Redeemable Convertible Preferred Stock, $.01 par value; authorized: 1,000 shares; issued and outstanding: 0 shares | ' | ' |
Commitments and contingencies | ' | ' |
Shareholders’ equity: | ' | ' |
Preferred stock, value | ' | ' |
Common stock, $.01 par value; authorized: 200,000,000 shares; issued and outstanding: 63,721,035 shares | 637,210 | 637,210 |
Additional paid-in capital | 77,535,762 | 77,521,216 |
Accumulated deficit | -75,607,912 | -74,872,902 |
Total shareholders’ equity | 2,574,133 | 3,294,597 |
Total liabilities and shareholders’ equity | 3,127,838 | 3,729,758 |
Series C Convertible Preferred Stock | ' | ' |
Shareholders’ equity: | ' | ' |
Preferred stock, value | 1 | 1 |
Series D Convertible Preferred Stock | ' | ' |
Shareholders’ equity: | ' | ' |
Preferred stock, value | $9,072 | $9,072 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Allowance for doubtful accounts (in dollars) | $17,920 | $18,980 |
Series B Redeemable Convertible Preferred Stock, par value (in dollars per share) | $0.01 | $0.01 |
Series B Redeemable Convertible Preferred Stock, authorized | 1,000 | 1,000 |
Series B Redeemable Convertible Preferred Stock, issued | 0 | 0 |
Series B Redeemable Convertible Preferred Stock, outstanding | 0 | 0 |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, authorized | 2,497,500 | 2,497,500 |
Preferred stock, issued | ' | ' |
Preferred stock, outstanding | ' | ' |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, authorized | 200,000,000 | 200,000,000 |
Common stock, issued | 63,721,035 | 63,721,035 |
Common stock, outstanding | 63,721,035 | 63,721,035 |
Series C Convertible Preferred Stock | ' | ' |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, authorized | 1,500 | 1,500 |
Preferred stock, issued | 44.2 | 44.2 |
Preferred stock, outstanding | 44.2 | 44.2 |
Preferred stock, liquidation value (in dollars) | 442,314 | 442,314 |
Series D Convertible Preferred Stock | ' | ' |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, authorized | 2,500,000 | 2,500,000 |
Preferred stock, issued | 907,144 | 907,144 |
Preferred stock, outstanding | 907,144 | 907,144 |
Preferred stock, liquidation value (in dollars) | $907,144 | $907,144 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Revenues | ' | ' | ' | ' |
Net product revenues | $529,402 | $817,416 | $1,400,771 | $2,042,628 |
License revenues | 229,470 | 125,851 | 1,005,302 | 550,208 |
Revenues | 758,872 | 943,267 | 2,406,073 | 2,592,836 |
Cost of revenues | 340,755 | 456,871 | 897,122 | 1,170,739 |
Gross margin | 418,117 | 486,396 | 1,508,951 | 1,422,097 |
Research and development expenses | 176,577 | 189,822 | 522,801 | 574,871 |
General, administrative and selling expenses | 515,860 | 642,319 | 1,597,983 | 1,813,011 |
Loss from operations | -274,320 | -345,745 | -611,833 | -965,785 |
Interest income, net | 1,342 | 2,053 | 5,214 | 6,392 |
Loss before provision for income taxes | -272,978 | -343,692 | -606,619 | -959,393 |
Provision for income taxes | 128,391 | 154,621 | 128,391 | 154,637 |
Net loss | ($401,369) | ($498,313) | ($735,010) | ($1,114,030) |
Basic and diluted weighted average shares | 63,721,035 | 63,721,035 | 63,721,035 | 63,721,035 |
Basic and diluted net loss per share | ($0.01) | ($0.01) | ($0.01) | ($0.02) |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Shareholders' Equity (Unaudited) (USD $) | Total | Preferred Stock | Preferred Stock | Common Stock | Additional paid-in capital | Accumulated deficit |
Series C Convertible Preferred Stock | Series D Convertible Preferred Stock | |||||
Beginning Balance at Dec. 31, 2012 | $3,294,597 | $1 | $9,072 | $637,210 | $77,521,216 | ($74,872,902) |
Beginning Balance (in shares) at Dec. 31, 2012 | ' | 44.231432 | 907,144 | 63,721,035 | ' | ' |
Stock-based Compensation Expense related to Stock Option Grants | 14,546 | ' | ' | ' | 14,546 | ' |
Net loss | -735,010 | ' | ' | ' | ' | -735,010 |
Balance at Sep. 30, 2013 | $2,574,133 | $1 | $9,072 | $637,210 | $77,535,762 | ($75,607,912) |
Balance (in shares) at Sep. 30, 2013 | ' | 44.231432 | 907,144 | 63,721,035 | ' | ' |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Cash flows from operating activities: | ' | ' |
Net loss | ($735,010) | ($1,114,030) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 420,269 | 429,258 |
Stock based compensation | 14,546 | 52,904 |
Provision for income tax withholding | 128,391 | ' |
Deferred income taxes | ' | 154,621 |
Change in: | ' | ' |
Accounts receivable | -497,575 | 284,569 |
Inventories | -181,895 | -40,166 |
Prepaid expenses, other current assets and other assets | -18,483 | -6,866 |
Trade accounts payable | 107,600 | 148,495 |
Other current liabilities | 10,944 | -33,189 |
Net cash used in operating activities | -751,213 | -124,404 |
Cash flows used in investing activities: | ' | ' |
Purchases of property and equipment | ' | -35,293 |
Purchases of patents and trademarks | -28,682 | -27,306 |
Net cash used in investing activities | -28,682 | -62,599 |
Net decrease in cash | -779,895 | -187,003 |
Cash, beginning of year | 1,746,363 | 2,193,377 |
Cash, end of period | 966,468 | 2,006,374 |
Cash paid for: | ' | ' |
Income Taxes | $60,525 | $4,041 |
Basis_of_Presentation_and_Mana
Basis of Presentation and Management's Liquidity Plans | 9 Months Ended | ||
Sep. 30, 2013 | |||
Basis of Presentation and Management's Liquidity Plans [Abstract] | ' | ||
Basis of Presentation and Management's Liquidity Plans | ' | ||
Note 1. | Basis of Presentation and Management’s Liquidity Plans | ||
Basis of Presentation — The accompanying unaudited condensed consolidated interim financial statements include the accounts of Andrea Electronics Corporation and its subsidiaries (“Andrea” or the “Company”). All intercompany balances and transactions have been eliminated in consolidation. | |||
These unaudited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In addition, the December 31, 2012 balance sheet data was derived from the audited consolidated financial statements, but does not include all disclosures required by GAAP. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. The results of operations of any interim period are not necessarily indicative of the results of operations to be expected for any other interim period or for the fiscal year. | |||
These unaudited condensed consolidated interim financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the fiscal year ended December 31, 2012 included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012, filed on March 29, 2013. The accounting policies used in preparing these unaudited condensed consolidated interim financial statements are consistent with those described in the December 31, 2012 audited consolidated financial statements. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | |||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||
Summary Of Significant Accounting Policies [Abstract] | ' | |||||||||||||||||||||
Summary of Significant Accounting Policies | ' | |||||||||||||||||||||
Note 2. | Summary of Significant Accounting Policies | |||||||||||||||||||||
Loss Per Share — Basic loss per share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period. Diluted loss adjusts basic loss per share for the effects of convertible securities, stock options and other potentially dilutive financial instruments, only in the periods in which such effect is dilutive. Diluted earnings per share are based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method for the outstanding options, and the if-converted method for the outstanding convertible instruments. Under the treasury stock method, options are assumed to be exercised at the beginning of the period (or at the time of issuance, if later) and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Under the if-converted method, outstanding convertible instruments are assumed to be converted into common stock at the beginning of the period (or at the time of issuance, if later). Securities that could potentially dilute basic earnings per share (“EPS”) in the future that were not included in the computation of the diluted EPS because to do so would have been anti-dilutive for the periods presented, consist of the following: | ||||||||||||||||||||||
For the Three and Nine Months Ended | ||||||||||||||||||||||
30-Sep-13 | 30-Sep-12 | |||||||||||||||||||||
Total potential common shares as of: | ||||||||||||||||||||||
Options to purchase common stock (Note 6) | 17,205,821 | 17,375,821 | ||||||||||||||||||||
Series C Convertible Preferred Stock and related accrued dividends (Note 3) | 2,023,658 | 2,023,658 | ||||||||||||||||||||
Series D Convertible Preferred Stock and related warrants (Note 4) | 3,628,576 | 3,628,576 | ||||||||||||||||||||
Total potential common shares | 22,858,055 | 23,028,055 | ||||||||||||||||||||
Cash — Cash includes cash and highly liquid investments with original maturities of three months or less. At times during the periods ended September 30, 2013 and December 31, 2012, the Company had cash deposits in excess of the maximum amounts insured by the Federal Deposit Insurance Corporation insurance limits. At September 30, 2013 and December 31, 2012, the Company’s cash was held at two financial institutions. | ||||||||||||||||||||||
Concentration of Credit Risk — The following customers accounted for 10% or more of Andrea’s consolidated net revenues during at least one of the periods presented below: | ||||||||||||||||||||||
For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||
30-Sep-13 | 30-Sep-12 | 30-Sep-13 | 30-Sep-12 | |||||||||||||||||||
Customer A | 27% | * | 37% | * | ||||||||||||||||||
Customer B | 15% | 32% | * | 1% | ||||||||||||||||||
Customer C | * | 13% | * | 20% | ||||||||||||||||||
* | Amounts are less than 10% | |||||||||||||||||||||
Customer A accounted for approximately 47% of total accounts receivable at September 30, 2013. Customer C accounted for approximately 32% of total accounts receivable at December 31, 2012. | ||||||||||||||||||||||
The following suppliers accounted for 10% or more of Andrea’s purchases during the periods presented below: | ||||||||||||||||||||||
For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||
30-Sep-13 | 30-Sep-12 | 30-Sep-13 | 30-Sep-12 | |||||||||||||||||||
Supplier A | 90% | 94% | 88% | 67% | ||||||||||||||||||
Supplier B | * | * | * | 15% | ||||||||||||||||||
* | Amounts are less than 10% | |||||||||||||||||||||
At September 30, 2013 and December 31, 2012, Supplier A accounted for approximately 57% and 58% of accounts payable, respectively. | ||||||||||||||||||||||
Allowance for Doubtful Accounts — The Company performs on-going credit evaluations of its customers and adjusts credit limits based upon payment history and the customer’s current credit worthiness, as determined by the review of their current credit information. Collections and payments from customers are continuously monitored. The Company maintains an allowance for doubtful accounts, which is based upon historical experience as well as specific customer collection issues that have been identified. While such bad debt expenses have historically been within expectations and allowances established, the Company cannot guarantee that it will continue to experience the same credit loss rates that it has in the past. If the financial condition of customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. | ||||||||||||||||||||||
Inventories — Inventories are stated at the lower of cost (on a first-in, first-out) or market basis. The cost of inventory is based on the respective cost of materials. Andrea reviews its inventory reserve for obsolescence on a quarterly basis and establishes reserves on inventories based on the specific identification method as well as a general reserve. Andrea records changes in inventory reserves as part of cost of revenues. | ||||||||||||||||||||||
September 30, | December 31, | |||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||
Raw materials | $ | 18,278 | $ | 25,484 | ||||||||||||||||||
Finished goods | 1,237,027 | 1,262,535 | ||||||||||||||||||||
1,255,305 | 1,288,019 | |||||||||||||||||||||
Less: reserve for obsolescence | (440,341 | ) | (654,950 | ) | ||||||||||||||||||
$ | 814,964 | $ | 633,069 | |||||||||||||||||||
Intangible and Lived Assets — Andrea accounts for its long-lived assets in accordance with ASC 360 “Property, Plant and Equipment” for purposes of determining and measuring impairment of its long-lived assets (primarily intangible assets) other than goodwill. Andrea’s policy is to periodically review the value assigned to its long-lived assets to determine if they have been permanently impaired by adverse conditions which may affect Andrea. If Andrea identifies a permanent impairment such that the carrying amount of Andrea’s long lived assets are not recoverable using the sum of an undiscounted cash flow projection (gross margin dollars from product revenues), a new cost basis for the impaired asset will be established. If required, an impairment charge is recorded based on an estimate of future discounted cash flows. This new cost basis will be net of any recorded impairment. At September 30, 2013 and 2012, Andrea concluded that the Andrea DSP Microphone and Audio Software Products business segment was not required to be tested for recoverability. | ||||||||||||||||||||||
Revenue Recognition — Non software-related revenue, which is generally comprised of microphones and microphone connectivity product revenues, is recognized when title and risk of loss pass to the customer, which is generally upon shipment. With respect to licensing revenues, Andrea recognizes revenue in accordance with ASC 985, “Software” and ASC 605 “Revenue Recognition.” License revenue is recognized based on the terms and conditions of individual contracts. In addition, fee based services, which are short-term in nature, are generally performed on a time-and-material basis under separate service arrangements and the corresponding revenue is generally recognized as the services are performed. | ||||||||||||||||||||||
During the three months ended March 31, 2013, it was determined that certain royalties related to a customer’s licensing agreement were not reported for 2012 and for the quarter ended March 31, 2013. The amount of unreported royalty revenue due to the Company was determined during the three months ended June 30, 2013. Since the Company was unable to estimate this amount at March 31, 2013, the Company did not record any revenue related to the unreported royalty revenue. During the three months ended June 30, 2013, the Company reported revenue of approximately $445,000, of which $295,000 and $150,000 consisted of royalties related to the licensing agreement from 2012 and for the quarter ended March 31, 2013, respectively. | ||||||||||||||||||||||
Income Taxes — Andrea accounts for income taxes in accordance with ASC 740, “Income Taxes” (“ASC 740”). ASC 740 requires an asset and liability approach for financial accounting and reporting for income taxes and establishes for all entities a minimum threshold for financial statement recognition of the benefit of tax positions, and requires certain expanded disclosures. The provision for income taxes is based upon income or loss after adjustment for those permanent items that are not considered in the | ||||||||||||||||||||||
determination of taxable income. Deferred income taxes represent the tax effects of differences between the financial reporting and tax bases of the Company’s assets and liabilities at the enacted tax rates in effect for the years in which the differences are expected to reverse. The Company evaluates the recoverability of deferred tax assets and establishes a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Andrea expects it will reduce its valuation allowance in future periods to the extent that it can demonstrate its ability to utilize the assets. Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary. Income tax expense consists of the tax payable for the period and the change during the period in deferred tax assets and liabilities. The Company has identified its federal tax return and its state tax return in New York as “major” tax jurisdictions. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s condensed consolidated interim financial statements. The Company’s evaluation was performed for tax years ended 2009 through 2012. The Company believes that its income tax positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material change to its financial position. | ||||||||||||||||||||||
The provision for income taxes for the three months ended September 30, 2013 of approximately $128,000 is a result of certain licensing revenues that are subject to withholding of income tax as mandated by the foreign jurisdiction in which the revenues are earned. Although this provision could be offset by future tax benefits since the Company records a full valuation against deferred tax assets, the provision of approximately $128,000 will not be reduced by such tax benefits. Additionally, approximately $87,000 of the provision recorded for the three months ended September 30, 2013 relates to royalty revenue reported during the three months ended June 30, 2013. At the time the revenue was reported, the Company was unaware that some portion of this revenue would be subject to foreign income tax as this income was previously exempt from foreign taxes. The provision for income taxes for the three months ended September 30, 2012 of approximately $155,000 is the result of increasing the valuation allowance against our deferred tax assets after considering changes in previously existing positive and negative evidence of the Company’s ability to utilize those deferred tax assets. | ||||||||||||||||||||||
Stock-Based Compensation — At September 30, 2013, Andrea had two stock-based employee compensation plans, which are described more fully in Note 6. Andrea accounts for stock-based compensation in accordance with ASC 718, “Compensation — Stock Compensation” (“ASC 718”). ASC 718 establishes accounting for stock-based awards exchanged for employee services. Under the provisions of ASC 718, stock-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as expense over the employee’s requisite service period (generally the vesting period of the equity grant). The fair value of the Company’s common stock options are estimated using the Black Scholes option-pricing model with the following assumptions: expected volatility, dividend rate, risk free interest rate and the expected life. The Company expenses stock-based compensation by using the straight-line method. In accordance with ASC 718, excess tax benefits realized from the exercise of stock-based awards are classified in cash flows from financing activities. The future realization of the reserved deferred tax assets related to these tax benefits associated with the exercise of stock options will result in a credit to additional paid in capital if the related tax deduction reduces taxes payable. The Company has elected the “with and without approach” regarding ordering of windfall tax benefits to determine whether the windfall tax benefit did reduce taxes payable in the current year. Under this approach, the windfall tax benefit would be recognized in additional paid-in-capital only if an incremental tax benefit is realized after considering all other benefits presently available. | ||||||||||||||||||||||
Use of Estimates — The preparation of condensed consolidated interim financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated interim financial statements and the reported amounts of revenues and expenses during the reporting period. | ||||||||||||||||||||||
Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The most significant estimates, among other things, are used in accounting for allowances for bad debts, inventory valuation and obsolescence, product warranty, depreciation, deferred income taxes, expected realizable values for assets (primarily intangible assets), contingencies, revenue recognition as well as the recording and presentation of the Company’s convertible preferred stock. Estimates and assumptions are periodically reviewed and the effects of any material revisions are reflected in the condensed consolidated interim financial statements in the period that they are determined to be necessary. Actual results could differ from those estimates and assumptions. | ||||||||||||||||||||||
Subsequent Events — The Company evaluates events that occurred after the balance sheet date but before the condensed consolidated interim financial statements are issued. Based upon the evaluation, except as noted in Note 6, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated interim financial statements |
Series_C_Convertible_Preferred
Series C Convertible Preferred Stock | 9 Months Ended | ||
Sep. 30, 2013 | |||
Series C Convertible Preferred Stock [Abstract] | ' | ||
Series C Convertible Preferred Stock | ' | ||
Note 3. | Series C Convertible Preferred Stock | ||
On October 10, 2000, Andrea issued and sold in a private placement $7,500,000 of Series C Redeemable Convertible Preferred Stock (the “Series C Preferred Stock”). Each of these shares of Series C Preferred Stock had a stated value of $10,000 plus a $1,671 increase in the stated value, which sum is convertible into Common Stock at a conversion price of $0.2551. On February 17, 2004, Andrea announced that it had entered into an Exchange and Termination Agreement and an Acknowledgment and Waiver Agreement, which eliminated the dividend of 5% per annum on the stated value. The additional amount of $1,671 represents the 5% per annum from October 10, 2000 through February 17, 2004. The shares of Series C Preferred Stock are subject to antidilution provisions, which are triggered in the event of certain stock splits, recapitalizations, or other dilutive transactions. In addition, issuances of common stock at a price below the conversion price then in effect (currently $0.2551), or the issuance of warrants, options, rights, or convertible securities which have an exercise price or conversion price less than that conversion price, other than for certain previously outstanding securities and certain “excluded securities” (as defined in the certificate of amendment), require the adjustment of the conversion price to that lower price at which shares of common stock have been issued or may be acquired. In the event that Andrea issues securities in the future which have a conversion price or exercise price which varies with the market price and the terms of such variable price are more favorable than the conversion price in the Series C Preferred Stock, the purchasers may elect to substitute the more favorable variable price when making conversions of the Series C Preferred Stock. | |||
In accordance with Sub Topic 815-40, Andrea evaluated the Series C Preferred Stock and concluded that it is not indexed to the Company’s stock because of the conversion price adjustment feature described above. Accordingly, under the provisions of ASC 815, “Derivatives and Hedging” (“ASC 815”), Andrea evaluated the Series C Preferred Stock embedded conversion feature. The Company has concluded that the embedded conversion feature would be classified in stockholders’ equity if it were a freestanding instrument as the Series C Preferred Stock is more akin to equity and as such it should not be bifurcated from the Series C instrument and accounted for separately. | |||
As of September 30, 2013, there were 44.231432 shares of Series C Preferred Stock outstanding, which were convertible into 2,023,658 shares of Common Stock and remaining accrued dividends of $73,921. |
Series_D_Convertible_Preferred
Series D Convertible Preferred Stock | 9 Months Ended | ||
Sep. 30, 2013 | |||
Series D Convertible Preferred Stock [Abstract] | ' | ||
Series D Convertible Preferred Stock | ' | ||
Note 4. | Series D Convertible Preferred Stock | ||
On February 17, 2004, Andrea entered into a Securities Purchase Agreement (including a Registration Rights Agreement) with certain holders of the Series C Preferred Stock and other investors (collectively, the “Buyers”) pursuant to which the Buyers agreed to invest a total of $2,500,000. In connection with this agreement, on February 23, 2004, the Buyers purchased, for a purchase price of $1,250,000, an aggregate of 1,250,000 shares of a new class of preferred stock, the Series D Preferred Stock, convertible into 5,000,000 shares of Common Stock (an effective conversion price of $0.25 per share) and Common Stock warrants exercisable for an aggregate of 2,500,000 shares of Common Stock. These warrants were exercisable at any time after August 17, 2004, at an exercise price of $0.38 per share. On February 23, 2009, these warrants expired without being exercised. | |||
In addition, on June 4, 2004, the Buyers purchased for an additional $1,250,000, an additional 1,250,000 shares of Series D Preferred Stock convertible into 5,000,000 shares of Common Stock (an effective conversion price of $0.25 per share) and Common Stock warrants exercisable for an aggregate of 2,500,000 shares of Common Stock. The warrants were exercisable at any time after December 4, 2004 and before June 4, 2009 at an exercise price of $0.17 per share. On June 4, 2009, these warrants expired without being exercised. | |||
The shares of Series D Preferred Stock are also subject to antidilution provisions, which are triggered in the event of certain stock splits, recapitalizations, or other dilutive transactions. In addition, issuances of common stock at a price below the conversion price then in effect (currently $0.25), or the issuance of warrants, options, rights, or convertible securities which have an exercise price or conversion price less than that conversion price, other than for certain previously outstanding securities and certain “excluded securities” (as defined in the certificate of amendment), require the adjustment of the conversion price to that lower price at which shares of common stock have been issued or may be acquired. In the event that Andrea issues securities in the future which have a conversion price or exercise price which varies with the market price and the terms of such variable price are more favorable than the conversion price in the Series D Preferred Stock, the purchasers may elect to substitute the more favorable variable price when making conversions of the Series D Preferred Stock. In addition, the Company is required to use its best efforts to secure the inclusion for quotation on the Over the Counter Bulletin Board for the common stock issuable under the Series D Preferred Stock and to arrange for at least two market makers to register with the Financial Industry Regulatory Authority. In the event that the holder of the Series D Preferred Stock and related warrants is unable to convert these securities into Andrea Common Stock, the Company shall pay to each such holder a Registration Delay Payment. This payment is to be paid in cash and is equal to the product of (i) the stated value of such Preferred Shares multiplied by (ii) the product of (1) .0005 multiplied by (2) the number of days that sales cannot be made pursuant to the Registration Statement (excluding any days during that may be considered grace periods as defined by the Registration Rights Agreement). | |||
In accordance with Sub Topic 815-40, Andrea evaluated the Series D Preferred Stock and concluded that it is not considered to be indexed to the Company’s stock because of the conversion price adjustment feature described above. Accordingly, under the provisions of ASC 815, Andrea evaluated the Series D Preferred Stock embedded conversion feature. The Company has concluded that the embedded conversion feature would be classified in stockholders’ equity if it were a freestanding instrument as the Series D Preferred Stock is more akin to equity and as such it should not be bifurcated from the Series D instrument and accounted for separately. | |||
As of September 30, 2013, there were 907,144 shares of Series D Preferred Stock outstanding which were convertible into 3,628,576 shares of Common Stock. |
Commitments_And_Contingencies
Commitments And Contingencies | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Commitments and Contingencies [Abstract] | ' | ||||||
Commitments And Contingencies | ' | ||||||
Note 5. | Commitments And Contingencies | ||||||
Leases | |||||||
Andrea leases its corporate headquarters located in Bohemia, New York. The lease from an unrelated party, which currently expires in April 2015, is for approximately 11,000 square feet and houses Andrea’s warehousing, sales and executive offices. Rent expense under this operating lease was $24,441 and $72,373 for the three and nine-month periods ended September 30, 2013, respectively. Rent expense under this operating lease was $23,729 and $70,265 for the three and nine-month periods ended September 30, 2012, respectively. | |||||||
As of September 30, 2013, the minimum annual future lease payments, under this lease and all other noncancellable operating leases, are as follows: | |||||||
2013 (October 1 — December 31) | $ | 31,232 | |||||
2014 | 123,994 | ||||||
2015 | 49,167 | ||||||
2016 | 6,661 | ||||||
Total | $ | 211,054 | |||||
Employment Agreements | |||||||
In July 2013, the Company entered into an employment agreement with Mr. Andrea. The effective date of the employment agreement is August 1, 2013 and expires July 31, 2014 and is subject to renewal as approved by the Compensation Committee of the Board of Directors. Pursuant to his employment agreement, Mr. Andrea will receive an annual base salary of $300,000 (which is $50,000 less than Mr. Andrea’s salary for the period from August 1, 2011 to December 31, 2012). The employment agreement provides for quarterly bonuses equal to 25% of the Company’s pre-bonus net after tax quarterly earnings in excess of $25,000 for a total quarterly bonus amount not to exceed $12,500; and annual bonuses equal to 10% of the Company’s annual pre-bonus net after tax earnings in excess of $300,000. Adjustments to net after tax earnings shall be made to remove the impact of change in recognition of accumulated deferred tax asset value. All bonuses shall be payable as soon as the Company’s cash flow permits. All bonus determinations or any additional bonus in excess of the above will be made in the sole discretion of the Compensation Committee. Mr. Andrea is also entitled to a change in control payment equal to two times his base salary, plus a prorated portion of Mr. Andrea’s most recent annual and four quarterly bonuses paid immediately preceding the change in control, continuation of health and medical benefits for two years and immediate vesting of all stock options in the event of a change in control and subsequent termination of his employment within the later of the term of his employment agreement or 6 months following the change of control. In the event of his termination without cause or resignation with the Company’s consent, Mr. Andrea is entitled to a severance payment equal to six months of his base salary and a continuation of health insurance coverage for Mr. Andrea, his spouse and his dependents for 12 months. At September 30, 2013, the future minimum cash commitments under this agreement aggregate $250,000. | |||||||
In November 1999, as amended August 2008, the Company entered into a change in control agreement with the Chief Financial Officer, Corisa L. Guiffre. This agreement provides for a change in control payment equal to three times her average annual compensation for the five preceding taxable years, all restrictions on any restricted stock will lapse immediately and all stock options will vest immediately and continuation of health and medical benefits for three years in the event of a change in control of the Company, as defined in the agreement, and subsequent termination of employment other than for cause. | |||||||
Legal Proceedings | |||||||
In May 2013, Wayne F. Jones and Roberta Jones, filed a law suit in the Superior Court of Providence County, Rhode Island, against 84 Lumber Company and over 120 other defendants, including the Company, alleging that the Company processed, manufactured, designed, tested, packaged, distributed, marketed or sold asbestos containing products that contributed to the their contraction of asbestos-related mesothelioma and other asbestos-related pathologies. The Company has retained legal counsel and has filed a response to the compliant. The Company believes the lawsuit is without merit and intends to try to get the matter dismissed as the. | |||||||
Company has not been identified in discovery. Accordingly, the Company does not believe the lawsuit will have a material adverse effect on the Company’s financial position or results of operations. | |||||||
In December 2010, Audrey Edwards, Executrix of the Estate of Leon Leroy Edwards, filed a law suit in the Superior Court of Providence County, Rhode Island, against 3M Company and over 90 other defendants, including the Company, alleging that the Company processed, manufactured, designed, tested, packaged, distributed, marketed or sold asbestos containing products that contributed to the death of Leon Leroy Edwards. The Company received service of process in April 2011. The Company has retained legal counsel and has filed a response to the compliant. The Company believes the lawsuit is without merit and intends to file a Motion for Summary Judgment to that affect. Accordingly, the Company does not believe the lawsuit will have a material adverse effect on the Company’s financial position or results of operations. |
Stock_Plans_and_Stock_Based_Co
Stock Plans and Stock Based Compensation | 9 Months Ended | ||||||||||||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||||||||||||
Stock Plans and Stock Based Compensation [Abstract] | ' | ||||||||||||||||||||||||||||||||||
Stock Plans and Stock Based Compensation | ' | ||||||||||||||||||||||||||||||||||
Note 6. | Stock Plans and Stock Based Compensation | ||||||||||||||||||||||||||||||||||
In 1998, the Board adopted the 1998 Stock Option Plan (“1998 Plan”), which was subsequently approved by the shareholders. The 1998 Plan, as amended, authorizes the granting of awards, the exercise of which would allow up to an aggregate of 6,375,000 shares of Andrea’s Common Stock to be acquired by the holders of those awards. The awards can take the form of stock options, stock appreciation rights, restricted stock, deferred stock, stock reload options or other stock-based awards. Awards may be granted to key employees, officers, directors and consultants. No further awards will be granted under the 1998 Plan. | |||||||||||||||||||||||||||||||||||
In October 2006, the Board adopted the Andrea Electronics Corporation 2006 Equity Compensation Plan (“2006 Plan”), which was subsequently approved by the shareholders. The 2006 Plan, as amended, authorizes the granting of awards, the exercise of which would allow up to an aggregate of 18,000,000 shares of Andrea’s Common Stock to be acquired by the holders of those awards. The awards can take the form of stock options, stock appreciation rights, restricted stock or other stock-based awards. Awards may be granted to key employees, officers, directors and consultants. At September 30, 2013, there were 4,386,436 shares available for further issuance under the 2006 Plan. | |||||||||||||||||||||||||||||||||||
The stock option awards granted under these plans have been granted with an exercise price equal to the market price of the Company’s stock at the date of grant; with vesting periods of up to four years and 10-year contractual terms. | |||||||||||||||||||||||||||||||||||
The fair values of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model that uses the weighted-average assumptions. Expected volatilities are based on implied volatilities from historical volatility of the Company’s stock. The expected term of options granted represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. | |||||||||||||||||||||||||||||||||||
There were no options granted during the three and nine months ended September 30, 2013 and 2012. | |||||||||||||||||||||||||||||||||||
Option activity during 2013 is summarized as follows: | |||||||||||||||||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||||||||||||||||
Options | Weighted | Weighted | Weighted | Options | Weighted | Weighted | Weighted | ||||||||||||||||||||||||||||
Outstanding | Average | Average | Average | Exercisable | Average | Average | Average | ||||||||||||||||||||||||||||
Exercise | Fair | Remaining | Exercise | Fair | Remaining | ||||||||||||||||||||||||||||||
Price | Value | Contractual | Price | Value | Contractual | ||||||||||||||||||||||||||||||
Life | Life | ||||||||||||||||||||||||||||||||||
At January 1, 2013 | 17,270,321 | $ | 0.08 | $ | 0.08 | 4.95 years | 16,635,237 | $ | 0.08 | $ | 0.08 | 4.85 years | |||||||||||||||||||||||
Expired | (64,500 | ) | $ | 0.09 | $ | 0.07 | |||||||||||||||||||||||||||||
At September 30, 2013 | 17,205,821 | $ | 0.08 | $ | 0.08 | 4.21 years | 17,205,821 | $ | 0.08 | $ | 0.08 | 4.21 years | |||||||||||||||||||||||
Based on the September 30, 2013 fair market value of the Company’s common stock of $0.10, the aggregate intrinsic value for the 17,205,821 options outstanding and exercisable is $436,080. During the three months ended September 30, 2013, 635,084 additional options vested. | |||||||||||||||||||||||||||||||||||
Total compensation expense recognized related to stock option awards was $2,736 and $12,272 for the three months ended September 30, 2013 and 2012, respectively. In the accompanying condensed consolidated statements of operations for the three months ended September 30, 2013, $2,186 of expense is included in general, administrative and selling expenses, $438 is included in research and development expenses and $112 is included in cost of revenues. In the accompanying condensed consolidated statements of operations for the three months ended September 30, 2012, $9,643 of expense is included in general, administrative and selling expenses, $1,666 is included in research and development expenses and $963 is included in cost of revenues. Total compensation expense recognized related to all stock option awards was $14,546 and $52,904 for the nine months ended September 30, 2013 and 2012, respectively. In the accompanying condensed consolidated statements of operations for the nine months ending | |||||||||||||||||||||||||||||||||||
September 30, 2013, $12,374 of expense is included in general, administrative and selling expenses, $1,788 is included in research and development expenses and $384 is included in cost of revenues. In the accompanying condensed consolidated statements of operations for the nine months ending September 30, 2012, $42,751 of expense is included in general, administrative and selling expenses, $6,880 is included in research and development expenses and $3,273 is included in cost of revenues. | |||||||||||||||||||||||||||||||||||
As of September 30, 2013, there was no unrecognized compensation cost related to nonvested share-based compensation arrangements granted under the 1998 and 2006 Plans. | |||||||||||||||||||||||||||||||||||
In October 2013, Andrea granted 150,000 shares of Common Stock with a weighted average fair market value of $0.14. The grants provide for up to a two year vesting period, a weighted exercise price of $0.14 per share, which was the fair market value of the Company’s common stock at the date of grant, and a weighted average term of 5.9 years. The fair value of these 150,000 stock options was $20,000 (fair value was estimated on the date of grant using the Black-Scholes option-pricing model). |
Segment_Information
Segment Information | 9 Months Ended | ||||||||||||||
Sep. 30, 2013 | |||||||||||||||
Segment Information [Abstract] | ' | ||||||||||||||
Segment Information | ' | ||||||||||||||
Note 7. | Segment Information | ||||||||||||||
Andrea follows the provisions of ASC 280 “Segment Reporting” (“ASC 280”). Reportable operating segments are determined based on Andrea’s management approach. The management approach, as defined by ASC 280, is based on the way that the chief operating decision-maker organizes the segments within an enterprise for making operating decisions and assessing performance. While Andrea’s results of operations are primarily reviewed on a consolidated basis, the chief operating decision-maker also manages the enterprise in two segments: (i) Andrea DSP Microphone and Audio Software Products and (ii) Andrea Anti-Noise Products. Andrea DSP Microphone and Audio Software Products primarily include products based on the use of some, or all, of the following technologies: Andrea Digital Super Directional Array microphone technology (DSDA), Andrea Direction Finding and Tracking Array microphone technology (DFTA), Andrea PureAudio noise filtering technology, and Andrea EchoStop, an advanced acoustic echo cancellation technology. Andrea Anti-Noise Products include noise cancellation and active noise cancellation computer headset products and related computer peripheral products. | |||||||||||||||
The following represents selected condensed consolidated interim financial information for Andrea’s segments for the three-month periods ended September 30, 2013 and 2012. | |||||||||||||||
2013 Three Month Segment Data | Andrea DSP | Andrea Anti- | 2013 Three | ||||||||||||
Microphone and | Noise Products | Month Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Net revenues from external customers | $ | 51,633 | $ | 477,769 | $ | 529,402 | |||||||||
License revenues | 229,470 | — | 229,470 | ||||||||||||
Loss from operations | (47,604 | ) | (226,716 | ) | (274,320 | ) | |||||||||
Depreciation and amortization | 120,715 | 19,446 | 140,161 | ||||||||||||
Purchases of patents and trademarks | 16,642 | 42 | 16,684 | ||||||||||||
Assets | 1,504,987 | 1,622,851 | 3,127,838 | ||||||||||||
Total long lived assets | 422,201 | 205,322 | 627,523 | ||||||||||||
2012 Three Month Segment Data | Andrea DSP | Andrea Anti- | 2012 Three | ||||||||||||
Microphone and | Noise Products | Month Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Net revenues from external customers | $ | 88,187 | $ | 729,229 | $ | 817,416 | |||||||||
License revenues | 125,851 | — | 125,851 | ||||||||||||
Loss from operations | (222,383 | ) | (123,362 | ) | (345,745 | ) | |||||||||
Depreciation and amortization | 120,689 | 23,557 | 144,246 | ||||||||||||
Purchases of property and equipment | 4,121 | 1,463 | 5,584 | ||||||||||||
Purchases of patents and trademarks | 1,346 | 2,909 | 4,255 | ||||||||||||
December 31, 2012 Year End Segment Data | Andrea DSP | Andrea Anti- | 2012 Year End | ||||||||||||
Microphone and | Noise Products | Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Assets | $ | 1,946,597 | $ | 1,783,161 | $ | 3,729,758 | |||||||||
Total long lived assets | 759,273 | 259,837 | 1,019,110 | ||||||||||||
The following represents selected condensed consolidated interim financial information for Andrea’s segments for the nine-month periods ended September 30, 2013 and 2012: | |||||||||||||||
2013 Nine Month Segment Data | Andrea DSP | Andrea Anti- | 2013 Nine Month | ||||||||||||
Microphone and | Noise Products | Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Net revenues from external customers | $ | 128,387 | $ | 1,272,384 | $ | 1,400,771 | |||||||||
License revenues | 1,005,302 | — | 1,005,302 | ||||||||||||
Income (loss) from operations | 147,816 | (759,649 | ) | (611,833 | ) | ||||||||||
Depreciation and amortization | 361,416 | 58,853 | 420,269 | ||||||||||||
Purchases of patents and trademarks | 28,480 | 202 | 28,682 | ||||||||||||
2012 Nine Month Segment Data | Andrea DSP | Andrea Anti- | 2012 Nine Month | ||||||||||||
Microphone and | Noise Products | Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Net revenues from external customers | $ | 399,558 | $ | 1,643,070 | $ | 2,042,628 | |||||||||
License revenues | 550,208 | — | 550,208 | ||||||||||||
Loss from operations | (397,000 | ) | (568,785 | ) | (965,785 | ) | |||||||||
Depreciation and amortization | 361,464 | 67,794 | 429,258 | ||||||||||||
Purchases of property and equipment | 6,574 | 28,719 | 35,293 | ||||||||||||
Purchases of patents and trademarks | 12,569 | 14,737 | 27,306 | ||||||||||||
Management assesses non-operating income statement data on a consolidated basis only. International revenues are based on the country in which the end-user is located. For the three-month periods ended September 30, 2013 and 2012, net revenues by geographic area are as follows: | |||||||||||||||
Geographic Data | September 30, | September 30, | |||||||||||||
2013 | 2012 | ||||||||||||||
Net revenues: | |||||||||||||||
United States | $ | 452,562 | $ | 778,503 | |||||||||||
Foreign(1) | 306,310 | 164,764 | |||||||||||||
$ | 758,872 | $ | 943,267 | ||||||||||||
(1) | Net revenue from the People’s Republic of China and Singapore represented 28% of total net revenues for the three months ended September 30, 2013. Net revenues to any one foreign country did not exceed 10% of total net revenues for the three months ended September 30, 2012. | ||||||||||||||
For the nine-month periods ended September 30, 2013 and 2012, net revenues by geographic area are as follows: | |||||||||||||||
Geographic Data | September 30, | September 30, | |||||||||||||
2013 | 2012 | ||||||||||||||
Net revenues: | |||||||||||||||
United States | $ | 1,253,447 | $ | 2,166,970 | |||||||||||
Foreign(1) | 1,152,626 | 425,866 | |||||||||||||
$ | 2,406,073 | $ | 2,592,836 | ||||||||||||
(1) | Net revenue from the People’s Republic of China and Singapore represented 37% of total net revenues for the nine months ended September 30, 2013. Net revenues to any one foreign country did not exceed 10% of total net revenues for the nine months ended September 30, 2012. | ||||||||||||||
As of September 30, 2013 and December 31, 2012, accounts receivable by geographic area is as follows: | |||||||||||||||
Geographic Data | September 30, | December 31, | |||||||||||||
2013 | 2012 | ||||||||||||||
Accounts receivable: | |||||||||||||||
United States | $ | 271,075 | $ | 206,575 | |||||||||||
Foreign | 327,134 | 22,450 | |||||||||||||
$ | 598,209 | $ | 229,025 |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | |||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||
Summary Of Significant Accounting Policies [Abstract] | ' | |||||||||||||||||||||
Loss Per Share | ' | |||||||||||||||||||||
Loss Per Share — Basic loss per share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period. Diluted loss adjusts basic loss per share for the effects of convertible securities, stock options and other potentially dilutive financial instruments, only in the periods in which such effect is dilutive. Diluted earnings per share are based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method for the outstanding options, and the if-converted method for the outstanding convertible instruments. Under the treasury stock method, options are assumed to be exercised at the beginning of the period (or at the time of issuance, if later) and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Under the if-converted method, outstanding convertible instruments are assumed to be converted into common stock at the beginning of the period (or at the time of issuance, if later). Securities that could potentially dilute basic earnings per share (“EPS”) in the future that were not included in the computation of the diluted EPS because to do so would have been anti-dilutive for the periods presented, consist of the following: | ||||||||||||||||||||||
For the Three and Nine Months Ended | ||||||||||||||||||||||
30-Sep-13 | 30-Sep-12 | |||||||||||||||||||||
Total potential common shares as of: | ||||||||||||||||||||||
Options to purchase common stock (Note 6) | 17,205,821 | 17,375,821 | ||||||||||||||||||||
Series C Convertible Preferred Stock and related accrued dividends (Note 3) | 2,023,658 | 2,023,658 | ||||||||||||||||||||
Series D Convertible Preferred Stock and related warrants (Note 4) | 3,628,576 | 3,628,576 | ||||||||||||||||||||
Total potential common shares | 22,858,055 | 23,028,055 | ||||||||||||||||||||
Cash | ' | |||||||||||||||||||||
Cash — Cash includes cash and highly liquid investments with original maturities of three months or less. At times during the periods ended September 30, 2013 and December 31, 2012, the Company had cash deposits in excess of the maximum amounts insured by the Federal Deposit Insurance Corporation insurance limits. At September 30, 2013 and December 31, 2012, the Company’s cash was held at two financial institutions. | ||||||||||||||||||||||
Concentration of Credit Risk | ' | |||||||||||||||||||||
Concentration of Credit Risk — The following customers accounted for 10% or more of Andrea’s consolidated net revenues during at least one of the periods presented below: | ||||||||||||||||||||||
For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||
30-Sep-13 | 30-Sep-12 | 30-Sep-13 | 30-Sep-12 | |||||||||||||||||||
Customer A | 27% | * | 37% | * | ||||||||||||||||||
Customer B | 15% | 32% | * | 1% | ||||||||||||||||||
Customer C | * | 13% | * | 20% | ||||||||||||||||||
* | Amounts are less than 10% | |||||||||||||||||||||
Customer A accounted for approximately 47% of total accounts receivable at September 30, 2013. Customer C accounted for approximately 32% of total accounts receivable at December 31, 2012. | ||||||||||||||||||||||
The following suppliers accounted for 10% or more of Andrea’s purchases during the periods presented below: | ||||||||||||||||||||||
For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||
30-Sep-13 | 30-Sep-12 | 30-Sep-13 | 30-Sep-12 | |||||||||||||||||||
Supplier A | 90% | 94% | 88% | 67% | ||||||||||||||||||
Supplier B | * | * | * | 15% | ||||||||||||||||||
* | Amounts are less than 10% | |||||||||||||||||||||
At September 30, 2013 and December 31, 2012, Supplier A accounted for approximately 57% and 58% of accounts payable, respectively. | ||||||||||||||||||||||
Allowance for Doubtful Accounts | ' | |||||||||||||||||||||
Allowance for Doubtful Accounts — The Company performs on-going credit evaluations of its customers and adjusts credit limits based upon payment history and the customer’s current credit worthiness, as determined by the review of their current credit information. Collections and payments from customers are continuously monitored. The Company maintains an allowance for doubtful accounts, which is based upon historical experience as well as specific customer collection issues that have been identified. While such bad debt expenses have historically been within expectations and allowances established, the Company cannot guarantee that it will continue to experience the same credit loss rates that it has in the past. If the financial condition of customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. | ||||||||||||||||||||||
Inventories | ' | |||||||||||||||||||||
Inventories — Inventories are stated at the lower of cost (on a first-in, first-out) or market basis. The cost of inventory is based on the respective cost of materials. Andrea reviews its inventory reserve for obsolescence on a quarterly basis and establishes reserves on inventories based on the specific identification method as well as a general reserve. Andrea records changes in inventory reserves as part of cost of revenues. | ||||||||||||||||||||||
September 30, | December 31, | |||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||
Raw materials | $ | 18,278 | $ | 25,484 | ||||||||||||||||||
Finished goods | 1,237,027 | 1,262,535 | ||||||||||||||||||||
1,255,305 | 1,288,019 | |||||||||||||||||||||
Less: reserve for obsolescence | (440,341 | ) | (654,950 | ) | ||||||||||||||||||
$ | 814,964 | $ | 633,069 | |||||||||||||||||||
Intangible and Lived Assets | ' | |||||||||||||||||||||
Intangible and Lived Assets — Andrea accounts for its long-lived assets in accordance with ASC 360 “Property, Plant and Equipment” for purposes of determining and measuring impairment of its long-lived assets (primarily intangible assets) other than goodwill. Andrea’s policy is to periodically review the value assigned to its long-lived assets to determine if they have been permanently impaired by adverse conditions which may affect Andrea. If Andrea identifies a permanent impairment such that the carrying amount of Andrea’s long lived assets are not recoverable using the sum of an undiscounted cash flow projection (gross margin dollars from product revenues), a new cost basis for the impaired asset will be established. If required, an impairment charge is recorded based on an estimate of future discounted cash flows. This new cost basis will be net of any recorded impairment. At September 30, 2013 and 2012, Andrea concluded that the Andrea DSP Microphone and Audio Software Products business segment was not required to be tested for recoverability. | ||||||||||||||||||||||
Revenue Recognition | ' | |||||||||||||||||||||
Revenue Recognition — Non software-related revenue, which is generally comprised of microphones and microphone connectivity product revenues, is recognized when title and risk of loss pass to the customer, which is generally upon shipment. With respect to licensing revenues, Andrea recognizes revenue in accordance with ASC 985, “Software” and ASC 605 “Revenue Recognition.” License revenue is recognized based on the terms and conditions of individual contracts. In addition, fee based services, which are short-term in nature, are generally performed on a time-and-material basis under separate service arrangements and the corresponding revenue is generally recognized as the services are performed. | ||||||||||||||||||||||
During the three months ended March 31, 2013, it was determined that certain royalties related to a customer’s licensing agreement were not reported for 2012 and for the quarter ended March 31, 2013. The amount of unreported royalty revenue due to the Company was determined during the three months ended June 30, 2013. Since the Company was unable to estimate this amount at March 31, 2013, the Company did not record any revenue related to the unreported royalty revenue. During the three months ended June 30, 2013, the Company reported revenue of approximately $445,000, of which $295,000 and $150,000 consisted of royalties related to the licensing agreement from 2012 and for the quarter ended March 31, 2013, respectively. | ||||||||||||||||||||||
Income Taxes | ' | |||||||||||||||||||||
Income Taxes — Andrea accounts for income taxes in accordance with ASC 740, “Income Taxes” (“ASC 740”). ASC 740 requires an asset and liability approach for financial accounting and reporting for income taxes and establishes for all entities a minimum threshold for financial statement recognition of the benefit of tax positions, and requires certain expanded disclosures. The provision for income taxes is based upon income or loss after adjustment for those permanent items that are not considered in the | ||||||||||||||||||||||
determination of taxable income. Deferred income taxes represent the tax effects of differences between the financial reporting and tax bases of the Company’s assets and liabilities at the enacted tax rates in effect for the years in which the differences are expected to reverse. The Company evaluates the recoverability of deferred tax assets and establishes a valuation allowance when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Andrea expects it will reduce its valuation allowance in future periods to the extent that it can demonstrate its ability to utilize the assets. Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary. Income tax expense consists of the tax payable for the period and the change during the period in deferred tax assets and liabilities. The Company has identified its federal tax return and its state tax return in New York as “major” tax jurisdictions. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s condensed consolidated interim financial statements. The Company’s evaluation was performed for tax years ended 2009 through 2012. The Company believes that its income tax positions and deductions will be sustained on audit and does not anticipate any adjustments that will result in a material change to its financial position. | ||||||||||||||||||||||
The provision for income taxes for the three months ended September 30, 2013 of approximately $128,000 is a result of certain licensing revenues that are subject to withholding of income tax as mandated by the foreign jurisdiction in which the revenues are earned. Although this provision could be offset by future tax benefits since the Company records a full valuation against deferred tax assets, the provision of approximately $128,000 will not be reduced by such tax benefits. Additionally, approximately $87,000 of the provision recorded for the three months ended September 30, 2013 relates to royalty revenue reported during the three months ended June 30, 2013. At the time the revenue was reported, the Company was unaware that some portion of this revenue would be subject to foreign income tax as this income was previously exempt from foreign taxes. The provision for income taxes for the three months ended September 30, 2012 of approximately $155,000 is the result of increasing the valuation allowance against our deferred tax assets after considering changes in previously existing positive and negative evidence of the Company’s ability to utilize those deferred tax assets. | ||||||||||||||||||||||
Stock-Based Compensation | ' | |||||||||||||||||||||
Stock-Based Compensation — At September 30, 2013, Andrea had two stock-based employee compensation plans, which are described more fully in Note 6. Andrea accounts for stock-based compensation in accordance with ASC 718, “Compensation — Stock Compensation” (“ASC 718”). ASC 718 establishes accounting for stock-based awards exchanged for employee services. Under the provisions of ASC 718, stock-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as expense over the employee’s requisite service period (generally the vesting period of the equity grant). The fair value of the Company’s common stock options are estimated using the Black Scholes option-pricing model with the following assumptions: expected volatility, dividend rate, risk free interest rate and the expected life. The Company expenses stock-based compensation by using the straight-line method. In accordance with ASC 718, excess tax benefits realized from the exercise of stock-based awards are classified in cash flows from financing activities. The future realization of the reserved deferred tax assets related to these tax benefits associated with the exercise of stock options will result in a credit to additional paid in capital if the related tax deduction reduces taxes payable. The Company has elected the “with and without approach” regarding ordering of windfall tax benefits to determine whether the windfall tax benefit did reduce taxes payable in the current year. Under this approach, the windfall tax benefit would be recognized in additional paid-in-capital only if an incremental tax benefit is realized after considering all other benefits presently available. | ||||||||||||||||||||||
Use of Estimates | ' | |||||||||||||||||||||
Use of Estimates — The preparation of condensed consolidated interim financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated interim financial statements and the reported amounts of revenues and expenses during the reporting period. | ||||||||||||||||||||||
Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. The most significant estimates, among other things, are used in accounting for allowances for bad debts, inventory valuation and obsolescence, product warranty, depreciation, deferred income taxes, expected realizable values for assets (primarily intangible assets), contingencies, revenue recognition as well as the recording and presentation of the Company’s convertible preferred stock. Estimates and assumptions are periodically reviewed and the effects of any material revisions are reflected in the condensed consolidated interim financial statements in the period that they are determined to be necessary. Actual results could differ from those estimates and assumptions. | ||||||||||||||||||||||
Subsequent Events | ' | |||||||||||||||||||||
Subsequent Events — The Company evaluates events that occurred after the balance sheet date but before the condensed consolidated interim financial statements are issued. Based upon the evaluation, except as noted in Note 6, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the condensed consolidated interim financial statements. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | |||||||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||||||
Summary Of Significant Accounting Policies [Abstract] | ' | |||||||||||||||||||||
Summary of Antidilutive securities excluded from computation of earnings per share | ' | |||||||||||||||||||||
For the Three and Nine Months Ended | ||||||||||||||||||||||
30-Sep-13 | 30-Sep-12 | |||||||||||||||||||||
Total potential common shares as of: | ||||||||||||||||||||||
Options to purchase common stock (Note 6) | 17,205,821 | 17,375,821 | ||||||||||||||||||||
Series C Convertible Preferred Stock and related accrued dividends (Note 3) | 2,023,658 | 2,023,658 | ||||||||||||||||||||
Series D Convertible Preferred Stock and related warrants (Note 4) | 3,628,576 | 3,628,576 | ||||||||||||||||||||
Total potential common shares | 22,858,055 | 23,028,055 | ||||||||||||||||||||
Summary of Concentration of credit risk, Customer as a percentage of revenues | ' | |||||||||||||||||||||
For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||
30-Sep-13 | 30-Sep-12 | 30-Sep-13 | 30-Sep-12 | |||||||||||||||||||
Customer A | 27% | * | 37% | * | ||||||||||||||||||
Customer B | 15% | 32% | * | 1% | ||||||||||||||||||
Customer C | * | 13% | * | 20% | ||||||||||||||||||
Summary of Concentration of credit risk, supplier as a percentage of purchases | ' | |||||||||||||||||||||
For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||
30-Sep-13 | 30-Sep-12 | 30-Sep-13 | 30-Sep-12 | |||||||||||||||||||
Supplier A | 90% | 94% | 88% | 67% | ||||||||||||||||||
Supplier B | * | * | * | 15% | ||||||||||||||||||
Summary of Inventories, net | ' | |||||||||||||||||||||
September 30, | December 31, | |||||||||||||||||||||
2013 | 2012 | |||||||||||||||||||||
Raw materials | $ | 18,278 | $ | 25,484 | ||||||||||||||||||
Finished goods | 1,237,027 | 1,262,535 | ||||||||||||||||||||
1,255,305 | 1,288,019 | |||||||||||||||||||||
Less: reserve for obsolescence | (440,341 | ) | (654,950 | ) | ||||||||||||||||||
$ | 814,964 | $ | 633,069 |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Commitments and Contingencies [Abstract] | ' | ||||||
Summary of minimum annual future lease payments, under this lease and all other noncancellable operating leases | ' | ||||||
2013 (October 1 — December 31) | $ | 31,232 | |||||
2014 | 123,994 | ||||||
2015 | 49,167 | ||||||
2016 | 6,661 | ||||||
Total | $ | 211,054 | |||||
Stock_Plans_and_Stock_Based_Co1
Stock Plans and Stock Based Compensation (Tables) | 9 Months Ended | ||||||||||||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||||||||||||
Stock Plans and Stock Based Compensation [Abstract] | ' | ||||||||||||||||||||||||||||||||||
Summary of stock option activity | ' | ||||||||||||||||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||||||||||||||||
Options | Weighted | Weighted | Weighted | Options | Weighted | Weighted | Weighted | ||||||||||||||||||||||||||||
Outstanding | Average | Average | Average | Exercisable | Average | Average | Average | ||||||||||||||||||||||||||||
Exercise | Fair | Remaining | Exercise | Fair | Remaining | ||||||||||||||||||||||||||||||
Price | Value | Contractual | Price | Value | Contractual | ||||||||||||||||||||||||||||||
Life | Life | ||||||||||||||||||||||||||||||||||
At January 1, 2013 | 17,270,321 | $ | 0.08 | $ | 0.08 | 4.95 years | 16,635,237 | $ | 0.08 | $ | 0.08 | 4.85 years | |||||||||||||||||||||||
Expired | (64,500 | ) | $ | 0.09 | $ | 0.07 | |||||||||||||||||||||||||||||
At September 30, 2013 | 17,205,821 | $ | 0.08 | $ | 0.08 | 4.21 years | 17,205,821 | $ | 0.08 | $ | 0.08 | 4.21 years | |||||||||||||||||||||||
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | ||||||||||||||
Sep. 30, 2013 | |||||||||||||||
Segment Information [Abstract] | ' | ||||||||||||||
Summary of Selected consolidated financial information for Andrea's segments | ' | ||||||||||||||
2013 Three Month Segment Data | Andrea DSP | Andrea Anti- | 2013 Three | ||||||||||||
Microphone and | Noise Products | Month Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Net revenues from external customers | $ | 51,633 | $ | 477,769 | $ | 529,402 | |||||||||
License revenues | 229,470 | — | 229,470 | ||||||||||||
Loss from operations | (47,604 | ) | (226,716 | ) | (274,320 | ) | |||||||||
Depreciation and amortization | 120,715 | 19,446 | 140,161 | ||||||||||||
Purchases of patents and trademarks | 16,642 | 42 | 16,684 | ||||||||||||
Assets | 1,504,987 | 1,622,851 | 3,127,838 | ||||||||||||
Total long lived assets | 422,201 | 205,322 | 627,523 | ||||||||||||
2012 Three Month Segment Data | Andrea DSP | Andrea Anti- | 2012 Three | ||||||||||||
Microphone and | Noise Products | Month Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Net revenues from external customers | $ | 88,187 | $ | 729,229 | $ | 817,416 | |||||||||
License revenues | 125,851 | — | 125,851 | ||||||||||||
Loss from operations | (222,383 | ) | (123,362 | ) | (345,745 | ) | |||||||||
Depreciation and amortization | 120,689 | 23,557 | 144,246 | ||||||||||||
Purchases of property and equipment | 4,121 | 1,463 | 5,584 | ||||||||||||
Purchases of patents and trademarks | 1,346 | 2,909 | 4,255 | ||||||||||||
December 31, 2012 Year End Segment Data | Andrea DSP | Andrea Anti- | 2012 Year End | ||||||||||||
Microphone and | Noise Products | Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Assets | $ | 1,946,597 | $ | 1,783,161 | $ | 3,729,758 | |||||||||
Total long lived assets | 759,273 | 259,837 | 1,019,110 | ||||||||||||
The following represents selected condensed consolidated interim financial information for Andrea’s segments for the nine-month periods ended September 30, 2013 and 2012: | |||||||||||||||
2013 Nine Month Segment Data | Andrea DSP | Andrea Anti- | 2013 Nine Month | ||||||||||||
Microphone and | Noise Products | Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Net revenues from external customers | $ | 128,387 | $ | 1,272,384 | $ | 1,400,771 | |||||||||
License revenues | 1,005,302 | — | 1,005,302 | ||||||||||||
Income (loss) from operations | 147,816 | (759,649 | ) | (611,833 | ) | ||||||||||
Depreciation and amortization | 361,416 | 58,853 | 420,269 | ||||||||||||
Purchases of patents and trademarks | 28,480 | 202 | 28,682 | ||||||||||||
2012 Nine Month Segment Data | Andrea DSP | Andrea Anti- | 2012 Nine Month | ||||||||||||
Microphone and | Noise Products | Total | |||||||||||||
Audio Software | |||||||||||||||
Products | |||||||||||||||
Net revenues from external customers | $ | 399,558 | $ | 1,643,070 | $ | 2,042,628 | |||||||||
License revenues | 550,208 | — | 550,208 | ||||||||||||
Loss from operations | (397,000 | ) | (568,785 | ) | (965,785 | ) | |||||||||
Depreciation and amortization | 361,464 | 67,794 | 429,258 | ||||||||||||
Purchases of property and equipment | 6,574 | 28,719 | 35,293 | ||||||||||||
Purchases of patents and trademarks | 12,569 | 14,737 | 27,306 | ||||||||||||
Summary of Segment Reporting Information, by Geographical Segment | ' | ||||||||||||||
Geographic Data | September 30, | September 30, | |||||||||||||
2013 | 2012 | ||||||||||||||
Net revenues: | |||||||||||||||
United States | $ | 452,562 | $ | 778,503 | |||||||||||
Foreign(1) | 306,310 | 164,764 | |||||||||||||
$ | 758,872 | $ | 943,267 | ||||||||||||
(1) | Net revenue from the People’s Republic of China and Singapore represented 28% of total net revenues for the three months ended September 30, 2013. Net revenues to any one foreign country did not exceed 10% of total net revenues for the three months ended September 30, 2012. | ||||||||||||||
For the nine-month periods ended September 30, 2013 and 2012, net revenues by geographic area are as follows: | |||||||||||||||
Geographic Data | September 30, | September 30, | |||||||||||||
2013 | 2012 | ||||||||||||||
Net revenues: | |||||||||||||||
United States | $ | 1,253,447 | $ | 2,166,970 | |||||||||||
Foreign(1) | 1,152,626 | 425,866 | |||||||||||||
$ | 2,406,073 | $ | 2,592,836 | ||||||||||||
(1) | Net revenue from the People’s Republic of China and Singapore represented 37% of total net revenues for the nine months ended September 30, 2013. Net revenues to any one foreign country did not exceed 10% of total net revenues for the nine months ended September 30, 2012. | ||||||||||||||
As of September 30, 2013 and December 31, 2012, accounts receivable by geographic area is as follows: | |||||||||||||||
Geographic Data | September 30, | December 31, | |||||||||||||
2013 | 2012 | ||||||||||||||
Accounts receivable: | |||||||||||||||
United States | $ | 271,075 | $ | 206,575 | |||||||||||
Foreign | 327,134 | 22,450 | |||||||||||||
$ | 598,209 | $ | 229,025 | ||||||||||||
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Summary of Antidilutive securities excluded from computation of earnings per share | ' | ' | ' | ' |
Total potentially dilutive common shares | 22,858,055 | 23,028,055 | 22,858,055 | 23,028,055 |
Options to purchase common stock [Member] | ' | ' | ' | ' |
Summary of Antidilutive securities excluded from computation of earnings per share | ' | ' | ' | ' |
Total potentially dilutive common shares | 17,205,821 | 17,375,821 | 17,205,821 | 17,375,821 |
Series C Convertible Preferred Stock and related accrued dividends [Member] | ' | ' | ' | ' |
Summary of Antidilutive securities excluded from computation of earnings per share | ' | ' | ' | ' |
Total potentially dilutive common shares | 2,023,658 | 2,023,658 | 2,023,658 | 2,023,658 |
Series D Convertible Preferred Stock [Member] | ' | ' | ' | ' |
Summary of Antidilutive securities excluded from computation of earnings per share | ' | ' | ' | ' |
Total potentially dilutive common shares | 3,628,576 | 3,628,576 | 3,628,576 | 3,628,576 |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 1) (Revenue [Member]) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Customer A [Member] | ' | ' | ' | ' |
Summary of Concentration of credit risk, Customer as a percentage of revenues | ' | ' | ' | ' |
Concentration risk, Customer, Percentage of net revenue | 27.00% | ' | 37.00% | ' |
Revenue Concentration, Concentration Risk, Customer | ' | 'Amounts are less than 10 | ' | 'Amounts are less than 10 |
Customer B [Member] | ' | ' | ' | ' |
Summary of Concentration of credit risk, Customer as a percentage of revenues | ' | ' | ' | ' |
Concentration risk, Customer, Percentage of net revenue | 15.00% | 32.00% | ' | 1.00% |
Revenue Concentration, Concentration Risk, Customer | ' | ' | 'Amounts are less than 10 | ' |
Customer C [Member] | ' | ' | ' | ' |
Summary of Concentration of credit risk, Customer as a percentage of revenues | ' | ' | ' | ' |
Concentration risk, Customer, Percentage of net revenue | ' | 13.00% | ' | 20.00% |
Revenue Concentration, Concentration Risk, Customer | 'Amounts are less than 10 | ' | 'Amounts are less than 10 | ' |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details 2) (Purchase [Member]) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Supplier A [Member] | ' | ' | ' | ' |
Summary of Concentration of credit risk, supplier as a percentage of purchases | ' | ' | ' | ' |
Concentration risk, Supplier, Percentage | 90.00% | 94.00% | 88.00% | 67.00% |
Supplier B [Member] | ' | ' | ' | ' |
Summary of Concentration of credit risk, supplier as a percentage of purchases | ' | ' | ' | ' |
Concentration risk, Supplier, Percentage | ' | ' | ' | 15.00% |
Concentration Risk, Supplier | 'Amounts are less than 10 | 'Amounts are less than 10 | 'Amounts are less than 10 | ' |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies (Details 3) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Summary of Inventories, net | ' | ' |
Raw materials | $18,278 | $25,484 |
Finished goods | 1,237,027 | 1,262,535 |
Inventories, Gross | 1,255,305 | 1,288,019 |
Less: reserve for obsolescence | -440,341 | -654,950 |
Inventories, net | $814,964 | $633,069 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies (Details Textual) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2012 | Jun. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Financial_institutions | Financial_institutions | Compensation_plans | |||||
Compensation_plans | Financial_institutions | ||||||
Summary of significant accounting policies (Textual) | ' | ' | ' | ' | ' | ' | ' |
Number of financial institutions where cash is held | 2 | ' | ' | ' | 2 | ' | 2 |
Number of stock-based employee compensation plans | ' | ' | ' | ' | ' | ' | 2 |
Royalties related to licensing agreement | ' | $445,000 | ' | $150,000 | ' | ' | $295,000 |
Deferred tax assets, valuation allowance | ' | ' | ' | ' | ' | ' | 155,000 |
Provision for income taxes | $128,391 | ' | $154,621 | ' | $128,391 | $154,637 | ' |
Customer A [Member] | Net revenue [Member] | ' | ' | ' | ' | ' | ' | ' |
Summary of significant accounting policies (Textual) | ' | ' | ' | ' | ' | ' | ' |
Approximate risk percentage of accounts receivable | ' | ' | ' | ' | 47.00% | ' | 32.00% |
Supplier A [Member] | Purchase [Member] | ' | ' | ' | ' | ' | ' | ' |
Summary of significant accounting policies (Textual) | ' | ' | ' | ' | ' | ' | ' |
Approximate risk percentage of accounts payable | ' | ' | ' | ' | 57.00% | ' | 58.00% |
Concentration risk, Customer, Percentage of net revenue | 90.00% | ' | 94.00% | ' | 88.00% | 67.00% | ' |
Supplier B [Member] | Purchase [Member] | ' | ' | ' | ' | ' | ' | ' |
Summary of significant accounting policies (Textual) | ' | ' | ' | ' | ' | ' | ' |
Concentration risk, Customer, Percentage of net revenue | ' | ' | ' | ' | ' | 15.00% | ' |
Purchase concentration, concentration risk, supplier | 'Amounts are less than 10 | ' | 'Amounts are less than 10 | ' | 'Amounts are less than 10 | ' | ' |
Series_C_Redeemable_Convertibl
Series C Redeemable Convertible Preferred Stock (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Feb. 17, 2004 | Feb. 19, 2004 | Oct. 31, 2000 | Oct. 10, 2000 | Sep. 30, 2013 | Jun. 30, 2013 |
Series C Redeemable Convertible Preferred Stock [Member] | Series C Redeemable Convertible Preferred Stock [Member] | Series C Redeemable Convertible Preferred Stock [Member] | Series C Redeemable Convertible Preferred Stock [Member] | Series C Redeemable Convertible Preferred Stock [Member] | Series C Redeemable Convertible Preferred Stock [Member] | |||
Series C redeemable convertible preferred stock (Textual) | ' | ' | ' | ' | ' | ' | ' | ' |
Proceed from issuance of private placement | ' | ' | ' | ' | $7,500,000 | $7,500,000 | ' | ' |
Preferred Stock, value stated | ' | ' | ' | ' | 10,000 | 10,000 | 10,000 | ' |
Increase in stated value of preferred stock | ' | ' | 1,671 | 1,671 | ' | ' | 1,671 | ' |
Preferred stock dividend rate | ' | ' | 5.00% | ' | ' | ' | ' | ' |
Additional increase per annum value of preferred stock | ' | ' | ' | ' | 5.00% | 5.00% | ' | ' |
Preferred stock, conversion price | ' | ' | ' | ' | $0.26 | $0.26 | $0.26 | ' |
Description of additional stated value | ' | ' | 'Additional amount of $1,671 represents the 5% per annum from October 10, 2000 through February 17, 2004. | 'Additional amount of $1,671 represents the 5% per annum from October 10, 2000 through February 17, 2004. | ' | ' | 'Additional amount of $1,671 represents the 5% per annum from October 10, 2000 through February 17, 2004. | ' |
Shares, outstanding | ' | ' | ' | ' | ' | ' | 44.231432 | 44.231432 |
Number of common stock by conversion of preferred stock | ' | ' | ' | ' | ' | ' | 2,023,658 | ' |
Accrued Series C Preferred Stock Dividends | $73,921 | $73,921 | ' | ' | ' | ' | $73,921 | ' |
Series_D_Redeemable_Convertibl
Series D Redeemable Convertible Preferred Stock (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Jun. 30, 2004 | Jun. 04, 2004 | Feb. 29, 2004 | Feb. 23, 2004 | Sep. 30, 2013 | Feb. 17, 2004 |
Series D redeemable convertible preferred stock [Member] | Series D redeemable convertible preferred stock [Member] | Series D redeemable convertible preferred stock [Member] | Series D redeemable convertible preferred stock [Member] | Series D redeemable convertible preferred stock [Member] | Series D redeemable convertible preferred stock [Member] | |||
Series D redeemable convertible preferred stock (Textual) | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement signed, amount investors agreed to invest | ' | ' | ' | ' | $2,500,000 | ' | ' | $2,500,000 |
Amount invested by buyers under agreement | ' | ' | 1,250,000 | 1,250,000 | 1,250,000 | 1,250,000 | ' | ' |
Preferred Stock, value stated | ' | ' | $1,250,000 | $1,250,000 | $1,250,000 | $1,250,000 | ' | ' |
Preferred stock, issued | ' | ' | 1,250,000 | 1,250,000 | 1,250,000 | 1,250,000 | ' | ' |
Number of common stock for exercise of warrant | ' | ' | 2,500,000 | 2,500,000 | 2,500,000 | 2,500,000 | ' | ' |
Preferred stock conversion price | ' | ' | $0.25 | $0.25 | $0.25 | $0.25 | $0.25 | ' |
Description of registration delay payment | ' | ' | 'Payment is to be paid in cash and is equal to the product of (i) the stated value of such Preferred Shares multiplied by (ii) the product of (1) .0005 multiplied by (2) the number of days that sales cannot be made pursuant to the Registration Statement (excluding any days during that may be considered grace periods as defined by the Registration Rights Agreement). | 'Payment is to be paid in cash and is equal to the product of (i) the stated value of such Preferred Shares multiplied by (ii) the product of (1) .0005 multiplied by (2) the number of days that sales cannot be made pursuant to the Registration Statement (excluding any days during that may be considered grace periods as defined by the Registration Rights Agreement). | 'Payment is to be paid in cash and is equal to the product of (i) the stated value of such Preferred Shares multiplied by (ii) the product of (1) .0005 multiplied by (2) the number of days that sales cannot be made pursuant to the Registration Statement (excluding any days during that may be considered grace periods as defined by the Registration Rights Agreement). | 'Payment is to be paid in cash and is equal to the product of (i) the stated value of such Preferred Shares multiplied by (ii) the product of (1) .0005 multiplied by (2) the number of days that sales cannot be made pursuant to the Registration Statement (excluding any days during that may be considered grace periods as defined by the Registration Rights Agreement). | 'Payment is to be paid in cash and is equal to the product of (i) the stated value of such Preferred Shares multiplied by (ii) the product of (1) .0005 multiplied by (2) the number of days that sales cannot be made pursuant to the Registration Statement (excluding any days during that may be considered grace periods as defined by the Registration Rights Agreement). | ' |
Number of shares outstanding | 907,144 | ' | ' | ' | ' | ' | ' | ' |
Number of common stock shares conversion of preferred stock | ' | ' | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | 3,628,576 | ' |
Exercise warrant, period | ' | ' | 'Warrants were exercisable at any time after December 4, 2004 and before June 4, 2009. | 'Warrants were exercisable at any time after December 4, 2004 and before June 4, 2009. | 'Warrants were exercisable at any time after August 17, 2004 and before February 23, 2009. | 'Warrants were exercisable at any time after August 17, 2004 and before February 23, 2009. | ' | ' |
Warrants, exercise price | ' | ' | $0.17 | $0.17 | $0.38 | $0.38 | ' | ' |
Warrants expiration date | ' | ' | 4-Jun-04 | 4-Jun-04 | 23-Feb-09 | 23-Feb-09 | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | Sep. 30, 2013 |
Summary of minimum annual future lease payments, under this lease and all other noncancellable operating leases | ' |
2013 (April 1 - December 31) | $31,232 |
2014 | 123,994 |
2015 | 49,167 |
2016 | 6,661 |
Total | $211,054 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details Textual) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | ||||
31-May-13 | Dec. 31, 2010 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jul. 31, 2013 | Sep. 30, 2013 | |
Squarefeets | Douglas J Andrea [Member] | Douglas J Andrea [Member] | ||||||
Commitments and contingencies (Textual) | ' | ' | ' | ' | ' | ' | ' | ' |
Term of employment agreement | ' | ' | ' | ' | ' | ' | 'The effective date of the employment agreement is August 1, 2013 and expires July 31, 2014 and is subject to renewal as approved by the Compensation Committee of the Board of Directors. | ' |
Base salary | ' | ' | ' | ' | ' | ' | $300,000 | ' |
Decrease in annual salary voluntarily agreed | ' | ' | ' | ' | ' | ' | 50,000 | ' |
Percentage of quarterly bonus | ' | ' | ' | ' | ' | ' | 25.00% | ' |
Minimum profit after tax to pay quarterly bonus | ' | ' | ' | ' | ' | ' | 25,000 | ' |
Maximum quarterly bonus | ' | ' | ' | ' | ' | ' | 12,500 | ' |
Percentage of annual bonus | ' | ' | ' | ' | ' | ' | 10.00% | ' |
Minimum profit after tax to pay annual bonus | ' | ' | ' | ' | ' | ' | 300,000 | ' |
Description of contractual agreement for other benefits | ' | ' | ' | ' | ' | ' | 'Mr. Andrea is also entitled to a change in control payment equal to two times his base salary with continuation of health and medical benefits for two years in the event of a change in control. In the event of his termination without cause or resignation with the Company's consent, Mr. Andrea is also entitled to a severance payment equal to six months of his base salary and a continuation for 12 months of health insurance coverage for Mr. Andrea, his spouse and his dependents. | ' |
Future minimum cash commitments | ' | ' | ' | ' | ' | ' | ' | 250,000 |
Lease expiration date | ' | ' | ' | ' | 30-Apr-15 | ' | ' | ' |
Area of warehousing, sales and executive offices (In Square feet) | ' | ' | ' | ' | 11,000 | ' | ' | ' |
Rent expenses | ' | ' | $24,441 | $23,729 | $72,373 | $70,265 | ' | ' |
Number of companies against which lawsuit is filed | 'Over 120 | 'Over 90 | ' | ' | ' | ' | ' | ' |
Stock_Plans_and_Stock_Based_Co2
Stock Plans and Stock Based Compensation (Details) (USD $) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2012 | |
Summary of stock options activity | ' | ' |
Options Outstanding, Beginning balance | 17,205,821 | ' |
Options Outstanding, Expired | -64,500 | ' |
Options Outstanding, Ending balance | 17,205,821 | 17,270,321 |
Options Outstanding, Weighted Average Exercise Price, Beginning balance | $0.08 | ' |
Options Outstanding, Weighted Average Exercise Price, Expired | $0.09 | ' |
Options Outstanding, Weighted Average Exercise Price, Ending balance | $0.08 | $0.08 |
Options Outstanding, Weighted Average Fair Value, Beginning balance | $0.08 | ' |
Options Outstanding, Weighted Average Fair Value, Expired | $0.07 | ' |
Options Outstanding, Weighted Average Fair Value, Ending balance | $0.08 | $0.08 |
Options Outstanding, Weighted Average Remaining Contractual Term | '4 years 2 months 16 days | '4 years 11 months 12 days |
Options Exercisable, Beginning balance | 16,635,237 | ' |
Options Exercisable, Ending balance | 17,205,821 | 16,635,237 |
Options Exercisable, Weighted Average Exercise Price, Beginning balance | $0.08 | ' |
Options Exercisable, Weighted Average Exercise Price, Ending balance | $0.08 | $0.08 |
Options Exercisable Weighted Average Fair Value, Beginning balance | $0.08 | ' |
Options Exercisable Weighted Average Fair Value, Ending balance | $0.08 | $0.08 |
Options Exercisable, Weighted Average Remaining Contractual Term | '4 years 2 months 16 days | '4 years 10 months 6 days |
Stock_Plans_and_Stock_Based_Co3
Stock Plans and Stock Based Compensation (Details Textual) (USD $) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Oct. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Dec. 31, 2012 | |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Total compensation expense recognized related to stock option awards | ' | $2,736 | $12,272 | $14,546 | $52,904 | ' | ' |
Option vesting period | '2 years | ' | ' | ' | ' | ' | ' |
Cost of Revenue | ' | 340,755 | 456,871 | 897,122 | 1,170,739 | ' | ' |
Option granted | 150,000 | ' | ' | ' | ' | ' | ' |
Common stock fair value | $0.14 | ' | ' | $0.10 | ' | ' | ' |
Option outstanding | ' | 17,205,821 | ' | 17,205,821 | ' | 17,205,821 | 17,270,321 |
Shares exercisable | ' | 17,205,821 | ' | 17,205,821 | ' | 16,635,237 | 16,635,237 |
Aggregate intrinsic value | ' | 436,080 | ' | 436,080 | ' | ' | ' |
Total unrecognized compensation cost related to nonvested share-based compensation arrangements | ' | ' | ' | ' | ' | ' | ' |
Common stock options weighted exercise price | $0.14 | ' | ' | ' | ' | ' | ' |
Common stock options fair value | 20,000 | ' | ' | ' | ' | ' | ' |
1998 Stock Option Plan [Member] | ' | ' | ' | ' | ' | ' | ' |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Permissible limit of common stock to be acquired by the holders of awards | ' | ' | ' | 6,375,000 | ' | ' | ' |
1998 Stock Option Plan [Member] | Maximum [Member] | ' | ' | ' | ' | ' | ' | ' |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Option vesting period | ' | ' | ' | '10 years | ' | ' | ' |
1998 Stock Option Plan [Member] | Minimum [Member] | ' | ' | ' | ' | ' | ' | ' |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Option vesting period | ' | ' | ' | '4 years | ' | ' | ' |
2006 Equity Compensation Plan [Member] | ' | ' | ' | ' | ' | ' | ' |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Permissible limit of common stock to be acquired by the holders of awards | ' | ' | ' | 18,000,000 | ' | ' | ' |
Shares available for further issuance | ' | 4,386,436 | ' | 4,386,436 | ' | ' | ' |
2006 Equity Compensation Plan [Member] | Maximum [Member] | ' | ' | ' | ' | ' | ' | ' |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Option vesting period | ' | ' | ' | '10 years | ' | ' | ' |
2006 Equity Compensation Plan [Member] | Minimum [Member] | ' | ' | ' | ' | ' | ' | ' |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Option vesting period | ' | ' | ' | '4 years | ' | ' | ' |
General, administrative and selling expenses [Member] | ' | ' | ' | ' | ' | ' | ' |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Total compensation expense recognized related to stock option awards | ' | 2,186 | ' | 42,751 | ' | ' | ' |
Research and development expenses [Member] | ' | ' | ' | ' | ' | ' | ' |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Total compensation expense recognized related to stock option awards | ' | 1,666 | ' | 6,880 | ' | ' | ' |
Cost of revenues [Member] | ' | ' | ' | ' | ' | ' | ' |
Stock Plans and Stock Based Compensation (Textual) | ' | ' | ' | ' | ' | ' | ' |
Total compensation expense recognized related to stock option awards | ' | $963 | ' | $3,273 | ' | ' | ' |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Summary of consolidated financial information for Andrea's segments | ' | ' | ' | ' | ' |
Net revenues from external customers | $529,402 | $817,416 | $1,400,771 | $2,042,628 | ' |
License Revenues | 229,470 | 125,851 | 1,005,302 | 550,208 | ' |
Income (loss) from operations | -274,320 | -345,745 | -611,833 | -965,785 | ' |
Depreciation and amortization | 140,161 | 144,246 | 420,269 | 429,258 | ' |
Purchases of patents and trademarks | 16,684 | 5,584 | 28,682 | 27,306 | ' |
Assets | 3,127,838 | ' | 3,127,838 | ' | 3,729,758 |
Total long lived assets | 627,523 | ' | 627,523 | ' | 1,019,110 |
Purchases of property and equipment | ' | 4,255 | ' | 35,293 | ' |
Andrea DSP Microphone and Audio Software Products [Member] | ' | ' | ' | ' | ' |
Summary of consolidated financial information for Andrea's segments | ' | ' | ' | ' | ' |
Net revenues from external customers | 51,633 | 88,187 | 128,387 | 399,558 | ' |
License Revenues | 229,470 | 125,851 | 1,005,302 | 550,208 | ' |
Income (loss) from operations | -47,604 | -222,383 | 147,816 | -397,000 | ' |
Depreciation and amortization | 120,715 | 120,689 | 361,416 | 361,464 | ' |
Purchases of patents and trademarks | 16,642 | 4,121 | 28,480 | 6,574 | ' |
Assets | ' | ' | ' | ' | 1,946,597 |
Total long lived assets | ' | ' | ' | ' | 759,273 |
Purchases of property and equipment | ' | 1,346 | ' | 12,569 | ' |
Andrea Anti-Noise Products [Member] | ' | ' | ' | ' | ' |
Summary of consolidated financial information for Andrea's segments | ' | ' | ' | ' | ' |
Net revenues from external customers | 477,769 | 729,229 | 1,272,384 | 1,643,070 | ' |
License Revenues | ' | ' | ' | ' | ' |
Income (loss) from operations | -226,716 | -123,362 | -759,649 | -568,785 | ' |
Depreciation and amortization | 19,446 | 23,557 | 58,853 | 67,794 | ' |
Purchases of patents and trademarks | 42 | 1,463 | 202 | 28,719 | ' |
Assets | ' | ' | ' | ' | 1,783,161 |
Total long lived assets | ' | ' | ' | ' | 259,837 |
Purchases of property and equipment | ' | $2,909 | ' | $14,737 | ' |
Segment_Information_Details_1
Segment Information (Details 1) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Summary of net revenues and accounts receivable by geographic area | ' | ' | ' | ' | ' |
Net Revenues | $758,872 | $943,267 | $2,406,073 | $2,592,836 | ' |
Accounts receivable | 598,209 | ' | 598,209 | ' | 229,025 |
United States [Member] | ' | ' | ' | ' | ' |
Summary of net revenues and accounts receivable by geographic area | ' | ' | ' | ' | ' |
Net Revenues | 452,562 | 778,503 | 1,253,447 | 2,166,970 | ' |
Accounts receivable | 271,075 | ' | 271,075 | ' | 206,575 |
Foreign [Member] | ' | ' | ' | ' | ' |
Summary of net revenues and accounts receivable by geographic area | ' | ' | ' | ' | ' |
Net Revenues | 306,310 | 164,764 | 1,152,626 | 425,866 | ' |
Accounts receivable | $327,134 | ' | $327,134 | ' | $22,450 |
Segment_Information_Details_Te
Segment Information (Details Textual) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Segment Information (Textual) | ' | ' | ' | ' |
Number of operating segments | ' | ' | 2 | ' |
Peoples Republic of China and Singapore [Member] | ' | ' | ' | ' |
Segment Information (Textual) | ' | ' | ' | ' |
Net revenues to any one foreign country as a percentage of total net revenues | '28 | 'Less than 10%. | '37 | 'Less than 10%. |