Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Apr. 14, 2015 | Jun. 30, 2014 | |
Document And Entity Information | |||
Entity Registrant Name | SPO Global Inc | ||
Entity Central Index Key | 716778 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $118,000 | ||
Entity Common Stock, Shares Outstanding | 7,039,679 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2014 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
CURRENT ASSETS | ||||
Cash and cash equivalents | $2 | $286 | ||
Accounts receivable | 139 | |||
Prepaid expenses and other accounts receivable | 300 | 61 | ||
Total current assets | 441 | 347 | ||
LONG TERM ASSETS | ||||
Severance pay fund | 159 | 168 | ||
PROPERTY AND EQUIPMENT, NET | 31 | 22 | ||
Total assets | 631 | 537 | ||
Current Liabilities | ||||
Short-term loans | 2,185 | 700 | ||
Trade payables | 67 | 38 | ||
Employees and Payroll accruals | 848 | 774 | ||
Accrued expenses and other liabilities | 512 | 531 | ||
Total current liabilities | 3,612 | 2,043 | ||
Long-Term Liabilities | ||||
Long-Term Loans | 882 | |||
Accrued severance pay | 258 | 271 | ||
Total long-term liabilities | 258 | 1,153 | ||
STOCKHOLDERS' DEFICIENCY | ||||
Preferred stock $0.01 par value Authorized - 2,000,000 shares, issued and outstanding - 100 Series A shares at December 31, 2014 and 2013, respectively | [1] | [1] | ||
Common stock $0.01 par value- Authorized - 100,000,000 shares, issued and outstanding - 6,418,368 and 5,305,608 shares as at December 31, 2014 and 2013, respectively (**) | 64 | [2] | 53 | [2] |
Additional paid-in capital | 18,974 | 18,971 | ||
Accumulated deficit | -22,277 | -21,683 | ||
Total stockholders' deficiency | -3,239 | -2,659 | ||
Total liabilities and stockholders' deficiency | 631 | 537 | ||
Series A Preferred Stock | ||||
STOCKHOLDERS' DEFICIENCY | ||||
Preferred stock $0.01 par value Authorized - 2,000,000 shares, issued and outstanding - 100 Series A shares at December 31, 2014 and 2013, respectively | [1] | [1] | ||
[1] | Less than $1 | |||
[2] | The number of shares have been adjusted retroactively to reflect the one for twenty reverse split of our common stock dated October 7, 2013. |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Common stock, par value per share | $0.01 | $0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 6,418,368 | 5,305,608 |
Common stock, shares outstanding | 6,418,368 | 5,305,608 |
Series A Preferred Stock | ||
Preferred stock, par value per share | $0.01 | $0.01 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 100 | 100 |
Preferred stock, shares outstanding | 100 | 100 |
Consolidated_Statement_Of_Oper
Consolidated Statement Of Operations (USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | ||
Income Statement [Abstract] | ||||
Revenues | $461 | $556 | ||
Cost of revenues | 285 | 411 | ||
Gross profit | 176 | 145 | ||
Operating expenses | ||||
Research and development | 13 | |||
Selling and marketing | 108 | 58 | ||
General and administrative | 442 | 447 | ||
Total operating expenses | 563 | 505 | ||
Operating loss | -387 | -360 | ||
Financial expense, net | -207 | -323 | ||
Net loss for the period | ($594) | ($683) | ||
Basic and diluted loss per share (*) | ($0.10) | [1] | ($0.17) | [1] |
Weighted average number of shares outstanding used in computation of basic loss per share (*) | 6,046,686 | [1] | 4,103,186 | [1] |
[1] | The number of shares have been adjusted retroactively to reflect the one for twenty reverse split of our common stock dated October 7, 2013. |
Statements_Of_Changes_In_Stock
Statements Of Changes In Stockholders' Deficiency (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Balance value | ($2,659) | ($2,603) |
Conversion of convertible debt to shares | 14 | 149 |
Issuance of debt containing beneficial conversion feature | 204 | |
Exercise of Penny warrants | 24 | |
Revaluation of warrants | 12 | |
Shares issued for cash ($0.025 per share) | 227 | |
Issuance of warrants to an investor | 2 | |
Issuance of ordinary stock to service providers | 9 | |
1 for 20 reverse stock split | ||
Net Loss | -594 | -683 |
Balance value | -3,239 | -2,659 |
Stock capital | ||
Balance value | 53 | 565 |
Conversion of convertible debt to shares | 11 | 307 |
Exercise of Penny warrants | 24 | |
Shares issued for cash ($0.025 per share) | 100 | |
Issuance of ordinary stock to service providers | 1 | |
1 for 20 reverse stock split | -944 | |
Net Loss | ||
Balance value | 64 | 53 |
Additional paid-in capital | ||
Balance value | 18,971 | 17,832 |
Conversion of convertible debt to shares | 3 | -158 |
Issuance of debt containing beneficial conversion feature | 204 | |
Revaluation of warrants | 12 | |
Shares issued for cash ($0.025 per share) | 127 | |
Issuance of warrants to an investor | 2 | |
Issuance of ordinary stock to service providers | 8 | |
1 for 20 reverse stock split | 944 | |
Net Loss | ||
Balance value | 18,974 | 18,971 |
Accumulated deficit | ||
Balance value | -21,683 | -21,000 |
Net Loss | -594 | -683 |
Balance value | ($22,277) | ($21,683) |
Statements_Of_Changes_In_Stock1
Statements Of Changes In Stockholders' Deficiency (Parenthetical) (USD $) | Dec. 31, 2013 |
Statement of Stockholders' Equity [Abstract] | |
Shares issued for cash, par value | $0.03 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Cash Flows from Operating Activities | ||
Net Loss for the period | ($594) | ($683) |
Adjustments to reconcile loss to net cash used in operating activities: | ||
Depreciation | 6 | 7 |
Non-cash expenses related to convertible debt | 40 | 103 |
Stock-based compensation to service providers | 9 | |
Non-cash (income) related to warrants to issue shares | -18 | |
Non-cash expense related to warrants issued to an investor | 2 | |
Changes in assets and liabilities: | ||
Increase in accrued interest payable on loans | 152 | 50 |
(Increase) in accounts receivable | -139 | |
(Increase) in prepaid expenses and other receivables | -239 | -51 |
Increase in trade payables | 29 | 33 |
(Decrease) increase in accrued severance pay, net | -4 | 10 |
Increase in accrued expenses and other liabilities | 55 | 264 |
Net cash used in operating activities | -694 | -274 |
Cash Flows from Investing Activities | ||
Purchase of property | -15 | -29 |
Net cash used in investing activities | -15 | -29 |
Cash Flows from Financing Activities | ||
Proceeds from sale of shares and warrants, net of issuance costs | 227 | |
Payments of loans | -14 | |
Proceeds from loan | 425 | 352 |
Net cash provided by financing activities | 425 | 565 |
Increase (decrease) in cash and cash equivalents | -284 | 262 |
Cash and cash equivalents at the beginning of the period | 286 | 24 |
Cash and cash equivalents at the end of the period | 2 | 286 |
Non cash transactions | ||
Conversion of convertible debt to shares | 14 | 149 |
Exercise of warrants in consideration of concession of debt | 24 | |
Discount on convertible notes recognized to beneficial conversion feature | 204 | |
Reduced exercise price of warrants in consideration of concession of debt | 12 | |
Supplemental Disclosure Of Cash Flow Information: | ||
Cash paid during the period for Interest | $138 | $76 |
General
General | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | NOTE 1 GENERAL |
SPO Global Inc. (hereinafter referred to as "SPO" or the "Company") is engaged in the design, development and marketing of non-invasive pulse oximetry technologies to measure blood oxygen saturation and heart rate. The applications are marketed in the following sectors; professional medical care, homecare, sports, safety and search & rescue. | |
The Company was originally incorporated under the laws of the State of Delaware in September 1981 under the name "Applied DNA Systems, Inc." On November 16, 1994, the Company changed its name to "Nu-Tech Bio-Med, Inc." On December 23, 1998, the Company changed its name to "United Diagnostic, Inc." Effective April 21, 2005, the Company acquired (the "Acquisition Transaction") 100% of the outstanding capital stock of SPO Medical Equipment Ltd., a company incorporated under the laws of the State of Israel ("SPO Ltd."), pursuant to a Capital Stock Exchange Agreement dated as of February 28, 2005 between the Company, SPO Ltd. and the shareholders of SPO Ltd., as amended and restated on April 21, 2005 (the "Exchange Agreement"). In exchange for the outstanding capital stock of SPO Ltd., the Company issued to the former shareholders of SPO Ltd. a total of 5,769,106 shares of the Company's common stock, par value $0.01 per share ("Common Stock"), representing approximately 90% of the Common Stock then issued and outstanding after giving effect to the Acquisition Transaction. As a result of the Acquisition Transaction, SPO Ltd. became a wholly owned subsidiary of the Company as of April 21, 2005 and, subsequent to the Acquisition Transaction, the Company changed its name to "SPO Medical Inc." Upon consummation of the Acquisition Transaction, the Company effectuated a forward subdivision of the Company's Common Stock issued and outstanding on a 2.65285:1 basis. | |
The merger between UNDI and the SPO Ltd was accounted for as a reverse merger. As the shareholders of SPO Ltd received the largest ownership interest in the Company, SPO Ltd was determined to be the "accounting acquirer" in the reverse acquisition. As a result, the historical financial statements of the Company were replaced with the historical financial statements of the SPO Ltd. | |
The Company and its subsidiary, SPO Ltd., are collectively referred to as the "Company". In January 2010, the Company restructured its operations to focus primarily on licensing its core technology for non-medical market applications. Following the restructure, the Company ceased its previous operations associated with the distribution of the PulseOx line in the medical field. In February 2011, the Company transferred research and development activities to subcontractors, thereby ceasing all internal research and development activities. | |
Effective October 4, 2013, the Company changed its corporate name to “SPO Global Inc”. | |
The Company implemented a 1-for-20 reverse stock split on October 7, 2013. All share and per share amounts and calculations in these financial statements have been retroactively adjusted to reflect the effects of the reverse stock split. |
Going_Concern
Going Concern | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 2 GOING CONCERN |
As reflected in the accompanying financial statements, the Company’s operations for the year ended December 31, 2014, resulted in a net loss of $594, and the Company’s balance sheet reflects a net stockholders’ deficit of $3,239. The Company’s ability to continue operating as a “going concern” is dependent on its ability to raise sufficient additional working capital. These matters raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements have been prepared on a going concern basis, which contemplates realization of assets and liquidation of liabilities in the ordinary course of business. As disclosed in previous filings with the Securities and Exchange Commission, management has been attempting to raise additional cash from current and potential stockholders and plans to continue these efforts. There can be no assurance that this capital will be available and if it is not, the Company may be forced to substantially curtail or cease operations. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Significant_Accounting_Policie
Significant Accounting Policies | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Significant Accounting Policies | |||||||||
Significant Accounting Policies | NOTE 3 SIGNIFICANT ACCOUNTING POLICIES | ||||||||
The financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States of America. | |||||||||
Principles of Consolidation: | |||||||||
The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, SPO Ltd. All material inter-company accounts and transactions have been eliminated in consolidation. | |||||||||
Use of Estimates: | |||||||||
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. | |||||||||
Financial Statements in U.S. dollars: | |||||||||
The reporting currency of the Company is the U.S. dollar ("dollar"). The dollar is the functional currency of the Company. Transactions and balances originally denominated in dollars are presented at their original amounts. Non-dollar transactions and balances are remeasured into dollars in accordance with the principles set forth in Accounting Standards Codification (ASC) 830-10, "Foreign Currency Translation". All exchange gains and losses from remeasurement of monetary balance sheet items resulting from transactions in non-dollar currencies are recorded in the statement of operations as they arise. | |||||||||
Cash and Cash Equivalents: | |||||||||
The Company considers all highly liquid investments originally purchased with maturities of three months or less to be cash equivalents. | |||||||||
Property and Equipment: | |||||||||
Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, as follows: | |||||||||
Office furniture, equipment and molds | five - fifteen years | ||||||||
Automobile | six years | ||||||||
In accordance with ASC 360-10, “Accounting for Impairment or Disposal of Long-Lived Assets”, management reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable based on estimated future undiscounted cash flows. If so indicated, an impairment loss would be recognized for the difference between the carrying amount of the asset and its fair value. There were no impairment losses in the years ended December 31, 2014 and 2013. | |||||||||
Revenue Recognition: | |||||||||
The company generates revenues principally from manufacturing of products, on a subcontracted basis, and licensing of its core technology for non-medical market applications. Revenues are recognized when products are shipped and when the license fee is fixed, determinable and collectability is reasonably assured. | |||||||||
Research and Development Costs: | |||||||||
Research and development costs, net of government grants and participation by others, are charged to expenses as incurred. | |||||||||
Income Taxes: | |||||||||
The Company accounts for income taxes in accordance with ASC 740-10, "Accounting for Income Taxes" This statement prescribes the use of the liability method whereby deferred tax assets and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value. | |||||||||
Fair Value of Financial Instruments: | |||||||||
The financial instruments of the Company consist mainly of cash and cash equivalents, accounts payable and short-term loans. In view of their nature, the fair value of the Company’s financial instruments is usually identical or close to their carrying value. | |||||||||
Stock-Based Compensation: | |||||||||
Effective January 1, 2006, the Company adopted ASC 718, "Share-Based Payment" requiring that compensation cost relating to share-based payment awards made to employees and directors be recognized in the financial statements. The awards issued under Company's stock-based compensation plans to employees are described in Note 11, “Stockholder's Deficiency". The cost for such awards is measured at the grant date based on the calculated fair value of the award. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods (generally the vesting period of the equity award) in the Company's Consolidated Statement of Operations. | |||||||||
Stock-based compensation cost relating to stock options is based on the value of the portion of the award that is ultimately expected to vest. ASC 718-10 requires forfeitures to be estimated at the time of grant in order to estimate the portion of the award that will ultimately vest. Such portion is currently estimated at 0%, based on the Company's historical rates of forfeiture. | |||||||||
The following table summarizes the effects of stock-based compensation resulting from the application of ASC 718 and ASC 505-50 included in Statement of Operations: | |||||||||
Year ended December 31, | |||||||||
2014 | 2013 | ||||||||
Selling and marketing | $ | — | $ | 9 | |||||
General and administrative | — | — | |||||||
Financing | — | — | |||||||
$ | — | $ | 9 | ||||||
On May 8, 2013, 50,000 (post reverse stock split) warrants were issued to a consultant. The fair value of the warrants in the amount of $9 was calculated using Black-Scholes and the following assumptions, estimated life of 0.25 years remaining, volatility of 309%, risk free interest rate of 0.04%, and dividend yield of 0%. | |||||||||
Basic and Diluted Net Loss Per Share: | |||||||||
Basic and diluted net loss per share is presented in accordance with ASC 260-10, "Earnings Per Share" for all periods presented. Basic and diluted net loss per share of Common Stock was determined by dividing net loss attributable to Common stock holders by weighted average number of shares of Common Stock outstanding during the period. Diluted net loss per share of Common Stock is the same as basic net loss per share of Common Stock for all periods presented as the effect of the Company's potential additional shares of Common Stock were anti-dilutive. | |||||||||
All outstanding stock options and warrants have been excluded from the calculation of the diluted net loss per share of Common Stock because all such securities are anti-dilutive since the Company reported losses for those years. |
Property_And_Equipment_Net
Property And Equipment, Net | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property And Equipment Net | |||||||||
Property and Equipment, Net | NOTE 4 PROPERTY AND EQUIPMENT, NET | ||||||||
As of December 31, | |||||||||
2014 | 2013 | ||||||||
Cost: | |||||||||
Office furniture, equipment and molds | $ | 20 | $ | 5 | |||||
Automobile | $ | 24 | $ | 24 | |||||
Less accumulated depreciation: | $ | 13 | $ | 7 | |||||
Property and Equipment, net | $ | 31 | $ | 22 | |||||
Depreciation expenses for the years ended December 31, 2014 and 2013 amounted to $6 and $7, respectively. |
Loans_Payable
Loans Payable | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Loans Payable | NOTE 5 LOANS PAYABLE |
In December 2005, the Company completed the private placement to certain accredited investors that commenced in April 2005 for the issuance of up to $1,544 of units of its securities, with each unit comprised of (i) the Company’s 18 month 8% promissory note (collectively, the "April 2005 Notes") and (ii) three year warrants (expired). As of December 31, 2014, the remaining outstanding April 2005 Notes principal and accrued interest totaled $692. The Company reached an agreement with the investors to extend the maturity date of loans totaling $304 for an additional 24 months to December 31, 2015. The remaining balance of $388 is past due. | |
In July 2006, the Company commenced a private placement of units of its securities, the (“Loan Notes”), with each unit comprised of (i) the Company’s 8% month promissory note due 12 months from the date of issuance and (ii) warrants, pursuant to which the Company raised $550 (the maximum amount that could be raised from this offering). As of December 31, 2014, approximately $191 in respect of the principal and accrued interest on these notes remains outstanding. These notes are past due. | |
On March 25, 2011, the Company and one of its stockholders entered into a loan agreement pursuant to which the stockholder loaned to the Company $50 for working capital purposes. The original maturity date of the loan was March 25, 2012. The loan continues to bear interest at a per annum rate of 8% and is now payable on demand. | |
In July, 2011, the Company received a $5 loan from an investor. The loan was scheduled to mature in June 2013 and bear interest at the rate of 8% per annum. The loan is past due. | |
In August and November, 2011, the Company received $75 and $200 from existing investors on account for loans. The loans were scheduled to mature in August and November 2013 and bear interest at the rate of 15% per annum. Principal and accrued interest is convertible into shares of the Company’s common stock at the option of the holder at the conversion price of $0.50 (post reverse stock split) per share. In August 2013, the Company issued to the investors warrants, exercisable through August and November, 2015, to purchase, in the aggregate, up to 45,833 shares of our common stock at a per share exercise price of $0.50. The Company reached an agreement with the investors to extend the maturity date of each loan to February and May 2015, respectively. | |
On March 22, 2012, the Company entered into Convertible Note Agreements with two investors pursuant to which the Company received $25 from each investor. The original maturity date of the notes was originally scheduled for September 22, 2012. The notes bear interest at a per annum rate of 20%. The principal and accrued interest are convertible to common stock of the Company at a conversion rate of $0.50 (post reverse stock split) per share. The Company reached an agreement with the investors to extend the maturity date of each loan for an additional 18 months to February 21, 2015 and March 22, 2015. | |
On May 1, 2012, the Company entered into a Convertible Note Agreement with an investor pursuant to which the Company received $25. The maturity date of the note was November 1, 2012. The note representing the advance bears interest at a per annum rate of 20%. The principal and accrued interest are convertible to common stock of the Company at a conversion rate of $0.50 (post reverse stock split) per share. The Company reached an agreement with the investor to extend the maturity date to May 1, 2015. | |
On June 19, 2012, the Company entered into a Convertible Note Agreement with an investor pursuant to which the Company received $50. The original maturity date of the note representing the advance was June 19, 2013. The Note bears interest at a per annum rate of 23%. The principal and accrued interest are convertible to common stock of the Company at a conversion rate of $0.50 (post reverse stock split) per share. The Company reached an agreement with the investor to extend the maturity date to December 19, 2014. The loan is past due. | |
On July 19, 2012, the Company entered into a Convertible Note Agreement with an investor pursuant to which the Company received $50. The original maturity date of the note representing the advance was July 19, 2013. The note bears interest at a per annum rate of 23%. The principal and accrued interest are convertible to common stock of the Company at a conversion rate of $0.50 (post reverse stock split) per share. The Company reached an agreement with the investor to extend the maturity date s to January 19, 2015. | |
On August 23, 2012, the Company entered into a Convertible Note Agreement with an investor pursuant to which the Company received $50. The original maturity date of the note was August 23, 2013. The note bears interest at a per annum rate of 23%. The principal and accrued interest are convertible to common stock of the Company at a conversion rate of $0.50 (post reverse stock split) per share. The Company reached an agreement with the investor to extend the maturity date to February 23, 2015. | |
On August 27, 2012, the Company entered into a Loan Agreement with an investor pursuant to which the Company was to be advanced $29 in monthly installments ranging from $4 to $1 from August 2012 through June 2013. As of December 31, 2014, the Company received $21 pursuant to the loan agreement. The loan is due on demand and is non-interest bearing. | |
On April 12, 2013, the Company entered into a Convertible Note Agreement pursuant to which the Company received an additional loan in the principal amount of $32.5 from the above referenced investor. The scheduled maturity date of the note was April 12, 2014. The note bears interest at a per annum rate of 8%. Commencing October 9, 2013, the Investor is entitled to convert all or any part of the outstanding and unpaid principal amount on the note, as well as the interest accrued, into shares of the Company’s Common Stock at a conversion rate equal to 55% of the average of the five lowest closing sale prices during the ten days preceding the conversion date. As of December 31, 2014, $28 of principal and accrued interest was converted into shares of Common Stock. | |
On December 27, 2013, the Company entered into agreements with an accredited investor and a current shareholder of the Company, relating to a private placement of $250 in principal amount of the Company’s Convertible Promissory Note due December 28, 2015. The note was issued pursuant to a Subscription Agreement dated as of December 27, 2013 between the Company and the Investor. Interest on the Note accrues at the rate of 10% per annum and is payable in cash in arrears upon the earlier of (i) each six months from the date of the note (ii) or the date of conversion or (iii) at maturity, whichever occurs first, and will continue to accrue until the Note is fully converted and/or paid in full. The note is convertible into shares of the Company’s common stock at the Investor’s option at a conversion rate equal to the average of the closing price of the Common Stock for the ten consecutive trading days immediately preceding the date a notice of conversion is delivered. The Investor may not exercise the conversion right if the shares issuable upon conversion, together with shares held by the Investor, exceed 9.99% of the then outstanding shares of the Company after such conversion and/or exercise. Under the terms of the Subscription Agreement, at any time that the note (or any portion thereof) is converted, the Investor is to receive warrants, exercisable for two years following the date of issuance for Common Stock equal to 50% of the number of shares of Common Stock issued upon conversion of the Note (or any part thereof) at a per share warrant exercise price equal to twice the conversion price. | |
On May 23, 2014, the Company entered into a loan agreement with an investor pursuant to which the Company received a loan in the principal amount of $175 to be used for order financing. The principle amount of the loan with a $10 fee is repayable by September 30, 2014 and such loan may be pre-paid, at the option of the Company, without notice or penalty. If the loan is not repaid by the scheduled maturity date, the principle amount of the loan shall begin to accrue interest at a rate of 12% per annum from the maturity date until repayment in full. | |
On July 1, 2014, the Company entered into a loan agreement with an investor pursuant to which the Company received a loan in the principal amount of $50 to be used for order financing. The principle amount of the loan with a $4 fee was repayable by November 30, 2014. If the loan is not repaid by the scheduled maturity date, the principle amount of the loan shall begin to accrue interest at a rate of 12% per annum from the maturity date until repayment in full. | |
On August 1, 2014, the Company entered into a loan agreement with an investor pursuant to which the Company received a loan in the principal amount of $200 to be used for order financing. The principle amount of the loan with a $16 fee was repayable by November 30, 2014. If the loan is not repaid by the scheduled maturity date, the principle amount of the loan shall begin to accrue interest at a rate of 12% per annum from the maturity date until repayment in full. |
Employees_And_Payroll_Accruals
Employees And Payroll Accruals | 12 Months Ended |
Dec. 31, 2014 | |
Employees And Payroll Accruals | |
Employees and Payroll Accruals | NOTE 6 EMPLOYEES AND PAYROLL ACCRUALS |
The Company recorded a liability to its employees in respect of unpaid salaries and employment benefits, which also includes accruals for salaries and benefits thereon that have been deferred since July 2008. On July 15, 2010, the Company issued to part of the employees three year warrants to purchase up to 345,000 shares of the Company’s Common Stock at a per share exercise price of $0.20 (post reverse stock split) in consideration of the waiver by such employees of amounts payable to them. As of December 31, 2014 and 2013, the Company’s liability to its employees in respect of unpaid salaries aggregated $705 and $622, respectively. |
Accrued_Expenses_And_Other_Lia
Accrued Expenses And Other Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accrued Expenses And Other Liabilities | |||||||||
Accrued Expenses and Other Liabilities | NOTE 7 ACCRUED EXPENSES AND OTHER LIABILITIES | ||||||||
As of December 31, | |||||||||
2014 | 2013 | ||||||||
Royalties to the office of the Chief Scientist | $ | 452 | $ | 467 | |||||
Other accrued expenses | 60 | 64 | |||||||
$ | 512 | $ | 531 |
Accrued_Severance_Pay
Accrued Severance Pay | 12 Months Ended |
Dec. 31, 2014 | |
Accrued Severance Pay | |
Accrued Severance Pay | NOTE 8 ACCRUED SEVERANCE PAY |
The Company's liability for severance pay is calculated in accordance with Israeli law based on the most recent salary paid to employees and the length of employment in the Company. The Company's liability for severance pay has been fully provided for. Part of the liability is funded through individual insurance policies. These policies are assets of the Company and under labor agreements, subject to certain limitations, they may be transferred to the ownership of the beneficiary employees. | |
Severance pay expense/(income) for the years ended December 31, 2014 and 2013 amounted to $(22) and $10, respectively, after conversion from NIS to U.S. dollars. |
Capital_Transactions
Capital Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Capital Transactions | |
Capital Transactions | NOTE 9 CAPITAL TRANSACTIONS |
Common Stock and Common Stock Equivalents | |
On May 8, 2013, the Company entered into a Subscription Agreement with two accredited investors (the “Investors”), pursuant to which the Company sold and issued to the Investors (the “Private Placement”) a total of 500,000 (post reverse stock split) shares of the Company's Common Stock for proceeds of $227, net of issuance expenses. In connection with the Private Placement, warrants (the “Warrants”) for an additional 250,000 (post reverse stock split) shares of the Company’s Common Stock were issued to one of the Investors. The Warrants are exercisable through May 8, 2018 at a per share exercise price of $2.00 (post reverse stock split). | |
On May 29, 2013, the Company issued 118,332 (post reverse stock split) shares to satisfy an obligation to issue shares. | |
On December 9, 2013, the Company issued 150,000 (post reverse stock split) shares to a service provider for consulting services. The shares were valued at the market price on the date issued. | |
During the year ended December 31, 2013, the Company issued 1,713,743 (post reverse stock split) shares of its common stock upon conversion of $149 in principal and accrued interest of convertible promissory notes. | |
During the year ended December 31, 2014, the Company issued 1,112,760 (post reverse stock split) shares of its common stock upon conversion of $14 in principal of convertible promissory notes. | |
Series A Preferred Stock | |
On August 26, 2013, the Company designated 100 shares of its preferred stock as Series A Preferred Stock, par value $0.01 per share (the “Series A Preferred Stock”). Among other things, the Certificate of Designation for the Series A Preferred Stock provides that each one share of Series A Preferred Stock has voting rights equal to (x) 0.019607 multiplied by the total issued and outstanding Common Stock eligible to vote at the time of the respective vote (the "Numerator"), divided by (y) 0.49, minus (z) the Numerator. On August 26, 2013, the Company entered into a Preferred Stock Purchase Agreement pursuant to which it issued one hundred (100) shares of its Series A Preferred Stock to its Chief Executive Officer. The Series A Preferred Stock has no economic value and was issued solely for voting purposes. |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2014 | |
DisclosureWarrantsAbstract | |
Warrants | NOTE 10 WARRANTS |
On May 8, 2013, 12,500 (post reverse stock split) warrants were issued to an investor in conjunction with financing. The fair value of the warrants was calculated using Black-Scholes and the following assumptions, estimated life of 0.25 years remaining, volatility of 309%, risk free interest rate of 0.04%, and dividend yield of 0%. | |
On December 31, 2013, 160,000 warrants were issued to an investor in conjunction with financing. The fair value of the warrants was calculated using Black-Scholes and the following assumptions, estimated life of 0.25 years remaining, volatility of 400%, risk free interest rate of 0.07%, and dividend yield of 0%. |
Stockholders_Defeciency
Stockholder's Defeciency | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Stockholders Defeciency | |||||||||||||||||||||||
Stockholder's Defeciency | NOTE 11 STOCKHOLDER'S DEFECIENCY | ||||||||||||||||||||||
Authorized Shares | |||||||||||||||||||||||
The Company has two classes of capital stock: common and preferred. As of December 31, 2014 and 2013, the Company had 100,000,000 shares of common stock authorized and 2,000,000 shares of preferred stock authorized both at $0.01 par value per share. | |||||||||||||||||||||||
The Company’s Board of Directors is authorized to issue from time to time up to 2 million shares of preferred stock in one or more series, and to fix for each such series such voting power and such designations, preferences, relative participating or other rights, redemption rights, conversion privileges and such qualifications or restrictions thereof as shall be adopted by the board and set forth in an amendment to the Company’s Certificate of Incorporation. Unless a vote of any shareholders is required pursuant to the rights of the holders of preferred stock then outstanding, the board may from time to time increase or decrease (but not below the number of shares of such series outstanding) the number of shares of any series of Preferred Stock subsequent to the issuance of shares of that series. | |||||||||||||||||||||||
Reverse Stock Split | |||||||||||||||||||||||
The Company declared a 1-for-20 reverse stock split with an effective date of October 7, 2013. All share and per share amounts and calculations in these financial statements have been retroactively adjusted to reflect the effects of the reverse stock split. | |||||||||||||||||||||||
Equity Incentive Plans | |||||||||||||||||||||||
In April 2005, the Company adopted the 2005 Equity Incentive Plan (the "2005 Plan"). A total of 87,500 (post reverse stock split) shares of Common Stock were originally reserved for issuance under the 2005 Plan. The 2005 Plan provides for the grant of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, bonus stock, awards in lieu of cash obligations, other stock-based awards and performance units. The 2005 Plan also permits cash payments under certain conditions. The compensation committee of the Board of Directors is responsible for determining the type of award, when and to who awards are granted, the number of shares and the terms of the awards and exercise prices. The options are exercisable for a period not to exceed ten years from the date of grant. Vesting periods range from immediately to four years. Under the 2005 plan options granted expire no later than the tenth anniversary from the date of the grant. | |||||||||||||||||||||||
In April 2005, the Company adopted the 2005 Non-Employee Directors Stock Option Plan (the "2005 Directors Plan") providing for the issuance of up to 20,000 (post reverse stock split) shares of Common Stock to non-employee directors. Under the 2005 Directors Plan, only non-qualified options may be issued and they will be exercisable for a period of up to six years from the date of grant. | |||||||||||||||||||||||
With respect to compensation expenses recorded in 2014 and 2013, relating to options granted through December 31, 2014, the Company applied the provisions of ASC 718-10, which require employee share-based equity awards to be accounted for under the fair value method, ASC 718-10 requires the use of an option pricing model for estimating fair value, which is then amortized to expense over the service periods. | |||||||||||||||||||||||
During 2014 and 2013 the Company recorded Stock-based compensation expenses in the amount of $0 and $9, respectively. | |||||||||||||||||||||||
The 2005 Plan and the Non-Employee Directors Plan authorized options exercisable into 95,000 (post reverse stock split) shares of common stock at an exercise price of $7.80. As of December 31, 2014, options for an aggregate of 6,500 (post reverse stock split) shares of Common Stock remain available for future grants under the Company’s 2005 Plan and 2005 Directors Plan. | |||||||||||||||||||||||
Stock Options: | |||||||||||||||||||||||
Options outstanding and exercisable at December 31, 2014 and 2013 (post reverse stock split): | |||||||||||||||||||||||
As of December 31, 2014 | |||||||||||||||||||||||
Amount of | Weighed | ||||||||||||||||||||||
Options | Average Exercise | ||||||||||||||||||||||
Price | |||||||||||||||||||||||
Outstanding at the beginning of the year | 77,500 | $ | 9.2 | ||||||||||||||||||||
Expired | 20,450 | — | |||||||||||||||||||||
Outstanding at the end of the year | 57,050 | $ | 9.41 | ||||||||||||||||||||
Exercisable at the end of the year | 57,050 | $ | 9.41 | ||||||||||||||||||||
As of December 31, 2013 | |||||||||||||||||||||||
Amount of | Weighed | ||||||||||||||||||||||
Options | Average Exercise | ||||||||||||||||||||||
Price | |||||||||||||||||||||||
Outstanding at the beginning of the year | 77,500 | $ | 9.2 | ||||||||||||||||||||
Forfeited | — | — | |||||||||||||||||||||
Outstanding at the end of the year | 77,500 | $ | 9.2 | ||||||||||||||||||||
Exercisable at the end of the year | 77,500 | $ | 9.2 | ||||||||||||||||||||
The options outstanding as of December 31, 2014, have been separated into ranges of exercise price as follows: | |||||||||||||||||||||||
Range of | Options | Weighted | Weighted | Options | Weighted | ||||||||||||||||||
exercise price | outstanding | average | average | exercisable | average | ||||||||||||||||||
as of | remaining | exercise | as of | exercise price | |||||||||||||||||||
December | contractual | price | December 31, | of options | |||||||||||||||||||
31, 2014 | life (years) | 2014 | exercisable | ||||||||||||||||||||
$ | 2.6 | 24,250 | 3.69 | $ | 2.6 | 24,250 | $ | 2.6 | |||||||||||||||
$ | 3 | 6,650 | 3.83 | $ | 3 | 6,650 | $ | 3 | |||||||||||||||
$ | 12 | 18,150 | 0.97 | $ | 12 | 18,150 | $ | 12 | |||||||||||||||
$ | 17 | 3,000 | 2 | $ | 17 | 3,000 | $ | 17 | |||||||||||||||
$ | 37 | 5,000 | 1.8 | $ | 37 | 5,000 | $ | 37 | |||||||||||||||
57,050 | 2.59 | $ | 9.41 | 57,050 | $ | 9.41 | |||||||||||||||||
Stock Warrants | |||||||||||||||||||||||
The Company has the following warrants outstanding (post reverse stock split) as of December 31, 2014: | |||||||||||||||||||||||
Issuance date | number of | Exercise | Exercisable | Exercisable | |||||||||||||||||||
warrants | price | as of | Through | ||||||||||||||||||||
issued | December | ||||||||||||||||||||||
31, 2014 | |||||||||||||||||||||||
2005-2010 (1) | 245,884 | 0.2 | 245,884 | April -September 2015 | |||||||||||||||||||
2012 (2) | 45,833 | 0.5 | 45,833 | Oct-15 | |||||||||||||||||||
2013 (3) | 160,000 | 0.1 | 160,000 | Dec-19 | |||||||||||||||||||
2013 (4) | 12,500 | 2 | 12,500 | May-18 | |||||||||||||||||||
2013 (5) | 50,000 | 0.8 | 50,000 | May-18 | |||||||||||||||||||
-1 | Warrants issued to service providers 223,565, and ex-employees 22,319. | ||||||||||||||||||||||
-2 | Warrants issued to investors. | ||||||||||||||||||||||
-3 | Warrants issued to lenders in return for extended maturity dates. | ||||||||||||||||||||||
-4 | Warrants issued to investors. | ||||||||||||||||||||||
-5 | Warrants issued in connection with capital raise. | ||||||||||||||||||||||
Dividends | |||||||||||||||||||||||
The Company does not intend to pay cash dividends in the foreseeable future. |
Financial_Expense
Financial Expense | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Other Income and Expenses [Abstract] | |||||||||
Financial Expense | NOTE 12 FINANCIAL EXPENSE | ||||||||
Financial expense is comprised of the following: | |||||||||
Year Ended | Year Ended | ||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Non-cash expenses related to convertible debt | $ | (40 | ) | $ | (103 | ) | |||
Non-cash expenses related to warrants to issue shares | — | 18 | |||||||
Interest in respect of debt instruments and liabilities | (278 | ) | (126 | ) | |||||
Exchange rate differences caused by fluctuations in the exchange rate with the New Israeli Shekel (“NIS”) on liabilities denominated in NIS held by the subsidiary | 111 | (112 | ) | ||||||
$ | (207 | ) | $ | (323 | ) |
Deferred_Taxes
Deferred Taxes | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Deferred Taxes | ||||||||||
Deferred Taxes | NOTE 13 DEFERRED TAXES | |||||||||
Measurement of taxable income under the Income Tax Law (Inflationary Adjustments), 1985: | ||||||||||
The results for tax purposes of the Israeli subsidiary are measured in terms of earnings in NIS. As explained in Note 3, the functional currency is the U.S. dollar. The Company has not provided deferred income taxes on the difference between the functional currency and the tax bases of assets and liabilities at the Israeli subsidiary. | ||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. | ||||||||||
In accordance with ASC 740-10, the components of deferred income taxes are as follows: | ||||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Tax on net operating losses carryforward | $ | 6,374 | $ | 6,030 | ||||||
Less - valuation allowance | (6,374 | ) | (6,030 | ) | ||||||
$ | — | $ | — | |||||||
The Company has provided valuation allowances in respect of deferred tax assets resulting from tax loss carryforward and other temporary differences. Management currently believes that since the Company has a history of losses it is more likely than not that the deferred tax regarding the loss carryforward and other temporary differences will not be realized in the foreseeable future. | ||||||||||
Net operating loss carryforwards as of December 31, 2014 and 2013 are as follows: | ||||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Israel | $ | 11,671 | $ | 10,749 | ||||||
USA | 9,876 | 9,550 | ||||||||
Total | $ | 21,547 | $ | 20,299 | ||||||
Net operating losses in Israel may be carried forward indefinitely. Net operating losses in the U.S. are available through 2034. |
Commitments_And_Contingencies
Commitments And Contingencies | 12 Months Ended |
Dec. 31, 2014 | |
Commitments And Contingencies | |
Commitments and Contingencies | NOTE 14 COMMITMENTS AND CONTINGENCIES |
Government of Israel | |
The Company’s wholly owned subsidiary, SPO Ltd., is committed to pay royalties to the Office of the Chief Scientist of the Government of Israel (“OCS”) on sales of products, the research and development of which the OCS has participated in by way of grants, up to the amount of 100%-150% of the grants received plus interest at dollar LIBOR. The royalties are payable at a rate of 3% for the first three years of product sales and 3.5% thereafter. The total amount of grants received or accrued, net of royalties paid or accrued, as of December 31, 2014 was $1.3 million. The refund of the grants is contingent upon the successful outcome of the research and development and the attainment of sales. The Company has no obligation to refund these grants, if sales are not generated. The financial risk is assumed completely by the OCS. The grants were received from the OCS on a project-by-project basis. If the project fails the Company has no obligation to repay any grant received for the specific unsuccessful or aborted project. As of December 31, 2014 and 2013 the Company has recorded a provision for $452 and $467, respectively, in royalties from sales of its products. Owing to the current financial situation of the Company, the Company has deferred these payments under an informal agreement with the OCS. | |
Contractual Undertaking to a Private Party | |
Under the Subscription Agreement dated December 27, 2013 referred to in Note 5, the Company agreed to pay to the Investor the amount of Five Dollars in respect of each baby monitor which incorporates the Company’s patented PulseOx technology that it sells and for which it receives payment, up to a maximum amount of $75 (the “Revenue Based Payment”). Additionally, 50% the aggregate amount of the Revenue Based Payment made during the term of the promissory note representing the advance made by such investor shall be applied to the amount outstanding under such note. Accordingly, upon payment or conversion, the amount being repaid or converted under the note will be reduced by an amount equal to 50% of the aggregate Revenue Based Payment actually made on or prior to the date of payment/conversion. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events | |
Subsequent Events | NOTE 15 SUBSEQUENT EVENTS |
On February 3, 2015, the Company issued 319,672 shares of its common stock upon conversion of convertible debt of approximately $2. | |
On February 9, 2015, the Company issued 301,639 shares of its common stock upon conversion of convertible debt of approximately $2. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Significant Accounting Policies Policies | |||||||||
Principles of Consolidation | Principles of Consolidation: | ||||||||
The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, SPO Ltd. All material inter-company accounts and transactions have been eliminated in consolidation. | |||||||||
Use of Estimates | Use of Estimates: | ||||||||
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. | |||||||||
Financial Statements in U.S. Dollars | Financial Statements in U.S. dollars: | ||||||||
The reporting currency of the Company is the U.S. dollar ("dollar"). The dollar is the functional currency of the Company. Transactions and balances originally denominated in dollars are presented at their original amounts. Non-dollar transactions and balances are remeasured into dollars in accordance with the principles set forth in Accounting Standards Codification (ASC) 830-10, "Foreign Currency Translation". All exchange gains and losses from remeasurement of monetary balance sheet items resulting from transactions in non-dollar currencies are recorded in the statement of operations as they arise. | |||||||||
Cash and Cash Equivalents | Cash and Cash Equivalents: | ||||||||
The Company considers all highly liquid investments originally purchased with maturities of three months or less to be cash equivalents. | |||||||||
Property and Equipment | Property and Equipment: | ||||||||
Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, as follows: | |||||||||
Office furniture, equipment and molds | five - fifteen years | ||||||||
Automobile | six years | ||||||||
In accordance with ASC 360-10, “Accounting for Impairment or Disposal of Long-Lived Assets”, management reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable based on estimated future undiscounted cash flows. If so indicated, an impairment loss would be recognized for the difference between the carrying amount of the asset and its fair value. There were no impairment losses in the years ended December 31, 2014 and 2013. | |||||||||
Revenue Recognition | Revenue Recognition: | ||||||||
The company generates revenues principally from manufacturing of products, on a subcontracted basis, and licensing of its core technology for non-medical market applications. Revenues are recognized when products are shipped and when the license fee is fixed, determinable and collectability is reasonably assured. | |||||||||
Research and Development Costs | Research and Development Costs: | ||||||||
Research and development costs, net of government grants and participation by others, are charged to expenses as incurred. | |||||||||
Income Taxes | Income Taxes: | ||||||||
The Company accounts for income taxes in accordance with ASC 740-10, "Accounting for Income Taxes" This statement prescribes the use of the liability method whereby deferred tax assets and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value. | |||||||||
Fair Value of Financial Instruments | Fair Value of Financial Instruments: | ||||||||
The financial instruments of the Company consist mainly of cash and cash equivalents, accounts payable and short-term loans. In view of their nature, the fair value of the Company’s financial instruments is usually identical or close to their carrying value. | |||||||||
Stock-Based Compensation | Stock-Based Compensation: | ||||||||
Effective January 1, 2006, the Company adopted ASC 718, "Share-Based Payment" requiring that compensation cost relating to share-based payment awards made to employees and directors be recognized in the financial statements. The awards issued under Company's stock-based compensation plans to employees are described in Note 11, “Stockholder's Deficiency". The cost for such awards is measured at the grant date based on the calculated fair value of the award. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods (generally the vesting period of the equity award) in the Company's Consolidated Statement of Operations. | |||||||||
Stock-based compensation cost relating to stock options is based on the value of the portion of the award that is ultimately expected to vest. ASC 718-10 requires forfeitures to be estimated at the time of grant in order to estimate the portion of the award that will ultimately vest. Such portion is currently estimated at 0%, based on the Company's historical rates of forfeiture. | |||||||||
The following table summarizes the effects of stock-based compensation resulting from the application of ASC 718 and ASC 505-50 included in Statement of Operations: | |||||||||
Year ended December 31, | |||||||||
2014 | 2013 | ||||||||
Selling and marketing | $ | — | $ | 9 | |||||
General and administrative | — | — | |||||||
Financing | — | — | |||||||
$ | — | $ | 9 | ||||||
On May 8, 2013, 50,000 (post reverse stock split) warrants were issued to a consultant. The fair value of the warrants in the amount of $9 was calculated using Black-Scholes and the following assumptions, estimated life of 0.25 years remaining, volatility of 309%, risk free interest rate of 0.04%, and dividend yield of 0%. | |||||||||
Basic and Diluted Net Loss Per Share | Basic and Diluted Net Loss Per Share: | ||||||||
Basic and diluted net loss per share is presented in accordance with ASC 260-10, "Earnings Per Share" for all periods presented. Basic and diluted net loss per share of Common Stock was determined by dividing net loss attributable to Common stock holders by weighted average number of shares of Common Stock outstanding during the period. Diluted net loss per share of Common Stock is the same as basic net loss per share of Common Stock for all periods presented as the effect of the Company's potential additional shares of Common Stock were anti-dilutive. | |||||||||
All outstanding stock options and warrants have been excluded from the calculation of the diluted net loss per share of Common Stock because all such securities are anti-dilutive since the Company reported losses for those years. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Significant Accounting Policies Tables | |||||||||
Schedule of Estimated Useful Life of Property and Equipment | Depreciation is computed using the straight-line method over the estimated useful lives of the assets, as follows: | ||||||||
Office furniture, equipment and molds | five - fifteen years | ||||||||
Automobile | six years | ||||||||
Summary of Stock Based Compensation Included in Statement of Operations | The following table summarizes the effects of stock-based compensation resulting from the application of ASC 718 and ASC 505-50 included in Statement of Operations: | ||||||||
Year ended December 31, | |||||||||
2014 | 2013 | ||||||||
Selling and marketing | $ | — | $ | 9 | |||||
General and administrative | — | — | |||||||
Financing | — | — | |||||||
$ | — | $ | 9 |
Property_And_Equipment_Net_Tab
Property And Equipment, Net (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property And Equipment Net Tables | |||||||||
Schedule of Property and Equipment | As of December 31, | ||||||||
2014 | 2013 | ||||||||
Cost: | |||||||||
Office furniture, equipment and molds | $ | 20 | $ | 5 | |||||
Automobile | $ | 24 | $ | 24 | |||||
Less accumulated depreciation: | $ | 13 | $ | 7 | |||||
Property and Equipment, net | $ | 31 | $ | 22 |
Accrued_Expenses_And_Other_Lia1
Accrued Expenses And Other Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accrued Expenses And Other Liabilities Tables | |||||||||
Schedule of Accrued Expenses and Other Liabilities | As of December 31, | ||||||||
2014 | 2013 | ||||||||
Royalties to the office of the Chief Scientist | $ | 452 | $ | 467 | |||||
Other accrued expenses | 60 | 64 | |||||||
$ | 512 | $ | 531 |
Stockholders_Defeciency_Tables
Stockholder's Defeciency (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Stockholders Defeciency Tables | |||||||||||||||||||||||
Schedule of Options Outstanding and Exercisable | Options outstanding and exercisable at December 31, 2014 and 2013 (post reverse stock split): | ||||||||||||||||||||||
As of December 31, 2014 | |||||||||||||||||||||||
Amount of | Weighed | ||||||||||||||||||||||
Options | Average Exercise | ||||||||||||||||||||||
Price | |||||||||||||||||||||||
Outstanding at the beginning of the year | 77,500 | $ | 9.2 | ||||||||||||||||||||
Expired | 20,450 | — | |||||||||||||||||||||
Outstanding at the end of the year | 57,050 | $ | 9.41 | ||||||||||||||||||||
Exercisable at the end of the year | 57,050 | $ | 9.41 | ||||||||||||||||||||
As of December 31, 2013 | |||||||||||||||||||||||
Amount of | Weighed | ||||||||||||||||||||||
Options | Average Exercise | ||||||||||||||||||||||
Price | |||||||||||||||||||||||
Outstanding at the beginning of the year | 77,500 | $ | 9.2 | ||||||||||||||||||||
Forfeited | — | — | |||||||||||||||||||||
Outstanding at the end of the year | 77,500 | $ | 9.2 | ||||||||||||||||||||
Exercisable at the end of the year | 77,500 | $ | 9.2 | ||||||||||||||||||||
Summary of Options Outstanding Separated Into Ranges of Exercise Price | The options outstanding as of December 31, 2014, have been separated into ranges of exercise price as follows: | ||||||||||||||||||||||
Range of | Options | Weighted | Weighted | Options | Weighted | ||||||||||||||||||
exercise price | outstanding | average | average | exercisable | average | ||||||||||||||||||
as of | remaining | exercise | as of | exercise price | |||||||||||||||||||
December | contractual | price | December 31, | of options | |||||||||||||||||||
31, 2014 | life (years) | 2014 | exercisable | ||||||||||||||||||||
$ | 2.6 | 24,250 | 3.69 | $ | 2.6 | 24,250 | $ | 2.6 | |||||||||||||||
$ | 3 | 6,650 | 3.83 | $ | 3 | 6,650 | $ | 3 | |||||||||||||||
$ | 12 | 18,150 | 0.97 | $ | 12 | 18,150 | $ | 12 | |||||||||||||||
$ | 17 | 3,000 | 2 | $ | 17 | 3,000 | $ | 17 | |||||||||||||||
$ | 37 | 5,000 | 1.8 | $ | 37 | 5,000 | $ | 37 | |||||||||||||||
57,050 | 2.59 | $ | 9.41 | 57,050 | $ | 9.41 | |||||||||||||||||
Schedule of Warrants Outstanding | The Company has the following warrants outstanding (post reverse stock split) as of December 31, 2014: | ||||||||||||||||||||||
Issuance date | number of | Exercise | Exercisable | Exercisable | |||||||||||||||||||
warrants | price | as of | Through | ||||||||||||||||||||
issued | December | ||||||||||||||||||||||
31, 2014 | |||||||||||||||||||||||
2005-2010 (1) | 245,884 | 0.2 | 245,884 | April -September 2015 | |||||||||||||||||||
2012 (2) | 45,833 | 0.5 | 45,833 | Oct-15 | |||||||||||||||||||
2013 (3) | 160,000 | 0.1 | 160,000 | Dec-19 | |||||||||||||||||||
2013 (4) | 12,500 | 2 | 12,500 | May-18 | |||||||||||||||||||
2013 (5) | 50,000 | 0.8 | 50,000 | May-18 | |||||||||||||||||||
-1 | Warrants issued to service providers 223,565, and ex-employees 22,319. | ||||||||||||||||||||||
-2 | Warrants issued to investors. | ||||||||||||||||||||||
-3 | Warrants issued to lenders in return for extended maturity dates. | ||||||||||||||||||||||
-4 | Warrants issued to investors. | ||||||||||||||||||||||
-5 | Warrants issued in connection with capital raise. |
Financial_Expense_Tables
Financial Expense (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Other Income and Expenses [Abstract] | |||||||||
Schedule of Financial Expense | Financial expense is comprised of the following: | ||||||||
Year Ended | Year Ended | ||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Non-cash expenses related to convertible debt | $ | (40 | ) | $ | (103 | ) | |||
Non-cash expenses related to warrants to issue shares | — | 18 | |||||||
Interest in respect of debt instruments and liabilities | (278 | ) | (126 | ) | |||||
Exchange rate differences caused by fluctuations in the exchange rate with the New Israeli Shekel (“NIS”) on liabilities denominated in NIS held by the subsidiary | 111 | (112 | ) | ||||||
$ | (207 | ) | $ | (323 | ) |
Deferred_Taxes_Tables
Deferred Taxes (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Deferred Taxes Tables | ||||||||||
Schedule of Components of Deferred Income Taxes | In accordance with ASC 740-10, the components of deferred income taxes are as follows: | |||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Tax on net operating losses carryforward | $ | 6,374 | $ | 6,030 | ||||||
Less - valuation allowance | (6,374 | ) | (6,030 | ) | ||||||
$ | — | $ | — | |||||||
Schedule of Net Operating Loss Carryforwards | Net operating loss carryforwards as of December 31, 2014 and 2013 are as follows: | |||||||||
As of December 31, | ||||||||||
2014 | 2013 | |||||||||
Israel | $ | 11,671 | $ | 10,749 | ||||||
USA | 9,876 | 9,550 | ||||||||
Total | $ | 21,547 | $ | 20,299 |
Significant_Accounting_Policie3
Significant Accounting Policies (Schedule Of Estimated Useful Life Property And Equipment) (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Office Furniture, Equipment And Molds | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Office Furniture, Equipment And Molds | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Automobile | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 6 years |
Significant_Accounting_Policie4
Significant Accounting Policies (Summary Of Compensation Included In Statement Of Operations) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share based compensation included in statement of operations | $9 | |
Selling And Marketing | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share based compensation included in statement of operations | 9 | |
General And Administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share based compensation included in statement of operations | ||
Financing | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share based compensation included in statement of operations |
Property_And_Equipment_Details
Property And Equipment (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Less accumulated depreciation: | $13 | $7 |
Property and Equipment, net | 31 | 22 |
Office Furniture, Equipment And Molds | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 20 | 5 |
Automobile | ||
Property, Plant and Equipment [Line Items] | ||
Cost | $24 | $24 |
Accrued_Expenses_And_Other_Lia2
Accrued Expenses And Other Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accrued Expenses And Other Liabilities Details | ||
Royalties to the office of the Chief Scientist | $452 | $467 |
Other accrued expenses | 60 | 64 |
Accrued expenses and other liabilities | $512 | $531 |
Stockholders_Defeciency_Schedu
Stockholder's Defeciency (Schedule Of Options Outstanding And Exercisable) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Amount Of Options | ||
Outstanding at the beginning of the year | 77,500 | 77,500 |
Expired | 20,450 | |
Forfeited | ||
Outstanding at the end of the year | 57,050 | 77,500 |
Exercisable at the end of the year | 57,050 | 77,500 |
Weighted Average Exercise Price | ||
Outstanding at the beginning of the year | $9.20 | $9.20 |
Expired | ||
Forfeited | ||
Outstanding at the end of the year | $9.41 | $9.20 |
Exercisable at the end of the year | $9.41 | $9.20 |
Stockholders_Defeciency_Summar
Stockholder's Defeciency (Summary Of Options Outstanding Separated Into Ranges Of Exercise Price) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Options outstanding | 57,050 | 77,500 | 77,500 |
Weighted average remaining contractual life (years) | 2 years 7 months 2 days | ||
Weighted average excercise price | $9.41 | $9.20 | $9.20 |
Options excercisable | 57,050 | 77,500 | |
Weighted average excercise price of options exercisable | $9.41 | $9.20 | |
Range Of Exercise Price - 2.60 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Range of exercise price | $2.60 | ||
Options outstanding | 24,250 | ||
Weighted average remaining contractual life (years) | 3 years 8 months 8 days | ||
Weighted average excercise price | $2.60 | ||
Options excercisable | 24,250 | ||
Weighted average excercise price of options exercisable | $2.60 | ||
Range Of Exercise Price - 3.00 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Range of exercise price | $3 | ||
Options outstanding | 6,650 | ||
Weighted average remaining contractual life (years) | 3 years 9 months 29 days | ||
Weighted average excercise price | $3 | ||
Options excercisable | 6,650 | ||
Weighted average excercise price of options exercisable | $3 | ||
Range Of Exerceise Price - 12.00 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Range of exercise price | $12 | ||
Options outstanding | 18,150 | ||
Weighted average remaining contractual life (years) | 11 months 19 days | ||
Weighted average excercise price | $12 | ||
Options excercisable | 18,150 | ||
Weighted average excercise price of options exercisable | $12 | ||
Range Of Exercise Price - 17.00 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Range of exercise price | $17 | ||
Options outstanding | 3,000 | ||
Weighted average remaining contractual life (years) | 2 years | ||
Weighted average excercise price | $17 | ||
Options excercisable | 3,000 | ||
Weighted average excercise price of options exercisable | $17 | ||
Range Of Exercise Price - 37.00 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Range of exercise price | $37 | ||
Options outstanding | 5,000 | ||
Weighted average remaining contractual life (years) | 1 year 9 months 18 days | ||
Weighted average excercise price | $37 | ||
Options excercisable | 5,000 | ||
Weighted average excercise price of options exercisable | $37 |
Stockholders_Defeciency_Schedu1
Stockholder's Defeciency (Schedule Of Warrants Outstanding) (Details) (Warrants, USD $) | 0 Months Ended | 12 Months Ended | |||
Dec. 31, 2013 | 8-May-13 | Jul. 15, 2010 | Dec. 31, 2014 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||||
Number of warrants issued | 160,000 | 12,500 | 345,000 | ||
Exercise price | $0.20 | ||||
Exercise Price - 0.20 | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||||
Warrants Issuance date | 2005 - 2010 | [1] | |||
Number of warrants issued | 245,884 | ||||
Exercise price | $0.20 | ||||
Warrant exercisable | 245,884 | ||||
Warrant Exercisable Through | April - September 2015 | ||||
Exercise Price - 0.50 | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||||
Warrants Issuance date | 2012 | [2] | |||
Number of warrants issued | 45,833 | ||||
Exercise price | $0.50 | ||||
Warrant exercisable | 45,833 | ||||
Warrant Exercisable Through | Oct-15 | ||||
Exercise Price - 0.10 | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||||
Warrants Issuance date | 2013 | [3] | |||
Number of warrants issued | 160,000 | ||||
Exercise price | $0.10 | ||||
Warrant exercisable | 160,000 | ||||
Warrant Exercisable Through | Dec-19 | ||||
Exercise Price - 2.00 | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||||
Warrants Issuance date | 2013 | [4] | |||
Number of warrants issued | 12,500 | ||||
Exercise price | $2 | ||||
Warrant exercisable | 12,500 | ||||
Warrant Exercisable Through | May-18 | ||||
Exercise Price - 0.80 | |||||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||||
Warrants Issuance date | 2013 | [5] | |||
Number of warrants issued | 50,000 | ||||
Exercise price | $0.80 | ||||
Warrant exercisable | 50,000 | ||||
Warrant Exercisable Through | May-18 | ||||
[1] | Warrants issued to service providers 223,565, and ex-employees 22,319. | ||||
[2] | Warrants issued to investors. | ||||
[3] | Warrants issued to lenders in return for extended maturity dates | ||||
[4] | Warrants issued to investors | ||||
[5] | Warrants issued in connection with capital raise |
Stockholders_Defeciency_Schedu2
Stockholder's Defeciency (Schedule Of Warrants Outstanding) (Details) (Parenthetical) (Warrants) | 0 Months Ended | 12 Months Ended | ||
Dec. 31, 2013 | 8-May-13 | Jul. 15, 2010 | Dec. 31, 2014 | |
Warrants issued | 160,000 | 12,500 | 345,000 | |
Exercise Price - 0.20 | ||||
Warrants issued | 245,884 | |||
Exercise Price - 0.20 | Service Providers | ||||
Warrants issued | 223,565 | |||
Exercise Price - 0.20 | Ex - Employees | ||||
Warrants issued | 22,319 |
Financial_Expense_Details
Financial Expense (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Financial Expense Details | ||
Non-cash expenses related to convertible debt | $40 | $103 |
Non-cash expenses related to warrants to issue shares | 18 | |
Interest in respect of debt instruments and liabilities | -278 | -126 |
Exchange rate differences caused by fluctuations in the exchange rate with the New Israeli Shekel ("NIS") on liabilities denominated in NIS held by the subsidiary | 111 | -112 |
Financial expense, net | ($207) | ($323) |
Deferred_Taxes_Schedule_Of_Com
Deferred Taxes (Schedule Of Components Of Deferred Income Taxes) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Taxes Schedule Of Components Of Deferred Income Taxes Details | ||
Tax on net operating losses carryforward | $6,374 | $6,030 |
Less - valuation allowance | 6,374 | 6,030 |
Deferred tax asset net |
Deferred_Taxes_Schedule_Of_Net
Deferred Taxes (Schedule Of Net Operating Loss Carryforwards) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Net operating loss carryforward | $21,547 | $20,299 |
ISRAEL | ||
Net operating loss carryforward | 11,671 | 10,749 |
USA | ||
Net operating loss carryforward | $9,876 | $9,550 |
General_Narrative_Details
General (Narrative) (Details) (USD $) | 0 Months Ended | |
Oct. 07, 2013 | Apr. 21, 2005 | |
Business Acquisition [Line Items] | ||
Reverse stock split | 1-for-20 | |
SPO Medical Equipment Ltd | ||
Business Acquisition [Line Items] | ||
Outstanding capital stock acquired, percentage | 100.00% | |
Common stock issued to former shareholders | 5,769,106 | |
Common stock, price per share | $0.01 | |
Common stock acquisition percentage | 90.00% | |
Forward subdivision of the company common stock issued and outstanding | Upon consummation of the Acquisition Transaction, the Company effectuated a forward subdivision of the Company's Common Stock issued and outstanding on a 2.65285:1 basis. |
Significant_Accounting_Policie5
Significant Accounting Policies (Narrative) (Details) (Warrants, USD $) | 0 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | 8-May-13 | Jul. 15, 2010 |
Warrants issued | 160,000 | 12,500 | 345,000 |
Fair value assumptions - Black Scholes Model | |||
Expected life | 3 months | 3 months | |
Expected volatility | 400.00% | 309.00% | |
Risk free interest rate | 0.07% | 0.04% | |
Dividend yield | 0.00% | 0.00% | |
Consultant | |||
Warrants issued | 50,000 | ||
Fair value of warrants | 9 | ||
Fair value assumptions - Black Scholes Model | |||
Expected life | 3 months | ||
Expected volatility | 309.00% | ||
Risk free interest rate | 0.04% | ||
Dividend yield | 0.00% |
Loans_Payable_Narrative_Detail
Loans Payable (Narrative) (Details) (USD $) | 12 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 28 Months Ended | 0 Months Ended | ||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2005 | Jul. 31, 2006 | Mar. 25, 2011 | Jul. 31, 2011 | Aug. 31, 2011 | Nov. 30, 2011 | Aug. 31, 2013 | Mar. 22, 2012 | 1-May-12 | Jun. 19, 2012 | Jul. 19, 2012 | Aug. 23, 2012 | Aug. 27, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Apr. 12, 2013 | Dec. 27, 2013 | 23-May-14 | Jul. 01, 2014 | Aug. 01, 2014 | Aug. 26, 2012 | |
Debt Instrument [Line Items] | |||||||||||||||||||||||
Loan received from investor | $425,000 | $352,000 | |||||||||||||||||||||
Debt conversion converted instrument amount | 14,000 | 149,000 | |||||||||||||||||||||
8% Promissory Note - April 2005 Notes | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt face value | 1,544,000 | ||||||||||||||||||||||
Debt interest rate | 8.00% | ||||||||||||||||||||||
Debt description | Each unit comprised of (i) the Company’s 18 month 8% promissory note (collectively, the "April 2005 Notes") and (ii) three year warrants (expired). | ||||||||||||||||||||||
Remaining note outstanding | 692,000 | 692,000 | 692,000 | ||||||||||||||||||||
Note extended maturity term | The Company reached an agreement with the investors to extend the maturity date of loans totaling $304 for an additional 24 months to December 31, 2015. The remaining balance of $388 is past due. | ||||||||||||||||||||||
8% Promissory Note - Loan Notes | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt description | Each unit comprised of (i) the Company’s 8% month promissory note due 12 months from the date of issuance and (ii) warrants, pursuant to which the Company raised $550 (the maximum amount that could be raised from this offering). | ||||||||||||||||||||||
Remaining note outstanding | 191,000 | 191,000 | 191,000 | ||||||||||||||||||||
Loan From Stockholders Dated March 25, 2011 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 8.00% | ||||||||||||||||||||||
Debt description | Payable on demand. | ||||||||||||||||||||||
Loan received from investor | 50,000 | ||||||||||||||||||||||
Loan maturity date | 25-Mar-12 | ||||||||||||||||||||||
Loan From An Investor Date July 2011 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 8.00% | ||||||||||||||||||||||
Loan received from investor | 5,000 | ||||||||||||||||||||||
Loan maturity description | The loan was scheduled to mature in June 2013. | ||||||||||||||||||||||
Loan From An Investor Dated August 2011 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 15.00% | ||||||||||||||||||||||
Loan received from investor | 75,000 | ||||||||||||||||||||||
Loan maturity description | The loans were scheduled to mature in August 2013. | ||||||||||||||||||||||
Debt conversion rate | $0.50 | ||||||||||||||||||||||
Loan From An Investor Dated November 2011 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 15.00% | ||||||||||||||||||||||
Loan received from investor | 200,000 | ||||||||||||||||||||||
Loan maturity description | The loans were scheduled to mature in November 2013. | ||||||||||||||||||||||
Debt conversion rate | $0.50 | ||||||||||||||||||||||
Loan From An Investor - August And November 2013 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Note extended maturity term | The Company reached an agreement with the investors to extend the maturity date of each loan to February and May 2015, respectively. | ||||||||||||||||||||||
Warrant available | 45,833 | ||||||||||||||||||||||
Warrant excercise price | $0.50 | ||||||||||||||||||||||
Convertible Note Agreement With An Investor One Dated March 22, 2012 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 20.00% | ||||||||||||||||||||||
Note extended maturity term | The Company reached an agreement with the investors to extend the maturity date of each loan for an additional 18 months to February 21, 2015 and March 22, 2015. | ||||||||||||||||||||||
Loan received from investor | 25,000 | ||||||||||||||||||||||
Loan maturity date | 22-Sep-12 | ||||||||||||||||||||||
Debt conversion rate | $0.50 | ||||||||||||||||||||||
Debt instrument issuance date | 22-Mar-12 | ||||||||||||||||||||||
Convertible Note Agreement With An Investor Two Dated March 22, 2012 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 20.00% | ||||||||||||||||||||||
Note extended maturity term | The Company reached an agreement with the investors to extend the maturity date of each loan for an additional 18 months to February 21, 2015 and March 22, 2015. | ||||||||||||||||||||||
Loan received from investor | 25,000 | ||||||||||||||||||||||
Loan maturity date | 22-Sep-12 | ||||||||||||||||||||||
Debt conversion rate | $0.50 | ||||||||||||||||||||||
Debt instrument issuance date | 22-Mar-12 | ||||||||||||||||||||||
Convertible Note Agreement With An Investor Dated May 1, 2012 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 20.00% | ||||||||||||||||||||||
Note extended maturity term | The Company reached an agreement with the investor to extend the maturity date to May 1, 2015. | ||||||||||||||||||||||
Loan received from investor | 25,000 | ||||||||||||||||||||||
Loan maturity date | 1-Nov-12 | ||||||||||||||||||||||
Debt conversion rate | $0.50 | ||||||||||||||||||||||
Debt instrument issuance date | 1-May-12 | ||||||||||||||||||||||
Convertible Note Agreement With An Investor Dated June 19, 2012 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 23.00% | ||||||||||||||||||||||
Note extended maturity term | The Company reached an agreement with the investor to extend the maturity date to December 19, 2014. | ||||||||||||||||||||||
Loan received from investor | 50,000 | ||||||||||||||||||||||
Loan maturity date | 19-Jun-13 | ||||||||||||||||||||||
Debt conversion rate | $0.50 | ||||||||||||||||||||||
Debt instrument issuance date | 19-Jun-12 | ||||||||||||||||||||||
Convertible Note Agreement With An Investor Dated July 19, 2012 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 23.00% | ||||||||||||||||||||||
Note extended maturity term | The Company reached an agreement with the investor to extend the maturity date s to January 19, 2015. | ||||||||||||||||||||||
Loan received from investor | 50,000 | ||||||||||||||||||||||
Loan maturity date | 19-Jul-13 | ||||||||||||||||||||||
Debt conversion rate | $0.50 | ||||||||||||||||||||||
Debt instrument issuance date | 19-Jul-12 | ||||||||||||||||||||||
Convertible Note Agreement With An Investor Dated August 23, 2012 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 23.00% | ||||||||||||||||||||||
Note extended maturity term | The Company reached an agreement with the investor to extend the maturity date to February 23, 2015. | ||||||||||||||||||||||
Loan received from investor | 50,000 | ||||||||||||||||||||||
Loan maturity date | 23-Aug-13 | ||||||||||||||||||||||
Debt conversion rate | $0.50 | ||||||||||||||||||||||
Debt instrument issuance date | 23-Aug-12 | ||||||||||||||||||||||
Loan Agreement With An Investor Dated August 27, 2012 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt face value | 29,000 | ||||||||||||||||||||||
Debt description | The loan is due on demand and is non-interest bearing. | ||||||||||||||||||||||
Loan received from investor | 21,000 | ||||||||||||||||||||||
Loan repayment term | Monthly installments ranging from $4 to $1 from August 2012 through June 2013. | ||||||||||||||||||||||
Convertible Note Dated April 12, 2013 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt interest rate | 8.00% | ||||||||||||||||||||||
Loan received from investor | 32,500 | ||||||||||||||||||||||
Loan maturity date | 12-Apr-14 | ||||||||||||||||||||||
Debt instrument issuance date | 12-Apr-13 | ||||||||||||||||||||||
Debt conversion term | Commencing October 9, 2013, the Investor is entitled to convert all or any part of the outstanding and unpaid principal amount on the note, as well as the interest accrued, into shares of the Company’s Common Stock at a conversion rate equal to 55% of the average of the five lowest closing sale prices during the ten days preceding the conversion date. | ||||||||||||||||||||||
Debt conversion converted instrument amount | 28,000 | ||||||||||||||||||||||
Convertible Note Agreement With An Accredited Investor December 27, 2013 - Subscription Agreement | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt face value | 250,000 | ||||||||||||||||||||||
Debt interest rate | 10.00% | ||||||||||||||||||||||
Loan maturity date | 28-Dec-15 | ||||||||||||||||||||||
Debt instrument issuance date | 27-Dec-13 | ||||||||||||||||||||||
Debt conversion term | The Note is convertible into shares of the Company’s common stock at the Investor’s option at a conversion rate equal to the average of the closing price of the Common Stock for the ten consecutive trading days immediately proceeding the date a notice of conversion is delivered. The Investor may not exercise the conversion right if the shares issuable upon conversion, together with shares held by the Investor, exceed 9.99% of the then outstanding shares of the Company after such conversion and/or exercise. | ||||||||||||||||||||||
Loan repayment term | Payable in cash in arrears upon the earlier of (i) each six months from the date of the Note (ii) or the date of conversion or (iii) at maturity, whichever occurs first, and will continue to accrue until the Note is fully converted and/or paid in full. | ||||||||||||||||||||||
Debt subscription agreement term | Under the terms of the Subscription Agreement, at any time that the Note (or any portion thereof) is converted, the Investor is to receive warrants, exercisable for two years following the date of issuance for Common Stock equal to 50% of the number of shares of Common Stock issued upon conversion of the Note (or any part thereof) at a per share warrant exercise price equal to twice the conversion price. | ||||||||||||||||||||||
Loan Agreement With An Investor Dated May 23, 2014 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt face value | 175,000 | ||||||||||||||||||||||
Loan maturity date | 30-Sep-14 | ||||||||||||||||||||||
Loan repayment term | The principle amount of the loan with a $10 fee is repayable by September 30, 2014 and such loan may be pre-paid, at the option of the Company, without notice or penalty. | ||||||||||||||||||||||
Debt default description | If the loan is not repaid by the scheduled maturity date, the principle amount of the loan shall begin to accrue interest at a rate of 12% per annum from the maturity date until repayment in full. | ||||||||||||||||||||||
Loan Payable Issued On July 1, 2014 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt face value | 50,000 | ||||||||||||||||||||||
Loan maturity date | 30-Nov-14 | ||||||||||||||||||||||
Loan repayment term | The principle amount of the loan with a $4 fee was repayable by November 30, 2014. | ||||||||||||||||||||||
Debt default description | If the loan is not repaid by the scheduled maturity date, the principle amount of the loan shall begin to accrue interest at a rate of 12% per annum from the maturity date until repayment in full. | ||||||||||||||||||||||
Loan Agreement With An Investor Dated August 01, 2014 | |||||||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||||||
Debt face value | $200,000 | ||||||||||||||||||||||
Loan maturity date | 30-Nov-14 | ||||||||||||||||||||||
Loan repayment term | The principle amount of the loan with a $16 fee was repayable by November 30, 2014. | ||||||||||||||||||||||
Debt default description | If the loan is not repaid by the scheduled maturity date, the principle amount of the loan shall begin to accrue interest at a rate of 12% per annum from the maturity date until repayment in full. |
Employees_And_Payroll_Accruals1
Employees And Payroll Accruals (Narrative) (Details) (USD $) | 0 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | 8-May-13 | Jul. 15, 2010 | Dec. 31, 2014 |
Unpaid salaries | 774 | $848 | ||
Salary Unpaid | ||||
Unpaid salaries | 622 | $705 | ||
Warrants | ||||
Warrants issued | 160,000 | 12,500 | 345,000 | |
Excercise price of warrants, post reverse stock split | $0.20 |
Accrued_Severance_Pay_Narrativ
Accrued Severance Pay (Narrative) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Accrued Severance Pay Narrative Details | ||
Severance pay expenses (income) | ($22) | $10 |
Capital_Transactions_Narrative
Capital Transactions (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Aug. 26, 2013 | 29-May-13 | Dec. 09, 2013 | 8-May-13 | Jul. 15, 2010 | |
Debt concersion converted amount | $14,000 | $149,000 | |||||
Series A Preferred Stock | |||||||
Preferred stock voting rights | On August 26, 2013, the Company designated 100 shares of its preferred stock as Series A Preferred Stock, par value $0.01 per share (the Series A Preferred Stock&).Among other things, the Certificate of Designation for the Series A Preferred Stock provides that each one share of Series A Preferred Stock has voting rights equal to (x) 0.019607 multiplied by the total issued and outstanding Common Stock eligible to vote at the time of the respective vote (the "Numerator"), divided by (y) 0.49, minus (z) the Numerator. | ||||||
Series A Preferred Stock | Chief Executive Officer | |||||||
Shares issued for services | 100 | ||||||
Warrants | |||||||
Warrant excercise price | $0.20 | ||||||
Common Stock | |||||||
Shares issued to satisy an obligation to issue shares | 118,332 | ||||||
Common Stock | Convertible Promissory Note | |||||||
Debt conversion converted into stock, shares | 1,112,760 | 1,713,743 | |||||
Debt concersion converted amount | 14,000 | 149,000 | |||||
Common Stock | Consulting Services | |||||||
Shares issued for services | 150,000 | ||||||
Private Placement - Two Accredited Investors | Common Stock | |||||||
Shares issued during period, shares | 500,000 | ||||||
Proceeds from sale of common stock to investors, net of issuane expenses | $227,000 | ||||||
Private Placement - One Of The Two Accredited Investors | Warrants | |||||||
Shares issued during period, shares | 250,000 | ||||||
Warrants exercisable date | 8-May-18 | ||||||
Warrant excercise price | $2 |
Warrants_Narrative_Details
Warrants (Narrative) (Details) (Warrants) | 0 Months Ended | ||
Dec. 31, 2013 | 8-May-13 | Jul. 15, 2010 | |
Warrants | |||
Warrants issued | 160,000 | 12,500 | 345,000 |
Fair Value Assumption and Methodology | |||
Warrant fair value methodology | Black-Scholes Model | Black-Scholes | |
Warrant estimated life | 3 months | 3 months | |
Warrant voltality | 400.00% | 309.00% | |
Warrant risk free interest rate | 0.07% | 0.04% | |
Warrant dividend yield | 0.00% | 0.00% |
Stockholders_Deficiency_Narrat
Stockholder's Deficiency (Narrative) (Details) (USD $) | 1 Months Ended | ||
Apr. 30, 2005 | Dec. 31, 2014 | Dec. 31, 2013 | |
Options exercisable | 57,050 | 77,500 | |
2005 Plan | |||
Options originally reserved for issuance | 87,500 | ||
Options exercisable upto | 10 years | ||
Options vesting period | 4 years | ||
2005 Directors Plan | |||
Options originally reserved for issuance | 20,000 | ||
Options exercisable upto | 6 years | ||
2005 Plan And 2005 Directors Plan | |||
Options exercisable | 95,000 | ||
Options exercise price | 7.8 | ||
Options available for future grants | 6,500 |
Deferred_Taxes_Narratives_Deta
Deferred Taxes (Narratives) (Details) | 12 Months Ended |
Dec. 31, 2014 | |
ISRAEL | |
Net operating loss carry forward | Net operating losses in Israel may be carried forward indefinitely. |
USA | |
Net operating loss carry forward | Net operating losses in the U.S. are available through 2034. |
Commitments_And_Contingencies_
Commitments And Contingencies (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 27, 2013 |
Committed To Pay Royalties To The Office Of The Chief Scientist | SPO Ltd | |||
Other Commitments [Line Items] | |||
Commitment and contingencies terms | The Company's wholly owned subsidiary, SPO Ltd., is committed to pay royalties to the Office of the Chief Scientist of the Government of Israel (OCS) on sales of products, the research and development of which the OCS has participated in by way of grants, up to the amount of 100%-150% of the grants received plus interest at dollar LIBOR. The royalties are payable at a rate of 3% for the first three years of product sales and 3.5% thereafter. | ||
Net of royalties paid or accrued | $1,300 | ||
Provision for royalties | 452 | 467 | |
Subscription Agreement Dated December 27, 2013 - Investor | |||
Other Commitments [Line Items] | |||
Commitment and contingencies terms | Additionally, 50% the aggregate amount of the Revenue Based Payment made during the term of the promissory note representing the advance made by such investor shall be applied to the amount outstanding under such note. Accordingly, upon payment or conversion, the amount being repaid or converted under the note will be reduced by an amount equal to 50% of the aggregate Revenue Based Payment actually made on or prior to the date of payment/conversion. | ||
Maximum amount of payment under subscription agreement | $75 |
Subsequent_Event_Narrative_Det
Subsequent Event (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Feb. 09, 2015 | Feb. 03, 2015 | |
Subsequent Event [Line Items] | ||||
Debt concersion converted amount | $14,000 | $149,000 | ||
Subsequent Event | Common Stock | Convertible Debt | ||||
Subsequent Event [Line Items] | ||||
Debt conversion converted into stock, shares | 301,639 | 319,672 | ||
Debt concersion converted amount | $2,000 | $2,000 |