Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 14-May-15 | |
Document And Entity Information | ||
Entity Registrant Name | SPO Global Inc | |
Entity Central Index Key | 716778 | |
Document Type | 10-Q | |
Document Period End Date | 31-Mar-15 | |
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 Common Stock, Shares Outstanding | 7,039,679 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2015 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | ||
In Thousands, unless otherwise specified | ||||
CURRENT ASSETS | ||||
Cash and cash equivalents | $4 | $2 | ||
Accounts receivable | 160 | 139 | ||
Prepaid expenses and other accounts receivable | 157 | 300 | ||
Total current assets | 321 | 441 | ||
LONG TERM ASSETS | ||||
Severance pay fund | 165 | 159 | ||
PROPERTY AND EQUIPMENT, NET | 29 | 31 | ||
Total assets | 515 | 631 | ||
Current Liabilities | ||||
Short-term loans | 2,125 | 2,185 | ||
Trade payables | 61 | 67 | ||
Employees and Payroll accruals | 868 | 848 | ||
Accrued expenses and other liabilities | 547 | 512 | ||
Total current liabilities | 3,601 | 3,612 | ||
Long-Term Liabilities | ||||
Accrued severance pay | 269 | 258 | ||
Total long-term liabilities | 269 | 258 | ||
STOCKHOLDERS' DEFICIENCY | ||||
Preferred stock $0.01 par value Authorized - 2,000,000 shares, issued and outstanding - 100 Series A shares at March 31, 2015 and December 31, 2014, respectively | [1] | [1] | ||
Common stock $0.01 par value- Authorized - 100,000,000 shares, issued and outstanding - 7,039,679 and 6,418,368 shares as at March 31, 2015 and December 31, 2014, respectively | 70 | 64 | ||
Additional paid-in capital | 18,971 | 18,974 | ||
Accumulated deficit | -22,396 | -22,277 | ||
Total stockholders' deficiency | -3,355 | -3,239 | ||
Total liabilities and stockholders' deficiency | 515 | 631 | ||
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 March 31, 2015 and December 31, 2014, respectively | [1] | [1] | ||
[1] | Less than $1 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Common stock, par value per share | $0.01 | $0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 7,039,679 | 6,418,368 |
Common stock, shares outstanding | 7,039,679 | 6,418,368 |
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_Statements_Of_Ope
Consolidated Statements Of Operations (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Revenues | $405 | $28 |
Cost of revenues | 294 | 2 |
Gross profit | 111 | 26 |
Operating expenses | ||
Research and development | 5 | 6 |
Selling and marketing | 17 | 16 |
General and administrative | 139 | 121 |
Total operating expenses | 161 | 143 |
Operating loss | -50 | -117 |
Financial expense, net | -69 | -56 |
Net loss for the period | ($119) | ($173) |
Basic and diluted loss per share | ($0.02) | ($0.03) |
Weighted average number of shares outstanding used in computation of basic loss per share | 6,788,970 | 5,517,252 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash Flows from Operating Activities | ||
Net Loss for the period | ($119) | ($173) |
Adjustments to reconcile loss to net cash provided by (used in) operating activities: | ||
Depreciation | 2 | 1 |
Non-cash expenses related to convertible debt | 15 | 14 |
Non-cash expenses related to warrants to issue shares | 4 | |
Changes in assets and liabilities: | ||
Increase in accrued interest payable on loans | 34 | 30 |
(Increase) in accounts receivable | -21 | |
Decrease in prepaid expenses and other receivables | 143 | 1 |
(Decrease) in trade payables | -6 | -14 |
Increase in accrued severance pay, net | 5 | 4 |
Increase in accrued expenses and other liabilities | 55 | 33 |
Net cash provided by (used in) operating activities | 108 | -100 |
Cash Flows from Financing Activities | ||
Payments of loans | -106 | |
Net cash used in financing activities | -106 | |
Increase (decrease) in cash and cash equivalents | 2 | -100 |
Cash and cash equivalents at the beginning of the period | 2 | 286 |
Cash and cash equivalents at the end of the period | 4 | 186 |
Non cash transactions | ||
Conversion of convertible debt to shares | 3 | 5 |
Supplemental Disclosure of Cash Flow Information: | ||
Cash paid during the period for: Interest | $31 | $27 |
General
General | 3 Months Ended |
Mar. 31, 2015 | |
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 | 3 Months Ended |
Mar. 31, 2015 | |
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 period ended March 31, 2015, resulted in a net loss of $119, and the Company’s balance sheet reflects a net stockholders’ deficit of $3,355. 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 | 3 Months Ended |
Mar. 31, 2015 | |
Significant Accounting Policies | |
Significant Accounting Policies | NOTE 3 SIGNIFICANT ACCOUNTING POLICIES |
The accompanying un-audited condensed consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with Rule 8-03 of Regulation S-X. These financial statements reflect all adjustments, consisting of normal recurring adjustments and accruals, which are, in the opinion of management, necessary for a fair presentation of the financial position of the Company as of March 31, 2015 and the results of operations and cash flows for the interim periods indicated in conformity with generally accepted accounting principles applicable to interim periods. Accordingly, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. Operating results for the three months ended March 31, 2015, are not necessarily indicative of the results that may be expected for the year ended December 31, 2015. | |
Property_And_Equipment_Net
Property And Equipment, Net | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Property And Equipment Net | |||||||||
Property and Equipment, Net | NOTE 4 PROPERTY AND EQUIPMENT, NET | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Cost: | |||||||||
Office furniture, equipment, and molds | $ | 14 | $ | 21 | |||||
Automobile | $ | 23 | $ | 23 | |||||
Less accumulated depreciation: | $ | 8 | $ | 13 | |||||
Property and Equipment, net | $ | 29 | $ | 31 | |||||
Depreciation expense for the period ended March 31, 2015 amounted to $2. The Company disposed of fully depreciated office furniture and equipment in the amount of approximately $7. | |||||||||
Capital_Transactions
Capital Transactions | 3 Months Ended |
Mar. 31, 2015 | |
Capital Transactions | |
Capital Transactions | NOTE 5 CAPITAL TRANSACTIONS |
During the period ended March 31, 2015, the Company issued 621,311 shares of its common stock upon conversion of $3 in principal of convertible promissory notes. | |
Financial_Expense
Financial Expense | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Other Income and Expenses [Abstract] | |||||||||
Financial Expense | NOTE 6 FINANCIAL EXPENSE | ||||||||
Financial expense is comprised of the following: | |||||||||
Three Months Ended | Three Months Ended | ||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Non-cash expenses related to convertible debt | $ | (15 | ) | $ | (14 | ) | |||
Non-cash expenses related to warrants to issue shares | — | (4 | ) | ||||||
Interest in respect of debt instruments and liabilities | (65 | ) | (57 | ) | |||||
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 | 11 | 19 | |||||||
$ | (69 | ) | $ | (56 | ) | ||||
Property_And_Equipment_Net_Tab
Property And Equipment, Net (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Property And Equipment Net Tables | |||||||||
Schedule of Property and Equipment | March 31, | December 31, | |||||||
2015 | 2014 | ||||||||
Cost: | |||||||||
Office furniture, equipment, and molds | $ | 14 | $ | 21 | |||||
Automobile | $ | 23 | $ | 23 | |||||
Less accumulated depreciation: | $ | 8 | $ | 13 | |||||
Property and Equipment, net | $ | 29 | $ | 31 | |||||
Financial_Expense_Tables
Financial Expense (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Other Income and Expenses [Abstract] | |||||||||
Schedule of Financial Expense | Financial expense is comprised of the following: | ||||||||
Three Months Ended | Three Months Ended | ||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Non-cash expenses related to convertible debt | $ | (15 | ) | $ | (14 | ) | |||
Non-cash expenses related to warrants to issue shares | — | (4 | ) | ||||||
Interest in respect of debt instruments and liabilities | (65 | ) | (57 | ) | |||||
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 | 11 | 19 | |||||||
$ | (69 | ) | $ | (56 | ) | ||||
Property_And_Equipment_Details
Property And Equipment (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Less accumulated depreciation: | $8 | $13 |
Property and Equipment, net | 29 | 31 |
Office Furniture, Equipment And Molds | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 14 | 21 |
Automobile | ||
Property, Plant and Equipment [Line Items] | ||
Cost | $23 | $23 |
Financial_Expense_Details
Financial Expense (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Financial Expense Details | ||
Non-cash expenses related to convertible debt | ($15) | ($14) |
Non-cash expenses related to warrants to issue shares | -4 | |
Interest in respect of debt instruments and liabilities | -65 | -57 |
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 | 11 | 19 |
Financial expense, net | ($69) | ($56) |
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. |
Property_And_Equipment_Net_Nar
Property And Equipment, Net (Narrative) (Details) (Office Furniture, Equipment And Molds, USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Office Furniture, Equipment And Molds | |
Property, Plant and Equipment [Line Items] | |
Disposal of fully depreciated assets | $7 |
Capital_Transactions_Narrative
Capital Transactions (Narrative) (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Stock issued for conversion of debt, value | $3 | $5 |
Common Stock | Convertible Promissory Note | ||
Stock issued for conversion of debt, shares | 621,311 | |
Stock issued for conversion of debt, value | $3 |