Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 13, 2015 | |
Entity Registrant Name | IRONSTONE GROUP INC | |
Entity Central Index Key | 723,269 | |
Trading Symbol | irns | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 2,191,689 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | |
Marketable Securities [Member] | |||
Investments: | |||
Marketable securities | $ 51,400 | [1] | |
Marketable Securities Related Party [Member] | |||
Investments: | |||
Marketable securities | $ 260,887 | 260,887 | [1] |
Related Party [Member] | |||
LIABILITIES AND STOCKHOLDERS' EQUITY: | |||
Interest Payable | 34,775 | 24,225 | [1] |
Cash | 6,798 | 25,817 | [1] |
Marketable securities | 2,958,245 | 2,986,964 | |
Non-marketable securities | 2,697,358 | 2,674,677 | [1] |
Total assets | 2,965,043 | 3,012,781 | [1] |
Line of credit borrowings | 350,000 | 350,000 | [1] |
Accounts payable and accrued expenses | 29,306 | 12,089 | [1] |
Note payable, net of discount | 1,292,666 | 1,208,416 | [1] |
Note payable - related party | 182,000 | 182,000 | [1] |
Total liabilities | $ 1,888,747 | $ 1,776,730 | [1] |
Stockholders' equity | |||
Preferred stock, $0.01 par value, 5,000,000 shares authorized, no shares issued and outstanding | [1] | ||
Common stock, $0.01 par value, 25,000,000 shares authorized, of which 2,937,225 shares are issued and outstanding as of September 30, 2015 and December 31, 2014 | $ 29,372 | $ 29,372 | [1] |
Additional paid-in capital | 21,839,083 | 21,819,668 | [1] |
Accumulated deficit | (22,032,515) | (21,839,094) | [1] |
Accumulated other comprehensive income | 1,762,930 | 1,748,679 | [1] |
Stockholder equity before treasury stock | 1,598,870 | 1,758,625 | [1] |
Less: Treasury Stock, 745,536 shares, at cost | (522,574) | (522,574) | [1] |
Total stockholders' equity | 1,076,296 | 1,236,051 | [1] |
Total liabilities and stockholders' equity | $ 2,965,043 | $ 3,012,781 | [1] |
[1] | Derived from the Company's audited consolidated financial statements |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, issued shares (in shares) | 0 | 0 |
Preferred stock, outstanding shares (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 25,000,000 | 25,000,000 |
Common stock, shares issued (in shares) | 2,937,225 | 2,937,225 |
Common stock, outstanding (in shares) | 2,937,225 | 2,937,225 |
Treasury Stock, shares (in shares) | 745,536 | 745,536 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Operating expenses: | ||||
Professional fees | $ 9,115 | $ 20,550 | $ 43,612 | $ 59,268 |
State filing fee and tax | 306 | (2,970) | 13,503 | 5,270 |
General and administrative expenses | 9,881 | 9,761 | 28,573 | 30,418 |
Total operating expenses | 19,302 | 27,341 | 85,688 | 94,956 |
Loss from operations | (19,302) | (27,341) | (85,688) | (94,956) |
Other expense: | ||||
Interest expense and other, net | (27,923) | (31,083) | (97,183) | (90,419) |
Interest expense to related party | (3,555) | (3,555) | (10,550) | (10,550) |
Net loss | (50,780) | (61,979) | (193,421) | (195,925) |
COMPREHENSIVE INCOME (LOSS), NET OF TAX: | ||||
Net loss | (50,780) | (61,979) | (193,421) | (195,925) |
Unrealized holding gain (loss) arising during the period | 3,132 | 1,034,356 | 14,251 | 466,915 |
Comprehensive income (loss) | $ (47,648) | $ 972,377 | $ (179,170) | $ 270,990 |
Basic and diluted loss per share | ||||
Net loss per share (in dollars per share) | $ (0.02) | $ (0.03) | $ (0.09) | $ (0.09) |
Weighted average shares outstanding (in shares) | 2,191,689 | 2,191,689 | 2,191,689 | 2,189,282 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudted) - USD ($) | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | ||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (193,421) | $ (195,925) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Realized loss on marketable securities | 1,405 | ||
Accretion of discount on notes payable | 8,340 | $ 8,340 | |
Stock-based compensation expense | 19,415 | 21,533 | |
Pay-in-kind interest added to principal | 75,910 | 70,133 | |
Changes in operating assets and liabilities: | |||
Accounts payable and accrued expenses | 17,217 | (8,879) | |
Interest payable - related party | 10,550 | 10,550 | |
Net cash used in operating activities | $ (60,584) | (94,248) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of non-marketable securities | $ (100,012) | ||
Proceeds from sale of marketable securities | $ 41,565 | ||
Net cash provided by (used in) financing activities | 41,565 | $ (100,012) | |
Net decrease in cash | (19,019) | (194,260) | |
Cash at beginning of period | 25,817 | [1] | 242,443 |
Cash at end of period | 6,798 | 48,183 | |
Supplemental disclosure of cash flow information: | |||
Cash paid during the period for interest | $ 20,362 | 20,362 | |
Supplemental noncash investing and financing activities: | |||
Advances for future common stock share purchase | 230,000 | ||
Reversal of previously unrecognized loss on marketable securities | $ 8,340 | $ 0 | |
[1] | Derived from the Company's audited consolidated financial statements |
Note 1 - Business and Summary o
Note 1 - Business and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 1. BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business Activities Ironstone Group, Inc. and subsidiaries have no operations but are seeking appropriate business combination opportunities. Ironstone Group, Inc., (“Ironstone” or the “Company”) is a Delaware corporation that was incorporated in 1972. Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of Ironstone Group, Inc. and its subsidiaries, AcadiEnergy, Inc., Belt Perry Associates, Inc., DeMoss Corporation, and TaxNet, Inc., (collectively the “Company”). All significant intercompany accounts and transactions have been eliminated in consolidation. Basis of Presentation The unaudited condensed consolidated financial statements included herein have been prepared by the Company in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures, normally included in financial statements prepared in accordance with U.S. GAAP, have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, these unaudited condensed consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the financial position of the Company as of September 30, 2015, the results of its operations for the three and nine month periods ended September 30, 2015 and September 30, 2014 and its cash flows for the nine month periods ended September 30, 2015 and September 30, 2014. The results of operations for the periods presented are not necessarily indicative of those that may be expected for the full year. The condensed consolidated financial statements presented herein have been prepared by management, without audit by independent auditors who do not express an opinion thereon, and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014. The December 31, 2014 condensed consolidated balance sheet data was derived from audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 but does not include all disclosures required for annual periods. There have been no significant changes in the Company’s significant accounting policies from those were disclosed in its Annual Report on Form 10-K for the fiscal year ended December 31, 2014. Marketable and Non-Marketable Securities Marketable and non-marketable securities have been classified by management as available for sale in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 320, marketable securities are recorded at fair value and any unrealized gains and losses are excluded from earnings and reported as a separate component of stockholders’ equity until realized. The fair value of the Company’s marketable securities and investments at September 30, 2015 and December 31, 2014 is based on quoted market prices. For the purpose of computing realized gains and losses, cost is identified on a specific identification basis. For marketable securities for which there is an other-than-temporary impairment, an impairment loss is recognized as a realized loss, and related adjustments are not made for recovery in value. Securities determined to be non-marketable by the Company do not have readily determinable fair values. The Company estimates the fair value of these instruments using various pricing models and the information available to the Company that it deems most relevant. Among the factors considered by the Company in determining the fair value of financial instruments are discounted anticipated cash flows, the cost, terms and liquidity of the instrument, the financial condition, operating results and credit ratings of the issuer or underlying company, the quoted market price of publicly traded securities with similar duration and yield, the Black-Scholes Options Valuation methodology adjusted for active market, the share price of recent round of financings by an outsider, and other considerations on a case-by-case basis and other factors generally pertinent to the valuation of financial instruments. Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates made in the financial statements relate to the valuation of the Company’s non-marketable investments. Actual results could differ from those estimates. Income Taxes The Company and its wholly owned subsidiaries file a consolidated federal income tax return. Income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred income taxes. Deferred income taxes are recognized for differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future. Deferred income taxes are also recognized for net operating loss carryforwards that are available to offset future taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. As of September 30, 2015 and December 2014, a full valuation allowance has been recorded to offset loss carryforwards as, in management’s opinion, there is uncertainty as to whether or not the company will be able to generate taxable income in the future. The Company follows the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Company to determine whether a tax position of Ironstone is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. For tax positions meeting the more likely than not threshold, the tax amount recognized in the financial statements is reduced by the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant taxing authority. The Company has determined that there is no effect on the financial statements from this authoritative guidance. The Company files tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal, state, local, and foreign jurisdictions, where applicable. As of September 30, 2015, the tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2010 forward for Federal and from the year 2009 forward for California (with limited exceptions). During the nine months ended September 30, 2015 and 2014, the Company did not recognize any interest or penalties related to income taxes in its consolidated statement of operations. Stock-Based Compensation Ironstone recognizes the fair value of stock options granted on a straight-line basis over the requisite service period of the option grant, which is the standard vesting term of four years. The full impact of stock-based compensation in the future is dependent upon, among other things, the total number of stock options granted, the fair value of the stock options at the time of grant and the tax benefit that Ironstone may or may not receive from stock-based expenses. Additionally, stock-based compensation requires the use of an option-pricing model to determine the fair value of stock option awards. This determination of fair value is affected by Ironstone’s stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to Ironstone’s expected stock price volatility over the term of the awards. Basic and Diluted Loss per Share Basic loss per share (“EPS”) excludes dilution and is computed by dividing net income (loss) applicable to common shareholders by the weighted average number of common shares actually outstanding during the period. Diluted EPS reflects the dilution from potentially dilutive securities, except where inclusion of such potentially dilutive securities would have an anti-dilutive effect because of the net loss for the periods presented. Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” In February 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update (ASU) 2015-02, Comprehensive Income (Topic 810) – Amendments to the Consolidation Analysis, which requires an entity to evaluate whether they should consolidate certain legal entities. The amendments in this Update are effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. For all other entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2016, and for interim periods within fiscal years beginning after December 15, 2017. The Company is reviewing the applicability of this amendment. |
Note 2 - Fair Value Measurement
Note 2 - Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 2. FAIR VALUE MEASUREMENTS Fair value is defined under the Financial Accounting Standards Board (“FASB”) Accounting Standards Board (“ASC”) 820, “ Fair Value Measurement and Disclosures Level 1 Level 2 Level 3 In all cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level of input that is significant to the fair value measurement. The Company’s assets and liabilities that are measured at fair value on a non-recurring basis include cash, accounts payable, accrued expenses, and interest payable given their short-term nature. Furthermore, the fair value of the Company’s notes payable are initially measured at fair value given that they are estimated based on current rates that would be available for debt of similar terms. The following tables provide information about the Company’s financial instruments measured at fair value on a recurring basis at September 30, 2015 and December 31, 2014 by the fair value hierarchy: Balance as of September 30, Level 1 Level 2 Level 3 2015 Investments: Publicly traded common stock $ 260,887 $ - $ - $ 260,887 Private company preferred stock - - 2,697,358 2,697,358 Total $ 260,887 $ - $ 2,697,358 $ 2,958,245 Balance as of December 31, Level 1 Level 2 Level 3 2014 Investments: Publicly traded common stock $ 312,287 $ - $ - $ 312,287 Private company preferred stock - - 2,674,677 2,674,677 Total $ 312,287 $ - $ 2,674,677 $ 2,986,964 The following tables presents the Company’s investments measured at fair value using significant unobservable inputs (Level 3), including the valuation technique and unobservable inputs used to measure the fair value of those financial instruments: Fair Value as of September 30, 2015 Valuation Technicque Observable Inputs Private company preferred stock $ 2,574,666 Market approach Third party transaction Private company preferred stock $ 122,692 A recent round of financing Third party transaction Fair Value as of December 31, 2014 Valuation Technicque Observable Inputs Private company preferred stock $ 2,574,666 Market approach Third party transaction Private company preferred stock $ 100,011 A recent round of financing Third party transaction The following table presents additional information about Level 3 assets measured at fair value on a recurring basis. Both observable and unobservable inputs may be used to determine the fair value of positions that the Company has classified within the Level 3 category. As a result, unrealized gains or (losses) during the period for assets and liabilities within the Level 3 category presented in the tables below may include changes in fair value during the period that were attributable to both observable and unobservable inputs. Nine Months Ended September 30, 2015 Balance as of December 31, 2014 $ 2,674,677 Unrealized gain on investments 22,681 Balance as of September 30, 2015 $ 2,697,358 Nine Months Ended September 30, 2014 Balance as of December 31, 2013 $ 2,001,919 Purchases of investments 100,012 Unrealized gain on investments 572,746 Balance as of September 30, 2014 $ 2,674,677 |
Note 3 - Investments
Note 3 - Investments | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Investment [Text Block] | 3. INVESTMENTS TangoMe, Inc. On March 30, 2012, the Company purchased 468,121 shares of Series A Preferred stock from related party William R. Hambrecht at $2.14 per share, resulting in a total investment of $1,000,000. For the year ended December 31, 2014, the Company recorded an unrealized gain of $572,747, bringing the total value of the investment in TangoMe, Inc. to $2,574,666 as of December 31, 2014. There was no change in value as of September 30, 2015, with the valuation remaining at $2,574,666. The fair value is based on similar securities sold to certain related and unrelated third parties. The use of a recent round of financing for TangoMe, Inc. is the primary significant unobservable input used in the fair value measurement of the Company’s investment. Significant increases (decreases) in any subsequent rounds of financing would result in a significantly higher (lower) fair value measurement. Salon Media Group, Inc. The Company owns 2,006,827 shares of Common Stock of Salon Media Group, Inc (“Salon”) common stock. The investment in common shares of Salon is valued at $0.13 per share, or $260,887, as of September 30, 2015 and December 31, 2014. The Company recorded no gain or loss for the three months ended September 30, 2015 and an unrealized gain of $461,570 for the three months ended September 30, 2014. For the nine months ended September 30, 2015, there was no change in fair value. For the nine months ended September 30, 2014, the Company recorded an unrealized loss of $120,411. FlexiInternational Software, Inc. On September 14, 2015 the Company sold its 78,000 shares of Flexi International Software stock for $0.235 per share, total proceeds of $18,330 resulting in a realized gain of $1,950. The sale was made to improve the Company’s liquidity. The investment in common shares of FlexiInternational was valued at $0.21 as of June 30, 2015 and $0.15 as of December 31, 2014. For the three months ended September 30, 2014 the Company recorded a related unrealized loss of $5,460. For the nine months ended September 30, 2014 the Company recorded a related unrealized gain of $780 Truett-Hurst, Inc. The company owned 3,000 shares of Truett-Hurst common stock as of June 30, 2015. During the third quarter of 2015 (July 1 through September 30) the Company sold 3,000 shares for a realized loss of $4,271. The sale was executed to provide the Company with liquidity. The 3,000 shares was valued at $2.28 per share or $6,840 at June 30, 2015. The original 10,000 share investment that was carried at December 31, 2014, was valued at $3.97 per share, or $39,700 for the year ended December 31, 2014. For the three and nine months ended September 30, 2014 the Company recorded related unrealized gains of $5,500 and $13,800, respectively. Arcimoto, Inc. During fiscal year 2014 the Company purchased 37,000 shares of Arcimoto, Inc. series A-1 preferred stock for $100,011. During March 2015, Arcimoto, Inc. had a round of financing at a share valuation 23% higher than the Company’s cost, resulting in an unrealized gain of $22,682 and bringing the total investment value of Arcimoto as of March 31, 2015 to $122,693. The fair value as of March 31, 2015, was based on this recent financing, which is a third party transaction and is the primary significant unobservable input used in the fair value measurement of the Company's investment in Acrimoto, Inc. The fair value as of September 30, 2015 remains unchanged at $122,693 as there was no observable change in valuation input since March 31, 2015. Significant increases (decreases) in any subsequent transactions would result in a significantly higher (lower) fair value measurement. For the year ended December 31, 2014, the Company had valued this investment at its cost. |
Note 4 - Related Party Transact
Note 4 - Related Party Transactions | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 4. RELATED PARTY TRANSACTIONS Mr. William R Hambrecht, Chief Executive Officer, is a minority shareholder in Salon Media Group. Ms. Elizabeth Hambrecht, Director, is currently the interim Chief Financial Officer of Salon Media Group, Inc. Ms. Hambrecht formerly served as former President and Chief Executive Officer of Salon Media Group, Inc. Ms. Hambrecht is also the sister of a member of the Board of Directors, and is the daughter of the Chief Executive Officer. On December 31, 2014 the Company combined all the various notes payable, which were issued at various times to Mr. William R. Hambrecht, to one note for $182,000 at 7.75% interest, with a December 31, 2015 maturity. The company has non-marketable investments in TangoMe, Inc., and Arcimoto, Inc. The valuation of these investments as of September 30, 2015 has been calculated based on prices obtained from third party transactions with the aforementioned companies. These third party transactions have been inclusive of entities related to Ironstone Group, Inc. |
Note 5 - Note Payable
Note 5 - Note Payable | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 5. NOTE PAYABLE On March 31, 2012, the Company received $1,000,000 from a third party and issued a related promissory note. The note carries an 8% interest rate, per annum, and has a maturity date of March 31, 2017. Interest accrues on the balance and converts to separate notes payable on a quarterly basis. The total amounts due under this agreement, including the notes related to accrued interest, are due in full at the end of the term. The note is secured by all of the assets of the Company through an accompanying security agreement. If the Company defaults on the note or security agreement, interest would accrue at 10% per annum. The gross amount payable under the agreement as of September 30, 2015 and December 31, 2014 were $1,319,620 and $1,243,708, respectively. In connection with the note agreement, the Company also issued warrants to this third party to purchase 187,296 shares of the Company’s common stock, for total consideration of $1. The warrants were separately valued using the Black-Scholes model, and it was determined the fair value of the warrants at March 31, 2012 was $56,188. This amount has been recorded as a discount on the $1,000,000 note payable and will be amortized over the 5 year term of the note. As of September 30, 2015 and December 31, 2014, the unamortized discount was $26,954 and $35,294, respectively. On May 21, 2014, the warrant for 187,296 shares was exercised and shares were issued. Furthermore, the Company has a note payable agreement with a related party, William R. Hambrecht. This note carries a 7.75% interest rate per annum and has a maturity date of December 31, 2015. The note payable carried a principal balance of $182,000 as of September 30, 2015 and December 31, 2014 with additional accrued interest of $34,775 and $24,255 respectively. The scheduled maturities of notes payable outstanding as of September 30, 2015 are as follows: 2015 2016 2017 Total Notes Payable $ - $ - $ 1,319,620 $ 1,319,620 Notes Payable - related party 182,000 - - $ 182,000 Total $ 182,000 $ - $ 1,319,620 $ 1,501,620 |
Note 6 - Line of Credit Arrange
Note 6 - Line of Credit Arrangement | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Line Of Credit Arrangement [Text Block] | 6. LINE OF CREDIT ARRANGEMENT The Company has a line of credit arrangement with First Republic Bank (the “lender”) with a borrowing limit of $350,000 with interest based upon the lender’s prime rate plus 4.5% and is payable monthly. At September 30, 2015 and December 31, 2014, interest was being paid at a rate of 7.75%. The line is guaranteed by both William R. Hambrecht, Director and Chief Executive Officer, and Robert H. Hambrecht, Director. The line of credit expired during September 2014 and is due on demand and is secured by all of the Company’s business assets. As of September 30, 2015 and December 31, 2014, the outstanding balance under the line was $350,000. The total recorded interest expense on this note for the three months ended September 30, 2015 and September 30, 2014 was $6,911 and $6,837 respectively. Total recorded interest expense on this note for the nine months ended September 30, 2015 and September 30, 2014 was $20,288. |
Note 7 - Stockholders' Equity
Note 7 - Stockholders' Equity | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 7. STOCKHOLDERS’ EQUITY Common Stock On January 2, 2014, the Company entered into a Stock Purchase Agreement (the “Purchase Agreement”) with new investors and existing investors (each, a “Share Purchaser” and, collectively, the “Share Purchasers”), pursuant to which, the Company issued and sold to such Share Purchasers 131,429 shares of the Company’s Common Stock, representing approximately 7% of Ironstone’s outstanding equity securities on the date of purchase, for an aggregate purchase price of $230,000. On May 1, 2014, a third party exercised warrants for 187,296 shares of the Company’s Common Stock. As of September 30, 2014, the Company issued 187,296 shares from the warrant exercise to the third party. Treasury Stock On September 15, 2003, the Board of Directors authorized the Company to purchase 745,536 shares of Company common stock at $0.70 per share for an aggregate purchase price of $521,875. The repurchase represented 50.11% of the issued and outstanding shares of the Company. During the year ended December 31, 2008, the Company paid $699 for fractional Treasury shares. As of September 30, 2015 the treasury shares are held by the Company. Preferred Stock The Company is authorized to issue up to five million shares of preferred stock without further shareholder approval; the rights, preferences and privileges of which would be determined at the time of issuance. No shares have been issued as of September 30, 2015 and December 31, 2014. Stock-Based Compensation For the nine months ended September 30, 2015 and September 30, 2014, the Company recorded stock-based compensation expense of $19,413 and $21,533, respectively. As of September 30, 2015, Ironstone had an aggregate of $44,713 of stock-based compensation remaining to be expensed over the remaining requisite service period of the underlying options, which is expected to be over a weighted average period of 1.75 years. Ironstone currently expects this stock-based compensation balance to be expensed as follows: $6,471 during the remaining quarter of fiscal year 2015; $25,884 during fiscal year 2016 and $12,358 during fiscal year 2017. Stock Option Plans The Company has adopted a 2013 Equity Incentive Plan (“Plan”) and 187,296 shares were available for grant under the Plan. The Plan provides for incentive stock options to be granted at times and prices determined by the Company’s Board of Directors. The stock options are to be granted to directors, officers and employees of the Company, as well as certain consultants and other persons providing services to the Company. 70,000 stock options were granted on January 30, 2013. The fair value of these options granted under the Plan were estimated using the Black-Scholes model with the following price and assumptions: Stock Price $0.20, Exercise Price $0.20, Time to Maturity 6.33 years, Risk-free Interest Rate 0.4%, Annualized Volatility 121%. An additional 100,000 stock options were granted on August 20, 2013. The fair value of these options granted under the Plan were estimated using the Black-Scholes model with following price and assumptions: Stock Price $1.20, Exercise Price $1.20, Time to Maturity 4.0 years, Risk-free Interest Rate 1.0%, Annualized Volatility 93%. Earnings (Loss) Per Share Basic net income (loss) per share is computed by dividing the net income (loss) by the weighted number of shares of common stock outstanding during the period. Diluted net income (loss) per share is computed by dividing the net income (loss) for the period by the weighted average number of common and dilutive potential common shares outstanding during the period, if dilutive. Potentially dilutive common equivalent shares are composed of the incremental common shares issuable upon the exercise of stock options. The following is the computations of the basic and diluted net income per share and the anti-dilutive common stock equivalents excluded from the computations for the periods presented: Three Months Ended Nine Months Ended September 30 September 30 September 30 September 30 2015 2014 2015 2014 Numerator: Net Loss $ (50,780 ) $ (61,979 ) $ (193,421 ) $ (195,925 ) Denominator: Weighted average shares outstanding - basic 2,191,689 2,191,689 2,191,689 2,189,282 Effect of dilutive potential shares - - - - Weighted average shares outstanding - diluted 2,191,689 2,191,689 2,191,689 2,189,282 Net loss per share - basic $ (0.02 ) $ (0.03 ) $ (0.09 ) $ (0.09 ) Net loss per share - diluted $ (0.02 ) $ (0.03 ) $ (0.09 ) $ (0.09 ) Anti-dilutive stock options and awards not included in the net loss per share calculation 170,000 170,000 170,000 170,000 |
Note 8 - Management's Plans
Note 8 - Management's Plans | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Contingencies Disclosure [Text Block] | 8. MANAGEMENT’S PLANS As reflected in the accompanying financial statements, the Company has net losses and has a negative cash flow from operations. If necessary, the Company may seek to sell additional debt or equity securities, or enter into new credit facilities. The Company cannot make assurances that it will be able to complete any financing or liquidity transaction, that such financing or liquidity transaction will be adequate for the Company’s needs, or that a financing or liquidity transaction will be completed in a timely manner. Furthermore, the Company may seek to sell its remaining marketable securities to meet its operating needs. However, the fair value of these marketable securities fluctuate, trade volume is limited, and may not be adequate for the Company’s needs. Management also believes it will be able to renew its line of credit with the lender with similar terms to the recently expired line of credit. If the line of credit is not renewed, management may liquidate securities to satisfy its obligations. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Business Activities [Policy Text Block] | Business Activities Ironstone Group, Inc. and subsidiaries have no operations but are seeking appropriate business combination opportunities. Ironstone Group, Inc., (“Ironstone” or the “Company”) is a Delaware corporation that was incorporated in 1972. |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of Ironstone Group, Inc. and its subsidiaries, AcadiEnergy, Inc., Belt Perry Associates, Inc., DeMoss Corporation, and TaxNet, Inc., (collectively the “Company”). All significant intercompany accounts and transactions have been eliminated in consolidation. |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The unaudited condensed consolidated financial statements included herein have been prepared by the Company in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures, normally included in financial statements prepared in accordance with U.S. GAAP, have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, these unaudited condensed consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the financial position of the Company as of September 30, 2015, the results of its operations for the three and nine month periods ended September 30, 2015 and September 30, 2014 and its cash flows for the nine month periods ended September 30, 2015 and September 30, 2014. The results of operations for the periods presented are not necessarily indicative of those that may be expected for the full year. The condensed consolidated financial statements presented herein have been prepared by management, without audit by independent auditors who do not express an opinion thereon, and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014. The December 31, 2014 condensed consolidated balance sheet data was derived from audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 but does not include all disclosures required for annual periods. There have been no significant changes in the Company’s significant accounting policies from those were disclosed in its Annual Report on Form 10-K for the fiscal year ended December 31, 2014. |
Marketable Securities, Policy [Policy Text Block] | Marketable and Non-Marketable Securities Marketable and non-marketable securities have been classified by management as available for sale in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 320, marketable securities are recorded at fair value and any unrealized gains and losses are excluded from earnings and reported as a separate component of stockholders’ equity until realized. The fair value of the Company’s marketable securities and investments at September 30, 2015 and December 31, 2014 is based on quoted market prices. For the purpose of computing realized gains and losses, cost is identified on a specific identification basis. For marketable securities for which there is an other-than-temporary impairment, an impairment loss is recognized as a realized loss, and related adjustments are not made for recovery in value. Securities determined to be non-marketable by the Company do not have readily determinable fair values. The Company estimates the fair value of these instruments using various pricing models and the information available to the Company that it deems most relevant. Among the factors considered by the Company in determining the fair value of financial instruments are discounted anticipated cash flows, the cost, terms and liquidity of the instrument, the financial condition, operating results and credit ratings of the issuer or underlying company, the quoted market price of publicly traded securities with similar duration and yield, the Black-Scholes Options Valuation methodology adjusted for active market, the share price of recent round of financings by an outsider, and other considerations on a case-by-case basis and other factors generally pertinent to the valuation of financial instruments. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates made in the financial statements relate to the valuation of the Company’s non-marketable investments. Actual results could differ from those estimates. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company and its wholly owned subsidiaries file a consolidated federal income tax return. Income taxes are provided for the tax effects of transactions reported in the financial statements and consist of taxes currently due plus deferred income taxes. Deferred income taxes are recognized for differences between the financial statement and tax bases of assets and liabilities that will result in taxable or deductible amounts in the future. Deferred income taxes are also recognized for net operating loss carryforwards that are available to offset future taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. As of September 30, 2015 and December 2014, a full valuation allowance has been recorded to offset loss carryforwards as, in management’s opinion, there is uncertainty as to whether or not the company will be able to generate taxable income in the future. The Company follows the authoritative guidance on accounting for and disclosure of uncertainty in tax positions, which requires the Company to determine whether a tax position of Ironstone is more likely than not to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. For tax positions meeting the more likely than not threshold, the tax amount recognized in the financial statements is reduced by the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant taxing authority. The Company has determined that there is no effect on the financial statements from this authoritative guidance. The Company files tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by federal, state, local, and foreign jurisdictions, where applicable. As of September 30, 2015, the tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2010 forward for Federal and from the year 2009 forward for California (with limited exceptions). During the nine months ended September 30, 2015 and 2014, the Company did not recognize any interest or penalties related to income taxes in its consolidated statement of operations. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation Ironstone recognizes the fair value of stock options granted on a straight-line basis over the requisite service period of the option grant, which is the standard vesting term of four years. The full impact of stock-based compensation in the future is dependent upon, among other things, the total number of stock options granted, the fair value of the stock options at the time of grant and the tax benefit that Ironstone may or may not receive from stock-based expenses. Additionally, stock-based compensation requires the use of an option-pricing model to determine the fair value of stock option awards. This determination of fair value is affected by Ironstone’s stock price as well as assumptions regarding a number of highly complex and subjective variables. These variables include, but are not limited to Ironstone’s expected stock price volatility over the term of the awards. |
Earnings Per Share, Policy [Policy Text Block] | Basic and Diluted Loss per Share Basic loss per share (“EPS”) excludes dilution and is computed by dividing net income (loss) applicable to common shareholders by the weighted average number of common shares actually outstanding during the period. Diluted EPS reflects the dilution from potentially dilutive securities, except where inclusion of such potentially dilutive securities would have an anti-dilutive effect because of the net loss for the periods presented. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” In February 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standard Update (ASU) 2015-02, Comprehensive Income (Topic 810) – Amendments to the Consolidation Analysis, which requires an entity to evaluate whether they should consolidate certain legal entities. The amendments in this Update are effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. For all other entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2016, and for interim periods within fiscal years beginning after December 15, 2017. The Company is reviewing the applicability of this amendment. |
Note 2 - Fair Value Measureme15
Note 2 - Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value, Inputs, Level 3 [Member] | |
Notes Tables | |
Fair Value Measurements, Recurring and Nonrecurring [Table Text Block] | Fair Value as of September 30, 2015 Valuation Technicque Observable Inputs Private company preferred stock $ 2,574,666 Market approach Third party transaction Private company preferred stock $ 122,692 A recent round of financing Third party transaction Fair Value as of December 31, 2014 Valuation Technicque Observable Inputs Private company preferred stock $ 2,574,666 Market approach Third party transaction Private company preferred stock $ 100,011 A recent round of financing Third party transaction |
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | Balance as of September 30, Level 1 Level 2 Level 3 2015 Investments: Publicly traded common stock $ 260,887 $ - $ - $ 260,887 Private company preferred stock - - 2,697,358 2,697,358 Total $ 260,887 $ - $ 2,697,358 $ 2,958,245 Balance as of December 31, Level 1 Level 2 Level 3 2014 Investments: Publicly traded common stock $ 312,287 $ - $ - $ 312,287 Private company preferred stock - - 2,674,677 2,674,677 Total $ 312,287 $ - $ 2,674,677 $ 2,986,964 |
Fair Value Assets Measured on Recurring Basis Transfers in Out [Table Text Block] | Nine Months Ended September 30, 2015 Balance as of December 31, 2014 $ 2,674,677 Unrealized gain on investments 22,681 Balance as of September 30, 2015 $ 2,697,358 Nine Months Ended September 30, 2014 Balance as of December 31, 2013 $ 2,001,919 Purchases of investments 100,012 Unrealized gain on investments 572,746 Balance as of September 30, 2014 $ 2,674,677 |
Note 5 - Note Payable (Tables)
Note 5 - Note Payable (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Maturities of Long-term Debt [Table Text Block] | 2015 2016 2017 Total Notes Payable $ - $ - $ 1,319,620 $ 1,319,620 Notes Payable - related party 182,000 - - $ 182,000 Total $ 182,000 $ - $ 1,319,620 $ 1,501,620 |
Note 7 - Stockholders' Equity (
Note 7 - Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended Nine Months Ended September 30 September 30 September 30 September 30 2015 2014 2015 2014 Numerator: Net Loss $ (50,780 ) $ (61,979 ) $ (193,421 ) $ (195,925 ) Denominator: Weighted average shares outstanding - basic 2,191,689 2,191,689 2,191,689 2,189,282 Effect of dilutive potential shares - - - - Weighted average shares outstanding - diluted 2,191,689 2,191,689 2,191,689 2,189,282 Net loss per share - basic $ (0.02 ) $ (0.03 ) $ (0.09 ) $ (0.09 ) Net loss per share - diluted $ (0.02 ) $ (0.03 ) $ (0.09 ) $ (0.09 ) Anti-dilutive stock options and awards not included in the net loss per share calculation 170,000 170,000 170,000 170,000 |
Note 1 - Business and Summary18
Note 1 - Business and Summary of Significant Accounting Policies (Details Textual) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | $ 0 | $ 0 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years |
Note 2 - Fair Value Measureme19
Note 2 - Fair Value Measurements - Fair Value Hierarchy (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Marketable Securities Including Related Party [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Investments: | ||
Marketable securities | $ 260,887 | $ 312,287 |
Marketable Securities Including Related Party [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Investments: | ||
Marketable securities | ||
Marketable Securities Including Related Party [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Investments: | ||
Marketable securities | ||
Marketable Securities Including Related Party [Member] | ||
Investments: | ||
Marketable securities | $ 260,887 | $ 312,287 |
Non Marketable Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Investments: | ||
Marketable securities | ||
Non Marketable Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Investments: | ||
Marketable securities | ||
Non Marketable Securities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Investments: | ||
Marketable securities | $ 2,697,358 | $ 2,674,677 |
Non Marketable Securities [Member] | ||
Investments: | ||
Marketable securities | 2,697,358 | 2,674,677 |
Fair Value, Inputs, Level 1 [Member] | ||
Investments: | ||
Marketable securities | $ 260,887 | $ 312,287 |
Fair Value, Inputs, Level 2 [Member] | ||
Investments: | ||
Marketable securities | ||
Fair Value, Inputs, Level 3 [Member] | ||
Investments: | ||
Marketable securities | $ 2,697,358 | $ 2,674,677 |
Marketable securities | $ 2,958,245 | $ 2,986,964 |
Note 2 - Fair Value Measureme20
Note 2 - Fair Value Measurements - Investment Fair Value Using Significant Unobservable Inputs (Level 3) (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 | |
Private Company Preferred Stock 1 [Member] | Recent Round of Financing [Member] | |||
Non-marketable securities | $ 2,574,666 | ||
Private Company Preferred Stock 1 [Member] | Market Approach Valuation Technique [Member] | |||
Non-marketable securities | $ 2,574,666 | ||
Private Company Preferred Stock 2 [member] | Recent Round of Financing [Member] | |||
Non-marketable securities | 122,692 | 100,011 | |
Non-marketable securities | $ 2,697,358 | $ 2,674,677 | [1] |
[1] | Derived from the Company's audited consolidated financial statements |
Note 2 - Fair Value Measureme21
Note 2 - Fair Value Measurements - Transfers In/Out of Level 3 Assets Measured on Recurring Basis (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |||
Fair Value, Inputs, Level 3 [Member] | |||||
Balance | $ 2,674,677 | $ 2,001,919 | $ 2,001,919 | ||
Unrealized gain on investments | 22,681 | 572,746 | |||
Balance | 2,697,358 | 2,674,677 | 2,674,677 | ||
Purchases of investments | $ 100,012 | ||||
Balance | [1] | 2,674,677 | |||
Balance | $ 2,697,358 | $ 2,674,677 | [1] | ||
[1] | Derived from the Company's audited consolidated financial statements |
Note 3 - Investments (Details T
Note 3 - Investments (Details Textual) - USD ($) | Sep. 14, 2015 | Mar. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Jun. 30, 2015 | Mar. 30, 2012 | |
Salon Media Group Inc [Member] | Common Stock [Member] | ||||||||||
Share Price | $ 0.13 | $ 0.13 | $ 0.13 | |||||||
Investment Owned, at Fair Value | $ 260,888 | $ 260,888 | $ 260,887 | |||||||
Investment Owned, Balance, Shares | 2,006,827 | 2,006,827 | ||||||||
Salon Media Group Inc [Member] | ||||||||||
Unrealized Gain (Loss) on Investments | $ 0 | $ 461,570 | $ 0 | $ 120,411 | ||||||
Tango Me Inc [Member] | Series A Preferred Stock [Member] | Chief Executive Officer [Member] | ||||||||||
Share Price | $ 2.14 | |||||||||
Investment Owned, Balance, Shares | 468,121 | |||||||||
Investment Owned, at Cost | $ 1,000,000 | |||||||||
Tango Me Inc [Member] | ||||||||||
Unrealized Gain (Loss) on Investments | 572,747 | |||||||||
Investment Owned, at Fair Value | $ 2,574,666 | 2,574,666 | $ 2,574,666 | |||||||
Flexi [Member] | Common Stock [Member] | ||||||||||
Unrealized Gain (Loss) on Investments | 5,460 | 780 | ||||||||
Share Price | $ 0.15 | $ 0.21 | ||||||||
Investment Owned, Balance, Shares | 3,000 | |||||||||
Flexi [Member] | ||||||||||
Sale of Stock, Number of Shares Sold | 78,000 | |||||||||
Sale of Stock, Price Per Share | $ 0.235 | |||||||||
Proceeds from Sale of Long-term Investments | $ 18,330 | |||||||||
Gain on Sale of Investments | $ 1,950 | |||||||||
Truett-Hurst Inc [Member] | Common Stock [Member] | ||||||||||
Unrealized Gain (Loss) on Investments | $ 5,500 | $ 13,800 | ||||||||
Investment Owned, at Fair Value | $ 39,700 | $ 6,840 | ||||||||
Investment Owned, Balance, Shares | 10,000 | 3,000 | ||||||||
Share Price, Investments | $ 3.97 | $ 2.28 | ||||||||
Truett-Hurst Inc [Member] | ||||||||||
Sale of Stock, Number of Shares Sold | 3,000 | |||||||||
Loss on Sale of Investments | $ 4,271 | |||||||||
Arcimoto Inc [Member] | Preferred Stock [Member] | ||||||||||
Unrealized Gain (Loss) on Investments | $ 22,682 | |||||||||
Investment Owned, at Fair Value | $ 122,693 | $ 100,011 | ||||||||
Investment Owned, Balance, Shares | 37,000 | |||||||||
Financing Activities, Share Valuation Above Cost, Percentage | 23.00% | |||||||||
Investment Owned, at Fair Value | $ 2,697,358 | $ 2,697,358 | $ 2,674,677 | [1] | ||||||
[1] | Derived from the Company's audited consolidated financial statements |
Note 4 - Related Party Transa23
Note 4 - Related Party Transactions (Details Textual) | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Notes Payable, Related Parties, Current | $ 182,000 |
Related Party Transaction, Rate | 7.75% |
Note 5 - Note Payable (Details
Note 5 - Note Payable (Details Textual) - USD ($) | 1 Months Ended | |||||||
May. 21, 2014 | Mar. 31, 2012 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | May. 02, 2014 | Dec. 31, 2012 | ||
William R Hambrecht [Member] | ||||||||
Notes Payable | $ 182,000 | $ 182,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.75% | |||||||
Interest Payable | $ 34,775 | 24,255 | ||||||
Default Rate [Member] | ||||||||
Debt Default Interest Accrual | 10.00% | |||||||
Security Agreement [Member] | ||||||||
Notes Payable | 1,319,620 | 1,243,708 | ||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 187,296 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1 | |||||||
Notes Payable | 1,292,666 | 1,208,416 | [1] | |||||
Proceeds from Notes Payable | $ 1,000,000 | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 187,296 | 187,296 | ||||||
Warrants and Rights Outstanding | $ 56,188 | |||||||
Debt Instrument, Face Amount | $ 1,000,000 | |||||||
Amortization Period | 5 years | |||||||
Debt Instrument, Unamortized Discount | $ 26,954 | $ 35,294 | ||||||
Class of Warrant or Rights Exercised in Period | 187,296 | |||||||
[1] | Derived from the Company's audited consolidated financial statements |
Note 5 - Note Payable - Schedul
Note 5 - Note Payable - Scheduled Maturities of Notes Payable Outstanding (Details) | Sep. 30, 2015USD ($) |
Excluding Related Parties [Member] | |
2,014 | |
2,016 | $ 1,319,620 |
2,017 | 1,319,620 |
William R Hambrecht [Member] | |
2,014 | $ 182,000 |
2,016 | |
2,017 | $ 182,000 |
2,014 | 182,000 |
2,016 | 1,319,620 |
2,017 | $ 1,501,620 |
Note 6 - Line of Credit Arran26
Note 6 - Line of Credit Arrangement (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Mar. 31, 2012 | ||
Line of Credit [Member] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.75% | 7.75% | 7.75% | ||||
Prime Rate [Member] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.50% | 4.50% | |||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||
Long-term Line of Credit | $ 350,000 | $ 350,000 | $ 350,000 | [1] | |||
Line of Credit Facility, Periodic Payment, Interest | 6,911 | $ 6,837 | 20,288 | $ 20,288 | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 350,000 | $ 350,000 | |||||
[1] | Derived from the Company's audited consolidated financial statements |
Note 7 - Stockholders' Equity27
Note 7 - Stockholders' Equity (Details Textual) - USD ($) | Jan. 02, 2014 | Aug. 20, 2013 | Jan. 30, 2013 | Sep. 15, 2003 | Dec. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2008 | Dec. 31, 2014 | May. 02, 2014 | |
Fractional Treasury [Member] | |||||||||||||
Treasury Stock, Value, Acquired, Cost Method | $ 699 | ||||||||||||
Scenario, Forecast [Member] | Employee Stock Option [Member] | |||||||||||||
Allocated Share-based Compensation Expense | $ 6,471 | $ 12,358 | $ 25,884 | ||||||||||
Equity Incentive Plan 2013 [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 187,296 | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 100,000 | 70,000 | |||||||||||
Share Price | $ 1.20 | $ 0.20 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price | $ 1.20 | $ 0.20 | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 4 years | 6 years 120 days | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.00% | 0.40% | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 93.00% | 121.00% | |||||||||||
Preferred Stock, Shares Issued | 0 | 0 | |||||||||||
Stock Issued During Period, Shares, New Issues | 131,429 | ||||||||||||
Percent Ownership of CommonStock Outstanding | 7.00% | ||||||||||||
Proceeds from Issuance of Common Stock | $ 230,000 | ||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 187,296 | 187,296 | |||||||||||
Treasury Stock, Shares, Acquired | 745,536 | ||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.70 | $ 0.01 | $ 0.01 | ||||||||||
Treasury Stock, Value | $ 521,875 | $ 522,574 | $ 522,574 | [1] | |||||||||
Percentage Of Common Stock Repurchased | 50.11% | ||||||||||||
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | |||||||||||
Allocated Share-based Compensation Expense | $ 19,413 | $ 21,533 | |||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 44,713 | ||||||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 273 days | ||||||||||||
[1] | Derived from the Company's audited consolidated financial statements |
Note 7 - Stockholders' Equity -
Note 7 - Stockholders' Equity - Basic and Diluted Net Income Per Share (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Numerator: | ||||
Net loss | $ (50,780) | $ (61,979) | $ (193,421) | $ (195,925) |
Denominator: | ||||
Weighted average shares outstanding - basic (in shares) | 2,191,689 | 2,191,689 | 2,191,689 | 2,189,282 |
Effect of dilutive potential shares (in shares) | ||||
Weighted average shares outstanding - diluted (in shares) | 2,191,689 | 2,191,689 | 2,191,689 | 2,189,282 |
Net loss per share - basic (in dollars per share) | $ (0.02) | $ (0.03) | $ (0.09) | $ (0.09) |
Net loss per share - diluted (in dollars per share) | $ (0.02) | $ (0.03) | $ (0.09) | $ (0.09) |
Anti-dilutive stock options and awards not included in the net loss per share calculation (in shares) | 170,000 | 170,000 | 170,000 | 170,000 |