Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 20-May-15 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Medite Cancer Diagnostics, Inc. | |
Entity Central Index Key | 75439 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | MDIT | |
Entity Common Stock, Shares Outstanding | 19,679,956 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equvalents | $1,026 | $230 |
Accounts receivable | 1,833 | 1,991 |
Inventories | 3,175 | 3,415 |
Prepaid expenses and other current assets | 94 | 154 |
Total current assets | 6,128 | 5,790 |
Property and equipment, net | 2,002 | 2,091 |
In-process research and development | 4,620 | 4,620 |
Trademarks, trade names | 1,240 | 1,240 |
Goodwill | 2,453 | 2,453 |
Other assets | 415 | 245 |
Total assets | 16,858 | 16,439 |
Current liabilities: | ||
Secured lines of credit and current portion of long-term debt | 2,392 | 2,555 |
Account payable and accrued expenses | 4,088 | 4,134 |
Advances - related parties | 1,060 | 110 |
Total current liabilities | 7,540 | 6,799 |
Long-term debt, net of current portion | 1,032 | 1,209 |
Total liabilities | 8,572 | 8,008 |
Commitments and contingencies | ||
Stockholders’ equity : | ||
Preferred stock, $0.001 par value; 10,000,000 shares authorized; 198,355 and 373,355 shares issued and outstanding as of March 31, 2015 and December 31, 2014, respectively (liquidation value of all classes of preferred stock $1,121 and $2,871 as of March 31, 2015 and December 31, 2014, respectively) | 962 | 1,487 |
Common stock, $0.001 par value; 3.5 billion shares authorized, 19,679,956 and 19,427,331 issued, issuable and outstanding as of March 31, 2015 and December 31, 2014, respectively | 20 | 19 |
Additional paid-in capital | 6,644 | 5,763 |
Treasury Stock | -327 | -327 |
Accumulated other comprehensive loss | -396 | -149 |
Retained earnings | 1,383 | 1,638 |
Total stockholders' equity | 8,286 | 8,431 |
Total liabilities and stockholders' equity | $16,858 | $16,439 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 198,355 | 373,355 |
Preferred stock, shares outstanding | 198,355 | 373,355 |
Preferred Stock, Liquidation Preference, Value | $1,121 | $2,871 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 3,500,000,000 | 3,500,000,000 |
Common Stock, Shares, Issued | 19,679,956 | 19,427,331 |
Common Stock Issuable | 19,679,956 | 19,427,331 |
Common Stock, Shares, Outstanding | 19,679,956 | 19,427,331 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Net sales | $2,287 | $2,734 |
Cost of revenues | 1,369 | 1,474 |
Gross profit | 918 | 1,260 |
Operating expenses | ||
Depreciation and amortization expense | 34 | 62 |
Research and development | 262 | 199 |
Selling, general and administrative | 807 | 629 |
Total operating expenses | 1,103 | 890 |
Operating income (loss) | -185 | 370 |
Other expenses | ||
Interest expense | 58 | 75 |
Other expenses | 50 | 29 |
Total other expenses | 108 | 104 |
Income (loss) before income taxes | -293 | 266 |
Income tax expense (benefit) | -38 | 47 |
Net income (loss) | -255 | 219 |
Preferred dividend | -23 | 0 |
Net income (loss) to common stockholders | -278 | 219 |
Condensed statements of comprehensive income (loss) | ||
Net income (loss) | -255 | 219 |
Other comprehensive loss | ||
Foreign currency translation adjustments | -247 | 0 |
Comprehensive income (loss) | -502 | 219 |
Earnings per share | ||
Net income (loss) to common stockholders | ($278) | $219 |
Basic and diluted earnings (loss) per share | ($0.01) | $0.02 |
Weighted average basic and diluted shares outstanding | 19,546,116 | 14,687,500 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED 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 income (loss) | ($255) | $219 |
Adjustments to reconcile net income (loss) to cash (used in) provided by operating activities | ||
Depreciation and amortization | 34 | 62 |
Deferred income taxes | -66 | 0 |
Changes in assets and liabilities: | ||
Accounts receivable, net | 158 | 228 |
Inventories | 240 | -374 |
Prepaid expenses and other current assets | 60 | 31 |
Accounts payable and accrued liabilities | -46 | -189 |
Net cash (used in) provided by operating activities | 125 | -23 |
Cash flows from investing activities | ||
Purchases of equipment | -28 | -158 |
Increase in other assets | -104 | 0 |
Proceeds from related party advances | 950 | 0 |
Net cash provided from (used in) investing activities | 818 | -158 |
Cash flows from financing activities: | ||
Net advances (repayments) on lines of credit and long-term debt | -340 | 148 |
Proceeds from sale of common stock, net of issuance costs $28 | 357 | 0 |
Net cash provided by financing activities | 17 | 148 |
Effect of exchange rates on cash and cash equivalents | -164 | 0 |
Net increase (decrease) in cash and cash equivalents | 796 | -33 |
Cash and cash equivalents at beginning of year | 230 | 75 |
Cash and cash equivalents at end of the period | 1,026 | 42 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 55 | 75 |
Cash paid for income taxes | 28 | 0 |
Supplemental schedule of non-cash financing activity: | ||
Conversion of preferred stock to common stock | $525 | $0 |
Organization_and_Summary_of_Si
Organization and Summary of Significant Accounting Policies | 3 Months Ended | |
Mar. 31, 2015 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Organization and Summary of Significant Accounting Policies | Note 1. | Organization and Summary of Significant Accounting Policies |
MEDITE Cancer Diagnostics, Inc., (“MDIT”, “MEDITE” or the “Company”) was incorporated in Delaware in December 1998. | ||
These statements include the accounts of MEDITE Cancer Diagnostics, Inc., (former CytoCore, Inc., the “Company”, “we” and “us”) and its wholly owned subsidiaries, which consists of MEDITE Enterprise, Inc., MEDITE GmbH, Burgdorf, Germany, MEDITE GmbH, Salzburg, Austria, MEDITE Lab Solutions, Inc. (formerly MEDITE Inc.), Orlando, USA, MEDITE sp. z o.o., Zilona-Gora, Poland and CytoGlobe, GmbH, Burgdorf, Germany. | ||
In April 2014, the shareholders of the Company consummated a transaction in which 100% of the issued and outstanding shares of MEDITE Enterprise, Inc., were acquired by CytoCore, Inc. in exchange for the issuance by CytoCore, Inc., of 14,687,500 shares of its common stock to the shareholders of the Company. The result of this transaction was for the Company and its wholly owned subsidiaries to become wholly owned subsidiaries of CytoCore, Inc., a US public company. In addition, the shareholders of the Company became the majority owners of CytoCore, Inc., which resulted in the transaction being accounted for as a reverse merger, in which the financial statements of MEDITE Enterprise, Inc. and its subsidiaries became those of CytoCore, Inc., now MEDITE Cancer Diagnostics, Inc. | ||
MEDITE is a medical technology company specializing in the development, engineering, manufacturing and marketing of premium medical devices and consumables for detection, risk assessment and diagnosis of cancer and related diseases. By acquiring MEDITE the company changed from solely research operations to an operating company with 76 employees in four countries, a distribution network to about 70 countries worldwide, a well-known and established brand name, a wide range of selling products and the established infrastructure necessary for a company acting in the medical industry. | ||
Consolidation, Basis of Presentation and Significant Estimates | ||
The accompanying condensed consolidated financial statements for the periods ended March 31, 2015 and 2014 included herein are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Such consolidated financial statements reflect, in the opinion of management, all adjustments necessary to present fairly the financial position and results of operations as of and for the periods indicated. All such adjustments are of a normal recurring nature. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2015 or for any other period. Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. The Company believes that the disclosures are adequate to make the interim information presented not misleading. These consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements disclosed in the Report on Form 10-K/A for the year ended December 31, 2014 and other filings with the Securities and Exchange Commission. | ||
The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated in consolidation. In preparing the accompanying financial statements, management has made certain estimates and assumptions that affect reported amounts in the financial statements and disclosures of contingencies. Changes in facts and circumstances may result in revised estimates and actual results may differ from these estimates. | ||
Revenue Recognition | ||
The Company derives its revenue primarily from the sale of medical products and supplies for the diagnosis and prevention of cancer. Product revenue is recognized when all four of the following criteria are met: (1) persuasive evidence that an arrangement exists; (2) delivery of the products has occurred; (3) the selling price of the product is fixed or determinable; and (4) collectability is reasonably assured. The Company generates the majority of its revenue from the sale of inventory. The Company recognizes revenue when title and risk of loss transfer to the customer and all other revenue recognition criteria have been met. For a small subset of sales, the Company and its customers agree in the sales contract that risk of loss and title transfer upon the Company packing the items for shipment, segregating the items packaged and notifying the Customer that their items are ready for pickup. The Company records such sales at time of completed packaging and segregation of the items from general inventory and notification has been confirmed by the customer. | ||
Cash and Cash Equivalents | ||
The Company considers all cash on deposit and highly-liquid debt instruments purchased with original maturities of three months or less to be cash and cash equivalents. | ||
Property and Equipment | ||
Property and equipment are stated at cost, less accumulated depreciation and amortization. Property and equipment are depreciated using the straight-line method over the estimated useful lives of the assets as follows: | ||
Buildings | 33 yrs | |
Machinery and equipment | 3-10 yrs | |
Office furniture and equipment | 2-10 yrs | |
Vehicles | 5 yrs | |
Computer equipment | 3-5 yrs | |
Normal maintenance and repairs for equipment are charged to expense as incurred, while significant improvements are capitalized. | ||
Research and Development | ||
All research and development costs are expensed as incurred. Research and development costs consist of engineering, product development, testing, developing and validating the manufacturing process, and regulatory related costs. | ||
Acquired In-Process Research and Development | ||
Acquired in-process research and development (“IPR&D”) that the Company acquires through business combinations represents the fair value assigned to incomplete research projects which, at the time of acquisition, have not reached technological feasibility. The amounts are capitalized and are accounted for as indefinite-lived intangible assets, subject to impairment testing until completion or abandonment of the projects. Upon successful completion of each project, MEDITE will make a determination as to the then useful life of the intangible asset, generally determined by the period in which the substantial majority of the cash flows are expected to be generated, and begin amortization. The Company tests IPR&D for impairment at least annually, or more frequently if impairment indicators exist, by first assessing qualitative factors to determine whether it is more likely than not that the fair value of the IPR&D intangible asset is less than its carrying amount. If the Company concludes it is more likely than not that the fair value is less than the carrying amount, a quantitative test that compares the fair value of the IPR&D intangible asset with its carrying value is performed. If the fair value is less than the carrying amount, an impairment loss is recognized in operating results. | ||
Impairment or Disposal of Long-Lived Assets Including Finite Lived Intangibles | ||
At each balance sheet date or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, management of the Company evaluates the recoverability of such assets. An impairment loss is recognized if the amount of undiscounted cash flows is less than the carrying amount of the asset, in which case the asset is written down to fair value. The fair value of the asset is measured by either quoted market prices or the present value of estimated expected future cash flows using a discount rate commensurate with the risks involved. Unless events or circumstances have changed significantly, we generally do not re-test at year end assets acquired from a business combination in the year of acquisition. | ||
Impairment of Indefinite Lived Intangible Assets Other Than Goodwill | ||
The Company has the option first to assess qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the indefinite-lived intangible asset is impaired. If, after assessing the totality of events and circumstances, the Company concludes that it is not more likely than not that the indefinite-lived intangible asset is impaired, then the entity is not required to take further action. However, if the Company concludes otherwise, then it is required to determine the fair value of the indefinite-lived intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying amount in accordance with Financial Accounting Standards Board Codification Subtopic 350-30. | ||
Goodwill | ||
The Company allocates goodwill to reporting units based on the reporting unit expected to benefit from the business combination. The Company evaluates our reporting units on an annual basis. Goodwill is tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis (December 31) and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit. Unless events or circumstances have changed significantly, we generally do not re-test at year end assets acquired from a business combination in the year of acquisition. | ||
Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. The fair value of each reporting unit is estimated using a discounted cash flow methodology. This analysis requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur, and determination of our weighted average cost of capital. | ||
Impairment Policy and Procedures for In Process Research and Development, Trademarks, Trade Names and Goodwill | ||
The estimates used to calculate the fair value of a reporting unit change from year to year based on operating results, market conditions, and other factors. Changes in these estimates and assumptions could materially affect the determination of fair value and goodwill impairment for each reporting unit. | ||
These assets were independently valued at April 3, 2014, the date of the MEDITE Enterprise, Inc. purchase by CytoCore, Inc., based upon valuation assumptions such as projected discounted cash-flow amongst others and updated through March 31, 2015. In the future, the Company plans to review the assumptions annually to determine if any impairment allowances are necessary until the underlying products under development and long-lived assets have been commercialized. | ||
Reverse_Merger
Reverse Merger | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Business Combinations [Abstract] | |||||
Reverse Merger | Note 2. | Reverse Merger | |||
In January 2014, the Company and the previous owners of MEDITE Enterprise, Inc. entered into an agreement to merge with the former CytoCore, Inc. The merger required as a pre-requisite that among other items CytoCore settle certain outstanding payroll amounts in stock and that CytoCore complete a private placement with gross proceeds of a minimum of $2 million, which was later amended to $1.5 million. On April 3, 2014 CytoCore issued 697,234 shares of its common stock in satisfaction of approximately $1.6 million in outstanding accrued payroll. On April 4, 2014 the Company closed on a private placement in which it received gross proceeds of $1.5 million and issued 955,875 shares of its common stock. The merger closed on April 4, 2014 with the previous owners of MEDITE Enterprise, Inc. receiving 14,687,500 shares of the Company’s common stock. An additional 312,500 shares remain to be issued because certain conditions have been fulfilled in accordance with the agreement to complete the exchange for 100% of the issued and outstanding stock of MEDITE Enterprise, Inc. The consideration paid was determined based upon the number of shares outstanding from the former CytoCore, Inc. of approximately 3,502,700 common shares outstanding before the merger at $1.60 per share (the same price per share in the concurrent private placement noted above). | |||||
Because the owners of MEDITE Enterprise, Inc. received approximately 81.1% of the then issued and outstanding stock of the Company, the merger was treated as a reverse acquisition, in which for accounting purposes MEDITE Enterprise, Inc. acquired CytoCore, Inc. Therefore, the consolidated statements of operations and comprehensive income (loss) for the three months ended March 31, 2014 represents the financial results of MEDITE Enterprise, Inc. and subsidiaries only as the transaction did not occur until April 4, 2014. | |||||
Under the purchase method of accounting, the assets acquired and liabilities assumed are recorded at their respective fair values as of the transaction date. In connection with the merger, the consideration paid, the assets acquired and liabilities assumed, recorded at fair value on the date of acquisition, are summarized in the following table: | |||||
In thousands | |||||
Assets acquired | |||||
Cash | $ | 1 | |||
Other current assets | 12 | ||||
Property and equipment | 81 | ||||
Trade names /trademarks | 1,240 | ||||
In-Process research and development | 4,620 | ||||
Goodwill | 2,453 | ||||
8,407 | |||||
Liabilities assumed | |||||
Accounts payable & accrued expenses | 3,220 | ||||
Related party advances | 102 | ||||
Loans payable | 21 | ||||
3,343 | |||||
Consideration paid in the form of common stock | $ | 5,064 | |||
The Company is treating the fair value assigned to trade names/trademarks as indefinite lived intangibles. The in process research and development covers four separate areas (a) breast pap device and related consumables (b) new biomarkers (c) a new stain and (d) the SoftKit. Until the Company either completes development or abandons such development, the in-process research and development costs are treated as indefinite lived intangible assets. If the Company is successful in these development projects, it expects the in-process research and development will be amortized over an approximate 15 year life. | |||||
Inventories
Inventories | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Inventories | Note 3. | Inventories | ||||||
The following is a summary of the components of inventories (in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
(unaudited) | ||||||||
Raw materials | $ | 1,208 | $ | 1,229 | ||||
Work in progress | 27 | 33 | ||||||
Finished Goods | 1,940 | 2,153 | ||||||
$ | 3,175 | $ | 3,415 | |||||
No amounts were reserved for obsolete inventory as of March 31, 2015 and December 31, 2014. | ||||||||
Property_and_Equipment
Property and Equipment | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property and Equipment | Note 4. | Property and Equipment | ||||||
The following is a summary of the components of property and equipment (in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
(unaudited) | ||||||||
Land | $ | 208 | $ | 233 | ||||
Buildings | 1,152 | 1,291 | ||||||
Machinery and equipment | 492 | 529 | ||||||
Office furniture and equipment | 237 | 265 | ||||||
Vehicles | 92 | 103 | ||||||
Computer equipment | 106 | 110 | ||||||
Construction in progress | 510 | 559 | ||||||
Less: Accumulated depreciation | -795 | -999 | ||||||
$ | 2,002 | $ | 2,091 | |||||
Depreciation expense amounted to approximately $34,000 and $62,000 for the three months ended March 31, 2015 and 2014, respectively. | ||||||||
Longterm_Debts_and_Lines_of_Cr
Long-term Debts and Lines of Credit | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Debt and Line of Credit | Note 5. | Long-term Debts and Lines of Credit | ||||||
The Company’s outstanding note payable indebtedness was as follows as of (in thousands): | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
(unaudited) | ||||||||
Hannoversche Volksbank credit line #1 | $ | 1,787 | $ | 1,880 | ||||
Hannoversche Volksbank credit line #2 | 409 | 465 | ||||||
Hannoversche Volksbank term loan #1 | 93 | 135 | ||||||
Hannoversche Volksbank term loan #2 | 74 | 81 | ||||||
Hannoversche Volksbank term loan #3 | 226 | 270 | ||||||
Ventana Medical Systems, Inc. Promissory Note | 21 | 21 | ||||||
Debenture DZ Equity Partners Participation rights | 814 | 912 | ||||||
$ | 3,424 | $ | 3,764 | |||||
In July 2006, MEDITE GmbH, Burgdorf, entered into a master line of credit agreement #1 with Hannoversche Volksbank. The line of credit was amended in 2012 and was later amended to increase the credit limit to Euro 1.8 million ($2.0 million as of March 31, 2015). In January 2015, the master credit line was reduced to Euro 1.6 million ($1.7 million as of March 31, 2015) and to be reduced by a further Euro 500,000 ($542,505 as of March 31, 2015) to Euro 1.1 million ($1.2 million as of March 31, 2015) effective June 1, 2015. Borrowings on the master line of credit agreement #1 bears interest at a variable rate based on Euribor (Euro Interbank Offered Rate) depending on the type of advance elected by the company and defined in the agreement. Interest rates depending on the type of advance elected range from 3.77 – 8.00 % during the period ended March 31, 2015. The line of credit has no stated maturity date. The line of credit is collateralized by the accounts receivable and inventory of MEDITE GmbH, Burgdorf, a mortgage on the buildings owned by the Company and is guaranteed by Michaela Ott and Michael Ott, the former sole shareholders of the Company. | ||||||||
In June 2012, CytoGlobe, GmbH, Burgdorf, entered into a line of credit agreement #2 with Hannoversche Volksbank. The line of credit granted a maximum borrowing authority of Euro 400,000 ($434,000 as of March 31, 2015). Borrowings on the master line of credit agreement #2 bears interest at a variable rate based on Euribor (Euro Interbank Offered Rate) depending on the type of advance elected by the company and defined in the agreement. Interest rates depending on the type of advance elected range from 3.77 – 8.00 % during the period ended March 31, 2015. The line of credit has no stated maturity date. The line of credit is collateralized by the accounts receivable and inventory of CytoGlobe GmbH, Burgdorf and is guaranteed by Michaela Ott and Michael Ott, the former sole shareholders of the Company and the state of Lower Saxony (Germany) to support high-tech companies in the area. | ||||||||
In December 2006, MEDITE GmbH, Burgdorf, entered into a Euro 500,000 ($542,500 as of March 31, 2015) term loan agreement #1 with Hannoversche Volksbank with an interest rate of 3.4% per annum. The term loan has a maturity of September 2016 and requires semi-annual principal payments of approximately Euro 27,780 ($30,141 as of March 31, 2015) each. The term loan is guaranteed by Michaela Ott and Michael Ott, the former sole shareholders of the Company and also a mortgage on the property of the Company. | ||||||||
In June 2006, MEDITE GmbH, Burgdorf, entered into a Euro 400,000 ($434,000 as of March 31, 2015) term loan #2 with Hannoversche Volksbank with an interest rate of 3.6 % per annum. The term loan has a maturity of June 2016, requires 18 semi-annual principal repayments of approximately Euro 22,220 ($24,109 as of March 31, 2015) each. The term loan is guaranteed by Michaela Ott and Michael Ott, the former sole shareholders of the Company and is collateralized by subordinated assignments of all of the receivables and inventories of MEDITE GmbH, Burgdorf and also has a subordinated pledge of share term life insurance policies. | ||||||||
In November 2008, MEDITE GmbH, Burgdorf, entered into a Euro 400,000 ($434,000 as of March 31, 2015) term loan #3 with Hannoversche Volksbank with a variable interest rate of approximately 4.7% per annum as of December 31, 2014. The term loan has a maturity of December 31, 2018, and requires quarterly principal repayments of Euro 13,890 ($15,071 as of March 31, 2015) each. The term loan is guaranteed by Michaela Ott and Michael Ott, the former sole shareholders of the Company, and is collateralized by a partial subordinated pledge of the receivables and inventory of MEDITE GmbH, Burgdorf. | ||||||||
In March 2009, the Company entered into a participation rights agreement in the form of a debenture with a mezzanine lender who advanced the Company up to Euro 1.5 million in two tranches of Euro 750,000 each. The first tranche was paid to the Company at closing with the second tranche being conditioned on MEDITE GmbH, Burgdorf and its subsidiaries hitting certain performance targets. Those targets were not met and the second tranche was never called. The debenture pays interest at the rate of 12.15% per annum and matures at December 31, 2016. | ||||||||
As of the date of filing, the remaining balance of approximately $21,000 on the note payable to Ventana Medical Systems, Inc. was in default. However, on February 23, 2015, the Company reached an agreement with Ventana Medical Systems, Inc. whereby both parties have agreed that Ventana Medical Systems, Inc. will accept $38,281 as payment in full for all outstanding principal and accrued interest. The $38,281 has been included in current portion of long-term debt on the consolidated balance sheet. As part of this agreement, Ventana Medical Systems, Inc. has agreed to convert $1.75 million stated value of Series D Preferred stock and all outstanding accrued dividends of $656,250 for 12,000 shares of the Company’s common stock. Prior to the execution of this agreement, the Company had failed to make principal and interest payments when due and is in breach of certain warranties and representations under the notes included above. | ||||||||
Related_Party_Advances
Related Party Advances | 3 Months Ended | |
Mar. 31, 2015 | ||
Due to Related Parties, Current [Abstract] | ||
Related Party Advances | Note 6. | Related Party Advances |
At December 31, 2014, the Company owed its then CFO and Chairman of the Board for prior advances of approximately $110,000. The CEO Michaela Ott together with the COO Michael Ott provided an additional $950,000 in a non-interest bearing short term advance at the end of the first quarter 2015. This advance is due on demand and at the date of the filing $620,000 was repaid to them, leaving an unpaid balance of $330,000. | ||
Common_Stock
Common Stock | 3 Months Ended | |
Mar. 31, 2015 | ||
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Common Stock | Note 7. | Common Stock |
During the first quarter 2015, the Company issued 240,625 shares of unregistered stock to qualified individuals pursuant to exemptions from registration under Regulation D and Section 4(2) of the Securities Act of 1933 at 1.60 for proceeds of $385,000, net of 28,000 of issuance costs. | ||
During the first quarter ended March 31, 2015, the Company issued 12,000 shares of common stock in a Series D Preferred Stock conversion as further discussed in Note 8. | ||
Preferred_Stock_and_Warrants
Preferred Stock and Warrants | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||||||
Preferred Stock and Warrants | Note 8. | Preferred Stock and Warrants | |||||||||
A summary of the Company’s preferred stock as of March 31, 2015 and December 31, 2014 is as follows. | |||||||||||
March 31, | December 31, | ||||||||||
2015 | 2014 | ||||||||||
(unaudited) | |||||||||||
Shares Issued & | Shares Issued & | ||||||||||
Offering | Outstanding | Outstanding | |||||||||
Series A convertible | 47,250 | 47,250 | |||||||||
Series B convertible, 10% cumulative dividend | 93,750 | 93,750 | |||||||||
Series C convertible, 10% cumulative dividend | 38,333 | 38,333 | |||||||||
Series D convertible, 10% cumulative dividend | - | 175,000 | |||||||||
Series E convertible, 10% cumulative dividend | 19,022 | 19,022 | |||||||||
Total Preferred Stock | 198,355 | 373,355 | |||||||||
As of March 31, 2015 and December 31, 2014, the Company had cumulative preferred undeclared and unpaid dividends. In accordance with the Financial Accounting Standard Board’s Accounting Standards Codification 260-10-45-11, “Earnings per Share”, these dividends were added to the net loss in the net loss per share calculation. | |||||||||||
On February 23, 2015, the Company reached an agreement with Ventana Medical Systems, Inc. to convert $175,000 stated value of Series D Preferred Stock and all outstanding accrued dividends of $656,250 for 12,000 shares of the Company’s common stock. | |||||||||||
Summary of Preferred Stock Terms | |||||||||||
Series A Convertible Preferred Stock | |||||||||||
Liquidation Value: | $4.50 per share, $212,625 | ||||||||||
Conversion Price: | $10,303 per share | ||||||||||
Conversion Rate: | 0.00044—Liquidation Value divided by Conversion Price ($4.50/$10,303) | ||||||||||
Voting Rights: | None | ||||||||||
Dividends: | None | ||||||||||
Conversion Period: | Any time | ||||||||||
Series B Convertible Preferred Stock | |||||||||||
Liquidation Value: | $4.00 per share, $375,000 | ||||||||||
Conversion Price: | $1,000 per share | ||||||||||
Conversion Rate: | 0.0040—Liquidation Value divided by Conversion Price ($4.00/$1,000) | ||||||||||
Voting Rights: | None | ||||||||||
Dividends: | 10%—Quarterly—Commencing March 31, 2001 | ||||||||||
Conversion Period: | Any time | ||||||||||
Cumulative dividends in arrears at March 31, 2015 and December 31, 2014 were $530,038 and $520,665, respectively. | |||||||||||
Series C Convertible Preferred Stock | |||||||||||
Liquidation Value: | $3.00 per share, $115,000 | ||||||||||
Conversion Price: | $600 per share | ||||||||||
Conversion Rate: | 0.0050—Liquidation Value divided by Conversion Price ($3.00/$600) | ||||||||||
Voting Rights: | None | ||||||||||
Dividends: | 10%—Quarterly—Commencing March 31, 2002 | ||||||||||
Conversion Period: | Any time | ||||||||||
Cumulative dividends in arrears at March 31, 2015 and December 31, 2014 were $154,288 and $151,413, respectively. | |||||||||||
Series E Convertible Preferred Stock | |||||||||||
Liquidation Value: | $22.00 per share, $418,488 | ||||||||||
Conversion Price: | $800.00 per share | ||||||||||
Conversion Rate: | .0275—Liquidation Value divided by Conversion Price ($22.00/$800) | ||||||||||
Voting Rights: | Equal in all respects to holders of common shares | ||||||||||
Dividends: | 10%—Quarterly—Commencing May 31, 2002 | ||||||||||
Conversion Period: | Any time | ||||||||||
Cumulative dividends in arrears at March 31, 2015 and December 31, 2014 were $568,177 and $558,173 respectively. | |||||||||||
Warrants outstanding | |||||||||||
Weighted | |||||||||||
Weighted | Average | ||||||||||
Average | Aggregate | Remaining | |||||||||
Options and | Exercise | Intrinsic | Contractual | ||||||||
Warrants | Price | Value | Life (Years) | ||||||||
Outstanding at December 31, 2014 | 143,308 | $ | 2.64 | — | 6.46 | ||||||
Granted | — | $ | — | — | — | ||||||
Exercised | — | — | — | — | |||||||
Expired | — | — | — | — | |||||||
Outstanding at December 31, 2013 | 143.308 | $ | 2.64 | — | 6.46 | ||||||
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | |
Mar. 31, 2015 | ||
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and contingencies | Note 9. | Commitments and Contingencies |
The Company currently leases 13 vehicles for sales and service employees, delivery and other purposes with expirations ranging from May 2015 through February 2018. The current minimum monthly payment for these vehicle leases is approximately $6,024. | ||
The Company has several operation leases for office, laboratory and manufacturing space. The Company’s operating lease for one of its German facilities can be cancelled by either party with a 3 months’ notice, its Poland facility can be terminated by either party with a six month notice. Monthly rent payments for the German and Poland facilities are Euro 4,000 ($4,513 as of March 31, 2015) and PLN 6,240 ($1,645 as of March 31, 2015) respectively. The Company’s laboratory facility in Chicago, IL terminates June 30, 2015 and requires monthly payments of $1,070. The Company also sublease its former Chicago laboratory facility for $3,916 per month. The lease for this facility terminates October 30, 2016 and require monthly rent payments of $4,270. The Company’s Orlando facility has escalating rents ranging from $2,345 to $2,563 per month and terminates July 31, 2018. The total aggregate monthly lease payments (net of the sublease) required on these leases is approximately $9,800. | ||
In 2014, the Company became subject to a lawsuit brought by D&D Technologies, Inc. (“D&D”) in the state of New Jersey for breach of contract and breach of implied covenant of good faith that occurred in 2013 and prior by the former CytoCore for failure to pay for past contractual services. The original complaint was dismissed and then refiled by D&D. D&D is seeking damages over $86,000 plus equitable relief. In 2015, the Company and D&D engaged in settlement negotiations and at the time of this filing had verbally agreed to settle the matter for approximately $15,000, however, no formal written settlement has yet been entered into. This settlement has been accrued as of March 31, 2015 and included in account payable and accrued expenses on the accompanying condensed consolidated balance sheet. | ||
Segment_Information
Segment Information | 3 Months Ended | |||||||||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||||||||
Segment Information | Note 10. | Segment Information | ||||||||||||||||||||||||
The Company operates in one operating segment. However, the Company has assets and operations in the United States, Germany and Poland. For the revenue and net income the March 31, 2014 numbers are the former MEDITE part only while the March 31, 2015 numbers are after the reverse merger and therefore combined with the former CytoCore, Inc. The influence by the significant chance of the currency exchange rate between USD and EURO since March 31, 2014 compared to March 31, 2015 is about $0.47 million. The following tables show the breakdown of the Company’s operations and assets by region (in thousands): | ||||||||||||||||||||||||||
United States | Germany | Poland | Total | |||||||||||||||||||||||
March 31, | December | March 31, | December | March 31, | December | March 31, | December | |||||||||||||||||||
2015 | 31, 2014 | 2015 | 31, 2014 | 2015 | 31, 2014 | 2015 | 31, 2014 | |||||||||||||||||||
Assets | $ | 9,307 | $ | 9,387 | $ | 7,449 | $ | 6,989 | $ | 102 | $ | 63 | $ | 16,858 | $ | 16,439 | ||||||||||
Property & equipment, net | 99 | 98 | 1,896 | 1,985 | 7 | 8 | 2,002 | 2,091 | ||||||||||||||||||
Intagible assets | 8,313 | 8,313 | - | - | - | - | 8,313 | 8,313 | ||||||||||||||||||
United States | Germany | Poland | Total | |||||||||||||||||||||||
March 31, | March 31, | March 31, | March 31, | March 31, | March 31, | March 31, | March 31, | |||||||||||||||||||
2015 | 2014 | 2015 | 2014 | 2015 | 2014 | 2015 | 2014 | |||||||||||||||||||
Revenues | $ | 280 | $ | 157 | $ | 2,003 | $ | 2,577 | $ | 4 | $ | - | $ | 2,287 | $ | 2,734 | ||||||||||
Net income (loss) | -163 | 19 | -76 | 200 | -16 | - | -255 | 219 | ||||||||||||||||||
Organization_and_Summary_of_Si1
Organization and Summary of Significant Accounting Policies (Policies) | 3 Months Ended | |
Mar. 31, 2015 | ||
Accounting Policies [Abstract] | ||
Principle of Consolidation, Basis of Presentation and Significant Estimates | Consolidation, Basis of Presentation and Significant Estimates | |
The accompanying condensed consolidated financial statements for the periods ended March 31, 2015 and 2014 included herein are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Such consolidated financial statements reflect, in the opinion of management, all adjustments necessary to present fairly the financial position and results of operations as of and for the periods indicated. All such adjustments are of a normal recurring nature. These interim results are not necessarily indicative of the results to be expected for the fiscal year ending December 31, 2015 or for any other period. Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. The Company believes that the disclosures are adequate to make the interim information presented not misleading. These consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements disclosed in the Report on Form 10-K/A for the year ended December 31, 2014 and other filings with the Securities and Exchange Commission. | ||
The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated in consolidation. In preparing the accompanying financial statements, management has made certain estimates and assumptions that affect reported amounts in the financial statements and disclosures of contingencies. Changes in facts and circumstances may result in revised estimates and actual results may differ from these estimates. | ||
Revenue Recognition | Revenue Recognition | |
The Company derives its revenue primarily from the sale of medical products and supplies for the diagnosis and prevention of cancer. Product revenue is recognized when all four of the following criteria are met: (1) persuasive evidence that an arrangement exists; (2) delivery of the products has occurred; (3) the selling price of the product is fixed or determinable; and (4) collectability is reasonably assured. The Company generates the majority of its revenue from the sale of inventory. The Company recognizes revenue when title and risk of loss transfer to the customer and all other revenue recognition criteria have been met. For a small subset of sales, the Company and its customers agree in the sales contract that risk of loss and title transfer upon the Company packing the items for shipment, segregating the items packaged and notifying the Customer that their items are ready for pickup. The Company records such sales at time of completed packaging and segregation of the items from general inventory and notification has been confirmed by the customer. | ||
Cash and Cash Equivalents | Cash and Cash Equivalents | |
The Company considers all cash on deposit and highly-liquid debt instruments purchased with original maturities of three months or less to be cash and cash equivalents. | ||
Property and Equipment | Property and Equipment | |
Property and equipment are stated at cost, less accumulated depreciation and amortization. Property and equipment are depreciated using the straight-line method over the estimated useful lives of the assets as follows: | ||
Buildings | 33 yrs | |
Machinery and equipment | 3-10 yrs | |
Office furniture and equipment | 2-10 yrs | |
Vehicles | 5 yrs | |
Computer equipment | 3-5 yrs | |
Normal maintenance and repairs for equipment are charged to expense as incurred, while significant improvements are capitalized. | ||
Research and Development | Research and Development | |
All research and development costs are expensed as incurred. Research and development costs consist of engineering, product development, testing, developing and validating the manufacturing process, and regulatory related costs. | ||
Acquired In-Process Research and Development | Acquired In-Process Research and Development | |
Acquired in-process research and development (“IPR&D”) that the Company acquires through business combinations represents the fair value assigned to incomplete research projects which, at the time of acquisition, have not reached technological feasibility. The amounts are capitalized and are accounted for as indefinite-lived intangible assets, subject to impairment testing until completion or abandonment of the projects. Upon successful completion of each project, MEDITE will make a determination as to the then useful life of the intangible asset, generally determined by the period in which the substantial majority of the cash flows are expected to be generated, and begin amortization. The Company tests IPR&D for impairment at least annually, or more frequently if impairment indicators exist, by first assessing qualitative factors to determine whether it is more likely than not that the fair value of the IPR&D intangible asset is less than its carrying amount. If the Company concludes it is more likely than not that the fair value is less than the carrying amount, a quantitative test that compares the fair value of the IPR&D intangible asset with its carrying value is performed. If the fair value is less than the carrying amount, an impairment loss is recognized in operating results. | ||
Impairment or Disposal of Long-Lived Assets Including Finite Lived Intangibles | Impairment or Disposal of Long-Lived Assets Including Finite Lived Intangibles | |
At each balance sheet date or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable, management of the Company evaluates the recoverability of such assets. An impairment loss is recognized if the amount of undiscounted cash flows is less than the carrying amount of the asset, in which case the asset is written down to fair value. The fair value of the asset is measured by either quoted market prices or the present value of estimated expected future cash flows using a discount rate commensurate with the risks involved. Unless events or circumstances have changed significantly, we generally do not re-test at year end assets acquired from a business combination in the year of acquisition. | ||
Impairment of Indefinite Lived Intangible Assets Other Than Goodwill | Impairment of Indefinite Lived Intangible Assets Other Than Goodwill | |
The Company has the option first to assess qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the indefinite-lived intangible asset is impaired. If, after assessing the totality of events and circumstances, the Company concludes that it is not more likely than not that the indefinite-lived intangible asset is impaired, then the entity is not required to take further action. However, if the Company concludes otherwise, then it is required to determine the fair value of the indefinite-lived intangible asset and perform the quantitative impairment test by comparing the fair value with the carrying amount in accordance with Financial Accounting Standards Board Codification Subtopic 350-30. | ||
Goodwill | Goodwill | |
The Company allocates goodwill to reporting units based on the reporting unit expected to benefit from the business combination. The Company evaluates our reporting units on an annual basis. Goodwill is tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis (December 31) and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit. Unless events or circumstances have changed significantly, we generally do not re-test at year end assets acquired from a business combination in the year of acquisition. | ||
Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to reporting units, and determination of the fair value of each reporting unit. The fair value of each reporting unit is estimated using a discounted cash flow methodology. This analysis requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur, and determination of our weighted average cost of capital. | ||
Impairment Policy and Procedures for In Process Research and Development, Trademarks, Trade Names and Goodwill | ||
The estimates used to calculate the fair value of a reporting unit change from year to year based on operating results, market conditions, and other factors. Changes in these estimates and assumptions could materially affect the determination of fair value and goodwill impairment for each reporting unit. | ||
These assets were independently valued at April 3, 2014, the date of the MEDITE Enterprise, Inc. purchase by CytoCore, Inc., based upon valuation assumptions such as projected discounted cash-flow amongst others and updated through March 31, 2015. In the future, the Company plans to review the assumptions annually to determine if any impairment allowances are necessary until the underlying products under development and long-lived assets have been commercialized. | ||
Organization_and_Summary_of_Si2
Organization and Summary of Significant Accounting Policies (Tables) | 3 Months Ended | |
Mar. 31, 2015 | ||
Accounting Policies [Abstract] | ||
Property Plant And Equipment Useful Life | Property and equipment are stated at cost, less accumulated depreciation and amortization. Property and equipment are depreciated using the straight-line method over the estimated useful lives of the assets as follows: | |
Buildings | 33 yrs | |
Machinery and equipment | 3-10 yrs | |
Office furniture and equipment | 2-10 yrs | |
Vehicles | 5 yrs | |
Computer equipment | 3-5 yrs | |
Reverse_Merger_Tables
Reverse Merger (Tables) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Business Combinations [Abstract] | |||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | In connection with the merger, the consideration paid, the assets acquired and liabilities assumed, recorded at fair value on the date of acquisition, are summarized in the following table: | ||||
In thousands | |||||
Assets acquired | |||||
Cash | $ | 1 | |||
Other current assets | 12 | ||||
Property and equipment | 81 | ||||
Trade names /trademarks | 1,240 | ||||
In-Process research and development | 4,620 | ||||
Goodwill | 2,453 | ||||
8,407 | |||||
Liabilities assumed | |||||
Accounts payable & accrued expenses | 3,220 | ||||
Related party advances | 102 | ||||
Loans payable | 21 | ||||
3,343 | |||||
Consideration paid in the form of common stock | $ | 5,064 | |||
Inventories_Tables
Inventories (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Schedule of Inventory | The following is a summary of the components of inventories (in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
(unaudited) | ||||||||
Raw materials | $ | 1,208 | $ | 1,229 | ||||
Work in progress | 27 | 33 | ||||||
Finished Goods | 1,940 | 2,153 | ||||||
$ | 3,175 | $ | 3,415 | |||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment | The following is a summary of the components of property and equipment (in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
(unaudited) | ||||||||
Land | $ | 208 | $ | 233 | ||||
Buildings | 1,152 | 1,291 | ||||||
Machinery and equipment | 492 | 529 | ||||||
Office furniture and equipment | 237 | 265 | ||||||
Vehicles | 92 | 103 | ||||||
Computer equipment | 106 | 110 | ||||||
Construction in progress | 510 | 559 | ||||||
Less: Accumulated depreciation | -795 | -999 | ||||||
$ | 2,002 | $ | 2,091 | |||||
Longterm_Debts_and_Lines_of_Cr1
Long-term Debts and Lines of Credit (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Outstanding note payable indebtedness | The Company’s outstanding note payable indebtedness was as follows as of (in thousands): | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
(unaudited) | ||||||||
Hannoversche Volksbank credit line #1 | $ | 1,787 | $ | 1,880 | ||||
Hannoversche Volksbank credit line #2 | 409 | 465 | ||||||
Hannoversche Volksbank term loan #1 | 93 | 135 | ||||||
Hannoversche Volksbank term loan #2 | 74 | 81 | ||||||
Hannoversche Volksbank term loan #3 | 226 | 270 | ||||||
Ventana Medical Systems, Inc. Promissory Note | 21 | 21 | ||||||
Debenture DZ Equity Partners Participation rights | 814 | 912 | ||||||
$ | 3,424 | $ | 3,764 | |||||
Preferred_Stock_and_Warrants_T
Preferred Stock and Warrants (Tables) | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Stockholders' Equity (Deficit) [Abstract] | |||||||||||
Summary of Company's Preferred Stock | A summary of the Company’s preferred stock as of March 31, 2015 and December 31, 2014 is as follows. | ||||||||||
March 31, | December 31, | ||||||||||
2015 | 2014 | ||||||||||
(unaudited) | |||||||||||
Shares Issued & | Shares Issued & | ||||||||||
Offering | Outstanding | Outstanding | |||||||||
Series A convertible | 47,250 | 47,250 | |||||||||
Series B convertible, 10% cumulative dividend | 93,750 | 93,750 | |||||||||
Series C convertible, 10% cumulative dividend | 38,333 | 38,333 | |||||||||
Series D convertible, 10% cumulative dividend | - | 175,000 | |||||||||
Series E convertible, 10% cumulative dividend | 19,022 | 19,022 | |||||||||
Total Preferred Stock | 198,355 | 373,355 | |||||||||
Summary of Preferred Stock Terms | Summary of Preferred Stock Terms | ||||||||||
Series A Convertible Preferred Stock | |||||||||||
Liquidation Value: | $4.50 per share, $212,625 | ||||||||||
Conversion Price: | $10,303 per share | ||||||||||
Conversion Rate: | 0.00044—Liquidation Value divided by Conversion Price ($4.50/$10,303) | ||||||||||
Voting Rights: | None | ||||||||||
Dividends: | None | ||||||||||
Conversion Period: | Any time | ||||||||||
Series B Convertible Preferred Stock | |||||||||||
Liquidation Value: | $4.00 per share, $375,000 | ||||||||||
Conversion Price: | $1,000 per share | ||||||||||
Conversion Rate: | 0.0040—Liquidation Value divided by Conversion Price ($4.00/$1,000) | ||||||||||
Voting Rights: | None | ||||||||||
Dividends: | 10%—Quarterly—Commencing March 31, 2001 | ||||||||||
Conversion Period: | Any time | ||||||||||
Cumulative dividends in arrears at March 31, 2015 and December 31, 2014 were $530,038 and $520,665, respectively. | |||||||||||
Series C Convertible Preferred Stock | |||||||||||
Liquidation Value: | $3.00 per share, $115,000 | ||||||||||
Conversion Price: | $600 per share | ||||||||||
Conversion Rate: | 0.0050—Liquidation Value divided by Conversion Price ($3.00/$600) | ||||||||||
Voting Rights: | None | ||||||||||
Dividends: | 10%—Quarterly—Commencing March 31, 2002 | ||||||||||
Conversion Period: | Any time | ||||||||||
Cumulative dividends in arrears at March 31, 2015 and December 31, 2014 were $154,288 and $151,413, respectively. | |||||||||||
Series E Convertible Preferred Stock | |||||||||||
Liquidation Value: | $22.00 per share, $418,488 | ||||||||||
Conversion Price: | $800.00 per share | ||||||||||
Conversion Rate: | .0275—Liquidation Value divided by Conversion Price ($22.00/$800) | ||||||||||
Voting Rights: | Equal in all respects to holders of common shares | ||||||||||
Dividends: | 10%—Quarterly—Commencing May 31, 2002 | ||||||||||
Conversion Period: | Any time | ||||||||||
Cumulative dividends in arrears at March 31, 2015 and December 31, 2014 were $568,177 and $558,173 respectively. | |||||||||||
Warrants Outstanding | Warrants outstanding | ||||||||||
Weighted | |||||||||||
Weighted | Average | ||||||||||
Average | Aggregate | Remaining | |||||||||
Options and | Exercise | Intrinsic | Contractual | ||||||||
Warrants | Price | Value | Life (Years) | ||||||||
Outstanding at December 31, 2014 | 143,308 | $ | 2.64 | — | 6.46 | ||||||
Granted | — | $ | — | — | — | ||||||
Exercised | — | — | — | — | |||||||
Expired | — | — | — | — | |||||||
Outstanding at December 31, 2013 | 143.308 | $ | 2.64 | — | 6.46 | ||||||
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | |||||||||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||||||||
Schedule of Segment Reporting Information | The following tables show the breakdown of the Company’s operations and assets by region (in thousands): | |||||||||||||||||||||||||
United States | Germany | Poland | Total | |||||||||||||||||||||||
March 31, | December | March 31, | December | March 31, | December | March 31, | December | |||||||||||||||||||
2015 | 31, 2014 | 2015 | 31, 2014 | 2015 | 31, 2014 | 2015 | 31, 2014 | |||||||||||||||||||
Assets | $ | 9,307 | $ | 9,387 | $ | 7,449 | $ | 6,989 | $ | 102 | $ | 63 | $ | 16,858 | $ | 16,439 | ||||||||||
Property & equipment, net | 99 | 98 | 1,896 | 1,985 | 7 | 8 | 2,002 | 2,091 | ||||||||||||||||||
Intagible assets | 8,313 | 8,313 | - | - | - | - | 8,313 | 8,313 | ||||||||||||||||||
United States | Germany | Poland | Total | |||||||||||||||||||||||
March 31, | March 31, | March 31, | March 31, | March 31, | March 31, | March 31, | March 31, | |||||||||||||||||||
2015 | 2014 | 2015 | 2014 | 2015 | 2014 | 2015 | 2014 | |||||||||||||||||||
Revenues | $ | 280 | $ | 157 | $ | 2,003 | $ | 2,577 | $ | 4 | $ | - | $ | 2,287 | $ | 2,734 | ||||||||||
Net income (loss) | -163 | 19 | -76 | 200 | -16 | - | -255 | 219 | ||||||||||||||||||
Organization_and_Summary_of_Si3
Organization and Summary of Significant Accounting Policies (Detail) | 3 Months Ended |
Mar. 31, 2015 | |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 33 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Computer Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Computer Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Office furniture and equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Office furniture and equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 2 years |
Organization_and_Summary_of_Si4
Organization and Summary of Significant Accounting Policies - (Additional Information) (Detail) | Mar. 31, 2015 | Dec. 31, 2014 | Apr. 30, 2014 |
Business Acquisition [Line Items] | |||
Common Stock, Shares, Outstanding | 19,679,956 | 19,427,331 | |
Common Stock, Shares, Issued | 19,679,956 | 19,427,331 | |
Medite Enterprise [Member] | |||
Business Acquisition [Line Items] | |||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||
Common Stock, Shares, Outstanding | 14,687,500 | ||
Common Stock, Shares, Issued | 14,687,500 |
Reverse_Merger_Estimated_Purch
Reverse Merger - (Estimated Purchase Price Allocation) (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Assets acquired | ||
Cash | $1 | |
Other current assets | 12 | |
Property and equipment | 81 | |
Trade names /trademarks | 1,240 | |
In-Process research and development | 4,620 | |
Goodwill | 2,453 | 2,453 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 8,407 | |
Liabilities assumed | ||
Accounts payable & accrued expenses | 3,220 | |
Related party advances | 102 | |
Loans payable | 21 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 3,343 | |
Consideration paid in the form of common stock | $5,064 |
Reverse_Merger_Additional_Info
Reverse Merger - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2015 | Apr. 04, 2014 | Dec. 31, 2014 | Apr. 03, 2014 |
Business Acquisition [Line Items] | ||||
Number of shares issued | 240,625 | |||
Medite Enterprises, inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Proceeds from private placement | $1.50 | $1.50 | ||
Number of shares issued on acquisitions | 14,687,500 | |||
Number of shares issued | 955,875 | |||
Percentage of ownership interests acquired | 100.00% | |||
Reverse Acquisition Percentage Of Share Issued | 81.10% | |||
Business Combination Consideration Outstanding Shares | 3,502,700 | |||
Business Combination Consideration Outstanding Shares Per Share | $1.60 | |||
In Process Research And Development Amortized Term | 15 years | |||
Medite Enterprises, inc [Member] | Accrued Payroll Settlement [Member] | ||||
Business Acquisition [Line Items] | ||||
Number of shares issued on acquisitions | 697,234 | |||
Value of shares issued on acquisitions | 1.6 | |||
Number of additional shares issued on acquisitions | 312,500 | |||
Minimum [Member] | Medite Enterprises, inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Proceeds from private placement | $2 |
Inventories_Summary_of_the_Com
Inventories - (Summary of the Components of Inventories) (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Inventory [Line Items] | ||
Raw materials | $1,208 | $1,229 |
Work in progress | 27 | 33 |
Finished Goods | 1,940 | 2,153 |
Inventory, Net | $3,175 | $3,415 |
Property_and_Equipment_Detail
Property and Equipment (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Land | $208 | $233 |
Buildings | 1,152 | 1,291 |
Machinery and equipment | 492 | 529 |
Office furniture and equipment | 237 | 265 |
Vehicles | 92 | 103 |
Computer equipment | 106 | 110 |
Construction in progress | 510 | 559 |
Less: Accumulated depreciation | -795 | -999 |
Total | $2,002 | $2,091 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $34,000 | $62,000 |
Longterm_Debts_and_Lines_of_Cr2
Long-term Debts and Lines of Credit (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt, Gross | $3,424 | $3,764 |
Hannoversech Volksbank Credit line 1 [Member] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt, Gross | 1,787 | 1,880 |
Hannoversech Volksbank Credit line 2 [Member] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt, Gross | 409 | 465 |
Hannoversech Volksbank term loan 1 [Member] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt, Gross | 93 | 135 |
Hannoversech Volksbank term loan 2 [Member] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt, Gross | 74 | 81 |
Hannoversech Volksbank term loan 3 [Member] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt, Gross | 226 | 270 |
Ventana Medical Systems, Inc. Promissory Note [Member] | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt, Gross | 21 | 21 |
Debenture DZ Equity Partners Participation rights | ||
Line of Credit Facility [Line Items] | ||
Long-term Debt, Gross | $814 | $912 |
Longterm_Debts_and_Lines_of_Cr3
Long-term Debts and Lines of Credit - Additional Information (Detail) | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2012 | Mar. 31, 2015 | Mar. 31, 2015 | Jan. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Feb. 23, 2015 | Mar. 31, 2015 |
Participation Rights Agreement In March 2009 [Member] | Participation Rights Agreement In March 2009 [Member] | Participation Rights Agreement In March 2009 [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | Medite GmbH, Burgdorf [Member] | CytoGlobe, GmbH, Burgdorf [Member] | CytoGlobe, GmbH, Burgdorf [Member] | CytoGlobe, GmbH, Burgdorf [Member] | CytoGlobe, GmbH, Burgdorf [Member] | Ventana Medical Systems, Inc [Member] | Ventana Medical Systems, Inc [Member] | |
EUR (€) | Tranche One [Member] | Tranche Two [Member] | USD ($) | EUR (€) | Hannoversech Volksbank Credit lines 1 Issued in July 2006 [Member] | Hannoversech Volksbank Credit lines 1 Issued in July 2006 [Member] | Hannoversech Volksbank Credit lines 1 Issued in July 2006 [Member] | Hannoversech Volksbank Credit lines 1 Issued in July 2006 [Member] | Hannoversech Volksbank Credit lines 1 Issued in July 2006 [Member] | Hannoversech Volksbank Credit lines 1 Issued in July 2006 [Member] | Hannoversech Volksbank Credit lines 2 Issued in July 2006 [Member] | Hannoversech Volksbank Credit lines 2 Issued in July 2006 [Member] | Hannoversech Volksbank term loan 1 Issued in December 2006 [Member] | Hannoversech Volksbank term loan 1 Issued in December 2006 [Member] | Hannoversech Volksbank term loan 2 Issued in June 2006 [Member] | Hannoversech Volksbank term loan 2 Issued in June 2006 [Member] | Hannoversech Volksbank term loan 3 Issued in November 2008 [Member] | Hannoversech Volksbank term loan 3 Issued in November 2008 [Member] | Hannoversech Volksbank Credit line 3 Issued in June 2012 [Member] | Hannoversech Volksbank Credit line 3 Issued in June 2012 [Member] | Hannoversech Volksbank Credit line 3 Issued in June 2012 [Member] | Hannoversech Volksbank Credit line 3 Issued in June 2012 [Member] | USD ($) | USD ($) | |
EUR (€) | EUR (€) | USD ($) | EUR (€) | EUR (€) | Maximum [Member] | Minimum [Member] | Subsequent Event [Member] | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | Maximum [Member] | Minimum [Member] | ||||||
USD ($) | |||||||||||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||||||||||
Debt instrument face amount | € 1,500,000 | € 750,000 | € 750,000 | $542,500 | € 500,000 | $434,000 | € 400,000 | $434,000 | € 400,000 | ||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.15% | 8.00% | 3.77% | 3.40% | 3.40% | 3.60% | 3.60% | 4.70% | 4.70% | 8.00% | 3.77% | ||||||||||||||
Principal repayments | 30,141 | 27,780 | 24,109 | 22,220 | 15,071 | 13,890 | |||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 2,000,000 | 1,800,000 | 1,600,000 | 1,700,000 | 1,200,000 | 1,100,000 | |||||||||||||||||||
Line of Credit Facility, Increase (Decrease), Net | 542,505 | 500,000 | |||||||||||||||||||||||
Notes Payable, Current | 21,000 | ||||||||||||||||||||||||
Repayments of Debt | 38,281 | ||||||||||||||||||||||||
Dividends Payable, Current | 656,250 | ||||||||||||||||||||||||
Agreed To Convert Of Preferred Stock For Common Stock | 1,750,000 | ||||||||||||||||||||||||
Number Of Stock To Be Converted From Preferred Stock | 12,000 | ||||||||||||||||||||||||
Line of Credit Facility, Current Borrowing Capacity | $434,000 | € 400,000 |
Related_Party_Advances_Additio
Related Party Advances - Additional Information (Detail) (USD $) | 0 Months Ended | ||
15-May-15 | Mar. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||
Due To Related Parties Current | $1,060,000 | $110,000 | |
Subsequent Event [Member] | |||
Related Party Transaction [Line Items] | |||
Due To Related Parties Current | 330,000 | ||
CFO and Chairman of BOD [Member] | |||
Related Party Transaction [Line Items] | |||
Due To Related Parties Current | 110,000 | ||
CEO and COO [Member] | |||
Related Party Transaction [Line Items] | |||
Due To Related Parties Current | 950,000 | ||
Officer [Member] | Subsequent Event [Member] | |||
Related Party Transaction [Line Items] | |||
Repayments of Other Short-term Debt | $620,000 |
Common_Stock_Additional_Inform
Common Stock - Additional Information (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Class Of Stock [Line Items] | |
Stock Issued During Period, Shares, New Issues | 240,625 |
Share Price | $1.60 |
Stock Issued During Period, Value, New Issues | $385,000 |
Stock Issued During Period, Shares, Issued for Services | 12,000 |
Stock Issued During Period, Value, Issued for Services | $28,000 |
Preferred_Stock_and_Warrants_S
Preferred Stock and Warrants (Summary of Preferred Stock) (Detail) | Mar. 31, 2015 | Dec. 31, 2014 |
Class of Stock [Line Items] | ||
Preferred stock, shares issued | 198,355 | 373,355 |
Preferred stock, shares outstanding | 198,355 | 373,355 |
Series A Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares issued | 47,250 | 47,250 |
Preferred stock, shares outstanding | 47,250 | 47,250 |
Series B Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares issued | 93,750 | 93,750 |
Preferred stock, shares outstanding | 93,750 | 93,750 |
Series C Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares issued | 38,333 | 38,333 |
Preferred stock, shares outstanding | 38,333 | 38,333 |
Series D Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares issued | 0 | 175,000 |
Preferred stock, shares outstanding | 0 | 175,000 |
Series E Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred stock, shares issued | 19,022 | 19,022 |
Preferred stock, shares outstanding | 19,022 | 19,022 |
Preferred_Stock_and_Warrants_S1
Preferred Stock and Warrants (Summary of Preferred Stock) (Parenthetical) (Detail) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Series B Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Convertible preferred stock, cumulative dividend rate | 10.00% | 10.00% |
Series C Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Convertible preferred stock, cumulative dividend rate | 10.00% | 10.00% |
Series D Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Convertible preferred stock, cumulative dividend rate | 10.00% | 10.00% |
Series E Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Convertible preferred stock, cumulative dividend rate | 10.00% | 10.00% |
Preferred_Stock_and_Warrants_S2
Preferred Stock and Warrants (Summary of Preferred Stock Terms) (Detail) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2015 | Dec. 31, 2014 | |
Class of Stock [Line Items] | ||
Preferred Stock, Liquidation Value | $1,121 | $2,871 |
Series A Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, Liquidation Value | 212,625 | |
Preferred Stock, Conversion Price | $10,303 | |
Preferred stock, conversion Rate | 0.00% | |
Preferred stock, voting Rights | None | |
Preferred Stock, Conversion Period | Any time | |
Series B Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, Liquidation Value | 375,000 | |
Preferred Stock, Conversion Price | $1,000 | |
Preferred stock, conversion Rate | 0.00% | |
Preferred stock, voting Rights | None | |
Preferred Stock, Dividends | 10.00% | 10.00% |
Preferred Stock, Conversion Period | Any time | |
Preferred stock, cumulative and undeclared dividends in arrears | 530,038 | 520,665 |
Series C Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, Liquidation Value | 115,000 | |
Preferred Stock, Conversion Price | $600 | |
Preferred stock, conversion Rate | 0.01% | |
Preferred stock, voting Rights | None | |
Preferred Stock, Dividends | 10.00% | 10.00% |
Preferred Stock, Conversion Period | Any time | |
Preferred stock, cumulative and undeclared dividends in arrears | 154,288 | 151,413 |
Series D Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, Dividends | 10.00% | 10.00% |
Series E Convertible Preferred Stock [Member] | ||
Class of Stock [Line Items] | ||
Preferred Stock, Liquidation Value | 418,488 | |
Preferred Stock, Conversion Price | $800 | |
Preferred stock, conversion Rate | 0.03% | |
Preferred stock, voting Rights | Equal in all respects to holders of common shares | |
Preferred Stock, Dividends | 10.00% | 10.00% |
Preferred Stock, Conversion Period | Any time | |
Preferred stock, cumulative and undeclared dividends in arrears | $568,177 | $558,173 |
Preferred_Stock_and_Warrants_S3
Preferred Stock and Warrants (Summary of Preferred Stock Terms) (Parenthetical) (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Series A Convertible Preferred Stock [Member] | |
Class of Stock [Line Items] | |
Preferred stock, liquidation Value per share | $4.50 |
Series B Convertible Preferred Stock [Member] | |
Class of Stock [Line Items] | |
Preferred stock, liquidation Value per share | $4 |
Preferred stock, frequency of dividend payment | 10%—Quarterly—Commencing March 31, 2001 |
Preferred stock, dividend date of commencement | 31-Mar-01 |
Series C Convertible Preferred Stock [Member] | |
Class of Stock [Line Items] | |
Preferred stock, liquidation Value per share | $3 |
Preferred stock, frequency of dividend payment | 10%—Quarterly—Commencing March 31, 2002 |
Preferred stock, dividend date of commencement | 31-Mar-02 |
Series E Convertible Preferred Stock [Member] | |
Class of Stock [Line Items] | |
Preferred stock, liquidation Value per share | $22 |
Preferred stock, frequency of dividend payment | 10%—Quarterly—Commencing May 31, 2002 |
Preferred stock, dividend date of commencement | 31-May-02 |
Preferred_Stock_and_Warrants_W
Preferred Stock and Warrants (Warrants And Options Issued Outside Of The Plan For Employee Compensation) (Detail) (Warrants and Stock Options [Member], USD $) | 3 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Warrants and Stock Options [Member] | ||
Options and Warrants, Opening Balance | 143,308 | |
Options and Warrants, Granted | 0 | |
Options and Warrants, Exercised | 0 | |
Options and Warrants, Expired | 0 | |
Options and Warrants, Ending Balance | 143 | 143,308 |
Weighted Average Exercise Price, Opening Balance | $2.64 | |
Weighted Average Exercise Price, Granted | $0 | |
Weighted Average Exercise Price, Exercised | $0 | |
Weighted Average Exercise Price, Expired | $0 | |
Weighted Average Exercise Price, Ending Balance | $2.64 | $2.64 |
Aggregate Intrinsic Value, Opening Balance | $0 | |
Aggregate Intrinsic Value, Granted | 0 | |
Aggregate Intrinsic Value, Exercised | 0 | |
Aggregate Intrinsic Value, Expired | 0 | |
Aggregate Intrinsic Value, Ending Balance | $0 | $0 |
Weighted Average Remaining Contractual Life(Years),Outstanding | 6 years 5 months 16 days | 6 years 5 months 16 days |
Warrants Outstanding Granted Weighted Average Remaining Contractual Term | 0 years | |
Warrants Outstanding Exercised Weighted Average Remaining Contractual Term | 0 years | |
Warrants Outstanding Expired Weighted Average Remaining Contractual Term | 0 years |
Preferred_Stock_and_Warrants_A
Preferred Stock and Warrants (Additional Information) (Detail) (USD $) | 1 Months Ended |
Feb. 23, 2015 | |
Stock Issued During Period, Value, Conversion of Convertible Securities | $175,000 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | 12,000 |
Series D Preferred Stock [Member] | |
Dividends Payable, Current | $656,250 |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) | 3 Months Ended | ||||||||
Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | |
USD ($) | Germany [Member] | Germany [Member] | Poland [Member] | Poland [Member] | June Thirty Two Thousand Fifteen [Member] | October Thirty Two Thousand Sixteen [Member] | Maximum [Member] | Minimum [Member] | |
USD ($) | EUR (€) | USD ($) | PLN | USD ($) | USD ($) | USD ($) | USD ($) | ||
Commitments and Contingencies Disclosure [Line Items] | |||||||||
Operating Leases, Rent Expense, Net | $6,024 | ||||||||
Operating Leases, Rent Expense, Minimum Rentals | 4,513 | 4,000 | 1,645 | 6,240 | 1,070 | 4,270 | |||
Loss Contingency, Damages Paid, Value | 86,000 | 2,563 | 2,345 | ||||||
Agreed To Legal Settlement | 9,800 | 15,000 | |||||||
Operating Leases, Rent Expense, Sublease Rentals | $3,916 |
Segment_Information_Detail
Segment Information (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | |||
Assets | $16,858 | $16,439 | |
Property & equipment, net | 2,002 | 2,091 | |
Intangible Assets | 8,313 | 8,313 | |
Revenues | 2,287 | 2,734 | |
Net income (loss) | -255 | 219 | |
United States [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 9,307 | 9,387 | |
Property & equipment, net | 99 | 98 | |
Intangible Assets | 8,313 | 8,313 | |
Revenues | 280 | 157 | |
Net income (loss) | -163 | 19 | |
Germany [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 7,449 | 6,989 | |
Property & equipment, net | 1,896 | 1,985 | |
Intangible Assets | 0 | 0 | |
Revenues | 2,003 | 2,577 | |
Net income (loss) | -76 | 200 | |
Poland [Member] | |||
Segment Reporting Information [Line Items] | |||
Assets | 102 | 63 | |
Property & equipment, net | 7 | 8 | |
Intangible Assets | 0 | 0 | |
Revenues | 4 | 0 | |
Net income (loss) | ($16) | $0 |
Segment_Information_Additional
Segment Information - (Additional Information (Detail) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Foreign Currency Exchange Rate Translation Amount | $0.47 | $0.47 |