Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 06, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Banyan Rail Services Inc. | |
Entity Central Index Key | 764,897 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Trading Symbol | BARA | |
Entity Common Stock, Shares Outstanding | 10,347,235 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash | $ 61,420 | $ 327,382 |
Prepaid insurance | 10,234 | 8,752 |
Total current assets | 71,654 | 336,134 |
Total assets | 71,654 | 336,134 |
Current liabilities | ||
Accounts payable | 74,848 | 42,304 |
Accrued payroll | 6,714 | 4,855 |
Accrued professional fees | 15,833 | 6,982 |
Accrued dividends | 277,142 | 254,517 |
Total current liabilities | 374,537 | 308,658 |
Total liabilities | 374,537 | 308,658 |
Commitments and contingencies | ||
Stockholders' (deficit) equity | ||
Series A Preferred stock, $0.01 par value. 20,000 shares authorized and 10,375 issued | 104 | 104 |
Common stock, $0.01 par value. 50,000,000 shares authorized. 10,347,235 and 10,317,379 issued as of June 30, 2016 and December 31, 2015, respectively | 103,472 | 103,174 |
Additional paid-in capital | 109,629,977 | 109,652,901 |
Accumulated deficit | (109,965,747) | (109,658,014) |
Treasury stock, at cost, for 5,655 shares | (70,689) | (70,689) |
Total stockholders' (deficit) equity | (302,883) | 27,476 |
Total liabilities and stockholders' (deficit) equity | $ 71,654 | $ 336,134 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2016 | Dec. 31, 2015 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, issued | 10,347,235 | 10,317,379 |
Treasury Stock, Shares | 5,655 | 5,655 |
Series A Preferred stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 20,000 | 20,000 |
Preferred stock, shares issued | 10,375 | 10,375 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
General & administrative expenses | $ 138,487 | $ 157,802 | $ 307,733 | $ 290,481 |
Loss from operations | (138,487) | (157,802) | (307,733) | (290,481) |
Net loss | (138,487) | (157,802) | (307,733) | (290,481) |
Dividends for the benefit of preferred stockholders: | ||||
Preferred stock dividends | (25,930) | (25,930) | (51,875) | (51,875) |
Total dividends for the benefit of preferred stockholders | (25,930) | (25,930) | (51,875) | (51,875) |
Net loss attributable to common stockholders | $ (164,417) | $ (183,732) | $ (359,608) | $ (342,356) |
Weighted average number of common shares outstanding: | ||||
Basic and diluted (in shares) | 10,347,235 | 7,899,702 | 10,336,736 | 7,899,702 |
Net loss per common share from continuing operations, basic and diluted (in dollars per share) | $ (0.02) | $ (0.02) | $ (0.03) | $ (0.04) |
Net loss per common share, basic and diluted (in dollars per share) | (0.02) | (0.02) | (0.03) | (0.04) |
Net loss attributable to common shareholders per share (in dollars per share) | $ (0.02) | $ (0.02) | $ (0.03) | $ (0.04) |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (307,733) | $ (290,481) |
Changes in assets and liabilities: | ||
Decrease in prepaid expenses and other current assets | (1,482) | 0 |
Increase (decrease) in accounts payable and accrued expenses | 43,253 | (52,316) |
Net cash used in operating activities | (265,962) | (342,797) |
Cash flows from financing activities: | ||
Proceeds from sale of common stock | 0 | 431,000 |
Net cash from financing activities | 0 | 431,000 |
Net (decrease) increase in cash | (265,962) | 88,203 |
Cash, beginning of period | 327,382 | 402,401 |
Cash, end of period | 61,420 | 490,604 |
Non cash financing activities: | ||
Preferred stock dividend in excess of payments | 51,875 | 51,875 |
Issuance of common shares in lieu of cash dividends payable | 29,250 | 29,250 |
Issuance of shares in settlement of loans and advances payable | $ 0 | $ 11,719,963 |
Statements of Stockholders' (De
Statements of Stockholders' (Deficit) Equity - USD ($) | Total | Common Stock | Common Stock Payable | Preferred Stock | Additional Paid in Capital | Accumulated Deficit | Treasury Stock |
Stockholders’ equity at Dec. 31, 2014 | $ 93,183 | $ 15,633 | $ 11,427,963 | $ 104 | $ 97,273,708 | $ (108,553,536) | $ (70,689) |
Stockholders’ equity (in shares) at Dec. 31, 2014 | 1,563,424 | 10,375 | 5,655 | ||||
Issuance of common stock | 587,001 | $ 78,581 | (11,427,963) | 11,936,383 | |||
Issuance of common stock (in shares) | 7,857,955 | ||||||
Stock compensation expense | 555,520 | $ 8,960 | 546,560 | ||||
Stock compensation expense (in shares) | 896,000 | ||||||
Net loss | (1,104,478) | (1,104,478) | |||||
Preferred stock dividends | (103,750) | (103,750) | |||||
Stockholders’ equity at Dec. 31, 2015 | 27,476 | $ 103,174 | 0 | $ 104 | 109,652,901 | (109,658,014) | $ (70,689) |
Stockholders’ equity (in shares) at Dec. 31, 2015 | 10,317,379 | 10,375 | 5,655 | ||||
Issuance of common stock | 29,249 | $ 298 | 28,951 | ||||
Issuance of common stock (in shares) | 29,856 | ||||||
Net loss | (307,733) | (307,733) | |||||
Preferred stock dividends | (51,875) | (51,875) | |||||
Stockholders’ equity at Jun. 30, 2016 | $ (302,883) | $ 103,472 | $ 0 | $ 104 | $ 109,629,977 | $ (109,965,747) | $ (70,689) |
Stockholders’ equity (in shares) at Jun. 30, 2016 | 10,347,235 | 10,375 | 5,655 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | |
Nature of Operations | Note 1. Nature of Operations Banyan Rail Services, Inc. (the “Company”) was originally organized under the laws of the Commonwealth of Massachusetts in 1985, under the name VMS Hotel Investment Trust, for the purpose of investing in mortgage loans, principally to entities affiliated with VMS Realty Partners. The Company was subsequently reorganized as a Delaware corporation in 1987 and changed its name to B.H.I.T. Inc. In 2010, the Company changed its name from B.H.I.T. Inc. to Banyan Rail Services Inc. From 2009 to 2012, the Company operated and experienced severe losses from an operating subsidiary in the rail services sector and is now a shell company. The Company is actively seeking acquisitions of leading companies within the transportation and medical office real estate industries throughout North America. Liquidity and Going Concern (See Note 4) |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | Note 2. Basis of Presentation The accompanying financial statements give effect to all adjustments necessary to present fairly the financial position and results of operations and cash flows of the Company. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements, in conformity with accounting principles generally accepted in the United States, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include the useful lives of property and equipment, and the useful lives of intangible assets. Cash The Company considers all cash, bank deposits and highly liquid investments with an original maturity of three months or less to be cash. From time to time our cash deposits exceed federally insured limits. Fair Value of Financial Instruments Recorded financial instruments as of June 30, 2016, consist of cash, prepaid expenses, accounts payable and short-term obligations. The related fair values of these financial instruments approximated their carrying values due to either the short-term nature of these instruments or based on the interest rates currently available to the Company. Earnings Per Share Basic earnings (loss) per share is computed based on the weighted average shares outstanding during the period. Diluted earnings (loss) per share is computed using the weighted average number of common and dilutive common stock equivalent shares outstanding during the period. Dilutive common stock equivalent shares consist of the dilutive effect of stock options and convertible preferred stock equivalents. Income Taxes The Company accounts for income taxes in accordance with ASC 740, Accounting for Income Taxes, as clarified by ASC 740-10, Accounting for Uncertainty in Income Taxes. Under this method, deferred income taxes are determined based on the estimated future tax effects of differences between the financial statement and tax basis of assets and liabilities given the provisions of enacted tax laws. Deferred income tax provisions and benefits are based on changes to the assets or liabilities from year to year. In providing for deferred taxes, the Company considers tax regulations of the jurisdictions in which the Company operates, estimates of future taxable income, and available tax planning strategies. If tax regulations, operating results or the ability to implement tax-planning strategies vary, adjustments to the carrying value of deferred tax assets and liabilities may be required. Valuation allowances are recorded related to deferred tax assets based on the “more likely than not” criteria of ASC 740. ASC 740-10 requires that the Company recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the “more-likely-than-not” threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 Retained Earnings distributions The Company’s preferred stockholders are entitled to receive payment before any of the common stockholders upon a liquidation of the Company and we cannot pay dividends on our common stock unless we first pay dividends required by our preferred stock. |
Liquidity and Going Concern
Liquidity and Going Concern | 6 Months Ended |
Jun. 30, 2016 | |
Liquidity And Going Concern Abstract [Abstract] | |
Liquidity and Going Concern | Note 4. Liquidity and Going Concern At and for the period ended June 30, 2016, the Company had a net working capital deficit of $ 302,883 265,962 |
Preferred Stock and Common Stoc
Preferred Stock and Common Stock | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Preferred Stock and Common Stock | Note 5. Preferred Stock and Common Stock Preferred stock dividends for Series A Preferred stock are accrued for the three and six months ended June 30, 2016, in the amount of $ 25,930 51,875 29,856 29,250 As of June 30, 2016, Banyan Rail Holdings LLC (“Banyan Holdings”) and Marino Family Holdings LLC owned 2,726,114 3,057,778 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 6. Income Taxes For the three and six months ended June 30, 2016 and 2015, the Company recorded an income tax provision of $ 0 0 34 100 |
Earnings (loss) per Share
Earnings (loss) per Share | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings (loss) per Share | Note 7. Earnings (loss) per Share The Company excluded from the diluted earnings per share calculation 103,750 5,000 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |
Stock-Based Compensation | Note 8. Stock-Based Compensation The Company has stock option agreements with its directors and officers for serving on the Company’s Board of Directors and as officers. Weighted Weighted Weighted Number Exercise Price Fair Value at Remaining Intrinsic of Shares per Share Grant Date Contractual Life Value Balance January 1, 2015 27,500 $ 12.92 $ 0 0.1 years - Options granted - - - - Options exercised - - - - Options expired (22,500) $ (2.62) - - Balance, January 1, 2016 5,000 $ 10.30 $ 0 0.1 years $ - Options granted - - - - Options exercised - - - - Options expired - - - - Balance, June 30, 2016 5,000 $ 10.30 0.1 years $ - Prior to June 30, 2010, the Company had not adopted a formal stock option plan. The number of options issued and the grant dates were determined at the discretion of the Company’s Board. Certain options vest at the date of grant and others vest over a one year period. The options are exercisable for periods not exceeding three to five years from the date of grant. On July 1, 2010, at its annual meeting of stockholders, the 2010 Stock Option and Award Plan was approved. The fair values of stock options are estimated using the Black-Scholes method, which takes into account variables such as estimated volatility, expected holding period, dividend yield, and the risk free interest rate. The risk free interest rate is the five year treasury rate at the date of grant. The expected life is based on the contractual life of the options at the date of grant. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 9. Related Party Transactions On June 1, 2015, the Company entered into a month-to-month office lease and administrative support agreement (the “Agreement”) with Boca Equity Partners LLC (“BEP”). The Agreement is effective as of January 1, 2015. The Agreement provides for the Company’s use of a portion of BEP’s offices and certain overhead items at the BEP offices such as space, utilities and other administrative services for $ 4,750 Also on June 1, 2015, the Company entered into a support agreement (the “Support Agreement”) with BEP. The Support Agreement is effective as of January 1, 2015, and provides for corporate support services. The Support Agreement is for a month-to-month term and will terminate upon the Company’s payment of a success fee, should the Company acquire more than 50% of the assets or capital stock of any company 2 Gary O. Marino, the Company’s chairman of the board, is the chairman, president, and chief executive officer of BEP. Gary O. Marino and directors Donald S. Denbo and Paul S. Dennis also hold membership interests in BEP. The Company’s directors are currently not receiving cash compensation for their services, and no amounts have been recorded in the Company’s financial statements for the value of their services as of June 30, 2016 and 2015, respectively. The Company’s board of directors and officers directly or beneficially own 6,872,375 6,877,375 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 10. Subsequent Events On July 27, 2016, the Company entered into a Demand Note and Loan Agreement (the “ Note BEP 250,000 10 75,000 On August 8, 2016, the Company issued an aggregate of 220,000 165,000 0.75 0.25 On August 8, 2016, Banyan Surprise Plaza LLC, an Arizona limited liability company and a wholly-owned subsidiary of the Company, and RK-WEM, LLC, an Arizona limited liability company (“RK-WEM”), executed a purchase and sale agreement for the purchase of RK-WEM’s land, buildings, structures, improvements, intangible property, service contracts, and leases, located at 13995 West Statler Blvd., Surprise, Arizona, commonly known as Surprise Medical Plaza, for $ 8,700,000 Also on August 8, 2016, Banyan Third Street LLC, an Arizona limited liability company and wholly-owned subsidiary of the Company and Signal Healthcare, LLC (“Signal Healthcare”), an Arizona limited liability company, executed a purchase and sale agreement for the purchase of Signal Healthcare’s land, buildings, structures, improvements, intangible property, service contracts, and leases, located at 2620 North 3rd Street, Phoenix, Arizona, commonly known as Third Street Healthcare Campus, for $ 5,700,000 All of the transactions contemplated in the purchase and sale agreements are collectively referred to as the “Transactions.” The purchase and sale agreements contain customary representations, warranties, covenants and indemnification provisions. The consummation of the Transactions depends upon the satisfaction or waiver of a number of customary closing conditions. The foregoing description of the Transactions is not complete and is qualified in its entirety by reference to the purchase and sale agreements, which are filed as Exhibits 10.1 and 10.2 to the Current Report on Form 8-K filed on August 9, 2016, and are incorporated herein by reference. |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements, in conformity with accounting principles generally accepted in the United States, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include the useful lives of property and equipment, and the useful lives of intangible assets. |
Cash Equivalents | Cash The Company considers all cash, bank deposits and highly liquid investments with an original maturity of three months or less to be cash. From time to time our cash deposits exceed federally insured limits. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Recorded financial instruments as of June 30, 2016, consist of cash, prepaid expenses, accounts payable and short-term obligations. The related fair values of these financial instruments approximated their carrying values due to either the short-term nature of these instruments or based on the interest rates currently available to the Company. |
Earnings Per Share | Earnings Per Share Basic earnings (loss) per share is computed based on the weighted average shares outstanding during the period. Diluted earnings (loss) per share is computed using the weighted average number of common and dilutive common stock equivalent shares outstanding during the period. Dilutive common stock equivalent shares consist of the dilutive effect of stock options and convertible preferred stock equivalents. |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with ASC 740, Accounting for Income Taxes, as clarified by ASC 740-10, Accounting for Uncertainty in Income Taxes. Under this method, deferred income taxes are determined based on the estimated future tax effects of differences between the financial statement and tax basis of assets and liabilities given the provisions of enacted tax laws. Deferred income tax provisions and benefits are based on changes to the assets or liabilities from year to year. In providing for deferred taxes, the Company considers tax regulations of the jurisdictions in which the Company operates, estimates of future taxable income, and available tax planning strategies. If tax regulations, operating results or the ability to implement tax-planning strategies vary, adjustments to the carrying value of deferred tax assets and liabilities may be required. Valuation allowances are recorded related to deferred tax assets based on the “more likely than not” criteria of ASC 740. ASC 740-10 requires that the Company recognize the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the “more-likely-than-not” threshold, the amount recognized in the financial statements is the largest benefit that has a greater than 50 |
Retained Earnings distributions | Retained Earnings distributions The Company’s preferred stockholders are entitled to receive payment before any of the common stockholders upon a liquidation of the Company and we cannot pay dividends on our common stock unless we first pay dividends required by our preferred stock. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | |
Stock Option Activities | The options activity is as follows: Weighted Weighted Weighted Number Exercise Price Fair Value at Remaining Intrinsic of Shares per Share Grant Date Contractual Life Value Balance January 1, 2015 27,500 $ 12.92 $ 0 0.1 years - Options granted - - - - Options exercised - - - - Options expired (22,500) $ (2.62) - - Balance, January 1, 2016 5,000 $ 10.30 $ 0 0.1 years $ - Options granted - - - - Options exercised - - - - Options expired - - - - Balance, June 30, 2016 5,000 $ 10.30 0.1 years $ - |
Summary of Significant Accoun19
Summary of Significant Accounting Policies - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2016 | |
Significant Accounting Policies [Line Items] | |
Percentage Of Income Tax Examination Likelihood Of Tax Benefits Being Realized Upon Settlement | 50.00% |
Liquidity and Going Concern - A
Liquidity and Going Concern - Additional Information (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Working Capital | $ 302,883 | |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | $ (265,962) | $ (342,797) |
Preferred Stock and Common St21
Preferred Stock and Common Stock - Additional Information (Details) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016USD ($)shares | Jun. 30, 2016USD ($)shares | |
Stockholders Equity Note [Line Items] | ||
Dividends, Common Stock | $ | $ 29,250 | |
Common Stock Dividends, Shares | 29,856 | |
Preferred Stock, Amount of Preferred Dividends in Arrears | $ | $ 25,930 | $ 51,875 |
Banyan Rail Holdings LLC [Member] | ||
Stockholders Equity Note [Line Items] | ||
Common Stock Held By Subsidiary Shares | 2,726,114 | 2,726,114 |
Marino Family Holdings LLC [Member] | ||
Stockholders Equity Note [Line Items] | ||
Common Stock Held By Subsidiary Shares | 3,057,778 | 3,057,778 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Tax [Line Items] | ||||
Income Tax Expense (Benefit) | $ 0 | $ 0 | $ 0 | $ 0 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 0.00% | 0.00% | 0.00% | 0.00% |
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent | 34.00% | |||
Percentage Of Valuation Allowance | 100.00% |
Earnings (loss) per Share - Add
Earnings (loss) per Share - Additional Information (Details) - shares | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, shares | 103,750 | 103,750 |
Stock Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share, shares | 5,000 | 5,000 |
Stock-Based Compensation (Stock
Stock-Based Compensation (Stock Option Activities) (Details) - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of shares | |||
Beginning Balance | 5,000 | 27,500 | |
Options granted | 0 | 0 | |
Options exercised | 0 | 0 | |
Options expired | 0 | (22,500) | |
Ending Balance | 5,000 | 5,000 | 27,500 |
Weighted Average Exercise Price per Share | |||
Beginning Balance | $ 10.3 | $ 12.92 | |
Options granted | 0 | 0 | |
Options exercised | 0 | 0 | |
Options expired | 0 | (2.62) | |
Ending Balance | $ 10.3 | 10.3 | $ 12.92 |
Weighted Average Fair Value at Grant Date | |||
Options granted | $ 0 | $ 0 | |
Weighted Average Remaining Contractual Life | |||
Weighted Average Remaining Contractual Life | 1 month 6 days | 1 month 6 days | 1 month 6 days |
Intrinsic Value | |||
Beginning Balance | $ 0 | $ 0 | |
Options granted | 0 | 0 | |
Options exercised | 0 | 0 | |
Options expired | 0 | 0 | |
Ending Balance | $ 0 | $ 0 | $ 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period for certain options | 1 year |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options exercisable period | 3 years |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options exercisable period | 5 years |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2016USD ($)shares | |
Related Party Transaction [Line Items] | |
Ownership of related party in common stock if preferred stock is converted | 6,877,375 |
Board of directors, officers, and officers of subsidiary [Member] | |
Related Party Transaction [Line Items] | |
Ownership of related party in common Stock | 6,872,375 |
Boca Equity Partners LLC [Member] | |
Related Party Transaction [Line Items] | |
Monthly Lease And Rental Expense | $ | $ 4,750 |
Support Agreement Description | The Support Agreement is for a month-to-month term and will terminate upon the Company’s payment of a success fee, should the Company acquire more than 50% of the assets or capital stock of any company |
Business Acquisition, Fee Percentage | 2.00% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event [Member] - USD ($) | Aug. 08, 2016 | Jul. 27, 2016 |
Director [Member] | ||
Subsequent Event [Line Items] | ||
Stock Issued During Period, Shares, New Issues | 220,000 | |
Shares Issued, Price Per Share | $ 0.25 | |
Share-based Compensation | $ 165,000 | |
Share Price | $ 0.75 | |
Boca Equity Partners LLC [Member] | ||
Subsequent Event [Line Items] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 250,000 | |
Line of Credit Facility, Interest Rate During Period | 10.00% | |
Proceeds from Lines of Credit | $ 75,000 | |
RK-WEM, LLC, [Member] | ||
Subsequent Event [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment, Total | $ 8,700,000 | |
Signal Healthcare, LLC [Member] | ||
Subsequent Event [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment, Total | $ 5,700,000 |