Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 18, 2019 | Jun. 29, 2018 | |
Document Information [Line Items] | |||
Entity Registrant Name | RELIV INTERNATIONAL INC | ||
Entity Central Index Key | 0000768710 | ||
Trading Symbol | relv | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity Common Stock, Shares Outstanding (in shares) | 1,746,449 | ||
Entity Public Float | $ 5.4 | ||
Entity Shell Company | false | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 1,989,974 | $ 3,272,788 |
Accounts receivable, less allowances of $5,000 in 2018 and $26,300 in 2017 | 400,759 | 29,760 |
Accounts due from employees and distributors | 151,222 | 138,497 |
Inventories: | ||
Finished goods | 2,460,563 | 2,762,249 |
Raw materials | 372,865 | 1,653,466 |
Sales aids and promotional materials | 121,519 | 139,770 |
Total inventories | 2,954,947 | 4,555,485 |
Refundable income taxes | 22,712 | 26,552 |
Assets held for sale | 2,124,939 | |
Prepaid expenses and other current assets | 441,453 | 372,602 |
Total current assets | 8,086,006 | 8,395,684 |
Other assets | 338,974 | 337,190 |
Cash surrender value of life insurance | 3,086,522 | |
Note receivable due from distributor | 1,282,072 | 1,405,113 |
Intangible assets, net | 1,948,263 | 2,174,248 |
Property, plant, and equipment, gross | 14,420,559 | 19,055,260 |
Less accumulated depreciation | 9,722,009 | 13,378,021 |
Property, plant, and equipment, net | 4,698,550 | 5,677,239 |
Total assets | 16,353,865 | 21,075,996 |
Current liabilities: | ||
Accounts payable and accrued expenses | 3,880,086 | 3,200,018 |
Income taxes payable | 35,304 | 12,616 |
Revolving line of credit | 500,000 | |
Current maturities of long-term debt | 2,545,421 | |
Total current liabilities | 3,915,390 | 6,258,055 |
Noncurrent liabilities: | ||
Other noncurrent liabilities | 445,611 | 453,354 |
Total noncurrent liabilities | 445,611 | 453,354 |
Stockholders’ equity: | ||
Preferred stock, par value $0.001 per share; 500,000 shares authorized; -0- shares issued and outstanding in 2018 and 2017 | 0 | 0 |
Common stock, par value $0.001 per share; 5,000,000 shares authorized, 2,110,013 shares issued and 1,845,160 shares outstanding in 2018; 2,110,013 shares issued and 1,845,160 shares outstanding in 2017 | 2,110 | 2,110 |
Additional paid-in capital | 30,622,547 | 30,598,920 |
Accumulated deficit | (12,311,138) | (10,040,229) |
Accumulated other comprehensive loss: | ||
Foreign currency translation adjustment | (982,095) | (857,654) |
Treasury stock | (5,338,560) | (5,338,560) |
Total stockholders’ equity | 11,992,864 | 14,364,587 |
Total liabilities and stockholders’ equity | $ 16,353,865 | $ 21,075,996 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts receivable, allowances | $ 5,000 | $ 26,300 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 500,000 | 500,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Common stock, shares issued (in shares) | 2,110,013 | 2,110,013 |
Common stock, shares outstanding (in shares) | 1,845,160 | 1,845,160 |
Consolidated Statements of Net
Consolidated Statements of Net Loss and Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net sales | $ 36,115,741 | $ 41,788,782 |
Costs and expenses: | ||
Cost of products sold | 9,709,743 | 9,401,406 |
Distributor royalties and commissions | 11,749,604 | 14,685,553 |
Selling, general, and administrative | 16,520,885 | 17,885,226 |
Loss from operations | (1,864,491) | (183,403) |
Other income (expense): | ||
Interest income | 93,054 | 101,901 |
Interest expense | (95,556) | (109,254) |
Other income | 61,652 | 38,844 |
Loss before income taxes | (1,805,341) | (151,912) |
Provision for income taxes | 98,000 | 545,000 |
Net loss available to common shareholders | (1,903,341) | (696,912) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustment | (124,441) | 113,551 |
Comprehensive loss | $ (2,027,782) | $ (583,361) |
Loss per common share - Basic (in dollars per share) | $ (1.03) | $ (0.38) |
Weighted average shares (in shares) | 1,845,000 | 1,845,000 |
Loss per common share - Diluted (in dollars per share) | $ (1.03) | $ (0.38) |
Weighted average shares (in shares) | 1,845,000 | 1,845,000 |
Product [Member] | ||
Net sales | $ 33,918,169 | $ 38,751,357 |
Shipping and Handling [Member] | ||
Net sales | $ 2,197,572 | $ 3,037,425 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Treasury Stock [Member] | Total |
Balance (in shares) at Dec. 31, 2016 | 2,110,013 | 264,853 | ||||
Balance at Dec. 31, 2016 | $ 2,110 | $ 30,565,144 | $ (9,284,317) | $ (1,030,205) | $ (5,338,560) | $ 14,914,172 |
Net loss | (696,912) | (696,912) | ||||
Foreign currency translation adjustment | 113,551 | 113,551 | ||||
Income tax effects of Tax Cuts & Jobs Act | (59,000) | 59,000 | ||||
Total comprehensive loss | (583,361) | |||||
Stock-based compensation | 33,776 | 33,776 | ||||
Balance (in shares) at Dec. 31, 2017 | 2,110,013 | 264,853 | ||||
Balance at Dec. 31, 2017 | $ 2,110 | 30,598,920 | (10,040,229) | (857,654) | $ (5,338,560) | 14,364,587 |
Net loss | (1,903,341) | (1,903,341) | ||||
Foreign currency translation adjustment | (124,441) | (124,441) | ||||
Total comprehensive loss | (2,027,782) | |||||
Stock-based compensation | 23,627 | 23,627 | ||||
Adoption of Accounting Standards Update 2014-09 | (367,568) | (367,568) | ||||
Balance (in shares) at Dec. 31, 2018 | 2,110,013 | 264,853 | ||||
Balance at Dec. 31, 2018 | $ 2,110 | $ 30,622,547 | $ (12,311,138) | $ (982,095) | $ (5,338,560) | $ 11,992,864 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating activities | ||
Net loss | $ (1,903,341) | $ (696,912) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 810,442 | 900,126 |
Stock-based compensation | 23,627 | 33,776 |
Non-cash life insurance policy reduction (accretion) | 20,329 | (120,540) |
(Gain) loss on sale of property, plant and equipment | (684) | (8,844) |
Deferred income taxes | 508,000 | |
Foreign currency transaction (gain)/loss | (32,577) | (20,659) |
(Increase) decrease in accounts receivable and accounts due from employees and distributors | (377,466) | 104,671 |
(Increase) decrease in inventories | (26,036) | 15,472 |
(Increase) decrease in refundable income taxes | (3,840) | 70,612 |
(Increase) decrease in prepaid expenses and other current assets | (75,941) | 107,051 |
(Increase) decrease in other assets | (1,783) | (32,102) |
Increase (decrease) in income taxes payable | 30,909 | 12,616 |
Increase (decrease) in accounts payable & accrued expenses and other non-current liabilities | 366,437 | (1,030,062) |
Net cash used in operating activities | (1,169,924) | (156,795) |
Investing activities | ||
Proceeds from sale of property, plant, and equipment | 8,522 | 13,143 |
Purchase of property, plant, and equipment | (181,343) | (499,409) |
Proceeds from redemption of life insurance policy | 3,066,193 | |
Payments received on distributor note receivable | 115,892 | 109,160 |
Net cash provided by (used in) investing activities | 3,009,264 | (377,106) |
Financing activities | ||
Proceeds from revolving line of credit borrowings | 500,000 | |
Principal payments on long-term borrowings | (3,045,421) | (363,736) |
Net cash provided by (used in) financing activities | (3,045,421) | 136,264 |
Effect of exchange rate changes on cash and cash equivalents | (76,733) | 63,608 |
Increase (decrease) in cash and cash equivalents | (1,282,814) | (334,029) |
Cash and cash equivalents at beginning of year | 3,272,788 | 3,606,817 |
Cash and cash equivalents at end of year | 1,989,974 | 3,272,788 |
Supplemental disclosures of cash flow information: | ||
Interest | 99,000 | 99,800 |
Income taxes paid (received), net | $ 66,600 | $ (52,500) |
Note 1 - Nature of Business and
Note 1 - Nature of Business and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 1. Nature of Business Reliv’ International, Inc. (the Company) produces a proprietary line of nutritional supplements addressing basic nutrition, specific wellness needs, weight management, and sports nutrition. These products are sold by subsidiaries of the Company to a sales force of independent distributors of the Company that sell products directly to consumers. The Company and its subsidiaries sell products to distributors throughout the United States and in Australia, Austria, Canada, France, Germany, Ireland, Malaysia, Mexico, the Netherlands, New Zealand, the Philippines, Singapore, and the United Kingdom. Basis of Presentation The consolidated financial statements include the accounts of the Company and its foreign and domestic subsidiaries. All significant intercompany accounts and transactions have been eliminated. 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 amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Cash Equivalents The Company's policy is to consider the following as cash and cash equivalents: demand deposits and short-term investments with a maturity of three Inventories Inventories are valued at the lower of cost or market. Product cost includes raw materials, labor, and overhead costs and is accounted for on a first first Sales aids and promotional materials inventories represent distributor kits, product brochures, and other sales and business development materials which are held for sale to distributors. Cost of the sales aids and promotional materials held for sale are capitalized as inventories and subsequently recorded to cost of goods sold upon recognition of revenue when sold to distributors. All other advertising and promotional costs are expensed when incurred. Property, Plant, and Equipment Property, plant, and equipment are stated on the cost basis. Depreciation is computed using the straight-line or an accelerated method over the useful life of the related assets. Generally, computer equipment and software are depreciated over 3 5 7 39 Foreign Currency Translation and Transaction Gains or Losses All balance sheet accounts have been translated using the exchange rates in effect at the balance sheet date. Statements of net income (loss) amounts have been translated using the average exchange rate for the year. The gains and losses resulting from the changes in exchange rates from year to year have been reported in other comprehensive income (loss). The foreign currency translation adjustment is the only component of accumulated other comprehensive loss. If applicable, foreign currency translation adjustments exclude income tax expense (benefit) as certain of the Company’s investments in non-U.S. subsidiaries are deemed to be reinvested for an indefinite period of time. Foreign currency transaction gains (losses) were $32,577 $20,659 2018 2017, Basic and Diluted Earnings (Loss) per Share Basic earnings (loss) per common share are computed using the weighted average number of common shares outstanding during the year. Diluted earnings (loss) per common share are computed using the weighted average number of common shares and potential dilutive common shares that were outstanding during the period. Potential dilutive common shares consist of outstanding stock options, outstanding stock warrants, and convertible preferred stock. See Note 9 Stock-Based Compensation The Company has stock-based incentive plans under which it may 8 The Company accounts for options granted to non-employees and warrants granted to distributors under the fair value approach required by FASB ASC Topic 505 50, Fair Value Measurements FASB ASC Topic 820, 6 Income Taxes The provision for income taxes is computed using the liability method. The primary differences between financial statement and taxable income result from financial statement accruals and reserves and differences between depreciation and amortization for book and tax purposes. Unrecognized tax benefits are accounted for as required by FASB ASC Topic 740 not 12 Advertising Costs of sales aids and promotional materials are capitalized as inventories. All other advertising and promotional costs are expensed when incurred. The Company recorded $19,300 $22,300 2018 2017, Research and Development Expenses Research and development expenses, which are charged to selling, general, and administrative expenses as incurred, were $473,000 $488,000 2018 2017, Amortizable Intangible Assets The Company records intangible assets based on management’s determination of the fair value of the respective assets at the time of acquisition. Determining the fair value of intangible assets is judgmental and involves the use of significant estimates and assumptions of future company operations. The Company bases its fair value estimates and related asset lives on assumptions it believes to be reasonable but that are unpredictable and inherently uncertain. Actual future results may Intangible assets estimated to have finite lives are amortized over their estimated economic life under the straight-line method; such method correlates to management’s estimate of the assets’ economic benefit. Based on management’s estimates at origination, these lives range from two seventeen December 31, 2018, six eleven Revenue Recognition On January 1, 2018, No. 2014 09, Revenue from Contracts with Customers not $367,568 zero The new revenue standard defines a five 20 40 not Under this new revenue standard, the Company determined that the timeframe for recognizing the revenue performance obligation for membership fees-type revenue would be lengthened to more closely correlate with the distributor (including customer) membership terms of generally twelve December 31, 2017, $367,568. December 31, 2018, $337,234. Actual and estimated sales returns are classified as a reduction of net sales. The Company estimates and accrues a reserve for product returns based on the Company’s return policy and historical experience. The Company’s return policy allows for distributors to return product only upon termination of his or her distributorship. Allowable returns are limited to saleable product which was purchased within twelve 100% December 31, 2018 2017, 0.17% 0.25%, The Company records handling and freight income as a component of net sales and records handling and freight costs as a component of cost of products sold. Total net sales do not In accordance with the new revenue standard requirements, the disclosure of the impact of adoption to the Company’s results from operations are as follows: Year Ended December 31, 2018 Without Effect of Adoption of Change As Reported ASU 2014-09 Higher/(Lower) Operating results Net sales $ 36,115,741 $ 36,086,633 $ 29,108 Net loss (1,903,341 ) (1,932,449 ) 29,108 The Company does not New Accounting Pronouncements – Not In February 2016, No. 2016 02, Leases (Topic 842 No. 2016 02, No. 2018 11, Leases (Topic 842 No. 2016 02. No. 2018 11 As required, the Company will adopt ASU 2016 02 January 1, 2019. January 1, 2019 $460,000 Going Concern The Company has incurred operating losses, declining net sales, and negative net cash flows over its most recent five not December 31, 2018, $1,989,974 may not one not twelve The Company may not may not not The Company has taken several steps which management believes will result in an improved financial position, operating results, and cash flows. As detailed in Note 7 January 2019, $500,000 $750,000 March 2019, $750,000 April 28, 2020. As detailed in Note 2 January 2019, $200,000 Should the aforementioned changes to the company’s operations not may 11 These actions may may not may not may no |
Note 2 - Assets Held For Sale
Note 2 - Assets Held For Sale | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | 2. On January 1, 2019, ● Inventories (sold at cost of $1.56 ● Machinery and other equipment with a net book value of $565,000 $1 $435,000 Nutracom was formed by the Company’s manufacturing operations management which included former officers of the Company. Employees of the Company’s manufacturing operations were offered employment by Nutracom. Prior to its approval of the transaction, the Company’s Board of Directors formed a special committee consisting of the Company’s independent directors to review the transaction. To assist in its review, the special committee engaged a qualified third Concurrently with the execution of the Purchase Agreement, the Company entered into several agreements with Nutracom including a product supply agreement for a term of seven seven five $193,000 $410,000 seven Nutracom provided the following consideration to the Company for the manufacturing operations and related identified assets and agreements: ● $1 seven 5.5%, ● $764,344 seven 7.0%, first two ten first ● Nutracom management transferred to the Company its ownership of 99,200 $540,144. ● Nutracom issued to the Company a non-voting Class B 15% not ● Commencing January 1, 2020, 1.0% 1.25% The Company’s non-voting Class B 15% third $505,000. not As of December 31, 2018, first 2019 |
Note 3 - Property, Plant, and E
Note 3 - Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | 3. Property, plant, and equipment at December 31, 2018 2017, 2018 2017 Land and land improvements $ 905,190 $ 905,190 Building 9,964,523 9,950,190 Machinery and equipment 180,519 4,755,727 Office equipment 1,157,392 1,183,115 Computer equipment and software 2,212,935 2,261,038 14,420,559 19,055,260 Less accumulated depreciation 9,722,009 13,378,021 $ 4,698,550 $ 5,677,239 At December 31, 2018, $0.56 $4.70 $4.14 2 For the years ended December 31, 2018 2017, $584,457 $674,141, |
Note 4 - Accounts Payable and A
Note 4 - Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 4. Accounts payable and accrued expenses at December 31, 2018 2017, 2018 2017 Trade payables $ 2,105,814 $ 1,667,495 Distributors' commissions 1,030,948 1,115,649 Sales taxes 195,802 154,958 Deferred revenue 337,234 - Payroll and payroll taxes 210,288 261,916 $ 3,880,086 $ 3,200,018 |
Note 5 - Amortizable Intangible
Note 5 - Amortizable Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | 5. Amortizable Intangible Assets The Company had amortizable intangible assets as follows as of December 31, 2018 2017: Accumulated Gross Carrying Amount Amortization 2018 2017 2018 2017 Distributorship and related agreements $ 2,060,000 $ 2,060,000 $ 1,437,423 $ 1,327,556 Lunasin technology license 1,954,661 1,954,661 628,975 512,857 $ 4,014,661 $ 4,014,661 $ 2,066,398 $ 1,840,413 Amortization expense for intangible assets totaled $225,985 2018 2017, five Intangible Amortization 2019 $ 226,000 2020 226,000 2021 226,000 2022 226,000 2023 226,000 |
Note 6 - Fair Value of Financia
Note 6 - Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 6. Fair Value of Financial Instruments The carrying amount and fair value of financial instruments at December 31, 2018 2017 Carrying Fair Description Amount Value Level 1 Level 2 Level 3 December 31, 2018 Note receivable $ 1,405,112 $ 1,529,000 - $ 1,529,000 - Marketable securities 339,000 339,000 $ 339,000 - - December 31, 2017 Long-term debt $ 3,045,421 $ 3,045,421 - $ 3,045,421 - Note receivable 1,521,005 1,684,000 - 1,684,000 - Marketable securities 330,000 330,000 $ 330,000 - - Fair value can be measured using valuation techniques such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). Accounting standards utilize a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets or similar assets or liabilities in markets that are not Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. Long-term debt thirty Note receivable fifteen Marketable securities The carrying value of other financial instruments, including cash, accounts receivable and accounts payable, and accrued liabilities approximate fair value due to their short maturities or variable-rate nature of the respective balances. |
Note 7 - Debt
Note 7 - Debt | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 7. Debt at December 31, 2018 2017 2018 2017 Term loan $ - $ 2,545,421 Revolving line of credit - 500,000 - 3,045,421 Less current maturities - 3,045,421 Long-term portion $ - $ - Effective September 30, 2015, $3.25 $3.5 The $3.25 three ten $27,080 September 30, 2018. 30 2.25%. The $3.5 September 30, 2015, 30 2.25% one At June 30, 2018, July 2018, $3.07 $2.86 July 2018 zero Effective with a September 11, 2018 $2.0 $750,000. April 29, 2019 30 2.25%. December 31, 2018, no January 2019, $500,000 Effective with a March 2019 April 28, 2020 30 3.00%. $750,000. Borrowings under the lending agreement are secured by all tangible and intangible assets of the Company and by a mortgage on the real estate of the Company’s headquarters. At December 31, 2018, |
Note 8 - Stockholders' Equity
Note 8 - Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Shareholders' Equity and Share-based Payments [Text Block] | 8. Stock Options – Incentive Stock Plans The Company sponsors an incentive stock plan (the “2014 142,857 The 2014 may not may no may 10 2014 2024. In May 2017, 2017 2017 200,000 2017 not A summary of the Company’s stock option activity and related information for the years ended December 31 2018 2017 Options Weighted Avg. Exercise Price Options Weighted Avg. Exercise Price Outstanding beginning of the year 140,424 $ 7.85 236,844 $ $8.14 Granted - - Exercised - - Expired and forfeited (58,998 ) 7.96 (96,420 ) 8.57 Outstanding at end of year 81,426 $ 7.77 140,424 $ 7.85 Exercisable at end of year 14,655 $ 7.77 13,713 $ 7.77 Compensation cost for the stock option plan was approximately $21,000 $21,000 $27,000 $27,000 December 31, 2018 2017, December 31, 2018, $19,000 $19,000 1.17 December 31, 2018 0 Distributor Stock Purchase Plan In July 2009, 2009 The plan allows distributors who have reached the “Ambassador” status the opportunity to allocate up to 10% 25% The Company records expense under the fair value method for warrants granted to distributors. Total expense for the warrants was $3,000 $6,600 2018 2017, A summary of the Company’s warrant activity for the years ended December 31 2018 2017 Warrants Weighted Avg. Exercise Price Warrants Weighted Avg. Exercise Price Outstanding beginning of the year 5,960 $ 4.46 6,291 $ 5.34 Granted 1,113 4.24 1,258 4.77 Exercised - - Expired (2,183 ) 4.06 (1,589 ) 8.19 Outstanding at end of year 4,890 $ 4.58 5,960 $ 4.46 Exercisable at end of year 4,890 5,960 As of December 31, 2018 Warrants Outstanding and Exercisable Range of Exercise Prices Warrants Weighted Avg. Exercise Price Weighted Avg. Remaining Life $4.24 1,113 $ 4.24 3.00 $4.64 2,519 4.64 1.00 $4.77 1,258 4.77 2.00 $4.24 - $4.77 4,890 $ 4.58 1.71 The fair value of the warrants was estimated at the date of grant using a Black-Scholes option pricing model with the following assumptions: Year ended December 31 2018 2017 Expected warrant life (years) 3.0 3.0 Risk-free weighted average interest rate 2.46 % 1.98 % Stock price volatility 55.8 % 73.8 % Dividend yield 0.0 % 0.0 % The intrinsic value for stock warrants outstanding at December 31, 2018 0 The 2009 ten no |
Note 9 - Loss Per Share
Note 9 - Loss Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 9. The following table sets forth the computation of basic and diluted loss per share: Year ended December 31 2018 2017 Numerator: Net loss $ (1,903,341 ) $ (696,912 ) Denominator: Denominator for basic loss per share – weighted average shares 1,845,000 1,845,000 Dilutive effect of employee stock options and other warrants - - Denominator for diluted loss per share – adjusted weighted average shares 1,845,000 1,845,000 Basic loss per share $ (1.03 ) $ (0.38 ) Diluted loss per share $ (1.03 ) $ (0.38 ) For the years ended December 31, 2018 2017, 86,316 146,384, not |
Note 10 - Leases
Note 10 - Leases | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Leases of Lessee Disclosure [Text Block] | 10. The Company leases certain office facilities, storage, and equipment. These leases have varying terms, and certain leases have renewal and/or purchase options. Future minimum payments under non-cancelable leases with initial or remaining terms in excess of one December 31, 2018: 2019 $ 268,652 2020 186,168 2021 16,479 2022 16,479 2023 6,681 Thereafter - $ 494,459 Rent expense for operating leases was $326,724 $338,734 December 31, 2018 2017, |
Note 11 - Note Receivable Due F
Note 11 - Note Receivable Due From Distributor | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables, Excluding Allowance for Credit Losses [Text Block] | 11. In March 2012, $2 May 2012, $2 2012. 6% no As originally structured, beginning in 2013, five February 2013, fifteen $1,405,112 $1,521,005 December 31, 2018 2017, |
Note 12 - Income Taxes
Note 12 - Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 12. Compenents of loss before income taxes: Year ended December 31 2018 2017 United States $ (1,694,301 ) $ (30,606 ) Foreign (111,040 ) (121,306 ) $ (1,805,341 ) $ (151,912 ) Compenents of provision (benefit) for income taxes: Year ended December 31 2018 2017 Current: Federal $ (3,000 ) $ (2,000 ) State 4,000 5,000 Foreign 97,000 33,000 Total current 98,000 36,000 Deferred: Federal - - State - - Foreign - 509,000 Total deferred - 509,000 $ 98,000 $ 545,000 The provision (benefit) for income taxes is different from the amounts computed by applying the United States federal statutory income tax rate of 21% 34% December 31, 2018 2017, Year ended December 31 2018 2017 Income taxes at U.S. statutory rate $ (379,000 ) $ (52,000 ) State income taxes, net of federal benefit 7,000 11,000 Higher/(lower) effective taxes on earnings/losses in foreign countries 38,000 (65,000 ) Foreign corporate income taxes 97,000 33,000 Foreign tax credit carryover - (66,000 ) Life insurance settlement 118,000 - GILTI 34,000 - Nondeductible meals and entertainment expense 9,000 13,000 Valuation allowance, net 186,000 707,000 Other (12,000 ) (36,000 ) $ 98,000 $ 545,000 The Company has determined that it was more likely than not not 2018 2017 $186,000 $198,000, $451,000 December 31, 2018 $188,000 2036 2037. $3,118,000 December 31, 2018 not December 31, 2018, not not As of December 31, 2017, no not $509,000 2017. The components of the deferred tax assets and liabilities, and the related tax effects of each temporary difference at December 31, 2018 2017, 2018 2017 Deferred tax assets: Inventory obsolescence reserve $ 53,000 $ 62,000 Product refund reserve - 7,000 Deferred revenue 91,000 - Organization costs 117,000 127,000 Deferred compensation 97,000 94,000 Depreciation and amortization 2,000 - Miscellaneous accrued expenses 23,000 13,000 Domestic net operating loss carryforwards 451,000 186,000 Foreign net operating loss carryforwards 3,118,000 3,413,000 Valuation allowance (3,845,000 ) (3,767,000 ) 107,000 135,000 Deferred tax liabilities: Depreciation and amortization - 28,000 Foreign currency exchange 107,000 107,000 107,000 135,000 Net deferred tax assets (liabilities) $ - $ - The United States Tax Cuts and Jobs Act (TCJA) was enacted in December 2017, 21% January 1, 2018, 21% December 31, 2017 Securities and Exchange Commission (“SEC”) issued Staff Accounting Bulletin (“SAB”) 118 118, 2017 2018, not 2017 The TCJA introduced a new tax on global intangible low-taxed income (“GILTI”) effective as of January 1, 2018. At December 31, 2018 2017, $32,000 $36,000, $22,000 The aggregate changes in the balance of net unrecognized tax benefits were as follows: 2018 2017 Beginning of year $ 26,000 $ 32,000 Settlements and effective settlements with tax authorities - - Lapse of statute of limitations (7,000 ) (6,000 ) Decrease to tax positions taken during prior periods (3,000 ) (6,000 ) Increase to tax positions taken during current period 6,000 6,000 End of year $ 22,000 $ 26,000 The Company applied applicable accounting guidance relating to accounting for uncertainty in income taxes. Reserves for uncertainty in income taxes are adjusted quarterly in light of changing facts and circumstances, such as the progress of tax audits, case law, and emerging legislation. The primary difference between gross unrecognized tax benefits and net unrecognized tax benefits is the U.S. federal tax benefit from state tax deductions. It is the Company’s practice to recognize interest and / or penalties related to income tax matters in income tax expense. At December 31, 2018 2017, $10,000 $11,000, The Company, including its domestic and foreign subsidiaries, is subject to U.S. federal income tax as well as income tax of multiple state and foreign jurisdictions. The Company has concluded all U.S. federal income tax matters for years through 2014 2014 One of the Company’s foreign subsidiaries is presently under local country audit for alleged deficiencies (totaling approximately $800,000 20% 2004 2006. not December 31, 2010, $185,000 2010 2011, December 31, 2018, $172,500. |
Note 13 - Employee Benefit Plan
Note 13 - Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | 13. The Company sponsors a 401 15% 10% December 31, 2018, 2017, 401 $36,800 $35,400 2018 2017, The Company sponsors an employee stock ownership plan ("ESOP") which covers substantially all U.S. employees. Contributions to the ESOP are funded by the Company on a discretionary basis. In 2018 2017, not |
Note 14 - Incentive Compensatio
Note 14 - Incentive Compensation Plans | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Compensation Related Costs, General [Text Block] | 14. Under a Board of Directors approved incentive compensation plan, bonuses are payable quarterly in an amount not 18% $500,000. 2018 2017, 18% 0 $109,500 2018 2017, The Company sponsors a Supplemental Executive Retirement Plan (SERP) to allow certain executives to defer a portion of their annual salary and bonus into a grantor trust. A grantor trust was established to hold the assets of the SERP. The Company funds the grantor trust by paying the amount deferred by the participant into the trust at the time of deferral. Investment earnings and losses accrue to the benefit or detriment of the participants. The SERP also provides for a discretionary matching contribution by the Company not 100% 2018 2017, not three not December 31, 2018 2017, $339,000 $330,000, December 31, 2018 2017, $341,000 $332,000, 2018 2017 |
Note 15 - Segment Information
Note 15 - Segment Information | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 15. Description of Products and Services by Segment The Company operates in one six December 31, 2018 2017 2018 2017 Net sales to external customers United States $ 27,673,352 $ 32,474,797 Australia/New Zealand 732,227 922,594 Canada 718,560 914,775 Mexico 474,372 445,299 Europe (1) 3,972,381 4,578,095 Asia (2) 2,544,849 2,453,222 Total net sales $ 36,115,741 $ 41,788,782 Assets by area United States $ 13,584,424 $ 18,100,872 Australia/New Zealand 540,591 572,368 Canada 166,533 265,629 Mexico 179,713 219,501 Europe (1) 867,008 1,032,641 Asia (2) 1,015,596 884,985 Total consolidated assets $ 16,353,865 $ 21,075,996 ( 1 Europe consists of United Kingdom, Ireland, France, Germany, Austria, and the Netherlands. ( 2 Asia consists of Philippines, Malaysia, and Singapore. The Company classifies its sales into two December 31, 2018 2017, 2018 2017 Net sales by product category Nutritional and dietary supplements $ 32,670,362 $ 37,326,863 Sales aids, membership fees, and other 1,247,807 1,424,494 Handling & freight income 2,197,572 3,037,425 Total net sales $ 36,115,741 $ 41,788,782 Reliv’ International, Inc. and Subsidiaries Notes to Consolidated Financial Statements |
Note 16 - Restructuring Activit
Note 16 - Restructuring Activities | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Restructuring and Related Activities Disclosure [Text Block] | 16. In April 2018, June 30, 2018 $77,000, second June 30, 2018. December 31, 2018, |
Note 17 - Subsequent Events
Note 17 - Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 17. On January 1, 2019, 2 In January 2019, $500,000 March 2019, 7 F- 30 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Nature of Operations, Policy [Policy Text Block] | Nature of Business Reliv’ International, Inc. (the Company) produces a proprietary line of nutritional supplements addressing basic nutrition, specific wellness needs, weight management, and sports nutrition. These products are sold by subsidiaries of the Company to a sales force of independent distributors of the Company that sell products directly to consumers. The Company and its subsidiaries sell products to distributors throughout the United States and in Australia, Austria, Canada, France, Germany, Ireland, Malaysia, Mexico, the Netherlands, New Zealand, the Philippines, Singapore, and the United Kingdom. |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The consolidated financial statements include the accounts of the Company and its foreign and domestic subsidiaries. All significant intercompany accounts and transactions have been eliminated. |
Use of Estimates, Policy [Policy Text Block] | 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 amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash Equivalents The Company's policy is to consider the following as cash and cash equivalents: demand deposits and short-term investments with a maturity of three |
Inventory, Policy [Policy Text Block] | Inventories Inventories are valued at the lower of cost or market. Product cost includes raw materials, labor, and overhead costs and is accounted for on a first first Sales aids and promotional materials inventories represent distributor kits, product brochures, and other sales and business development materials which are held for sale to distributors. Cost of the sales aids and promotional materials held for sale are capitalized as inventories and subsequently recorded to cost of goods sold upon recognition of revenue when sold to distributors. All other advertising and promotional costs are expensed when incurred. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant, and Equipment Property, plant, and equipment are stated on the cost basis. Depreciation is computed using the straight-line or an accelerated method over the useful life of the related assets. Generally, computer equipment and software are depreciated over 3 5 7 39 |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation and Transaction Gains or Losses All balance sheet accounts have been translated using the exchange rates in effect at the balance sheet date. Statements of net income (loss) amounts have been translated using the average exchange rate for the year. The gains and losses resulting from the changes in exchange rates from year to year have been reported in other comprehensive income (loss). The foreign currency translation adjustment is the only component of accumulated other comprehensive loss. If applicable, foreign currency translation adjustments exclude income tax expense (benefit) as certain of the Company’s investments in non-U.S. subsidiaries are deemed to be reinvested for an indefinite period of time. Foreign currency transaction gains (losses) were $32,577 $20,659 2018 2017, |
Earnings Per Share, Policy [Policy Text Block] | Basic and Diluted Earnings (Loss) per Share Basic earnings (loss) per common share are computed using the weighted average number of common shares outstanding during the year. Diluted earnings (loss) per common share are computed using the weighted average number of common shares and potential dilutive common shares that were outstanding during the period. Potential dilutive common shares consist of outstanding stock options, outstanding stock warrants, and convertible preferred stock. See Note 9 |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation The Company has stock-based incentive plans under which it may 8 The Company accounts for options granted to non-employees and warrants granted to distributors under the fair value approach required by FASB ASC Topic 505 50, |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements FASB ASC Topic 820, 6 |
Income Tax, Policy [Policy Text Block] | Income Taxes The provision for income taxes is computed using the liability method. The primary differences between financial statement and taxable income result from financial statement accruals and reserves and differences between depreciation and amortization for book and tax purposes. Unrecognized tax benefits are accounted for as required by FASB ASC Topic 740 not 12 |
Advertising Costs, Policy [Policy Text Block] | Advertising Costs of sales aids and promotional materials are capitalized as inventories. All other advertising and promotional costs are expensed when incurred. The Company recorded $19,300 $22,300 2018 2017, |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Expenses Research and development expenses, which are charged to selling, general, and administrative expenses as incurred, were $473,000 $488,000 2018 2017, |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | Amortizable Intangible Assets The Company records intangible assets based on management’s determination of the fair value of the respective assets at the time of acquisition. Determining the fair value of intangible assets is judgmental and involves the use of significant estimates and assumptions of future company operations. The Company bases its fair value estimates and related asset lives on assumptions it believes to be reasonable but that are unpredictable and inherently uncertain. Actual future results may Intangible assets estimated to have finite lives are amortized over their estimated economic life under the straight-line method; such method correlates to management’s estimate of the assets’ economic benefit. Based on management’s estimates at origination, these lives range from two seventeen December 31, 2018, six eleven |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition On January 1, 2018, No. 2014 09, Revenue from Contracts with Customers not $367,568 zero The new revenue standard defines a five 20 40 not Under this new revenue standard, the Company determined that the timeframe for recognizing the revenue performance obligation for membership fees-type revenue would be lengthened to more closely correlate with the distributor (including customer) membership terms of generally twelve December 31, 2017, $367,568. December 31, 2018, $337,234. Actual and estimated sales returns are classified as a reduction of net sales. The Company estimates and accrues a reserve for product returns based on the Company’s return policy and historical experience. The Company’s return policy allows for distributors to return product only upon termination of his or her distributorship. Allowable returns are limited to saleable product which was purchased within twelve 100% December 31, 2018 2017, 0.17% 0.25%, The Company records handling and freight income as a component of net sales and records handling and freight costs as a component of cost of products sold. Total net sales do not In accordance with the new revenue standard requirements, the disclosure of the impact of adoption to the Company’s results from operations are as follows: Year Ended December 31, 2018 Without Effect of Adoption of Change As Reported ASU 2014-09 Higher/(Lower) Operating results Net sales $ 36,115,741 $ 36,086,633 $ 29,108 Net loss (1,903,341 ) (1,932,449 ) 29,108 The Company does not |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements – Not In February 2016, No. 2016 02, Leases (Topic 842 No. 2016 02, No. 2018 11, Leases (Topic 842 No. 2016 02. No. 2018 11 As required, the Company will adopt ASU 2016 02 January 1, 2019. January 1, 2019 $460,000 |
Going Concern [Policy Text Block] | Going Concern The Company has incurred operating losses, declining net sales, and negative net cash flows over its most recent five not December 31, 2018, $1,989,974 may not one not twelve The Company may not may not not The Company has taken several steps which management believes will result in an improved financial position, operating results, and cash flows. As detailed in Note 7 January 2019, $500,000 $750,000 March 2019, $750,000 April 28, 2020. As detailed in Note 2 January 2019, $200,000 Should the aforementioned changes to the company’s operations not may 11 These actions may may not may not may no |
Note 1 - Nature of Business a_2
Note 1 - Nature of Business and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | Year Ended December 31, 2018 Without Effect of Adoption of Change As Reported ASU 2014-09 Higher/(Lower) Operating results Net sales $ 36,115,741 $ 36,086,633 $ 29,108 Net loss (1,903,341 ) (1,932,449 ) 29,108 |
Note 3 - Property, Plant, and_2
Note 3 - Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | 2018 2017 Land and land improvements $ 905,190 $ 905,190 Building 9,964,523 9,950,190 Machinery and equipment 180,519 4,755,727 Office equipment 1,157,392 1,183,115 Computer equipment and software 2,212,935 2,261,038 14,420,559 19,055,260 Less accumulated depreciation 9,722,009 13,378,021 $ 4,698,550 $ 5,677,239 |
Note 4 - Accounts Payable and_2
Note 4 - Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | 2018 2017 Trade payables $ 2,105,814 $ 1,667,495 Distributors' commissions 1,030,948 1,115,649 Sales taxes 195,802 154,958 Deferred revenue 337,234 - Payroll and payroll taxes 210,288 261,916 $ 3,880,086 $ 3,200,018 |
Note 5 - Amortizable Intangib_2
Note 5 - Amortizable Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Accumulated Gross Carrying Amount Amortization 2018 2017 2018 2017 Distributorship and related agreements $ 2,060,000 $ 2,060,000 $ 1,437,423 $ 1,327,556 Lunasin technology license 1,954,661 1,954,661 628,975 512,857 $ 4,014,661 $ 4,014,661 $ 2,066,398 $ 1,840,413 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Intangible Amortization 2019 $ 226,000 2020 226,000 2021 226,000 2022 226,000 2023 226,000 |
Note 6 - Fair Value of Financ_2
Note 6 - Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Fair Value, by Balance Sheet Grouping [Table Text Block] | Carrying Fair Description Amount Value Level 1 Level 2 Level 3 December 31, 2018 Note receivable $ 1,405,112 $ 1,529,000 - $ 1,529,000 - Marketable securities 339,000 339,000 $ 339,000 - - December 31, 2017 Long-term debt $ 3,045,421 $ 3,045,421 - $ 3,045,421 - Note receivable 1,521,005 1,684,000 - 1,684,000 - Marketable securities 330,000 330,000 $ 330,000 - - |
Note 7 - Debt (Tables)
Note 7 - Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | 2018 2017 Term loan $ - $ 2,545,421 Revolving line of credit - 500,000 - 3,045,421 Less current maturities - 3,045,421 Long-term portion $ - $ - |
Note 8 - Stockholders' Equity (
Note 8 - Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Share-based Compensation, Stock Options, Activity [Table Text Block] | 2018 2017 Options Weighted Avg. Exercise Price Options Weighted Avg. Exercise Price Outstanding beginning of the year 140,424 $ 7.85 236,844 $ $8.14 Granted - - Exercised - - Expired and forfeited (58,998 ) 7.96 (96,420 ) 8.57 Outstanding at end of year 81,426 $ 7.77 140,424 $ 7.85 Exercisable at end of year 14,655 $ 7.77 13,713 $ 7.77 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | 2018 2017 Warrants Weighted Avg. Exercise Price Warrants Weighted Avg. Exercise Price Outstanding beginning of the year 5,960 $ 4.46 6,291 $ 5.34 Granted 1,113 4.24 1,258 4.77 Exercised - - Expired (2,183 ) 4.06 (1,589 ) 8.19 Outstanding at end of year 4,890 $ 4.58 5,960 $ 4.46 Exercisable at end of year 4,890 5,960 |
Schedule of Stockholders' Equity Note, Warrants and Rights Outstanding and Exercisable [Table Text Block] | As of December 31, 2018 Warrants Outstanding and Exercisable Range of Exercise Prices Warrants Weighted Avg. Exercise Price Weighted Avg. Remaining Life $4.24 1,113 $ 4.24 3.00 $4.64 2,519 4.64 1.00 $4.77 1,258 4.77 2.00 $4.24 - $4.77 4,890 $ 4.58 1.71 |
Warrants [Member] | |
Notes Tables | |
Schedule of Share-based Payment Award, Warrants, Valuation Assumptions [Table Text Block] | Year ended December 31 2018 2017 Expected warrant life (years) 3.0 3.0 Risk-free weighted average interest rate 2.46 % 1.98 % Stock price volatility 55.8 % 73.8 % Dividend yield 0.0 % 0.0 % |
Note 9 - Loss Per Share (Tables
Note 9 - Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Year ended December 31 2018 2017 Numerator: Net loss $ (1,903,341 ) $ (696,912 ) Denominator: Denominator for basic loss per share – weighted average shares 1,845,000 1,845,000 Dilutive effect of employee stock options and other warrants - - Denominator for diluted loss per share – adjusted weighted average shares 1,845,000 1,845,000 Basic loss per share $ (1.03 ) $ (0.38 ) Diluted loss per share $ (1.03 ) $ (0.38 ) |
Note 10 - Leases (Tables)
Note 10 - Leases (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | 2019 $ 268,652 2020 186,168 2021 16,479 2022 16,479 2023 6,681 Thereafter - $ 494,459 |
Note 12 - Income Taxes (Tables)
Note 12 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | Compenents of loss before income taxes: Year ended December 31 2018 2017 United States $ (1,694,301 ) $ (30,606 ) Foreign (111,040 ) (121,306 ) $ (1,805,341 ) $ (151,912 ) |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Compenents of provision (benefit) for income taxes: Year ended December 31 2018 2017 Current: Federal $ (3,000 ) $ (2,000 ) State 4,000 5,000 Foreign 97,000 33,000 Total current 98,000 36,000 Deferred: Federal - - State - - Foreign - 509,000 Total deferred - 509,000 $ 98,000 $ 545,000 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Year ended December 31 2018 2017 Income taxes at U.S. statutory rate $ (379,000 ) $ (52,000 ) State income taxes, net of federal benefit 7,000 11,000 Higher/(lower) effective taxes on earnings/losses in foreign countries 38,000 (65,000 ) Foreign corporate income taxes 97,000 33,000 Foreign tax credit carryover - (66,000 ) Life insurance settlement 118,000 - GILTI 34,000 - Nondeductible meals and entertainment expense 9,000 13,000 Valuation allowance, net 186,000 707,000 Other (12,000 ) (36,000 ) $ 98,000 $ 545,000 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | 2018 2017 Deferred tax assets: Inventory obsolescence reserve $ 53,000 $ 62,000 Product refund reserve - 7,000 Deferred revenue 91,000 - Organization costs 117,000 127,000 Deferred compensation 97,000 94,000 Depreciation and amortization 2,000 - Miscellaneous accrued expenses 23,000 13,000 Domestic net operating loss carryforwards 451,000 186,000 Foreign net operating loss carryforwards 3,118,000 3,413,000 Valuation allowance (3,845,000 ) (3,767,000 ) 107,000 135,000 Deferred tax liabilities: Depreciation and amortization - 28,000 Foreign currency exchange 107,000 107,000 107,000 135,000 Net deferred tax assets (liabilities) $ - $ - |
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | 2018 2017 Beginning of year $ 26,000 $ 32,000 Settlements and effective settlements with tax authorities - - Lapse of statute of limitations (7,000 ) (6,000 ) Decrease to tax positions taken during prior periods (3,000 ) (6,000 ) Increase to tax positions taken during current period 6,000 6,000 End of year $ 22,000 $ 26,000 |
Note 15 - Segment Information (
Note 15 - Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block] | 2018 2017 Net sales to external customers United States $ 27,673,352 $ 32,474,797 Australia/New Zealand 732,227 922,594 Canada 718,560 914,775 Mexico 474,372 445,299 Europe (1) 3,972,381 4,578,095 Asia (2) 2,544,849 2,453,222 Total net sales $ 36,115,741 $ 41,788,782 Assets by area United States $ 13,584,424 $ 18,100,872 Australia/New Zealand 540,591 572,368 Canada 166,533 265,629 Mexico 179,713 219,501 Europe (1) 867,008 1,032,641 Asia (2) 1,015,596 884,985 Total consolidated assets $ 16,353,865 $ 21,075,996 |
Schedule of Segment Reporting Information by Product [Table Text Block] | 2018 2017 Net sales by product category Nutritional and dietary supplements $ 32,670,362 $ 37,326,863 Sales aids, membership fees, and other 1,247,807 1,424,494 Handling & freight income 2,197,572 3,037,425 Total net sales $ 36,115,741 $ 41,788,782 |
Note 1 - Nature of Business a_3
Note 1 - Nature of Business and Significant Accounting Policies (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | ||||||||
Jan. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 25, 2019 | Jan. 01, 2019 | Sep. 11, 2018 | Apr. 11, 2018 | Jan. 01, 2018 | Dec. 31, 2016 | Sep. 30, 2015 | |
Foreign Currency Transaction Gain (Loss), Unrealized | $ 32,577 | $ 20,659 | ||||||||
Advertising Expense | 19,300 | 22,300 | ||||||||
Research and Development Expense, Total | 473,000 | 488,000 | ||||||||
Contract with Customer, Liability, Total | $ 337,234 | $ 367,568 | ||||||||
Sales Returns, Goods, Percentage of Refund | 100.00% | |||||||||
Sales Returns, Goods, Percentage | 0.17% | 0.25% | ||||||||
Cash and Cash Equivalents, at Carrying Value, Ending Balance | $ 1,989,974 | $ 3,272,788 | $ 3,606,817 | |||||||
Revolving Credit Facility [Member] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 750,000 | $ 2,000,000 | $ 3,500,000 | |||||||
Subsequent Event [Member] | Nutracom, LLC [Member] | ||||||||||
Purchase Agreement, Payments Made Per Year | $ 200,000 | |||||||||
Subsequent Event [Member] | Revolving Credit Facility [Member] | ||||||||||
Long-term Line of Credit, Total | 500,000 | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 750,000 | $ 750,000 | ||||||||
Accounting Standards Update 2014-09 [Member] | ||||||||||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ 367,568 | |||||||||
Accounting Standards Update 2016-02 [Member] | Subsequent Event [Member] | ||||||||||
Operating Lease, Right-of-Use Asset | $ 460,000 | |||||||||
Operating Lease, Liability, Total | $ 460,000 | |||||||||
Minimum [Member] | ||||||||||
Finite-Lived Intangible Asset, Useful Life | 2 years | |||||||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 6 years | |||||||||
Maximum [Member] | ||||||||||
Finite-Lived Intangible Asset, Useful Life | 17 years | |||||||||
Finite-Lived Intangible Assets, Remaining Amortization Period | 11 years | |||||||||
Computer Equipment and Software [Member] | Minimum [Member] | ||||||||||
Property, Plant and Equipment, Useful Life | 3 years | |||||||||
Computer Equipment and Software [Member] | Maximum [Member] | ||||||||||
Property, Plant and Equipment, Useful Life | 5 years | |||||||||
Office Equipment and Machinery [Member] | ||||||||||
Property, Plant and Equipment, Useful Life | 7 years | |||||||||
Real Property [Member] | ||||||||||
Property, Plant and Equipment, Useful Life | 39 years |
Note 1 - Nature of Business a_4
Note 1 - Nature of Business and Significant Accounting Policies - Adoption of ASU No. 2014-09, Results from Operations (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net sales | $ 36,115,741 | $ 41,788,782 |
Net loss | (1,903,341) | $ (696,912) |
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | ||
Net sales | 36,086,633 | |
Net loss | (1,932,449) | |
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | ||
Net sales | 29,108 | |
Net loss | $ 29,108 |
Note 2 - Assets Held For Sale (
Note 2 - Assets Held For Sale (Details Textual) - USD ($) | Jan. 01, 2019 | Jan. 01, 2020 |
Nutracom, LLC [Member] | Minimum [Member] | Scenario, Forecast [Member] | ||
Percentage of Annual Revenues of Non-related Parties from Equity Interest | 1.00% | |
Nutracom, LLC [Member] | Maximum [Member] | Scenario, Forecast [Member] | ||
Percentage of Annual Revenues of Non-related Parties from Equity Interest | 1.25% | |
Subsequent Event [Member] | Nutracom, LLC [Member] | ||
Supply Commitment, Term | 7 years | |
Lessor, Operating Lease, Term of Contract | 7 years | |
Lessor, Operating Lease, Renewal Term | 5 years | |
Shares Transferred From Related Parties | 99,200 | |
Shares Transferred From Related Parties, Value | $ 540,144 | |
Equity Interest Issued from Related Parties as Consideration | 15.00% | |
Equity Interest Issued from Related Parties as Consideration, Value | $ 505,000 | |
Subsequent Event [Member] | Nutracom, LLC [Member] | Secured Promissory Note [Member] | ||
Notes Receivable, Related Parties, Noncurrent | $ 1,000,000 | |
Notes Receivable, Related Parties, Term | 7 years | |
Notes Receivable, Related Parties, Interest Rate | 5.50% | |
Subsequent Event [Member] | Nutracom, LLC [Member] | Unsecured Promissory Note [Member] | ||
Notes Receivable, Related Parties, Noncurrent | $ 764,344 | |
Notes Receivable, Related Parties, Term | 7 years | |
Notes Receivable, Related Parties, Interest Rate | 7.00% | |
Notes Receivable, Interest Only Period | 2 years | |
Notes Receivable, Related Parties, Amortization Period | 10 years | |
Subsequent Event [Member] | Nutracom, LLC [Member] | Minimum [Member] | ||
Operating Lease, Lease Income, Lease Payments | $ 193,000 | |
Subsequent Event [Member] | Nutracom, LLC [Member] | Maximum [Member] | ||
Operating Lease, Lease Income, Lease Payments | 410,000 | |
Subsequent Event [Member] | Machinery and Other Equipment Sold to Nutracom [Member] | ||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal | 435,000 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Subsequent Event [Member] | Inventories Sold to Nutracom [Member] | ||
Disposal Group, Including Discontinued Operation, Consideration | 1,560,000 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Subsequent Event [Member] | Machinery and Other Equipment Sold to Nutracom [Member] | ||
Disposal Group, Including Discontinued Operation, Consideration | 1,000,000 | |
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Current | $ 565,000 |
Note 3 - Property, Plant, and_3
Note 3 - Property, Plant, and Equipment (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment, Gross, Ending Balance | $ 14,420,559 | $ 19,055,260 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment, Ending Balance | 9,722,009 | 13,378,021 |
Depreciation, Total | 584,457 | $ 674,141 |
Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | ||
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Current | 560,000 | |
Property, Plant and Equipment, Gross, Ending Balance | 4,700,000 | |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment, Ending Balance | $ 4,140,000 |
Note 3 - Property, Plant, and_4
Note 3 - Property, Plant, and Equipment - Summary of Property, Plant, and Equipment (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Property, plant, and equipment, gross | $ 14,420,559 | $ 19,055,260 |
Less accumulated depreciation | 9,722,009 | 13,378,021 |
Property, plant, and equipment, net | 4,698,550 | 5,677,239 |
Land and Land Improvements [Member] | ||
Property, plant, and equipment, gross | 905,190 | 905,190 |
Building [Member] | ||
Property, plant, and equipment, gross | 9,964,523 | 9,950,190 |
Machinery and Equipment [Member] | ||
Property, plant, and equipment, gross | 180,519 | 4,755,727 |
Office Equipment [Member] | ||
Property, plant, and equipment, gross | 1,157,392 | 1,183,115 |
Computer Equipment and Software [Member] | ||
Property, plant, and equipment, gross | $ 2,212,935 | $ 2,261,038 |
Note 4 - Accounts Payable and_3
Note 4 - Accounts Payable and Accrued Expenses - Summary of Accounts Payable and Accrued Expenses (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Trade payables | $ 2,105,814 | $ 1,667,495 |
Distributors' commissions | 1,030,948 | 1,115,649 |
Sales taxes | 195,802 | 154,958 |
Deferred revenue | 337,234 | |
Payroll and payroll taxes | 210,288 | 261,916 |
$ 3,880,086 | $ 3,200,018 |
Note 5 - Amortizable Intangib_3
Note 5 - Amortizable Intangible Assets (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Amortization of Intangible Assets, Total | $ 225,985 | $ 225,985 |
Note 5 - Amortizable Intangib_4
Note 5 - Amortizable Intangible Assets - Summary of Amortizable Intangible Assets (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Gross carrying amount | $ 4,014,661 | $ 4,014,661 |
Accumulated amortization | 2,066,398 | 1,840,413 |
Distributorship and Related Agreements [Member] | ||
Gross carrying amount | 2,060,000 | 2,060,000 |
Accumulated amortization | 1,437,423 | 1,327,556 |
Lunasin Technology License [Member] | ||
Gross carrying amount | 1,954,661 | 1,954,661 |
Accumulated amortization | $ 628,975 | $ 512,857 |
Note 5 - Amortizable Intangib_5
Note 5 - Amortizable Intangible Assets - Amortization Expense Over the Next Five Years (Details) | Dec. 31, 2018USD ($) |
2019 | $ 226,000 |
2020 | 226,000 |
2021 | 226,000 |
2022 | 226,000 |
2023 | $ 226,000 |
Note 6 - Fair Value of Financ_3
Note 6 - Fair Value of Financial Instruments - Summary of Financial Instruments (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Reported Value Measurement [Member] | ||
Note receivable | $ 1,405,112 | $ 1,521,005 |
Marketable securities | 339,000 | 330,000 |
Long-term debt | 3,045,421 | |
Estimate of Fair Value Measurement [Member] | ||
Note receivable | 1,529,000 | 1,684,000 |
Marketable securities | 339,000 | 330,000 |
Long-term debt | 3,045,421 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Note receivable | ||
Marketable securities | 339,000 | 330,000 |
Long-term debt | ||
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Note receivable | 1,529,000 | 1,684,000 |
Marketable securities | ||
Long-term debt | 3,045,421 | |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Note receivable | ||
Marketable securities | ||
Long-term debt |
Note 7 - Debt (Details Textual)
Note 7 - Debt (Details Textual) - USD ($) | Sep. 11, 2018 | Sep. 30, 2015 | Mar. 28, 2019 | Jul. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 25, 2019 | Jan. 31, 2019 | Apr. 11, 2018 |
Proceeds from Life Insurance Policy | $ 3,070,000 | $ 3,066,193 | |||||||
Repayments of Debt | 2,860,000 | ||||||||
Cash Surrender Value of Life Insurance | 0 | 3,086,522 | |||||||
Line of Credit, Current | 500,000 | ||||||||
Loans Payable, Current, Total | $ 2,545,421 | ||||||||
Revolving Credit Facility [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 750,000 | $ 3,500,000 | $ 2,000,000 | ||||||
Debt Instrument, Term | 1 year | ||||||||
Line of Credit, Current | $ 0 | ||||||||
Revolving Credit Facility [Member] | Subsequent Event [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 750,000 | $ 750,000 | |||||||
Line of Credit, Current | $ 500,000 | ||||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | 2.25% | |||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Subsequent Event [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | ||||||||
Term Loan [Member] | |||||||||
Debt Instrument, Face Amount | $ 3,250,000 | ||||||||
Debt Instrument, Term | 3 years | ||||||||
Debt Instrument, Amortization Term | 10 years | ||||||||
Debt Instrument, Periodic Payment, Principal | $ 27,080 | ||||||||
Loans Payable, Current, Total | 0 | ||||||||
Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | ||||||||
Line of Credit [Member] | |||||||||
Line of Credit, Current | $ 0 |
Note 7 - Debt - Summary of Debt
Note 7 - Debt - Summary of Debt (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Long-term debt | $ 3,045,421 | |
Long-term debt | 3,045,421 | |
Less current maturities | 3,045,421 | |
Long-term portion | ||
Term Loan [Member] | ||
Long-term debt | 2,545,421 | |
Long-term debt | 2,545,421 | |
Line of Credit [Member] | ||
Long-term debt | 500,000 | |
Long-term debt | $ 500,000 |
Note 8 - Stockholders' Equity_2
Note 8 - Stockholders' Equity (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Jul. 31, 2009 | Dec. 31, 2018 | Dec. 31, 2017 | May 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 | |||
Allocated Share-based Compensation Expense, Total | 21,000 | $ 27,000 | ||
Allocated Share-based Compensation Expense, Net of Tax | $ 21,000 | 27,000 | ||
The 2014 Stock Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 142,857 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 19,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options, Net of Tax | $ 19,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 62 days | |||
The 2014 Stock Incentive Plan [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 10 years | |||
The 2017 Incentive Stock Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 200,000 | |||
The 2009 Distributor Stock Purchase Plan [Member] | ||||
Allocated Share-based Compensation Expense, Total | $ 3,000 | $ 6,600 | ||
Percentage of Monthly Distributor Compensation That Can Be Used to Purchase Common Stock | 10.00% | |||
Class of Warrant or Right, Issued During Period, Percentage of Total Shares Purchased | 25.00% | |||
The 2009 Distributor Stock Purchase Plan [Member] | Warrant [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding | $ 0 |
Note 8 - Stockholders' Equity -
Note 8 - Stockholders' Equity - Summary of Stock Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Options outstanding, beginning of year (in shares) | 140,424 | 236,844 |
Options outstanding, beginning of year, weighted average exercise price (in dollars per share) | $ 7.85 | $ 8.14 |
Options granted (in shares) | ||
Options granted, weighted average exercise price (in dollars per share) | ||
Options exercised (in shares) | ||
Options exercised, weighted average exercise price (in dollars per share) | ||
Options expired and forfeited (in shares) | (58,998) | (96,420) |
Options expired and forfeited, weighted average exercise price (in dollars per share) | $ 7.96 | $ 8.57 |
Options outstanding, end of year (in shares) | 81,426 | 140,424 |
Options outstanding, end of year, weighted average exercise price (in dollars per share) | $ 7.77 | $ 7.85 |
Options exercisable (in shares) | 14,655 | 13,713 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 7.77 | $ 7.77 |
Note 8 - Stockholders' Equity_3
Note 8 - Stockholders' Equity - Summary of Warrant Activity (Details) - Warrant [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Warrants outstanding, beginning of year (in shares) | 5,960 | 6,291 |
Warrants outstanding, beginning of year, weighted average exercise price (in dollars per share) | $ 4.46 | $ 5.34 |
Warrants granted (in shares) | 1,113 | 1,258 |
Warrants granted, weighted average exercise price (in dollars per share) | $ 4.24 | $ 4.77 |
Warrants exercised (in shares) | ||
Warrants exercised, weighted average exercise price (in dollars per share) | ||
Warrants expired (in shares) | (2,183) | (1,589) |
Warrants expired, weighted average exercise price (in dollars per share) | $ 4.06 | $ 8.19 |
Warrants outstanding, end of year (in shares) | 4,890 | 5,960 |
Warrants outstanding, end of year, weighted average exercise price (in dollars per share) | $ 4.58 | $ 4.46 |
Warrants exercisable (in shares) | 4,890 | 5,960 |
Warrants exercisable, weighted average exercise price (in dollars per share) |
Note 8 - Stockholders' Equity_4
Note 8 - Stockholders' Equity - Summary of Warrants Outstanding and Exercisable (Details) - Warrant [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Exercise prices (in dollars per share) | $ 4.46 | $ 5.34 | |
Warrants Outstanding (in shares) | 4,890 | 5,960 | 6,291 |
Weighted Avg. Remaining Life (Year) | 1 year 259 days | ||
Weighted Average [Member] | |||
Exercise prices (in dollars per share) | $ 4.58 | ||
Minimum [Member] | |||
Exercise prices (in dollars per share) | 4.24 | ||
Maximum [Member] | |||
Exercise prices (in dollars per share) | 4.77 | ||
Exercise Price Range 1 [Member] | |||
Exercise prices (in dollars per share) | $ 4.24 | ||
Warrants Outstanding (in shares) | 1,113 | ||
Weighted Avg. Remaining Life (Year) | 3 years | ||
Exercise Price Range 1 [Member] | Weighted Average [Member] | |||
Exercise prices (in dollars per share) | $ 4.24 | ||
Exercise Price Range 2 [Member] | |||
Exercise prices (in dollars per share) | $ 4.64 | ||
Warrants Outstanding (in shares) | 2,519 | ||
Weighted Avg. Remaining Life (Year) | 1 year | ||
Exercise Price Range 2 [Member] | Weighted Average [Member] | |||
Exercise prices (in dollars per share) | $ 4.64 | ||
Exercise Price Range 3 [Member] | |||
Exercise prices (in dollars per share) | $ 4.77 | ||
Warrants Outstanding (in shares) | 1,258 | ||
Weighted Avg. Remaining Life (Year) | 2 years | ||
Exercise Price Range 3 [Member] | Weighted Average [Member] | |||
Exercise prices (in dollars per share) | $ 4.77 |
Note 8 - Stockholders' Equity_5
Note 8 - Stockholders' Equity - Fair Value of Warrants (Details) - Warrants [Member] | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Expected warrant life (Year) | 3 years | 3 years |
Risk-free weighted average interest rate | 2.46% | 1.98% |
Stock price volatility | 55.80% | 73.80% |
Dividend yield | 0.00% | 0.00% |
Note 9 - Loss Per Share (Detail
Note 9 - Loss Per Share (Details Textual) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 86,316 | 146,384 |
Note 9 - Loss Per Share - Basic
Note 9 - Loss Per Share - Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net loss | $ (1,903,341) | $ (696,912) |
Denominator for basic loss per share – weighted average shares (in shares) | 1,845,000 | 1,845,000 |
Dilutive effect of employee stock options and other warrants (in shares) | ||
Denominator for diluted loss per share – adjusted weighted average shares (in shares) | 1,845,000 | 1,845,000 |
Loss per common share - Basic (in dollars per share) | $ (1.03) | $ (0.38) |
Loss per common share - Diluted (in dollars per share) | $ (1.03) | $ (0.38) |
Note 10 - Leases (Details Textu
Note 10 - Leases (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Leases, Rent Expense, Total | $ 326,724 | $ 338,734 |
Note 10 - Leases - Summary of F
Note 10 - Leases - Summary of Future Minimum Payments (Details) | Dec. 31, 2018USD ($) |
2019 | $ 268,652 |
2020 | 186,168 |
2021 | 16,479 |
2022 | 16,479 |
2023 | 6,681 |
Thereafter | |
$ 494,459 |
Note 11 - Note Receivable Due_2
Note 11 - Note Receivable Due From Distributor (Details Textual) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 | May 31, 2012 | Mar. 31, 2012 |
Loan Modification Agreement [Member] | ||||
Due from Related Parties, Total | $ 2,000,000 | |||
Notes Receivable, Interest Rate, Stated Percentage | 6.00% | |||
Financing Receivable, Net, Total | $ 1,405,112 | $ 1,521,005 | ||
Real Estate Investment [Member] | ||||
Due from Related Parties, Total | $ 2,000,000 |
Note 12 - Income Taxes (Details
Note 12 - Income Taxes (Details Textual) - USD ($) | Dec. 31, 2010 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2006 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 34.00% | ||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 186,000 | $ 707,000 | ||
Operating Loss Carryforwards, Valuation Allowance, Total | 451,000 | |||
Operating Loss Carryforwards Subject to Expiration | 188,000 | |||
Deferred Tax Assets, Operating Loss Carryforwards, Foreign | 3,118,000 | 3,413,000 | ||
Unrecognized Tax Benefits, Cumulative Amount | 32,000 | 36,000 | ||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 22,000 | |||
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense, Total | 10,000 | 11,000 | ||
VAT and Withholding Taxes | $ 800,000 | |||
Interest Penalty Percentage | 20.00% | |||
Reserve for Tax Deficiencies of Subsidiaries [Member] | ||||
Loss Contingency Accrual, Ending Balance | 172,500 | |||
Selling, General and Administrative Expenses [Member] | Reserve for Tax Deficiencies of Subsidiaries [Member] | ||||
Loss Contingency Accrual, Period Increase (Decrease), Total | $ 185,000 | |||
Domestic Tax Authority [Member] | ||||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 186,000 | 198,000 | ||
Foreign Tax Authority [Member] | ||||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | $ 509,000 |
Note 12 - Income Taxes - Compon
Note 12 - Income Taxes - Components of Loss Before Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
United States | $ (1,694,301) | $ (30,606) |
Foreign | (111,040) | (121,306) |
$ (1,805,341) | $ (151,912) |
Note 12 - Income Taxes - Comp_2
Note 12 - Income Taxes - Components of Provision (Benefit) for Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | ||
Federal | $ (3,000) | $ (2,000) |
State | 4,000 | 5,000 |
Foreign | 97,000 | 33,000 |
Total current | 98,000 | 36,000 |
Deferred: | ||
Federal | ||
State | ||
Foreign | 509,000 | |
Total deferred | 509,000 | |
$ 98,000 | $ 545,000 |
Note 12 - Income Taxes - Income
Note 12 - Income Taxes - Income Tax Rate Reconciliation (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income taxes at U.S. statutory rate | $ (379,000) | $ (52,000) |
State income taxes, net of federal benefit | 7,000 | 11,000 |
Higher/(lower) effective taxes on earnings/losses in foreign countries | 38,000 | (65,000) |
Foreign corporate income taxes | 97,000 | 33,000 |
Foreign tax credit carryover | (66,000) | |
Life insurance settlement | 118,000 | |
GILTI | 34,000 | |
Nondeductible meals and entertainment expense | 9,000 | 13,000 |
Valuation allowance, net | 186,000 | 707,000 |
Other | (12,000) | (36,000) |
$ 98,000 | $ 545,000 |
Note 12 - Income Taxes - Comp_3
Note 12 - Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Inventory obsolescence reserve | $ 53,000 | $ 62,000 |
Product refund reserve | 7,000 | |
Deferred revenue | 91,000 | |
Organization costs | 117,000 | 127,000 |
Deferred compensation | 97,000 | 94,000 |
Depreciation and amortization, deferred tax assets | 2,000 | |
Miscellaneous accrued expenses | 23,000 | 13,000 |
Domestic net operating loss carryforwards | 451,000 | 186,000 |
Foreign net operating loss carryforwards | 3,118,000 | 3,413,000 |
Valuation allowance | (3,845,000) | (3,767,000) |
107,000 | 135,000 | |
Deferred tax liabilities: | ||
Depreciation and amortization, deferred tax liabilities | 28,000 | |
Foreign currency exchange | 107,000 | 107,000 |
107,000 | 135,000 | |
Net deferred tax assets (liabilities) |
Note 12 - Income Taxes - Summar
Note 12 - Income Taxes - Summary of Gross Unrecognized Tax Benefits (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Beginning of year | $ 26,000 | $ 32,000 |
Settlements and effective settlements with tax authorities | ||
Lapse of statute of limitations | (7,000) | (6,000) |
Decrease to tax positions taken during prior periods | (3,000) | (6,000) |
Increase to tax positions taken during current period | 6,000 | 6,000 |
End of year | $ 22,000 | $ 26,000 |
Note 13 - Employee Benefit Pl_2
Note 13 - Employee Benefit Plans (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Defined Contribution Plan, Contributions By Plan Participants Percentage | 15.00% | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 10.00% | 10.00% |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 36,800 | $ 35,400 |
Employee Stock Ownership Plan (ESOP), Cash Contributions to ESOP | $ 0 | $ 0 |
Note 14 - Incentive Compensat_2
Note 14 - Incentive Compensation Plans (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Supplemental Employee Retirement Plan [Member] | ||
Supplemental Executive Retirement Plan, Employer Matching Contribution, Percentage | 100.00% | |
Asset Retirement Obligation, Legally Restricted Assets, Fair Value | $ 339,000 | $ 330,000 |
Deferred Compensation Liability, Classified, Noncurrent, Total | $ 341,000 | $ 332,000 |
Incentive Compensation Plan [Member] | ||
Maximum Percentage of Bonus Under Incentive Compensation PLan | 18.00% | |
Minimum Quarterly Income From Operations | $ 500,000 | |
Percentage of Bonus Under Incentive Compensation Plan | 18.00% | 18.00% |
Incentive Compensation Expense Annual | $ 0 | $ 109,500 |
Note 15 - Segment Information_2
Note 15 - Segment Information (Details Textual) | 12 Months Ended |
Dec. 31, 2018 | |
Number of Operating Segments | 6 |
Note 15 - Segment Information -
Note 15 - Segment Information - Summary of Geographic Area Data (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Net sales | $ 36,115,741 | $ 41,788,782 | |
Assets by area | 16,353,865 | 21,075,996 | |
UNITED STATES | |||
Net sales | 27,673,352 | 32,474,797 | |
Assets by area | 13,584,424 | 18,100,872 | |
Australia, New Zealand [Member] | |||
Net sales | 732,227 | 922,594 | |
Assets by area | 540,591 | 572,368 | |
CANADA | |||
Net sales | 718,560 | 914,775 | |
Assets by area | 166,533 | 265,629 | |
MEXICO | |||
Net sales | 474,372 | 445,299 | |
Assets by area | 179,713 | 219,501 | |
Europe [Member] | |||
Net sales | [1] | 3,972,381 | 4,578,095 |
Assets by area | [1] | 867,008 | 1,032,641 |
Asia [Member] | |||
Net sales | [2] | 2,544,849 | 2,453,222 |
Assets by area | [2] | $ 1,015,596 | $ 884,985 |
[1] | Europe consists of United Kingdom, Ireland, France, Germany, Austria, and the Netherlands. | ||
[2] | Asia consists of Philippines, Malaysia, and Singapore. |
Note 15 - Segment Information_3
Note 15 - Segment Information - Net Sales by Product Category (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Net sales | $ 36,115,741 | $ 41,788,782 |
Nutritional and Dietary Supplements [Member] | ||
Net sales | 32,670,362 | 37,326,863 |
Sales Aids, Membership Fees, and Other [Member] | ||
Net sales | 1,247,807 | 1,424,494 |
Handling and Freight Income [Member] | ||
Net sales | $ 2,197,572 | $ 3,037,425 |
Note 16 - Restructuring Activ_2
Note 16 - Restructuring Activities (Details Textual) | 3 Months Ended |
Jun. 30, 2018USD ($) | |
Closing of Reliv Indonesia Subsidiary [Member] | |
Restructuring Charges, Total | $ 77,000 |
Note 17 - Subsequent Events (De
Note 17 - Subsequent Events (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Proceeds from Lines of Credit, Total | $ 500,000 | ||
Revolving Credit Facility [Member] | Subsequent Event [Member] | |||
Proceeds from Lines of Credit, Total | $ 500,000 |