Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 08, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | SIGMA LABS, INC. | |
Entity Central Index Key | 788,611 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Ex Transition Period | false | |
Entity Common Stock, Shares Outstanding | 8,700,204 | |
Trading Symbol | SGLB | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,018 |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash | $ 2,228,547 | $ 1,515,674 |
Accounts Receivable | 112,039 | 104,538 |
Note Receivable, net | 120,149 | 788,500 |
Inventory | 236,522 | 192,705 |
Prepaid Assets | 80,764 | 55,278 |
Total Current Assets | 2,778,021 | 2,656,695 |
Other Assets: | ||
Property and Equipment, net | 301,640 | 411,643 |
Intangible Assets, net | 363,842 | 294,396 |
Investment in Joint Venture | 500 | 500 |
Prepaid Stock Compensation | 64,066 | 31,576 |
Total Other Assets | 730,048 | 738,115 |
TOTAL ASSETS | 3,508,069 | 3,394,810 |
Current Liabilities: | ||
Accounts Payable | 270,404 | 100,884 |
Preferred Dividends Payable | 7,639 | |
Notes Payable | 50,000 | 100,000 |
Deferred Revenue | 54,230 | 35,680 |
Accrued Expenses | 187,128 | 146,330 |
Total Current Liabilities | 569,401 | 382,894 |
TOTAL LIABILITIES | 569,401 | 382,894 |
Commitments & Contingencies | ||
Stockholders' Equity | ||
Preferred Stock, $0.001 par; 10,000,000 shares authorized; 250 and 0 shares issued and outstanding, respectively | ||
Common Stock, $0.001 par; 22,500,000 shares authorized; 8,348,729 and 4,978,929 issued and outstanding, respectively | 8,349 | 4,979 |
Additional Paid-In Capital | 21,011,406 | 17,192,394 |
Accumulated Deficit | (18,081,087) | (14,185,457) |
Total Stockholders' Equity | 2,938,668 | 3,011,916 |
TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY | $ 3,508,069 | $ 3,394,810 |
Condensed Balance Sheets (Una_2
Condensed Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 250 | 0 |
Preferred stock, shares outstanding | 250 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 22,500,000 | 22,500,000 |
Common stock, shares issued | 8,348,729 | 4,978,929 |
Common stock, shares outstanding | 8,348,729 | 4,978,929 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
REVENUES | $ 128,593 | $ 78,046 | $ 330,671 | $ 483,122 |
COST OF REVENUE | 56,309 | 81,214 | 198,672 | 267,160 |
GROSS PROFIT | 72,284 | (3,168) | 131,999 | 215,962 |
OPERATING EXPENSES: | ||||
Salaries & Benefits | 524,508 | 335,495 | 1,349,214 | 1,120,699 |
Stock-Based Compensation | 198,578 | 199,225 | 783,167 | 505,630 |
Operating R&D Costs | 139,090 | 68,543 | 356,112 | 254,956 |
Investor & Public Relations | 142,821 | 118,586 | 426,417 | 362,499 |
Legal & Professional Service Fees | 185,676 | 209,563 | 502,028 | 499,057 |
Office Expenses | 131,629 | 78,044 | 337,671 | 226,988 |
Depreciation & Amortization | 48,013 | 45,502 | 143,587 | 137,153 |
Other Operating Expenses | 30,772 | 40,248 | 102,532 | 102,941 |
Total Operating Expenses | 1,401,087 | 1,095,206 | 4,000,728 | 3,209,923 |
LOSS FROM OPERATIONS | (1,328,803) | (1,098,374) | (3,868,729) | (2,993,961) |
OTHER INCOME (EXPENSE) | ||||
Interest Income | 9,862 | 13,675 | 26,948 | 26,616 |
State Incentives | 2,500 | 154,568 | ||
Change in fair value of derivative liabilities | 93,206 | |||
Exchange Rate Gain | (606) | 697 | ||
Interest Expense | (1,278) | (50,411) | (2,688) | (149,589) |
Loss on Disposal of Assets | (56,441) | |||
Debt discount amortization | 15,700 | (36,733) | (6,682) | |
Total Other Income (Expense) | 7,978 | (18,536) | (11,776) | 61,678 |
LOSS BEFORE PROVISION FOR INCOME TAXES | (1,320,825) | (1,116,910) | (3,880,505) | (2,932,283) |
Provision for income Taxes | ||||
Net Loss | $ (1,320,825) | $ (1,116,910) | $ (3,880,505) | $ (2,932,283) |
Net Loss per Common Share Basic and Diluted | $ (0.16) | $ (0.24) | $ (0.62) | $ (0.68) |
Weighted Average Number of Shares Outstanding Basic and Diluted | 8,281,338 | 4,574,460 | 6,295,658 | 4,330,565 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
OPERATING ACTIVITIES | ||
Net Loss | $ (3,880,505) | $ (2,932,283) |
Noncash Expenses: | ||
Depreciation and Amortization | 143,587 | 137,154 |
Stock Based Compensation | 793,492 | 506,994 |
Loss on Write-off of Asset | 36,733 | |
(Gain) on Change in Derivative Balance | (93,206) | |
Original Issue Discount Amortization | 74,794 | |
Debt Discount Amortization | 56,441 | |
Change in assets and liabilities: | ||
Accounts Receivable | (7,501) | 182,511 |
Interest Receivable | 36,154 | |
Inventory | (21,280) | (1,666) |
Prepaid Assets | (25,486) | (13,840) |
Accounts Payable | 169,520 | 2,572 |
Deferred Revenue | 18,550 | 35,680 |
Accrued Expenses | 40,797 | 94,455 |
NET CASH USED IN OPERATING ACTIVITIES | (2,695,939) | (1,950,394) |
INVESTING ACTIVITIES | ||
Purchase of Property and Equipment | (55,147) | (16,381) |
Purchase of Intangible Assets | (107,152) | (37,498) |
Advance of Funds for Note Receivable | (775,267) | |
Payment received from Note Receivable | 632,197 | |
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES | 469,898 | (829,146) |
FINANCING ACTIVITIES | ||
Gross Proceeds from issuance of Common Stock and Warrants | 2,040,100 | 5,823,300 |
Offering Costs Paid | (443,700) | (750,664) |
Dividend on Preferred | (7,486) | |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 2,938,914 | 5,072,636 |
NET CHANGE IN CASH FOR PERIOD | 712,873 | 2,293,096 |
CASH AT BEGINNING OF PERIOD | 1,515,674 | 398,391 |
CASH AT END OF PERIOD | 2,228,547 | 2,691,487 |
Noncash investing & financing activities disclosure: | ||
Conversion of Convertible Debt for Stock | (50,000) | |
Common Stock issued for Conversion of Series B Preferred | 1,100 | |
Common Stock issued for Cashless Exchange of Warrants | 5 | |
Interest | 12,205 | 50,418 |
Income Taxes | ||
Series B Convertible Preferred Stock and Warrants [Member] | ||
FINANCING ACTIVITIES | ||
Proceeds from issuance of Convertible Preferred stock & Warrants | 1,000,000 | |
Series C Convertible Preferred Stock and Warrants [Member] | ||
FINANCING ACTIVITIES | ||
Proceeds from issuance of Convertible Preferred stock & Warrants | $ 350,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 1 - Summary of Significant Accounting Policies Nature of Business Basis of Presentation Reclassification Continuing Operations - Loss Per Share - The following data shows the amounts used in computing loss per share and the effect on income and the weighted average number of shares of dilutive potential common stock for the periods ended September 30, 2018 and 2017: Three Months Ended September 30 Nine months Ended September 30 2018 2017 2018 2017 Net Loss per Common Share - Basic and Diluted $ (0.16 ) $ (0.24 ) (0.62 ) $ (0.68 ) Loss from continuing Operations available to Common stockholders (numerator) $ (1,320,825 ) $ (1,116,910 ) (3,880,505 ) $ (2,932,283 ) Weighted average number of common shares Outstanding used in loss per share during the Period (denominator) 8,281,338 4,574,460 6,295,658 4,330,565 Recently Enacted Accounting Standards Recent Accounting Standards Updates (“ASU”) through ASU No. 2018-18 contain technical corrections to existing guidance or affects guidance to specialized industries or situations. The Company has evaluated recently issued technical pronouncements and has determined that, other than ASU 2014-09 (Topic 606) and the related ASU 2018-18 (Topic 808), addressed below, these updates have no current applicability to the Company or their effect on the financial statements would not have been significant. In May 2014, the FASB issued ASU 2014-09 (Topic 606) “Revenue from Contracts with Customers.” Topic 606 supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition” (Topic 605), and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. On January 1, 2018, we adopted Topic 606 and all related amendments (“new revenue standard”) to those contracts which were not completed as of January 1, 2018 using the modified retrospective method. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. There is no adjustment to the opening balance of retained earnings due to the cumulative effect of initially applying the new revenue standard determined to be immaterial. We expect the impact of the adoption of the new revenue standard to be immaterial to our net income on an ongoing basis. In November 2018, the FASB issued ASU 2018-18, C ollaborative Arrangements (Topic 808): Clarifying the Interaction Between Topic 808 and Topic 606, Accounting Estimates |
Notes Receivable
Notes Receivable | 9 Months Ended |
Sep. 30, 2018 | |
Receivables [Abstract] | |
Notes Receivable | NOTE 2 - Notes Receivable On May 1, 2017, the Company made a loan in the principal amount of $250,000 to Jaguar Precision Machine, LLC, a New Mexico limited liability company, pursuant to a Secured Convertible Promissory Note dated May 1, 2017 delivered by Jaguar to the Company. The loan bore interest at the rate of 7% per annum, was due and payable in full on May 1, 2018, was secured by certain assets of Jaguar, and is convertible at the Company’s option into 10% of the outstanding shares of the common stock of Jaguar unless Jaguar exercises its right under specified circumstances to repay all principal and accrued interest on the loan. The purpose of the loan was to provide working capital to Jaguar to, among other things, start up a metallurgical laboratory and become ASM9100 certified for contracts related to AM of high-precision aerospace and defense components, in furtherance of our strategic alliance. Sigma received from Jaguar priority for use of certain machines and services of Jaguar. On April 27, 2018, the promissory note was amended whereby the due date of the note was extended to June 1, 2018 in exchange for a cash payment of $5,000 received on May 1, 2018, 50% of which will be retained as payment for the 30-day extension. On June 6, 2018 the promissory note was amended whereby the due date was extended to August 1, 2018 in exchange for cash payments of $10,000 by each of June 7, 2018 and July 1, 2018, $8,000 of which is to be retained as payment for the 60-day extension. The first of the $10,000 payments was received by the Company on June 6, 2018. On June 15, 2018, the Company received a $150,000 payment from Jaguar, $17,803 of which was applied to accumulated interest through that date and $132,197, the balance, of which, was applied to the principal balance of the note. No payments have been received since that date. The holder of the promissory note has committed to paying the remaining principal balance along with accumulated interest on or before December 31, 2018. The September 30, 2018 principal balance of the note was $117,803 and the accumulated interest balance due was $2,346. On March 27, 2017, the Company made a loan in the principal amount of $500,000 bearing interest at the rate of 7% per annum to Morf3D, Inc., an Illinois corporation, pursuant to a Secured Convertible Promissory Note dated March 27, 2017 delivered by Morf3D to the Company. The $500,000 loan principal and $35,000 of accumulated interest was paid in full on March 27, 2018. |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory | NOTE 3 - Inventory At September 30, 2018 and December 31, 2017, the Company’s inventory was comprised of: September 30, 2018 December 31, 2017 Raw Goods $ 170,714 $ 127,076 Work in Process - 251 Finished Goods 65,808 65,378 Total Inventory $ 236,522 $ 192,705 |
Notes Payable
Notes Payable | 9 Months Ended |
Sep. 30, 2018 | |
Debt Disclosure [Abstract] | |
Notes Payable | NOTE 4 - Notes Payable At September 30, 2018 the Company had a $50,000 convertible note bearing interest at a rate of 10% per annum outstanding which was due on October 18, 2018. On October 18, 2018, the note was amended pursuant to which the due date was extended to April 18, 2019. Under the amendment, Sigma paid the $3,444 total accrued interest balance as of October 18, 2018 and agreed to make future payment dates of accrued interest on December 31, 2018 and April 18, 2019. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 5 - Stockholders’ Equity Common Stock Effective March 5, 2018, the Articles of Incorporation were amended to increase the authorized number of shares of common stock to 15,000,000. Effective October 18, 2018 the Articles of Incorporation were amended to increase the authorized number of shares of common stock to 22,500,000. In 2017, the Company issued 40,934 shares of common stock to directors at an average value of $2.09 per share, or $85,408. Also in 2017, 7,750 shares previously issued to a director and 750 shares previously issued to an employee, with a combined carrying value of $9,830, were forfeited. In January 2018, the Company issued 23,256 shares of common stock to directors valued at $1.72 per share, or $40,000. In April 2018, the Company issued 176,744 shares of common stock to directors valued at $1.2236 per share, or $216,264. Between May 29, 2018 and June 1, 2018, we issued an aggregate of 1,000,000 shares of common stock upon conversion of the 1,000 shares of Series B Preferred Stock issued on April 6, 2018 (as described below under “Preferred Stock”). On June 26, 2018, as part of its public offering of equity securities described in Note 1, the Company issued 2,040,000 shares of common stock and warrants to purchase a total of 717,000 shares of common stock (including the warrants described under “Preferred Stock” below that were issued on June 26, 2018). Each warrant has an initial price of $1.08 per share. The net proceeds to the company were approximately $2,068,900 after commissions and other offering expenses. The Company also issued Dawson James Securities, Inc., its placement agent in the public offering, a Unit Purchase Option to acquire up to 191,200 Units, at an exercise price of $1.25 per Unit, consisting of 191,200 shares of common stock and warrants to purchase up to 57,360 shares of common stock at an exercise price of $1.08 as compensation. On August 31, 2018, the Company issued 100,000 shares of common stock upon conversion of 100 shares of Series C Preferred Stock issued on June 26, 2018 (as described below under “Preferred Stock”). Deferred Compensation In previous years and in the nine months ended September 30, 2018, the Company issued to various employees, directors, and contractors shares of the Company’s common stock, subject to restrictions, pursuant to the 2013 Equity Incentive Plan (the “2013 Plan”). Such shares were valued at the fair value at the date of issue. The fair value was expensed as compensation over the vesting period and recorded as a reduction of stockholders’ equity. During the nine months ended September 30, 2018 and September 30, 2017, $213,449 and $192,248 respectively of the unvested compensation cost related to these issues was recognized. As of September 30, 2018 and December 31, 2017, the balance of unvested compensation to be recognized was $64,066 and $31,576, respectively and is recorded as prepaid stock compensation as of those dates. Preferred Stock The Company is authorized to issue 10,000,000 shares of preferred stock, $0.001 par value. 250 and 0 shares of preferred stock were issued and outstanding at September 30, 2018 and December 31, 2017, respectively. On April 6, 2018, Sigma issued 1,000 shares of the Company’s newly-created non-voting Series B Convertible Preferred Stock, which were convertible into 1,000,000 shares of common stock and warrants to purchase an aggregate of 750,000 shares of the Company’s common stock, for an aggregate purchase price of $1,000,000. The warrants have an initial exercise price of $1.47 per share, the closing price of the Company’s Common Stock reported on The NASDAQ Capital Market on April 6, 2018, subject to adjustment in certain circumstances. The net proceeds to the company were approximately $877,500 after commissions and other offering expenses. Sigma also issued Dawson James Securities, Inc., its placement agent in the foregoing private placement, warrants to purchase up to 140,000 shares of common stock, at an exercise price of $1.47 per share, as compensation. On June 26, 2018, as part of the public offering described in Note 1, the Company issued 350 of the Company’s newly-created non-voting Series C Convertible Preferred Stock, which were convertible into 350,000 shares of common stock, and warrants to purchase an aggregate of 105,000 shares of the Company’s common stock. The warrants have an initial exercise price of $1.08 per share, 11% above the closing price of the Company’s Common Stock reported on The NASDAQ Capital Market on June 26, 2018, subject to adjustment in certain circumstances. Stock Options As of September 30, 2018, an aggregate of 750 shares and 697,207 shares of common stock were reserved for issuance under the 2011 and the 2013 Plans, respectively. On February 21, 2018, the Company granted Mark Cola, a former officer of the company, two ten-year options under the 2013 Plan to purchase an aggregate of 61,750 shares of common stock each, with each option having an exercise price of $1.49 per share. Pursuant to Mr. Cola’s employment agreement, one of the options became fully-vested on the October 10, 2018 date that Mr. Cola retired from the Company, and the other option vests and becomes exercisable ratably over 17 monthly installments on the 15th day of each month commencing on March 15, 2018, subject in each case to Mr. Cola’s continuing employment as a consultant. On February 26, 2018, the Company granted nine employees ten-year options under the 2013 Equity Incentive Plan to purchase an aggregate of 70,188 shares of common stock, with each option having an exercise price of $1.56 per share, and with vesting periods ranging from 3 to 4 years beginning February 26, 2019. On April 19, 2018, Sigma granted John Rice, our President and Chief Executive Officer, three options to purchase up to 20,000 shares of our common stock under our 2013 Plan. In addition, on each of April 30, May 31, June 30, 2018 and July 31, 2018, Sigma granted Mr. Rice an option to purchase up to 20,000 shares of our common stock under our 2013 Plan. The foregoing options have an exercise price per share equal to $1.88, $1.54, $1.48, $1.26, $1.47, $1.19 and $.87 respectively, which is at least the closing price of our common stock on the respective date of grant, and each is fully vested as of the respective grant date. On April 19, 2018, Sigma granted Ron Fisher, our Vice President of Business Development, a five-year option to purchase an aggregate of 28,750 shares of common stock, with such option having an exercise price of $1.22 per share, and with 1,438 shares vesting upon grant and the balance vesting in four annual installments over four years following the date of grant (1,366 shares, 4,097 shares, 6,828 shares and 15,021 shares, respectively). During the nine months ended September 30, 2018, options to purchase 288,076 shares of common stock vested, and $569,718 of compensation cost was recognized. As of September 30, 2018, there were options to purchase 697,207 shares issued and outstanding under the 2013 Plan. Of this amount, there are vested options exercisable for 373,689 shares of common stock. No options were exercised during the nine months or the quarter ended September 30, 2018. The Company generally grants stock options to employees and directors at exercise prices equal to the fair market value of the Company’s stock on the dates of grant. Stock options are typically granted throughout the year and generally vest over four years of service and expire ten years from the date of the award, unless otherwise specified. The Company recognizes compensation expense for the fair value of the stock options over the requisite service period for each stock option award. Total share-based compensation expense included in the condensed statements of operations for the nine months ended September 30, 2018 and 2017 is $783,167 and $505,630, of which $569,718 and $313,382 is related to stock options, respectively. There was no capitalized share-based compensation cost as of September 30, 2018 and 2017. The fair value of share-based awards was estimated using the Black-Scholes model with the following weighted-average assumptions for the nine months ended September 30, 2018 and 2017: 2018 2017 Dividend yield 0.00 0.00 Risk-free interest rate 2.68-3.05 % 1.89-2.45 % Expected volatility 111.4-137.3 % 116.3-139.0 % Expected life (in years) 5-10 5-10 Warrants At September 30, 2018, the Company had outstanding warrants to purchase a total of 3,228,500 shares of common stock; 1,621,500 warrants at an exercise price of $4.00 per share, which if not exercised, will expire on February 21, 2022, 890,000 warrants at an exercise price of $1.47 per share, which if not exercised, will expire on October 07, 2023, and 717,000 warrants at an exercise price of $1.08 per share, which if not exercised, will expire on June 26, 2023. On May 31, 2018, 24,000 warrants with an exercise price of $2.00 were exercised in a cashless exchange transaction resulting in the issuance of 4,800 shares of the Company’s common stock. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 6 - Subsequent Events Between October 3, 2018 and October 9, 2018, the Company issued an aggregate of 250,000 shares of common stock upon the conversion of 250 shares of the Company’s Series C Convertible Preferred. Between October 18, 2018 and November 1, 2018 the Company issued 101,475 shares of common stock upon the exercise of warrants at an exercise price of $1.08 per share. On October 18, 2018, the 2013 Plan was amended to fix at 1,650,000 shares the aggregate number of shares of our common stock issued or issuable under the 2013 Plan. On October 18, 2018, the Company increased the annual base salary of Darren Beckett, our Chief Technology Officer, from $135,000 to $180,000, effective retroactive to September 16, 2018, and granted Mr. Beckett an option to purchase 20,000 shares of common stock under the 2013 Plan at an exercise price of $1.206 per share. The option has a term of five years and vests as follows: 1,000 shares will vest and become exercisable on September 16, 2019; 3,000 shares will vest and become exercisable on September 16, 2020; 5,000 shares will vest and become exercisable on September 16, 2021, and 11,000 shares will vest and become exercisable on September 16, 2022, subject, in each case, to Mr. Beckett being in the continuous employ of the Company on the applicable vesting date. Effective October 19, 2018, our Amended and Restated Articles of Incorporation, as amended, were amended pursuant to a Certificate of Amendment filed with the Nevada Secretary of State to increase the authorized number of shares of our common stock to 22,500,000. On November 1, 2018, the Company granted Mr. Rice an option to purchase 68,750 shares of the Company’s common stock under the 2013 Plan at an exercise price of $1.79 per share, with such option having a term of five years and being fully vested on the grant date. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Nature of Business | Nature of Business |
Basis of Presentation | Basis of Presentation |
Reclassification | Reclassification |
Continuing Operations | Continuing Operations - |
Loss Per Share | Loss Per Share - The following data shows the amounts used in computing loss per share and the effect on income and the weighted average number of shares of dilutive potential common stock for the periods ended September 30, 2018 and 2017: Three Months Ended September 30 Nine months Ended September 30 2018 2017 2018 2017 Net Loss per Common Share - Basic and Diluted $ (0.16 ) $ (0.24 ) (0.62 ) $ (0.68 ) Loss from continuing Operations available to Common stockholders (numerator) $ (1,320,825 ) $ (1,116,910 ) (3,880,505 ) $ (2,932,283 ) Weighted average number of common shares Outstanding used in loss per share during the Period (denominator) 8,281,338 4,574,460 6,295,658 4,330,565 |
Recently Enacted Accounting Standards | Recently Enacted Accounting Standards Recent Accounting Standards Updates (“ASU”) through ASU No. 2018-18 contain technical corrections to existing guidance or affects guidance to specialized industries or situations. The Company has evaluated recently issued technical pronouncements and has determined that, other than ASU 2014-09 (Topic 606) and the related ASU 2018-18 (Topic 808), addressed below, these updates have no current applicability to the Company or their effect on the financial statements would not have been significant. In May 2014, the FASB issued ASU 2014-09 (Topic 606) “Revenue from Contracts with Customers.” Topic 606 supersedes the revenue recognition requirements in Topic 605, “Revenue Recognition” (Topic 605), and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. On January 1, 2018, we adopted Topic 606 and all related amendments (“new revenue standard”) to those contracts which were not completed as of January 1, 2018 using the modified retrospective method. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. There is no adjustment to the opening balance of retained earnings due to the cumulative effect of initially applying the new revenue standard determined to be immaterial. We expect the impact of the adoption of the new revenue standard to be immaterial to our net income on an ongoing basis. In November 2018, the FASB issued ASU 2018-18, C ollaborative Arrangements (Topic 808): Clarifying the Interaction Between Topic 808 and Topic 606, |
Accounting Estimates | Accounting Estimates |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following data shows the amounts used in computing loss per share and the effect on income and the weighted average number of shares of dilutive potential common stock for the periods ended September 30, 2018 and 2017: Three Months Ended September 30 Nine months Ended September 30 2018 2017 2018 2017 Net Loss per Common Share - Basic and Diluted $ (0.16 ) $ (0.24 ) (0.62 ) $ (0.68 ) Loss from continuing Operations available to Common stockholders (numerator) $ (1,320,825 ) $ (1,116,910 ) (3,880,505 ) $ (2,932,283 ) Weighted average number of common shares Outstanding used in loss per share during the Period (denominator) 8,281,338 4,574,460 6,295,658 4,330,565 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | At September 30, 2018 and December 31, 2017, the Company’s inventory was comprised of: September 30, 2018 December 31, 2017 Raw Goods $ 170,714 $ 127,076 Work in Process - 251 Finished Goods 65,808 65,378 Total Inventory $ 236,522 $ 192,705 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Schedule of Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques | The fair value of share-based awards was estimated using the Black-Scholes model with the following weighted-average assumptions for the nine months ended September 30, 2018 and 2017: 2018 2017 Dividend yield 0.00 0.00 Risk-free interest rate 2.68-3.05 % 1.89-2.45 % Expected volatility 111.4-137.3 % 116.3-139.0 % Expected life (in years) 5-10 5-10 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Jun. 26, 2018 | Jun. 02, 2018 | May 31, 2018 | Apr. 06, 2018 | Feb. 21, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Mar. 28, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Issuance costs | $ 153,013 | |||||||||
Deferred Revenue | 18,550 | $ 35,680 | ||||||||
Proceeds form public offering of equity securities | $ 2,068,900 | $ 877,500 | $ 5,097,000 | (443,700) | (750,664) | |||||
Cash balance | $ 2,228,547 | $ 2,691,487 | $ 1,515,674 | $ 398,391 | ||||||
Number of shares issued | 2,040,000 | 1,000,000 | 4,800 | 4,200,707 | 2,481,438 | |||||
Number of warrants issued | 717,000 | 3,228,500 | 1,701,500 | |||||||
Convertible note payable | $ 50,000 | $ 1,000,000 | ||||||||
Convertible Preferred [Member] | ||||||||||
Number of shares issued | 250 | |||||||||
Stock Option [Member] | ||||||||||
Number of shares issued | 697,207 | 279,938 | ||||||||
Morf3D, Inc. [Member] | ||||||||||
Full payment received from related party | $ 535,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Accounting Policies [Abstract] | ||||
Net Loss per Common Share - Basic and Diluted | $ (0.16) | $ (0.24) | $ (0.62) | $ (0.68) |
Loss from continuing Operations available to Common stockholders (numerator) | $ (1,320,825) | $ (1,116,910) | $ (3,880,505) | $ (2,932,283) |
Weighted average number of common shares Outstanding used in loss per share during the Period (denominator) | 8,281,338 | 4,574,460 | 6,295,658 | 4,330,565 |
Notes Receivable (Details Narra
Notes Receivable (Details Narrative) - USD ($) | Jul. 02, 2018 | Jun. 15, 2018 | Jun. 07, 2018 | Jun. 06, 2018 | Apr. 27, 2018 | Mar. 27, 2018 | May 01, 2017 | Sep. 30, 2018 | Mar. 27, 2017 |
Interest rate | 10.00% | ||||||||
Debt maturity period | Oct. 18, 2018 | ||||||||
Secured Convertible Promissory Note [Member] | |||||||||
Interest rate | 10.00% | ||||||||
Promissory Note [Member] | |||||||||
Debt principal amount | $ 117,803 | ||||||||
Interest rate | 50.00% | ||||||||
Debt maturity period | Aug. 1, 2018 | Jun. 1, 2018 | |||||||
Exchange for cash payment | $ 10,000 | $ 10,000 | $ 8,000 | $ 5,000 | |||||
Proceeds from notes receivable | $ 10,000 | ||||||||
Debt accumulated interest | $ 2,346 | ||||||||
Jaguar Precision Machine, LLC [Member] | Secured Convertible Promissory Note [Member] | |||||||||
Debt principal amount | $ 250,000 | ||||||||
Interest rate | 7.00% | ||||||||
Debt maturity period | May 1, 2018 | ||||||||
Jaguar Precision Machine, LLC [Member] | Promissory Note [Member] | |||||||||
Debt principal amount | $ 132,197 | ||||||||
Proceeds from notes receivable | 150,000 | ||||||||
Debt accumulated interest | $ 17,803 | ||||||||
Morf3D, Inc. [Member] | Secured Convertible Promissory Note [Member] | |||||||||
Debt principal amount | $ 500,000 | $ 500,000 | |||||||
Interest rate | 7.00% | ||||||||
Debt accumulated interest | $ 35,000 |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Details) - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw Goods | $ 170,714 | $ 127,076 |
Work in Process | 251 | |
Finished Goods | 65,808 | 65,378 |
Total Inventory | $ 236,522 | $ 192,705 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Convertible debt | $ 50,000 |
Interest rate | 10.00% |
Debt maturity date | Oct. 18, 2018 |
October 18, 2018 [Member] | |
Debt maturity date | Apr. 18, 2019 |
Rapayment of debt | $ 3,444 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) | Jun. 26, 2018USD ($)$ / sharesshares | Jun. 02, 2018shares | May 31, 2018$ / sharesshares | Apr. 19, 2018$ / sharesshares | Apr. 06, 2018USD ($)$ / sharesshares | Feb. 26, 2018Employee$ / sharesshares | Feb. 21, 2018$ / sharesshares | Feb. 21, 2017USD ($) | Apr. 30, 2018USD ($)$ / sharesshares | Jan. 31, 2018USD ($)$ / sharesshares | Sep. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($)shares | Sep. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($)shares | Dec. 31, 2017USD ($)$ / sharesshares | Aug. 31, 2018shares | Mar. 05, 2018shares |
Common stock, shares authorized | 22,500,000 | 22,500,000 | 22,500,000 | 15,000,000 | |||||||||||||
Common stock issued during period | 2,040,000 | 1,000,000 | 4,800 | 4,200,707 | 2,481,438 | ||||||||||||
Warrants to purchase shares of common stock | 717,000 | 3,228,500 | 1,701,500 | 3,228,500 | 1,701,500 | ||||||||||||
Warrants exercise price | $ / shares | $ 1.08 | ||||||||||||||||
Proceeds from public offering | $ | $ 2,068,900 | $ 877,500 | $ 5,097,000 | $ (443,700) | $ (750,664) | ||||||||||||
Unvested compensation cost | $ | $ 213,449 | $ 192,248 | 213,449 | 192,248 | |||||||||||||
Unvested prepaid stock compensation | $ | $ 64,066 | $ 64,066 | $ 31,576 | ||||||||||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | ||||||||||||||
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||
Preferred stock, shares issued | 250 | 250 | 0 | ||||||||||||||
Preferred stock, shares outstanding | 250 | 250 | 0 | ||||||||||||||
Net of proceeds commissions and other offering expenses | $ | $ 920,000 | ||||||||||||||||
Share based compensation | $ | $ 198,578 | $ 199,225 | $ 783,167 | 505,630 | |||||||||||||
Stock options compensation cost | $ | $ 569,718 | $ 313,382 | |||||||||||||||
Year One [Member] | |||||||||||||||||
Number of shares granted | 1,366 | ||||||||||||||||
Year Two [Member] | |||||||||||||||||
Number of shares granted | 4,097 | ||||||||||||||||
Year Three [Member] | |||||||||||||||||
Number of shares granted | 6,828 | ||||||||||||||||
Year Four [Member] | |||||||||||||||||
Number of shares granted | 15,021 | ||||||||||||||||
2011 Stock Option Plan [Member] | |||||||||||||||||
Common stock issued during period | 750 | ||||||||||||||||
2013 Stock Option Plan [Member] | |||||||||||||||||
Common stock issued during period | 697,207 | ||||||||||||||||
2013 Equity Incentive Plan [Member] | |||||||||||||||||
Share price per share | $ / shares | $ 1.56 | ||||||||||||||||
Stock option term | 10 years | ||||||||||||||||
Number of shares granted | 70,188 | ||||||||||||||||
Number of employees | Employee | 9 | ||||||||||||||||
2013 Equity Incentive Plan [Member] | Maximum [Member] | |||||||||||||||||
Vested period | 3 years | ||||||||||||||||
2013 Equity Incentive Plan [Member] | Minimum [Member] | |||||||||||||||||
Vested period | 4 years | ||||||||||||||||
Private Placement [Member] | |||||||||||||||||
Warrants to purchase shares of common stock | 140,000 | ||||||||||||||||
Warrants exercise price | $ / shares | $ 1.47 | ||||||||||||||||
Warrant [Member] | |||||||||||||||||
Warrants to purchase shares of common stock | 105,000 | 24,000 | 750,000 | ||||||||||||||
Warrants exercise price | $ / shares | $ 1.08 | $ 2 | $ 1.47 | ||||||||||||||
Common Stock [Member] | |||||||||||||||||
Conversion of preferred stock | 100,000 | ||||||||||||||||
Aggregation of purchase price | $ | $ 1,000,000 | ||||||||||||||||
Warrant One [Member] | |||||||||||||||||
Warrants to purchase shares of common stock | 3,228,500 | 3,228,500 | |||||||||||||||
Warrant Two [Member] | |||||||||||||||||
Warrants to purchase shares of common stock | 1,621,500 | 1,621,500 | |||||||||||||||
Warrants exercise price | $ / shares | $ 4 | $ 4 | |||||||||||||||
Warrants expiration | Feb. 21, 2022 | ||||||||||||||||
Warrant Three [Member] | |||||||||||||||||
Warrants to purchase shares of common stock | 890,000 | 890,000 | |||||||||||||||
Warrants exercise price | $ / shares | $ 1.47 | $ 1.47 | |||||||||||||||
Warrants expiration | Oct. 7, 2023 | ||||||||||||||||
Warrant Four [Member] | |||||||||||||||||
Warrants to purchase shares of common stock | 717,000 | 717,000 | |||||||||||||||
Warrants exercise price | $ / shares | $ 1.08 | $ 1.08 | |||||||||||||||
Warrants expiration | Jun. 26, 2023 | ||||||||||||||||
Dawson James Securities, Inc [Member] | |||||||||||||||||
Common stock issued during period | 191,200 | ||||||||||||||||
Share price per share | $ / shares | $ 1.25 | ||||||||||||||||
Warrants to purchase shares of common stock | 57,360 | ||||||||||||||||
Warrants exercise price | $ / shares | $ 1.08 | ||||||||||||||||
Option to acquire shares | 191,200 | ||||||||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||||||||
Conversion of stock, shares converted | 1,000 | ||||||||||||||||
Series B Convertible Preferred [Member] | |||||||||||||||||
Common stock issued during period | 1,000 | ||||||||||||||||
Conversion of stock, shares converted | 1,000,000 | ||||||||||||||||
Series C Convertible Preferred [Member] | |||||||||||||||||
Common stock issued during period | 350 | ||||||||||||||||
Conversion of stock, shares converted | 350,000 | ||||||||||||||||
Series C Convertible Preferred Stock and Warrants [Member] | |||||||||||||||||
Conversion of preferred stock | 100 | ||||||||||||||||
Stock Option [Member] | |||||||||||||||||
Common stock issued during period | 697,207 | 279,938 | |||||||||||||||
Unvested compensation cost | $ | $ 438,040 | $ 438,040 | |||||||||||||||
Number of shares vested | 288,706 | ||||||||||||||||
Stock options purchased | 664,707 | ||||||||||||||||
Stock option vested options exercisable | 373,689 | 373,689 | |||||||||||||||
Directors [Member] | |||||||||||||||||
Common stock issued during period | 176,744 | 23,256 | 40,934 | ||||||||||||||
Share price per share | $ / shares | $ 1.2236 | $ 1.72 | $ 2.09 | ||||||||||||||
Common stock issued during period, value | $ | $ 216,264 | $ 40,000 | $ 85,408 | ||||||||||||||
Stock issued during period of forfeited | $ | $ 9,830 | ||||||||||||||||
Directors One [Member] | |||||||||||||||||
Common stock issued during period | 7,750 | ||||||||||||||||
Employee [Member] | |||||||||||||||||
Common stock issued during period | 750 | ||||||||||||||||
Mr Mark Cola [Member] | 2013 Equity Incentive Plan [Member] | |||||||||||||||||
Share price per share | $ / shares | $ 1.49 | ||||||||||||||||
Stock option term | 10 years | ||||||||||||||||
Number of shares granted | 61,750 | ||||||||||||||||
Vested, description | the other option vests and becomes exercisable ratably over 17 monthly installments on the 15th day of each month commencing on March 15, 2018 | ||||||||||||||||
Mr John Rice [Member] | 2013 Stock Option Plan [Member] | July 31, 2018 [Member] | |||||||||||||||||
Number of shares granted | 20,000 | ||||||||||||||||
Mr John Rice [Member] | Option One [Member] | |||||||||||||||||
Share price per share | $ / shares | $ 1.88 | ||||||||||||||||
Mr John Rice [Member] | Option Two [Member] | |||||||||||||||||
Share price per share | $ / shares | 1.54 | ||||||||||||||||
Mr John Rice [Member] | Option Three [Member] | |||||||||||||||||
Share price per share | $ / shares | 1.48 | ||||||||||||||||
Mr John Rice [Member] | Option Four [Member] | |||||||||||||||||
Share price per share | $ / shares | 1.26 | ||||||||||||||||
Mr John Rice [Member] | Option Five [Member] | |||||||||||||||||
Share price per share | $ / shares | 1.47 | ||||||||||||||||
Mr John Rice [Member] | Option Six [Member] | |||||||||||||||||
Share price per share | $ / shares | 1.19 | ||||||||||||||||
Mr John Rice [Member] | Option Seven [Member] | |||||||||||||||||
Share price per share | $ / shares | $ .87 | ||||||||||||||||
Ron Fisher [Member] | |||||||||||||||||
Number of shares granted | 28,750 | ||||||||||||||||
Option term | 5 years | ||||||||||||||||
Options exercise price | $ / shares | $ 1.22 | ||||||||||||||||
Number of shares vested | 1,438 | ||||||||||||||||
October 18, 2018 [Member] | |||||||||||||||||
Common stock, shares authorized | 22,500,000 | 22,500,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques (Details) | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Dividend yield | 0.00% | 0.00% |
Risk-free interest rate, minimum | 2.68% | 1.89% |
Risk-free interest rate, maximum | 3.05% | 2.45% |
Expected volatility, minimum | 111.40% | 116.30% |
Expected volatility, maximum | 137.30% | 139.00% |
Minimum [Member] | ||
Expected life (in years) | 5 years | 5 years |
Maximum [Member] | ||
Expected life (in years) | 10 years | 10 years |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Nov. 01, 2018 | Oct. 18, 2018 | Oct. 09, 2018 | Jun. 26, 2018 | Jun. 02, 2018 | May 31, 2018 | Nov. 01, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Oct. 19, 2018 | Mar. 05, 2018 | Dec. 31, 2017 |
Number of common stock issued | 2,040,000 | 1,000,000 | 4,800 | 4,200,707 | 2,481,438 | |||||||
Warrants exercise price | $ 1.08 | |||||||||||
Common stock, shares authorized | 22,500,000 | 15,000,000 | 22,500,000 | |||||||||
Series C Convertible Preferred [Member] | ||||||||||||
Number of shares converted | 350,000 | |||||||||||
Number of common stock issued | 350 | |||||||||||
Subsequent Event [Member] | ||||||||||||
Number of common stock issued | 101,475 | |||||||||||
Warrants exercise price | $ 1.08 | $ 1.08 | ||||||||||
Common stock, shares authorized | 22,500,000 | |||||||||||
Subsequent Event [Member] | Darren Beckett [Member] | September 16, 2019 [Member] | ||||||||||||
Stock options purchased | 1,000 | |||||||||||
Subsequent Event [Member] | Darren Beckett [Member] | September 16, 2020 [Member] | ||||||||||||
Stock options purchased | 3,000 | |||||||||||
Subsequent Event [Member] | Darren Beckett [Member] | September 16, 2021 [Member] | ||||||||||||
Stock options purchased | 5,000 | |||||||||||
Subsequent Event [Member] | Darren Beckett [Member] | September 16, 2022 [Member] | ||||||||||||
Stock options purchased | 11,000 | |||||||||||
Subsequent Event [Member] | Darren Beckett [Member] | Minimum [Member] | ||||||||||||
Annual base salary | $ 135,000 | |||||||||||
Subsequent Event [Member] | Darren Beckett [Member] | Maximum [Member] | ||||||||||||
Annual base salary | $ 180,000 | |||||||||||
Subsequent Event [Member] | 2013 Plan [Member] | Darren Beckett [Member] | ||||||||||||
Option term | 5 years | |||||||||||
Subsequent Event [Member] | 2013 Plan [Member] | Darren Beckett [Member] | September 16, 2018 [Member] | ||||||||||||
Stock options purchased | 20,000 | |||||||||||
Exercise price | $ 1.206 | |||||||||||
Subsequent Event [Member] | 2013 Plan [Member] | Mr John Rice [Member] | ||||||||||||
Stock options purchased | 68,750 | |||||||||||
Exercise price | $ 1.79 | $ 1.79 | ||||||||||
Option term | 5 years | |||||||||||
Subsequent Event [Member] | Series C Convertible Preferred [Member] | ||||||||||||
Number of shares converted | 250 | |||||||||||
Subsequent Event [Member] | Common Stock [Member] | ||||||||||||
Number of shares issued on conversion | 250,000 | |||||||||||
Subsequent Event [Member] | Common Stock [Member] | 2013 Plan [Member] | ||||||||||||
Number of common stock issued | 1,650,000 |