Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | May 06, 2022 | |
Document Information Line Items | ||
Entity Registrant Name | IMMUCELL CORP /DE/ | |
Trading Symbol | ICCC | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 7,742,864 | |
Amendment Flag | false | |
Entity Central Index Key | 0000811641 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Document Quarterly Report | true | |
Entity File Number | 001-12934 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 01-0382980 | |
Entity Address, Address Line One | 56 Evergreen Drive | |
Entity Address, City or Town | Portland | |
Entity Address, State or Province | ME | |
Entity Address, Postal Zip Code | 04103 | |
City Area Code | (207) | |
Local Phone Number | 878-2770 | |
Title of 12(b) Security | Common Stock, $0.10 par value per share | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Document Transition Report | false |
Balance Sheets
Balance Sheets - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 11,817,136 | $ 10,185,468 |
Trade accounts receivable, net | 2,652,591 | 2,694,229 |
Inventory | 3,435,834 | 3,089,974 |
Prepaid expenses and other current assets | 393,540 | 295,197 |
Total current assets | 18,299,101 | 16,264,868 |
PROPERTY, PLANT AND EQUIPMENT, net | 27,132,148 | 26,893,599 |
OPERATING LEASE RIGHT-OF-USE ASSET | 1,078,051 | 1,109,133 |
GOODWILL | 95,557 | 95,557 |
INTANGIBLE ASSETS, net | 71,640 | 76,416 |
OTHER ASSETS | 22,999 | 26,115 |
TOTAL ASSETS | 46,699,496 | 44,465,688 |
CURRENT LIABILITIES: | ||
Current portion of debt obligations | 947,279 | 812,207 |
Current portion of operating lease liability | 110,052 | 108,012 |
Accounts payable and accrued expenses | 1,293,769 | 1,614,250 |
Total current liabilities | 2,351,100 | 2,534,469 |
LONG-TERM LIABILITIES: | ||
Debt obligations, net of current portion | 9,977,743 | 8,327,122 |
Operating lease liability, net of current portion | 998,114 | 1,027,157 |
Total long-term liabilities | 10,975,857 | 9,354,279 |
TOTAL LIABILITIES | 13,326,957 | 11,888,748 |
CONTINGENT LIABILITIES AND COMMITMENTS (See Note 11) | ||
STOCKHOLDERS’ EQUITY: | ||
Common stock, $0.10 par value per share, 15,000,000 and 15,000,000 shares authorized, 7,814,165 and 7,814,165 shares issued and 7,742,864 and 7,741,864 shares outstanding, as of March 31, 2022 and December 31, 2021, respectively. | 781,417 | 781,417 |
Additional paid-in capital | 35,750,133 | 35,395,388 |
Accumulated deficit | (3,003,028) | (3,738,694) |
Treasury stock, at cost, 71,301 and 72,301 shares as of March 31, 2022 and December 31, 2021, respectively | (155,983) | (158,171) |
Total stockholders’ equity | 33,372,539 | 32,576,940 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 46,699,496 | $ 44,465,688 |
Balance Sheets (Parentheticals)
Balance Sheets (Parentheticals) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.1 | $ 0.1 |
Common stock, shares authorized | 15,000,000 | 15,000,000 |
Common stock, shares issued | 7,814,165 | 7,814,165 |
Common stock, shares outstanding | 7,742,864 | 7,741,864 |
Treasury stock | 71,301 | 72,301 |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Product sales | $ 5,999,684 | $ 4,107,146 |
Costs of goods sold | 2,896,461 | 2,504,958 |
Gross margin | 3,103,223 | 1,602,188 |
Product development expenses | 1,035,935 | 1,031,064 |
Sales and marketing expenses | 811,500 | 520,597 |
Administrative expenses | 462,800 | 425,152 |
Operating expenses | 2,310,235 | 1,976,813 |
NET OPERATING INCOME (LOSS) | 792,988 | (374,625) |
Other expenses, net | 56,174 | 66,678 |
INCOME (LOSS) BEFORE INCOME TAXES | 736,814 | (441,303) |
Income tax expense | 1,148 | |
NET INCOME (LOSS) | $ 735,666 | $ (441,303) |
Basic weighted average common shares outstanding (in Shares) | 7,742,120 | 7,219,436 |
Basic net income (loss) per share (in Dollars per share) | $ 0.1 | $ (0.06) |
Diluted weighted average common shares outstanding (in Shares) | 7,789,474 | 7,219,436 |
Diluted net income (loss) per share (in Dollars per share) | $ 0.09 | $ (0.06) |
Statements of Stockholders_ Equ
Statements of Stockholders’ Equity (Unaudited) - USD ($) | Common Stock | Additional paid-in capital | Accumulated Deficit | Treasury Stock | Total |
Balance at Dec. 31, 2020 | $ 729,901 | $ 31,372,093 | $ (3,660,402) | $ (175,392) | $ 28,266,200 |
Balance (in Shares) at Dec. 31, 2020 | 7,299,009 | 80,173 | |||
Net income (loss) | (441,303) | (441,303) | |||
Exercise of stock options | 7,305 | $ 4,375 | 11,680 | ||
Exercise of stock options (in Shares) | (2,000) | ||||
Stock-based compensation | 34,629 | 34,629 | |||
Balance at Mar. 31, 2021 | $ 729,901 | 31,414,027 | (4,101,705) | $ (171,017) | 27,871,206 |
Balance (in Shares) at Mar. 31, 2021 | 7,299,009 | 78,173 | |||
Balance at Dec. 31, 2021 | $ 781,417 | 35,692,388 | (3,738,694) | $ (158,171) | 32,576,940 |
Balance (in Shares) at Dec. 31, 2021 | 7,814,165 | 72,301 | |||
Net income (loss) | 735,666 | 735,666 | |||
Exercise of stock options | 3,652 | $ 2,188 | 5,840 | ||
Exercise of stock options (in Shares) | (1,000) | ||||
Stock-based compensation | 54,093 | 54,093 | |||
Balance at Mar. 31, 2022 | $ 781,417 | $ 35,750,133 | $ (3,003,028) | $ (155,983) | $ 33,372,539 |
Balance (in Shares) at Mar. 31, 2022 | 7,814,165 | 71,301 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 735,666 | $ (441,303) |
Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities: | ||
Depreciation | 616,847 | 614,695 |
Amortization of intangible assets | 4,776 | 4,776 |
Amortization and write-off of debt issuance costs | 1,905 | 1,960 |
Stock-based compensation | 54,093 | 34,629 |
Gain on disposal of fixed assets | (11,000) | (10,000) |
Non-cash rent expense | 4,079 | 2,679 |
Changes in: | ||
Trade accounts receivable | 41,638 | (593,404) |
Accrued interest income | 495 | |
Inventory | (345,860) | (29,936) |
Prepaid expenses and other current assets | (98,343) | (169,271) |
Other assets | 3,116 | 2,787 |
Accounts payable and accrued expenses | (368,382) | (41,653) |
Net cash provided by (used for) operating activities | 638,535 | (623,546) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property, plant and equipment | (807,496) | (349,316) |
Maturities of investments | 996,000 | |
Proceeds from sale of fixed assets | 11,000 | 10,000 |
Net cash (used for) provided by investing activities | (796,496) | 656,684 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from debt issuance | 2,000,000 | |
Debt principal repayments | (197,385) | (190,377) |
Payments of debt issuance costs | (18,826) | 2,272 |
Proceeds from exercise of stock options | 5,840 | 11,680 |
Net cash provided by (used for) financing activities | 1,789,629 | (176,425) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 1,631,668 | (143,287) |
BEGINNING CASH AND CASH EQUIVALENTS | 10,185,468 | 6,949,937 |
ENDING CASH AND CASH EQUIVALENTS | 11,817,136 | 6,806,650 |
CASH PAID FOR: | ||
Income taxes | 5,535 | |
Interest expense | 71,877 | 78,766 |
NON-CASH ACTIVITIES: | ||
Change in capital expenditures included in accounts payable and accrued expenses | $ (47,900) | $ (80,213) |
Business Operations
Business Operations | 3 Months Ended |
Mar. 31, 2022 | |
Business Operations [Abstract] | |
BUSINESS OPERATIONS | 1. BUSINESS OPERATIONS ImmuCell Corporation (the “Company”, “we”, “us”, “our”) was originally incorporated in Maine in 1982 and reincorporated in Delaware in 1987, in conjunction with our initial public offering of common stock. We are an animal health company whose purpose is to create scientifically-proven and practical products that improve the health and productivity of dairy and beef cattle. As disclosed in Note 17, “Segment Information”, one of our business segments is dedicated to growing sales of First Defense ® Re-Tain ® First Defense ® E. coli Immediate Immunity™ Re-Tain ® The global COVID-19 pandemic has created, and continues to create, uncertainty for us. The full impact of this viral outbreak on the global economy, and the duration of such impact, is still uncertain at this time. A combination of the conditions, trends and concerns related to or arising from the pandemic could have a corresponding negative effect on our business and operations, including the supply of the colostrum we purchase to produce our First Defense ® |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Presentation We have prepared the accompanying unaudited financial statements reflecting all adjustments (which are of a normal recurring nature) that are, in our opinion, necessary in order to ensure that the financial statements are not misleading. We follow accounting standards set by the Financial Accounting Standards Board (FASB). The FASB sets Generally Accepted Accounting Principles (GAAP) that we follow to ensure we consistently report our financial condition, results of operations, earnings per share and cash flows. References to GAAP in these footnotes are to the FASB Accounting Standards Codification (b) Cash and Cash Equivalents We consider all highly liquid investment instruments that mature within three months of their purchase dates to be cash equivalents. Cash equivalents are principally invested in securities backed by the U.S. government. Certain cash balances in excess of Federal Deposit Insurance Corporation (FDIC) limits of $250,000 per financial institution per depositor are maintained in money market accounts at financial institutions that are secured, in part, by the Securities Investor Protection Corporation. Amounts in excess of these FDIC limits per bank that are not invested in securities backed by the U.S. government aggregated $0 as of both March 31, 2022 and December 31, 2021. We account for investments in marketable securities in accordance with Codification Topic 320, Investments — Debt and Equity Securities (c) Trade Accounts Receivable, net Accounts receivable are carried at the original invoice amount less an estimate made for doubtful collection when applicable. Management determines the allowance for doubtful accounts on a monthly basis by identifying troubled accounts and by using historical experience applied to an aging of accounts. Accounts receivable are considered to be past due if a portion of the receivable balance is outstanding for more than 30 days. Past due accounts receivable are subject to an interest charge. Accounts receivable are written off when deemed uncollectible. The amount of accounts receivable written off during all periods reported was immaterial. Recoveries of accounts receivable previously written off are recorded as income when received. As of March 31, 2022 and December 31, 2021, we determined that no allowance for doubtful accounts was necessary. See Note 4. (d) Inventory Inventory includes raw materials, work-in-process and finished goods and is recorded at the lower of cost, on the first-in, first-out method, or net realizable value (determined as the estimated selling price in the normal course of business, less reasonably predictable costs of completion, disposal and transportation). Work-in-process and finished goods inventories include materials, labor and manufacturing overhead. At each balance sheet date, we evaluate our ending inventories for excess quantities and obsolescence. Inventories that we consider excess or obsolete are written down to estimated net realizable value. Once inventory is written down and a new cost basis is established, it is not written back up if demand increases. We believe that supplies and raw materials for the production of our products are available from more than one vendor or farm. Our policy is to maintain more than one source of supply for the components used in our products when feasible. See Note 5. (e) Property, Plant and Equipment, net We depreciate property, plant and equipment on the straight-line method by charges to operations and costs of goods sold in amounts estimated to expense the cost of the assets from the date they are first put into service to the end of the estimated useful lives of the assets. The facility we have constructed at 33 Caddie Lane to produce the Nisin Drug Substance for Re-Tain ® First Defense ® (f) Intangible Assets and Goodwill We amortize intangible assets on the straight-line method by charges to costs of goods sold in amounts estimated to expense the cost of the assets from the date they are first put into service to the end of the estimated useful lives of the assets. We have recorded intangible assets related to customer relationships, non-compete agreements and developed technology, each with defined useful lives. We have classified as goodwill the amounts paid in excess of fair value of the net assets (including tax attributes) acquired in purchase transactions. We assess the impairment of intangible assets and goodwill that have indefinite lives at the reporting unit level on an annual basis (as of December 31 st (g) Valuation of Long-Lived Assets We periodically evaluate our long-lived assets, consisting principally of fixed assets, operating lease right-of-use asset and amortizable intangible assets, for potential impairment. In accordance with the applicable accounting guidance for the treatment of long-lived assets, we review the carrying value of our long-lived assets or asset group that is held and used, including intangible assets subject to amortization, for impairment whenever events and circumstances indicate that the carrying value of the assets may not be recoverable. Under the held for use approach, the asset or asset group to be tested for impairment should represent the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. We evaluate our long-lived assets whenever events or circumstances suggest that the carrying amount of an asset or group of assets may not be recoverable. No impairment was recognized during the three-month period ended March 31, 2022 or the year ended December 31, 2021. (h) Fair Value Measurements In determining fair value measurements, we follow the provisions of Codification Topic 820, Fair Value Measurements and Disclosures Level 1 — Pricing inputs are quoted prices available in active markets for identical assets or liabilities as of the measurement date. Level 2 — Pricing inputs are quoted prices for similar assets or liabilities, or inputs that are observable, either directly or indirectly, for substantially the full term through corroboration with observable market data. Level 3 — Pricing inputs are unobservable for the assets or liabilities, that is, inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level of an asset or liability within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment. From time to time, we also hold money market mutual funds in a brokerage account, which are classified as cash equivalents and measured at fair value. The fair value of these investments is based on their closing published net asset value. We assess the levels of the investments at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfer in accordance with our accounting policy regarding the recognition of transfers between levels of the fair value hierarchy. During the three-month period ended March 31, 2022 and the year ended December 31, 2021, there were no transfers between levels. As of March 31, 2022 and December 31, 2021, our Level 1 assets measured at fair value by quoted prices in active markets consisted of bank savings accounts and money market funds. There were no assets or liabilities measured at fair value on a nonrecurring basis as of March 31, 2022 or December 31, 2021. As of March 31, 2022 Level 1 Level 2 Level 3 Total Assets: Cash and money market accounts $ 11,817,136 $ — $ — $ 11,817,136 Liabilities: Bank debt $ — $ (10,925,022 ) $ — $ (10,925,022 ) As of December 31, 2021 Level 1 Level 2 Level 3 Total Assets: Cash and money market accounts $ 10,185,468 $ — $ — $ 10,185,468 Liabilities: Bank debt $ — $ (9,139,329 ) $ — $ (9,139,329 ) (i) Concentration of credit risk with respect to accounts receivable is principally limited to certain customers to whom we make substantial sales. To reduce risk, we routinely assess the financial strength of our customers and, as a consequence, believe that our accounts receivable credit risk exposure is limited. We maintain an allowance for potential credit losses when deemed necessary, but historically we have not experienced significant credit losses related to an individual customer or groups of customers in any particular industry or geographic area. Sales to significant customers that amounted to 10% or more of total product sales are detailed in the following table: During the Three-Month 2022 2021 Company A 39 % 45 % Company B 35 % 33 % Trade accounts receivable due from significant customers amounted to the percentages of total trade accounts receivable as detailed in the following table: As of As of Company A 39 % 38 % Company B 33 % 34 % (j) Revenue Recognition We recognize revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers (k) Expense Recognition We do not incur costs in connection with product sales to customers that are eligible for capitalization. Advertising costs are expensed when incurred, which is generally during the month in which the advertisement is published. Advertising expenses amounted to $16,815 and $15,650 during the three-month periods ended March 31, 2022 and 2021, respectively. All product development expenses are expensed as incurred, as are all related patent costs. We capitalize costs to produce inventory during the production cycle, and these costs are charged to costs of goods sold when the inventory is sold to a customer. (l) Income Taxes We account for income taxes in accordance with Codification Topic 740, Income Taxes Codification Topic 740-10 clarifies the accounting for income taxes by prescribing a minimum recognition threshold that a tax position must meet before being recognized in the financial statements. In the ordinary course of business, there are transactions and calculations where the ultimate tax outcome is uncertain. In addition, we are subject to periodic audits and examinations by the Internal Revenue Service and other taxing authorities. With few exceptions, we are no longer subject to income tax examinations by tax authorities for years before 2019. We have evaluated the positions taken on our filed tax returns and have concluded that no uncertain tax positions existed as of March 31, 2022 or December 31, 2021. Although we believe that our estimates are reasonable, actual results could differ from these estimates. See Note 16. (m) Stock-Based Compensation We account for stock-based compensation in accordance with Codification Topic 718, Compensation-Stock Compensation (n) Net Income (Loss) Per Common Share Net income (loss) per common share has been computed in accordance with Codification Topic 260-10, Earnings Per Share During the Three-Month 2022 2021 Net income (loss) attributable to stockholders $ 735,666 $ (441,303 ) Weighted average common shares outstanding - Basic 7,742,120 7,219,436 Dilutive impact of share-based compensation awards 47,354 — Weighted average common shares outstanding - Diluted 7,789,474 7,219,436 Income (loss) per share: Basic $ 0.10 $ (0.06 ) Diluted $ 0.09 $ (0.06 ) (o) Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Although we regularly assess these estimates, actual amounts could differ from those estimates and are subject to change in the near term. Changes in estimates are recorded during the period in which they become known. Significant estimates include our inventory valuation, valuation of goodwill and long-lived assets, valuation of deferred tax assets, accrued expenses, costs of goods sold and useful lives of intangible (p) Accounting Pronouncements Recently Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Cash, Cash Equivalents and Shor
Cash, Cash Equivalents and Short-Term Investments | 3 Months Ended |
Mar. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | 3. CASH, CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS Cash, cash equivalents and short-term investments (at amortized cost plus accrued interest) consisted of the following: As of As of Cash and cash equivalents $ 11,817,136 $ 10,185,468 Short-term investments — — Total $ 11,817,136 $ 10,185,468 |
Trade Accounts Receivable, Net
Trade Accounts Receivable, Net | 3 Months Ended |
Mar. 31, 2022 | |
Trade Accounts Receivable, Net [Abstract] | |
TRADE ACCOUNTS RECEIVABLE, net | 4. TRADE ACCOUNTS RECEIVABLE, net Trade accounts receivable amounted to $2,652,591 and $2,694,229 as of March 31, 2022 and December 31, 2021, respectively. No allowance for bad debt and product returns was recorded as of March 31, 2022 or December 31, 2021. |
Inventory
Inventory | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
INVENTORY | 5. INVENTORY Inventory consisted of the following: As of As of Raw materials $ 1,732,628 $ 971,606 Work-in-process 1,597,888 1,902,299 Finished goods 105,318 216,069 Total $ 3,435,834 $ 3,089,974 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2022 | |
Prepaid Expenses And Other Current Assets [Abstract] | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 6. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consisted of the following: As of As of Prepaid expenses $ 387,393 $ 268,713 Other receivables 6,147 26,484 Total $ 393,540 $ 295,197 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, net | 7. PROPERTY, PLANT AND EQUIPMENT, net Property, plant and equipment consisted of the following: Estimated As of As of Laboratory and manufacturing equipment 3-10 $ 17,790,623 $ 17,388,757 Buildings and improvements 10-39 19,315,965 19,119,698 Office furniture and equipment 3-10 891,453 869,191 Construction in progress n/a 3,187,950 2,992,359 Land n/a 516,867 516,867 Property, plant and equipment, gross 41,702,858 40,886,872 Accumulated depreciation (14,570,710 ) (13,993,273 ) Property, plant and equipment, net $ 27,132,148 $ 26,893,599 As of March 31, 2022 and December 31, 2021, construction in progress consisted principally of payments toward the First Defense ® Re-Tain ® |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | 8. INTANGIBLE ASSETS Intangible assets of $191,040 were valued using the relief from royalty method and are being amortized to costs of goods sold over their useful lives, which are estimated to be 10 years. Intangible amortization expense was $4,776 during both of the three-month periods ended March 31, 2022 and 2021. The net value of these intangibles was $71,640 and $76,416 as of March 31, 2022 and December 31, 2021, respectively. Intangible asset amortization expense is estimated to be $19,104 per year through December 31, 2025. Intangible assets as of March 31, 2022 consisted of the following: Gross Carrying Accumulated Net Book Developed technology $ 184,100 $ (115,063 ) $ 69,037 Customer relationships 1,300 (812 ) 488 Non-compete agreements 5,640 (3,525 ) 2,115 Total $ 191,040 $ (119,400 ) $ 71,640 Intangible assets as of December 31, 2021 consisted of the Gross Carrying Accumulated Net Book Developed technology $ 184,100 $ (110,460 ) $ 73,640 Customer relationships 1,300 (780 ) 520 Non-compete agreements 5,640 (3,384 ) 2,256 Total $ 191,040 $ (114,624 ) $ 76,416 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 9. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consisted of the following: As of As of Accounts payable – trade $ 595,904 $ 726,781 Accounts payable – capital 66,163 18,263 Accrued payroll 322,033 585,939 Accrued professional fees 59,325 82,050 Accrued other 250,344 199,076 Income tax payable — 2,141 Total $ 1,293,769 $ 1,614,250 |
Bank Debt
Bank Debt | 3 Months Ended |
Mar. 31, 2022 | |
Bank Debt [Abstract] | |
BANK DEBT | 10. BANK DEBT Prior to a refinancing with Gorham Savings Bank (GSB) during the first quarter of 2020, we had in place five different credit facilities and a line of credit with TD Bank N.A. (Loans #1 to #5). During the first quarter of 2020, we closed on a debt financing with GSB aggregating $8,600,000 and a $1,000,000 line of credit. The debt was comprised of a $5,100,000 mortgage note (Loan #6) that bears interest at a fixed rate of 3.50% per annum (with a 10-year term and 25-year amortization schedule and a balloon principal payment of $3,145,888 due during the first quarter of 2030) and a $3,500,000 note (Loan #7) that bears interest at a fixed rate of 3.50% per annum (with a 7-year term and amortization schedule). The line of credit is available as needed through March 11, 2024. Interest on borrowings against the line of credit is variable at the National Prime Rate plus 0.00% per annum. There was no outstanding balance under this line of credit as of March 31, 2022 or December 31, 2021. In connection with these three credit facilities, we incurred debt issuance costs of $39,789. The amortization of debt issuance costs is being recorded as a component of interest expense, included with other expenses (income), net, and is being amortized over the underlying terms of the two notes and the line of credit. The proceeds from the debt refinancing were used to repay all bank debt outstanding at the time of closing (Loans #1 to #5) and to provide some additional working capital. We were required by bank debt covenant to maintain $1,400,000 in escrow (a non-current asset). During the fourth quarter of 2020, we closed on a $1,500,000 note with GSB (Loan #10) that bears interest at a fixed rate of 3.50% per annum (with a 7-year term and amortization schedule). In connection with this note, we incurred debt issuance costs of $11,075. The amortization of these debt issuance costs is also being recorded as a component of interest expense, included with other expenses (income), net, and is being amortized over the underlying term of the note. Proceeds of $624,167 were used to prepay a portion of the outstanding principal on our mortgage note (Loan #6), which reduced the outstanding balance to 80% of the most recent appraised value of the property securing the debt, which allowed GSB to release the $1,400,000 that had been held in escrow. This resulted in no change in the balloon principal payment of $3,145,888 due during the first quarter of 2030. The remaining proceeds were available for general working capital purposes. During the first quarter of 2022, we closed on an additional $2,000,000 in mortgage debt, which bears interest at the fixed rate of 3.58% per annum. This was accomplished through an amendment of the original mortgage note (Loan #6) that increased the then outstanding principal balance from $4,233,957 to $6,233,957 bearing interest at the blended fixed rate of 3.53% per annum, with a balloon payment of $3,683,544 due during the first quarter of 2032. These three credit facilities are secured by liens on substantially all of our assets and are subject to certain restrictions and financial covenants. Given the funds we raised through an equity issuance in April 2021, GSB waived the minimum debt service coverage (DSC) ratio requirement of 1.35 for the year ended December 31, 2021. By negotiation with the bank in connection with a mortgage debt financing during the first quarter of 2022, the required minimum DSC ratio was reduced to 1.0 for the year ending December 31, 2022. During the second quarter of 2020, we received $937,700 in support from the federal government under the Paycheck Protection Program (PPP) (Loan #8). We used the proceeds only for eligible payroll costs incurred and paid during the 24-week period beginning April 13, 2020. Our obligation to repay the principal was forgiven, and we recognized this amount as part of other expenses (income), net, during the fourth quarter of 2020. This forgiveness of indebtedness, in accordance with the CARES Act and Maine law, does not give rise to federal or State of Maine taxable income, and the expenses incurred using PPP proceeds are fully deductible for federal and Maine income tax purposes. During the second quarter of 2020, we received a loan from the Maine Technology Institute (MTI) (Loan #9) in the aggregate principal amount of $500,000. The first 27 months of this loan are interest-free with no interest accrual or required principal payments. Principal and interest payments at a fixed rate of 5% per annum are due quarterly over the final five years of the loan, beginning during the fourth quarter of 2022 and continuing through the third quarter of 2027. On June 30, 2021, we executed definitive agreements covering a second loan from the MTI (Loan #11) in the aggregate principal amount of $400,000, which proceeds were received in July 2021. The first 24 months of this loan are interest-free with no interest accrual or required principal payments. Beginning in July 2023, principal and interest payments are due quarterly at a fixed rate of 5% per annum based on a 5.5-year amortization schedule until December 2028. These credit facilities are unsecured and subordinated to our indebtedness to Gorham Savings Bank, which senior indebtedness is secured by mortgages and security interests with respect to substantially all of our assets. Failure to make timely payments of principal and interest, or otherwise to comply with the terms of the agreements with the MTI, would entitle the MTI to accelerate the maturity of such debt and demand repayment in full. These loans may be prepaid without penalty at any time. Debt proceeds received and principal repayments made during the three-month periods ended March 31, 2022 and 2021 are reflected in the following table by period and by loan: During the Three-Month During the Three-Month Proceeds from Debt Principal Proceeds from Debt Principal Loan #6 $ 2,000,000 $ (30,183 ) $ — $ (28,922 ) Loan #7 — (118,033 ) — (113,991 ) Loan #10 — (49,169 ) — (47,464 ) Total $ 2,000,000 $ (197,385 ) $ — $ (190,377 ) Debt proceeds received and principal repayments made during the years ended December 31, 2021 and 2020 are reflected in the following table by period and by loan: During the Year Ended During the Year Ended Proceeds from Debt Principal Proceeds from Debt Principal Loan #1 $ — $ — $ — $ (493,696 ) Loan #2 — — — (2,143,771 ) Loan #3 — — — (3,236,429 ) Loan #4 — — — (2,336,000 ) Loan #5 — — — (309,182 ) Loan #6 — (115,860 ) 5,100,000 (720,001 ) Loan #7 — (460,637 ) 3,500,000 (334,489 ) Loan #8 (1) — — 937,700 (937,700 ) Loan #9 — — 500,000 — Loan #10 — (191,774 ) 1,500,000 — Loan #11 400,000 — — — Total $ 400,000 $ (768,271 ) $ 11,537,700 $ (10,511,268 ) (1) Loan #8 was forgiven by the federal government during the fourth quarter of 2020. Principal payments (net of debt issue costs) due under bank loans outstanding as of March 31, 2022 (excluding our $1,000,000 line of credit) are reflected in the following table by the year that payments are due: During the During the Years Ending December 31, 2022 2023 2024 2025 2026 Thereafter Total Loan #6 $ 172,626 $ 223,349 $ 230,891 $ 239,876 $ 248,604 $ 5,118,611 $ 6,233,957 Loan #7 359,188 494,433 512,102 530,738 549,881 140,498 2,586,840 Loan #9 22,160 91,446 96,104 101,001 106,146 83,143 500,000 Loan #10 149,540 205,878 213,217 220,994 228,965 240,463 1,259,057 Loan #11 — 32,017 66,470 69,856 73,415 158,242 400,000 Subtotal 703,514 1,047,123 1,118,784 1,162,465 1,207,011 5,740,957 10,979,854 Debt issuance costs (5,721 ) (7,628 ) (7,219 ) (7,120 ) (7,120 ) (20,024 ) (54,832 ) Total $ 697,793 $ 1,039,495 $ 1,111,565 $ 1,155,345 $ 1,199,891 $ 5,720,933 $ 10,925,022 |
Contingent Liabilities and Comm
Contingent Liabilities and Commitments | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENT LIABILITIES AND COMMITMENTS | 11. CONTINGENT LIABILITIES AND COMMITMENTS Our bylaws, as amended, in effect provide that the Company will indemnify its officers and directors to the maximum extent permitted by Delaware law. In addition, we make similar indemnity undertakings to each director through a separate indemnification agreement with that director. The maximum payment that we may be required to make under such provisions is theoretically unlimited and is impossible to determine. We maintain directors’ and officers’ liability insurance, which may provide reimbursement to the Company for payments made to, or on behalf of, officers and directors pursuant to the indemnification provisions. Our indemnification obligations were grandfathered under the provisions of Codification Topic 460 , Guarantees The development, manufacturing and marketing of animal health care products entails an inherent risk that liability claims will be asserted against us during the normal course of business. We are aware of no such claims against us as of the date of this filing. We feel that we have reasonable levels of liability insurance to support our operations. We enter into agreements with third parties in the ordinary course of business under which we are obligated to indemnify such third parties from and against various risks and losses. The precise terms of such indemnities vary with the nature of the agreement. In many cases, we limit the maximum amount of our indemnification obligations, but in some cases those obligations may be theoretically unlimited. We have not incurred material expenses in discharging any of these indemnification obligations and based on our analysis of the nature of the risks involved, we believe that the fair value of the liabilities potentially arising under these agreements is minimal. Accordingly, we have recorded no liabilities for such obligations as of March 31, 2022. We plan to purchase certain key parts (syringes) and services (formulation, aseptic filling and final packaging of Drug Product) pertaining to Re-Tain ® Effective March 25, 2020, the Company entered into a Severance Agreement with Mr. Brigham, under which the Company agreed to pay this executive (or his estate) 75% of his then current salary plus any accrued and unused paid time off in the event of the involuntary termination of his employment by the Company (except for cause) or in the event of termination by him for good reason. Effective March 28, 2022, the Company entered into an amended and restated Separation and Deferred Compensation Agreement (the “Deferred Compensation Agreement”) with Mr. Brigham that superseded and replaced in its entirely the March 2020 contract discussed above, and the Company entered into an Incentive Compensation Agreement (the “Incentive Agreement”) with Mr. Brigham. Mr. Brigham’s Deferred Compensation Agreement allows Mr. Brigham to receive up to an additional $300,000 in deferred compensation and to be paid all earned and unused paid time off upon separation from the Company for any reason. This deferred compensation payment vests as to $100,000 on January 1, 2023, as to an additional $100,000 on January 1, 2024 and as to the final $100,000 on January 1, 2025, provided that Mr. Brigham is employed by the Company on the applicable vesting date. In addition, upon termination of Mr. Brigham’s employment (a) by the Company other than for cause, (b) due to death or disability or (c) by Mr. Brigham for good reason, the Company agrees to pay Mr. Brigham 100% of his then current base salary. Mr. Brigham’s Incentive Agreement provides for the potential to earn up to an additional $150,000 if certain regulatory and financial objectives are achieved during 2022. Under these contract amendments, Mr. Brigham continues to serve the Company as President and CEO. In addition to the commitments discussed above, we had committed $940,000 to increase our production capacity for the First Defense ® Re-Tain ® |
Operating Lease
Operating Lease | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
OPERATING LEASE | 12. OPERATING LEASE On September 12, 2019, we entered into a lease covering approximately 14,300 square feet of office and warehouse space with a possession date of November 15, 2019 and a commencement date of February 13, 2020. The property is located at 175 Industrial Way in Portland, which is a short distance from our headquarters and manufacturing facility at 56 Evergreen Drive. We renovated this space to meet our needs in expanding our production capacity for the First Defense ® The following tables describe our lease costs and other lease information. During the Three-Month 2022 2021 Lease Cost Operating lease cost $ 29,991 $ 29,499 Variable lease cost 10,350 10,350 Total lease cost $ 40,341 $ 39,849 Operating Lease Weighted average remaining lease term (in years) 7.8 8.8 Weighted average discount rate 4.77 % 4.77 % During the Years 2021 2020 Lease Cost Operating lease cost $ 117,996 $ 104,094 Variable lease cost 41,400 36,523 Total lease cost $ 159,396 $ 140,617 Operating Lease Weighted average remaining lease term (in years) 8.1 9.1 Weighted average discount rate 4.77 % 4.77 % Future lease payments required under non-cancelable operating leases in effect as of March 31, 2022 were as follows: Amount During the nine-month period ending December 31, 2022 $ 121,577 During the Years Ending December 31, 2023 165,120 2024 168,210 2025 171,383 2026 174,640 Thereafter 559,664 Total lease payments (undiscounted cash flows) 1,360,594 Less: imputed interest (discount effect of cash flows) (252,428 ) Total operating liabilities $ 1,108,166 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | 13. STOCKHOLDERS’ EQUITY Common Stock Issuances From February 2016 to April 2021, we issued the aggregate of 4,553,017 shares of common stock in six different transactions raising gross proceeds of approximately $26,714,000 at the weighted average price of $5.87 per share. These funds have been essential to funding our business growth plans. The details of each transaction are discussed below. On October 28, 2015, we filed a registration statement on Form S-3 (File No. 333-207635) with the Securities and Exchange Commission (SEC) for the potential issuance of up to $10,000,000 in equity securities (subject to certain limitations). This registration statement became effective on November 10, 2015. Under this form of registration statement, we were limited within a twelve-month period to raising gross proceeds of no more than one-third of the market capitalization of our common stock (as determined by the high price of our common stock within the preceding 60 days leading up to a sale of securities) held by non-affiliates (non-insiders) of the Company. Having raised $10,000,000 in gross proceeds under the February 2016, July 2017 and December 2017 equity transactions described below, no additional equity securities can be issued under this registration statement. On February 3, 2016, we sold 1,123,810 shares of common stock at a price to the public of $5.25 per share in an underwritten public offering pursuant to our effective shelf registration statement on Form S-3, raising gross proceeds of approximately $5,900,000 and resulting in net proceeds to the Company of approximately $5,313,000 (after deducting underwriting discounts and offering expenses incurred in connection with the equity financing). On October 21, 2016, we closed on a private placement of 659,880 shares of common stock to nineteen institutional and accredited investors at $5.25 per share, raising gross proceeds of approximately $3,464,000 and resulting in net proceeds to the Company of approximately $3,161,000 (after deducting placement agent fees and other expenses incurred in connection with the equity financing). On July 27, 2017, we issued 200,000 shares of our common stock at a price of $5.25 per share in a public, registered sale to two related investors pursuant to our effective shelf registration statement on Form S-3, raising gross proceeds of $1,050,000 and resulting in net proceeds of approximately $1,034,000 (after deducting expenses incurred in connection with the equity financing). On December 21, 2017, we sold 417,807 shares of common stock at a price to the public of $7.30 per share in an underwritten public offering pursuant to our effective shelf registration statement on Form S-3, raising gross proceeds of approximately $3,050,000 and resulting in net proceeds to the Company of approximately $2,734,000 (after deducting underwriting discounts and offering expenses incurred in connection with the equity financing). On November 20, 2018, we filed a registration statement on Form S-3 (File No. 333-228479) with the Securities and Exchange Commission (SEC) for the potential issuance of up to $20,000,000 in equity securities (subject to certain limitations). This registration statement became effective on November 29, 2018. Under this form of registration statement, we were limited within a twelve-month period to raising gross proceeds of no more than one-third of the market capitalization of our common stock (as determined by the high price of our common stock within the preceding 60 days leading up to a sale of securities) held by non-affiliates (non-insiders) of the Company. Under SEC rules governing this form of registration statement, this registration statement expired upon the third anniversary of its effectiveness. On March 29, 2019, we sold 1,636,364 shares of common stock at a price to the public of $5.50 per share in an underwritten public offering pursuant to our effective shelf registration statement on Form S-3, raising gross proceeds of approximately $9,000,000 and resulting in net proceeds to the Company of approximately $8,303,000 (after deducting underwriting discounts and offering expenses incurred in connection with the equity financing). On April 14, 2021, we issued 515,156 shares of our common stock at a price of $8.25 per share in a public, registered sale to seven investors pursuant to our effective shelf registration statement on Form S-3, raising gross proceeds of approximately $4,250,000 and resulting in net proceeds of approximately $4,233,000 (after deducting expenses incurred in connection with the equity financing). Stock Option Plans In June 2010, our stockholders approved the 2010 Stock Option and Incentive Plan (the “2010 Plan”) pursuant to the provisions of the Internal Revenue Code of 1986, under which employees and certain service providers may be granted options to purchase shares of the Company’s common stock at no less than fair market value on the date of grant. At that time, 300,000 shares of common stock were reserved for issuance under the 2010 Plan and subsequently no additional shares have been reserved for the 2010 Plan. Vesting requirements are determined by the Compensation and Stock Option Committee of the Board of Directors on a case-by-case basis. All options granted under the 2010 Plan expire no later than 10 years from the date of grant. The 2010 Plan expired in June 2020, after which date no further options can be granted under the 2010 Plan. However, options outstanding under the 2010 Plan at that time can be exercised in accordance with their terms. As of March 31, 2022, there were 217,500 options outstanding under the 2010 Plan. In June 2017, our stockholders approved the 2017 Stock Option and Incentive Plan (the “2017 Plan”) pursuant to the provisions of the Internal Revenue Code of 1986, under which employees and certain service providers may be granted options to purchase shares of the Company’s common stock at no less than fair market value on the date of grant. At that time, 300,000 shares of common stock were reserved for issuance under the 2017 Plan and subsequently no additional shares have been reserved for the 2017 Plan. A proposal to increase the number of shares reserved for issuance under the 2017 Plan by 350,000 shares from 300,000 shares to 650,000 shares is subject to approval by a vote of stockholders at the 2022 annual meeting of stockholders to be held in June 2022. Vesting requirements are determined by the Compensation and Stock Option Committee of the Board of Directors on a case-by-case basis. All options granted under the 2017 Plan expire no later than 10 years from the date of grant. The 2017 Plan expires in March 2027, after which date no further options can be granted under the 2017 Plan. However, options outstanding under the 2017 Plan at that time can be exercised in accordance with their terms. As of March 31, 2022, there were 279,500 options outstanding under the 2017 Plan. Additionally, contingent grants aggregating 53,500 shares have been made to 47 full-time employees and 5 part-time employees, subject to approval by stockholders of the proposal to increase shares reserved for issuance under the 2017 Plan, described above. If this amendment is not approved, these contingent grants will become null and void. Activity under the stock option plans described above was as follows: 2010 Plan 2017 Plan Weighted Aggregate (1) Outstanding as of December 31, 2019 255,000 133,500 $ 6.48 $ (516,475 ) Grants 7,000 93,000 $ 5.03 Terminations/forfeitures (12,000 ) (50,000 ) $ 5.45 Exercises (12,500 ) — $ 3.15 Outstanding as of December 31, 2020 237,500 176,500 $ 6.38 $ (180,038 ) Grants — 86,000 $ 9.78 Terminations/forfeitures (12,000 ) (20,000 ) $ 7.26 Exercises (7,000 ) (18,000 ) $ 7.08 Outstanding as of December 31, 2021 218,500 224,500 $ 6.94 $ 468,425 Grants — 57,000 $ 8.17 Terminations/forfeitures — (2,000 ) $ 4.25 Exercises (1,000 ) — $ 5.84 Outstanding as of March 31, 2022 217,500 279,500 $ 7.10 $ 1,269,335 Vested as of March 31, 2022 183,500 98,500 $ 6.78 $ 808,490 Vested and expected to vest as of March 31, 2022 217,500 279,500 $ 7.10 $ 1,269,335 Reserved for future grants — 2,500 (1) Intrinsic value is the difference between the fair market value of the underlying common stock as of the date indicated and as of the date of the option grant (which is equal to the option exercise price). The following table displays additional information about the stock option plans described above: Number of Weighted Weighted Non-vested stock options as of January 1, 2022 160,000 $ 3.36 $ 7.23 Non-vested stock options as of March 31, 2022 215,000 $ 3.61 $ 7.51 Stock options granted during the three-month period ended March 31, 2022 57,000 $ 4.26 $ 8.17 Stock options that vested during the three-month period ended March 31, 2022 — $ — $ — Stock options that were forfeited during the three-month period ended March 31, 2022 2,000 $ 2.16 $ 4.25 During the three-month period ended March 31, 2022, one former employee exercised stock options covering 1,000 shares with $5,840 in cash. During the year ended December 31, 2021, one director and three employees exercised stock options covering 25,000 shares by the surrender of 17,128 shares of common stock with a fair market value of $165,337 at the time of exercise and the payment of $11,693 in cash. The weighted average remaining life of the options outstanding under the 2010 Plan and the 2017 Plan as of March 31, 2022 was approximately 5 years and 4 months. The weighted average remaining life of the options exercisable under these plans as of March 31, 2022 was approximately 4 years. The exercise prices of the options outstanding as of March 31, 2022 ranged from $4.00 to $10.04 per share. The 86,000 stock options granted during the year ended December 31, 2021 had exercise prices between $6.10 and $10.04 per share. The aggregate intrinsic value of options exercised during the three-month period ended March 31, 2022 and the year ended December 31, 2021 approximated $2,480 and $64,977, respectively. The weighted-average grant date fair values of options granted during the three-month period ended March 31, 2022 and the year ended December 31, 2021 were $4.26 and $4.51 per share, respectively. As of March 31, 2022, total unrecognized stock-based compensation related to non-vested stock options aggregated $533,895, which will be recognized over a weighted average remaining period of 1 year and 11 months. The fair value of each stock option grant has been estimated on the date of grant using the Black-Scholes option pricing model, for the purpose discussed in Note 2(m), with the following weighted-average assumptions: During the Three-Month 2022 2021 Risk-free interest rate 1.63 % 0.43 % Dividend yield 0 % 0 % Expected volatility 52 % 53 % Expected life 6.5 years 6.5 years The risk-free interest rate is based on U.S. Treasury yields for a maturity approximating the expected option term, while the other assumptions are derived from averages of our historical data. Common Stock Rights Plan In September 1995, our Board of Directors adopted a Common Stock Rights Plan (the “Rights Plan”) and declared a dividend of one common share purchase right (a “Right”) for each of the then outstanding shares of the common stock of the Company. Each Right entitles the registered holder to purchase from the Company one share of common stock at an initial purchase price of $70.00 per share, subject to adjustment. The description and terms of the Rights are set forth in a Rights Agreement between the Company and American Stock Transfer & Trust Co., as Rights Agent. The Rights (as amended) become exercisable and transferable apart from the common stock upon the earlier of i) 10 days following a public announcement that a person or group (Acquiring Person) has, without the prior consent of the Continuing Directors (as such term is defined in the Rights Agreement), acquired beneficial ownership of 20% or more of the outstanding common stock or ii) 10 days following commencement of a tender offer or exchange offer the consummation of which would result in ownership by a person or group of 20% or more of the outstanding common stock (the earlier of such dates being called the Distribution Date). Upon the Distribution Date, the holder of each Right not owned by the Acquiring Person would be entitled to purchase common stock at a discount to the initial purchase price of $70.00 per share, effectively equal to one half of the market price of a share of common stock on the date the Acquiring Person becomes an Acquiring Person. If, after the Distribution Date, the Company should consolidate or merge with any other entity and the Company were not the surviving company, or, if the Company were the surviving company, all or part of the Company’s common stock were changed or exchanged into the securities of any other entity, or if more than 50% of the Company’s assets or earning power were sold, each Right would entitle its holder to purchase, at the Rights’ then-current purchase price, a number of shares of the acquiring company’s common stock having a market value at that time equal to twice the Right’s exercise price. At any time after a person or group becomes an Acquiring Person and prior to the acquisition by such person or group of 50% or more of the outstanding common stock, the Board of Directors of the Company may exchange the Rights (other than Rights owned by such person or group which have become void), in whole or in part, at an exchange ratio of one share of common stock per Right (subject to adjustment). At any time prior to 14 days following the date that any person or group becomes an Acquiring Person (subject to extension by the Board of Directors), the Board of Directors of the Company may redeem the then outstanding Rights in whole, but not in part, at a price of $0.005 per Right, subject to adjustment. At various times over the years, our Board of Directors has voted to authorize amendments of the Rights Agreement to extend the Final Expiration Date, which is currently September 19, 2022. Our Board of Directors has decided to seek an advisory vote by stockholders at the 2022 annual meeting of stockholders to be held in June 2022, as to whether to extend the Rights Plan by one year to September 19, 2023. Our Board of Directors intends to be guided by the votes actually cast on this proposal in deciding whether to extend the expiration date by one year. During the third quarter of 2011, our Board of Directors voted to authorize an amendment to increase the ownership threshold for determining “Acquiring Person” status to 20%. During the second quarter of 2015, our Board of Directors also voted to authorize an amendment to remove a provision that prevented a new group of directors elected following the emergence of an Acquiring Person (an owner of more than 20% of our stock) from controlling the Rights Plan by maintaining exclusive authority over the Rights Plan with pre-existing directors. We did this because such provisions have come to be viewed with disfavor by Delaware courts. Each time that we made such amendments we entered into amendments to the Rights Agreement with the Rights Agent reflecting such extensions, threshold increases or provision changes. No other changes have been made to the terms of the Rights or the Rights Agreement. Authorized Common Stock At the June 14, 2018 Annual Meeting of Stockholders, our stockholders voted to approve an amendment to our Certificate of Incorporation to increase the number of shares of common stock authorized for issuance from 8,000,000 to 11,000,000. At the June 10, 2020 Annual Meeting of Stockholders, our stockholders voted to approve an amendment to our Certificate of Incorporation to increase the number of shares of common stock authorized for issuance from 11,000,000 to 15,000,000. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2022 | |
Revenue [Abstract] | |
REVENUE | 14. REVENUE We primarily offer the First Defense ® The following tables present our product sales disaggregated by geographic area: During the Three-Month Periods Ended March 31, During the Years Ended December 31, 2022 % 2021 % 2021 % 2020 % United States $ 5,515,749 92 % $ 3,580,516 87 % $ 16,620,363 86 % $ 13,644,768 89 % Other 483,935 8 % 526,630 13 % 2,622,606 14 % 1,697,436 11 % Total Product Sales $ 5,999,684 100 % $ 4,107,146 ` 100 % $ 19,242,969 100 % $ 15,342,204 100 % The following tables present our product sales disaggregated by major product category: During the Three-Month Periods Ended March 31, During the Years Ended December 31, 2022 % 2021 % 2021 % 2020 % First Defense ® product line $ 5,962,875 99 % $ 4,023,471 98 % $ 18,933,092 98 % $ 15,072,446 98 % Other animal health 36,809 1 % 83,675 2 % 309,877 2 % 269,758 2 % Total Product Sales $ 5,999,684 100 % $ 4,107,146 100 % $ 19,242,969 100 % $ 15,342,204 100 % |
Other Expenses, Net
Other Expenses, Net | 3 Months Ended |
Mar. 31, 2022 | |
Other Income and Expenses [Abstract] | |
OTHER EXPENSES, NET | 15. OTHER EXPENSES, NET Other expenses (income), net, consisted of the following: During the Three-Month 2022 2021 Interest expense (1) $ 75,214 $ 79,635 Gain on disposal of fixed assets (11,000 ) (10,000 ) Interest income (7,188 ) (2,957 ) Income - other (852 ) — Other expenses (income), net $ 56,174 $ 66,678 (1) Interest expense included amortization of debt issuance costs of $1,905 and $1,960 during the three-month periods ended March 31, 2022 and 2021, respectively. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Taxes [Abstract] | |
INCOME TAXES | 16. INCOME TAXES Our income tax expense aggregated $1,148 and $0 (amounting to 0.2% and 0% of our income (loss) before income taxes) during the three-month periods ended March 31, 2022 and 2021, respectively. As of December 31, 2021, we had federal net operating loss carryforwards of $14,734,684 of which $13,022,777 do not expire and of which $1,711,907 expire in 2034 through 2037 (if not utilized before then) and state net operating loss carryforwards of $1,440,707 that expire in 2037 through 2038 (if not utilized before then). Additionally, we had federal general business tax credit carryforwards of $557,795 that expire in 2027 through 2042 (if not utilized before then) and state tax credit carryforwards of $775,473 that expire in 2022 through 2042 (if not utilized before then). The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the estimated future tax effects of temporary differences between book and tax treatment of assets and liabilities and carryforwards to the extent they are realizable. During the second quarter of 2018, we assessed our historical and near-term future profitability and recorded $563,252 in non-cash income tax expense to create a full valuation allowance against our net deferred tax assets (which consist largely of net operating loss carryforwards and federal and state credits) based on applicable accounting standards and practices. At that time, we had incurred a net loss for six consecutive quarters, had not been profitable on a year-to-date basis since the nine-month period ended September 30, 2017 and projected additional net losses for some period going forward before returning to profitability. Should future profitability be realized at an adequate level, we would be able to release this valuation allowance (resulting in a non-cash income tax benefit) and realize these deferred tax assets before they expire. We will continue to assess the need for the valuation allowance at each quarter and, in the event that actual results differ from these estimates, or we adjust these estimates in future periods, we may need to adjust our valuation allowance. Adjustments related to the termination of our interest rate swap agreements were recorded during the first quarter of 2020. No subsequent adjustments were recorded. Net operating loss carryforwards, credits, and other tax attributes are subject to review and possible adjustment by the Internal Revenue Service. Section 382 of the Internal Revenue Code contains provisions that could place annual limitations on the future utilization of net operating loss carryforwards and credits in the event of a change in ownership of the Company, as defined. We file income tax returns in the U.S. federal jurisdiction and several state jurisdictions. We currently have no tax examinations in progress. We also have not paid additional taxes, interest or penalties as a result of tax examinations nor do we have any unrecognized tax benefits for any of the periods in the accompanying unaudited financial statements. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 17. SEGMENT INFORMATION Our business operations (being the development, acquisition, manufacture and sale of products that improve the health and productivity of dairy and beef cattle) are described in Note 1. Pursuant to Codification Topic 280, Segment Reporting First Defense ® Re-Tain ® First Defense ® Re-Tain ® During the Three-Month Period Ended March 31, 2022 First Defense ® Re-Tain ® Other Total Product sales $ 5,962,875 $ — $ 36,809 $ 5,999,684 Costs of goods sold 2,852,329 — 44,132 2,896,461 Gross margin 3,110,546 — (7,323 ) 3,103,223 OPERATING EXPENSES: Product development expenses 8,416 982,129 45,390 1,035,935 Sales and marketing expenses 418,667 392,833 — 811,500 Administrative expenses — — 462,800 462,800 Operating activities 427,083 1,374,962 508,190 2,310,235 NET OPERATING INCOME (LOSS) $ 2,683,463 $ (1,374,962 ) ($ 515,513 ) $ 792,988 During the Three-Month Period Ended March 31, 2021 First Defense ® Re-Tain ® Other Total Product sales $ 4,023,471 $ — $ 83,675 $ 4,107,146 Costs of goods sold 2,452,159 — 52,799 2,504,958 Gross margin 1,571,312 — 30,876 1,602,188 OPERATING EXPENSES: Product development expenses 7,518 968,254 55,292 1,031,064 Sales and marketing expenses 431,153 89,214 230 520,597 Administrative expenses — — 425,152 425,152 Operating activities 438,671 1,057,468 480,674 1,976,813 NET OPERATING INCOME (LOSS) $ 1,132,641 $ (1,057,468 ) $ (449,798 ) $ (374,625 ) First Defense ® Re-Tain ® Total Total Assets as of March 31, 2022 $ 24,674,596 $ 22,024,900 $ 46,699,496 Total Assets as of March 31, 2021 $ 17,688,025 $ 21,933,437 $ 39,621,462 Depreciation and amortization expense during the three-month period ended March 31, 2022 $ 308,710 $ 314,818 $ 623,528 Depreciation and amortization expense during the three-month period ended March 31, 2021 $ 264,428 $ 357,003 $ 621,431 Capital Expenditures during the three-month period ended March 31, 2022 $ 740,467 $ 67,029 $ 807,496 Capital Expenditures during the three-month period ended March 31, 2021 $ 349,316 $ — $ 349,316 During the Year Ended December 31, 2021 First Defense ® Re-Tain ® Other Total Product sales $ 18,933,092 $ — $ 309,877 $ 19,242,969 Costs of goods sold 10,411,936 — 175,104 10,587,040 Gross margin 8,521,156 — 134,773 8,655,929 OPERATING EXPENSES: Product development expenses 25,374 3,887,781 255,363 4,168,518 Sales and marketing expenses 1,942,391 561,288 247 2,503,926 Administrative expenses — — 1,726,100 1,726,100 Operating expenses 1,967,765 4,449,069 1,981,710 8,398,544 NET OPERATING INCOME (LOSS) $ 6,553,391 $ (4,449,069 ) $ (1,846,937 ) $ 257,385 During the Year Ended December 31, 2020 First Defense ® Re-Tain ® Other Total Product sales $ 15,072,446 $ — $ 269,758 $ 15,342,204 Costs of goods sold 8,285,073 — 194,305 8,479,378 Gross margin 6,787,373 — 75,453 6,862,826 OPERATING EXPENSES: Product development expenses 106,393 4,022,712 225,522 4,354,627 Sales and marketing expenses 2,119,289 48,600 10 2,167,899 Administrative expenses — — 1,720,653 1,720,653 Operating expenses 2,225,682 4,071,312 1,946,185 8,243,179 NET OPERATING INCOME (LOSS) $ 4,561,691 $ (4,071,312 ) $ (1,870,732 ) $ (1,380,353 ) First Defense ® Re-Tain ® Total Total Assets as of December 31, 2021 $ 22,476,870 $ 21,988,818 $ 44,465,688 Total Assets as of December 31, 2020 $ 18,416,157 $ 21,933,437 $ 40,349,594 Depreciation and amortization expense $ 1,095,620 $ 1,373,361 $ 2,468,981 Depreciation and amortization expense $ 1,003,577 $ 1,446,430 $ 2,450,007 Capital Expenditures $ 1,655,866 $ 952,783 $ 2,608,649 Capital Expenditures $ 3,454,076 $ 618,463 $ 4,072,539 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 18. RELATED PARTY TRANSACTIONS Dr. David S. Tomsche (Chair of our Board of Directors) is a controlling owner of Leedstone Inc., a domestic distributor of ImmuCell products (the First Defense ® CMT |
Employee Benefits
Employee Benefits | 3 Months Ended |
Mar. 31, 2022 | |
Employee Benefits [Abstract] | |
EMPLOYEE BENEFITS | 19. EMPLOYEE BENEFITS We have a 401(k) savings plan (the Plan) in which all employees completing one month of service with the Company are eligible to participate. Participants may contribute up to the maximum amount allowed by the Internal Revenue Service. We currently match 100% of the first 3% of each employee’s salary that is contributed to the Plan and 50% of the next 2% of each employee’s salary that is contributed to the Plan. Under this matching plan, we paid $41,864 and $32,672 into the Plan for the three-month periods ended March 31, 2022 and 2021, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 20. SUBSEQUENT EVENTS We have evaluated subsequent events through the time of filing on May 12, 2022, the date we have issued this Quarterly Report on Form 10-Q. As of the time of filing on May 12, 2022, there were no material, reportable subsequent events. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of presentation | (a) Basis of Presentation We have prepared the accompanying unaudited financial statements reflecting all adjustments (which are of a normal recurring nature) that are, in our opinion, necessary in order to ensure that the financial statements are not misleading. We follow accounting standards set by the Financial Accounting Standards Board (FASB). The FASB sets Generally Accepted Accounting Principles (GAAP) that we follow to ensure we consistently report our financial condition, results of operations, earnings per share and cash flows. References to GAAP in these footnotes are to the FASB Accounting Standards Codification |
Cash and Cash Equivalents | (b) Cash and Cash Equivalents We consider all highly liquid investment instruments that mature within three months of their purchase dates to be cash equivalents. Cash equivalents are principally invested in securities backed by the U.S. government. Certain cash balances in excess of Federal Deposit Insurance Corporation (FDIC) limits of $250,000 per financial institution per depositor are maintained in money market accounts at financial institutions that are secured, in part, by the Securities Investor Protection Corporation. Amounts in excess of these FDIC limits per bank that are not invested in securities backed by the U.S. government aggregated $0 as of both March 31, 2022 and December 31, 2021. We account for investments in marketable securities in accordance with Codification Topic 320, Investments — Debt and Equity Securities |
Trade Accounts Receivable, net | (c) Trade Accounts Receivable, net Accounts receivable are carried at the original invoice amount less an estimate made for doubtful collection when applicable. Management determines the allowance for doubtful accounts on a monthly basis by identifying troubled accounts and by using historical experience applied to an aging of accounts. Accounts receivable are considered to be past due if a portion of the receivable balance is outstanding for more than 30 days. Past due accounts receivable are subject to an interest charge. Accounts receivable are written off when deemed uncollectible. The amount of accounts receivable written off during all periods reported was immaterial. Recoveries of accounts receivable previously written off are recorded as income when received. As of March 31, 2022 and December 31, 2021, we determined that no allowance for doubtful accounts was necessary. See Note 4. |
Inventory | (d) Inventory Inventory includes raw materials, work-in-process and finished goods and is recorded at the lower of cost, on the first-in, first-out method, or net realizable value (determined as the estimated selling price in the normal course of business, less reasonably predictable costs of completion, disposal and transportation). Work-in-process and finished goods inventories include materials, labor and manufacturing overhead. At each balance sheet date, we evaluate our ending inventories for excess quantities and obsolescence. Inventories that we consider excess or obsolete are written down to estimated net realizable value. Once inventory is written down and a new cost basis is established, it is not written back up if demand increases. We believe that supplies and raw materials for the production of our products are available from more than one vendor or farm. Our policy is to maintain more than one source of supply for the components used in our products when feasible. See Note 5. |
Property, Plant and Equipment, net | (e) Property, Plant and Equipment, net We depreciate property, plant and equipment on the straight-line method by charges to operations and costs of goods sold in amounts estimated to expense the cost of the assets from the date they are first put into service to the end of the estimated useful lives of the assets. The facility we have constructed at 33 Caddie Lane to produce the Nisin Drug Substance for Re-Tain ® First Defense ® |
Intangible Assets and Goodwill | (f) Intangible Assets and Goodwill We amortize intangible assets on the straight-line method by charges to costs of goods sold in amounts estimated to expense the cost of the assets from the date they are first put into service to the end of the estimated useful lives of the assets. We have recorded intangible assets related to customer relationships, non-compete agreements and developed technology, each with defined useful lives. We have classified as goodwill the amounts paid in excess of fair value of the net assets (including tax attributes) acquired in purchase transactions. We assess the impairment of intangible assets and goodwill that have indefinite lives at the reporting unit level on an annual basis (as of December 31 st |
Valuation of Long-Lived Assets | (g) Valuation of Long-Lived Assets We periodically evaluate our long-lived assets, consisting principally of fixed assets, operating lease right-of-use asset and amortizable intangible assets, for potential impairment. In accordance with the applicable accounting guidance for the treatment of long-lived assets, we review the carrying value of our long-lived assets or asset group that is held and used, including intangible assets subject to amortization, for impairment whenever events and circumstances indicate that the carrying value of the assets may not be recoverable. Under the held for use approach, the asset or asset group to be tested for impairment should represent the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. We evaluate our long-lived assets whenever events or circumstances suggest that the carrying amount of an asset or group of assets may not be recoverable. No impairment was recognized during the three-month period ended March 31, 2022 or the year ended December 31, 2021. |
Fair Value Measurements | (h) Fair Value Measurements In determining fair value measurements, we follow the provisions of Codification Topic 820, Fair Value Measurements and Disclosures Level 1 — Pricing inputs are quoted prices available in active markets for identical assets or liabilities as of the measurement date. Level 2 — Pricing inputs are quoted prices for similar assets or liabilities, or inputs that are observable, either directly or indirectly, for substantially the full term through corroboration with observable market data. Level 3 — Pricing inputs are unobservable for the assets or liabilities, that is, inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level of an asset or liability within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment. From time to time, we also hold money market mutual funds in a brokerage account, which are classified as cash equivalents and measured at fair value. The fair value of these investments is based on their closing published net asset value. We assess the levels of the investments at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfer in accordance with our accounting policy regarding the recognition of transfers between levels of the fair value hierarchy. During the three-month period ended March 31, 2022 and the year ended December 31, 2021, there were no transfers between levels. As of March 31, 2022 and December 31, 2021, our Level 1 assets measured at fair value by quoted prices in active markets consisted of bank savings accounts and money market funds. There were no assets or liabilities measured at fair value on a nonrecurring basis as of March 31, 2022 or December 31, 2021. As of March 31, 2022 Level 1 Level 2 Level 3 Total Assets: Cash and money market accounts $ 11,817,136 $ — $ — $ 11,817,136 Liabilities: Bank debt $ — $ (10,925,022 ) $ — $ (10,925,022 ) As of December 31, 2021 Level 1 Level 2 Level 3 Total Assets: Cash and money market accounts $ 10,185,468 $ — $ — $ 10,185,468 Liabilities: Bank debt $ — $ (9,139,329 ) $ — $ (9,139,329 ) |
Concentration of Risk | (i) Concentration of credit risk with respect to accounts receivable is principally limited to certain customers to whom we make substantial sales. To reduce risk, we routinely assess the financial strength of our customers and, as a consequence, believe that our accounts receivable credit risk exposure is limited. We maintain an allowance for potential credit losses when deemed necessary, but historically we have not experienced significant credit losses related to an individual customer or groups of customers in any particular industry or geographic area. Sales to significant customers that amounted to 10% or more of total product sales are detailed in the following table: During the Three-Month 2022 2021 Company A 39 % 45 % Company B 35 % 33 % Trade accounts receivable due from significant customers amounted to the percentages of total trade accounts receivable as detailed in the following table: As of As of Company A 39 % 38 % Company B 33 % 34 % |
Revenue Recognition | (j) Revenue Recognition We recognize revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers |
Expense Recognition | (k) Expense Recognition We do not incur costs in connection with product sales to customers that are eligible for capitalization. Advertising costs are expensed when incurred, which is generally during the month in which the advertisement is published. Advertising expenses amounted to $16,815 and $15,650 during the three-month periods ended March 31, 2022 and 2021, respectively. All product development expenses are expensed as incurred, as are all related patent costs. We capitalize costs to produce inventory during the production cycle, and these costs are charged to costs of goods sold when the inventory is sold to a customer. |
Income Taxes | (l) Income Taxes We account for income taxes in accordance with Codification Topic 740, Income Taxes Codification Topic 740-10 clarifies the accounting for income taxes by prescribing a minimum recognition threshold that a tax position must meet before being recognized in the financial statements. In the ordinary course of business, there are transactions and calculations where the ultimate tax outcome is uncertain. In addition, we are subject to periodic audits and examinations by the Internal Revenue Service and other taxing authorities. With few exceptions, we are no longer subject to income tax examinations by tax authorities for years before 2019. We have evaluated the positions taken on our filed tax returns and have concluded that no uncertain tax positions existed as of March 31, 2022 or December 31, 2021. Although we believe that our estimates are reasonable, actual results could differ from these estimates. See Note 16. |
Stock-Based Compensation | (m) Stock-Based Compensation We account for stock-based compensation in accordance with Codification Topic 718, Compensation-Stock Compensation |
Net Income (Loss) Per Common Share | (n) Net Income (Loss) Per Common Share Net income (loss) per common share has been computed in accordance with Codification Topic 260-10, Earnings Per Share During the Three-Month 2022 2021 Net income (loss) attributable to stockholders $ 735,666 $ (441,303 ) Weighted average common shares outstanding - Basic 7,742,120 7,219,436 Dilutive impact of share-based compensation awards 47,354 — Weighted average common shares outstanding - Diluted 7,789,474 7,219,436 Income (loss) per share: Basic $ 0.10 $ (0.06 ) Diluted $ 0.09 $ (0.06 ) |
Use of Estimates | (o) Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period. Although we regularly assess these estimates, actual amounts could differ from those estimates and are subject to change in the near term. Changes in estimates are recorded during the period in which they become known. Significant estimates include our inventory valuation, valuation of goodwill and long-lived assets, valuation of deferred tax assets, accrued expenses, costs of goods sold and useful lives of intangible |
Accounting Pronouncements Recently Adopted | (p) Accounting Pronouncements Recently Adopted In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In March 2020, the FASB issued ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of financial assets measured at fair value on nonrecurring basis | As of March 31, 2022 Level 1 Level 2 Level 3 Total Assets: Cash and money market accounts $ 11,817,136 $ — $ — $ 11,817,136 Liabilities: Bank debt $ — $ (10,925,022 ) $ — $ (10,925,022 ) As of December 31, 2021 Level 1 Level 2 Level 3 Total Assets: Cash and money market accounts $ 10,185,468 $ — $ — $ 10,185,468 Liabilities: Bank debt $ — $ (9,139,329 ) $ — $ (9,139,329 ) |
Schedule of sales to significant customers | During the Three-Month 2022 2021 Company A 39 % 45 % Company B 35 % 33 % |
Schedule of trade accounts receivable due from significant customers | As of As of Company A 39 % 38 % Company B 33 % 34 % |
Schedule of net income (loss) per common share | During the Three-Month 2022 2021 Net income (loss) attributable to stockholders $ 735,666 $ (441,303 ) Weighted average common shares outstanding - Basic 7,742,120 7,219,436 Dilutive impact of share-based compensation awards 47,354 — Weighted average common shares outstanding - Diluted 7,789,474 7,219,436 Income (loss) per share: Basic $ 0.10 $ (0.06 ) Diluted $ 0.09 $ (0.06 ) |
Cash, Cash Equivalents and Sh_2
Cash, Cash Equivalents and Short-Term Investments (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of cash, cash equivalents and short-term investments | As of As of Cash and cash equivalents $ 11,817,136 $ 10,185,468 Short-term investments — — Total $ 11,817,136 $ 10,185,468 |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | As of As of Raw materials $ 1,732,628 $ 971,606 Work-in-process 1,597,888 1,902,299 Finished goods 105,318 216,069 Total $ 3,435,834 $ 3,089,974 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Prepaid Expenses And Other Current Assets [Abstract] | |
Schedule of prepaid expenses and other current assets | As of As of Prepaid expenses $ 387,393 $ 268,713 Other receivables 6,147 26,484 Total $ 393,540 $ 295,197 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Estimated As of As of Laboratory and manufacturing equipment 3-10 $ 17,790,623 $ 17,388,757 Buildings and improvements 10-39 19,315,965 19,119,698 Office furniture and equipment 3-10 891,453 869,191 Construction in progress n/a 3,187,950 2,992,359 Land n/a 516,867 516,867 Property, plant and equipment, gross 41,702,858 40,886,872 Accumulated depreciation (14,570,710 ) (13,993,273 ) Property, plant and equipment, net $ 27,132,148 $ 26,893,599 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | Gross Carrying Accumulated Net Book Developed technology $ 184,100 $ (115,063 ) $ 69,037 Customer relationships 1,300 (812 ) 488 Non-compete agreements 5,640 (3,525 ) 2,115 Total $ 191,040 $ (119,400 ) $ 71,640 Gross Carrying Accumulated Net Book Developed technology $ 184,100 $ (110,460 ) $ 73,640 Customer relationships 1,300 (780 ) 520 Non-compete agreements 5,640 (3,384 ) 2,256 Total $ 191,040 $ (114,624 ) $ 76,416 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of accounts payable and accrued expenses | As of As of Accounts payable – trade $ 595,904 $ 726,781 Accounts payable – capital 66,163 18,263 Accrued payroll 322,033 585,939 Accrued professional fees 59,325 82,050 Accrued other 250,344 199,076 Income tax payable — 2,141 Total $ 1,293,769 $ 1,614,250 |
Bank Debt (Tables)
Bank Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Bank Debt [Abstract] | |
Schedule of debt proceeds received and principal repayments | During the Three-Month During the Three-Month Proceeds from Debt Principal Proceeds from Debt Principal Loan #6 $ 2,000,000 $ (30,183 ) $ — $ (28,922 ) Loan #7 — (118,033 ) — (113,991 ) Loan #10 — (49,169 ) — (47,464 ) Total $ 2,000,000 $ (197,385 ) $ — $ (190,377 ) During the Year Ended During the Year Ended Proceeds from Debt Principal Proceeds from Debt Principal Loan #1 $ — $ — $ — $ (493,696 ) Loan #2 — — — (2,143,771 ) Loan #3 — — — (3,236,429 ) Loan #4 — — — (2,336,000 ) Loan #5 — — — (309,182 ) Loan #6 — (115,860 ) 5,100,000 (720,001 ) Loan #7 — (460,637 ) 3,500,000 (334,489 ) Loan #8 (1) — — 937,700 (937,700 ) Loan #9 — — 500,000 — Loan #10 — (191,774 ) 1,500,000 — Loan #11 400,000 — — — Total $ 400,000 $ (768,271 ) $ 11,537,700 $ (10,511,268 ) |
Schedule of principal payments bank loans outstanding | During the During the Years Ending December 31, 2022 2023 2024 2025 2026 Thereafter Total Loan #6 $ 172,626 $ 223,349 $ 230,891 $ 239,876 $ 248,604 $ 5,118,611 $ 6,233,957 Loan #7 359,188 494,433 512,102 530,738 549,881 140,498 2,586,840 Loan #9 22,160 91,446 96,104 101,001 106,146 83,143 500,000 Loan #10 149,540 205,878 213,217 220,994 228,965 240,463 1,259,057 Loan #11 — 32,017 66,470 69,856 73,415 158,242 400,000 Subtotal 703,514 1,047,123 1,118,784 1,162,465 1,207,011 5,740,957 10,979,854 Debt issuance costs (5,721 ) (7,628 ) (7,219 ) (7,120 ) (7,120 ) (20,024 ) (54,832 ) Total $ 697,793 $ 1,039,495 $ 1,111,565 $ 1,155,345 $ 1,199,891 $ 5,720,933 $ 10,925,022 |
Operating Lease (Tables)
Operating Lease (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Schedule of lease costs and other lease information | During the Three-Month 2022 2021 Lease Cost Operating lease cost $ 29,991 $ 29,499 Variable lease cost 10,350 10,350 Total lease cost $ 40,341 $ 39,849 Operating Lease Weighted average remaining lease term (in years) 7.8 8.8 Weighted average discount rate 4.77 % 4.77 % During the Years 2021 2020 Lease Cost Operating lease cost $ 117,996 $ 104,094 Variable lease cost 41,400 36,523 Total lease cost $ 159,396 $ 140,617 Operating Lease Weighted average remaining lease term (in years) 8.1 9.1 Weighted average discount rate 4.77 % 4.77 % |
Schedule of future lease payments required under non-cancelable operating leases | Amount During the nine-month period ending December 31, 2022 $ 121,577 During the Years Ending December 31, 2023 165,120 2024 168,210 2025 171,383 2026 174,640 Thereafter 559,664 Total lease payments (undiscounted cash flows) 1,360,594 Less: imputed interest (discount effect of cash flows) (252,428 ) Total operating liabilities $ 1,108,166 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Schedule of activity under the stock option plans | 2010 Plan 2017 Plan Weighted Aggregate (1) Outstanding as of December 31, 2019 255,000 133,500 $ 6.48 $ (516,475 ) Grants 7,000 93,000 $ 5.03 Terminations/forfeitures (12,000 ) (50,000 ) $ 5.45 Exercises (12,500 ) — $ 3.15 Outstanding as of December 31, 2020 237,500 176,500 $ 6.38 $ (180,038 ) Grants — 86,000 $ 9.78 Terminations/forfeitures (12,000 ) (20,000 ) $ 7.26 Exercises (7,000 ) (18,000 ) $ 7.08 Outstanding as of December 31, 2021 218,500 224,500 $ 6.94 $ 468,425 Grants — 57,000 $ 8.17 Terminations/forfeitures — (2,000 ) $ 4.25 Exercises (1,000 ) — $ 5.84 Outstanding as of March 31, 2022 217,500 279,500 $ 7.10 $ 1,269,335 Vested as of March 31, 2022 183,500 98,500 $ 6.78 $ 808,490 Vested and expected to vest as of March 31, 2022 217,500 279,500 $ 7.10 $ 1,269,335 Reserved for future grants — 2,500 |
Schedule of additional information about the stock option plans | Number of Weighted Weighted Non-vested stock options as of January 1, 2022 160,000 $ 3.36 $ 7.23 Non-vested stock options as of March 31, 2022 215,000 $ 3.61 $ 7.51 Stock options granted during the three-month period ended March 31, 2022 57,000 $ 4.26 $ 8.17 Stock options that vested during the three-month period ended March 31, 2022 — $ — $ — Stock options that were forfeited during the three-month period ended March 31, 2022 2,000 $ 2.16 $ 4.25 |
Schedule of fair value stock option grant using black-scholes option valuation model with the weighted-average assumptions | During the Three-Month 2022 2021 Risk-free interest rate 1.63 % 0.43 % Dividend yield 0 % 0 % Expected volatility 52 % 53 % Expected life 6.5 years 6.5 years |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Geographic Area [Member] | |
Revenue (Tables) [Line Items] | |
Schedule of our product sales disaggregated by geographic area | During the Three-Month Periods Ended March 31, During the Years Ended December 31, 2022 % 2021 % 2021 % 2020 % United States $ 5,515,749 92 % $ 3,580,516 87 % $ 16,620,363 86 % $ 13,644,768 89 % Other 483,935 8 % 526,630 13 % 2,622,606 14 % 1,697,436 11 % Total Product Sales $ 5,999,684 100 % $ 4,107,146 ` 100 % $ 19,242,969 100 % $ 15,342,204 100 % |
Major Product Category [Member] | |
Revenue (Tables) [Line Items] | |
Schedule of our product sales disaggregated by geographic area | During the Three-Month Periods Ended March 31, During the Years Ended December 31, 2022 % 2021 % 2021 % 2020 % First Defense ® product line $ 5,962,875 99 % $ 4,023,471 98 % $ 18,933,092 98 % $ 15,072,446 98 % Other animal health 36,809 1 % 83,675 2 % 309,877 2 % 269,758 2 % Total Product Sales $ 5,999,684 100 % $ 4,107,146 100 % $ 19,242,969 100 % $ 15,342,204 100 % |
Other Expenses, Net (Tables)
Other Expenses, Net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Other Income and Expenses [Abstract] | |
Schedule of other expenses (income), net | During the Three-Month 2022 2021 Interest expense (1) $ 75,214 $ 79,635 Gain on disposal of fixed assets (11,000 ) (10,000 ) Interest income (7,188 ) (2,957 ) Income - other (852 ) — Other expenses (income), net $ 56,174 $ 66,678 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of segment information | During the Three-Month Period Ended March 31, 2022 First Defense ® Re-Tain ® Other Total Product sales $ 5,962,875 $ — $ 36,809 $ 5,999,684 Costs of goods sold 2,852,329 — 44,132 2,896,461 Gross margin 3,110,546 — (7,323 ) 3,103,223 OPERATING EXPENSES: Product development expenses 8,416 982,129 45,390 1,035,935 Sales and marketing expenses 418,667 392,833 — 811,500 Administrative expenses — — 462,800 462,800 Operating activities 427,083 1,374,962 508,190 2,310,235 NET OPERATING INCOME (LOSS) $ 2,683,463 $ (1,374,962 ) ($ 515,513 ) $ 792,988 During the Three-Month Period Ended March 31, 2021 First Defense ® Re-Tain ® Other Total Product sales $ 4,023,471 $ — $ 83,675 $ 4,107,146 Costs of goods sold 2,452,159 — 52,799 2,504,958 Gross margin 1,571,312 — 30,876 1,602,188 OPERATING EXPENSES: Product development expenses 7,518 968,254 55,292 1,031,064 Sales and marketing expenses 431,153 89,214 230 520,597 Administrative expenses — — 425,152 425,152 Operating activities 438,671 1,057,468 480,674 1,976,813 NET OPERATING INCOME (LOSS) $ 1,132,641 $ (1,057,468 ) $ (449,798 ) $ (374,625 ) First Defense ® Re-Tain ® Total Total Assets as of March 31, 2022 $ 24,674,596 $ 22,024,900 $ 46,699,496 Total Assets as of March 31, 2021 $ 17,688,025 $ 21,933,437 $ 39,621,462 Depreciation and amortization expense during the three-month period ended March 31, 2022 $ 308,710 $ 314,818 $ 623,528 Depreciation and amortization expense during the three-month period ended March 31, 2021 $ 264,428 $ 357,003 $ 621,431 Capital Expenditures during the three-month period ended March 31, 2022 $ 740,467 $ 67,029 $ 807,496 Capital Expenditures during the three-month period ended March 31, 2021 $ 349,316 $ — $ 349,316 During the Year Ended December 31, 2021 First Defense ® Re-Tain ® Other Total Product sales $ 18,933,092 $ — $ 309,877 $ 19,242,969 Costs of goods sold 10,411,936 — 175,104 10,587,040 Gross margin 8,521,156 — 134,773 8,655,929 OPERATING EXPENSES: Product development expenses 25,374 3,887,781 255,363 4,168,518 Sales and marketing expenses 1,942,391 561,288 247 2,503,926 Administrative expenses — — 1,726,100 1,726,100 Operating expenses 1,967,765 4,449,069 1,981,710 8,398,544 NET OPERATING INCOME (LOSS) $ 6,553,391 $ (4,449,069 ) $ (1,846,937 ) $ 257,385 During the Year Ended December 31, 2020 First Defense ® Re-Tain ® Other Total Product sales $ 15,072,446 $ — $ 269,758 $ 15,342,204 Costs of goods sold 8,285,073 — 194,305 8,479,378 Gross margin 6,787,373 — 75,453 6,862,826 OPERATING EXPENSES: Product development expenses 106,393 4,022,712 225,522 4,354,627 Sales and marketing expenses 2,119,289 48,600 10 2,167,899 Administrative expenses — — 1,720,653 1,720,653 Operating expenses 2,225,682 4,071,312 1,946,185 8,243,179 NET OPERATING INCOME (LOSS) $ 4,561,691 $ (4,071,312 ) $ (1,870,732 ) $ (1,380,353 ) First Defense ® Re-Tain ® Total Total Assets as of December 31, 2021 $ 22,476,870 $ 21,988,818 $ 44,465,688 Total Assets as of December 31, 2020 $ 18,416,157 $ 21,933,437 $ 40,349,594 Depreciation and amortization expense $ 1,095,620 $ 1,373,361 $ 2,468,981 Depreciation and amortization expense $ 1,003,577 $ 1,446,430 $ 2,450,007 Capital Expenditures $ 1,655,866 $ 952,783 $ 2,608,649 Capital Expenditures $ 3,454,076 $ 618,463 $ 4,072,539 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2018 | Dec. 31, 2021 | |
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Federal deposit insurance corporation limits | $ 250,000 | |||
U.S. government aggregated in excess of FDIC limits | $ 0 | $ 0 | ||
Property, plant and equipment, description | The facility we have constructed at 33 Caddie Lane to produce the Nisin Drug Substance for Re-Tain® is being depreciated over 39 years from when a certificate of occupancy was issued during the fourth quarter of 2017. We began depreciating the equipment for our Nisin Drug Substance facility when it was placed in service during the third quarter of 2018. Approximately 87% of these assets are being depreciated over 10 years. We began depreciating the leasehold improvements to our new First Defense® production facility at 175 Industrial Way over the remainder of the 10-year lease term beginning when a certificate of occupancy was issued during the second quarter of 2020. | |||
Advertising expenses | $ 16,815 | $ 15,650 | ||
Non-cash income tax expense to create a full valuation allowance against our net deferred tax assets | $ 563,252 | |||
Stock-based compensation | $ 54,093 | $ 34,629 | ||
Outstanding stock options not included in the calculation because the effect would be anti-dilutive (in Shares) | 71,000 | 409,000 | ||
Sales [Member] | ||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||
Concentration risk, percentage | 10.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of financial assets measured at fair value on nonrecurring basis - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Assets: | ||
Cash and money market accounts | $ 11,817,136 | $ 10,185,468 |
Liabilities: | ||
Bank debt | (10,925,022) | (9,139,329) |
Level 1 [Member] | ||
Assets: | ||
Cash and money market accounts | 11,817,136 | 10,185,468 |
Liabilities: | ||
Bank debt | ||
Level 2 [Member] | ||
Assets: | ||
Cash and money market accounts | ||
Liabilities: | ||
Bank debt | (10,925,022) | (9,139,329) |
Level 3 [Member] | ||
Assets: | ||
Cash and money market accounts | ||
Liabilities: | ||
Bank debt |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of sales to significant customers | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Company A [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of sales to significant customers [Line Items] | ||
Concentration risk percentage | 39.00% | 45.00% |
Company B [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of sales to significant customers [Line Items] | ||
Concentration risk percentage | 35.00% | 33.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of trade accounts receivable due from significant customers | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Company A [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of trade accounts receivable due from significant customers [Line Items] | ||
Concentration risk percentage | 39.00% | 38.00% |
Company B [Member] | ||
Summary of Significant Accounting Policies (Details) - Schedule of trade accounts receivable due from significant customers [Line Items] | ||
Concentration risk percentage | 33.00% | 34.00% |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details) - Schedule of net income (loss) per common share - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Schedule of net income (loss) per common share [Abstract] | ||
Net income (loss) attributable to stockholders | $ 735,666 | $ (441,303) |
Weighted average common shares outstanding - Basic | 7,742,120 | 7,219,436 |
Dilutive impact of share-based compensation awards | $ 47,354 | |
Weighted average common shares outstanding - Diluted | 7,789,474 | 7,219,436 |
Income (loss) per share: | ||
Basic | $ 0.1 | $ (0.06) |
Diluted | $ 0.09 | $ (0.06) |
Cash, Cash Equivalents and Sh_3
Cash, Cash Equivalents and Short-Term Investments (Details) - Schedule of cash, cash equivalents and short-term investments - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule of cash, cash equivalents and short-term investments [Abstract] | ||
Cash and cash equivalents | $ 11,817,136 | $ 10,185,468 |
Short-term investments | ||
Total | $ 11,817,136 | $ 10,185,468 |
Trade Accounts Receivable, Net
Trade Accounts Receivable, Net (Details) - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Trade Accounts Receivable, Net [Abstract] | ||
Trade accounts receivable, net | $ 2,652,591 | $ 2,694,229 |
Inventory (Details) - Schedule
Inventory (Details) - Schedule of inventory - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule of inventory [Abstract] | ||
Raw materials | $ 1,732,628 | $ 971,606 |
Work-in-process | 1,597,888 | 1,902,299 |
Finished goods | 105,318 | 216,069 |
Total | $ 3,435,834 | $ 3,089,974 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - Schedule of prepaid expenses and other current assets - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule of prepaid expenses and other current assets [Abstract] | ||
Prepaid expenses | $ 387,393 | $ 268,713 |
Other receivables | 6,147 | 26,484 |
Total | $ 393,540 | $ 295,197 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Property, plant and equipment disposals | $ 39,410 | $ 92,121 |
Depreciation expense | $ 616,847 | $ 614,695 |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net (Details) - Schedule of property, plant and equipment - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 41,702,858 | $ 40,886,872 |
Accumulated depreciation | (14,570,710) | (13,993,273) |
Property, plant and equipment, net | 27,132,148 | 26,893,599 |
Laboratory and manufacturing equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 17,790,623 | 17,388,757 |
Laboratory and manufacturing equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Estimated Useful Lives (in years) | 3 years | |
Laboratory and manufacturing equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Estimated Useful Lives (in years) | 10 years | |
Buildings and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 19,315,965 | 19,119,698 |
Buildings and improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Estimated Useful Lives (in years) | 10 years | |
Buildings and improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Estimated Useful Lives (in years) | 39 years | |
Office furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 891,453 | 869,191 |
Office furniture and equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Estimated Useful Lives (in years) | 3 years | |
Office furniture and equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Estimated Useful Lives (in years) | 10 years | |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 3,187,950 | 2,992,359 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 516,867 | $ 516,867 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Developed technology intangible assets | $ 191,040 | ||
Intangible asset amortized, useful lives | 10 years | ||
Intangible amortization expense | $ 4,776 | $ 4,776 | |
Net value | $ 71,640 | $ 76,416 | |
Intangible assets, description | Intangible asset amortization expense is estimated to be $19,104 per year through December 31, 2025. |
Intangible Assets (Details) - S
Intangible Assets (Details) - Schedule of intangible assets - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 191,040 | $ 191,040 |
Accumulated Amortization | (119,400) | (114,624) |
Net Book Value | 71,640 | 76,416 |
Developed technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 184,100 | 184,100 |
Accumulated Amortization | (115,063) | (110,460) |
Net Book Value | 69,037 | 73,640 |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 1,300 | 1,300 |
Accumulated Amortization | (812) | (780) |
Net Book Value | 488 | 520 |
Non-compete agreements [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 5,640 | 5,640 |
Accumulated Amortization | (3,525) | (3,384) |
Net Book Value | $ 2,115 | $ 2,256 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - Schedule of accounts payable and accrued expenses - USD ($) | Mar. 31, 2022 | Dec. 31, 2021 |
Schedule of accounts payable and accrued expenses [Abstract] | ||
Accounts payable – trade | $ 595,904 | $ 726,781 |
Accounts payable – capital | 66,163 | 18,263 |
Accrued payroll | 322,033 | 585,939 |
Accrued professional fees | 59,325 | 82,050 |
Accrued other | 250,344 | 199,076 |
Income tax payable | 2,141 | |
Total | $ 1,293,769 | $ 1,614,250 |
Bank Debt (Details)
Bank Debt (Details) | 3 Months Ended | 12 Months Ended | |||||
Mar. 31, 2030USD ($) | Mar. 31, 2022USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2020USD ($) | |
Bank Debt (Details) [Line Items] | |||||||
Mortgage debt | $ 2,000,000 | ||||||
Interest fixed rate | 3.58% | ||||||
Bearing interest percentage | 3.53% | ||||||
Minimum debt service coverage ratio | 1.35 | ||||||
Outstanding amount of loan | $ 1,000,000 | ||||||
Minimum [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Outstanding principal balance | 4,233,957 | ||||||
Maximum [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Outstanding principal balance | 6,233,957 | ||||||
Gorham Savings Bank [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Debt financing | $ 8,600,000 | ||||||
Line of credit | $ 1,000,000 | ||||||
Escrow account | 1,400,000 | ||||||
Balloon principal payment | 3,683,544 | ||||||
Gorham Savings Bank [Member] | Loan #6 [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Escrow account | $ 5,100,000 | ||||||
Fixed interest rate | 3.50% | ||||||
Interest payments, term | 10 | ||||||
Loan amortization, term | 25 years | ||||||
Gorham Savings Bank [Member] | Loan #7 [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Debt financing | $ 3,500,000 | ||||||
Fixed interest rate | 3.50% | ||||||
Loan amortization, term | 7 years | ||||||
Variable interest rate with LIBOR, description | The line of credit is available as needed through March 11, 2024. Interest on borrowings against the line of credit is variable at the National Prime Rate plus 0.00% per annum. There was no outstanding balance under this line of credit as of March 31, 2022 or December 31, 2021. | ||||||
Debt issue costs | $ 39,789 | ||||||
Gorham Savings Bank [Member] | Loans #10 [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Debt financing | $ 1,500,000 | ||||||
Fixed interest rate | 3.50% | ||||||
Loan amortization, term | 7 years | ||||||
Debt issue costs | 11,075 | ||||||
Maine Technology Institute [Member] | Loan #6 [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Debt financing | 1,400,000 | ||||||
Proceeds from issuance of loan | $ 624,167 | ||||||
Loan to value ratio | 80.00% | ||||||
Maine Technology Institute [Member] | Loan #9 [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Variable interest rate with LIBOR, description | The first 27 months of this loan are interest-free with no interest accrual or required principal payments. Principal and interest payments at a fixed rate of 5% per annum are due quarterly over the final five years of the loan, beginning during the fourth quarter of 2022 and continuing through the third quarter of 2027. On June 30, 2021, we executed definitive agreements covering a second loan from the MTI (Loan #11) in the aggregate principal amount of $400,000, which proceeds were received in July 2021. The first 24 months of this loan are interest-free with no interest accrual or required principal payments. Beginning in July 2023, principal and interest payments are due quarterly at a fixed rate of 5% per annum based on a 5.5-year amortization schedule until December 2028. These credit facilities are unsecured and subordinated to our indebtedness to Gorham Savings Bank, which senior indebtedness is secured by mortgages and security interests with respect to substantially all of our assets. Failure to make timely payments of principal and interest, or otherwise to comply with the terms of the agreements with the MTI, would entitle the MTI to accelerate the maturity of such debt and demand repayment in full. These loans may be prepaid without penalty at any time. | ||||||
Proceeds from issuance of loan | $ 500,000 | ||||||
Paycheck Protection Program [Member] | Loan #8 [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Variable interest rate with LIBOR, description | We used the proceeds only for eligible payroll costs incurred and paid during the 24-week period beginning April 13, 2020. | ||||||
Proceeds from issuance of loan | $ 937,700 | ||||||
Forecast [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Minimum debt service coverage ratio | 1 | ||||||
Forecast [Member] | Gorham Savings Bank [Member] | Loan #6 [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Balloon principal payment | $ 3,145,888 | ||||||
Forecast [Member] | Mortgage Note [Member] | Loan #6 [Member] | |||||||
Bank Debt (Details) [Line Items] | |||||||
Balloon principal payment | $3,145,888 |
Bank Debt (Details) - Schedule
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | $ 2,000,000 | $ 400,000 | $ 11,537,700 | ||
Debt Principal Repayments | (197,385) | (190,377) | (768,271) | (10,511,268) | |
Loan #6 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | 2,000,000 | 5,100,000 | |||
Debt Principal Repayments | (30,183) | (28,922) | (115,860) | (720,001) | |
Loan #7 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | 3,500,000 | ||||
Debt Principal Repayments | (118,033) | (113,991) | (460,637) | (334,489) | |
Loan #10 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | 1,500,000 | ||||
Debt Principal Repayments | $ (49,169) | $ (47,464) | (191,774) | ||
Loan #1 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | |||||
Debt Principal Repayments | (493,696) | ||||
Loan #2 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | |||||
Debt Principal Repayments | (2,143,771) | ||||
Loan #3 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | |||||
Debt Principal Repayments | (3,236,429) | ||||
Loan #4 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | |||||
Debt Principal Repayments | (2,336,000) | ||||
Loan #5 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | |||||
Debt Principal Repayments | (309,182) | ||||
Loan #8 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | [1] | 937,700 | |||
Debt Principal Repayments | [1] | (937,700) | |||
Loan #9 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | 500,000 | ||||
Debt Principal Repayments | |||||
Loan #11 [Member] | |||||
Bank Debt (Details) - Schedule of debt proceeds received and principal repayments [Line Items] | |||||
Proceeds from Debt Issuance | 400,000 | ||||
Debt Principal Repayments | |||||
[1] | Loan #8 was forgiven by the federal government during the fourth quarter of 2020. |
Bank Debt (Details) - Schedul_2
Bank Debt (Details) - Schedule of principal payments bank loans outstanding | Mar. 31, 2022USD ($) |
Debt Instrument [Line Items] | |
Debt issuance costs Year Ending December 31,2021 | $ (5,721) |
Debt issuance costs 2022 | (7,628) |
Debt issuance costs 2023 | (7,219) |
Debt issuance costs 2024 | (7,120) |
Debt issuance costs 2025 | (7,120) |
Debt issuance costs 2026 | (20,024) |
Debt issuance costs Thereafter | (54,832) |
Total -Year Ending December 31,2021 | 697,793 |
Total 2022 | 1,039,495 |
Total 2023 | 1,111,565 |
Total 2024 | 1,155,345 |
Total 2025 | 1,199,891 |
Total 2026 | 5,720,933 |
Total Thereafter | 10,925,022 |
Loan #6 [Member] | |
Debt Instrument [Line Items] | |
Twelve-Year ending 12/31/2021 | 172,626 |
Year ending 12/31/2022 | 223,349 |
Year ending 12/31/2023 | 230,891 |
Year ending 12/31/2024 | 239,876 |
Year ending 12/31/2025 | 248,604 |
Year ending 12/31/2026 | 5,118,611 |
Thereafter | 6,233,957 |
Loan #7 [Member] | |
Debt Instrument [Line Items] | |
Twelve-Year ending 12/31/2021 | 359,188 |
Year ending 12/31/2022 | 494,433 |
Year ending 12/31/2023 | 512,102 |
Year ending 12/31/2024 | 530,738 |
Year ending 12/31/2025 | 549,881 |
Year ending 12/31/2026 | 140,498 |
Thereafter | 2,586,840 |
Loan #9 [Member] | |
Debt Instrument [Line Items] | |
Twelve-Year ending 12/31/2021 | 22,160 |
Year ending 12/31/2022 | 91,446 |
Year ending 12/31/2023 | 96,104 |
Year ending 12/31/2024 | 101,001 |
Year ending 12/31/2025 | 106,146 |
Year ending 12/31/2026 | 83,143 |
Thereafter | 500,000 |
Loan #10 [Member] | |
Debt Instrument [Line Items] | |
Twelve-Year ending 12/31/2021 | 149,540 |
Year ending 12/31/2022 | 205,878 |
Year ending 12/31/2023 | 213,217 |
Year ending 12/31/2024 | 220,994 |
Year ending 12/31/2025 | 228,965 |
Year ending 12/31/2026 | 240,463 |
Thereafter | 1,259,057 |
Loan #11 [Member] | |
Debt Instrument [Line Items] | |
Twelve-Year ending 12/31/2021 | |
Year ending 12/31/2022 | 32,017 |
Year ending 12/31/2023 | 66,470 |
Year ending 12/31/2024 | 69,856 |
Year ending 12/31/2025 | 73,415 |
Year ending 12/31/2026 | 158,242 |
Thereafter | 400,000 |
Subtotal [Member] | |
Debt Instrument [Line Items] | |
Twelve-Year ending 12/31/2021 | 703,514 |
Year ending 12/31/2022 | 1,047,123 |
Year ending 12/31/2023 | 1,118,784 |
Year ending 12/31/2024 | 1,162,465 |
Year ending 12/31/2025 | 1,207,011 |
Year ending 12/31/2026 | 5,740,957 |
Thereafter | $ 10,979,854 |
Contingent Liabilities and Co_2
Contingent Liabilities and Commitments (Details) - USD ($) | 1 Months Ended | 3 Months Ended |
Mar. 25, 2020 | Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Executive percentage | 75.00% | |
Severance agreement, description | Effective March 28, 2022, the Company entered into an amended and restated Separation and Deferred Compensation Agreement (the “Deferred Compensation Agreement”) with Mr. Brigham that superseded and replaced in its entirely the March 2020 contract discussed above, and the Company entered into an Incentive Compensation Agreement (the “Incentive Agreement”) with Mr. Brigham. Mr. Brigham’s Deferred Compensation Agreement allows Mr. Brigham to receive up to an additional $300,000 in deferred compensation and to be paid all earned and unused paid time off upon separation from the Company for any reason. This deferred compensation payment vests as to $100,000 on January 1, 2023, as to an additional $100,000 on January 1, 2024 and as to the final $100,000 on January 1, 2025, provided that Mr. Brigham is employed by the Company on the applicable vesting date. In addition, upon termination of Mr. Brigham’s employment (a) by the Company other than for cause, (b) due to death or disability or (c) by Mr. Brigham for good reason, the Company agrees to pay Mr. Brigham 100% of his then current base salary. | |
Additional provides | $ 150,000 | |
Capital expenditures committed | 940,000 | |
Construct and equip commitment | 406,000 | |
Purchase of inventory | 2,461,000 | |
Other capital expenditures | 207,000 | |
Other obligations | $ 376,000 |
Operating Lease (Details)
Operating Lease (Details) - USD ($) | Sep. 12, 2019 | Mar. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | |||
Lease, description | we entered into a lease covering approximately 14,300 square feet of office and warehouse space with a possession date of November 15, 2019 and a commencement date of February 13, 2020. The property is located at 175 Industrial Way in Portland, which is a short distance from our headquarters and manufacturing facility at 56 Evergreen Drive. We renovated this space to meet our needs in expanding our production capacity for the First Defense® product line. The lease term is 10 years with a right to renew for a second 10-year term and a right of first offer to purchase. At this time, we are not reasonably assured that we would exercise this renewal option in place of other real estate options. A 10-year period is reflected in the right-of-use (ROU) asset and lease liability on our balance sheet. The total lease liability over the initial 10-year term (including inflationary adjustments) aggregates approximately $1,313,698 and includes real estate and personal property taxes, utilities, insurance, maintenance and related building and operating expenses. | ||
Operating lease right of use assets | $ 1,078,051 | $ 1,109,133 | |
Operating lease liability | $ 1,108,166 |
Operating Lease (Details) - Sch
Operating Lease (Details) - Schedule of lease costs and other lease information - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Lease Cost | ||||
Operating lease cost | $ 29,991 | $ 29,499 | $ 117,996 | $ 104,094 |
Variable lease cost | 10,350 | 10,350 | 41,400 | 36,523 |
Total lease cost | $ 40,341 | $ 39,849 | $ 159,396 | $ 140,617 |
Operating Lease | ||||
Weighted average remaining lease term (in years) | 7 years 9 months 18 days | 8 years 9 months 18 days | 8 years 1 month 6 days | 9 years 1 month 6 days |
Weighted average discount rate | 4.77% | 4.77% | 4.77% | 4.77% |
Operating Lease (Details) - S_2
Operating Lease (Details) - Schedule of future lease payments required under non-cancelable operating leases | Mar. 31, 2022USD ($) |
Schedule of future lease payments required under non-cancelable operating leases [Abstract] | |
2022 | $ 121,577 |
2023 | 165,120 |
2024 | 168,210 |
2025 | 171,383 |
2026 | 174,640 |
Thereafter | 559,664 |
Total lease payments (undiscounted cash flows) | 1,360,594 |
Less: imputed interest (discount effect of cash flows) | (252,428) |
Total operating liabilities | $ 1,108,166 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | Apr. 14, 2021 | Feb. 03, 2016 | Mar. 29, 2019 | Nov. 20, 2018 | Dec. 21, 2017 | Jul. 27, 2017 | Jun. 30, 2017 | Oct. 21, 2016 | Oct. 28, 2015 | Jun. 30, 2010 | Sep. 30, 1995 | Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 10, 2020 | Dec. 31, 2019 | Jun. 14, 2018 |
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Potential issuance or sale of equity | $ 10,000,000 | |||||||||||||||||
Gross proceeds | $ 4,233,000 | $ 5,900,000 | $ 9,000,000 | $ 3,050,000 | $ 5,840 | $ 11,680 | ||||||||||||
Registration statement, description | Having raised $10,000,000 in gross proceeds under the February 2016, July 2017 and December 2017 equity transactions described below, no additional equity securities can be issued under this registration statement. | |||||||||||||||||
Common stock shares sold (in Shares) | 515,156 | 1,123,810 | 1,636,364 | 417,807 | ||||||||||||||
Sale of stock, per share (in Dollars per share) | $ 8.25 | $ 5.25 | $ 5.5 | $ 7.3 | ||||||||||||||
Net proceeds | $ 4,250,000 | $ 5,313,000 | $ 8,303,000 | $ 2,734,000 | ||||||||||||||
Potential issuance cost in equity securities | $ 20,000,000 | |||||||||||||||||
Stock option and incentive plan, description | In June 2017, our stockholders approved the 2017 Stock Option and Incentive Plan (the “2017 Plan”) pursuant to the provisions of the Internal Revenue Code of 1986, under which employees and certain service providers may be granted options to purchase shares of the Company’s common stock at no less than fair market value on the date of grant. At that time, 300,000 shares of common stock were reserved for issuance under the 2017 Plan and subsequently no additional shares have been reserved for the 2017 Plan. A proposal to increase the number of shares reserved for issuance under the 2017 Plan by 350,000 shares from 300,000 shares to 650,000 shares is subject to approval by a vote of stockholders at the 2022 annual meeting of stockholders to be held in June 2022. | |||||||||||||||||
Option outstanding of exercise price (in Dollars per share) | $ 7.1 | $ 6.94 | $ 6.38 | $ 6.48 | ||||||||||||||
Exercise prices (in Dollars per share) | $ 5.84 | $ 7.08 | $ 3.15 | |||||||||||||||
Employee stock, plan description | The Rights (as amended) become exercisable and transferable apart from the common stock upon the earlier of i) 10 days following a public announcement that a person or group (Acquiring Person) has, without the prior consent of the Continuing Directors (as such term is defined in the Rights Agreement), acquired beneficial ownership of 20% or more of the outstanding common stock or ii) 10 days following commencement of a tender offer or exchange offer the consummation of which would result in ownership by a person or group of 20% or more of the outstanding common stock (the earlier of such dates being called the Distribution Date). | |||||||||||||||||
Common stock, shares authorized (in Shares) | 15,000,000 | 15,000,000 | ||||||||||||||||
Common Stock Rights Plan [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Share-based payment, description | At any time after a person or group becomes an Acquiring Person and prior to the acquisition by such person or group of 50% or more of the outstanding common stock, the Board of Directors of the Company may exchange the Rights (other than Rights owned by such person or group which have become void), in whole or in part, at an exchange ratio of one share of common stock per Right (subject to adjustment). At any time prior to 14 days following the date that any person or group becomes an Acquiring Person (subject to extension by the Board of Directors), the Board of Directors of the Company may redeem the then outstanding Rights in whole, but not in part, at a price of $0.005 per Right, subject to adjustment. | |||||||||||||||||
Common stock purchase price (in Dollars per share) | $ 70 | |||||||||||||||||
Employee stock, plan description | our Board of Directors has voted to authorize amendments of the Rights Agreement to extend the Final Expiration Date, which is currently September 19, 2022. Our Board of Directors has decided to seek an advisory vote by stockholders at the 2022 annual meeting of stockholders to be held in June 2022, as to whether to extend the Rights Plan by one year to September 19, 2023. Our Board of Directors intends to be guided by the votes actually cast on this proposal in deciding whether to extend the expiration date by one year. During the third quarter of 2011, our Board of Directors voted to authorize an amendment to increase the ownership threshold for determining “Acquiring Person” status to 20%. During the second quarter of 2015, our Board of Directors also voted to authorize an amendment to remove a provision that prevented a new group of directors elected following the emergence of an Acquiring Person (an owner of more than 20% of our stock) from controlling the Rights Plan by maintaining exclusive authority over the Rights Plan with pre-existing directors. | |||||||||||||||||
Sale of common stock, description | the holder of each Right not owned by the Acquiring Person would be entitled to purchase common stock at a discount to the initial purchase price of $70.00 per share, effectively equal to one half of the market price of a share of common stock on the date the Acquiring Person becomes an Acquiring Person. If, after the Distribution Date, the Company should consolidate or merge with any other entity and the Company were not the surviving company, or, if the Company were the surviving company, all or part of the Company’s common stock were changed or exchanged into the securities of any other entity, or if more than 50% of the Company’s assets or earning power were sold, each Right would entitle its holder to purchase, at the Rights’ then-current purchase price, | |||||||||||||||||
Private Placement [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Gross proceeds | $ 3,464,000 | |||||||||||||||||
Common stock shares sold (in Shares) | 659,880 | |||||||||||||||||
Net proceeds | $ 3,161,000 | |||||||||||||||||
Closing share price (in Dollars per share) | $ 5.25 | |||||||||||||||||
Investor [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Gross proceeds | $ 1,050,000 | |||||||||||||||||
Net proceeds | $ 1,034,000 | |||||||||||||||||
Closing share price (in Dollars per share) | $ 5.25 | |||||||||||||||||
Common stock shares issued (in Shares) | 200,000 | |||||||||||||||||
February 2016 to April 2021 [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Potential issuance or sale of equity | $ 4,553,017 | |||||||||||||||||
Gross proceeds | $ 26,714,000 | |||||||||||||||||
Weighted average price (in Dollars per share) | $ 5.87 | |||||||||||||||||
Employee Stock Option [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Share-based payment, description | As of March 31, 2022, total unrecognized stock-based compensation related to non-vested stock options aggregated $533,895, which will be recognized over a weighted average remaining period of 1 year and 11 months. | |||||||||||||||||
Aggregate intrinsic value of options exercised | $ 2,480 | $ 64,977 | ||||||||||||||||
Weighted-average grant date fair values of options granted (in Dollars per share) | $ 4.26 | $ 4.51 | ||||||||||||||||
Employee Stock Option [Member] | Minimum [Member] | 2010 Plan [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Option outstanding of exercise price (in Dollars per share) | 4 | |||||||||||||||||
Exercise prices (in Dollars per share) | 6.1 | |||||||||||||||||
Employee Stock Option [Member] | Maximum [Member] | 2010 Plan [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Option outstanding of exercise price (in Dollars per share) | 10.04 | |||||||||||||||||
Exercise prices (in Dollars per share) | $ 10.04 | |||||||||||||||||
Employee Stock Option [Member] | Employee [Member] | 2010 Plan [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Common stock reserved for issuance under the plan (in Shares) | 300,000 | 217,500 | ||||||||||||||||
Stock option expiration period | 10 years | |||||||||||||||||
Aggregating shares (in Shares) | 53,500 | |||||||||||||||||
Weighted average remaining life of options outstanding | 5 years | |||||||||||||||||
Weighted average remaining life of options exercisable | 4 years | |||||||||||||||||
Employee Stock Option [Member] | Employee [Member] | 2017 Plan [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Common stock reserved for issuance under the plan (in Shares) | 279,500 | |||||||||||||||||
Stock option expiration period | 10 years | |||||||||||||||||
Employee Stock Option [Member] | Employee [Member] | 2017 Plan [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Stock option granted during the period (in Shares) | 86,000 | |||||||||||||||||
Equity Option [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Share-based payment, description | During the year ended December 31, 2021, one director and three employees exercised stock options covering 25,000 shares by the surrender of 17,128 shares of common stock with a fair market value of $165,337 at the time of exercise and the payment of $11,693 in cash. | |||||||||||||||||
Equity Option [Member] | Minimum [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Common stock, shares authorized (in Shares) | 11,000,000 | 8,000,000 | ||||||||||||||||
Equity Option [Member] | Maximum [Member] | ||||||||||||||||||
Stockholders' Equity (Details) [Line Items] | ||||||||||||||||||
Common stock, shares authorized (in Shares) | 15,000,000 | 11,000,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - Schedule of activity under the stock option plans - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||||
Stockholders' Equity (Details) - Schedule of activity under the stock option plans [Line Items] | ||||||
Weighted Average Exercise Price, Outstanding, Beginning (in Dollars per share) | $ 6.94 | $ 6.38 | $ 6.48 | |||
Aggregate Intrinsic Value, Outstanding, Beginning (in Dollars) | [1] | $ 468,425 | $ (180,038) | $ (516,475) | ||
Weighted Average Exercise Price, Outstanding, Ending (in Dollars per share) | $ 7.1 | $ 6.94 | $ 6.38 | |||
Aggregate Intrinsic Value, Outstanding, Ending (in Dollars) | $ 1,269,335 | $ 468,425 | [1] | $ (180,038) | [1] | |
Weighted Average Exercise Price, Vested (in Dollars per share) | $ 6.78 | |||||
Aggregate Intrinsic Value, Vested (in Dollars) | [1] | $ 808,490 | ||||
Weighted average exercise price, Vested and expected to vest (in Dollars per share) | $ 7.1 | |||||
Aggregate Intrinsic Value, Vested and expected to vest (in Dollars) | [1] | $ 1,269,335 | ||||
Weighted Average Exercise Price, Grants (in Dollars per share) | $ 8.17 | $ 9.78 | $ 5.03 | |||
Weighted Average Exercise Price, Terminations/forfeitures (in Dollars per share) | 4.25 | 7.26 | 5.45 | |||
Weighted Average Exercise Price, Exercises (in Dollars per share) | $ 5.84 | $ 7.08 | $ 3.15 | |||
2010 Plan [Member] | ||||||
Stockholders' Equity (Details) - Schedule of activity under the stock option plans [Line Items] | ||||||
Outstanding, Beginning balance | 218,500 | 237,500 | 255,000 | |||
Outstanding, Ending balance | 217,500 | 218,500 | 237,500 | |||
Vested | 183,500 | |||||
Vested and expected to vest | 217,500 | |||||
Reserved for future grants | ||||||
Grants | 7,000 | |||||
Terminations/forfeitures | (12,000) | (12,000) | ||||
Exercises | (1,000) | (7,000) | (12,500) | |||
2017 Plan [Member] | ||||||
Stockholders' Equity (Details) - Schedule of activity under the stock option plans [Line Items] | ||||||
Outstanding, Beginning balance | 224,500 | 176,500 | 133,500 | |||
Outstanding, Ending balance | 279,500 | 224,500 | 176,500 | |||
Vested | 98,500 | |||||
Vested and expected to vest | 279,500 | |||||
Reserved for future grants | 2,500 | |||||
Grants | 57,000 | 86,000 | 93,000 | |||
Terminations/forfeitures | (2,000) | (20,000) | (50,000) | |||
Exercises | (18,000) | |||||
[1] | Intrinsic value is the difference between the fair market value of the underlying common stock as of the date indicated and as of the date of the option grant (which is equal to the option exercise price). |
Stockholders' Equity (Details_2
Stockholders' Equity (Details) - Schedule of additional information about the stock option plans - Stock Option Plans [Member] | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Stockholders' Equity (Details) - Schedule of additional information about the stock option plans [Line Items] | |
Number of Shares, Non-vested stock options as of beginning balance (in Shares) | shares | 160,000 |
Weighted Average Fair Value at Grant Date, Non-vested stock options as of beginning balance | $ 3.36 |
Weighted Average Exercise Price, Non-vested stock options as of beginning balance | $ 7.23 |
Number of Shares, Non-vested stock options as of ending balance (in Shares) | shares | 215,000 |
Weighted Average Fair Value at Grant Date, Non-vested stock options as of ending balance | $ 3.61 |
Weighted Average Exercise Price, Non-vested stock options as of ending balance | $ 7.51 |
Number of Shares, Stock options granted (in Shares) | shares | 57,000 |
Weighted Average Fair Value at Grant Date, Stock options granted | $ 4.26 |
Weighted Average Exercise Price, Stock options granted | $ 8.17 |
Number of Shares, Stock options that vested (in Shares) | shares | |
Weighted Average Fair Value at Grant Date, Stock options that vested | |
Weighted Average Exercise Price, Stock options that vested | |
Number of Shares, Stock options that were forfeited (in Shares) | shares | 2,000 |
Weighted Average Fair Value at Grant Date, Stock options that were forfeited | $ 2.16 |
Weighted Average Exercise Price, Stock options that were forfeited | $ 4.25 |
Stockholders' Equity (Details_3
Stockholders' Equity (Details) - Schedule of fair value stock option grant using black-scholes option valuation model with the weighted-average assumptions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Schedule of fair value stock option grant using black-scholes option valuation model with the weighted-average assumptions [Abstract] | ||
Risk-free interest rate | 1.63% | 0.43% |
Dividend yield | 0.00% | 0.00% |
Expected volatility | 52.00% | 53.00% |
Expected life | 6 years 6 months | 6 years 6 months |
Revenue (Details) - Schedule of
Revenue (Details) - Schedule of our product sales disaggregated by geographic area - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue (Details) - Schedule of our product sales disaggregated by geographic area [Line Items] | ||||
Total product Sales | $ 5,999,684 | $ 4,107,146 | $ 19,242,969 | $ 15,342,204 |
Percentage of total product sales | 100.00% | 100.00% | 100.00% | 100.00% |
United States [Member] | ||||
Revenue (Details) - Schedule of our product sales disaggregated by geographic area [Line Items] | ||||
Total product Sales | $ 5,515,749 | $ 3,580,516 | $ 16,620,363 | $ 13,644,768 |
Percentage of total product sales | 92.00% | 87.00% | 86.00% | 89.00% |
Other [Member] | ||||
Revenue (Details) - Schedule of our product sales disaggregated by geographic area [Line Items] | ||||
Total product Sales | $ 483,935 | $ 526,630 | $ 2,622,606 | $ 1,697,436 |
Percentage of total product sales | 8.00% | 13.00% | 14.00% | 11.00% |
Revenue (Details) - Schedule _2
Revenue (Details) - Schedule of our product sales disaggregated by major product category - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue (Details) - Schedule of our product sales disaggregated by major product category [Line Items] | ||||
Total product sales | $ 5,999,684 | $ 4,107,146 | $ 19,242,969 | $ 15,342,204 |
Percentage of total product sales | 100.00% | 100.00% | 100.00% | 100.00% |
First Defense® product line [Member] | ||||
Revenue (Details) - Schedule of our product sales disaggregated by major product category [Line Items] | ||||
Total product sales | $ 5,962,875 | $ 4,023,471 | $ 18,933,092 | $ 15,072,446 |
Percentage of total product sales | 99.00% | 98.00% | 98.00% | 98.00% |
Other animal health [Member] | ||||
Revenue (Details) - Schedule of our product sales disaggregated by major product category [Line Items] | ||||
Total product sales | $ 36,809 | $ 83,675 | $ 309,877 | $ 269,758 |
Percentage of total product sales | 1.00% | 2.00% | 2.00% | 2.00% |
Other Expenses, Net (Details)
Other Expenses, Net (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | ||
Amortization of debt issuance costs | $ 1,905 | $ 1,960 |
Other Expenses, Net (Details) -
Other Expenses, Net (Details) - Schedule of other expenses (income), net - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Schedule of other expenses (income), net [Abstract] | |||
Interest expense | [1] | $ 75,214 | $ 79,635 |
Gain on disposal of fixed assets | (11,000) | (10,000) | |
Interest income | (7,188) | (2,957) | |
Income - other | (852) | ||
Other expenses (income), net | $ 56,174 | $ 66,678 | |
[1] | Interest expense included amortization of debt issuance costs of $1,905 and $1,960 during the three-month periods ended March 31, 2022 and 2021, respectively. |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | Jun. 30, 2018 | Dec. 31, 2021 | |
Income Taxes [Abstract] | ||||
Income tax expense | $ 1,148 | $ 0 | ||
(Loss) income before income taxes, rate | 0.20% | 0.00% | ||
Tax credit carryforward, description | federal net operating loss carryforwards of $14,734,684 of which $13,022,777 do not expire and of which $1,711,907 expire in 2034 through 2037 (if not utilized before then) and state net operating loss carryforwards of $1,440,707 that expire in 2037 through 2038 (if not utilized before then). Additionally, we had federal general business tax credit carryforwards of $557,795 that expire in 2027 through 2042 (if not utilized before then) and state tax credit carryforwards of $775,473 that expire in 2022 through 2042 (if not utilized before then). | |||
Non-cash income tax expense | $ 563,252 |
Segment Information (Details) -
Segment Information (Details) - Schedule of segment information - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | ||||
Product sales | $ 5,999,684 | $ 4,107,146 | $ 19,242,969 | $ 15,342,204 |
Costs of goods sold | 2,896,461 | 2,504,958 | 10,587,040 | 8,479,378 |
Gross margin | 3,103,223 | 1,602,188 | 8,655,929 | 6,862,826 |
OPERATING EXPENSES: | ||||
Product development expenses | 1,035,935 | 1,031,064 | 4,168,518 | 4,354,627 |
Sales and marketing expenses | 811,500 | 520,597 | 2,503,926 | 2,167,899 |
Administrative expenses | 462,800 | 425,152 | 1,726,100 | 1,720,653 |
Operating activities | 2,310,235 | 1,976,813 | 8,398,544 | 8,243,179 |
NET OPERATING INCOME (LOSS) | 792,988 | (374,625) | 257,385 | (1,380,353) |
Total Assets | 46,699,496 | 39,621,462 | 44,465,688 | 40,349,594 |
Depreciation and amortization expense | 623,528 | 621,431 | 2,468,981 | 2,450,007 |
Capital Expenditures | 807,496 | 349,316 | 2,608,649 | 4,072,539 |
First Defense® [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Product sales | 5,962,875 | 4,023,471 | 18,933,092 | 15,072,446 |
Costs of goods sold | 2,852,329 | 2,452,159 | 10,411,936 | 8,285,073 |
Gross margin | 3,110,546 | 1,571,312 | 8,521,156 | 6,787,373 |
OPERATING EXPENSES: | ||||
Product development expenses | 8,416 | 7,518 | 25,374 | 106,393 |
Sales and marketing expenses | 418,667 | 431,153 | 1,942,391 | 2,119,289 |
Administrative expenses | ||||
Operating activities | 427,083 | 438,671 | 1,967,765 | 2,225,682 |
NET OPERATING INCOME (LOSS) | 2,683,463 | 1,132,641 | 6,553,391 | 4,561,691 |
Total Assets | 24,674,596 | 17,688,025 | 22,476,870 | 18,416,157 |
Depreciation and amortization expense | 308,710 | 264,428 | 1,095,620 | 1,003,577 |
Capital Expenditures | 740,467 | 349,316 | 1,655,866 | 3,454,076 |
Re-Tain® [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Product sales | ||||
Costs of goods sold | ||||
Gross margin | ||||
OPERATING EXPENSES: | ||||
Product development expenses | 982,129 | 968,254 | 3,887,781 | 4,022,712 |
Sales and marketing expenses | 392,833 | 89,214 | 561,288 | 48,600 |
Administrative expenses | ||||
Operating activities | 1,374,962 | 1,057,468 | 4,449,069 | 4,071,312 |
NET OPERATING INCOME (LOSS) | (1,374,962) | (1,057,468) | (4,449,069) | (4,071,312) |
Total Assets | 22,024,900 | 21,933,437 | 21,988,818 | 21,933,437 |
Depreciation and amortization expense | 314,818 | 357,003 | 1,373,361 | 1,446,430 |
Capital Expenditures | 67,029 | 952,783 | 618,463 | |
Other Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Product sales | 36,809 | 83,675 | 309,877 | 269,758 |
Costs of goods sold | 44,132 | 52,799 | 175,104 | 194,305 |
Gross margin | (7,323) | 30,876 | 134,773 | 75,453 |
OPERATING EXPENSES: | ||||
Product development expenses | 45,390 | 55,292 | 255,363 | 225,522 |
Sales and marketing expenses | 230 | 247 | 10 | |
Administrative expenses | 462,800 | 425,152 | 1,726,100 | 1,720,653 |
Operating activities | 508,190 | 480,674 | 1,981,710 | 1,946,185 |
NET OPERATING INCOME (LOSS) | $ 515,513 | $ (449,798) | $ (1,846,937) | $ (1,870,732) |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |||
Related party transaction amount | $ 226,833 | $ 112,301 | |
Accounts receivable | $ 53,150 | $ 55,490 |
Employee Benefits (Details)
Employee Benefits (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Employee Benefits [Abstract] | ||
Employee benefits, description | We have a 401(k) savings plan (the Plan) in which all employees completing one month of service with the Company are eligible to participate. | |
Defined benefit plans general information, description | We currently match 100% of the first 3% of each employee’s salary that is contributed to the Plan and 50% of the next 2% of each employee’s salary that is contributed to the Plan. | |
Employee benefits paid | $ 41,864 | $ 32,672 |