Document_and_Entity_Informatio
Document and Entity Information Document (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 21, 2014 | Jun. 28, 2013 | |
Document Information [Line Items] | ' | ' | ' |
Entity Registrant Name | 'Arrhythmia Research Technology Inc /DE/ | ' | ' |
Entity Central Index Key | '0000819689 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Amendment Flag | 'false | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 2,722,239 | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Public Float | ' | ' | $6,548,635 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets: | ' | ' |
Cash and cash equivalents | $749,766 | $477,708 |
Restricted cash | 1,000,000 | 0 |
Trade accounts receivable, net of allowance for doubtful accounts of $40,000 and $117,098, at December 31,2013 and 2012, respectively | 3,803,853 | 3,181,721 |
Inventories, net | 2,335,291 | 2,415,104 |
Deferred income taxes, current portion | 0 | 199,432 |
Prepaid taxes | 0 | 194,912 |
Prepaid expenses and other current assets | 513,197 | 574,999 |
Assets from discontinued operations, current | 1,509 | 34,301 |
Total current assets | 8,403,616 | 7,078,177 |
Property, plant and equipment, net | 7,579,556 | 7,158,512 |
Intangible assets, net | 184,517 | 156,091 |
Deferred tax assets, non-current portion | 0 | 2,068,538 |
Other assets | 185,595 | 214,596 |
Assets from discontinued operations, non-current | 0 | 284,300 |
Total assets | 16,353,284 | 16,960,214 |
Current liabilities: | ' | ' |
Demand line of credit | 0 | 800,000 |
Equipment line of credit, current portion | 85,387 | 0 |
Term notes payable, current portion | 335,760 | 267,043 |
Accounts payable | 2,156,031 | 2,437,778 |
Accrued expenses | 436,775 | 393,913 |
Customer deposits | 341,465 | 121,779 |
Deferred revenue, current | 248,559 | 315,268 |
Performance guarantee liability | 1,000,000 | 1,000,000 |
Liabilities from discontinued operations, current | 319,787 | 600,571 |
Total current liabilities | 4,923,764 | 5,936,352 |
Long-term liabilities: | ' | ' |
Revolving line of credit | 2,774,495 | 0 |
Equipment line of credit, non-current portion | 538,707 | 0 |
Term notes payable, non-current portion | 1,179,709 | 991,213 |
Subordinated promissory notes | 417,769 | 0 |
Deferred revenue, non-current | 172,316 | 326,982 |
Deferred gain on lease | 0 | 8,934 |
Total-long term liabilities | 5,082,996 | 1,327,129 |
Total liabilities | 10,006,760 | 7,263,481 |
Commitments and Contingencies (Note 8) | ' | ' |
Shareholders' equity: | ' | ' |
Preferred stock, $1 par value; 2,000,000 shares authorized, none issued | 0 | 0 |
Common stock, $.01 par value; 10,000,000 shares authorized; 3,926,491 issued, 2,722,239 and 2,704,239 outstanding at December 31, 2013 and 2012, respectively | 39,265 | 39,265 |
Additional paid-in-capital | 11,236,236 | 11,110,575 |
Treasury stock at cost, 1,204,252 and 1,222,252 shares at December 31, 2013 and 2012, respectively | -3,272,808 | -3,335,268 |
Accumulated other comprehensive income | 42,502 | 42,502 |
(Accumulated deficit) retained earnings | -1,698,671 | 1,839,659 |
Total shareholders’ equity | 6,346,524 | 9,696,733 |
Total liabilities and shareholders’ equity | $16,353,284 | $16,960,214 |
Consolidated_Balance_Sheet_Par
Consolidated Balance Sheet Parenthetical (Parentheticals) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Allowance for doubtful accounts receivable, current | $40,000 | $117,098 |
Preferred stock, par value per share | $1 | $1 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par or stated value per share | $0.01 | $0.01 |
Common stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, shares, issued | 3,926,491 | 3,926,491 |
Common stock, shares, outstanding | 2,722,239 | 2,704,239 |
Treasury stock, shares | 1,204,252 | 1,222,252 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Net sales | $21,341,052 | $20,642,570 |
Cost of sales | 18,308,389 | 17,848,591 |
Gross profit | 3,032,663 | 2,793,979 |
Selling and marketing | 949,815 | 921,045 |
General and administrative | 2,704,957 | 3,102,643 |
Research and development | 335,309 | 510,463 |
Goodwill impairment | 0 | 1,479,727 |
Total operating expenses | 3,990,081 | 6,013,878 |
Loss from continuing operations | -957,418 | -3,219,899 |
Other income (expense): | ' | ' |
Interest expense | -319,395 | -23,881 |
Other income (expense) | 25,646 | -9,319 |
Total other expense, net | -293,749 | -33,200 |
Loss from continuing operations before income taxes | -1,251,167 | -3,253,099 |
Income tax provision (benefit) | 2,267,969 | -875,992 |
Net loss from continuing operations | -3,519,136 | -2,377,107 |
Discontinued Operations: | ' | ' |
Loss from discontinued operations, net of tax benefit of $0 and $1,814,223 in 2013 and 2012, respectively | -19,194 | -3,760,827 |
Net loss | ($3,538,330) | ($6,137,934) |
Loss per share - basic and diluted | ' | ' |
Continuing operations | ($1.30) | ($0.86) |
Discontinued operations | ($0.01) | ($1.36) |
Loss per share - basic and diluted | ($1.31) | ($2.22) |
Weighted average common shares outstanding - basic and diluted | 2,705,373 | 2,775,428 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss Parenthitical (Parentheticals) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Statement of Comprehensive Loss Parenthetical [Abstract] | ' | ' |
Tax benefit, discontinued operations | $0 | $1,814,223 |
Statement_of_Changes_in_Shareh
Statement of Changes in Shareholders' Equity (USD $) | Total | Common Stock | Additional paid-in capital | Treasury stock | Accumulated other comprehensive income | Retained earnings (accumulated deficit) |
Stockholders' equity attributable to parent at Dec. 31, 2011 | $15,805,975 | $39,265 | $10,762,338 | ($3,099,842) | $42,502 | $8,061,712 |
Shares at Dec. 31, 2011 | ' | 3,926,491 | ' | 1,135,977 | ' | ' |
Share-based compensation | 112,811 | ' | 112,811 | ' | ' | ' |
Escrow released related to contingent consideration | 0 | ' | 235,426 | -235,426 | ' | ' |
Escrow released related to contingent consideration, shares | 86,275 | ' | ' | 86,275 | ' | ' |
Cash dividends | -84,119 | ' | ' | ' | ' | -84,119 |
Net loss | -6,137,934 | ' | ' | ' | ' | -6,137,934 |
Stockholders' equity attributable to parent at Dec. 31, 2012 | 9,696,733 | 39,265 | 11,110,575 | -3,335,268 | 42,502 | 1,839,659 |
Shares at Dec. 31, 2012 | ' | 3,926,491 | ' | 1,222,252 | ' | ' |
Share-based compensation - options | 42,611 | ' | 42,611 | ' | ' | ' |
Cash dividends | 0 | ' | ' | ' | ' | ' |
Issuance of common stock from treasury, value | 62,460 | ' | ' | 62,460 | ' | ' |
Issuance of common stock from treasury, shares | ' | ' | ' | -18,000 | ' | ' |
Issuance of warrants | 83,050 | ' | 83,050 | ' | ' | ' |
Net loss | -3,538,330 | ' | ' | ' | ' | -3,538,330 |
Stockholders' equity attributable to parent at Dec. 31, 2013 | $6,346,524 | $39,265 | $11,236,236 | ($3,272,808) | $42,502 | ($1,698,671) |
Shares at Dec. 31, 2013 | ' | 3,926,491 | ' | 1,204,252 | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Cash flows from operating activities: | ' | ' |
Net loss | ($3,538,330) | ($6,137,934) |
Loss from discontinued operations | 19,194 | 3,760,827 |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ' | ' |
(Gain) loss on sale of property, plant and equipment | -4,780 | 0 |
Amortization of deferred gain on lease | -8,934 | -4,467 |
Goodwill impairment | 0 | 1,479,727 |
Loss on impairment of patents and trademarks | 0 | 33,192 |
Depreciation and amortization | 1,444,005 | 1,419,226 |
Non-cash interest expense | 819 | 0 |
Change in allowance for doubtful accounts | -77,098 | 58,602 |
Deferred income taxes | 2,267,969 | -2,684,000 |
Share-based compensation expense | 105,071 | 112,811 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -545,034 | 220,046 |
Inventories | 79,813 | 852,378 |
Deposits, prepaid expenses and other assets | 256,714 | 45,027 |
Other non-current assets | 29,001 | -126,618 |
Accounts payable | -281,747 | 309,329 |
Accrued expenses and other current liabilities | 195,840 | 1,158,789 |
Other non-current liabilities | -154,666 | 190,907 |
Net cash (used in) provided by operating activities of continuing operations | -212,163 | 687,842 |
Net cash used in operating activities of discontinued operations | -277,365 | -1,796,143 |
Net cash used in operating activities | -489,528 | -1,108,301 |
Cash flows from investing activities: | ' | ' |
Purchases of property, plant and equipment | -1,610,152 | -1,294,802 |
Proceeds from sale of property, plant and equipment | 44,337 | 306,285 |
Cash received from federal grant | 0 | 318,627 |
Cash paid for patents and trademarks | -33,266 | -102,662 |
Net cash used in investing activities from continuing operations | -1,599,081 | -772,552 |
Net cash provided by (used in) investing activities from discontinued operations | 247,992 | -466,230 |
Net cash used in investing activities | -1,351,089 | -1,238,782 |
Cash flows from financing activities: | ' | ' |
Proceeds from (payments on) revolving line of credit, net | 2,774,495 | 0 |
Proceeds from (payments on) demand line of credit, net | -800,000 | 800,000 |
Proceeds from equipment line of credit | 624,094 | 0 |
Proceeds from term notes payable | 1,500,000 | 935,232 |
Payments on term notes payable | -1,515,287 | -153,663 |
Proceeds from subordinated promissory notes | 500,000 | 0 |
Cash dividends paid | 0 | -84,119 |
Restricted cash | -1,000,000 | 0 |
Net cash provided by financing activities from continuing operations | 2,083,302 | 1,497,450 |
Net cash provided by (used in) financing activities from discontinued operations | 0 | 0 |
Net cash provided by financing activities | 2,083,302 | 1,497,450 |
Net increase (decrease) in cash and cash equivalents | 242,685 | -849,633 |
Cash and cash equivalents, beginning of year | 508,590 | 1,358,223 |
Cash and cash equivalents, end of year | 751,275 | 508,590 |
Less: cash and cash equivalents of discontinued operations at end of year | 1,509 | 30,882 |
Cash and cash equivalents of continuing operations at end of year | 749,766 | 477,708 |
Supplemental Cash Flow Information | ' | ' |
Cash paid for interest | 301,621 | 8,984 |
Cash received from tax refunds | 198,791 | ' |
Non-cash activities: | ' | ' |
Acquisition of equipment with equipment notes | 272,500 | 476,687 |
Issuance of warrants | 83,050 | 0 |
Non-cash activity related to discontinued operations: | ' | ' |
Impairment of fixed assets | 0 | 1,063,321 |
Patent impairment | $0 | $56,912 |
Note_1_Description_of_Business
Note 1 - Description of Business | 12 Months Ended |
Dec. 31, 2013 | |
Description of Business [Abstract] | ' |
Description of Business | ' |
Description of Business | |
Arrhythmia Research Technology, Inc., (“ART”), through its wholly-owned subsidiary, Micron Products, Inc. ("Micron", and collectively with ART, the "Company") manufactures components, devices and equipment for medical, military, law enforcement, industrial and automotive applications. The Company also licenses customizable proprietary signal-averaged electrocardiography software through its Predictor brand. The Company's subsidiary, RMDDxUSA Corp. and its Prince Edward Island subsidiary RMDDx Corporation (collectively "WirelessDx"), discontinued operations in the third quarter of 2012. | |
ART was founded in 1986 and completed an initial public offering in 1988 and its shares were listed on the American Stock Exchange (now the NYSE MKT), in 1992. Its stock trades under the symbol HRT. The Company has grown organically and through acquisitions. Today, the Company has diversified manufacturing capabilities with the capacity to participate in full product life cycle activities from early stage development and engineering and prototyping to full scale manufacturing as well as packaging and product fulfillment services. The Company competes globally, with nearly of its revenue derived from exports. | |
Operating matters and liquidity | |
The Company has experienced net operating losses in 2013 and 2012. The Company believes that cash flows from its operations, together with its existing working capital and other resources, will be sufficient to fund operations at current levels and repay debt obligations over the next twelve months. The Company expects improvements in sales within new and existing channels to continue as a result of the Company's prior and future investments in marketing, capital equipment and human resources. The Company expects to meet its goals in these areas, realize returns on its capital investments and generate the additional cash needed to fund operations into 2014 and beyond; however, there can be no assurance that the Company will be able to do so. |
Note_2_Accounting_Policies
Note 2 - Accounting Policies | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||||||||||
Significant Accounting Policies | ' | |||||||||||||||||||||
Accounting Policies | ||||||||||||||||||||||
Principles of consolidation | ||||||||||||||||||||||
The consolidated financial statements (the "financial statements") include the accounts of ART, Micron and WirelessDx. WirelessDx is presented herein as discontinued operations. All intercompany balances and transactions have been eliminated in consolidation. | ||||||||||||||||||||||
Use of estimates | ||||||||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenue and expenses during the reporting periods. Actual results could differ from those estimates. | ||||||||||||||||||||||
Revenue Recognition | ||||||||||||||||||||||
Revenue for product sales is recorded when all criteria for revenue recognition have been satisfied, which is generally when goods are shipped to the Company's customers. Product revenue is recognized in the period when persuasive evidence of an arrangement with a customer exists, the products are shipped and title has transferred to the customer, the price is fixed or determined and collection is probable. | ||||||||||||||||||||||
The Company enters into arrangements containing multiple elements which may include a combination of the sale of molds, tooling, engineering and validation services ("tooling") and production units. The Company has determined that certain tooling arrangements, and the related production units, represent one unit of accounting, based on an assessment of the respective standalone value. When the Company determines that an arrangement represents one unit of accounting, the revenue is deferred over the estimated product life-cycle, based upon historical knowledge of the customer, which is generally three years. The Company carries prepaid tooling costs associated with the related arrangement as other assets on the Company's balance sheet. These costs are amortized to expense at the same time as the deferred revenue is amortized into revenue. | ||||||||||||||||||||||
The Company cannot effectively predict short-term or long-term production volume in a consistent and meaningful manner due to the nature of these molds and associated products. Therefore, the Company is unable to account for the transactions under the Units of Production method and management has determined the most appropriate amortization method to be the Straight-Line method. | ||||||||||||||||||||||
Revenue for software license sales is recognized when licenses are sold as the revenue cycle is completed with no warranty, returns or technical support to customers. Total revenue from software sales was immaterial in relation to consolidated revenues. | ||||||||||||||||||||||
Fair value of financial instruments | ||||||||||||||||||||||
The carrying amount reported in the balance sheets for cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value due to the immediate or short-term nature of such instruments. The carrying value of debt approximates fair value since it provides for market terms and interest rates. | ||||||||||||||||||||||
Concentration of credit risk | ||||||||||||||||||||||
Financial instruments which potentially expose the Company to concentrations of credit risk consist primarily of accounts receivable and cash and cash equivalents. | ||||||||||||||||||||||
Accounts receivable are customer obligations due under normal trade terms. A large portion of the Company's products are sold to large diversified medical, military and law enforcement product manufacturers. The Company does not generally require collateral for its sales; however, the Company believes that its terms of sale provide adequate protection against significant credit risk. | ||||||||||||||||||||||
During the year ended December 31, 2013, the Company had sales to two customers constituting 16% and 15% of total 2013 net sales. Accounts receivable from these two customers at December 31, 2013 were 16% and 10% of the total accounts receivable balance at year end. During the year ended December 31, 2012, the Company had sales to one customer constituting 28% of total 2012 sales. Accounts receivable from this customer at December 31, 2012 was 19% of the total accounts receivable balance at year end. The loss of any one of these customers could have a significant adverse effect on the Company's financial results. | ||||||||||||||||||||||
Sales to the top three customers accounted for 39% of total sales in 2013 compared to 45% of total sales in 2012. The decrease in the top three customers as a percentage of total sales is due to a decrease in sensor sales from the Company’s largest customer due in part to decreased volume and the customer moving to a part with less silver. The decrease from the largest customer was partially offset by increased sales of machined implants from the Company’s second largest customer, | ||||||||||||||||||||||
It is the Company’s policy to place its cash in high quality financial institutions. The Company does not believe significant credit risk exists above federally insured limits with respect to these institutions. | ||||||||||||||||||||||
Cash and cash equivalents | ||||||||||||||||||||||
Cash and cash equivalents consist of cash on hand and on deposit in high quality financial institutions with maturities of three months or less at the time of purchase. | ||||||||||||||||||||||
Restricted cash | ||||||||||||||||||||||
Restricted cash consists of cash on deposit at the Bank of Nova Scotia in lieu of a letter of credit associated with a performance guarantee liability (see Note 11). | ||||||||||||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||||||||||||
Accounts receivable represent amounts invoiced by the Company. Management maintains an allowance for doubtful accounts based on information obtained regarding individual accounts and historical experience. Amounts deemed uncollectible are written off against the allowance for doubtful accounts. Bad debts have not had a significant impact on the Company’s financial position, results of operations and cash flows. | ||||||||||||||||||||||
Inventories | ||||||||||||||||||||||
The Company values its inventory at the lower of average cost, first-in-first-out (FIFO) or net realizable value. The Company reviews its inventory for quantities in excess of production requirements, obsolescence and for compliance with internal quality specifications. Any adjustments to inventory would be equal to the difference between the cost of inventory and the estimated net market value based upon assumptions about future demand, market conditions and expected cost to distribute those products to market. The Company records adjustments to account for potential scrap during normal manufacturing operations or potential obsolesce for slow moving inventory. | ||||||||||||||||||||||
Property, plant and equipment | ||||||||||||||||||||||
Property, plant and equipment are recorded at cost and include expenditures which substantially extend their useful lives. Depreciation on property, plant and equipment is calculated using the straight-line method over the estimated useful lives of the assets. Expenditures for maintenance and repairs are charged to earnings as incurred. When equipment is retired or sold, the resulting gain or loss is reflected in earnings. | ||||||||||||||||||||||
Goodwill | ||||||||||||||||||||||
Goodwill is reviewed for impairment annually, or when events arise that could indicate that impairment exists. The Company's annual goodwill impairment test is conducted at December 31, however during the third quarter of 2012, due to a decline in the market price of the Company's stock, the market capitalization of the Company was below the carrying value and management performed an impairment analysis as of September 30, 2012. Based on the analysis, management determined that the fair value of the reporting unit, in this case, the entire Company, was below the carrying value as of September 30, 2012. The Step 1 analysis was performed using the income approach in which the Company utilized a discounted cash flow analysis to determine the fair value of its reporting unit. The income approach requires management to estimate a number of factors which are considered Level 3 inputs, including projected future operating results, economic projections, anticipated future cash flows and discount rates. As part of its valuation to determine the total impairment charge, the Company is also required to perform a Step 2 analysis which includes estimating the fair value of significant tangible and intangible long-lived assets. | ||||||||||||||||||||||
As a result, the Company determined that the full value of its goodwill was impaired and recorded the impairment charge of $1,479,727 in the third quarter of 2012. | ||||||||||||||||||||||
Long-lived and intangible assets | ||||||||||||||||||||||
The Company assesses the impairment of long-lived assets and intangible assets with finite lives whenever events or changes in circumstances indicate that the carrying value may not be fully recoverable. In 2012, the Company experienced a triggering event as a result of the goodwill impairment as described above and recorded an impairment charge of $33,192 in relation to certain patents also deemed to be impaired. In 2013, no impairment charges were recorded. Intangible assets consist of the following: | ||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||
Estimated Useful Life (in years) | Gross | Accumulated Amortization | Net | Gross | Accumulated Amortization | Net | ||||||||||||||||
Patents and Trademarks | 12 | $ | 476,390 | $ | (454,566 | ) | $ | 21,824 | $ | 480,750 | $ | (456,361 | ) | $ | 24,389 | |||||||
Patents and Trademarks pending | — | 143,968 | 143,968 | 110,702 | — | 110,702 | ||||||||||||||||
Trade names | 8 | 33,250 | (14,525 | ) | 18,725 | 33,250 | (12,250 | ) | 21,000 | |||||||||||||
Total Intangible assets | $ | 653,608 | $ | (469,091 | ) | $ | 184,517 | $ | 624,702 | $ | (468,611 | ) | $ | 156,091 | ||||||||
Amortization expense related to intangible assets was $4,840 and $5,088 in 2013 and 2012, respectively. Estimated future annual amortization expense for currently amortizing intangible assets is expected to approximate $5,000. | ||||||||||||||||||||||
Income taxes | ||||||||||||||||||||||
The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax bases of assets and liabilities using tax rates in effect for the year in which the differences are expected to reverse. | ||||||||||||||||||||||
The Company files income tax returns in the U.S. Federal jurisdiction, Canadian jurisdiction and various state jurisdictions. The Company follows accounting guidance regarding the recognition, measurement, presentation and disclosure of uncertain tax positions in the financial statements. Tax positions taken or expected to be taken in the course of preparing the Company’s tax returns are required to be evaluated to determine whether the tax positions are “more-likely-than-not” to be upheld under regulatory review. The resulting tax impact of these tax positions, if any, are recognized in the financial statements based on the results of this evaluation. The Company did not recognize any tax liabilities associated with uncertain tax positions, nor have they recognized any interest or penalties related to unrecognized tax positions. Generally, the Company is no longer subject to federal and state tax examinations by tax authorities for years before fiscal years ending December 31, 2010. | ||||||||||||||||||||||
Share-based compensation | ||||||||||||||||||||||
Share-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the employee’s requisite service period (generally the vesting period of the share-based grant). | ||||||||||||||||||||||
Comprehensive income (loss) | ||||||||||||||||||||||
The Company has accumulated other comprehensive income of $42,502 from changes in currency valuations with our Canadian operations as of December 31, 2013 and 2012. In the years ended December 31, 2013 and 2012, comprehensive loss equaled net loss and there were no changes in accumulated other comprehensive income. | ||||||||||||||||||||||
(Loss) earnings per share data | ||||||||||||||||||||||
Basic earnings (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding. The computation of diluted earnings (loss) per share is similar to the computation of basic earnings (loss) per share except that the denominator is increased to include the average number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued. In addition, the numerator is adjusted for any changes in net income (loss) that would result from the assumed conversions of those potential shares. | ||||||||||||||||||||||
As of December 31, 2013 there were options to purchase 256,500 shares and warrants to purchase 100,000 shares outstanding that were anti-dilutive. As of December 31, 2012 there were options to purchase 285,000 options outstanding that were anti-dilutive. Therefore, these options or warrants were not included in the calculation of earnings (loss) per share. | ||||||||||||||||||||||
Segments | ||||||||||||||||||||||
In 2012, the Company determined that the Company's results will be reported as one segment due to the discontinued operations of its WirelessDx segment and since the results of its previously reported ART segment were not quantitatively material and were not regularly reviewed by the Chief Operating and Decision Maker ("CODM"). | ||||||||||||||||||||||
Research and development | ||||||||||||||||||||||
Research and development expenses include costs directly attributable to the conduct of research and development programs primarily related to the development of our software products, technology related to the medical services subsidiary and improving the efficiency and capabilities of our manufacturing processes. Such costs include salaries, payroll taxes, employee benefit costs, materials, supplies, depreciation on research equipment, and services provided by outside contractors. All costs associated with research and development programs are expensed as incurred. | ||||||||||||||||||||||
Reclassification of prior period balances | ||||||||||||||||||||||
Certain reclassifications have been made to prior period amounts to conform to the current year presentation. |
Note_3_Inventories
Note 3 - Inventories | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Inventories [Abstract] | ' | ||||||||
Inventories, net | ' | ||||||||
Inventories, net | |||||||||
Inventories consist of the following: | |||||||||
December 31, | 2013 | 2012 | |||||||
Raw materials | $ | 947,765 | $ | 521,908 | |||||
Work-in-process | 266,431 | 248,159 | |||||||
Finished goods | 1,121,095 | 1,645,037 | |||||||
Total | $ | 2,335,291 | $ | 2,415,104 | |||||
The cost of silver in our inventory as raw materials, in work-in-process or as a plated surface on finished goods had an estimated cost of $382,332 and $541,804 in 2013 and 2012, respectively. |
Note_4_Property_Plant_and_Equi
Note 4 - Property, Plant and Equipment, Net | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Property, Plant and Equipment, Net [Abstract] | ' | ||||||||||||
Property, Plant and Equipment, Net | ' | ||||||||||||
Property, Plant and Equipment, Net | |||||||||||||
Property, plant and equipment consist of the following: | |||||||||||||
December 31, | Asset Lives (in years) | 2013 | 2012 | ||||||||||
Machinery and equipment | 3 | to | 15 | $ | 13,734,528 | $ | 12,298,011 | ||||||
Building and improvements | 20 | 4,303,156 | 4,293,725 | ||||||||||
Vehicles | 3 | to | 5 | 94,227 | 94,227 | ||||||||
Furniture, fixtures, computers and software | 3 | to | 5 | 1,317,189 | 1,246,807 | ||||||||
Land | 202,492 | 202,492 | |||||||||||
Construction in progress | 177,473 | 103,269 | |||||||||||
Total property, plant and equipment | 19,829,065 | 18,238,531 | |||||||||||
Less: accumulated depreciation | (12,249,509 | ) | (11,080,019 | ) | |||||||||
Property, plant and equipment, net | $ | 7,579,556 | $ | 7,158,512 | |||||||||
For the year ended December 31, 2013, the Company recorded $1,439,165 of depreciation expense compared to $1,412,170 for the year ended December 31, 2012. |
Note_5_Debt
Note 5 - Debt | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Debt [Abstract] | ' | |||||||||||||||||||||
Debt | ' | |||||||||||||||||||||
Debt | ||||||||||||||||||||||
Bank debt | ||||||||||||||||||||||
2012 | ||||||||||||||||||||||
The Company had a demand line of credit with a bank that provided for borrowings based on eligible accounts receivable and inventories. Interest on the demand line of credit was LIBOR plus 2.0%. The balance outstanding on the demand line of credit at December 31, 2012 was $800,000. This line of credit was paid off and closed in April 2013 as part of a new bank facility. | ||||||||||||||||||||||
The Company also had a master lease agreement with the bank that allowed for money to be drawn on standard terms for the purchase of equipment. During the twelve months ended December 31, 2012, two equipment notes were entered into under this master lease agreement. In the first quarter of 2012, Micron entered into an equipment note for $523,269. This equipment note was structured in such a way that the Company received a cash payout for amounts already paid to vendors of $262,960, with the remaining $260,309 paid by the bank directly to the equipment vendors making total principal amount of the note entered into $523,269. The cash payout is part of the proceeds from term notes payable on the statement of cash flows. The remaining amount of $260,309 was a non-cash event and is disclosed in the supplemental cash flow schedule. At December 31, 2012, the outstanding balance of this equipment note was $450,758. In the second quarter of 2012, WirelessDx, under this master lease agreement, entered an equipment note for $888,649. This equipment note was structured in such a way that the Company received a cash payout for amounts already paid to vendors of $672,272. The remaining $216,378 was paid by the bank directly to the equipment vendors making total principal amount of the equipment note entered into $888,649. The cash payout is part of the proceeds from term notes payable on the statement of cash flows. The remaining amount of $216,378 was a non-cash event and is disclosed in the supplemental cash flow schedule. This WirelessDx equipment note was guaranteed by ART, therefore, all amounts associated with this note are reflected as part of continuing operations on the balance sheet and statement of cash flows. At December 31, 2012, the outstanding balance of this term note payable was $807,498. The equipment notes under this master lease agreement were paid off in April 2013 as part of a new bank facility. | ||||||||||||||||||||||
2013 | ||||||||||||||||||||||
In March 2013, the Company entered into a multi-year credit facility with a Massachusetts based bank. The credit facility includes a revolving line of credit (the "revolver") of up to $4.0 million, a commercial term loan of $1.5 million and an equipment line of credit of $1.0 million and is secured by substantially all assets of the Company with the exception of real property. The new credit facility was used to pay off the above noted demand line of credit and term notes. | ||||||||||||||||||||||
Revolver | ||||||||||||||||||||||
The revolver provides for borrowings up to 80% of eligible accounts receivable and 50% of eligible raw materials inventory. The interest rate on the revolver is calculated at the bank's prime rate plus 0.25% (3.50% at December 31, 2013). The revolver has a maturity date of June 2015. The outstanding balance on the revolver at December 31, 2013 is $2,774,495. | ||||||||||||||||||||||
Commercial term loan | ||||||||||||||||||||||
The commercial term loan from the bank was used to pay off existing debt and to fund other current liabilities of continuing operations. At December 31, 2013, the outstanding amount remaining on the term loan is $1,293,378. The term loan has a five year term with a maturity date of March 2018. The interest rate on the loan is a fixed 4.25% per annum. | ||||||||||||||||||||||
Equipment line of credit | ||||||||||||||||||||||
The equipment line of credit allows for advances on the equipment line that shall not exceed 80% of the invoice amount of the equipment being purchased. The equipment line of credit requires interest only payments based on the bank’s prime rate plus 0.25% (3.50% at December 31, 2013). The balance outstanding on the equipment line of credit at December 31, 2013 is $624,094. The equipment line of credit converts to a five-year term loan upon the earlier of March 2014 or when the $1.0 million line is fully drawn upon. The term loan will require monthly payments of principal and interest at a fixed rate equal to the greater of 4.25% or the federal home loan bank’s 5-year amortizing rate as of the date of the conversion. The equipment line of credit is included in the balance sheet as current and non-current based on the estimated amortization upon conversion. | ||||||||||||||||||||||
Bank covenants | ||||||||||||||||||||||
The bank facility contains both financial and non-financial covenants. The financial covenants include maintaining certain debt coverage and leverage ratios. The non-financial covenants relate to various matters including notice prior to executing further borrowings and security interests, mergers or consolidations, acquisitions, guarantees, sales of assets other than in the normal course of business, leasing, changes in ownership and payment of dividends. | ||||||||||||||||||||||
Other debt | ||||||||||||||||||||||
Equipment term notes | ||||||||||||||||||||||
In January 2013, the Company entered into two equipment notes totaling $272,500 with a financing company to acquire production equipment. The notes bear interest at 4.66% and require monthly payments of principal and interest over the term of five years. The outstanding balance of these equipment notes at December 31, 2013 was $222,091. | ||||||||||||||||||||||
Subordinated promissory notes | ||||||||||||||||||||||
In December 2013, the Company completed a private offering in which the Company sold an aggregate of $500,000 in subordinated promissory notes. The notes are unsecured and require quarterly interest-only payments at a rate of 10% per annum. On the second anniversary following issuance, the interest rate increases to 12% per annum. The notes mature in December 2016 at which point the outstanding balance is due in full. The subordinated promissory notes may be prepaid by the Company at any time following the first anniversary thereof without penalty. The notes are subordinated to all indebtedness of the Company pursuant to its March 2013 multi-year bank credit facility. | ||||||||||||||||||||||
In connection with the subordinated promissory notes, the Company issued warrants to purchase the Company's common stock (see Note 9). In order to account for the subordinated notes payable and warrants, the Company allocated the proceeds between the notes and warrants on a relative fair value basis. As a result, the Company allocated $416,950 to the notes and $83,050 to the warrants. The total discount on the notes is being recognized as non-cash interest expense over the term of the notes. In the year ended December 31, 2013, the Company recorded $819 of non-cash interest expense related to the amortization of the discount. The unamortized discount which is net against the outstanding balance of the subordinated promissory notes is $82,231 at December 31, 2013. | ||||||||||||||||||||||
Future maturities of debt for the years ending December 31, are as follows: | ||||||||||||||||||||||
2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | Total | ||||||||||||||||
Revolver | $ | — | 2,774,495 | $ | — | $ | — | $ | — | $ | — | $ | 2,774,495 | |||||||||
Term debt and equipment notes | 335,760 | 350,424 | 365,899 | 382,001 | 81,385 | — | $ | 1,515,469 | ||||||||||||||
Equipment line of credit | 85,387 | 118,159 | 123,280 | 128,623 | 134,197 | 34,448 | $ | 624,094 | ||||||||||||||
Subordinated promissory notes | — | — | 500,000 | — | — | — | $ | 500,000 | ||||||||||||||
Total | $ | 421,147 | $ | 3,243,078 | $ | 989,179 | $ | 510,624 | $ | 215,582 | $ | 34,448 | $ | 5,414,058 | ||||||||
Note_6_Income_Taxes
Note 6 - Income Taxes | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Income Taxes [Abstract] | ' | ||||||||
Income Taxes | ' | ||||||||
Income Taxes | |||||||||
The income tax provision (benefit) consists of the following: | |||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Current: | |||||||||
Federal | $ | — | $ | — | |||||
State | — | (6,717 | ) | ||||||
Total current income taxes | — | (6,717 | ) | ||||||
Deferred: | |||||||||
Federal | 1,437,269 | (319,475 | ) | ||||||
State | 830,700 | (549,800 | ) | ||||||
Foreign | — | — | |||||||
Total deferred income taxes | 2,267,969 | (869,275 | ) | ||||||
Total income tax provision (benefit) | $ | 2,267,969 | $ | (875,992 | ) | ||||
The components of deferred income taxes are as follows: | |||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Deferred income taxes: | |||||||||
Current deferred tax assets: | |||||||||
Inventories | $ | 111,800 | $ | 89,900 | |||||
Bad debt reserve | 63,200 | 93,600 | |||||||
Accrued Expenses | 104,900 | 68,900 | |||||||
Total current deferred tax assets | 279,900 | 252,400 | |||||||
Long-term deferred tax assets: | |||||||||
Net operating loss carryforwards | 2,696,400 | 2,290,400 | |||||||
Foreign net operating loss carryforwards | 291,100 | 287,500 | |||||||
Federal and state tax credit carryforwards | 431,900 | 298,300 | |||||||
Patents and intangibles | 99,100 | 115,200 | |||||||
Stock compensation | 89,800 | 81,300 | |||||||
Other long term | 474,500 | 447,500 | |||||||
Total long-term deferred tax assets | 4,082,800 | 3,520,200 | |||||||
Total deferred tax assets | 4,362,700 | 3,772,600 | |||||||
Current deferred tax liabilities: | |||||||||
Prepaid expenses | (50,400 | ) | (53,000 | ) | |||||
Long-term deferred tax liabilities: | |||||||||
Property, plant and equipment | (934,100 | ) | (980,800 | ) | |||||
Total deferred tax liabilities | (984,500 | ) | (1,033,800 | ) | |||||
Deferred tax valuation allowance | (3,378,200 | ) | (470,900 | ) | |||||
Net deferred tax assets (liabilities) | $ | — | $ | 2,267,900 | |||||
As of June 30, 2013, the Company had recorded twelve consecutive quarters of pre-tax losses. Additionally, management's projections of future income in the face of challenging market conditions, and the impact of identified tax planning strategies, created uncertainty regarding the Company's ability to realize its deferred tax assets. Management evaluated and weighted all available evidence, both positive and negative, through June 30, 2013, and determined that the weight of negative evidence occurring in the second quarter made it difficult to form a supportable conclusion that a full valuation allowance was not needed. Factors such as projected increases in cost of sales, overall sales volumes from key customers and the continued volatility in the silver market all negatively impacted the second quarter re-forecast of pre-tax earnings and the analysis of future taxable income. Consequently, management determined that the Company could not support the realization of its deferred tax assets and identified the second quarter of 2013 as the appropriate period to record a full valuation allowance on its deferred tax assets, resulting in the recognition of a $2,267,969 tax expense. The Company assesses the need for the valuation allowance on a quarterly basis. If and when the Company determines that the valuation allowance should be reversed, the adjustment would result in a tax benefit in the consolidated statements of operations. | |||||||||
In 2013, the total valuation allowance for continuing operations increased $2,907,300 from 2012. | |||||||||
In 2012, the Company had recorded a valuation allowance against the foreign portion of its deferred tax assets of discontinued operations of $470,900, an increase of $119,000 from 2011. | |||||||||
For the year ended December 31, 2013, the Company has federal, state and foreign net operating loss carryforwards totaling $7,420,000, $10,471,000 and $1,039,000 respectively, which begin to expire in 2030. The Company also had federal and state tax credit carryovers of $243,000 and $188,900, respectively. The federal and state credits begin to expire in 2026 and 2014, respectively. | |||||||||
The Company files a consolidated federal income tax return. The actual income tax provision differs from applying the Federal statutory income tax rate (34%) to the pre-income tax loss from continuing operations as follows: | |||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Tax (benefit) provision computed at statutory rate | $ | (425,395 | ) | $ | (1,106,054 | ) | |||
Increases (reductions) due to: | |||||||||
Change in valuation allowance | 2,907,300 | — | |||||||
State income taxes, net of federal benefit | (58,045 | ) | (299,200 | ) | |||||
Goodwill impairment | — | 422,900 | |||||||
Permanent differences | 12,660 | 20,500 | |||||||
Tax credits (federal and state) | (96,133 | ) | — | ||||||
Differences on prior returns (federal and state) | (64,867 | ) | 59,500 | ||||||
Other | (7,551 | ) | 26,362 | ||||||
Income tax provision (benefit) | $ | 2,267,969 | $ | (875,992 | ) | ||||
Note_7_Employee_Benefit_Plans
Note 7 - Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2013 | |
7. Employee Benefit Plans [Abstract] | ' |
Employee Benefit Plans | ' |
Employee Benefit Plans | |
The Company sponsors an Employee Savings and Investment Plan under Section 401(k) of the Internal Revenue Code covering all eligible employees of the Company. Employees can contribute up to 90% of their eligible compensation to the maximum allowable by the IRS. The Company’s matching contributions are at the discretion of the Company. The Company’s matching contributions in 2013 and 2012 were $44,488 and $43,149, respectively. |
Note_8_Commitments_and_Conting
Note 8 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
Legal Matters | |
In the ordinary course of its business, the Company is involved in various legal proceedings involving a variety of matters. The Company does not believe there are any pending legal proceedings that will have a material impact on the Company’s financial position or results of operations. With respect to a specific matter, a third party has asserted a claim of approximately $100,000 against the Company. Management believes that the Company has meritorious defenses to defend this matter and that the maximum reasonably possible loss is substantially less that the amount asserted. Management believes that the ultimate resolution of this matter, including likely recoveries from insurance carriers if an unfavorable outcome occurs, will not have a material adverse effect on our results of operations or financial condition. | |
Severance Agreements | |
In September 2013, the Company's former Chief Financial Officer resigned and the Company entered into a severance agreement with the former Chief Financial Officer. The Company accrued the full amount of the severance package in the amount of $92,061 (salary and benefits) in the third quarter of 2013. The severance agreement provides for payments through September 2014 and the balance outstanding as of December 31, 2013 is $69,673 and is included within accounts payable and accrued expenses. |
Note_9_Shareholders_Equity
Note 9 - Shareholders Equity | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Stock Options [Abstract] | ' | |||||||||||||
Stock Options | ' | |||||||||||||
Shareholders’ equity | ||||||||||||||
Common stock | ||||||||||||||
In the fourth quarter of 2013 an aggregate of 18,000 shares were issued to the three independent members of the Board of Directors of the Company pursuant to the Company's 2010 Equity Incentive Plan. The Company recorded $62,460 of non-cash compensation expense in connection with this share issuance. | ||||||||||||||
In the fourth quarter of 2012, it was determined that WirelessDx did not meet certain milestones as defined in the original purchase and sale agreement. The agreement had provided for contingent consideration in the form of shares of common stock of the Company. These shares were held in escrow to either (1) be released to certain previous shareholders of WirelessDx upon achieving the milestones, or (2) be returned to the Company upon notice that the milestones had not been achieved. Once the Company determined that the milestones had not been achieved, the Company notified the escrow agent and requested the return of the shares to the Company. Management has recorded the return of the 86,275 shares into treasury stock in the amount of $235,426. | ||||||||||||||
No dividends were declared or paid in 2013. On January 25, 2012, the Board of Directors declared a one time cash dividend of $0.03 per share. The dividend of $84,119 was paid March 15, 2012. | ||||||||||||||
Warrants | ||||||||||||||
In connection with the subordinated promissory notes issued in December 2013 (see Note 5), the Company issued warrants to purchase 100,000 shares of the Company’s common stock. The warrants are exercisable during the period commencing six months after issuance and for three years from issuance, at an exercise price equal to $3.51 per share, namely, the closing market price of the Company’s common stock on the day prior to the closing date of the offering. The warrants expire in December 2016. | ||||||||||||||
Stock options and Share-Based Incentive Plan | ||||||||||||||
In March 2010, the Company's Board of Directors adopted the Arrhythmia Research Technology, Inc. 2010 Equity Incentive Plan (the “2010 Plan”). The 2010 Plan authorizes the issuance of an aggregate of 500,000 shares, namely, 400,000 shares of our common stock plus an aggregate of 100,000 shares previously reserved for issuance under the Company's 2005 Stock Award Plan (the “2005 Plan”). The 2010 Plan replaced in its entirety the 2005 Plan, under which no grants had been made. The Company's 2001 Stock Option Plan (the "2001 Plan"), which expired in 2011, will continue to govern outstanding options but no further options will be granted under the 2001 Plan. The Company now has one plan providing the Company flexibility to award a mix of stock options, equity incentive grants, performance awards and other types of stock-based compensation to certain eligible employees, non-employee directors, or consultants and under which an aggregate of 500,000 shares have been reserved for such grants. The options granted have either six or ten year contractual terms and either vest immediately or vest annually over a five-year term. At December 31, 2013, there were 256,500 shares outstanding and 336,500 shares available for future grants under the 2010 Plan. | ||||||||||||||
The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option pricing model that uses the assumptions noted in the following table. Expected volatilities are based on historical volatility of the Common Stock using historical periods consistent with the expected term of the options. The expected term of options granted under the Company’s equity incentive plan, all of which qualify as “plain vanilla,” is based on the average of the contractual term and the vesting period as permitted under SEC Staff Accounting Bulletin Nos. 107 and 110. The risk-free rate is based on the yield of a U.S. Treasury security with a term consistent with the option. | ||||||||||||||
There were no new option grants in 2012. The assumptions used to measure the fair value of option grants in 2013 were as follows: | ||||||||||||||
2013 | ||||||||||||||
Expected option term | 6.5 | |||||||||||||
Expected volatility factor | 29% | to | 31% | |||||||||||
Risk-free rate | 0.36% | to | 0.68% | |||||||||||
Expected annual dividend yield | —% | |||||||||||||
The following table sets forth the stock option transactions for the year ended December 31, 2013: | ||||||||||||||
Number of options | Weighted average Exercise Price | Weighted average remaining contractual term (in years) | Aggregate Intrinsic Value | |||||||||||
Outstanding at December 31, 2012 | 285,000 | $ | 2.44 | 4.8 | $ | — | ||||||||
Granted | 67,500 | 3.43 | 9.8 | 8,850 | ||||||||||
Exercised | — | — | — | — | ||||||||||
Forfeited/expired | (96,000 | ) | 4.2 | — | — | |||||||||
Outstanding at December 31, 2013 | 256,500 | $ | 5.61 | 5.3 | — | |||||||||
Exercisable at December 31, 2013 | 120,000 | $ | 6.34 | 2.5 | $ | 8,850 | ||||||||
Exercisable at December 31, 2012 | 138,900 | $ | 2.53 | 3.1 | $ | — | ||||||||
For the years ended December 31, 2013 and 2012, share-based compensation expense related to stock options and the non-cash issuance of common stock amounted to $105,071 and $112,811, respectively, and is included in general and administrative expenses. As of December 31, 2013, there was $133,531 of unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the stock option plans. This cost is expected to be recognized over a weighted average period of 1.5 years. The weighted average grant date fair value of options issued in 2013 was $1.03. There were no options granted in 2012. |
Note_10_Industry_and_Geographi
Note 10 - Industry and Geographic Segments | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Industry and Geographic Segments [Abstract] | ' | |||||||||||
Industry and Geographic Segments | ' | |||||||||||
Industry and Geographic Segments | ||||||||||||
The Company’s Chief Operating and Decision Maker ("CODM") manages the operations and reviews the results of operations as a single reporting unit. While the Company operates its business as one segment, the Company has diversified manufacturing capabilities as evidenced by its product offerings across several industry categories supporting customers around the globe. | ||||||||||||
The following table sets forth, for the periods indicated, the consolidated revenues and percentages of revenues from continuing operations derived from the sales of the Company's products and services in certain industry segments. | ||||||||||||
Revenues for the Years Ended December 31, | ||||||||||||
2013 | % | 2012 | % | |||||||||
Medical | $ | 17,459,309 | 82 | $ | 17,453,573 | 84 | ||||||
Military and Law Enforcement | 1,499,428 | 7 | 1,293,662 | 6 | ||||||||
Industrial | 1,382,913 | 6 | 525,069 | 3 | ||||||||
Consumer Products | 618,361 | 3 | 838,956 | 4 | ||||||||
Other | 381,041 | 2 | 531,310 | 3 | ||||||||
Total | $ | 21,341,052 | 100 | $ | 20,642,570 | 100 | ||||||
The following table sets forth, for the periods indicated, the consolidated revenues and percentages of revenues from continuing operations derived from the sales of all of the Company's products and services in certain geographic markets. | ||||||||||||
Revenues for the Years Ended December 31, | ||||||||||||
2013 | % | 2012 | % | |||||||||
United States | $ | 11,642,242 | 55 | $ | 8,955,831 | 43 | ||||||
Canada | 3,625,470 | 17 | 5,691,931 | 28 | ||||||||
Europe | 1,639,986 | 8 | 1,653,171 | 8 | ||||||||
Pacific Rim | 2,635,619 | 12 | 1,949,558 | 9 | ||||||||
Other | 1,797,735 | 8 | 2,392,079 | 12 | ||||||||
Total | $ | 21,341,052 | 100 | $ | 20,642,570 | 100 | ||||||
Note_11_Discontinued_Operation
Note 11 - Discontinued Operations | 12 Months Ended | ||||||
Dec. 31, 2013 | |||||||
Discontinued Operations [Abstract] | ' | ||||||
Discontinued Operations | ' | ||||||
Discontinued Operations | |||||||
In July 2012, the Board of Directors authorized the Company's management to consider strategic alternatives, on the most favorable terms it can obtain, for all or some portion of the assets of the WirelessDx subsidiaries. On September 4, 2012, the Board, on the recommendation of management, authorized the discontinuance of operations and disposition of the assets of WirelessDx. | |||||||
Net revenues from discontinued operations for the years ended December 31, 2013 and 2012 were $0 and $372,955, respectively. Net loss from discontinued operations for the years ended December 31, 2013 and 2012 were $19,194 and $3,760,827, respectively, presented net of tax of $0 and a tax benefit of $1,814,223, respectively. | |||||||
At December 31, 2013 and 2012, the Company has a $1.0 million liability for an unmet performance obligation related to the discontinued operations. This performance obligation was secured by $1,000,000 of restricted cash at December 31, 2013 as compared to a $1.0 million letter of credit at December 31, 2012. In April 2013, as part of the new bank facility, this letter of credit was replaced with $1.0 million in restricted cash. At both December 31, 2013 and 2012, the performance guarantee liability was carried on the balance sheet of continuing operations, as the liability is guaranteed by ART. The outcome of this liability will be determined on or before May 31, 2014. | |||||||
The assets and liabilities of the discontinued operations are listed below: | |||||||
Years ended December 31, | 2013 | 2012 | |||||
Cash | $ | 1,509 | $ | 30,882 | |||
Prepaid expenses and other assets | — | 3,419 | |||||
Total current assets from discontinued operations | 1,509 | 34,301 | |||||
Property and equipment, net of impairment and accumulated depreciation of $0 and $1,434,947, respectively | — | 284,300 | |||||
Total non-current assets from discontinued operations | — | 284,300 | |||||
Total assets from discontinued operations | $ | 1,509 | $ | 318,601 | |||
Accounts payable and accrued expenses | 319,787 | 600,571 | |||||
Total current liabilities from discontinued operations | 319,787 | 600,571 | |||||
Total liabilities from discontinued operations | $ | 319,787 | $ | 600,571 | |||
Note_2_Accounting_Policies_Pol
Note 2 - Accounting Policies (Policies) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||||||||||
Principles of consolidation | ' | |||||||||||||||||||||
Principles of consolidation | ||||||||||||||||||||||
The consolidated financial statements (the "financial statements") include the accounts of ART, Micron and WirelessDx. WirelessDx is presented herein as discontinued operations. All intercompany balances and transactions have been eliminated in consolidation. | ||||||||||||||||||||||
Use of estimates | ' | |||||||||||||||||||||
Use of estimates | ||||||||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 revenue and expenses during the reporting periods. Actual results could differ from those estimates. | ||||||||||||||||||||||
Revenue Recognition | ' | |||||||||||||||||||||
Revenue Recognition | ||||||||||||||||||||||
Revenue for product sales is recorded when all criteria for revenue recognition have been satisfied, which is generally when goods are shipped to the Company's customers. Product revenue is recognized in the period when persuasive evidence of an arrangement with a customer exists, the products are shipped and title has transferred to the customer, the price is fixed or determined and collection is probable. | ||||||||||||||||||||||
The Company enters into arrangements containing multiple elements which may include a combination of the sale of molds, tooling, engineering and validation services ("tooling") and production units. The Company has determined that certain tooling arrangements, and the related production units, represent one unit of accounting, based on an assessment of the respective standalone value. When the Company determines that an arrangement represents one unit of accounting, the revenue is deferred over the estimated product life-cycle, based upon historical knowledge of the customer, which is generally three years. The Company carries prepaid tooling costs associated with the related arrangement as other assets on the Company's balance sheet. These costs are amortized to expense at the same time as the deferred revenue is amortized into revenue. | ||||||||||||||||||||||
The Company cannot effectively predict short-term or long-term production volume in a consistent and meaningful manner due to the nature of these molds and associated products. Therefore, the Company is unable to account for the transactions under the Units of Production method and management has determined the most appropriate amortization method to be the Straight-Line method. | ||||||||||||||||||||||
Revenue for software license sales is recognized when licenses are sold as the revenue cycle is completed with no warranty, returns or technical support to customers. Total revenue from software sales was immaterial in relation to consolidated revenues. | ||||||||||||||||||||||
Fair value of financial instruments | ' | |||||||||||||||||||||
Fair value of financial instruments | ||||||||||||||||||||||
The carrying amount reported in the balance sheets for cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value due to the immediate or short-term nature of such instruments. The carrying value of debt approximates fair value since it provides for market terms and interest rates. | ||||||||||||||||||||||
Concentration of credit risk | ' | |||||||||||||||||||||
Concentration of credit risk | ||||||||||||||||||||||
Financial instruments which potentially expose the Company to concentrations of credit risk consist primarily of accounts receivable and cash and cash equivalents. | ||||||||||||||||||||||
Accounts receivable are customer obligations due under normal trade terms. A large portion of the Company's products are sold to large diversified medical, military and law enforcement product manufacturers. The Company does not generally require collateral for its sales; however, the Company believes that its terms of sale provide adequate protection against significant credit risk. | ||||||||||||||||||||||
During the year ended December 31, 2013, the Company had sales to two customers constituting 16% and 15% of total 2013 net sales. Accounts receivable from these two customers at December 31, 2013 were 16% and 10% of the total accounts receivable balance at year end. During the year ended December 31, 2012, the Company had sales to one customer constituting 28% of total 2012 sales. Accounts receivable from this customer at December 31, 2012 was 19% of the total accounts receivable balance at year end. The loss of any one of these customers could have a significant adverse effect on the Company's financial results. | ||||||||||||||||||||||
Sales to the top three customers accounted for 39% of total sales in 2013 compared to 45% of total sales in 2012. The decrease in the top three customers as a percentage of total sales is due to a decrease in sensor sales from the Company’s largest customer due in part to decreased volume and the customer moving to a part with less silver. The decrease from the largest customer was partially offset by increased sales of machined implants from the Company’s second largest customer, | ||||||||||||||||||||||
It is the Company’s policy to place its cash in high quality financial institutions. The Company does not believe significant credit risk exists above federally insured limits with respect to these institutions. | ||||||||||||||||||||||
Cash and cash equivalents | ' | |||||||||||||||||||||
Cash and cash equivalents | ||||||||||||||||||||||
Cash and cash equivalents consist of cash on hand and on deposit in high quality financial institutions with maturities of three months or less at the time of purchase. | ||||||||||||||||||||||
Restricted cash | ' | |||||||||||||||||||||
Restricted cash | ||||||||||||||||||||||
Restricted cash consists of cash on deposit at the Bank of Nova Scotia in lieu of a letter of credit associated with a performance guarantee liability (see Note 11). | ||||||||||||||||||||||
Allowance for doubtful accounts | ' | |||||||||||||||||||||
Accounts Receivable and Allowance for Doubtful Accounts | ||||||||||||||||||||||
Accounts receivable represent amounts invoiced by the Company. Management maintains an allowance for doubtful accounts based on information obtained regarding individual accounts and historical experience. Amounts deemed uncollectible are written off against the allowance for doubtful accounts. Bad debts have not had a significant impact on the Company’s financial position, results of operations and cash flows. | ||||||||||||||||||||||
Inventories | ' | |||||||||||||||||||||
Inventories | ||||||||||||||||||||||
The Company values its inventory at the lower of average cost, first-in-first-out (FIFO) or net realizable value. The Company reviews its inventory for quantities in excess of production requirements, obsolescence and for compliance with internal quality specifications. Any adjustments to inventory would be equal to the difference between the cost of inventory and the estimated net market value based upon assumptions about future demand, market conditions and expected cost to distribute those products to market. The Company records adjustments to account for potential scrap during normal manufacturing operations or potential obsolesce for slow moving inventory. | ||||||||||||||||||||||
Property, plant and equipment | ' | |||||||||||||||||||||
Property, plant and equipment | ||||||||||||||||||||||
Property, plant and equipment are recorded at cost and include expenditures which substantially extend their useful lives. Depreciation on property, plant and equipment is calculated using the straight-line method over the estimated useful lives of the assets. Expenditures for maintenance and repairs are charged to earnings as incurred. When equipment is retired or sold, the resulting gain or loss is reflected in earnings. | ||||||||||||||||||||||
Goodwill and indefinite-lived intangibles | ' | |||||||||||||||||||||
Goodwill | ||||||||||||||||||||||
Goodwill is reviewed for impairment annually, or when events arise that could indicate that impairment exists. The Company's annual goodwill impairment test is conducted at December 31, however during the third quarter of 2012, due to a decline in the market price of the Company's stock, the market capitalization of the Company was below the carrying value and management performed an impairment analysis as of September 30, 2012. Based on the analysis, management determined that the fair value of the reporting unit, in this case, the entire Company, was below the carrying value as of September 30, 2012. The Step 1 analysis was performed using the income approach in which the Company utilized a discounted cash flow analysis to determine the fair value of its reporting unit. The income approach requires management to estimate a number of factors which are considered Level 3 inputs, including projected future operating results, economic projections, anticipated future cash flows and discount rates. As part of its valuation to determine the total impairment charge, the Company is also required to perform a Step 2 analysis which includes estimating the fair value of significant tangible and intangible long-lived assets. | ||||||||||||||||||||||
As a result, the Company determined that the full value of its goodwill was impaired and recorded the impairment charge of $1,479,727 in the third quarter of 2012. | ||||||||||||||||||||||
Long-lived and intangible assets | ' | |||||||||||||||||||||
Long-lived and intangible assets | ||||||||||||||||||||||
The Company assesses the impairment of long-lived assets and intangible assets with finite lives whenever events or changes in circumstances indicate that the carrying value may not be fully recoverable. In 2012, the Company experienced a triggering event as a result of the goodwill impairment as described above and recorded an impairment charge of $33,192 in relation to certain patents also deemed to be impaired. In 2013, no impairment charges were recorded. Intangible assets consist of the following: | ||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||
Estimated Useful Life (in years) | Gross | Accumulated Amortization | Net | Gross | Accumulated Amortization | Net | ||||||||||||||||
Patents and Trademarks | 12 | $ | 476,390 | $ | (454,566 | ) | $ | 21,824 | $ | 480,750 | $ | (456,361 | ) | $ | 24,389 | |||||||
Patents and Trademarks pending | — | 143,968 | 143,968 | 110,702 | — | 110,702 | ||||||||||||||||
Trade names | 8 | 33,250 | (14,525 | ) | 18,725 | 33,250 | (12,250 | ) | 21,000 | |||||||||||||
Total Intangible assets | $ | 653,608 | $ | (469,091 | ) | $ | 184,517 | $ | 624,702 | $ | (468,611 | ) | $ | 156,091 | ||||||||
Amortization expense related to intangible assets was $4,840 and $5,088 in 2013 and 2012, respectively. Estimated future annual amortization expense for currently amortizing intangible assets is expected to approximate $5,000. | ||||||||||||||||||||||
Income taxes | ' | |||||||||||||||||||||
Income taxes | ||||||||||||||||||||||
The Company recognizes deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax liabilities and assets are determined based on the difference between the financial statement and tax bases of assets and liabilities using tax rates in effect for the year in which the differences are expected to reverse. | ||||||||||||||||||||||
The Company files income tax returns in the U.S. Federal jurisdiction, Canadian jurisdiction and various state jurisdictions. The Company follows accounting guidance regarding the recognition, measurement, presentation and disclosure of uncertain tax positions in the financial statements. Tax positions taken or expected to be taken in the course of preparing the Company’s tax returns are required to be evaluated to determine whether the tax positions are “more-likely-than-not” to be upheld under regulatory review. The resulting tax impact of these tax positions, if any, are recognized in the financial statements based on the results of this evaluation. The Company did not recognize any tax liabilities associated with uncertain tax positions, nor have they recognized any interest or penalties related to unrecognized tax positions. Generally, the Company is no longer subject to federal and state tax examinations by tax authorities for years before fiscal years ending December 31, 2010. | ||||||||||||||||||||||
Share-based compensation | ' | |||||||||||||||||||||
Share-based compensation | ||||||||||||||||||||||
Share-based compensation cost is measured at the grant date, based on the fair value of the award, and is recognized as an expense over the employee’s requisite service period (generally the vesting period of the share-based grant). | ||||||||||||||||||||||
Comprehensive income (loss) | ' | |||||||||||||||||||||
Comprehensive income (loss) | ||||||||||||||||||||||
The Company has accumulated other comprehensive income of $42,502 from changes in currency valuations with our Canadian operations as of December 31, 2013 and 2012. In the years ended December 31, 2013 and 2012, comprehensive loss equaled net loss and there were no changes in accumulated other comprehensive income. | ||||||||||||||||||||||
(Loss) earnings per share data | ' | |||||||||||||||||||||
(Loss) earnings per share data | ||||||||||||||||||||||
Basic earnings (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding. The computation of diluted earnings (loss) per share is similar to the computation of basic earnings (loss) per share except that the denominator is increased to include the average number of additional common shares that would have been outstanding if the dilutive potential common shares had been issued. In addition, the numerator is adjusted for any changes in net income (loss) that would result from the assumed conversions of those potential shares. | ||||||||||||||||||||||
As of December 31, 2013 there were options to purchase 256,500 shares and warrants to purchase 100,000 shares outstanding that were anti-dilutive. As of December 31, 2012 there were options to purchase 285,000 options outstanding that were anti-dilutive. Therefore, these options or warrants were not included in the calculation of earnings (loss) per share. | ||||||||||||||||||||||
Segments | ' | |||||||||||||||||||||
Segments | ||||||||||||||||||||||
In 2012, the Company determined that the Company's results will be reported as one segment due to the discontinued operations of its WirelessDx segment and since the results of its previously reported ART segment were not quantitatively material and were not regularly reviewed by the Chief Operating and Decision Maker ("CODM"). | ||||||||||||||||||||||
Research and development | ' | |||||||||||||||||||||
Research and development | ||||||||||||||||||||||
Research and development expenses include costs directly attributable to the conduct of research and development programs primarily related to the development of our software products, technology related to the medical services subsidiary and improving the efficiency and capabilities of our manufacturing processes. Such costs include salaries, payroll taxes, employee benefit costs, materials, supplies, depreciation on research equipment, and services provided by outside contractors. All costs associated with research and development programs are expensed as incurred | ||||||||||||||||||||||
Reclassification of prior period balances | ' | |||||||||||||||||||||
Reclassification of prior period balances | ||||||||||||||||||||||
Certain reclassifications have been made to prior period amounts to conform to the current year presentation. |
Note_2_Accounting_Policies_Tab
Note 2 - Accounting Policies (Tables) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||||||||||
Intangible Assets | ' | |||||||||||||||||||||
Intangible assets consist of the following: | ||||||||||||||||||||||
December 31, 2013 | December 31, 2012 | |||||||||||||||||||||
Estimated Useful Life (in years) | Gross | Accumulated Amortization | Net | Gross | Accumulated Amortization | Net | ||||||||||||||||
Patents and Trademarks | 12 | $ | 476,390 | $ | (454,566 | ) | $ | 21,824 | $ | 480,750 | $ | (456,361 | ) | $ | 24,389 | |||||||
Patents and Trademarks pending | — | 143,968 | 143,968 | 110,702 | — | 110,702 | ||||||||||||||||
Trade names | 8 | 33,250 | (14,525 | ) | 18,725 | 33,250 | (12,250 | ) | 21,000 | |||||||||||||
Total Intangible assets | $ | 653,608 | $ | (469,091 | ) | $ | 184,517 | $ | 624,702 | $ | (468,611 | ) | $ | 156,091 | ||||||||
Note_3_Inventories_Tables
Note 3 - Inventories (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Inventory [Abstract] | ' | ||||||||
Inventories, net | ' | ||||||||
Inventories consist of the following: | |||||||||
December 31, | 2013 | 2012 | |||||||
Raw materials | $ | 947,765 | $ | 521,908 | |||||
Work-in-process | 266,431 | 248,159 | |||||||
Finished goods | 1,121,095 | 1,645,037 | |||||||
Total | $ | 2,335,291 | $ | 2,415,104 | |||||
Note_4_Property_Plant_and_Equi1
Note 4 - Property, Plant and Equipment, Net (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||||||
Property, Plant and Equipment, Net | ' | ||||||||||||
Property, plant and equipment consist of the following: | |||||||||||||
December 31, | Asset Lives (in years) | 2013 | 2012 | ||||||||||
Machinery and equipment | 3 | to | 15 | $ | 13,734,528 | $ | 12,298,011 | ||||||
Building and improvements | 20 | 4,303,156 | 4,293,725 | ||||||||||
Vehicles | 3 | to | 5 | 94,227 | 94,227 | ||||||||
Furniture, fixtures, computers and software | 3 | to | 5 | 1,317,189 | 1,246,807 | ||||||||
Land | 202,492 | 202,492 | |||||||||||
Construction in progress | 177,473 | 103,269 | |||||||||||
Total property, plant and equipment | 19,829,065 | 18,238,531 | |||||||||||
Less: accumulated depreciation | (12,249,509 | ) | (11,080,019 | ) | |||||||||
Property, plant and equipment, net | $ | 7,579,556 | $ | 7,158,512 | |||||||||
Note_5_Debt_Tables
Note 5 - Debt (Tables) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2013 | ||||||||||||||||||||||
Debt [Abstract] | ' | |||||||||||||||||||||
Future Minimum Debt Payments | ' | |||||||||||||||||||||
Future maturities of debt for the years ending December 31, are as follows: | ||||||||||||||||||||||
2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | Total | ||||||||||||||||
Revolver | $ | — | 2,774,495 | $ | — | $ | — | $ | — | $ | — | $ | 2,774,495 | |||||||||
Term debt and equipment notes | 335,760 | 350,424 | 365,899 | 382,001 | 81,385 | — | $ | 1,515,469 | ||||||||||||||
Equipment line of credit | 85,387 | 118,159 | 123,280 | 128,623 | 134,197 | 34,448 | $ | 624,094 | ||||||||||||||
Subordinated promissory notes | — | — | 500,000 | — | — | — | $ | 500,000 | ||||||||||||||
Total | $ | 421,147 | $ | 3,243,078 | $ | 989,179 | $ | 510,624 | $ | 215,582 | $ | 34,448 | $ | 5,414,058 | ||||||||
Note_6_Income_Taxes_Tables
Note 6 - Income Taxes (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Income Taxes [Abstract] | ' | ||||||||
Income tax provision (benefit) | ' | ||||||||
The income tax provision (benefit) consists of the following: | |||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Current: | |||||||||
Federal | $ | — | $ | — | |||||
State | — | (6,717 | ) | ||||||
Total current income taxes | — | (6,717 | ) | ||||||
Deferred: | |||||||||
Federal | 1,437,269 | (319,475 | ) | ||||||
State | 830,700 | (549,800 | ) | ||||||
Foreign | — | — | |||||||
Total deferred income taxes | 2,267,969 | (869,275 | ) | ||||||
Total income tax provision (benefit) | $ | 2,267,969 | $ | (875,992 | ) | ||||
Deferred income taxes | ' | ||||||||
The components of deferred income taxes are as follows: | |||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Deferred income taxes: | |||||||||
Current deferred tax assets: | |||||||||
Inventories | $ | 111,800 | $ | 89,900 | |||||
Bad debt reserve | 63,200 | 93,600 | |||||||
Accrued Expenses | 104,900 | 68,900 | |||||||
Total current deferred tax assets | 279,900 | 252,400 | |||||||
Long-term deferred tax assets: | |||||||||
Net operating loss carryforwards | 2,696,400 | 2,290,400 | |||||||
Foreign net operating loss carryforwards | 291,100 | 287,500 | |||||||
Federal and state tax credit carryforwards | 431,900 | 298,300 | |||||||
Patents and intangibles | 99,100 | 115,200 | |||||||
Stock compensation | 89,800 | 81,300 | |||||||
Other long term | 474,500 | 447,500 | |||||||
Total long-term deferred tax assets | 4,082,800 | 3,520,200 | |||||||
Total deferred tax assets | 4,362,700 | 3,772,600 | |||||||
Current deferred tax liabilities: | |||||||||
Prepaid expenses | (50,400 | ) | (53,000 | ) | |||||
Long-term deferred tax liabilities: | |||||||||
Property, plant and equipment | (934,100 | ) | (980,800 | ) | |||||
Total deferred tax liabilities | (984,500 | ) | (1,033,800 | ) | |||||
Deferred tax valuation allowance | (3,378,200 | ) | (470,900 | ) | |||||
Net deferred tax assets (liabilities) | $ | — | $ | 2,267,900 | |||||
Federal income taxes | ' | ||||||||
The Company files a consolidated federal income tax return. The actual income tax provision differs from applying the Federal statutory income tax rate (34%) to the pre-income tax loss from continuing operations as follows: | |||||||||
Years Ended December 31, | 2013 | 2012 | |||||||
Tax (benefit) provision computed at statutory rate | $ | (425,395 | ) | $ | (1,106,054 | ) | |||
Increases (reductions) due to: | |||||||||
Change in valuation allowance | 2,907,300 | — | |||||||
State income taxes, net of federal benefit | (58,045 | ) | (299,200 | ) | |||||
Goodwill impairment | — | 422,900 | |||||||
Permanent differences | 12,660 | 20,500 | |||||||
Tax credits (federal and state) | (96,133 | ) | — | ||||||
Differences on prior returns (federal and state) | (64,867 | ) | 59,500 | ||||||
Other | (7,551 | ) | 26,362 | ||||||
Income tax provision (benefit) | $ | 2,267,969 | $ | (875,992 | ) | ||||
Note_9_Shareholders_Equity_Tab
Note 9 - Shareholders Equity (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Stock Options [Abstract] | ' | |||||||||||||
Fair Value of Option Grants | ' | |||||||||||||
There were no new option grants in 2012. The assumptions used to measure the fair value of option grants in 2013 were as follows: | ||||||||||||||
2013 | ||||||||||||||
Expected option term | 6.5 | |||||||||||||
Expected volatility factor | 29% | to | 31% | |||||||||||
Risk-free rate | 0.36% | to | 0.68% | |||||||||||
Expected annual dividend yield | —% | |||||||||||||
Stock Option Transactions | ' | |||||||||||||
The following table sets forth the stock option transactions for the year ended December 31, 2013: | ||||||||||||||
Number of options | Weighted average Exercise Price | Weighted average remaining contractual term (in years) | Aggregate Intrinsic Value | |||||||||||
Outstanding at December 31, 2012 | 285,000 | $ | 2.44 | 4.8 | $ | — | ||||||||
Granted | 67,500 | 3.43 | 9.8 | 8,850 | ||||||||||
Exercised | — | — | — | — | ||||||||||
Forfeited/expired | (96,000 | ) | 4.2 | — | — | |||||||||
Outstanding at December 31, 2013 | 256,500 | $ | 5.61 | 5.3 | — | |||||||||
Exercisable at December 31, 2013 | 120,000 | $ | 6.34 | 2.5 | $ | 8,850 | ||||||||
Exercisable at December 31, 2012 | 138,900 | $ | 2.53 | 3.1 | $ | — | ||||||||
Note_10_Industry_and_Geographi1
Note 10 - Industry and Geographic Segments (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Industry and Geographic Segments [Abstract] | ' | |||||||||||
Sales by Industry Segment | ' | |||||||||||
The following table sets forth, for the periods indicated, the consolidated revenues and percentages of revenues from continuing operations derived from the sales of the Company's products and services in certain industry segments. | ||||||||||||
Revenues for the Years Ended December 31, | ||||||||||||
2013 | % | 2012 | % | |||||||||
Medical | $ | 17,459,309 | 82 | $ | 17,453,573 | 84 | ||||||
Military and Law Enforcement | 1,499,428 | 7 | 1,293,662 | 6 | ||||||||
Industrial | 1,382,913 | 6 | 525,069 | 3 | ||||||||
Consumer Products | 618,361 | 3 | 838,956 | 4 | ||||||||
Other | 381,041 | 2 | 531,310 | 3 | ||||||||
Total | $ | 21,341,052 | 100 | $ | 20,642,570 | 100 | ||||||
Sales by Geographic Market | ' | |||||||||||
The following table sets forth, for the periods indicated, the consolidated revenues and percentages of revenues from continuing operations derived from the sales of all of the Company's products and services in certain geographic markets. | ||||||||||||
Revenues for the Years Ended December 31, | ||||||||||||
2013 | % | 2012 | % | |||||||||
United States | $ | 11,642,242 | 55 | $ | 8,955,831 | 43 | ||||||
Canada | 3,625,470 | 17 | 5,691,931 | 28 | ||||||||
Europe | 1,639,986 | 8 | 1,653,171 | 8 | ||||||||
Pacific Rim | 2,635,619 | 12 | 1,949,558 | 9 | ||||||||
Other | 1,797,735 | 8 | 2,392,079 | 12 | ||||||||
Total | $ | 21,341,052 | 100 | $ | 20,642,570 | 100 | ||||||
Note_11_Discontinued_Operation1
Note 11 - Discontinued Operations (Tables) | 12 Months Ended | ||||||
Dec. 31, 2013 | |||||||
Discontinued Operations [Abstract] | ' | ||||||
Assets and Liabilities of Discontinued Operations | ' | ||||||
The assets and liabilities of the discontinued operations are listed below: | |||||||
Years ended December 31, | 2013 | 2012 | |||||
Cash | $ | 1,509 | $ | 30,882 | |||
Prepaid expenses and other assets | — | 3,419 | |||||
Total current assets from discontinued operations | 1,509 | 34,301 | |||||
Property and equipment, net of impairment and accumulated depreciation of $0 and $1,434,947, respectively | — | 284,300 | |||||
Total non-current assets from discontinued operations | — | 284,300 | |||||
Total assets from discontinued operations | $ | 1,509 | $ | 318,601 | |||
Accounts payable and accrued expenses | 319,787 | 600,571 | |||||
Total current liabilities from discontinued operations | 319,787 | 600,571 | |||||
Total liabilities from discontinued operations | $ | 319,787 | $ | 600,571 | |||
Note_2_Accounting_Policies_Int
Note 2 - Accounting Policies Intangible Assets (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Patents and Trademarks | ' | ' |
Intangible Assets | ' | ' |
Estimated Useful Life (in years) | 12 | ' |
Gross | $476,390 | $480,750 |
Accumulated Amortization | -454,566 | -456,361 |
Net | 21,824 | 24,389 |
Patents and Trademarks Pending | ' | ' |
Intangible Assets | ' | ' |
Estimated Useful Life (in years) | 0 | ' |
Gross | 143,968 | 110,702 |
Accumulated Amortization | ' | 0 |
Net | 143,968 | 110,702 |
Trade Names | ' | ' |
Intangible Assets | ' | ' |
Estimated Useful Life (in years) | 8 | ' |
Gross | 33,250 | 33,250 |
Accumulated Amortization | -14,525 | -12,250 |
Net | 18,725 | 21,000 |
Total Intangible Assets | ' | ' |
Intangible Assets | ' | ' |
Gross | 653,608 | 624,702 |
Accumulated Amortization | -469,091 | -468,611 |
Net | 184,517 | 156,091 |
Amortization | ' | ' |
Intangible Assets | ' | ' |
Amortization of intangible assets | 4,840 | 5,088 |
Estimated future amortization | $5,000 | ' |
Note_2_Accounting_Policies_Det
Note 2 - Accounting Policies (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 19, 2013 | |
Top Customers [Abstract] | ' | ' | ' |
Largest customer, % of net sales | 16.00% | 28.00% | ' |
Second largest customer, % of net sales | 15.00% | ' | ' |
Largest customer, % of total accounts receivable | 16.00% | 19.00% | ' |
Second largest customer, % of total accounts receivable | 10.00% | ' | ' |
Top three customer, % of net sales | 39.00% | 45.00% | ' |
Goodwill Impairment | $0 | $1,479,727 | ' |
Loss on impairment of patents and trademarks | 0 | 33,192 | ' |
Accumulated comprehensive income from unrealized currency translation | $42,502 | $42,502 | ' |
Stock options outstanding | 256,500 | 285,000 | ' |
Subordinated debt, warrants to purchase common stock | ' | ' | 100,000 |
Note_3_Inventories_Inventories
Note 3 - Inventories Inventories, net (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Raw materials | $947,765 | $521,908 |
Work-in-process | 266,431 | 248,159 |
Finished goods | 1,121,095 | 1,645,037 |
Total | 2,335,291 | 2,415,104 |
Silver inventory | $382,332 | $541,804 |
Note_4_Property_Plant_and_Equi2
Note 4 - Property, Plant and Equipment, Net (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Property, Plant and Equipment | ' | ' |
Machinery and equipment | $13,734,528 | $12,298,011 |
Buildings and improvements | 4,303,156 | 4,293,725 |
Vehicles | 94,227 | 94,227 |
Furniture, fixtures, computers and software | 1,317,189 | 1,246,807 |
Land | 202,492 | 202,492 |
Construction in progress | 177,473 | 103,269 |
Total property, plant and equipment | 19,829,065 | 18,238,531 |
Less: accumulated depreciation | -12,249,509 | -11,080,019 |
Property, plant and equipment, net | 7,579,556 | 7,158,512 |
Depreciation expense | $1,439,165 | $1,412,170 |
Minimum asset life (years) | ' | ' |
Property, Plant and Equipment | ' | ' |
Machinery and equipment | ' | 3 |
Vehicles | ' | 3 |
Furniture, fixtures, computers and software | ' | 3 |
Maximum asset life (years) | ' | ' |
Property, Plant and Equipment | ' | ' |
Machinery and equipment | ' | 15 |
Vehicles | ' | 5 |
Furniture, fixtures, computers and software | ' | 5 |
Asset life (years) | ' | ' |
Property, Plant and Equipment | ' | ' |
Building and improvement | ' | 20 |
Note_5_Debt_Debt_Details
Note 5 - Debt Debt (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||
Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 19, 2013 | Mar. 31, 2013 | Mar. 29, 2013 | |
Master Lease Agreement | ' | ' | ' | ' | ' | ' | ' |
Equipment note, Micron Products | ' | $523,269 | ' | ' | ' | ' | ' |
Cash payout to the Company, Micron equipment note | ' | 262,960 | ' | ' | ' | ' | ' |
Payment to vendors, Micron equipment note | ' | 260,309 | ' | ' | ' | ' | ' |
Outstanding balance, Micron equipment note | ' | ' | ' | 450,758 | ' | ' | ' |
Equipment note, WirelessDx | 888,649 | ' | ' | ' | ' | ' | ' |
Cash payout to the Company, Wireless equipment note | 672,272 | ' | ' | ' | ' | ' | ' |
Payment to vendors, Micron equipment note | 216,378 | ' | ' | ' | ' | ' | ' |
Outstanding balance, WirelessDx equipment note | ' | ' | ' | 807,498 | ' | ' | ' |
2013 Credit Facility | ' | ' | ' | ' | ' | ' | ' |
Demand line of credit, outstanding balance | ' | ' | 0 | 800,000 | ' | ' | ' |
Revolving line of credit | ' | ' | ' | ' | ' | ' | 4,000,000 |
Revolving line of credit, outstanding balance | ' | ' | 2,774,495 | 0 | ' | ' | ' |
Revolving line of credit, interest rate | ' | ' | ' | ' | ' | ' | 4.00% |
Percent borrowable of eligible accounts receivable, revolving line of credit | ' | ' | ' | ' | ' | ' | 80.00% |
Percent borrowable of eligible raw material inventory, revolving line of credit | ' | ' | ' | ' | ' | ' | 50.00% |
Commercial term loan | ' | ' | ' | ' | ' | ' | 1,500,000 |
Commercial term loan, interest rate | ' | ' | ' | ' | ' | ' | 4.25% |
Commercial term loan, outstanding balance | ' | ' | 1,293,378 | ' | ' | ' | ' |
Equipment line of credit | ' | ' | ' | ' | ' | ' | 1,000,000 |
Equipment line of credit, interest rate | ' | ' | ' | ' | ' | ' | 3.50% |
Equipment line of credit, outstanding balance | ' | ' | 624,094 | ' | ' | ' | ' |
Subordinated Debt | ' | ' | ' | ' | ' | ' | ' |
Subordinated Debt | ' | ' | ' | ' | 500,000 | ' | ' |
Subordinated borrowing, Interest rate years 1 and 2 | ' | ' | ' | ' | 10.00% | ' | ' |
Subordinated Borrowing, Interest rate after year 2 | ' | ' | ' | ' | 12.00% | ' | ' |
Fair value of notes payable, subordinated debt | ' | ' | ' | ' | 416,950 | ' | ' |
Fair value of warrants, subordinated debt | ' | ' | ' | ' | 83,050 | ' | ' |
Non-cash interest expense | ' | ' | 819 | 0 | ' | ' | ' |
Equipment Notes | ' | ' | ' | ' | ' | ' | ' |
Equipment notes | ' | ' | ' | ' | ' | 272,500 | ' |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | ' | ' | ' | 4.66% | ' |
Equipment notes, outstanding balance | ' | ' | $222,091 | ' | ' | ' | ' |
Note_5_Debt_Future_Minimum_Deb
Note 5 - Debt Future Minimum Debt Payments (Details) (USD $) | Dec. 31, 2013 |
Revolver | ' |
Future maturities of debt | ' |
2014 | $0 |
2015 | 2,774,495 |
2016 | 0 |
2017 | 0 |
2018 | 0 |
Thereafter | 0 |
Total | 2,774,495 |
Term debt and equipment notes | ' |
Future maturities of debt | ' |
2014 | 335,760 |
2015 | 350,424 |
2016 | 365,899 |
2017 | 382,001 |
2018 | 81,385 |
Thereafter | 0 |
Total | 1,515,469 |
Equipment line of credit | ' |
Future maturities of debt | ' |
2014 | 85,387 |
2015 | 118,159 |
2016 | 123,280 |
2017 | 128,623 |
2018 | 134,197 |
Thereafter | 34,448 |
Total | 624,094 |
Subordinated promissory notes | ' |
Future maturities of debt | ' |
2014 | 0 |
2015 | 0 |
2016 | 500,000 |
2017 | 0 |
2018 | 0 |
Thereafter | 0 |
Total | 500,000 |
Total | ' |
Future maturities of debt | ' |
2014 | 421,147 |
2015 | 3,243,078 |
2016 | 989,179 |
2017 | 510,624 |
2018 | 215,582 |
Thereafter | 34,448 |
Total | $5,414,058 |
Note_6_Income_Taxes_Income_Tax
Note 6 - Income Taxes Income Tax (benefit) Provision (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Current: | ' | ' |
Federal | $0 | $0 |
State | 0 | -6,717 |
Total current income taxes | 0 | -6,717 |
Deferred: | ' | ' |
Federal | 1,437,269 | -319,475 |
State | 830,700 | -549,800 |
Foreign | 0 | 0 |
Total deferred income taxes | 2,267,969 | -869,275 |
Income tax provision (benefit) | $2,267,969 | ($875,992) |
Note_6_Income_Taxes_Deferred_I
Note 6 - Income Taxes Deferred Income Taxes (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Current deferred tax assets: | ' | ' |
Inventories | $111,800 | $89,900 |
Bad debt reserve | 63,200 | 93,600 |
Accrued expenses | 104,900 | 68,900 |
Total current deferred tax assets | 279,900 | 252,400 |
Long-term deferred tax assets: | ' | ' |
Net operating loss carryforwards | 2,696,400 | 2,290,400 |
Deferred Tax Assets, Operating Loss Carryforwards, Foreign | 291,100 | 287,500 |
Federal and state tax credit carryforward | 431,900 | 298,300 |
Patents and intangibles | 99,100 | 115,200 |
Stock compensation | 89,800 | 81,300 |
Other long term | 474,500 | 447,500 |
Total long-term deferred tax assets | 4,082,800 | 3,520,200 |
Total deferred tax assets | 4,362,700 | 3,772,600 |
Current deferred tax liabilities: | ' | ' |
Prepaid expenses | -50,400 | -53,000 |
Long-term deferred tax liability: | ' | ' |
Property, plant and equipment | -934,100 | -980,800 |
Total deferred tax liabilities | -984,500 | 1,033,800 |
Deferred tax valuation allowance | -3,378,200 | -470,900 |
Net deferred tax asset (liabilities) | 0 | 2,267,900 |
Additional tax information | ' | ' |
Valuation allowance against foreign portion of deferred tax assets of discontinued operations | ' | 470,900 |
Increase (decrease) in valuation allowance against foreign portion of deferred tax assets of discontinued operations | ' | 119,000 |
Operating loss carryforward, federal | 7,420,000 | ' |
Operating loss carryforwards, state | 10,471,000 | ' |
Operating loss carryforwards, foreign | 1,039,000 | ' |
Federal tax credit carryover | 243,000 | ' |
State tax credit carryover | $188,900 | ' |
Note_6_Income_Taxes_Federal_In
Note 6 - Income Taxes Federal Income Taxes (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Income Taxes [Line Items] | ' | ' |
Federal statutory income tax rate | 34.00% | ' |
Tax (benefit) provision computed at statutory rate | ($425,395) | ($1,106,054) |
Change in valuation allowance | 2,907,300 | 0 |
State income taxes, net of federal benefit | -58,045 | -299,200 |
Goodwill impairment | 0 | 422,900 |
Permanent differences | 12,660 | 20,500 |
Tax credits (federal and state) | -96,133 | 0 |
Differences on prior returns (federal and state) | -64,867 | 59,500 |
Other | -7,551 | 26,362 |
Income tax provision (benefit) | $2,267,969 | ($875,992) |
Note_7_Employee_Benefit_Plans_
Note 7 - Employee Benefit Plans (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Employee Benefit Plans [Line Items] | ' | ' |
Maximum annual contribution per employee, percent of eligible compensation | 90.00% | ' |
Matching 401K contribution | $44,488 | $43,149 |
Note_8_Commitments_and_Conting1
Note 8 - Commitments and Contingencies (Details) (USD $) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2013 | Dec. 31, 2013 | |
Legal Matters [Abstract] | ' | ' |
Legal matters, approximate | ' | $100,000 |
Severance Agreement [Abstract] | ' | ' |
Severance agreement, Chief Financial Officer | 92,061 | ' |
Severance agreement, outstanding balance | ' | $69,673 |
Note_9_Shareholders_Equity_Fai
Note 9 - Shareholders Equity Fair Value of Option Grants (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Fair value of option grants | ' |
Expected option term | 6.5 |
Expected annual dividend yield | 0.00% |
Minimum percent | ' |
Fair value of option grants | ' |
Expected volatility factor | 29.00% |
Risk-free rate | 0.36% |
Maximum percent | ' |
Fair value of option grants | ' |
Expected volatility factor | 31.00% |
Risk-free rate | 0.68% |
Note_9_Shareholders_Equity_Sto
Note 9 - Shareholders Equity Stock Option Transactions (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Stock Options | ' | ' |
Outstanding | 256,500 | 285,000 |
Number of shares | ' | ' |
Stock Options | ' | ' |
Outstanding | 256,500 | ' |
Granted | 67,500 | ' |
Exercised | 0 | ' |
Forfeited/Expired | -96,000 | ' |
Exercisable, year end | 120,000 | 138,900 |
Weighted Average Exercise Price | ' | ' |
Stock Options | ' | ' |
Outstanding | 5.6 | 2.44 |
Granted | 3.43 | ' |
Exercised | 0 | ' |
Forfeited/expired | 4.2 | ' |
Exercisable, year end | 6.34 | 2.53 |
Weighted Average Remaining Contractual Term (Years) | ' | ' |
Stock Options | ' | ' |
Outstanding | 5.3 | 4.8 |
Granted | 9.8 | ' |
Exercisable, year end | 2.5 | 3.1 |
Aggregate Intrinsic Value | ' | ' |
Stock Options | ' | ' |
Outstanding | 0 | 0 |
Granted | 8,850 | ' |
Exercised | 0 | ' |
Forfeited/expired | 0 | ' |
Exercisable, year end | 8,850 | 0 |
Note_9_Shareholders_Equity_Det
Note 9 - Shareholders Equity (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 19, 2013 | |
Y | |||
Escrow Released from Contingent Consideration [Abstract] | ' | ' | ' |
Escrow released related to contingent consideration, shares | ' | 86,275 | ' |
Escrow Released Related to Contingent Consideration, Treasury Stock, Value | ' | $235,426 | ' |
Dividends [Abstract] | ' | ' | ' |
One time cash dividend, per share | ' | $0.03 | ' |
One time cash dividend | ' | 84,119 | ' |
Subordinated Debt [Abstract] | ' | ' | ' |
Subordinated debt, warrants to purchase common stock | ' | ' | 100,000 |
Subordinated debt, exercise price of warranted shares | ' | ' | $3.51 |
Share-based Compensation [Abstract] | ' | ' | ' |
Shares issued to the Board of Directors | 18,000 | ' | ' |
Non-cash compensation expense | 62,460 | ' | ' |
Options authorized to issue, 2010 plan | ' | 500,000 | ' |
Common stock, shares issued towards, 2010 Plan | ' | 400,000 | ' |
Reserved shares from 2005 Plan | ' | 100,000 | ' |
Shares outstanding, 2010 Plan | 256,500 | ' | ' |
Shares available for future grants, 2010 Plan | 336,500 | ' | ' |
Share-based compensation expense | 105,071 | 112,811 | ' |
Unrecognized compensation cost based on stock option Plans | $133,531 | ' | ' |
Period to recognize unrecognized compensation costs | 1.5 | ' | ' |
Grant date fair value | $1.03 | ' | ' |
Note_10_Industry_and_Geographi2
Note 10 - Industry and Geographic Segments Sales by Industry Segment (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
REVENUE by Industry | ' | ' |
Sales by Industry Segment | ' | ' |
Medical | $17,459,309 | $17,453,573 |
Military and Law Enforcement | 1,499,428 | 1,293,662 |
Industrial | 1,382,913 | 525,069 |
Consumer Products | 618,361 | 838,956 |
Other | 381,041 | 531,310 |
Total | $21,341,052 | $20,642,570 |
PERCENT of revenue by Industry | ' | ' |
Sales by Industry Segment | ' | ' |
Medical | 82 | 84 |
Military and Law Enforcement | 7 | 6 |
Industrial | 6 | 3 |
Consumer Products | 3 | 4 |
Other | 2 | 3 |
Total Sales | 100 | 100 |
Note_10_Industry_and_Geographi3
Note 10 - Industry and Geographic Segments Sales by Geographic Market (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
REVENUE by Geographic Market | ' | ' |
Geographic Market | ' | ' |
United States | $11,642,242 | $8,955,831 |
Canada | 3,625,470 | 5,691,931 |
Europe | 1,639,986 | 1,653,171 |
Pacific Rim | 2,635,619 | 1,949,558 |
Other | 1,797,735 | 2,392,079 |
Total | $21,341,052 | $20,642,570 |
PRECENT of Revenue by Geographic Market | ' | ' |
Geographic Market | ' | ' |
United States | 55 | 43 |
Canada | 17 | 28 |
Europe | 8 | 8 |
Pacific Rim | 12 | 9 |
Other | 8 | 12 |
Total Sales | 100 | 100 |
Note_11_Discontinued_Operation2
Note 11 - Discontinued Operations (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Assets and liabilities of discontinued operations | ' | ' |
Cash | $1,509 | $30,882 |
Prepaid expenses and other assets | 0 | 3,419 |
Total current assets from discontinued operations | 1,509 | 34,301 |
Property and equipment, net of impairment and accumulated depreciation of $0 and $1,434,947, respectively | 0 | 284,300 |
Total non-current assets from discontinued operations | 0 | 284,300 |
Total assets from discontinued operations | 1,509 | 318,601 |
Accounts payable and accrued expenses | 319,787 | 600,571 |
Total current liabilities from discontinued operations | 319,787 | 600,571 |
Total Liabilities from discontinued operations | 319,787 | 600,571 |
Discontinued Operations - Supplemental Information | ' | ' |
Revenues from discontinued operations | 0 | 372,955 |
Net loss from discontinued operations | -19,194 | -3,760,827 |
Tax benefit, discontinued operations | 0 | 1,814,223 |
Contingent liability from unmet performance obligation | 1,000,000 | ' |
Restricted cash related to performance obligation | 1,000,000 | ' |
Letter of credit to secure performance obligation | ' | $1,000,000 |