Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 14, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | MICRON SOLUTIONS INC /DE/ | |
Entity Central Index Key | 819,689 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 2,844,935 | |
Trading Symbol | micr |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 13,965 | $ 606,988 |
Restricted cash | 350,000 | |
Trade accounts receivable, net of allowance for doubtful accounts of $40,000 at March 31, 2018 and December 31, 2017, respectively | 3,091,572 | 2,595,248 |
Inventories | 3,325,682 | 3,413,199 |
Prepaid expenses and other current assets | 326,010 | 460,954 |
Total current assets | 6,757,229 | 7,426,389 |
Property, plant and equipment, net | 5,521,049 | 5,744,039 |
Assets held for sale, net | 688,750 | 688,750 |
Intangible assets, net | 54,157 | 55,133 |
Other assets | 6,135 | 10,289 |
Total assets | 13,027,320 | 13,924,600 |
Current liabilities: | ||
Revolving line of credit | 1,596,072 | 1,879,047 |
Term notes payable, current portion | 393,481 | 367,779 |
Subordinated promissory notes, current portion | 350,000 | |
Accounts payable | 1,378,648 | 1,534,349 |
Accrued expenses and other current liabilities | 374,877 | 320,065 |
Contract liabilities, current portion | 510,524 | 426,457 |
Total current liabilities | 4,253,602 | 4,877,697 |
Long-term liabilities: | ||
Term notes payable, non-current portion | 3,864,623 | 3,978,415 |
Total long-term liabilities | 3,864,623 | 3,978,415 |
Total liabilities | 8,118,225 | 8,856,112 |
Commitments and Contingencies | ||
Shareholders' equity: | ||
Preferred stock, $0.001 par value; 2,000,000 shares authorized, none issued | ||
Common stock, $0.01 par value; 10,000,000 shares authorized; 3,926,491 issued, 2,844,935 outstanding at March 31, 2018 and 3,926,491 issued, 2,839,274 outstanding at December 31, 2017 | 39,265 | 39,265 |
Additional paid-in-capital | 11,551,004 | 11,532,207 |
Treasury stock at cost, 1,081,556 shares at March 31, 2018 and 1,087,217 shares at December 31, 2017 | (2,951,350) | (2,966,798) |
Accumulated deficit | (3,729,824) | (3,536,186) |
Total shareholders’ equity | 4,909,095 | 5,068,488 |
Total liabilities and shareholders’ equity | $ 13,027,320 | $ 13,924,600 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Condensed Consolidated Balance Sheets [Abstract] | ||
Allowance for doubtful accounts receivable, current | $ 40,000 | $ 40,000 |
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par 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 | 2,844,935 | 2,839,274 |
Treasury stock, shares | 1,081,556 | 1,087,217 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Condensed Consolidated Statements of Operations [Abstract] | ||
Net sales | $ 5,119,048 | $ 5,264,977 |
Cost of sales | 4,387,688 | 4,526,882 |
Gross profit | 731,360 | 738,095 |
Selling and marketing | 190,540 | 265,873 |
General and administrative | 604,035 | 616,829 |
Research and development | 27,921 | 29,296 |
Total operating expenses | 822,496 | 911,998 |
Net loss from operations | (91,136) | (173,903) |
Other income (expense): | ||
Interest expense | (97,012) | (63,901) |
Other income, net | 8,501 | 24,089 |
Total other expense, net | (88,511) | (39,812) |
Net loss before income tax benefit | (179,647) | (213,715) |
Income tax benefit | ||
Net loss | $ (179,647) | $ (213,715) |
Earnings (loss) per share - basic and diluted | $ (0.06) | $ (0.08) |
Weighted average common shares outstanding - basic and diluted | 2,842,105 | 2,818,819 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net loss | $ (179,647) | $ (213,715) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Gain on sale of property, plant and equipment | (12,315) | |
Depreciation and amortization | 395,763 | 395,559 |
Non-cash interest expense | 14,670 | 8,364 |
Changes in allowance for doubtful accounts | (6,000) | |
Share-based compensation expense | 34,245 | 26,221 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (496,324) | (959,163) |
Inventories | 11,256 | (293,198) |
Prepaid expenses and other current assets | 106,774 | 37,216 |
Other non-current assets | 20,886 | |
Accounts payable | (155,701) | 332,626 |
Accrued expenses and other current liabilities | 54,812 | 101,485 |
Contract liabilities, current portion | 102,400 | (66,872) |
Other non-current liabilities | (24,000) | |
Net cash provided by (used in) operating activities | (111,752) | (652,906) |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (95,536) | (493,576) |
Proceeds from sale of property, plant and equipment | 23,200 | |
Cash paid for patents and trademarks | (5,281) | |
Net cash provided by (used in) investing activities | (95,536) | (475,657) |
Cash flows from financing activities: | ||
Proceeds from (payments on) revolving line of credit, net | (282,975) | 825,000 |
Proceeds from equipment line of credit | 314,449 | |
Proceeds from term notes payable | (76,190) | (126,125) |
Payment of debt issuance costs | (26,570) | |
Payment on subordinated debt | (350,000) | |
Net cash provided by (used in) financing activities | (735,735) | 1,013,324 |
Net decrease in cash and cash equivalents and restricted cash | (943,023) | (115,239) |
Cash and cash equivalents and restricted cash, beginning of period | 956,988 | 380,381 |
Cash and cash equivalents and restricted cash, end of period | 13,965 | 265,142 |
Supplemental Cash Flow Information | ||
Cash paid for interest | 82,342 | 59,086 |
Non-cash activities: | ||
Issuance of treasury stock for directors fees | 19,875 | $ 11,250 |
Adjustment to accumulated deficit for change in accounting principle (Note 2) | $ (13,991) |
Basis of Presentation and Accou
Basis of Presentation and Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Basis of Presentation and Accounting Policies [Abstract] | |
Basis of Presentation and Accounting Policies | 1. Ba sis of Presentation and Accounting Policies The consolidated financial statements (the "financial statements") include the accounts of Micron Solutions, Inc. ® (“Micron Solutions”) and its subsidiary, Micron Products, Inc. ® ("Micron" and together with Micron Solutions, the “Company”). All intercompany balances and transactions have been eliminated in consolidation. The unaudited interim condensed consolidated financial statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Accordingly, certain information and footnote disclosures normally included in complete financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been omitted pursuant to such rules and regulations. These financial statements and related notes should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 filed with the SEC on March 26, 2018 . The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. The Company's balance sheet at December 31, 2017 has been derived from the audited financial statements at that date, but does not include all the information and footnotes required by GAAP for complete financial statements. The information presented reflects, in the opinion of the management of the Company, all adjustments necessary for a fair presentation of the financial results for the interim periods presented. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Recent Accounting Pronouncements In the normal course of business, management evaluates all new accounting pronouncements issued by the Financial Accounting Standard Board (“FASB”), Securities and Exchange Commission (“SEC”), or other authoritative accounting bodies to determine the potential impact they may have on the Company’s financial statements. Based upon this review, except as noted below, management does not expect any of the recently issued accounting pronouncements, which have not already been adopted, to have a material impact on the Company’s financial statements. In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Topic 842),” which requires companies to recognize all leases as assets and liabilities on the consolidated balance sheet. The standard retains a distinction between finance leases and operating leases, and the classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the current accounting literature. The result of retaining a distinction between finance leases and operating leases is that under the lessee accounting model in Topic 842, the effect of leases in a consolidated statement of operations and a consolidated statement of cash flows is largely unchanged from previous GAAP. The amendments in this standard are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted. As of the date of this report, the Company is the lessee of office equipment in a single operating lease and is the lessee of a parking lot as well as storage units. The Company is not a lessor in any arrangements. The Company is evaluating other supplier relationships to determine if such arrangements constitute a lease per this guidance. The Company does not expect any material impact on reporting or on the results of operations. Operating matters and liquidity On December 29, 2017, the Company entered into a three-year asset based credit and security agreement (“credit agreement”), with a Massachusetts trust company, replacing the credit facility with the Company’s previous lender. The credit agreement includes a revolving line of credit and term loans as further described in Note 7. The agreement provides for daily cash sweeps against the revolver. In addition to providing funds to discharge all the indebtedness with the Company’s previous lender, the credit agreement provided $450,000 designated to discharge the outstanding subordinated promissory notes. On December 29, 2017, one subordinated note in the principal balance of $100,000 was discharged in full. The remaining five subordinated notes totaling an aggregate principal balance of $350,000 were discharged on January 2, 2018. At March 31, 2018, the Company identified certain conditions and events which in the aggregate required management to perform an assessment of the Company’s ability to continue as a going concern. These conditions included the Company’s recurring losses from operations and the resulting reliance on outside financing to support operations. Management’s analysis includes forecasting future revenues and cash flows, taking into consideration past performance and the requirements under the credit agreement. Revenue and cash flow forecasts are dependent on the Company’s ability to fill booked orders from existing customers, and its ability to close new and expanded business. Based on management’s analysis, the Company expects to generate sufficient cash flows to fulfill its payment obligations over the next twelve months from the date these financial statements were issued. |
Change in Accounting Principle
Change in Accounting Principle | 3 Months Ended |
Mar. 31, 2018 | |
Change in Accounting Principle [Abstract] | |
Change in Accounting Principle | 2. Change in Accounting Principle Revenue Recognition The Company adopted ASU No. 2014-09, “Revenue from Contracts with Customers, Topic 606” (“Topic 606”) effective January 1, 2018 using the modified retrospective approach. Under the modified retrospective method, a cumulative effect of initially applying the new standard is recorded as an adjustment to the opening balance of retained earnings at the date of initial application. By electing to use this method, there is no restatement of the comparative periods presented (i.e., interim periods and fiscal year ending 2017). As permitted by Topic 606 transition guidance (outlined below), the Company has elected to apply the new standard only to contracts that are not completed contracts at the date of initial application, and therefore, the Company only evaluated those contracts that were in-process and not completed before January 1, 2018. As a result of the initial application of Topic 606, the Company made an adjustment to its beginning accumulated deficit of ( $13,991 ) to recognize the remaining deferred revenue ( $18,333 ) and deferred costs ( $32,324 ) recorded as of December 31, 2017 relative to certain completed tooling sales. Beginning January 1, 2018, the Company applied Topic 606 using the five step approach outlined in the guidance: (1) Identify contracts with the customer, (2) Identify the performance obligations in the contract, (3) Determine the transaction price, (4) Allocate the transaction price to the performance obligations in the contract, and (5) Recognize revenue when (or as) the entity satisfies the performance obligations. The Company reviewed its supply and manufacturing agreements with customers as well as the related purchase orders under these agreements. The Company also reviewed its customer relationships and purchase orders with those customers with which the Company has no formal supply agreement. The Company determined that customer purchase orders represent contracts with a customer. For each contract, the Company considers the promise to transfer products, each of which are distinct, to be the identified performance obligations. Shipping and handling activities for which the Company is responsible are not a separate promised service but instead are activities to fulfill the entity’s promise to transfer goods. Shipping and handling fees will be recognized at the same time as the related performance obligations are satisfied. The Company determines the transaction price as the amount of consideration it expects to receive in exchange for transferring promised goods or services to the customer. If a contract includes a variable amount, such as a rebate, then the Company estimates the transaction price using either the expected value or the most likely amount of consideration to be received, depending upon the specific facts and circumstances. The Company includes estimated variable consideration in the transaction price only to the extent it is probable that a significant reversal of revenue will not occur when the uncertainty is resolved. The Company updates its estimate of variable consideration at the end of each reporting period to reflect changes in facts and circumstances. The Company recognizes revenue at the point in time when it transfers control of the promised goods or services to the customer, which typically occurs once the product has shipped or has been delivered to the customer. For certain customer warehousing agreements, delivery is deemed to have occurred when the customer pulls inventory out of the warehouse for use in their production. Additionally, for certain customers, delivery is deemed to have occurred when items are delivered to bill and hold locations at the Company’s facility. The Company evaluated the nature of any guarantees or warranties related to its contracts with customers. The Company determined that any such warranty is an assurance-type warranty that only covers the products’ compliance with agreed-upon specifications and does not provide the customer with a service in addition to the assurance that the product complies with agreed-upon specifications. Certain contracts contain prepayment terms that result in liabilities for customer deposits. Additionally, certain contracts provide for invoicing before all performance obligations have been fulfilled which results in deferred revenue. Customer deposits and advance invoicing are recorded as contract liabilities on the Company’s consolidated balance sheet. The Company generally expenses sales commission when incurred because the amortization period would have been one year or less. These costs are recorded within selling and marketing expenses. The Company does not disclose the value of unsatisfied performance obligation for contracts with an original expected length of one year or less. Based on our assessment, the implementation of Topic 606 will affect the timing of certain revenue related transactions primarily resulting from the earlier recognition of the Company's tooling revenue and costs. Under legacy GAAP, the Company accounted for tooling as multiple element arrangements whereby revenue and cost were recognized over a period of time after the tool was completed. Upon adoption of ASU 2014-09 tooling sales and costs will be recognized at the point in time upon which the tool is complete and the Company has satisfied all its performance obligations under the contract. The table below compares the affected lines on the consolidated statements of operations to legacy GAAP treatment. Three Months Ended March 31, 2018 2018 As presented Legacy GAAP Net sales $ 5,119,048 $ 4,971,648 Cost of sales 4,387,688 4,286,688 Gross profit 731,360 684,960 Net loss from operations (91,136) (137,536) Net loss before income tax benefit (179,647) (226,047) Net loss $ (179,647) $ (226,047) Earnings (loss) per share - basic and diluted $ (0.06) $ (0.08) Weighted average common shares outstanding - basic and diluted 2,842,105 2,842,105 The table below compares the affected lines on the consolidated balance sheets to legacy GAAP treatment. March 31, March 31, 2018 2018 As presented Legacy GAAP Assets Current assets: Prepaid expenses and other current assets $ 326,010 $ 359,677 Total current assets 6,757,229 6,790,896 Other assets 6,135 73,468 Total assets $ 13,027,320 $ 13,128,320 Liabilities and Shareholders’ Equity Current liabilities: Contract liabilities, current portion $ 510,524 $ 559,657 Total current liabilities 4,253,602 4,302,735 Long-term liabilities: Contract liabilities, non-current portion — 98,267 Total long-term liabilities 3,864,623 3,962,890 Total liabilities 8,118,225 8,265,625 Shareholders’ equity : Accumulated deficit (3,729,824) (3,776,224) Total shareholders’ equity 4,909,095 4,862,695 Total liabilities and shareholders’ equity $ 13,027,320 $ 13,128,320 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 3. Earnings per Share ("EPS") 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. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2018 | |
Inventories [Abstract] | |
Inventories | 4. Inventories Inventories consist of the following: March 31, December 31, 2018 2017 Raw materials $ 1,048,842 $ 1,100,187 Work-in-process 844,056 822,244 Finished goods 1,432,784 1,490,768 Total $ 3,325,682 $ 3,413,199 Silver included in raw materials, work-in-process and finished goods inventory had an estimated cost of $503,646 and $536,963 as of March 31, 2018 and December 31, 2017 , respectively. |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment, net [Abstract] | |
Property, Plant and Equipment, net | 5. Property, Plant and Equipment, net Property, plant and equipment, net consist of the following: Asset Lives March 31, December 31, (in years) 2018 2017 Machinery and equipment 3 to 15 $ 17,511,232 $ 17,498,586 Building and improvements 5 to 25 3,986,715 3,986,715 Vehicles 3 to 5 104,714 90,713 Furniture, fixtures, computers and software 3 to 5 1,576,033 1,542,027 Construction in progress 128,556 17,412 Total property, plant and equipment 23,307,250 23,135,453 Less: accumulated depreciation (17,786,201) (17,391,414) Property, plant and equipment, net $ 5,521,049 $ 5,744,039 For the three months ended March 31, 2018 and 2017 , the Company recorded depreciation expense of $394,787 and $395,120 , respectively. In January 2016, the Company entered into a Purchase and Sale Agreement (“Agreement”) to sell two unoccupied buildings, with a total of approximately 52,000 square feet, and land, at its Fitchburg, Massachusetts campus. As a result, the Company has since classified the real estate as Assets Held for Sale. In December 2016, the Parties entered into a First Amendment to the Purchase and Sale Agreement (the “First Amendment”). The First Amendment extended the time to close to January 13, 2018. As consideration for extending the Agreement, the Buyer agreed to (i) release the $25,000 being held as a deposit to the Company; (ii) increase the purchase price by $25,000 ; (iii) pay the Company $4,000 per month as an extension fee beginning in January 2017 through January 2018, or the culmination of the Agreement, and (iv) pay the Company $7,500 per month for a 150 day additional extension, to June 2018, only for the purpose of the Buyer securing historical tax credits until the termination or culmination of the Agreement. In January 2017, the Parties entered into a Second Amendment to the Purchase and Sale Agreement (the “Second Amendment”). The Second Amendment (i) permits the Buyer to assign the Agreement to a third party; (ii) extends the term of the $4,000 per month extension fee from January 2018 to March 2018 and (iii) and amends the term of the additional extension fee of $7,500 per month for the period April 2018 through July 2018. The extension fees are recorded as other income on the Company’s consolidated statements of operations. In July 2017, the Parties entered into a Third Amendment to the Agreement (the “Third Amendment”) to further extend the time to close to June 2019. The Third Amendment permitted the Buyer to contract with outside parties to conduct certain due diligence activities on the property up until August 13, 2017. Additionally, the Third Amendment further extended the extension fees through June 2019, or the culmination of the Agreement, and allows for the Buyer to defer the last six months of extension fees to be settled at closing. In September 2017, the Parties entered into a Fourth Amendment to the Agreement (the “Fourth Amendment”) to extend the time allowed to the Buyer to complete due diligence activities on the property from August 13, 2017 until October 13, 2017. In January 2018, the Company was notified that the National Park Service of the Department of the Interior designated the area in which the buildings are located as a Historic District, which will enable the Buyer to proceed with securing historical tax credits as agreed between the Parties in the Second Amendment. The closing is subject to permitting and approvals from the City of Fitchburg and the Commonwealth of Massachusetts and is expected to take place by the end of the first quarter of 2019. At March 31, 2018 and December 31, 2017, the carrying value of the assets held for sale remains at $688,750, which approximates the fair value less the expected costs to sell. |
Intangible Assets, net
Intangible Assets, net | 3 Months Ended |
Mar. 31, 2018 | |
Intangible Assets, net [Abstract] | |
Intangibles Assets, net | 6. Intangible Assets, net The Company assesses the impairment of long-lived assets and intangible assets with finite lives annually or whenever events or changes in circumstances indicate that the carrying value may not be fully recoverable. For the three months ended March 31, 2018 and 2017, the Company did not impair any intangible assets. Intangible assets consist of the following: Estimated March 31, 2018 December 31, 2017 Useful Life Accumulated Accumulated (in years) Gross Amortization Net Gross Amortization Net Patents and trademarks 10 $ 22,911 $ 10,270 $ 12,641 $ 22,911 $ 9,888 $ 13,023 Patents and trademarks pending — 13,786 — 13,786 13,786 — 13,786 Trade names 15 29,062 1,332 27,730 29,062 738 28,324 Total intangible assets $ 65,759 $ 11,602 $ 54,157 $ 65,759 $ 10,626 $ 55,133 For the three months ended March 31, 2018 and 2017 , the Company recorded amortization expense of $602 and $439 , respectively. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2018 | |
Debt [Abstract] | |
Debt | 7. Debt The following table sets forth the items which comprise debt for the Company: March 31, December 31, 2018 2017 Revolving line of credit $ 1,596,072 $ 1,879,047 Subordinated promissory notes $ — $ 350,000 Total term notes payable, net of issuance costs $ 4,258,104 $ 4,346,194 Less current portion, net 393,481 367,779 Term notes payable, non-current, net 3,864,623 3,978,415 Total short and long term debt, net $ 5,854,176 $ 6,575,241 Bank Debt On December 29, 2017, the Company entered into a three -year $9,500,000 asset based credit and security agreement (“credit agreement”), with a Massachusetts trust company, replacing the credit facility with the Company’s previous lender. The credit agreement also provided funds with which to discharge the subordinated promissory notes. The credit agreement includes a revolving line of credit of up to $5.0 million (“Revolver”), a machinery and equipment term loan of $2.5 million (“Equipment Loan”) and a real estate term loan of $2.0 million (“Real Estate Loan” and together with the “Equipment Loan” the “Term Loans”). The Revolver is subject to certain borrowing base limitations. Amounts available to borrow under the revolver are $1,222,135 at March 31, 2018. Term Loans The Equipment Loan requires monthly principal payments of approximately $29,762 , payable on the first day of each month commencing February 1, 2018. The Equipment Loan is based upon an 84 month amortization with a balloon payment of approximately $1,458,333 due and payable in full upon maturity on December 29, 2020 . The Real Estate Loan requires monthly principal payments of approximately $8,333 , payable on the first day of each month commencing February 1, 2018. The Real Estate Loan is based upon a 240 month amortization with a balloon payment of approximately $1,708,333 due and payable in full upon maturity on December 29, 2020 . Interest on the Term Loans shall be at such Wall Street Journal prime rate plus 0.75% ( 5.164% at March 31, 2018). In lieu of having interest charged at the Prime Rate, the Company shall have a LIBOR Option, as described above, to have interest charged at a rate of interest equal to the daily one-month LIBOR plus 3.5% for the following month. All interest will be calculated based upon a year of 360 days for actual days elapsed. Interest is payable monthly in arrears. Upon the occurrence and during the continuation of an Event of Default, all interest will be increased by 2% above the per annum rate otherwise applicable thereto. The Term Loans carry a prepayment penalty with respect to the prepayment of any portion of either Term Loan equal to 3% , 2% , and 1% of the amount prepaid in the first, second, and third years, respectively, of the asset based credit and security agreement . This credit agreement contains covenants related to various matters including certain financial covenants, prohibitions on further borrowings and security interests, merger or consolidation, acquisitions, guarantees, sales of assets other than in the normal course of business, leasing, and payment of dividends. The lender has a security interest in all assets and a mortgage encumbering certain real property. Oher Debt 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 and issued warrants to purchase 100,000 shares of common stock. Three related parties participated in the private offering as follows: REF Securities, LLP, and with Mr. Rodd E. Friedman, a director of the Company, a beneficial owner of approximately 12% of the Company’s common stock, invested $100,000 in the offering; the Chambers Medical Foundation (the “Foundation”), beneficial owner of approximately 11% of the Company’s common stock, invested $100,000 in the offering; and Mr. E.P. Marinos, then a director of the Company, invested $50,000 in the offering. The Company’s Chairman of the Board is a co-trustee of the Foundation but has held no dispositive powers since his appointment as such. On December 29, 2017, as part of entering into the credit agreement, the Company obtained funds to discharge the remaining $450,000 of subordinated debt. On December 29, 2017, the Company paid one of the subordinated notes in the principal amount of $100,000 . The remaining five notes, totaling an aggregate principal amount $350,000 , were discharged on January 2, 2018, including the subordinated notes held by the three related parties mentioned above. The Company carried $350,000 as restricted cash at December 31, 2017 for this purpose. In connection with the private offering of subordinated promissory notes, the Company issued 100,000 warrants to purchase the Company's common stock, including 20,000 warrants to REF Securities, LLP, 20,000 warrants to the Foundation and 10,000 warrants to Mr. Marinos. The warrants were initially exercisable through December 2016 at an exercise price of $3.51 per share. In October 2016, in connection with the extension of the maturity dates of the subordinated promissory notes, the expiration date of the remaining unexercised 70,000 warrants was extended to December 31, 2018. The discharge of the subordinated promissory notes as described above did not affect the maturity date of the warrants. The exercise price remained unchanged at $3.51 per share. The 70,000 warrants remain unexercised at March 31, 2018. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Taxes [Abstract] | |
Income Taxes | 8. Income Taxes No provision for income taxes has been recorded in the three months ended March 31, 2018 or 2017, respectively. But for a benefit of an immaterial amount of federal alternative minimum tax credit, the Company continues to maintain a full valuation allowance against its deferred tax assets as of March 31, 2018 and December 31, 2017. At March 31, 2018 , the Company has federal and state net operating loss carryforwards totaling $10,275,000 and $12,317,000 , respectively, which begin to expire in 2031. The Company also has federal and state tax credit carryovers of $306,000 and $268,000 respectively. The federal and state tax credits begin to expire in 2027 and 2018, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 9. 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. Off-balance sheet arrangements Lease expense under all operating leases was approximately $6,000 and $7,000 for the three months ended March 31, 2018 and 2017, respectively. |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2018 | |
Shareholders' Equity [Abstract] | |
Shareholders' Equity | 10. Shareholders’ Equity Stock options and share-based incentive plan The following table sets forth the stock option transactions for the three months ended March 31, 2018 : Weighted Weighted average Average remaining Aggregate Number of Exercise contractual Intrinsic options Price term (in years) Value Outstanding at December 31, 2017 205,500 $ 6.04 6.07 $ 28,750 Granted 90,000 3.81 Outstanding at March 31, 2018 295,500 $ 5.36 7.09 $ 17,140 Exercisable at March 31, 2018 149,826 $ 6.46 5.12 $ 12,960 Exercisable at December 31, 2017 114,583 $ 6.42 5.30 $ 20,551 For the three months ended March 31, 2018 and 2017, share based compensation expense related to stock options amounted to $14,370 and $14,971 , respectively. Share based compensation is included in general and administrative expenses. For the three months ended March 31, 2018, 90,000 options were granted with a fair value of $0.50 per share. No options were granted in the three months ended March 31, 2017. For the three months ended March 31, 2018 and 2017, no options were exercised or forfeited . For the three months ended March 31, 2018 and 2017 the unrecognized stock based compensation expense was $111,047 and $119,382 , respectively, which is expected to be recognized over the next three years. Warrants For the three months ended March 31, 2018 and 2017 , there were no warrants exercised. As of March 31, 2018 , 70,000 warrants remain unexercised, including 20,000 held by the Company’s largest beneficial owner, REF Securities, LLP and with Mr. Rodd E. Friedman, a director of the Company, and 10,000 held by Mr. E. P. Marinos, a former director of the Company. The warrants expire in December 2018. Common Stock For the three months ended March 31, 2018, the Company issued 5,661 shares of the Company’s common stock, with a fair value of $19,875 for director fees in lieu of cash payments. For the three months ended March 31, 2017, the Company issued 4,360 shares of the Company’s common stock, with a fair value of $18,750 for director fees in lieu of cash payments. |
Basis of Presentation and Acc16
Basis of Presentation and Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Basis of Presentation and Accounting Policies [Abstract] | |
Basis of Presentation | The consolidated financial statements (the "financial statements") include the accounts of Micron Solutions, Inc. ® (“Micron Solutions”) and its subsidiary, Micron Products, Inc. ® ("Micron" and together with Micron Solutions, the “Company”). All intercompany balances and transactions have been eliminated in consolidation. The unaudited interim condensed consolidated financial statements and related notes have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). Accordingly, certain information and footnote disclosures normally included in complete financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been omitted pursuant to such rules and regulations. These financial statements and related notes should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 filed with the SEC on March 26, 2018 . The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. The Company's balance sheet at December 31, 2017 has been derived from the audited financial statements at that date, but does not include all the information and footnotes required by GAAP for complete financial statements. The information presented reflects, in the opinion of the management of the Company, all adjustments necessary for a fair presentation of the financial results for the interim periods presented. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Recently Accounting Pronouncements | Recent Accounting Pronouncements In the normal course of business, management evaluates all new accounting pronouncements issued by the Financial Accounting Standard Board (“FASB”), Securities and Exchange Commission (“SEC”), or other authoritative accounting bodies to determine the potential impact they may have on the Company’s financial statements. Based upon this review, except as noted below, management does not expect any of the recently issued accounting pronouncements, which have not already been adopted, to have a material impact on the Company’s financial statements. In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Topic 842),” which requires companies to recognize all leases as assets and liabilities on the consolidated balance sheet. The standard retains a distinction between finance leases and operating leases, and the classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the current accounting literature. The result of retaining a distinction between finance leases and operating leases is that under the lessee accounting model in Topic 842, the effect of leases in a consolidated statement of operations and a consolidated statement of cash flows is largely unchanged from previous GAAP. The amendments in this standard are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted. As of the date of this report, the Company is the lessee of office equipment in a single operating lease and is the lessee of a parking lot as well as storage units. The Company is not a lessor in any arrangements. The Company is evaluating other supplier relationships to determine if such arrangements constitute a lease per this guidance. The Company does not expect any material impact on reporting or on the results of operations. |
Operating Matters And Liquidity | Operating matters and liquidity On December 29, 2017, the Company entered into a three-year asset based credit and security agreement (“credit agreement”), with a Massachusetts trust company, replacing the credit facility with the Company’s previous lender. The credit agreement includes a revolving line of credit and term loans as further described in Note 7. The agreement provides for daily cash sweeps against the revolver. In addition to providing funds to discharge all the indebtedness with the Company’s previous lender, the credit agreement provided $450,000 designated to discharge the outstanding subordinated promissory notes. On December 29, 2017, one subordinated note in the principal balance of $100,000 was discharged in full. The remaining five subordinated notes totaling an aggregate principal balance of $350,000 were discharged on January 2, 2018. At March 31, 2018, the Company identified certain conditions and events which in the aggregate required management to perform an assessment of the Company’s ability to continue as a going concern. These conditions included the Company’s recurring losses from operations and the resulting reliance on outside financing to support operations. Management’s analysis includes forecasting future revenues and cash flows, taking into consideration past performance and the requirements under the credit agreement. Revenue and cash flow forecasts are dependent on the Company’s ability to fill booked orders from existing customers, and its ability to close new and expanded business. Based on management’s analysis, the Company expects to generate sufficient cash flows to fulfill its payment obligations over the next twelve months from the date these financial statements were issued. |
Change in Accounting Policies (
Change in Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Change in Accounting Principle [Abstract] | |
Recently Issued Accounting Pronouncements | Recent Accounting Pronouncements In the normal course of business, management evaluates all new accounting pronouncements issued by the Financial Accounting Standard Board (“FASB”), Securities and Exchange Commission (“SEC”), or other authoritative accounting bodies to determine the potential impact they may have on the Company’s financial statements. Based upon this review, except as noted below, management does not expect any of the recently issued accounting pronouncements, which have not already been adopted, to have a material impact on the Company’s financial statements. In February 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Topic 842),” which requires companies to recognize all leases as assets and liabilities on the consolidated balance sheet. The standard retains a distinction between finance leases and operating leases, and the classification criteria for distinguishing between finance leases and operating leases are substantially similar to the classification criteria for distinguishing between capital leases and operating leases in the current accounting literature. The result of retaining a distinction between finance leases and operating leases is that under the lessee accounting model in Topic 842, the effect of leases in a consolidated statement of operations and a consolidated statement of cash flows is largely unchanged from previous GAAP. The amendments in this standard are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted. As of the date of this report, the Company is the lessee of office equipment in a single operating lease and is the lessee of a parking lot as well as storage units. The Company is not a lessor in any arrangements. The Company is evaluating other supplier relationships to determine if such arrangements constitute a lease per this guidance. The Company does not expect any material impact on reporting or on the results of operations. |
Change in Accounting Principle
Change in Accounting Principle (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Change in Accounting Principle [Abstract] | |
Affected Lines From Legacy GAAP Treatment | The table below compares the affected lines on the consolidated statements of operations to legacy GAAP treatment. Three Months Ended March 31, 2018 2018 As presented Legacy GAAP Net sales $ 5,119,048 $ 4,971,648 Cost of sales 4,387,688 4,286,688 Gross profit 731,360 684,960 Net loss from operations (91,136) (137,536) Net loss before income tax benefit (179,647) (226,047) Net loss $ (179,647) $ (226,047) Earnings (loss) per share - basic and diluted $ (0.06) $ (0.08) Weighted average common shares outstanding - basic and diluted 2,842,105 2,842,105 The table below compares the affected lines on the consolidated balance sheets to legacy GAAP treatment. March 31, March 31, 2018 2018 As presented Legacy GAAP Assets Current assets: Prepaid expenses and other current assets $ 326,010 $ 359,677 Total current assets 6,757,229 6,790,896 Other assets 6,135 73,468 Total assets $ 13,027,320 $ 13,128,320 Liabilities and Shareholders’ Equity Current liabilities: Contract liabilities, current portion $ 510,524 $ 559,657 Total current liabilities 4,253,602 4,302,735 Long-term liabilities: Contract liabilities, non-current portion — 98,267 Total long-term liabilities 3,864,623 3,962,890 Total liabilities 8,118,225 8,265,625 Shareholders’ equity : Accumulated deficit (3,729,824) (3,776,224) Total shareholders’ equity 4,909,095 4,862,695 Total liabilities and shareholders’ equity $ 13,027,320 $ 13,128,320 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventories [Abstract] | |
Inventories | March 31, December 31, 2018 2017 Raw materials $ 1,048,842 $ 1,100,187 Work-in-process 844,056 822,244 Finished goods 1,432,784 1,490,768 Total $ 3,325,682 $ 3,413,199 |
Property, Plant and Equipment20
Property, Plant and Equipment, net (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment, net [Abstract] | |
Property, Plant and Equipment, net | Asset Lives March 31, December 31, (in years) 2018 2017 Machinery and equipment 3 to 15 $ 17,511,232 $ 17,498,586 Building and improvements 5 to 25 3,986,715 3,986,715 Vehicles 3 to 5 104,714 90,713 Furniture, fixtures, computers and software 3 to 5 1,576,033 1,542,027 Construction in progress 128,556 17,412 Total property, plant and equipment 23,307,250 23,135,453 Less: accumulated depreciation (17,786,201) (17,391,414) Property, plant and equipment, net $ 5,521,049 $ 5,744,039 |
Intangible Assets, net (Tables)
Intangible Assets, net (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Intangible Assets, net [Abstract] | |
Schedule Of Intangible Assets | Estimated March 31, 2018 December 31, 2017 Useful Life Accumulated Accumulated (in years) Gross Amortization Net Gross Amortization Net Patents and trademarks 10 $ 22,911 $ 10,270 $ 12,641 $ 22,911 $ 9,888 $ 13,023 Patents and trademarks pending — 13,786 — 13,786 13,786 — 13,786 Trade names 15 29,062 1,332 27,730 29,062 738 28,324 Total intangible assets $ 65,759 $ 11,602 $ 54,157 $ 65,759 $ 10,626 $ 55,133 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt [Abstract] | |
Summary of Debt | March 31, December 31, 2018 2017 Revolving line of credit $ 1,596,072 $ 1,879,047 Subordinated promissory notes $ — $ 350,000 Total term notes payable, net of issuance costs $ 4,258,104 $ 4,346,194 Less current portion, net 393,481 367,779 Term notes payable, non-current, net 3,864,623 3,978,415 Total short and long term debt, net $ 5,854,176 $ 6,575,241 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Shareholders' Equity [Abstract] | |
Stock Option Transactions | Weighted Weighted average Average remaining Aggregate Number of Exercise contractual Intrinsic options Price term (in years) Value Outstanding at December 31, 2017 205,500 $ 6.04 6.07 $ 28,750 Granted 90,000 3.81 Outstanding at March 31, 2018 295,500 $ 5.36 7.09 $ 17,140 Exercisable at March 31, 2018 149,826 $ 6.46 5.12 $ 12,960 Exercisable at December 31, 2017 114,583 $ 6.42 5.30 $ 20,551 |
Basis of Presentation and Acc24
Basis of Presentation and Accounting Policies (Details) | Jan. 02, 2018USD ($)item | Dec. 29, 2017USD ($)item | Mar. 31, 2018USD ($) |
Basis of Presentation and Accounting Policies [Abstract] | |||
Maximum borrowing capacity | $ 450,000 | ||
Number of notes paid in full | item | 5 | 1 | |
Payment on subordinated debt | $ 350,000 | $ 100,000 | $ 350,000 |
Change in Accounting Policies25
Change in Accounting Policies (Narrative) (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Accumulated deficit | $ (3,729,824) | $ (3,536,186) |
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Restatement Adjustment [Member] | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Accumulated deficit | (13,991) | |
Deferred revenue, current | (18,333) | |
Deferred costs | $ (32,324) |
Change in Accounting Principl26
Change in Accounting Principle (Affected Lines From Legacy GAAP Treatment on Statement of Operations) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net sales | $ 5,119,048 | $ 5,264,977 |
Cost of sales | 4,387,688 | 4,526,882 |
Gross profit | 731,360 | 738,095 |
Net loss from operations | (91,136) | (173,903) |
Net loss before income tax benefit | (179,647) | (213,715) |
Net loss | $ (179,647) | $ (213,715) |
Earnings (loss) per share - basic and diluted | $ (0.06) | $ (0.08) |
Weighted average common shares outstanding - basic and diluted | 2,842,105 | 2,818,819 |
Legacy GAAP [Member] | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Net sales | $ 4,971,648 | |
Cost of sales | 4,286,688 | |
Gross profit | 684,960 | |
Net loss from operations | (137,536) | |
Net loss before income tax benefit | (226,047) | |
Net loss | $ (226,047) | |
Earnings (loss) per share - basic and diluted | $ (0.08) | |
Weighted average common shares outstanding - basic and diluted | 2,842,105 |
Change in Accounting Principl27
Change in Accounting Principle (Affected Lines From Legacy GAAP Treatment on Balance Sheets) (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Prepaid expenses and other current assets | $ 326,010 | $ 460,954 |
Total current assets | 6,757,229 | 7,426,389 |
Other assets | 6,135 | 10,289 |
Total assets | 13,027,320 | 13,924,600 |
Contract liabilities, current portion | 510,524 | 426,457 |
Total current liabilities | 4,253,602 | 4,877,697 |
Total long-term liabilities | 3,864,623 | 3,978,415 |
Total liabilities | 8,118,225 | 8,856,112 |
Accumulated deficit | (3,729,824) | (3,536,186) |
Total shareholders’ equity | 4,909,095 | 5,068,488 |
Total liabilities and shareholders’ equity | 13,027,320 | $ 13,924,600 |
Legacy GAAP [Member] | ||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | ||
Prepaid expenses and other current assets | 359,677 | |
Total current assets | 6,790,896 | |
Other assets | 73,468 | |
Total assets | 13,128,320 | |
Contract liabilities, current portion | 559,657 | |
Total current liabilities | 4,302,735 | |
Contract liabilities, non-current potion | 98,267 | |
Total long-term liabilities | 3,962,890 | |
Total liabilities | 8,265,625 | |
Accumulated deficit | (3,776,224) | |
Total shareholders’ equity | 4,862,695 | |
Total liabilities and shareholders’ equity | $ 13,128,320 |
Inventories (Narrative) (Detail
Inventories (Narrative) (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Inventories [Abstract] | ||
Silver inventory | $ 503,646 | $ 536,963 |
Inventories (Schedule Of Invent
Inventories (Schedule Of Inventories) (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Inventories [Abstract] | ||
Raw materials | $ 1,048,842 | $ 1,100,187 |
Work-in-process | 844,056 | 822,244 |
Finished goods | 1,432,784 | 1,490,768 |
Total | $ 3,325,682 | $ 3,413,199 |
Property, Plant and Equipment30
Property, Plant and Equipment, net (Narrative) (Details) | 1 Months Ended | 3 Months Ended | ||||
Jan. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jan. 31, 2016ft²item | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Property, Plant and Equipment, net [Abstract] | ||||||
Depreciation expense | $ 394,787 | $ 395,120 | ||||
Number of unoccupied buildings with letter of intent to sale | item | 2 | |||||
Area of building | ft² | 52,000 | |||||
Assets held for sale, net | $ 688,750 | $ 688,750 | ||||
Escrow Deposit | $ 25,000 | |||||
Increase in purchase price | 25,000 | |||||
Extension fee monthly payment amount | $ 4,000 | 4,000 | ||||
Extension fee monthly payment amount, additional extension | $ 7,500 | $ 7,500 | ||||
Additional extension period for purchase (in days) | 150 days |
Property, Plant and Equipment31
Property, Plant and Equipment, net (Property, Plant and Equipment, net) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment | ||
Total property, plant and equipment | $ 23,307,250 | $ 23,135,453 |
Less: accumulated depreciation | (17,786,201) | (17,391,414) |
Property, plant and equipment, net | 5,521,049 | 5,744,039 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment | ||
Total property, plant and equipment | 17,511,232 | 17,498,586 |
Building and Improvements [Member] | ||
Property, Plant and Equipment | ||
Total property, plant and equipment | 3,986,715 | 3,986,715 |
Vehicles [Member] | ||
Property, Plant and Equipment | ||
Total property, plant and equipment | 104,714 | 90,713 |
Furniture, Fixtures, Computers and Software [Member] | ||
Property, Plant and Equipment | ||
Total property, plant and equipment | 1,576,033 | 1,542,027 |
Construction in Progress [Member] | ||
Property, Plant and Equipment | ||
Total property, plant and equipment | $ 128,556 | $ 17,412 |
Maximum [Member] | Machinery and Equipment [Member] | ||
Property, Plant and Equipment | ||
Asset Lives (in years) | 15 years | |
Maximum [Member] | Building and Improvements [Member] | ||
Property, Plant and Equipment | ||
Asset Lives (in years) | 25 years | |
Maximum [Member] | Vehicles [Member] | ||
Property, Plant and Equipment | ||
Asset Lives (in years) | 5 years | |
Maximum [Member] | Furniture, Fixtures, Computers and Software [Member] | ||
Property, Plant and Equipment | ||
Asset Lives (in years) | 5 years | |
Minimum [Member] | Machinery and Equipment [Member] | ||
Property, Plant and Equipment | ||
Asset Lives (in years) | 3 years | |
Minimum [Member] | Building and Improvements [Member] | ||
Property, Plant and Equipment | ||
Asset Lives (in years) | 5 years | |
Minimum [Member] | Vehicles [Member] | ||
Property, Plant and Equipment | ||
Asset Lives (in years) | 3 years | |
Minimum [Member] | Furniture, Fixtures, Computers and Software [Member] | ||
Property, Plant and Equipment | ||
Asset Lives (in years) | 3 years |
Intangible Assets, net (Narrati
Intangible Assets, net (Narrative) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Intangible Assets, net [Abstract] | ||
Impairment of intangibles | $ 0 | $ 0 |
Amortization expense | $ 602 | $ 439 |
Intangible Assets, net (Intangi
Intangible Assets, net (Intangible Assets) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets [Line Items] | ||
Gross | $ 65,759 | $ 65,759 |
Accumulated Amortization | 11,602 | 10,626 |
Net | $ 54,157 | 55,133 |
Patents and Trademarks [Member] | ||
Intangible Assets [Line Items] | ||
Estimated Useful Life (in years) | 10 years | |
Gross | $ 22,911 | 22,911 |
Accumulated Amortization | 10,270 | 9,888 |
Net | 12,641 | 13,023 |
Patents and Trademarks Pending [Member] | ||
Intangible Assets [Line Items] | ||
Gross | 13,786 | 13,786 |
Net | $ 13,786 | 13,786 |
Trade Names [Member] | ||
Intangible Assets [Line Items] | ||
Estimated Useful Life (in years) | 15 years | |
Gross | $ 29,062 | 29,062 |
Accumulated Amortization | 1,332 | 738 |
Net | $ 27,730 | $ 28,324 |
Debt (Bank Debt Narrative) (Det
Debt (Bank Debt Narrative) (Details) | Dec. 29, 2017USD ($)item | Mar. 31, 2018USD ($) |
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 450,000 | |
Debt instrument, face amount | 450,000 | |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | 5,000,000 | |
Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Amount available under line of credit facility | $ 1,222,135 | |
Maximum borrowing capacity | $ 9,500,000 | |
Debt maturity period | 3 years | |
Agreement - Equipment Loan [Member] | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | $ 2,500,000 | |
Monthly principal payments | $ 29,762 | |
Debt instrument, maturity date | Dec. 29, 2020 | |
Number of months, amortization schedule | item | 84 | |
Debt instrument, balloon payment | $ 1,458,333 | |
Agreement - Real Estate Loan [Member] | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity | 2,000,000 | |
Monthly principal payments | $ 8,333 | |
Debt instrument, maturity date | Dec. 29, 2020 | |
Number of months, amortization schedule | item | 240 | |
Debt instrument, balloon payment | $ 1,708,333 | |
Agreement - Term Loans [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 5.164% | |
Debt instrument, days of year, interest calculated | item | 360 | |
Percent of increase in event of default | 2.00% | |
Percent of prepayment penalty, year one | 3.00% | |
Percent of prepayment penalty, year two | 2.00% | |
Percent of prepayment penalty, year three | 1.00% | |
Agreement - Term Loans [Member] | Prime Rate [Member] | ||
Debt Instrument [Line Items] | ||
Spread on variable rate | 0.75% | |
Agreement - Term Loans [Member] | LIBOR [Member] | ||
Debt Instrument [Line Items] | ||
Spread on variable rate | 3.50% |
Debt (Other Debt Narrative) (De
Debt (Other Debt Narrative) (Details) | Jan. 02, 2018USD ($)item | Dec. 29, 2017USD ($)item | Dec. 31, 2013USD ($)itemshares | Mar. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($) | Dec. 31, 2016$ / shares |
Debt Instruments [Line Items] | ||||||
Debt instrument, face amount | $ | $ 450,000 | |||||
Payment on subordinated debt | $ | $ 350,000 | $ 100,000 | $ 350,000 | |||
Number of warrants issued | 100,000 | |||||
Warrants unexercised | 70,000 | |||||
Number of notes paid in full | item | 5 | 1 | ||||
Restricted cash | $ | $ 350,000 | |||||
Subordinated promissory notes, exercise price of warrants | $ / shares | $ 3.51 | $ 3.51 | ||||
REF Securities, LLP & Mr. Rodd E. Friedman [Member] | ||||||
Debt Instruments [Line Items] | ||||||
Number of warrants issued | 20,000 | |||||
Warrants unexercised | 20,000 | |||||
Percent of beneficial owner of company's common stock | 12.00% | |||||
Invested amount in private offering | $ | $ 100,000 | |||||
Chambers Medical Foundation [Member] | ||||||
Debt Instruments [Line Items] | ||||||
Number of warrants issued | 20,000 | |||||
Percent of beneficial owner of company's common stock | 11.00% | |||||
Invested amount in private offering | $ | $ 100,000 | |||||
E.P. Marinos [Member] | ||||||
Debt Instruments [Line Items] | ||||||
Number of warrants issued | 10,000 | |||||
Warrants unexercised | 10,000 | |||||
Invested amount in private offering | $ | $ 50,000 | |||||
Three Related Parties [Member] | ||||||
Debt Instruments [Line Items] | ||||||
Debt instrument, face amount | $ | $ 500,000 | |||||
Number of investors in the private offering | item | 3 | |||||
Number of warrants issued | 100,000 |
Debt (Summary of Debt) (Details
Debt (Summary of Debt) (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Debt [Abstract] | ||
Revolving line of credit | $ 1,596,072 | $ 1,879,047 |
Subordinated promissory notes | 350,000 | |
Total term notes payable, net of issuance costs | 4,258,104 | 4,346,194 |
Less current portion, net | 393,481 | 367,779 |
Term notes payable, non-current, net | 3,864,623 | 3,978,415 |
Total short and long term debt, net | $ 5,854,176 | $ 6,575,241 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) | Mar. 31, 2018USD ($) |
Federal Tax Authority [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax credit carryforwards | $ 306,000 |
State Jurisdiction [Member] | |
Operating Loss Carryforwards [Line Items] | |
Tax credit carryforwards | 268,000 |
Federal Tax Authority [Member] | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | 10,275,000 |
State Jurisdiction [Member] | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | $ 12,317,000 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Commitments and Contingencies [Abstract] | ||
Operating lease expense | $ 6,000 | $ 7,000 |
Shareholders' Equity (Narrative
Shareholders' Equity (Narrative) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of options, granted in period | 90,000 | 0 |
Weighted average grant date fair value, options granted | $ 0.50 | |
Number of options, expired in period | 0 | 0 |
Number of options, forfeited in period | 0 | 0 |
Unrecognized stock based compensation expense | $ 111,047 | $ 119,382 |
Unrecognized stock based compensation expense, recognition period | 3 years | |
Warrants exercised | 0 | 0 |
Warrants unexercised | 70,000 | |
Common stock granted, shares | 5,661 | 4,360 |
Common stock granted, values | $ 19,875 | $ 18,750 |
REF Securities, LLP & Mr. Rodd E. Friedman [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Warrants unexercised | 20,000 | |
E.P. Marinos [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Warrants unexercised | 10,000 | |
Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 14,370 | $ 14,971 |
Shareholders' Equity (Stock Opt
Shareholders' Equity (Stock Option Transactions) (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Shareholders' Equity [Abstract] | ||
Number of options, outstanding, beginning balance | 205,500 | |
Number of options, outstanding, ending balance | 295,500 | 205,500 |
Number of options, exercisable | 149,826 | 114,583 |
Weighted average exercise price, outstanding, beginning of period | $ 6.04 | |
Weighted average exercise price, options granted in period | 3.81 | |
Weighted average exercise price, outstanding, ending of period | 5.36 | $ 6.04 |
Weighted average exercise price, options exercisable | $ 6.46 | $ 6.42 |
Weighted average remaining contractual term (in years), options outstanding | 7 years 1 month 2 days | 6 years 26 days |
Weighted average remaining contractual term (in years), options exercisable | 5 years 1 month 13 days | 5 years 3 months 18 days |
Aggregate intrinsic value, options outstanding | $ 17,140 | $ 28,750 |
Aggregate intrinsic value, options exercisable | $ 12,960 | $ 20,551 |