Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 30, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | SPYR, Inc. | |
Entity Central Index Key | 829,325 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 191,793,398 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,018 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 78,000 | $ 86,000 |
Accounts receivable, net | 3,000 | 4,000 |
Prepaid expenses | 19,000 | 35,000 |
Trading securities, at market value | 37,000 | 48,000 |
Total Current Assets | 137,000 | 173,000 |
Property and equipment, net | 123,000 | 134,000 |
Capitalized gaming assets and licensing rights, net | 726,000 | 743,000 |
Intangible assets, net | 11,000 | 12,000 |
Other assets | 16,000 | 16,000 |
TOTAL ASSETS | 1,013,000 | 1,078,000 |
Current Liabilities: | ||
Accounts payable and accrued liabilities | 929,000 | 878,000 |
Related party short-term advances | 5,000 | |
Related party line of credit | 1,021,000 | |
Current liabilities of discontinued operations | 22,000 | 22,000 |
Total Current Liabilities | 1,977,000 | 900,000 |
Non-current related party line of credit | 807,000 | |
Total Liabilities | 1,977,000 | 1,707,000 |
STOCKHOLDERS' EQUITY | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized 107,636 Class A shares issued and outstanding as of March 31, 2018 and December 31, 2017; 20,000 Class E shares issued and outstanding as of March 31, 2018 and December 31, 2017 | 13 | 13 |
Common Stock, $0.0001 par value, 750,000,000 shares authorized 191,520,892 and 181,128,950 shares issued and outstanding as of March 31, 2018 and December 31, 2017 | 19,151 | 18,112 |
Additional paid-in capital | 50,176,836 | 46,561,875 |
Accumulated deficit | (51,160,000) | (47,209,000) |
Total Stockholders' Equity | (964,000) | (629,000) |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 1,013,000 | 1,078,000 |
Class A Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized 107,636 Class A shares issued and outstanding as of March 31, 2018 and December 31, 2017; 20,000 Class E shares issued and outstanding as of March 31, 2018 and December 31, 2017 | 11 | 11 |
Total Stockholders' Equity | 11 | 11 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 11 | 11 |
Class E Preferred Stock [Member] | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized 107,636 Class A shares issued and outstanding as of March 31, 2018 and December 31, 2017; 20,000 Class E shares issued and outstanding as of March 31, 2018 and December 31, 2017 | 2 | 2 |
Total Stockholders' Equity | 2 | 2 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 2 | $ 2 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Preferred stock, par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, par value per share | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 191,520,892 | 181,128,950 |
Common stock, shares outstanding | 191,520,892 | 181,128,950 |
Class A Preferred Stock [Member] | ||
Preferred stock, par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 107,636 | 107,636 |
Preferred stock, shares outstanding | 107,636 | 107,636 |
Class E Preferred Stock [Member] | ||
Preferred stock, par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 20,000 | 20,000 |
Preferred stock, shares outstanding | 20,000 | 20,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||
Revenues | $ 6,000 | $ 52,000 |
Expenses | ||
Labor and related expenses | 886,000 | 1,370,000 |
Rent | 49,000 | 38,000 |
Depreciation and amortization | 29,000 | 15,000 |
Professional fees | 2,556,000 | 1,592,000 |
Research and development | 299,000 | 113,000 |
Other general and administrative | 105,000 | 334,000 |
Total Operating Expenses | 3,924,000 | 3,462,000 |
Operating Loss | (3,918,000) | (3,410,000) |
Other Income (Expense) | ||
Interest and dividend income | 3,000 | |
Interest Expense | 20,000 | |
Unrealized loss on trading securities | (11,000) | (15,000) |
Total Other Expense | (31,000) | (12,000) |
Loss from continuing operations | (3,949,000) | (3,422,000) |
Loss on discontinued operations | (2,000) | (35,000) |
Net Loss | $ (3,951,000) | $ (3,457,000) |
Loss from continuing operations | ||
Basic and Diluted earnings per share | $ (0.02) | $ (0.02) |
Loss on discontinued operations | ||
Basic and Diluted earnings per share | ||
Net Loss | ||
Basic and Diluted earnings per share | $ (0.02) | $ (0.02) |
Weighted Average Common Shares | ||
Basic and Diluted | 186,355,488 | 159,333,637 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements Of Changes In Stockholders' Equity (Unaudited) - 3 months ended Mar. 31, 2018 - USD ($) | Class A Preferred Stock [Member] | Class E Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Balance preferred stock, shares at Dec. 31, 2017 | 107,636 | 20,000 | ||||
Balance common stock, shares at Dec. 31, 2017 | 181,128,950 | 181,128,950 | ||||
Balance, value at Dec. 31, 2017 | $ 11 | $ 2 | $ 18,112 | $ 46,561,875 | $ (47,209,000) | $ (629,000) |
Common stock issued to related party for cash, shares | 500,000 | |||||
Common stock issued to related party for cash, value | $ 50 | 49,950 | 50,000 | |||
Common stock issued for cash, shares | 4,200,000 | |||||
Common stock issued for cash, value | $ 420 | 554,580 | 555,000 | |||
Fair value of common stock issued for employee compensation, shares | 1,250,000 | |||||
Fair value of common stock issued for employee compensation, value | $ 125 | 624,875 | 625,000 | |||
Fair value of common stock, options and warrants issued for services, shares | 4,441,942 | |||||
Fair value of common stock, options and warrants issued for services, value | $ 444 | 1,711,556 | 1,712,000 | |||
Vesting of options and warrants granted for services | 674,000 | 674,000 | ||||
Net loss | (3,951,000) | $ (3,951,000) | ||||
Balance preferred stock , shares at Mar. 31, 2018 | 107,636 | 20,000 | ||||
Balance common stock, shares at Mar. 31, 2018 | 191,520,892 | 191,520,892 | ||||
Balance, value at Mar. 31, 2018 | $ 11 | $ 2 | $ 19,151 | $ 50,176,836 | $ (51,160,000) | $ (964,000) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements Of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash Flows From Operating Activities: | ||
Net loss for the period | $ (3,951,000) | $ (3,457,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Loss on discontinued operations | (2,000) | (35,000) |
Depreciation and amortization | 29,000 | 15,000 |
Common stock issued for employee compensation | 625,000 | 847,000 |
Common stock, options and warrants issued for services | 1,712,000 | 1,065,000 |
Vesting of options and warrants granted for services | 674,000 | 402,000 |
Vesting of shares of common stock issued for services | 46,000 | |
Unrealized loss on trading securities | (11,000) | (15,000) |
Changes in operating assets and liabilities: | ||
Decrease (increase) in accounts receivables | (1,000) | 3,000 |
Decrease in other receivables | (100,000) | |
Decrease (increase) in prepaid expenses | (16,000) | 5,000 |
Increase in accounts payable and accrued liabilities | 51,000 | 43,000 |
Increase in accrued interest on line of credit - related party | 14,000 | |
Net Cash Used in Operating Activities from Continuing Operations | (816,000) | (897,000) |
Net Cash Used in Operating Activities from Discontinued Operations | (2,000) | (11,000) |
Net Cash Used in Operating Activities | (818,000) | (908,000) |
Cash Flows From Investing Activities: | ||
Net Cash (Used in) Provided by Investing Activities | ||
Cash Flows From Financing Activities: | ||
Proceeds from sale of common stock | 605,000 | |
Proceeds from short-term advances - related party | 5,000 | |
Proceeds from line of credit - related party | 200,000 | |
Net Cash Provided by Financing Activities | 810,000 | |
Net Decrease in Cash | (8,000) | (908,000) |
Cash and cash equivalents at beginning of period | 86,000 | 3,204,000 |
Cash and cash equivalents at end of period | 78,000 | 2,296,000 |
Supplemental Disclosure of Interest and Income Taxes Paid: | ||
Interest paid during the period | ||
Income taxes paid during the period |
Organization And Summary Of Sig
Organization And Summary Of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Organization And Summary Of Significant Accounting Policies | |
Organization and Summary of Significant Accounting Policies | NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Interim Financial Statements The accompanying condensed consolidated financial statements are unaudited. These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 filed with the SEC. The condensed consolidated balance sheet as of December 31, 2017 included herein was derived from the audited consolidated financial statements as of that date, but does not include all disclosures, including notes, required by GAAP. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary to fairly present the Company's financial position and results of operations for the interim periods reflected. Except as noted, all adjustments contained herein are of a normal recurring nature. Results of operations for the fiscal periods presented herein are not necessarily indicative of fiscal year-end results. Organization The Company was incorporated as Conceptualistics, Inc. on January 6, 1988 in Delaware. Subsequent to its incorporation, the Company changed its name to Eat at Joe’s, Ltd. In February 2015, the Company changed its name to SPYR, Inc. and adopted a new ticker symbol “SPYR” effective March 12, 2015. Nature of Business The primary focus of SPYR, Inc. (the “Company”) is to act as a holding company and develop a portfolio of profitable subsidiaries, not limited by any particular industry or business. Through our wholly owned subsidiary, SPYR APPS, LLC we operate our mobile games and applications business. The focus of the SPYR APPS subsidiary is the development and publication of our own mobile games as well as the publication of games developed by third-party developers. Through our other wholly owned subsidiary, E.A.J.: PHL Airport, Inc., we owned and operated the restaurant “Eat at Joe’s®,” which was located in the Philadelphia International Airport since 1997. Our lease in the Philadelphia Airport expired in April 2017. Concurrent with expiration of the lease the restaurant closed. Pursuant to current accounting guidelines, the assets and liabilities of EAJ as well as the results of its operations were presented in these financial statements as discontinued operations. Principles of Consolidation The consolidated financial statements include the accounts of SPYR, Inc. and its wholly-owned subsidiaries, SPYR APPS, LLC, a Nevada Limited Liability Company, E.A.J.: PHL, Airport Inc., a Pennsylvania corporation (discontinued operations, see Note 7), and Branded Foods Concepts, Inc., a Nevada corporation. Intercompany accounts and transactions have been eliminated. Going Concern The accompanying financial statements have been prepared under the assumption that the Company will continue as a going concern. Such assumption contemplates the realization of assets and satisfaction of liabilities in the normal course of business, however, the issues described below raise substantial doubt about the Company’s ability to do so. As shown in the accompanying financial statements, for the three months ended March 31, 2018, the Company recorded a net loss from continuing operations of $3,951,000 and utilized cash in continuing operations of $816,000. As of March 31, 2018, our cash balance was $78,000 and we had trading securities of $37,000. These issues raise substantial doubt about the Company’s ability to continue as a going concern. The Company plans to expand its mobile games and application development and publishing activities, such as Pocket Starships and Steven Universe Tap Together, through acquisition and/or development of its own intellectual property and publishing agreements with developers. Historically, we have financed our operations primarily through private sales of our trading securities or through sales of our common stock. If our sales goals for our products do not materialize as planned, we believe that the Company can reduce its The ability of the Company to continue as a going concern is dependent upon the success of future capital offerings or alternative financing arrangements and expansion of its operations. The accompanying financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. Management is actively pursuing additional sources of financing sufficient to generate enough cash flow to fund its operations through calendar year 2018. However, management cannot make any assurances that such financing will be secured. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles 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. Estimates and assumptions used by management affected impairment analysis for trading securities, fixed assets, intangible assets, capitalized licensing rights, amounts of potential liabilities, and valuation of issuance of equity securities. Actual results could differ from those estimates. Earnings (Loss) Per Share The Company’s computation of earnings (loss) per share (EPS) includes basic and diluted EPS. Basic EPS is calculated by dividing the Company’s net income (loss) available to common stockholders by the weighted average number of common shares during the period. Diluted EPS reflects the potential dilution, using the treasury stock method that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the net income (loss) of the Company. In computing diluted EPS, the treasury stock method assumes that outstanding options and warrants are exercised and the proceeds are used to purchase common stock at the average market price during the period. Shares of restricted stock are included in the basic weighted average number of common shares outstanding from the time they vest. The basic and fully diluted shares for the three months ended March 31, 2018 are the same because the inclusion of the potential shares (Class A – 26,909,028, Class E – 253,678, Options – 13,740,000, Warrants – 3,600,000) would have had an anti-dilutive effect due to the Company generating a loss for the three months ended March 31, 2018. The basic and fully diluted shares for the three months ended March 31, 2017 are the same because the inclusion of the potential shares (Class A – 26,909,028, Class E – 150,775, Options – 5,970,000, Warrants – 1,200,000) would have had an anti-dilutive effect due to the Company generating a loss for the three months ended March 31, 2017. Capitalized Gaming Assets and Licensing Rights Capitalized gaming assets and licensing rights represent costs to acquire trademarks, copyrights, software, technology, music or other intellectual property or proprietary rights in the development of our products. Depending upon the agreement with the rights holder, we may obtain the right to use the intellectual property in multiple products over a number of years, or alternatively, for a single product. Significant management judgments and estimates are utilized in assessing the recoverability of capitalized costs. In evaluating the recoverability of capitalized costs, the assessment of expected product performance utilizes forecasted sales amounts and estimates of additional costs to be incurred. If revised forecasted or actual product sales are less than the originally forecasted amounts utilized in the initial recoverability analysis, the net realizable value may be lower than originally estimated in any given quarter, which could result in an impairment charge. Material differences may result in the amount and timing of expenses for any period if management makes different judgments or utilizes different estimates in evaluating these qualitative factors. On October 23, 2017, the Company completed the acquisition of all assets that refer, relate or pertain to the real—time cross-platform MMO game commonly known and referred to as “Pocket Starships,” including but not limited to all intellectual property, know how, “urls,” websites, game engines, game store accounts, prior versions, company names and trade names, business plans, fnancial reports, financial data, employee data, customer lists, forecasts, strategies, and all other business information; manufacturing or other technical or scientific know-how, specifications, technical drawings, drawings, artwork, music, diagrams, schematics, technology, processes, and any other trade secrets, discoveries, ideas, concepts, know-how, techniques, materials, formulae, compositions, information, data, results, plans, surveys and/or reports of a technical nature; and software programs (including all forms of code), software documentation, software development kits, game design documents, and formulae related to the current, future and proposed products and services, including any additions, enhancements or modifications to the foregoing or derivatives thereof after the date hereof. As consideration for the acquisition, the Company issued eight million shares of the Company’s restricted common stock valued at $3,200,000, options to purchase up to eight million shares of the Company’s restricted common stock valued at $2,452,000 and assumed liabilities of $210,000 for a total purchase price of $5,862,000. The options are fully vested, exercisable at a price per share of $0.50 and will expire starting August 31, 2020. The acquisition of “Pocket Starships” was reported as part of capitalized gaming assets and licensing rights valued at $481,000 based upon discounted cash flows. The difference between purchase price and the capitalized value was recorded as loss on write down on assets during 4 th Further, the options previously issued pursuant to a purchase option agreement dated June 25, 2016, which provided for the option to purchase up to three million, seven hundred and fifty thousand shares of Registrant’s common stock, are fully vested and remain in effect in accordance with the terms of the purchase option agreement. Also during 2017, the Company capitalized $175,000 pursuant to a licensing agreement for the non-exclusive, limited right to incorporate certain intellectual property (IP) from various STAR TREK During the three months ended March 31, 2018, the Company recorded amortization expense of $18,000. As of March 31, 2018 and December, 2017, the unamortized capitalized gaming assets and licensing rights amounted to $726,000 and $743,000 respectively. Software Development Costs Costs incurred for software development are expensed as incurred. During the three months ended March 31, 2018 and 2017, the Company incurred $299,000 and $113,000 in software development costs paid to independent gaming software developers. Revenue Recognition In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers We adopted this new revenue recognition standard along with is related amendments on January 1, 2018 and have updated our accounting policy for revenue recognition. As expected, at our current level of revenue, the adoption of this new standard did not impact our financial position or results of operations operating cash flows. We determine revenue recognition by: (1) identifying the contract, or contracts, with our customer; (2) identifying the performance obligations in the contract; (3) determining the transaction price; (4) allocating the transaction price to performance obligations in the contract; and (5) recognizing revenue when, or as, we satisfy performance obligations by transferring the promised goods or services. Through our wholly owned subsidiary SPYR APPS, LLC, d/b/a SPYR GAMES, we develop, publish and co-publish mobile games, and then generate revenue through those games by way of advertising and in-app purchases. The Company’s dedicated mobile gaming applications can be downloaded through the app stores maintained by Apple and Google. The Company’s cross platform gaming application, which can be played on personal computers, Facebook and mobile devices, can be downloaded from the internet and Facebook as well as through the app stores maintained by Apple, Google and Amazon. We operate our games as live services that allow players to play for free. Within these games players can purchase virtual items to enhance their game-playing experience. Our identified performance obligation is to display the virtual items within the game. Payment is required at time of purchase and the purchase price is a fixed amount. Players can purchase our virtual items through various widely accepted payment methods offered in the games, including Apple iTunes accounts, Google Play accounts, Facebook local currency payments, PayPal and credit cards. Payments from players for virtual items are non-refundable and relate to non-cancellable contracts that specify our obligations. For revenue earned through app stores, players utilize the app store’s local currency-based payments program to purchase virtual items in our games. For all payment transactions on these app store platforms, the app store remits to us 70% of the price we request to be charged to the player for each transaction, which represents the transaction price. We recognize revenue net of the amounts retained by the app stores for platform and payment processing fees. Recent Accounting Standards In February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements. |
Trading Securities
Trading Securities | 3 Months Ended |
Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Trading Securities | NOTE 2 - TRADING SECURITIES Trading securities are purchased with the intent of selling them in the short term. Trading securities are recorded at market value and the difference between market value and cost of the securities is recorded as an unrealized gain or loss in the statement of operations. Gains from the sales of such marketable securities will be utilized to fund payment of obligations and to provide working capital for operations and to finance future growth, including, but not limited to: conducting our ongoing business, conducting strategic business development, marketing analysis, due diligence investigations into possible acquisitions, and research and development and implementation of the Company’s business plans generally. The Company’s securities investments that are bought and held principally for the purpose of selling them in the near term are classified as trading securities. Trading securities are recorded at fair value based on quoted market price (level 1) on the balance sheet in current assets, with the change in fair value during the period included in earnings. Investments in securities are summarized as follows: Fair Value at Gain on Unrealized Fair Value at Year Beginning of Year Sale Loss March 31, 2018 2018 $ 48,000 $ — $ (11,000 ) $ 37,000 The following table discloses the assets measured at fair value on a recurring basis and the methods used to determine fair value: Fair Value Measurements at Reporting Date Using Quoted Prices Significant Significant in Active Other Unobservable Fair Value at Markets Observable Inputs Inputs March 31, 2018 (Level 1) (Level 2) (Level 3) Trading securities $ 37,000 $ 37,000 $ — $ — Money market funds 36,000 36,000 — — Total $ 73,000 $ 73,000 $ — $ — Fair Value Measurements at Reporting Date Using Quoted Prices Significant Significant in Active Other Unobservable Fair Value at Markets Observable Inputs Inputs December 31, 2017 (Level 1) (Level 2) (Level 3) Trading securities $ 48,000 $ 48,000 $ — $ — Money market funds 36,000 36,000 — — Total $ 84,000 $ 84,000 $ — $ — Generally, for all trading securities and available-for-sale securities, fair value is determined by reference to quoted market prices (level 1). |
Property And Equipment
Property And Equipment | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 3 – PROPERTY AND EQUIPMENT Property and equipment consisted of the following: March 31, December 31, Equipment $ 28,000 $ 28,000 Furniture & fixtures 114,000 114,000 Leasehold improvements 107,000 107,000 249,000 249,000 Less: accumulated depreciation and amortization (126,000 ) (115,000 ) Property and Equipment, Net $ 123,000 $ 134,000 Depreciation expense for the three months ended March 31, 2018 and 2017 was $11,000 and $12,000, respectively. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Related Party Transactions | NOTE 4 - RELATED PARTY TRANSACTIONS On September 5, 2017, the Company obtained a revolving line of credit from Berkshire The line of credit allows the Company to borrow up to $1,000,000 with interest at 6% per annum. The loan is secured by a first lien on all the assets of the Company and its wholly owned subsidiary SPYR APPS, LLC. Repayment on the loan is due February 28, 2019. As of March 31, 2018, the Company has borrowed $1,000,000 and accrued interest of $21,000. During the three months ended March 31, 2018, the Company issued 500,000 shares of restricted common stock to the father of an executive officer of the Company for cash of $50,000. |
Commitments And Contingencies
Commitments And Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 5 – COMMITMENTS AND CONTINGENCIES Legal Proceedings We are involved in certain legal proceedings that arise from time to time in the ordinary course of our business. Except for income tax contingencies, we record accruals for contingencies to the extent that our management concludes that the occurrence is probable and that the related amounts of loss can be reasonably estimated. Legal expenses associated with the contingency are expensed as incurred. A material legal proceeding that is currently pending is as follows: On October 14, 2015, the Company was named as a defendant in a case filed in the United States District Court for the District of Delaware case: Zakeni Limited v. SPYR, Inc., f/k/a Eat at Joe’s., Ltd. The suit relates to the Company’s issuance of two convertible debentures in the aggregate principal amount of $1,500,000 in 1998. The plaintiff is seeking payment or conversion of said convertible debentures together with accrued interest and unspecified damages. The Company believes the claim is not a valid debt and is vigorously defending this lawsuit. On December 4, 2015, the Company filed a motion to dismiss the suit based on the statute of limitations. In evaluating a motion to dismiss, the Court is only allowed to view the allegations set forth in the plaintiff’s complaint and documents referenced therein, must assume that those allegations are true, and must construe all evidence contained in the referenced documents in a light most favorable to the plaintiff. On August 24, 2016, under this standard, the Court determined that the legal requirements to grant the motion to dismiss had not been fully satisfied and denied the Company’s Motion to Dismiss. Accordingly, no final determinations regarding liability have been made, the case will proceed to be litigated in the normal course, and, if the Company elects, it will have the ability to again present its arguments for dismissal prior to trial through a motion for summary judgment, which will allow for a determination to be made based on a legal standard that is slightly less favorable to the plaintiff. If that motion is denied, the Company will still have the opportunity to present all of its arguments and defenses at trial, at which Zakeni will have to prove its case by a preponderance of the evidence. The case is scheduled for trial on October 30, 2018 and the Company has recorded anticipated litigation and court costs in accrued expenses. Based upon available information at this stage of litigation, it is still the belief of management and opinion of in-house counsel that the Company will obtain a favorable ruling. Management does not expect any loss resulting from this lawsuit to be material. Employment Agreements Pursuant to employment agreements entered in December 2014 and October 2015, the Company agreed to compensate three officers with a base salary in the aggregate of $450,000 per year through 2020. In addition, as part of the employment agreement, the Company also agreed to grant these officers an aggregate of 1.55 million shares of common stock at the beginning of each employment year. Game Development Agreements The Company is party to various game development agreements. Payments are contingent upon the developer(s) meeting specified milestones and game performance. Pursuant to these agreements, the Company has agreed to pay up to $585,000 during the period from April 2018 through January 2019. Common Stock To Be Issued The Company is party to various third-party service agreements to be paid through the issuance of the company’s restricted common stock. Contingent upon the third parties providing the agreed upon services, the Company will issue up to 980,116 restricted common shares at various intervals during the period from April 2018 through February 2019. The shares will be recorded at fair value on the date earned under the respective agreements. |
Equity Transactions
Equity Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Equity Transactions | NOTE 6 – EQUITY TRANSACTIONS Common Stock: Three Months Ended March 31, 2018: During the three months ended March 31, 2018, the Company issued an aggregate of 4,200,000 shares of restricted common stock to third parties for cash of $555,000. During the three months ended March 31, 2018, the Company issued 500,000 shares of restricted common stock to the father of an executive officer of the Company for cash of $50,000. During the three months ended March 31, 2018, the Company issued an aggregate of 1,250,000 shares of restricted common stock to employees with a total fair value of $625,000 for services rendered. The shares issued are non-refundable and deemed earned upon issuance. As a result, the Company expensed the entire $625,000 upon issuance. The shares issued were valued at the date earned under the respective agreement based upon closing market price of the Company’s common stock. During the three months ended March 31, 2018, the Company issued an aggregate of 4,441,942 shares of restricted common stock to consultants with a total fair value of $1,712,000. The shares issued are non-refundable and deemed earned upon issuance. As a result, the Company expensed the entire $1,712,000 upon issuance. The shares issued were valued at the date earned under the respective agreements based upon closing market price of the Company’s common stock. Options: The following table summarizes common stock options activity: Weighted Average Exercise Options Price December 31, 2017 13,320,000 $ 1.74 Granted 420,000 1.00 Exercised — — Forfeited — — Outstanding, March 31, 2018 13,740,000 $ 1.72 Exercisable, March 31, 2018 12,855,000 $ 1.61 During the year ended December 31, 2017, the Company granted stock options to a consultant to purchase a total of 420,000 shares of common stock. During the three months ended March 31, 2018, the Company renewed the contract for an additional year and granted the consultant an additional 420,000 stock options with a total fair value of $115,000. A total of 105,000 options vested during three months ended March 31, 2018 while the remaining 385,000 options will vest through February 2019 at a rate of 35,000 shares per month. The options are exercisable at $1.00 per share and will expire over 4 years. The fair values of the options are recorded at their respective grant dates computed using the Black-Scholes Option Pricing Model. During the three months ended March 31, 2018, the Company recognized $52,000 in compensation expense based upon the vesting of outstanding options. As of March 31, 2018, the unamortized compensation expense for unvested options was $106,000 which will be over the vesting period. The weighted average exercise prices, remaining lives for options granted, and exercisable as of March 31, 2018 were as follows: Outstanding Options Exercisable Options Options Weighted Weighted Exercise Price Life Average Exercise Average Exercise Per Share Shares (Years) Price Shares Price $0.50 8,000,000 2.42 $0.50 8,000,000 $0.50 $1.00 1,490,000 1.57 – 3.93 $1.00 1,105,000 $1.00 $2.50 1,250,000 .75 $2.50 1,250,000 $2.50 $5.00 3,000,000 1.75 $5.00 2,500,000 $5.00 13,740,000 $1.72 12,855,000 $1.61 At March 31, 2018, the Company’s closing stock price was $0.395 per share. As all outstanding options had an exercise price greater than $0.395 per share, there was no intrinsic value of the options outstanding at March 31, 2018. The following table summarizes options granted with vesting terms activity: Weighted Average Number of Grant Date Shares Fair Value Non-vested, December 31, 2017 70,000 $ 1.00 Granted 420,000 1.00 Vested (105,000) 1.00 Forfeited — — Non-vested, March 31, 2018 385,000 $ 1.00 Warrants: The following table summarizes common stock warrants activity: Weighted Average Exercise Warrants Price Outstanding, December 31, 2017 1,700,000 $ 1.06 Granted 1,900,000 0.44 Exercised — — Forfeited — — Outstanding, March 31, 2018 3,600,000 $ 0.73 Exercisable, March 31, 2018 3,600,000 $ 0.73 In January 2018, pursuant to a services agreement, the Company granted warrants to purchase a total of 1,200,000 shares of restricted common stock with an exercise price of $0.40 and will expire 36 months after date of grant. The warrants are fully vested and exercisable upon grant. Total fair value of the warrants at grant date amounted to $383,000 computed using the Black-Scholes Option Pricing Model and was fully recognized on the date of grant. In March 2018, pursuant to a stock purchase agreement, the Company granted warrants to purchase a total of 700,000 shares of restricted common stock with an exercise price of $0.50 and will expire March 18, 2023. The warrants are fully vested and exercisable upon grant. Total fair value of the options at grant date amounted to $234,000 computed using the Black-Scholes Option Pricing Model and was fully recognized on the date of grant. The weighted average exercise prices, remaining lives for warrants granted, and exercisable as of March 31, 2018, were as follows: Outstanding and Exercisable Warrants Warrants Exercise Price Life Per Share Shares (Years) $0.01 600,000 2.76 $0.40 1,200,000 2.79 $0.50 800,000 0.58 – 4.97 $1.50 500,000 0.75 $2.00 500,000 0.75 3,600,000 At March 31, 2018, the Company’s closing stock price was $0.395 per share. As all outstanding warrants had an exercise price greater than $0.395 per share, there was no intrinsic value of the warrants outstanding at March 31, 2018. The table below represents the average assumptions used in valuing the stock options and warrants granted in fiscal 2018: Three Months Ended March 31, 2018 Expected life in years 3.00 – 5.00 Stock price volatility 138% - 153% Risk free interest rate 2.12 % - 2.65% Expected dividends — Forfeiture rate — The assumptions used in the Black Scholes models referred to above are based upon the following data: (1) the contractual life of the underlying non-employee options is the expected life. The expected life of the employee option is estimated by considering the contractual term of the option, the vesting period of the option, the employees’ expected exercise behavior and the post-vesting employee turnover rate. (2) The expected stock price volatility was based upon the Company’s historical stock price over the expected term of the option. (3) The risk-free interest rate is based on published U.S. Treasury Department interest rates for the expected terms of the underlying options. (4) The expected dividend yield was based on the fact that the Company has not paid dividends to common shareholders in the past and does not expect to pay dividends to common shareholders in the future. (5) The expected forfeiture rate is based on historical forfeiture activity and assumptions regarding future forfeitures based on the composition of current grantees. |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | NOTE 7 – DISCONTINUED OPERATIONS Restaurant Through our other wholly owned subsidiary, E.A.J.: PHL Airport, Inc., we owned and operated the restaurant “Eat at Joe’s®,” which was located in the Philadelphia International Airport since 1997. Our lease in the Philadelphia Airport expired in April 2017. Concurrent with expiration of the lease the restaurant closed. Pursuant to current accounting guidelines, the restaurant segment is reported as discontinued operations. The following table summarizes the assets and liabilities of our discontinued restaurant segment's discontinued operations as of March 31, 2018 and December 31, 2017: March 31, December 31, Assets: Accounts receivable, net $ — $ — Inventory $ — $ — Prepaid expenses $ — $ — Property and equipment, net $ — $ — Other assets $ — $ — Total Assets $ — $ — Liabilities: Accounts payable and accrued liabilities $ 22,000 $ 22,000 Total Liabilities $ 22,000 $ 22,000 The following table summarizes the results of operations of our discontinued restaurant for the three months ended March 31, 2018 and 2017 and is included in the consolidated statements of operations as discontinued operations: For the Three Months Ended March 31, 2018 2017 Revenues $ — $ 312,000 Cost of sales — 99,000 Gross Margin — 213,000 Expenses Labor and related expenses — 123,000 Rent 1,000 61,000 Depreciation and amortization — 15,000 Professional fees — — Other general and administrative 1,000 49,000 Total Operating Expenses 2,000 248,000 Operating Income (Loss) (2,000 ) (35,000 ) Other Income (Expense) Loss on disposal of assets — — Income (Loss) on discontinued operations $ (2,000 ) $ (35,000 ) |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Subsequent Events | NOTE 8 – SUBSEQUENT EVENTS Subsequent to March 31, 2018, the Company issued an aggregate of 272,506 shares of common stock to consultants with a total fair value of $104,000 for services rendered. The shares issued are non-refundable and deemed earned upon issuance. Subsequent to March 31, 2018, on April 20, 2018. the Company signed a convertible promissory note with a third party lender for up to $475,000 (net of original issue discount of $25,000). The note is for 12 months with interest at 8% per annum on the unpaid principal amount. The note holder has the right, at any time on or after 181 calendar days after the date of the note, to convert all or any portion of the outstanding principal and interest into the Company’s restricted common stock at $0.20 per share. On April 26, 2018 the Company borrowed $150,000 on this note. |
Organization And Summary Of S15
Organization And Summary Of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Organization And Summary Of Significant Accounting Policies Policies | |
Interim Financial Statements | Interim Financial Statements The accompanying condensed consolidated financial statements are unaudited. These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 filed with the SEC. The condensed consolidated balance sheet as of December 31, 2017 included herein was derived from the audited consolidated financial statements as of that date, but does not include all disclosures, including notes, required by GAAP. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary to fairly present the Company's financial position and results of operations for the interim periods reflected. Except as noted, all adjustments contained herein are of a normal recurring nature. Results of operations for the fiscal periods presented herein are not necessarily indicative of fiscal year-end results. |
Organization | Organization The Company was incorporated as Conceptualistics, Inc. on January 6, 1988 in Delaware. Subsequent to its incorporation, the Company changed its name to Eat at Joe’s, Ltd. In February 2015, the Company changed its name to SPYR, Inc. and adopted a new ticker symbol “SPYR” effective March 12, 2015. |
Nature of Business | Nature of Business The primary focus of SPYR, Inc. (the “Company”) is to act as a holding company and develop a portfolio of profitable subsidiaries, not limited by any particular industry or business. Through our wholly owned subsidiary, SPYR APPS, LLC we operate our mobile games and applications business. The focus of the SPYR APPS subsidiary is the development and publication of our own mobile games as well as the publication of games developed by third-party developers. Through our other wholly owned subsidiary, E.A.J.: PHL Airport, Inc., we owned and operated the restaurant “Eat at Joe’s®,” which was located in the Philadelphia International Airport since 1997. Our lease in the Philadelphia Airport expired in April 2017. Concurrent with expiration of the lease the restaurant closed. Pursuant to current accounting guidelines, the assets and liabilities of EAJ as well as the results of its operations were presented in these financial statements as discontinued operations. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of SPYR, Inc. and its wholly-owned subsidiaries, SPYR APPS, LLC, a Nevada Limited Liability Company, E.A.J.: PHL, Airport Inc., a Pennsylvania corporation (discontinued operations, see Note 7), and Branded Foods Concepts, Inc., a Nevada corporation. Intercompany accounts and transactions have been eliminated. |
Going Concern | Going Concern The accompanying financial statements have been prepared under the assumption that the Company will continue as a going concern. Such assumption contemplates the realization of assets and satisfaction of liabilities in the normal course of business, however, the issues described below raise substantial doubt about the Company’s ability to do so. As shown in the accompanying financial statements, for the three months ended March 31, 2018, the Company recorded a net loss from continuing operations of $3,951,000 and utilized cash in continuing operations of $816,000. As of March 31, 2018, our cash balance was $78,000 and we had trading securities of $37,000. These issues raise substantial doubt about the Company’s ability to continue as a going concern. The Company plans to expand its mobile games and application development and publishing activities, such as Pocket Starships and Steven Universe Tap Together, through acquisition and/or development of its own intellectual property and publishing agreements with developers. Historically, we have financed our operations primarily through private sales of our trading securities or through sales of our common stock. If our sales goals for our products do not materialize as planned, we believe that the Company can reduce its The ability of the Company to continue as a going concern is dependent upon the success of future capital offerings or alternative financing arrangements and expansion of its operations. The accompanying financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. Management is actively pursuing additional sources of financing sufficient to generate enough cash flow to fund its operations through calendar year 2018. However, management cannot make any assurances that such financing will be secured. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles 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. Estimates and assumptions used by management affected impairment analysis for trading securities, fixed assets, intangible assets, capitalized licensing rights, amounts of potential liabilities, and valuation of issuance of equity securities. Actual results could differ from those estimates. |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The Company’s computation of earnings (loss) per share (EPS) includes basic and diluted EPS. Basic EPS is calculated by dividing the Company’s net income (loss) available to common stockholders by the weighted average number of common shares during the period. Diluted EPS reflects the potential dilution, using the treasury stock method that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the net income (loss) of the Company. In computing diluted EPS, the treasury stock method assumes that outstanding options and warrants are exercised and the proceeds are used to purchase common stock at the average market price during the period. Shares of restricted stock are included in the basic weighted average number of common shares outstanding from the time they vest. The basic and fully diluted shares for the three months ended March 31, 2018 are the same because the inclusion of the potential shares (Class A – 26,909,028, Class E – 253,678, Options – 13,740,000, Warrants – 3,600,000) would have had an anti-dilutive effect due to the Company generating a loss for the three months ended March 31, 2018. The basic and fully diluted shares for the three months ended March 31, 2017 are the same because the inclusion of the potential shares (Class A – 26,909,028, Class E – 150,775, Options – 5,970,000, Warrants – 1,200,000) would have had an anti-dilutive effect due to the Company generating a loss for the three months ended March 31, 2017. |
Capitalized Gaming Assets and Licensing Rights | Capitalized Gaming Assets and Licensing Rights Capitalized gaming assets and licensing rights represent costs to acquire trademarks, copyrights, software, technology, music or other intellectual property or proprietary rights in the development of our products. Depending upon the agreement with the rights holder, we may obtain the right to use the intellectual property in multiple products over a number of years, or alternatively, for a single product. Significant management judgments and estimates are utilized in assessing the recoverability of capitalized costs. In evaluating the recoverability of capitalized costs, the assessment of expected product performance utilizes forecasted sales amounts and estimates of additional costs to be incurred. If revised forecasted or actual product sales are less than the originally forecasted amounts utilized in the initial recoverability analysis, the net realizable value may be lower than originally estimated in any given quarter, which could result in an impairment charge. Material differences may result in the amount and timing of expenses for any period if management makes different judgments or utilizes different estimates in evaluating these qualitative factors. On October 23, 2017, the Company completed the acquisition of all assets that refer, relate or pertain to the real—time cross-platform MMO game commonly known and referred to as “Pocket Starships,” including but not limited to all intellectual property, know how, “urls,” websites, game engines, game store accounts, prior versions, company names and trade names, business plans, financial reports, financial data, employee data, customer lists, forecasts, strategies, and all other business information; manufacturing or other technical or scientific know-how, specifications, technical drawings, drawings, artwork, music, diagrams, schematics, technology, processes, and any other trade secrets, discoveries, ideas, concepts, know-how, techniques, materials, formulae, compositions, information, data, results, plans, surveys and/or reports of a technical nature; and software programs (including all forms of code), software documentation, software development kits, game design documents, and formulae related to the current, future and proposed products and services, including any additions, enhancements or modifications to the foregoing or derivatives thereof after the date hereof. As consideration for the acquisition, the Company issued eight million shares of the Company’s restricted common stock valued at $3,200,000, options to purchase up to eight million shares of the Company’s restricted common stock valued at $2,452,000 and assumed liabilities of $210,000 for a total purchase price of $5,862,000. The options are fully vested, exercisable at a price per share of $0.50 and will expire starting August 31, 2020. The acquisition of “Pocket Starships” was reported as part of capitalized gaming assets and licensing rights valued at $481,000 based upon discounted cash flows. The difference between purchase price and the capitalized value was recorded as loss on write down on assets during 4 th Further, the options previously issued pursuant to a purchase option agreement dated June 25, 2016, which provided for the option to purchase up to three million, seven hundred and fifty thousand shares of Registrant’s common stock, are fully vested and remain in effect in accordance with the terms of the purchase option agreement. Also during 2017, the Company capitalized $175,000 pursuant to a licensing agreement for the non-exclusive, limited right to incorporate certain intellectual property (IP) from various STAR TREK During the three months ended March 31, 2018, the Company recorded amortization expense of $18,000. As of March 31, 2018 and December, 2017, the unamortized capitalized gaming assets and licensing rights amounted to $726,000 and $743,000 respectively. |
Software Development Costs | Software Development Costs Costs incurred for software development are expensed as incurred. During the three months ended March 31, 2018 and 2017, the Company incurred $299,000 and $113,000 in software development costs paid to independent gaming software developers. |
Revenue Recognition | Revenue Recognition In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers We adopted this new revenue recognition standard along with is related amendments on January 1, 2018 and have updated our accounting policy for revenue recognition. As expected, at our current level of revenue, the adoption of this new standard did not impact our financial position or results of operations operating cash flows. We determine revenue recognition by: (1) identifying the contract, or contracts, with our customer; (2) identifying the performance obligations in the contract; (3) determining the transaction price; (4) allocating the transaction price to performance obligations in the contract; and (5) recognizing revenue when, or as, we satisfy performance obligations by transferring the promised goods or services. Through our wholly owned subsidiary SPYR APPS, LLC, d/b/a SPYR GAMES, we develop, publish and co-publish mobile games, and then generate revenue through those games by way of advertising and in-app purchases. The Company’s dedicated mobile gaming applications can be downloaded through the app stores maintained by Apple and Google. The Company’s cross platform gaming application, which can be played on personal computers, Facebook and mobile devices, can be downloaded from the internet and Facebook as well as through the app stores maintained by Apple, Google and Amazon. We operate our games as live services that allow players to play for free. Within these games players can purchase virtual items to enhance their game-playing experience. Our identified performance obligation is to display the virtual items within the game. Payment is required at time of purchase and the purchase price is a fixed amount. Players can purchase our virtual items through various widely accepted payment methods offered in the games, including Apple iTunes accounts, Google Play accounts, Facebook local currency payments, PayPal and credit cards. Payments from players for virtual items are non-refundable and relate to non-cancellable contracts that specify our obligations. For revenue earned through app stores, players utilize the app store’s local currency-based payments program to purchase virtual items in our games. For all payment transactions on these app store platforms, the app store remits to us 70% of the price we request to be charged to the player for each transaction, which represents the transaction price. We recognize revenue net of the amounts retained by the app stores for platform and payment processing fees. |
Recent Accounting Standards | Recent Accounting Standards In February 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-02, Leases Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements. |
Trading Securities (Tables)
Trading Securities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Trading Securities Tables | |
Schedule of Change in Investment in Securities | Investments in securities are summarized as follows: Fair Value at Gain on Unrealized Fair Value at Year Beginning of Year Sale Loss March 31, 2018 2018 $ 48,000 $ — $ (11,000 ) $ 37,000 |
Schedule of Fair Value of Assets Measured on Recurring Basis | The following table discloses the assets measured at fair value on a recurring basis and the methods used to determine fair value: Fair Value Measurements at Reporting Date Using Quoted Prices Significant Significant in Active Other Unobservable Fair Value at Markets Observable Inputs Inputs March 31, 2018 (Level 1) (Level 2) (Level 3) Trading securities $ 37,000 $ 37,000 $ — $ — Money market funds 36,000 36,000 — — Total $ 73,000 $ 73,000 $ — $ — Fair Value Measurements at Reporting Date Using Quoted Prices Significant Significant in Active Other Unobservable Fair Value at Markets Observable Inputs Inputs December 31, 2017 (Level 1) (Level 2) (Level 3) Trading securities $ 48,000 $ 48,000 $ — $ — Money market funds 36,000 36,000 — — Total $ 84,000 $ 84,000 $ — $ — |
Property And Equipment (Tables)
Property And Equipment (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: March 31, December 31, Equipment $ 28,000 $ 28,000 Furniture & fixtures 114,000 114,000 Leasehold improvements 107,000 107,000 249,000 249,000 Less: accumulated depreciation and amortization (126,000 ) (115,000 ) Property and Equipment, Net $ 123,000 $ 134,000 |
Equity Transactions (Tables)
Equity Transactions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity Transactions Tables | |
Summarizes Common Stock Options Activity | The following table summarizes common stock options activity: Weighted Average Exercise Options Price December 31, 2017 13,320,000 $ 1.74 Granted 420,000 1.00 Exercised — — Forfeited — — Outstanding, March 31, 2018 13,740,000 $ 1.72 Exercisable, March 31, 2018 12,855,000 $ 1.61 |
Schedule of Weighted Average Excerise Price Range | The weighted average exercise prices, remaining lives for options granted, and exercisable as of March 31, 2018 were as follows: Outstanding Options Exercisable Options Options Weighted Weighted Exercise Price Life Average Exercise Average Exercise Per Share Shares (Years) Price Shares Price $0.50 8,000,000 2.42 $0.50 8,000,000 $0.50 $1.00 1,490,000 1.57 – 3.93 $1.00 1,105,000 $1.00 $2.50 1,250,000 .75 $2.50 1,250,000 $2.50 $5.00 3,000,000 1.75 $5.00 2,500,000 $5.00 13,740,000 $1.72 12,855,000 $1.61 |
Summarizes Options Granted With Vesting Terms Activity | The following table summarizes options granted with vesting terms activity: Weighted Average Number of Grant Date Shares Fair Value Non-vested, December 31, 2017 70,000 $ 1.00 Granted 420,000 1.00 Vested (105,000) 1.00 Forfeited — — Non-vested, March 31, 2018 385,000 $ 1.00 |
Summarizes Common Stock Warrants Activity | The following table summarizes common stock warrants activity: Weighted Average Exercise Warrants Price Outstanding, December 31, 2017 1,700,000 $ 1.06 Granted 1,900,000 0.44 Exercised — — Forfeited — — Outstanding, March 31, 2018 3,600,000 $ 0.73 Exercisable, March 31, 2018 3,600,000 $ 0.73 |
Schedule of Warrants Weighted Average Excerise Price Range | The weighted average exercise prices, remaining lives for warrants granted, and exercisable as of March 31, 2018, were as follows: Outstanding and Exercisable Warrants Warrants Exercise Price Life Per Share Shares (Years) $0.01 600,000 2.76 $0.40 1,200,000 2.79 $0.50 800,000 0.58 – 4.97 $1.50 500,000 0.75 $2.00 500,000 0.75 3,600,000 |
Schedule of Assumptions Used in Valuing the Stock Options and Warrants | The table below represents the average assumptions used in valuing the stock options and warrants granted in fiscal 2018: Three Months Ended March 31, 2018 Expected life in years 3.00 – 5.00 Stock price volatility 138% - 153% Risk free interest rate 2.12 % - 2.65% Expected dividends — Forfeiture rate — |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Discontinued Operations Tables | |
Summarizes the Assets and Liabilities and Operations of Segment Discontinued Operations | The following table summarizes the assets and liabilities of our discontinued restaurant segment's discontinued operations as of March 31, 2018 and December 31, 2017: March 31, December 31, Assets: Accounts receivable, net $ — $ — Inventory $ — $ — Prepaid expenses $ — $ — Property and equipment, net $ — $ — Other assets $ — $ — Total Assets $ — $ — Liabilities: Accounts payable and accrued liabilities $ 22,000 $ 22,000 Total Liabilities $ 22,000 $ 22,000 The following table summarizes the results of operations of our discontinued restaurant for the three months ended March 31, 2018 and 2017 and is included in the consolidated statements of operations as discontinued operations: For the Three Months Ended March 31, 2018 2017 Revenues $ — $ 312,000 Cost of sales — 99,000 Gross Margin — 213,000 Expenses Labor and related expenses — 123,000 Rent 1,000 61,000 Depreciation and amortization — 15,000 Professional fees — — Other general and administrative 1,000 49,000 Total Operating Expenses 2,000 248,000 Operating Income (Loss) (2,000 ) (35,000 ) Other Income (Expense) Loss on disposal of assets — — Income (Loss) on discontinued operations $ (2,000 ) $ (35,000 ) |
Trading Securities (Schedule Of
Trading Securities (Schedule Of Change In Investment In Securities) (Details) - Trading Securities [Member] | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair Value at Beginning of Year | $ 48,000 |
Gain on Sale | |
Unrealized Loss | (11,000) |
Fair Value at March 31, 2018 | $ 37,000 |
Trading Securities (Schedule 21
Trading Securities (Schedule Of Fair Value Of Assets Measured On Recurring Basis) (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading securities | $ 37,000 | $ 48,000 |
Fair Value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading securities | 37,000 | 48,000 |
Money market funds | 36,000 | 36,000 |
Total | 73,000 | 84,000 |
Fair Value Measurements At Reporting Date Using Quoted Prices in Active Markets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading securities | 37,000 | 48,000 |
Money market funds | 36,000 | 36,000 |
Total | 73,000 | 84,000 |
Fair Value Measurements At Reporting Date Using Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading securities | ||
Money market funds | ||
Total | ||
Fair Value Measurements At Reporting Date Using Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Trading securities | ||
Money market funds | ||
Total |
Property And Equipment (Details
Property And Equipment (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Property And Equipment Details | ||
Equipment | $ 28,000 | $ 28,000 |
Furniture and fixtures | 114,000 | 114,000 |
Leasehold improvements | 107,000 | 107,000 |
Property and Equipment, Gross | 249,000 | 249,000 |
Less: accumulated depreciation and amortization | 126,000 | 115,000 |
Property and Equipment, Net | $ 123,000 | $ 134,000 |
Equity Transactions (Summarizes
Equity Transactions (Summarizes Common Stock Options Activity) (Details) | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Options | |
Outstanding, balance at beginning | shares | 13,320,000 |
Granted | shares | 420,000 |
Exercised | shares | |
Forfeited | shares | |
Outstanding, balance at end | shares | 13,740,000 |
Exercisable, at the end | shares | 12,855,000 |
Weighted Average Exercise Price | |
Outstanding, balance at beginning | $ / shares | $ 1.74 |
Granted | $ / shares | 1 |
Exercised | $ / shares | |
Forfeited | $ / shares | |
Outstanding, balance at end | $ / shares | 1.72 |
Exercisable, balance at end | $ / shares | $ 1.61 |
Equity Transactions (Schedule O
Equity Transactions (Schedule Of Weighted Average Excerise Price Range) (Details) | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding Options, Shares | shares | 13,740,000 |
Outstanding Options, Weighted Average Exercise Price | $ / shares | $ 1.72 |
Exercisable Options, Shares | shares | 12,855,000 |
Exercisable Options, Weighted Average Exercise Price | $ / shares | $ 1.61 |
Stock Options [Member] | Exercise Price Per Share $0.50 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding Options, Shares | shares | 8,000,000 |
Outstanding Options, Life (Years) | 2 years 5 months 1 day |
Outstanding Options, Weighted Average Exercise Price | $ / shares | $ 0.50 |
Exercisable Options, Shares | shares | 8,000,000 |
Exercisable Options, Weighted Average Exercise Price | $ / shares | $ 0.50 |
Stock Options [Member] | Exercise Price Per Share $1.00 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding Options, Shares | shares | 1,490,000 |
Outstanding Options, Weighted Average Exercise Price | $ / shares | $ 1 |
Exercisable Options, Shares | shares | 1,105,000 |
Exercisable Options, Weighted Average Exercise Price | $ / shares | $ 1 |
Stock Options [Member] | Exercise Price Per Share $1.00 [Member] | Minimum [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding Options, Life (Years) | 1 year 6 months 25 days |
Stock Options [Member] | Exercise Price Per Share $1.00 [Member] | Maximum [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding Options, Life (Years) | 3 years 11 months 5 days |
Stock Options [Member] | Exercise Price Per Share $2.50 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding Options, Shares | shares | 1,250,000 |
Outstanding Options, Life (Years) | 9 months |
Outstanding Options, Weighted Average Exercise Price | $ / shares | $ 2.50 |
Exercisable Options, Shares | shares | 1,250,000 |
Exercisable Options, Weighted Average Exercise Price | $ / shares | $ 2.50 |
Stock Options [Member] | Exercise Price Per Share $5.00 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding Options, Shares | shares | 3,000,000 |
Outstanding Options, Life (Years) | 1 year 9 months |
Outstanding Options, Weighted Average Exercise Price | $ / shares | $ 5 |
Exercisable Options, Shares | shares | 2,500,000 |
Exercisable Options, Weighted Average Exercise Price | $ / shares | $ 5 |
Equity Transactions (Summariz25
Equity Transactions (Summarizes Options Granted With Vesting Terms Activity) (Details) - Stock Options [Member] | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of Shares | |
Balance at the beginning | shares | 70,000 |
Granted | shares | 420,000 |
Vested | shares | (105,000) |
Forfeited | shares | |
Balance at the end | shares | 385,000 |
Weighted Average Grant Date Fair Value | |
Balance at the beginning | $ / shares | $ 1 |
Granted | $ / shares | 1 |
Vested | $ / shares | 1 |
Forfeited | $ / shares | |
Balance at the end | $ / shares | $ 1 |
Equity Transactions (Summariz26
Equity Transactions (Summarizes Common Stock Warrants Activity) (Details) - Warrants [Member] | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Warrants | |
Balance at the beginning | shares | 1,700,000 |
Granted | shares | 1,900,000 |
Exercised | shares | |
Forfeited | shares | |
Balance at the end | shares | 3,600,000 |
Exercisable, at the end | shares | 3,600,000 |
Weighted Average Exercise Price | |
Balance at the beginning | $ / shares | $ 1.06 |
Granted | $ / shares | 0.44 |
Exercised | $ / shares | |
Forfeited | $ / shares | |
Balance at the end | $ / shares | 0.73 |
Exercisable, at the end | $ / shares | $ 0.73 |
Equity Transactions (Schedule27
Equity Transactions (Schedule Of Warrants Weighted Average Excerise Price Range) (Details) | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding and Exercisable Warrants, Shares | 13,740,000 |
Warrants [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding and Exercisable Warrants, Shares | 3,600,000 |
Warrants [Member] | Exercise Price Per Share $0.01 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding and Exercisable Warrants, Shares | 600,000 |
Outstanding and Exercisable Warrants, Life (Years) | 2 years 9 months 4 days |
Warrants Exercise Price, Per Share | $ / shares | $ 0.01 |
Warrants [Member] | Exercise Price Per Share $0.40 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding and Exercisable Warrants, Shares | 1,200,000 |
Outstanding and Exercisable Warrants, Life (Years) | 2 years 9 months 14 days |
Warrants Exercise Price, Per Share | $ / shares | $ 0.40 |
Warrants [Member] | Exercise Price Per Share $0.50 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding and Exercisable Warrants, Shares | 800,000 |
Warrants Exercise Price, Per Share | $ / shares | $ 0.50 |
Warrants [Member] | Exercise Price Per Share $0.50 [Member] | Minimum [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding and Exercisable Warrants, Life (Years) | 6 months 29 days |
Warrants [Member] | Exercise Price Per Share $0.50 [Member] | Maximum [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding and Exercisable Warrants, Life (Years) | 4 years 11 months 19 days |
Warrants [Member] | Exercise Price Per Share $1.50 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding and Exercisable Warrants, Shares | 500,000 |
Outstanding and Exercisable Warrants, Life (Years) | 9 months |
Warrants Exercise Price, Per Share | $ / shares | $ 1.50 |
Warrants [Member] | Exercise Price Per Share $2.00 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Outstanding and Exercisable Warrants, Shares | 500,000 |
Outstanding and Exercisable Warrants, Life (Years) | 9 months |
Warrants Exercise Price, Per Share | $ / shares | $ 2 |
Equity Transactions (Schedule28
Equity Transactions (Schedule Of Assumptions Used In Valuing The Stock Options And Warrants) (Details) - Stock Options And Warrants [Member] | 3 Months Ended |
Mar. 31, 2018 | |
Assumptions - Black Scholes Model: | |
Expected dividends | |
Forfeiture rate | |
Minimum [Member] | |
Assumptions - Black Scholes Model: | |
Expected life in years | 3 years |
Stock price volatility | 138.00% |
Risk free interest rate | 2.12% |
Maximum [Member] | |
Assumptions - Black Scholes Model: | |
Expected life in years | 5 years |
Stock price volatility | 153.00% |
Risk free interest rate | 2.65% |
Discontinued Operations (Summar
Discontinued Operations (Summarizes the Assets and Liabilities and Operations of Segment Discontinued) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Assets: | |||
Prepaid expenses | $ 19,000 | $ 35,000 | |
Property and equipment, net | 123,000 | 134,000 | |
Other assets | 16,000 | 16,000 | |
Total Assets | 1,013,000 | 1,078,000 | |
Liabilities: | |||
Accounts payable and accrued liabilities | 929,000 | 878,000 | |
Total Liabilities | 1,977,000 | 1,707,000 | |
Revenues | 6,000 | $ 52,000 | |
Expenses | |||
Labor and related expenses | 886,000 | 1,370,000 | |
Rent | 49,000 | 38,000 | |
Depreciation and amortization | 29,000 | 15,000 | |
Professional fees | 2,556,000 | 1,592,000 | |
Other general and administrative | 105,000 | 334,000 | |
Total Operating Expenses | 3,924,000 | 3,462,000 | |
Operating Income (Loss) | (3,918,000) | (3,410,000) | |
Other Income (Expense) | |||
Income (Loss) on discontinued operations | (3,949,000) | (3,422,000) | |
Discontinued Operations From Former Restaurant Segment [Member] | |||
Assets: | |||
Accounts receivable, net | |||
Inventory | |||
Prepaid expenses | |||
Property and equipment, net | |||
Other assets | |||
Total Assets | |||
Liabilities: | |||
Accounts payable and accrued liabilities | 22,000 | 22,000 | |
Total Liabilities | 22,000 | $ 22,000 | |
Revenues | 312,000 | ||
Cost of sales | 99,000 | ||
Gross Margin | 213,000 | ||
Expenses | |||
Labor and related expenses | 123,000 | ||
Rent | 1,000 | 61,000 | |
Depreciation and amortization | 15,000 | ||
Professional fees | |||
Other general and administrative | 1,000 | 49,000 | |
Total Operating Expenses | 2,000 | 248,000 | |
Operating Income (Loss) | (2,000) | (35,000) | |
Other Income (Expense) | |||
Loss on disposal of assets | |||
Income (Loss) on discontinued operations | $ (2,000) | $ (35,000) |
Organization And Summary Of S30
Organization And Summary Of Significant Accounting Policies (Narrative) (Details) - USD ($) | Oct. 23, 2017 | Mar. 31, 2018 | Mar. 30, 2018 | Mar. 31, 2017 | Mar. 30, 2017 | Dec. 31, 2017 |
Non-Exclusive Limited Right To Incorporate Intellectual Property [Member] | ||||||
Assets aquired in aqusition | $ 100,000 | |||||
Estimated useful life of gaming assets and licensing rights | 1 year 7 months 6 days | |||||
Capitalized licensing rights, additions | $ 175,000 | |||||
Capitalized Gaming Asset And Licensing Rights [Member] | ||||||
Capitalized licensing rights, amortization | $ 18,000 | |||||
Unamortized capitalized licensing rights | $ 726,000 | $ 743,000 | ||||
Stock Options [Member] | ||||||
Stock option terms | As all outstanding options had an exercise price greater than $0.395 per share, there was no intrinsic value of the options outstanding at March 31, 2018. | |||||
Acquisition Of Assets - Pocket Starships [Member] | ||||||
Liabilities assumed in aquisition | $ 210,000 | |||||
Total purchase price of acquisition | 5,862,000 | |||||
Assets aquired in aqusition | $ 481,000 | |||||
Amortization method of gaming assets and licensing rights | A straight-line basis | |||||
Acquisition Of Assets - Pocket Starships [Member] | Minimum [Member] | ||||||
Estimated useful life of gaming assets and licensing rights | 7 years | |||||
Acquisition Of Assets - Pocket Starships [Member] | Maximum [Member] | ||||||
Estimated useful life of gaming assets and licensing rights | 10 years | |||||
Acquisition Of Assets - Pocket Starships [Member] | Restricted Common Stock [Member] | ||||||
Shares issued for acquisition, shares | 8,000,000 | |||||
Shares issued for acquisition, value | $ 3,200,000 | |||||
Acquisition Of Assets - Pocket Starships [Member] | Stock Options [Member] | ||||||
Purchase of options authorized for acquisition, shares | 8,000,000 | |||||
Purchase of options authorized for acquisition, value | $ 2,452,000 | |||||
Stock option terms | The options are fully vested, exercisable at a price per share of $0.50 | |||||
Stock option expire date | Aug. 31, 2020 | |||||
Class A Preferred Stock [Member] | ||||||
Antidilutive shares excluded from computation of basic earnings per share | 26,909,028 | 26,909,028 | ||||
Class E Preferred Stock [Member] | ||||||
Antidilutive shares excluded from computation of basic earnings per share | 253,678 | 150,775 | ||||
Stock Options [Member] | ||||||
Antidilutive shares excluded from computation of basic earnings per share | 13,740,000 | 5,970,000 | ||||
Warrants [Member] | ||||||
Antidilutive shares excluded from computation of basic earnings per share | 3,600,000 | 1,200,000 |
Property And Equipment (Narrati
Property And Equipment (Narrative) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Property And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciation expenses | $ 11,000 | $ 12,000 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - USD ($) | Sep. 05, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 |
Short-term Debt [Line Items] | ||||
Proceeds from line of credit | $ 200,000 | |||
Berkshire Capital Management Co., Inc. - A Company Controlled By Joseph Fiore, Majority Shareholder And Chairman Of The Board Of Directors [Member] | Revolving Line Of Credit Dated September 05, 2017 [Member] | ||||
Short-term Debt [Line Items] | ||||
Line of credit borrowing capacity | $ 1,000,000 | |||
Line of credit interest rate | 6.00% | |||
Line of credit collateral security | The loan is secured by a first lien on all the assets of the Company and its wholly owned subsidiary SPYR APPS, LLC. | |||
Line of credit due date | Feb. 28, 2019 | |||
Proceeds from line of credit | $ 1,000,000 | |||
Accrued interest | $ 21,000 | $ 21,000 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) - USD ($) | Oct. 14, 2015 | Mar. 31, 2018 | Oct. 31, 2015 |
Suit Relates To Issuance Of Convertible Debentures [Member] | |||
Other Commitments [Line Items] | |||
Defendant name | SPYR, Inc., f/k/a Eat at Joes., Ltd | ||
Plaintiff name | Zakeni Limited | ||
Domicile of litigation | Case filed in the United States District Court for the District of Delaware case | ||
Sought damages value | $ 1,500,000 | ||
Sought damages description | The plaintiff is seeking payment or conversion of said convertible debentures together with accrued interest and unspecified damages. | ||
Trial commencement month and year | 2018-10 | ||
Commitment For Employment Agreement [Member] | Three Officers [Member] | |||
Other Commitments [Line Items] | |||
Agreement description | Pursuant to employment agreements entered in December 2014 and October 2015, the Company agreed to compensate three officers with a base salary in the aggregate of $450,000 per year through 2020. In addition, as part of the employment agreement, the Company also agreed to grant these officers an aggregate of 1.55 million shares of common stock at the beginning of each employment year. | ||
Commitment For Game Development Agreements [Member] | |||
Other Commitments [Line Items] | |||
Agreement description | The Company is party to various game development agreements. Payments are contingent upon the developer(s) meeting specified milestones and game performance. Pursuant to these agreements, the Company has agreed to pay up to $585,000 during the period from April 2018 through January 2019. | ||
Commitment For Third-Party Service Agreements [Member] | |||
Other Commitments [Line Items] | |||
Agreement description | Contingent upon the third parties providing the agreed upon services, the Company will issue up to 980,116 restricted common shares at various intervals during the period from April 2018 through February 2019. The shares will be recorded at fair value on the date earned under the respective agreements. |
Equity Transactions (Common Sto
Equity Transactions (Common Stock Issued In Period 2018) (Narrative) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Stock issued for cash, value | $ 555,000 | |
Stock issued to employees for services, value | 625,000 | |
Share based compensation | 625,000 | $ 847,000 |
Stock issued to consultants for services, value | 1,712,000 | |
Restricted Common Stock [Member] | Consultant [Member] | ||
Share based compensation | $ 1,712,000 | |
Stock issued to consultants for services, shares | 4,441,942 | |
Stock issued to consultants for services, value | $ 1,712,000 | |
Restricted Common Stock [Member] | Third Parties [Member] | ||
Stock issued for cash, shares | 4,200,000 | |
Stock issued for cash, value | $ 555,000 | |
Restricted Common Stock [Member] | Father Of An Executive Officer[Member] | ||
Stock issued for cash, shares | 500,000 | |
Stock issued for cash, value | $ 50,000 | |
Restricted Common Stock [Member] | Employees [Member] | ||
Stock issued to employees for services, shares | 1,250,000 | |
Stock issued to employees for services, value | $ 625,000 | |
Share based compensation | $ 625,000 |
Equity Transactions (Options) (
Equity Transactions (Options) (Narrative) (Details) - Stock Options [Member] - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Stock options granted | 420,000 | |
No of options vested | 105,000 | |
Award terms | As all outstanding options had an exercise price greater than $0.395 per share, there was no intrinsic value of the options outstanding at March 31, 2018. | |
Share price | $ 0.395 | |
Consultant [Member] | ||
Stock options granted | 420,000 | 420,000 |
Fair value of stock option at grant date | $ 115,000 | |
No of options vested | 105,000 | |
Vesting terms | A total of 105,000 options vested during three months ended March 31, 2018 while the remaining 385,000 options will vest through February 2019 at a rate of 35,000 shares per month. | |
Award terms | The options are exercisable at $1.00 per share and will expire over 4 years. | |
Unvested compensation costs not yet recognized | $ 52,000 | |
Future unamortized compensation expenses for unvested options | $ 106,000 |
Equity Transactions (Warrants)
Equity Transactions (Warrants) (Narrative) (Details) - Warrants [Member] - USD ($) | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2018 | Jan. 31, 2018 | Mar. 31, 2018 | |
No of stock or warrants granted | 1,900,000 | ||
Share price | $ 0.395 | $ 0.395 | |
Award terms | As all outstanding warrants had an exercise price greater than $0.395 per share, there was no intrinsic value of the warrants outstanding at March 31, 2018. | ||
Services Agreement [Member] | |||
No of stock or warrants granted | 1,200,000 | ||
Exercise price of warrants | $ 0.40 | ||
Stock or warrants vesting period | 36 months | ||
Fair value of stock or warrants at grant date | $ 383,000 | ||
Stock Purchase Agreement [Member] | |||
No of stock or warrants granted | 1,200,000 | ||
Exercise price of warrants | $ .50 | $ .50 | |
Fair value of stock or warrants at grant date | $ 234,000 | ||
Warrants expiration date | Mar. 8, 2023 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) | Apr. 26, 2018 | Apr. 20, 2018 | May 15, 2018 | Mar. 31, 2018 |
Subsequent Event [Line Items] | ||||
Stock issued for services, value | $ 1,712,000 | |||
Common Stock [Member] | ||||
Subsequent Event [Line Items] | ||||
Stock issued for services, shares | 4,441,942 | |||
Stock issued for services, value | $ 444 | |||
Subsequent Event [Member] | Convertible Promissory Note With Third Party Dated - April 20, 2018 [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt instrument face amount | $ 475,000 | |||
Net of original issue discount | $ 25,000 | |||
Debt maturity terms | 12 months | |||
Debt instrument interest rate | 8.00% | |||
Debt instrument conversion terms | The note holder has the right, at any time on or after 181 calendar days after the date of the note, to convert all or any portion of the outstanding principal and interest into the Company’s restricted common stock at $0.20 per share. | |||
Proceeds from convertible note | $ 150,000 | |||
Subsequent Event [Member] | Common Stock [Member] | Consultant [Member] | ||||
Subsequent Event [Line Items] | ||||
Stock issued for services, shares | 272,506 | |||
Stock issued for services, value | $ 104,000 |