Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 14, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Applied Minerals, Inc. | |
Entity Central Index Key | 0000008328 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Address, State or Province | NY | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Entity Common Stock, Shares Outstanding | 175,638,549 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
Current Assets | ||
Cash | $ 229,337 | $ 52,793 |
Accounts receivable | 86,125 | 78,308 |
Deposits and prepaid expenses | 113,314 | 284,208 |
Total Current Assets | 428,776 | 415,309 |
Operating lease right-of-use assets | 187,991 | 238,151 |
Land | 500,000 | 500,000 |
Other Assets | ||
Deposits | 336,051 | 335,720 |
Total Other Assets | 336,051 | 335,720 |
TOTAL ASSETS | 1,452,818 | 1,489,180 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 2,224,921 | 1,693,589 |
Paycheck Protection Program Loan | 223,075 | 0 |
PIK Note interest accrual | 362,483 | 176,903 |
Current portion of notes payable ($0 and $250,000 to related party, respectively) | 125,521 | 458,728 |
Current portion of operating lease liabilities | 106,276 | 101,487 |
Total Current Liabilities | 3,042,276 | 2,430,707 |
Long-Term Liabilities | ||
PIK Notes payable, net of $1,276,152 and $1,464,311 debt discount, respectively | 44,373,252 | 43,702,301 |
Operating lease liabilities | 85,965 | 140,321 |
Total Long-Term Liabilities | 44,459,217 | 43,842,622 |
TOTAL LIABILITIES | 47,501,493 | 46,273,329 |
Stockholders' Deficit | ||
Preferred stock, $0.001 par value, 10,000,000 shares authorized, none issued and outstanding | 0 | 0 |
Common stock, $0.001 par value, 700,000,000 shares authorized, and 175,638,549 and 175,513,549 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively. | 175,639 | 175,514 |
Additional paid-in capital | 73,786,404 | 73,774,766 |
Accumulated deficit prior to the exploration stage | (20,009,496) | (20,009,496) |
Accumulated deficit during the exploration stage | (100,001,222) | (98,724,933) |
Total Stockholders' Deficit | (46,048,675) | (44,784,149) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 1,452,818 | $ 1,489,180 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
Stockholders' Equity, Number of Shares, Par Value and Other Disclosures [Abstract] | ||
Notes Payable, Related Parties, Current | $ 0 | $ 250,000 |
PIK Notes payable, debt discount | $ 1,276,152 | $ 1,464,311 |
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 700,000,000 | 700,000,000 |
Common Stock, Shares, Issued | 175,638,549 | 175,513,549 |
Common Stock, Shares, Outstanding | 175,638,549 | 175,513,549 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
REVENUES | $ 143,593 | $ 218,936 | $ 296,069 | $ 339,463 |
OPERATING EXPENSES: | ||||
Production costs | 230,488 | 219,453 | 450,038 | 445,158 |
Exploration costs | 42,045 | 43,829 | 87,679 | 77,596 |
General and administrative | 800,187 | 1,118,111 | 1,435,122 | 1,930,681 |
Total Operating Expenses | 1,072,720 | 1,381,393 | 1,972,839 | 2,453,435 |
Operating Loss | (929,127) | (1,162,457) | (1,676,770) | (2,113,972) |
OTHER INCOME (EXPENSES): | ||||
Interest expense, net (including amortization of deferred financing cost and debt discount) | (454,281) | (531,371) | (899,868) | (923,851) |
Other income, net | 94 | 953 | 1,300,349 | 2,367 |
Total Other Income (Expenses) | (454,187) | (530,418) | 400,481 | (921,484) |
NET LOSS | $ (1,383,314) | $ (1,692,875) | $ (1,276,289) | $ (3,035,456) |
Net Loss Per Common Share (Basic and Diluted) | $ (0.01) | $ (0.01) | $ (0.01) | $ (0.02) |
Weighted Average Common Shares Outstanding (Basic and Diluted) | 175,638,549 | 175,513,549 | 175,604,895 | 175,513,549 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit Prior to Exploration Stage [Member] | Accumulated Deficit During Exploration Stage [Member] |
Balance at Dec. 31, 2018 | $ (34,118,686) | $ 175,514 | $ 73,525,650 | $ (20,009,496) | $ (87,810,354) |
Balance (in shares) at Dec. 31, 2018 | 175,513,549 | ||||
Adoption of new accounting standard | (4,941,447) | (4,941,447) | |||
Stock option compensation expense | 204,538 | 204,538 | |||
Net income (loss) | (3,035,456) | (3,035,456) | |||
Balance at Jun. 30, 2019 | (41,891,051) | $ 175,514 | 73,730,188 | (20,009,496) | (95,787,257) |
Balance (in shares) at Jun. 30, 2019 | 175,513,549 | ||||
Balance at Mar. 31, 2019 | (40,337,391) | $ 175,514 | 73,590,973 | (20,009,496) | (94,094,382) |
Balance (in shares) at Mar. 31, 2019 | 175,513,549 | ||||
Stock option compensation expense | 139,215 | 139,215 | |||
Net income (loss) | (1,692,875) | (1,692,875) | |||
Balance at Jun. 30, 2019 | (41,891,051) | $ 175,514 | 73,730,188 | (20,009,496) | (95,787,257) |
Balance (in shares) at Jun. 30, 2019 | 175,513,549 | ||||
Balance at Dec. 31, 2019 | (44,784,149) | $ 175,514 | 73,774,766 | (20,009,496) | (98,724,933) |
Balance (in shares) at Dec. 31, 2019 | 175,513,549 | ||||
Shares issued to note holder | 1,250 | $ 125 | 1,125 | ||
Shares issued to note holder (in shares) | 125,000 | ||||
Stock option compensation expense | 10,513 | 10,513 | |||
Net income (loss) | (1,276,289) | (1,276,289) | |||
Balance at Jun. 30, 2020 | (46,048,675) | $ 175,639 | 73,786,404 | (20,009,496) | (100,001,222) |
Balance (in shares) at Jun. 30, 2020 | 175,638,549 | ||||
Balance at Mar. 31, 2020 | (44,669,304) | $ 175,639 | 73,782,461 | (20,009,496) | (98,617,908) |
Balance (in shares) at Mar. 31, 2020 | 175,638,549 | ||||
Stock option compensation expense | 3,943 | 3,943 | |||
Net income (loss) | (1,383,314) | (1,383,314) | |||
Balance at Jun. 30, 2020 | $ (46,048,675) | $ 175,639 | $ 73,786,404 | $ (20,009,496) | $ (100,001,222) |
Balance (in shares) at Jun. 30, 2020 | 175,638,549 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (1,276,289) | $ (3,035,456) |
Adjustments to reconcile net loss to net cash used in operations: | ||
Amortization of discount – notes payable | 2,013 | 0 |
Amortization of discount - PIK Notes | 188,159 | 178,531 |
Amortization of deferred financing costs | 23,960 | 45,503 |
Accrued interest on PIK Notes | 680,297 | 695,646 |
Stock based compensation expense | 10,513 | 204,538 |
Non-cash lease expense | 593 | 2,231 |
Change in operating assets and liabilities: | ||
Accounts receivable | (7,817) | 20,526 |
Deposits and prepaids | 170,563 | 232,184 |
Accounts payable and accrued liabilities | 519,407 | 83,971 |
Deferred revenue | 0 | 1,320 |
Net cash provided by (used in) operating activities | 311,399 | (1,571,006) |
Cash Flows from Financing Activities: | ||
Proceeds from notes payable | 113,750 | 0 |
Proceeds from Paycheck Protection Program Loan | 223,075 | 0 |
Payments on notes payable | (315,625) | (182,901) |
Payments on PIK notes | 0 | (341,640) |
Payments on insurance financing | (156,055) | 0 |
Net cash (used in) financing activities | (134,855) | (524,541) |
Net change in cash | 176,544 | (2,095,547) |
Cash at beginning of period | 52,793 | 2,892,340 |
Cash at end of period | 229,337 | 796,793 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 3,358 | 10,680 |
Cash paid for income taxes | 0 | 0 |
Supplemental disclosure of non-cash financing activity: | ||
Capitalization of right to use assets and liabilities | 0 | 289,102 |
Accrued PIK interest paid through issuance of PIK Notes | 494,717 | 737,116 |
Effect of ASU 2017-11, Financial Instruments with Characteristics of Liabilities and Equity and ASU 2016-02, Leases | 0 | 4,950,396 |
Common stock issued to note holders for financing cost | $ 1,250 | $ 0 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure | NOTE 1– ORGANIZATION AND DESCRIPTION OF BUSINESS Applied Minerals, Inc. (the “Company” or “Applied Minerals” or “we” or “us”) (OTCQB: AMNL) is the owner of the Dragon Mine located in the Tintic Mining District of the State of Utah from where it produces halloysite clay and iron oxide. The Company is currently selling its DRAGONITE halloysite clay product regularly to four customers. Several prospective customers are conducting either commercial-scale trials or field trials for an array of products that are expected to use DRAGONITE as a functional additive. In October 2019, the Company entered into an agreement to supply a manufacturer of cement with up to 30,000 tons AMIRON iron oxide per year over a two-year period. Applied Minerals is a publicly traded company incorporated in the state of Delaware. The common stock trades on the OTCQB under the symbol AMNL. Status of the Company for SEC Reporting Purposes The Company is classified as an “exploration stage” company for purposes of Industry Guide 7 of the U.S. Securities and Exchange Commission (“SEC”). Under Industry Guide 7, companies engaged in significant mining operations are classified into three categories, referred to as “stages” - exploration, development, and production. Exploration stage includes all companies that do not have established reserves in accordance with Industry Guide 7. Such companies are deemed to be “in the search for mineral deposits.” Notwithstanding the nature and extent of development-type or production-type activities that have been undertaken or completed, a company cannot be classified as a development or production stage company unless it has established reserves in accordance with Industry Guide 7. Exploration Agreement On December 22, 2017, the Company and Continental Mineral Claims, Inc. (“CMC”) entered into an Exploration Agreement with Option to Purchase (“Agreement”). The Company granted to CMC the exclusive right and option to enter upon and conduct mineral exploration activities (the “Exploration License”) for Metallic Minerals on the Company’s Dragon Mine minesite in Utah (the “Mining Claims”). Metallic Minerals are defined to include minerals with a high specific gravity and metallic luster, such as gold, silver, lead, copper, zinc, molybdenum, titanium, tungsten, uranium, tin, iron, etc., but shall exclude any such Metallic Minerals that are intermingled within any economically-recoverable, non-metallic mineral deposits located at or above an elevation of 5,590 feet above sea level. Non-metallic minerals include clay and iron oxide, the minerals mined by the Company. The Company believes that all economic recoverable non-metallic mineral deposits are well above 5,590 feet above sea level. The Exploration License is for a period of ten years. In consideration of the Exploration License CMC paid the Company $350,000 upon the execution of the agreement and paid it $150,000 on the first anniversary of the Exploration License in December 2018. CMC will pay the Company $250,000 on or before each subsequent anniversary during the Exploration License term following the first anniversary of the Effective Date of this Agreement unless the Exploration License is terminated earlier by CMC by exercising the option or failing to make the required payment for the Exploration License. On March 25, 2020, the Company and Tintic Copper and Gold, Inc. (CMC’s successor) (“Tintic”) agreed to lower the exercise price of the Option to $1,050,000 and Tintic immediately exercised the Option. The Company also provided Tintic with a Right of First Offer which expired on December 21, 2027 and can be extended to December 21, 2032 for $250,000. Upon the exercise of the option, the Company retained the all rights and title to (1) the surface interest (with exception of those rights associated with the Metallic Rights), and (2) all non-metallic minerals (expressly including all industrial minerals including clays and iron oxides). Upon the exercise of the option the Company retained protections against unreasonable interference of its current and future mining operations by CMC. CMC may not do anything that may, at the Company’s determination, adversely impact the Company’s Mining Operations. “Mining Operations” shall mean the activities incident to mineral extraction, permitting, and any operations by CMC or the Company relating to the removal of minerals, respectively, that are or may reasonably be conducted on the Mining Claims, including the exploration for, and development, active mining, removing, producing and selling of any minerals, including the Metallic Minerals. The Agreement states that the parties understand that the Company is willing to enter into the Agreement only if it is assured that CMC will not have any right to unreasonably interfere with the Company’s current mining operations and possible future Mining Operations on the Mining Claims. Impact of COVID–19 Pandemic on Financial Statements In December 2019, a novel strain of COVID-19 was reported in China. Since then, COVID-19 has spread globally, to include Canada, the United States and several European countries. The spread of COVID-19 from China to other countries has resulted in the World Health Organization (WHO) declaring the outbreak of COVID-19 as a “pandemic,” or a worldwide spread of a new disease, on March 11, 2020. Many countries around the world have imposed quarantines and restrictions on travel and mass gatherings to slow the spread of the virus and have closed non-essential businesses. As local jurisdictions continue to put restrictions in place, our ability to continue to operate our business may also be limited. Such events may result in a period of business, supply and product manufacturing disruption, and in reduced operations, any of which could materially affect our business, financial condition and results of operations. In response to COVID-19, the Company implemented remote working and thus far, has not experienced a significant disruption or delay in our operations To date, COVID-19 has not had a significant financial impact on the Company. However, COVID-19 has caused severe disruptions in transportation and limited access to the Company’s facility, resulting in limited support from its staff and professional advisors. The small size of the Company’s accounting staff and the additional responsibilities emanating from COVID-19 may present difficulties to the Company’s ability to complete subsequent reports in a timely manner. |
GOING CONCERN AND BASIS OF PRES
GOING CONCERN AND BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2020 | |
Going Concern And Basis Of Presentation [Abstract] | |
Going Concern And Basis Of Presentation | NOTE 2 – GOING CONCERN AND BASIS OF PRESENTATION The Company has a history of recurring losses from operations and the use of cash in operating activities. For the six months ended June 30, 2020, the Company’s net loss was $1,276,289 and cash provided by operating activities was $311,399. As of June 30, 2020, the Company had current assets of $428,776 and current liabilities of $3,042,276 of which $362,483 was accrued PIK Note interest expected to be paid in additional PIK Notes. The Company’s current liabilities also include (i) $438,477 of accrued salaries deferred by certain members of management until the Company’s liquidity improves, (ii) $960,811 of accrued directors fee as determined by the Company’s Board, (iii) $119,269 of payables to a compounder for which it has agreed to satisfy in halloysite product, (iv) $132,635 of disputed or erroneously accrued expenses and (v) $223,075 of PPP Funding payable which the Company expect s Treasury Management believes that in order for the Company to meet its obligations arising from normal business operations through August 14, 2021 that the Company may be required (i) to raise additional capital either in the form of a private placement of common stock or debt and/or (ii) generate additional sales of its products that will generate sufficient operating profit and cash flows to fund operations. Without additional capital or additional sales of its products, the Company’s ability to continue to operate may be limited. Based on the Company’s current cash usage expectations, management believes it may not have sufficient liquidity to fund its operations through August 14, 2021. Further, management cannot provide any assurance that it is probable that the Company will be successful in accomplishing any of its plans to raise debt or equity financing or generate additional product sales. Collectively these factors raise substantial doubt regarding the Company’s ability to continue as going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded assets amounts and classification of liabilities that might be necessary should the Company not be able to continue as a going concern. |
BASIS OF REPORTING AND SIGNIFIC
BASIS OF REPORTING AND SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | NOTE 3 – BASIS OF REPORTING AND SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited consolidated financial statements of Applied Minerals, Inc. have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. In the opinion of management, these interim unaudited consolidated financial statements contain all of the adjustments of a normal and recurring nature, which are considered necessary for a fair presentation of the financial position of the Company and the results of its operations and cash flows for the periods presented. The results of operations for the six months ended June 30, 2020 are not necessarily indicative of the operating results for the entire year. These financial statements should be read in conjunction with the financial statements and related disclosures for the year ended December 31, 2019, included in the Annual Report of Applied Minerals, Inc. on Form 10-K filed with the SEC on May 29, 2020. The accompanying interim unaudited consolidated financial statements reflect the application of certain significant accounting policies as described below and elsewhere in these notes. As of August 14, 2020, the Company’s significant accounting policies and estimates remain unchanged from those detailed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s Consolidated Condensed Financial Statements and accompanying notes. Actual results may differ materially from those estimates. As of June 30, 2020, the extent to which the COVID-19 pandemic will impact our business going forward depends on numerous dynamic factors which we cannot reliably predict. As a result, many of our estimates and assumptions required increased judgment and carry a higher degree of variability and volatility. As the events continue to evolve with respect to the pandemic, our estimates may materially change in future periods. Concentration of Credit Risk Cash balances, accounts receivable and derivative financial instruments are financial instruments potentially subject to credit risk. Cash and cash equivalents are maintained in bank deposit accounts, which, at times, may exceed the federally insured limits. Management periodically reviews and assesses the financial condition of the banks to mitigate the risk of loss. For the six months ended June 30, 2020 and 2019, revenues from the Company’s largest customer accounted for 49.2% and 84.9% of total revenues, respectively. As of June 30, 2020 and 2019, amounts owed from these customers comprised 84.8% and 0% of accounts receivable, respectively. Receivables Trade receivables are reported at outstanding principal amounts, net of an allowance for doubtful accounts. Management evaluates the collectability of receivable account balances to determine the allowance, if any. Management considers the other party’s credit risk and financial condition, as well as current and projected economic and market conditions, in determining the amount of the allowance. Receivable balances are written off when management determines that the balance is uncollectable. No allowance was required at June 30, 2020 and December 31, 2019. Property and Equipment Property and equipment are carried at cost net of ac c Estimated Useful Life (years) Building and Building Improvements 5 – 40 Mining equipment 2 – 7 Office and shop furniture and equipment 3 – 7 Vehicles 5 Impairment of Long-lived Assets The Company periodically reviews the carrying amounts of long-lived assets to determine whether current events or circumstances warrant adjustment to such carrying amounts. Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. When such events occur, the Company compares the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset to its carrying amount. If this comparison indicates that there is an impairment, the amount of the impairment is typically calculated using discounted expected future cash flows where observable fair values are not readily determinable. Considerable management judgment is necessary to estimate the fair value of assets. Assets to be disposed of are carried at the lower of their financial statement carrying amount or fair value, less cost to sell. The Company has determined that there was no impairment of its long-lived assets as of June 30, 2020 and 2019. Stock Options and Warrants The Company follows ASC 718 (Stock Compensation) and ASU 2018-07 (Compensation – Stock Compensation), which provide guidance in accounting for share-based awards exchanged for services rendered and requires companies to expense the estimated fair value of these awards over the requisite service period. The Company instituted a formal long-term and short-term incentive plan on November 20, 2012, which was approved by its shareholders. Prior to that date, we did not have a formal equity plan, but all equity grants, including stock options and warrants, were approved by our Board of Directors. We determine the fair value of the stock-based compensation awards granted to non-employees as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. If the fair value of the equity instruments issued is used, it is measured using the stock price and other measurement assumptions as of the earlier of either of (1) the date at which a commitment for performance by the counterparty to earn the equity instruments is reached, or (2) the date at which the counterparty’s performance is complete. Beginning in the quarter ended June 30, 2013 the Company began using the simplified method to determine the expected term for any options granted because the Company did not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. The Company previously utilized the contractual term as the expected term. Environmental Matters Expenditures for ongoing compliance with environmental regulations that relate to current operations are expensed or capitalized as appropriate. Expenditures resulting from the remediation of existing conditions caused by past operations that do not contribute to future revenue generations are expensed. Liabilities are recognized when environmental assessments indicate that remediation efforts are probable, and the costs can be reasonably estimated. Estimates of such liabilities are based upon currently available facts, existing technology and presently enacted laws and regulations taking into consideration the likely effects of inflation and other societal and economic factors and include estimates of associated legal costs. These amounts also reflect prior experience in remediating contaminated sites, other companies’ clean-up experience and data released by The Environmental Protection Agency or other organizations. Such estimates are by their nature imprecise and can be expected to be revised over time because of changes in government regulations, operations, technology, and inflation. Recoveries are evaluated separately from the liability and, when recovery is assured, the Company records and reports an asset separately from the associated liability. The Company has posted a cash bond in the amount of 297,000 required by the Utah Department of Oil, Gas and Minerals to cover estimated reclamation costs related the Company large mining permit for its Dragon Mine property. Recently Adopted Accounting Standards ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework Effective January 1, 2020 the Company adopted ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement. This ASU eliminates, modifies, and adds disclosure requirements for fair value measurements. The adoption of ASU 2018-13 had no material impact on the Company’s results. ASU 2018-18. Collaborative Arrangements Effective January 1, 2020 the Company adopted ASU 2018-18, C ollaborative Arrangements (Topic 808): Clarifying the Interaction Between Topic 808 and Topic 606, Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, as part of its initiative to reduce complexity in accounting standards. The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The amendments within ASU No. 2019-12 are effective for financial statements issued for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, and early adoption is permitted. The Company is currently assessing the impact of this update on its consolidated financial statements. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases of Lessee Disclosure [Text Block] | NOTE 4 – LEASES On March 16, 2017, the Company entered into a 5-year operating lease agree m Supplemental cash flow information related to leases: Three months Six months ended Operating cash flows paid for operating leases $ 28,521 $ 56,211 Non-cash lease expense $ (119 ) $ 593 Supplemental balance sheet information related to leases: As of June 30, Operating lease Right-of-use assets $ 187,991 Current portion of operating lease liabilities $ 106,276 Long-term operating lease liabilities 85,965 Total operating lease liabilities $ 192,241 Weighted average remaining operating lease term 1.75 years Weighted average discount rate 6 % The following table summarizes the maturity of lease liabilities under operating leases as of June 30, 2020: 2020 (remaining six months) $ 57,042 2021 116,649 2022 29,376 Total lease payments 203,067 Less: imputed interest (10,826 ) Total lease liabilities $ 192,241 |
DEPOSIT
DEPOSIT | 6 Months Ended |
Jun. 30, 2020 | |
Deposit [Abstract] | |
DEPOSIT | NOTE 5 – DEPOSIT The following is a summary of deposit: June 30, 2020 December 31, 2019 Cash Bond (Mine Permit deposit) $ 296,883 $ 296,552 Office Lease Security Deposit 39,168 39,168 Total $ 336,051 $ 335,720 |
NOTES PAYABLE
NOTES PAYABLE | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt Disclosure [Text Block] | NOTE 6 - NOTES PAYABLE Notes payable at June 30, 2020 and December 31, 2019 consist of the following: June 30, 2020 December 31, 2019 Note payable against exploration rights agreement, including interest (a) $ - $ 250,000 Note payable, net of $4,237 debt discount and $47,917 deferred financing costs (b) 72,846 - Note payable to insurance companies, payable $1,732 – $24,808 monthly, (c) and (d) 52,675 208,728 125,521 458,728 Less: Current Portion (125,521 ) (458,728 ) Notes Payable, Long-Term Portion $ - $ - (a) On November 13, 2019, the Company entered into an agreement with a related party. Per the terms of the agreement, the Company has borrowed $250,000 against an expected annual renewal payment for an exploration license it granted as part of an Exploration Agreement with Option to Purchase entered into with Continental Minerals Claims, Inc. in December 2017, in exchange for $200,000 in cash. The loan was unsecured and paid off in February 2020. There was no interest rate specified. (b) On February 13, 2020, the Company entered into a secured loan agreement and issued a note in the principal amount of $125,000 (including a 5% OID). The note also bears a 5% per annum interest. The maturity date of the note is 12 months from funding date. The note is convertible at any time into the Company’s Common Stock. The initial conversion price is $.02 per share. After one hundred eighty days after the date of the note, the conversion price will be the lower of (i) $.02 or (ii) 75% multiplied by the lowest traded price of the common stock during the 20 consecutive trading day period immediately preceding the date of the respective conversion. (c) On October 2019, the Company signed a note payable with interest rate of 4.89% with an insurance company for liability insurance, payable in 10 monthly installment payments which started on November 17, 2019. (d) On October 2019, the Company signed a note payable with interest rate of 7.04% with an insurance company for liability insurance, payable in 10 monthly installment which started on November 17, 2019. During the three months ended June 30, 2020 and 2019, the Company's interest payments totaled $1,288 and $1,524, respectively. During the six months ended June 30, 2020 and 2019, the Company’s interest payments totaled $3,358 and $10,680, respectively. |
PAYCHECK PROTECTION PROGRAM LOA
PAYCHECK PROTECTION PROGRAM LOAN | 6 Months Ended |
Jun. 30, 2020 | |
Paycheck Protection Program Loan [Abstract] | |
Paycheck Protection Program Loan | NOTE 7 – PAYCHECK PROTECTION PROGRAM LOAN On May 5, 2020 the Company entered into a promissory note (“PPP Loan”) in the amount of $223,075 from Bank of America, N.A. under the Paycheck Protection Program (“PPP”), which was established under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) and is administered by the U.S. Small Business Administration. The term of the promissory note is two years and the annual interest rate is 1.0%, which shall be deferred for the first six months of the term of the loan. Pursuant to the terms of the CARES Act, the proceeds of each PPP Loan may be used for payroll costs, mortgage interest, rent or utility costs. The promissory note evidencing each PPP Loan contains customary events of default relating to, among other things, payment defaults, breach of representations and warranties, or provisions of the promissory note. The occurrence of an event of default may result in a claim for the immediate repayment of all amounts outstanding under such PPP Loan, collection of all amounts owing from the respective Borrower, filing suit and obtaining judgment against the respective Borrower. Under the terms of the CARES Act, each Borrower can apply for and be granted forgiveness for all or a portion of the PPP Loan. Such forgiveness will be determined, subject to limitations, based on the use of loan proceeds in accordance with the terms of the CARES Act, as described above, during the 8-week period after loan origination and the maintenance or achievement of certain employee levels. No assurance is provided that any Borrower will obtain forgiveness under any relevant PPP Loan in whole or in part. |
CONVERTIBLE DEBT (PIK NOTES)
CONVERTIBLE DEBT (PIK NOTES) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Debt [Text Block] | NOTE 8 – CONVERTIBLE DEBT (PIK NOTES) The Company raised $23 million of financing through the issuance of two series of Paid-In-Kind (“PIK”)-Election Convertible Notes in 2013 (“Series 2023 Notes”) and 2014 (“Series A Notes”). The original terms of the Series A Notes included among other things: (i) a maturity of November 1, 2018 with an option to extend to November 1, 2019, (ii) a stated interest rate of 10% paid semi-annually and (iii) a conversion price of $0.90, adjusted downward based on an anti-dilution provision. The original terms of the Series 2023 Notes included among other things: (i) a maturity of August 1, 2023, (ii) a stated interest rate of 10% paid semi-annually and (iii) a conversion price of $1.40, adjusted downward based on an anti-dilution provision. On December 14, 2017 and April 4, 2019, amendment agreements entered into between the Company and the holders of the Series A Notes and Series 2023 Notes went into effect. The agreements resulted in changes to certain terms of the Series A and Series 2023 Notes. The key terms of the Series A and Series 2023 Notes, as amended, are highlighted in the table below: Key Terms Series 2023 Notes Series A Notes Inception Date 08/01/2013 11/03/2014 Cash Received $10,500,000 $12,500,000 Principal (Initial Liability) $10,500,000 $19,848,486 Maturity (Term) Matures on August 1, 2023, but convertible into shares of the Company’s common stock at the discretion of the holder or by the Company based on the market price of the Company’s stock; Matures on May 1, 2023 but extends to August 1, 2023 if the Series 2023 Notes are still outstanding. Convertible into shares of the Company’s common stock at the discretion of the holder or by the Company based on the market price of the Company’s stock; Exercise Price $0.59, adjusted downward based on anti-dilution provisions/downround protection $0.40, adjusted downward based on anti-dilution provisions/down-round protection; Stated Interest 10% per annum through December 14, 2017, 3% per annum thereafter, due semiannually; 10% per annum through December 14, 2017, 3% per annum thereafter, due semiannually; Derivative Liability $2,055,000 established at inception due to the existence of down-round protection; the derivative liability was revalued every quarter using Monte Carlo model through the year ended December 31, 2018. The Company is no longer required to value the derivative liability. $9,212,285 established at inception due to existence of down-round protection; revalued every quarter using a Monte Carlo model through the year ended December 31, 2018. The Company is no longer required to value the derivative liability. Payments Per the terms of the amendment agreement entered into on April 4, the holders of the Series A and Series 2023 Notes were to receive a pro-rata distribution of an Immediate Payment of $350,000 as well as (i) receive a pro-rata distribution of 5% of the net proceeds of any capital raise and (ii) on the 15 th Per the terms of the amendment agreement entered into on April 4, 2019, the holders of the Series A and Series 2023 Notes were to receive a pro-rata distribution of an Immediate Payment of $350,000 as well as (i) receive a pro-rata distribution of 5% of the net proceeds of any capital raise and (ii) on the 15 th As of June 30, 2020, the liability components of the PIK Notes on the Company’s balance sheet are listed in the following table: Series 2023 Notes Series A Total PIK Note Payable, Gross $ 17,001,793 $ 28,647,611 $ 45,649,404 Less: Discou n - (1,276,152 ) (1,276,152 ) PIK Note Payable, Net $ 17,001,793 $ 27,371,459 $ 44,373,252 As of December 31, 2019, the liability components of the PIK Notes on the Company’s balance sheet are list e Series 2023 Series A Total PIK Note Payable, Gross $ 16,901,447 $ 28,265,165 $ 45,166,612 Less: Discount - (1,464,311 ) (1,464,311 ) PIK Note Payable, Net $ 16,901,447 $ 26,800,854 $ 43,702,301 Series A Notes (Amended) On November 3, 2014 (“Issue Date”), the Company issued, in a private placement pursuant to investment agreements, $19,848,486 principal amount of 10% PIK-Election Convertible Notes due 2018 ("Series A Notes") in exchange for $12,500,000 in cash and the cancellation of previously-issued warrants held by one investor. The original terms of the Series A Notes included among other things: (i) a maturity of November 1, 2018 with an option to extend to November 1, 2019, (ii) a stated interest rate of 10% paid semi-annually and (iii) a conversion price of $0.90, adjusted downward based on an anti-dilution provision. The original terms of both the Series A notes and Series 2023 Notes can be as exhibits to Forms 8-K filed on November 5, 2014. During the six months ended June 30, 2020, the Company amortized $212,116 of debt discount and deferred financing cost relating to the Series A Notes Payable and issued additional PIK Notes of $387,675 in lieu of cash interest payments. The carrying value of the Series A Notes Payable as of June 30, 2020 was $27,371,459. As of June 30, 2020, the Company was in compliance with the covenants of the Series A Notes. As of June 30, 2020, Samlyn Offshore Master Fund, Ltd. and Samlyn Onshore Fund, LP owned $9,413,224 and $5,024,235, respectively, of principal of the Series A Notes. Samlyn Offshore Master Fund, Ltd. and Samlyn Onshore Fund, LP are managed by Samlyn Capital, LLC. As of June 30, 2020, Michael Barry, a director of the Company, was the General Counsel and Chief Compliance Officer of Samlyn Capital, LLC. As of June 30, 20 20 As of June 30, 2020, M. Kingdon Offshore Master Fund, LP, a fund managed by Kingdon Capital Management, LLC, owned $4,374,988 of principal of the Series A Notes. Series 2023 Notes (Amended) In August 2013, the Company received $10,500,000 of financing through the private placement of 10% mandatory convertible Notes due 2023 ("Series 2023 Notes"). The principal amount of the Notes is due on maturity. The Company can elect to pay semi-annual interest on the Series 2023 Notes with additional PIK Notes containing the same terms as the Series 2023 Notes, except interest will accrue from issuance of such notes. The Company can also elect to pay interest in cash. In February 2020, the Company issued $107,042 in additional Series 2023 Notes to the holders to pay the semi-annual interest. During the six months ended June 30, 2020, the Company issued additional PIK Notes of $107,042 in lieu of cash interest payments. The carrying value of the Series 2023 Notes Payable was $17,001,793 as of June 30, 2020. As of June 30, 2020, the Company was in compliance with the covenants of the Series 2023 Notes. As of June 30, 2020, M. Kingdon Offshore Master Fund, LP, a fund managed by Kingdon Capital Management, LLC, owned $4,049,638 of principal of the Series 2023 Notes. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2020 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 9 – STOCKHOLDERS’ EQUITY Preferred Stock The Company is authorized to issue 10,000,000 shares of noncumulative, non-voting, nonconvertible preferred stock, $0.001 par value per share. At June 30, 2020 and December 31, 2019, no shares of preferred stock were outstanding. Common Stock The Company is authorized to issue 700,000,000 shares of common stock with a $0.001 par value per share. At June 30, 2020 and December 31, 2019, 175,638,549 and 175,513,549 shares were issued and outstanding, respectively. 2020 During the six months ended June 30, 2020, 125,000 shares were issued at a price of $0.01 per share to note holders as financing cost. 2019 During the six months ended June 30, 2019, there were no activities. |
OPTIONS AND WARRANTS TO PURCHAS
OPTIONS AND WARRANTS TO PURCHASE COMMON STOCK | 6 Months Ended |
Jun. 30, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 10 – OPTIONS AND WARRANTS TO PURCHASE COMMON STOCK Outstanding Stock Warrants A summary of the status and changes of the warrants issued for the six months ended June 30, 2020: Shares Issuable upon Exercise of Weighted Average Outstanding Warrants Exercise Price Outstanding at January 1, 2020 26,688,373 $ 0.15 Issued - - Exercised - Forfeited - - Outstanding at June 30, 2020 26,688,373 $ 0.15 At June 30, 2020, the intrinsic value of the outstanding warrants was $0. A summary of the status of the warrants outstandi n Warrants Outstanding and Exercisable Shares Issuable Weighted Average upon Exercise of Remaining Weighted Average Exercise Price Outstanding Warrants Contractual Life (years) Exercise Price $ 1.15 461,340 0.83 $ 1.15 $ 0.25 3,283,283 0.99 $ 0.25 $ 0.04 2,068,750 2.18 $ 0.04 $ 0.10 11,000,000 2.45 $ 0.10 $ 0.15 9,875,000 0.98 $ 0.15 26,688,373 1.68 $ 0.15 Outstanding Stock Options On November 20, 2012, the shareholders of the Company approved the adoption of the Applied Minerals, Inc. 2012 Long-Term Incentive Plan (“LTIP”) and the Short-Term Incentive Plan (“STIP”) and the performance criteria used in setting performance goals for awards intended to be performance-based. Under the LTIP, 8,900,000 shares are authorized for issuance. The STIP does not refer to a particular number of shares under the LTIP, but would use the shares authorized in the LTIP for issuance under the STIP. The CEO, the CFO, and named executive officers, and directors, among others are eligible to participate in the LTIP and STIP. Prior to the adoption of the LTIP and STIP, stock options were granted under individual arrangements between the Company and the grantees, and approved by the Board of Directors. In May, 2016, the Company adopted the 2016 Long-Term Incentive Plan (“2016 LTIP”). The number of shares of common stock for issuance or for reference purposes subject to the 2016 LTIP was 2,000,000. On December 7, 2016, the stockholders of the Company approved the 2016 Incentive Plan. The purpose of the 2016 Incentive Plan is to enhance the profitability and value of the Company for the benefit of its stockholders by enabling the Company to offer eligible employees, consultants, and non-employee directors incentive awards in order to attract, retain and reward such individuals and strengthen the mutuality of interests between such individuals and the Company’s stockholders. The aggregate number of shares of Common Stock that may be issued or used for reference purposes under the 2016 Incentive Plan or with respect to which awards may be granted may not exceed 15,000,000 shares, which may be either (i) authorized and unissued Common Stock or (ii) Common Stock held in or acquired for the treasury of the Company. The Compensation Committee of the Company Board of Directors has full authority to administer and interpret the 2016 Incentive Plan, to grant awards under the 2016 Incentive Plan, to determine the persons to whom awards will be granted, to determine the types of awards to be granted, to determine the terms and conditions of each award, to determine the number of shares of Common Stock to be covered by each award and to make all other determinations in connection with the 2016 Incentive Plan and the awards thereunder as the Committee, in its sole discretion, deems necessary or desirable. On December 14, 2017, the Board of Directors approved the 2017 Incentive Plan (“2017 IP”). Forty million (40,000,000) shares of Common Stock are subject to the 2017 IP. The fair value of each of the Company's stock option awards is estimated on the date of grant using the Black-Scholes option-pricing model. Expected volatility is based on an average of historical volatility of the Company's common stock. The risk-free interest rate for periods within the contractual life of the stock option award is based on the yield curve of a zero-coupon U.S. Treasury Bond on the date the award is granted with a maturity equal to the expected term of the award. The Company did not grant any stock option awards during the six months ended June 30, 2020. A summary of the status and changes of the options granted under stock option plans and other agreements during the six mon t Shares Issued Weighted Upon Exercise of Average Options Exercise Price Outstanding at December 31, 2019 60,676,568 $ 0.26 Granted - - Exercised - - Forfeited - - Outstanding at June 30, 2020 60,676,568 $ 0.26 A summary of the status of the options outstanding at June 30, 2020 is presented below: Options Outstanding Options Exercisable Range of per Shares Weighted Per share Shares Weighted Per share $0.04 - $0.08 42,403,623 7.18 $ 0.06 34,861,956 7.17 $ 0.06 $0.10 - $0.84 13,330,885 2.43 0.42 13,330,885 2.43 0.42 $1.10 - $1.90 4,942,060 2.22 1.63 4,942,060 2.22 1.63 60,676,568 5.73 $ 0.26 53,134,901 5.52 $ 0.29 Compensation expense of $3,943 and $10,513 was recognized for vested options for the three and six months ended June 30, 2020. The aggregate intrinsic value of the outstanding options at June 30, 2020 was $0. At June 30, 2020, (i) $23,523 of unamortized compensation expense for time-based unvested options will be recognized over the next 0.98 years on a weighted average basis; (ii) $223,105 of unamortized compensation expense for performance-based unvested options will be recognized if the performance targets are achieved. On August 18, 2017, the Company’s management was granted performance-based options to purchase 27.5 million shares of the Company’s common stock at $0.06 per share. The options expire on August 18, 2027. On November 1, 2017, the first fifty percent (50%) of the performance-based options vested as management was able to (i) close the sale of an aggregate of $600,000 of units (consisting of a share of common stock of the Company and a warrant to buy 0.25 of a share of common stock of the Company) at $0.04 per unit and (ii) establish toll processing arrangements with two toll processors of halloysite that, in management’s good faith belief, can process halloysite to the Company’s specifications. An additional twenty-five percent (25%) of the performance-based options vested on January 18, 2018 when management generated $900,000 of additional cash proceeds through (i) the sale of common stock and (ii) the licensing of a right to explore the Dragon Mine property for certain precious metals. The vesting of the remaining 8.3%, 8.3% and 8.4% of the performance-based options occurs when (i) EBITDA is positive over a twelve-month period, (ii) EBITDA is at or greater than $2 million over a twelve-month period and (iii) EBITDA is at or greater than $4 million over a twelve-month period, respectively. At June 30, 2020, management, based on its financial expectations for 2020, did not consider the vesting of the remaining 25% of the option grant to be probable. |
PER SHARE DATA
PER SHARE DATA | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share [Text Block] | NOTE 11 - PER SHARE DATA The computation of basic earnings (loss) per share of common stock is based on the weighted average number of shares outstanding during the year. The computation of diluted earnings per common share is based on the weighted average number of shares outstanding during the year plus the common stock equivalents that would arise from the exercise of stock options and warrants outstanding under the treasury method and the average market price per share during the year as well as the conversion of notes. At June 30, 2020, the weighted average shares outstanding excluded options to purchase 60,676,568 shares of common stock of the Company, warrants to purchase 26,688,373 shares of common stock of the Company and 99,475,033, shares of common stock of the Company issuable upon the conversion of notes because their effect would be anti-dilutive. At June 30, 2019, the weighted average shares outstanding excluded options to purchase 59,526,568 shares of common stock of the Company, warrants to purchase 26,688,373 shares of common stock of the Company and 98,237,813, shares of common stock of the Company issuable upon the conversion of notes because their effect would be anti-dilutive. |
BASIS OF REPORTING AND SIGNIF_2
BASIS OF REPORTING AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s Consolidated Condensed Financial Statements and accompanying notes. Actual results may differ materially from those estimates. As of June 30, 2020, the extent to which the COVID-19 pandemic will impact our business going forward depends on numerous dynamic factors which we cannot reliably predict. As a result, many of our estimates and assumptions required increased judgment and carry a higher degree of variability and volatility. As the events continue to evolve with respect to the pandemic, our estimates may materially change in future periods. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk Cash balances, accounts receivable and derivative financial instruments are financial instruments potentially subject to credit risk. Cash and cash equivalents are maintained in bank deposit accounts, which, at times, may exceed the federally insured limits. Management periodically reviews and assesses the financial condition of the banks to mitigate the risk of loss. For the six months ended June 30, 2020 and 2019, revenues from the Company’s largest customer accounted for 49.2% and 84.9% of total revenues, respectively. As of June 30, 2020 and 2019, amounts owed from these customers comprised 84.8% and 0% of accounts receivable, respectively. |
Receivables, Policy [Policy Text Block] | Receivables Trade receivables are reported at outstanding principal amounts, net of an allowance for doubtful accounts. Management evaluates the collectability of receivable account balances to determine the allowance, if any. Management considers the other party’s credit risk and financial condition, as well as current and projected economic and market conditions, in determining the amount of the allowance. Receivable balances are written off when management determines that the balance is uncollectable. No allowance was required at June 30, 2020 and December 31, 2019. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are carried at cost net of ac c Estimated Useful Life (years) Building and Building Improvements 5 – 40 Mining equipment 2 – 7 Office and shop furniture and equipment 3 – 7 Vehicles 5 |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-lived Assets The Company periodically reviews the carrying amounts of long-lived assets to determine whether current events or circumstances warrant adjustment to such carrying amounts. Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. When such events occur, the Company compares the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset to its carrying amount. If this comparison indicates that there is an impairment, the amount of the impairment is typically calculated using discounted expected future cash flows where observable fair values are not readily determinable. Considerable management judgment is necessary to estimate the fair value of assets. Assets to be disposed of are carried at the lower of their financial statement carrying amount or fair value, less cost to sell. The Company has determined that there was no impairment of its long-lived assets as of June 30, 2020 and 2019. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock Options and Warrants The Company follows ASC 718 (Stock Compensation) and ASU 2018-07 (Compensation – Stock Compensation), which provide guidance in accounting for share-based awards exchanged for services rendered and requires companies to expense the estimated fair value of these awards over the requisite service period. The Company instituted a formal long-term and short-term incentive plan on November 20, 2012, which was approved by its shareholders. Prior to that date, we did not have a formal equity plan, but all equity grants, including stock options and warrants, were approved by our Board of Directors. We determine the fair value of the stock-based compensation awards granted to non-employees as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. If the fair value of the equity instruments issued is used, it is measured using the stock price and other measurement assumptions as of the earlier of either of (1) the date at which a commitment for performance by the counterparty to earn the equity instruments is reached, or (2) the date at which the counterparty’s performance is complete. Beginning in the quarter ended June 30, 2013 the Company began using the simplified method to determine the expected term for any options granted because the Company did not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. The Company previously utilized the contractual term as the expected term. |
Environmental Costs, Policy [Policy Text Block] | Environmental Matters Expenditures for ongoing compliance with environmental regulations that relate to current operations are expensed or capitalized as appropriate. Expenditures resulting from the remediation of existing conditions caused by past operations that do not contribute to future revenue generations are expensed. Liabilities are recognized when environmental assessments indicate that remediation efforts are probable, and the costs can be reasonably estimated. Estimates of such liabilities are based upon currently available facts, existing technology and presently enacted laws and regulations taking into consideration the likely effects of inflation and other societal and economic factors and include estimates of associated legal costs. These amounts also reflect prior experience in remediating contaminated sites, other companies’ clean-up experience and data released by The Environmental Protection Agency or other organizations. Such estimates are by their nature imprecise and can be expected to be revised over time because of changes in government regulations, operations, technology, and inflation. Recoveries are evaluated separately from the liability and, when recovery is assured, the Company records and reports an asset separately from the associated liability. The Company has posted a cash bond in the amount of 297,000 required by the Utah Department of Oil, Gas and Minerals to cover estimated reclamation costs related the Company large mining permit for its Dragon Mine property. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Standards ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework Effective January 1, 2020 the Company adopted ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement. This ASU eliminates, modifies, and adds disclosure requirements for fair value measurements. The adoption of ASU 2018-13 had no material impact on the Company’s results. ASU 2018-18. Collaborative Arrangements Effective January 1, 2020 the Company adopted ASU 2018-18, C ollaborative Arrangements (Topic 808): Clarifying the Interaction Between Topic 808 and Topic 606, Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, as part of its initiative to reduce complexity in accounting standards. The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The amendments within ASU No. 2019-12 are effective for financial statements issued for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, and early adoption is permitted. The Company is currently assessing the impact of this update on its consolidated financial statements. |
BASIS OF REPORTING AND SIGNIF_3
BASIS OF REPORTING AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Property Plant And Equipment Estimated Useful Lives [Table Text Block] | Property and equipment are carried at cost net of ac c Estimated Useful Life (years) Building and Building Improvements 5 – 40 Mining equipment 2 – 7 Office and shop furniture and equipment 3 – 7 Vehicles 5 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule Of Supplemental Cash Flow and Balance Sheet Information Related To Leases [Table Text Block] | Supplemental cash flow information related to leases: Three months Six months ended Operating cash flows paid for operating leases $ 28,521 $ 56,211 Non-cash lease expense $ (119 ) $ 593 Supplemental balance sheet information related to leases: As of June 30, Operating lease Right-of-use assets $ 187,991 Current portion of operating lease liabilities $ 106,276 Long-term operating lease liabilities 85,965 Total operating lease liabilities $ 192,241 Weighted average remaining operating lease term 1.75 years Weighted average discount rate 6 % |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | The following table summarizes the maturity of lease liabilities under operating leases as of June 30, 2020: 2020 (remaining six months) $ 57,042 2021 116,649 2022 29,376 Total lease payments 203,067 Less: imputed interest (10,826 ) Total lease liabilities $ 192,241 |
DEPOSIT (Tables)
DEPOSIT (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Deposit [Abstract] | |
Schedule of deposit assets type | The following is a summary of deposit: June 30, 2020 December 31, 2019 Cash Bond (Mine Permit deposit) $ 296,883 $ 296,552 Office Lease Security Deposit 39,168 39,168 Total $ 336,051 $ 335,720 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Notes payable at June 30, 2020 and December 31, 2019 consist of the following: June 30, 2020 December 31, 2019 Note payable against exploration rights agreement, including interest (a) $ - $ 250,000 Note payable, net of $4,237 debt discount and $47,917 deferred financing costs (b) 72,846 - Note payable to insurance companies, payable $1,732 – $24,808 monthly, (c) and (d) 52,675 208,728 125,521 458,728 Less: Current Portion (125,521 ) (458,728 ) Notes Payable, Long-Term Portion $ - $ - (a) On November 13, 2019, the Company entered into an agreement with a related party. Per the terms of the agreement, the Company has borrowed $250,000 against an expected annual renewal payment for an exploration license it granted as part of an Exploration Agreement with Option to Purchase entered into with Continental Minerals Claims, Inc. in December 2017, in exchange for $200,000 in cash. The loan was unsecured and paid off in February 2020. There was no interest rate specified. (b) On February 13, 2020, the Company entered into a secured loan agreement and issued a note in the principal amount of $125,000 (including a 5% OID). The note also bears a 5% per annum interest. The maturity date of the note is 12 months from funding date. The note is convertible at any time into the Company’s Common Stock. The initial conversion price is $.02 per share. After one hundred eighty days after the date of the note, the conversion price will be the lower of (i) $.02 or (ii) 75% multiplied by the lowest traded price of the common stock during the 20 consecutive trading day period immediately preceding the date of the respective conversion. (c) On October 2019, the Company signed a note payable with interest rate of 4.89% with an insurance company for liability insurance, payable in 10 monthly installment payments which started on November 17, 2019. (d) On October 2019, the Company signed a note payable with interest rate of 7.04% with an insurance company for liability insurance, payable in 10 monthly installment which started on November 17, 2019. |
CONVERTIBLE DEBT (PIK NOTES) (T
CONVERTIBLE DEBT (PIK NOTES) (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Instruments [Abstract] | |
Debt Instrument Redemption [Table Text Block] | The key terms of the Series A and Series 2023 Notes, as amended, are highlighted in the table below: Key Terms Series 2023 Notes Series A Notes Inception Date 08/01/2013 11/03/2014 Cash Received $10,500,000 $12,500,000 Principal (Initial Liability) $10,500,000 $19,848,486 Maturity (Term) Matures on August 1, 2023, but convertible into shares of the Company’s common stock at the discretion of the holder or by the Company based on the market price of the Company’s stock; Matures on May 1, 2023 but extends to August 1, 2023 if the Series 2023 Notes are still outstanding. Convertible into shares of the Company’s common stock at the discretion of the holder or by the Company based on the market price of the Company’s stock; Exercise Price $0.59, adjusted downward based on anti-dilution provisions/downround protection $0.40, adjusted downward based on anti-dilution provisions/down-round protection; Stated Interest 10% per annum through December 14, 2017, 3% per annum thereafter, due semiannually; 10% per annum through December 14, 2017, 3% per annum thereafter, due semiannually; Derivative Liability $2,055,000 established at inception due to the existence of down-round protection; the derivative liability was revalued every quarter using Monte Carlo model through the year ended December 31, 2018. The Company is no longer required to value the derivative liability. $9,212,285 established at inception due to existence of down-round protection; revalued every quarter using a Monte Carlo model through the year ended December 31, 2018. The Company is no longer required to value the derivative liability. Payments Per the terms of the amendment agreement entered into on April 4, the holders of the Series A and Series 2023 Notes were to receive a pro-rata distribution of an Immediate Payment of $350,000 as well as (i) receive a pro-rata distribution of 5% of the net proceeds of any capital raise and (ii) on the 15 th Per the terms of the amendment agreement entered into on April 4, 2019, the holders of the Series A and Series 2023 Notes were to receive a pro-rata distribution of an Immediate Payment of $350,000 as well as (i) receive a pro-rata distribution of 5% of the net proceeds of any capital raise and (ii) on the 15 th |
Convertible Debt [Table Text Block] | As of June 30, 2020, the liability components of the PIK Notes on the Company’s balance sheet are listed in the following table: Series 2023 Notes Series A Total PIK Note Payable, Gross $ 17,001,793 $ 28,647,611 $ 45,649,404 Less: Discou n - (1,276,152 ) (1,276,152 ) PIK Note Payable, Net $ 17,001,793 $ 27,371,459 $ 44,373,252 As of December 31, 2019, the liability components of the PIK Notes on the Company’s balance sheet are list e Series 2023 Series A Total PIK Note Payable, Gross $ 16,901,447 $ 28,265,165 $ 45,166,612 Less: Discount - (1,464,311 ) (1,464,311 ) PIK Note Payable, Net $ 16,901,447 $ 26,800,854 $ 43,702,301 |
OPTIONS AND WARRANTS TO PURCH_2
OPTIONS AND WARRANTS TO PURCHASE COMMON STOCK (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule Of Warrants Or Rights [Table Text Block] | A summary of the status and changes of the warrants issued for the six months ended June 30, 2020: Shares Issuable upon Exercise of Weighted Average Outstanding Warrants Exercise Price Outstanding at January 1, 2020 26,688,373 $ 0.15 Issued - - Exercised - Forfeited - - Outstanding at June 30, 2020 26,688,373 $ 0.15 At June 30, 2020, the intrinsic value of the outstanding warrants was $0. |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | A summary of the status of the warrants outstandi n Warrants Outstanding and Exercisable Shares Issuable Weighted Average upon Exercise of Remaining Weighted Average Exercise Price Outstanding Warrants Contractual Life (years) Exercise Price $ 1.15 461,340 0.83 $ 1.15 $ 0.25 3,283,283 0.99 $ 0.25 $ 0.04 2,068,750 2.18 $ 0.04 $ 0.10 11,000,000 2.45 $ 0.10 $ 0.15 9,875,000 0.98 $ 0.15 26,688,373 1.68 $ 0.15 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | A summary of the status and changes of the options granted under stock option plans and other agreements during the six mon t Shares Issued Weighted Upon Exercise of Average Options Exercise Price Outstanding at December 31, 2019 60,676,568 $ 0.26 Granted - - Exercised - - Forfeited - - Outstanding at June 30, 2020 60,676,568 $ 0.26 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | A summary of the status of the options outstanding at June 30, 2020 is presented below: Options Outstanding Options Exercisable Range of per Shares Weighted Per share Shares Weighted Per share $0.04 - $0.08 42,403,623 7.18 $ 0.06 34,861,956 7.17 $ 0.06 $0.10 - $0.84 13,330,885 2.43 0.42 13,330,885 2.43 0.42 $1.10 - $1.90 4,942,060 2.22 1.63 4,942,060 2.22 1.63 60,676,568 5.73 $ 0.26 53,134,901 5.52 $ 0.29 |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details Textual) | 1 Months Ended | ||
Oct. 31, 2019T | Dec. 22, 2017USD ($) | Mar. 25, 2020USD ($) | |
Tintic Copper and Gold, Inc. [Member] | |||
Exploration Agreement Option To Purchase Consideration | $ 1,050,000 | ||
Right Of First Offer Value | $ 250,000 | ||
AMIRON iron oxide [Member] | |||
Supply of Materials | T | 30,000 | ||
Period of Supply | 2 years | ||
CMC [Member] | |||
Exploration Agreement Payments Upon Expiration Of Due Diligence Period | $ 350,000 | ||
Exploration Agreement Payments On Or Before First Anniversary Of Effective Date Of Agreement | 150,000 | ||
Exploration Agreement Payments On Or Before Each Subsequent Anniversary Of Effective Date During Exploration License Term | $ 250,000 | ||
Exploration License Agreement Terms | 10 years |
GOING CONCERN AND BASIS OF PR_2
GOING CONCERN AND BASIS OF PRESENTATION (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | May 05, 2020 | Dec. 31, 2019 | |
Net Loss Attributable to Parent | $ (1,383,314) | $ (1,692,875) | $ (1,276,289) | $ (3,035,456) | ||
Net Cash Provided by (Used in) Operating Activities | 311,399 | $ (1,571,006) | ||||
Assets, Current | 428,776 | 428,776 | $ 415,309 | |||
Liabilities, Current | 3,042,276 | 3,042,276 | 2,430,707 | |||
Accrued Bonuses, Current | 119,269 | 119,269 | ||||
PIK Note interest accrual | 362,483 | 362,483 | 176,903 | |||
Accrued Directors Fees | 960,811 | 960,811 | ||||
Accrued Salaries, Current | 438,477 | 438,477 | ||||
PPP Funding Payable, expected to be forgiven | 223,075 | 223,075 | $ 0 | |||
PPPLoan [Member] | ||||||
PPP Funding Payable, expected to be forgiven | 223,075 | 223,075 | $ 223,075 | |||
Current Liabilities [Member] | ||||||
Disputed Accrued Expenses | $ 132,635 | $ 132,635 |
BASIS OF REPORTING AND SIGNIF_4
BASIS OF REPORTING AND SIGNIFICANT ACCOUNTING POLICIES (Details) | 6 Months Ended |
Jun. 30, 2020 | |
Building and Building Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 40 years |
Building and Building Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
Mining equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 7 years |
Mining equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 2 years |
Office and shop furniture and equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment, Useful Life | 7 years |
Office and shop furniture and equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment, Useful Life | 3 years |
Vehicles [Member] | |
Property, Plant and Equipment, Useful Life | 5 years |
BASIS OF REPORTING AND SIGNIF_5
BASIS OF REPORTING AND SIGNIFICANT ACCOUNTING POLICIES (Details Textual) - USD ($) | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cost of Services, Oil and Gas | $ 297,000 | |
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Largest Customer [Member] | ||
Concentration Risk, Percentage | 49.20% | 84.90% |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Largest Customer [Member] | ||
Concentration Risk, Percentage | 84.80% | 0.00% |
LEASES (Details)
LEASES (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | |||
Operating cash flows paid for operating leases | $ 28,521 | $ 56,211 | |
Non-cash lease expense | $ (119) | $ 593 | $ 2,231 |
LEASES (Details 1)
LEASES (Details 1) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Operating lease Right-of-use assets | $ 187,991 | $ 238,151 |
Current portion of operating lease liabilities | 106,276 | 101,487 |
Long-term operating lease liabilities | 85,965 | $ 140,321 |
Total operating lease liabilities | $ 192,241 | |
Weighted average remaining operating lease term | 1 year 9 months | |
Weighted average discount rate | 6.00% |
LEASES (Details 2)
LEASES (Details 2) | Jun. 30, 2020USD ($) |
2020 (remaining six months) | $ 57,042 |
2021 | 116,649 |
2022 | 29,376 |
Total lease payments | 203,067 |
Less: imputed interest | (10,826) |
Total lease liabilities | $ 192,241 |
LEASES (Details Textual)
LEASES (Details Textual) | 1 Months Ended |
Mar. 16, 2017USD ($) | |
Leases [Abstract] | |
Lessee, Operating Lease, Term of Contract | 5 years |
Operating Leases, Rent Expense, Minimum Rentals | $ 9,000 |
DEPOSIT (Details)
DEPOSIT (Details) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
Schedule Of Deposit Assets Type [Line Items] | ||
Deposits Assets | $ 336,051 | $ 335,720 |
Cash Bond (Mine Permit deposit) [Member] | ||
Schedule Of Deposit Assets Type [Line Items] | ||
Deposits Assets | 296,883 | 296,552 |
Office Lease Security Deposit [Member] | ||
Schedule Of Deposit Assets Type [Line Items] | ||
Deposits Assets | $ 39,168 | $ 39,168 |
NOTES PAYABLE (Details)
NOTES PAYABLE (Details) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 | |
Note Payable Mining Equipment | $ 125,521 | $ 458,728 | |
Note payable, net of $4,237 debt discount and $47,917 deferred financing costs | [1] | 72,846 | 0 |
Less: Current Portion | (125,521) | (458,728) | |
Notes Payable, Long-Term Portion | 0 | 0 | |
Note Payable Mining Equipment [Member] | |||
Note Payable Mining Equipment | [2] | 0 | 250,000 |
Note Payable Insurance Company One [Member] | |||
Note Payable Mining Equipment | [3],[4] | $ 52,675 | $ 208,728 |
[1] | On February 13, 2020, the Company entered into a secured loan agreement and issued a note in the principal amount of $125,000 (including a 5% OID). The note also bears a 5% per annum interest. The maturity date of the note is 12 months from funding date. The note is convertible at any time into the Company’s Common Stock. The initial conversion price is $.02 per share. After one hundred eighty days after the date of the note, the conversion price will be the lower of (i) $.02 or (ii) 75% multiplied by the lowest traded price of the common stock during the 20 consecutive trading day period immediately preceding the date of the respective conversion. | ||
[2] | On November 13, 2019, the Company entered into an agreement with a related party. Per the terms of the agreement, the Company has borrowed $250,000 against an expected annual renewal payment for an exploration license it granted as part of an Exploration Agreement with Option to Purchase entered into with Continental Minerals Claims, Inc. in December 2017, in exchange for $200,000 in cash. The loan was unsecured and paid off in February 2020. There was no interest rate specified. | ||
[3] | On October 2019, the Company signed a note payable with interest rate of 4.89% with an insurance company for liability insurance, payable in 10 monthly installment payments which started on November 17, 2019. | ||
[4] | On October 2019, the Company signed a note payable with interest rate of 7.04% with an insurance company for liability insurance, payable in 10 monthly installment which started on November 17, 2019. |
NOTES PAYABLE - Summary of Not
NOTES PAYABLE - Summary of Note Payable (Details) (Parenthetical) | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Minimum [Member] | Note Payable Insurance Company One [Member] | |
Note payable, debt discount | $ 4,237 |
Minimum [Member] | Note Payable Insurance Company Two [Member] | |
Note payable, monthly payment | 1,732 |
Maximum [Member] | Note Payable Insurance Company One [Member] | |
Note payable, deferred financing costs | 47,917 |
Maximum [Member] | Note Payable Insurance Company Two [Member] | |
Note payable, monthly payment | $ 24,808 |
NOTES PAYABLE (Details Textual)
NOTES PAYABLE (Details Textual) | Feb. 13, 2020USD ($)Days$ / shares | Nov. 13, 2019USD ($) | Oct. 31, 2019 | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) |
Proceeds from Lines of Credit | $ 250,000 | ||||||
Consideration Received | $ 200,000 | ||||||
Debt Instrument, Periodic Payment, Interest | $ 1,288 | $ 1,524 | $ 3,358 | $ 10,680 | |||
Secured Debt [Member] | Firstfire Global Opportunities Fund LLC [Member] | |||||||
Debt Instrument, Convertible, Threshold Trading Days | Days | 20 | ||||||
Notes Payable, Other Payables [Member] | Secured Debt [Member] | Firstfire Global Opportunities Fund LLC [Member] | |||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 2 | ||||||
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger | 75.00% | ||||||
Interest Rate of 4.89% [Member] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.89% | ||||||
Debt Instrument, Term | 10 months | ||||||
Interest Rate of 7.04% [Member] | |||||||
Debt Instrument, Interest Rate, Stated Percentage | 7.04% | ||||||
Debt Instrument, Term | 10 months | ||||||
Notes Payable Others [Member] | |||||||
Debt Instrument, Face Amount | $ 125,000 | ||||||
Debt Instrument, Term | 12 months | ||||||
Debt Instrument Original Issue Discount Rate | 5.00% | ||||||
Short-term Debt, Percentage Bearing Fixed Interest Rate | 5.00% |
PAYCHECK PROTECTION PROGRAM L_2
PAYCHECK PROTECTION PROGRAM LOAN - (Details Textual) | May 05, 2020USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2019USD ($) |
Paycheck Protection Program Loan [Line Items] | |||
Paycheck Protection Program Loan | $ 223,075 | $ 0 | |
PPPLoan [Member] | |||
Paycheck Protection Program Loan [Line Items] | |||
Paycheck Protection Program Loan | $ 223,075 | $ 223,075 | |
Promissory Notes [Member] | PPPLoan [Member] | |||
Paycheck Protection Program Loan [Line Items] | |||
Promissory Note, term | two years | ||
Annual interest rate | 0.010 |
CONVERTIBLE DEBT (PIK NOTES) (D
CONVERTIBLE DEBT (PIK NOTES) (Details) - USD ($) | Nov. 03, 2014 | Jun. 30, 2020 | Mar. 31, 2020 |
Series 2023 Notes [Member] | |||
Inception Date | Aug. 1, 2013 | ||
Cash Received | $ 10,500,000 | ||
Principal (Initial Liability) | $ 10,500,000 | ||
Maturity (Term) | Aug. 1, 2023 | ||
Exercise Price | $ 0.59 | ||
Stated Interest | 10.00% | ||
Derivative Liability | $ 2,055,000 | ||
Payments | Per the terms of the amendment agreement entered into on April 4, the holders of the Series A and Series 2023 Notes were to receive a pro-rata distribution of an Immediate Payment of $350,000 as well as (i) receive a pro-rata distribution of 5% of the net proceeds of any capital raise and (ii) on the 15th day after the filing of its quarterly report on Form 10-Q or annual report on Form 10-K, receive a pro-rata payment of (a) 3% of gross revenue if cash or cash equivalents on the Company’s balance sheet or otherwise is less than $3 million on the last day of the fiscal quarter or (b) 5% of gross revenue if cash or cash equivalents on the Company’s balance sheet or otherwise is greater than $3 million but less than $5 million on the last day of the fiscal quarter or (c) 12% of gross revenue if cash or cash equivalents on the Company’s balance sheet or otherwise is greater than $5 million on the last day of the fiscal quarter. If the amount payable under (ii)(a), (ii)(b) or (ii)(c) is in excess of the amount of cash at the end of the fiscal quarter, the payment of the excess amount will be deferred and will be payable in connection with the payment for a following fiscal quarter(s) when cash is available. All payment will be applied to the reduction of the principal amount outstanding of the Series A and Series 2023 Notes. | ||
Series A Notes [Member] | |||
Inception Date | Nov. 3, 2014 | ||
Cash Received | $ 12,500,000 | ||
Principal (Initial Liability) | $ 19,848,486 | ||
Maturity (Term) | May 1, 2023 | ||
Exercise Price | $ 0.40 | ||
Stated Interest | 10.00% | 10.00% | |
Derivative Liability | $ 9,212,285 | ||
Payments | Per the terms of the amendment agreement entered into on April 4, 2019, the holders of the Series A and Series 2023 Notes were to receive a pro-rata distribution of an Immediate Payment of $350,000 as well as (i) receive a pro-rata distribution of 5% of the net proceeds of any capital raise and (ii) on the 15th day after the filing of its quarterly report on Form 10-Q or annual report on Form 10-K, receive a pro-rata payment of (a) 3% of gross revenue if cash or cash equivalents on the Company’s balance sheet or otherwise is less than $3 million on the last day of the fiscal quarter or (b) 5% of gross revenue if cash or cash equivalents on the Company’s balance sheet or otherwise is greater than $3 million but less than $5 million on the last day of the fiscal quarter or (c) 12% of gross revenue if cash or cash equivalents on the Company’s balance sheet or otherwise is greater than $5 million on the last day of the fiscal quarter. If the amount payable under (ii)(a), (ii)(b) or (ii)(c) is in excess of the amount of cash at the end of the fiscal quarter, the payment of the excess amount will be deferred and will be payable in connection with the payment for a following fiscal quarter(s) when cash is available. All payment will be applied to the reduction of the principal amount outstanding of the Series A and Series 2023 Notes. |
CONVERTIBLE DEBT (PIK NOTES) _2
CONVERTIBLE DEBT (PIK NOTES) (Details 1) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
Less: Discount | $ (1,276,152) | $ (1,464,311) |
PIK Note Payable, Net | 44,373,252 | 43,702,301 |
Payment in Kind (PIK) Note [Member] | ||
PIK Note Payable, Gross | 45,649,404 | 45,166,612 |
Less: Discount | (1,276,152) | (1,464,311) |
PIK Note Payable, Net | 44,373,252 | 43,702,301 |
Payment in Kind (PIK) Note [Member] | Series 2023 Notes [Member] | ||
PIK Note Payable, Gross | 17,001,793 | 16,901,447 |
Less: Discount | 0 | 0 |
PIK Note Payable, Net | 17,001,793 | 16,901,447 |
Payment in Kind (PIK) Note [Member] | Series A Notes [Member] | ||
PIK Note Payable, Gross | 28,647,611 | 28,265,165 |
Less: Discount | (1,276,152) | (1,464,311) |
PIK Note Payable, Net | $ 27,371,459 | $ 26,800,854 |
CONVERTIBLE DEBT (PIK NOTES) _3
CONVERTIBLE DEBT (PIK NOTES) (Details Textual) - USD ($) | Nov. 03, 2014 | Aug. 01, 2013 | Feb. 29, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2014 | Mar. 31, 2020 | Dec. 31, 2013 | Aug. 05, 2013 |
Paid-in-Kind Interest | $ 680,297 | $ 695,646 | |||||||
Accrued interest paid through the issuance of PIK Notes | 494,717 | $ 737,116 | |||||||
Payment in Kind (PIK) Note [Member] | |||||||||
Proceeds from Convertible Debt | $ 23,000,000 | ||||||||
Series A Notes [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | |||||||
Debt Instrument, Convertible, Conversion Price | $ 0.40 | ||||||||
Debt Instrument, Face Amount | $ 19,848,486 | ||||||||
Proceeds from Convertible Debt | $ 12,500,000 | ||||||||
Debt Instrument, Maturity Date | May 1, 2023 | ||||||||
Series A Notes [Member] | Samlyn Offshore Master Fund [Member] | |||||||||
Convertible Notes Payable | 9,413,224 | ||||||||
Series A Notes [Member] | Samlyn Onshore Fund [Member] | |||||||||
Convertible Notes Payable | 5,024,235 | ||||||||
Series A Notes [Member] | IBS Turnaround Fund [Member] | |||||||||
Convertible Notes Payable | 1,365,808 | ||||||||
Series A Notes [Member] | IBS Opportunity Fund Ltd [Member] | |||||||||
Convertible Notes Payable | $ 263,159 | ||||||||
Series A Notes [Member] | IBS Capital LLC [Member] | |||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 13.60% | ||||||||
Series A Notes [Member] | Kingdon Capital Management LLC [Member] | |||||||||
Convertible Notes Payable | $ 4,374,988 | ||||||||
Series A Notes [Member] | IBS Turnaround Partnership [Member] | |||||||||
Convertible Notes Payable | 2,742,689 | ||||||||
Series A Notes [Member] | Payment in Kind (PIK) Note [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | |||||||
Debt Instrument, Convertible, Conversion Price | $ 0.90 | ||||||||
Debt Instrument, Face Amount | $ 19,848,486 | ||||||||
Amortization of Debt Issuance Costs and Discounts | 212,116 | ||||||||
Convertible Notes Payable, Noncurrent | 27,371,459 | ||||||||
Series 2023 Notes [Member] | |||||||||
Paid-in-Kind Interest | $ 107,042 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.59 | ||||||||
Debt Instrument, Face Amount | $ 10,500,000 | ||||||||
Proceeds from Convertible Debt | $ 10,500,000 | ||||||||
Debt Instrument, Maturity Date | Aug. 1, 2023 | ||||||||
Series 2023 Notes [Member] | Kingdon Capital Management LLC [Member] | |||||||||
Convertible Notes Payable | 4,049,638 | ||||||||
Series 2023 Notes [Member] | Payment in Kind (PIK) Note [Member] | |||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | |||||||
Debt Instrument, Convertible, Conversion Price | $ 1.40 | $ 0.90 | |||||||
Proceeds from Convertible Debt | $ 10,500,000 | ||||||||
Convertible Notes Payable, Noncurrent | 17,001,793 | ||||||||
Accrued interest paid through the issuance of PIK Notes | $ 107,042 |
STOCKHOLDERS' EQUITY (Details T
STOCKHOLDERS' EQUITY (Details Textual) - $ / shares | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Shares Authorized | 700,000,000 | 700,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares, Issued | 175,638,549 | 175,513,549 |
Common Stock, Shares, Outstanding | 175,638,549 | 175,513,549 |
Common Stock [Member] | ||
Common Stock, Shares Authorized | 700,000,000 | 700,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares, Issued | 175,638,549 | 175,513,549 |
Common Stock, Shares, Outstanding | 175,638,549 | 175,513,549 |
Shares Issued, Price Per Share | $ 0.01 | |
Stock Issued During Period To Note Holder Shares | 125,000 |
OPTIONS AND WARRANTS TO PURCH_3
OPTIONS AND WARRANTS TO PURCHASE COMMON STOCK (Details) - Warrant [Member] | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares Issuable upon Exercise of Outstanding Warrants, Outstanding at January 1, 2020 | 26,688,373 |
Shares Issuable upon Exercise of Outstanding Warrants, Issued | 0 |
Shares Issuable upon Exercise of Outstanding Warrants, Exercised | 0 |
Shares Issuable upon Exercise of Outstanding Warrants, Forfeited | 0 |
Shares Issuable upon Exercise of Outstanding Warrants, Outstanding at June 30, 2020 | 26,688,373 |
Weighted Average Exercise Price, Outstanding at January 1, 2020 | $ / shares | $ 0.15 |
Weighted Average Exercise Price, Issued | $ / shares | 0 |
Weighted Average Exercise Price, Forfeited | $ / shares | 0 |
Weighted Average Exercise Price, Outstanding at June 30, 2020 | $ / shares | $ 0.15 |
OPTIONS AND WARRANTS TO PURCH_4
OPTIONS AND WARRANTS TO PURCHASE COMMON STOCK (Details 1) - Warrant [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Price | $ 0.15 | $ 0.15 |
Shares Issuable upon Exercise of Outstanding Warrants | 26,688,373 | 26,688,373 |
Weighted Average Remaining Contractual Life (years) | 1 year 8 months 4 days | |
Weighted Average Exercise Price | $ 0.15 | |
Exercise Price 1 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Price | $ 1.15 | |
Shares Issuable upon Exercise of Outstanding Warrants | 461,340 | |
Weighted Average Remaining Contractual Life (years) | 9 months 29 days | |
Weighted Average Exercise Price | $ 1.15 | |
Exercise Price 2 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Price | $ 0.25 | |
Shares Issuable upon Exercise of Outstanding Warrants | 3,283,283 | |
Weighted Average Remaining Contractual Life (years) | 11 months 26 days | |
Weighted Average Exercise Price | $ 0.25 | |
Exercise Price 3 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Price | $ 0.04 | |
Shares Issuable upon Exercise of Outstanding Warrants | 2,068,750 | |
Weighted Average Remaining Contractual Life (years) | 2 years 2 months 4 days | |
Weighted Average Exercise Price | $ 0.04 | |
Exercise Price 4 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Price | $ 0.10 | |
Shares Issuable upon Exercise of Outstanding Warrants | 11,000,000 | |
Weighted Average Remaining Contractual Life (years) | 2 years 5 months 12 days | |
Weighted Average Exercise Price | $ 0.10 | |
Exercise Price 5 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Exercise Price | $ 0.15 | |
Shares Issuable upon Exercise of Outstanding Warrants | 9,875,000 | |
Weighted Average Remaining Contractual Life (years) | 11 months 23 days | |
Weighted Average Exercise Price | $ 0.15 |
OPTIONS AND WARRANTS TO PURCH_5
OPTIONS AND WARRANTS TO PURCHASE COMMON STOCK (Details 2) | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Outstanding at beginning of year (in shares) | shares | 60,676,568 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | 0 |
Outstanding at end of year (in shares) | shares | 60,676,568 |
Outstanding at beginning of year (in dollars per share) | $ / shares | $ 0.26 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 0 |
Outstanding at end of year (in dollars per share) | $ / shares | $ 0.26 |
OPTIONS AND WARRANTS TO PURCH_6
OPTIONS AND WARRANTS TO PURCHASE COMMON STOCK (Details 4) | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Number of Options Outstanding | 60,676,568 |
Options Outstanding, Weighted Average Remaining Contractual Life (Year) | 5 years 8 months 23 days |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.26 |
Number of Options Exercisable | 53,134,901 |
Options Exercisable, Weighted Average Remaining Contracrual Life (Year) | 5 years 6 months 7 days |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.29 |
Range of Exercise Prices (0.04 - 0.08) [Member] | |
Number of Options Outstanding | 42,403,623 |
Options Outstanding, Weighted Average Remaining Contractual Life (Year) | 7 years 2 months 4 days |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.06 |
Number of Options Exercisable | 34,861,956 |
Options Exercisable, Weighted Average Remaining Contracrual Life (Year) | 7 years 2 months 1 day |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.06 |
Range of Exercise Prices (0.04 - 0.08) [Member] | Maximum [Member] | |
Number of Options Exercisable | 0.08 |
Range of Exercise Prices (0.04 - 0.08) [Member] | Minimum [Member] | |
Number of Options Exercisable | 0.04 |
Range of Exercise Prices (0.10 - 0.84) [Member] | |
Number of Options Outstanding | 13,330,885 |
Options Outstanding, Weighted Average Remaining Contractual Life (Year) | 2 years 5 months 4 days |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 0.42 |
Number of Options Exercisable | 13,330,885 |
Options Exercisable, Weighted Average Remaining Contracrual Life (Year) | 2 years 5 months 4 days |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 0.42 |
Range of Exercise Prices (0.10 - 0.84) [Member] | Maximum [Member] | |
Number of Options Exercisable | 0.84 |
Range of Exercise Prices (0.10 - 0.84) [Member] | Minimum [Member] | |
Number of Options Exercisable | 0.10 |
Range of Exercise Prices (1.10 - 1.90) [Member] | |
Number of Options Outstanding | 4,942,060 |
Options Outstanding, Weighted Average Remaining Contractual Life (Year) | 2 years 2 months 19 days |
Weighted Average Exercise Price, Outstanding | $ / shares | $ 1.63 |
Number of Options Exercisable | 4,942,060 |
Options Exercisable, Weighted Average Remaining Contracrual Life (Year) | 2 years 2 months 19 days |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 1.63 |
Range of Exercise Prices (1.10 - 1.90) [Member] | Maximum [Member] | |
Number of Options Exercisable | 1.90 |
Range of Exercise Prices (1.10 - 1.90) [Member] | Minimum [Member] | |
Number of Options Exercisable | 1.10 |
OPTIONS AND WARRANTS TO PURCH_7
OPTIONS AND WARRANTS TO PURCHASE COMMON STOCK (Details Textual) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Aug. 18, 2017USD ($)$ / shares$ / itemshares | Jun. 30, 2020USD ($) | Jun. 30, 2020USD ($)$ / sharesshares | Jan. 18, 2018USD ($) | Dec. 14, 2017shares | Dec. 07, 2016shares | May 31, 2016shares | Nov. 20, 2012shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | shares | 0 | |||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ / shares | $ 0 | |||||||
Price Per Unit | $ / item | 0.04 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 0 | $ 0 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | |||||||
Performance based Options Vesting Feature Close Sale Of Units Amount | $ 600,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Nonvested | 0 | 0 | ||||||
LTIP [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | shares | 8,900,000 | |||||||
LTIP 2016 [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | shares | 2,000,000 | |||||||
Incentive Plan 2016 [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | shares | 15,000,000 | |||||||
2017 IP [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | shares | 40,000,000 | |||||||
Share-based Compensation Award, Tranche One [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |||||||
Performance Based Options [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | shares | 27,500,000 | |||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ / shares | $ 0.06 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | Aug. 18, 2027 | |||||||
Performance Based Options [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||||||
Performance Based Options Vesting Feature Additional Cash Proceeds | $ 900,000 | |||||||
Performance Based Options [Member] | Share-based Compensation Award, Tranche Three [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 8.30% | |||||||
Performance Based Options [Member] | Sharebased Compensation Award Tranche Four [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 8.30% | |||||||
Performance based Options Vesting Feature EBITDA Minimum Value Over 12 Month Period | $ 2,000,000 | |||||||
Performance Based Options [Member] | Sharebased Compensation Award Tranche Five [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 8.40% | |||||||
Performance based Options Vesting Feature EBITDA Minimum Value Over 12 Month Period | $ 4,000,000 | |||||||
Employee Stock Option [Member] | ||||||||
Allocated Share-based Compensation Expense | 3,943 | 10,513 | ||||||
Time Based Unvested Options [Member] | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | 23,523 | $ 23,523 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 11 months 23 days | |||||||
Performance Based Unvested Options [Member] | ||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 223,105 | $ 223,105 | ||||||
Warrants In Connection With Units [Member] | ||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | shares | 0.25 |
PER SHARE DATA (Details Textual
PER SHARE DATA (Details Textual) - shares | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Employee Stock Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 60,676,568 | 59,526,568 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 26,688,373 | 26,688,373 |
Convertible Debt Securities [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 99,475,033 | 98,237,813 |