Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 10, 2023 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0000880242 | |
Entity Registrant Name | BIOLARGO, INC. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 000-19709 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 65-0159115 | |
Entity Address, Address Line One | 14921 Chestnut St. | |
Entity Address, City or Town | Westminster | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92683 | |
City Area Code | 888 | |
Local Phone Number | 400-2863 | |
Title of 12(b) Security | Common stock | |
Trading Symbol | BLGO | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 289,500,358 |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 3,042,000 | $ 1,851,000 |
Accounts receivable, net of allowance | 1,453,000 | 1,064,000 |
Prepaid expenses and other current assets | 74,000 | 120,000 |
Inventories, net of allowance | 122,000 | 118,000 |
Total current assets | 4,691,000 | 3,153,000 |
Property and equipment, net of depreciation | 599,000 | 287,000 |
Other non-current assets | 69,000 | 124,000 |
Investment in South Korean joint venture | 15,000 | 33,000 |
Right of use, operating lease, net of amortization | 777,000 | 867,000 |
Clyra Medical prepaid marketing | 394,000 | 394,000 |
Total assets | 6,545,000 | 4,858,000 |
Current liabilities: | ||
Accounts payable and accrued expenses | 889,000 | 940,000 |
Debt obligations | 66,000 | 100,000 |
Deferred revenue | 2,000 | 17,000 |
Lease liability | 97,000 | 97,000 |
Customer deposits | 122,000 | 184,000 |
Total current liabilities | 1,740,000 | 1,576,000 |
Long-term liabilities: | ||
Debt obligations, net of current | 293,000 | 237,000 |
Lease liability, net of current | 695,000 | 773,000 |
Total long-term liabilities | 988,000 | 1,271,000 |
Total liabilities | 2,728,000 | 2,847,000 |
COMMITMENTS AND CONTINGENCIES (Note 12) | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred Series A, $0.00067 par value, 50,000,000 shares authorized, -0- shares issued and outstanding, at September 30, 2023 and December 31, 2022 | 0 | 0 |
Common stock, $0.00067 par value, 550,000,000 shares authorized, 288,626,570 and 278,462,706 shares issued at September 30, 2023 and December 31, 2022, respectively | 193,000 | 186,000 |
Additional paid-in capital | 153,406,000 | 148,435,000 |
Accumulated deficit | (146,369,000) | (143,594,000) |
Accumulated other comprehensive loss | (161,000) | (149,000) |
Total BioLargo Inc. and subsidiaries stockholders’ equity | 7,069,000 | 4,878,000 |
Non-controlling interest | (3,252,000) | (2,867,000) |
Total stockholders’ equity | 3,817,000 | 2,011,000 |
Total liabilities and stockholders’ equity | 6,545,000 | 4,858,000 |
Entities, Excluding Partially Owned Subsidiary [Member] | ||
Current liabilities: | ||
Accounts payable and accrued expenses | 889,000 | 940,000 |
Partially Owned Subsidiary [Member] | ||
Current liabilities: | ||
Accounts payable and accrued expenses | 330,000 | 238,000 |
Debt obligations | 234,000 | 0 |
Long-term liabilities: | ||
Debt obligations, net of current | $ 0 | $ 261,000 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
Convertible Preferred Stock, Par Value (in dollars per share) | $ 0.00067 | $ 0.00067 |
Convertible Preferred Stock, Shares Authorized (in shares) | 50,000,000 | 50,000,000 |
Convertible Preferred Stock, Shares Issued (in shares) | 0 | 0 |
Convertible Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.00067 | $ 0.00067 |
Common stock, shares authorized (in shares) | 550,000,000 | 550,000,000 |
Common stock, shares issued (in shares) | 288,626,570 | 278,462,706 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 2,672,000 | $ 1,500,000 | $ 7,860,000 | $ 3,786,000 |
Cost of revenue | ||||
Gross profit | 1,435,000 | 752,000 | 4,066,000 | 1,892,000 |
Selling, general and administrative expenses | 2,278,000 | 1,424,000 | 5,794,000 | 4,847,000 |
Research and development | 694,000 | 271,000 | 1,846,000 | 1,018,000 |
Operating loss | (1,537,000) | (943,000) | (3,574,000) | (3,973,000) |
Other (expense) income: | ||||
Interest expense | (12,000) | (14,000) | (72,000) | (42,000) |
PPP loan forgiveness | 0 | 0 | 0 | 174,000 |
Tax credit (reversal) | 41,000 | 66,000 | (14,000) | 66,000 |
Grant income | 0 | 44,000 | 32,000 | 51,000 |
Total other expense: | 29,000 | 96,000 | (54,000) | 249,000 |
Net loss | (1,508,000) | (847,000) | (3,628,000) | (3,724,000) |
Net loss attributable to noncontrolling interest | (308,000) | (343,000) | (853,000) | (340,000) |
Net loss attributable to common shareholders | $ (1,200,000) | $ (504,000) | $ (2,775,000) | $ (3,384,000) |
Net loss per share attributable to common shareholders: | ||||
Loss per share attributable to shareholders – basic and diluted (in dollars per share) | $ (0.01) | $ 0 | $ (0.01) | $ (0.01) |
Weighted average number of common shares outstanding: (in shares) | 287,943,346 | 270,665,820 | 284,559,487 | 265,812,188 |
Comprehensive loss: | ||||
Net loss | $ (1,508,000) | $ (847,000) | $ (3,628,000) | $ (3,724,000) |
Foreign currency translation | 1,000 | (59,000) | (12,000) | (70,000) |
Comprehensive loss | (1,507,000) | (906,000) | (3,640,000) | (3,794,000) |
Comprehensive loss attributable to noncontrolling interest | (308,000) | (343,000) | (853,000) | (340,000) |
Comprehensive loss attributable to common stockholders | (1,199,000) | (563,000) | (2,787,000) | (3,454,000) |
Product [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 2,529,000 | 1,216,000 | 7,392,000 | 2,532,000 |
Cost of revenue | ||||
Cost of Goods and Services Sold | (1,170,000) | (515,000) | (3,533,000) | (1,174,000) |
Service [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 143,000 | 284,000 | 468,000 | 1,254,000 |
Cost of revenue | ||||
Cost of Goods and Services Sold | $ (67,000) | $ (233,000) | $ (261,000) | $ (720,000) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Clyra Medical Technologies [Member] Common Stock [Member] | Clyra Medical Technologies [Member] Additional Paid-in Capital [Member] | Clyra Medical Technologies [Member] Retained Earnings [Member] | Clyra Medical Technologies [Member] AOCI Attributable to Parent [Member] | Clyra Medical Technologies [Member] Noncontrolling Interest [Member] | Clyra Medical Technologies [Member] | BioLargo Energy Technologies, Inc (BETI) [Member] Common Stock [Member] | BioLargo Energy Technologies, Inc (BETI) [Member] Additional Paid-in Capital [Member] | BioLargo Energy Technologies, Inc (BETI) [Member] Retained Earnings [Member] | BioLargo Energy Technologies, Inc (BETI) [Member] AOCI Attributable to Parent [Member] | BioLargo Energy Technologies, Inc (BETI) [Member] Noncontrolling Interest [Member] | BioLargo Energy Technologies, Inc (BETI) [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2021 | 255,893,726 | |||||||||||||||||
Balance at Dec. 31, 2021 | $ 171,000 | $ 143,718,000 | $ (139,121,000) | $ (115,000) | $ (3,720,000) | $ 933,000 | ||||||||||||
Sale of stock for cash (in shares) | 6,703,789 | |||||||||||||||||
Sale of stock for cash | $ 4,000 | 1,198,000 | 0 | 0 | 0 | 1,202,000 | ||||||||||||
Issuance of common stock for services (in shares) | 86,752 | |||||||||||||||||
Issuance of common stock for services | $ 0 | 17,000 | 0 | 0 | 0 | 17,000 | ||||||||||||
Stock option compensation expense | 0 | 660,000 | 0 | 0 | 0 | 660,000 | ||||||||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | $ 0 | $ 141,000 | $ 0 | $ 0 | $ 0 | $ 141,000 | ||||||||||||
Noncontrolling interest allocation | 0 | (528,000) | 0 | 0 | 528,000 | 0 | ||||||||||||
Net loss | 0 | 0 | (1,652,000) | 0 | 108,000 | (1,544,000) | ||||||||||||
Foreign currency translation | $ 0 | 0 | 0 | (8,000) | 0 | (8,000) | ||||||||||||
Balance (in shares) at Dec. 31, 2021 | 255,893,726 | |||||||||||||||||
Balance at Dec. 31, 2021 | $ 171,000 | 143,718,000 | (139,121,000) | (115,000) | (3,720,000) | 933,000 | ||||||||||||
Net loss | (3,724,000) | |||||||||||||||||
Foreign currency translation | (70,000) | |||||||||||||||||
Balance (in shares) at Mar. 31, 2022 | 262,684,267 | |||||||||||||||||
Balance at Mar. 31, 2022 | $ 175,000 | 145,206,000 | (140,773,000) | (123,000) | (3,084,000) | 1,401,000 | ||||||||||||
Sale of stock for cash (in shares) | 5,011,570 | |||||||||||||||||
Sale of stock for cash | $ 4,000 | 944,000 | 0 | 0 | 0 | 948,000 | ||||||||||||
Issuance of common stock for services (in shares) | 340,891 | |||||||||||||||||
Issuance of common stock for services | $ 0 | 59,000 | 0 | 0 | 0 | 59,000 | ||||||||||||
Stock option compensation expense | 0 | 234,000 | 0 | 0 | 0 | 234,000 | ||||||||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | 0 | 82,000 | 0 | 0 | 0 | 82,000 | ||||||||||||
Noncontrolling interest allocation | 0 | (103,000) | 0 | 0 | 103,000 | 0 | ||||||||||||
Net loss | 0 | 0 | (1,228,000) | 0 | (105,000) | (1,333,000) | ||||||||||||
Foreign currency translation | $ 0 | 0 | 0 | (3,000) | 0 | (3,000) | ||||||||||||
Balance (in shares) at Jun. 30, 2022 | 268,036,728 | |||||||||||||||||
Balance at Jun. 30, 2022 | $ 179,000 | 146,422,000 | (142,001,000) | (126,000) | (3,086,000) | 1,388,000 | ||||||||||||
Sale of stock for cash (in shares) | 6,207,084 | |||||||||||||||||
Sale of stock for cash | $ 4,000 | 1,113,000 | 0 | 0 | 0 | 1,117,000 | ||||||||||||
Issuance of common stock for services (in shares) | 378,828 | |||||||||||||||||
Issuance of common stock for services | $ 1,000 | 95,000 | 0 | 0 | 0 | 96,000 | ||||||||||||
Stock option compensation expense | 0 | 253,000 | 0 | 0 | 0 | 253,000 | ||||||||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | 0 | 85,000 | 0 | 0 | 0 | 85,000 | ||||||||||||
Noncontrolling interest allocation | 0 | (498,000) | 0 | 0 | 498,000 | 0 | ||||||||||||
Net loss | 0 | 0 | (504,000) | 0 | (343,000) | (847,000) | ||||||||||||
Foreign currency translation | $ 0 | 0 | 0 | (59,000) | 0 | (59,000) | ||||||||||||
Balance (in shares) at Dec. 31, 2022 | 278,462,706 | |||||||||||||||||
Balance at Dec. 31, 2022 | $ 186,000 | 148,435,000 | (143,594,000) | (149,000) | (2,867,000) | 2,011,000 | ||||||||||||
Sale of stock for cash (in shares) | 4,201,402 | |||||||||||||||||
Sale of stock for cash | $ 3,000 | 797,000 | 0 | 0 | 0 | 800,000 | ||||||||||||
Issuance of common stock for services (in shares) | 930,490 | |||||||||||||||||
Issuance of common stock for services | $ 1,000 | 206,000 | 0 | 0 | 0 | 207,000 | ||||||||||||
Issuance of common stock in exchange for Clyra shares (in shares) | 527,983 | |||||||||||||||||
Stock option compensation expense | $ 0 | 195,000 | 0 | 0 | 0 | 195,000 | ||||||||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | 0 | 61,000 | 0 | 0 | 0 | 61,000 | ||||||||||||
Warrant issued for interest | 0 | 30,000 | 0 | 0 | 0 | 30,000 | ||||||||||||
Clyra – sales of Series A Preferred Stock | 0 | 0 | 0 | 0 | 225,000 | 225,000 | $ 0 | $ 0 | $ 0 | $ 0 | $ 550,000 | $ 550,000 | ||||||
Clyra – Series A Preferred Stock – dividend | 0 | 0 | 0 | 0 | (27,000) | (27,000) | ||||||||||||
Noncontrolling interest allocation | 0 | 467,000 | 0 | 0 | (467,000) | 0 | ||||||||||||
Net loss | 0 | 0 | (247,000) | 0 | (247,000) | (494,000) | ||||||||||||
Foreign currency translation | $ 0 | 0 | 0 | (6,000) | 0 | (6,000) | ||||||||||||
Balance (in shares) at Dec. 31, 2022 | 278,462,706 | |||||||||||||||||
Balance at Dec. 31, 2022 | $ 186,000 | 148,435,000 | (143,594,000) | (149,000) | (2,867,000) | 2,011,000 | ||||||||||||
Clyra – sales of Series A Preferred Stock | 1,575,000 | 905,000 | ||||||||||||||||
Net loss | (3,628,000) | |||||||||||||||||
Foreign currency translation | (12,000) | |||||||||||||||||
Balance (in shares) at Mar. 31, 2023 | 284,122,581 | |||||||||||||||||
Balance at Mar. 31, 2023 | $ 190,000 | 150,191,000 | (143,841,000) | (155,000) | (2,833,000) | 3,552,000 | ||||||||||||
Sale of stock for cash (in shares) | 2,677,169 | |||||||||||||||||
Sale of stock for cash | $ 2,000 | 492,000 | 0 | 0 | 0 | 494,000 | ||||||||||||
Issuance of common stock for services (in shares) | 420,911 | |||||||||||||||||
Issuance of common stock for services | $ 0 | 75,000 | 0 | 0 | 0 | 75,000 | ||||||||||||
Stock option compensation expense | 0 | 222,000 | 0 | 0 | 0 | 222,000 | ||||||||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | 0 | 66,000 | 0 | 0 | 0 | 66,000 | ||||||||||||
Clyra – sales of Series A Preferred Stock | 0 | 0 | 0 | 0 | 1,062,000 | 1,062,000 | ||||||||||||
Clyra – Series A Preferred Stock – dividend | 0 | 0 | 0 | 0 | (45,000) | (45,000) | ||||||||||||
Noncontrolling interest allocation | 0 | 1,461,000 | 0 | 0 | (1,461,000) | 0 | ||||||||||||
Net loss | 0 | 0 | (1,328,000) | 0 | (298,000) | (1,626,000) | ||||||||||||
Foreign currency translation | $ 0 | 0 | 0 | (7,000) | 0 | (7,000) | ||||||||||||
Biolargo Energy Technology Inc. (BETI) offering | 0 | 0 | 0 | 0 | 330,000 | 330,000 | ||||||||||||
Balance (in shares) at Jun. 30, 2023 | 287,220,661 | |||||||||||||||||
Balance at Jun. 30, 2023 | $ 192,000 | 152,507,000 | (145,169,000) | (162,000) | (3,245,000) | 4,123,000 | ||||||||||||
Sale of stock for cash (in shares) | 1,190,223 | |||||||||||||||||
Sale of stock for cash | $ 1,000 | 202,000 | 0 | 0 | 0 | 203,000 | ||||||||||||
Issuance of common stock for services (in shares) | 215,686 | |||||||||||||||||
Issuance of common stock for services | $ 0 | 37,000 | 0 | 0 | 0 | 37,000 | ||||||||||||
Stock option compensation expense | 0 | 680,000 | 0 | 0 | 0 | 680,000 | ||||||||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | 0 | 45,000 | 0 | 0 | 0 | 45,000 | ||||||||||||
Clyra – sales of Series A Preferred Stock | 0 | 0 | 0 | 0 | 288,000 | 288,000 | ||||||||||||
Clyra – Series A Preferred Stock – dividend | 0 | 0 | 0 | 0 | (80,000) | (80,000) | ||||||||||||
Noncontrolling interest allocation | 0 | (68,000) | 0 | 0 | 68,000 | 0 | ||||||||||||
Net loss | 0 | 0 | (1,200,000) | 0 | (308,000) | (1,508,000) | ||||||||||||
Foreign currency translation | $ 0 | $ 0 | $ 0 | $ 1,000 | $ 0 | $ 1,000 | ||||||||||||
Biolargo Energy Technology Inc. (BETI) offering | $ 0 | $ 0 | $ 0 | $ 0 | $ 25,000 | $ 25,000 | ||||||||||||
Clyra Medical Technologies, Inc. (Clyra) stock option exercise | $ 0 | $ 3,000 | $ 0 | $ 0 | $ 0 | $ 3,000 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (Deficit) (Unaudited) 2 - USD ($) | Clyra Medical Technologies [Member] Common Stock [Member] | Clyra Medical Technologies [Member] Additional Paid-in Capital [Member] | Clyra Medical Technologies [Member] Retained Earnings [Member] | Clyra Medical Technologies [Member] AOCI Attributable to Parent [Member] | Clyra Medical Technologies [Member] Noncontrolling Interest [Member] | Clyra Medical Technologies [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2021 | 255,893,726 | |||||||||||
Balance at Dec. 31, 2021 | $ 171,000 | $ 143,718,000 | $ (139,121,000) | $ (115,000) | $ (3,720,000) | $ 933,000 | ||||||
Sale of stock for cash (in shares) | 6,703,789 | |||||||||||
Sale of stock for cash | $ 4,000 | 1,198,000 | 0 | 0 | 0 | 1,202,000 | ||||||
Issuance of common stock for services (in shares) | 86,752 | |||||||||||
Issuance of common stock for services | $ 0 | 17,000 | 0 | 0 | 0 | 17,000 | ||||||
Stock option compensation expense | 0 | 660,000 | 0 | 0 | 0 | 660,000 | ||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | $ 0 | $ 141,000 | $ 0 | $ 0 | $ 0 | $ 141,000 | ||||||
Noncontrolling interest allocation | 0 | (528,000) | 0 | 0 | 528,000 | 0 | ||||||
Net loss | 0 | 0 | (1,652,000) | 0 | 108,000 | (1,544,000) | ||||||
Foreign currency translation | $ 0 | 0 | 0 | (8,000) | 0 | (8,000) | ||||||
Balance (in shares) at Mar. 31, 2022 | 262,684,267 | |||||||||||
Balance at Mar. 31, 2022 | $ 175,000 | 145,206,000 | (140,773,000) | (123,000) | (3,084,000) | 1,401,000 | ||||||
Balance (in shares) at Dec. 31, 2021 | 255,893,726 | |||||||||||
Balance at Dec. 31, 2021 | $ 171,000 | 143,718,000 | (139,121,000) | (115,000) | (3,720,000) | 933,000 | ||||||
Net loss | (3,724,000) | |||||||||||
Foreign currency translation | (70,000) | |||||||||||
Balance (in shares) at Sep. 30, 2022 | 274,622,640 | |||||||||||
Balance at Sep. 30, 2022 | $ 184,000 | 147,470,000 | (142,505,000) | (185,000) | (2,931,000) | 2,033,000 | ||||||
Balance (in shares) at Mar. 31, 2022 | 262,684,267 | |||||||||||
Balance at Mar. 31, 2022 | $ 175,000 | 145,206,000 | (140,773,000) | (123,000) | (3,084,000) | 1,401,000 | ||||||
Sale of stock for cash (in shares) | 5,011,570 | |||||||||||
Sale of stock for cash | $ 4,000 | 944,000 | 0 | 0 | 0 | 948,000 | ||||||
Issuance of common stock for services (in shares) | 340,891 | |||||||||||
Issuance of common stock for services | $ 0 | 59,000 | 0 | 0 | 0 | 59,000 | ||||||
Stock option compensation expense | 0 | 234,000 | 0 | 0 | 0 | 234,000 | ||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | 0 | 82,000 | 0 | 0 | 0 | 82,000 | ||||||
Noncontrolling interest allocation | 0 | (103,000) | 0 | 0 | 103,000 | 0 | ||||||
Net loss | 0 | 0 | (1,228,000) | 0 | (105,000) | (1,333,000) | ||||||
Foreign currency translation | $ 0 | 0 | 0 | (3,000) | 0 | (3,000) | ||||||
Balance (in shares) at Jun. 30, 2022 | 268,036,728 | |||||||||||
Balance at Jun. 30, 2022 | $ 179,000 | 146,422,000 | (142,001,000) | (126,000) | (3,086,000) | 1,388,000 | ||||||
Sale of stock for cash (in shares) | 6,207,084 | |||||||||||
Sale of stock for cash | $ 4,000 | 1,113,000 | 0 | 0 | 0 | 1,117,000 | ||||||
Issuance of common stock for services (in shares) | 378,828 | |||||||||||
Issuance of common stock for services | $ 1,000 | 95,000 | 0 | 0 | 0 | 96,000 | ||||||
Stock option compensation expense | 0 | 253,000 | 0 | 0 | 0 | 253,000 | ||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | 0 | 85,000 | 0 | 0 | 0 | 85,000 | ||||||
Noncontrolling interest allocation | 0 | (498,000) | 0 | 0 | 498,000 | 0 | ||||||
Net loss | 0 | 0 | (504,000) | 0 | (343,000) | (847,000) | ||||||
Foreign currency translation | $ 0 | 0 | 0 | (59,000) | 0 | (59,000) | ||||||
Balance (in shares) at Sep. 30, 2022 | 274,622,640 | |||||||||||
Balance at Sep. 30, 2022 | $ 184,000 | 147,470,000 | (142,505,000) | (185,000) | (2,931,000) | 2,033,000 | ||||||
Balance (in shares) at Dec. 31, 2022 | 278,462,706 | |||||||||||
Balance at Dec. 31, 2022 | $ 186,000 | 148,435,000 | (143,594,000) | (149,000) | (2,867,000) | 2,011,000 | ||||||
Sale of stock for cash (in shares) | 4,201,402 | |||||||||||
Sale of stock for cash | $ 3,000 | 797,000 | 0 | 0 | 0 | 800,000 | ||||||
Issuance of common stock for services (in shares) | 930,490 | |||||||||||
Issuance of common stock for services | $ 1,000 | 206,000 | 0 | 0 | 0 | 207,000 | ||||||
Stock option compensation expense | 0 | 195,000 | 0 | 0 | 0 | 195,000 | ||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | 0 | 61,000 | 0 | 0 | 0 | 61,000 | ||||||
Noncontrolling interest allocation | 0 | 467,000 | 0 | 0 | (467,000) | 0 | ||||||
Net loss | 0 | 0 | (247,000) | 0 | (247,000) | (494,000) | ||||||
Foreign currency translation | $ 0 | 0 | 0 | (6,000) | 0 | (6,000) | ||||||
Balance (in shares) at Mar. 31, 2023 | 284,122,581 | |||||||||||
Balance at Mar. 31, 2023 | $ 190,000 | 150,191,000 | (143,841,000) | (155,000) | (2,833,000) | 3,552,000 | ||||||
Balance (in shares) at Dec. 31, 2022 | 278,462,706 | |||||||||||
Balance at Dec. 31, 2022 | $ 186,000 | 148,435,000 | (143,594,000) | (149,000) | (2,867,000) | 2,011,000 | ||||||
Net loss | (3,628,000) | |||||||||||
Foreign currency translation | (12,000) | |||||||||||
Balance (in shares) at Sep. 30, 2023 | 288,626,570 | |||||||||||
Balance at Sep. 30, 2023 | $ 193,000 | 153,406,000 | (146,369,000) | (161,000) | (3,252,000) | 3,817,000 | ||||||
Balance (in shares) at Mar. 31, 2023 | 284,122,581 | |||||||||||
Balance at Mar. 31, 2023 | $ 190,000 | 150,191,000 | (143,841,000) | (155,000) | (2,833,000) | 3,552,000 | ||||||
Sale of stock for cash (in shares) | 2,677,169 | |||||||||||
Sale of stock for cash | $ 2,000 | 492,000 | 0 | 0 | 0 | 494,000 | ||||||
Issuance of common stock for services (in shares) | 420,911 | |||||||||||
Issuance of common stock for services | $ 0 | 75,000 | 0 | 0 | 0 | 75,000 | ||||||
Stock option compensation expense | 0 | 222,000 | 0 | 0 | 0 | 222,000 | ||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | 0 | 66,000 | 0 | 0 | 0 | 66,000 | ||||||
Noncontrolling interest allocation | 0 | 1,461,000 | 0 | 0 | (1,461,000) | 0 | ||||||
Net loss | 0 | 0 | (1,328,000) | 0 | (298,000) | (1,626,000) | ||||||
Foreign currency translation | $ 0 | 0 | 0 | (7,000) | 0 | (7,000) | ||||||
Balance (in shares) at Jun. 30, 2023 | 287,220,661 | |||||||||||
Balance at Jun. 30, 2023 | $ 192,000 | 152,507,000 | (145,169,000) | (162,000) | (3,245,000) | 4,123,000 | ||||||
Sale of stock for cash (in shares) | 1,190,223 | |||||||||||
Sale of stock for cash | $ 1,000 | 202,000 | 0 | 0 | 0 | 203,000 | ||||||
Issuance of common stock for services (in shares) | 215,686 | |||||||||||
Issuance of common stock for services | $ 0 | 37,000 | 0 | 0 | 0 | 37,000 | ||||||
Stock option compensation expense | 0 | 680,000 | 0 | 0 | 0 | 680,000 | ||||||
Clyra Medical Technologies, Inc. (Clyra) stock options issued for services | $ 0 | $ 45,000 | $ 0 | $ 0 | $ 0 | $ 45,000 | ||||||
Noncontrolling interest allocation | 0 | (68,000) | 0 | 0 | 68,000 | 0 | ||||||
Net loss | 0 | 0 | (1,200,000) | 0 | (308,000) | (1,508,000) | ||||||
Foreign currency translation | $ 0 | 0 | 0 | 1,000 | 0 | 1,000 | ||||||
Balance (in shares) at Sep. 30, 2023 | 288,626,570 | |||||||||||
Balance at Sep. 30, 2023 | $ 193,000 | $ 153,406,000 | $ (146,369,000) | $ (161,000) | $ (3,252,000) | $ 3,817,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities | ||
Net loss | $ (3,628,000) | $ (3,724,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock option compensation expense | 1,269,000 | 1,455,000 |
Common stock issued for services | 319,000 | 172,000 |
Bad debt expense | 101,000 | 0 |
Excess and obsolete inventory | 54,000 | 0 |
Amortization of right-of-use operating lease assets | 90,000 | 0 |
Interest expense related to amortization of the discount on note payable | 3,000 | 13,000 |
Fair value of warrant issued for interest | 30,000 | 0 |
PPP loan forgiveness | 0 | (174,000) |
Loss on investment in South Korean joint venture | 18,000 | 15,000 |
Depreciation expense | 94,000 | 28,000 |
Changes in assets and liabilities: | ||
Accounts receivable | (490,000) | (371,000) |
Inventories | (58,000) | (19,000) |
Prepaid expenses and other assets | 101,000 | (85,000) |
Deferred revenue | (15,000) | (83,000) |
Lease liability, net | (78,000) | 0 |
Customer deposits | (62,000) | 30,000 |
Net cash used in operating activities | (2,363,000) | (2,803,000) |
Cash flows from investing activities | ||
Equipment purchases | (332,000) | (164,000) |
Net cash used in investing activities | (332,000) | (164,000) |
Cash flows from financing activities | ||
Proceeds from sale of common stock | 1,497,000 | 3,267,000 |
Repayment of note payable and vehicle loan | (55,000) | 0 |
Repayment by Clyra on inventory line of credit | (27,000) | (24,000) |
Proceeds from sale of Clyra Medical preferred stock | 1,575,000 | 100,000 |
Proceeds from Clyra Medical stock option exercise | 3,000 | 0 |
Net cash provided by financing activities | 3,898,000 | 3,343,000 |
Net effect of foreign currency translation | (12,000) | (70,000) |
Net change in cash | 1,191,000 | 306,000 |
Cash at beginning of year | 1,851,000 | 962,000 |
Cash at end of period | 3,042,000 | 1,268,000 |
Supplemental disclosures of cash flow information | ||
Interest | 39,000 | 11,000 |
Income taxes | 0 | 0 |
Short-term lease payments not included in lease liability | 43,000 | 90,000 |
Non-cash investing and financing activities | ||
Equipment added using capital lease | 80,000 | 0 |
Right of use | 0 | 433,000 |
Series A Preferred Stock [Member] | ||
Non-cash investing and financing activities | ||
Preferred Series A dividend | 152,000 | 0 |
Conversion of Intercompany Receivable into Clyra Shares [Member] | ||
Non-cash investing and financing activities | ||
Allocation of noncontrolling interest | 1,860,000 | 1,129,000 |
BETI Common Stock [Member] | ||
Cash flows from financing activities | ||
Proceeds from sale of common stock | 905,000 | 0 |
Entities, Excluding Partially Owned Subsidiary [Member] | ||
Changes in assets and liabilities: | ||
Accounts payable and accrued expenses | (52,000) | (40,000) |
Partially Owned Subsidiary [Member] | ||
Changes in assets and liabilities: | ||
Accounts payable and accrued expenses | $ (59,000) | $ (20,000) |
Note 1 - Business and Organizat
Note 1 - Business and Organization | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1. Description of Business BioLargo, Inc. (“BioLargo”, or the “Company”) invents, develops, and commercializes innovative platform technologies to solve challenging environmental problems like PFAS contamination (per- and polyfluoroalkyl substances), advanced water and wastewater treatment, industrial odor control, air quality control, infection control, and myriad environmental remediation challenges. Our business strategy is straightforward: we invent or acquire technologies that we believe have the potential to be disruptive in large commercial markets; we develop and validate these technologies to advance and promote their commercial success as we leverage our considerable scientific, engineering, and entrepreneurial talent; we then monetize these technical assets through a variety of business structures that may Organization We are a Delaware corporation formed in 1991. 2006; 2009; 2022; 2014; 2022; 2016. 2012 8 2017 9 2022 10 2, Liquidity / Going Concern The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of our business. For the nine September 30, 2023 11 September 30, 2023 During the nine September 30, 2023 3 3 6 8 10 September 30, 2023 13 September 30, 2023 4 4 2024 8 If we are unable to rely on our current arrangement with Lincoln Park to fund our working capital requirements, we will have to rely on other forms of financing, and there is no The foregoing factors raise substantial doubt about our ability to continue as a going concern, unless we are able to continue to raise funds through stock sales to Lincoln Park or other private financings, or attain a reasonable threshold of operating efficiencies and achieve profitable operations. The consolidated financial statements do not |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | Note 2. Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and partially owned subsidiaries BETI, BLEST and Clyra Medical. All intercompany accounts and transactions have been eliminated. Foreign Currency The Company has designated the functional currency of BioLargo Water, Inc., our Canadian subsidiary, to be the Canadian dollar. Therefore, translation gains and losses resulting from differences in exchange rates are recorded in accumulated other comprehensive income. Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three one $250,000 not As of September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022 BioLargo, Inc. and subsidiaries $ 2,280 $ 1,681 Clyra Medical Technologies, Inc. 762 170 Total $ 3,042 $ 1,851 Accounts Receivable In June 2016, 2016 13, January 1, 2023 Accounts receivable are customer obligations that are unconditional. Accounts receivable are presented net of an allowance for doubtful accounts for expected credit losses, which represents an estimate of amounts that may not no not September 30, 2023 December 31, 2022 Credit Concentration We have a limited number of customers that account for significant portions of our revenue. During the three nine September 30, 2023 2022 10% Three Months Nine Months September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Customer A 74% 4% 76% 44% Customer B <10% <10% <10% 14% Customer C <10% <10% <10% <10% At September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022 Customer A 67 % 11 % Customer B <10% 31 % Customer D <10% 15 % Inventory Inventories are stated at the lower of cost or net realizable value using the average cost method. The allowance for obsolete inventory as of September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022 Raw material $ 78 $ 46 Finished goods 44 74 Total $ 122 $ 120 Other Non-Current Assets Other non-current assets consisted of (i) security deposits related to our business offices, (ii) three October 22, 2021, September 30, 2023 December 31, 2022 Patents $ 34 $ 34 Security deposits 35 35 Tax credit receivable — 55 Total $ 69 $ 124 Equity Method of Accounting On March 20, 2020, We account for our investment in the joint venture under the equity method of accounting. We have determined that while we have significant influence over the joint venture through our technology license and our position on the Board of Directors, we do not three nine September 30, 2023 2022, Impairment Long-lived and definite lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not three nine September 30, 2023 2022 Earnings (Loss) Per Share We report basic and diluted earnings (loss) per share (“EPS”) for common and common share equivalents. Basic EPS is computed by dividing reported earnings by the weighted average shares outstanding. Diluted EPS is computed by adding to the weighted average shares the dilutive effect if convertible notes payable, stock options and warrants were exercised into common stock. For the three nine September 30, 2023 2022 Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the period reported. Actual results could differ from those estimates. Estimates are used when accounting for stock-based transactions, debt transactions, derivative liabilities, allowance for bad debt, asset depreciation and amortization, impairment expense, among others. The methods, estimates and judgments we use in applying these most critical accounting policies have a significant impact on the results of our financial statements. Share-Based Compensation Expense We recognize compensation expense for stock option awards on a straight-line basis over the applicable service period of the award, which is the vesting period. Fair value is determined on the grant date. Share-based compensation expense is based on the grant date fair value estimated using the Black-Scholes Option Pricing Model. For stock and stock options issued to consultants and other non-employees for services, the Company measures and records an expense as of the earlier of the date at which either: a commitment for performance by the non-employee has been reached or the non-employee’s performance is complete. The equity instruments are measured at the current fair value, and for stock options, the instruments are measured at fair value using the Black Scholes option model. The following methodology and assumptions were used to calculate share-based compensation for the nine September 30, 2023 2022 2023 2022 Non Plan 2018 Plan Non Plan 2018 Plan Risk free interest rate 4.15 % 3.48 - 4.15 % 2.32 - 3.83 % 2.32 - 3.83 % Expected volatility 112 % 112 - 114 % 115 - 117 % 115 - 117 % Expected dividend yield — — — — Forfeiture rate — — — — Life in years 10 10 10 10 Expected price volatility is the measure by which our stock price is expected to fluctuate during the expected term of an option. The expected volatility is derived from the historical daily change in the market price of our common stock, as we believe that historical volatility is the best indicator of future volatility. The risk-free interest rate used in the Black-Scholes calculation is based on the prevailing U.S. Treasury yield as determined by the U.S. Federal Reserve. We have never paid any cash dividends on our common stock and do not Warrants Warrants issued with our convertible and non-convertible debt instruments are accounted for under the fair value and relative fair value method. The warrant is first not. not not Non-Cash Transactions We determine the value assigned to each intangible we acquire, and/or services or products received for non-cash consideration of our common stock based on the market price of our common stock issued as consideration, at the date of the agreement of each transaction or when the service is rendered or product is received. Revenue Recognition We account for revenue in accordance with ASC 606, Step 1: Step 2: Step 3: Step 4: Step 5: The Company’s products are sold through a contract with the customer and a written purchase order, in which the details of the contract are defined including the transaction price and method of shipment. The only performance obligation is to create and ship the product, and each product has separate pricing. Revenue is recognized at a point in time when the goods are shipped if the agreement is FOB manufacturer, and when goods are delivered if FOB destination. Revenue is recognized with a reduction for sales discounts, as appropriate and negotiated in the customer’s purchase order. Service contracts are performed through a written contract, which specifies the performance obligations and the rate at which the services will be billed, typically by time and materials. Each service is separately negotiated and priced. Revenue is recognized as services are performed and completed, or, for services related to product installations, at the completion of the installation. A few contracts have called for milestone or fixed cost payments, where we invoice an agreed-to amount per month for the life of the contract. In these instances, completed work, billed hourly, is recognized as revenue. If the billing amount is greater or lesser than the completed work, a receivable or payable is created. These accounts are adjusted upon additional billings as the work is completed. To date, there have been no The Company has outstanding contract liability obligations of $2,000 as of September 30, 2023 nine September 30, 2023 September 30, 2023 As we generate revenues from royalties or license fees from our intellectual property, a licensee will pay a license fee in one third Government Grants We have been awarded multiple research grants from the private and public Canadian research programs. The income we receive directly from grants is recorded as other income. We have been awarded over 80 first 2015. third third six eighteen not The grants typically provide for (i) recurring monthly amounts, (ii) reimbursement of costs for research talent for which we invoice to request payment, and (iii) ancillary cost reimbursement for research talent travel related costs. All awarded grants have specific requirements on how the money is spent, typically to employ researchers. None may Not no Income Taxes The asset and liability approach is used to recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of asset and liabilities. Deferred tax assets and liabilities are determined based on the differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The effect on deferred tax asset and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We account for uncertainties in income tax law under a comprehensive model for the financial statement recognition, measurement, presentation, and disclosure of uncertain tax positions taken or expected to be taken in income tax returns as prescribed by generally accepted accounting principles (“GAAP”). Under GAAP, the tax effects of a position are recognized only if it is “more-likely-than- not” not not” no September 30, 2023 December 31, 2022 The Company assessed its earnings history, trends and estimates of future earnings and determined that the deferred tax asset could not September 30, 2023 December 31, 2022 100% The Company recognizes interest and penalties on income taxes as a component of income tax expense, should such an expense be realized. Fair Value of Financial Instruments Management believes the carrying amounts of the Company’s financial instruments as of September 30, 2023 December 31, 2022 Tax Credits Our research and development activities in Canada may not During the three September 30, 2023, Leases At inception of a lease contract, we assess whether the contract is, or contains, a lease. Our assessment is based on: ( 1 2 3 not no September 30, 2023 nine not not 12 not As of September 30, 2023 Property and Equipment Property and equipment includes machinery and leasehold improvements and is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which range from 3 - 5 years or the remaining lease term. Newly built leaseholds, additions, renewals, and betterments that significantly extend the life of the asset are capitalized. The Company is currently constructing a facility and purchasing equipment for producing sodium sulfur batteries. Expenditures for repairs and maintenance are charged to expense as incurred. For assets sold or otherwise disposed of, the cost and related accumulated depreciation and amortization are removed from the accounts, and any related gain or loss is reflected in income for the period. Recent Accounting Pronouncements Currently there are no |
Note 3 - Sale of Stock for Cash
Note 3 - Sale of Stock for Cash | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Stock Purchase Agreement [Text Block] | Note 3. Lincoln Park Financing On December 13, 2022, “2022 three may three 12 no first 2022 1 December 23, 2022. January 19, 2023. During the three nine September 30, 2023 During the three nine September 30, 2022 Unit Offerings We did not three September 30, 2023. nine September 30, 2023, six five 6, During the three nine September 30, 2022, thirty six five 6, |
Note 4 - Debt Obligations
Note 4 - Debt Obligations | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 4. The following table summarizes our debt obligations outstanding as of September 30, 2023 December 31, 2022 not 8, September 30, 2023 December 31, 2022 Current portion of debt: SBA Paycheck Protection Program loan $ 43 $ 43 Vehicle loan, current portion 13 — Convertible note payable, matures March 1, 2023 — 50 SBA EIDL Loan, matures July 2050, current portion 10 10 Debt discount, net of amortization — (3 ) Total current portion of debt $ 66 $ 100 Long-term debt: SBA Paycheck Protection Program loans, matures May 2025 $ 97 $ 97 Vehicle loan, matures March 2029 58 — SBA EIDL Loan, matures July 2050 138 140 Total long-term debt, net of current $ 293 $ 237 Total $ 359 $ 337 For the three nine September 30, 2023 For the three nine September 30, 2022 Vehicle loan On February 7, 2023, March 7, 2029. Convertible note payable, matures March 1, 2023 On March 6, 2023, 10 five 6 SBA Program Loans On February 7, 2022, September 30, 2023 On May 12, 2022, May 2025. In July 2020, July 2050. |
Note 5 - Share-based Compensati
Note 5 - Share-based Compensation | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Compensation and Employee Benefit Plans [Text Block] | Note 5. Issuance of Common Stock in exchange for Services Payment of Officer Salaries On September 30, 2023 two June 30, 2023, March 31, 2023, On September 30, 2022, Shares issued to Officers are unvested at the date of grant and subject to a lock-up agreement restricting vesting and sale until the earlier of (i) the consummation of a sale (in a single transaction or in a series of related transactions) of BioLargo by means of a sale of (a) a majority of the then outstanding common stock of BioLargo (whether by merger, consolidation, sale or transfer of common stock, reorganization, recapitalization or otherwise) or (b) all or substantially all of the assets of BioLargo; and (ii) the successful commercialization of BioLargo’s products or technologies as demonstrated by its receipt of at least $3,000,000 in cash, or the recognition of $3,000,000 in revenue, over a 12 Payment of Consultant and Vendor Fees On September 30, 2023 June 30, 2023, March 31, 2023, On September 30, 2022, June 30, 2022, March 31, 2022, All of these offerings and sales were made in reliance on the exemption from registration contained in Section 4 2 not Stock Option Expense During the three nine September 30, 2023 three nine September 30, 2022 2018 three nine September 30, 2023 three nine September 30, 2022 8. 2018 On June 22, 2018, 2018 “2018 may June 22, 2028. 2018 2018 January 1 st September 30, 2023 Activity for our stock options under the 2018 nine September 30, 2023 2022 Options Outstanding Exercise Price per share Weighted Average Price per share Aggregate intrinsic Value(1) Balance, December 31, 2022 28,484,549 $ 0.12 – 0.43 $ 0.19 Granted 8,219,920 0.17 – 0.20 $ 0.18 Balance, September 30, 2023 36,704,469 0.12 – 0.43 $ 0.19 Unvested (4,648,922 ) 0.12 – 0.27 $ 0.15 Vested, September 30, 2023 32,055,547 0.12 – 0.43 $ 0.19 $ 278,000 Balance, December 31, 2021 23,186,142 0.16 – 0.43 $ 0.19 Granted 4,748,212 0.18 – 0.27 $ 0.22 Balance, September 30, 2022 27,934,354 0.12 – 0.43 $ 0.19 ( 1 September 30, 2023 The options granted to purchase 8,219,920 shares during the nine September 30, 2023 March 31, 2023 ( June 30, 2023 ( September 30, 2023 ( four The options granted to purchase 4,748,212 shares during the nine September 30, 2022 $246,000; four Chief Financial Officer Contract Extension On March 21, 2023, February 1, 2008 ( March 21, 2023 ( one January 31, 2024 ( As the sole compensation for the Extended Term, Mr. Dargan was issued an option (“Option”) to purchase 25,000 shares of the Company’s common stock for each month during the Extended Term (thus, an option to purchase 300,000 shares reflecting an extended term of 12 March 21, 2023, March 31, 2023, March 21, 2023, ten 2018 The Option is Mr. Dargan’s sole compensation for the Extended Term. As was the case in all prior terms of his engagement, there is no no not 2007 On September 7, 2007, April 29, 2011, 2007 “2007 may September 7, 2017. September 2017, Activity for our stock options under the 2007 nine September 30, 2023 2022 Options Outstanding Exercise price per share Weighted Average Price per share Aggregate intrinsic Value(1) Balance, December 31, 2022 1,904,085 $ 0.28 – 0.69 $ 0.56 Expired (340,000 ) 0.28 0.30 0.30 Balance, September 30, 2023 1,564,085 0.28 – 0.69 $ 0.61 $ — Balance, December 31, 2021 2,879,246 0.23 – 0.94 $ 0.49 Expired (975,161 ) 0.28 0.36 Balance, September 30, 2022 1,904,085 $ 0.24 – 0.94 $ 0.56 ( 1 September 30, 2023 Non-Plan Options Activity of our non-plan stock options issued for the nine September 30, 2023 2022 Non-plan Options outstanding Exercise price per share Weighted averageprice per share Aggregate intrinsic Value(1) Balance, December 31, 2022 19,023,829 $ 0.12 – 0.83 $ 0.39 Granted 60,040 0.18 – 0.20 0.20 Expired (1,205,550 ) 0.30 0.30 Balance, September 30, 2023 17,878,319 $ 0.12 – 0.83 $ 0.39 Unvested (507,500 ) 0.45 0.45 Vested, September 30, 2023 17,370,819 $ 0.12 – 0.83 $ 0.39 $ 28,000 Balance, December 31, 2021 20,119,207 $ 0.17 – 1.00 $ 0.41 Granted 105,797 0.23 - 0.27 0.26 Balance, September 30, 2022 20,225,004 $ 0.17 – 1.00 $ 0.39 ( 1 September 30, 2023 During the nine September 30, 2023 During the nine September 30, 2022, |
Note 6 - Warrants
Note 6 - Warrants | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Warrants [Text Block] | Note 6. We have certain warrants outstanding to purchase our common stock, at various prices, as described in the following table: Warrants outstanding Exercise price per share Weighted average price per share Aggregate intrinsic value(1) Balance, December 31, 2022 49,023,398 $ 0.13 – 1.00 $ 0.26 Granted 10,669,896 0.21 – 0.29 0.26 Expired (11,313,584 ) 0.10 - 0.48 0.23 Balance, September 30, 2023 48,379,710 $ 0.13 – 1.00 $ 0.27 $ 18,000 Balance, December 31, 2021 36,765,502 $ 0.16 – 1.00 $ 0.27 Granted 27,137,048 0.20 – 0.29 0.23 Expired (10,273,722 ) 0.19 – 0.48 0.25 Balance, September 30, 2022 53,628,828 $ 0.14 – 1.00 $ 0.26 ( 1 September 30, 2023 Warrants issued in Unit Offerings During the nine September 30, 2023 3 six five During the nine September 30, 2022, 3 nine five Warrant issued in conjunction with amendment to note payable On March 6, 2023, 4, March 1, 2023”) five Fair Value – Interest Expense To determine interest expense related to our outstanding warrants issued in conjunction with debt offerings, the fair value of each award grant is estimated on the date of grant using the Black-Scholes option pricing model and the relative fair values are amortized over the life of the warrant. For the determination of expense of warrants issued for services, extinguishment of debt and settlement management also uses the option-pricing model. The principal assumptions we used in applying this model were as follows: 2023 2022 Risk free interest rate 3.88 – 4.27 % 3.69 – 3.88 % Expected volatility 40 – 95 % 40 % Expected dividend yield — — Forfeiture rate — — Expected life in years .5 – 5 3 The risk-free interest rate is based on U.S. Treasury yields in effect at the time of grant. Expected volatilities are based on historical volatility of our common stock. The expected life in years is based on the contract term of the warrant. |
Note 7 - Accounts Payable and A
Note 7 - Accounts Payable and Accrued Expenses | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | Note 7. As of September 30, 2023 Category BioLargo ONM BLEST Water BETI Intercompany amounts Totals Accounts payable $ 208 $ 417 $ 5 $ 91 $ 31 $ (82 ) $ 670 Accrued payroll 40 85 69 — — — 194 Accrued interest 25 — — — — — 25 Total $ 889 As of December 31, 2022 Category BioLargo ONM BLEST Water Intercompany amounts Totals Accounts payable $ 187 $ 486 $ 7 $ 119 $ (82 ) $ 717 Accrued payroll 20 58 120 — — 198 Accrued interest 25 — — — — 25 Total $ 940 See Note 8, |
Note 8 - Noncontrolling Interes
Note 8 - Noncontrolling Interest - Clyra Medical | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Noncontrolling Interest Disclosure [Text Block] | Note 8. Clyra Medical As discussed in Note 2 Debt Obligations of Clyra Medical Promissory Note On April 8, 2022, April 8, 2024, may Line of Credit On June 30, 2020, may On December 13, 2022, September 30, 2024, January 9, 2023, As of September 30, 2023 December 31, 2022 $161,000. Equity Transactions As of September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022, BioLargo Conversion of Intercompany Balances In July 2023, March 2, 2022, Sales of Series A Preferred Stock During the three September 30, 2023 seven nine September 30, 2023 35 no one may Each investor also entered into an agreement with BioLargo whereby the investor may 20% 30 may January 1, 2025, June 30, 2026. Clyra Stock Options Clyra Options Outstanding Exercise price per share Weighted average price per share Balance, December 31, 2022 15,833 $ 1.00 – 310 $ 5.53 Exercised (2,964 ) $ 1.00 $ 1.00 Granted 1,215 1.00 – 271 171.99 Balance, September 30, 2023 14,084 $ 1.00 – 310 $ 20.85 Balance, December 31, 2021 14,004 $ 1.00 $ 1.00 Granted 1,403 1.00 1.00 Balance, September 30, 2022 15,407 $ 1.00 $ 1.00 Clyra issues options to its employees and consultants in lieu of compensation owed on a regular basis. The fair value of the options issued totaled $45,000 and $172,000 in the three nine September 30, 2023 three nine September 30, 2022 no During the three September 30, 2023, two September 30, 2023 December 31, 2022 Risk free interest rate 3.48 – 4.15 % 2 % Expected volatility 40 – 49 % 40 % Expected dividend yield — — Forfeiture rate — — Expected life in years 10 10 Accounts Payable and Accrued Expenses At September 30, 2023 December 31, 2022 Category 2023 2022 Accounts payable $ 158 $ 186 Accrued payroll 12 45 Accrued interest 8 7 Accrued dividend 152 — Total $ 330 $ 238 |
Note 9 - BioLargo Engineering,
Note 9 - BioLargo Engineering, Science and Technologies, LLC | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Wholly-Owned Subsidiary [Text Block] | Note 9. In September 2017, six 11 two no five five March 31, 2018 ( not first not September 2018. The BLEST Compensation Committee has met regularly since the subsidiary commenced operations. In 2018, not not December 31, 2021, January 2022, one one December 31, 2021. December 2022, one one $135,000 December 31, 2022. |
Note 10 - BioLargo Energy Techn
Note 10 - BioLargo Energy Technologies, Inc. | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Noncontrolling Interest Disclosure [Text Block] | Note 8. Clyra Medical As discussed in Note 2 Debt Obligations of Clyra Medical Promissory Note On April 8, 2022, April 8, 2024, may Line of Credit On June 30, 2020, may On December 13, 2022, September 30, 2024, January 9, 2023, As of September 30, 2023 December 31, 2022 $161,000. Equity Transactions As of September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022, BioLargo Conversion of Intercompany Balances In July 2023, March 2, 2022, Sales of Series A Preferred Stock During the three September 30, 2023 seven nine September 30, 2023 35 no one may Each investor also entered into an agreement with BioLargo whereby the investor may 20% 30 may January 1, 2025, June 30, 2026. Clyra Stock Options Clyra Options Outstanding Exercise price per share Weighted average price per share Balance, December 31, 2022 15,833 $ 1.00 – 310 $ 5.53 Exercised (2,964 ) $ 1.00 $ 1.00 Granted 1,215 1.00 – 271 171.99 Balance, September 30, 2023 14,084 $ 1.00 – 310 $ 20.85 Balance, December 31, 2021 14,004 $ 1.00 $ 1.00 Granted 1,403 1.00 1.00 Balance, September 30, 2022 15,407 $ 1.00 $ 1.00 Clyra issues options to its employees and consultants in lieu of compensation owed on a regular basis. The fair value of the options issued totaled $45,000 and $172,000 in the three nine September 30, 2023 three nine September 30, 2022 no During the three September 30, 2023, two September 30, 2023 December 31, 2022 Risk free interest rate 3.48 – 4.15 % 2 % Expected volatility 40 – 49 % 40 % Expected dividend yield — — Forfeiture rate — — Expected life in years 10 10 Accounts Payable and Accrued Expenses At September 30, 2023 December 31, 2022 Category 2023 2022 Accounts payable $ 158 $ 186 Accrued payroll 12 45 Accrued interest 8 7 Accrued dividend 152 — Total $ 330 $ 238 |
BioLargo Energy Technologies, Inc (BETI) [Member] | |
Notes to Financial Statements | |
Noncontrolling Interest Disclosure [Text Block] | Note 10. BioLargo Energy Technologies, Inc. (“BETI”) was formed for the purpose of commercializing a sodium-sulfur battery technology. BioLargo purchased 9,000,000 shares of its common stock upon its formation, and was its sole stockholder. During the three September 30, 2023 one nine September 30, 2023 16 may 20 2024. As of September 30, 2023 |
Note 11 - Business Segment Info
Note 11 - Business Segment Information | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 11. BioLargo has five 1. ONM Environmental -- which sells odor and volatile organic control products and services (located in Westminster, California); 2. Clyra Medical Technologies (“Clyra Medical”) -- which develops and sells medical products based on our technologies; 3. BLEST -- which provides professional engineering services on a time and materials basis for outside clients and supports our internal operations as needed (located in Oak Ridge, Tennessee); 4. BioLargo Water (“Water”) – our research, development and innovation group operating out of the University of Alberta, Edmonton, Canada; and 5. BioLargo Energy Technologies, Inc. (“BETI”) – formed to commercialize our sodium-sulfur battery technology. Other than ONM Environmental, during the last three none third The segment information for the three nine September 30, 2023 2022 Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Revenue BioLargo corporate $ — $ 2 $ — $ 4 ONM Environmental 2,513 1,199 7,374 2,499 BLEST 843 401 1,742 1,613 BETI — — — — Water 22 1 31 1 Clyra Medical 14 17 20 34 Intersegment revenue (720 ) (120 ) (1,307 ) (365 ) Total $ 2,672 $ 1,500 $ 7,860 $ 3,786 Research and development expense BioLargo corporate $ (234 ) $ (140 ) $ (665 ) $ (570 ) ONM Environmental (14 ) — (14 ) — BLEST (433 ) (100 ) (971 ) (288 ) BETI (537 ) — (840 ) — Water (128 ) (119 ) (401 ) (446 ) Clyra Medical (68 ) (31 ) (262 ) (73 ) Intersegment R&D 720 119 1,307 359 Total $ (694 ) $ (271 ) $ (1,846 ) $ (1,018 ) Operating income (loss) BioLargo corporate $ (797 ) $ (783 ) $ (2,230 ) $ (2,925 ) ONM Environmental 969 400 2,786 418 BLEST (568 ) (179 ) (1,388 ) (158 ) BETI (559 ) — (943 ) — Water (155 ) (141 ) (549 ) (572 ) Clyra Medical (427 ) (240 ) (1,250 ) (736 ) Total $ (1,537 ) $ (943 ) $ (3,574 ) $ (3,973 ) Interest income (expense) BioLargo corporate $ (3 ) $ (6 ) $ (43 ) $ (18 ) ONM Environmental (1 ) — (5 ) — Clyra Medical (8 ) (8 ) (25 ) (24 ) Water — — 1 — Total $ (12 ) $ (14 ) $ (72 ) $ (42 ) As of September 30, 2023 BioLargo ONM Clyra BLEST Water BETI Elimination Total Tangible assets $ 579 $ 3,300 $ 1,202 $ 480 $ 89 $ 144 $ (41 ) $ 5,753 Right of use leased asset 72 — — 705 — — — 777 Investment in South Korean joint venture 15 — — — — — — 15 Total $ 666 $ 3,300 $ 1,202 $ 1,185 $ 89 $ 144 $ (41 ) $ 6,545 As of December 31, 2022 BioLargo ONM Clyra BLEST Water Elimination Total Tangible assets $ 669 $ 2,064 $ 631 $ 441 $ 194 $ (41 ) $ 3,958 Right of use 136 — — 731 — — 867 Investment in South Korean joint venture 33 — — — — — 33 Total $ 838 $ 2,064 $ 631 $ 1,172 $ 194 $ (41 ) $ 4,858 |
Note 12 - Commitments and Conti
Note 12 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 12. Office Leases We have long-term operating leases for office, industrial and laboratory space in Westminster, California, Oak Ridge, Tennessee, and Alberta, Canada. Payments made under operating leases are charged to the Consolidated Statement of Operations and Comprehensive Loss on a straight-line basis over the term of the operating lease agreement. Short-term leases less than one not three nine September 30, 2023 $254,000; three nine September 30, 2022 August 2024. not four four not September 2022, ten one None no not no |
Note 13 - Subsequent Events
Note 13 - Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | Note 13. Management has evaluated subsequent events through the date of the filing of this quarterly report and management noted the following for disclosure. Lincoln Park Capital Purchase of Shares From October 1, 2023, November 13, 2023, 2022 3 1 333 268973 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly owned subsidiaries, and partially owned subsidiaries BETI, BLEST and Clyra Medical. All intercompany accounts and transactions have been eliminated. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency The Company has designated the functional currency of BioLargo Water, Inc., our Canadian subsidiary, to be the Canadian dollar. Therefore, translation gains and losses resulting from differences in exchange rates are recorded in accumulated other comprehensive income. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three one $250,000 not As of September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022 BioLargo, Inc. and subsidiaries $ 2,280 $ 1,681 Clyra Medical Technologies, Inc. 762 170 Total $ 3,042 $ 1,851 |
Receivable [Policy Text Block] | Accounts Receivable In June 2016, 2016 13, January 1, 2023 Accounts receivable are customer obligations that are unconditional. Accounts receivable are presented net of an allowance for doubtful accounts for expected credit losses, which represents an estimate of amounts that may not no not September 30, 2023 December 31, 2022 |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Credit Concentration We have a limited number of customers that account for significant portions of our revenue. During the three nine September 30, 2023 2022 10% Three Months Nine Months September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Customer A 74% 4% 76% 44% Customer B <10% <10% <10% 14% Customer C <10% <10% <10% <10% At September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022 Customer A 67 % 11 % Customer B <10% 31 % Customer D <10% 15 % |
Inventory, Policy [Policy Text Block] | Inventory Inventories are stated at the lower of cost or net realizable value using the average cost method. The allowance for obsolete inventory as of September 30, 2023 December 31, 2022 September 30, 2023 December 31, 2022 Raw material $ 78 $ 46 Finished goods 44 74 Total $ 122 $ 120 |
Other Assets, Policy [Policy Text Block] | Other Non-Current Assets Other non-current assets consisted of (i) security deposits related to our business offices, (ii) three October 22, 2021, September 30, 2023 December 31, 2022 Patents $ 34 $ 34 Security deposits 35 35 Tax credit receivable — 55 Total $ 69 $ 124 |
Equity Method Investments [Policy Text Block] | Equity Method of Accounting On March 20, 2020, We account for our investment in the joint venture under the equity method of accounting. We have determined that while we have significant influence over the joint venture through our technology license and our position on the Board of Directors, we do not three nine September 30, 2023 2022, |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment Long-lived and definite lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not three nine September 30, 2023 2022 |
Earnings Per Share, Policy [Policy Text Block] | Earnings (Loss) Per Share We report basic and diluted earnings (loss) per share (“EPS”) for common and common share equivalents. Basic EPS is computed by dividing reported earnings by the weighted average shares outstanding. Diluted EPS is computed by adding to the weighted average shares the dilutive effect if convertible notes payable, stock options and warrants were exercised into common stock. For the three nine September 30, 2023 2022 |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the period reported. Actual results could differ from those estimates. Estimates are used when accounting for stock-based transactions, debt transactions, derivative liabilities, allowance for bad debt, asset depreciation and amortization, impairment expense, among others. The methods, estimates and judgments we use in applying these most critical accounting policies have a significant impact on the results of our financial statements. |
Share-Based Payment Arrangement [Policy Text Block] | Share-Based Compensation Expense We recognize compensation expense for stock option awards on a straight-line basis over the applicable service period of the award, which is the vesting period. Fair value is determined on the grant date. Share-based compensation expense is based on the grant date fair value estimated using the Black-Scholes Option Pricing Model. For stock and stock options issued to consultants and other non-employees for services, the Company measures and records an expense as of the earlier of the date at which either: a commitment for performance by the non-employee has been reached or the non-employee’s performance is complete. The equity instruments are measured at the current fair value, and for stock options, the instruments are measured at fair value using the Black Scholes option model. The following methodology and assumptions were used to calculate share-based compensation for the nine September 30, 2023 2022 2023 2022 Non Plan 2018 Plan Non Plan 2018 Plan Risk free interest rate 4.15 % 3.48 - 4.15 % 2.32 - 3.83 % 2.32 - 3.83 % Expected volatility 112 % 112 - 114 % 115 - 117 % 115 - 117 % Expected dividend yield — — — — Forfeiture rate — — — — Life in years 10 10 10 10 Expected price volatility is the measure by which our stock price is expected to fluctuate during the expected term of an option. The expected volatility is derived from the historical daily change in the market price of our common stock, as we believe that historical volatility is the best indicator of future volatility. The risk-free interest rate used in the Black-Scholes calculation is based on the prevailing U.S. Treasury yield as determined by the U.S. Federal Reserve. We have never paid any cash dividends on our common stock and do not |
Warrant Policy [Policy Text Block] | Warrants Warrants issued with our convertible and non-convertible debt instruments are accounted for under the fair value and relative fair value method. The warrant is first not. not not |
Non Cash Transactions [Policy Text Block] | Non-Cash Transactions We determine the value assigned to each intangible we acquire, and/or services or products received for non-cash consideration of our common stock based on the market price of our common stock issued as consideration, at the date of the agreement of each transaction or when the service is rendered or product is received. |
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition We account for revenue in accordance with ASC 606, Step 1: Step 2: Step 3: Step 4: Step 5: The Company’s products are sold through a contract with the customer and a written purchase order, in which the details of the contract are defined including the transaction price and method of shipment. The only performance obligation is to create and ship the product, and each product has separate pricing. Revenue is recognized at a point in time when the goods are shipped if the agreement is FOB manufacturer, and when goods are delivered if FOB destination. Revenue is recognized with a reduction for sales discounts, as appropriate and negotiated in the customer’s purchase order. Service contracts are performed through a written contract, which specifies the performance obligations and the rate at which the services will be billed, typically by time and materials. Each service is separately negotiated and priced. Revenue is recognized as services are performed and completed, or, for services related to product installations, at the completion of the installation. A few contracts have called for milestone or fixed cost payments, where we invoice an agreed-to amount per month for the life of the contract. In these instances, completed work, billed hourly, is recognized as revenue. If the billing amount is greater or lesser than the completed work, a receivable or payable is created. These accounts are adjusted upon additional billings as the work is completed. To date, there have been no The Company has outstanding contract liability obligations of $2,000 as of September 30, 2023 nine September 30, 2023 September 30, 2023 As we generate revenues from royalties or license fees from our intellectual property, a licensee will pay a license fee in one third |
Government Grants [Policy Text Block] | Government Grants We have been awarded multiple research grants from the private and public Canadian research programs. The income we receive directly from grants is recorded as other income. We have been awarded over 80 first 2015. third third six eighteen not The grants typically provide for (i) recurring monthly amounts, (ii) reimbursement of costs for research talent for which we invoice to request payment, and (iii) ancillary cost reimbursement for research talent travel related costs. All awarded grants have specific requirements on how the money is spent, typically to employ researchers. None may Not no |
Income Tax, Policy [Policy Text Block] | Income Taxes The asset and liability approach is used to recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of asset and liabilities. Deferred tax assets and liabilities are determined based on the differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The effect on deferred tax asset and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We account for uncertainties in income tax law under a comprehensive model for the financial statement recognition, measurement, presentation, and disclosure of uncertain tax positions taken or expected to be taken in income tax returns as prescribed by generally accepted accounting principles (“GAAP”). Under GAAP, the tax effects of a position are recognized only if it is “more-likely-than- not” not not” no September 30, 2023 December 31, 2022 The Company assessed its earnings history, trends and estimates of future earnings and determined that the deferred tax asset could not September 30, 2023 December 31, 2022 100% The Company recognizes interest and penalties on income taxes as a component of income tax expense, should such an expense be realized. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments Management believes the carrying amounts of the Company’s financial instruments as of September 30, 2023 December 31, 2022 |
Tax Credits [Policy Text Block] | Tax Credits Our research and development activities in Canada may not During the three September 30, 2023, |
Lessee, Leases [Policy Text Block] | Leases At inception of a lease contract, we assess whether the contract is, or contains, a lease. Our assessment is based on: ( 1 2 3 not no September 30, 2023 nine not not 12 not As of September 30, 2023 |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment includes machinery and leasehold improvements and is stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which range from 3 - 5 years or the remaining lease term. Newly built leaseholds, additions, renewals, and betterments that significantly extend the life of the asset are capitalized. The Company is currently constructing a facility and purchasing equipment for producing sodium sulfur batteries. Expenditures for repairs and maintenance are charged to expense as incurred. For assets sold or otherwise disposed of, the cost and related accumulated depreciation and amortization are removed from the accounts, and any related gain or loss is reflected in income for the period. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements Currently there are no |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Cash and Cash Equivalents [Table Text Block] | September 30, 2023 December 31, 2022 BioLargo, Inc. and subsidiaries $ 2,280 $ 1,681 Clyra Medical Technologies, Inc. 762 170 Total $ 3,042 $ 1,851 |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | Three Months Nine Months September 30, 2023 September 30, 2022 September 30, 2023 September 30, 2022 Customer A 74% 4% 76% 44% Customer B <10% <10% <10% 14% Customer C <10% <10% <10% <10% September 30, 2023 December 31, 2022 Customer A 67 % 11 % Customer B <10% 31 % Customer D <10% 15 % |
Schedule of Inventory, Current [Table Text Block] | September 30, 2023 December 31, 2022 Raw material $ 78 $ 46 Finished goods 44 74 Total $ 122 $ 120 |
Schedule of Other Assets, Noncurrent [Table Text Block] | September 30, 2023 December 31, 2022 Patents $ 34 $ 34 Security deposits 35 35 Tax credit receivable — 55 Total $ 69 $ 124 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | 2023 2022 Non Plan 2018 Plan Non Plan 2018 Plan Risk free interest rate 4.15 % 3.48 - 4.15 % 2.32 - 3.83 % 2.32 - 3.83 % Expected volatility 112 % 112 - 114 % 115 - 117 % 115 - 117 % Expected dividend yield — — — — Forfeiture rate — — — — Life in years 10 10 10 10 |
Note 4 - Debt Obligations (Tabl
Note 4 - Debt Obligations (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | September 30, 2023 December 31, 2022 Current portion of debt: SBA Paycheck Protection Program loan $ 43 $ 43 Vehicle loan, current portion 13 — Convertible note payable, matures March 1, 2023 — 50 SBA EIDL Loan, matures July 2050, current portion 10 10 Debt discount, net of amortization — (3 ) Total current portion of debt $ 66 $ 100 Long-term debt: SBA Paycheck Protection Program loans, matures May 2025 $ 97 $ 97 Vehicle loan, matures March 2029 58 — SBA EIDL Loan, matures July 2050 138 140 Total long-term debt, net of current $ 293 $ 237 Total $ 359 $ 337 |
Note 5 - Share-based Compensa_2
Note 5 - Share-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Options Outstanding Exercise Price per share Weighted Average Price per share Aggregate intrinsic Value(1) Balance, December 31, 2022 28,484,549 $ 0.12 – 0.43 $ 0.19 Granted 8,219,920 0.17 – 0.20 $ 0.18 Balance, September 30, 2023 36,704,469 0.12 – 0.43 $ 0.19 Unvested (4,648,922 ) 0.12 – 0.27 $ 0.15 Vested, September 30, 2023 32,055,547 0.12 – 0.43 $ 0.19 $ 278,000 Balance, December 31, 2021 23,186,142 0.16 – 0.43 $ 0.19 Granted 4,748,212 0.18 – 0.27 $ 0.22 Balance, September 30, 2022 27,934,354 0.12 – 0.43 $ 0.19 Options Outstanding Exercise price per share Weighted Average Price per share Aggregate intrinsic Value(1) Balance, December 31, 2022 1,904,085 $ 0.28 – 0.69 $ 0.56 Expired (340,000 ) 0.28 0.30 0.30 Balance, September 30, 2023 1,564,085 0.28 – 0.69 $ 0.61 $ — Balance, December 31, 2021 2,879,246 0.23 – 0.94 $ 0.49 Expired (975,161 ) 0.28 0.36 Balance, September 30, 2022 1,904,085 $ 0.24 – 0.94 $ 0.56 Non-plan Options outstanding Exercise price per share Weighted averageprice per share Aggregate intrinsic Value(1) Balance, December 31, 2022 19,023,829 $ 0.12 – 0.83 $ 0.39 Granted 60,040 0.18 – 0.20 0.20 Expired (1,205,550 ) 0.30 0.30 Balance, September 30, 2023 17,878,319 $ 0.12 – 0.83 $ 0.39 Unvested (507,500 ) 0.45 0.45 Vested, September 30, 2023 17,370,819 $ 0.12 – 0.83 $ 0.39 $ 28,000 Balance, December 31, 2021 20,119,207 $ 0.17 – 1.00 $ 0.41 Granted 105,797 0.23 - 0.27 0.26 Balance, September 30, 2022 20,225,004 $ 0.17 – 1.00 $ 0.39 |
Note 6 - Warrants (Tables)
Note 6 - Warrants (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Warrants outstanding Exercise price per share Weighted average price per share Aggregate intrinsic value(1) Balance, December 31, 2022 49,023,398 $ 0.13 – 1.00 $ 0.26 Granted 10,669,896 0.21 – 0.29 0.26 Expired (11,313,584 ) 0.10 - 0.48 0.23 Balance, September 30, 2023 48,379,710 $ 0.13 – 1.00 $ 0.27 $ 18,000 Balance, December 31, 2021 36,765,502 $ 0.16 – 1.00 $ 0.27 Granted 27,137,048 0.20 – 0.29 0.23 Expired (10,273,722 ) 0.19 – 0.48 0.25 Balance, September 30, 2022 53,628,828 $ 0.14 – 1.00 $ 0.26 |
Schedule Of Assumptions Used To Determine Fair Value Of Warrants [Table Text Block] | 2023 2022 Risk free interest rate 3.88 – 4.27 % 3.69 – 3.88 % Expected volatility 40 – 95 % 40 % Expected dividend yield — — Forfeiture rate — — Expected life in years .5 – 5 3 |
Note 7 - Accounts Payable and_2
Note 7 - Accounts Payable and Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Category BioLargo ONM BLEST Water BETI Intercompany amounts Totals Accounts payable $ 208 $ 417 $ 5 $ 91 $ 31 $ (82 ) $ 670 Accrued payroll 40 85 69 — — — 194 Accrued interest 25 — — — — — 25 Total $ 889 Category BioLargo ONM BLEST Water Intercompany amounts Totals Accounts payable $ 187 $ 486 $ 7 $ 119 $ (82 ) $ 717 Accrued payroll 20 58 120 — — 198 Accrued interest 25 — — — — 25 Total $ 940 |
Note 8 - Noncontrolling Inter_2
Note 8 - Noncontrolling Interest - Clyra Medical (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Other Ownership Interests [Table Text Block] | Clyra Options Outstanding Exercise price per share Weighted average price per share Balance, December 31, 2022 15,833 $ 1.00 – 310 $ 5.53 Exercised (2,964 ) $ 1.00 $ 1.00 Granted 1,215 1.00 – 271 171.99 Balance, September 30, 2023 14,084 $ 1.00 – 310 $ 20.85 Balance, December 31, 2021 14,004 $ 1.00 $ 1.00 Granted 1,403 1.00 1.00 Balance, September 30, 2022 15,407 $ 1.00 $ 1.00 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | 2023 2022 Non Plan 2018 Plan Non Plan 2018 Plan Risk free interest rate 4.15 % 3.48 - 4.15 % 2.32 - 3.83 % 2.32 - 3.83 % Expected volatility 112 % 112 - 114 % 115 - 117 % 115 - 117 % Expected dividend yield — — — — Forfeiture rate — — — — Life in years 10 10 10 10 |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Category BioLargo ONM BLEST Water BETI Intercompany amounts Totals Accounts payable $ 208 $ 417 $ 5 $ 91 $ 31 $ (82 ) $ 670 Accrued payroll 40 85 69 — — — 194 Accrued interest 25 — — — — — 25 Total $ 889 Category BioLargo ONM BLEST Water Intercompany amounts Totals Accounts payable $ 187 $ 486 $ 7 $ 119 $ (82 ) $ 717 Accrued payroll 20 58 120 — — 198 Accrued interest 25 — — — — 25 Total $ 940 |
Clyra Medical [Member] | |
Notes Tables | |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | September 30, 2023 December 31, 2022 Risk free interest rate 3.48 – 4.15 % 2 % Expected volatility 40 – 49 % 40 % Expected dividend yield — — Forfeiture rate — — Expected life in years 10 10 |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Category 2023 2022 Accounts payable $ 158 $ 186 Accrued payroll 12 45 Accrued interest 8 7 Accrued dividend 152 — Total $ 330 $ 238 |
Note 11 - Business Segment In_2
Note 11 - Business Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2023 2022 2023 2022 Revenue BioLargo corporate $ — $ 2 $ — $ 4 ONM Environmental 2,513 1,199 7,374 2,499 BLEST 843 401 1,742 1,613 BETI — — — — Water 22 1 31 1 Clyra Medical 14 17 20 34 Intersegment revenue (720 ) (120 ) (1,307 ) (365 ) Total $ 2,672 $ 1,500 $ 7,860 $ 3,786 Research and development expense BioLargo corporate $ (234 ) $ (140 ) $ (665 ) $ (570 ) ONM Environmental (14 ) — (14 ) — BLEST (433 ) (100 ) (971 ) (288 ) BETI (537 ) — (840 ) — Water (128 ) (119 ) (401 ) (446 ) Clyra Medical (68 ) (31 ) (262 ) (73 ) Intersegment R&D 720 119 1,307 359 Total $ (694 ) $ (271 ) $ (1,846 ) $ (1,018 ) Operating income (loss) BioLargo corporate $ (797 ) $ (783 ) $ (2,230 ) $ (2,925 ) ONM Environmental 969 400 2,786 418 BLEST (568 ) (179 ) (1,388 ) (158 ) BETI (559 ) — (943 ) — Water (155 ) (141 ) (549 ) (572 ) Clyra Medical (427 ) (240 ) (1,250 ) (736 ) Total $ (1,537 ) $ (943 ) $ (3,574 ) $ (3,973 ) Interest income (expense) BioLargo corporate $ (3 ) $ (6 ) $ (43 ) $ (18 ) ONM Environmental (1 ) — (5 ) — Clyra Medical (8 ) (8 ) (25 ) (24 ) Water — — 1 — Total $ (12 ) $ (14 ) $ (72 ) $ (42 ) As of September 30, 2023 BioLargo ONM Clyra BLEST Water BETI Elimination Total Tangible assets $ 579 $ 3,300 $ 1,202 $ 480 $ 89 $ 144 $ (41 ) $ 5,753 Right of use leased asset 72 — — 705 — — — 777 Investment in South Korean joint venture 15 — — — — — — 15 Total $ 666 $ 3,300 $ 1,202 $ 1,185 $ 89 $ 144 $ (41 ) $ 6,545 As of December 31, 2022 BioLargo ONM Clyra BLEST Water Elimination Total Tangible assets $ 669 $ 2,064 $ 631 $ 441 $ 194 $ (41 ) $ 3,958 Right of use 136 — — 731 — — 867 Investment in South Korean joint venture 33 — — — — — 33 Total $ 838 $ 2,064 $ 631 $ 1,172 $ 194 $ (41 ) $ 4,858 |
Note 1 - Business and Organiz_2
Note 1 - Business and Organization (Details Textual) | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Sep. 30, 2017 | |
Number of Wholly-Owned Subsidiaries | 6 | 6 | ||||||||
Revenue from Contract with Customer, Including Assessed Tax | $ 2,672,000 | $ 1,500,000 | $ 7,860,000 | $ 3,786,000 | ||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | (1,508,000) | $ (1,626,000) | $ (494,000) | (847,000) | $ (1,333,000) | $ (1,544,000) | (3,628,000) | (3,724,000) | ||
Net Cash Provided by (Used in) Operating Activities | (2,363,000) | $ (2,803,000) | ||||||||
Working Capital (Deficit) | 2,951,000 | 2,951,000 | ||||||||
Assets, Current | 4,691,000 | 4,691,000 | $ 3,153,000 | |||||||
Stock Issued During Period, Value, New Issues | 203,000 | 494,000 | 800,000 | $ 1,117,000 | $ 948,000 | $ 1,202,000 | ||||
Cash and Cash Equivalents, at Carrying Value | 3,042,000 | 3,042,000 | $ 1,851,000 | |||||||
Vehicle Loan [Member] | ||||||||||
Long-Term Debt | 71,000 | 71,000 | ||||||||
SBA CARES Act Paycheck Protection Program [Member] | ||||||||||
Long-Term Debt | 140,000 | 140,000 | ||||||||
Economic Injury Disaster Loan [Member] | ||||||||||
Long-Term Debt | 148,000 | 148,000 | ||||||||
Inventory Line of Credit [Member] | Clyra Medical Technologies [Member] | ||||||||||
Long-Term Line of Credit | $ 234,000 | 234,000 | ||||||||
The 2020 Unit Offering [Member] | ||||||||||
Stock Issued During Period, Value, New Issues | 995,000 | |||||||||
Lincoln Park Capital Fund, LLC [Member] | ||||||||||
Stock Issued During Period, Value, New Issues | $ 502,000 | |||||||||
Clyra Medical Technologies [Member] | ||||||||||
Subsidiary, Ownership Percentage, Parent | 53% | 53% | ||||||||
Noncontrolling Interest, Increase from Subsidiary Equity Issuance | $ 288,000 | $ 1,062,000 | 225,000 | $ 1,575,000 | ||||||
BioLargo Engineering, Science & Technologies, LLC [Member] | ||||||||||
Subsidiary, Ownership Percentage, Parent | 100% | |||||||||
BioLargo Engineering, Science & Technologies, LLC [Member] | Approximation [Member] | ||||||||||
Subsidiary, Ownership Percentage, Parent | 82% | 82% | ||||||||
BioLargo Energy Technologies, Inc (BETI) [Member] | ||||||||||
Subsidiary, Ownership Percentage, Parent | 96% | 96% | ||||||||
Noncontrolling Interest, Increase from Subsidiary Equity Issuance | $ 550,000 | $ 905,000 |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies (Details Textual) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Mar. 20, 2020 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | Oct. 22, 2021 USD ($) | |
Accounts Receivable, Allowance for Credit Loss, Current | $ 113,000 | $ 113,000 | $ 12,000 | ||||
Inventory Valuation Reserves | 212,000 | 212,000 | 158,000 | ||||
Income (Loss) from Equity Method Investments | (18,000) | $ (15,000) | |||||
Impairment of Intangible Assets (Excluding Goodwill) | 0 | $ 0 | 0 | 0 | |||
Contract with Customer, Liability | 2,000 | 2,000 | |||||
Contract with Customer, Liability, Revenue Recognized | 15,000 | ||||||
Customer Deposit Liability, Current | 122,000 | 122,000 | 184,000 | ||||
Unrecognized Tax Benefits, Ending Balance | $ 0 | $ 0 | 0 | ||||
Operating Lease, Weighted Average Remaining Lease Term (Year) | 9 years | 9 years | |||||
Operating Lease, Weighted Average Discount Rate, Percent | 18% | 18% | |||||
Operating Lease, Right-of-Use Asset | $ 777,000 | $ 777,000 | $ 867,000 | ||||
Operating Lease, Liability | 792,000 | $ 792,000 | |||||
Clyra Medical Technologies [Member] | |||||||
Employee Retention Tax Credits Received | $ 41,000 | ||||||
Minimum [Member] | |||||||
Property, Plant and Equipment, Useful Life (Year) | 3 years | 3 years | |||||
Maximum [Member] | |||||||
Property, Plant and Equipment, Useful Life (Year) | 5 years | 5 years | |||||
Canadian Government Grants [Member] | Minimum [Member] | |||||||
Grant Term (Month) | 6 months | ||||||
Canadian Government Grants [Member] | Maximum [Member] | |||||||
Grant Term (Month) | 18 months | ||||||
CANADA | |||||||
Customer Deposit Liability, Current | $ 111,000 | $ 111,000 | |||||
Odin Co Ltd [Member] | |||||||
Payments to Acquire Interest in Joint Venture | $ 100,000 | ||||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 40% | 40% | |||||
Income (Loss) from Equity Method Investments | $ (6,000) | $ (15,000) | $ (18,000) | $ (23,000) | |||
Odin Co Ltd [Member] | Tomorrow Water [Member] | |||||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 30% | ||||||
Odin Co Ltd [Member] | BKT and Tomorrow Water [Member] | |||||||
Payments to Acquire Interest in Joint Venture | $ 150,000 | ||||||
Patents [Member] | |||||||
Intangible Assets, Net (Excluding Goodwill), Total | $ 34,000 | ||||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | |||||||
Number of Major Customers | 1 | 3 | |||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | One Customer [Member] | |||||||
Concentration Risk, Percentage | 10% | ||||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Three Customers [Member] | |||||||
Concentration Risk, Percentage | 10% |
Note 2 - Summary of Significa_4
Note 2 - Summary of Significant Accounting Policies - Summary of Cash Balances (Details) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Cash and Cash Equivalents, at Carrying Value | $ 3,042,000 | $ 1,851,000 |
Parent Company [Member] | ||
Cash and Cash Equivalents, at Carrying Value | 2,280,000 | 1,681,000 |
Noncontrolling Interest [Member] | ||
Cash and Cash Equivalents, at Carrying Value | $ 762,000 | $ 170,000 |
Note 2 - Summary of Significa_5
Note 2 - Summary of Significant Accounting Policies - Credit Concentration (Details) - Customer Concentration Risk [Member] | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Customer A [Member] | Revenue from Contract with Customer Benchmark [Member] | ||||
Credit concentration | 74% | 4% | 76% | 44% |
Customer A [Member] | Accounts Receivable [Member] | ||||
Credit concentration | 67% | 11% | ||
Customer B [Member] | Revenue from Contract with Customer Benchmark [Member] | ||||
Credit concentration | 10% | 10% | 10% | 14% |
Customer B [Member] | Accounts Receivable [Member] | ||||
Credit concentration | 10% | 31% | ||
Customer C [Member] | Revenue from Contract with Customer Benchmark [Member] | ||||
Credit concentration | 10% | 10% | 10% | 10% |
Customer D [Member] | Accounts Receivable [Member] | ||||
Credit concentration | 10% | 15% |
Note 2 - Summary of Significa_6
Note 2 - Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Raw material | $ 78 | $ 46 |
Finished goods | 44 | 74 |
Total | $ 122 | $ 118 |
Note 2 - Summary of Significa_7
Note 2 - Summary of Significant Accounting Policies - Other Non-current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Patents | $ 34 | $ 34 |
Security deposits | 35 | 35 |
Tax credit receivable | 55 | |
Total | $ 69 | $ 124 |
Note 2 - Summary of Significa_8
Note 2 - Summary of Significant Accounting Policies - Stock Options, Valuation Assumptions (Details) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Non Plan [Member] | ||
Risk free interest rate | 4.15% | |
Expected volatility | 112% | |
Expected dividend yield | 0% | |
Forfeiture rate | 0% | |
Expected life in years (Year) | 10 years | |
Non Plan [Member] | Minimum [Member] | ||
Risk free interest rate | 2.32% | |
Expected volatility | 115% | |
Non Plan [Member] | Maximum [Member] | ||
Risk free interest rate | 3.83% | |
Expected volatility | 117% | |
2018 Equity Incentive Plan [Member] | ||
Expected dividend yield | 0% | 0% |
Forfeiture rate | 0% | 0% |
Expected life in years (Year) | 10 years | 10 years |
2018 Equity Incentive Plan [Member] | Minimum [Member] | ||
Risk free interest rate | 3.48% | 2.32% |
Expected volatility | 112% | 115% |
2018 Equity Incentive Plan [Member] | Maximum [Member] | ||
Risk free interest rate | 4.15% | 3.83% |
Expected volatility | 114% | 117% |
Note 3 - Sale of Stock for Ca_2
Note 3 - Sale of Stock for Cash (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Proceeds from Issuance of Common Stock | $ 1,497,000 | $ 3,267,000 | |||
Warrants Issued with 2020 Unit Offering [Member] | Minimum [Member] | |||||
Warrants and Rights Outstanding, Term (Month) | 6 months | 6 months | 6 months | 6 months | |
Warrants Issued with 2020 Unit Offering [Member] | Maximum [Member] | |||||
Warrants and Rights Outstanding, Term (Month) | 5 years | 5 years | 5 years | 5 years | |
The 2020 Unit Offering [Member] | |||||
Stock Issued During Period, Shares, New Issues (in shares) | 0 | 3,766,126 | 5,234,948 | 13,568,524 | |
Proceeds from Issuance of Common Stock | $ 632,000 | $ 995,000 | $ 2,364,000 | ||
Lincoln Park Capital Fund, LLC [Member] | |||||
Stock Purchase Agreement, Maximum Amount of Common Stock | $ 10,000,000 | ||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,190,223 | 2,440,958 | 2,833,846 | 4,353,919 | |
Proceeds from Issuance of Common Stock | $ 203,000 | $ 485,000 | $ 502,000 | $ 903,000 |
Note 4 - Debt Obligations (Deta
Note 4 - Debt Obligations (Details Textual) - USD ($) | 3 Months Ended | 4 Months Ended | 9 Months Ended | ||||||
Mar. 06, 2023 | Feb. 07, 2023 | May 12, 2022 | Feb. 07, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Jul. 31, 2020 | Sep. 30, 2023 | Sep. 30, 2022 | |
Interest Expense, Debt | $ 12,000 | $ 14,000 | $ 72,000 | $ 42,000 | |||||
Paycheck Protection Program CARES Act [Member] | ONM [Member] | |||||||||
Extinguishment of Debt, Amount | $ 174,000 | ||||||||
Proceeds from Issuance of Debt | $ 217,000 | ||||||||
Long-Term Debt | 43,000 | 43,000 | |||||||
Paycheck Protection Program CARES Act [Member] | BELST [Member] | |||||||||
Proceeds from Issuance of Debt | $ 97,000 | ||||||||
Economic Injury Disaster Loan [Member] | |||||||||
Long-Term Debt | $ 148,000 | $ 148,000 | |||||||
Economic Injury Disaster Loan [Member] | ONM [Member] | |||||||||
Debt Instrument, Face Amount | $ 150,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | ||||||||
Debt Instrument, Periodic Payment | $ 731 | ||||||||
Warrant Issued With Conversion of Note [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 200,000 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.21 | ||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | ||||||||
Conversion of Note into BETI Common Shares [Member] | |||||||||
Debt Conversion, Original Debt, Amount | $ 50,000 | ||||||||
Vehicle Loan [Member] | |||||||||
Debt Instrument, Face Amount | $ 80,000 | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.29% | ||||||||
Debt Instrument, Periodic Payment | $ 1,000 |
Note 4 - Debt Obligations - Sch
Note 4 - Debt Obligations - Schedule of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Long-term debt, current | $ 66 | $ 100 |
Debt discount, net of amortization | 0 | (3) |
Total current portion of debt | 66 | 100 |
Total long-term debt, net of current | 293 | 237 |
Total | 359 | 337 |
Vehicle Loan [Member] | ||
Long-term debt, current | 13 | 0 |
Total long-term debt, net of current | 58 | 0 |
Paycheck Protection Program CARES Act [Member] | ||
SBA Paycheck Protection Program loan | 43 | 43 |
SBA Paycheck Protection Program loans, matures May 2025 | 97 | 97 |
Convertible Note, Maturing On March 1, 2023 [Member] | ||
Convertible notes | 0 | 50 |
Economic Injury Disaster Loan [Member] | ||
Long-term debt, current | 10 | 10 |
Total long-term debt, net of current | $ 138 | $ 140 |
Note 5 - Share-based Compensa_3
Note 5 - Share-based Compensation (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||||||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Mar. 22, 2022 | Jun. 22, 2018 | Sep. 07, 2017 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Stock Issued During Period, Value, Issued for Services | $ 37,000 | $ 75,000 | $ 207,000 | $ 96,000 | $ 59,000 | $ 17,000 | |||||||||||
Share Price (in dollars per share) | $ 0.17 | $ 0.17 | $ 0.17 | ||||||||||||||
2018 Equity Incentive Plan [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares) | 50,000,000 | 40,000,000 | 50,000,000 | 50,000,000 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized Per Year (in shares) | 2,000,000 | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 8,219,920 | 4,748,212 | |||||||||||||||
The 2007 Equity Incentive Plan [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Expirations in Period (in shares) | 340,000 | 975,161 | |||||||||||||||
Non Plan [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 60,040 | 105,797 | |||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.2 | $ 0.26 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Expirations in Period (in shares) | 1,205,550 | ||||||||||||||||
Share-Based Payment Arrangement, Option [Member] | Clyra Medical Technologies [Member] | |||||||||||||||||
Share-Based Payment Arrangement, Expense | $ 45,000 | 85,000 | $ 172,000 | $ 308,000 | |||||||||||||
Selling, General and Administrative Expenses [Member] | |||||||||||||||||
Share-Based Payment Arrangement, Expense | $ 725,000 | $ 338,000 | $ 1,269,000 | $ 1,455,000 | |||||||||||||
Officer [Member] | |||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 12,000 | $ 12,000 | $ 6,000 | $ 72,000 | |||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 69,563 | 68,541 | 30,747 | 167,781 | |||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.17 | $ 0.18 | $ 0.2 | $ 0.27 | $ 0.17 | $ 0.18 | $ 0.2 | $ 0.27 | $ 0.17 | $ 0.27 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Minimum Cash Amount Receipt | $ 3,000,000 | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Minimum Revenue Required | $ 3,000,000 | ||||||||||||||||
Consultants [Member] | |||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 25,000 | $ 63,000 | $ 201,000 | $ 24,000 | $ 60,000 | $ 31,000 | |||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 146,123 | 352,370 | 899,743 | 211,047 | 76,996 | 86,752 | |||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.17 | $ 0.18 | $ 0.2 | $ 0.27 | $ 0.18 | $ 0.23 | $ 0.17 | $ 0.18 | $ 0.2 | $ 0.27 | $ 0.18 | $ 0.23 | $ 0.17 | $ 0.27 | |||
Consultants [Member] | 2018 Equity Incentive Plan [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 4,069,922 | 682,991 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value | $ 657,000 | $ 145,000 | |||||||||||||||
Officer, Board of Directors, Employees, and a Consultant [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 8,219,920 | 4,748,212 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value | $ 1,370,000 | ||||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.17 | $ 0.18 | $ 0.2 | ||||||||||||||
Board Of Directors [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 1,565,858 | 1,134,356 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value | $ 266,000 | $ 246,000 | |||||||||||||||
Board Of Directors [Member] | Minimum [Member] | |||||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.18 | ||||||||||||||||
Board Of Directors [Member] | Maximum [Member] | |||||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.27 | ||||||||||||||||
Employees [Member] | Employee Retention Program [Member] | |||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 1,784,140 | 2,340,730 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value | $ 306,000 | $ 492,000 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 4 years | 4 years | |||||||||||||||
Employees [Member] | Employee Retention Program [Member] | Minimum [Member] | |||||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.18 | ||||||||||||||||
Employees [Member] | Employee Retention Program [Member] | Maximum [Member] | |||||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.27 | ||||||||||||||||
Chief Financial Officer [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value | $ 0.22 | ||||||||||||||||
Chief Financial Officer [Member] | 2018 Equity Incentive Plan [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 300,000 | 800,000 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value | $ 141,000 | ||||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.2 | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Expirations in Period (in shares) | 500,000 | ||||||||||||||||
Term Extension (Year) | 1 year | ||||||||||||||||
Share-based Compensation Arrangement By Share-based Payment Award, Options Grants Per Month, Gross (in shares) | 25,000 | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares (in shares) | 25,000 | ||||||||||||||||
CFO and President [Member] | |||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value | $ 290,135 | ||||||||||||||||
President [Member] | |||||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.23 | ||||||||||||||||
Vendors [Member] | Non Plan [Member] | |||||||||||||||||
Share-Based Payment Arrangement, Expense | $ 11,000 | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 60,040 | 105,797 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value | $ 36,000 | ||||||||||||||||
Vendors [Member] | Non Plan [Member] | Minimum [Member] | |||||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.18 | $ 0.23 | |||||||||||||||
Vendors [Member] | Non Plan [Member] | Maximum [Member] | |||||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.2 | $ 0.27 |
Note 5 - Share-based Compensa_4
Note 5 - Share-based Compensation - Stock Options (Details) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | ||
2018 Equity Incentive Plan [Member] | ||||
Options outstanding, balance (in shares) | 28,484,549 | 23,186,142 | 23,186,142 | |
Options granted (in shares) | 8,219,920 | 4,748,212 | ||
Options Unvested (in shares) | (4,648,922) | |||
Options Vested (in shares) | 32,055,547 | |||
Vested, September 30, 2023 | [1] | $ 278,000 | ||
Options outstanding, balance (in shares) | 36,704,469 | 27,934,354 | 28,484,549 | |
2018 Equity Incentive Plan [Member] | Minimum [Member] | ||||
Exercise price per share, balance (in dollars per share) | $ 0.12 | $ 0.16 | $ 0.16 | |
Exercise price per share, granted (in dollars per share) | 0.17 | 0.18 | ||
Exercise price per share, Unvested (in dollars per share) | 0.12 | |||
Exercise price per share, Vested (in dollars per share) | 0.12 | |||
Exercise price per share, balance (in dollars per share) | 0.12 | 0.12 | 0.12 | |
2018 Equity Incentive Plan [Member] | Maximum [Member] | ||||
Exercise price per share, balance (in dollars per share) | 0.43 | 0.43 | 0.43 | |
Exercise price per share, granted (in dollars per share) | 0.2 | 0.27 | ||
Exercise price per share, Unvested (in dollars per share) | 0.27 | |||
Exercise price per share, Vested (in dollars per share) | 0.43 | |||
Exercise price per share, balance (in dollars per share) | 0.43 | 0.43 | 0.43 | |
2018 Equity Incentive Plan [Member] | Weighted Average [Member] | ||||
Weighted average exercise price per share, balance (in dollars per share) | 0.19 | 0.19 | 0.19 | |
Weighted average exercise price per share, granted (in dollars per share) | 0.18 | 0.22 | ||
Weighted average exercise price per share, unvested (in dollars per share) | 0.15 | |||
Weighted average exercise price per share, vested (in dollars per share) | 0.19 | |||
Weighted average exercise price per share, balance (in dollars per share) | $ 0.19 | $ 0.19 | $ 0.19 | |
The 2007 Equity Incentive Plan [Member] | ||||
Options outstanding, balance (in shares) | 1,904,085 | 2,879,246 | 2,879,246 | |
Options outstanding, balance (in shares) | 1,564,085 | 1,904,085 | 1,904,085 | |
Options outstanding, Expired (in shares) | (340,000) | (975,161) | ||
The 2007 Equity Incentive Plan [Member] | Minimum [Member] | ||||
Weighted average exercise price per share, balance (in dollars per share) | $ 0.28 | $ 0.23 | $ 0.23 | |
Weighted average exercise price per share, balance (in dollars per share) | 0.28 | 0.24 | 0.28 | |
Weighted average exercise price per share, Expired (in dollars per share) | 0.28 | 0.28 | ||
The 2007 Equity Incentive Plan [Member] | Maximum [Member] | ||||
Weighted average exercise price per share, balance (in dollars per share) | 0.69 | 0.94 | 0.94 | |
Weighted average exercise price per share, balance (in dollars per share) | 0.69 | 0.94 | 0.69 | |
Weighted average exercise price per share, Expired (in dollars per share) | 0.3 | 0.35 | ||
The 2007 Equity Incentive Plan [Member] | Weighted Average [Member] | ||||
Weighted average exercise price per share, balance (in dollars per share) | 0.56 | 0.49 | 0.49 | |
Weighted average exercise price per share, balance (in dollars per share) | 0.61 | 0.56 | $ 0.56 | |
Weighted average exercise price per share, Expired (in dollars per share) | $ 0.3 | $ 0.36 | ||
Non Plan [Member] | ||||
Options outstanding, balance (in shares) | 19,023,829 | 20,119,207 | 20,119,207 | |
Weighted average exercise price per share, balance (in dollars per share) | $ 0.39 | $ 0.41 | $ 0.41 | |
Options granted (in shares) | 60,040 | 105,797 | ||
Weighted average exercise price per share, granted (in dollars per share) | $ 0.2 | $ 0.26 | ||
Options Unvested (in shares) | (507,500) | |||
Exercise price per share, Unvested (in dollars per share) | $ 0.45 | |||
Weighted average exercise price per share, unvested (in dollars per share) | $ 0.45 | |||
Options Vested (in shares) | 17,370,819 | |||
Weighted average exercise price per share, vested (in dollars per share) | $ 0.39 | |||
Vested, September 30, 2023 | [1] | $ 28,000 | ||
Options outstanding, balance (in shares) | 17,878,319 | 20,225,004 | 19,023,829 | |
Weighted average exercise price per share, balance (in dollars per share) | $ 0.39 | $ 0.39 | $ 0.39 | |
Options outstanding, Expired (in shares) | (1,205,550) | |||
Weighted average exercise price per share, Expired (in dollars per share) | $ 0.3 | |||
Exercise price per share, Expired (in dollars per share) | 0.3 | |||
Non Plan [Member] | Minimum [Member] | ||||
Exercise price per share, balance (in dollars per share) | 0.12 | 0.17 | 0.17 | |
Exercise price per share, granted (in dollars per share) | 0.18 | 0.23 | ||
Exercise price per share, Vested (in dollars per share) | 0.12 | |||
Exercise price per share, balance (in dollars per share) | 0.12 | 0.17 | 0.12 | |
Non Plan [Member] | Maximum [Member] | ||||
Exercise price per share, balance (in dollars per share) | 0.83 | 1 | 1 | |
Exercise price per share, granted (in dollars per share) | 0.2 | 0.27 | ||
Exercise price per share, Vested (in dollars per share) | 0.83 | |||
Exercise price per share, balance (in dollars per share) | $ 0.83 | $ 1 | $ 0.83 | |
[1]Aggregate intrinsic value based on closing common stock price of $0.17 at September 30, 2023. |
Note 6 - Warrants (Details Text
Note 6 - Warrants (Details Textual) - USD ($) | Sep. 30, 2023 | Mar. 06, 2023 | Sep. 30, 2022 | |
Share Price (in dollars per share) | $ 0.17 | |||
Warrants and Rights Outstanding | [1] | $ 18,000 | ||
Note Payable, Maturing March 8, 2023 [Member] | ||||
Debt Instrument, Face Amount | $ 50,000 | |||
Six-month Warrants in Connection With the 2020 Unit Offering [Member] | ||||
Warrants and Rights Outstanding, Term (Month) | 6 months | |||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 5,234,948 | 13,568,524 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.23 | |||
Six-month Warrants in Connection With the 2020 Unit Offering [Member] | Minimum [Member] | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.19 | |||
Six-month Warrants in Connection With the 2020 Unit Offering [Member] | Maximum [Member] | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.23 | |||
Five-year Warrants in Connection With the 2020 Unit Offering [Member] | ||||
Warrants and Rights Outstanding, Term (Month) | 5 years | 5 years | ||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 5,234,948 | 13,568,524 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.29 | |||
Warrants and Rights Outstanding | $ 913,000 | $ 2,898,000 | ||
Five-year Warrants in Connection With the 2020 Unit Offering [Member] | Minimum [Member] | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.24 | |||
Five-year Warrants in Connection With the 2020 Unit Offering [Member] | Maximum [Member] | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.33 | |||
Warrants Issued in Connection with Conversion of Interest on Note Payable Maturing March 8, 2023 [Member] | ||||
Warrants and Rights Outstanding, Term (Month) | 5 years | |||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 200,000 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.21 | |||
Warrants and Rights Outstanding | $ 30,000 | |||
[1]Aggregate intrinsic value based on closing common stock price of $0.17 at September 30, 2023. |
Note 6 - Warrants - Warrants Ou
Note 6 - Warrants - Warrants Outstanding (Details) - $ / shares | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Balance, outstanding (in shares) | 49,023,398 | 36,765,502 |
Granted (in shares) | 10,669,896 | 27,137,048 |
Expired (in shares) | (11,313,584) | (10,273,722) |
Balance, outstanding (in shares) | 48,379,710 | 53,628,828 |
Minimum [Member] | ||
Balance, outstanding, price range (in dollars per share) | $ 0.13 | $ 0.16 |
Granted, price range (in dollars per share) | 0.21 | 0.2 |
Expired, price range (in dollars per share) | 0.1 | 0.19 |
Balance, outstanding, price range (in dollars per share) | 0.13 | 0.14 |
Maximum [Member] | ||
Balance, outstanding, price range (in dollars per share) | 1 | 1 |
Granted, price range (in dollars per share) | 0.29 | 0.29 |
Expired, price range (in dollars per share) | 0.48 | 0.48 |
Balance, outstanding, price range (in dollars per share) | 1 | 1 |
Weighted Average [Member] | ||
Balance, outstanding, price range (in dollars per share) | 0.26 | 0.27 |
Granted, price range (in dollars per share) | 0.26 | 0.23 |
Expired, price range (in dollars per share) | 0.23 | 0.25 |
Balance, outstanding, price range (in dollars per share) | $ 0.27 | $ 0.26 |
Note 6 - Warrants - Assumptions
Note 6 - Warrants - Assumptions Used to Determine Fair Value of Warrants (Details) | Sep. 30, 2023 | Sep. 30, 2022 |
Measurement Input, Price Volatility [Member] | ||
Risk free interest rate | 0.40 | |
Measurement Input, Expected Term [Member] | ||
Risk free interest rate | 3 | |
Minimum [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Risk free interest rate | 0.0388 | 0.0369 |
Minimum [Member] | Measurement Input, Price Volatility [Member] | ||
Risk free interest rate | 0.40 | |
Maximum [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Risk free interest rate | 0.0427 | 0.0388 |
Maximum [Member] | Measurement Input, Price Volatility [Member] | ||
Risk free interest rate | 0.95 |
Note 7 - Accounts Payable and_3
Note 7 - Accounts Payable and Accrued Expenses - Summary of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Accounts payable | $ 670 | $ 717 |
Accrued payroll | 194 | 198 |
Accrued interest | 25 | 25 |
Total | 889 | 940 |
Corporate, Non-Segment [Member] | ||
Accounts payable | 208 | 187 |
Accrued payroll | 40 | 20 |
Accrued interest | 25 | 25 |
Operating Segments [Member] | Odor-No-More [Member] | ||
Accounts payable | 417 | 486 |
Accrued payroll | 85 | 58 |
Accrued interest | 0 | 0 |
Operating Segments [Member] | BLEST [Member] | ||
Accounts payable | 5 | 7 |
Accrued payroll | 69 | 120 |
Accrued interest | 0 | 0 |
Operating Segments [Member] | BioLargo Water [Member] | ||
Accounts payable | 91 | 119 |
Accrued payroll | 0 | 0 |
Accrued interest | 0 | 0 |
Operating Segments [Member] | BioLargo Energy Technologies, Inc (BETI) [Member] | ||
Accounts payable | 31 | |
Accrued payroll | 0 | |
Accrued interest | 0 | |
Consolidation, Eliminations [Member] | ||
Accounts payable | (82) | (82) |
Accrued payroll | 0 | 0 |
Accrued interest | $ 0 | $ 0 |
Note 8 - Noncontrolling Inter_3
Note 8 - Noncontrolling Interest - Clyra Medical (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2023 | Jan. 09, 2023 | Dec. 20, 2022 | Mar. 02, 2022 | Jun. 30, 2020 | Jul. 31, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Apr. 08, 2022 | ||
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 | 0 | ||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 1,575,000 | $ 100,000 | |||||||||||
Warrants and Rights Outstanding | [1] | $ 18,000 | 18,000 | ||||||||||
Proceeds from Stock Options Exercised | $ 3,000 | $ 0 | |||||||||||
Clyra Medical [Member] | Common Stock [Member] | |||||||||||||
Investment Owned, Balance, Shares (in shares) | 51,571 | 51,571 | 51,571 | ||||||||||
Clyra Medical [Member] | Preferred Stock, Series A [Member] | |||||||||||||
Investment Owned, Balance, Shares (in shares) | 1,660 | 1,660 | 1,352 | ||||||||||
Clyra Medical [Member] | |||||||||||||
Shares, Outstanding (in shares) | 99,501 | 99,501 | 91,145 | ||||||||||
Common Stock, Shares, Outstanding (in shares) | 92,035 | 92,035 | 89,070 | ||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 310 | ||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 171.99 | $ 1 | |||||||||||
Proceeds from Stock Options Exercised | $ 2,964 | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period (in shares) | 2,964 | 2,964 | |||||||||||
Clyra Medical [Member] | Vendors and Employees [Member] | Share-Based Payment Arrangement, Option [Member] | |||||||||||||
Share-Based Payment Arrangement, Expense | $ 45,000 | $ 85,000 | $ 172,000 | $ 308,000 | |||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 271 | ||||||||||||
Clyra Medical [Member] | Employees and Consultants [Member] | Share-Based Payment Arrangement, Option [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Discount Rate | 30% | ||||||||||||
Clyra Medical [Member] | Warrants Issued in Conjunction With the Sale of Series A Preferred Stock [Member] | |||||||||||||
Warrants and Rights Outstanding, Term (Month) | 3 years | ||||||||||||
Warrants and Rights Outstanding | $ 410,000 | ||||||||||||
Clyra Medical [Member] | Shares Issued for Debt Owed to Biolargo [Member] | |||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 633,000 | $ 96,000 | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 2,042 | 308 | |||||||||||
Clyra Medical [Member] | Series A Preferred Stock [Member] | |||||||||||||
Preferred Stock, Shares Outstanding (in shares) | 7,466 | 7,466 | 2,075 | ||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 928 | 5,081 | |||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 288,000 | $ 1,575,000 | |||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 372 | ||||||||||||
Preferred Stock, Dividend Rate, Percentage | 15% | ||||||||||||
Preferred Stock, Convertible, Sale of Stock Amount | $ 5,000,000 | ||||||||||||
Clyra Medical [Member] | Revolving Credit Facility [Member] | Vernal Bay Capital Group, LLC [Member] | Inventory Line of Credit [Member] | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,000,000 | ||||||||||||
Proceeds from Lines of Credit, Total | $ 260,000 | ||||||||||||
Repayments of Lines of Credit | $ 126,000 | ||||||||||||
Stock Issued During Period, Shares, Commitment Fee (in shares) | 322 | 322 | |||||||||||
Stock Issued During Period, Value, Commitment Fee | $ 70,000 | ||||||||||||
Debt Instrument, Percentage of Principal Payment, Cap | 15% | ||||||||||||
Long-Term Line of Credit | $ 134,000 | $ 134,000 | $ 161,000 | ||||||||||
Clyra Medical [Member] | Notes Payable, Other Payables [Member] | |||||||||||||
Debt Instrument, Face Amount | $ 100,000 | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | ||||||||||||
Debt Instrument, Convertible, Sale of Stock Amount | $ 5,000,000 | ||||||||||||
Debt Instrument, Convertible, Conversion Percentage | 70% | ||||||||||||
Vernal Bay Capital Group, LLC [Member] | Conversion of Clyra Medical Stock Into Biolargo Common Stock [Member] | |||||||||||||
Conversion of Stock, Shares Issued (in shares) | 527,983 | ||||||||||||
[1]Aggregate intrinsic value based on closing common stock price of $0.17 at September 30, 2023. |
Note 8 - Noncontrolling Inter_4
Note 8 - Noncontrolling Interest - Clyra Medical - Common Shares Outstanding (Details) - Clyra Medical [Member] - $ / shares | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Options outstanding, balance (in shares) | 15,833 | 14,004 | 14,004 | |
Balance, Exercise Price Range (in shares) | 1 | 1 | ||
Weighted average exercise price per share, balance (in dollars per share) | $ 5.53 | $ 1 | $ 1 | |
Exercised (in shares) | (2,964) | (2,964) | ||
Exercised, Exercise Price Range (in dollars per share) | $ 1 | |||
Exercised, Weighted Average Price Per Share (in dollars per share) | $ 1 | |||
Options granted (in shares) | 1,215 | 1,403 | ||
Granted, Exercise Price (in dollars per share) | $ 1 | |||
Weighted average exercise price per share, granted (in dollars per share) | $ 171.99 | $ 1 | ||
Options outstanding, balance (in shares) | 14,084 | 14,084 | 15,407 | 15,833 |
Balance, Exercise Price Range (in shares) | 1 | |||
Weighted average exercise price per share, balance (in dollars per share) | $ 20.85 | $ 20.85 | $ 1 | $ 5.53 |
Minimum [Member] | ||||
Balance, Exercise Price Range (in shares) | 1 | |||
Granted, Exercise Price (in dollars per share) | $ 1 | |||
Balance, Exercise Price Range (in shares) | 1 | 1 | 1 | |
Maximum [Member] | ||||
Balance, Exercise Price Range (in shares) | 310 | |||
Granted, Exercise Price (in dollars per share) | $ 271 | |||
Balance, Exercise Price Range (in shares) | 310 | 310 | 310 |
Note 8 - Noncontrolling Inter_5
Note 8 - Noncontrolling Interest - Clyra Medical - Valuation Assumptions (Details) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Clyra Medical [Member] | Vendors and Employees [Member] | |||
Risk free interest rate | 2% | ||
Expected volatility | 40% | ||
Expected life in years (Year) | 10 years | 10 years | |
Maximum [Member] | Clyra Medical [Member] | Vendors and Employees [Member] | |||
Risk free interest rate | 4.15% | ||
Expected volatility | 49% | ||
Non Plan [Member] | |||
Risk free interest rate | 4.15% | ||
Expected volatility | 112% | ||
Expected life in years (Year) | 10 years | ||
Non Plan [Member] | Minimum [Member] | |||
Risk free interest rate | 2.32% | ||
Expected volatility | 115% | ||
Non Plan [Member] | Minimum [Member] | Clyra Medical [Member] | Vendors and Employees [Member] | |||
Risk free interest rate | 3.48% | ||
Expected volatility | 40% | ||
Non Plan [Member] | Maximum [Member] | |||
Risk free interest rate | 3.83% | ||
Expected volatility | 117% |
Note 8 - Noncontrolling Inter_6
Note 8 - Noncontrolling Interest - Clyra Medical - Summary of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Accounts payable | $ 670 | $ 717 |
Accrued payroll | 194 | 198 |
Accrued interest | 25 | 25 |
Accounts payable and accrued expenses, total | 889 | 940 |
Clyra Medical [Member] | ||
Accounts payable | 158 | 186 |
Accrued payroll | 12 | 45 |
Accrued interest | 8 | 7 |
Accrued dividend | 152 | |
Accounts payable and accrued expenses, total | $ 330 | $ 238 |
Note 9 - BioLargo Engineering_2
Note 9 - BioLargo Engineering, Science and Technologies, LLC (Details Textual) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | 25 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2019 | |
Share-based Payment Arrangement, Noncash Expense, Total | $ 1,269,000 | $ 1,455,000 | ||||
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member] | ||||||
Deferred Compensation Arrangement with Individual, Requisite Service Period (Year) | 5 years | |||||
Potential Ownership Percentage of Subsidiary Held by Subsidiary Employees Based on Performance | 30% | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 1,242,500 | |||||
Incentive Issuance Stipulations for Subsidiary Employees, Accounts Receivable Collected by Year One of Operation | 90% | |||||
Incentive Issuance Stipulations for Subsidiary Employees, Profit Earned in Year One of Operation | 10% | |||||
Percentage of Profit Interest | 13% | |||||
Percentage of Profits Interests Vested | 18% | 11% | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value | $ 135,000 | $ 65,000 | ||||
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member] | Share-Based Payment Arrangement, Tranche One [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 455,000 | |||||
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 525,000 | |||||
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member] | Non-Qualified Stock Option [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 1,750,000 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 5 years | |||||
Share-based Payment Arrangement, Noncash Expense, Total | $ 0 | |||||
BioLargo Engineering, Science & Technologies, LLC [Member] | ||||||
Subsidiary, Ownership Percentage, Parent | 100% |
Note 10 - BioLargo Energy Tec_2
Note 10 - BioLargo Energy Technologies, Inc. (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2023 | Sep. 30, 2017 | |
BioLargo Energy Technologies, Inc (BETI) [Member] | |||
Stock Issued During Period, Shares, New Issues (in shares) | 10,000 | 467,000 | |
Proceeds from Issuance or Sale of Equity | $ 25,000 | $ 1,005,000 | |
Stock Conversion, Discount on Volume Weighted average Price | 20% | 20% | |
Shares, Outstanding (in shares) | 9,467,000 | 9,467,000 | |
BioLargo Energy Technologies, Inc (BETI) [Member] | Biolargo [Member] | |||
Proceeds from Issuance or Sale of Equity | $ 100,000 | ||
BioLargo Energy Technologies, Inc (BETI) [Member] | |||
Investment Owned, Balance, Shares (in shares) | 9,050,000 | 9,050,000 | 9,000,000 |
Note 11 - Business Segment In_3
Note 11 - Business Segment Information (Details Textual) | 9 Months Ended |
Sep. 30, 2023 | |
Number of Operating Segments | 5 |
Note 11 - Business Segment In_4
Note 11 - Business Segment Information - Segment Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 2,672,000 | $ 1,500,000 | $ 7,860,000 | $ 3,786,000 | |
Research and development | (694,000) | (271,000) | (1,846,000) | (1,018,000) | |
Operating loss | (1,537,000) | (943,000) | (3,574,000) | (3,973,000) | |
Interest income (expense) | (12,000) | (14,000) | (72,000) | (42,000) | |
Tangible assets | 5,753,000 | 5,753,000 | $ 3,958,000 | ||
Operating Lease, Right-of-Use Asset | 777,000 | 777,000 | 867,000 | ||
Investment in South Korean joint venture | 15,000 | 15,000 | 33,000 | ||
Total | 6,545,000 | 6,545,000 | 4,858,000 | ||
Investment in South Korean Joint Venture [Member] | |||||
Investment in South Korean joint venture | 15,000 | 15,000 | 33,000 | ||
Corporate, Non-Segment [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 2,000 | 0 | 4,000 | |
Research and development | (234,000) | (140,000) | (665,000) | (570,000) | |
Operating loss | (797,000) | (783,000) | (2,230,000) | (2,925,000) | |
Interest income (expense) | (3,000) | (6,000) | (43,000) | (18,000) | |
Tangible assets | 579,000 | 579,000 | 669,000 | ||
Operating Lease, Right-of-Use Asset | 72,000 | 72,000 | 136,000 | ||
Total | 666,000 | 666,000 | 838,000 | ||
Corporate, Non-Segment [Member] | Investment in South Korean Joint Venture [Member] | |||||
Investment in South Korean joint venture | 15,000 | 15,000 | 33,000 | ||
Operating Segments [Member] | Odor-No-More [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | 2,513,000 | 1,199,000 | 7,374,000 | 2,499,000 | |
Research and development | (14,000) | 0 | (14,000) | 0 | |
Operating loss | 969,000 | 400,000 | 2,786,000 | 418,000 | |
Interest income (expense) | (1,000) | 0 | (5,000) | 0 | |
Tangible assets | 3,300,000 | 3,300,000 | 2,064,000 | ||
Operating Lease, Right-of-Use Asset | 0 | 0 | 0 | ||
Total | 3,300,000 | 3,300,000 | 2,064,000 | ||
Operating Segments [Member] | Odor-No-More [Member] | Investment in South Korean Joint Venture [Member] | |||||
Investment in South Korean joint venture | 0 | 0 | 0 | ||
Operating Segments [Member] | Clyra Medical [Member] | |||||
Tangible assets | 1,202,000 | 1,202,000 | 631,000 | ||
Operating Lease, Right-of-Use Asset | 0 | 0 | 0 | ||
Total | 1,202,000 | 1,202,000 | 631,000 | ||
Operating Segments [Member] | Clyra Medical [Member] | Investment in South Korean Joint Venture [Member] | |||||
Investment in South Korean joint venture | 0 | 0 | 0 | ||
Operating Segments [Member] | BLEST [Member] | |||||
Tangible assets | 480,000 | 480,000 | 441,000 | ||
Operating Lease, Right-of-Use Asset | 705,000 | 705,000 | 731,000 | ||
Total | 1,185,000 | 1,185,000 | 1,172,000 | ||
Operating Segments [Member] | BLEST [Member] | Investment in South Korean Joint Venture [Member] | |||||
Investment in South Korean joint venture | 0 | 0 | 0 | ||
Operating Segments [Member] | BioLargo Water [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | 22,000 | 1,000 | 31,000 | 1,000 | |
Research and development | (128,000) | (119,000) | (401,000) | (446,000) | |
Operating loss | (155,000) | (141,000) | (549,000) | (572,000) | |
Interest income (expense) | 0 | 0 | 1,000 | 0 | |
Tangible assets | 89,000 | 89,000 | 194,000 | ||
Operating Lease, Right-of-Use Asset | 0 | 0 | 0 | ||
Total | 89,000 | 89,000 | 194,000 | ||
Operating Segments [Member] | BioLargo Water [Member] | Investment in South Korean Joint Venture [Member] | |||||
Investment in South Korean joint venture | 0 | 0 | 0 | ||
Operating Segments [Member] | BioLargo Energy Technologies, Inc (BETI) [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 0 | 0 | 0 | |
Research and development | (537,000) | 0 | (840,000) | 0 | |
Operating loss | (559,000) | 0 | (943,000) | 0 | |
Tangible assets | 144,000 | 144,000 | |||
Operating Lease, Right-of-Use Asset | 0 | 0 | |||
Total | 144,000 | 144,000 | |||
Operating Segments [Member] | BioLargo Energy Technologies, Inc (BETI) [Member] | Investment in South Korean Joint Venture [Member] | |||||
Investment in South Korean joint venture | 0 | 0 | |||
Operating Segments [Member] | BioLargo Engineering, Science & Technologies, LLC [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | 843,000 | 401,000 | 1,742,000 | 1,613,000 | |
Research and development | (433,000) | (100,000) | (971,000) | (288,000) | |
Operating loss | (568,000) | (179,000) | (1,388,000) | (158,000) | |
Operating Segments [Member] | Clyra Segment [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | 14,000 | 17,000 | 20,000 | 34,000 | |
Research and development | (68,000) | (31,000) | (262,000) | (73,000) | |
Operating loss | (427,000) | (240,000) | (1,250,000) | (736,000) | |
Interest income (expense) | (8,000) | (8,000) | (25,000) | (24,000) | |
Consolidation, Eliminations [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | (720,000) | (120,000) | (1,307,000) | (365,000) | |
Tangible assets | (41,000) | (41,000) | (41,000) | ||
Operating Lease, Right-of-Use Asset | 0 | 0 | 0 | ||
Total | (41,000) | (41,000) | (41,000) | ||
Consolidation, Eliminations [Member] | Investment in South Korean Joint Venture [Member] | |||||
Investment in South Korean joint venture | 0 | 0 | $ 0 | ||
Intersegment Eliminations [Member] | |||||
Research and development | $ 720,000 | $ 119,000 | $ 1,307,000 | $ 359,000 |
Note 12 - Commitments and Con_2
Note 12 - Commitments and Contingencies (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Operating Lease, Expense | $ 88,000 | $ 59,000 | $ 254,000 | $ 228,000 |
Operating Lease, Weighted Average Remaining Lease Term (Year) | 9 years | 9 years | ||
Lessee, Operating Lease, Discount Rate | 18% | 18% | ||
Westminster, California Facility Lease [Member] | ||||
Lessee, Operating Lease, Renewal Term (Year) | 4 years | 4 years | ||
Oak Ridge, Tennessee Facility Lease [Member] | ||||
Operating Lease, Weighted Average Remaining Lease Term (Year) | 10 years | 10 years |
Note 13 - Subsequent Events (De
Note 13 - Subsequent Events (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Nov. 13, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Proceeds from Issuance of Common Stock | $ 1,497,000 | $ 3,267,000 | |||
Lincoln Park Capital Fund, LLC [Member] | |||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,190,223 | 2,440,958 | 2,833,846 | 4,353,919 | |
Proceeds from Issuance of Common Stock | $ 203,000 | $ 485,000 | $ 502,000 | $ 903,000 | |
Subsequent Event [Member] | Lincoln Park Capital Fund, LLC [Member] | |||||
Stock Issued During Period, Shares, New Issues (in shares) | 873,788 | ||||
Proceeds from Issuance of Common Stock | $ 142,000 |