Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Apr. 07, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Entity Registrant Name | FLEXPOINT SENSOR SYSTEMS INC | ||
Entity Central Index Key | 925,660 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 71,627,114 | ||
Entity Public Float | $ 4,900,530 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets | ||
Cash and cash equivalents | $ 22,706 | $ 18,307 |
Accounts receivable, net of allowance of $7,140 and $2,601 | 98,557 | 79,048 |
Notes receivable | 86,806 | 29,313 |
Deposits and prepaid expenses | 11,949 | 11,889 |
Total Current Assets | 220,018 | 138,557 |
Long-Term Deposits | $ 6,550 | $ 6,550 |
Property and Equipment, net of accumulated depreciation of $586,394 and $586,394 | ||
Patents and Proprietary Technology, net of accumulated amortization of $793,103 and $691,714 | $ 179,292 | $ 278,500 |
Goodwill | 4,896,917 | 4,896,917 |
Total Assets | 5,302,777 | 5,320,524 |
Current Liabilities | ||
Accounts payable | 160,437 | 189,078 |
Accounts payable - related party | 322 | 712 |
Accrued liabilities | 375,244 | 568,627 |
Convertible notes payable, net of discount of $763,352 and $139,603 | 45,105 | 865,397 |
Convertible notes payable to related party, net of discount of $0 and $0 | 40,000 | 40,000 |
Total Liabilities | $ 621,108 | $ 1,663,814 |
Commitments and contingencies | ||
Stockholders' Equity | ||
Preferred stock - $0.001 par value; 1,000,000 shares authorized; no shares issued or outstanding | ||
Common stock - $0.001 par value; 100,000,000 shares authorized; 71,627,114 shares and 53,377,114 shares issued and outstanding | $ 71,627 | $ 53,377 |
Stock subscriptions payable | 9,958 | |
Additional paid-in capital | 28,569,711 | $ 24,990,927 |
Accumulated deficit | (23,969,627) | (21,387,594) |
Total Stockholders' Equity | 4,681,669 | 3,656,710 |
Total Liabilities and Stockholders' Equity | $ 5,302,777 | $ 5,320,524 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for bad debts | $ 7,140 | $ 2,601 |
Property and Equipment, accumulated depreciation | 586,394 | 586,394 |
Patents and Proprietary Technology, accumulated amortization | 793,103 | 691,714 |
Convertible notes payable, discount | 763,352 | 139,603 |
Convertible notes payable to related party, discount | $ 0 | $ 0 |
Preferred stock, par value per share | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 71,627,114 | 53,377,114 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | ||
Engineering, Contract and Testing Revenue | $ 138,347 | $ 270,284 |
Operating Costs and Expenses | ||
Amortization of patents and proprietary technology | 101,389 | 104,218 |
Cost of revenue | 6,707 | 8,958 |
Administrative and marketing | 896,003 | 697,497 |
Research and development | 279,138 | 273,191 |
Total Operating Costs and Expenses | 1,283,237 | 1,083,864 |
Other Income (Expense) | ||
Interest expense | (1,591,993) | (175,396) |
Interest income | 6,396 | 4,374 |
Gain (Loss) on extinguishment of debt | (168,286) | $ 5,287 |
Gain (loss) on stock debt exchange | 316,743 | |
Net Other Income (Expense) | (1,437,140) | $ (165,735) |
Net Loss | $ (2,582,030) | $ (979,315) |
Basic and Diluted Loss Per Common Share | $ (0.04) | $ (0.02) |
Basic and Diluted Weighted-Average Common Shares Outstanding | 60,339,443 | 53,377,114 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Subscriptions Payable [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2013 | $ 53,377 | $ 24,780,927 | $ (20,408,279) | $ 4,426,027 | |
Balance, shares at Dec. 31, 2013 | 53,377,114 | ||||
Discount on notes payable for difference of conversion rate & FMV | $ 210,000 | 210,000 | |||
Net loss | $ (979,315) | (979,315) | |||
Balance at Dec. 31, 2014 | $ 53,377 | $ 24,990,927 | $ (21,387,594) | 3,656,710 | |
Balance, shares at Dec. 31, 2014 | 53,377,114 | ||||
Discount on notes payable for difference of conversion rate & FMV | 2,287,505 | 2,287,505 | |||
Shares issued for convertible notes | $ 14,850 | 760,223 | 775,073 | ||
Shares issued for convertible notes, shares | 14,850,000 | ||||
Shares issued in settlement of accrued liabilities | $ 3,400 | $ 282,400 | 285,800 | ||
Shares issued in settlement of accrued liabilities, shares | 3,400,000 | ||||
Stock subscription payable | $ 9,958 | 9,958 | |||
Stock-based employee compensation from stock options | $ 248,656 | 248,656 | |||
Net loss | $ (2,582,030) | (2,582,030) | |||
Balance at Dec. 31, 2015 | $ 71,627 | $ 28,569,711 | $ 9,958 | $ (23,969,627) | $ 4,681,669 |
Balance, shares at Dec. 31, 2015 | 71,627,114 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (2,582,030) | $ (979,315) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 59,378 | |
Bad debt expense | $ 4,539 | $ 2,601 |
Stock-based compensation | 248,656 | |
Stock subscription for compensation | 9,958 | |
Amortization of patents and proprietary technology | 101,389 | $ 104,218 |
Amortization of discount on note payable | 1,473,341 | $ 75,050 |
Loss (Gain) on extinguishment of debt | $ 168,286 | |
Loss (Gain) on forgiveness of debt | $ (5,287) | |
Loss (Gain) on conversion of notes payable to common stock | $ (316,743) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | $ (24,048) | $ (75,224) |
Notes receivable | (4,313) | |
Inventory | 6,584 | |
Deposits and prepaid expenses | $ (60) | (59) |
Accounts payable | (28,641) | (17,778) |
Accounts payable - related party | (390) | (5,344) |
Accrued liabilities | $ 368,816 | 361,805 |
Deferred revenue | (10,000) | |
Net Cash Used in Operating Activities | $ (576,927) | $ (487,684) |
Cash Flows from Investing Activities: | ||
Note receivable interest income | (6,336) | |
Payment for note receivable | (51,157) | |
Payments for patents | (2,181) | $ (9,230) |
Net Cash Used in Investing Activities | (59,674) | $ (9,230) |
Cash Flows from Financing Activities: | ||
Proceeds from borrowings under note payable | 51,000 | |
Proceeds from borrowings under convertible note payable | 590,000 | $ 480,000 |
Net Cash Provided by Financing Activities | 641,000 | 480,000 |
Net Change in Cash and Cash Equivalents | 4,399 | (16,914) |
Cash and Cash Equivalents at Beginning of Period | 18,307 | 35,221 |
Cash and Cash Equivalents at End of Period | $ 22,706 | $ 18,307 |
Supplemental Cash Flow Information: | ||
Cash paid for income taxes | ||
Cash paid for interest | ||
Supplemental Disclosure on Noncash Investing and Financing Activities | ||
Convertible notes issued in debt extinguishments | $ 1,049,824 | |
Recognition of discounts on convertible notes payable | 2,287,505 | $ 210,000 |
Common shares issued in conversion of debt | 775,073 | |
Common shares issued in settlement of accrued liabilities | $ 285,800 |
NATURE OF BUSINESS
NATURE OF BUSINESS | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
NATURE OF BUSINESS | NOTE 1 Nature of Operations Principles of Consolidation Use of Estimates Cash and Cash Equivalents Fair Value of Financial Instruments Accounts Receivable Inventories Business Condition From 2008 through 2015 the Company raised $4,479,278 in additional capital, including accrued interest, through the issuance of long and short-term notes to related and other parties. All of the notes had an annual interest rate of 10% or 12% and were secured by the Companys business equipment. The notes also had a conversion feature for restricted common shares ranging from $.025 to $.05 per share with maturity dates of March 31, 2016. Prior to December 31, 2014 all but $1,005,000 of the convertible notes were converted to an aggregate of 16,960,663 shares of the Company's restricted common stock at an average share price of about $.17 per share. These totals include the conversion of the Maestro Investment LLC line of credit entered into November 2, 2010 and similar debt instruments issued and their conversion over the past three years. In November and December 2015, an additional $470,000 in convertible notes were converted into 9,400,000 shares of the Companys restricted common stock at a conversion price of $0.05 per share. In October 2015, the Company issued 3,400,000 shares of its restricted common stock to extinguish $330,000 of accrued liabilities arising from investor relations services at an average price of $0.084 per share. Property and Equipment Valuation of Long-lived Assets Intangible Assets Research and Development Goodwill Revenue Recognition Stock-Based Compensation Basic and Diluted Loss Per Share Concentrations and Credit Risk - Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") 2016-02, Leases In November 2015, the Financial Accounting Standards Board issued ASU 2015-17, Income Taxes In September 2015, the Financial Accounting Standards Board issued ASU 2015-16, Business Combinations In August 2015, the Financial Accounting Standards Board issued ASU 2015-14, Revenue from Contracts with Customer (Topic 606): Deferral of the Effective Date Revenue from Contracts with Customer In June 2015, the Financial Accounting Standards Board issued ASU 2015-10, Technical Corrections and Improvements The Company has reviewed all other FASB-issued ASU accounting pronouncements and interpretations thereof that have effective dates during the period reported and in future periods. The Company has carefully considered the new pronouncements that alter previous GAAP and does not believe that any new or modified principles will have a material impact on the companys reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Companys financial management and certain standards are under consideration. |
NOTES RECEIVABLE
NOTES RECEIVABLE | 12 Months Ended |
Dec. 31, 2015 | |
Receivables [Abstract] | |
NOTES RECEIVABLE | NOTE 2 NOTES RECEIVABLE On June 23, 2010, the Company, along with David B. Beck, the Company's Director of Engineering, filed a complaint against R&D Products, LLC, Persimmon Investments, Inc. and Jules A. deGreef, the managing member of R&D Products, LLC. The complaint alleged that all of the intellectual properties owned by R&D Products and Mr. deGreef, specifically patented applications using Bend Sensor ® ® On April 9, 2013, the parties of the above referenced litigation reached a favorable universal settlement agreement that reinforces the Company's rights to the intellectual properties and their related products, including the medical bed. In order to secure the Company had exclusive rights to all patents and intellectual properties associated with this litigation the Company advanced to Mr. deGreef $25,000 to bring current all of the filing and maintenance fees for the patents detailed in the law suit. The advance is secured by a promissory note with an annual interest rate of 10% to be paid no later than December 31, 2015. On April 1, 2015, the Company paid $51,157 for the assumption and assignment of a convertible promissory note receivable issued by Bend Tech, LLC (Bend Tech; one of the Companys customers see also Note 1, Concentrations and Credit Risk |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 3 PROPERTY AND EQUIPMENT Depreciation is computed using the straight-line method and is recognized over the estimated useful lives of the property and equipment, which range from three to ten years. Depreciation expense was $-0- and $59,378 for the years ended December 31, 2015 and 2014, respectively and is included in the administrative and marketing expense on the statement of operations. No impairment was recognized during the twelve months ended December 31, 2015. Property and equipment at December 31, 2015 and 2014 consisted of the following: Property and Equipment December 31, 2015 2014 Machinery and equipment $ 532,053 $ 532,053 Office equipment 40,455 40,455 Furniture and fixtures 13,470 13,470 Software 416 416 Total Property and Equipment 586,394 586,394 Less: Accumulated depreciation (586,394) (586,394) Net Property and Equipment $ -0- $ -0- |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | NOTE 4 GOODWILL AND INTANGIBLE ASSETS Intangible Assets December 31, 2015 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Patents $ 173,313 $ 134,153 $ 39,160 Proprietary Technology 799,082 658,950 140,132 Total Amortizing Asset $ 972,395 $ 793,103 $ 179,292 December 31, 2014 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Patents $ 171,132 $ 114,364 $ 56,768 Proprietary Technology 799,082 577,350 221,732 Total Amortizing Asset $ 970,214 $ 691,714 $ 278,500 Patent amortization was $19,789 and $17,386 for the year ended December 31, 2015 and 2014, respectively. Amortization related to proprietary technology was $81,600 and $86,833 for the years ended December 31, 2015 and 2014. Patent and proprietary technology amortization is charged to operations. Estimated aggregate amortization expense for each of the next four years is $80,281 in 2016, $45,798 in 2017, $30,290 in 2018, and $23,175 thereafter. Goodwill Upon emerging from bankruptcy protection in 2004, the Company engaged Houlihan Valuation Advisors, an independent valuation firm, to assess the fair value of the Companys goodwill, patents and other proprietary technology at the date of emergence. The appraisal was completed during 2005. The Company continues to evaluate the fair value of its intangible assets using similar methods as those used by the valuation firm. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 5 There was no provision for, or benefit from, income tax during the years ended December 31, 2015 and 2014 respectively. The components of the net deferred tax asset as of December 31, 2015 and 2014, including temporary differences and operating loss carry forwards that arose prior to reorganization from bankruptcy, are as follows: December 31 2015 2014 Operating loss carry forwards $ 8,575,001 $ 7,824,196 Property and equipment 49,702 10,160 Patents and proprietary technology 143,146 73,222 Stock-based compensation 731,677 634,701 Total Deferred Tax Assets $ 9,499,526 $ 8,542,279 Valuation allowance (9,499,526) (8,542,279) Net Deferred Tax Asset $ -- $ -- Federal and state net operating loss carry forwards at December 31, 2015 and 2014 were $22,850,867 and $20,798,174, respectively. A portion of the net operating loss carry forwards includes losses incurred prior to February 24, 2004, when a change of greater than 50% in ownership of the Company occurred. As a result of the change of ownership, only a portion of the net operating loss carry forwards incurred prior to the change becomes available each year. The net operating loss carry forwards begin to expire in 2020. The following is a reconciliation of the amount of benefit that would result from applying the federal statutory rate to pretax loss with the provision for income taxes for the years ended December 31, 2015 and 2014, respectively: For the Years Ended December 31 2015 2014 Tax at statutory rate (34%) $ (877,090) $ (332,968) Non-deductible expenses 511 1,302 Other 4,539 91,247 Change in valuation allowance 957,247 272,735 State tax benefit, net of federal tax effect (85,207) (32,316) Provision for Income Taxes $ -- $ -- In June 2006, FASB issued FASB ASC 740-10-05-6. The Company adopted FASB ASC 740-10-05-6 on January 1, 2007. Under FASB ASC 740-10-05-6, tax benefits are recognized only for the tax positions that are more likely than not be sustained upon examination by tax authorities. The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely to be realized upon ultimate settlement. Unrecognized tax benefits are tax benefits claimed in the company's tax return that do not meet these recognition and measurement standards. Upon the adoption of FASB ASC 740-10-05-6, the Company had no liabilities for unrecognized tax benefits and, as such, the adoption had no impact on its financial statements, and the Company has recorded no additional interest or penalties. The Adoption of FASB ASC 740-10-05-6 did not impact the Company's effective tax rates. The Company's policy is to recognize potential interest and penalties accrued related to unrecognized tax benefits with the income tax expense. For the years ended December 31, 2015, and 2014, the Company did not recognized any interest or penalties in its Statement of Operations, nor did it have any interest or penalties accrued in its Balance sheet at December 31, 2015 and 2014 relating to unrecognized benefits. The tax years 2015, 2014, 2013 and 2012 remain open to examination for federal income tax purposes and by other major taxing jurisdictions to which the Company is subject |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES PAYABLE | NOTE 6 CONVERTIBLE NOTES PAYABLE Convertible Notes Payable During 2014, the Company secured additional financing to cover its ongoing operations in the amount of $480,000 by issuing various convertible notes to one of the third parties who had provided financing prior to 2014, Capital Communications, LLC. The notes matured in 2014, bore an annual interest rate of 10%, with a 15% default rate, and were secured by the Companys business assets, with a conversion feature for restricted common shares ranging from $.02 to $.08 per share. These notes had a balance of $1,005,000, beneficial conversion discounts of $210,000 (against which $75,050 in amortization expense was recorded - leaving a discount balance of $139,603), and had accrued interest balances totaling $123,273 at December 31, 2014. During 2015, the Company secured additional financing to cover its ongoing operations in the amount of $590,000 by issuing various convertible notes bearing 10% annual interest (15% default interest), secured by business assets and carrying exercise prices ranging between $0.025 and $0.07 per share. Additionally during 2015, the Company issued $51,000 for a non-convertible note payable bearing 10% annual interest (15% default interest) and secured by the $51,157 note receivable held by the Company (see Note 2). During 2015, all of these notes (both convertible and non-convertible issued in 2014 and 2015) and accrued interest were either converted into common stock or extinguished and consolidated into two remaining convertible notes payable to two investors in principal amounts of $684,660 and $123,797 (with respective maturity dates of December 31, 2016 and November 30, 2016). Both notes are convertible at $0.05 per share, bear 10% annual interest rates (15% default interest) and are secured by business assets. The Company recorded gains and losses as a result of these transactions, comprising part of the gain (loss) on extinguishment and stock-debt exchange on the income statement. At December 31, 2015, the Convertible Notes Payable principal is $808,455, the unamortized discount is $763,352 and interest accrued and unpaid is $23,826. The Company recorded interest expense of $2,287,505 during the year ended December 31, 2015 as it amortized the discount charges generated by the issuance of convertible notes payable. Notes Payable Third Parties On April 1, 2015, the Company entered into a non-convertible note payable with Capital Communications, LLC for $51,000. This note bears an annual interest rate of 10% annual interest (15% default interest) and is secured by the $51,157 note receivable held by the Company (see Note 5). On November 5, 2015, this note was consolidated into the convertible note with a principal balance of $684,660, as described above. Convertible Note Payable Related Party On August 8, 2011, the Company entered into a convertible note payable with a Company Director for $40,000. This note is due on December 31, 2015, bears an annual interest rate of 10% annual interest (15% default interest) and is secured by business equipment. |
CAPITAL STOCK
CAPITAL STOCK | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
CAPITAL STOCK | NOTE 7 Preferred Stock There are 1,000,000 shares of preferred stock with a par value of $0.001 per share authorized. At December 31, 2015 and 2014, there were no shares of preferred stock issued or outstanding. Common Stock There are 100,000,000 shares of common stock with a par value of $0.001 per share authorized. During the year ended December 31, 2015, there were 18,250,000 shares of common stock issued. During the year ended December 31, 2014, no shares of common stock were issued. On January 12, 2015, the Board of Directors approved the conversion of $165,000 in convertible notes held by Capital Communications LLC, plus $33,023 in interest accrued and unpaid, to 2,800,000 shares of restricted common stock at an average conversion price of $0.07 per share On January 20, 2015, the Board of Directors approved the conversion of $135,000 in convertible notes held by Empire Fund Managers, plus $23,760 in interest accrued and unpaid, to 2,650,000 shares of restricted common stock at an average conversion price of $0.06 per share. In October 2015, the Board of Directors approved the issuance of 3,400,000 shares of restricted common stock to extinguish $330,000 in accrued liabilities arising from investor relations services, at an average price of $0.084 per share. In November and December 2015, the Board of Directors approved the conversion of $470,000 in convertible notes to 9,400,000 shares of restricted common stock. SB-2 Registration |
STOCK OPTION PLANS
STOCK OPTION PLANS | 12 Months Ended |
Dec. 31, 2015 | |
Employee Service Share-based Compensation, Aggregate Disclosures [Abstract] | |
STOCK OPTION PLANS | NOTE 8 On August 25, 2005, the Board of Directors of the Company approved and adopted the 2005 Stock Incentive Plan (the Plan). The Plan became effective upon its adoption by the Board and will continue in effect for ten years, unless terminated. This plan was approved by the stockholders of the Company at their annual meeting of shareholders on November 22, 2005. Under the Plan, the exercise price for all options issued will not be less than the average quoted closing market price of the Companys trading common stock for the thirty day period immediately preceding the grant date plus a premium of ten percent. The maximum aggregate number of shares that may be awarded under the plan is 2,500,000 shares. On August 24, 2015, the Board of Directors approved the issuance of options to purchase 2,185,000 shares of the Companys common stock. Of the total issued, 1,960,000 options were issued to replace options held by directors and employees which were to expire and 225,000 options were issued to new employees. Of the options issued, 640,000 have an option price of $0.14 per share, 900,000 have an option price of $0.15 per share, 595,000 have an option price of $0.20 per share, and 50,000 have an option price of $0.25 per share. Options issued as replacement shall have immediate vesting terms. Options which are not replacements shall vest over a two year four month period in equal installments on the last day of 2015, 2016 and 2017, respectively. We relied on an exemption from the registration requirements provided by Section 4(a)(2) of the Securities Act. Projected data related to the expected volatility and expected life of stock options is based upon historical and other information, and notably, the Company's common stock has limited trading history. Changes in these subjective assumptions can materially affect the fair value of the estimate, and therefore, the existing valuation models do not provide a precise measure of the fair value of the Company's employee stock options. Between August 25, 2005 and December 31, 2015, the Company granted options to employees to purchase an aggregate 3,096,000 shares of common stock at exercise prices ranging from $0.14 to $2.07 per share. The options vest over three years and expire 10 years from the date of grant. The Company used the following assumptions in estimating the fair value of the options granted: · Market value at the time of issuance Range of $0.14 to 2.07 · Expected term Range of 3.7 years to 10.0 years · Risk-free interest rate Range of 1.60% to 4.93% · Dividend yield 0% · Expected volatility 200% to 424% · Weighted-average fair value - $0.16 to $2.07 As of the years ended December 31, 2005 through 2015, the Company recognized a total of $2,389,784 of stock-based compensation expense, leaving $46,009 and $0 in unrecognized expense as of December 31, 2015 and 2014, respectively. There were 2,185,000 and 2,024,000 employee stock options outstanding at December 31, 2015 and 2014, respectively. A summary of all employee options outstanding and exercisable under the plan as of December 31, 2015, and changes during the year then ended is set forth below: Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at the beginning of period 2,024,000 $ 1.10 1.65 $ -- Granted 2,185,000 0.16 9.66 -- Expired -- -- -- -- Forfeited (2,024,000) 1.10 -- -- Outstanding at the end of Period 2,185,000 $ 0.16 9.66 $ -- Exercisable at the end of Period 1,755,000 $ 0.15 9.66 $ -- A summary of all employee options outstanding and exercisable under the plan as of December 31, 2014, and changes during the year then ended is set forth below: Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at the beginning of period 2,024,000 $ 1.10 2.65 $ -- Granted -- -- -- -- Expired -- -- -- -- Forfeited -- -- -- -- Outstanding at the end of Period 2,024,000 $ 1.10 1.65 $ -- Exercisable at the end of Period 2,024,000 $ 1.10 1.65 $ -- As of December 31, 2014, there was no unrecognized compensation cost related to employee stock options based upon the all of the grants as of December 31, 2014 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 9 The Company currently occupies a manufacturing facility in Draper, Utah. The lease on the facility expired on December 31, 2014, at which time the Company entered into a three year extension which will expire on December 31, 2017. Either party may terminate the lease upon 90 day written notice. Under the terms of the lease the Company paid $8,950 per month in 2015 (the same rate as in 2014), and will pay $9,300 per month in 2016 and $9,600 per month in 2017. In September 2005 the Company entered into a manufacturing agreement with R&D Products, LLC, a Utah limited liability company, doing business in Midvale, Utah. For the purpose of this contract, management considers R&D Products to be a related party because a controlling member of R&D Products, LLC is also a non-controlling shareholder of Flexpoint Sensor Systems, Inc. R&D Products has developed a mattress with multiple air chambers that uses the Companys Bend Sensors ® ® ® On September 11, 2008 R&D Products, LLC entered into a long-term Licensing Agreement for their bed technology with a major medical solutions provider (Licensee). The Agreement provides the Licensee the exclusive worldwide rights to R&Ds patented medical bed technology. On that same day the Company, R&D Products and the Licensee entered into a long-term joint manufacturing agreement for R&Ds medical bed technology and related products. The manufacturing agreement allows for the Company to manufacture sensors for the bed technology and related medical products through 2018 with an option to renew each year thereafter. Production schedules with specific quantities and deadlines are still being outlined. (See Note 2). At this time management is unsure the effect their litigation with R&D will have on this agreement with R&D or its Licensee. The Company is currently evaluating actions it should take relative to the notes receivable referenced in Note 2, which are in default. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY MANUFACTURING CONTRACT | NOTE 10 RELATED PARTY TRANSACTIONS At December 31, 2015 and 2014, the Company had accounts payable of $322 and $712 to its Chief Executive Office for reimbursement of various operating expenses paid by him in the course of business. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 11 - SUBSEQUENT EVENTS Promissory Notes . |
NATURE OF BUSINESS (Policy)
NATURE OF BUSINESS (Policy) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation |
Use of Estimates | Use of Estimates |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Fair Value of Financial Instruments | Fair Value of Financial Instruments |
Accounts Receivable | Accounts Receivable |
Inventories | Inventories |
Business Condition | Business Condition From 2008 through 2015 the Company raised $4,479,278 in additional capital, including accrued interest, through the issuance of long and short-term notes to related and other parties. All of the notes had an annual interest rate of 10% or 12% and were secured by the Companys business equipment. The notes also had a conversion feature for restricted common shares ranging from $.025 to $.05 per share with maturity dates of March 31, 2016. Prior to December 31, 2014 all but $1,005,000 of the convertible notes were converted to an aggregate of 16,960,663 shares of the Company's restricted common stock at an average share price of about $.17 per share. These totals include the conversion of the Maestro Investment LLC line of credit entered into November 2, 2010 and similar debt instruments issued and their conversion over the past three years. In November and December 2015, an additional $470,000 in convertible notes were converted into 9,400,000 shares of the Companys restricted common stock at a conversion price of $0.05 per share. In October 2015, the Company issued 3,400,000 shares of its restricted common stock to extinguish $330,000 of accrued liabilities arising from investor relations services at an average price of $0.084 per share. |
Property and Equipment | Property and Equipment |
Valuation of Long-lived Assets | Valuation of Long-lived Assets |
Intangible Assets | Intangible Assets |
Research and Development | Research and Development |
Goodwill | Goodwill |
Revenue Recognition | Revenue Recognition |
Stock-Based Compensation | Stock-Based Compensation |
Basic and Diluted Loss Per Share | Basic and Diluted Loss Per Share |
Concentrations and Credit Risk | Concentrations and Credit Risk - |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board issued Accounting Standards Update ("ASU") 2016-02, Leases In November 2015, the Financial Accounting Standards Board issued ASU 2015-17, Income Taxes In September 2015, the Financial Accounting Standards Board issued ASU 2015-16, Business Combinations In August 2015, the Financial Accounting Standards Board issued ASU 2015-14, Revenue from Contracts with Customer (Topic 606): Deferral of the Effective Date Revenue from Contracts with Customer In June 2015, the Financial Accounting Standards Board issued ASU 2015-10, Technical Corrections and Improvements The Company has reviewed all other FASB-issued ASU accounting pronouncements and interpretations thereof that have effective dates during the period reported and in future periods. The Company has carefully considered the new pronouncements that alter previous GAAP and does not believe that any new or modified principles will have a material impact on the companys reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of the Companys financial management and certain standards are under consideration. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment at December 31, 2015 and 2014 consisted of the following: Property and Equipment December 31, 2015 2014 Machinery and equipment $ 532,053 $ 532,053 Office equipment 40,455 40,455 Furniture and fixtures 13,470 13,470 Software 416 416 Total Property and Equipment 586,394 586,394 Less: Accumulated depreciation (586,394) (586,394) Net Property and Equipment $ -0- $ -0- |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | The components of intangible assets at December 31, 2015 and 2014 were as follows: December 31, 2015 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Patents $ 173,313 $ 134,153 $ 39,160 Proprietary Technology 799,082 658,950 140,132 Total Amortizing Asset $ 972,395 $ 793,103 $ 179,292 December 31, 2014 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Patents $ 171,132 $ 114,364 $ 56,768 Proprietary Technology 799,082 577,350 221,732 Total Amortizing Asset $ 970,214 $ 691,714 $ 278,500 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Asset | The components of the net deferred tax asset as of December 31, 2015 and 2014, including temporary differences and operating loss carry forwards that arose prior to reorganization from bankruptcy, are as follows: December 31 2015 2014 Operating loss carry forwards $ 8,575,001 $ 7,824,196 Property and equipment 49,702 10,160 Patents and proprietary technology 143,146 73,222 Stock-based compensation 731,677 634,701 Total Deferred Tax Assets $ 9,499,526 $ 8,542,279 Valuation allowance (9,499,526) (8,542,279) Net Deferred Tax Asset $ -- $ -- |
Schedule of Effective Income Tax Rate Reconciliation | The following is a reconciliation of the amount of benefit that would result from applying the federal statutory rate to pretax loss with the provision for income taxes for the years ended December 31, 2015 and 2014, respectively: For the Years Ended December 31 2015 2014 Tax at statutory rate (34%) $ (877,090) $ (332,968) Non-deductible expenses 511 1,302 Other 4,539 91,247 Change in valuation allowance 957,247 272,735 State tax benefit, net of federal tax effect (85,207) (32,316) Provision for Income Taxes $ -- $ -- |
STOCK OPTION PLANS (Tables)
STOCK OPTION PLANS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Employee Service Share-based Compensation, Aggregate Disclosures [Abstract] | |
Schedule of Stock Option Activity | A summary of all employee options outstanding and exercisable under the plan as of December 31, 2015, and changes during the year then ended is set forth below: Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at the beginning of period 2,024,000 $ 1.10 1.65 $ -- Granted 2,185,000 0.16 9.66 -- Expired -- -- -- -- Forfeited (2,024,000) 1.10 -- -- Outstanding at the end of Period 2,185,000 $ 0.16 9.66 $ -- Exercisable at the end of Period 1,755,000 $ 0.15 9.66 $ -- A summary of all employee options outstanding and exercisable under the plan as of December 31, 2014, and changes during the year then ended is set forth below: Options Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding at the beginning of period 2,024,000 $ 1.10 2.65 $ -- Granted -- -- -- -- Expired -- -- -- -- Forfeited -- -- -- -- Outstanding at the end of Period 2,024,000 $ 1.10 1.65 $ -- Exercisable at the end of Period 2,024,000 $ 1.10 1.65 $ -- |
NATURE OF BUSINESS (Details)
NATURE OF BUSINESS (Details) - USD ($) | 1 Months Ended | 2 Months Ended | 12 Months Ended | 48 Months Ended | 96 Months Ended | ||
Oct. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2013 | |
Nature Of Business [Line Items] | |||||||
Cash and cash equivalents | $ 22,706 | $ 22,706 | $ 18,307 | $ 18,307 | $ 22,706 | $ 35,221 | |
Accounts receivable, allowance for bad debts | 7,140 | 7,140 | 2,601 | 2,601 | 7,140 | ||
Net loss | 2,582,030 | 979,315 | |||||
Cash used in operating activities | 576,927 | 487,684 | |||||
Accumulated deficit | $ 23,969,627 | $ 23,969,627 | 21,387,594 | 21,387,594 | 23,969,627 | ||
Proceeds from notes payable - related parties | $ 4,479,278 | ||||||
Convertible notes remaining after conversion, inclusive of all types of convertible debt | $ 1,005,000 | $ 1,005,000 | |||||
Impairment of long-lived assets | |||||||
Impairment of intangible assets | |||||||
Stock-based compensation expense for employees | $ 248,656 | ||||||
Anti-dilutive securities excluded from computation of earnings per share amount | 16,165,502 | 21,074,080 | |||||
Minimum [Member] | |||||||
Nature Of Business [Line Items] | |||||||
Debt instrument, interest rate | 10.00% | 10.00% | 10.00% | 10.00% | 10.00% | ||
Conversion of note payable, conversion price per share | $ .025 | $ .025 | $ 0.025 | $ 0.025 | $ .025 | ||
Intangible assets, useful lives | 5 years | ||||||
Maximum [Member] | |||||||
Nature Of Business [Line Items] | |||||||
Debt instrument, interest rate | 12.00% | 12.00% | 12.00% | ||||
Conversion of note payable, conversion price per share | $ .05 | $ .05 | $ .05 | ||||
Intangible assets, useful lives | 15 years | ||||||
Sales [Member] | Customer One [Member] | |||||||
Nature Of Business [Line Items] | |||||||
Risk percentage | 38.80% | 10.50% | |||||
Sales [Member] | Customer Two [Member] | |||||||
Nature Of Business [Line Items] | |||||||
Risk percentage | 32.00% | ||||||
Accounts Receivable [Member] | Customer One [Member] | |||||||
Nature Of Business [Line Items] | |||||||
Risk percentage | 79.30% | 35.00% | |||||
Accounts Receivable [Member] | Customer Two [Member] | |||||||
Nature Of Business [Line Items] | |||||||
Risk percentage | 53.00% | ||||||
Notes Receivable [Member] | Customer One [Member] | |||||||
Nature Of Business [Line Items] | |||||||
Risk percentage | 100.00% | 100.00% | |||||
Restricted Stock [Member] | |||||||
Nature Of Business [Line Items] | |||||||
Convertible debt, amount converted | $ 470,000 | ||||||
Shares issued from conversion of convertible debt | 9,400,000 | 16,960,663 | |||||
Common stock, price per share | $ 0.084 | $ 0.05 | $ 0.05 | $ 0.17 | $ 0.17 | $ 0.05 | |
Shares issued in settlement of accrued liabilities, shares | 3,400,000 | ||||||
Accrued liabilities extinguished from issuance of restricted common stock | $ 330,000 |
NOTES RECEIVABLE (Details)
NOTES RECEIVABLE (Details) - USD ($) | Apr. 09, 2013 | Dec. 31, 2015 |
Legal Proceedings [Line Items] | ||
Payment for note receivable | $ 51,157 | |
Interest rate | 10.00% | |
Maturity date | Apr. 1, 2015 | |
Conversion right, ownership percentage | 5.00% | |
Notes Receivable One [Member] | Settled Litigation [Member] | R&D Products, LLC [Member] | ||
Legal Proceedings [Line Items] | ||
Interest rate | 10.00% | |
Notes receivable | $ 25,000 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Property and Equipment | ||
Total Property and Equipment | $ 586,394 | $ 586,394 |
Less: Accumulated depreciation | $ (586,394) | $ (586,394) |
Net Property and Equipment | ||
Depreciation | $ 59,378 | |
Impairment of long-lived assets | ||
Minimum [Member] | ||
Property and Equipment | ||
Property and equipment, estimated useful lives | 3 years | |
Maximum [Member] | ||
Property and Equipment | ||
Property and equipment, estimated useful lives | 10 years | |
Machinery and Equipment [Member] | ||
Property and Equipment | ||
Total Property and Equipment | $ 532,053 | 532,053 |
Office Equipment [Member] | ||
Property and Equipment | ||
Total Property and Equipment | 40,455 | 40,455 |
Furniture and Fixtures [Member] | ||
Property and Equipment | ||
Total Property and Equipment | 13,470 | 13,470 |
Software [Member] | ||
Property and Equipment | ||
Total Property and Equipment | $ 416 | $ 416 |
GOODWILL AND INTANGIBLE ASSET26
GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Components of Intangible Assets | ||
Gross Carrying Amount | $ 972,395 | $ 970,214 |
Accumulated Amortization | 793,103 | 691,714 |
Net Carrying Amount | 179,292 | 278,500 |
Amortization expense | 101,389 | $ 104,218 |
Estimated aggregate amortization expense: | ||
2,016 | 80,281 | |
2,017 | 45,798 | |
2,018 | 30,290 | |
Thereafter | $ 23,175 | |
Goodwill impairment | ||
Patents [Member] | ||
Components of Intangible Assets | ||
Gross Carrying Amount | $ 173,313 | $ 171,132 |
Accumulated Amortization | 134,153 | 114,364 |
Net Carrying Amount | 39,160 | 56,768 |
Amortization expense | 19,789 | 17,386 |
Proprietary Technology [Member] | ||
Components of Intangible Assets | ||
Gross Carrying Amount | 799,082 | 799,082 |
Accumulated Amortization | 658,950 | 577,350 |
Net Carrying Amount | 140,132 | 221,732 |
Amortization expense | $ 81,600 | $ 86,833 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||
Federal and state net operating loss carry forwards | $ 22,850,867 | $ 20,798,174 |
Net operating loss carryforwards, expiration dates | Dec. 31, 2020 | |
Interest and penalties expense from unrecognized tax benefits | ||
Accrued interest and penalties for unrecognized tax benefits |
INCOME TAXES (Schedule of Defer
INCOME TAXES (Schedule of Deferred Tax Assets) (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets, net: | ||
Operating loss carry forwards | $ 8,575,001 | $ 7,824,196 |
Property and equipment | 49,702 | 10,160 |
Patents and proprietary technology | 143,146 | 73,222 |
Stock-based compensation | 731,677 | 634,701 |
Total Deferred Tax Assets | 9,499,526 | 8,542,279 |
Valuation allowance | $ (9,499,526) | $ (8,542,279) |
Net Deferred Tax Asset |
INCOME TAXES (Schedule of Effec
INCOME TAXES (Schedule of Effective Income Tax Rate Reconciliation) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Effective income tax rate reconciliation: | ||
Tax at statutory rate (34%) | $ (877,090) | $ (332,968) |
Non-deductible expenses | 511 | 1,302 |
Other | 4,539 | 91,247 |
Change in valuation allowance | 957,247 | 272,735 |
State tax benefit, net of federal tax effect | $ (85,207) | $ (32,316) |
Provision for Income Taxes |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||
Convertible notes payable, principal amount outstanding | $ 808,455 | |
Accrued interest | 23,826 | |
Interest expense | 2,287,505 | |
Loss on extinguishment of debt | 168,286 | $ (5,287) |
Amortization expense | 1,473,341 | 75,050 |
Discount balance | 763,352 | 139,603 |
Proceeds from borrowings under convertible note payable | 590,000 | 480,000 |
Convertible notes payable, discount | $ 763,352 | $ 139,603 |
Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price | $ .025 | $ 0.025 |
Debt instrument, interest rate | 10.00% | 10.00% |
Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price | $ .05 | |
Debt instrument, interest rate | 12.00% | |
Convertible Notes Payable to Related Party [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 40,000 | |
Debt instrument, issuance date | Aug. 8, 2011 | |
Debt instrument, maturity date | Dec. 31, 2015 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, default rate | 15.00% | |
Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 51,000 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, default rate | 15.00% | |
New Convertible Notes Payable One [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 684,660 | |
Debt instrument, conversion price | $ 0.05 | |
Debt instrument, maturity date | Dec. 31, 2016 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, default rate | 15.00% | |
New Convertible Notes Payable Two [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 123,797 | |
Debt instrument, conversion price | $ 0.05 | |
Debt instrument, maturity date | Nov. 30, 2016 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, default rate | 15.00% | |
2015 Various Convertible Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 590,000 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, default rate | 15.00% | |
2015 Various Convertible Notes [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price | $ 0.025 | |
2015 Various Convertible Notes [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price | $ 0.07 | |
The 2014 Capital Communication Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 480,000 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, default rate | 15.00% | |
Convertible notes payable, balance | $ 1,005,000 | |
Beneficial conversion feature | 210,000 | |
Amortization expense | 75,050 | |
Discount balance | 139,603 | |
Accrued interest | 123,273 | |
Convertible notes payable, discount | $ 139,603 | |
The 2014 Capital Communication Notes [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price | $ 0.02 | |
The 2014 Capital Communication Notes [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, conversion price | $ 0.08 | |
Notes Payable Third Parties [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, face amount | $ 51,000 | |
Debt instrument, issuance date | Apr. 1, 2015 | |
Debt instrument, interest rate | 10.00% | |
Debt instrument, default rate | 15.00% | |
Debt instrument, collateral amount | $ 51,157 |
CAPITAL STOCK (Details)
CAPITAL STOCK (Details) - USD ($) | 1 Months Ended | 2 Months Ended | 12 Months Ended | 48 Months Ended | |
Oct. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2014 | |
Debt Conversion [Line Items] | |||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 | |
Preferred stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |
Preferred stock, shares issued | 0 | 0 | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | 0 | 0 | |
Common stock, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | 100,000,000 | |
Common stock, par value per share | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |
Common stock, shares issued | 71,627,114 | 71,627,114 | 53,377,114 | 53,377,114 | |
Total common shares issued during period | 18,250,000 | ||||
Restricted Stock [Member] | |||||
Debt Conversion [Line Items] | |||||
Conversion of convertible notes, amount | $ 470,000 | ||||
Conversion of convertible notes, shares issued | 9,400,000 | 16,960,663 | |||
Average conversion price for converted debt instruments | $ 0.084 | ||||
Shares issued in settlement of accrued liabilities, shares | 3,400,000 | ||||
Accrued liabilities extinguished from issuance of restricted common stock | $ 330,000 | ||||
The $1,125,000 [Member] | Debt Conversion, January 20, 2015 [Member] | |||||
Debt Conversion [Line Items] | |||||
Debt conversion, date | Jan. 20, 2015 | ||||
Conversion of convertible notes, amount | $ 135,000 | ||||
Conversion of convertible notes, interest accrued and unpaid, amount | $ 23,760 | ||||
Conversion of convertible notes, shares issued | 2,650,000 | ||||
Average conversion price for converted debt instruments | $ 0.06 | ||||
The $1,125,000 [Member] | Debt Conversion, January 12, 2015 [Member] | |||||
Debt Conversion [Line Items] | |||||
Debt conversion, date | Jan. 12, 2015 | ||||
Conversion of convertible notes, amount | $ 165,000 | ||||
Conversion of convertible notes, interest accrued and unpaid, amount | $ 33,023 | ||||
Conversion of convertible notes, shares issued | 2,800,000 | ||||
Average conversion price for converted debt instruments | $ 0.07 |
CAPITAL STOCK (SB-2 Registratio
CAPITAL STOCK (SB-2 Registration) (Details) - Common Stock [Member] | Aug. 04, 2005shares |
Private Placement 2005 [Member] | |
Number of common stock shares registered | 5,952,670 |
SB-2 Registration [Member] | |
Number of common stock shares registered | 8,932,670 |
Number of warrants registered | 3,656,335 |
Investors [Member] | |
Number of common stock shares registered | 2,300,000 |
Summit Resource Group [Member] | |
Number of warrants registered | 650,000 |
Investors Stock Daily Inc [Member] | |
Number of warrants registered | 30,000 |
STOCK OPTION PLANS (Narrative)
STOCK OPTION PLANS (Narrative) (Details) - USD ($) | Aug. 24, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 22, 2011 | Dec. 31, 2015 | Dec. 22, 2015 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options granted during period | 2,185,000 | ||||||
Option pricing assumptions | |||||||
Weighted-average fair value of options granted | $ 0.16 | ||||||
Stock-based compensation expense | $ 2,094,634 | $ 2,389,784 | |||||
Options outstanding | 2,185,000 | 2,024,000 | 2,185,000 | 2,024,000 | |||
Unrecognized compensation cost related to employee stock options | $ 46,009 | $ 46,009 | |||||
Stock Compensation Plans, 2005 [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Effective term | 10 years | ||||||
Shares authorized | 2,500,000 | 2,500,000 | |||||
Stock Compensation Plans, 2005 [Member] | Stock Options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of options for purchase of common shares | 2,185,000 | ||||||
Options granted during period | 3,096,000 | ||||||
Exercise price of stock options granted, minimum | $ 0.14 | ||||||
Exercise price of stock options granted, maximum | $ 2.07 | ||||||
Option vesting period | 3 years | ||||||
Option expiration period | 10 years | ||||||
Option pricing assumptions | |||||||
Dividend yield | 0.00% | ||||||
Stock Compensation Plans, 2005 [Member] | Stock Options [Member] | Minimum [Member] | |||||||
Option pricing assumptions | |||||||
Market value per share at time of issuance | $ 0.14 | $ 0.14 | |||||
Expected term | 3 years 8 months 12 days | ||||||
Risk-free interest rate | 1.60% | ||||||
Expected volatility | 200.00% | ||||||
Weighted-average fair value of options granted | $ 0.16 | ||||||
Stock Compensation Plans, 2005 [Member] | Stock Options [Member] | Maximum [Member] | |||||||
Option pricing assumptions | |||||||
Market value per share at time of issuance | $ 2.07 | $ 2.07 | |||||
Expected term | 10 years | ||||||
Risk-free interest rate | 4.93% | ||||||
Expected volatility | 424.00% | ||||||
Weighted-average fair value of options granted | $ 2.07 | ||||||
Stock Compensation Plans, 2005 [Member] | Stock Options [Member] | Exercise Price Range One [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of options for purchase of common shares | 640,000 | ||||||
Exercise price of stock options granted | $ 0.14 | ||||||
Stock Compensation Plans, 2005 [Member] | Stock Options [Member] | Exercise Price Range Two [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of options for purchase of common shares | 900,000 | ||||||
Exercise price of stock options granted | $ 0.15 | ||||||
Stock Compensation Plans, 2005 [Member] | Stock Options [Member] | Exercise Price Range Three [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of options for purchase of common shares | 595,000 | ||||||
Exercise price of stock options granted | $ 0.20 | ||||||
Stock Compensation Plans, 2005 [Member] | Stock Options [Member] | Exercise Price Range Four [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of options for purchase of common shares | 50,000 | ||||||
Exercise price of stock options granted | $ 0.25 | ||||||
Stock Compensation Plans, 2005 [Member] | Stock Options [Member] | Employee [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of options for purchase of common shares | 225,000 | ||||||
Stock Compensation Plans, 2005 [Member] | Stock Options [Member] | Director [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of options for purchase of common shares | 1,960,000 |
STOCK OPTION PLANS (Schedule of
STOCK OPTION PLANS (Schedule of Stock Option Activity) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Shares | |||
Outstanding at the beginning of period | 2,024,000 | 2,024,000 | |
Granted | 2,185,000 | ||
Expired | |||
Forfeited | (2,024,000) | ||
Outstanding at the end of Period | 2,185,000 | 2,024,000 | 2,024,000 |
Exercisable at the end of the Period, shares | 1,755,000 | 2,024,000 | |
Weighted Average Exercise Price | |||
Outstanding at the beginning of period | $ 1.10 | $ 1.10 | |
Granted | $ 0.16 | ||
Expired | |||
Forfeited | $ 1.10 | ||
Outstanding at the end of Period | 0.16 | $ 1.10 | $ 1.10 |
Exercisable at the end of Period, weighted average exercise price | $ 0.15 | $ 1.10 | |
Weighted Average Remaining Contractual Life (Years) | |||
Outstanding at the beginning of period | 9 years 7 months 28 days | 1 year 7 months 24 days | 2 years 7 months 24 days |
Granted | 9 years 7 months 28 days | ||
Outstanding at the end of Period | 9 years 7 months 28 days | 1 year 7 months 24 days | 2 years 7 months 24 days |
Exercisable at the end of Period, weighted average remaining contractual life (years) | 9 years 7 months 28 days | 1 year 7 months 24 days | |
Aggregate Intrinsic Value | |||
Outstanding at the beginning of period | |||
Granted | |||
Expired | |||
Forfeited | |||
Outstanding at the end of Period | |||
Exercisable at the end of the Period, aggregate intrinsic value |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Operating lease expiration period | Dec. 31, 2017 |
Lease, monthly payment in 2015 | $ 8,950 |
Lease, monthly payment in 2016 | 9,300 |
Lease, monthly payment in 2017 | 9,600 |
Rand DProducts Llc [Member] | |
Deposit received from related party for commercial beds | $ 100,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | ||
Accounts payable - related party | $ 322 | $ 712 |
Chief Executive Officer [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts payable - related party | $ 322 | $ 712 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Subsequent Event [Line Items] | ||||
Proceeds from borrowings under convertible note payable | $ 590,000 | $ 480,000 | ||
Subsequent Event [Member] | The 2016 Capital Communication Notes [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, face amount | $ 300,000 | |||
Debt instrument, issuance date | Jan. 20, 2016 | |||
Debt instrument, maturity date | Dec. 31, 2016 | |||
Proceeds from borrowings under convertible note payable | $ 150,000 | |||
Debt instrument, interest rate | 10.00% | |||
Debt instrument, conversion price | $ 0.06 | |||
Subsequent Event [Member] | The 2016 Capital Communication Notes [Member] | Debt Issuance, Each of Six Months After Issuance [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, face amount | $ 50,000 |