Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 10, 2016 | |
Document And Entity Information | ||
Entity Registrant Name | Geospatial Corp | |
Entity Central Index Key | 1,011,395 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 174,555,605 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,016 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 96,419 | $ 16,962 |
Accounts receivable | 201,400 | 44,100 |
Prepaid expenses and other current assets | 89,177 | 111,927 |
Total current assets | 386,996 | 172,989 |
Property and equipment: | ||
Field equipment | 354,281 | 339,079 |
Field vehicles | 43,285 | 43,285 |
[PropertyPlantAndEquipmentGross] | 397,566 | 382,364 |
Less: accumulated depreciation | (300,180) | (245,208) |
Net property and equipment | 97,386 | 137,156 |
Total assets | 484,382 | 310,145 |
Current liabilities: | ||
Accounts payable | 372,736 | 533,578 |
Accrued expenses | 876,540 | 2,028,220 |
Due to related parties | 157,286 | |
Current portion of capital lease liability to related party | 3,529 | 3,479 |
Notes payable | 1,469,350 | 1,488,748 |
Accrued registration payment arrangement | 54,732 | 547,315 |
Total current liabilities | 2,776,887 | 4,758,626 |
Non-current liabilities: | ||
Capital lease liability to related party | 1,501 | 3,278 |
Total non-current liabilities | 1,501 | 3,278 |
Total liabilities | 2,778,388 | 4,761,904 |
Stockholders' deficit: | ||
Series C Convertible Preferred stock | 4,544 | |
Common stock, $.001 par value; 350,000,000 shares authorized at June 30, 2016 and December 31, 2015; 173,555,605 and 143,336,073 shares issued and outstanding at June 30, 2016 and December 31, 2015, respectively | 173,556 | 143,336 |
Additional paid-in capital | 38,073,795 | 36,031,156 |
Additional paid-in capital, warrants | 54,278 | |
Accumulated deficit | (40,600,179) | (40,626,251) |
Total stockholders' deficit | (2,294,006) | (4,451,759) |
Total liabilities and stockholders' deficit | $ 484,382 | $ 310,145 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2016 | Dec. 31, 2015 |
Common Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, shares authorized | 350,000,000 | 350,000,000 |
Common Stock, shares issued | 173,555,605 | 143,336,073 |
Common Stock, shares outstanding | 173,555,605 | 143,336,073 |
Undesignated Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 10,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series C Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, shares authorized | 10,000,000 | 0 |
Preferred stock, shares issued | 4,543,654 | 0 |
Preferred stock, shares outstanding | 4,543,654 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Statement [Abstract] | ||||
Sales | $ 258,800 | $ 20,800 | $ 440,000 | $ 20,800 |
Cost of sales | 72,603 | 41,975 | 130,536 | 79,569 |
Gross profit (loss) | 186,197 | (21,175) | 309,464 | (58,769) |
Selling, general and administrative expenses | 396,901 | 656,697 | 776,724 | 1,323,339 |
Net loss from operations | (210,704) | (677,872) | (467,260) | (1,382,108) |
Other income (expense): | ||||
Interest expense | (69,553) | (37,772) | (132,772) | (121,914) |
Gain on extinguishment of debt | 58,603 | 73,181 | 133,521 | 146,363 |
Registration payment arrangements | 468,996 | 492,583 | 1,190,446 | |
Total other income (expense) | (10,950) | 504,405 | 493,332 | 1,214,895 |
Net income (loss) before income taxes | (221,654) | (173,467) | 26,072 | (167,213) |
Net income | $ (221,654) | $ (173,467) | $ 26,072 | $ (167,213) |
Basic and fully-diluted net loss per share of common stock (in dollars per share) | $ 0 | $ 0 | $ 0 | $ 0 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - 6 months ended Jun. 30, 2016 - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Additional Paid-In Capital, Warrants [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2015 | $ 143,336 | $ 36,031,156 | $ (40,626,251) | $ (4,451,759) | ||
Balance (in shares) at Dec. 31, 2015 | 143,336,073 | |||||
Sale of Series C Convertible Preferred Stock, net of issuance costs | $ 2,750 | 540,623 | 543,373 | |||
Sale of Series C Convertible Preferred Stock, net of issuance costs, shares | 2,750,000 | |||||
Issuance of common stock in settlement of liabilities | $ 30,220 | 1,082,579 | 1,112,799 | |||
Issuance of common stock in settlement of liabilities, shares | 30,219,532 | |||||
Issuance of Series C Convertible Preferred Stock in settlement of liabilities | $ 1,794 | 356,937 | 358,731 | |||
Issuance of Series C Convertible Preferred Stock in settlement of liabilities, shares | 1,793,654 | |||||
Conversion of liabilities to warrants to purchase common stock | $ 54,278 | 54,278 | ||||
Issuance of convertible securities with beneficial conversion features | 62,500 | 62,500 | ||||
Net income | 26,072 | 26,072 | ||||
Balance at Jun. 30, 2016 | $ 4,544 | $ 173,556 | $ 38,073,795 | $ 54,278 | $ (40,600,179) | $ (2,294,006) |
Balance (in shares) at Jun. 30, 2016 | 4,543,654 | 173,555,605 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 26,072 | $ (167,213) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 54,972 | 60,841 |
Amortization of deferred debt issue costs | 46,873 | |
Amortization of discount on notes payable | 52,194 | |
Gain on extinguishment of debt | (133,521) | (146,363) |
Accrued registration payment arrangement | (492,583) | (1,190,446) |
Accrued interest payable | 65,058 | 71,088 |
Changes in operating assets and liablities: | ||
Accounts receivable | (157,300) | 12,000 |
Prepaid expenses and other current assets | 22,750 | (144,774) |
Accounts payable | (43,635) | 9,172 |
Accrued expenses | 16,791 | 417,013 |
Due to related parties | (504) | 31,021 |
Net cash used in operating activities | (589,706) | (1,000,787) |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (15,202) | |
Net cash used in investing activities | (15,202) | |
Cash flows from financing activities: | ||
Proceeds from issuance of notes payable | 250,000 | 1,600,000 |
Principal payments on notes payable | (107,281) | (587,155) |
Principal payments on capital lease liabilities | (1,727) | (1,677) |
Debt issuance costs paid | (53,250) | |
Proceeds from sale of common stock, net of offering costs | 29,940 | |
Proceeds from sale of Series C Convertible Preferred Stock, net of offering costs | 543,373 | |
Net cash provided by financing activities | 684,365 | 987,858 |
Net change in cash and cash equivalents | 79,457 | (12,929) |
Cash and cash equivalents at beginning of period | 16,962 | 17,723 |
Cash and cash equivalents at end of period | 96,419 | 4,794 |
Supplemental disclosures: | ||
Cash paid during period for interest | 15,520 | 3,953 |
Non-cash transactions: | ||
Issuance of common stock in settlement of liabilities | 1,112,799 | $ 1,569,029 |
Issuance of Series C Convertible Preferred Stock in settlement of liabilities | 358,731 | |
Issuance of warrants to purchase common stock in settlement of liabilities | $ 54,278 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Note 1 Basis of Presentation The Unaudited Consolidated Financial Statements included herein have been prepared by Geospatial Corporation (the Company) in accordance with generally accepted accounting principles for interim financial information and regulations contained in the Securities Exchange Act of 1934, as amended. Accordingly, the accompanying Unaudited Consolidated Financial Statements do not include all of the information and notes required by accounting principles generally accepted in the United States of America for complete financial statements. The accompanying Unaudited Consolidated Financial Statements as of and for the three and six months ended June 30, 2016 should be read in conjunction with the Companys Financial Statements as of and for the year ended December 31, 2015. In the opinion of the Companys management, all adjustments considered necessary for a fair statement of the accompanying Unaudited Consolidated Financial Statements have been included, and all adjustments, unless otherwise discussed in the Notes to the Unaudited Consolidated Financial Statements, are of a normal and recurring nature. Operating results for the three and six months ended June 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016, or any other interim periods, or any future year or period. The use of accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Consolidated Financial Statements include the accounts of the Company and its subsidiaries, Geospatial Mapping Systems, Inc. and Utility Services and Consulting Corporation, which ceased operations in 2011. All intercompany accounts and transactions have been eliminated. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Note 2 Accrued Expenses Accrued expenses consisted of the following: June 30, December 31, 2016 2015 Payroll and taxes $ 721,102 $ 1,832,937 Accounting 45,777 50,737 Insurance 34,014 Contractors and subcontractors 10,227 20,227 Interest 3,443 7,800 Other 95,991 82,505 Accrued expenses $ 875,540 $ 2,028,220 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 3 Related-Party Transactions The Company leases its headquarters building from Mark A. Smith, the Companys Chairman and Chief Executive Officer. The building has approximately 3,200 square feet of office space, and is used by the Companys corporate, technical, and operations staff. Mr. Smith has agreed to suspend collection of rent effective April 1, 2016. The lease is cancellable by either party upon 30 days notice. The Company incurred no lease expense during the three months ended June 30, 2016, and $19,500 of lease expense during the six months ended June 30, 2016. The Company incurred lease expense of $19,500 and $39,000 during the three and six months, respectively, ended June 30, 2015. On November 9, 2012, the Company and Mr. Smith entered into a Lease Agreement, pursuant to which the Company leases a field vehicle from Mr. Smith. The lease is for 60 months, and is for substantially the same terms for which Mr. Smith leases the vehicle from the manufacturer. Interest on the lease amounted to $41 and $65, respectively, for the three months ended June 30, 2016 and 2015, respectively, and $88 and $137, respectively, for the six months ended June 30, 2016 and 2015, respectively. The lease is recorded as a capital lease. At June 30, 2016, gross assets recorded under the lease and associated accumulated depreciation were $16,870 and $12,231, respectively. Future minimum payments under the capital lease are as follows as of June 30, 2016: Balance of 2016 $ 1,814 Year ending December 31, 2017 3,326 Thereafter Total minimum payments 5,140 Less: minimum interest payments (110 ) Minimum principal payments $ 5,030 On May 18, 2016, the Company and Mr. Smith entered into a Conversion Agreement (the Smith Conversion Agreement), pursuant to which Mr. Smith converted accrued salaries totaling $766,833 to 19,170,831 shares of the Companys common stock and warrants to purchase 23,004,998 shares of the Companys common stock at an exercise price of $0.04 per share. Mr. Smith also converted pursuant to the Smith Conversion Agreement, $156,782 of unreimbursed business expenses and unpaid rent on the Companys offices to 783,912 shares of the Companys Series C Convertible Preferred Stock. On May 18, 2016, the Company and Troy G. Taggart, the Companys President, entered into a Conversion Agreement, pursuant to which Mr. Taggart converted accrued salaries totaling $215,490 to 5,387,241 shares of the Companys common stock and warrants to purchase 6,464,689 shares of the Companys common stock at an exercise price of $0.04 per share. On May 18, 2016, the Company and Thomas R. Oxenreiter, the Companys Chief Financial Officer, entered into a Conversion Agreement (the Oxenreiter Conversion Agreement), pursuant to which Mr. Oxenreiter converted accrued salaries totaling $226,458 to 5,661,460 shares of the Companys common stock and warrants to purchase 6,793,753 shares of the Companys common stock at an exercise price of $0.04 per share. Mr. Oxenreiter also converted, pursuant to the Oxenreiter Conversion Agreement, $5,000 of unreimbursed business expenses to 25,000 shares of the Companys Series C Convertible Preferred Stock. |
Notes Payable
Notes Payable | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Notes Payable | Note 4 Notes Payable Current notes payable consisted of the following: June 30, December 31, 2015 Secured Promissory Note, payable to an individual, bearing interest at 10% per annum, due July 31, 2016, net of discount. The note is convertible to common stock at 75% of the weighted average trading price, and is secured by substantially all the assets of the Company $ 1,376,986 $ 1,075,833 Unsecured Promissory Note, payable to an individual, bearing interest at 10% per annum 67,817 Unsecured Convertible Promissory Notes, payable to individuals, bearing interest at 10% per annum, convertible to common stock at prices ranging from $0.20 to $0.25 per share 190,453 Notes payable under settlement agreements with former employees, payable monthly with terms of up to twelve months, with interest rates ranging from 0% to 20% 92,364 154,645 Current notes payable $ 1,469,350 $ 1,488,748 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 5 Income Taxes The Companys provision for (benefit from) income taxes is summarized below: Three Months Ended June 30, 2016 Three Months Ended June 30, 2015 Six Months Ended June 30, 2016 Six Months Ended June 30, 2015 Current: Federal $ $ $ $ State Deferred: Federal (68,553 ) (297,847 ) (145,323 ) (522,590 ) State (21,763 ) (94,555 ) (46,134 ) (165,902 ) (90,316 ) (392,402 ) (191,457 ) (688,492 ) Total income taxes (90,316 ) (392,402 ) (191,457 ) (688,492 ) Less: valuation allowance 90,316 392,402 191,457 688,492 Net income taxes $ $ $ $ The reconciliation of the federal statutory income tax rate to the effective income tax rate is as follows: Three Months Ended June 30, 2016 Three Months Ended June 30, 2015 Six Months Ended June 30, 2016 Six Months Ended June 30, 2015 Federal statutory rate 35.0 % 35.0 % 35.0 % 35.0 % State income taxes (net of federal benefit) 6.5 6.5 6.5 6.5 Valuation allowance (41.5 ) (41.5 ) (41.5 ) (41.5 ) Effective rate 0.0 % 0.0 % 0.0 % 0.0 % Significant components of the Companys deferred tax assets and liabilities are summarized below. A valuation allowance has been established as realization of such assets has not met the more-likely-than-not threshold requirement under FASB ASC 740. June 30, 2016 December 31, 2015 Start-up costs $ 32,574 $ 37,491 Depreciation (37,400 ) (37,759 ) Accrued expenses 207,219 687,212 Net operating loss carryforward 16,345,431 15,669,422 Deferred income taxes 16,547,824 15,356,366 Less: valuation allowance (16,547,824 ) (15,356,366 ) Net deferred income taxes $ $ At June 30, 2016, the Company had federal and state net operating loss carryforwards of approximately $38,020,000. The federal and state net operating loss carryforwards will expire beginning in 2021 and 2026, respectively. The amount of the state net operating loss carryforward that can be utilized each year to offset taxable income is limited by state law. |
Net Income (Loss) Per Share of
Net Income (Loss) Per Share of Common Stock | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share of Common Stock | Note 6 Net Income (Loss) Per Share of Common Stock Basic net income (loss) per share of common stock are computed by dividing earnings available to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per share reflects per share amounts that would have resulted if dilutive potential common stock had been converted to common stock. Dilutive potential common shares are calculated in accordance with the treasury stock method, which assumes that proceeds from the exercise of all warrants and options are used to repurchase common stock at market value. The number of shares remaining after the proceeds are exhausted represents the potentially dilutive effect of the securities. The following reconciles amounts reported in the financial statements: Three Months Ended June 30, 2016 Three Months Ended June 30, 2015 Six Months Ended June 30, 2016 Six Months Ended June 30, 2015 Net income (loss) $ (221,654 ) $ (173,467 ) $ 26,072 $ (167,213 ) Weighted average number of shares of common stock outstanding 157,615,632 137,806,264 150,475,853 134,988,604 Dilutive potential shares of common stock 157,615,632 137,806,264 150,475,853 134,988,604 Net income (loss) per share of common stock: Basic $ (0.00 ) $ (0.00 ) $ 0.00 $ (0.00 ) Diluted $ (0.00 ) $ (0.00 ) $ 0.00 $ (0.00 ) The following securities were not included in the computation of diluted net loss per share, as their effect would have been anti-dilutive: Three Months Ended June 30, 2016 Three Months Ended June 30, 2015 Six Months Ended June 30, 2016 Six Months Ended June 30, 2015 Series B Convertible Preferred Stock 1,766,830 1,766,830 Series C Convertible Preferred Stock 63,986,319 34,190,962 Options and warrants to purchase common stock 52,778,589 12,447,647 50,034,974 13,628,571 Secured Promissory Note 6,165,741 836,735 6,261,574 Senior Convertible Redeemable Notes 1,952,032 1,952,032 769,724 769,724 Total 15,236,414 15,236,414 16,165,125 16,165,125 |
Stock-Based Payments
Stock-Based Payments | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Payments | Note 7 Stock-Based Payments During the six months ended June 30, 2016, stock appreciation rights on 3,896,000 shares of the Companys common stock issued to eligible employees and consultants pursuant to the Companys 2013 Equity Incentive Plan were forfeited. During the six months ended June 30, 2016, the Company granted warrants to purchase 29,226,000 shares of the Companys common stock to consultants and to lenders in connection with loans to the Company, and warrants to purchase 36,263,440 to the Companys officers in connection with the conversion of debt owed to the officers to equity. On May 10, 2016, the Company entered into a Conversion Agreement with an investor whereby the investor converted (i) an Unsecured Convertible Note Payable (the Note Payable) due from the Company in the amount of $54,278, and (ii) warrants to purchase 3,075,000 shares of the Companys common stock in exchange for warrants to purchase 10,000,000 shares of the Companys common stock at $0.01 per share for a term of five years (the Warrant). The Company recorded the Warrant on the Consolidated Balance Sheet as Additional paid-in capital, warrant at the carrying value of the Note Payable. |
Gains on Extinguishment of Debt
Gains on Extinguishment of Debt | 6 Months Ended |
Jun. 30, 2016 | |
Gains On Extinguishment Of Debt | |
Gains on Extinguishment of Debt | Note 8 Gains on Extinguishment of Debt Due to significant cash flow problems, the Company has negotiated concessions on the amounts of certain liabilities and extensions of payment terms. The Company accounts for such concessions in accordance with Financial Accounting Standards Board Accounting Standards Codification (ASC) 470-60, Troubled Debt Restructurings by Debtors Extinguishment of Liabilities |
Registration Payment Arrangemen
Registration Payment Arrangements | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Registration Payment Arrangements | Note 9 Registration Payment Arrangements The Company is contractually obligated to issue shares of its common stock to certain investors for failure to register shares of its common stock under the Securities Act of 1933, as amended (the Securities Act). The Company has recorded a liability for the estimated number of shares to be issued at the fair value of the stock to be issued. The Company measures fair value by the price of its common stock at its most recent sale. The Company reviews its estimate of the number of shares to be issued and the fair value of the stock to be issued quarterly. The liability is included on the Consolidated Balance Sheet under the heading accrued registration payment arrangement, and amounted to $54,732 at June 30, 2016, and $547,315 at December 31, 2015. Gains or losses resulting from changes in the carrying amount of the liability are included in the Consolidated Statement of Operations in other income and expense under the heading registration payment arrangements. There were no such gains or losses during the three months ended June 30, 2016, a gain of $468,996 during the three months ended June 30, 2015, and gains of $492,583 and $1,190,446 during the six months ended June 30, 2016 and 2015, respectively. |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expenses | Accrued expenses consisted of the following: June 30, December 31, 2016 2015 Payroll and taxes $ 721,102 $ 1,832,937 Accounting 45,777 50,737 Insurance 34,014 Contractors and subcontractors 10,227 20,227 Interest 3,443 7,800 Other 95,991 82,505 Accrued expenses $ 875,540 $ 2,028,220 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of future minimum capital leases | Future minimum payments under the capital lease are as follows as of June 30, 2016: Balance of 2016 $ 1,814 Year ending December 31, 2017 3,326 Thereafter Total minimum payments 5,140 Less: minimum interest payments (110 ) Minimum principal payments $ 5,030 |
Notes Payable (Tables)
Notes Payable (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of current notes payable | Current notes payable consisted of the following: June 30, December 31, 2015 Secured Promissory Note, payable to an individual, bearing interest at 10% per annum, due July 31, 2016, net of discount. The note is convertible to common stock at 75% of the weighted average trading price, and is secured by substantially all the assets of the Company $ 1,376,986 $ 1,075,833 Unsecured Promissory Note, payable to an individual, bearing interest at 10% per annum 67,817 Unsecured Convertible Promissory Notes, payable to individuals, bearing interest at 10% per annum, convertible to common stock at prices ranging from $0.20 to $0.25 per share 190,453 Notes payable under settlement agreements with former employees, payable monthly with terms of up to twelve months, with interest rates ranging from 0% to 20% 92,364 154,645 Current notes payable $ 1,469,350 $ 1,488,748 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of the provision for (benefit from) income taxes | The Companys provision for (benefit from) income taxes is summarized below: Three Months Ended June 30, 2016 Three Months Ended June 30, 2015 Six Months Ended June 30, 2016 Six Months Ended June 30, 2015 Current: Federal $ $ $ $ State Deferred: Federal (68,553 ) (297,847 ) (145,323 ) (522,590 ) State (21,763 ) (94,555 ) (46,134 ) (165,902 ) (90,316 ) (392,402 ) (191,457 ) (688,492 ) Total income taxes (90,316 ) (392,402 ) (191,457 ) (688,492 ) Less: valuation allowance 90,316 392,402 191,457 688,492 Net income taxes $ $ $ $ |
Reconciliation of the federal statutory income tax rate to the effective income tax rate | The reconciliation of the federal statutory income tax rate to the effective income tax rate is as follows: Three Months Ended June 30, 2016 Three Months Ended June 30, 2015 Six Months Ended June 30, 2016 Six Months Ended June 30, 2015 Federal statutory rate 35.0 % 35.0 % 35.0 % 35.0 % State income taxes (net of federal benefit) 6.5 6.5 6.5 6.5 Valuation allowance (41.5 ) (41.5 ) (41.5 ) (41.5 ) Effective rate 0.0 % 0.0 % 0.0 % 0.0 % |
Schedule of deferred tax assets and liabilities | Significant components of the Companys deferred tax assets and liabilities are summarized below. A valuation allowance has been established as realization of such assets has not met the more-likely-than-not threshold requirement under FASB ASC 740. June 30, 2016 December 31, 2015 Start-up costs $ 32,574 $ 37,491 Depreciation (37,400 ) (37,759 ) Accrued expenses 207,219 687,212 Net operating loss carryforward 16,345,431 15,669,422 Deferred income taxes 16,547,824 15,356,366 Less: valuation allowance (16,547,824 ) (15,356,366 ) Net deferred income taxes $ $ |
Net Income (Loss) Per Share o20
Net Income (Loss) Per Share of Common Stock (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share | The following reconciles amounts reported in the financial statements: Three Months Ended June 30, 2016 Three Months Ended June 30, 2015 Six Months Ended June 30, 2016 Six Months Ended June 30, 2015 Net income (loss) $ (221,654 ) $ (173,467 ) $ 26,072 $ (167,213 ) Weighted average number of shares of common stock outstanding 157,615,632 137,806,264 150,475,853 134,988,604 Dilutive potential shares of common stock 157,615,632 137,806,264 150,475,853 134,988,604 Net income (loss) per share of common stock: Basic $ (0.00 ) $ (0.00 ) $ 0.00 $ (0.00 ) Diluted $ (0.00 ) $ (0.00 ) $ 0.00 $ (0.00 ) |
Schedule of antidilutive securities excluded from computation of earnings | The following securities were not included in the computation of diluted net loss per share, as their effect would have been anti-dilutive: Three Months Ended June 30, 2016 Three Months Ended June 30, 2015 Six Months Ended June 30, 2016 Six Months Ended June 30, 2015 Series B Convertible Preferred Stock 1,766,830 1,766,830 Series C Convertible Preferred Stock 63,986,319 34,190,962 Options and warrants to purchase common stock 52,778,589 12,447,647 50,034,974 13,628,571 Secured Promissory Note 6,165,741 836,735 6,261,574 Senior Convertible Redeemable Notes 1,952,032 1,952,032 769,724 769,724 Total 15,236,414 15,236,414 16,165,125 16,165,125 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Accrued Expenses Details | ||
Payroll and taxes | $ 721,102 | $ 1,832,937 |
Accounting | 45,777 | 50,737 |
Insurance | 34,014 | |
Contractors and subcontractors | 10,227 | 20,227 |
Interest | 3,443 | 7,800 |
Other | 95,991 | 82,505 |
Accrued expenses | $ 876,540 | $ 2,028,220 |
Related-Party Transactions (Det
Related-Party Transactions (Details Narrative) | May 18, 2016USD ($)$ / sharesshares | Jun. 30, 2016USD ($)ft² | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)ft² | Jun. 30, 2015USD ($) |
Lease expense | $ 19,500 | ||||
Interest on lease | $ 88 | $ 41 | |||
Issuance of common stock in settlement of liabilities | $ 1,112,799 | ||||
Issuance of Series C Convertible Preferred Stock in settlement of liabilities | $ 358,731 | ||||
Board of Directors Chairman [Member] | |||||
Area of office space | ft² | 3,200 | 3,200 | |||
Lease expense | $ 19,500 | $ 39,000 | |||
Interest on lease | 137 | $ 65 | |||
Gross assets under capital lease | $ 16,780 | 16,780 | |||
Accumulated depreciation | $ 12,231 | $ 12,231 | |||
Issuance of common stock in settlement of liabilities | $ 766,833 | ||||
Issuance of common stock in settlement of liabilities, shares | shares | 19,170,831 | ||||
Issuance of Series C Convertible Preferred Stock in settlement of liabilities | $ 156,782 | ||||
Issuance of Series C Convertible Preferred Stock in settlement of liabilities, shares | shares | 783,912 | ||||
Shares called by warrants issued | shares | 23,004,998 | ||||
Warrants exercise price | $ / shares | $ 0.04 | ||||
President [Member] | |||||
Issuance of common stock in settlement of liabilities | $ 215,490 | ||||
Issuance of common stock in settlement of liabilities, shares | shares | 537,241 | ||||
Shares called by warrants issued | shares | 6,464,689 | ||||
Warrants exercise price | $ / shares | $ 0.04 | ||||
Chief Financial Officer [Member] | |||||
Issuance of common stock in settlement of liabilities | $ 226,458 | ||||
Issuance of common stock in settlement of liabilities, shares | shares | 5,661,460 | ||||
Issuance of Series C Convertible Preferred Stock in settlement of liabilities | $ 5,000 | ||||
Issuance of Series C Convertible Preferred Stock in settlement of liabilities, shares | shares | 25,000 | ||||
Shares called by warrants issued | shares | 6,793,753 | ||||
Warrants exercise price | $ / shares | $ 0.04 |
Related-Party Transactions (D23
Related-Party Transactions (Details) | Jun. 30, 2016USD ($) |
Related Party Transactions [Abstract] | |
Balance of 2016 | $ 1,814 |
Year ending December 31, 2017 | 3,326 |
Total minimum payments | 5,140 |
Less: minimum interest payments | (110) |
Minimum principal payments | $ 5,030 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) - $ / shares | 6 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Secured Promissory Note [Member] | ||
Debt conversion percentage | 75.00% | |
Interest rate | 10.00% | |
Unsecured Convertible Promissory Notes [Member] | ||
Interest rate | 10.00% | |
Unsecured Convertible Promissory Notes [Member] | ||
Interest rate | 10.00% | |
Unsecured Convertible Promissory Notes [Member] | Maximum [Member] | ||
Debt conversion price per share | $ .20 | |
Unsecured Convertible Promissory Notes [Member] | Minimum [Member] | ||
Debt conversion price per share | $ .25 | |
Notes Payable Settlement Former Employees [Member] | Maximum [Member] | ||
Interest rate | 20.00% | |
Term of debt | 12 months | |
Notes Payable Settlement Former Employees [Member] | Minimum [Member] | ||
Interest rate | 0.00% |
Notes Payable (Details)
Notes Payable (Details) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Current notes payable | $ 1,469,350 | $ 1,488,748 |
Secured Promissory Note [Member] | ||
Current notes payable | 1,376,986 | 1,075,833 |
Unsecured Convertible Promissory Notes [Member] | ||
Current notes payable | 67,817 | |
Unsecured Convertible Promissory Notes [Member] | ||
Current notes payable | 190,453 | |
Notes Payable Settlement Former Employees [Member] | ||
Current notes payable | $ 92,364 | $ 154,645 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | Dec. 31, 2015USD ($) |
Income Taxes Details Narrative | |
Federal and state net operating loss carryforwards | $ 38,020,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Deferred: | ||||
Federal | $ (68,553) | $ (297,847) | $ (145,323) | $ (522,590) |
State | (21,763) | (94,555) | (46,134) | (165,902) |
Deferred Federal and State | (90,316) | (392,402) | (191,457) | (688,492) |
Total income taxes | (90,316) | (392,402) | (191,457) | (688,492) |
Less: valuation allowance | $ 90,316 | $ 392,402 | $ 191,457 | $ 688,492 |
Income Taxes (Details 1)
Income Taxes (Details 1) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Taxes Details 1 | ||||
Federal statutory rate | 35.00% | 35.00% | 35.00% | 35.00% |
State income taxes (net of federal benefit) | 6.50% | 6.50% | 6.50% | 6.50% |
Valuation allowance | (41.50%) | (41.50%) | (41.50%) | (41.50%) |
Effective rate | 0.00% | 0.00% | 0.00% | 0.00% |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
Income Taxes Details 2 | ||
Start-up costs | $ 32,574 | $ 37,491 |
Depreciation | (37,400) | (37,759) |
Accrued expenses | 207,219 | 687,212 |
Net operating loss carryforward | 16,345,431 | 15,669,422 |
Deferred income taxes | 16,547,824 | 16,356,366 |
Less: valuation allowance | $ (16,547,824) | $ (16,356,366) |
Net Income (Loss) Per Share o30
Net Income (Loss) Per Share of Common Stock (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net Income Loss Per Share Of Common Stock Details | ||||
Net loss | $ (221,654) | $ (173,467) | $ 26,072 | $ (167,213) |
Weighted average number of shares of common stock outstanding | 157,615,632 | 137,806,264 | 150,475,853 | 134,988,604 |
Dilutive potential shares of common stock | 157,615,632 | 137,806,264 | 150,475,853 | 134,988,604 |
Net loss per share of common stock: | ||||
Basic (in dollars per share) | $ 0 | $ 0 | $ 0 | $ 0 |
Diluted (in dollars per share) | $ 0 | $ 0 | $ 0 | $ 0 |
Net Income (Loss) Per Share o31
Net Income (Loss) Per Share of Common Stock (Details 1) - shares | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Total number of securities anti diliutive | 15,236,414 | 16,165,125 | 16,165,125 | 15,236,414 | |
Series B Preferred Stock [Member] | |||||
Total number of securities anti diliutive | 1,766,830 | 1,766,830 | |||
Series C Preferred Stock [Member] | |||||
Total number of securities anti diliutive | 63,986,319 | 34,190,962 | |||
Options and warrants to purchase common stock [Member] | |||||
Total number of securities anti diliutive | 52,778,589 | 12,447,647 | 50,034,974 | 13,628,751 | |
Secured Promissory Note [Member] | |||||
Total number of securities anti diliutive | 6,165,741 | 836,735 | 6,261,574 | ||
Senior Convertible Redeemable Notes [Member] | |||||
Total number of securities anti diliutive | 1,952,032 | 1,952,032 | 769,724 | 769,724 |
Stock-Based Payments (Details N
Stock-Based Payments (Details Narrative) | 6 Months Ended |
Jun. 30, 2016USD ($)$ / sharesshares | |
Issuance of common stock in settlement of liabilities | $ | $ 1,112,799 |
Issuance of Series C Convertible Preferred Stock in settlement of liabilities | $ | 358,731 |
Unsecured Convertible Promissory Notes [Member] | |
Issuance of common stock in settlement of liabilities | $ | $ 54,278 |
Warrants [Member] | |
Warrants granted | 25,182,000 |
Shares called by warrants issued | 29,226,000 |
Warrants [Member] | Unsecured Convertible Promissory Notes [Member] | |
Shares called by warrants issued | 10,000,000 |
Warrants exercise price | $ / shares | $ 0.01 |
Warrants [Member] | Officers [Member] | |
Shares called by warrants issued | 36,263,440 |
Warrants Cancelled [Member] | Unsecured Convertible Promissory Notes [Member] | |
Shares called by warrants issued | (3,075,000) |
2013 Equity Incentive Plan [Member] | Stock Appreciation Rights [Member] | |
Number of awards forfeited | 3,896,000 |
Gains on Extinguishment of De33
Gains on Extinguishment of Debt (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Gains On Extinguishment Of Debt | ||||
Gain on extinguishment of debt | $ 58,603 | $ 73,181 | $ 133,521 | $ 146,363 |
Registration Payment Arrangem34
Registration Payment Arrangements (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Accrued registration payment arrangement | $ 54,732 | $ 547,315 | ||
Registration payment arrangements | $ 468,996 | $ 492,583 | $ 1,190,446 |