Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 13, 2017 | |
Document Information [Line Items] | ||
Entity Registrant Name | BIO KEY INTERNATIONAL INC | |
Entity Central Index Key | 1,019,034 | |
Trading Symbol | bkyi | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 7,691,324 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||
Cash and cash equivalents | $ 971,857 | $ 1,061,307 |
Accounts receivable, net | 562,296 | 1,563,246 |
Due from factor | 28,750 | 53,638 |
Inventory | 879,592 | 465,428 |
Software license rights | 2,370,000 | 1,560,000 |
Prepaid expenses and other | 175,955 | 206,677 |
Total current assets | 4,988,450 | 4,910,296 |
Software license rights, net of current portion | 8,590,368 | 10,598,411 |
Accounts receivable, net of current portion | 1,070,000 | 1,570,000 |
Equipment and leasehold improvements, net | 186,917 | 67,814 |
Deposits and other assets | 8,712 | 8,712 |
Intangible assets, net | 175,896 | 134,132 |
Total non-current assets | 10,031,893 | 12,379,069 |
TOTAL ASSETS | 15,020,343 | 17,289,365 |
LIABILITIES | ||
Accounts payable | 507,886 | 466,842 |
Accrued liabilities | 427,671 | 335,323 |
Dividends payable on preferred stock | 463,125 | 401,250 |
Deferred revenue | 308,622 | 633,062 |
Total current liabilities | 1,707,304 | 1,836,477 |
TOTAL LIABILITIES | 1,707,304 | 1,836,477 |
Commitments and contingencies | ||
STOCKHOLDERS’ EQUITY: | ||
Common stock — authorized, 170,000,000 shares; $.0001 par value issued and outstanding; 6,927,826 and 6,093,843 at September 30, 2017 and December 31, 2016, respectively | 692 | 609 |
Additional paid-in capital | 80,864,782 | 78,253,413 |
Accumulated deficit | (67,552,455) | (62,801,154) |
TOTAL STOCKHOLDERS’ EQUITY | 13,313,039 | 15,452,888 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 15,020,343 | 17,289,365 |
Series A-1 Convertible Preferred Stock [Member] | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock | 9 | 9 |
Series B-1 Convertible Preferred Stock [Member] | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock | $ 11 | $ 11 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Preferred stock, shares authorized (in shares) | 5,000,000 | |
Preferred stock, par value (in dollars per share) | $ 0.0001 | |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 170,000,000 | 170,000,000 |
Common stock, shares issued (in shares) | 6,927,826 | 6,093,843 |
Common stock, shares outstanding (in shares) | 6,927,826 | 6,093,843 |
Series A-1 Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized (in shares) | 100,000 | 100,000 |
Preferred stock, liquidation value | $ 100 | $ 100 |
Preferred stock, shares issued (in shares) | 90,000 | 90,000 |
Preferred stock, shares outstanding (in shares) | 90,000 | 90,000 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Series B-1 Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized (in shares) | 105,000 | 105,000 |
Preferred stock, liquidation value | $ 100 | $ 100 |
Preferred stock, shares issued (in shares) | 105,000 | 105,000 |
Preferred stock, shares outstanding (in shares) | 105,000 | 105,000 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues | ||||
Services | $ 377,113 | $ 187,025 | $ 831,761 | $ 692,677 |
License fees and other | 53,023 | 25,435 | 677,342 | 142,651 |
Hardware | 512,281 | 219,003 | 1,738,530 | 442,541 |
Total Revenues | 942,417 | 431,463 | 3,247,633 | 1,277,869 |
Costs and other expenses | ||||
Cost of services | 190,889 | 46,257 | 285,369 | 168,636 |
Cost of license fees, hardware and other | 732,192 | 125,526 | 2,094,608 | 251,485 |
Total costs and other expenses | 923,081 | 171,783 | 2,379,977 | 420,121 |
Gross Profit | 19,336 | 259,680 | 867,656 | 857,748 |
Operating Expenses | ||||
Selling, general and administrative | 1,238,296 | 925,939 | 4,289,655 | 2,957,368 |
Research, development and engineering | 386,830 | 528,554 | 1,329,322 | 1,584,403 |
1,625,126 | 1,454,493 | 5,618,977 | 4,541,771 | |
Operating loss | (1,605,790) | (1,194,813) | (4,751,321) | (3,684,023) |
Other income | ||||
Interest income | 6 | 6 | 20 | 19 |
Gain on derivative liabilities | 60,385 | 10,879 | ||
Total other income | 6 | 60,391 | 20 | 10,898 |
Net loss | (1,605,784) | (1,134,422) | (4,751,301) | (3,673,125) |
Convertible preferred stock dividends | (200,625) | (200,625) | (601,875) | (601,875) |
Net loss available to common stockholders | $ (1,806,409) | $ (1,335,047) | $ (5,353,176) | $ (4,275,000) |
Basic and Diluted Loss per Common Share (in dollars per share) | $ (0.28) | $ (0.24) | $ (0.85) | $ (0.77) |
Weighted Average Shares Outstanding: | ||||
Basic and Diluted (in shares) | 6,535,449 | 5,530,105 | 6,333,530 | 5,521,218 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||
Net loss | $ (4,751,301) | $ (3,673,125) |
Adjustments to reconcile net loss to cash used for operating activities: | ||
Allowance for doubtful accounts | 500,000 | |
Depreciation | 33,526 | 37,764 |
Amortization of intangible assets | 10,280 | 10,205 |
Amortization of software license rights | 1,118,436 | |
Gain on derivative liabilities | (10,879) | |
Share-based and warrant compensation for employees and consultants | 774,968 | 231,983 |
Stock based directors fees | 28,025 | 48,999 |
Change in operating assets and liabilities: | ||
Accounts receivable | 1,000,950 | 957,024 |
Due from factor | 24,888 | 33,380 |
Inventory | (414,164) | (219,591) |
Prepaid expenses and other | (18,578) | (39,205) |
Software license rights | 79,607 | 450 |
Accounts payable | 41,044 | (607,748) |
Accrued liabilities | 92,348 | (156,000) |
Deferred revenue | (324,440) | (136,251) |
Net cash used for operating activities | (1,804,411) | (3,522,994) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (204,673) | (52,976) |
Net cash used for investing activities | (204,673) | (52,976) |
CASH FLOW FROM FINANCING ACTIVITIES: | ||
Issuance of common stock | 2,000,000 | |
Preferred dividends paid | (535,100) | |
Costs to issue preferred and common stock | (80,366) | (32,620) |
Net cash provided by (used for) financing activities | 1,919,634 | (567,720) |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (89,450) | (4,143,690) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 1,061,307 | 4,321,078 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 971,857 | 177,388 |
Cash paid for: | ||
Interest | ||
Noncash Investing and financing activities | ||
Issuance of common stock for consultancy services | 114,585 | |
Conversion of preferred stockholder dividends | (540,000) | |
Accrual of preferred stockholder dividends | $ 601,875 | $ 200,625 |
Note 1 - Nature of Business and
Note 1 - Nature of Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Business Description and Accounting Policies [Text Block] | 1. NATURE OF BUSINESS AND BASIS OF PRESENTATION Nature of Business BIO-key International, Inc. was founded in 1993 Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements include the accounts of BIO-key International, Inc. and its wholly-owned subsidiary (collectively, the “Company”, or “BIO-key”) and are stated in conformity with accounting principles generally accepted in the United States of America, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The operating results for interim periods are not may In the opinion of management, the accompanying unaudited interim consolidated financial statements contain all necessary adjustments, consisting only of those of a recurring nature, and disclosures to present fairly the Company ’s financial position and the results of its operations and cash flows for the periods presented. The balance sheet at December 31, 2016 not 10 December 31, 2016 ( 10 March 31, 2017. Recently Issued Accounting Pronouncements In May 2014, No. 2014 09, two one one December 15, 2016 not August 2015, 2015 14, 606 2015 14" 2014 09 one 2014 09 December 15, 2017 The Company is continuing to evaluate the standard ’s impact on its consolidated results of operations and financial condition. BIO-key has conducted initial analyses, developed a project management plan relative to the process of adopting this ASU, and is currently completing detailed contract reviews to determine potential adjustments to existing accounting policies as well as to support an evaluation of the standard’s impact on the Company’s consolidated results of operations and financial condition. For the majority of BIO-key’s revenue arrangements, no January 1, 2018. In July 2015, No. 2015 11, 330 2015 11" 2015 11 2015 11 December 15, 2016, 2015 11 not ’s consolidated financial statements. In January 2016, 2016 01, – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016 01” 2016 01 December 15, 2017. 2016 01 In February 2016, 2016 02, 12 December 15, 2018, for amounts yet to be determined. In August 2014, No. 2014 15, 2014 15, not one 2014 15 December 15, 2016, 2014 15 March 31, 2017. In March 2016, 2016 09, – Stock Compensation: Improvements to Employee Share-Based Payment Accounting” (“ASU 2016 09” 2016 09 2016 09 December 15, 2016. not In July 2017, 2017 11, 260 480 815 of the pricing of future equity offerings. Current accounting guidance creates cost and complexity for entities that issue financial instruments (such as warrants and convertible instruments) with down round features that require fair value measurement of the entire instrument or conversion option. 2017 11, not no triggers the down-round feature. Part II of this update addresses the difficulty of navigating Topic 480, not December 15, 2018, 2017 11, nine September 30, 2017, not 9 Management does not not Reclassification Reclassifications occurred to certain prior year amounts in order to conform to the current year classifications. The reclassifications have no |
Note 2 - Going Concern
Note 2 - Going Concern | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Going Concern [Text Block] | 2. GOING CONCERN The Company has incurred significant losses to date, and at September 30, 2017, $67.6 ’s technology is critical to the Company’s success and ability to generate future revenues. At September 30, 2017, $972,000, $1,061,000 December 31, 2016. The Company has financed itself in the past through access to the capital markets by issuing secured and convertible debt securities, convertible preferred stock, common stock, and through factoring receivables. The Company estimates that it currently requires approximately $592,000 If the Company is unable to generate sufficient revenue to meet its goals, it will need to obtain additional third No not The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP"), which contemplate continuation of the Company as a going concern, and assumes continuity of operations, realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The matters described in the preceding paragraphs raise substantial doubt about the Company ’s ability to continue as a going concern. Recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheet is dependent upon the Company’s ability to meet its financing requirements on a continuing basis, and become profitable in its future operations. The accompanying consolidated financial statements do not |
Note 3 - Accounts Receivable
Note 3 - Accounts Receivable | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 3. ACCOUNTS RECEIVABLE Accounts receivable are carried at original amount less an estimate made for doubtful receivables based on a review of all outstanding amounts on a monthly basis. Management determines the allowance for doubtful receivables by regularly evaluating individual customer receivables and considering a customer ’s financial condition, credit history, and current economic conditions. Accounts receivable are written off when deemed uncollectible. During the year ended December 31, 2016, may not $500,000 December 31, 2016 nine September 30, 2017, $500,000. 48% September 30, 2017. September 30, December 31, 2017 2016 Accounts receivable - current $ 576,081 $ 1,577,031 Accounts receivable - non current 2,070,000 2,070,000 2,646,081 3,647,031 Allowance for doubtful accounts - current (13,785 ) (13,785 ) Allowance for doubtful accounts - non current (1,000,000 ) (500,000 ) Accounts receivable, net of allowance for doubtful accounts $ 1,632,296 $ 3,133,246 |
Note 4 - Share Based Compensati
Note 4 - Share Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 4. SHARE BASED COMPENSATION The following table presents share-based compensation expenses for continuing operations included in the Company ’s unaudited interim condensed consolidated statements of operations: Three Months Ended September 30, Three Months Ended September 30, 201 7 201 6 Selling, general and administrative $ 207,047 $ 31,610 Research, development and engineering 21,663 25,074 $ 228,710 $ 56,684 Nine Months Ended September 30, Nine Months Ended September 30, 201 7 201 6 Selling, general and administrative $ 714,167 $ 221,791 Research, development and engineering 88,826 59,191 $ 802,993 $ 280,982 |
Note 5 - Factoring
Note 5 - Factoring | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Factoring [Text Block] | 5 . FACTORING Due from factor consisted of the following as of: September 30, December 31, 2017 201 6 Original invoice value $ 115,001 $ 214,556 Factored amount (86,251 ) (160,918 ) Balance due from factor $ 28,750 $ 53,638 As of December 2011, 24 April 2012, 24 August 1, 2014. In July 2014, July 31, 2016. June 2015, October 31, 2017. 35% 75% 2.75% 21% three nine September 30, 2017 2016 Three Months ended September 30, Nine Months ended September 30, 201 7 201 6 201 7 201 6 Factoring fees $ 46,409 $ 16,264 $ 180,126 $ 319,627 |
Note 6 - Inventory
Note 6 - Inventory | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 6 . INVENTORY Inventory is stated at the lower of cost, determined on a first first September 30, December 31, 2017 2016 Finished goods $ 470,544 $ 381,762 Fabricated assemblies 409,048 83,666 Total inventory $ 879,592 $ 465,428 |
Note 7 - Resalable Software Lic
Note 7 - Resalable Software License Rights | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Research, Development, and Computer Software Disclosure [Text Block] | 7 . RESALABLE SOFTWARE LICENSE RIGHTS On November 11, 2015, $12,000,000. 12 $2, 370,000 The Company has determined the software license rights to be a finite lived intangible asset, and estimated that the software license rights shall be economically used over a 10 fourth 2015, ’s products was not January 2017. first 2017. The remaining license rights are to be amortized over the greater of the following: 1 2 ten 3 three September 30, 2017 $1,319 $388,681. nine September 30, 2017 $48,251 $1,118,436. $10,831,404 September 30, 2017. On December 31, 2015, third $180,000 in anticipation of a large pending deployment that has yet to materialize. The Company is amortizing over the same methodology described above with the greatest of the three $2,640 $31,356 three nine September 30, 2017, $51,036 $128,964 September 30, 2017. September 30, December 31, 2017 2016 Current software license rights $ 2,370,000 $ 1,560,000 Non-current software license rights 8,590,368 10,598,411 Total software license rights $ 10,960,368 $ 12,158,411 The future amortization under the economic use model for the next five 2018 2.6 2019 3.0 2020 2.4 2021 1.2 2022 720,000. |
Note 8 - Loss Per Share Common
Note 8 - Loss Per Share Common Stock ("EPS") | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 8 . LOSS PER SHARE COMMON STOCK (“EPS”) The Company ’s basic EPS is calculated using net loss available to common shareholders and the weighted-average number of shares outstanding during the reporting period. Diluted EPS includes the effect from potential issuance of common stock, such as stock issuable pursuant to the exercise of stock options and warrants and the assumed conversion of convertible notes and preferred stock. The reconciliation of the numerators of the basic and diluted EPS calculations was as follows for both of the following three nine September 30, 2017 2016: Three Months ended September 30, Nine Months ended September 30, 201 7 201 6 201 7 201 6 Basic Numerator: Net loss $ (1,605,784 ) $ (1,134,422 ) $ (4,751,301 ) $ (3,673,125 ) Convertible preferred stock dividends (200,625 ) (200,625 ) (601,875 ) (601,875 ) Net loss available to common stockholders $ (1,806,409 ) $ (1,335,047 ) $ (5,353,176 ) $ (4,275,000 ) Basic Denominator 6,535,449 5,530,105 6,333,530 5,521,218 Per Share Amount $ (0.28 ) $ (0.24 ) $ (0.85 ) $ (0.77 ) All potential common shares were antidilutive, and accordingly diluted EPS equaled basic EPS for all periods presented in the accompanying financial statements. The following table sets forth the options and warrants which were excluded from the diluted per share calculation even though the exercise prices were less than the average market price of the common shares because the effect of including these potential shares was antidilutive due to the net losses for the three nine September 30, 2017 2016: Three Months ended September 30, Nine Months ended September 30, 201 7 201 6 201 7 201 6 Preferred stock 5,416,667 5,416,667 5,416,667 5,416,667 Stock options 205,497 28,992 101,327 13,398 Warrants 9,492 6,529 5,608 - Total 5,631,656 5,452,188 5,523,602 5,430,065 Items excluded from the diluted per share calculation because the exercise price was greater than the average market price of the common shares: Three Months ended September 30, Nine Months ended September 30, 201 7 201 6 201 7 201 6 Stock options 262,094 215,000 278,761 231,667 Warrants 1,351,052 1,656,702 1,351,052 1,704,618 Total 1,613,146 1,871,702 1,629,813 1,936,285 |
Note 9 - Stockholders' Equity
Note 9 - Stockholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 9 . STOCKHOLDERS ’ EQUITY Preferred Stock Within the limits and restrictions provided in the Company ’s Certificate of Incorporation, the Board of Directors has the authority, without further action by the shareholders, to issue up to 5,000,000 $.0001 one September 30, 2017, 100,000 1 1 90,000 105,000 1 1 Series A- 1 On October 22 29, 2015, 84,500 1 $100.00 gross proceeds of $8,450,000. November 11, 2015, 5,500 1 $100.00 $550,000. 1 1 $3.60 9.99% 1 6% April 1, July, 1, October 1, January 1 1 October 1, 2017, ten 10 January 1, 2018, The holders of the Series A- 1 one 1 not 1 1 ’s common stock an amount per share equal to $100.00 1 September 22, 2017, 1 $540,000 150,000 $3.60 December 31, 2017 September 30, 2017, $135,000 1 October 1, 2017 December 31, 2016, $270,000 1 October 1, 2016 January 1, 2017 The Series A- 1 815 15, 815 40 15, $3.60 December 31, 2017, may ten 10 not Series B- 1 On November 11, 2015, 105,000 1 $100.00 $10,500,000. Shares of the Series B- 1 1 $3.60 9.99% 1 2.5% April 1, July, 1, October 1, January 1 1 ten 10 The holders of the Series B- 1 one 1 not 1 1 ’s common stock an amount per share equal to $100.00 1 September 30, 2017, $328,125 1 October 1, 2016, January 1, 2017, April 1, 2017, July 1, 2017, October 1, 2017 December 31, 2016, $131,250 1 October 1, 2016 January 1, 2017 The Series B- 1 815 15, 815 40 15, $3.60 may ten 10 not Common Stock Effective December 29, 2016, 1 12. The number of authorized shares and the par value of the Company's common stock and preferred stock were not December 29, 2016. On March 15, 2017, 1,895 $5,003. On March 8, 2016, 8,333 $16,000. On April 28, 2017, 277,778 $3.60 $1,000,000. On May 2, 2017, may $5.0 36 may $100,000 five ’s common stock (VWAP) to the extent the VWAP equals or exceeds the greater of a formula amount or $3.83 94% $3.83 19.99% May 2, 2017, 9.99% On May 11, 2017, 1,925 shares of common stock to its directors in payment of board fees, valued at $5,005. May 11, 2016, 3,431 $6,999. May 11, 2016, 8,333 $17,000. In May 2017, 55,000 $198,000. In May 2017, 61,667 $2.54 $156,584. On August 9, 2017, 5,148 $18,018. On August 10, 2016, 3,125 $9,000. On September 22, 2017, 427,778 138,889 purchase price of $1,540,000,or $3.60 $1,000,000 $540,000 1 During the three nine September 30, 201 7, 4,167 1,610 no three nine September 30, 2016. Stock Issuance Costs For the nine September 30, 2017, $80,366 Derivative Liabilities In connection with the issuances of equity instruments or debt, the Company may may may may 815, Securities Purchase Agreements dated October 25, 2013 November 8, 2013 Pursuant to a series of Private Investors Securities Purchase Agreements (the “PI SPA”), on October 25, 2013 November 8, 2013, 1,026,972 1,026,972 1,026,972 $3,697,100. $6.00 three 2016. In connection with the share issuances described above, and pursuant to a placement agency letter agreement, the Company paid the placement agent cash commissions equal to 8% 82,158 The cashless exercise features contained in the warrants were considered to be derivatives and the Company recorded warrant liabilities on the consolidated balance sheet. The Company initially recorded the warrant liabilities equal to their estimated fair value of $325,891. three September 30, 2016, $4,368. nine September 30, 2016, $6,272. December 31, 2016, $0 fourth 2016. Securities Purchase Agreement dated November 13, 2014 Pursuant to a Securities Purchase Agreement, dated November 13, 2014, “November 2014 664,584 996,877 $1,595,000. The common stock had a purchase price reset feature. If at any time prior to the two January 29, 2015), $2.40 no Based on an evaluation as discussed in FASB ASC 815 15, 815 40 15, ’s Own Equity - Scope and Scope Exceptions,” the Company determined that the purchase price reset feature on the common stock issued was not The Company valued the purchase price reset feature using a Monte Carlo simulation at the date of issuance, and at quarterly reporting intervals until the expiration of the feature in January 2017, no 1 1 October November 2015, $3.60, November 2016 April 2017 $3.60. The warrants have a term of five $3.60 February 2015. options, warrants or other securities that are convertible into common stock at a price lower than $3.60 not As a result of the early adoption of ASU 2017 11 1 – Recently Issued Accounting Pronouncements, the “full ratchet” anti-dilution feature is no no no Warrants On March 9, 2015, 47,917 one $2.52 March 8, 2020. three nine September 30, 2016, $0 $11,625 March 8, 2016. On September 23, 2015, 69,445 $3.60 have a term of five The warrants have customary anti-dilution protections including a "full ratchet" anti-dilution adjustment provision which are triggered in the event the Company sells or grants any additional shares of common stock, options, warrants or other securities that are convertible into common stock at a price lower than $3.60 not As a result of the early adoption of ASU 2017 11 1 – Recently Issued Accounting Pronouncements, the “full ratchet” anti-dilution feature is no no no The cashless exercise features contained in the warrants were initially considered to be derivatives and the Company recorded a warrant liability of $92,199 consolidated balance sheet. The warrants issued by the Company were valued using an option-pricing model. The Company marked-to-market the warrant liabilities at the end of each reporting period. During the quarter ended September 30, 2016, not September 30, 2016 $56,017 nine September 30, 2016 $4,607. $0 December 31, 2016. On September 22, 2017, arrants to purchase 138,889 427,778 $3.60 five Issuances of Stock Options On March 15, 2017, 40,000 ’s common stock to four March 15, 2017, 4,167 three seven $2.64. $100,602 1.91 4.5, 0, 138 On March 16, 2017, 1,120,000 ’s common stock to certain officers, employees, and contractors. The options have a three seven $2.65. $2,560,081 1.91 2.11 4.5 7.0, 0, 138 On April 10, 2017, 10,000 ’s common stock to a newly appointed Director. The options have a three seven $2.64. $20,538 1.81%, 4.5, 0, 138%. On August 9, 2017, Company issued options to purchase 60,000 three seven $3.50. The fair value of the options issued during the three September 30, 2017 August 9, 2017 $179,220 1.73%, 4.5, 0, 135%. |
Note 10 - Segment Information
Note 10 - Segment Information | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 10 . SEGMENT INFORMATION The Company has determined that its continuing operations are one approximately 81% 90% three September 30, 2017 2016, 75% 84% nine September 30, 2017 2016, |
Note 11 - Fair Values of Financ
Note 11 - Fair Values of Financial Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 11. FAIR VALUES OF FINANCIAL INSTRUMENTS Cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, and due from factor, are carried at, or approximate, fair value because of their short-term nature. |
Note 12 - Major Customers and A
Note 12 - Major Customers and Accounts Receivable | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Concentration Risk Disclosure [Text Block] | 1 2. MAJOR CUSTOMERS AND ACCOUNTS RECEIVABLE For the three September 30, 201 7 2016, two 45% two 44% nine September 30, 2017 2016, two 32% one 22% At September 30, 2017, one 44% 100% September 30, 2017 December 31, 2016. $1,000,000 48% December 31, 2016, one 81% |
Note 13 - Subsequent Events
Note 13 - Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 1 3. SUBSEQUENT EVENTS On August 7, 2017, 90,000 ’s Series A- 1 1 9.99% 35%. 1 61 st day October 17, 2017, 27,404 1 price of $3.60 761,222 ’s Common Stock On November 6, 2017, 100,000 On November 13, 2017, 2,276 shares of common stock to four non-employee directors in payment of directors’ fees. The Company has reviewed all other subsequent events through the date of filing. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements include the accounts of BIO-key International, Inc. and its wholly-owned subsidiary (collectively, the “Company”, or “BIO-key”) and are stated in conformity with accounting principles generally accepted in the United States of America, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). The operating results for interim periods are not may In the opinion of management, the accompanying unaudited interim consolidated financial statements contain all necessary adjustments, consisting only of those of a recurring nature, and disclosures to present fairly the Company ’s financial position and the results of its operations and cash flows for the periods presented. The balance sheet at December 31, 2016 not 10 December 31, 2016 ( 10 March 31, 2017. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements In May 2014, No. 2014 09, two one one December 15, 2016 not August 2015, 2015 14, 606 2015 14" 2014 09 one 2014 09 December 15, 2017 The Company is continuing to evaluate the standard ’s impact on its consolidated results of operations and financial condition. BIO-key has conducted initial analyses, developed a project management plan relative to the process of adopting this ASU, and is currently completing detailed contract reviews to determine potential adjustments to existing accounting policies as well as to support an evaluation of the standard’s impact on the Company’s consolidated results of operations and financial condition. For the majority of BIO-key’s revenue arrangements, no January 1, 2018. In July 2015, No. 2015 11, 330 2015 11" 2015 11 2015 11 December 15, 2016, 2015 11 not ’s consolidated financial statements. In January 2016, 2016 01, – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016 01” 2016 01 December 15, 2017. 2016 01 In February 2016, 2016 02, 12 December 15, 2018, for amounts yet to be determined. In August 2014, No. 2014 15, 2014 15, not one 2014 15 December 15, 2016, 2014 15 March 31, 2017. In March 2016, 2016 09, – Stock Compensation: Improvements to Employee Share-Based Payment Accounting” (“ASU 2016 09” 2016 09 2016 09 December 15, 2016. not In July 2017, 2017 11, 260 480 815 of the pricing of future equity offerings. Current accounting guidance creates cost and complexity for entities that issue financial instruments (such as warrants and convertible instruments) with down round features that require fair value measurement of the entire instrument or conversion option. Part II of this update addresses the difficulty of navigating Topic 480, not December 15, 2018, 2017 11, nine September 30, 2017, not 9 Management does not not |
Reclassification, Policy [Policy Text Block] | Reclassification Reclassifications occurred to certain prior year amounts in order to conform to the current year classifications. The reclassifications have no |
Note 3 - Accounts Receivable (T
Note 3 - Accounts Receivable (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | September 30, December 31, 2017 2016 Accounts receivable - current $ 576,081 $ 1,577,031 Accounts receivable - non current 2,070,000 2,070,000 2,646,081 3,647,031 Allowance for doubtful accounts - current (13,785 ) (13,785 ) Allowance for doubtful accounts - non current (1,000,000 ) (500,000 ) Accounts receivable, net of allowance for doubtful accounts $ 1,632,296 $ 3,133,246 |
Note 4 - Share Based Compensa21
Note 4 - Share Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Three Months Ended September 30, Three Months Ended September 30, 201 7 201 6 Selling, general and administrative $ 207,047 $ 31,610 Research, development and engineering 21,663 25,074 $ 228,710 $ 56,684 Nine Months Ended September 30, Nine Months Ended September 30, 201 7 201 6 Selling, general and administrative $ 714,167 $ 221,791 Research, development and engineering 88,826 59,191 $ 802,993 $ 280,982 |
Note 5 - Factoring (Tables)
Note 5 - Factoring (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | September 30, December 31, 2017 2016 Accounts receivable - current $ 576,081 $ 1,577,031 Accounts receivable - non current 2,070,000 2,070,000 2,646,081 3,647,031 Allowance for doubtful accounts - current (13,785 ) (13,785 ) Allowance for doubtful accounts - non current (1,000,000 ) (500,000 ) Accounts receivable, net of allowance for doubtful accounts $ 1,632,296 $ 3,133,246 |
Factoring Fees [Table Text Block] | Three Months ended September 30, Nine Months ended September 30, 201 7 201 6 201 7 201 6 Factoring fees $ 46,409 $ 16,264 $ 180,126 $ 319,627 |
Factored Accounts Receivable [Member] | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | September 30, December 31, 2017 201 6 Original invoice value $ 115,001 $ 214,556 Factored amount (86,251 ) (160,918 ) Balance due from factor $ 28,750 $ 53,638 |
Note 6 - Inventory (Tables)
Note 6 - Inventory (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | September 30, December 31, 2017 2016 Finished goods $ 470,544 $ 381,762 Fabricated assemblies 409,048 83,666 Total inventory $ 879,592 $ 465,428 |
Note 7 - Resalable Software L24
Note 7 - Resalable Software License Rights (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Software License Rights [Table Text Block] | September 30, December 31, 2017 2016 Current software license rights $ 2,370,000 $ 1,560,000 Non-current software license rights 8,590,368 10,598,411 Total software license rights $ 10,960,368 $ 12,158,411 |
Note 8 - Loss Per Share Commo25
Note 8 - Loss Per Share Common Stock ("EPS") (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months ended September 30, Nine Months ended September 30, 201 7 201 6 201 7 201 6 Basic Numerator: Net loss $ (1,605,784 ) $ (1,134,422 ) $ (4,751,301 ) $ (3,673,125 ) Convertible preferred stock dividends (200,625 ) (200,625 ) (601,875 ) (601,875 ) Net loss available to common stockholders $ (1,806,409 ) $ (1,335,047 ) $ (5,353,176 ) $ (4,275,000 ) Basic Denominator 6,535,449 5,530,105 6,333,530 5,521,218 Per Share Amount $ (0.28 ) $ (0.24 ) $ (0.85 ) $ (0.77 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months ended September 30, Nine Months ended September 30, 201 7 201 6 201 7 201 6 Preferred stock 5,416,667 5,416,667 5,416,667 5,416,667 Stock options 205,497 28,992 101,327 13,398 Warrants 9,492 6,529 5,608 - Total 5,631,656 5,452,188 5,523,602 5,430,065 Three Months ended September 30, Nine Months ended September 30, 201 7 201 6 201 7 201 6 Stock options 262,094 215,000 278,761 231,667 Warrants 1,351,052 1,656,702 1,351,052 1,704,618 Total 1,613,146 1,871,702 1,629,813 1,936,285 |
Note 2 - Going Concern (Details
Note 2 - Going Concern (Details Textual) - USD ($) | 9 Months Ended | |||
Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |
Retained Earnings (Accumulated Deficit) | $ (67,552,455) | $ (62,801,154) | ||
Cash and Cash Equivalents, at Carrying Value | 971,857 | $ 1,061,307 | $ 177,388 | $ 4,321,078 |
Expected Operational Costs Per Month | $ 592,000 |
Note 3 - Accounts Receivable (D
Note 3 - Accounts Receivable (Details Textual) - USD ($) | 6 Months Ended | 9 Months Ended | |
Jun. 30, 2017 | Sep. 30, 2017 | Dec. 31, 2016 | |
Allowance for Doubtful Accounts Receivable, Noncurrent | $ 1,000,000 | $ 500,000 | |
Percentage of Remaining Balance Owned Reserved | 48.00% | 48.00% |
Note 3 - Accounts Receivable -
Note 3 - Accounts Receivable - Summary of Accounts Receivable (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Accounts receivable - current | $ 576,081 | $ 1,577,031 |
Accounts receivable - non current | 2,070,000 | 2,070,000 |
2,646,081 | 3,647,031 | |
Allowance for doubtful accounts - current | (13,785) | (13,785) |
Allowance for doubtful accounts - non current | (1,000,000) | (500,000) |
Accounts receivable, net of allowance for doubtful accounts | $ 1,632,296 | $ 3,133,246 |
Note 4 - Share Based Compensa29
Note 4 - Share Based Compensation - Expenses for Continuing Operations (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based compensation expense | $ 228,710 | $ 56,684 | $ 802,993 | $ 280,982 |
Selling, General and Administrative Expenses [Member] | ||||
Share-based compensation expense | 207,047 | 31,610 | 714,167 | 221,791 |
Research and Development Expense [Member] | ||||
Share-based compensation expense | $ 21,663 | $ 25,074 | $ 88,826 | $ 59,191 |
Note 5 - Factoring (Details Tex
Note 5 - Factoring (Details Textual) | 1 Months Ended | |
Apr. 30, 2012 | Dec. 31, 2011 | |
Factoring Arrangement Term | 2 years | 24 years |
Minimum [Member] | ||
Factoring Fees Percent | 2.75% | |
Maximum [Member] | ||
Factoring Fees Percent | 21.00% | |
Geographic Distribution, Foreign [Member] | ||
Percentage Of Accounts Receivable Remitted By Factor | 35.00% | |
Geographic Distribution, Domestic [Member] | ||
Percentage Of Accounts Receivable Remitted By Factor | 75.00% |
Note 5 - Factoring - Due From F
Note 5 - Factoring - Due From Factor (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Original invoice value | $ 115,001 | $ 214,556 |
Factored amount | (86,251) | (160,918) |
Balance due from factor | $ 28,750 | $ 53,638 |
Note 5 - Factoring - Fees (Deta
Note 5 - Factoring - Fees (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Factoring fees | $ 46,409 | $ 16,264 | $ 180,126 | $ 319,627 |
Note 6 - Inventory - Components
Note 6 - Inventory - Components of Inventory (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Finished goods | $ 470,544 | $ 381,762 |
Fabricated assemblies | 409,048 | 83,666 |
Total inventory | $ 879,592 | $ 465,428 |
Note 7 - Resalable Software L34
Note 7 - Resalable Software License Rights (Details Textual) - USD ($) | Dec. 31, 2015 | Nov. 11, 2015 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Dec. 31, 2016 |
Software License Rights, Current | $ 2,370,000 | $ 2,370,000 | $ 2,370,000 | $ 1,560,000 | ||||
License Costs | 732,192 | $ 125,526 | 2,094,608 | $ 251,485 | ||||
Amortization of Intangible Assets | 10,280 | $ 10,205 | ||||||
Software License Rights | 10,960,368 | 10,960,368 | 10,960,368 | 12,158,411 | ||||
Payments to Acquire Software | $ 180,000 | |||||||
Software License Rights, Noncurrent | 8,590,368 | $ 8,590,368 | 8,590,368 | $ 10,598,411 | ||||
Licensing Agreements [Member] | ||||||||
Payments to Acquire Intangible Assets | $ 12,000,000 | |||||||
Finite-Lived Intangible Asset, Useful Life | 10 years | |||||||
License Costs | 1,319 | $ 48,251 | ||||||
Amortization of Intangible Assets | 388,681 | 1,118,436 | ||||||
Software License Rights | 10,831,404 | 10,831,404 | 10,831,404 | |||||
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 2,600,000 | 2,600,000 | 2,600,000 | |||||
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 3,000,000 | 3,000,000 | 3,000,000 | |||||
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 2,400,000 | 2,400,000 | 2,400,000 | |||||
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 1,200,000 | 1,200,000 | 1,200,000 | |||||
Finite-Lived Intangible Assets, Amortization Expense, Year Six | 720,000 | 720,000 | 720,000 | |||||
Software License Rights [Member] | ||||||||
License Costs | 2,640 | 31,356 | 51,036 | |||||
Software License Rights, Noncurrent | $ 128,964 | $ 128,964 | $ 128,964 |
Note 7 - Software Licenses and
Note 7 - Software Licenses and Rights - Summary of Software License Rights (Details) - USD ($) | Sep. 30, 2017 | Dec. 31, 2016 |
Software license rights | $ 2,370,000 | $ 1,560,000 |
Software license rights, net of current portion | 8,590,368 | 10,598,411 |
Total software license rights | $ 10,960,368 | $ 12,158,411 |
Note 8 - Earnings Per Share (EP
Note 8 - Earnings Per Share (EPS) - Reconciliation of Numerator of Basic and Diluted EPS Calculations (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Basic Numerator: | ||||
Net loss | $ (1,605,784) | $ (1,134,422) | $ (4,751,301) | $ (3,673,125) |
Convertible preferred stock dividends | (200,625) | (200,625) | (601,875) | (601,875) |
Net loss available to common stockholders | $ (1,806,409) | $ (1,335,047) | $ (5,353,176) | $ (4,275,000) |
Basic Denominator (in shares) | 6,535,449 | 5,530,105 | 6,333,530 | 5,521,218 |
Per Share Amount (in dollars per share) | $ (0.28) | $ (0.24) | $ (0.85) | $ (0.77) |
Note 8 - Earnings Per Share (37
Note 8 - Earnings Per Share (EPS) - Securities Excluded From the Diluted Per Share Calculation (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Exercise Price Less Than Average Market Price Of Common Shares [Member] | ||||
Antidilutive securities (in shares) | 5,631,656 | 5,452,188 | 5,523,602 | 5,430,065 |
Exercise Price Less Than Average Market Price Of Common Shares [Member] | Preferred Stock [Member] | ||||
Antidilutive securities (in shares) | 5,416,667 | 5,416,667 | 5,416,667 | 5,416,667 |
Exercise Price Less Than Average Market Price Of Common Shares [Member] | Employee Stock Option [Member] | ||||
Antidilutive securities (in shares) | 205,497 | 28,992 | 101,327 | 13,398 |
Exercise Price Less Than Average Market Price Of Common Shares [Member] | Warrant [Member] | ||||
Antidilutive securities (in shares) | 9,492 | 6,529 | 5,608 | |
Exercise Price Greater Than Average Market Price Of Common Shares [Member] | ||||
Antidilutive securities (in shares) | 1,613,146 | 1,871,702 | 1,629,813 | 1,936,285 |
Exercise Price Greater Than Average Market Price Of Common Shares [Member] | Employee Stock Option [Member] | ||||
Antidilutive securities (in shares) | 262,094 | 215,000 | 278,761 | 231,667 |
Exercise Price Greater Than Average Market Price Of Common Shares [Member] | Warrant [Member] | ||||
Antidilutive securities (in shares) | 1,351,052 | 1,656,702 | 1,351,052 | 1,704,618 |
Note 9 - Stockholders' Equity (
Note 9 - Stockholders' Equity (Details Textual) | Sep. 22, 2017USD ($)$ / sharesshares | Aug. 09, 2017USD ($)$ / sharesshares | May 11, 2017USD ($)shares | May 02, 2017USD ($)$ / shares | Apr. 28, 2017USD ($)$ / sharesshares | Apr. 10, 2017$ / sharesshares | Mar. 16, 2017$ / sharesshares | Mar. 15, 2017USD ($)$ / sharesshares | Dec. 29, 2016 | Aug. 10, 2016USD ($)shares | May 11, 2016USD ($)shares | Mar. 08, 2016USD ($)shares | Nov. 11, 2015USD ($)$ / sharesshares | Oct. 29, 2015USD ($)$ / sharesshares | Sep. 23, 2015USD ($)$ / sharesshares | Mar. 09, 2015$ / sharesshares | Nov. 13, 2014USD ($)$ / sharesshares | Nov. 08, 2013USD ($)shares | Oct. 25, 2013$ / sharesshares | May 31, 2017USD ($)$ / sharesshares | Sep. 30, 2017USD ($)$ / sharesshares | Sep. 30, 2016USD ($)shares | Jun. 30, 2017USD ($) | Sep. 30, 2017USD ($)$ / sharesshares | Sep. 30, 2016USD ($)shares | Aug. 07, 2017 | Dec. 31, 2016USD ($)$ / sharesshares | Nov. 30, 2016$ / shares |
Preferred Stock, Shares Authorized | shares | 5,000,000 | 5,000,000 | ||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | $ 0.0001 | ||||||||||||||||||||||||||
Initial Conversion Price | $ / shares | $ 3.60 | |||||||||||||||||||||||||||
Maximum Ownership as a Result of Conversion | 9.99% | |||||||||||||||||||||||||||
Conversion of Dividends Payable, Amount Converted | $ 540,000 | $ 540,000 | ||||||||||||||||||||||||||
Conversion of Dividends Payable, Shares Issued | shares | 150,000 | |||||||||||||||||||||||||||
Dividends Payable | $ 601,875 | $ 200,625 | 601,875 | 200,625 | ||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services | shares | 61,667 | |||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 156,584 | |||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ 2,000,000 | |||||||||||||||||||||||||||
Committed Equity Facility Amount | $ 5,000,000 | |||||||||||||||||||||||||||
Committed Equity Facility, Term | 3 years | |||||||||||||||||||||||||||
Maximum Dollar Amount of Shares to Purchase Based on Daily Volume Weighted Average Price of the Company’s Common Stock | $ 100,000 | |||||||||||||||||||||||||||
Period for Maximum Dollar Amount of Shares to Purchase | 5 days | |||||||||||||||||||||||||||
Percentage of Lowest VWAP That Equals or Exceeds Specified per Share Price under Committed Equity Facility | 94.00% | |||||||||||||||||||||||||||
Per Share Price That Is Used in Calculation for Purchase Price under Committed Equity Facility | $ / shares | $ 3.83 | |||||||||||||||||||||||||||
Equity Facility, Aggregate Sales Limitation, Percentage of Total Outstanding Share | 19.99% | |||||||||||||||||||||||||||
Maximum Ownership of Company’s Common Stock Requirement under Committed Equity Facility Sale, Percentage | 9.99% | |||||||||||||||||||||||||||
Stock Issued During Period As a Commitment Fee, Shares | shares | 55,000 | |||||||||||||||||||||||||||
Stock Issued During Period As a Commitment Fee, Value | $ 198,000 | |||||||||||||||||||||||||||
Stock Issued During Period, Issued for Services, Weighted Average Share Price | $ / shares | $ 2.54 | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 47,917 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 2.52 | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | shares | 4,167 | 0 | 4,167 | 0 | ||||||||||||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | shares | 1,610 | |||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ 80,366 | $ 80,366 | $ 32,620 | |||||||||||||||||||||||||
Term Of Warrant | 1 year | |||||||||||||||||||||||||||
Class of Warrant or Right, Nonemployee Compensation Expense | $ 0 | 11,625 | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value Amount | $ 20,538 | |||||||||||||||||||||||||||
Employee Stock Option [Member] | ||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.81% | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 4 years 182 days | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 138.00% | |||||||||||||||||||||||||||
September 2015 Warrants [Member] | ||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount | $ 92,199 | |||||||||||||||||||||||||||
Fair Value Adjustment of Warrants | 56,017 | 4,607 | ||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ 0 | |||||||||||||||||||||||||||
September 2017 [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 138,889 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 3.60 | |||||||||||||||||||||||||||
Term Of Warrant | 5 years | |||||||||||||||||||||||||||
Promissory Note [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 69,445 | |||||||||||||||||||||||||||
Warrants Issued Under PISPA [Member] | ||||||||||||||||||||||||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings | $ 4,368 | $ 6,272 | ||||||||||||||||||||||||||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | $ 0 | |||||||||||||||||||||||||||
Fair Value, Inputs, Level 3 [Member] | Warrants Issued Under PISPA [Member] | ||||||||||||||||||||||||||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Issuances | $ 325,891 | |||||||||||||||||||||||||||
Private Investor SPA [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 6 | |||||||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 3,697,100 | |||||||||||||||||||||||||||
Term Of Warrant | 3 years | |||||||||||||||||||||||||||
Placement Agent Warrants [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 82,158 | |||||||||||||||||||||||||||
Commissions and Fees, Percent of Gross Proceeds | 8.00% | |||||||||||||||||||||||||||
Private Investor SPA [Member] | ||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 664,584 | 1,026,972 | ||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 996,877 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 3.60 | $ 3.60 | ||||||||||||||||||||||||||
Term Of Warrant | 5 years | |||||||||||||||||||||||||||
Proceeds from Issuance of Private Placement | $ 1,595,000 | |||||||||||||||||||||||||||
Private Investor SPA [Member] | Common Stock [Member] | ||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 1,026,972 | |||||||||||||||||||||||||||
Private Investor SPA [Member] | Warrant [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 1,026,972 | |||||||||||||||||||||||||||
Director [Member] | ||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services | shares | 5,148 | 1,925 | 1,895 | 3,125 | 3,431 | 8,333 | ||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 18,018 | $ 5,005 | $ 5,003 | $ 9,000 | $ 6,999 | $ 16,000 | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | shares | 10,000 | |||||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ / shares | $ 2.64 | |||||||||||||||||||||||||||
Director [Member] | Employee Stock Option [Member] | ||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 7 years | |||||||||||||||||||||||||||
Director and Executive Officer [member] | ||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 427,778 | 277,778 | ||||||||||||||||||||||||||
Share Price | $ / shares | $ 3.60 | |||||||||||||||||||||||||||
Conversion of Dividends Payable, Amount Converted | $ 540,000 | |||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ 1,000,000 | $ 1,000,000 | ||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 138,889 | |||||||||||||||||||||||||||
Stock and Warrants Issued During Period, Vaue | $ 1,540,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 3.60 | |||||||||||||||||||||||||||
Chief Executive Officer [Member] | ||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services | shares | 8,333 | |||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 17,000 | |||||||||||||||||||||||||||
Four Members of the Board of Directors [Member] | ||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | shares | 40,000 | |||||||||||||||||||||||||||
Employee [Member] | ||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | shares | 4,167 | |||||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ / shares | $ 2.64 | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value Amount | $ 100,602 | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.91% | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 4 years 182 days | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 138.00% | |||||||||||||||||||||||||||
Employee [Member] | Employee Stock Option [Member] | ||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 7 years | |||||||||||||||||||||||||||
Certain Officers, Employees, and Contractors [Member] | ||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | shares | 60,000 | 1,120,000 | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 7 years | |||||||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ / shares | $ 3.50 | $ 2.65 | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Fair Value Amount | $ 179,220 | $ 2,560,081 | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.73% | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 4 years 182 days | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 135.00% | 138.00% | ||||||||||||||||||||||||||
Certain Officers, Employees, and Contractors [Member] | Employee Stock Option [Member] | ||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 7 years | |||||||||||||||||||||||||||
Reverse Stock Split [Member] | ||||||||||||||||||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 12 | |||||||||||||||||||||||||||
Maximum [Member] | Certain Officers, Employees, and Contractors [Member] | ||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 2.11% | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 7 years | |||||||||||||||||||||||||||
Minimum [Member] | Certain Officers, Employees, and Contractors [Member] | ||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.91% | |||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 4 years 182 days | |||||||||||||||||||||||||||
Series A-1 Convertible Preferred Stock [Member] | ||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized | shares | 100,000 | 100,000 | 100,000 | |||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||||||||||||||
Preferred Stock, Shares Outstanding | shares | 90,000 | 90,000 | 90,000 | |||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 5,500 | 84,500 | ||||||||||||||||||||||||||
Share Price | $ / shares | $ 100 | $ 100 | ||||||||||||||||||||||||||
Proceeds from Issuance of Convertible Preferred Stock | $ 550,000 | $ 8,450,000 | ||||||||||||||||||||||||||
Initial Conversion Price | $ / shares | $ 3.60 | $ 3.60 | ||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 6.00% | |||||||||||||||||||||||||||
Period Preceding the Dividend Payment Date | 10 days | |||||||||||||||||||||||||||
Liquidation Value Per Share | $ / shares | $ 100 | |||||||||||||||||||||||||||
Dividends Payable | $ 135,000 | $ 135,000 | $ 270,000 | |||||||||||||||||||||||||
Series A-1 Convertible Preferred Stock [Member] | Maximum [Member] | ||||||||||||||||||||||||||||
Maximum Ownership as a Result of Conversion | 9.99% | |||||||||||||||||||||||||||
Series B-1 Convertible Preferred Stock [Member] | ||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized | shares | 105,000 | 105,000 | 105,000 | |||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||||||||||||||||||
Preferred Stock, Shares Outstanding | shares | 105,000 | 105,000 | 105,000 | |||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 105,000 | |||||||||||||||||||||||||||
Share Price | $ / shares | $ 100 | |||||||||||||||||||||||||||
Proceeds from Issuance of Convertible Preferred Stock | $ 10,500,000 | |||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 2.50% | |||||||||||||||||||||||||||
Period Preceding the Dividend Payment Date | 10 days | |||||||||||||||||||||||||||
Liquidation Value Per Share | $ / shares | $ 100 | |||||||||||||||||||||||||||
Dividends Payable | $ 328,125 | $ 328,125 | $ 131,250 | |||||||||||||||||||||||||
Series B-1 Convertible Preferred Stock [Member] | Maximum [Member] | ||||||||||||||||||||||||||||
Maximum Ownership as a Result of Conversion | 9.99% | |||||||||||||||||||||||||||
September 2015 Warrants [Member] | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 3.60 | |||||||||||||||||||||||||||
Term Of Warrant | 5 years |
Note 10 - Segment Information (
Note 10 - Segment Information (Details Textual) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Number of Reportable Segments | 1 | |||
Geographic Concentration Risk [Member] | Sales Revenue, Net [Member] | North America [Member] | ||||
Concentration Risk, Percentage | 81.00% | 90.00% | 75.00% | 84.00% |
Note 12 - Major Customers and40
Note 12 - Major Customers and Accounts Receivable (Details Textual) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016 | Jun. 30, 2017 | Sep. 30, 2017USD ($) | Sep. 30, 2016 | Dec. 31, 2016USD ($) | |
Allowance for Doubtful Accounts Receivable, Noncurrent | $ 1,000,000 | $ 1,000,000 | $ 500,000 | |||
Percentage of Remaining Balance Owned Reserved | 48.00% | 48.00% | ||||
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | ||||||
Concentration Risk, Number of Major Customers | 2 | 2 | 2 | 1 | ||
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | Two Customers [Member] | ||||||
Concentration Risk, Percentage | 45.00% | 44.00% | 32.00% | |||
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | One Customer [Member] | ||||||
Concentration Risk, Percentage | 22.00% | |||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||||||
Concentration Risk, Number of Major Customers | 1 | |||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | One Customer [Member] | ||||||
Concentration Risk, Percentage | 44.00% | |||||
Customer Concentration Risk [Member] | Non-current Accounts Receivable [Member] | One Customer [Member] | ||||||
Concentration Risk, Percentage | 100.00% | 100.00% | ||||
Customer Concentration Risk [Member] | Current Accounts Receivable [Member] | One Customer [Member] | ||||||
Concentration Risk, Number of Major Customers | 1 | |||||
Concentration Risk, Percentage | 81.00% |
Note 13 - Subsequent Events (De
Note 13 - Subsequent Events (Details Textual) - $ / shares | Nov. 13, 2017 | Oct. 17, 2017 | Aug. 09, 2017 | May 11, 2017 | Mar. 15, 2017 | Aug. 10, 2016 | May 11, 2016 | Mar. 08, 2016 | May 31, 2017 | Nov. 06, 2017 | Aug. 07, 2017 | Mar. 09, 2015 |
Maximum Ownership as a Result of Conversion | 9.99% | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 47,917 | |||||||||||
Stock Issued During Period, Shares, Issued for Services | 61,667 | |||||||||||
Director [Member] | ||||||||||||
Stock Issued During Period, Shares, Issued for Services | 5,148 | 1,925 | 1,895 | 3,125 | 3,431 | 8,333 | ||||||
Conversion of Series A-1 Shares into Common Stock [Member] | ||||||||||||
Conversion of Stock, Shares Issued | 761,222 | |||||||||||
Subsequent Event [Member] | ||||||||||||
Maximum Ownership as a Result of Conversion | 35.00% | |||||||||||
Subsequent Event [Member] | Director [Member] | ||||||||||||
Stock Issued During Period, Shares, Issued for Services | 2,276 | |||||||||||
Subsequent Event [Member] | Consultancy Firm [Member] | ||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 100,000 | |||||||||||
Subsequent Event [Member] | Conversion of Series A-1 Shares into Common Stock [Member] | ||||||||||||
Conversion of Stock, Shares Converted | 27,404 | |||||||||||
Preferred Stock, Conversion Price | $ 3.60 |