Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 25, 2019 | Jun. 30, 2018 | |
Document And Entity Information | |||
Entity Registrant Name | Blink Charging Co. | ||
Entity Central Index Key | 0001429764 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | false | ||
Entity Ex Transition Period | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 91,654,078 | ||
Entity Common Stock, Shares Outstanding | 26,223,809 | ||
Trading Symbol | BLNK | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2018 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current Assets: | ||
Cash and cash equivalents | $ 18,417,513 | $ 185,151 |
Accounts receivable and other receivables, net | 168,169 | 227,918 |
Inventory, net | 1,235,334 | 247,466 |
Current portion of operating lease right-of-use asset | 168,595 | |
Prepaid expenses and other current asset | 839,520 | 108,352 |
Total Current Assets | 20,829,131 | 768,887 |
Property and equipment, net | 383,567 | 376,920 |
Operating lease right-of-use asset, non-current portion | 270,713 | |
Intangible assets, net | 95,852 | 106,167 |
Deferred public offering costs | 1,367,730 | |
Other assets | 71,198 | 67,309 |
Total Assets | 21,650,461 | 2,687,013 |
Current Liabilities: | ||
Accounts payable | 1,420,178 | 4,228,073 |
Accrued expenses | 2,706,939 | 23,135,344 |
Accrued issuable equity | 318,493 | 2,939,906 |
Derivative liabilities | 3,448,390 | |
Current portion of convertible notes payable | 50,000 | |
Convertible notes payable - related party | 747,567 | |
Notes payable | 287,966 | 597,966 |
Current portion of operating lease liabilities | 151,997 | |
Current portion of deferred revenue | 357,048 | 383,771 |
Total Current Liabilities | 5,242,621 | 35,531,017 |
Convertible notes payable, non-current portion, net of debt discount of $0 and $499,435 as of December 31, 2018 and 2017, respectively | 3,200,096 | |
Operating lease liabilities, non-current portion | 299,733 | |
Deferred revenue, non-current portion | 13,878 | 50,283 |
Total Liabilities | 5,556,232 | 38,781,396 |
Series B Convertible Preferred Stock, 10,000 shares designated, 0 and 8,250 issued and outstanding as of December 31, 2018 and 2017, respectively | 825,000 | |
Commitments and contingencies | ||
Stockholders' Equity (Deficiency): | ||
Common stock, $0.001 par value, 500,000,000 shares authorized, 26,118,075 and 5,523,673 shares issued and outstanding as of December 31, 2018 and 2017, respectively | 26,118 | 5,524 |
Additional paid-in capital | 175,924,587 | 119,499,141 |
Accumulated deficit | (159,856,481) | (156,435,278) |
Total Stockholders' Equity (Deficiency) | 16,094,229 | (36,919,383) |
Total Liabilities and Stockholders' Equity (Deficiency) | 21,650,461 | 2,687,013 |
Series A Convertible Preferred Stock [Member] | ||
Stockholders' Equity (Deficiency): | ||
Preferred stock, $0.001 par value, 40,000,000 shares authorized; | 11,000 | |
Series C Convertible Preferred Stock [Member] | ||
Stockholders' Equity (Deficiency): | ||
Preferred stock, $0.001 par value, 40,000,000 shares authorized; | 230 | |
Series D Convertible Preferred Stock [Member] | ||
Stockholders' Equity (Deficiency): | ||
Preferred stock, $0.001 par value, 40,000,000 shares authorized; | $ 5 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Convertible notes, debt discount non current | $ 0 | $ 499,435 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 26,118,075 | 5,523,673 |
Common stock, shares outstanding | 26,118,075 | 5,523,673 |
Series B Convertible Preferred Stock [Member] | ||
Temporary equity, shares authorized | 10,000 | 10,000 |
Temporary equity, shares issued | 0 | 8,250 |
Temporary equity, shares outstanding | 0 | 8,250 |
Preferred stock, shares authorized | 10,000 | |
Series A Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 11,000,000 |
Preferred stock, shares outstanding | 0 | 11,000,000 |
Series C Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized | 250,000 | 250,000 |
Preferred stock, shares issued | 0 | 229,551 |
Preferred stock, shares outstanding | 0 | 229,551 |
Series D Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized | 13,000 | 13,000 |
Preferred stock, shares issued | 5,141 | 0 |
Preferred stock, shares outstanding | 5,141 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues: | ||
Total Revenues | $ 2,686,237 | $ 2,500,357 |
Cost of Revenues: | ||
Total Cost of Revenues | 1,783,747 | 1,454,686 |
Gross Profit | 902,490 | 1,045,671 |
Operating Expenses: | ||
Compensation | 9,722,799 | 5,981,561 |
General and administrative expenses | 1,377,370 | 1,282,728 |
Other operating expenses | 1,414,030 | 904,830 |
Lease termination costs | 300,000 | |
Total Operating Expenses | 12,514,199 | 8,469,119 |
Loss From Operations | (11,611,709) | (7,423,448) |
Other (Expense) Income: | ||
Interest expense | (106,060) | (946,131) |
Interest expense - related party share transfer (see Note 15) | (785,200) | |
Amortization of discount on convertible debt | (528,929) | (2,285,173) |
Gain on settlement of accounts payable, net | 972,637 | 22,914 |
Loss on settlement reserve | (127,941) | (12,980,588) |
Change in fair value of derivative and other accrued liabilities | 5,093,024 | (138,164) |
Change in fair value of FGI warrant liabilities | (43,871,675) | |
Change in fair value of investments | (161,823) | |
Loss on settlement of liabilities for equity | (2,136,860) | (7,570,581) |
Loss on deconsolidation of 350 Green | (97,152) | |
Gain on settlement of liabilities to JMJ for equity | 5,800,175 | |
Gain on extinguishment of derivative liabilities | 24,240 | |
Non-compliance penalty for SEC registration requirement | (73,498) | |
Other income | 147,243 | |
Total Other Income (Expense) | 8,190,506 | (67,940,048) |
Net Loss | (3,421,203) | (75,363,496) |
Dividend attributable to Series C shareholders | (4,267,100) | |
Deemed dividend | (23,458,931) | |
Net Loss Attributable to Common Shareholders | $ (26,880,134) | $ (79,630,596) |
Net Loss Per Share | ||
Basic | $ (1.30) | $ (25.95) |
Diluted | $ (1.30) | $ (25.95) |
Weighted Average Number of Common Shares Outstanding | ||
Basic | 20,667,306 | 3,068,456 |
Diluted | 20,667,306 | 3,068,456 |
Charging Service Revenue [Member] | ||
Revenues: | ||
Total Revenues | $ 1,264,719 | $ 1,186,710 |
Product Sales [Member] | ||
Revenues: | ||
Total Revenues | 476,930 | 495,086 |
Network Fees and Other [Member] | ||
Revenues: | ||
Total Revenues | 351,440 | 359,216 |
Warranty [Member] | ||
Revenues: | ||
Total Revenues | 109,614 | 133,867 |
Grant and Rebate [Member] | ||
Revenues: | ||
Total Revenues | 74,776 | 120,905 |
Other [Member] | ||
Revenues: | ||
Total Revenues | 518,372 | 338,440 |
Cost of Charging Services [Member] | ||
Cost of Revenues: | ||
Total Cost of Revenues | 182,323 | 230,283 |
Host Provider Fees [Member] | ||
Cost of Revenues: | ||
Total Cost of Revenues | 375,384 | 336,917 |
Cost of Product Sales [Member] | ||
Cost of Revenues: | ||
Total Cost of Revenues | 426,048 | 237,422 |
Network Costs [Member] | ||
Cost of Revenues: | ||
Total Cost of Revenues | 278,534 | 302,645 |
Warranty and Repairs and Maintenance [Member] | ||
Cost of Revenues: | ||
Total Cost of Revenues | 261,877 | (32,890) |
Depreciation and Amortization [Member] | ||
Cost of Revenues: | ||
Total Cost of Revenues | $ 259,581 | $ 380,309 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Stockholders' Equity (Deficiency) - USD ($) | Convertible Preferred Stock - Series A [Member] | Convertible Preferred Stock - Series C [Member] | Convertible Preferred Stock - Series D [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Noncontrolling Interest Deficit [Member] | Total | |
Balance at Dec. 31, 2016 | $ 11,000 | $ 150 | $ 1,610 | $ 64,078,182 | $ (81,071,782) | $ (3,831,314) | $ 20,812,154 | ||
Balance, shares at Dec. 31, 2016 | 11,000,000 | 150,426 | 1,609,530 | ||||||
Series C convertible preferred stock dividends: Accrual of dividends earned | (754,900) | (754,900) | |||||||
Series C convertible preferred stock issued in satisfaction of public information fee | $ 30 | 3,023,470 | 3,023,500 | ||||||
Series C convertible preferred stock issued in satisfaction of public information fee, shares | 30,235 | ||||||||
Series C convertible preferred stock issued in satisfaction of registration rights penalty | $ 13 | 1,245,487 | 1,245,500 | ||||||
Series C convertible preferred stock issued in satisfaction of registration rights penalty, shares | 12,455 | ||||||||
Series C convertible preferred stock dividends: Accrual of dividends earned | (790,900) | (790,900) | |||||||
Series C convertible preferred stock dividends: Payment of dividends in kind | $ 19 | 1,904,981 | 1,905,000 | ||||||
Series C convertible preferred stock dividends: Payment of dividends in kind, shares | 19,050 | ||||||||
Common stock issued in partial satisfaction of debt | $ 21 | 181,904 | 181,925 | ||||||
Common stock issued in partial satisfaction of debt, shares | 21,166 | ||||||||
Deconsolidation of 350 Green | 3,831,314 | 3,831,314 | |||||||
Series C convertible preferred stock dividends: Accrual of dividends earned | (828,500) | (828,500) | |||||||
Series C convertible preferred stock dividends: Payment of dividends in kind | $ 8 | 826,492 | 826,500 | ||||||
Series C convertible preferred stock dividends: Payment of dividends in kind, shares | 8,266 | ||||||||
Common stock issued in exchange for warrants | $ 3,171 | 46,384,662 | 46,387,833 | ||||||
Common stock issued in exchange for warrants, shares | 3,170,937 | ||||||||
Impact of share rounding as a result of reverse stock split | $ 1 | 1 | |||||||
Impact of share rounding as a result of reverse stock split, shares | 999 | ||||||||
Series C convertible preferred stock dividends: Payment of dividends in kind | $ 10 | 10 | |||||||
Series C convertible preferred stock dividends: Payment of dividends in kind, shares | 9,119 | ||||||||
Common stock issued in satisfaction of accrued issuable equity | $ 711 | 4,024,327 | 4,025,038 | ||||||
Common stock issued in satisfaction of accrued issuable equity, shares | 711,041 | ||||||||
Stock-based compensation | $ 10 | 203,936 | 203,946 | ||||||
Stock-based compensation, shares | 10,000 | ||||||||
Series D convertible preferred stock issued in satisfaction of liabilities | |||||||||
Warrants reclassified from derivative liabilities | |||||||||
Warrants issued in satisfaction of accrued issuable equity | |||||||||
Net loss | (75,363,496) | (75,363,496) | |||||||
Balance at Dec. 31, 2017 | $ 11,000 | $ 230 | $ 5,524 | 119,499,141 | (156,435,278) | (36,919,383) | |||
Balance, shares at Dec. 31, 2017 | 11,000,000 | 229,551 | 5,523,673 | ||||||
Series C convertible preferred stock dividends: Accrual of dividends earned | (607,800) | (607,800) | |||||||
Series C convertible preferred stock dividends: Payment of dividends in kind | $ 25 | 2,500,575 | 2,500,600 | ||||||
Series C convertible preferred stock dividends: Payment of dividends in kind, shares | 25,006 | ||||||||
Common stock issued in satisfaction of accrued issuable equity | $ 396 | 898,677 | 899,072 | ||||||
Common stock issued in satisfaction of accrued issuable equity, shares | 395,703 | ||||||||
Stock-based compensation | $ 1,179 | 3,363,608 | 3,364,787 | ||||||
Stock-based compensation, shares | 1,179,098 | ||||||||
Common stock and warrants issued in public offering | [1] | $ 4,353 | 14,876,462 | 14,880,815 | |||||
Common stock and warrants issued in public offering, shares | [1] | 4,353,000 | |||||||
Common stock issued upon conversion of Series A convertible preferred stock | $ (11,000) | $ 550 | 10,450 | ||||||
Common stock issued upon conversion of Series A convertible preferred stock, shares | (11,000,000) | 550,000 | |||||||
Common stock issued in satisfaction of Series B convertible preferred stock | $ 223 | 824,777 | 825,000 | ||||||
Common stock issued in satisfaction of Series B convertible preferred stock, shares | 223,235 | ||||||||
Common stock issued upon conversion of Series C convertible preferred stock | $ (255) | $ 9,112 | (8,857) | ||||||
Common stock issued upon conversion of Series C convertible preferred stock, shares | (254,557) | 9,111,644 | |||||||
Series D convertible preferred stock issued in satisfaction of liabilities | $ 12 | 12,004,988 | 12,005,000 | ||||||
Series D convertible preferred stock issued in satisfaction of liabilities, shares | 12,005 | ||||||||
Common stock issued in partial satisfaction of debt and other liabilities | $ 1,488 | 4,282,500 | 4,283,988 | ||||||
Common stock issued in partial satisfaction of debt and other liabilities, shares | 1,488,021 | ||||||||
Warrants reclassified from derivative liabilities | 36,445 | 36,445 | |||||||
Beneficial conversion feature of Series B and C convertible preferred stock | 23,458,931 | 23,458,931 | |||||||
Deemed dividend related to immediate accretion of beneficial conversion of Series B and C convertible preferred stock | (23,458,931) | (23,458,931) | |||||||
Contribution of capital - related party share transfer | 785,200 | 785,200 | |||||||
Common stock issued in partial satisfaction of debt and other liabilities | $ 25 | 69,975 | 70,000 | ||||||
Common stock issued in partial satisfaction of debt and other liabilities, shares | 25,669 | ||||||||
Common stock issued upon conversion of Series D convertible preferred stock | $ (4) | $ 1,400 | (1,396) | ||||||
Common stock issued upon conversion of Series D convertible preferred stock, shares | (4,368) | 1,400,000 | |||||||
Proceeds from exercise of warrants | $ 4,034 | 17,139,022 | 17,143,056 | ||||||
Proceeds from exercise of warrants, shares | 4,033,660 | ||||||||
Return and retirement of common stock | $ (2,942) | 2,942 | |||||||
Return and retirement of common stock, shares | (2,942,099) | ||||||||
Warrants issued in satisfaction of accrued issuable equity | 409,042 | 409,042 | |||||||
Common stock issued upon conversion of Series D convertible preferred stock | $ (3) | $ 700 | (697) | ||||||
Common stock issued upon conversion of Series D convertible preferred stock, shares | (2,184) | 700,000 | |||||||
Return and retirement of common stock previously held as collateral | $ (24) | (67,034) | (67,058) | ||||||
Return and retirement of common stock previously held as collateral, shares | (23,529) | ||||||||
Commissions paid to placement agents | (93,333) | (93,333) | |||||||
Common stock issued upon conversion of Series D convertible preferred stock | $ 100 | (100) | |||||||
Common stock issued upon conversion of Series D convertible preferred stock, shares | (312) | 100,000 | |||||||
Net loss | (3,421,203) | (3,421,203) | |||||||
Balance at Dec. 31, 2018 | $ 5 | $ 26,118 | $ 175,924,587 | $ (159,856,481) | $ 16,094,229 | ||||
Balance, shares at Dec. 31, 2018 | 5,141 | 26,118,075 | |||||||
[1] | Includes gross proceeds of $18,504,320, less issuance costs of $3,623,505. |
Consolidated Statement of Cha_2
Consolidated Statement of Changes in Stockholders' Equity (Deficiency) (Parenthetical) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Proceeds from public offering, gross | $ 18,504,320 |
Issuance costs | $ 3,623,505 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | ||
Cash Flows From Operating Activities | |||
Net loss | $ (3,421,203) | $ (75,363,496) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 360,765 | 412,594 | |
Accretion of interest expense | 532,323 | ||
Amortization of discount on convertible debt | 528,929 | 2,285,173 | |
Change in fair value of derivative and other accrued liabilities | 5,093,024 | (44,009,839) | |
Loss on inducement | 7,570,581 | ||
Provision for bad debt | 67,695 | 35,000 | |
Loss on settlement reserve | 127,941 | ||
Loss on settlement of liabilities for equity | 2,136,860 | ||
Gain on settlement of liabilities to JMJ for equity | (5,800,175) | ||
Interest expense - related party share transfer (see Note 9) | 785,200 | ||
Gain on settlement of accounts payable, net | (972,637) | (22,914) | |
Gain on extinguishment of derivative liabilities | (24,240) | ||
Loss on deconsolidation of 350 Green | 97,152 | ||
Provision for slow moving and obsolete inventory | 204,000 | ||
Loss on disposal of property and equipment | 66,746 | 803 | |
Non-compliance penalty for SEC registration requirement | 73,498 | ||
Common stock | 3,612,411 | 1,474,367 | |
Options | 85,386 | 320,443 | |
Warrants | 114,069 | 1,349,994 | |
Changes in operating assets and liabilities: | |||
Accounts receivable and other receivables | (7,946) | (134,603) | |
Inventory | (1,143,262) | 147,359 | |
Prepaid expenses and other current assets | (798,226) | (23,721) | |
Other assets | (3,889) | 22,264 | |
Accounts payable and accrued expenses | (4,183,227) | 14,930,824 | |
Deferred revenue | (63,128) | (266,141) | |
Total Adjustments | (9,999,752) | 72,814,835 | |
Net Cash Used in Operating Activities | (13,420,955) | (2,548,661) | |
Cash Flows From Investing Activities | |||
Purchases of property and equipment | (37,711) | (23,169) | |
Net Cash Used In Investing Activities | (37,711) | (23,169) | |
Cash Flows From Financing Activities | |||
Proceeds from sale of common stock in public offering [1] | [1] | 16,243,055 | |
Payment of public offering costs | (1,190,082) | ||
Payments of deferred offering costs | (172,158) | ||
Payments of debt issuance costs | (72,945) | ||
Bank overdrafts, net | (11,566) | ||
Proceeds from issuance of convertible note payable | 2,500,000 | ||
Proceeds from exercise of warrants | 17,143,055 | ||
Proceeds from issuance of notes payable to non-related party | 55,000 | 260,000 | |
Proceeds from advance from a related party | 250,000 | 257,645 | |
Repayment of notes and convertible notes payable | (810,000) | (9,893) | |
Net Cash Provided by Financing Activities | 31,691,028 | 2,751,083 | |
Net Increase In Cash | 18,232,362 | 179,253 | |
Cash - Beginning of Period | 185,151 | 5,898 | |
Cash - End of Period | 18,417,513 | 185,151 | |
Supplemental Disclosures of Cash Flow Information: | |||
Interest expense | 44,407 | 44 | |
Non-cash investing and financing activities: | |||
Common stock issued in partial satisfaction of debt and other liabilities | 4,353,988 | ||
Reduction of additional paid-in capital for public offering issuance costs that were previously paid | (172,158) | ||
Common stock issued upon conversion of Series A convertible preferred stock | 11,000 | ||
Common stock issued in satisfaction of Series B convertible preferred stock | 825,000 | ||
Common stock issued upon conversion of Series C convertible preferred stock | 255 | ||
Common stock issued upon conversion of Series D convertible preferred stock | 7 | ||
Issuance of common stock for services previously accrued | 181,924 | ||
Warrants issued in satisfaction of accrued issuable equity | 409,042 | ||
Return and retirement of common stock | 2,942 | ||
Warrants reclassified from derivative liabilities | 36,445 | ||
Accrual of contractual dividends on Series C Convertible Preferred Stock | 607,800 | 4,267,100 | |
Issuance of Series C Convertible Preferred Stock in satisfaction of contractual dividends | 2,500,600 | 3,643,401 | |
Issuance of Series C Convertible Preferred Stock in satisfaction of public information fee | 3,023,500 | ||
Issuance of Series C Convertible Preferred Stock in satisfaction registration rights penalty | 1,245,500 | ||
Accrual of warrant obligation in connection with issuance of notes payable | 1,200,000 | ||
Transfer of inventory to property and equipment | (48,606) | ||
Accrual of deferred public offering costs | 860,097 | ||
Issuance or accrual of common stock, warrants and embedded conversion options as debt discount in connection with the issuance of notes payable | 1,382,224 | ||
Series D convertible preferred stock issued in satisfaction of liabilities | 12,005,000 | ||
Issuance of common stock in exchange for warrants | 46,385,962 | ||
Return and retirement of common stock previously held as collateral | 67,058 | ||
Common stock issued in satisfaction of accrued issuable equity | $ 899,072 | $ 4,235,402 | |
[1] | Includes gross proceeds of $18,504,320, less issuance costs of $2,261,265 deducted directly from the offering proceeds. |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Statement of Cash Flows [Abstract] | |
Proceeds from public offering, gross | $ 18,504,320 |
Issuance costs | $ 2,261,265 |
Business Organization, Nature o
Business Organization, Nature of Operations and Basis of Presentation | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Organization, Nature of Operations and Basis of Presentation | 1. BUSINESS ORGANIZATION, NATURE OF OPERATIONS AND BASIS OF PRESENTATION Blink Charging Co., through its wholly-owned subsidiaries (collectively, the “Company” or “Blink”), is a leading owner, operator, and provider of electric vehicle (“EV”) charging equipment and networked EV charging services. Blink offers both residential and commercial EV charging equipment, enabling EV drivers to easily recharge at various location types. Blink’s principal line of products and services is its Blink EV charging network (the “Blink Network”) and EV charging equipment, also known as electric vehicle supply equipment (“EVSE”) and EV-related services. The Blink Network is a proprietary cloud-based software that operates, maintains, and tracks the Blink EV charging stations and their associated charging data. The Blink Network provides property owners, managers, and parking companies (“Property Partners”) with cloud-based services that enable the remote monitoring and management of EV charging stations, payment processing, and provides EV drivers with vital station information including station location, availability, and applicable fees. Blink offers its Property Partners a range of business models for EV charging equipment and services. that generally fall into one of the three business models below. ● In the Company’s comprehensive turnkey business model, Blink owns and operates the EV charging equipment, undertakes and manages the installation, maintenance and related services, and Blink keeps substantially all of the EV charging revenue. ● In the Company’s Hybrid business model, the Property Partner incurs the installation costs, while Blink provides the charging equipment. Blink operates and manages the EV charging station and provides connectivity of the charging station to the Blink Network. As a result, Blink shares a greater portion of the EV charging revenue with the Property Partner than under the turnkey mode above. ● In the Company’s Host owned business model, the Property Partner purchases, owns and manages the Blink EV charging station, incurs the installation costs of the equipment, while Blink provides site recommendations, connectivity to the Blink Network and optional maintenance services, and the Property Partner keeps substantially all of the EV charging revenue. We have strategic partnerships across numerous transit/destination locations, including airports, auto dealers, healthcare/medical, hotels, mixed-use, municipal locations, multifamily residential and condos, parks and recreation areas, parking lots, religious institutions, restaurants, retailers, schools and universities, stadiums, supermarkets, transportation hubs, and workplace locations. Effective August 29, 2017, pursuant to authority granted by the stockholders of the Company, the Company implemented a 1-for-50 reverse split of the Company’s issued and outstanding common stock (the “Reverse Split”). The number of authorized shares remains unchanged. All share and per share information has been retroactively adjusted to reflect the Reverse Split for all periods presented, unless otherwise indicated. See Note 12 – Stockholders’ Equity for additional details regarding the Company’s authorized capital. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES LIQUIDITY AND FINANCIAL CONDITION As of December 31, 2018, the Company had a cash balance, net working capital and an accumulated deficit of $18,417,513, $15,586,510 and $159,856,481, respectively. During the years ended December 31, 2018 and 2017 the Company incurred net losses of $3,421,203 and $75,363,496, respectively. The Company believes its current cash on hand is sufficient to meet its operating obligations and capital requirements for at least twelve months from the issuance date of these financial statements. Thereafter, the Company may need to raise further capital through the sale of additional equity or debt securities or other debt instruments to support its future operations. The Company’s operating needs include the planned costs to operate its business, including amounts required to fund working capital and capital expenditures. The Company’s future capital requirements and the adequacy of its available funds will depend on many factors, including the Company’s ability to successfully commercialize its products and services, competing technological and market developments, and the need to enter into collaborations with other companies or acquire other companies or technologies to enhance or complement its product and service offerings. Company’s future capital requirements and the adequacy of its available funds will depend on many factors, including the Company’s ability to successfully commercialize its products and services, competing technological and market developments, and the need to enter into collaborations with other companies or acquire other companies or technologies to enhance or complement its product and service offerings. There is also no assurance that the amount of funds the Company might raise will enable the Company to complete its development initiatives or attain profitable operations. If the Company is unable to obtain additional financing on a timely basis, it may have to curtail its development, marketing and promotional activities, which would have a material adverse effect on the Company’s business, financial condition and results of operations, and ultimately, the Company could be forced to discontinue its operations and liquidate. There is also no assurance that the amount of funds the Company might raise will enable the Company to complete its development initiatives or attain profitable operations. If the Company is unable to obtain additional financing on a timely basis, it may have to curtail its development, marketing and promotional activities, which would have a material adverse effect on the Company’s business, financial condition and results of operations, and ultimately, the Company could be forced to discontinue its operations and liquidate. PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of Blink Charging Co. and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Through April 16, 2014, 350 Green LLC (“350 Green”) was a wholly-owned subsidiary of the Company in which the Company had full voting control and was therefore consolidated. Beginning on April 17, 2014, when 350 Green’s assets and liabilities were transferred to a trust mortgage, 350 Green became a Variable Interest Entity (“VIE”). The consolidation guidance relating to accounting for VIEs requires an enterprise to perform an analysis to determine whether the enterprise’s variable interest or interests give it a controlling financial interest in a variable interest entity and perform ongoing reassessments of whether an enterprise is the primary beneficiary of a VIE. The Company determined that it was the primary beneficiary of 350 Green, and as such, effective April 17, 2014, and as such 350 Green’s assets, liabilities and results of operations were included in the Company’s consolidated financial statements. On May 18, 2017, each of 350 Green and Green 350 Trust Mortgage LLC filed to commence an Assignment for the Benefit of Creditors, which resulted in its residual assets being controlled by an assignee in a judicial proceeding. As a result, as of May 18, 2017, 350 Green is no longer a variable interest entity of the Company and, accordingly, 350 Green, which had approximately $3.7 million of liabilities, has been deconsolidated from the Company’s financial statements which resulted in a loss $97,152 and was recorded on the statement of operations for the year ended December 31, 2017. On March 26, 2018, final judgment has been reached relating to the Assignment for the Benefit of the Creditors, whereby all remaining assets of 350 Green are abandoned to their respective property owners where the charging stations have been installed, thus on March 26, 2018 the assignment proceeding has closed. USE OF ESTIMATES Preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the financial statements. The Company’s significant estimates used in these financial statements include, but are not limited to, stock-based compensation, accounts receivable reserves, warranty reserves, inventory valuations, the valuation allowance related to the Company’s deferred tax assets, the carrying amount of intangible assets, right of use assets and related leases payable estimates of future EV sales and the effects thereon, derivative liabilities and the recoverability and useful lives of long-lived assets. Certain of the Company’s estimates could be affected by external conditions, including those unique to the Company and general economic conditions. It is reasonably possible that these external factors could have an effect on the Company’s estimates and could cause actual results to differ from those estimates. CASH AND CASH EQUIVALENTS The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents in the consolidated financial statements. The Company has cash on deposits in several financial institutions which, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. The Company has not experienced losses in such accounts and periodically evaluates the creditworthiness of its financial institutions. The Company reduces its credit risk by placing its cash and cash equivalents with major financial institutions. As of December 31, 2018, the Company had cash balances in excess of FDIC insurance limits of $862,145, of which, $16,992,416, was held in a money market account at a financial institution at December 31, 2018. No funds were held in money market accounts at December 31, 2017. ACCOUNTS RECEIVABLE Accounts receivable are carried at their contractual amounts, less an estimate for uncollectible amounts. As of December 31, 2018 and 2017, there was an allowance for uncollectable amounts of $84,542 and $35,000, respectively. Management estimates the allowance for bad debts based on existing economic conditions, the financial conditions of the customers, and the amount and age of past due accounts. Receivables are considered past due if full payment is not received by the contractual due date. Past due accounts are generally written off against the allowance for bad debts only after all collection attempts have been exhausted. INVENTORY Inventory is comprised of electric charging stations and related parts, which are available for sale or for warranty requirements. Inventory is stated at the lower of cost and net realizable value. Cost is determined by the first-in, first-out method. Inventory that is sold to third parties is included within cost of sales and inventory that is installed on the premises of participating owner/operator properties, where the Company retains ownership, is transferred to property and equipment at the carrying value of the inventory. The Company periodically reviews for slow-moving, excess or obsolete inventories. Products that are determined to be obsolete, if any, are written down to net realizable value. Based on the aforementioned periodic reviews, the Company recorded an inventory reserve for slow-moving or excess inventory of $396,000 and $209,325 as of December 31, 2018 and 2017, respectively. As of December 31, 2018 and 2017, the Company’s inventory was comprised solely of finished goods and parts that are available for sale. PROPERTY AND EQUIPMENT Property and equipment is stated at cost, net of accumulated depreciation and amortization which is recorded commencing at the in-service date using the straight-line method over the estimated useful lives of the assets. Useful Lives Asset (In Years) Computer software and office and computer equipment 3 - 5 Machinery and equipment, automobiles, furniture and fixtures 3 - 10 Installed Level 2 electric vehicle charging stations 3 - 7 Installed Level 3 (DC Fast Chargers (“DCFC”)) electric vehicle charging stations 5 When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the statements of operations for the respective period. Minor additions and repairs are expensed in the period incurred. Major additions and repairs which extend the useful life of existing assets are capitalized and depreciated using the straight-line method over their remaining estimated useful lives. EV charging stations represents the cost, net of accumulated depreciation, of charging devices that have been installed on the premises of participating owner/operator properties or are earmarked to be installed. The Company had no EV charging stations that were not placed in service as of December 31, 2018 and 2017. The Company’s long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company assesses the recoverability of its long-lived assets by monitoring current selling prices of car charging units in the open market, the adoption rate of various auto manufacturers in the EV market and projected car charging utilization at various public car charging stations throughout its network in determining fair value. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. See Note 4 – Property and Equipment for additional details. INTANGIBLE ASSETS Intangible assets were acquired in conjunction with the acquisition of Blink Network LLC (“Blink Network”) during 2013 and were recorded at their fair value at such time. Trademarks are amortized on a straight-line basis over their useful life of ten years. Patents are amortized on a straight-line basis over the lives of the patent (twenty years or less), commencing when the patent is approved and placed in service. SEGMENTS The Company operates a single segment business. The Company’s Chief Executive Officer, who is the chief operating decision maker, views the Company’s operating performance on a consolidated basis as Blink’s only business is the sale and distribution of electric vehicle charging equipment and its associated revenues earned from customers and/or Property Partners who use equipment connected to its network. DERIVATIVE FINANCIAL INSTRUMENTS The Company evaluates its convertible instruments to determine if those contracts or embedded components of those contracts qualify as derivative financial instruments to be separately accounted for in accordance with Topic 815 of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). The accounting treatment of derivative financial instruments requires that the Company record the conversion options and warrants at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date. Conversion options are recorded as a discount to the host instrument and are amortized as interest expense over the life of the underlying instrument. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. The Binomial Lattice Model was used to estimate the fair value of the warrants that are classified as derivative liabilities on the consolidated balance sheets. The model includes subjective input assumptions that can materially affect the fair value estimates. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants. REVENUE RECOGNITION On January 1, 2018, the Company adopted ASC Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing accounting principles generally accepted in the United States of America (“U.S. GAAP”) including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The Company adopted ASC 606 for all applicable contracts using the modified retrospective method, which would have required a cumulative-effect adjustment, if any, as of the date of adoption. The adoption of ASC 606 did not have a material impact on the Company’s consolidated financial statements as of the date of adoption. As a result, a cumulative-effect adjustment was not required. The Company recognizes revenue primarily from five different types of contracts: ● Charging service revenue – company-owned charging stations ● Product sales ● Network fees and other ● Other The following table summarizes our revenue recognized under ASC 606 in our consolidated statements of operations: For The Years Ended December 31, 2018 2017 Revenues - Recognized at a Point in Time Charging service revenue - company-owned charging stations $ 1,264,719 $ 1,186,710 Product sales 476,930 495,086 Other 187,252 338,440 Total Revenues - Recognized at a Point in Time 1,928,901 2,020,236 Revenues - Recognized Over a Period of Time: Network fees and other 351,440 359,216 Total Revenues - Recognized Over a Period of Time 351,440 359,216 Total Revenue Under ASC 606 $ 2,280,341 $ 2,379,452 The timing of the Company’s revenue recognition may differ from the timing of payment by its customers. A receivable is recorded when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. As of December 31, 2018, the Company had $264,860 related to contract liabilities where performance obligations have not yet been satisfied, which has been included within deferred revenue on the consolidated balance sheet as of December 31, 2018. The Company expects to satisfy its remaining performance obligations for network fees and warranty revenue and recognize the revenue within the next twelve months. During the year ended December 31, 2018, the Company recognized $324,956 of revenues related to network fees and warranty contracts, which was included in deferred revenues as of December 31, 2017. During the year ended December 31, 2018, there was no revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods. Grants, rebates and alternative fuel credits, which are not within the scope of ASC 606, pertaining to revenues and periodic expenses are recognized as income when the related revenue and/or periodic expense are recorded. Grants and rebates related to EV charging stations and their installation are deferred and amortized in a manner consistent with the related depreciation expense of the related asset over their useful lives over the useful life of the charging station. During the years ended December 31, 2018 and 2017, the Company recorded $74,776 and $120,905, respectively, related to grant and rebate revenue. At December 31, 2018 and 2017, there was $106,066 and $181,913, respectively, of deferred grant and rebate revenue to be amortized. During the year ended December 31, 2018, the Company recognized $331,120 of revenue related to alternative fuel credits, which is included within other revenue on the consolidated statement of operations. CONCENTRATIONS As of December 31, 2018 and 2017, accounts receivable from a significant customer were approximately 35% and 32%, respectively, of total accounts receivable STOCK-BASED COMPENSATION The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees and non-employees, the fair value of the award is measured on the grant date. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. The Company computes the fair value of equity-classified warrants and options granted using the Black-Scholes option pricing model. LEASES In February 2016, the FASB issued a new standard related to leases to increase transparency and comparability among organizations by requiring the recognition of operating lease right-of-use (“ROU”) assets and lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases. Under the standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The Company is also required to recognize and measure new leases at the adoption date and recognize a cumulative-effect adjustment in the period of adoption using a modified retrospective approach, with certain practical expedients available. The Company early adopted ASC 842 effective July 1, 2018 and elected to apply the available practical expedients and implemented internal controls and key system functionality to enable the preparation of financial information on adoption. The standard had an impact on the Company’s consolidated balance sheets but did not have an impact on the Company’s consolidated statements of operations or consolidated statements of cash flows upon adoption. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases, while the Company’s accounting for finance leases remained substantially unchanged. The adoption of ASC 842 did not have a material impact in the current year and prior year comparative periods and as a result, a cumulative-effect adjustment was not required. The Company provides charging services at designated locations on the hosts property at which the charging station is situated. In consideration thereof, the host shares in the monthly revenue generated by the charging station on percentage basis. As the charging station monthly revenue generated is variable, the host’s monthly revenue derived there from is similarly variable. In accordance with ASC 842 the hosts’ portion of revenue is variable and not predicated on an index or rate, as defined, these payments are not within the scope ASC 842. INCOME TAXES The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of items that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. As of December 31, 2018 and 2017, the Company maintained a full valuation allowance against its deferred tax assets, since it is more likely than not that the future tax benefit on such temporary differences will not be realized. The Company recognizes the tax benefit from an uncertain income tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement by examining taxing authorities. The Company has open tax years going back to 2015 (or the tax year ended December 31, 2010 if the Company were to utilize its NOLs) which will be subject to audit by federal and state authorities upon filing. The Company’s policy is to recognize interest and penalties accrued on uncertain income tax positions in interest expense in the Company’s consolidated statements of operations. As of December 31, 2018 and 2017, the Company had no liability for unrecognized tax benefits. The Company does not expect the unrecognized tax benefits to change significantly over the next 12 months. NET LOSS PER COMMON SHARE The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive: For the Years Ended December 31, 2018 2017 Convertible preferred stock 1,647,756 2,998,355 Warrants 6,837,061 275,332 Options 109,546 107,901 Convertible notes - 20,555 Total potentially dilutive shares 8,594,363 3,402,143 COMMITMENTS AND CONTINGENCIES Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. RECLASSIFICATIONS Certain prior year balances have been reclassified in order to conform to current year presentation. These reclassifications have no effect on previously reported results of operations or loss per share. RECENTLY ISSUED ACCOUNTING PRONOUCEMENTS In June 2016, the FASB issued ASU 2016-13 - Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments. ASU 2016-13 amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses. The new standard applies to financial assets measured at amortized cost basis, including receivables that result from revenue transactions and held-to-maturity debt securities. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, and early adoption is permitted for fiscal years beginning after December 15, 2018. The Company is currently evaluating the effect that adopting this new accounting guidance will have on its consolidated financial statements and related disclosures. In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260) and Derivatives and Hedging (Topic 815) - Accounting for Certain Financial Instruments with Down Round Features” (“ASU 2017-11”). Equity-linked instruments, such as warrants and convertible instruments may contain down round features that result in the strike price being reduced on the basis of the pricing of future equity offerings. Under ASU 2017-11, a down round feature will no longer require a freestanding equity-linked instrument (or embedded conversion option) to be classified as a liability that is remeasured at fair value through the income statement (i.e. marked-to-market). However, other features of the equity-linked instrument (or embedded conversion option) must still be evaluated to determine whether liability or equity classification is appropriate. Equity classified instruments are not marked-to-market. For earnings per share (“EPS”) reporting, the ASU requires companies to recognize the effect of the down round feature only when it is triggered by treating it as a dividend and as a reduction of income available to common shareholders in basic EPS. The amendments in this ASU are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company adopted ASU 2017-11 effective January 1, 2019 and its adoption did not have a material impact on the Company’s consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815), Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”) which is intended to better align an entity’s risk management activities and its financial reporting for hedging relationships. ASU 2017-12 will change both the designation and measurement guidance for a qualifying hedging relationship and the presentation of the impact of the hedging relationship on the entity’s financial statements. In addition, ASU 2017-12 contains targeted improvements to ease the application of current guidance related to the assessment of hedge effectiveness and eliminates the requirement for an entity to separately measure and report hedge ineffectiveness. For public companies, these amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. The Company adopted ASU 2017-12 effective January 1, 2019 and its adoption did not have a material impact on the Company’s consolidated financial statements. In August 2018, the FASB issued Accounting Standards Update No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The amendments in ASU 2018-13 modify the disclosure requirements on fair value measurements based on the concepts in the Concepts Statement, including the consideration of costs and benefits. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The amendments are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating ASU 2018-13 and its impact on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15 - Intangibles - Goodwill and Other - Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. ASU 2018-15 aligns the requirements for capitalizing implementation costs in such cloud computing arrangements with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. This ASU is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019 with early adoption permitted. Entities can choose to adopt the new guidance prospectively or retrospectively. The Company is currently evaluating the effect that adopting this new accounting guidance will have on its consolidated financial statements and related disclosures. In November 2018, the FASB issued Accounting Standards Update No. 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 (“ASU 2018-18”), which clarifies that certain transactions between participants in a collaborative arrangement should be accounted for under ASC 606 when the counterparty is a customer. In addition, ASU 2018-18 precludes an entity from presenting consideration from a transaction in a collaborative arrangement as revenue from contracts with customers if the counterparty is not a customer for that transaction. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. Early adoption is permitted, including adoption in any interim period, (1) for public business entities for periods for which financial 3 statements have not yet been issued and (2) for all other entities for periods for which financial statements have not yet been made available for issuance. The Company is currently evaluating the effect that adopting this new accounting guidance will have on its consolidated financial statements and related disclosures. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 2018 | |
Prepaid Expenses And Other Current Assets | |
Prepaid Expenses and Other Current Assets | 3. PREPAID EXPENSES AND OTHER CURRRENT ASSETS During the year ended December 31, 2018, the Company entered into purchase commitments to acquire second generation charging stations with an aggregate value of $3,156,629. The Company has an aggregate deposit of $792,204 for these charging stations, which is included within prepaid expenses and other current assets on the Company’s consolidated balance sheet as of December 31, 2018. As of December 31, 2018, the Company had a remaining purchase commitment of $1,843,943 which will become payable upon the supplier’s delivery of the charging stations. The purchase commitments were made primarily for future sales of these charging stations. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 4. PROPERTY AND EQUIPMENT Property and equipment consist of the following: December 31, 2018 2017 EV charging stations $ 3,972,354 $ 4,275,008 Software 464,997 579,630 Automobiles 132,751 132,751 Office and computer equipment 199,817 125,992 Leasehold improvements 35,046 18,715 Machinery and equipment 176,884 71,509 4,981,849 5,203,605 Less: accumulated depreciation (4,598,282 ) (4,826,685 ) Property and equipment, net $ 383,567 $ 376,920 Depreciation and amortization expense related to property and equipment was $280,547 and $409,279 for the years ended December 31, 2018 and 2017, respectively, of which, $259,581 and $380,309, respectively, was recorded within cost of sales in the accompanying consolidated statements of operations. During the years ended December 31, 2018 and 2017, the Company disposed of property and equipment with a net book value of $66,746 and $803 which resulted in a loss on disposal of $66,746 and $803, respectively, which was included within general and administrative expenses in the consolidated statements of operations. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 5. INTANGIBLE ASSETS Intangible assets consist of the following: December 31, 2018 2017 Trademarks $ 17,581 $ 17,581 Patents 132,661 132,661 150,242 150,242 Less: accumulated amortization (54,390 ) (44,075 ) Intangible assets, net $ 95,852 $ 106,167 Amortization expense related to intangible assets was $10,315 for the years ended December 31, 2018 and 2017. The estimated future amortization expense is as follows: For the Years Ending December 31, Patents Trademarks Total 2019 $ 7,804 $ 2,511 $ 10,315 2020 7,804 1,146 8,950 2021 7,804 - 7,804 2022 7,804 - 7,804 2023 7,804 - 7,804 Thereafter 53,175 - 53,175 $ 92,195 $ 3,657 $ 95,852 |
Other Assets
Other Assets | 12 Months Ended |
Dec. 31, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | 6. OTHER ASSETS Other assets consist of the following: December 31, 2018 2017 Deposits $ 71,198 $ 63,523 Other - 3,786 $ 71,198 $ 67,309 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | 7. ACCRUED EXPENSES Accrued expenses consist of the following: December 31, 2018 2017 Accrued host fees $ 1,216,545 $ 1,657,663 Accrued professional, board and other fees 159,500 2,683,557 Accrued wages 493,069 1,016,563 Accrued commissions 22,300 883,763 Warranty payable 9,700 171,000 Accrued taxes payable (Note 16) 556,211 551,190 Accrued payroll taxes payable - 632,078 Accrued interest expense 32,034 347,027 Accrued lease termination costs (Note 16) - 300,000 Accrued settlement reserve costs (Notes 9 and 13) - 12,980,588 Dividend payable - 1,892,800 Inventory in transit 195,480 - Other accrued expenses 22,100 19,115 Total accrued expenses $ 2,706,939 $ 23,135,344 ACCRUED PROFESSIONAL, BOARD AND OTHER FEES Accrued professional, board and other fees consist of the following: December 31, 2018 2017 Investment banking fees $ - $ 860,183 Legal fees related to public offering - 436,715 Professional fees 159,500 684,673 Board fees - 608,945 Other - 93,041 Total accrued professional, board and other fees $ 159,500 $ 2,683,557 See Note 12 – Stockholders’ Equity – Warrant Issuances. See Note 16 – Commitments and Contingencies – Taxes. ACCRUED COMMISSIONS See Note 14 – Related Parties for additional details. WARRANTY PAYABLE The Company provides a limited product warranty against defects in materials and workmanship for its Blink Network residential and commercial chargers, ranging in length from one to two years. The Company accrues for estimated warranty costs at the time of revenue recognition and records the expense of such accrued liabilities as a component of cost of sales. Estimated warranty costs are based on historical product data and anticipated future costs. Should actual cost to repair and failure rates differ significantly from estimates, the impact of these unforeseen costs would be recorded as a change in estimate in the period identified. For the year ended December 31, 2018, the change in reserve was approximately $161,000. Warranty (benefit) expenses for the years ended December 31, 2018 and 2017 were $258,000 and $(35,755), respectively which has been included within cost of revenues on the consolidated statement of operations. As of December 31, 2018 and 2017, the Company recorded a warranty liability of $9,700 and $171,000 representing the estimated cost to repair those chargers under warranty or host owned chargers for which the host has procured a maintenance contract. The Company records maintenance and repairs expenses for chargers it owns deployed at host locations as incurred. The Company estimates an approximate cost of $118,000 to repair those deployed chargers which it owns as of December 31, 2018. |
Accrued Issuable Equity
Accrued Issuable Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Accrued Issuable Equity | 8. ACCRUED ISSUABLE EQUITY Accrued issuable equity consists of the following: December 31, 2018 2017 Warrants $ 5,965 $ 1,154,120 Common stock 187,523 1,735,047 Options 125,005 50,739 Total accrued issuable equity $ 318,493 $ 2,939,906 On September 26, 2017, the Company entered into agreements with certain warrant holders to exchange warrants to purchase an aggregate of 726,504 shares of common stock with an approximate value on the date of exchange of $1.5 million for an aggregate of 711,041 shares of common stock with an approximate value on the date the parties agreed to the exchange of $8.0 million. As a result, the Company recorded a loss on inducement expense of approximately $6.5 million during the year ended December 31, 2017 related to the exchange. Between November 27, 2017 and December 1, 2017, the Company issued the 711,041 shares of common stock with an aggregate issuance date fair value of approximately $4.2 million. As a result of the change in the share price of the common stock in between the date the parties agreed to the exchange and the date the Company issued the shares, the Company recorded the change of approximately $3.8 million within change in fair value of warrant liability on the consolidated statement of operations during the year ended December 31, 2017. See Note 11 – Fair Value Measurement, Note 9– Notes Payable and Note 14– Related Parties for additional details. During the year ended December 31, 2017, the Company issued an aggregate of 11,503 shares of common stock in partial satisfaction of certain liabilities. During the year ended December 31, 2017, the Company accrued $55,046 in connection with replacement warrants to purchase 15,000 shares of common stock issuable to the Executive Chairman. The Company issued the warrants during 2018. On April 3, 2018, the Company issued 25,669 shares of common stock with an issuance date fair value of $70,000 in settlement of a liability. On April 9, 2018, the Company issued warrants to purchase 1,030,115 shares of common stock with an issuance date fair value of $247,360, which was included within additional paid- capital. See Note 12 – Stockholder’s Equity – Warrant Issuances for additional information. |
Notes Payable
Notes Payable | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Notes Payable | 9. NOTES PAYABLE JMJ PROMISSORY NOTE AND JMJ AGREEMENT The Company entered into a securities purchase agreement, dated October 7, 2016 (the “Purchase Agreement”) with JMJ Financial (“JMJ”), the terms of which were amended most recently in connection with the JMJ Agreement (defined below). Pursuant to the Purchase Agreement, JMJ purchased from the Company (i) a promissory note (the “Promissory Note”) in the aggregate principal amount of up to $3,725,000, due and payable on the earlier of February 15, 2018 or the third business day after the closing of the public offering, and (ii) five-year warrants to purchase up 100,001 shares of the Company’s common stock at an exercise price per share equal to the lesser of (a) 80% of the per share price of the common stock in the Company’s contemplated public offering, (b) $35.00 per share, (c) 80% of the unit price in the public offering (if applicable), (d) the exercise price of any warrants issued in the public offering, or (e) the lowest conversion price, exercise price, or exchange price, of any security issued by the Company that is outstanding on October 13, 2016. As of December 31, 2017, an aggregate of $3,500,000 had been advanced to the Company by JMJ, such that $3,725,000 was due pursuant to the Promissory Note. The difference between the principal amount and the cash received was recorded as debt discount and is being accreted to interest expense over the term of the Promissory Note. As of December 31, 2017, ten (10) warrants to purchase a total 100,001 shares of the Company’s common stock with an aggregate exercise price of $3,500,000 have been issued. During the years ended December 31, 2017, the Company issued warrants with an aggregate issuance date fair value of $147,569, which was recorded as a derivative liability. As of December 31, 2017, the Company had not issued the Origination Shares (as defined in the Purchase Agreement) associated with the advances and, as a result, accrued for the $1,680,000 fair value of the obligation. See Note 7 – Accrued Expenses. The conversion option of the Promissory Note was determined to be a derivative liability. The aggregate issuance date fair value of the warrants, Origination Shares, conversion option, placement agent fees and other issuance costs in connection with the advances during the years ended December 31, 2017 was $2,610,568, which was recorded as a debt discount against the principal amount of the Promissory Note and is amortized over the term of the note using the effective interest method. The original issue discount was $499,435. Amortization expense for the JMJ note was $2,133,865 for the year ended December 31, 2017. Pursuant to the default provisions of the Promissory Note, the Company accrued a $12 million default penalty as of December 31, 2017, which was included within accrued expenses on the consolidated balance sheet. Pursuant to a Lockup, Conversion, and Additional Investment Agreement dated October 23, 2017, as amended on November 29, 2017, January 4, 2018, and February 1, 2018 (the “JMJ Agreement”) with JMJ whereby the Company and JMJ agreed to settle the current defaults under the promissory note with JMJ upon the closing of the public offering, on February 16, 2018, the Company issued 12,005 shares of Series D Convertible Preferred Stock with an issuance date fair value of $12,005,000, which represents the fair value of securities required to be issued pursuant to the JMJ Agreement, in satisfaction of aggregate liabilities previously owed to JMJ of $17,805,175, such that the Company recorded a gain on settlement of $5,800,175 on the consolidated statement of operations during the year ended December 31, 2018. The Series D Convertible Preferred Stock was determined to be permanent equity on the Company’s consolidated balance sheet. See Note 12 – Stockholder’s Equity – Series D Convertible Preferred Stock for additional information. JMJ ADVANCE Separate from and unrelated to the JMJ Agreement, on January 22, 2018, JMJ advanced $250,000 to the Company (the “JMJ Advance”). On February 1, 2018, the Company and JMJ entered into a letter agreement whereby the parties agreed that, concurrent with the closing of the public offering, the Company will convert the JMJ Advance into units, with each unit consisting of one share of restricted common stock and a warrant to purchase one share of restricted common stock at an exercise price equal to the exercise price of the warrants sold as part of the public offering, at a price equal to 80% of the per unit price in the public offering. On March 16, 2018, the Company issued 73,529 shares of common stock with an issuance date fair value of $205,881 to JMJ, pursuant to this agreement. On April 9, 2018, the Company issued the 147,058 warrants to purchase shares of common stock with an issuance date fair value of $35,313, which was included within additional paid-in capital. See Note 14 – Related Parties – BLNK Holdings Transfers to JMJ for additional information. CONVERTIBLE AND OTHER NOTES – RELATED PARTY Farkas Group Inc. (“FGI”) Notes During the year ended December 31, 2017, the Company issued a convertible note payable in the principal amount of $50,000 to FGI. FGI is wholly-owned by the Company’s Executive Chairman of the Board of Directors. Interest on the note accrues at a rate of 15% annually and is payable at maturity. The unpaid principal and accrued interest are convertible at the election of the holder into shares of common stock at $35.00 per share. The note is secured by substantially all of the assets of the Company. On February 16, 2018 and pursuant to the closing of the public offering, the Company paid $688,238 (including principal repayments of $545,000) in satisfaction of the debt. BLNK Holdings, LLC (“BLNK Holdings”) Notes During the year ended December 31, 2017, the Company issued promissory notes in the aggregate principal amount of $207,645 to BLNK Holdings. The Company’s Executive Chairman has a controlling interest in BLNK Holdings. The notes bear interest at a rate of 10% per annum, which is payable upon maturity. During the year ended December 31, 2017, the Company made aggregate principal repayments of $5,078 associated with notes payable to BLNK Holdings. OTHER NOTES During the year ended December 31, 2017, the Company issued notes payable in the aggregate principal amount of $260,000 to certain lenders. Interest on the notes accrues at a rate of 12% annually and is payable at maturity. The notes matured on the earlier of December 29, 2017 or the Company receiving $5,000,000 from equity investors or through debt financings. In connection with the issuances of these notes, the Company issued five-year warrants to purchase an aggregate of 15,600 shares of common stock at an exercise price equal to the lower of $35.00 per share or a price equal to a 20% discount to the price per share sold in any equity financing transaction within the next twelve months whereby the Company cumulatively receives at least $1,000,000. The aggregate issuance date fair value of the warrants of $52,260 was recorded as a debt discount and is being amortized over the terms of the respective notes. During the year ended December 31, 2017, the Company made aggregate principal repayments of $4,815 associated with other notes payable. On February 14, 2018, the Company issued a note payable in the principal amount of $55,000. Interest on the notes accrues at a rate of 8% annually and is payable monthly. The note was repaid during the year ended December 31, 2018. During the year ended December 31, 2018, in addition to the repayment of the $55,000 note discussed above, the Company made principal repayments of $160,000. During the year ended December 31, 2018, the Company made aggregate principal repayments of $50,000 associated with other notes payable. INTEREST EXPENSE Interest expense on notes payable for the years ended December 31, 2018 and 2017 was $106,060 and $946,131, respectively. |
Deferred Revenue
Deferred Revenue | 12 Months Ended |
Dec. 31, 2018 | |
Deferred Revenue Disclosure [Abstract] | |
Deferred Revenue | 10. DEFERRED REVENUE The Company is the recipient of various private and governmental grants, rebates and marketing incentives. Reimbursements of periodic expenses are recognized as income when the related expense is incurred. Private and government grants and rebates related to EV charging stations and their installation are deferred and amortized in a manner consistent with the recognition of the related depreciation expense of the related asset over their useful lives. Grant, rebate and incentive revenue recognized during the years ended December 31, 2018 and 2017 was $74,776 and $120,905, respectively. During the year ended December 31, 2018, the Company recognized $351,440 of revenue related to warranty and network fees, of which, $155,810 was included within deferred revenue as of December 31, 2017. Deferred revenue consists of the following: December 31, 2018 2017 Nissan $ - $ 46,212 PA Turnpike 21,236 34,185 AFIG-PAT 80,748 86,112 Prepaid Network and Maintenance Fees 190,860 155,810 Other 78,082 111,735 Total deferred revenue 370,926 434,054 Deferred revenue, non-current portion (13,878 ) (50,283 ) Current portion of deferred revenue $ 357,048 $ 383,771 It is anticipated that deferred revenue as of December 31, 2018 will be recognized as follows: For the Year Ending December 31, Revenue 2019 $ 357,048 2020 13,651 2021 227 Total $ 370,926 |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 11. FAIR VALUE MEASUREMENT See Note 9 – Notes Payable for warrants classified as derivative liabilities that were issued in connection with a convertible note. Assumptions utilized in the valuation of Level 3 liabilities are described as follows: For the Years Ended December 31, 2018 2017 Risk-free interest rate 1.62-2.63 % 1.47% - 1.98 % Contractual term (years) 0.25-3.25 0.78 - 4.00 Expected volatility 113%-217 % 112% - 149 % Expected dividend yield 0.00 % 0.00 % The following table sets forth a summary of the changes in the fair value of Level 3 warrant liabilities that are measured at fair value on a recurring basis: December 31, 2018 2017 Derivative Liabilities Beginning balance as of January 1 $ 3,448,390 $ 1,583,103 Conversion of derivative liability to equity (419,415 ) (42,556,454 ) Reclassify derivative liability to equity (36,445 ) - Issuance of warrants - 1,395,618 Change in fair value of derivative liability (2,992,530 ) 43,026,123 Ending balance as of December 31 $ - $ 3,448,390 Warrants Payable Beginning balance as of January 1 $ 1,154,120 $ 155,412 Exchange of warrants payable for equity (1,183,091 ) - Accrual of other warrant obligations 2,135,430 14,992 Change in fair value of warrants payable (2,100,494 ) 983,716 Ending balance as of December 31 $ 5,965 $ 1,154,120 Assets and liabilities measured at fair value on a recurring or nonrecurring basis are as follows: December 31, 2018 Level 1 Level 2 Level 3 Total Liabilities: Warrants payable $ - $ - $ 5,965 $ 5,965 Total liabilities $ - $ - $ 5,965 $ 5,965 December 31, 2017 Level 1 Level 2 Level 3 Total Liabilities: Derivative liabilities $ - $ - $ 3,448,390 $ 3,448,390 Warrants payable - - 1,154,120 $ 1,154,120 Total liabilities $ - $ - $ 4,602,510 $ 4,602,510 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | 12. STOCKHOLDERS’ EQUITY AUTHORIZED CAPITAL The Company is authorized to issue 500,000,000 shares of common stock, $0.001 par value, and 40,000,000 shares of preferred stock, $0.001 par value. The holders of the Company’s common stock are entitled to one vote per share. The preferred stock is designated as follows: 20,000,000 shares to Series A Convertible Preferred Stock; 10,000 shares to Series B Convertible Preferred Stock; 250,000 shares to Series C Convertible Preferred Stock; 13,000 shares to Series D Convertible Preferred Stock; and 19,727,000 shares undesignated. Effective August 29, 2017, pursuant to authority granted by the stockholders of the Company, the Company implemented a 1-for-50 reverse split of the Company’s issued and outstanding common stock (the “Reverse Split”). The number of authorized shares remains unchanged. All share and per share information has been retroactively adjusted to reflect the Reverse Split for all periods presented, unless otherwise indicated. OMNIBUS INCENTIVE PLANS On November 30, 2012, the Board of the Company, as well as a majority of the Company’s shareholders, approved the Company’s 2012 Omnibus Incentive Plan (the “2012 Plan”), which enables the Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units, phantom stock and dividend equivalent rights to associates, directors, consultants, and advisors of the Company and its affiliates, and to improve the ability of the Company to attract, retain, and motivate individuals upon whom the Company’s sustained growth and financial success depend, by providing such persons with an opportunity to acquire or increase their proprietary interest in the Company. Stock options granted under the 2012 Plan may be Non-Qualified Stock Options or Incentive Stock Options, within the meaning of Section 422(b) of the Internal Revenue Code of 1986, except that stock options granted to outside directors and any consultants or advisers providing services to the Company or an affiliate shall in all cases be Non-Qualified Stock Options. The 2012 Plan is to be administered by the Board, which shall have discretion over the awards and grants thereunder. The aggregate maximum number of shares of Common Stock for which stock options or awards may be granted pursuant to the 2012 Plan is 5,000,000, adjusted as provided in Section 11 of the 2012 Plan. The 2012 Plan expired on December 1, 2014. As of December 31, 2018 and 2017, 0 and 12,000 stock options had been issued and are outstanding to employees and consultants, respectively. On January 11, 2013, the Board of the Company approved the Company’s 2013 Omnibus Incentive Plan (the “2013 Plan”), which enables the Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units, phantom stock and dividend equivalent rights to associates, directors, consultants, and advisors of the Company and its affiliates, and to improve the ability of the Company to attract, retain, and motivate individuals upon whom the Company’s sustained growth and financial success depend, by providing such persons with an opportunity to acquire or increase their proprietary interest in the Company. Stock options granted under the 2013 Plan may be non-qualified stock options or incentive stock options, within the meaning of Section 422(b) of the Internal Revenue Code of 1986, except that stock options granted to outside directors and any consultants or advisers providing services to the Company or an affiliate shall in all cases be non-qualified stock options. The 2013 Plan is to be administered by the Board, which shall have discretion over the awards and grants thereunder. The aggregate maximum number of shares of common stock for which stock options or awards may be granted pursuant to the 2013 Plan is 5,000,000, adjusted as provided in Section 11 of the 2013 Plan. No awards may be issued after December 1, 2015. The 2013 Plan was approved by a majority of the Company’s shareholders on February 13, 2013. As of December 31, 2018 and 2017, options to purchase 25,767 and 44,700 shares of common stock respectively were outstanding to employees and 27,472 and 27,472 shares of common stock were outstanding to consultants of the Company, respectively. On March 31, 2014, the Board of the Company approved the Company’s 2014 Omnibus Incentive Plan (the “2014 Plan”), which enables the Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units, phantom stock and dividend equivalent rights to associates, directors, consultants, and advisors of the Company and its affiliates, and to improve the ability of the Company to attract, retain, and motivate individuals upon whom the Company’s sustained growth and financial success depend, by providing such persons with an opportunity to acquire or increase their proprietary interest in the Company. Stock options granted under the 2014 Plan may be non-qualified stock options or incentive stock options, within the meaning of Section 422(b) of the Internal Revenue Code of 1986, except that stock options granted to outside directors and any consultants or advisers providing services to the Company or an affiliate shall in all cases be non-qualified stock options. The option price must be at least 100% of the fair market value on the date of grant and if issued to a 10% or greater shareholder must be 110% of the fair market value on the date of the grant. The 2014 Plan is to be administered by the Board, which shall have discretion over the awards and grants thereunder. The aggregate maximum number of shares of common stock for which stock options or awards may be granted pursuant to the 2014 Plan is 5,000,000, adjusted as provided in Section 11 of the 2014 Plan. No awards may be issued after December 1, 2016. The 2014 Plan was approved by a majority of the Company’s shareholders on April 17, 2014. As of December 31, 2018 and 2017, options to purchase 32,601 shares of common stock were outstanding to employees and 43,166 of common stock were outstanding to consultants of the Company. On February 10, 2015, the Board of the Company approved the Company’s 2015 Omnibus Incentive Plan (the “2015 Plan”), which enables the Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units, phantom stock and dividend equivalent rights to associates, directors, consultants, and advisors of the Company and its affiliates, and to improve the ability of the Company to attract, retain, and motivate individuals upon whom the Company’s sustained growth and financial success depend, by providing such persons with an opportunity to acquire or increase their proprietary interest in the Company. Stock options granted under the 2015 Plan may be non-qualified stock options or incentive stock options, within the meaning of Section 422(b) of the Internal Revenue Code of 1986, except that stock options granted to outside directors and any consultants or advisers providing services to the Company or an affiliate shall in all cases be non-qualified stock options. The option price must be at least 100% of the fair market value on the date of grant and if issued to a 10% or greater shareholder must be 110% of the fair market value on the date of the grant. The 2015 Plan is to be administered by the Board, which shall have discretion over the awards and grants thereunder. The aggregate maximum number of shares of common stock for which stock options or awards may be granted pursuant to the 2015 Plan is 5,000,000, adjusted as provided in Section 11 of the 2015 Plan. No awards may be issued after March 11, 2017. The 2015 Plan was approved by a majority of the Company’s shareholders on April 21, 2015. As of December 31, 2018 and 2017, options to purchase 3,700 shares of common stock were outstanding to employees and 9,788 shares of common stock were outstanding to consultants of the Company. As of December 31, 2018, there were 0 securities available for future issuance under the 2015 Plan. On September 7, 2018, the Board of the Company , as well as a majority of the Company’s shareholders approved the Company’s 2018 Incentive Compensation Plan (the “2018 Plan”), which enables the Company to grant stock options, restricted stock, dividend equivalents, stock payments, deferred stock, restricted stock units, stock appreciation rights, performance share awards, and other incentive awards to associates, directors, consultants, and advisors of the Company and its affiliates, and to improve the ability of the Company to attract, retain, and motivate individuals upon whom the Company’s sustained growth and financial success depend, by providing such persons with an opportunity to acquire or increase their proprietary interest in the Company. Stock options granted under the 2018 Plan may be non-qualified stock options or incentive stock options, within the meaning of Section 422(b) of the Internal Revenue Code of 1986, except that stock options granted to outside directors and any consultants or advisers providing services to the Company or an affiliate shall in all cases be non-qualified stock options. The option price must be at least 100% of the fair market value on the date of grant and if issued to a 10% or greater shareholder must be at least 110% of the fair market value on the date of the grant. The 2018 Plan is to be administered by the Compensation Committee of the Board, which shall have discretion over the awards and grants thereunder. The aggregate maximum number of shares of common stock for which stock options or awards may be granted pursuant to the 2018 Plan is 5,000,000, adjusted as provided in Section 4 of the 2018 Plan. No awards may be issued on or after September 7, 2028. As of December 31, 2018, the Company issued 642,473 shares of restricted common stock of which 27,059 shares were granted under the 2017-2018 board plan and options to purchase 47,540 shares of common stock were outstanding to employees pursuant the 2018 Plan to members of our Board of Directors and Management. As of December 31, 2018, there were 4,309,987 securities available for future issuance under the 2018 Plan. PUBLIC OFFERING On February 16, 2018, the Company closed its underwritten public offering of an aggregate of 4,353,000 shares of the Company’s common stock and warrants to purchase an aggregate of 8,706,000 shares of common stock at a combined public offering price of $4.25 per unit comprised of one share and two warrants. Each warrant is exercisable for five years from the date of issuance and has an exercise price equal to $4.25 per share. The public offering resulted in $18,504,320 and $14,880,815 of gross and net proceeds, respectively, including underwriting discounts, commissions and other offering expenses of $3,623,505, which was recorded as a reduction of additional paid-in capital. The Company granted the underwriters a 45-day option to purchase up to an additional 652,950 shares of common stock and/or warrants to purchase 1,305,900 shares of common stock to cover over-allotments, if any. In connection with the closing of the public offering, the underwriters partially exercised their over-allotment option and purchased additional warrants to purchase 406,956 shares of common stock at an exercise price of $4.25 per share for aggregate gross proceeds of $4,070, or $0.01 per warrant. PREFERRED STOCK SERIES A CONVERTIBLE PREFERRED STOCK The Series A Convertible Preferred Stock have a par value of $0.001 and are convertible into 2.5 shares of common stock for every Series A Convertible Preferred share so long as Series C Convertible Preferred Stock is outstanding. The Series A Convertible Preferred Stock has no redemption rights. The Series A Convertible Preferred Stock shall have no liquidation preference so long as the Series C Convertible Preferred Stock shall be outstanding. Up until December 23, 2014 (the date of issuance of Series C Convertible Preferred Stock), the Series A Convertible Preferred Stock had five times the vote of a share of its common stock equivalent. At the point in time that the Series C Convertible Preferred Stock is no longer outstanding, the super voting rights are automatically reinstated. On March 22, 2018, pursuant to letter agreements dated December 6, 2017 and December 7, 2017, the Company issued 550,000 shares of common stock upon automatic conversion of 11,000,000 shares of Series A Convertible Preferred Stock. See Note 14 – Related Parties for additional details. SERIES B CONVERTIBLE PREFERRED STOCK On March 16, 2018, pursuant to a conversion agreement dated May 19, 2017, the Company issued 223,235 shares of common stock upon automatic conversion of 8,250 shares of Series B Convertible Preferred Stock with a value of $825,000. The Company determined that the Series B Convertible Preferred Stock included a beneficial conversion feature since the commitment date market price of the Company’s common stock exceeded the effective conversion price and, as a result, the Company recorded a deemed dividend in the amount of $825,000 during the year ended December 31, 2018. During the year ended December 31, 2017, the Company issued an aggregate of 79,125 shares of Series C Convertible Preferred Stock in satisfaction of aggregate liabilities of approximately $7,027,000 associated with the Company’s registration rights penalty, public information fee and Series C Convertible Preferred Stock dividends. As of December 31, 2018 and 2017, the Company recorded a dividend payable liability on the shares of Series C Convertible Preferred Stock of $0 and $1,892,800, respectively. See Note 7 – Accrued Expenses. In the event of a liquidation, the Series C Convertible Preferred Stock is also entitled to a liquidation preference equal to the stated value plus any accrued and unpaid dividends, which, as of December 31, 2017, was equal to $24,847,900. Effective January 8, 2018, the Company’s Board of Directors and its shareholders amended the Certificate of Designation of its Series C Convertible Preferred Stock to add the following provisions: (a) upon closing of a public offering of the Company’s securities and the listing of the Company’s shares of common stock on an exchange, all outstanding shares of Series C Convertible Preferred Stock will be converted into that number of shares of Common Stock determined by the number of shares of Series C Preferred multiplied by a factor of 115 divided by 80% of the per share price of common stock in the offering; and (b) until 270 days after the effective date specified within the automatic preferred conversion notice, no holder of Series C Convertible Preferred Stock may offer, pledge, sell, contract to sell, grant, lend, or otherwise transfer or dispose of any Series C Preferred Shares without the prior written consent of the underwriter of the offering. During the year ended December 31, 2018, 25,006 shares of Series C Convertible Preferred Stock were issued as payment of dividends in kind. On March 28, 2018, pursuant to the terms of the amended Certificate of Designation, the Company issued an aggregate of 9,111,644 shares of common stock upon automatic conversion of 254,557 shares of Series C Convertible Preferred Stock. The Company determined that the Series C Convertible Preferred Stock included a beneficial conversion feature since the commitment date market price of the Company’s common stock exceeded the effective conversion price and, as a result, the Company recorded a deemed dividend in the amount of $22,633,931 during the year ended December 31, 2018. SERIES D CONVERTIBLE PREFERRED STOCK On February 13, 2018, the Company’s Board of Directors approved the designation of 13,000 shares of the 40,000,000 authorized shares of preferred stock as Series D Convertible Preferred Stock, par value $0.001 per share (the “Series D Convertible Preferred Stock”). On February 15, 2018, the Company filed the Certificate of Designation with the State of Nevada related to the Series D Convertible Preferred Stock. Each share of Series D Convertible Preferred Stock will have a stated value of $1,000 per share. Conversion. Liquidation Preference. Voting Rights. Dividends Redemption. Exchange Listing. See Note 9 – Notes Payable – JMJ Agreement for additional details. During the year ended December 31, 2018, JMJ elected to convert 6,864 shares of Series D Convertible Preferred Stock into 2,200,000 shares of the Company’s common stock, respectively, at a conversion price of $3.12 per common share. The Company determined that the Series D Convertible Preferred Stock did not include a beneficial conversion feature. COMMON STOCK During the year ended December 31, 2017, the Company issued an aggregate of 21,166 shares of common stock as partial satisfaction of certain liabilities associated with certain professional and other consulting fee agreements. During the year ended December 31, 2017, the Company issued 10,000 shares of common stock to a director with an issuance date fair value of $90,000, which was recognized immediately. During the year ended December 31, 2018, the Company issued an aggregate of 1,513,690 shares of common stock with an aggregate issuance date fair value of $4,353,988 in satisfaction of debt and other liabilities. In connection with the issuances, the Company recorded a loss on settlement of $2,136,860 during the year ended December 31, 2018. On August 1, 2018, the Company retired 23,529 shares of common stock previously held as collateral for a certain debt obligation. See Note 16 – Commitments and Contingencies – Litigation and Disputes for additional details. On September 7, 2018, the Company issued an aggregate of 188,501 immediately vested shares of restricted common stock to officers and directors of the Company for services rendered. The shares had an aggregate grant date fair value of $601,318 which was recognized immediately within the statement of operations during the year ended December 31, 2018. During the year ended December 31, 2018, the Company issued an aggregate of 453,972 shares of common stock with an issuance date fair value of $954,937 for services rendered which was recognized immediately within the statement of operations during the year ended December 31, 2018. See elsewhere within this note and Note 14 – Related Parties for additional details. EXCHANGE OF WARRANTS AND SERIES C CONVERTIBLE PREFERRED STOCK During the year ended December 31, 2017, the Company sent out letters to various holders of warrants and Series C Convertible Preferred Stock that contained an offer for the holder to (i) exchange their existing warrants for common stock of the Company and (ii) exchange their existing Series C Preferred Stock for common stock of the Company. The holders agreed to (i) exchange warrants to purchase an aggregate of 92,176 shares of common stock with an exercise price of $35.00 per share for an aggregate of 90,926 shares of common stock (the “Warrant Exchange”) and (ii) exchange an aggregate of 12,678 shares of Series C Convertible Preferred Stock for common stock based upon a formula defined in the agreement (the “Series C Preferred Stock Exchange”). On August 25, 2017, the Company issued an aggregate of 90,926 shares of common stock in connection with the Warrant Exchange. The Warrant Exchange is effective immediately and the Series C Preferred Stock Exchange is effective upon the closing of the public offering (collectively defined as a public offering of securities to raise up to $20,000,000 and to list the Company’s shares of common stock on the NASDAQ). The Series C Preferred Stock shall be exchanged for common stock using the following formula: the number of shares of Series C Convertible Preferred Stock owned multiplied by a factor of 115 and divided by 80% of the price per share of common stock sold in the in the public offering. Certain holders also agreed to not, without prior written consent of the underwriter, sell or otherwise transfer any shares of common stock or any securities convertible into common stock for a period of 270 days from the effective date of the Series C Preferred Stock Exchange. During the year ended December 31, 2017, the Company entered into agreements with certain warrant holders to exchange warrants to purchase an aggregate of 180,733 shares of common stock with an approximate value on the date of exchange of $0.6 million for an aggregate of 180,733 shares of common stock with an approximate value on the date of exchange of $3.0 million. As a result, the Company recorded a loss on inducement expense of approximately $2.4 million during the year ended December 31, 2017 related to the exchange. During the year ended December 31, 2017, the Company issued an aggregate of 711,041 shares of common stock in exchange for warrants to purchase an aggregate of 726,704 shares of common stock STOCK-BASED COMPENSATION The Company recognized stock-based compensation expense related to common stock, stock options and warrants for the years ended months ended December 31, 2018 and 2017 of $3,811,866 and $3,144,804, respectively, which is included within compensation expense on the consolidated statement of operations. WARRANT AND OPTION VALUATION The Company has computed the fair value of certain warrants and options granted using the Black-Scholes option pricing model. Option forfeitures are estimated at the time of valuation and reduce expense ratably over the vesting period. This estimate will be adjusted periodically based on the extent to which actual option forfeitures differ, or are expected to differ, from the previous estimate, when it is material. The Company estimated forfeitures related to option grants at an annual rate of 0% for options granted during the years ended December 31, 2018 and 2017. The expected term used for options issued is the estimated period of time that options granted are expected to be outstanding. The Company utilizes the “simplified” method to develop an estimate of the expected term of “plain vanilla” employee option grants. The Company is utilizing an expected volatility figure based on a review of the historical volatility of the Company over a period of time equivalent to the expected life of the instrument being valued. The risk-free interest rate was determined from the implied yields from U.S. Treasury zero-coupon bonds with a remaining term consistent with the expected term of the instrument being valued. STOCK OPTIONS In applying the Black-Scholes option pricing model to options granted, the Company used the following assumptions: For the Years Ended December 31, 2018 2017 Risk free interest rate 2.75 % N/A Expected term (years) 2.50 N/A Expected volatility 150.10 % N/A Expected dividends 0.00 % N/A During the year ended December 31, 2018, the Company granted five-year immediately vested, options to executive officers to purchase an aggregate of 47,450 shares of common stock with exercise prices ranging from $2.17 – $37.50 per share. The options had had an aggregate issuance date fair value of $64,790. There were no options granted during the year ended December 31, 2017. A summary of the option activity during the year ended December 31, 2018 is presented below: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Shares Price In Years Value Outstanding, January 1, 2018 107,901 $ 42.31 Granted 47,540 24.61 Exercised - - Cancelled/forfeited/expired (50,133 ) 44.88 Outstanding, December 31, 2018 105,308 $ 33.10 2.9 $ - Exercisable, December 31, 2018 105,308 $ 33.10 2.9 $ - The following table presents information related to stock options at December 31, 2018: Options Outstanding Options Exercisable Weighted Weighted Range of Average Outstanding Average Exercisable Exercise Exercise Number of Remaining Life Number of Price Price Options In Years Options $2.17 - $13.50 $ 5.54 17,400 4.7 17,400 $15.50 - $47.50 31.78 56,608 3.4 56,608 $50.00- $78.00 50.81 31,300 0.9 31,300 105,308 2.9 105,308 STOCK WARRANTS See Note 9 – Notes Payable, Note 8 – Accrued Issuable Equity, Note 11 – Fair Value Measurement, and elsewhere within this note for additional details. On August 4, 2017, the Company issued five-year warrants to purchase an aggregate of 48,023 shares of common stock to our Chief Executive Officer in connection with his employment agreement. The warrants vest immediately and have exercise prices ranging from $35.00 to $150.00 per share. The warrants had an issuance date fair value of $767,896, which was recorded as a compensation expense. On August 29, 2017, a company in which the Company’s Executive Chairman has a controlling interest exercised warrants to purchase 3,100,000 shares of common stock on a cashless basis and received 2,990,404 shares of common stock. The warrants contained a provision in their agreement such that they were not impacted by the Reverse Split. As a result, since the exercised warrants were previously classified as a derivative liability, the Company recorded a mark-to-market adjustment during the years ended December 31, 2017 of approximately $43.9 million which was included within change in fair value of warrant liabilities on the consolidated statement of operations. On November 20, 2017, JMJ confirmed in writing that they would not pursue a price reset of their outstanding warrants as a result of the August 29, 2017 exercise of certain warrants that were not impacted by the Reverse Split. On April 9, 2018, the Company issued five-year immediately vested warrants to purchase an aggregate of 1,703,429 shares of common stock at an exercise price of $4.25 per share in satisfaction of accrued issuable equity. The Company recorded a gain of $1,726,388 on the consolidated statement of operations during the year ended December 31, 2018 related to the change in fair value of the warrant liability on the date of issuance. The warrants had an issuance date fair value of $409,042, which was charged to additional paid-in capital. During the year ended December 31, 2018, the Company issued an aggregate of 4,033,660 shares of the Company’s common stock pursuant to the exercise of warrants at an exercise price of $4.25 per share for aggregate cash proceeds of $17,143,056. The following table accounts for the Company’s warrant activity for the year ended December 31, 2018: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Shares Price In Years Value Outstanding, January 1, 2018 275,332 $ 43.15 Issued 10,795,848 4.25 Exercised (4,033,660 ) 4.25 Cancelled/forfeited/expired (200,459 ) 44.29 Outstanding, December 31, 2018 6,837,061 $ 4.64 4.2 $ - Exercisable, December 31, 2018 6,837,061 $ 4.64 4.2 $ - The following table presents information related to stock warrants at December 31, 2018: Warrants Outstanding Warrants Exercisable Weighted Weighted Range of Average Outstanding Average Exercisable Exercise Exercise Number of Remaining Life Number of Price Price Warrants In Years Warrants $4.25 - $75.00 $ 4.61 6,834,528 4.2 6,834,528 $100.00 - $150.00 100.26 2,533 3.6 2,533 6,837,061 4.2 6,837,061 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. INCOME TAXES The Company is subject to U.S. federal and various state income taxes. The income tax provision (benefit) for the years ended December 31, 2018 and 2017 consists of the following: For the Year Ended December 31, 2018 2017 Federal: Current $ - $ - Deferred (581,300 ) 5,974,700 State and local: Current - - Deferred (127,000 ) (1,953,800 ) (708,300 ) 4,020,900 Change in valuation allowance 708,300 (4,020,900 ) Income tax provision (benefit) $ - $ - No current tax provision has been recorded for the years ended December 31, 2018 and 2017 because the Company had net operating losses for federal and state tax purposes. The net operating loss carryovers may be subject to annual limitations under Internal Revenue Code Section 382, and similar state provisions, should there be a greater than 50% ownership change as determined under the applicable income tax regulations. The amount of the limitation would be determined based on the value of the company immediately prior to the ownership change and subsequent ownership changes could further impact the amount of the annual limitation. An ownership change pursuant to Section 382 may have occurred in the past or could happen in the future, such that the NOLs available for utilization could be significantly limited. The Company will perform a Section 382 analysis in the future. The related increase in the deferred tax asset was offset by the valuation allowance. A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate is as follows: For the Year Ended December 31, 2018 2017 Tax benefit at federal statutory rate (21.0 )% (34.0 )% State income taxes, net of federal benefit (5.0 )% (4.0 )% Permanent differences: Derivative liabilities 22.9 % 22.2 % Other (3.5 )% 4.4 % Tax credits (1.4 )% 0.0 % Change in effective rate 0.0 % 16.7 % Change in valuation allowance 8.0 % (5.3 )% Effective income tax rate 0.0 % 0.0 % The Company has determined that a valuation allowance for the entire net deferred tax asset is required. A valuation allowance is required if, based on the weight of evidence, it is more likely than not that some or the entire portion of the deferred tax asset will not be realized. After consideration of all the evidence, both positive and negative, management has determined that a full valuation allowance is necessary to reduce the deferred tax asset to zero, the amount that will more likely not be realized. The tax effects of temporary differences that give rise to deferred tax assets and liabilities are presented below: For The Years Ended December 31, 2018 2017 Deferred Tax Assets: Net operating loss carryforwards $ 26,073,500 $ 18,351,600 Stock-based compensation - 3,128,200 Accruals 296,300 4,502,700 Goodwill 1,586,300 1,586,300 Internet expense 233,700 - Intangible assets 245,000 271,400 Inventory 53,000 - Allowance for doubtful accounts 22,000 9,100 Tax credits 536,600 488,800 Gross deferred tax assets 29,046,400 28,338,100 Deferred Tax Liabilities: Fixed assets (528,400 ) (528,400 ) Gross deferred tax liabilities (528,400 ) (528,400 ) Net deferred tax assets 28,518,000 27,809,700 Valuation allowance (28,518,000 ) (27,809,700 ) Deferred tax asset, net of valuation allowance $ - $ - Changes in valuation allowance $ 708,300 $ (4,020,900 ) At December 31, 2018 and 2017, the Company had net operating loss carry forwards for federal and state income tax purposes of approximately $100.3 million and $70.6 million, respectively, of which, $70.6 million may be used to offset future taxable income through 2037, The remaining $29.7 million of net operating loss carry forwards incurred in 2018 does not have an expiration date, subject to the Company filing delinquent tax returns as described herein. As described in Note 16 - Commitments and Contingencies - Taxes, the Company has not filed its federal and state corporate income tax returns for the years ended December 31, 2014 through 2018. Accordingly, approximately $53.7 million of the federal and state NOLs described herein will not be available to offset future taxable income until the outstanding tax returns are filed with the respective federal and state tax authorities. The Tax Cuts and Jobs Act (the “Act”) was enacted in December 2017. Among other things, the primary provision of Tax Reform impacting the Company is the reduction to the U.S. corporate income tax rate from 35% to 21%, eliminating certain deductions and imposing a mandatory one-time transition tax on accumulated earnings of foreign subsidiaries. The change in tax law required the Company to remeasure existing net deferred tax assets using the lower rate in the period of enactment resulting in an income tax expense of approximately $12.6 million which is fully offset by a corresponding tax benefit of $12.6 million which related to the corresponding reduction in the valuation allowance for the year ended December 31, 2017. The Company has completed its analysis of the tax act of 2018. There were no specific impacts of Tax Reform that could not be reasonably estimated which the Company accounted for under prior tax law. |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Parties | 14. RELATED PARTIES See Note 9- Notes Payable, Note 12 – Stockholders’ Equity and Note 16 – Commitments and Contingencies for additional details. BLNK HOLDINGS TRANSFERS TO JMJ In February 2018, prior to the closing of the public offering, Mr. Farkas reached an agreement with JMJ that, following the closing of the public offering, BLNK Holdings, an entity for which Mr. Farkas had voting power and investment power with regard to this entity’s holdings, would transfer 260,000 shares to JMJ as additional consideration for JMJ agreeing to waive its claims to $12 million as a mandatory default amount pursuant to previous agreements with the Company. This transfer took place on April 18, 2018. Prior to entering into this agreement, Mr. Farkas did not bring the matter to the entire Board for a vote. The fair value of $785,200 of the 260,000 shares of common stock that were to be transferred to JMJ by BLNK Holdings is reflected as interest expense on the Company’s consolidated statements of operations during the year ended December 31, 2018 with a corresponding credit to additional paid-in capital. EMPLOYMENT AGREEMENT Effective June 15, 2017, the Company amended its employment agreement with Michael D. Farkas, its Executive Chairman (the “Third Amendment”). This Third Amendment was approved by the Compensation Committee and the Board as a whole (with Mr. Farkas recusing himself from the vote regarding the Third Amendment). The Third Amendment clarified that, on a going-forward basis, the Executive Chairman position held by Mr. Farkas is the principal executive officer of the Company. Mr. Farkas will hold this position for a term of three (3) years, with an automatic one (1) year renewal unless either party terminates Mr. Farkas’ employment with the Company at least sixty (60) days prior to the expiration of the term. The Company agreed that Mr. Farkas was paid $20,000 per month from July 24, 2015 to November 24, 2015 and the Company agreed to pay Mr. Farkas the equivalent of $15,000 per month in cash and $15,000 per month in shares of common stock for the past eighteen (18) months (from December 1, 2015 through May 31, 2017), or $270,000 in cash and $270,000 in common stock. Prior to entering into an employment agreement dated October 15, 2010 with Mr. Farkas (the “Original Farkas Employment Agreement”), the Company and an entity controlled by Mr. Farkas entered into: (i) that certain Consulting Agreement dated October 20, 2009 (the “Consulting Agreement”); and (ii) that certain Blink Charging Co. Fee/Commission Agreement dated November 17, 2009 (the “Fee Agreement”) and, after entering into the Original Farkas Employment Agreement, the parties entered into that certain Patent License Agreement dated March 29, 2012 among the Company, Mr. Farkas and Balance Holdings, LLC and the March 11, 2016 Agreement regarding the Patent License Agreement (collectively with the Fee Agreement and the Consulting Agreement, the “Affiliate Agreements”). Upon the closing of the offering for which the Company filed a registration statement on Form S-1 on November 7, 2016 (as amended), Mr. Farkas will be paid: (i) $270,000 in cash for payments owed Mr. Farkas from December 1, 2015 through May 31, 2017; and (ii) at least $645,000 ($375,000 of commissions on hardware sales, accrued commissions on revenue from charging stations due pursuant to the Affiliate Agreements, and $270,000 of common stock for payments owed Mr. Farkas from December 1, 2015 through May 31, 2017) in units of the Company’s common stock and warrants sold in the offering at a 20% discount to the price per unit of the units sold in the offering. Pursuant to the Third Amendment, the Company and Mr. Farkas agreed that not all amounts due pursuant to the Affiliate Agreements had been calculated as of June 15, 2017. Once calculated prior to the offering, the additional amount shall be paid in the form of units at a 20% discount to the price per unit of the units sold in the offering. In addition, pursuant to the Third Amendment, Mr. Farkas is due to receive (regardless of the status of the offering) warrants in replacement of expired warrants he was due to receive under the terms of the Original Farkas Employment Agreement. These warrants will expire five years after their issuance date: (a) warrants for 2,000 shares of common stock at an exercise price of $9.50 per share; (b) warrants for 68,667 shares of common stock at an exercise price of $21.50 per share; and (c) warrants for 44,000 shares of common stock at an exercise price of $37.00 per share. On November 27, 2017 the Company issued 114,767 shares of common stock in satisfaction of the replacement warrants with a grant date fair value of $677,010. Mr. Farkas will also receive options (regardless of the status of the offering) for 7,000 shares of common stock at an exercise price of $30.00 per share and options for 8,240 shares of common stock at an exercise price of $37.50 per share in connection with amounts owed pursuant to the Affiliate Agreements. The options were issued in December 2018 with an issuance date fair value $46,146. The Third Amendment resolves all claims Mr. Farkas had with regard to the Affiliate Agreements. Pursuant to the Third Amendment, Mr. Farkas’ salary will be, prior to the closing of the offering, $15,000 per month in cash and $15,000 per month in shares of common stock. Pursuant to the December 6, 2017 letter agreement between the Company and Mr. Farkas, after the closing of the offering, Mr. Farkas’ monthly salary will be $40,000 of cash compensation. Mr. Farkas agreed that the Fee Agreement and the Consulting Agreement are suspended and no payments are due thereunder (other than the payments specified in the Third Amendment) for as long as he is a full-time employee of the Company and is due to be paid a monthly salary of at least $40,000. As of December 31, 2018, the Company has accrued approximately $120,000 for all necessary amounts due to Mr. Farkas which are specified above. See Note 16 Commitments and Contingencies - Executive Compensation for additional details. CONVERSION AGREEMENTS Effective August 23, 2017, and as amended on January 4, 2018, the Company entered into an agreement with Michael D. Farkas, its Executive Chairman (the “Conversion Agreement”) where the parties agreed to, upon the closing of the offering for which the Company filed a registration statement on Form S-1 on November 7, 2016 (as amended), convert $315,000 of compensation payments owed Mr. Farkas from December 1, 2015 through August 31, 2017 (“Debt”) into common stock, determined by the following formula: (i) the Debt amount multiplied by a factor of 115 and (ii) then divided by 80% of the per share price of common stock sold in the offering. If the Company converts securities at more favorable terms than those provided to Mr. Farkas, then the Debt conversion price shall be automatically modified to equal such more favorable terms. The Conversion Agreement expired on February 14, 2018. COMPENSATION AGREEMENT On June 16, 2017, the Company entered into a compensation agreement with Ira Feintuch, its Chief Operating Officer (the “Compensation Agreement”). The Compensation Agreement clarifies the accrued compensation owed to Mr. Feintuch under the Fee/Commission Agreement dated November 19, 2009. Under the Compensation Agreement, Mr. Feintuch was entitled to receive (i) options for 7,000 shares of the Company’s common stock at an exercise price of $30.00 per share; and (ii) options for 9,600 shares of the Company’s common stock at an exercise price of $37.50 per share. As of December 31, 2018, options were issued and had a fair value of approximately $22,000. Pursuant to the Compensation Agreement, Mr. Feintuch is due to receive (regardless of the status of the offering) $142,250 for accrued commissions on hardware sales and $31,969 for accrued commissions on revenue from charging stations. The aforementioned amounts of commissions on hardware sales and revenue from charging stations were calculated through March 31, 2017. The Company and Mr. Feintuch agreed that from April 1, 2017 through the closing of the offering, these commissions shall be calculated using the same formula (the “Additional Amounts”), and once approved by the Compensation Committee of the Board, will be paid to Mr. Feintuch. The timing of the payments described above shall be as follows: The Company shall pay Mr. Feintuch the following by the third (3 rd rd The Compensation Agreement resolves all claims Mr. Feintuch had with regard to the Fee/Commission Agreement. As of December 31, 2018, the Company has accrued for all necessary amounts due to Mr. Feintuch which are specified above. LETTER AGREEMENTS On December 6, 2017, the Company and Mr. Farkas signed a letter agreement, pursuant to which, Mr. Farkas, on behalf of FGI, agreed that upon the closing of the public offering, FGI will cancel 2,930,596 of its shares of the Company’s common stock (of the 2,990,404 received). Mr. Farkas is also due to receive 886,119 shares of common stock upon the closing of the public offering. On December 6, 2017 and December 7, 2017, the two holders of shares of Series A Convertible Preferred Stock (Mr. Farkas and Mr. Feintuch) signed letter agreements pursuant to which, at the closing of the public offering, 11,000,000 shares of Series A Convertible Preferred Stock will convert into 550,000 shares of common stock. On March 22, 2018 the Company issued 550,000 shares of common stock related to this transaction. (See Note 12 – Stockholder’s Equity for additional details.) On December 7, 2017, the Company and Mr. Feintuch signed a letter agreement, pursuant to which, Mr. Feintuch agreed that upon the closing of the public offering, will receive 26,500 shares of common stock. On January 4, 2018, the Company and both Mr. Farkas and Mr. Feintuch have agreed to extend the expiration dates of their respective agreements from December 29, 2017 to February 14, 2018. On March 22, 2018, pursuant to a letter agreement dated December 6, 2017, the Company issued 886,119 shares of common stock to Mr. Farkas as compensation with an issuance date fair value of $2,534,300. On April 16, 2018, Mr. Farkas returned 2,930,596 shares of common stock to the Company which were then retired. On March 22, 2018, pursuant to a letter agreement dated December 7, 2017, the Company issued 26,500 shares of common stock to Mr. Feintuch as compensation with an issuance date fair value of $75,790. THIRD PARTY TRANSACTION On February 7, 2017, BLNK Holdings purchased the following securities from a stockholder of the Company for $1,000,000: 142,857 shares of common stock, 114,491 shares of Series C Preferred Stock, warrants to purchase 526,604 shares of the Company’s common stock, and all rights, claims, title, and interests in any securities of whatever kind or nature issued or issuable as a result of the stockholder’s ownership of the Company’s securities. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Leases | 15. LEASES OPERATING LEASES On March 20, 2017, in connection with the Company’s Miami Beach, Florida lease, the Company’s landlord filed a complaint for eviction with the Miami-Dade County Court against the Company as a result of the Company’s default under the lease for failing to pay rent, operating expenses and sales taxes of approximately $175,000, which represents the Company’s obligations under the lease through March 31, 2017, which was accrued for as of December 31, 2017. As a result of the action taken by the landlord, the Company accrued an additional $300,000 as of December 31, 2017, which represents the present value of the Company’s rent obligation through the end of the lease. On February 16, 2018, the Company paid $234,000 to satisfy this obligation. On May 22, 2017, the Company entered into a lease for 11,457 square feet of office and warehouse space in Phoenix, Arizona beginning June 1, 2017 and ending July 31, 2019. Monthly lease payments range from approximately $6,300 to $6,600 (with the Company paying approximately $6,300 in total during the first three months of the lease) for a total of approximately $155,000 for the total term of the lease. The Company had a five year sublease for office and warehouse space in Phoenix, Arizona beginning December 1, 2013 and ended November 30, 2018. On February 28, 2017, the Company vacated the Phoenix, Arizona space and has no further obligation in connection with the sublease. On April 20, 2018, the Company entered into a three-year operating lease agreement for 3,425 square feet of office space in Miami Beach, Florida beginning May 1, 2018 and ending May 31, 2021. The tenant and landlord have the option to cancel the contract after the first year with a 90-day written notice. As of December 31, 2018, the lease had a remaining term of approximately 2.3 years. The lease does not contain an option to extend past the existing lease term. Over the duration of the lease, payments will escalate 5% every year. On October 16, 2018, the Company entered into an operating lease agreement with Oracle America, Inc for the purchase of a three year license, related training, custom programming and implementation of NetSuite SuiteSuccess Wholesale/Distribution Emerging Edition Cloud Service. The performance obligations of NetSuite commenced in December 2018. The Company’s payment obligations were deferred for six months from NetSuite’s performance obligation date, however the payment schedule was condensed to a 30 month schedule of equal monthly payments. As of December 31, 2018, the lease had a remaining term of approximately 2.9 years. As of December 31, 2018, the Company had no leases that were classified as a financing lease. As of December 31, 2018, the Company did not have additional operating and financing leases that have not yet commenced. Total operating lease expenses for the year ended December 31, 2018 was $264,014 and is recorded in other operating expenses on the consolidated statements of operations. Total rent expense for the year ended December 31, 2017 was $143,178 and is recorded in other operating expenses on the consolidated statements of operations. Supplemental cash flows information related to leases was as follows: Year Ended December 31, 2018 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 71,516 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 514,522 Weighted Average Remaining Lease Term Operating leases 2.72 Weighted Average Discount Rate Operating leases 6.0 % Future minimum payments under non-cancellable leases as of December 31, 2018 were as follows: For the Years Ending December 31, Amount 2019 $ 197,875 2020 225,838 2021 123,640 Total future minimum lease payments 547,353 Less: imputed interest (95,623 ) Total $ 451,730 See Note 17 - Subsequent Events for additional details. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 16. COMMITMENTS AND CONTINGENCIES PATENT LICENSE AGREEMENT On March 29, 2012, the Company, as licensee (the “Licensee”) entered into an exclusive patent license agreement with the Executive Chairman of the Board and Balance Holdings, LLC (an entity controlled by the Executive Chairman) (collectively, the “Licensor”), whereby the Company agreed to pay a royalty of 10% of the gross profits received by the Company from commercial sales and/or use of two provisional patent applications, one relating to an inductive charging parking bumper and one relating to a process which allows multiple EVs to plug into an EV charging station simultaneously and charge as the current becomes available. On March 11, 2016, the Licensee and the Licensor entered into an agreement related to the March 29, 2012 patent license agreement. The parties acknowledged that the Licensee has paid a total of $8,525 in registration and legal fees for the U.S. Provisional Patent Application No. 61529016 (the “Patent Application”) (related to the inductive charging parking bumper) to date. Effective March 11, 2016, the patent license agreement, solely with respect to the Patent Application and the parties’ rights and obligations thereto, was terminated. The Executive Chairman of the Board agreed to be solely responsible for all future costs and fees associated with the prosecution of the patent application. In the event the Patent Application is successful, the Executive Chairman of the Board shall grant a credit to the Licensee in the amount of $8,525 to be applied against any outstanding amount(s) owed to him. If the Licensee does not have any outstanding payment obligations to the Executive Chairman of the Board at the time the Patent Application is approved, the Executive Chairman of the Board shall remit the $8,525 to the Licensee within twenty (20) days of the approval. The parties agreed to a mutual release of any claims associated with the patent license agreement. As of December 31, 2018, the Company has not paid nor incurred any royalty fees related to this patent license agreement. TAXES The Company has not filed its Federal and State corporate income tax returns for the years ended December 31, 2014, 2015, 2016, and 2017. The Company has sustained losses for the years ended December 31, 2014, 2015, 2016, 2017 and 2018. The Company has determined that no tax liability, other than required minimums, has been incurred. The Company was delinquent in filing and, in certain instances, paying sales taxes collected from customers in specific states that impose a tax on sales of the Company’s products as of December 31, 2017. As of December 31, 2018, the Company is no longer delinquent in remitting sales taxes. The Company accrued approximately $0 and $178,000 liability as of December 31, 2018 and 2017, respectively, related to this matter. As of December 31, 2017, the Company was delinquent in remitting approximately $632,000 of federal and state payroll taxes withheld from employees. During the year ended December 31, 2017, the Company sent two letters to the Internal Revenue Service (“IRS”) notifying the IRS of its intention to resolve the delinquent taxes upon the receipt of additional working capital. Additionally, on March 27, 2018, the Company submitted its Forms 940 and 941 for the year ended December 31, 2017 to the IRS. As of December 31, 2018, the Company is no longer delinquent on federal and state payroll taxes, as the Company has remitted all the requisite federal and state payroll taxes withheld from employees to the appropriate taxing authorities. LITIGATION AND DISPUTES On July 28, 2015, a Notice of Arbitration was received stating ITT Cannon has a dispute with Blink Network for the manufacturing and purchase of approximately 6,500 charging cables by Blink Network, which had not taken delivery or made payment on the contract price of $737,425. ITT Cannon also seeks to be paid the cost of attorney’s fees as well as punitive damages. On June 13, 2017, as amended on November 27, 2017, Blink Network and ITT Cannon agreed to a settlement agreement under which the parties agreed to the following: (a) the Blink Network purchase order dated May 7, 2014 for approximately 6,500 charging cables is terminated, cancelled and voided; (b) three (3) business days following the closing date of a public offering of the Company’s securities and listing of such securities on NASDAQ, the Company shall issue to ITT Cannon shares of the same class of the Company’s securities with an aggregate value of $200,000 (which was accrued at September 30, 2017); and (c) within seven (7) calendar days of the valid issuance of the shares in item (b) above, ITT Cannon shall ship and provide the remaining approximately 6,500 charging cables to Blink Network and dismiss the arbitration without prejudice. On January 31, 2018, ITT Cannon, Blink Network and the Company agreed that if the Company fails to consummate a registered public offering of its common stock, list such stock on NASDAQ and issue to ITT Cannon shares of the same class of the Company’s securities by February 28, 2018, the settlement agreement will expire. The public offering closed on February 16, 2018. The Company issued 47,059 shares on March 16, 2018 to ITT Cannon. This was a partial payment of the $200,000 in stock owed to ITT Cannon. On April 3, 2018 the Company issued an additional 25,669 shares to satisfy in full its obligations to ITT. As of November 9, 2018, the Company had received all charging cables due from ITT Cannon. On April 8, 2016, Douglas Stein filed a Petition for Fee Arbitration with the State Bar of Georgia against the Company for breach of contract for failure to pay invoices in the amount of $178,893 for legal work provided. The invoices have been accrued for in the periods in which the services were provided. The Company has responded to the claim and is simultaneously pursuing settlement options. The parties failed to settle after numerous attempts. On February 15, 2017, the case was brought to the Georgia Arbitration Committee. On February 26, 2017, The Stein Law firm was awarded a summary judgment for $178,893, which has been confirmed and converted into a judgment by the Superior Court of Fulton County, Georgia on August 7, 2017 in the amount of $179,168, inclusive of court costs, which continues to accrue both interest at the rate of 7.25% per annum on that amount calculated on a daily basis as of February 28, 2014, and costs to-date of $40,000 which are hereby added to the foregoing judgment amount (all of which was accrued at December 31, 2017). In connection with perfecting the Georgia judgment in the State of New York, Mr. Stein served an Information Subpoena with Restraining Notice dated September 12, 2017 on the underwriter of the offering for which the Company filed a registration statement on Form S-1 on November 7, 2016 (as amended) (the “Restraining Notice”). The Restraining Notice seeks to force the underwriter to pay the judgment amount directly out of the proceeds of the offering. On January 8, 2018, the Company and Mr. Stein had entered into a forbearance agreement, pursuant to which Mr. Stein has agreed to forbear from any efforts to collect or enforce the judgment awarded to him as a result of a legally-entered award of arbitration. As a result, the Company has agreed to: (i) wire transfer $30,000 to Mr. Stein within three days of the effective date of this agreement; (ii) beginning on the first calendar day of each successive month following the effective date of this agreement, the Company has agreed to pay Mr. Stein $5,000 per month until the full amount of the judgment awarded to Mr. Stein ($223,168) has been satisfied, however, the full amount awarded to Mr. Stein must be paid in full no later than April 30, 2018; and (iii) provide Mr. Stein with certain financial information of the Company. On February 16, 2018, the Company paid the full amount owed to Mr. Stein. On May 18, 2016, the Company was served with a complaint from Solomon Edwards Group, LLC for breach of written agreement and unjust enrichment for failure to pay invoices in the amount of $172,645 for services provided, plus interest and costs. The invoices have been accrued for in the periods in which the services were provided. The Company has responded to the claim and is simultaneously pursuing settlement options. On May 9, 2017, the Company issued 7,281 shares of common stock to Solomon Edwards Group, LLC in satisfaction of $121,800 of the Company’s liability. On November 28, 2017, the Company and Solomon Edwards Group LLC entered into a Settlement Agreement and Release whereby the parties agreed that the Company will pay $63,445 to Solomon Edwards Group LLC over the course of eleven (11) months in full and complete satisfaction of the previously filed complaint. As of December 31, 2018, the Company has fulfilled its obligation to Solomon Edwards. On June 8, 2017, the Company entered into a settlement agreement with Wilson Sonsini Goodrich & Rosati to settle $475,394 in payables owed for legal services requiring: (a) $25,000 to be paid in cash at the closing of the public offering; and (b) $75,000 in the form of 17,647 shares of common stock issuable upon the closing of the public offering. On February 16, 2018, the Company paid the $25,000 in cash and on March 19, 2018, the Company issued the 17,647 shares of common stock. In July 2017, the Company was served with a complaint by Zwick and Banyai PLLC and Jack Zwick for breach of a written agreement and unjust enrichment for failure to pay invoices in the aggregate amount of $53,069 for services rendered, plus interest and costs. The plaintiffs’ complaint was subsequently amended in February 2018. In June 2018, the court denied the Company’s motion to dismiss the amended complaint, although the plaintiffs voluntarily withdrew certain counts in the amended complaint. In July 2018, the Company filed its answer and affirmative defense to the amended complaint denying liability. As of October 26, 2018, Company updated its affirmative defenses in its answer and the parties are proceeding with discovery. The Company intends to continue to defend this case vigorously. From time to time, the Company is a defendant or plaintiff in various legal actions that arise in the normal course of business. 350 Green, LLC 350 Green lawsuits relate solely to alleged pre-acquisition unpaid debts of 350 Green. Also, there are other unpaid creditors, aside from those noted above, that claim to be owed certain amounts for pre-acquisition work done on behalf of 350 Green solely, that potentially could file lawsuits at some point in the future. On August 7, 2014, 350 Green received a copy of a complaint filed by Sheetz, a former vendor of 350 Green alleging breach of contract and unjust enrichment of $112,500. The complaint names 350 Green, 350 Holdings LLC and Blink Charging Co. in separate breach of contract counts and names all three entities together in an unjust enrichment claim. The Company settled with Sheetz and the parties signed two agreements on February 23, 2017: a General Release and Settlement Agreement and a Exclusive Electronic Vehicle Charging Services Agreement. The settlement involved a combination of DC charging equipment, installation, charging services, shared driver charging revenue and maintenance for two systems in exchange for no further legal action between 350 Holdings or the Company. The Exclusive Electronic Vehicle Charging Services Agreement with Sheetz is for a five (5) year term. Pursuant to the agreement, Blink shall remit to Sheetz gross revenue generated by electric vehicle charging fees and advertising, minus (i) any and all taxes, (ii) 8% transaction fees, (iii) $18.00 per charger per month; and (iv) any electricity costs incurred by Blink ((i), (ii), (iii), and (iv) being referred to as the “Service Fees”). In the event the aggregate gross revenues are insufficient to cover the Service Fees incurred in a given month by the charging stations, such unpaid Service Fees will accrue to the following month. The agreement is subject to an automatic five-year renewal unless written notice for the contrary is provided. In May 2013, JNS Power & Control Systems, Inc. (“JNS”) filed a complaint against 350 Green, LLC, a former subsidiary of the Company, alleging claims for breach of contract, specific performance and indemnity. The lawsuit arose out of an asset purchase agreement from April 2013 between JNS and 350 Green, under which JNS agreed to purchase car chargers and related assets from 350 Green. Following court judgments in favor of JNS on its claim for specific performance, in April 2016, JNS amended its complaint to add the Company, alleging an unspecified amount of lost revenues from the car chargers, among other matters, caused by the defendants. In February 2018, the parties entered into an agreement to settle the litigation. The Company purchased back the EV chargers it previously sold to JNS for: (a) shares of Common Stock worth $600,000 with a price per share equal to $4.25 (the price per share of the Offering); (b) $50,000 cash payment within ten days of the closing of the Offering; and (c) $100,000 cash payment within six months following the closing of the Offering. The Offering closed on February 16, 2018. The Company issued 141,176 shares on March 16, 2018. The Company made the $50,000 payment on March 16, 2018. JNS filed a motion to dismiss the lawsuit without prejudice on March 23, 2018 and the judge granted the motion on March 26, 2018. On March 16, 2018, the Company issued 23,529 shares of Common Stock to JNS to be held in escrow as security for the $100,000 payment. On August 2, 2018, the Company paid the $100,000 to JNS and the 23,529 shares of common stock were returned to the Company and were subsequently cancelled. See Note 12 – Stockholder’s Equity – Common Stock for additional details. Concomitantly, JNS filed a motion to dismiss the lawsuit with prejudice. On March 26, 2018, the Court dismissed the case without prejudice and with leave to reinstate by November 1, 2018. In August 2018, the Company satisfied the last of its payment obligations to JNS, however, on October 29, 2018, JNS filed a motion to extend the date for reinstatement to January 11, 2019 to allow additional time to lift restrictions on the stock it received in the asset purchase. On November 1, 2018, the Court granted the motion. On March 26, 2018, final judgment has been reached relating to the Assignment for the Benefit of the Creditors, whereby all remaining assets of 350 Green are abandoned to their respective property owners where the charging stations have been installed, thus on March 26, 2018, the assignment proceeding has closed. Concurrent with the closing of the public offering, the Company was to pay the former principals of 350 Green LLC $25,000 in installment debt and $50,000 within 60 days thereafter in settlement of a $360,000 debt (inclusive of imputed interest) and the return of 8,065 shares of the Company’s common stock by the former principals of 350 Green LLC, in accordance with a Settlement Agreement between the parties dated August 21, 2015, that would have resulted in a gain of $285,000. As of the date of filing, this payment has not been made, the aforementioned gain has not been recognized, and the common shares have not been returned by the former principals of 350 Green LLC. On December 31, 2018, the Company entered into a modification of the Settlement Agreement and Mutual Release dated August 21, 2015 with the former members of 350 Green LLC whereby the members would return to the Company 8,064 common shares and would also cancel the outstanding note (“Note”) issued to the members with a balance of $360,000, both, initially issued in conjunction with the acquisition of 350 Green LLC in exchange for $50,000. The Company paid the $50,000 as of December 31, 2018. The Note and common shares were returned and canceled in January 2019. The Company will record a gain of approximately $310,000 during the first quarter of 2019. SECURITIES SALES COMMMISSION AGREEMENT On December 7, 2017, the Company entered into a Securities Sales Commission Agreement with Ardour Capital Investments, LLC (“Ardour”), an entity of which Mr. Farkas owns less than 5%. The parties previously entered into a Financial Advisory Agreement dated August 3, 2016, pursuant to which Ardour was entitled to placement agent fees related to the Company’s transaction with JMJ. Pursuant to the Securities Sales Commission Agreement, the parties agreed that, depending on which of the two (2) repayment options the Company chooses with respect to the JMJ Agreement, the Company, upon the closing of the public offering, will issue shares of common stock to Ardour with a value of $900,500 or $1,200,500. See Note 9 – Notes Payable for details of the two (2) repayment options. The Company will issue such number of shares of common stock to Ardour equal to the amount in question (either $900,500 or $1,200,500) divided by the lowest of (i) $35.00 per share, or (ii) the lowest daily closing price of the Company’s common stock during the ten days prior to delivery of the Origination Shares (subject to adjustment for stock splits), or (iii) 80% of the common stock offering price of the public offering, or (iv) 80% of the unit offering price of the public offering (if applicable), or (v) the exercise price of any warrants issued in the public offering. Upon such issuance, the Company shall not owe any further securities to Ardour with respect to the JMJ financing. The Company has accrued for this liability as of December 31, 2017. On March 22, 2018, the Company issued 361,608 shares to Ardour pursuant to the Securities Sales Commissions Agreement. LIABILITY CONVERSION AGREEMENTS See Note 12 – Stockholders’ Equity – Common Stock for additional details. On January 31, 2018, the Company, SemaConnect Inc. (“SemaConnect”) and their legal counsel entered into an amendment to their settlement agreement dated June 23, 2017 whereby the parties agreed that, concurrent with the closing of the public offering, the Company will settle the outstanding liabilities of $153,529 by issuing shares of common stock at a price equal to 80% of the price of the shares sold in the public offering, plus an additional 1,500 shares of common stock. On March 16, 2018, the Company issued 17,595 shares of common stock with an issuance date fair value of $49,266 to SemaConnect. On February 3, 2018, the Company and Sunrise Securities Corp. entered into a letter agreement whereby the parties agreed that, concurrent with the closing of the public offering, the Company will settle outstanding liabilities of $867,242 owed to the counterparty as follows: (i) the Company will pay $381,260 in cash out of the proceeds of the public offering; and (ii) in satisfaction of the remaining liability of $485,982, the Company will issue units, with each unit consisting of one share of restricted common stock and a warrant to purchase one share of restricted common stock at an exercise price equal to the exercise price of the warrants sold as part of the public offering, at a price equal to 80% of the per unit price in the public offering. If the public offering is not consummated by February 28, 2018, the outstanding liabilities will automatically convert into restricted shares of common stock at the average closing price for the twenty (20) trading days preceding March 1, 2018. On February 16, 2018, the Company paid $375,000 in cash and on March 22, 2018, the Company issued 153,295 shares of common stock. On February 3, 2018, the Company and Schafer & Weiner, PLLC (“Schafer & Weiner”) entered into a letter agreement whereby the parties agreed that, concurrent with the closing of the public offering, the Company will settle outstanding liabilities of $813,962 owed to Schafer & Weiner as follows: (i) the Company will pay $406,981 in cash out of the proceeds of the public offering; and (ii) in satisfaction of the remaining liability of $406,981, the Company will issue units, with each unit consisting of one share of restricted common stock and a warrant to purchase one share of restricted common stock at an exercise price equal to the exercise price of the warrants sold as part of the public offering, at a price equal to 80% of the per unit price in the public offering. In consideration, Schafer & Weiner agreed to return to the Company 11,503 shares of common stock of the Company. On February 16, 2018, the Company paid $406,981 in cash. On March 19, 2018, the Company issued 119,700 shares of common stock to Schafer & Weiner. On February 13, 2018, the Company and Genweb2 entered into a letter agreement whereby the parties agreed that, concurrent with the closing of the public offering, the Company will settle outstanding liabilities of $116,999 owed to Genweb2 as follows: (i) the Company will pay $48,500 in cash out of the proceeds of the public offering; and (ii) in satisfaction of the remaining liability of $48,500, the Company will issue shares of restricted common stock at a price equal to 80% of the per unit price in the public offering. On February 16, 2018, the Company paid $48,500 in cash. On March 16, 2018, the Company issued 17,132 shares of common stock. On February 13, 2018, the Company and Dickinson Wright PLLC (“Dickinson Wright”) entered into a letter agreement whereby the parties agreed that, concurrent with the closing of the public offering, the Company will settle outstanding liabilities of $88,845 owed to Dickinson Wright as follows: (i) the Company will pay $88,845 in cash out of the proceeds of the public offering. On February 16, 2018, the Company paid the full amount owed to Dickinson Wright. REPOSITIONING OF EXECUTIVE EMPLOYMENT AGREEMENT On October 19, 2018, the Company entered into an agreement with its then-Chief Executive Officer (“Former CEO”), whereby the Former CEO will be repositioned as the Company’s Senior Vice President of Sales (“VP of Sales”) in conjunction with his resignation of his position as CEO. In connection with the agreement the parties agreed to the following: ● the VP of Sales will be entitled to receive a base salary of $10,000 per month as well as commissions on sales; ● the VP of Sales will be entitled to receive an aggregate payment of $225,000 in connection with the VP of Sales’ previous employment agreement with the Company dated July 16, 2015 payable in January 2019; ● the VP of Sales is entitled to receive restricted common stock with an aggregate value of $250,000, half of which vests in January 2019 and half vests on October 19, 2019; and ● all previously outstanding vested options may be exercised in accordance with their terms and all previously outstanding unvested options shall be forfeited. As of December 31, 2018, there is $145,000 of vested restricted common stock included within accrued issuable equity. See Note 8- Accrued Issuable Equity for additional details. EXECUTIVE COMPENSATION In February 2019, the Company’s Executive Chairman and CEO asserted a claim for unpaid bonuses of $90,000 and $120,000 related to the 2017 and 2018 fiscal years, respectively. In February 2019, the Company paid $120,000 related to the 2018 fiscal year, which was accrued for as of December 31, 2018. The Company is currently evaluating the claim associated with the fiscal 2017 bonus. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. SUBSEQUENT EVENTS PREFERRED STOCK CONVERSION Subsequent to December 31, 2018, JMJ elected to convert 16 shares of Series D Convertible Preferred Stock into 5,128 shares of the Company’s common stock at a conversion price of $3.12 per share. OPERATING LEASE On March 5, 2019, the Company entered into a twenty-six-month lease agreement for an additional 1,241 square feet of office space in its current Miami Beach office building, beginning April 1, 2019 and ending May 31, 2021. The tenant and landlord have the option to cancel the contract after the first six-months, with a 90-day written notice. The lease does not contain an option to extend past the existing lease term. COMMON STOCK ISSUANCES On February 2, 2019, the Company issued 51,724 shares of common stock to external board members for services rendered during the 2018 – 2019 with a grant date fair value of $117,931. On February 22, 2019, the Company issued 56,948 shares of common stock to Mr. Calise in connection with his repositioning agreement with a grant date fair value of $199,888. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Liquidity and Financial Condition | LIQUIDITY AND FINANCIAL CONDITION As of December 31, 2018, the Company had a cash balance, net working capital and an accumulated deficit of $18,417,513, $15,586,510 and $159,856,481, respectively. During the years ended December 31, 2018 and 2017 the Company incurred net losses of $3,421,203 and $75,363,496, respectively. The Company believes its current cash on hand is sufficient to meet its operating obligations and capital requirements for at least twelve months from the issuance date of these financial statements. Thereafter, the Company may need to raise further capital through the sale of additional equity or debt securities or other debt instruments to support its future operations. The Company’s operating needs include the planned costs to operate its business, including amounts required to fund working capital and capital expenditures. The Company’s future capital requirements and the adequacy of its available funds will depend on many factors, including the Company’s ability to successfully commercialize its products and services, competing technological and market developments, and the need to enter into collaborations with other companies or acquire other companies or technologies to enhance or complement its product and service offerings. Company’s future capital requirements and the adequacy of its available funds will depend on many factors, including the Company’s ability to successfully commercialize its products and services, competing technological and market developments, and the need to enter into collaborations with other companies or acquire other companies or technologies to enhance or complement its product and service offerings. There is also no assurance that the amount of funds the Company might raise will enable the Company to complete its development initiatives or attain profitable operations. If the Company is unable to obtain additional financing on a timely basis, it may have to curtail its development, marketing and promotional activities, which would have a material adverse effect on the Company’s business, financial condition and results of operations, and ultimately, the Company could be forced to discontinue its operations and liquidate. There is also no assurance that the amount of funds the Company might raise will enable the Company to complete its development initiatives or attain profitable operations. If the Company is unable to obtain additional financing on a timely basis, it may have to curtail its development, marketing and promotional activities, which would have a material adverse effect on the Company’s business, financial condition and results of operations, and ultimately, the Company could be forced to discontinue its operations and liquidate. |
Principles of Consolidation | PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of Blink Charging Co. and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Through April 16, 2014, 350 Green LLC (“350 Green”) was a wholly-owned subsidiary of the Company in which the Company had full voting control and was therefore consolidated. Beginning on April 17, 2014, when 350 Green’s assets and liabilities were transferred to a trust mortgage, 350 Green became a Variable Interest Entity (“VIE”). The consolidation guidance relating to accounting for VIEs requires an enterprise to perform an analysis to determine whether the enterprise’s variable interest or interests give it a controlling financial interest in a variable interest entity and perform ongoing reassessments of whether an enterprise is the primary beneficiary of a VIE. The Company determined that it was the primary beneficiary of 350 Green, and as such, effective April 17, 2014, and as such 350 Green’s assets, liabilities and results of operations were included in the Company’s consolidated financial statements. On May 18, 2017, each of 350 Green and Green 350 Trust Mortgage LLC filed to commence an Assignment for the Benefit of Creditors, which resulted in its residual assets being controlled by an assignee in a judicial proceeding. As a result, as of May 18, 2017, 350 Green is no longer a variable interest entity of the Company and, accordingly, 350 Green, which had approximately $3.7 million of liabilities, has been deconsolidated from the Company’s financial statements which resulted in a loss $97,152 and was recorded on the statement of operations for the year ended December 31, 2017. On March 26, 2018, final judgment has been reached relating to the Assignment for the Benefit of the Creditors, whereby all remaining assets of 350 Green are abandoned to their respective property owners where the charging stations have been installed, thus on March 26, 2018 the assignment proceeding has closed. |
Use of Estimates | USE OF ESTIMATES Preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates, judgments and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, together with amounts disclosed in the related notes to the financial statements. The Company’s significant estimates used in these financial statements include, but are not limited to, stock-based compensation, accounts receivable reserves, warranty reserves, inventory valuations, the valuation allowance related to the Company’s deferred tax assets, the carrying amount of intangible assets, right of use assets and related leases payable estimates of future EV sales and the effects thereon, derivative liabilities and the recoverability and useful lives of long-lived assets. Certain of the Company’s estimates could be affected by external conditions, including those unique to the Company and general economic conditions. It is reasonably possible that these external factors could have an effect on the Company’s estimates and could cause actual results to differ from those estimates. |
Cash and Cash Equivalents | CASH AND CASH EQUIVALENTS The Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents in the consolidated financial statements. The Company has cash on deposits in several financial institutions which, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. The Company has not experienced losses in such accounts and periodically evaluates the creditworthiness of its financial institutions. The Company reduces its credit risk by placing its cash and cash equivalents with major financial institutions. As of December 31, 2018, the Company had cash balances in excess of FDIC insurance limits of $862,145, of which, $16,992,416, was held in a money market account at a financial institution at December 31, 2018. No funds were held in money market accounts at December 31, 2017. |
Accounts Receivable | ACCOUNTS RECEIVABLE Accounts receivable are carried at their contractual amounts, less an estimate for uncollectible amounts. As of December 31, 2018 and 2017, there was an allowance for uncollectable amounts of $84,542 and $35,000, respectively. Management estimates the allowance for bad debts based on existing economic conditions, the financial conditions of the customers, and the amount and age of past due accounts. Receivables are considered past due if full payment is not received by the contractual due date. Past due accounts are generally written off against the allowance for bad debts only after all collection attempts have been exhausted. |
Inventory | INVENTORY Inventory is comprised of electric charging stations and related parts, which are available for sale or for warranty requirements. Inventory is stated at the lower of cost and net realizable value. Cost is determined by the first-in, first-out method. Inventory that is sold to third parties is included within cost of sales and inventory that is installed on the premises of participating owner/operator properties, where the Company retains ownership, is transferred to property and equipment at the carrying value of the inventory. The Company periodically reviews for slow-moving, excess or obsolete inventories. Products that are determined to be obsolete, if any, are written down to net realizable value. Based on the aforementioned periodic reviews, the Company recorded an inventory reserve for slow-moving or excess inventory of $396,000 and $209,325 as of December 31, 2018 and 2017, respectively. |
Property and Equipment | PROPERTY AND EQUIPMENT Property and equipment is stated at cost, net of accumulated depreciation and amortization which is recorded commencing at the in-service date using the straight-line method over the estimated useful lives of the assets. Useful Lives Asset (In Years) Computer software and office and computer equipment 3 - 5 Machinery and equipment, automobiles, furniture and fixtures 3 - 10 Installed Level 2 electric vehicle charging stations 3 - 7 Installed Level 3 (DC Fast Chargers (“DCFC”)) electric vehicle charging stations 5 When property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the statements of operations for the respective period. Minor additions and repairs are expensed in the period incurred. Major additions and repairs which extend the useful life of existing assets are capitalized and depreciated using the straight-line method over their remaining estimated useful lives. EV charging stations represents the cost, net of accumulated depreciation, of charging devices that have been installed on the premises of participating owner/operator properties or are earmarked to be installed. The Company had no EV charging stations that were not placed in service as of December 31, 2018 and 2017. The Company’s long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company assesses the recoverability of its long-lived assets by monitoring current selling prices of car charging units in the open market, the adoption rate of various auto manufacturers in the EV market and projected car charging utilization at various public car charging stations throughout its network in determining fair value. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. See Note 4 – Property and Equipment for additional details. |
Intangible Assets | INTANGIBLE ASSETS Intangible assets were acquired in conjunction with the acquisition of Blink Network LLC (“Blink Network”) during 2013 and were recorded at their fair value at such time. Trademarks are amortized on a straight-line basis over their useful life of ten years. Patents are amortized on a straight-line basis over the lives of the patent (twenty years or less), commencing when the patent is approved and placed in service. |
Segments | SEGMENTS The Company operates a single segment business. The Company’s Chief Executive Officer, who is the chief operating decision maker, views the Company’s operating performance on a consolidated basis as Blink’s only business is the sale and distribution of electric vehicle charging equipment and its associated revenues earned from customers and/or Property Partners who use equipment connected to its network. |
Derivative Financial Instruments | DERIVATIVE FINANCIAL INSTRUMENTS The Company evaluates its convertible instruments to determine if those contracts or embedded components of those contracts qualify as derivative financial instruments to be separately accounted for in accordance with Topic 815 of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”). The accounting treatment of derivative financial instruments requires that the Company record the conversion options and warrants at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date. Conversion options are recorded as a discount to the host instrument and are amortized as interest expense over the life of the underlying instrument. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. The Binomial Lattice Model was used to estimate the fair value of the warrants that are classified as derivative liabilities on the consolidated balance sheets. The model includes subjective input assumptions that can materially affect the fair value estimates. The expected volatility is estimated based on the most recent historical period of time equal to the weighted average life of the warrants. |
Revenue Recognition | REVENUE RECOGNITION On January 1, 2018, the Company adopted ASC Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing accounting principles generally accepted in the United States of America (“U.S. GAAP”) including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The Company adopted ASC 606 for all applicable contracts using the modified retrospective method, which would have required a cumulative-effect adjustment, if any, as of the date of adoption. The adoption of ASC 606 did not have a material impact on the Company’s consolidated financial statements as of the date of adoption. As a result, a cumulative-effect adjustment was not required. The Company recognizes revenue primarily from five different types of contracts: ● Charging service revenue – company-owned charging stations ● Product sales ● Network fees and other ● Other The following table summarizes our revenue recognized under ASC 606 in our consolidated statements of operations: For The Years Ended December 31, 2018 2017 Revenues - Recognized at a Point in Time Charging service revenue - company-owned charging stations $ 1,264,719 $ 1,186,710 Product sales 476,930 495,086 Other 187,252 338,440 Total Revenues - Recognized at a Point in Time 1,928,901 2,020,236 Revenues - Recognized Over a Period of Time: Network fees and other 351,440 359,216 Total Revenues - Recognized Over a Period of Time 351,440 359,216 Total Revenue Under ASC 606 $ 2,280,341 $ 2,379,452 The timing of the Company’s revenue recognition may differ from the timing of payment by its customers. A receivable is recorded when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. As of December 31, 2018, the Company had $264,860 related to contract liabilities where performance obligations have not yet been satisfied, which has been included within deferred revenue on the consolidated balance sheet as of December 31, 2018. The Company expects to satisfy its remaining performance obligations for network fees and warranty revenue and recognize the revenue within the next twelve months. During the year ended December 31, 2018, the Company recognized $324,956 of revenues related to network fees and warranty contracts, which was included in deferred revenues as of December 31, 2017. During the year ended December 31, 2018, there was no revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods. Grants, rebates and alternative fuel credits, which are not within the scope of ASC 606, pertaining to revenues and periodic expenses are recognized as income when the related revenue and/or periodic expense are recorded. Grants and rebates related to EV charging stations and their installation are deferred and amortized in a manner consistent with the related depreciation expense of the related asset over their useful lives over the useful life of the charging station. During the years ended December 31, 2018 and 2017, the Company recorded $74,776 and $120,905, respectively, related to grant and rebate revenue. At December 31, 2018 and 2017, there was $106,066 and $181,913, respectively, of deferred grant and rebate revenue to be amortized. During the year ended December 31, 2018, the Company recognized $331,120 of revenue related to alternative fuel credits, which is included within other revenue on the consolidated statement of operations. |
Concentrations | CONCENTRATIONS As of December 31, 2018 and 2017, accounts receivable from a significant customer were approximately 35% and 32%, respectively, of total accounts receivable |
Stock-Based Compensation | STOCK-BASED COMPENSATION The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. For employees and non-employees, the fair value of the award is measured on the grant date. The fair value amount is then recognized over the period during which services are required to be provided in exchange for the award, usually the vesting period. The Company computes the fair value of equity-classified warrants and options granted using the Black-Scholes option pricing model. |
Leases | LEASES In February 2016, the FASB issued a new standard related to leases to increase transparency and comparability among organizations by requiring the recognition of operating lease right-of-use (“ROU”) assets and lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases. Under the standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases. The Company is also required to recognize and measure new leases at the adoption date and recognize a cumulative-effect adjustment in the period of adoption using a modified retrospective approach, with certain practical expedients available. The Company early adopted ASC 842 effective July 1, 2018 and elected to apply the available practical expedients and implemented internal controls and key system functionality to enable the preparation of financial information on adoption. The standard had an impact on the Company’s consolidated balance sheets but did not have an impact on the Company’s consolidated statements of operations or consolidated statements of cash flows upon adoption. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases, while the Company’s accounting for finance leases remained substantially unchanged. The adoption of ASC 842 did not have a material impact in the current year and prior year comparative periods and as a result, a cumulative-effect adjustment was not required. The Company provides charging services at designated locations on the hosts property at which the charging station is situated. In consideration thereof, the host shares in the monthly revenue generated by the charging station on percentage basis. As the charging station monthly revenue generated is variable, the host’s monthly revenue derived there from is similarly variable. In accordance with ASC 842 the hosts’ portion of revenue is variable and not predicated on an index or rate, as defined, these payments are not within the scope ASC 842. |
Income Taxes | INCOME TAXES The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of items that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. As of December 31, 2018 and 2017, the Company maintained a full valuation allowance against its deferred tax assets, since it is more likely than not that the future tax benefit on such temporary differences will not be realized. The Company recognizes the tax benefit from an uncertain income tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement by examining taxing authorities. The Company has open tax years going back to 2015 (or the tax year ended December 31, 2010 if the Company were to utilize its NOLs) which will be subject to audit by federal and state authorities upon filing. The Company’s policy is to recognize interest and penalties accrued on uncertain income tax positions in interest expense in the Company’s consolidated statements of operations. As of December 31, 2018 and 2017, the Company had no liability for unrecognized tax benefits. The Company does not expect the unrecognized tax benefits to change significantly over the next 12 months. |
Net Loss Per Common Share | NET LOSS PER COMMON SHARE The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive: For the Years Ended December 31, 2018 2017 Convertible preferred stock 1,647,756 2,998,355 Warrants 6,837,061 275,332 Options 109,546 107,901 Convertible notes - 20,555 Total potentially dilutive shares 8,594,363 3,402,143 |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. |
Reclassifications | RECLASSIFICATIONS Certain prior year balances have been reclassified in order to conform to current year presentation. These reclassifications have no effect on previously reported results of operations or loss per share. |
Recently Issued Accounting Pronouncements | RECENTLY ISSUED ACCOUNTING PRONOUCEMENTS In June 2016, the FASB issued ASU 2016-13 - Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments . ASU 2016-13 amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses. The new standard applies to financial assets measured at amortized cost basis, including receivables that result from revenue transactions and held-to-maturity debt securities. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, and early adoption is permitted for fiscal years beginning after December 15, 2018. The Company is currently evaluating the effect that adopting this new accounting guidance will have on its consolidated financial statements and related disclosures. In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260) and Derivatives and Hedging (Topic 815) - Accounting for Certain Financial Instruments with Down Round Features” (“ASU 2017-11”). Equity-linked instruments, such as warrants and convertible instruments may contain down round features that result in the strike price being reduced on the basis of the pricing of future equity offerings. Under ASU 2017-11, a down round feature will no longer require a freestanding equity-linked instrument (or embedded conversion option) to be classified as a liability that is remeasured at fair value through the income statement (i.e. marked-to-market). However, other features of the equity-linked instrument (or embedded conversion option) must still be evaluated to determine whether liability or equity classification is appropriate. Equity classified instruments are not marked-to-market. For earnings per share (“EPS”) reporting, the ASU requires companies to recognize the effect of the down round feature only when it is triggered by treating it as a dividend and as a reduction of income available to common shareholders in basic EPS. The amendments in this ASU are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company adopted ASU 2017-11 effective January 1, 2019 and its adoption did not have a material impact on the Company’s consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815), Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”) which is intended to better align an entity’s risk management activities and its financial reporting for hedging relationships. ASU 2017-12 will change both the designation and measurement guidance for a qualifying hedging relationship and the presentation of the impact of the hedging relationship on the entity’s financial statements. In addition, ASU 2017-12 contains targeted improvements to ease the application of current guidance related to the assessment of hedge effectiveness and eliminates the requirement for an entity to separately measure and report hedge ineffectiveness. For public companies, these amendments are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. The Company adopted ASU 2017-12 effective January 1, 2019 and its adoption did not have a material impact on the Company’s consolidated financial statements. In August 2018, the FASB issued Accounting Standards Update No. 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The amendments in ASU 2018-13 modify the disclosure requirements on fair value measurements based on the concepts in the Concepts Statement, including the consideration of costs and benefits. The amendments on changes in unrealized gains and losses, the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption. All other amendments should be applied retrospectively to all periods presented upon their effective date. The amendments are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating ASU 2018-13 and its impact on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15 - Intangibles - Goodwill and Other - Internal-Use Software : Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract . ASU 2018-15 aligns the requirements for capitalizing implementation costs in such cloud computing arrangements with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. This ASU is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019 with early adoption permitted. Entities can choose to adopt the new guidance prospectively or retrospectively. The Company is currently evaluating the effect that adopting this new accounting guidance will have on its consolidated financial statements and related disclosures. In November 2018, the FASB issued Accounting Standards Update No. 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 (“ASU 2018-18”), which clarifies that certain transactions between participants in a collaborative arrangement should be accounted for under ASC 606 when the counterparty is a customer. In addition, ASU 2018-18 precludes an entity from presenting consideration from a transaction in a collaborative arrangement as revenue from contracts with customers if the counterparty is not a customer for that transaction. For public business entities, the amendments in this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. Early adoption is permitted, including adoption in any interim period, (1) for public business entities for periods for which financial 3 statements have not yet been issued and (2) for all other entities for periods for which financial statements have not yet been made available for issuance. The Company is currently evaluating the effect that adopting this new accounting guidance will have on its consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Estimated Useful Life of Property and Equipment | Property and equipment is stated at cost, net of accumulated depreciation and amortization which is recorded commencing at the in-service date using the straight-line method over the estimated useful lives of the assets. Useful Lives Asset (In Years) Computer software and office and computer equipment 3 - 5 Machinery and equipment, automobiles, furniture and fixtures 3 - 10 Installed Level 2 electric vehicle charging stations 3 - 7 Installed Level 3 (DC Fast Chargers (“DCFC”)) electric vehicle charging stations 5 |
Schedule of Revenue Recognition by Contract | The following table summarizes our revenue recognized under ASC 606 in our consolidated statements of operations: For The Years Ended December 31, 2018 2017 Revenues - Recognized at a Point in Time Charging service revenue - company-owned charging stations $ 1,264,719 $ 1,186,710 Product sales 476,930 495,086 Other 187,252 338,440 Total Revenues - Recognized at a Point in Time 1,928,901 2,020,236 Revenues - Recognized Over a Period of Time: Network fees and other 351,440 359,216 Total Revenues - Recognized Over a Period of Time 351,440 359,216 Total Revenue Under ASC 606 $ 2,280,341 $ 2,379,452 |
Schedule of Outstanding Diluted Shares Excluded from Diluted Loss Per Share Computation | The following common share equivalents are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive: For the Years Ended December 31, 2018 2017 Convertible preferred stock 1,647,756 2,998,355 Warrants 6,837,061 275,332 Options 109,546 107,901 Convertible notes - 20,555 Total potentially dilutive shares 8,594,363 3,402,143 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consist of the following: December 31, 2018 2017 EV charging stations $ 3,972,354 $ 4,275,008 Software 464,997 579,630 Automobiles 132,751 132,751 Office and computer equipment 199,817 125,992 Leasehold improvements 35,046 18,715 Machinery and equipment 176,884 71,509 4,981,849 5,203,605 Less: accumulated depreciation (4,598,282 ) (4,826,685 ) Property and equipment, net $ 383,567 $ 376,920 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consist of the following: December 31, 2018 2017 Trademarks $ 17,581 $ 17,581 Patents 132,661 132,661 150,242 150,242 Less: accumulated amortization (54,390 ) (44,075 ) Intangible assets, net $ 95,852 $ 106,167 |
Schedule of Estimated Future Amortization Expense | The estimated future amortization expense is as follows: For the Years Ending December 31, Patents Trademarks Total 2019 $ 7,804 $ 2,511 $ 10,315 2020 7,804 1,146 8,950 2021 7,804 - 7,804 2022 7,804 - 7,804 2023 7,804 - 7,804 Thereafter 53,175 - 53,175 $ 92,195 $ 3,657 $ 95,852 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | Other assets consist of the following: December 31, 2018 2017 Deposits $ 71,198 $ 63,523 Other - 3,786 $ 71,198 $ 67,309 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consist of the following: December 31, 2018 2017 Accrued host fees $ 1,216,545 $ 1,657,663 Accrued professional, board and other fees 159,500 2,683,557 Accrued wages 493,069 1,016,563 Accrued commissions 22,300 883,763 Warranty payable 9,700 171,000 Accrued taxes payable (Note 16) 556,211 551,190 Accrued payroll taxes payable - 632,078 Accrued interest expense 32,034 347,027 Accrued lease termination costs (Note 16) - 300,000 Accrued settlement reserve costs (Notes 9 and 13) - 12,980,588 Dividend payable - 1,892,800 Inventory in transit 195,480 - Other accrued expenses 22,100 19,115 Total accrued expenses $ 2,706,939 $ 23,135,344 |
Schedule of Accrued Professional, Board and Other Fees | Accrued professional, board and other fees consist of the following: December 31, 2018 2017 Investment banking fees $ - $ 860,183 Legal fees related to public offering - 436,715 Professional fees 159,500 684,673 Board fees - 608,945 Other - 93,041 Total accrued professional, board and other fees $ 159,500 $ 2,683,557 |
Accrued Issuable Equity (Tables
Accrued Issuable Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of Accrued Issuable Equity | Accrued issuable equity consists of the following: December 31, 2018 2017 Warrants $ 5,965 $ 1,154,120 Common stock 187,523 1,735,047 Options 125,005 50,739 Total accrued issuable equity $ 318,493 $ 2,939,906 |
Deferred Revenue (Tables)
Deferred Revenue (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Deferred Revenue Disclosure [Abstract] | |
Schedule Deferred Revenue | Deferred revenue consists of the following: December 31, 2018 2017 Nissan $ - $ 46,212 PA Turnpike 21,236 34,185 AFIG-PAT 80,748 86,112 Prepaid Network and Maintenance Fees 190,860 155,810 Other 78,082 111,735 Total deferred revenue 370,926 434,054 Deferred revenue, non-current portion (13,878 ) (50,283 ) Current portion of deferred revenue $ 357,048 $ 383,771 |
Schedule of Deferred Revenue Recognized | It is anticipated that deferred revenue as of December 31, 2018 will be recognized as follows: For the Year Ending December 31, Revenue 2019 $ 357,048 2020 13,651 2021 227 Total $ 370,926 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Summary of Assumptions Used for Valuation of Fair Value Liabilities | Assumptions utilized in the valuation of Level 3 liabilities are described as follows: For the Years Ended December 31, 2018 2017 Risk-free interest rate 1.62-2.63 % 1.47% - 1.98 % Contractual term (years) 0.25-3.25 0.78 - 4.00 Expected volatility 113%-217 % 112% - 149 % Expected dividend yield 0.00 % 0.00 % |
Summary of Changes in Fair Value of Level 3 Warrant Liabilities Measured at Recurring Basis | The following table sets forth a summary of the changes in the fair value of Level 3 warrant liabilities that are measured at fair value on a recurring basis: December 31, 2018 2017 Derivative Liabilities Beginning balance as of January 1 $ 3,448,390 $ 1,583,103 Conversion of derivative liability to equity (419,415 ) (42,556,454 ) Reclassify derivative liability to equity (36,445 ) - Issuance of warrants - 1,395,618 Change in fair value of derivative liability (2,992,530 ) 43,026,123 Ending balance as of December 31 $ - $ 3,448,390 Warrants Payable Beginning balance as of January 1 $ 1,154,120 $ 155,412 Exchange of warrants payable for equity (1,183,091 ) - Accrual of other warrant obligations 2,135,430 14,992 Change in fair value of warrants payable (2,100,494 ) 983,716 Ending balance as of December 31 $ 5,965 $ 1,154,120 |
Summary of Assets and Liabilities Measured at Fair Value Recurring and Nonrecurring Basis | Assets and liabilities measured at fair value on a recurring or nonrecurring basis are as follows: December 31, 2018 Level 1 Level 2 Level 3 Total Liabilities: Warrants payable $ - $ - $ 5,965 $ 5,965 Total liabilities $ - $ - $ 5,965 $ 5,965 December 31, 2017 Level 1 Level 2 Level 3 Total Liabilities: Derivative liabilities $ - $ - $ 3,448,390 $ 3,448,390 Warrants payable - - 1,154,120 $ 1,154,120 Total liabilities $ - $ - $ 4,602,510 $ 4,602,510 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Summary of Black-Scholes Option Pricing Model to Stock Options Granted Assumption | In applying the Black-Scholes option pricing model to options granted, the Company used the following assumptions: For the Years Ended December 31, 2018 2017 Risk free interest rate 2.75 % N/A Expected term (years) 2.50 N/A Expected volatility 150.10 % N/A Expected dividends 0.00 % N/A |
Summary of Options Activity | A summary of the option activity during the year ended December 31, 2018 is presented below: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Shares Price In Years Value Outstanding, January 1, 2018 107,901 $ 42.31 Granted 47,540 24.61 Exercised - - Cancelled/forfeited/expired (50,133 ) 44.88 Outstanding, December 31, 2018 105,308 $ 33.10 2.9 $ - Exercisable, December 31, 2018 105,308 $ 33.10 2.9 $ - |
Schedule of Stock Options | The following table presents information related to stock options at December 31, 2018: Options Outstanding Options Exercisable Weighted Weighted Range of Average Outstanding Average Exercisable Exercise Exercise Number of Remaining Life Number of Price Price Options In Years Options $2.17 - $13.50 $ 5.54 17,400 4.7 17,400 $15.50 - $47.50 31.78 56,608 3.4 56,608 $50.00- $78.00 50.81 31,300 0.9 31,300 105,308 2.9 105,308 |
Schedule of Warrant Activity | The following table accounts for the Company’s warrant activity for the year ended December 31, 2018: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Shares Price In Years Value Outstanding, January 1, 2018 275,332 $ 43.15 Issued 10,795,848 4.25 Exercised (4,033,660 ) 4.25 Cancelled/forfeited/expired (200,459 ) 44.29 Outstanding, December 31, 2018 6,837,061 $ 4.64 4.2 $ - Exercisable, December 31, 2018 6,837,061 $ 4.64 4.2 $ - |
Schedule of Stock Warrants | The following table presents information related to stock warrants at December 31, 2018: Warrants Outstanding Warrants Exercisable Weighted Weighted Range of Average Outstanding Average Exercisable Exercise Exercise Number of Remaining Life Number of Price Price Warrants In Years Warrants $4.25 - $75.00 $ 4.61 6,834,528 4.2 6,834,528 $100.00 - $150.00 100.26 2,533 3.6 2,533 6,837,061 4.2 6,837,061 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provision (Benefit) | The income tax provision (benefit) for the years ended December 31, 2018 and 2017 consists of the following: For the Year Ended December 31, 2018 2017 Federal: Current $ - $ - Deferred (581,300 ) 5,974,700 State and local: Current - - Deferred (127,000 ) (1,953,800 ) (708,300 ) 4,020,900 Change in valuation allowance 708,300 (4,020,900 ) Income tax provision (benefit) $ - $ - |
Summary of Reconciliation of Statutory Federal Income Tax Rate and Effective Income Tax Rate | A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate is as follows: For the Year Ended December 31, 2018 2017 Tax benefit at federal statutory rate (21.0 )% (34.0 )% State income taxes, net of federal benefit (5.0 )% (4.0 )% Permanent differences: Derivative liabilities 22.9 % 22.2 % Other (3.5 )% 4.4 % Tax credits (1.4 )% 0.0 % Change in effective rate 0.0 % 16.7 % Change in valuation allowance 8.0 % (5.3 )% Effective income tax rate 0.0 % 0.0 % |
Schedule of Deferred Tax Assets and Liabilities | The tax effects of temporary differences that give rise to deferred tax assets and liabilities are presented below: For The Years Ended December 31, 2018 2017 Deferred Tax Assets: Net operating loss carryforwards $ 26,073,500 $ 18,351,600 Stock-based compensation - 3,128,200 Accruals 296,300 4,502,700 Goodwill 1,586,300 1,586,300 Internet expense 233,700 - Intangible assets 245,000 271,400 Inventory 53,000 - Allowance for doubtful accounts 22,000 9,100 Tax credits 536,600 488,800 Gross deferred tax assets 29,046,400 28,338,100 Deferred Tax Liabilities: Fixed assets (528,400 ) (528,400 ) Gross deferred tax liabilities (528,400 ) (528,400 ) Net deferred tax assets 28,518,000 27,809,700 Valuation allowance (28,518,000 ) (27,809,700 ) Deferred tax asset, net of valuation allowance $ - $ - Changes in valuation allowance $ 708,300 $ (4,020,900 ) |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Schedule of Supplemental Cash Flows Information Related to Leases | Supplemental cash flows information related to leases was as follows: Year Ended December 31, 2018 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 71,516 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 514,522 |
Schedule of Weighted Average Operating Leases | Weighted Average Remaining Lease Term Operating leases 2.72 Weighted Average Discount Rate Operating leases 6.0 % |
Schedule of Future Minimum Payments | Future minimum payments under non-cancellable leases as of December 31, 2018 were as follows: For the Years Ending December 31, Amount 2019 $ 197,875 2020 225,838 2021 123,640 Total future minimum lease payments 547,353 Less: imputed interest (95,623 ) Total $ 451,730 |
Business Organization, Nature_2
Business Organization, Nature of Operations and Basis of Presentation (Details Narrative) | Aug. 29, 2017 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Reverse split | 1-for-50 reverse split | 1-for-50 reverse split |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | May 18, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Cash | $ 18,417,513 | $ 185,151 | $ 5,898 | |
Working capital | 15,586,510 | |||
Accumulated deficit | 159,856,481 | 156,435,278 | ||
Net income (loss) | $ 97,152 | 3,421,203 | 75,363,496 | |
Liabilities deconsolidated | $ 3,700,000 | |||
Cash balances in excess of FDIC insurance limits | 862,145 | |||
Held in money market | 16,992,416 | |||
Allowance for uncollectable amounts | 84,542 | 35,000 | ||
Inventory reserve | 396,000 | 209,325 | ||
Revenue recognition, contract liabilities | 264,860 | |||
Deferred revenue | 324,956 | 324,956 | ||
Revenues | $ 2,686,237 | 2,500,357 | ||
Tax benefits recognized likelihood of being realized upon ultimate settlement | The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement by examining taxing authorities. | |||
Unrecognized tax benefits | ||||
Accounts Receivable [Member] | Significant Customer [Member] | ||||
Concentration risk, percentage | 35.00% | |||
Rebate Revenue [Member] | ||||
Deferred revenue | $ 106,066 | 181,913 | ||
Grant and Rebate [Member] | ||||
Revenues | 74,776 | 120,905 | ||
Alternative Fuel Credits [Member] | ||||
Revenues | $ 331,120 | |||
Trademarks [Member] | ||||
Finite intangible assets useful life | 10 years | |||
Patents [Member] | Maximum [Member] | ||||
Finite intangible assets useful life | 20 years | |||
EV Charging Stations [Member] | ||||
Fixed assets held for sale |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Estimated Useful Life of Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Computer Software and Office and Computer Equipment [Member] | Minimum [Member] | |
Property plant and equipment useful life | 3 years |
Computer Software and Office and Computer Equipment [Member] | Maximum [Member] | |
Property plant and equipment useful life | 5 years |
Machinery and Equipment Automobiles Furniture and Fixtures [Member] | Minimum [Member] | |
Property plant and equipment useful life | 3 years |
Machinery and Equipment Automobiles Furniture and Fixtures [Member] | Maximum [Member] | |
Property plant and equipment useful life | 10 years |
Installed Level 2 Electric Vehicle Charging Stations [Member] | Minimum [Member] | |
Property plant and equipment useful life | 3 years |
Installed Level 2 Electric Vehicle Charging Stations [Member] | Maximum [Member] | |
Property plant and equipment useful life | 7 years |
Installed Level 3 (DC Fast Chargers ("DCFC")) Electric Vehicle Charging Stations [Member] | |
Property plant and equipment useful life | 5 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Revenue Recognition by Contract (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Total Revenues | $ 2,686,237 | $ 2,500,357 |
Under ASC 606 [Member] | ||
Total Revenues | 2,280,341 | 2,379,452 |
Recognized at a Point in Time [Member] | ||
Total Revenues | 1,928,901 | 2,020,236 |
Recognized Over a Period of Time [Member] | ||
Total Revenues | 351,440 | 359,216 |
Charging Service Revenue [Member] | ||
Total Revenues | 1,264,719 | 1,186,710 |
Product Sales [Member] | ||
Total Revenues | 476,930 | 495,086 |
Other [Member] | ||
Total Revenues | 187,252 | |
Other [Member] | ||
Total Revenues | 518,372 | 338,440 |
Network Fees and Other [Member] | ||
Total Revenues | $ 351,440 | $ 359,216 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Schedule of Outstanding Diluted Shares Excluded from Diluted Loss Per Share Computation (Details) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Total potentially dilutive shares | 8,594,363 | 3,402,143 |
Convertible Preferred Stock [Member] | ||
Total potentially dilutive shares | 1,647,756 | 2,998,355 |
Warrants [Member] | ||
Total potentially dilutive shares | 6,837,061 | 275,332 |
Options [Member] | ||
Total potentially dilutive shares | 109,546 | 107,901 |
Convertible Notes [Member] | ||
Total potentially dilutive shares | 20,555 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Details Narrative) - Purchase Commitment [Member] | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Payment to acquire assets | $ 3,156,629 |
Deposit amount | 792,204 |
Remaining purchase commitment payable | $ 1,843,943 |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation and amortization expense | $ 280,547 | $ 409,279 |
Cost of sales | 259,581 | 380,309 |
Disposed of fixed assets with a net book value | 66,746 | 803 |
Loss on disposal of fixed assets | $ 66,746 | $ 803 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Property and equipment, gross | $ 4,981,849 | $ 5,203,605 |
Less: accumulated depreciation | (4,598,282) | (4,826,685) |
Property and equipment, net | 383,567 | 376,920 |
EV Charging Stations [Member] | ||
Property and equipment, gross | 3,972,354 | 4,275,008 |
Software [Member] | ||
Property and equipment, gross | 464,997 | 579,630 |
Automobiles [Member] | ||
Property and equipment, gross | 132,751 | 132,751 |
Office and Computer Equipment [Member] | ||
Property and equipment, gross | 199,817 | 125,992 |
Leasehold Improvements [Member] | ||
Property and equipment, gross | 35,046 | 18,715 |
Machinery and Equipment [Member] | ||
Property and equipment, gross | $ 176,884 | $ 71,509 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expenses to intangible assets | $ 10,315 | $ 10,315 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Intangible assets, gross | $ 150,242 | $ 150,242 |
Less: accumulated amortization | (54,390) | (44,075) |
Intangible assets, net | 95,852 | 106,167 |
Trademarks [Member] | ||
Intangible assets, gross | 17,581 | 17,581 |
Intangible assets, net | 3,657 | |
Patents [Member] | ||
Intangible assets, gross | 132,661 | $ 132,661 |
Intangible assets, net | $ 92,195 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Estimated Future Amortization Expense (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
2019 | $ 10,315 | |
2020 | 8,950 | |
2021 | 7,804 | |
2022 | 7,804 | |
2023 | 7,804 | |
Thereafter | 53,175 | |
Amortization Expense, Total | 95,852 | $ 106,167 |
Patents [Member] | ||
2019 | 7,804 | |
2020 | 7,804 | |
2021 | 7,804 | |
2022 | 7,804 | |
2023 | 7,804 | |
Thereafter | 53,175 | |
Amortization Expense, Total | 92,195 | |
Trademarks [Member] | ||
2019 | 2,511 | |
2020 | 1,146 | |
2021 | ||
2022 | ||
2023 | ||
Thereafter | ||
Amortization Expense, Total | $ 3,657 |
Other Assets - Schedule of Othe
Other Assets - Schedule of Other Assets (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Deposits | $ 71,198 | $ 63,523 |
Other | 3,786 | |
Other asset | $ 71,198 | $ 67,309 |
Accrued Expenses (Details Narra
Accrued Expenses (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Payables and Accruals [Abstract] | ||
Changes in warranty reserve | $ 161,000 | |
Warranty (benefit) expenses | 258,000 | $ (35,755) |
Warranty liability | 9,700 | $ 171,000 |
Repair on deployed chargers | $ 118,000 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Accrued host fees | $ 1,216,545 | $ 1,657,663 |
Accrued professional, board and other fees | 159,500 | 2,683,557 |
Accrued wages | 493,069 | 1,016,563 |
Accrued commissions | 22,300 | 883,763 |
Warranty payable | 9,700 | 171,000 |
Accrued taxes payable | 556,211 | 551,190 |
Accrued payroll taxes payable | 632,078 | |
Accrued interest expense | 32,034 | 347,027 |
Accrued lease termination costs | 300,000 | |
Accrued settlement reserve costs | 12,980,588 | |
Dividend payable | 1,892,800 | |
Inventory in transit | 195,480 | |
Other accrued expenses | 22,100 | 19,115 |
Total accrued expenses | $ 2,706,939 | $ 23,135,344 |
Accrued Expenses - Schedule o_2
Accrued Expenses - Schedule of Accrued Professional, Board and Other Fees (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Payables and Accruals [Abstract] | ||
Investment banking fees | $ 860,183 | |
Legal fees related to public offering | 436,715 | |
Professional fees | 159,500 | 684,673 |
Board fees | 608,945 | |
Other | 93,041 | |
Total accrued professional, board and other fees | $ 159,500 | $ 2,683,557 |
Accrued Issuable Equity (Detail
Accrued Issuable Equity (Details Narrative) - USD ($) | Apr. 09, 2018 | Apr. 03, 2018 | Dec. 01, 2017 | Sep. 26, 2017 | Dec. 31, 2017 | Aug. 29, 2017 |
Warrants to purchase shares of common stock | 1,030,115 | |||||
Issuance of share common stock | 25,669 | 11,503 | ||||
Issuance of share common stock, value | $ 70,000 | |||||
Loss on inducement expense | $ 6,500,000 | |||||
Fair value adjustment of warrant liability | $ 247,360 | |||||
Warrant Holders [Member] | ||||||
Warrants to purchase shares of common stock | 726,504 | 726,704 | ||||
Grant date fair value of warrants | $ 1,500,000 | |||||
Issuance of share common stock | 711,041 | 711,041 | 711,041 | |||
Issuance of share common stock, value | $ 8,000,000 | |||||
Aggregate fair value of common stock | $ 4,200,000 | |||||
Fair value adjustment of warrant liability | $ 3,800,000 | |||||
Executive Chairman [Member] | ||||||
Warrants to purchase shares of common stock | 15,000 | 3,100,000 | ||||
Replacement of warrants accrued | $ 55,046 |
Accrued Issuable Equity - Sched
Accrued Issuable Equity - Schedule of Accrued Issuable Equity (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Accrued issuable equity | $ 318,493 | $ 2,939,906 |
Warrants [Member] | ||
Accrued issuable equity | 5,965 | 1,154,120 |
Common Stock [Member] | ||
Accrued issuable equity | 187,523 | 1,735,047 |
Options [Member] | ||
Accrued issuable equity | $ 125,005 | $ 50,739 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) | Apr. 09, 2018USD ($)shares | Apr. 03, 2018USD ($)shares | Mar. 16, 2018USD ($)shares | Feb. 16, 2018$ / sharesshares | Feb. 16, 2018USD ($)$ / sharesshares | Feb. 01, 2018 | Aug. 23, 2017USD ($) | Oct. 07, 2016USD ($)$ / sharesshares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)Integer$ / sharesshares | Feb. 14, 2018USD ($) | Jan. 22, 2018USD ($) |
Debt Instrument [Line Items] | ||||||||||||
Convertible note principal amount | $ 55,000 | |||||||||||
Fair value of warrants | $ 247,360 | |||||||||||
Amortization of debt discount | $ 528,929 | $ 2,285,173 | ||||||||||
Fair value of issuance of share | $ 70,000 | |||||||||||
Debt instrument conversion value | 4,353,988 | |||||||||||
Gain on settlement | 2,136,860 | |||||||||||
Issuance of share common stock | shares | 25,669 | 11,503 | ||||||||||
Warrant to purchase of common stock | shares | 1,030,115 | |||||||||||
Debt instrument interest rate | 8.00% | |||||||||||
Repayment of debt | $ 688,238 | 55,000 | ||||||||||
Repayment of debt principal amount | $ 545,000 | |||||||||||
Aggregate of principal and interest converted into common stock | ||||||||||||
Interest expense, net | $ 106,060 | $ 946,131 | ||||||||||
Series D Convertible Preferred Stock [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Number of Series D Convertible Preferred Stock issued | shares | 12,005 | 12,005 | 5,141 | 0 | ||||||||
Fair value of issuance of share | $ 12,005,000 | |||||||||||
Debt instrument conversion value | $ 17,805,175 | |||||||||||
Gain on settlement | $ 5,800,175 | |||||||||||
JMJ Promissory Note [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Warrant exercise price, shares | shares | 100,001 | |||||||||||
Aggregate borrowing value | $ 3,500,000 | |||||||||||
Number of warrants | Integer | 10 | |||||||||||
Aggregate warrant exercise price | $ 3,500,000 | |||||||||||
Fair value of warrants | 147,569 | |||||||||||
Amortization of debt discount | 2,610,568 | |||||||||||
Original issue discount | 499,435 | |||||||||||
Amortization expense | 2,133,865 | |||||||||||
Accrued default penalty | 12,000,000 | |||||||||||
Other Notes [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayment of debt | 50,000 | |||||||||||
Repayment of debt principal amount | 160,000 | |||||||||||
Aggregate principal repayments | 4,815 | |||||||||||
Other Notes [Member] | Lenders [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value of warrants | $ 52,260 | |||||||||||
Debt instrument interest rate | 12.00% | |||||||||||
Other notes | $ 260,000 | |||||||||||
Maximum equity investors or through debt financings notes mature value | $ 5,000,000 | |||||||||||
Warrant shares issued in connection with note issuances | shares | 15,600 | |||||||||||
Warrant exercise price per share | $ / shares | $ 35 | |||||||||||
Warrant description | The Company issued five-year warrants to purchase an aggregate of 15,600 shares of common stock at an exercise price equal to the lower of $35.00 per share or a price equal to a 20% discount to the price per share sold in any equity financing transaction within the next twelve months whereby the Company cumulatively receives at least $1,000,000. | |||||||||||
Other Notes Payable [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Repayment of debt principal amount | $ 50,000 | |||||||||||
Public Offering [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Issuance of share common stock | shares | 4,353,000 | |||||||||||
Warrant to purchase of common stock | shares | 8,706,000 | 8,706,000 | ||||||||||
Warrant exercise price per share | $ / shares | $ 4.25 | $ 4.25 | ||||||||||
JMJ [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value of warrants | $ 35,313 | |||||||||||
Fair value of issuance of share | $ 205,881 | |||||||||||
Due to related party | $ 250,000 | |||||||||||
Issuance of share common stock | shares | 73,529 | |||||||||||
Warrant to purchase of common stock | shares | 147,058 | |||||||||||
JMJ [Member] | Public Offering [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Conversion of notes into common stock, description | On February 1, 2018, the Company and JMJ entered into a letter agreement whereby the parties agreed that, concurrent with the closing of the public offering, the Company will convert the JMJ Advance into units, with each unit consisting of one share of restricted common stock and a warrant to purchase one share of restricted common stock at an exercise price equal to the exercise price of the warrants sold as part of the public offering, at a price equal to 80% of the per unit price in the public offering. | |||||||||||
Farkas Group Inc. [Member] | Convertible Notes Payable [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Convertible note principal amount | $ 50,000 | |||||||||||
Debt instrument interest rate | 15.00% | |||||||||||
Debt instrument convertible price per shares | $ / shares | $ 35 | |||||||||||
BLNK Holdings, LLC [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate principal repayments | $ 5,078 | |||||||||||
BLNK Holdings, LLC [Member] | Convertible Notes Payable [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Convertible note principal amount | $ 207,645 | |||||||||||
Debt instrument interest rate | 10.00% | |||||||||||
Securities and Purchase Agreement [Member] | JMJ Promissory Note [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Fair value of obligation | $ 1,680,000 | |||||||||||
Securities and Purchase Agreement [Member] | JMJ [Member] | Public Offering [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Conversion of notes into common stock, description | (a) 80% of the per share price of the common stock in the Company's contemplated public offering, (b) $35.00 per share, (c) 80% of the unit price in the public offering (if applicable), (d) the exercise price of any warrants issued in the public offering, or (e) the lowest conversion price, exercise price, or exchange price, of any security issued by the Company that is outstanding on October 13, 2016. | |||||||||||
Common stock price per shares | $ / shares | $ 35 | |||||||||||
Securities and Purchase Agreement [Member] | JMJ [Member] | February 15, 2018 [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Convertible note principal amount | $ 3,725,000 | |||||||||||
Warrant term | 5 years | |||||||||||
Warrant exercise price, shares | shares | 100,001 | |||||||||||
Promissory Note [Member] | JMJ Promissory Note [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate borrowing value | $ 3,725,000 | |||||||||||
BLNK Conversion Agreement [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, description | On January 4, 2018, the parties agreed to extend the expiration date of the BLNK Conversion Agreement from December 29, 2017 to February 14, 2018. | |||||||||||
BLNK Conversion Agreement [Member] | BLNK Holdings, LLC [Member] | Public Offering [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Conversion of notes into common stock, description | (i) the debt amount multiplied by a factor of 1.15 and (ii) then divided by 80% of the per share price of common stock sold in the public offering. | |||||||||||
Aggregate of principal and interest converted into common stock | $ 209,442 |
Deferred Revenue (Details Narra
Deferred Revenue (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Grant, rebate and incentive revenue recognized | $ 74,776 | $ 120,905 |
Revenue | 2,686,237 | 2,500,357 |
Deferred revenue | 370,926 | 434,054 |
Warranty and Network Fees [Member] | ||
Revenue | $ 351,440 | |
Deferred revenue | $ 155,810 |
Deferred Revenue - Schedule Def
Deferred Revenue - Schedule Deferred Revenue (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Total deferred revenue | $ 370,926 | $ 434,054 |
Deferred revenue, non-current portion | (13,878) | (50,283) |
Current portion of deferred revenue | 357,048 | 383,771 |
Nissan [Member] | ||
Total deferred revenue | 46,212 | |
PA Turnpike [Member] | ||
Total deferred revenue | 21,236 | 34,185 |
AFIG-PAT [Member] | ||
Total deferred revenue | 80,748 | 86,112 |
Prepaid Network and Maintenance Fees [Member] | ||
Total deferred revenue | 190,860 | 155,810 |
Other [Member] | ||
Total deferred revenue | $ 78,082 | $ 111,735 |
Deferred Revenue - Schedule of
Deferred Revenue - Schedule of Deferred Revenue Recognized (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred Revenue Disclosure [Abstract] | ||
2019 | $ 357,048 | |
2020 | 13,651 | |
2021 | 227 | |
Total | $ 370,926 | $ 434,054 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Assumptions Used for Valuation of Fair Value Liabilities (Details) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Risk Free Interest Rate [Member] | Minimum [Member] | ||
Fair value assumptions, measurement input, percentages | 1.62% | 1.47% |
Risk Free Interest Rate [Member] | Maximum [Member] | ||
Fair value assumptions, measurement input, percentages | 2.63% | 1.98% |
Contractual Term (Years) [Member] | Minimum [Member] | ||
Fair value assumptions, measurement input, term | 2 months 30 days | 9 months 11 days |
Contractual Term (Years) [Member] | Maximum [Member] | ||
Fair value assumptions, measurement input, term | 3 years 2 months 30 days | 4 years |
Expected Volatility [Member] | Minimum [Member] | ||
Fair value assumptions, measurement input, percentages | 113.00% | 112.00% |
Expected Volatility [Member] | Maximum [Member] | ||
Fair value assumptions, measurement input, percentages | 217.00% | 149.00% |
Expected Dividend Yield [Member] | ||
Fair value assumptions, measurement input, percentages | 0.00% | 0.00% |
Fair Value Measurement - Summ_2
Fair Value Measurement - Summary of Changes in Fair Value of Level 3 Warrant Liabilities Measured at Recurring Basis (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | ||
Derivative liabilities, beginning balance | $ 3,448,390 | $ 1,583,103 |
Conversion of derivative liability to equity | (419,415) | (42,556,454) |
Reclassify derivative liability to equity | (36,445) | |
Issuance of warrants | 1,395,618 | |
Change in fair value of derivative liability | (2,992,530) | 43,026,123 |
Derivative liabilities, ending balance | 3,448,390 | |
Warrants payable, beginning balance | 1,154,120 | 155,412 |
Exchange of warrants payable for equity | (1,183,091) | |
Accrual of other warrant obligations | 2,135,430 | 14,992 |
Change in fair value of warrants payable | (2,100,494) | 983,716 |
Warrants payable, ending balance | $ 5,965 | $ 1,154,120 |
Fair Value Measurement - Summ_3
Fair Value Measurement - Summary of Assets and Liabilities Measured at Fair Value Recurring and Nonrecurring Basis (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Derivative liabilities | $ 3,448,390 | |
Warrants payable | $ 5,965 | 1,154,120 |
Total liabilities | 5,965 | 4,602,510 |
Level 1 [Member] | ||
Derivative liabilities | ||
Warrants payable | ||
Total liabilities | ||
Level 2 [Member] | ||
Derivative liabilities | ||
Warrants payable | ||
Total liabilities | ||
Level 3 [Member] | ||
Derivative liabilities | 3,448,390 | |
Warrants payable | 5,965 | 1,154,120 |
Total liabilities | $ 5,965 | $ 4,602,510 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | Sep. 07, 2018 | Aug. 01, 2018 | Apr. 09, 2018 | Apr. 03, 2018 | Mar. 28, 2018 | Mar. 22, 2018 | Mar. 16, 2018 | Feb. 16, 2018 | Feb. 16, 2018 | Dec. 01, 2017 | Sep. 26, 2017 | Aug. 29, 2017 | Aug. 25, 2017 | Feb. 10, 2015 | Mar. 31, 2014 | Nov. 30, 2012 | Dec. 31, 2018 | Dec. 31, 2017 | Feb. 15, 2018 | Feb. 13, 2018 | Aug. 04, 2017 | Feb. 07, 2017 | Jan. 11, 2013 |
Common stock, shares authorized | 500,000,000 | 500,000,000 | |||||||||||||||||||||
Common stock par value | $ 0.001 | $ 0.001 | |||||||||||||||||||||
Preferred stock shares authorized | 40,000,000 | 40,000,000 | |||||||||||||||||||||
Preferred stock par value | $ 0.001 | $ 0.001 | |||||||||||||||||||||
Common stock voting rights description | The holders of the Company's common stock are entitled to one vote per share. | ||||||||||||||||||||||
Preferred stock undesignated shares | 19,727,000 | ||||||||||||||||||||||
Reverse split of issued and outstanding common stock | 1-for-50 reverse split | 1-for-50 reverse split | |||||||||||||||||||||
Number of common shares issued | 25,669 | 11,503 | |||||||||||||||||||||
Warrant to purchase of common stock | 1,030,115 | ||||||||||||||||||||||
Number of common stock issued in conversion of preferred stock | 9,111,644 | ||||||||||||||||||||||
Deemed dividend in net loss available to common stockholders recorded, amount | $ 825,000 | ||||||||||||||||||||||
Fair value of issue shares | $ 4,283,988 | ||||||||||||||||||||||
Number of common stock issued in satisfaction of debt and liabilities | 1,513,690 | ||||||||||||||||||||||
Loss on settlement of debt | $ 2,136,860 | ||||||||||||||||||||||
Number of common stock issued in satisfaction of debt and liabilities, value | $ 4,353,988 | ||||||||||||||||||||||
Retired shares of common stock | 23,529 | ||||||||||||||||||||||
Number of shares issued for services | 453,972 | ||||||||||||||||||||||
Fair value of aggregate share at grant date | $ 601,318 | ||||||||||||||||||||||
Number of shares issued for services, value | 954,937 | ||||||||||||||||||||||
Loss on inducement expense | $ 6,500,000 | ||||||||||||||||||||||
Options aggregate issuance date fair value | 64,790 | ||||||||||||||||||||||
Change in fair value of warrant liabilities | 5,093,024 | (138,164) | |||||||||||||||||||||
Change in fair value of warrant liabilities | $ 247,360 | ||||||||||||||||||||||
Proceeds from warrants exercised | $ 17,143,055 | ||||||||||||||||||||||
Warrants [Member] | |||||||||||||||||||||||
Number of common shares issued | 4,033,660 | ||||||||||||||||||||||
Warrant to purchase of common stock | 1,703,429 | 48,023 | 526,604 | ||||||||||||||||||||
Warrant exercisable term | 5 years | ||||||||||||||||||||||
Warrants exercise price per share | $ 4.25 | $ 4.25 | |||||||||||||||||||||
Conversion of stock shares converted | 90,926 | ||||||||||||||||||||||
Preferred stock description | The Warrant Exchange is effective immediately and the Series C Preferred Stock Exchange is effective upon the closing of the public offering (collectively defined as a public offering of securities to raise up to $20,000,000 and to list the Company's shares of common stock on the NASDAQ). The Series C Preferred Stock shall be exchanged for common stock using the following formula: the number of shares of Series C Convertible Preferred Stock owned multiplied by a factor of 115 and divided by 80% of the price per share of common stock sold in the in the public offering. Certain holders also agreed to not, without prior written consent of the underwriter, sell or otherwise transfer any shares of common stock or any securities convertible into common stock for a period of 270 days from the effective date of the Series C Preferred Stock Exchange. | ||||||||||||||||||||||
Change in fair value of warrant liabilities | $ 1,726,388 | ||||||||||||||||||||||
Warrants fair value at issuance date | 409,042 | ||||||||||||||||||||||
Proceeds from warrants exercised | 17,143,056 | ||||||||||||||||||||||
Warrants [Member] | Minimum [Member] | |||||||||||||||||||||||
Warrants exercise price per share | $ 35 | ||||||||||||||||||||||
Warrants [Member] | Maximum [Member] | |||||||||||||||||||||||
Warrants exercise price per share | $ 150 | ||||||||||||||||||||||
Stock Options and Warrants [Member] | |||||||||||||||||||||||
Stock-based compensation expense | $ 3,811,866 | $ 3,144,804 | |||||||||||||||||||||
Stock Options [Member] | |||||||||||||||||||||||
Forfeitures related to option grants at an annual rate percentage | 0.00% | 0.00% | |||||||||||||||||||||
Conversion Agreement [Member] | |||||||||||||||||||||||
Number of common stock issued in conversion of preferred stock | 223,235 | ||||||||||||||||||||||
Professional and Other Consulting Fee Agreements [Member] | |||||||||||||||||||||||
Number of common shares issued | 21,166 | ||||||||||||||||||||||
Fair value of issue shares | $ 90,000 | ||||||||||||||||||||||
Public Offering [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 652,950 | ||||||||||||||||||||||
Number of common shares issued | 4,353,000 | ||||||||||||||||||||||
Warrant to purchase of common stock | 8,706,000 | 8,706,000 | |||||||||||||||||||||
Offering price description | Public offering price of $4.25 per unit comprised of one share and two warrants. | ||||||||||||||||||||||
Warrant exercisable term | 5 years | ||||||||||||||||||||||
Warrants exercise price per share | $ 4.25 | $ 4.25 | |||||||||||||||||||||
Gross proceeds from public offering | $ 18,504,320 | ||||||||||||||||||||||
Net proceeds from public offering | 14,880,815 | ||||||||||||||||||||||
Underwriting discounts and commissions and other offering expenses | $ 3,623,505 | $ 3,623,505 | |||||||||||||||||||||
Director [Member] | |||||||||||||||||||||||
Number of common shares issued | 10,000 | ||||||||||||||||||||||
Officers and Directors [Member] | Restricted Common Stock [Member] | |||||||||||||||||||||||
Number of shares issued for services | 188,501 | ||||||||||||||||||||||
Warrant Holders [Member] | |||||||||||||||||||||||
Number of common shares issued | 711,041 | 711,041 | 711,041 | ||||||||||||||||||||
Warrant to purchase of common stock | 726,504 | 726,704 | |||||||||||||||||||||
Change in fair value of warrant liabilities | $ 3,800,000 | ||||||||||||||||||||||
Executive Officer [Member] | |||||||||||||||||||||||
Option to purchase a aggregate shares of common stock, granted | 47,450 | ||||||||||||||||||||||
Weighted average remaining vesting period | 5 years | ||||||||||||||||||||||
Exercise price range lower | $ 2.17 | ||||||||||||||||||||||
Exercise price range upper | $ 37.50 | ||||||||||||||||||||||
Executive Chairman [Member] | |||||||||||||||||||||||
Warrant to purchase of common stock | 3,100,000 | 15,000 | |||||||||||||||||||||
Received shares of common stock | 2,990,404 | ||||||||||||||||||||||
Change in fair value of warrant liabilities | $ 43,900,000 | ||||||||||||||||||||||
Executive Chairman [Member] | Conversion Agreement [Member] | |||||||||||||||||||||||
Number of common stock issued in satisfaction of debt and liabilities, value | $ 315,000 | ||||||||||||||||||||||
2012 Omnibus Incentive Plan [Member] | |||||||||||||||||||||||
Aggregate maximum number of shares of common stock for which stock options or awards may be granted | 5,000,000 | ||||||||||||||||||||||
Omnibus incentive plan expiration date | Dec. 1, 2014 | ||||||||||||||||||||||
2012 Omnibus Incentive Plan [Member] | Employees and Consultants [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 0 | 12,000 | |||||||||||||||||||||
2013 Omnibus Incentive Plan [Member] | |||||||||||||||||||||||
Aggregate maximum number of shares of common stock for which stock options or awards may be granted | 5,000,000 | ||||||||||||||||||||||
2013 Omnibus Incentive Plan [Member] | Employees [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 25,767 | 44,700 | |||||||||||||||||||||
2013 Omnibus Incentive Plan [Member] | Consultants [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 27,472 | 27,472 | |||||||||||||||||||||
2014 Omnibus Incentive Plan [Member] | |||||||||||||||||||||||
Aggregate maximum number of shares of common stock for which stock options or awards may be granted | 5,000,000 | ||||||||||||||||||||||
Percentage of option price must be atleast fair market value on date of grants | 100.00% | ||||||||||||||||||||||
Greater shareholders grants percentage | 10.00% | ||||||||||||||||||||||
Percentage of greater shareholders must have the fair market value on date of grants | 110.00% | ||||||||||||||||||||||
2014 Omnibus Incentive Plan [Member] | Employees [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 32,601 | 32,601 | |||||||||||||||||||||
2014 Omnibus Incentive Plan [Member] | Consultants [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 43,166 | 43,166 | |||||||||||||||||||||
2015 Omnibus Incentive Plan [Member] | |||||||||||||||||||||||
Aggregate maximum number of shares of common stock for which stock options or awards may be granted | 5,000,000 | ||||||||||||||||||||||
Percentage of option price must be atleast fair market value on date of grants | 100.00% | ||||||||||||||||||||||
Greater shareholders grants percentage | 10.00% | ||||||||||||||||||||||
Percentage of greater shareholders must have the fair market value on date of grants | 110.00% | ||||||||||||||||||||||
Securities available for future issuance | 0 | ||||||||||||||||||||||
2015 Omnibus Incentive Plan [Member] | Employees [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 3,700 | 3,700 | |||||||||||||||||||||
2015 Omnibus Incentive Plan [Member] | Consultants [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 9,788 | 9,788 | |||||||||||||||||||||
2018 Incentive Compensation Plan [Member] | |||||||||||||||||||||||
Aggregate maximum number of shares of common stock for which stock options or awards may be granted | 5,000,000 | ||||||||||||||||||||||
Percentage of option price must be atleast fair market value on date of grants | 100.00% | ||||||||||||||||||||||
Greater shareholders grants percentage | 10.00% | ||||||||||||||||||||||
Percentage of greater shareholders must have the fair market value on date of grants | 110.00% | ||||||||||||||||||||||
Securities available for future issuance | 4,309,987 | ||||||||||||||||||||||
Option to purchase a aggregate shares of common stock, granted | 5,000,000 | ||||||||||||||||||||||
Offering price description | The option price must be at least 100% of the fair market value on the date of grant and if issued to a 10% or greater shareholder must be at least 110% of the fair market value on the date of the grant. | ||||||||||||||||||||||
2018 Incentive Compensation Plan [Member] | Employees [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 47,540 | ||||||||||||||||||||||
2017-2018 Board Plan [Member] | Restricted Stock [Member] | |||||||||||||||||||||||
Number of options to purchase of common stock shares | 642,473 | ||||||||||||||||||||||
Option to purchase a aggregate shares of common stock, granted | 27,059 | ||||||||||||||||||||||
Over-Allotment [Member] | |||||||||||||||||||||||
Warrant to purchase of common stock | 406,956 | 406,956 | |||||||||||||||||||||
Warrants exercise price per share | $ 4.25 | $ 4.25 | |||||||||||||||||||||
Gross proceeds from warrants | $ 4,070 | ||||||||||||||||||||||
Gross proceeds per warrant | $ 0.01 | $ 0.01 | |||||||||||||||||||||
Over-Allotment [Member] | Public Offering [Member] | |||||||||||||||||||||||
Warrant to purchase of common stock | 1,305,900 | 1,305,900 | |||||||||||||||||||||
Series A Convertible Preferred Stock [Member] | |||||||||||||||||||||||
Preferred stock shares authorized | 20,000,000 | 20,000,000 | |||||||||||||||||||||
Number of common stock issued in conversion of preferred stock | 550,000 | 2.5 | |||||||||||||||||||||
Conversion of stock shares converted | 11,000,000 | ||||||||||||||||||||||
Dividend payable liability | $ 0 | $ 1,892,800 | |||||||||||||||||||||
Liquidation preference of Series C Convertible Preferred Stock | $ 24,847,900 | ||||||||||||||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||||||||||||||
Preferred stock shares authorized | 10,000 | ||||||||||||||||||||||
Series B Convertible Preferred Stock [Member] | Conversion Agreement [Member] | |||||||||||||||||||||||
Conversion of stock shares converted | 8,250 | ||||||||||||||||||||||
Conversion of stock shares converted, value | $ 825,000 | ||||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | |||||||||||||||||||||||
Preferred stock shares authorized | 250,000 | 250,000 | |||||||||||||||||||||
Conversion of stock shares converted | 254,557 | ||||||||||||||||||||||
Issuance of series C convertible preferred stock | 79,125 | ||||||||||||||||||||||
Aggregate liabilities associated with Company's registration rights penalty, public information fee, and Series C Convertible Preferred Stock dividends | $ 7,027,000 | ||||||||||||||||||||||
Payment of dividends in kind, shares | 25,006 | ||||||||||||||||||||||
Deemed dividend in net loss available to common stockholders recorded, amount | $ 22,633,931 | ||||||||||||||||||||||
Preferred stock dividend percentage | 80.00% | ||||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | Warrants [Member] | |||||||||||||||||||||||
Number of common shares issued | 90,926 | ||||||||||||||||||||||
Warrant to purchase of common stock | 92,176 | ||||||||||||||||||||||
Warrants exercise price per share | $ 35 | ||||||||||||||||||||||
Number of common stock issued in conversion of preferred stock | 12,678 | ||||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | Warrant Holders [Member] | |||||||||||||||||||||||
Number of common shares issued | 180,733 | ||||||||||||||||||||||
Warrant to purchase of common stock | 180,733 | ||||||||||||||||||||||
Fair value of issue shares | $ 3,000,000 | ||||||||||||||||||||||
Warrants to purchase shares of common stock, value | 600,000 | ||||||||||||||||||||||
Loss on inducement expense | $ 2,400,000 | ||||||||||||||||||||||
Series D Convertible Preferred Stock [Member] | |||||||||||||||||||||||
Preferred stock shares authorized | 13,000 | 13,000 | |||||||||||||||||||||
Number of common stock issued in conversion of preferred stock | 2,200,000 | ||||||||||||||||||||||
Conversion of stock shares converted | 6,864 | ||||||||||||||||||||||
Series D Convertible Preferred Stock stated value | $ 1,000 | ||||||||||||||||||||||
Ownership percentage | 9.99% | ||||||||||||||||||||||
Shares conversion price per share | $ 3.12 | ||||||||||||||||||||||
Loss on settlement of debt | $ 5,800,175 | ||||||||||||||||||||||
Number of common stock issued in satisfaction of debt and liabilities, value | $ 17,805,175 | ||||||||||||||||||||||
Series D Convertible Preferred Stock [Member] | Board of Directors [Member] | |||||||||||||||||||||||
Preferred stock shares authorized | 40,000,000 | ||||||||||||||||||||||
Preferred stock par value | $ 0.001 | ||||||||||||||||||||||
Preferred stock designated shares | 13,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Black-Scholes Option Pricing Model to Stock Options Granted Assumption (Details) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Equity [Abstract] | ||
Risk free interest rate | 2.75% | 0.00% |
Expected term (years) | 2 years 6 months | 0 years |
Expected volatility | 150.10% | 0.00% |
Expected dividends | 0.00% | 0.00% |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Options Activity (Details) | 12 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | |
Aggregate intrinsic value outstanding | $ | $ 64,790 |
Stock Option [Member] | |
Number of shares options outstanding | shares | 107,901 |
Number of shares options granted | shares | 47,540 |
Number of shares options exercised | shares | |
Number of shares options canceled/forfeited/expired | shares | (50,133) |
Number of shares options outstanding | shares | 105,308 |
Number of shares options exercisable | shares | 105,308 |
Weighted average exercise price options outstanding | $ / shares | $ 42.31 |
Weighted average exercise price options granted | $ / shares | 24.61 |
Weighted average exercise price options exercised | $ / shares | |
Weighted average exercise price options canceled/forfeited/expired | $ / shares | 44.88 |
Weighted average exercise price options outstanding | $ / shares | 33.10 |
Weighted average exercise price option exercisable | $ / shares | $ 33.10 |
Weighted average remaining life in years outstanding | 2 years 10 months 25 days |
Weighted average remaining life in years exercisable | 2 years 10 months 25 days |
Aggregate intrinsic value outstanding | $ | |
Aggregate intrinsic value exercisable | $ |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Stock Options (Details) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Stock Options One [Member] | |
Range of exercise price, minimum | $ 2.17 |
Range of exercise price, maximum | 13.50 |
Options outstanding weighted average exercise price | $ 5.54 |
Options outstanding outstanding number of options | shares | 17,400 |
Options exercisable weighted average remaining life in years | 4 years 8 months 12 days |
Options exercisable exercisable number of options | shares | 17,400 |
Stock Options Two [Member] | |
Range of exercise price, minimum | $ 15.50 |
Range of exercise price, maximum | 47.50 |
Options outstanding weighted average exercise price | $ 31.78 |
Options outstanding outstanding number of options | shares | 56,608 |
Options exercisable weighted average remaining life in years | 3 years 4 months 24 days |
Options exercisable exercisable number of options | shares | 56,608 |
Stock Options Three [Member] | |
Range of exercise price, minimum | $ 50 |
Range of exercise price, maximum | 78 |
Options outstanding weighted average exercise price | $ 50.81 |
Options outstanding outstanding number of options | shares | 31,300 |
Options exercisable weighted average remaining life in years | 10 months 25 days |
Options exercisable exercisable number of options | shares | 31,300 |
Stock Options [Member] | |
Options outstanding outstanding number of options | shares | 105,308 |
Options exercisable weighted average remaining life in years | 2 years 10 months 25 days |
Options exercisable exercisable number of options | shares | 105,308 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Warrant Activity (Details) | 12 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | |
Weighted Average Remaining Life In Years, Exercisable | 4 years 2 months 12 days |
Warrants [Member] | |
Number of Shares Warrants Outstanding Beginning Balance | shares | 275,332 |
Number of Shares Warrants Issued | shares | 10,795,848 |
Number of Shares Warrants Exercised | shares | (4,033,660) |
Number of Shares Warrants Cancelled/forfeited/expired | shares | (200,459) |
Number of Shares Warrants Outstanding Ending Balance | shares | 6,837,061 |
Number of Shares Warrants Exercisable | shares | 6,837,061 |
Weighted Average Exercise Price, Beginning balance | $ / shares | $ 43.15 |
Weighted Average Exercise Price, Issued | $ / shares | 4.25 |
Weighted Average Exercise Price, Exercised | $ / shares | 4.25 |
Weighted Average Exercise Price, Cancelled/forfeited/expired | $ / shares | 44.29 |
Weighted Average Exercise Price, Ending balance | $ / shares | 4.64 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 4.64 |
Weighted Average Remaining Life In Years, End | 4 years 2 months 12 days |
Weighted Average Remaining Life In Years, Exercisable | 4 years 2 months 12 days |
Aggregate Intrinsic Value, End | $ | |
Aggregate Intrinsic Value, Exercisable | $ |
Stockholders' Equity - Schedu_3
Stockholders' Equity - Schedule of Stock Warrants (Details) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Warrants Outstanding Number of Warrants | shares | 6,837,061 |
Warrants Exercisable Weighted Average Remaining Life In Years | 4 years 2 months 12 days |
Warrants Exercisable Number of Warrants | shares | 6,837,061 |
Warrant One [Member] | |
Range of Exercise Price, Minimum | $ / shares | $ 4.25 |
Range of Exercise Price, Maximum | $ / shares | 75 |
Warrants Outstanding Exercise Price | $ / shares | $ 4.61 |
Warrants Outstanding Number of Warrants | shares | 6,834,528 |
Warrants Exercisable Weighted Average Remaining Life In Years | 4 years 2 months 12 days |
Warrants Exercisable Number of Warrants | shares | 6,834,528 |
Warrant Two [Member] | |
Range of Exercise Price, Minimum | $ / shares | $ 100 |
Range of Exercise Price, Maximum | $ / shares | 150 |
Warrants Outstanding Exercise Price | $ / shares | $ 100.26 |
Warrants Outstanding Number of Warrants | shares | 2,533 |
Warrants Exercisable Weighted Average Remaining Life In Years | 3 years 7 months 6 days |
Warrants Exercisable Number of Warrants | shares | 2,533 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Current tax provision | ||
Net operating loss carry forwards for both federal and state purpose | 100,300,000 | $ 70,600,000 |
Future taxable income | 70,600,000 | |
Operating loss carryforwards, expiration dates | through 2037 | |
Remaining net operating loss carry forwards for both federal and state purpose | 29,700,000 | |
Net operating loss federal and state | $ 53,700,000 | |
Income tax rate | 0.00% | 0.00% |
Change in valuation allowance | $ 708,300 | $ (4,020,900) |
Tax Cuts and Jobs Act [Member] | ||
Income tax, description | The Tax Cuts and Jobs Act (the "Act") was enacted in December 2017. Among other things, the primary provision of Tax Reform impacting the Company is the reduction to the U.S. corporate income tax rate from 35% to 21%, eliminating certain deductions and imposing a mandatory one-time transition tax on accumulated earnings of foreign subsidiaries. | |
Income tax rate | 21.00% | |
Change in enacted tax rate, amount | 12,600,000 | |
Change in valuation allowance | $ 12,600,000 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Provision (Benefit) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Federal: Current | ||
Federal: Deferred | (581,300) | 5,974,700 |
State and local: Current | ||
State and local: Deferred | (127,000) | (1,953,800) |
Income tax provision (benefit), gross | (708,300) | 4,020,900 |
Change in valuation allowance | 708,300 | (4,020,900) |
Income tax provision (benefit) |
Income Taxes - Summary of Recon
Income Taxes - Summary of Reconciliation of Statutory Federal Income Tax Rate and Effective Income Tax Rate (Details) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Tax benefit at federal statutory rate | (21.00%) | (34.00%) |
State income taxes, net of federal benefit | (5.00%) | (4.00%) |
Permanent differences: | ||
Derivative liabilities | 22.90% | 22.20% |
Other | (3.50%) | 4.40% |
Tax credits | (1.40%) | 0.00% |
Change in effective rate | 0.00% | 16.70% |
Change in valuation allowance | 8.00% | (5.30%) |
Effective income tax rate | 0.00% | 0.00% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 26,073,500 | $ 18,351,600 |
Stock based compensation | 3,128,200 | |
Accruals | 296,300 | 4,502,700 |
Goodwill | 1,586,300 | 1,586,300 |
Internet expense | 233,700 | |
Intangible assets | 245,000 | 271,400 |
Inventory | 53,000 | |
Allowance for doubtful accounts | 22,000 | 9,100 |
Tax credits | 536,600 | 488,800 |
Gross deferred tax assets | 29,046,400 | 28,338,100 |
Fixed assets | (528,400) | (528,400) |
Gross deferred tax liabilities | (528,400) | (528,400) |
Net deferred tax assets | 28,518,000 | 27,809,700 |
Valuation allowance | (28,518,000) | (27,809,700) |
Deferred tax asset, net of valuation allowance | ||
Changes in valuation allowance | $ (708,300) | $ (4,020,900) |
Related Parties (Details Narrat
Related Parties (Details Narrative) - USD ($) | Apr. 16, 2018 | Apr. 09, 2018 | Apr. 03, 2018 | Mar. 22, 2018 | Dec. 07, 2017 | Dec. 06, 2017 | Jun. 16, 2017 | Jun. 16, 2017 | Nov. 24, 2015 | Dec. 31, 2018 | Dec. 31, 2017 | May 31, 2017 | Aug. 29, 2017 | Aug. 04, 2017 | Feb. 07, 2017 |
Fair value of common stock transferred | $ 26,118 | $ 5,524 | |||||||||||||
Warrants to purchase shares of common stock | 1,030,115 | ||||||||||||||
Number of common shares issued | 25,669 | 11,503 | |||||||||||||
Fair value of warrants | $ 247,360 | ||||||||||||||
Monthly salary | 344,311 | ||||||||||||||
Debt conversion of accrued payments owed | 4,353,988 | ||||||||||||||
Fair value of common stock issued for compensation | $ 3,364,787 | $ 203,946 | |||||||||||||
Stock Option [Member] | |||||||||||||||
Number of options, granted | 47,540 | ||||||||||||||
Options exercise price | $ 24.61 | ||||||||||||||
Warrants One [Member] | |||||||||||||||
Warrant exercise price per share | 4.61 | ||||||||||||||
Warrants Two [Member] | |||||||||||||||
Warrant exercise price per share | $ 100.26 | ||||||||||||||
Common Stock [Member] | |||||||||||||||
Fair value of common stock issued for compensation | $ 1,179 | $ 10 | |||||||||||||
Number of common stock issued for compensation | 1,179,098 | 10,000 | |||||||||||||
Number of common stock purchased | 142,857 | ||||||||||||||
Warrants [Member] | |||||||||||||||
Warrants to purchase shares of common stock | 1,703,429 | 48,023 | 526,604 | ||||||||||||
Warrant exercise price per share | $ 4.25 | $ 4.25 | |||||||||||||
Number of common shares issued | 4,033,660 | ||||||||||||||
Fair value of warrants | $ 1,726,388 | ||||||||||||||
Warrants [Member] | Minimum [Member] | |||||||||||||||
Warrant exercise price per share | $ 35 | ||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||
Number of series C preferred stock purchased | 114,491 | ||||||||||||||
Compensation Agreement [Member] | |||||||||||||||
Fair value of options | 22,000 | ||||||||||||||
Mr. Farkas [Member] | |||||||||||||||
Amounts due to related party | $ 120,000 | ||||||||||||||
Number of stock purchased controlling interest | $ 1,000,000 | ||||||||||||||
Mr. Farkas [Member] | Letter Agreement [Member] | |||||||||||||||
Number of shares cancelled | 2,930,596 | ||||||||||||||
Executive Chairman [Member] | |||||||||||||||
Warrants to purchase shares of common stock | 15,000 | 3,100,000 | |||||||||||||
Executive Chairman [Member] | Employment Agreement [Member] | |||||||||||||||
Compensation paid in cash | $ 20,000 | $ 270,000 | |||||||||||||
Payments for compensation | 645,000 | ||||||||||||||
Accrued commissions | $ 375,000 | ||||||||||||||
Warrant term | 5 years | ||||||||||||||
Percentage on discount of units sold | 20.00% | ||||||||||||||
Executive Chairman [Member] | Employment Agreement [Member] | Stock Option One [Member] | |||||||||||||||
Number of options, granted | 7,000 | ||||||||||||||
Options exercise price | $ 30 | ||||||||||||||
Executive Chairman [Member] | Employment Agreement [Member] | Stock Option [Member] | |||||||||||||||
Number of options, granted | 8,240 | ||||||||||||||
Options exercise price | $ 37.50 | ||||||||||||||
Executive Chairman [Member] | Employment Agreement [Member] | Warrants One [Member] | |||||||||||||||
Warrants to purchase shares of common stock | 2,000 | ||||||||||||||
Warrant exercise price per share | $ 9.50 | ||||||||||||||
Executive Chairman [Member] | Employment Agreement [Member] | Warrants Two [Member] | |||||||||||||||
Warrants to purchase shares of common stock | 68,667 | ||||||||||||||
Warrant exercise price per share | $ 21.50 | ||||||||||||||
Executive Chairman [Member] | Employment Agreement [Member] | Warrants Three [Member] | |||||||||||||||
Warrants to purchase shares of common stock | 44,000 | ||||||||||||||
Warrant exercise price per share | $ 37 | ||||||||||||||
Executive Chairman [Member] | Employment Agreement [Member] | Common Stock [Member] | |||||||||||||||
Share-based compensation, gross value | $ 270,000 | ||||||||||||||
Executive Chairman [Member] | Employment Agreement [Member] | Third Amendment [Member] | |||||||||||||||
Monthly amounts paid | $ 15,000 | ||||||||||||||
Description on employment agreement | The Company agreed that Mr. Farkas was paid $20,000 per month from July 24, 2015 to November 24, 2015 and the Company agreed to pay Mr. Farkas the equivalent of $15,000 per month in cash and $15,000 per month in shares of common stock for the past eighteen (18) months (from December 1, 2015 through May 31, 2017), or $270,000 in cash and $270,000 in common stock. | ||||||||||||||
Number of common shares issued | 114,767 | ||||||||||||||
Fair value of warrants | $ 677,010 | ||||||||||||||
Fair value of options | 46,146 | ||||||||||||||
Executive Chairman [Member] | Employment Agreement [Member] | Third Amendment [Member] | Common Stock [Member] | |||||||||||||||
Monthly amounts paid | $ 15,000 | ||||||||||||||
Executive Chairman [Member] | Affiliate Agreement [Member] | |||||||||||||||
Monthly amounts paid | $ 15,000 | ||||||||||||||
Monthly salary | 40,000 | ||||||||||||||
Executive Chairman [Member] | Affiliate Agreement [Member] | Minimum [Member] | |||||||||||||||
Monthly salary | 40,000 | ||||||||||||||
Executive Chairman [Member] | Affiliate Agreement [Member] | Common Stock [Member] | |||||||||||||||
Monthly amounts paid | 15,000 | ||||||||||||||
Executive Chairman [Member] | Conversion Agreement [Member] | |||||||||||||||
Debt conversion of accrued payments owed | $ 315,000 | ||||||||||||||
Debt conversion, description | (i) the Debt amount multiplied by a factor of 115 and (ii) then divided by 80% of the per share price of common stock sold in the offering. | ||||||||||||||
Executive Chairman [Member] | Letter Agreement [Member] | |||||||||||||||
Number of shares cancelled | 2,930,596 | ||||||||||||||
Number of shares received in public offering | 2,990,404 | ||||||||||||||
Additional number of shares received due | 886,119 | 886,119 | |||||||||||||
Debt conversion of convertible preferred stock into shares of common stock | 550,000 | ||||||||||||||
Shares of series A convertible preferred stock | 11,000,000 | ||||||||||||||
Fair value of common stock issued for compensation | $ 2,534,300 | ||||||||||||||
Chief Operating Officer [Member] | Employment Agreement [Member] | |||||||||||||||
Percentage on discount of units sold | 20.00% | ||||||||||||||
Description on compensation agreement | The Company shall pay Mr. Feintuch the following by the third (3rd) business day following the closing of the offering: (i) $130,664 in cash (75% of the value of the accrued commissions on hardware sales and accrued commission on revenues from charging stations as calculated through March 31, 2017) and (ii) an amount of cash equal to 75% of the Additional Amounts. By the third (3rd) business day following the closing of this offering, the Company shall also issue to Mr. Feintuch (i) units of shares of common stock and warrants sold in the offering with a value of $43,555 (25% of the value of the accrued commissions on hardware sales and the accrued commission on revenue from charging stations, as calculated through March 31, 2017) at a 20% discount to the price per unit of the units sold in the offering | ||||||||||||||
Issuance of common stock and warrants | $ 43,555 | ||||||||||||||
Percentage on accrued commissions | 25.00% | ||||||||||||||
Chief Operating Officer [Member] | Compensation Agreement [Member] | Hardware Sales [Member] | |||||||||||||||
Accrued commissions | $ 142,250 | $ 142,250 | |||||||||||||
Chief Operating Officer [Member] | Compensation Agreement [Member] | Revenues from Charging Stations [Member] | |||||||||||||||
Accrued commissions | 31,969 | 31,969 | |||||||||||||
Chief Operating Officer [Member] | Compensation Agreement [Member] | Hardware Sales and Revenue from Charging Station [Member] | |||||||||||||||
Accrued commissions | $ 130,664 | $ 130,664 | |||||||||||||
Chief Operating Officer [Member] | Compensation Agreement [Member] | Stock Option One [Member] | |||||||||||||||
Number of options, granted | 9,600 | ||||||||||||||
Options exercise price | $ 37.50 | ||||||||||||||
Chief Operating Officer [Member] | Compensation Agreement [Member] | Stock Option [Member] | |||||||||||||||
Number of options, granted | 7,000 | ||||||||||||||
Options exercise price | $ 30 | ||||||||||||||
Chief Operating Officer [Member] | Letter Agreement [Member] | |||||||||||||||
Number of shares received in public offering | 26,500 | ||||||||||||||
Debt conversion of convertible preferred stock into shares of common stock | 550,000 | 550,000 | |||||||||||||
Mr. Feintuch [Member] | Letter Agreement [Member] | |||||||||||||||
Fair value of common stock issued for compensation | $ 75,790 | ||||||||||||||
Number of common stock issued for compensation | 26,500 | ||||||||||||||
February 2018 [Member] | Mr. Farkas [Member] | |||||||||||||||
Transfer of common shares | 260,000 | ||||||||||||||
Default Penalty on Notes Payable | $ 12,000,000 | ||||||||||||||
Fair value of common stock transferred | $ 785,200 | ||||||||||||||
March 2018 [Member] | |||||||||||||||
Transfer of common shares | 260,000 | ||||||||||||||
January 4, 2018 [Member] | Executive Chairman [Member] | Letter Agreement [Member] | |||||||||||||||
Agreement expiration date | Dec. 29, 2017 | ||||||||||||||
January 4, 2018 [Member] | Chief Operating Officer [Member] | Letter Agreement [Member] | |||||||||||||||
Agreement expiration date | Feb. 14, 2018 |
Leases (Details Narrative)
Leases (Details Narrative) | Apr. 20, 2018ft² | May 22, 2017USD ($) | Mar. 20, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Feb. 16, 2018USD ($) | Mar. 22, 2017ft² |
Accrued rent | $ 300,000 | ||||||
Payment in satisfaction of lease liability | $ 234,000 | ||||||
Area of land | ft² | 11,457 | ||||||
Operating leases, rent expense | $ 155,000 | ||||||
Lease remaining term | 2 years 8 months 19 days | ||||||
Operating lease expense | $ 264,014 | $ 143,178 | |||||
Operating Lease Agreement [Member] | |||||||
Area of land | ft² | 3,425 | ||||||
Agreement term | 3 years | ||||||
Lease expiration date | May 31, 2021 | ||||||
Lease remaining term | 2 years 3 months 19 days | ||||||
Percentage for lease payment | 5.00% | ||||||
Minimum [Member] | |||||||
Operating leases, rent expense | 6,300 | ||||||
Maximum [Member] | |||||||
Operating leases, rent expense | 6,600 | ||||||
June 1, 2017 to July 31 2019 [Member] | |||||||
Operating leases, rent expense | $ 6,300 | ||||||
Miami Beach [Member] | |||||||
Rent, operating expenses and sales taxes | $ 175,000 | ||||||
Oracle America, Inc [Member] | Operating Lease Agreement [Member] | |||||||
Lease remaining term | 2 years 10 months 25 days |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flows Information Related to Leases (Details) | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Leases [Abstract] | |
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases | $ 71,516 |
Right-of-use assets obtained in exchange for lease obligations: Operating leases | $ 514,522 |
Leases - Schedule of Weighted A
Leases - Schedule of Weighted Average Operating Leases (Details) | Dec. 31, 2018 |
Leases [Abstract] | |
Weighted Average Remaining Lease Term Operating leases | 2 years 8 months 19 days |
Weighted Average Discount Rate Operating leases | 6.00% |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Payments (Details) | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 197,875 |
2020 | 225,838 |
2021 | 123,640 |
Total future minimum lease payments | 547,353 |
Less: imputed interest | (95,623) |
Total | $ 451,730 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | Oct. 19, 2018USD ($) | Aug. 02, 2018USD ($)shares | Apr. 03, 2018USD ($)shares | Mar. 22, 2018shares | Mar. 19, 2018shares | Mar. 19, 2018shares | Mar. 16, 2018shares | Mar. 16, 2018USD ($)shares | Feb. 16, 2018USD ($) | Feb. 16, 2018shares | Feb. 16, 2018USD ($) | Feb. 13, 2018USD ($) | Feb. 03, 2018USD ($) | Feb. 03, 2018USD ($) | Jan. 08, 2018USD ($) | Dec. 07, 2017USD ($)$ / shares | Nov. 28, 2017USD ($) | Aug. 07, 2017USD ($) | Jun. 08, 2017USD ($)shares | May 09, 2017USD ($)shares | Feb. 26, 2017USD ($) | Apr. 08, 2016USD ($) | Mar. 18, 2016USD ($) | Jul. 28, 2015USD ($)Integer | Aug. 07, 2014USD ($) | May 07, 2014USD ($)Integer | Feb. 28, 2014 | Feb. 28, 2018USD ($)$ / shares | Jul. 31, 2017USD ($) | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares |
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Number of charging cables | Integer | 6,500 | ||||||||||||||||||||||||||||||
Litigation settlement amount | $ 737,425 | ||||||||||||||||||||||||||||||
Number of common shares issued | shares | 141,176 | ||||||||||||||||||||||||||||||
Common stock shares issued during period | shares | 25,669 | 11,503 | |||||||||||||||||||||||||||||
Court costs | $ 100,000 | ||||||||||||||||||||||||||||||
Paid in cash at the closing of public offering | $ 50,000 | $ 1,190,082 | |||||||||||||||||||||||||||||
Aggregate amount for services rendered | 954,937 | ||||||||||||||||||||||||||||||
Shares of common stock issued value | $ 70,000 | ||||||||||||||||||||||||||||||
Number of common stock shares cancelled | shares | 23,529 | ||||||||||||||||||||||||||||||
Payments for installment debt | $ 688,238 | 55,000 | |||||||||||||||||||||||||||||
Gain on settlement of debt | 2,136,860 | ||||||||||||||||||||||||||||||
Officers compensation | $ 344,311 | ||||||||||||||||||||||||||||||
Number of stock issued for service rendered | shares | 453,972 | ||||||||||||||||||||||||||||||
Number of restricted common stock vested | shares | 145,000 | ||||||||||||||||||||||||||||||
Bonus paid during period | $ 120,000 | ||||||||||||||||||||||||||||||
January 31, 2018 [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Common stock shares issued during period | shares | 1,500 | ||||||||||||||||||||||||||||||
Settlement liability | $ 153,529 | ||||||||||||||||||||||||||||||
Public offering unit price percentage | 80.00% | ||||||||||||||||||||||||||||||
Public Offering [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Common stock shares issued during period | shares | 4,353,000 | ||||||||||||||||||||||||||||||
Ten Days of Closing Offering [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Paid in cash at the closing of public offering | $ 50,000 | ||||||||||||||||||||||||||||||
Six Month of Closing Offering [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Paid in cash at the closing of public offering | 100,000 | ||||||||||||||||||||||||||||||
State Bar of Georgia [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Litigation settlement amount | $ 178,893 | $ 178,893 | |||||||||||||||||||||||||||||
Court costs | $ 179,168 | ||||||||||||||||||||||||||||||
Litigation settlement interest percentage | 7.25% | ||||||||||||||||||||||||||||||
Court costs | 40,000 | ||||||||||||||||||||||||||||||
Solomon Edwards Group, LLC [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Accrued liability | $ 121,800 | ||||||||||||||||||||||||||||||
Number of common shares issued | shares | 7,281 | ||||||||||||||||||||||||||||||
Service cost plus interest and cost | $ 172,645 | ||||||||||||||||||||||||||||||
Zwick and Banyai PLLC and Jack Zwick [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Aggregate amount for services rendered | $ 53,069 | ||||||||||||||||||||||||||||||
350 Green, LLC [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Breach of contract and unjust enrichment | $ 112,500 | ||||||||||||||||||||||||||||||
Services agreement, description | The Exclusive Electronic Vehicle Charging Services Agreement with Sheetz is for a five (5) year term. Pursuant to the agreement, Blink shall remit to Sheetz gross revenue generated by electric vehicle charging fees and advertising, minus (i) any and all taxes, (ii) 8% transaction fees, (iii) $18.00 per charger per month; and (iv) any electricity costs incurred by Blink ((i), (ii), (iii), and (iv) being referred to as the "Service Fees"). In the event the aggregate gross revenues are insufficient to cover the Service Fees incurred in a given month by the charging stations, such unpaid Service Fees will accrue to the following month. | ||||||||||||||||||||||||||||||
Agreement term | 5 years | ||||||||||||||||||||||||||||||
Transaction fees, percentage | 8.00% | ||||||||||||||||||||||||||||||
Fee per charger per month | $ 18 | ||||||||||||||||||||||||||||||
Payments for installment debt | $ 25,000 | ||||||||||||||||||||||||||||||
Number of shares repurchased | shares | 8,065 | ||||||||||||||||||||||||||||||
350 Green, LLC [Member] | Public Offering [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Payments for installment debt | $ 360,000 | ||||||||||||||||||||||||||||||
Gain on settlement of debt | 285,000 | ||||||||||||||||||||||||||||||
350 Green, LLC [Member] | 60 Days Thereafter [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Payments for installment debt | 50,000 | ||||||||||||||||||||||||||||||
JNS Power & Control Systems, Inc [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Settlement agreement, description | JNS to be held in escrow as security for the $100,000 payment | ||||||||||||||||||||||||||||||
Number of shares held in escrow | shares | 23,529 | ||||||||||||||||||||||||||||||
Employees [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Federal and state payroll taxes | 632,000 | ||||||||||||||||||||||||||||||
Mr. Stein [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Wire transfer | $ 30,000 | ||||||||||||||||||||||||||||||
Monthly amount until reaching the full judgment amount | 5,000 | ||||||||||||||||||||||||||||||
Mr. Stein [Member] | April 30, 2018 [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Judgment awarded amount | $ 223,168 | ||||||||||||||||||||||||||||||
Vice President [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Officers compensation | $ 10,000 | ||||||||||||||||||||||||||||||
Aggregate value of restricted common stock | 250,000 | ||||||||||||||||||||||||||||||
Chief Executive Officer [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Unpaid bonus | 120,000 | 90,000 | |||||||||||||||||||||||||||||
Operating Lease [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Accrued liability | 0 | $ 178,000 | |||||||||||||||||||||||||||||
Patent License Agreement [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Royalty percentage | 10.00% | ||||||||||||||||||||||||||||||
Patent License Agreement [Member] | Licensee [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Registration and legal fees | $ 8,525 | ||||||||||||||||||||||||||||||
Settlement agreement, description | The Executive Chairman of the Board agreed to be solely responsible for all future costs and fees associated with the prosecution of the patent application. In the event the Patent Application is successful, the Executive Chairman of the Board shall grant a credit to the Licensee in the amount of $8,525 to be applied against any outstanding amount(s) owed to him. If the Licensee does not have any outstanding payment obligations to the Executive Chairman of the Board at the time the Patent Application is approved, the Executive Chairman of the Board shall remit the $8,525 to the Licensee within twenty (20) days of the approval. The parties agreed to a mutual release of any claims associated with the patent license agreement. | ||||||||||||||||||||||||||||||
Settlement Agreement [Member] | Blink and ITT Cannon [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Settlement agreement, description | On June 13, 2017, as amended on November 27, 2017, Blink Network and ITT Cannon agreed to a settlement agreement under which the parties agreed to the following: (a) the Blink Network purchase order dated May 7, 2014 for approximately 6,500 charging cables is terminated, cancelled and voided; (b) three (3) business days following the closing date of a public offering of the Company's securities and listing of such securities on NASDAQ, the Company shall issue to ITT Cannon shares of the same class of the Company's securities with an aggregate value of $200,000 (which was accrued at September 30, 2017); and (c) within seven (7) calendar days of the valid issuance of the shares in item (b) above, ITT Cannon shall ship and provide the remaining approximately 6,500 charging cables to Blink Network and dismiss the arbitration without prejudice. On January 31, 2018, ITT Cannon, Blink Network and the Company agreed that if the Company fails to consummate a registered public offering of its common stock, list such stock on NASDAQ and issue to ITT Cannon shares of the same class of the Company's securities by February 28, 2018, the settlement agreement will expire. | ||||||||||||||||||||||||||||||
Charging cables terminated | Integer | 6,500 | ||||||||||||||||||||||||||||||
Aggregate value of securities | $ 200,000 | ||||||||||||||||||||||||||||||
Number of common shares issued | shares | 47,059 | ||||||||||||||||||||||||||||||
Partial payment in stock owed | $ 200,000 | ||||||||||||||||||||||||||||||
Common stock shares issued during period | shares | 25,669 | ||||||||||||||||||||||||||||||
Settlement Agreement [Member] | 350 Green, LLC [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Payments for installment debt | $ 50,000 | ||||||||||||||||||||||||||||||
Number of shares repurchased | shares | 8,064 | ||||||||||||||||||||||||||||||
Note outstanding balance | $ 360,000 | ||||||||||||||||||||||||||||||
Debt exchange amount | 50,000 | ||||||||||||||||||||||||||||||
Settlement Agreement [Member] | 350 Green, LLC [Member] | First Quarter of 2019 [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Gain on settlement of debt | $ 310,000 | ||||||||||||||||||||||||||||||
Settlement Agreement [Member] | Wilson Sonsini Goodrich & Rosati [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Aggregate value of securities | $ 75,000 | ||||||||||||||||||||||||||||||
Number of common shares issued | shares | 17,647 | 17,647 | |||||||||||||||||||||||||||||
Cash payment | $ 25,000 | ||||||||||||||||||||||||||||||
Payments for legal settlements | $ 475,394 | ||||||||||||||||||||||||||||||
Paid in cash at the closing of public offering | $ 25,000 | ||||||||||||||||||||||||||||||
Settlement Agreement and Release [Member] | Solomon Edwards Group, LLC [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Repayments of notes payable | $ 63,445 | ||||||||||||||||||||||||||||||
Asset Purchase Agreement [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Shares of common stock issued value | $ 600,000 | ||||||||||||||||||||||||||||||
Price per shares | $ / shares | $ 4.25 | ||||||||||||||||||||||||||||||
Securities Sales Commission Agreement [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Common stock shares issued during period | shares | 361,608 | ||||||||||||||||||||||||||||||
Price per shares | $ / shares | $ 35 | ||||||||||||||||||||||||||||||
Owns minimum percentage of equity | 5.00% | ||||||||||||||||||||||||||||||
Securities Sales Commission Agreement [Member] | Ardour Capital Investments, LLC [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Shares of common stock issued value | $ 900,500 | ||||||||||||||||||||||||||||||
Securities sales commission, description | Pursuant to the Securities Sales Commission Agreement, the parties agreed that, depending on which of the two (2) repayment options the Company chooses with respect to the JMJ Agreement, the Company, upon the closing of the public offering, will issue shares of common stock to Ardour with a value of $900,500 or $1,200,500. See Note 9 - Notes Payable for details of the two (2) repayment options. The Company will issue such number of shares of common stock to Ardour equal to the amount in question (either $900,500 or $1,200,500) divided by the lowest of (i) $35.00 per share, or (ii) the lowest daily closing price of the Company's common stock during the ten days prior to delivery of the Origination Shares (subject to adjustment for stock splits), or (iii) 80% of the common stock offering price of the public offering, or (iv) 80% of the unit offering price of the public offering (if applicable), or (v) the exercise price of any warrants issued in the public offering. | ||||||||||||||||||||||||||||||
Securities Sales Commission Agreement [Member] | Ardour Capital Investments, LLC [Member] | Public Offering [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Shares of common stock issued value | $ 1,200,500 | ||||||||||||||||||||||||||||||
Settlement Agreement Amendment [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Number of shares repurchased | shares | 17,595 | ||||||||||||||||||||||||||||||
Letter Agreement [Member] | Sunrise Securities Corp [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Common stock shares issued during period | shares | 153,295 | ||||||||||||||||||||||||||||||
Paid in cash at the closing of public offering | 375,000 | $ 381,260 | |||||||||||||||||||||||||||||
Settlement liability | $ 867,242 | 867,242 | |||||||||||||||||||||||||||||
Settlement of remaining liability | 485,982 | $ 485,982 | |||||||||||||||||||||||||||||
Public offering unit price percentage | 80.00% | ||||||||||||||||||||||||||||||
Advance converted into units description | The Company will issue units, with each unit consisting of one share of restricted common stock and a warrant to purchase one share of restricted common stock at an exercise price equal to the exercise price of the warrants sold as part of the public offering, at a price equal to 80% of the per unit price in the public offering. | ||||||||||||||||||||||||||||||
Letter Agreement [Member] | Schafer & Weiner, PLLC [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Common stock shares issued during period | shares | 119,700 | ||||||||||||||||||||||||||||||
Paid in cash at the closing of public offering | 406,981 | 406,981 | |||||||||||||||||||||||||||||
Settlement liability | 813,962 | $ 813,962 | |||||||||||||||||||||||||||||
Settlement of remaining liability | $ 406,981 | $ 406,981 | |||||||||||||||||||||||||||||
Public offering unit price percentage | 80.00% | ||||||||||||||||||||||||||||||
Letter Agreement [Member] | Genweb2 [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Common stock shares issued during period | shares | 17,132 | ||||||||||||||||||||||||||||||
Paid in cash at the closing of public offering | $ 48,500 | $ 48,500 | |||||||||||||||||||||||||||||
Settlement liability | 116,999 | ||||||||||||||||||||||||||||||
Settlement of remaining liability | $ 48,500 | ||||||||||||||||||||||||||||||
Public offering unit price percentage | 80.00% | ||||||||||||||||||||||||||||||
Letter Agreement [Member] | Dickinson Wright PLLC [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Paid in cash at the closing of public offering | $ 88,845 | ||||||||||||||||||||||||||||||
Settlement liability | $ 88,845 | ||||||||||||||||||||||||||||||
Employment Agreement [Member] | Vice President [Member] | |||||||||||||||||||||||||||||||
Operating Leased Assets [Line Items] | |||||||||||||||||||||||||||||||
Officers compensation | $ 225,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) | Feb. 22, 2019USD ($)shares | Feb. 02, 2019USD ($) | Apr. 03, 2018USD ($)shares | Feb. 16, 2018USD ($) | Mar. 24, 2019$ / sharesshares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017shares | Mar. 05, 2019ft² | Mar. 22, 2017ft² |
Area of land | ft² | 11,457 | ||||||||
Common stock shares issued during period | shares | 25,669 | 11,503 | |||||||
Shares of common stock issued value | $ 70,000 | ||||||||
Shares of common stock issued for services | $ 954,937 | ||||||||
Series D Convertible Preferred Stock [Member] | |||||||||
Number of shares converted | shares | 6,864 | ||||||||
Shares of common stock issued value | $ 12,005,000 | ||||||||
Subsequent Event [Member] | Employee [Member] | |||||||||
Common stock shares issued during period | shares | 56,948 | ||||||||
Shares of common stock issued value | $ 199,888 | ||||||||
Subsequent Event [Member] | External Board Members [Member] | |||||||||
Shares of common stock issued value | $ 117,931 | ||||||||
Shares of common stock issued for services | $ 51,724 | ||||||||
Subsequent Event [Member] | Lease Agreement [Member] | |||||||||
Area of land | ft² | 1,241 | ||||||||
Subsequent Event [Member] | JMJ [Member] | Common Stock [Member] | |||||||||
Number of shares converted | shares | 5,128 | ||||||||
Stock conversion price | $ / shares | $ 3.12 | ||||||||
Subsequent Event [Member] | Series D Convertible Preferred Stock [Member] | JMJ [Member] | |||||||||
Number of shares converted | shares | 16 |