Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 27, 2018 | Jun. 30, 2017 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | CLEARSIGN COMBUSTION CORP | ||
Entity Central Index Key | 1,434,524 | ||
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 | Smaller Reporting Company | ||
Entity Public Float | $ 57,000,000 | ||
Trading Symbol | CLIR | ||
Entity Common Stock, Shares Outstanding | 21,358,853 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 1,247,000 | $ 1,259,000 |
Accounts receivable | 0 | 103,000 |
Contract assets | 184,000 | 0 |
Prepaid expenses and other assets | 366,000 | 535,000 |
Total current assets | 1,797,000 | 1,897,000 |
Fixed assets, net | 498,000 | 644,000 |
Patents and other intangible assets, net | 1,856,000 | 1,735,000 |
Other assets | 10,000 | 10,000 |
Total Assets | 4,161,000 | 4,286,000 |
Current Liabilities: | ||
Accounts payable and accrued liabilities | 768,000 | 755,000 |
Current portion of lease liabilities | 159,000 | 150,000 |
Accrued compensation and taxes | 607,000 | 669,000 |
Contract liabilities | 0 | 115,000 |
Total current liabilities | 1,534,000 | 1,689,000 |
Long Term Liabilities: | ||
Long term lease liabilities | 195,000 | 353,000 |
Total liabilities | 1,729,000 | 2,042,000 |
Commitments | ||
Stockholders' Equity: | ||
Preferred stock, $0.0001 par value, zero shares issued and outstanding | 0 | 0 |
Common stock, $0.0001 par value, 15,608,853 and 12,983,938 shares issued and outstanding at December 31, 2017 and 2016, respectively | 2,000 | 1,000 |
Additional paid-in capital | 52,441,000 | 42,574,000 |
Accumulated deficit | (50,011,000) | (40,331,000) |
Total stockholders' equity | 2,432,000 | 2,244,000 |
Total Liabilities and Stockholders' Equity | $ 4,161,000 | $ 4,286,000 |
Consolidated Balance Sheets _Pa
Consolidated Balance Sheets [Parenthetical] - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares issued | 15,608,853 | 12,983,938 |
Common stock, shares outstanding | 15,608,853 | 12,983,938 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Sales | $ 540,000 | $ 621,000 |
Cost of goods sold | 380,000 | 485,000 |
Gross profit | 160,000 | 136,000 |
Operating expenses: | ||
Research and development | 4,712,000 | 4,831,000 |
General and administrative | 5,160,000 | 6,510,000 |
Total operating expenses | 9,872,000 | 11,341,000 |
Loss from operations | (9,712,000) | (11,205,000) |
Other income: | ||
Interest income | 32,000 | 32,000 |
Net loss | $ (9,680,000) | $ (11,173,000) |
Net loss per share - basic and fully diluted | $ (0.63) | $ (0.86) |
Weighted average number of shares outstanding - basic and fully diluted | 15,421,095 | 12,928,715 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] |
Balances at Dec. 31, 2015 | $ 12,578,000 | $ 1,000 | $ 41,735,000 | $ (29,158,000) |
Balances (in shares) at Dec. 31, 2015 | 12,868,943 | |||
Shares issued for services ($3.40 per share) | 150,000 | $ 0 | 150,000 | 0 |
Shares issued for services ($3.40 per share) (in shares) | 44,112 | |||
Shares issued for services ($3.96 per share) | 20,000 | $ 0 | 20,000 | 0 |
Shares issued for services ($3.96 per share) (in shares) | 5,000 | |||
Shares issued for services ($4.85 per share) | 24,000 | $ 0 | 24,000 | 0 |
Shares issued for services ($4.85 per share) (in shares) | 5,000 | |||
Shares issued upon exercise of warrants ($2.20 per share) | 0 | $ 0 | 0 | 0 |
Shares issued upon exercise of warrants ($2.20 per share) (in shares) | 60,883 | |||
Share based compensation | 645,000 | $ 0 | 645,000 | 0 |
Net loss | (11,173,000) | 0 | 0 | (11,173,000) |
Balances at Dec. 31, 2016 | 2,244,000 | $ 1,000 | 42,574,000 | (40,331,000) |
Balances (in shares) at Dec. 31, 2016 | 12,983,938 | |||
Shares issued in rights offering ($3.03 per share) | 7,258,000 | $ 1,000 | 7,257,000 | 0 |
Shares issued in rights offering ($3.03 per share) (in shares) | 2,395,471 | |||
Warrants issued in rights offering ($0.97 per warrant) | 2,324,000 | $ 0 | 2,324,000 | 0 |
Issuance costs of rights offering | (915,000) | 0 | (915,000) | 0 |
Shares issued in payment of accrued compensation ($3.60 per share) | 490,000 | $ 0 | 490,000 | 0 |
Shares issued in payment of accrued compensation ($3.60 per share) (in shares) | 136,110 | |||
Shares issued for services ($4.85 per share) | 24,000 | $ 0 | 24,000 | 0 |
Shares issued for services ($4.85 per share) (in shares) | 5,000 | |||
Shares issued for services ($3.50 per share) | 18,000 | $ 0 | 18,000 | 0 |
Shares issued for services ($3.50 per share) (in shares) | 5,000 | |||
Shares issued for 2017 board services ($3.60 per share) | 300,000 | $ 0 | 300,000 | 0 |
Shares issued for 2017 board services ($3.60 per share) (In shares) | 83,334 | |||
Share based compensation | 369,000 | $ 0 | 369,000 | 0 |
Net loss | (9,680,000) | 0 | 0 | (9,680,000) |
Balances at Dec. 31, 2017 | $ 2,432,000 | $ 2,000 | $ 52,441,000 | $ (50,011,000) |
Balances (in shares) at Dec. 31, 2017 | 15,608,853 |
Consolidated Statements of Sto6
Consolidated Statements of Stockholders' Equity [Parenthetical] - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Common stock for services per share issue one | $ 3.40 | |
Common stock for services per share issue two | 3.96 | |
Common stock for services per share issue three | $ 4.85 | 4.85 |
Common stock for services per share issue four | 3.50 | |
Shares issued upon exercise of warrants | $ 2.20 | |
Stock Issued During Period Rights Offering Per Share | 3.03 | |
Warrants Issued During Period Rights Offering Per Share | 0.97 | |
Stock Issued During Period In Payment Of Accrued Compensation Per Share | 3.60 | |
Stock Issued During Period 2017 Board Services Per Share | $ 3.60 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (9,680,000) | $ (11,173,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Common stock issued for services | 342,000 | 194,000 |
Share based payments | 369,000 | 645,000 |
Depreciation and amortization | 297,000 | 208,000 |
Abandonment and impairment of capitalized patents pending | 0 | 1,971,000 |
Deferred Rent | 0 | (17,000) |
Change in operating assets and liabilities: | ||
Contract assets | (184,000) | 0 |
Accounts receivable | 103,000 | (103,000) |
Prepaid expenses and other assets | 169,000 | (332,000) |
Accounts payable and accrued liabilities | 13,000 | 260,000 |
Accrued compensation and taxes | 428,000 | (440,000) |
Contract liabilities | (115,000) | 115,000 |
Net cash used in operating activities | (8,258,000) | (8,672,000) |
Cash flows from investing activities: | ||
Acquisition of fixed assets | (94,000) | (137,000) |
Disbursements for patents and other intangible assets | (327,000) | (917,000) |
Net cash used in investing activities | (421,000) | (1,054,000) |
Cash flows from financing activities: | ||
Proceeds from issuance of units of common stock and warrants for cash, net of offering costs | 8,667,000 | 0 |
Net cash provided by financing activities | 8,667,000 | 0 |
Net decrease in cash and cash equivalents | (12,000) | (9,726,000) |
Cash and cash equivalents, beginning of year | 1,259,000 | 10,985,000 |
Cash and cash equivalents, end of year | $ 1,247,000 | $ 1,259,000 |
Consolidated Statements of Cas8
Consolidated Statements of Cash Flows [Parenthetical] - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash Flow Noncash Operating Activities Disclosure [Abstract] | ||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 136,110 | |
Due to Officers or Stockholders, Current | $ 490,000 | |
Employee Stock Option [Member] | ||
Cash Flow Noncash Operating Activities Disclosure [Abstract] | ||
Stock Issued During Period, Shares, Other | 60,883 | |
Share based Compensation Warrant Exercised | 118,959 | |
Employee Stock Option [Member] | Minimum [Member] | ||
Cash Flow Noncash Operating Activities Disclosure [Abstract] | ||
Shares Issued, Price Per Share | $ 2.20 | |
Employee Stock Option [Member] | Maximum [Member] | ||
Cash Flow Noncash Operating Activities Disclosure [Abstract] | ||
Shares Issued, Price Per Share | $ 4.51 |
Organization and Description of
Organization and Description of Business | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Organization, Consolidation, Basis Of Presentation, Business Description and Accounting Policies [Text Block] | Note 1 Organization and Description of Business ClearSign Combustion Corporation (ClearSign or the Company) designs and develops technologies for the purpose of improving key performance characteristics of combustion systems, including emission and operational performance, energy efficiency and overall cost-effectiveness. The Company’s primary technologies include its Duplex technology, which achieves very low emissions without the need of external flue gas recirculation, selective catalytic reduction, or higher excess air operation, and its Electrodynamic Combustion Control or ECC technology, which introduces a computer-controlled electric field into the combustion region that may better control gas-phase chemical reactions and improve system performance and cost-effectiveness. The Company is headquartered in Seattle, Washington and was incorporated in the state of Washington in 2008. On July 28, 2017, the Company incorporated a subsidiary, ClearSign Asia, Limited, in Hong Kong. As of December 31, 2017, the subsidiary was still in the process of formation and had not yet commenced any business activities . Liquidity The Company’s technologies are currently in field development and have generated nominal revenues from operations to date to meet operating expenses. In order to generate meaningful revenues, the technologies must be fully developed, gain market recognition and acceptance, and develop a critical level of successful sales and product installations. The Company has historically financed its operations primarily through issuances of equity securities, including the $ 11.9 50,011,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Note 2 Summary of Significant Accounting Policies The accompanying consolidated financial statements include the accounts of ClearSign and its subsidiary. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In September 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-09 (ASU No. 2014-09) regarding revenue recognition. The new standard provides authoritative guidance clarifying the principles for recognizing revenue and developing a common revenue standard for U.S. generally accepted accounting principles. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in the exchange for those goods or services. Additionally, the guidance requires improved disclosure to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue that is recognized. It is effective January 1, 2018 and early adoption is permitted. Management has elected early adoption of this standard to minimize the eventual cost of implementation. The Company previously accounted for revenues from design and installation of its products on the completed contract method. Revenues from contracts and related costs of goods sold were recognized once the contract was completed or substantially completed. Contract costs included all direct material and labor costs and those indirect costs related to contract performance, such as indirect labor, supplies, and depreciation costs. Provisions for estimated losses on uncompleted contracts were made in the period in which such losses were determined. The Company retroactively adopted ASU No. 2014-09 effective January 1, 2017. The Company reviewed each contract to identify contract rights, performance obligations, and transaction prices, including the allocation of prices to separate performance obligations. Revenues and costs of sales are recognized once the goods or services are delivered to the customer’s control and performance obligations are satisfied. Typically, the Company’s customer contracts include performance obligations related to emission levels or other metrics that are measured at project completion. Management analyzed prior year revenue recognition made under the completed contract method and determined that no changes in the previously reported financial statements were required. Management elected to not apply the practical expedients in the adoption of ASU No. 2014-09. The Company’s contracts with customers have performance obligations regarding air emissions and operational performance that are satisfied upon completion of service. Since this is the singular performance obligation and cannot be achieved until the air emissions and operational performance have been successfully tested, revenue related to the contracts is recognized upon project completion. The Company’s contracts generally include progress payments from the customer upon completion of defined milestones. As these payments are received they are offset against accumulated project costs and recorded as either contract assets or contract liabilities. Upon completion of the performance obligations and acceptance by the customer the projects can be recorded as revenue. The Company has recognized revenue of $ 540,000 621,000 The Company's contracts with customers contain no variable considerations or incentives or discounts that would cause revenue to be allocated or adjusted over time. Therefore, no separate methods of evaluating the contracts other than consideration of the price at achievement of the performance objectives was used in satisfying the review requirements of ASU No. 2014-09. For contracts that have a duration of less than one year, the Company follows ASC 606, practical expedients and expenses those costs when incurred; for contracts with a life exceeding one year, the Company records those costs when performance obligations related to the contract are completed. The Company generally expenses sales commissions when earned. The Company records those costs within general and administrative expenses. The Company warrants all installed products against defects in materials and workmanship for a period specified in each contract by replacing failed parts. Accruals for product warranties are based on historical warranty experience and current product performance trends, and are recorded at the time revenue is recognized as a component of cost of sales. The warranty liabilities are reduced by material and labor costs used to replace parts over the warranty period in the periods in which the costs are incurred. The Company periodically assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary, and such adjustments could be material in the future if estimates differ significantly from actual warranty expense. The warranty liabilities are included in accrued liabilities in the balance sheets. Highly liquid investments purchased with an original maturity of three months or less are considered cash equivalents. Cash is maintained with a commercial bank where accounts are generally guaranteed by the Federal Deposit Insurance Corporation up to $ 250,000 Accounts receivable are recorded at the invoiced amount. An allowance for doubtful accounts is established, as necessary, based on past experience and other factors which, in management’s judgment, deserve current recognition in estimating bad debts. The determination of the collectability of amounts due from customer accounts requires the Company to make judgments regarding future events and trends. Allowances for doubtful accounts are determined based on assessing the Company’s portfolio on an individual customer and on an overall basis. This process consists of a review of historical collection experience, current aging status of the customer accounts, and the financial condition of the Company’s customers. Based on a review of these factors, the Company may establish or adjust the allowance for specific customers and the accounts receivable portfolio as a whole. Fixed assets are recorded at cost. As disclosed in Note 3, in 2017 the Company retroactively adopted Accounting Standards Update No. 2016-02 (ASU No. 2016-02) regarding leases. For those leases with a term greater than one year, the Company recognizes on the balance sheet at the time of lease inception or modification a right-of-use asset and a lease liability, initially measured at the present value of the lease payments. Lease costs are recognized in the income statement over the lease term on a straight-line basis. Operating leases with a term of 1 year or less (short term leases) are recognized on a straight line basis over the term. Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets. Leasehold improvements are depreciated over the life of the lease or their useful life, whichever is shorter. All other fixed assets are depreciated over two to four years Patents and trademarks are recorded at cost. Amortization is computed using the straight-line method over the estimated useful lives of the assets once they are awarded. The Company tests long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair value of the long-lived assets. Fair value is determined based on the present value of estimated expected cash flows using a discount rate commensurate with the risks involved, quoted market prices, or appraised values depending upon the nature of the assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair values are reduced for the cost of disposal. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are categorized based on whether or not the inputs are observable in the market and the degree that the inputs are observable. The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs used to establish fair value are the following: · Level 1 Quoted prices in active markets for identical assets or liabilities, · Level 2 Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and · Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company's financial instruments primarily consist of cash and cash equivalents, accounts payable and accrued expenses. As of the balance sheet dates, the estimated fair values of the financial instruments were not materially different from their carrying values as presented on the balance sheets. This is primarily attributable to the short term maturities of these instruments. In adopting ASU 2016-02 as described in Note 3, the Company recorded lease liabilities for the estimated present value of the lease payments under the lease agreements. The Company determined the interest rate based on an estimated incremental borrowing rate. The lease liabilities are classified within Level 3. The Company did not identify any other non-recurring assets and liabilities that are required to be presented in the balance sheets at fair value. The cost of research and development is expensed as incurred. Research and development costs consist of salaries, benefits, share based compensation, consulting fees, rent, utilities, depreciation, and consumables. The Company accounts for income taxes using an asset and liability approach which allows for the recognition and measurement of deferred tax assets based upon the likelihood of realization of tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain. Tax benefits from an uncertain tax position are recognized 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 consolidated financial statements from such a position are measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate resolution Stock-Based Compensation The costs of all employee stock options, as well as other equity-based compensation arrangements, are reflected in the consolidated financial statements based on the estimated fair value of the awards on the grant date. That cost is recognized over the period during which an employee is required to provide service in exchange for the award. Stock compensation for stock granted to non-employees is determined as the fair value of the consideration received or the fair value of equity instruments issued, whichever is more reliably measured. Basic loss per share is computed by dividing loss available to common stockholders by the weighted-average number of common shares outstanding. Diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include additional common shares available upon exercise of stock options and warrants using the treasury stock method, except for periods for which no common share equivalents are included because their effect would be anti-dilutive. At December 31, 2017 and 2016, potentially dilutive shares outstanding amounted to 3,489,644 1,328,128 In connection with the January 2017 rights offering (see Note 8), the company evaluated the financial impact of FASB ASC 260, “Earnings per Share,” which states, among other things, that if a rights issue is offered to all existing stockholders at an exercise price tht is less than the fair value of the stock, then the weighted average shares outstanding and basic and diluted earnings per share shall be adjusted retroactively to reflect the bonus element of the rights offering for all periods presented. The Company determined that the application of this specific provision of ASC 260 was immaterial to previously issued financial statements and therefore, did not retroactively adjust previously reported weighted average shares outstanding and basic and diluted earnings per share. In May, 2017 the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-09 Scope of Modification Accounting, clarifies Topic 718, Compensation (1) the fair value of the modified award is the same as the fair value of the original award immediately before the modification. The ASU indicates that if the modification does not affect any of the inputs to the valuation technique used to value the award, the entity is not required to estimate the value immediately before and after the modification; (2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the modification; and (3) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the modification. The ASU is effective for all entities for fiscal years beginning after December 15, 2017, including interim periods within those years. Early adoption is permitted, including adoption in an interim period. The Company currently does not have any modifications to existing stock compensation agreements and will be able to calculate the impact of the ASU once modifications arise. Management does not believe that any other recently issued, but not yet effective, authoritative guidance, if currently adopted, would have a material impact on the Company’s consolidated financial statement presentation or disclosures. The Company was an emerging growth company as defined under the Jumpstart Our Business Startups Act of 2012 (JOBS Act). An emerging growth company may delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company’s status as an emerging growth company expired December 31, 2017. |
Fixed Assets
Fixed Assets | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | Note 3 Fixed Assets December 31, December 31, 2017 2016 Machinery and equipment $ 801,000 $ 662,000 Office furniture and equipment 167,000 141,000 Leasehold improvements 147,000 134,000 Right of use asset-operating leases 518,000 518,000 Accumulated depreciation and amortization (1,135,000) (894,000) 498,000 561,000 Construction in progress - 83,000 $ 498,000 $ 644,000 In February 2016, the Financial Accounting Standards Board issued ASU No. 2016-02 regarding leases for the purpose of providing more comprehensive and standardized presentation of an entity’s cost of property essential to its operations and its related funding. The new standard requires lessee recognition on the balance sheet of a right-of-use asset and a lease liability, initially measured at the present value of the lease payments. It further requires recognition in the income statement of a single lease cost, calculated so that the cost of the lease is allocated over the lease term on a generally straight-line basis. Finally, it requires classification of all cash payments within operating activities in the statements of cash flows. It is effective for fiscal years commencing after December 15, 2018 and early adoption is permitted. Management has elected early adoption of this standard to minimize the eventual cost of implementation. The Company has a triple net operating lease for office and laboratory space in Seattle, Washington through March 2020. This lease was modified in November 2016 to extend its term from February 2017 to March 2020. Rent escalated annually by 3 12,000 2,000 With the retroactive adoption of ASU No. 2016-02, the new lease standard was applied to the Tulsa lease in September 2016, the commencement of the lease term, and to the Seattle lease in November 2016, the time of the lease modification. A leasehold interest and corresponding lease liability was recognized related to the Tulsa lease and the Seattle lease retroactively in 2016 in the amounts of $ 71,000 447,000 5 18,000 18,000 For the twelve months ended December 31, 2017 2016 Lease cost: Operating lease cost $ 214,000 $ 186,000 Short-term lease cost 47,000 21,000 Total lease cost $ 261,000 $ 207,000 Other information: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 172,000 Right-of-use assets obtained in exchange for new operating lease liabilities For operating lease: Weighted average remaining lease term (in years) 2.18 Weighted average discount rate 5.00 % Discounted lease Payments due 2018 $ 159,000 $ 173,000 2019 158,000 164,000 2020 37,000 37,000 Total $ 354,000 $ 374,000 |
Patents and Other Intangible As
Patents and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets Disclosure [Text Block] | Note 4 Patents and Other Intangible Assets December 31, December 31, 2017 2016 Patents Patents pending $ 1,167,000 $ 1,040,000 Issued patents 930,000 747,000 2,097,000 1,787,000 Trademarks Trademarks pending 41,000 23,000 Registered trademarks 23,000 23,000 64,000 46,000 Other 8,000 8,000 2,169,000 1,841,000 Accumulated amortization (313,000) (106,000) $ 1,856,000 $ 1,735,000 2018 $ 229,000 2019 208,000 2020 122,000 2021 46,000 2022 16,000 Thereafter 19,000 $ 640,000 |
Sales, Billings, and Costs on U
Sales, Billings, and Costs on Uncompleted Contracts | 12 Months Ended |
Dec. 31, 2017 | |
Costs in Excess of Billings on Uncompleted Contracts or Programs [Abstract] | |
Revenue and Billings On Uncompleted Contracts In Excess of Costs ,Description [Text Block] | Note 5 Sales, Billings, and Costs on Uncompleted Contracts In 2016, the Company entered into a multi-flare contract with a third party contractor to supply its Duplex technology to a major California oil producer to retrofit its enclosed wellhead ground flares. This contract is valued at 900,000 includes certain performance obligations related to emission levels. As such, each flare retrofit is considered a separate transaction where revenues are recognized upon delivery of the unit and satisfaction of the performance obligation. In the three months ended March 31, 2017, revenue totaling $ 360,000 180,000 completed during the fourth quarter of 2017. The Company also has contracts with three oil producing companies for the installation of its Duplex technology with a total value of approximately $ 336,000 To date, all of the Company’s sales have been Duplex products sold in the United States. At December 31, 2017, the Company had contract assets of $ 184,000 0 |
Product Warranties
Product Warranties | 12 Months Ended |
Dec. 31, 2017 | |
Product Warranties Disclosures [Abstract] | |
Product Warranty Disclosure [Text Block] | Note 6 Product Warranties 2017 2016 Warranty liability, beginning of year $ 213,000 $ - Accruals 69,000 283,000 Payments (114,000) (70,000) Adjustments and other 13,000 Warranty liability, end of year $ 181,000 $ 213,000 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Tax Disclosure [Text Block] | Through December 31, 2017, the Company incurred net operating losses for federal tax purposes of approximately $ 47,000,000 The net operating loss carry forwards may be used to reduce taxable income through the years 2028 to 2037 50 2017 2016 Expected tax benefit at 34% $ (3,291,000) $ (3,799,000) Tax Reform 6,210,000 Change in valuation allowance (3,070,000) 3,590,000 Other 151,000 209,000 Provision for income taxes $ - $ - The net deferred tax asset at December 31, 2017 and 2016 was $ 10,020,000 13,090,000 2017 2016 Net operating loss carry forwards $ 9,860,000 $ 13,100,000 Accrued liabilities 210,000 250,000 Stock compensation (90,000) (260,000) Depreciation 60,000 20,000 Prepaid expenses (20,000) (30,000) Other - 10,000 Deferred tax assets, net 10,020,000 13,090,000 Valuation allowance (10,020,000) (13,090,000) Net deferred tax asset $ - $ - Although the Company is not under examination, the tax years for 2014 and forward are subject to examination by United States tax authorities. The Company’s practice is to recognize interest and penalties related to income tax matters in income tax expense. As of December 31, 2017 and 2016, there were no accrued interest or penalties related to uncertain tax positions. On December 22. 2017. The Tax Cuts and Jobs Act (the “Tax Act”) was signed into law. The Tax Act contains significant changes to corporate taxation, including (i) the reduction of the corporate income tax rate to 21 The key impact of the Tax Act on the Company’s financial statements for the year ended December 31, 2017, was the re-measurement of deferred tax balances to the new corporate tax rate. In order to calculate the effects of the new corporate tax rate on the Company’s deferred tax balances, ASC 740 “Income Taxes” (“ASC 740’) required the re-measurement of the Company’s deferred tax balances as of the enactment date of the Tax Act, based on the rates at which the balances are expected to reverse in the future. The re-measurement of the Company’s deferred tax balances resulted in a net reduction in deferred tax assets of $ 6.2 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Note 8 Stockholders’ Equity Common Stock and Preferred Stock The Company is authorized to issue 62,500,000 2,000,000 In February 2018, the Company completed an offering of common stock as described in Note 13 whereby 5,750,000 2.25 11.9 In January 2017, the Company completed a rights offering and public offering of units comprised of common stock and warrants at a purchase price of $ 4.00 2,395,471 2,395,471 January 25, 2019 9.6 8.7 915,000 575,000 60,000 3.03 0.97 Expected life (in years) 2 Volatility 68 % Risk-free interest rate 1.23 % Expected dividend rate - Equity Incentive Plan The ClearSign Combustion Corporation 2011 Equity Incentive Plan (the Plan) provides for the granting of options to purchase shares of common stock, stock awards to purchase shares at no less than 85 1,662,530 10 2017 2016 Reserved but unissued shares under the Plan, beginning of year 266,884 455,372 Increases in the number of authorized shares under the Plan 255,261 15,039 Grants of stock options (127,000) (171,900) Stock option forfeitures 15,955 12,485 Exercise of stock options - - Stock grants (219,444) (44,112) Reserved but unissued shares under the Plan, end of year 191,656 266,884 Stock Options In 2017, the Company granted from the Plan to certain employees stock options for the purchase of 127,000 3.10 3.80 3.69 10 Expected life 6.25 years Weighted average volatility 69 % Forfeiture rate 14 % Weighted average risk-free interest rate 1.94 % Expected dividend rate 0 % The fair value of stock options granted, estimated on the date of grant using the Black-Scholes option valuation model, was $ 233,000 59,000 2017 2016 Options to Weighted Weighted Average Options to Weighted Weighted Outstanding at January 1 882,815 $ 4.98 7.51 723,400 $ 5.18 8.10 Granted 127,000 $ 3.69 9.48 171,900 $ 4.22 9.26 Exercised - - - - - - Forfeited/Expired/Exchanged (15,955) $ 5.15 - (12,485) $ 6.17 - Outstanding at December 31 993,860 $ 4.81 6.94 882,815 $ 4.98 7.51 Exercisable at December 31 754,989 $ 4.98 6.32 547,532 $ 4.91 6.85 2017 2016 Number of Weighted Average Number of Weighted Non-vested stock options at January 1 335,283 $ 5.09 466,009 $ 5.79 Granted 127,000 $ 3.69 171,900 $ 4.22 Vested (207,457) $ 5.16 (290,141) $ 5.67 Exercised - - - - Forfeited/Expired/Exchanged (15,955) $ 5.15 (12,485) $ 6.17 Non-vested stock options at December 31 238,871 $ 4.27 335,283 $ 5.09 The estimated aggregate pretax intrinsic value of the Company’s outstanding vested stock options at December 31, 2017 is $ 207,000 436,000 2018 $ 211,000 2019 144,000 2020 69,000 2021 12,000 $ 436,000 2017 2016 Research and development $ 119,000 $ 112,000 General and administrative 250,000 513,000 Effect on net loss $ 369,000 $ 625,000 Effect on net loss per share $ 0.02 $ 0.05 Stock Grants In February 2017, the Company granted 136,110 490,000 0.0001 In February 2017, the Company issued 83,334 3.60 300,000 In 2016, the Company granted 44,112 3.40 150,000 Consultant Stock Plan The 2013 Consultant Stock Plan (the Consultant Plan) provides for the granting of shares of common stock to consultants who provide services related to capital raising, investor relations, and making a market in or promoting the Company’s securities. The Company’s officers, employees, and board members are not entitled to receive grants from the Consultant Plan. The Compensation Committee of the Board of Directors is authorized to administer the Consultant Plan and establish the grant terms. The number of shares reserved for issuance under the Consultant Plan on December 31, 2017 totaled 99,159 The Company granted 10,000 shares of common stock in each of 2017 and 2016 under the Consultant Stock Plan to a consultant for services for each of the twelve months ended May 31, 2018 and 2017 and subject to completion of service each quarter. The fair value of the stock at the time of grant was $3.50 and $4.85 per share for a total value of $ 35,000 49,000 42,000 44,000 2017 2016 Reserved but unissued shares under the Consultant Plan at January 1 83,633 92,130 Increases in the number of authorized shares under the Consultant Plan 25,526 1,503 Stock grants (10,000) (10,000) Reserved but unissued shares under the Consultant Plan at Period End 99,159 83,633 Warrants In conjunction with the January 2017 rights offering, the Company issued warrants for the purchase of 2,395,471 shares of common stock at $ 4.00 2017 2016 Warrants Average Warrants Average Outstanding at January 1 445,313 $ 4.65 564,272 $ 4.14 Granted 2,395,471 $ 4.00 - - Exercised - - (118,959) $ 2.20 Forfeited/Expired (345,000) $ 5.00 - - Outstanding at Period End 2,495,784 $ 3.98 445,313 $ 4.65 Total Outstanding Warrants Exercise Price Warrants Wtd. Avg. Remaining Life $1.80 80,000 $ 1.80 3.13 $4.00 2,395,471 $ 4.00 1.07 $10.00 20,313 $ 10.00 1.18 2,495,784 $ 3.98 The intrinsic value of the outstanding warrants was $ 144,000 |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Plan [Abstract] | |
Retirement Plan [Text Block] | Note 9 Retirement Plan The Company has a defined contribution retirement plan covering all of its employees whereby the Company matches employee contributions up to 3 86,000 85,000 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 10 Related Party Transactions In connection with the January 2017 rights offering, the Company paid the dealer-manager and placement agent, MDB Capital Group, LLC, fees of $ 575,000 60,000 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Note 11 Commitments and Contingencies On February 3, 2015, the Company and its Chief Executive Officer, Stephen E. Pirnat entered into an employment agreement (the Agreement) which was to terminate on December 31, 2017 350,000 300,000 60 100,000 The Company has a field test agreement with a customer to demonstrate and test the Duplex technology in a once through steam generator (OTSG) used to facilitate a thermally enhanced oil recovery process. Under the terms of the agreement, the Company has retrofitted an OTSG unit in order to achieve certain performance criteria. The agreement also includes time-sensitive pricing, delivery and installation terms, if elected, that will apply to future purchases of this Duplex application by this customer. |
Quarterly Results
Quarterly Results | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information [Text Block] | Note 12 Quarterly Results (unaudited) First Second Third Fourth For the year ended December 31, 2017 Quarter Quarter Quarter Quarter Revenue $ 360,000 $ - $ - $ 180,000 Gross Profit (Loss) $ 109,000 $ - $ (15,000) $ 66,000 Operating Expense $ 2,502,000 $ 2,251,000 $ 2,460,000 $ 2,659,000 Net Loss $ (2,379,000) $ (2,236,000) $ (2,472,000) $ (2,593,000) Net Loss per share - basic and fully diluted $ (0.16) $ (0.17) $ (0.16) $ (0.17) For the year ended December 31, 2016 Revenue $ - $ - $ 260,000 $ 361,000 Gross Profit (Loss) $ - $ - $ 213,000 $ (77,000) Operating Expense $ 2,601,000 $ 2,442,000 $ 4,066,000 $ 2,232,000 Net Loss $ (2,589,000) $ (2,431,000) $ (3,846,000) $ (2,306,000) Net Loss per share - basic and fully diluted $ (0.20) $ (0.19) $ (0.30) $ (0.17) |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 13 Subsequent Event On February 27, 2018, the Company completed a public offering of common stock at $ 2.25 5,750,000 12.9 11.9 1,000,000 839,000 75,000 |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The accompanying consolidated financial statements include the accounts of ClearSign and its subsidiary. |
Use Of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition, Cost of Sales and Change in Accounting Principle In September 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-09 (ASU No. 2014-09) regarding revenue recognition. The new standard provides authoritative guidance clarifying the principles for recognizing revenue and developing a common revenue standard for U.S. generally accepted accounting principles. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods and services to customers in an amount that reflects the consideration to which the entity expects to be entitled in the exchange for those goods or services. Additionally, the guidance requires improved disclosure to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue that is recognized. It is effective January 1, 2018 and early adoption is permitted. Management has elected early adoption of this standard to minimize the eventual cost of implementation. The Company previously accounted for revenues from design and installation of its products on the completed contract method. Revenues from contracts and related costs of goods sold were recognized once the contract was completed or substantially completed. Contract costs included all direct material and labor costs and those indirect costs related to contract performance, such as indirect labor, supplies, and depreciation costs. Provisions for estimated losses on uncompleted contracts were made in the period in which such losses were determined. The Company retroactively adopted ASU No. 2014-09 effective January 1, 2017. The Company reviewed each contract to identify contract rights, performance obligations, and transaction prices, including the allocation of prices to separate performance obligations. Revenues and costs of sales are recognized once the goods or services are delivered to the customer’s control and performance obligations are satisfied. Typically, the Company’s customer contracts include performance obligations related to emission levels or other metrics that are measured at project completion. Management analyzed prior year revenue recognition made under the completed contract method and determined that no changes in the previously reported financial statements were required. Management elected to not apply the practical expedients in the adoption of ASU No. 2014-09. The Company’s contracts with customers have performance obligations regarding air emissions and operational performance that are satisfied upon completion of service. Since this is the singular performance obligation and cannot be achieved until the air emissions and operational performance have been successfully tested, revenue related to the contracts is recognized upon project completion. The Company’s contracts generally include progress payments from the customer upon completion of defined milestones. As these payments are received they are offset against accumulated project costs and recorded as either contract assets or contract liabilities. Upon completion of the performance obligations and acceptance by the customer the projects can be recorded as revenue. The Company has recognized revenue of $ 540,000 621,000 The Company's contracts with customers contain no variable considerations or incentives or discounts that would cause revenue to be allocated or adjusted over time. Therefore, no separate methods of evaluating the contracts other than consideration of the price at achievement of the performance objectives was used in satisfying the review requirements of ASU No. 2014-09. |
Contract Acquisition Costs And Practical Expedients Policy [Policy Text Block] | Contract acquisition costs and practical expedients For contracts that have a duration of less than one year, the Company follows ASC 606, practical expedients and expenses those costs when incurred; for contracts with a life exceeding one year, the Company records those costs when performance obligations related to the contract are completed. The Company generally expenses sales commissions when earned. The Company records those costs within general and administrative expenses. |
Standard Product Warranty, Policy [Policy Text Block] | Product Warranties The Company warrants all installed products against defects in materials and workmanship for a period specified in each contract by replacing failed parts. Accruals for product warranties are based on historical warranty experience and current product performance trends, and are recorded at the time revenue is recognized as a component of cost of sales. The warranty liabilities are reduced by material and labor costs used to replace parts over the warranty period in the periods in which the costs are incurred. The Company periodically assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary, and such adjustments could be material in the future if estimates differ significantly from actual warranty expense. The warranty liabilities are included in accrued liabilities in the balance sheets. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Highly liquid investments purchased with an original maturity of three months or less are considered cash equivalents. Cash is maintained with a commercial bank where accounts are generally guaranteed by the Federal Deposit Insurance Corporation up to $ 250,000 |
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded at the invoiced amount. An allowance for doubtful accounts is established, as necessary, based on past experience and other factors which, in management’s judgment, deserve current recognition in estimating bad debts. The determination of the collectability of amounts due from customer accounts requires the Company to make judgments regarding future events and trends. Allowances for doubtful accounts are determined based on assessing the Company’s portfolio on an individual customer and on an overall basis. This process consists of a review of historical collection experience, current aging status of the customer accounts, and the financial condition of the Company’s customers. Based on a review of these factors, the Company may establish or adjust the allowance for specific customers and the accounts receivable portfolio as a whole. |
Fixed Assets Policy [Policy Text Block] | Fixed Assets and Change in Accounting Principle for Leases Fixed assets are recorded at cost. As disclosed in Note 3, in 2017 the Company retroactively adopted Accounting Standards Update No. 2016-02 (ASU No. 2016-02) regarding leases. For those leases with a term greater than one year, the Company recognizes on the balance sheet at the time of lease inception or modification a right-of-use asset and a lease liability, initially measured at the present value of the lease payments. Lease costs are recognized in the income statement over the lease term on a straight-line basis. Operating leases with a term of 1 year or less (short term leases) are recognized on a straight line basis over the term. Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets. Leasehold improvements are depreciated over the life of the lease or their useful life, whichever is shorter. All other fixed assets are depreciated over two to four years |
Patents and Trademarks Policy [Policy Text Block] | Patents and Trademarks Patents and trademarks are recorded at cost. Amortization is computed using the straight-line method over the estimated useful lives of the assets once they are awarded. |
Impairment Of Long Lived Asset Policy [Policy Text Block] | Impairment of Long-Lived Assets The Company tests long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair value of the long-lived assets. Fair value is determined based on the present value of estimated expected cash flows using a discount rate commensurate with the risks involved, quoted market prices, or appraised values depending upon the nature of the assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair values are reduced for the cost of disposal. |
Fair Value Of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are categorized based on whether or not the inputs are observable in the market and the degree that the inputs are observable. The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs used to establish fair value are the following: · Level 1 Quoted prices in active markets for identical assets or liabilities, · Level 2 Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and · Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company's financial instruments primarily consist of cash and cash equivalents, accounts payable and accrued expenses. As of the balance sheet dates, the estimated fair values of the financial instruments were not materially different from their carrying values as presented on the balance sheets. This is primarily attributable to the short term maturities of these instruments. In adopting ASU 2016-02 as described in Note 3, the Company recorded lease liabilities for the estimated present value of the lease payments under the lease agreements. The Company determined the interest rate based on an estimated incremental borrowing rate. The lease liabilities are classified within Level 3. The Company did not identify any other non-recurring assets and liabilities that are required to be presented in the balance sheets at fair value. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development The cost of research and development is expensed as incurred. Research and development costs consist of salaries, benefits, share based compensation, consulting fees, rent, utilities, depreciation, and consumables. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes using an asset and liability approach which allows for the recognition and measurement of deferred tax assets based upon the likelihood of realization of tax benefits in future years. Under the asset and liability approach, deferred taxes are provided for the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits, or that future deductibility is uncertain. Tax benefits from an uncertain tax position are recognized 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 consolidated financial statements from such a position are measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate resolution |
Share-Based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation The costs of all employee stock options, as well as other equity-based compensation arrangements, are reflected in the consolidated financial statements based on the estimated fair value of the awards on the grant date. That cost is recognized over the period during which an employee is required to provide service in exchange for the award. Stock compensation for stock granted to non-employees is determined as the fair value of the consideration received or the fair value of equity instruments issued, whichever is more reliably measured. |
Earnings Per Share, Policy [Policy Text Block] | Basic loss per share is computed by dividing loss available to common stockholders by the weighted-average number of common shares outstanding. Diluted loss per share is computed similar to basic loss per share except that the denominator is increased to include additional common shares available upon exercise of stock options and warrants using the treasury stock method, except for periods for which no common share equivalents are included because their effect would be anti-dilutive. At December 31, 2017 and 2016, potentially dilutive shares outstanding amounted to 3,489,644 1,328,128 In connection with the January 2017 rights offering (see Note 8), the company evaluated the financial impact of FASB ASC 260, “Earnings per Share,” which states, among other things, that if a rights issue is offered to all existing stockholders at an exercise price tht is less than the fair value of the stock, then the weighted average shares outstanding and basic and diluted earnings per share shall be adjusted retroactively to reflect the bonus element of the rights offering for all periods presented. The Company determined that the application of this specific provision of ASC 260 was immaterial to previously issued financial statements and therefore, did not retroactively adjust previously reported weighted average shares outstanding and basic and diluted earnings per share. |
Recently Adopted Standards [Policy Text Block] | Recently Issued Accounting Pronouncements In May, 2017 the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-09 Scope of Modification Accounting, clarifies Topic 718, Compensation (1) the fair value of the modified award is the same as the fair value of the original award immediately before the modification. The ASU indicates that if the modification does not affect any of the inputs to the valuation technique used to value the award, the entity is not required to estimate the value immediately before and after the modification; (2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the modification; and (3) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the modification. The ASU is effective for all entities for fiscal years beginning after December 15, 2017, including interim periods within those years. Early adoption is permitted, including adoption in an interim period. The Company currently does not have any modifications to existing stock compensation agreements and will be able to calculate the impact of the ASU once modifications arise. Management does not believe that any other recently issued, but not yet effective, authoritative guidance, if currently adopted, would have a material impact on the Company’s consolidated financial statement presentation or disclosures. |
Growing Company [Policy Text Block] | Emerging Growth Company The Company was an emerging growth company as defined under the Jumpstart Our Business Startups Act of 2012 (JOBS Act). An emerging growth company may delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company’s status as an emerging growth company expired December 31, 2017. |
Fixed Assets (Tables)
Fixed Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Fixed assets are summarized as follows: December 31, December 31, 2017 2016 Machinery and equipment $ 801,000 $ 662,000 Office furniture and equipment 167,000 141,000 Leasehold improvements 147,000 134,000 Right of use asset-operating leases 518,000 518,000 Accumulated depreciation and amortization (1,135,000) (894,000) 498,000 561,000 Construction in progress - 83,000 $ 498,000 $ 644,000 |
Schedule Of Leases Cost [Table Text Block] | Lease costs for the years ended December 31, 2017 and 2016 and other quantitative disclosures are as follows: For the twelve months ended December 31, 2017 2016 Lease cost: Operating lease cost $ 214,000 $ 186,000 Short-term lease cost 47,000 21,000 Total lease cost $ 261,000 $ 207,000 Other information: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 172,000 Right-of-use assets obtained in exchange for new operating lease liabilities For operating lease: Weighted average remaining lease term (in years) 2.18 Weighted average discount rate 5.00 % |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Minimum future payments under the Company’s leases at December 31, 2017 and their application to the corresponding lease liabilities are as follows: Discounted lease Payments due 2018 $ 159,000 $ 173,000 2019 158,000 164,000 2020 37,000 37,000 Total $ 354,000 $ 374,000 |
Patents and Other Intangible 24
Patents and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | Patents and other intangible assets are summarized as follows: December 31, December 31, 2017 2016 Patents Patents pending $ 1,167,000 $ 1,040,000 Issued patents 930,000 747,000 2,097,000 1,787,000 Trademarks Trademarks pending 41,000 23,000 Registered trademarks 23,000 23,000 64,000 46,000 Other 8,000 8,000 2,169,000 1,841,000 Accumulated amortization (313,000) (106,000) $ 1,856,000 $ 1,735,000 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Future amortization expense associated with awarded patents and registered trademarks as of December 31, 2017 is estimated as follows: 2018 $ 229,000 2019 208,000 2020 122,000 2021 46,000 2022 16,000 Thereafter 19,000 $ 640,000 |
Product Warranties (Tables)
Product Warranties (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Product Warranties Disclosures [Abstract] | |
Schedule of Product Warranty Liability [Table Text Block] | A summary of the Company’s warranty liability activity, which is included in accrued liabilities in the accompanying balance sheets as of December 31, 2017 and 2016 is as follows: 2017 2016 Warranty liability, beginning of year $ 213,000 $ - Accruals 69,000 283,000 Payments (114,000) (70,000) Adjustments and other 13,000 Warranty liability, end of year $ 181,000 $ 213,000 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | 2017 2016 Expected tax benefit at 34% $ (3,291,000) $ (3,799,000) Tax Reform 6,210,000 Change in valuation allowance (3,070,000) 3,590,000 Other 151,000 209,000 Provision for income taxes $ - $ - |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | 2017 2016 Net operating loss carry forwards $ 9,860,000 $ 13,100,000 Accrued liabilities 210,000 250,000 Stock compensation (90,000) (260,000) Depreciation 60,000 20,000 Prepaid expenses (20,000) (30,000) Other - 10,000 Deferred tax assets, net 10,020,000 13,090,000 Valuation allowance (10,020,000) (13,090,000) Net deferred tax asset $ - $ - |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value, Assets and Liabilities Measured on Nonrecurring Basis, Valuation Techniques [Table Text Block] | In calculating the fair value of the warrants using the Black-Scholes model, the following assumptions were utilized: Expected life (in years) 2 Volatility 68 % Risk-free interest rate 1.23 % Expected dividend rate - |
Schedule of Share-based Compensation, Activity [Table Text Block] | A summary of the status of the Company’s non-vested stock options at December 31 and changes during the year is as follows: 2017 2016 Number of Weighted Average Number of Weighted Non-vested stock options at January 1 335,283 $ 5.09 466,009 $ 5.79 Granted 127,000 $ 3.69 171,900 $ 4.22 Vested (207,457) $ 5.16 (290,141) $ 5.67 Exercised - - - - Forfeited/Expired/Exchanged (15,955) $ 5.15 (12,485) $ 6.17 Non-vested stock options at December 31 238,871 $ 4.27 335,283 $ 5.09 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The following weighted-average assumptions were utilized in the calculation of the fair value of the stock options: Expected life 6.25 years Weighted average volatility 69 % Forfeiture rate 14 % Weighted average risk-free interest rate 1.94 % Expected dividend rate 0 % |
Schedule Of Employee Service Share Based Compensation Unrecognized Period Costs [Table Text Block] | At December 31, 2017, there was $ 436,000 2018 $ 211,000 2019 144,000 2020 69,000 2021 12,000 $ 436,000 |
Schedule Of Recognized Compensation Cost [Table Text Block] | The recognized compensation cost associated with the Plan is as follows: 2017 2016 Research and development $ 119,000 $ 112,000 General and administrative 250,000 513,000 Effect on net loss $ 369,000 $ 625,000 Effect on net loss per share $ 0.02 $ 0.05 |
Schedule Of Share Based Compensation Warrants Activity [Table Text Block] | The following table summarizes the number of warrants, the weighted average exercise price, and weighted average life (in years) by price for both total outstanding warrants and total exercisable warrants at December 31, 2017: Total Outstanding Warrants Exercise Price Warrants Wtd. Avg. Remaining Life $1.80 80,000 $ 1.80 3.13 $4.00 2,395,471 $ 4.00 1.07 $10.00 20,313 $ 10.00 1.18 2,495,784 $ 3.98 |
Equity Incentive Plan [Member] | |
Schedule of Share-based Compensation, Activity [Table Text Block] | Activity under the Plan is as follows: 2017 2016 Reserved but unissued shares under the Plan, beginning of year 266,884 455,372 Increases in the number of authorized shares under the Plan 255,261 15,039 Grants of stock options (127,000) (171,900) Stock option forfeitures 15,955 12,485 Exercise of stock options - - Stock grants (219,444) (44,112) Reserved but unissued shares under the Plan, end of year 191,656 266,884 |
Consultant Plan [Member] | |
Schedule of Share-based Compensation, Activity [Table Text Block] | Activity under the Consultant Plan is as follows: 2017 2016 Reserved but unissued shares under the Consultant Plan at January 1 83,633 92,130 Increases in the number of authorized shares under the Consultant Plan 25,526 1,503 Stock grants (10,000) (10,000) Reserved but unissued shares under the Consultant Plan at Period End 99,159 83,633 |
Warrant [Member] | |
Schedule Of Share Based Compensation Warrants Activity [Table Text Block] | A summary of the Company’s warrant activity and related information is as follows: 2017 2016 Warrants Average Warrants Average Outstanding at January 1 445,313 $ 4.65 564,272 $ 4.14 Granted 2,395,471 $ 4.00 - - Exercised - - (118,959) $ 2.20 Forfeited/Expired (345,000) $ 5.00 - - Outstanding at Period End 2,495,784 $ 3.98 445,313 $ 4.65 |
Employee Stock Option [Member] | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | A summary of the Company’s stock option activity and related information is as follows: 2017 2016 Options to Weighted Weighted Average Options to Weighted Weighted Outstanding at January 1 882,815 $ 4.98 7.51 723,400 $ 5.18 8.10 Granted 127,000 $ 3.69 9.48 171,900 $ 4.22 9.26 Exercised - - - - - - Forfeited/Expired/Exchanged (15,955) $ 5.15 - (12,485) $ 6.17 - Outstanding at December 31 993,860 $ 4.81 6.94 882,815 $ 4.98 7.51 Exercisable at December 31 754,989 $ 4.98 6.32 547,532 $ 4.91 6.85 |
Quarterly Results (Tables)
Quarterly Results (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information [Table Text Block] | First Second Third Fourth For the year ended December 31, 2017 Quarter Quarter Quarter Quarter Revenue $ 360,000 $ - $ - $ 180,000 Gross Profit (Loss) $ 109,000 $ - $ (15,000) $ 66,000 Operating Expense $ 2,502,000 $ 2,251,000 $ 2,460,000 $ 2,659,000 Net Loss $ (2,379,000) $ (2,236,000) $ (2,472,000) $ (2,593,000) Net Loss per share - basic and fully diluted $ (0.16) $ (0.17) $ (0.16) $ (0.17) For the year ended December 31, 2016 Revenue $ - $ - $ 260,000 $ 361,000 Gross Profit (Loss) $ - $ - $ 213,000 $ (77,000) Operating Expense $ 2,601,000 $ 2,442,000 $ 4,066,000 $ 2,232,000 Net Loss $ (2,589,000) $ (2,431,000) $ (3,846,000) $ (2,306,000) Net Loss per share - basic and fully diluted $ (0.20) $ (0.19) $ (0.30) $ (0.17) |
Organization and Description 29
Organization and Description of Business (Details Textual) - USD ($) | 1 Months Ended | ||
Feb. 27, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Organization and Description of Business [Line Items] | |||
Accumulated deficit | $ (50,011,000) | $ (40,331,000) | |
Subsequent Event [Member] | |||
Organization and Description of Business [Line Items] | |||
Proceeds from Issuance of Common Stock | $ 11,900,000 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Variable Interest Entity [Line Items] | ||||||||||
Cash, FDIC Insured Amount | $ 250,000 | $ 250,000 | ||||||||
Weighted Average Number of Shares Outstanding, Diluted | 3,489,644 | 1,328,128 | ||||||||
Tax Benefits Recognized Description | The tax benefits recognized in the consolidated financial statements from such a position are measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate resolution | |||||||||
Property, Plant and Equipment, Estimated Useful Lives | over two to four years | |||||||||
Revenues, Total | $ 180,000 | $ 0 | $ 0 | $ 360,000 | $ 361,000 | $ 260,000 | $ 0 | $ 0 | $ 540,000 | $ 621,000 |
Fixed Assets (Details)
Fixed Assets (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Machinery and equipment | $ 801,000 | $ 662,000 |
Office furniture and equipment | 167,000 | 141,000 |
Leasehold improvements | 147,000 | 134,000 |
Right of use asset-operating leases | 518,000 | 518,000 |
Accumulated depreciation and amortization | (1,135,000) | (894,000) |
Property Plant and Equipment Gross Excluding Construction In Progress | 498,000 | 561,000 |
Construction in progress | 0 | 83,000 |
Property, Plant and Equipment, Net, Total | $ 498,000 | $ 644,000 |
Fixed Assets (Details 1)
Fixed Assets (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Lease cost: | ||
Operating lease cost | $ 214,000 | $ 186,000 |
Short-term lease cost | 47,000 | 21,000 |
Total lease cost | $ 261,000 | 207,000 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 172,000 | |
For operating lease: | ||
Weighted average remaining lease term (in years) | 2 years 2 months 5 days | |
Weighted average discount rate | 5.00% |
Fixed Assets (Details 2)
Fixed Assets (Details 2) | Dec. 31, 2017USD ($) |
Discounted Lease Liabilities Payments [Member] | |
2,018 | $ 159,000 |
2,019 | 158,000 |
2,020 | 37,000 |
Total | 354,000 |
Payments Due Under Lease Agreement [Member] | |
2,018 | 173,000 |
2,019 | 164,000 |
2,020 | 37,000 |
Total | $ 374,000 |
Fixed Assets (Details Textual)
Fixed Assets (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |
Feb. 28, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Rent Expense Escalation Percentage | 3.00% | ||
Lessee, Operating Lease, Renewal Term | 3 years | ||
Incremental Borrowing Rate | 5.00% | ||
Principal Payment Of Lease Liability | $ 18,000 | ||
Accounting Standards Update 2016-02 [Member] | |||
Amortization of Leased Asset | 18,000 | ||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Change on Net Income | 71,000 | ||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ 447,000 | ||
Lease One [Member] | |||
Triple Net Operating Cost | $ 12,000 | ||
Lease Two [Member] | |||
Triple Net Operating Cost | $ 2,000 |
Patents and Other Intangible 35
Patents and Other Intangible Assets (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Patents | $ 2,097,000 | $ 1,787,000 |
Trademarks | 64,000 | 46,000 |
Other | 8,000 | 8,000 |
Patents and other intangible assets | 2,169,000 | 1,841,000 |
Accumulated amortization | (313,000) | (106,000) |
Finite-Lived Intangible Assets, Net | 1,856,000 | 1,735,000 |
Patents Pending [Member] | ||
Patents | 1,167,000 | 1,040,000 |
Issued Patents [Member] | ||
Patents | 930,000 | 747,000 |
Trademarks Pending [Member] | ||
Trademarks | 41,000 | 23,000 |
Registered Trademarks [Member] | ||
Trademarks | $ 23,000 | $ 23,000 |
Patents and Other Intangible 36
Patents and Other Intangible Assets (Details 1) - Patents [Member] | Dec. 31, 2017USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
2,018 | $ 229,000 |
2,019 | 208,000 |
2,020 | 122,000 |
2,021 | 46,000 |
2,022 | 16,000 |
Thereafter | 19,000 |
Finite-Lived Intangible Assets, Net | $ 640,000 |
Sales, Billings, and Costs on37
Sales, Billings, and Costs on Uncompleted Contracts (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Contract Revenue Cost | $ 336,000 | |||||||||
Costs in Excess of Billings, Current | $ 184,000 | $ 0 | 184,000 | $ 0 | ||||||
Revenues, Total | 180,000 | $ 0 | $ 0 | $ 360,000 | 361,000 | $ 260,000 | $ 0 | $ 0 | 540,000 | 621,000 |
Billings in Excess of Cost, Current | $ 0 | $ 115,000 | $ 0 | 115,000 | ||||||
California oil producer [Member] | ||||||||||
Contract Value | $ 900,000 | |||||||||
Revenues, Total | $ 360,000 |
Product Warranties (Details)
Product Warranties (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Product Warranty Liability [Line Items] | ||
Warranty liability, beginning of year | $ 213,000 | $ 0 |
Accruals | 69,000 | 283,000 |
Payments | (114,000) | (70,000) |
Adjustments and other | 13,000 | |
Warranty liability, end of year | $ 181,000 | $ 213,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Reconciliation [Line Items] | |||
Expected tax benefit at 34% | $ (3,291,000) | $ (3,799,000) | |
Tax Reform | $ 6,200,000 | 6,210,000 | |
Change in valuation allowance | (3,070,000) | 3,590,000 | |
Other | 151,000 | 209,000 | |
Provision for income taxes | $ 0 | $ 0 |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Reconciliation [Line Items] | ||
Net operating loss carry forwards | $ 9,860,000 | $ 13,100,000 |
Accrued liabilities | 210,000 | 250,000 |
Stock compensation | (90,000) | (260,000) |
Depreciation | 60,000 | 20,000 |
Prepaid expenses | (20,000) | (30,000) |
Other | 0 | 10,000 |
Deferred tax assets, net | 10,020,000 | 13,090,000 |
Valuation allowance | (10,020,000) | (13,090,000) |
Net deferred tax asset | $ 0 | $ 0 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Contingency [Line Items] | ||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 34.00% | |||
Limitation In Carry Forward Percentage Of Net Operating Loss | 50.00% | |||
Net Operating Losses For Tax Purposes | $ 47,000,000 | |||
Operating Loss Carryforward Expiration Date | The net operating loss carry forwards may be used to reduce taxable income through the years 2028 to 2037 | |||
Deferred tax assets, net | $ 10,020,000 | $ 13,090,000 | ||
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount | $ 6,200,000 | $ 6,210,000 | ||
Scenario, Plan [Member] | ||||
Income Tax Contingency [Line Items] | ||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
Stockholders_ Equity (Details)
Stockholders’ Equity (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Expected life (in years) | 2 years |
Volatility | 68.00% |
Risk-free interest rate | 1.23% |
Expected dividend rate | 0.00% |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) - Equity Incentive Plan [Member] - shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Reserved but unissued shares under the Plan, beginning of year | 266,884 | 455,372 |
Increases in the number of authorized shares under the Plan | 255,261 | 15,039 |
Grants of stock options | (127,000) | (171,900) |
Stock option forfeitures | 15,955 | 12,485 |
Exercise of stock options | 0 | 0 |
Stock grants | (219,444) | (44,112) |
Reserved but unissued shares under the Plan, end of year | 191,656 | 266,884 |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) | 12 Months Ended |
Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected life | 6 years 3 months |
Employee Stock Option [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average volatility | 69.00% |
Forfeiture rate | 14.00% |
Weighted average risk-free interest rate | 1.94% |
Expected dividend rate | 0.00% |
Stockholders' Equity (Details 3
Stockholders' Equity (Details 3) - Employee Stock Option [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Class of Stock [Line Items] | |||
Reserved but unissued shares under the Plan, beginning of year | 882,815 | 723,400 | |
Granted - Options to Purchase Common Stock | 127,000 | 171,900 | |
Exercised - Options to Purchase Common Stock | 0 | 0 | |
Forfeited/Expired/Exchanged - Options to Purchase Common Stock | (15,955) | (12,485) | |
Reserved but unissued shares under the Plan, end of year | 993,860 | 882,815 | 723,400 |
Exercisable - Options to Purchase Common Stock | 754,989 | 547,532 | |
Outstanding - Weighted Average Exercise Price | $ 4.98 | $ 5.18 | |
Granted - Weighted Average Exercise Price | 3.69 | 4.22 | |
Exercised - Weighted Average Exercise Price | 0 | 0 | |
Forfeited/Expired/Exchanged - Weighted Average Exercise Price | 5.15 | 6.17 | |
Outstanding - Weighted Average Exercise Price | 4.81 | 4.98 | $ 5.18 |
Exercisable - Weighted Average Exercise Price | $ 4.98 | $ 4.91 | |
Granted - Weighted Average Remaining Contractual Life (in years) | 9 years 5 months 23 days | 9 years 3 months 4 days | |
Exercised - Weighted Average Remaining Contractual Life (in years) | 0 years | 0 years | |
Forfeited/Expired/Exchanged - Weighted Average Remaining Contractual Life (in years) | 0 years | 0 years | |
Outstanding - Weighted Average Remaining Contractual Life (in years) | 6 years 11 months 8 days | 7 years 6 months 4 days | 8 years 1 month 6 days |
Exercisable - Weighted Average Remaining Contractual Life (in years) | 6 years 3 months 25 days | 6 years 10 months 6 days |
Stockholders' Equity (Details 4
Stockholders' Equity (Details 4) - Employee Stock Option [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Class of Stock [Line Items] | ||
Non-vested stock options at January 1 | 335,283 | 466,009 |
Granted - Number of Options | 127,000 | 171,900 |
Vested - Number of Options | (207,457) | (290,141) |
Exercised - Number of Options | 0 | 0 |
Forfeited/Expired/Exchanged - Number of Options | (15,955) | (12,485) |
Non-vested stock options at December 31 | 238,871 | 335,283 |
Non-vested stock options - Weighted Average Grant Date Fair Value | $ 5.09 | $ 5.79 |
Granted - Weighted Average Grant Date Fair Value | 3.69 | 4.22 |
Vested - Weighted Average Grant Date Fair Value | 5.16 | 5.67 |
Exercised - Weighted Average Grant Date Fair Value | 0 | 0 |
Forfeited/Expired/Exchanged - Weighted Average Grant Date Fair Value | 5.15 | 6.17 |
Non-vested stock options - Weighted Average Grant Date Fair Value | $ 4.27 | $ 5.09 |
Stockholders' Equity (Details 5
Stockholders' Equity (Details 5) | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Other General and Administrative Expense | $ 436,000 |
Year 2018 [Member] | |
Other General and Administrative Expense | 211,000 |
Year 2019 [Member] | |
Other General and Administrative Expense | 144,000 |
Year 2020 [Member] | |
Other General and Administrative Expense | 69,000 |
Year 2021 [Member] | |
Other General and Administrative Expense | $ 12,000 |
Stockholders' Equity (Details 6
Stockholders' Equity (Details 6) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Effect on net loss | $ 369,000 | $ 625,000 |
Effect on net loss per share (in dollars per share) | $ 0.02 | $ 0.05 |
Research and development [Member] | ||
Effect on net loss | $ 119,000 | $ 112,000 |
General and administrative [Member] | ||
Effect on net loss | $ 250,000 | $ 513,000 |
Stockholders' Equity (Details 7
Stockholders' Equity (Details 7) - Consultant Plan [Member] - shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Reserved but unissued shares under the Plan, beginning of year | 83,633 | 92,130 |
Increases in the number of authorized shares under the Consultant Plan | 25,526 | 1,503 |
Stock grants | (10,000) | (10,000) |
Reserved but unissued shares under the Plan, end of year | 99,159 | 83,633 |
Stockholders' Equity (Details 8
Stockholders' Equity (Details 8) - Warrant [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Outstanding - Warrants | 445,313 | 564,272 |
Granted - Warrants | 2,395,471 | 0 |
Exercised - Warrants | 0 | (118,959) |
Forfeited/Expired - Warrants | (345,000) | 0 |
Outstanding - Warrants | 2,495,784 | 445,313 |
Outstanding - Average Exercise Price at beginning of year | $ 4.65 | $ 4.14 |
Granted - Average Exercise Price | 4 | 0 |
Exercised - Average Exercise Price | 0 | 2.2 |
Forfeited/Expired - Average Exercise Price | 5 | 0 |
Outstanding - Exercise Price at end of year | $ 3.98 | $ 4.65 |
Stockholders' Equity (Details 9
Stockholders' Equity (Details 9) | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Warrants Outstanding | shares | 2,495,784 |
Warrants Outstanding Weighted Average Exercise Price | $ 3.98 |
Exercise Price 1.80 [Member] | |
Warrants Exercise Price | $ 1.80 |
Warrants Outstanding | shares | 80,000 |
Warrants Outstanding Weighted Average Exercise Price | $ 1.80 |
Warrants Outstanding Remaining Life (in years) | 3 years 1 month 17 days |
Exercise Price 4.00 [Member] | |
Warrants Exercise Price | $ 4 |
Warrants Outstanding | shares | 2,395,471 |
Warrants Outstanding Weighted Average Exercise Price | $ 4 |
Warrants Outstanding Remaining Life (in years) | 1 year 25 days |
Exercise Price 10.00 [Member] | |
Warrants Exercise Price | $ 10 |
Warrants Outstanding | shares | 20,313 |
Warrants Outstanding Weighted Average Exercise Price | $ 10 |
Warrants Outstanding Remaining Life (in years) | 1 year 2 months 5 days |
Stockholders' Equity (Details T
Stockholders' Equity (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Feb. 28, 2018 | Feb. 27, 2018 | Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Class of Stock [Line Items] | |||||
Stock Issued During Period, Value, New Issues | $ 7,258,000 | ||||
Common Stock, Shares Authorized | 62,500,000 | ||||
Preferred Stock, Shares Authorized | 2,000,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $ 436,000 | ||||
Stock Option Plan Description | The Consultant Plan provides for quarterly increases in the available number of authorized shares equal to the lesser of 1% of any new shares issued by the Company during the quarter immediately prior to the adjustment date or such lesser amount as the Board of Directors shall determine. | ||||
General And Administrative Expense Related To Stock Grant | $ 35,000 | $ 49,000 | |||
Proceeds From Issuance Or Sale Of Equity | 8,667,000 | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 207,000 | ||||
Other Underwriting Expense | $ 60,000 | ||||
Share Price | $ 3.03 | ||||
Fair Value Assumptions, Exercise Price | $ 0.97 | ||||
Stock Issued During Period In Payment Of Accrued Compensation Per Share | $ 3.60 | ||||
Stock Issued During Period Value In Payment Of Accrued Compensation | $ 490,000 | ||||
Common Stock, Par Or Stated Value Per Share | $ 0.0001 | $ 0.0001 | |||
General and Administrative Expense | $ 5,160,000 | $ 6,510,000 | |||
Warrants Intrinsic Value Outstanding | $ 144,000 | ||||
Underwritten Public Offering [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Value, New Issues | $ 9,600,000 | ||||
Proceeds From Issuance Or Sale Of Equity | $ 8,700,000 | ||||
Offering [Member] | |||||
Class of Stock [Line Items] | |||||
Warrants Authorized For Issuance To Acquire Common Stock Shares Number | 2,395,471 | ||||
Stock Issued During Period, Shares, Other | 2,395,471 | ||||
Shares Issued, Price Per Share | $ 4 | ||||
Subsequent Event [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Value, New Issues | $ 12,900,000 | ||||
Shares Issued, Price Per Share | $ 2.25 | ||||
Subsequent Event [Member] | Offering [Member] | |||||
Class of Stock [Line Items] | |||||
Warrants Authorized For Issuance To Acquire Common Stock Shares Number | 5,750,000 | ||||
Proceeds From Issuance Or Sale Of Equity | $ 11,900,000 | ||||
Shares Issued, Price Per Share | $ 2.25 | ||||
Employee Stock Option [Member] | |||||
Class of Stock [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 127,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term2 | 10 years | ||||
Stock Issued During Period, Shares, Other | 60,883 | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 3.69 | ||||
Employee Stock Option [Member] | Minimum [Member] | |||||
Class of Stock [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | 3.10 | ||||
Shares Issued, Price Per Share | $ 2.20 | ||||
Employee Stock Option [Member] | Maximum [Member] | |||||
Class of Stock [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 3.80 | ||||
Shares Issued, Price Per Share | $ 4.51 | ||||
General and Administrative Expense [Member] | |||||
Class of Stock [Line Items] | |||||
General and Administrative Expense | $ 300,000 | ||||
Consultant Plan [Member] | |||||
Class of Stock [Line Items] | |||||
Common Stock, Capital Shares Reserved for Future Issuance | 99,159 | ||||
Consultant Plan [Member] | Employee Stock Option [Member] | |||||
Class of Stock [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 233,000 | ||||
Consultant Plan One [Member] | |||||
Class of Stock [Line Items] | |||||
Consultant Plan Expenses | $ 42,000 | $ 44,000 | |||
Consultant Plan One [Member] | Employee Stock Option [Member] | |||||
Class of Stock [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 59,000 | ||||
Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Stock Issued During Period, Value, New Issues | $ 1,000 | ||||
Stock issued During Period Shares In Payment Of Accrued Compensation | 136,110 | ||||
Stock Issued During Period Value In Payment Of Accrued Compensation | $ 0 | ||||
Stock Issued During Period Shares Issued For 2017 Board Services | 83,334 | ||||
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Exercised In Period | 3.60 | ||||
Warrant [Member] | |||||
Class of Stock [Line Items] | |||||
Exercise Price Of Warrants | $ 4 | ||||
Share Based Compensation Arrangement By Share Based Payment Award Equity Instruments Other Than Options Exercised In Period | 0 | 118,959 | |||
Warrant [Member] | Right Offering and Public Offering [Member] | |||||
Class of Stock [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | Jan. 25, 2019 | ||||
Equity Incentive Plan [Member] | |||||
Class of Stock [Line Items] | |||||
Share Based Compensation Arrangement By Share Based Payment Award Purchase Price Share Minimum | 85.00% | ||||
Common Stock, Capital Shares Reserved for Future Issuance | 1,662,530 | ||||
Increase Decrease Of Share Based Compensation Arrangement By Share Based Payment Award Percentage | 10.00% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 127,000 | 171,900 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 3.40 | ||||
Stock Granted During Period, Value, Share-Based Compensation, Gross | $ 150,000 | ||||
Share Based Compensation Arrangement By Share Based Payment Award Stock Grants In Period | 219,444 | 44,112 | |||
Mdb Consulting Services [Member] | |||||
Class of Stock [Line Items] | |||||
Underwriting Expense | $ 915,000 | ||||
Payments for Underwriting Expense | 575,000 | ||||
Other Underwriting Expense | $ 60,000 |
Retirement Plan (Details Textua
Retirement Plan (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Retirement Plan [Line Items] | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 3.00% | 3.00% |
Defined Contribution Plan, Cost Recognized | $ 86,000 | $ 85,000 |
Related Party Transactions (Det
Related Party Transactions (Details Textual) | 1 Months Ended |
Jan. 31, 2017USD ($) | |
Related Party Transaction [Line Items] | |
Consulting Fee | $ 575,000 |
Other Underwriting Expense | $ 60,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details Textual) - USD ($) | Feb. 03, 2015 | Dec. 31, 2017 | Dec. 31, 2016 |
Loss Contingencies [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 300,000 | 300,000 | |
Maximum [Member] | |||
Loss Contingencies [Line Items] | |||
Annual Cash Bonus | 60.00% | ||
Stephen E. Pirnat [Member] | |||
Loss Contingencies [Line Items] | |||
Salaries, Wages and Officers' Compensation | $ 350,000 | ||
Employment Agreement Termination Date | Dec. 31, 2017 | ||
Labor and Related Expense | $ 100,000 |
Quarterly Results (Details)
Quarterly Results (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Financial Information [Line Items] | ||||||||||
Revenue | $ 180,000 | $ 0 | $ 0 | $ 360,000 | $ 361,000 | $ 260,000 | $ 0 | $ 0 | $ 540,000 | $ 621,000 |
Gross Profit (Loss) | 66,000 | (15,000) | 0 | 109,000 | (77,000) | 213,000 | 0 | 0 | 160,000 | 136,000 |
Operating Expense | 2,659,000 | 2,460,000 | 2,251,000 | 2,502,000 | 2,232,000 | 4,066,000 | 2,442,000 | 2,601,000 | 9,872,000 | 11,341,000 |
Net Loss | $ (2,593,000) | $ (2,472,000) | $ (2,236,000) | $ (2,379,000) | $ (2,306,000) | $ (3,846,000) | $ (2,431,000) | $ (2,589,000) | $ (9,680,000) | $ (11,173,000) |
Net Loss per share - basic and fully diluted (in dollars per share) | $ (0.17) | $ (0.16) | $ (0.17) | $ (0.16) | $ (0.17) | $ (0.30) | $ (0.19) | $ (0.20) | $ (0.63) | $ (0.86) |
Subsequent Event (Details Textu
Subsequent Event (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended |
Feb. 27, 2018 | Dec. 31, 2017 | |
Underwriting Expense [Abstract] | ||
Stock Issued During Period, Value, New Issues | $ 7,258,000 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Stock Issued During Period, Shares, New Issues | 5,750,000 | |
Payments of Stock Issuance Costs | $ 1,000,000 | |
Shares Issued, Price Per Share | $ 2.25 | |
Underwriting Expense [Abstract] | ||
Stock Issued During Period, Value, New Issues | $ 12,900,000 | |
Proceeds from Issuance of Common Stock | 11,900,000 | |
Legal Fees | 75,000 | |
Subsequent Event [Member] | Underwriter Compensation [Member] | ||
Subsequent Event [Line Items] | ||
Payments of Stock Issuance Costs | $ 839,000 |