Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Jun. 17, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001569329 | |
Entity Registrant Name | Youngevity International, Inc. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-38116 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 90-0890517 | |
Entity Address, Address Line One | 2400 Boswell Road | |
Entity Address, City or Town | Chula Vista | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 91914 | |
City Area Code | 619 | |
Local Phone Number | 934-3980 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | No | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 34,044,419 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current Assets | ||
Cash and cash equivalents | $ 3,243 | $ 4,463 |
Accounts receivable, net | 2,949 | 2,902 |
Income tax receivable | 73 | 81 |
Inventory | 22,743 | 22,706 |
Prepaid expenses and other current assets | 3,488 | 3,982 |
Total current assets | 32,496 | 34,134 |
Property and equipment, net | 23,736 | 23,316 |
Operating lease right-of-use assets | 7,818 | 8,386 |
Deferred tax assets | 75 | 75 |
Intangible assets, net | 14,946 | 15,566 |
Goodwill | 6,992 | 6,992 |
Other assets | 1,273 | 1,222 |
Total assets | 87,336 | 89,691 |
Current Liabilities | ||
Accounts payable | 10,954 | 9,069 |
Accrued distributor compensation | 4,542 | 3,164 |
Accrued expenses | 6,420 | 5,108 |
Deferred revenues, current portion | 3,173 | 1,943 |
Other current liabilities | 3,152 | 2,664 |
Operating lease liabilities, current portion | 1,547 | 1,740 |
Finance lease liabilities, current portion | 726 | 736 |
Line of credit | 2,025 | 2,011 |
Notes payable, net of debt discounts, current portion (Note 3) | 4,231 | 4,085 |
Convertible notes payable, net of debt discounts, current portion | 2,784 | 25 |
Contingent acquisition debt, current portion | 1,382 | 1,263 |
Warrant derivative liability | 53 | 1,542 |
Total current liabilities | 43,004 | 33,541 |
Operating lease liabilities, net of current portion | 6,473 | 6,646 |
Finance lease liabilities, net of current portion | 258 | 408 |
Notes payable, net of current portion (Note 3) | 1,000 | 0 |
Convertible notes payable, net of debt discounts, net of current portion | 0 | 2,675 |
Contingent acquisition debt, net of current portion | 6,759 | 7,348 |
Other long-term liabilities | 437 | 2,115 |
Total liabilities | 62,893 | 59,523 |
Commitments and contingencies (Note 11) | ||
Stockholders’ Equity | ||
Common stock, $0.001 par value: 50,000,000 shares authorized; 30,712,432 and 30,274,601 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 31 | 30 |
Additional paid-in capital | 265,867 | 265,825 |
Accumulated deficit | (241,542) | (235,751) |
Accumulated other comprehensive income | 87 | 64 |
Total stockholders’ equity | 24,443 | 30,168 |
Total Liabilities and Stockholders’ Equity | 87,336 | 89,691 |
Series A Convertible Preferred Stock [Member] | ||
Stockholders’ Equity | ||
Preferred stock | 0 | 0 |
Series B Convertible Preferred Stock [Member] | ||
Stockholders’ Equity | ||
Preferred stock | 0 | 0 |
Series D Cumulative Redeemable Perpetual Preferred Stock [Member] | ||
Stockholders’ Equity | ||
Preferred stock | 0 | 0 |
Notes Payable Excluding Convertible Notes Payable [Member] | ||
Current Liabilities | ||
Notes payable, net of debt discounts, current portion | 2,015 | 191 |
Notes payable, net of debt discounts, net of current portion | $ 4,962 | $ 6,790 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 4 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2019 | |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 30,712,432 | 30,274,601 | 30,274,601 |
Common stock, shares outstanding (in shares) | 30,712,432 | 30,274,601 | 30,274,601 |
Series A Convertible Preferred Stock [Member] | |||
Preferred stock, shares authorized (in shares) | 161,135 | ||
Preferred stock, dividend rate | 8% | 8% | |
Preferred stock, shares issued (in shares) | 161,135 | 161,135 | 161,135 |
Preferred stock, shares outstanding (in shares) | 161,135 | 161,135 | 161,135 |
Series B Convertible Preferred Stock [Member] | |||
Preferred stock, shares authorized (in shares) | 1,052,631 | ||
Preferred stock, dividend rate | 5% | 5% | |
Preferred stock, shares issued (in shares) | 0 | 129,332 | 129,332 |
Preferred stock, shares outstanding (in shares) | 0 | 129,332 | 129,332 |
Series D Cumulative Redeemable Perpetual Preferred Stock [Member] | |||
Preferred stock, par value (in dollars per share) | $ 0.001 | ||
Preferred stock, shares authorized (in shares) | 650,000 | ||
Preferred stock, dividend rate | 9.75% | 9.75% | 9.75% |
Preferred stock, shares issued (in shares) | 590,273 | 578,898 | 578,898 |
Preferred stock, shares outstanding (in shares) | 590,273 | 578,898 | 578,898 |
Preferred stock, liquidation preference | $ 14,877 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues | $ 35,531,000 | $ 41,192,000 |
Cost of revenues | 15,744,000 | 14,343,000 |
Gross profit | 19,787,000 | 26,849,000 |
Operating expenses | ||
Distributor compensation | 14,051,000 | 14,890,000 |
Sales and marketing | 3,473,000 | 4,019,000 |
General and administrative | 8,940,000 | 19,881,000 |
Total operating expenses | 26,464,000 | 38,790,000 |
Operating loss | (6,677,000) | (11,941,000) |
Other income (expense), net | ||
Interest expense, net | (620,000) | (1,507,000) |
Change in fair value of warrant derivative liability | 1,489,000 | 1,486,000 |
Total other income (expense), net | 869,000 | (21,000) |
Net loss before income taxes | (5,808,000) | (11,962,000) |
Income tax provision (benefit) | (17,000) | 298,000 |
Net loss | (5,791,000) | (12,260,000) |
Preferred stock dividends | (379,000) | (14,000) |
Net loss attributable to common stockholders | $ (6,170,000) | $ (12,274,000) |
Net loss per share, basic (in dollars per share) | $ (0.20) | $ (0.45) |
Net loss per share, diluted (Note 1) (in dollars per share) | $ (0.20) | $ (0.49) |
Weighted average shares outstanding, basic (in shares) | 30,314,986 | 27,577,576 |
Weighted average shares outstanding, diluted (in shares) | 30,314,986 | 28,025,172 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Statements of Comprehensive Loss - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Net loss | $ (5,791,000) | $ (12,260,000) |
Foreign currency translation | 23,000 | 102,000 |
Total other comprehensive income | 23,000 | 102,000 |
Comprehensive loss | $ (5,768,000) | $ (12,158,000) |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Stockholders' Equity - USD ($) | Preferred Stock [Member] Series A Convertible Preferred Stock [Member] Private Placement [Member] | Preferred Stock [Member] Series A Convertible Preferred Stock [Member] Underwritten Registered Public Offering [Member] | Preferred Stock [Member] Series A Convertible Preferred Stock [Member] Land [Member] | Preferred Stock [Member] Series A Convertible Preferred Stock [Member] Trademarks [Member] | Preferred Stock [Member] Series A Convertible Preferred Stock [Member] | Preferred Stock [Member] Series B Convertible Preferred Stock [Member] Private Placement [Member] | Preferred Stock [Member] Series B Convertible Preferred Stock [Member] Underwritten Registered Public Offering [Member] | Preferred Stock [Member] Series B Convertible Preferred Stock [Member] Land [Member] | Preferred Stock [Member] Series B Convertible Preferred Stock [Member] Trademarks [Member] | Preferred Stock [Member] Series B Convertible Preferred Stock [Member] | Preferred Stock [Member] Series D Cumulative Redeemable Perpetual Preferred Stock [Member] Underwritten Registered Public Offering [Member] | Preferred Stock [Member] Series D Cumulative Redeemable Perpetual Preferred Stock [Member] | Common Stock [Member] Private Placement [Member] | Common Stock [Member] Underwritten Registered Public Offering [Member] | Common Stock [Member] Land [Member] | Common Stock [Member] Trademarks [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] Private Placement [Member] | Additional Paid-in Capital [Member] Underwritten Registered Public Offering [Member] | Additional Paid-in Capital [Member] Land [Member] | Additional Paid-in Capital [Member] Trademarks [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] Private Placement [Member] | AOCI Attributable to Parent [Member] Underwritten Registered Public Offering [Member] | AOCI Attributable to Parent [Member] Land [Member] | AOCI Attributable to Parent [Member] Trademarks [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] Private Placement [Member] | Retained Earnings [Member] Underwritten Registered Public Offering [Member] | Retained Earnings [Member] Land [Member] | Retained Earnings [Member] Trademarks [Member] | Retained Earnings [Member] | Private Placement [Member] | Underwritten Registered Public Offering [Member] | Land [Member] | Trademarks [Member] | Total |
Balance (in shares) at Dec. 31, 2018 | 161,135 | 129,437 | 25,760,708 | ||||||||||||||||||||||||||||||||||
Balance at Dec. 31, 2018 | $ 0 | $ 0 | $ 26,000 | $ 206,757,000 | $ (45,000) | $ (183,763,000) | $ 22,975,000 | ||||||||||||||||||||||||||||||
Net loss | 0 | 0 | 0 | 0 | 0 | (12,260,000) | (12,260,000) | ||||||||||||||||||||||||||||||
Foreign currency translation adjustment | $ 0 | $ 0 | $ 0 | 0 | 102,000 | 0 | 102,000 | ||||||||||||||||||||||||||||||
Issuance of common stock for debt financing, net of issuance costs (in shares) | 0 | 0 | 40,000 | ||||||||||||||||||||||||||||||||||
Issuance of common stock for debt financing, net of issuance costs | $ 0 | $ 0 | $ 0 | 350,000 | 0 | 0 | 350,000 | ||||||||||||||||||||||||||||||
Stock issued, new issues (in shares) | 0 | 0 | 255,000 | ||||||||||||||||||||||||||||||||||
Stock issued, new issues | $ 0 | $ 0 | $ 0 | $ 1,750,000 | $ 0 | $ 0 | $ 1,750,000 | ||||||||||||||||||||||||||||||
Dividends on preferred stock | 0 | 0 | 0 | (14,000) | 0 | 0 | (14,000) | ||||||||||||||||||||||||||||||
Stock-based compensation | $ 0 | $ 0 | $ 0 | 11,344,000 | 0 | 0 | 11,344,000 | ||||||||||||||||||||||||||||||
Issuance of common stock from at-the-market offering and exercise of stock options and warrants, net (in shares) | 0 | 0 | 309,636 | ||||||||||||||||||||||||||||||||||
Issuance of common stock from at-the-market offering and exercise of stock options and warrants, net | $ 0 | $ 0 | $ 1,000 | 1,454,000 | 0 | 0 | 1,455,000 | ||||||||||||||||||||||||||||||
Issuance of common stock for services (in shares) | 0 | 0 | 75,000 | ||||||||||||||||||||||||||||||||||
Issuance of common stock for services | $ 0 | $ 0 | $ 0 | 417,000 | 0 | 0 | 417,000 | ||||||||||||||||||||||||||||||
Issuance of common stock for acquisition of Khrysos (in shares) | 0 | 0 | 1,794,972 | ||||||||||||||||||||||||||||||||||
Issuance of common stock for acquisition of Khrysos | $ 0 | $ 0 | $ 1,000 | 13,999,000 | 0 | 0 | 14,000,000 | ||||||||||||||||||||||||||||||
Issuance of common stock for true-up shares | 0 | 0 | $ 0 | 281,000 | 0 | 0 | 281,000 | ||||||||||||||||||||||||||||||
Issuance of common stock for true-up shares (in shares) | 44,599 | ||||||||||||||||||||||||||||||||||||
Issuance of common stock for convertible note financing, net of issuance costs | 0 | 0 | $ 0 | 293,000 | 0 | 0 | 293,000 | ||||||||||||||||||||||||||||||
Issuance of common stock for convertible note financing, net of issuance costs (in shares) | 61,000 | ||||||||||||||||||||||||||||||||||||
Issuance of common stock related to purchase of assets | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 1,200,000 | $ 750,000 | $ 0 | $ 0 | $ 0 | $ 0 | $ 1,200,000 | $ 750,000 | |||||||||||||||||||||||
Issuance of common stock related to purchase of assets (in shares) | 153,846 | 100,000 | |||||||||||||||||||||||||||||||||||
Issuance of common stock related to advance for working capital (note receivable) net of settlement of debt | 0 | 0 | $ 1,000 | 2,308,000 | 0 | 0 | 2,309,000 | ||||||||||||||||||||||||||||||
Issuance of common stock related to advance for working capital (note receivable) net of settlement of debt (in shares) | 295,910 | ||||||||||||||||||||||||||||||||||||
Release of warrant liability upon exercise of warrants | 0 | 0 | $ 0 | 866,000 | 0 | 0 | 866,000 | ||||||||||||||||||||||||||||||
Release of warrant liability upon reclassification of liability to equity | 0 | 0 | 0 | 1,494,000 | 0 | 0 | 1,494,000 | ||||||||||||||||||||||||||||||
Warrant issued upon vesting for services | $ 0 | $ 0 | $ 0 | 1,656,000 | 0 | 0 | 1,656,000 | ||||||||||||||||||||||||||||||
Balance (in shares) at Mar. 31, 2019 | 161,135 | 129,437 | 28,890,671 | ||||||||||||||||||||||||||||||||||
Balance at Mar. 31, 2019 | $ 0 | $ 0 | $ 29,000 | 244,906,000 | 57,000 | (196,023,000) | 48,969,000 | ||||||||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2019 | 161,135 | 129,332 | 578,898 | 30,274,601 | |||||||||||||||||||||||||||||||||
Balance at Dec. 31, 2019 | $ 0 | $ 0 | $ 0 | $ 30,000 | 265,825,000 | 64,000 | (235,751,000) | 30,168,000 | |||||||||||||||||||||||||||||
Net loss | 0 | 0 | 0 | 0 | 0 | 0 | (5,791,000) | (5,791,000) | |||||||||||||||||||||||||||||
Foreign currency translation adjustment | $ 0 | $ 0 | $ 0 | $ 0 | 0 | 23,000 | 0 | 23,000 | |||||||||||||||||||||||||||||
Issuance of common stock for conversion of Series B preferred stock (in shares) | 0 | (129,332) | 0 | 258,664 | |||||||||||||||||||||||||||||||||
Issuance of common stock for conversion of Series B preferred stock | $ 0 | $ 0 | $ 0 | $ 1,000 | 0 | 0 | 0 | 1,000 | |||||||||||||||||||||||||||||
Issuance of common stock for vesting of RSU (in shares) | 0 | 0 | 0 | 4,167 | |||||||||||||||||||||||||||||||||
Issuance of common stock for vesting of RSU | $ 0 | $ 0 | $ 0 | $ 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||||||||||||
Issuance of common stock for debt financing, net of issuance costs (in shares) | 0 | 0 | 0 | 50,000 | |||||||||||||||||||||||||||||||||
Issuance of common stock for debt financing, net of issuance costs | $ 0 | $ 0 | $ 0 | $ 0 | 65,000 | 0 | 0 | 65,000 | |||||||||||||||||||||||||||||
Stock issued, new issues (in shares) | 0 | 0 | 11,375 | 0 | |||||||||||||||||||||||||||||||||
Stock issued, new issues | $ 0 | $ 0 | $ 0 | $ 0 | $ 233,000 | $ 0 | $ 0 | $ 233,000 | |||||||||||||||||||||||||||||
Fair value of common stock issued related to advance for working capital (recorded in prepaid expenses and other current assets) | 0 | 0 | 0 | 0 | (311,000) | 0 | 0 | (311,000) | |||||||||||||||||||||||||||||
Dividends on preferred stock | $ 0 | $ 0 | $ 0 | $ 0 | (379,000) | 0 | 0 | (379,000) | |||||||||||||||||||||||||||||
Equity-based compensation for services (in shares) | 0 | 0 | 0 | 125,000 | |||||||||||||||||||||||||||||||||
Equity-based compensation for services | $ 0 | $ 0 | $ 0 | $ 0 | 174,000 | 0 | 0 | 174,000 | |||||||||||||||||||||||||||||
Stock-based compensation | $ 0 | $ 0 | $ 0 | $ 0 | 260,000 | 0 | 0 | 260,000 | |||||||||||||||||||||||||||||
Balance (in shares) at Mar. 31, 2020 | 161,135 | 0 | 590,273 | 30,712,432 | |||||||||||||||||||||||||||||||||
Balance at Mar. 31, 2020 | $ 0 | $ 0 | $ 0 | $ 31,000 | $ 265,867,000 | $ 87,000 | $ (241,542,000) | $ 24,443,000 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Cash Flows from Operating Activities: | |||
Net loss | $ (5,791,000) | $ (12,260,000) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 1,293,000 | 1,145,000 | |
Stock-based compensation | 260,000 | 11,344,000 | |
Equity-based compensation for services | 689,000 | 1,859,000 | |
Amortization of debt discounts and issuance costs | 337,000 | 199,000 | |
Change in fair value of warrant derivative liability | (1,489,000) | (1,486,000) | |
Change in fair value of contingent acquisition debt | (361,000) | 0 | |
Decrease in allowance for accounts receivables | (30,000) | 0 | |
Change in allowance for other receivable (Note 3) | (311,000) | 0 | |
Change in allowance for notes receivable (Note 3) | 112,000 | 0 | |
Changes in inventory reserve | 33,000 | 159,000 | |
Loss on disposal of property and equipment | 15,000 | 0 | |
Stock issuance for true-up shares | 0 | 281,000 | |
Noncash operating lease expense | 568,000 | 0 | |
Changes in operating assets and liabilities, net of effect from business combinations: | |||
Accounts receivable | (17,000) | (3,369,000) | |
Income tax receivable | 8,000 | 0 | |
Inventory | (70,000) | (1,283,000) | |
Prepaid expenses and other current assets | (20,000) | (111,000) | |
Other assets | (166,000) | 0 | |
Accounts payable | 1,884,000 | 54,000 | |
Accrued distributor compensation | 1,378,000 | 854,000 | |
Deferred revenues | 1,230,000 | (44,000) | |
Accrued expenses and other current liabilities | 1,812,000 | (2,173,000) | |
Operating lease liabilities | (367,000) | 0 | |
Other long-term liabilities | (1,678,000) | 0 | |
Net Cash Used in Operating Activities | (681,000) | (4,831,000) | |
Cash Flows from Investing Activities: | |||
Acquisitions, net of cash acquired | 0 | (425,000) | |
Purchases of property and equipment | (1,082,000) | (2,291,000) | |
Net Cash Used in Investing Activities | (1,082,000) | (2,716,000) | |
Cash Flows from Financing Activities: | |||
Proceeds from private placement of common stock, net of offering costs | 0 | 2,267,000 | |
Proceeds from at-the-market-offering and exercise of stock options and warrants, net | 0 | 1,455,000 | |
Proceeds from the issuance of Series D preferred stock | 233,000 | 0 | |
Proceeds from line of credit, net | 14,000 | 176,000 | |
Payments of notes payable | (46,000) | (35,000) | |
Payments of contingent acquisition debt | (109,000) | (128,000) | |
Payments of finance leases | (184,000) | (368,000) | |
Payments of dividends | (388,000) | (11,000) | |
Net Cash Provided by Financing Activities | 520,000 | 7,106,000 | |
Foreign Currency Effect on Cash | 23,000 | 102,000 | |
Net decrease in cash and cash equivalents | (1,220,000) | (339,000) | |
Cash and Cash Equivalents, Beginning of Period | 4,463,000 | 2,879,000 | $ 2,879,000 |
Cash and Cash Equivalents, End of Period | 3,243,000 | 2,540,000 | $ 4,463,000 |
Supplemental Disclosures of Cash Flow Information | |||
Interest | 284,000 | 1,034,000 | |
Income taxes | 0 | 0 | |
Supplemental Disclosures of Noncash Investing and Financing Activities | |||
Decrease in fair value of common stock issued for in relation to advance for working capital (Note 3) | 311,000 | 0 | |
Dividends declared but not paid at the end of period (Note 10) | 120,000 | 14,000 | |
Common Stock for Promissory Note Financing [Member] | |||
Supplemental Disclosures of Noncash Investing and Financing Activities | |||
Stock issued | 65,000 | 0 | |
Stock for Property and Equipment [Member] | |||
Supplemental Disclosures of Noncash Investing and Financing Activities | |||
Stock issued | 0 | 1,200,000 | |
Stock for Purchase of Intangibles [Member] | |||
Supplemental Disclosures of Noncash Investing and Financing Activities | |||
Stock issued | 0 | 750,000 | |
Stock for Note Receivables [Member] | |||
Supplemental Disclosures of Noncash Investing and Financing Activities | |||
Stock issued | 0 | 2,309,000 | |
Stock Issued for Service [Member] | |||
Supplemental Disclosures of Noncash Investing and Financing Activities | |||
Stock issued | 0 | 417,000 | |
Stock in Connection With Acquisition [Member] | |||
Supplemental Disclosures of Noncash Investing and Financing Activities | |||
Stock issued | 0 | 14,000,000 | |
Property and Equipment Funded by Mortgage Agreement [Member] | |||
Supplemental Disclosures of Noncash Investing and Financing Activities | |||
Purchases of property and equipment | 0 | 450,000 | |
Property and Equipment Funded by Financing Leasing Agreement [Member] | |||
Supplemental Disclosures of Noncash Investing and Financing Activities | |||
Purchases of property and equipment | 26,000 | 0 | |
Promissory Notes [Member] | |||
Cash Flows from Financing Activities: | |||
Proceeds from issuance of promissory notes, net of offering costs | $ 1,000,000 | $ 3,750,000 |
Note 1 - Description of Busines
Note 1 - Description of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Business Description and Accounting Policies [Text Block] | Note 1. Description of Business Youngevity International, Inc. (the “Company”) operates in three segments: (i) the direct selling segment where products are offered through a global distribution network of preferred customers and distributors, (ii) the commercial coffee segment where products are sold directly to businesses and (iii) the commercial hemp segment where the Company manufactures proprietary systems to provide end-to-end extraction and processing of hemp feed stock into hemp oil and hemp extracts, oil extraction services, and contract manufacturing services. Information on the operations of the Company’s three ● The direct selling segment is operated through the Company’s three 2400 twelve ● Youngevity Australia Pty. Ltd., ● Youngevity NZ, Ltd., ● Youngevity Mexico S.A. de CV, ● Youngevity Russia, LLC, ● Youngevity Israel, Ltd., ● Youngevity Europe SIA (Latvia), ● Youngevity Colombia S.A.S, ● Youngevity International Singapore Pte. Ltd., ● Mialisia Canada, Inc., ● Youngevity Global LLC, Taiwan Branch, ● Youngevity Global LLC, Philippine Branch, and ● Youngevity International (Hong Kong). ● The commercial coffee business is operated through the Company’s wholly-owned subsidiary, CLR Roasters LLC (“CLR”) and its wholly-owned subsidiary, Siles Plantation Family Group S.A. (“Siles”). ● The commercial hemp business is operated through the Company’s wholly-owned subsidiary, Khrysos Industries, Inc., a Delaware corporation (“KII”). KII acquired the assets of Khrysos Global Inc., a Florida corporation (“Khrysos Global”), in February 2019 In the following text, the term “the Company” refers collectively to the Company and its subsidiaries. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information. Accordingly, certain information and footnote disclosures, normally included in financial statements prepared in accordance with generally accepted accounting principles, have been condensed or omitted pursuant to such rules and regulations. Youngevity International, Inc. (the “Company”) consolidates all wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated financial statements presented at March 31, 2020 three March 31, 2020 2019 not 10 December 31, 2019, June 25, 2021. not Summary of Significant Accounting Policies A summary of the Company’s significant accounting policies consistently applied in the preparation of the accompanying condensed consolidated financial statements follows: Segment Information The Company has three reportable segments: direct selling, commercial coffee, and commercial hemp. The direct selling segment develops and distributes health and wellness products through its global independent direct selling network also known as multi-level marketing. The commercial coffee segment is engaged in coffee roasting and distribution, specializing in gourmet coffee. The commercial hemp segment manufactures proprietary systems to provide end-to-end extraction and processing that allow for the conversion of hemp feed stock into hemp oil and hemp extracts. The determination that the Company has three 280, Segment Reporting. During the three March 31, 2020, three March 31, 2019, Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires the Company to make 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 revenue and expense for each reporting period. Estimates are used in accounting for, among other things, allowances for doubtful accounts, deferred taxes and related valuation allowances, fair value of derivative liabilities, uncertain tax positions, loss contingencies, fair value of options granted under the Company’s stock and equity-based compensation plan, fair value of assets and liabilities acquired in business combinations, finance leases, asset impairments, estimates of future cash flows used to evaluate impairments, useful lives of property, equipment and intangible assets, value of contingent acquisition debt, inventory obsolescence, and sales returns. Actual results may may Liquidity and Going Concern The accompanying condensed consolidated financial statements have been prepared and presented on a basis assuming the Company will continue as a going concern. The Company has sustained significant net losses during the three March 31, 2020 2019 three March 31, 2020 2019, Management has assessed the Company’s ability to continue as a going concern and concluded that additional capital will be required during the twelve 10 no The Company has and continues to take actions to alleviate the cash used in operations. During the three March 31, 2020, not The outbreak of COVID- 19 19. 19 not may may In addition, the outbreak of the COVID- 19 not 19 The Company continues to seek and obtain equity or debt financing on terms that are acceptable to the Company. Depending on market conditions, there can be no These financial statements have been prepared on a going concern basis, which asserts the Company has the ability in the near term to continue to realize its assets and discharge its liabilities and commitments in a planned manner giving consideration to the above and expected possible outcomes. The financial statements do not 19 not may Revenue Recognition The Company recognizes revenue from product sales when the following five Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. The Company enters into contracts that can include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations. Revenue is recognized net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities. The transaction price for all sales is based on the price reflected in the individual customer's contract or purchase order. Variable consideration has not Independent distributors receive compensation which is recognized as distributor compensation in the Company’s consolidated statements of operations. Due to the short-term nature of the contract with the customers, the Company accrues all distributor compensation expense in the month earned and pays the compensation the following month. The Company also charges fees to become a distributor, and earn a position in the network genealogy, which are recognized as revenue in the period received. The Company’s distributors are required to pay a one no The Company has determined that most contracts will be completed in less than one one 606 10 32 18. not one one no Revenue recognition by segment is as follows: Direct Selling. Revenue is recognized when the Company satisfies its performance obligations under the contract. The Company recognizes revenue by transferring the promised products to the customer, with revenue recognized at shipping point, the point in time the customer obtains control of the products. The majority of the Company’s contracts have a single performance obligation and are short term in nature. Sales taxes in domestic and foreign jurisdictions are collected from customers and remitted to governmental authorities, all at the local level, and are accounted for on a net basis and therefore are excluded from revenues. Commercial Coffee - Roasted Coffee. Revenue is recognized when the title and risk of loss is passed to the customer under the terms of the shipping arrangement, typically, FOB shipping point. At this point the customer has a present obligation to pay, takes physical possession of the product, takes legal title to the product, bears the risks and rewards of ownership, and as such, revenue will be recognized at this point in time. Sales taxes in domestic and foreign jurisdictions are collected from customers and remitted to governmental authorities, all at the local level, and are accounted for on a net basis and therefore are excluded from revenues. Commercial Coffee - Green Coffee. Revenue is recognized when the title and risk of loss is passed to the customer under the terms of the shipping arrangement, typically, FOB shipping point. At this point the customer has a present obligation to pay, takes physical possession of the product, takes legal title to the product, bears the risks and rewards of ownership, and as such, revenue will be recognized at this point in time. Revenues where the Company sells green coffee beans that it has milled and where the Company has determined it is the agent with regard to the green coffee beans is recorded at net or recorded to reflect only the milling services provided. Sales taxes in domestic and foreign jurisdictions are collected from customers and remitted to governmental authorities, all at the local level, and are accounted for on a net basis and therefore are excluded from revenues. Commercial Hemp. Revenue is recognized when the title and risk of loss is passed to the customer under the terms of the shipping arrangement, typically, FOB shipping point. At this point the customer has a present obligation to pay, takes physical possession of the product, takes legal title to the product, bears the risks and rewards of ownership, and as such, revenue will be recognized at this point in time. Sales taxes in domestic and foreign jurisdictions are collected from customers and remitted to governmental authorities, all at the local level, and are accounted for on a net basis and therefore are excluded from revenues. Contract Balances. may Contract liabilities are reflected as deferred revenues and customer deposits in accrued expenses, deferred revenue, other current liabilities and other long-term liabilities on the Company’s consolidated balance sheets. Contract liabilities relate to payments invoiced or received in advance of completion of performance obligations and are recognized as revenue upon the fulfillment of performance obligations. The Company recognizes deferred revenue in its direct selling, commercial coffee and commercial coffee segments. In January 2020, The deferred revenue related to Heritage Maker’s product line obligation for points purchased by customers represents cash payments received that have not 2020 not The Company also records deferred revenue within its direct selling, commercial coffee and commercial hemp segments related to payments made by customers for unshipped orders. Deferred costs relate to Heritage Makers prepaid commissions are recorded in prepaid expenses and other current assets on the Company’s consolidated balance sheets and recognized in expense at the time the related revenue is recognized. Plantation Costs The Company’s commercial coffee segment includes the results of Siles, which is comprised of (i) a 500-acre coffee plantation and (ii) a dry-processing facility located on 26 acres, both of which are located in Matagalpa, Nicaragua. Siles is a wholly-owned subsidiary of CLR, and the results of CLR include the depreciation and amortization of capitalized costs, development and maintenance and harvesting costs of Siles. In accordance with GAAP, plantation maintenance and harvesting costs for commercially producing coffee farms are charged against earnings when sold. Deferred harvest costs accumulate and are capitalized throughout the year and are expensed over the remainder of the year as the coffee is sold. The difference between actual harvest costs incurred and the amount of harvest costs recognized as expense is recorded as either an increase or decrease in deferred harvest costs, which is reported as an asset and included with prepaid expenses and other current assets in the condensed consolidated balance sheets. Once the harvest is complete, the harvest costs are then recognized as the inventory value. There were no deferred costs associated with the harvest at March 31, 2020. December 31, 2019 $350,000. Stock-based Compensation The Company accounts for stock-based compensation in accordance with ASC Topic 718, Compensation Stock Compensation, The Company uses the Black-Scholes to estimate the fair value of stock options. The use of a valuation model requires the Company to make certain assumptions with respect to selected model inputs. Expected volatility is calculated based on the historical volatility of the Company’s stock price over the expected term of the option. The expected life is based on the contractual life of the option and expected employee exercise and post-vesting employment termination behavior. The risk-free interest rate is based on U.S. Treasury zero Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, "Income Taxes," not Income taxes for the interim periods are computed using the effective tax rates estimated to be applicable for the full fiscal year, as adjusted for any discrete taxable events that occur during the period. The Company files income tax returns in the U.S. on a federal basis and in many U.S. state and foreign jurisdictions. Certain tax years remain open to examination by the major taxing jurisdictions to which the Company is subject. Commitments and Contingencies The Company is from time to time, the subject of claims and suits arising out of matters related to the Company’s business. The Company is party to litigation at the present time and may not Basic and Diluted Net Loss Per Share Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted loss per share is computed by dividing net loss attributable to common stockholders by the sum of the weighted-average number of common shares outstanding during the period and the weighted-average number of dilutive common share equivalents outstanding during the period, using the treasury stock method. Dilutive common share equivalents are comprised of stock options, restricted stock, warrants, convertible preferred stock and common stock associated with the Company's convertible notes based on the average stock price for each period using the treasury stock method. Potentially dilutive shares are excluded from the computation of diluted net loss per share when their effect is anti-dilutive. In periods where a net loss is presented, all potentially dilutive securities are anti-dilutive and are excluded from the computation of diluted net loss per share. Potentially dilutive securities for the three March 31, 2020 2019 Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Warrants 6,488,182 6,943,874 Preferred stock conversions 20,124 275,604 Principal conversions on convertible notes 312,571 351,142 Stock options 4,631,924 4,836,574 Restricted stock units 442,777 475,000 Total 11,895,578 12,882,194 The calculation of diluted loss per share requires that, to the extent the average market price of the underlying shares for the reporting period exceeds the exercise price of the warrants and the presumed exercise of such securities are dilutive to loss per share for the period, an adjustment to net loss used in the calculation is required to remove the change in fair value of the warrants, net of tax from the numerator for the period. Likewise, an adjustment to the denominator is required to reflect the related dilutive shares, if any, under the treasury stock method. During the three March 31, 2019, Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Loss per Share Basic Numerator for basic loss per share $ (6,170,000 ) $ (12,274,000 ) Denominator for basic loss per share 30,314,986 27,577,576 Loss per common share – basic $ (0.20 ) $ (0.45 ) Loss per Share Diluted Numerator for basic loss per share $ (6,170,000 ) $ (12,274,000 ) Adjust: Fair value of dilutive warrants outstanding - (1,409,000 ) Numerator for dilutive loss per share $ (6,170,000 ) $ (13,683,000 ) Denominator for basic loss per share 30,314,986 27,577,576 Plus: Incremental shares underlying “in the money” warrants outstanding - 447,596 Denominator for diluted loss per share 30,314,986 28,025,172 Loss per common share – diluted $ (0.20 ) $ (0.49 ) Recently Issued and Adopted Accounting Pronouncements The Company does not not three March 31, 2020, not |
Note 2 - Acquisitions and Busin
Note 2 - Acquisitions and Business Combinations | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | Note 2. During 2019, two As such, the major purpose for the business combinations was to increase revenue and profitability. The acquisitions were structured as asset purchases which resulted in the recognition of certain intangible assets. During the three March 31, 2020, not 2019 BeneYOU On October 31, 2019, November 1, 2019, two The Company is obligated to make monthly payments based on a percentage of the BeneYOU distributor revenue derived from sales of the Company’s products and a percentage of royalty revenue derived from sales of BeneYOU products until the earlier of the date that is ten The contingent consideration’s estimated fair value at the date of acquisition was approximately $2,648,000 as determined by management using a discounted cash flow methodology. The acquisition related costs, such as legal costs and other professional fees were minimal and expensed as incurred. The purchase agreement contains customary representations, warranties and covenants of the Company, BeneYOU and the BeneYOU Representing Party. Subject to certain customary limitations the BeneYOU Representing Party have agreed to indemnify the Company and BeneYOU against certain losses related to, among other things, breaches of the BeneYOU Representing Party’s representations and warranties, certain specified liabilities and the failure to perform covenants or obligations under the purchase agreement. The Company recorded the fair value at the date of acquisition of the acquired tangible and intangible assets and liabilities as follows (in thousands): Contingent consideration $ 2,648 Aggregate purchase price $ 2,648 The following table summarizes the fair values of the assets acquired and liabilities assumed in November 2019 ( Current assets (excluding inventory) $ 408 Inventory (net of $ 469 441 Trademarks and trade name 343 Distributor organization 1,175 Customer relationships 44 Non-compete agreement 277 Goodwill 669 Current liabilities (709 ) Net assets acquired $ 2,648 The reported fair value of intangible assets acquired of $1,839,000 was determined through the use of a third Goodwill of $669,000 was recognized as the excess purchase price over the acquisition-date fair value of net assets acquired. Goodwill is estimated to represent the synergistic values expected to be realized from the combination of the two The pro-forma effect assuming the business combination with BeneYOU discussed above had occurred at the beginning of 2019 not not Khrysos Global, Inc. On February 12, 2019, The aggregate consideration payable for the assets of Khrysos Global and the equity of INXL and INXH of $16,000,000 is to be paid as set forth under the terms of the AEPA and allocated between Khrysos Global and Leigh Dundore in such manner as they determine at their discretion. At closing on February 15, 2019, 2019. not March 31, 2020 December 31, 2019, The AEPA contains customary representations, warranties and covenants of the Company, Khrysos Global and the Khrysos Representing Party. Subject to certain customary limitations Khrysos Global and the Khrysos Representing Party have agreed to indemnify the Company and KII against certain losses related to, among other things, breaches of the Khrysos Representing Party’s representations and warranties, certain specified liabilities and the failure to perform covenants or obligations under the AEPA. In conjunction with the acquisition and organization of KII, the Company retained Dwayne Dundore as President of KII. Previously agreed-upon equity compensation in the form of warrants that was to be provided as part of the closing to Dwayne Dundore by the Company were mutually terminated. Effective September 17, 2020, no The Company has estimated fair value at the date of acquisition of the acquired tangible and intangible assets and liabilities as follows (in thousands): Present value of cash consideration $ 1,894 Estimated fair value of common stock issued 14,000 Aggregate purchase price $ 15,894 The following table summarizes the estimated and as adjusted fair values of the assets acquired and liabilities assumed in February 2019 ( Current assets $ 636 Inventory 1,264 Property, plant and equipment 1,133 Trademarks and trade name 1,876 Customer-related intangible 5,629 Non-compete intangible 956 Goodwill 6,831 Current liabilities (1,904 ) Notes payable (527 ) Net assets acquired $ 15,894 The reported fair value of intangible assets acquired in the amount of $8,461,000 was determined through the use of a third 2019, 5 Goodwill of $6,831,000 was recognized as the excess purchase price over the acquisition-date fair value of net assets acquired. In connection with the Company’s annual impairment test in 2019, The costs related to the acquisition are included in legal and accounting fees and were expensed as incurred. The pro-forma effect assuming the business combination with KII discussed above had occurred at the beginning of 2019 not not |
Note 3 - Related Party Transact
Note 3 - Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | Note 3. Related Party Transactions Hernandez, Hernandez, Export Y Company and H&H Coffee Group Export Corp. The Company’s wholly-owned subsidiary, CLR, is associated with Hernandez, Hernandez, Export Y Company (“H&H”), a Nicaragua company, through sourcing arrangements to procure Nicaraguan grown green coffee beans. As part of the 2014 H&H is a sourcing agent that purchases raw green coffee beans from the local producers in Nicaragua and supplies CLR’s mill with unprocessed green coffee for processing. CLR does not three March 31, 2019, During the three March 31, 2020, three March 31, 2019. During the three March 31, 2020 2019, At March 31, 2020 December 31, 2019, December 31, 2020. At March 31, 2020, ● Prepaid expenses and other current assets of approximately $640,000 related to green coffee acquisition, ● accounts payable of $230,000 related to billings for freight and other charges by H&H, ● accrued expenses of $60,000 primarily related to mill operation costs, and ● accrued expenses offset of $88,000 related to overpaid cost of green coffee. H&H Finance Agreement In March 2020, 2020 2019 2020 2019 not 2020 2020 March 31, 2020. In March 2021, 13 H&H Export Note Receivable In December 2018, five 41 March 2019, no October 31 October 2019, March 2019 2020 2020 November 30, 2020. Management reviewed the security against the loan and the impact of the underlying COVID crisis and determined that the full amount of the note receivable including interest of approximately $5,452,000 and $5,340,000 was not March 31, 2020 December 31, 2019, Mill Construction Agreement between CLR and H&H In January 2019, For the three March 31, 2020 2019, At March 31, 2020, March 31, 2020, 10 In January 2019, March 31, 2020 December 31, 2019, March 31, 2020 December 31, 2019, Amended Operating and Profit-Sharing Agreement between CLR and H&H In January 2019, March 2014 three March 31, 2020 three March 31, 2019 Other Agreements between CLR, H&H and H&H Export In January 2019, In May 2017, three March 31, 2020 December 31, 2019 May 2020. Other Related Party Transactions Richard Renton Richard Renton was a member of the board of directors until February 11, 2020 three March 31, 2020 2019, three March 31, 2020 2019, Carl Grover (Estate of Carl Wilford Grover) Carl Grover was the sole beneficial owner of in excess of 5% March 31, 2020 December 31, 2019. At March 31, 2020 December 31, 2019, December 2018 6 In July 2019, 2014 July 2014 December 15, 2020, Paul Sallwasser Mr. Paul Sallwasser is a member of the board directors, and prior to joining the Company’s board of directors he acquired in the Company’s 2014 2017 2017 2015 2015 2017 2017 In March 2018, 2017 2017 2017 July August 2020. In August 2019, 2014 2014 2014 At March 31, 2020 2019, Daniel Mangless Daniel Mangless became a beneficial owner of in excess of 5% March 2020. In February 2019, three 10 In June 2019, second 10 In March 2020, December 2020. 6 10 In April 2021, March 2020. 13 In February 2021, no 5% 13 2400 2400 “2400 2400 2013. 6 JJL Equipment Holding, LLC In connection with the acquisition of Khrysos Global, the Company held a deposit from JJL Equipment Holding, LLC (“JJL Equipment”) for an equipment purchase of approximately $230,000 and $233,000 on March 31, 2020 December 31, 2019, Youngevity Be the Change Foundation Youngevity Be the Change Foundation (the “Youngevity Foundation”) was formed in 2013 501 3 three March 31, 2020 2019, March 31, 2020 December 31, 2019, not three March 31, 2020 2019. Daniel Briskie and Maida Briskie Daniel Briskie and Maida Briskie, the father and mother of the Company’s Chief Investment Officer, entered into note purchase agreements in the principal amount of $25,000 in September 2014 2014. September 2019, 2014 one March 31, 2020 December 31, 2019, 7 Douglas Briskie Douglas Briskie, the brother of the Company’s Chief Investment Officer, entered into note purchase agreements in the principal amount of $50,000 in August 2014 2014. August 2019. ( 7 |
Note 4 - Revenues
Note 4 - Revenues | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | Note 4. Revenues The following table summarizes disaggregated revenue by segment (in thousands): Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Direct selling $ 31,156 $ 33,420 Commercial coffee: Processed green coffee 519 100 Milling and processing services 168 4,826 Roasted coffee and other 3,372 2,779 Total commercial coffee 4,059 7,705 Commercial hemp 316 67 Total $ 35,531 $ 41,192 Contract Balances On March 31, 2020 December 31, 2019, March 31, 2020 December 31, 2019, 2020 March 31, 2020. March 31, 2020 December 31, 2019, March 31, 2020 December 31, 2019, Deferred revenues in the commercial coffee segment related to customer deposits were $618,000 on March 31, 2020. not December 31, 2019. The commercial hemp segment did not March 31, 2020 December 31, 2019. The following table summarizes the classification of deferred revenues balances on the balance sheets (in thousands): March 31, 2020 December 31, 2019 (unaudited) Deferred revenue $ 3,173 $ 1,943 Other current liabilities 1,925 1,626 Deferred revenue, current portion 5,098 3,569 Other long-term liabilities 437 - Deferred revenue, total $ 5,535 $ 3,569 Of the deferred revenue balance on December 31, 2019, three March 31, 2020. At March 31, 2020 December 31, 2019, |
Note 5 - Selected Consolidated
Note 5 - Selected Consolidated Balance Sheet Information | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Supplemental Balance Sheet Disclosures [Text Block] | Note 5. Selected Consolidated Balance Sheet Information Accounts Receivable, net March 31, 2020 December 31, 2019 (unaudited) Accounts receivable $ 11,159 $ 11,142 Allowance for doubtful accounts (8,210 ) (8,240 ) Accounts receivable, net $ 2,949 $ 2,902 On March 31, 2020 December 31, 2019, December 31, 2020. Inventory, net Inventories consist of the following (in thousands): March 31, 2020 December 31, 2019 (unaudited) Finished goods $ 13,499 $ 14,890 Raw materials 13,155 11,694 Total inventory 26,654 26,584 Reserve for excess and obsolete (3,911 ) (3,878 ) Inventory, net $ 22,743 $ 22,706 Property and Equipment, net Property and equipment consist of the following (in thousands): March 31, 2020 December 31, 2019 (unaudited) Buildings $ 4,346 $ 4,789 Leasehold improvements 3,054 2,948 Land 2,254 3,307 Land improvements 606 606 Producing coffee trees 553 553 Manufacturing equipment 10,069 9,568 Furniture and other equipment 2,191 2,050 Computer software 1,442 1,420 Computer equipment 2,651 2,648 Vehicles 362 326 Assets held for sale (1) 1,496 - Construction in process 6,843 6,562 Total property and equipment, gross 35,867 34,777 Accumulated depreciation (12,131 ) (11,461 ) Total property and equipment, net $ 23,736 $ 23,316 ( 1 Assets held for sale at March 31, 2020 13 Depreciation expense totaled approximately $673,000 and $475,000 for the three March 31, 2020 2019, Operating and Financing Leases The Company’s operating and financing lease assets and liabilities recognized within its consolidated balance sheets were classified as follows (in thousands): March 31, 2020 December 31, 2019 (unaudited) Assets Operating lease right-of-use assets $ 7,818 $ 8,386 Finance lease right-of-use assets (1) 907 1,052 Total leased assets $ 8,725 $ 9,438 Liabilities Operating lease liabilities, current portion $ 1,547 $ 1,740 Finance lease liabilities, current portion 726 736 Total leased liabilities, current portion 2,273 2,476 Operating lease liabilities, net of current portion 6,473 6,646 Finance lease liabilities, net of current portion 258 408 Total lease liabilities $ 9,004 $ 9,530 ( 1 Finance lease right-of-use assets are recorded within property and equipment, net of accumulated amortization of approximately $1,548,000 and $1,367,000 at March 31, 2020 December 31, 2019, The weighted-average remaining lease term and weighted-average discount rate used to calculate the present value of lease liabilities are as follows: March 31, 2020 December 31, 2019 (unaudited) Weighted-average remaining lease term (in years) Operating leases 6.7 6.8 Finance leases 1.4 1.6 Weighted-average discount rate Operating leases 5.45 % 5.47 % Finance leases 4.57 % 4.57 % Operating and finance lease costs were as follows (in thousands): Three Months Ended March 31, Lease Cost Classification 2020 2019 (unaudited) (unaudited) Operating lease cost Sales and marketing, general and administrative $ 550 $ 271 Finance lease cost: Amortization of leased assets Depreciation and amortization 181 96 Interest on lease liabilities Interest expense, net 24 37 Total operating and finance lease cost $ 755 $ 404 Intangible Assets Intangible assets consist of the following (in thousands): March 31, 2020 (unaudited) December 31, 2019 Cost Accumulated Amortization Net Cost Accumulated Amortization Net Distributor organizations $ 15,735 $ 10,644 $ 5,091 $ 15,735 $ 10,418 $ 5,317 Trademarks and trade names 8,430 2,716 5,714 8,430 2,539 5,891 Customer relationships 10,442 6,587 3,855 10,442 6,413 4,029 Internally developed software 720 682 38 720 657 63 Non-compete agreement 277 29 248 277 11 266 Intangible assets $ 35,604 $ 20,658 $ 14,946 $ 35,604 $ 20,038 $ 15,566 Amortization expense related to intangible assets was approximately $620,000 and $670,000 for the three March 31, 2020 2019, At March 31, 2020 December 31, 2019, Goodwill Goodwill activity by reportable segment consists of the following (in thousands): Direct Selling Commercial Coffee Commercial Hemp Total Balance at December 31, 2019 $ 3,678 $ 3,314 $ – $ 6,992 Balance at March 31, 2020 (unaudited) $ 3,678 $ 3,314 $ – $ 6,992 |
Note 6 - Notes Payable and Othe
Note 6 - Notes Payable and Other Debt | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 6. Notes Payable and Other Debt Credit Note In December 2018, 2014. March 31, 2020 December 31, 2019, The Credit Note accrues interest at a rate of 8.00% per annum and in accordance with the Credit Note is paid quarterly. The credit note contains customary events of default including the Company or Siles failure to pay its obligations, commencing bankruptcy or liquidation proceedings, and breach of representations and warranties. Upon the occurrence of an event of default, the unpaid balance of the principal amount of the Credit Note together with all accrued but unpaid interest thereon, may may four four In connection with the Credit Note, the Company also entered into an advisory agreement with a third not four The Company recorded debt discounts of approximately $1,469,000 related to the fair value of warrants issued in the transaction and $175,000 of transaction issuance costs both of which are amortized to interest expense over the life of the Credit Note. The Company recorded amortization of approximately $209,000 and $154,000 related to the debt discount and issuance cost during the three March 31, 2020 2019, March 31, 2020 December 31, 2019, In December 2020, not 10 no 2019 In March 2019, two “2019 two 2019 March 18, 2021. 2019 March 31, 2020 December 31, 2019, 2019 In conjunction with the 2019 five 10 The Company recorded debt discounts of approximately $212,000 related to transaction issuance costs and $139,000 related to the fair value of warrants issued in the transaction both of which are amortized to interest expense over the life of the 2019 2019 three March 31, 2020 2019, March 31, 2020 December 31, 2019, In February 2021, 2019 13 Mangless Note In March 2020, December 2020, December 2020, The Mangless Note provided the Company with an option to prepay at any time without permission or penalty. The Mangless Note is secured pursuant to the terms of a pledge and security agreement, entered into by the Company and CLR with Mr. Mangless, whereby the Mangless Note is secured by a first In addition, the Company issued 50,000 shares of common stock in connection with Mangless Note. (See Note 10 The Company recognized debt discounts of approximately $65,000 resulting from the allocated portion of offering proceeds to the separable common stock issuance. The debt discount was amortized to interest expense over the term of the Mangless Note. During the three March 31, 2020, March 31, 2020, In April 2021, March 2020. 13 2400 The Company’s mortgage for its corporate office and warehouse in Chula Vista, California, is payable over 25 years with an interest rate set at the prime rate plus 2.50%. The lender will adjust the interest rate on the first March 31, 2020 December 31, 2019, March 31, 2020 December 31, 2019, The Company’s corporate office’s mortgage qualified for the mortgage payment program for a period of six 13 Khrysos Mortgage Notes In conjunction with the Company’s acquisition of Khrysos Global, the Company assumed an interest only mortgage for properties located in Mascotte, Florida in the amount of $350,000 and interest paid monthly at a rate of 8.00% per annum. In September 2021, one September 2022 June 2023 At March 31, 2020 December 31, 2019, In February 2019, February 2024 March 31, 2020 December 31, 2019, In February 2021, not 13 Lending Agreements In July 2018, three eight first 2019. M2C In March 2007, M2C 2007, March 31, 2020 December 31, 2019, Other Notes The Company’s other notes relate to loans for commercial vans at CLR in the amount of $66,000 and $71,000 on March 31, 2020 December 31, 2019, 2023. Line of Credit The Company’s loan and security agreement with Crestmark Bank (“Crestmark”) provides for a line of credit related to accounts receivables resulting from sales of certain products that includes borrowings to be advanced against acceptable eligible inventory related to CLR. Under the loan and security agreement the maximum overall borrowing limit on the line of credit is $6,250,000. The line of credit may not The agreement contains certain financial and nonfinancial covenants with which the Company must comply to maintain its borrowing availability and avoid penalties. At the filing date of this Quarterly Report on Form 10 not In January 2022, second February 2022, April 2022, 13 The outstanding principal balance of the line of credit bears interest based upon a 360 March 31, 2020 December 31, 2019, may not November 2017 June 30, 2022, April 2022. The Company and Stephan Wallach entered into a corporate guaranty and personal guaranty, respectively, with Crestmark guaranteeing payments in the event that the Company’s commercial coffee segment CLR were to default. In addition, David Briskie, the Company’s president and chief financial officer, personally entered into a guaranty of validity representing the Company’s financial statements so long as the indebtedness is owed to Crestmark, maintaining certain covenants and guarantees. The Company’s outstanding line of credit liability with Crestmark was approximately $2,025,000 and $2,011,000 at March 31, 2020 December 31, 2019, |
Note 7 - Convertible Notes Paya
Note 7 - Convertible Notes Payable | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 6. Notes Payable and Other Debt Credit Note In December 2018, 2014. March 31, 2020 December 31, 2019, The Credit Note accrues interest at a rate of 8.00% per annum and in accordance with the Credit Note is paid quarterly. The credit note contains customary events of default including the Company or Siles failure to pay its obligations, commencing bankruptcy or liquidation proceedings, and breach of representations and warranties. Upon the occurrence of an event of default, the unpaid balance of the principal amount of the Credit Note together with all accrued but unpaid interest thereon, may may four four In connection with the Credit Note, the Company also entered into an advisory agreement with a third not four The Company recorded debt discounts of approximately $1,469,000 related to the fair value of warrants issued in the transaction and $175,000 of transaction issuance costs both of which are amortized to interest expense over the life of the Credit Note. The Company recorded amortization of approximately $209,000 and $154,000 related to the debt discount and issuance cost during the three March 31, 2020 2019, March 31, 2020 December 31, 2019, In December 2020, not 10 no 2019 In March 2019, two “2019 two 2019 March 18, 2021. 2019 March 31, 2020 December 31, 2019, 2019 In conjunction with the 2019 five 10 The Company recorded debt discounts of approximately $212,000 related to transaction issuance costs and $139,000 related to the fair value of warrants issued in the transaction both of which are amortized to interest expense over the life of the 2019 2019 three March 31, 2020 2019, March 31, 2020 December 31, 2019, In February 2021, 2019 13 Mangless Note In March 2020, December 2020, December 2020, The Mangless Note provided the Company with an option to prepay at any time without permission or penalty. The Mangless Note is secured pursuant to the terms of a pledge and security agreement, entered into by the Company and CLR with Mr. Mangless, whereby the Mangless Note is secured by a first In addition, the Company issued 50,000 shares of common stock in connection with Mangless Note. (See Note 10 The Company recognized debt discounts of approximately $65,000 resulting from the allocated portion of offering proceeds to the separable common stock issuance. The debt discount was amortized to interest expense over the term of the Mangless Note. During the three March 31, 2020, March 31, 2020, In April 2021, March 2020. 13 2400 The Company’s mortgage for its corporate office and warehouse in Chula Vista, California, is payable over 25 years with an interest rate set at the prime rate plus 2.50%. The lender will adjust the interest rate on the first March 31, 2020 December 31, 2019, March 31, 2020 December 31, 2019, The Company’s corporate office’s mortgage qualified for the mortgage payment program for a period of six 13 Khrysos Mortgage Notes In conjunction with the Company’s acquisition of Khrysos Global, the Company assumed an interest only mortgage for properties located in Mascotte, Florida in the amount of $350,000 and interest paid monthly at a rate of 8.00% per annum. In September 2021, one September 2022 June 2023 At March 31, 2020 December 31, 2019, In February 2019, February 2024 March 31, 2020 December 31, 2019, In February 2021, not 13 Lending Agreements In July 2018, three eight first 2019. M2C In March 2007, M2C 2007, March 31, 2020 December 31, 2019, Other Notes The Company’s other notes relate to loans for commercial vans at CLR in the amount of $66,000 and $71,000 on March 31, 2020 December 31, 2019, 2023. Line of Credit The Company’s loan and security agreement with Crestmark Bank (“Crestmark”) provides for a line of credit related to accounts receivables resulting from sales of certain products that includes borrowings to be advanced against acceptable eligible inventory related to CLR. Under the loan and security agreement the maximum overall borrowing limit on the line of credit is $6,250,000. The line of credit may not The agreement contains certain financial and nonfinancial covenants with which the Company must comply to maintain its borrowing availability and avoid penalties. At the filing date of this Quarterly Report on Form 10 not In January 2022, second February 2022, April 2022, 13 The outstanding principal balance of the line of credit bears interest based upon a 360 March 31, 2020 December 31, 2019, may not November 2017 June 30, 2022, April 2022. The Company and Stephan Wallach entered into a corporate guaranty and personal guaranty, respectively, with Crestmark guaranteeing payments in the event that the Company’s commercial coffee segment CLR were to default. In addition, David Briskie, the Company’s president and chief financial officer, personally entered into a guaranty of validity representing the Company’s financial statements so long as the indebtedness is owed to Crestmark, maintaining certain covenants and guarantees. The Company’s outstanding line of credit liability with Crestmark was approximately $2,025,000 and $2,011,000 at March 31, 2020 December 31, 2019, |
Convertible Notes Payable [Member] | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 7. Total convertible notes payable, net of debt discount outstanding consisted of the amount set forth in the following table (in thousands): March 31, 2020 December 31, 2019 (unaudited) 6.00% $ 3,090 $ 3,090 Debt discounts (331 ) (415 ) Carrying value of 2019 PIPE Notes 2,759 2,675 8.00% 25 25 Debt discounts – – Carrying value of 2014 PIPE Notes 25 25 Total carrying value of convertible notes payable $ 2,784 $ 2,700 Unamortized debt discounts and issuance costs are included with convertible notes payable, net of debt discount on the consolidated balance sheets. 2019 Between February July 2019, five 2019 “2019 $100,000 The Company entered into subscription agreements with thirty-one 2019 2019 24 180th 2019 2019 March 31, 2020 December 31, 2019, 2019 Upon issuance of the 2019 2019 three March 31, 2020, March 31, 2020 December 31, 2019, In February March 2021, 2019 one 10 13 2014 Between July September 2014, “2014 “2014 “2014 seven five 2014 2014 The Notes are secured by Company pledged assets and rank senior to all debt of the Company other than certain senior debt that has been previously identified as senior to the convertible notes. Additionally, Stephan Wallach, the Company’s Chief Executive Officer, has also personally guaranteed the repayment of the Notes, subject to the terms of a Guaranty Agreement executed by him with the investors. In addition, Mr. Wallach has agreed not In September 2019, one 2014 one March 31, 2020 December 31, 2019, 2014 2014 In 2014, 2014 three March 31, 2019. December 31, 2019, 2014 In 2014, 2014 2014 three March 31, 2019. December 31, 2019, 2014 |
Note 8 - Derivative Liability
Note 8 - Derivative Liability | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Note 8. Derivative Liability Warrants The estimated fair value of the outstanding warrant derivative liabilities was $53,000 and $1,542,000 at March 31, 2020 December 31, 2019, Increases or decreases in the fair value of the derivative liability are included as a component of total other expense in the accompanying consolidated statements of operations for the respective period. The changes to the derivative liability for warrants resulted in a decrease of $1,489,000 and $1,486,000 for the three March 31, 2020 2019, The estimated fair value of the warrants was computed at March 31, 2020 December 31, 2019 March 31, 2020 December 31, 2019 (unaudited) Stock price volatility 96.7 % 64.10 % Risk-free interest rates 0.12% – 0.16 % 1.59% – 1.60 % Annual dividend yield - – Expected life (in years) 0.3 – 0.7 0.6 – 1.0 In addition, management assessed the probabilities of future financing assumptions in the valuation models. |
Note 9 - Fair Value of Financia
Note 9 - Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | Note 9. Fair Value of Financial Instruments The following table details the fair value measurement within the fair value hierarchy of the Company’s financial instruments, which includes the Level 3 Fair Value at March 31, 2020 (unaudited) Total Level 1 Level 2 Level 3 Liabilities: Contingent acquisition debt, current portion $ 1,382 $ - $ - $ 1,382 Contingent acquisition debt, less current portion 6,759 - - 6,759 Warrant derivative liability 53 - - 53 Total derivative liabilities $ 8,194 $ - $ - $ 8,194 Fair Value at December 31, 2019 Total Level 1 Level 2 Level 3 Liabilities: Contingent acquisition debt, current portion $ 1,263 $ - $ - $ 1,263 Contingent acquisition debt, less current portion 7,348 - - 7,348 Warrant derivative liability 1,542 - - 1,542 Total derivative liabilities $ 10,153 $ - $ - $ 10,153 The following table reflects the activity for the Company’s warrant derivative liability associated with the Company’s private placements measured at fair value using Level 3 Balance at December 31, 2019 $ 1,542 Adjustments to estimated fair value (1,489 ) Balance at March 31, 2020 (unaudited) $ 53 The following table reflects the activity for the Company’s contingent acquisition liabilities measured at fair value using Level 3 Balance at December 31, 2019 $ 8,611 Liabilities settled (109 ) Adjustments to liabilities included in net loss (361 ) Balance at March 31, 2020 (unaudited) $ 8,141 The weighted-average discount rate used to determine the fair value of contingent acquisition debt was 18.50% and 18.42% at March 31, 2020 December 31, 2019, |
Note 10 - Stockholders' Equity
Note 10 - Stockholders' Equity | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | Note 10. Stockholders Equity The Company’s Certificate of Incorporation, as amended, authorizes the issuance of two At March 31, 2020, The Company’s common stock is traded on the OTC Pink Market operated by OTC Markets under the symbol “YGYI”. From June 2017 November 2020, June 2013 June 2017, The Company’s 9.75% Series D Cumulative Redeemable Perpetual Preferred Stock, $0.001 par value is traded on OTC Pink market operated by OTC Markets Group under the symbol “YGYIP”. Shelf Registration In May 2018, 3 3 December 31, 2019, no Common Stock At March 31, 2020 December 31, 2019 Stock Offerings March 2020 In March 2020, one March 2020 $1,000,000 March 2020, In April 2021, March 2020. 13 2019 In June 2019, In February 2019, three three February 2022 2019 In March 2019, 2019 2019 five $1,000,000 2019 2019 2019 In February 2021, 2019 13 2019 Between February July 2019, five 2019 January 2019 2019 $100,000 2019 In February March 2021, 2019 one 2019 10 13 At-the-Market Equity Offering Program In January 2019, may not December 31, 2019, not 3 3 2018 Between August 2018 October 2018, 2018 nine three December 31, 2019, 2018 2018 March 31, 2020 December 31, 2019. The Company adopted ASU No. 2017 11 January 1, 2019 2018 no 2018 2014 Debt Exchange In October 2018, 2014 July 2019, four December 2018. March 31, 2020 December 31, 2019. A FINRA broker dealer acted as the Company’s advisor in connection with the debt exchange. Upon the closing of the debt exchange, the Company subsequently received shareholder approval to issue the broker dealer 30,000 shares of common stock, a four four March 31, 2020 December 31, 2019. Preferred Stock Series A Preferred Stock The Company had 161,135 shares of Series A preferred stock outstanding at both March 31, 2020 December 31, 2019 The holders of the Series A preferred stock are entitled to receive a cumulative dividend at a rate of 8.00% per year, payable annually either in cash or shares of the Company's common stock at the Company's election. Each share of Series A preferred stock is convertible into common stock at a conversion rate of one tenth no Series B Preferred Stock In March 2018, two In connection with the Series B offering, the Company issued the placement agent 38,117 warrants as compensation, exercisable at $5.70 per share and expire in February 2023. March 31, 2020 December 31, 2019, The Company had 129,332 shares of Series B preferred stock outstanding at December 31, 2019. March 2020, two During the year ended December 31, 2019, Pursuant to the certificate of designation, the Company paid cumulative dividends on the Series B preferred stock from the date of original issue at a rate of 5.0% per annum payable quarterly in arrears on or about the last day of March, June, September December March 2020. At December 31, 2019, three March 31, 2020 2019, March 31, 2020. no Series C Preferred Stock In connection with the Series C offering in 2018, December 31, 2019, December 31, 2019, December 2020. Series D Preferred Stock In September December 2019, two December 31, 2019, 45 December 17, 2019. In January 2020, The Series D preferred stock was approved for listing on the Nasdaq Capital Market under the symbol “YGYIP,” and trading the Series D preferred stock on Nasdaq commenced in September 2019. At March 31, 2020, March 31, 2020, The Series D preferred stock does not not first fifteenth At March 31, 2020 December 31, 2019, three March 31, 2020, March 31, 2020, March 31, 2020 April 2020. At March 31, 2020 December 31, 2019, Upon liquidation, dissolution or winding up of the Company, each holder of Series D preferred stock would be entitled to receive a distribution, to be paid in an amount equal to $25.00 per share held by the holders of Series D preferred stock, plus all accrued and unpaid dividends in preference to any distribution or payments made or any asset distributed to the holders of common stock, the Series A preferred stock, the Series B preferred stock, the Series C preferred stock or any other class or series of stock ranking junior to the Series D preferred stock. The Series D preferred stock is not September 23, 2022, may, not may, 120 first not no Advisory Agreements The Company records the fair value of common stock issued in conjunction with advisory service agreements based on the closing stock price of the Company’s common stock on the measurement date. The stock issuance expense associated with the amortization of advisory fees was recorded as equity compensation expense and was included in general and administrative expense on the Company’s consolidated statements of operations. Capital Market Solutions, LLC In July 2018, 18 August 2018 24 December 31, 2021. In January 2019, four January 2020 January 2021. During the three March 31, 2020 2019, three March 31, 2019, three March 31, 2020 2019, Corinthian Partners, LLC In August 2019, 2018 2019. Greentree Financial Group, Inc. In March 2018, December 31, 2019 three March 31, 2019, I-Bankers Securities Incorporated In April 2019, twelve March 2020 three March 31, 2020, In addition, the Company agreed to pay in cash a base fee for debt arrangements and equity offerings in conjunction with any transactions I-Bankers closes with the Company in accordance with the agreement. The Company did not March 31, 2020. Ignition Capital, LLC In April 2018, December 31, 2019 three March 31, 2019, In March 2019, one three 2019. Ivan Gandrud Chevrolet, Inc. In March 2020, three March 31, 2020, IGC is 100% owned by Daniel Mangless, who was the beneficial owner of in excess of 5% March 31, 2020. The Benchmark Company, LLC In August 2019, 2019. Warrants At March 31, 2020 December 31, 2019, March 31, 2020, March 2025 The intrinsic value of the outstanding warrants based on the Company’s closing stock prices at March 31, 2020 December 31, 2019 The Company uses a combination of option-pricing models to estimate the fair value of the warrants including the Monte Carlo, Lattice and Black-Scholes. A summary of the warrant activity is presented in the following table: Number of Warrants Outstanding at December 31, 2019 6,238,182 Issued 250,000 Outstanding at March 31, 2020 (unaudited) 6,488,182 Stock-based Compensation Stock-based compensation expense related to stock options and restricted stock units included in the consolidated statements of operations was charged as follows (in thousands): Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Cost of revenues $ 5 $ 77 Sales and marketing 31 497 General and administrative 224 10,770 Total stock-based compensation $ 260 $ 11,344 Stock Options A summary of the Plan stock option activity for the three March 31, 2020 Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contract Life (years) Aggregate Intrinsic Value (in thousands) Outstanding December 31, 2019 4,637,642 $ 5.63 7.8 $ - Granted - - Canceled / expired (5,718 ) 4.32 Exercised - - - Outstanding March 31, 2020 (unaudited) 4,631,924 $ 5.63 7.6 $ - Exercisable March 31, 2020 (unaudited) 4,188,717 $ 5.73 7.6 $ - The weighted-average fair value per share of the granted stock options for the three March 31, 2019 three March 31, 2020. At March 31, 2020, 2012 Restricted Stock Units In August 2019, one three first one In August 2017, sixth third fourth fifth sixth The Company adopted ASU 2018 07 January 1, 2019 December 31, 2018, 2018 07. A summary of restricted stock unit activity is presented in the following table: Number of Shares Balance at December 31, 2019 451,944 Issued - Canceled (5,000 ) Vested (4,167 ) Balance at March 31, 2020 (unaudited) 442,777 At March 31, 2020, |
Note 11 - Commitments and Conti
Note 11 - Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 11. Credit Risk The Company maintains cash balances at various financial institutions primarily located in the U.S. Accounts held at the U.S. institutions are secured, up to certain limits, by the Federal Deposit Insurance Corporation. At times, balances may not not Litigation The Company is party to litigation at the present time and may not may March 31, 2020 December 31, 2019, no not Vendor Concentration For the three March 31, 2020, 10% three March 31, 2019, 10% For the three March 31, 2020, 10% three March 31, 2019, For the three March 31, 2020, 10% three March 31, 2019, 10% Customer Concentration For the three March 31, 2020, 10% three March 31, 2019, At March 31, 2020 December 31, 2019, December 31, 2020. The Company has purchase obligations related to minimum future purchase commitments for green coffee to be used in the Company’s commercial coffee segment within its roasting operations. Each individual contract requires the Company to purchase and take delivery of certain quantities at agreed upon prices and delivery dates. The contracts have minimum future purchase commitments of approximately $8,957,000 at March 31, 2020. not For the three March 31, 2020, 10% three March 31, 2019, 10% |
Note 12 - Segment and Geographi
Note 12 - Segment and Geographical Information | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 12. Segment and Geographical Information The Company operates in three segments: the direct selling segment where products are offered through a global distribution network of preferred customers and distributors, the commercial coffee segment where roasted and green coffee bean products are sold directly to businesses, and the commercial hemp segment manufactures proprietary systems to provide end-to-end extraction and processing that allow for the conversion of hemp feed stock into hemp oil and hemp extracts. The Company’s segments reflect the manner in which the business is managed and how the Company allocates resources and assesses performance. The Company’s chief operating decision maker is the Chief Executive Officer. The Company’s chief operating decision maker evaluates segment performance primarily based on revenue and segment operating income (loss). The principal measures and factors the Company considered in determining the number of reportable segments were revenue, gross margin percentage, sales channel, customer type and competitive risks. The accounting policies of the segments are consistent with those described in the summary of significant accounting policies. Segment revenue excludes intercompany revenue eliminated in the consolidation. The following tables present selected financial information for each segment (in thousands): Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Revenues Direct selling $ 31,156 $ 33,420 Commercial coffee 4,059 7,705 Commercial hemp 316 67 Total revenues $ 35,531 $ 41,192 Gross profit (loss) Direct selling $ 20,675 $ 22,755 Commercial coffee (564 ) 4,067 Commercial hemp (324 ) 27 Total gross profit $ 19,787 $ 26,849 Operating income (loss) Direct selling $ (2,642 ) $ (12,309 ) Commercial coffee (1,771 ) 884 Commercial hemp (2,264 ) (516 ) Total operating loss $ (6,677 ) $ (11,941 ) Net income (loss) Direct selling $ (2,618 ) $ (13,377 ) Commercial coffee (895 ) 1,633 Commercial hemp (2,278 ) (516 ) Total net loss $ (5,791 ) $ (12,260 ) Capital expenditures Direct selling $ 156 $ 17 Commercial coffee 346 2,572 Commercial hemp 606 1,384 Total capital expenditures $ 1,108 $ 3,973 Capital expenditures acquired through acquisition Direct selling $ - $ - Commercial coffee - - Commercial hemp - 1,133 Total capital expenditures acquired through acquisitions $ - $ 1,133 March 31, 2020 December 31, 2019 (unaudited) Total assets Direct selling $ 40,584 $ 43,221 Commercial coffee 34,927 34,348 Commercial hemp 11,825 12,122 Total assets $ 87,336 $ 89,691 Total net property and equipment assets located outside the U.S. were approximately $7,671,000 and $7,787,000 at March 31, 2020 December 31, 2019, The Company conducts its operations primarily in the U.S. For the three March 31, 2020 2019, The following table displays revenues attributable to the geographic location of the customer (in thousands): Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Revenues United States $ 29,599 $ 35,782 International 5,932 5,410 Total revenues $ 35,531 $ 41,192 |
Note 13 - Subsequent Events
Note 13 - Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | Note 13. Subsequent Events Line of Credit In January 2022, second second may not In February 2022, September 30, 2021 December 31, 2021, In April 2022, June 30, 2022, 10 not June 17, 2022, Daniel Mangless - Settlement Agreement Effective February 2021, 5% 13G March 2021. In April 2021, February 2021, Mangless v. Youngevity International, Inc. and CLR Roasters LLC, Case No. 2021 996 five Pursuant to the Settlement Agreement, the Company made a payment of approximately $195,000 to Mr. Mangless in April 2021 May 2021, January 2022. December 31, 2020, 1 60 Finance Lease In August 2020, 24 10 Small Business Administration Paycheck Protection Program Loan In April 2020, three 19 April 2020, November 2020 In July 2020, second Under the SBA loans, the Company’s direct selling segment qualified for mortgage assistance, whereby the Company’s corporate office’s mortgage had been paid directly from the SBA lenders. The Company qualified for the mortgage payment program for a period of six 2020, In February 2021, March April 2021 not In April 2021, third 1% 60 not In June 2021, 2020 At the filing date of this Quarterly Report on Form 10 2019 In February 2021, “2019 2019 February 2019. 2019 2019 2019 one February 2022 2019 2019 10 2019 In March 2021, “2019 2019 February March 2019. 2019 2019 2019 one February March 2022, 2019 2019 10 2019 2019 In February 2021, “2019 2019 March 2019. 2019 2019 May 2022, 2019 2019 one two 10 2019 Lending Agreements In May 2022, January 2024. In September 2021, November 2022. In December 2020, two one In December 2020, one 10 Joint Venture Agreement in Nicaragua for Hemp Processing Center between the CLR and KII and Nicaraguan partner In April July 2020, In accordance with the terms of the Hemp Joint Venture Agreements, H&H Export will contribute the 2,200 50/50 The Nicaraguan JV Partners will contribute the excavation and preparation for hemp growth of the 2,200 45,000 The U.S. Partners will contribute all the necessary extraction equipment to convert hemp to crude oil and will also provide the feminized hemp seeds for the pilot grow program, along with their expertise in the hemp business. The U.S. Partners will also provide all necessary working capital as required. In July 2020, April 2020 five December 31, 2020, The U.S. Partners and H&H Export will serve as the managing partners and all business decisions will require prior consent and agreement of both parties. The net profits and net losses for each fiscal period shall be allocated twenty five seventy five 10 Cannooba Joint Venture In April 2021, second 2022. H&H MA Agreement In March 2021, one 2020. The MA Agreement memorialized the key settlement terms and established that H&H owes CLR approximately $10,700,000 that is composed of: ● past due accounts receivable owed to CLR from H&H Export for 2019 2020; ● the $5,000,000 note due to CLR plus accrued interest on the note; ● CLR lost profits in 2019 2020; ● the return of working capital provided by CLR for the 2019 2020 The agreement also includes an offset against amounts owed by H&H to CLR consisting of: ● H&H’s 25% profit sharing participation for 2019 2020; ● and an offset of H&H’s open payables owed by CLR to H&H in the amount of approximately $243,000. The MA Agreement provides that approximately $10,700,000 is owed to CLR by H&H Export and H&H agrees to satisfy this obligation by providing CLR a minimum of 20 825,000 March 2021 not December 31, 2020 Properties Sold and Held for Sale In February 2021, not As a result, the following transactions occurred: ● The Groveland property was sold in May 2021 ● the Mascotte facility was sold in October 2021 ● the Clermont property was sold in February 2022 The remaining balances of the notes payable associated with the above properties were paid off at the time of sale. Location Shutdowns During 2021, no Restricted Stock Units In August 2020, August 2017 In August 2021, August 2017 Dividends During the last nine 2020, nine 2020. fifteenth nine 2020 During 2021, 2021. fifteenth 10 2021 During 2022, December 2021, January 2022, ( January 2022, February 2022, ( February 2022, March 2022, ( March 2022, April 2022, ( April 2022, May 2022, May 2022, June 15, 2022. 2022. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information. Accordingly, certain information and footnote disclosures, normally included in financial statements prepared in accordance with generally accepted accounting principles, have been condensed or omitted pursuant to such rules and regulations. Youngevity International, Inc. (the “Company”) consolidates all wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The condensed consolidated financial statements presented at March 31, 2020 three March 31, 2020 2019 not 10 December 31, 2019, June 25, 2021. not |
Segment Reporting, Policy [Policy Text Block] | Segment Information The Company has three reportable segments: direct selling, commercial coffee, and commercial hemp. The direct selling segment develops and distributes health and wellness products through its global independent direct selling network also known as multi-level marketing. The commercial coffee segment is engaged in coffee roasting and distribution, specializing in gourmet coffee. The commercial hemp segment manufactures proprietary systems to provide end-to-end extraction and processing that allow for the conversion of hemp feed stock into hemp oil and hemp extracts. The determination that the Company has three 280, Segment Reporting. During the three March 31, 2020, three March 31, 2019, |
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 (“GAAP”) requires the Company to make 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 revenue and expense for each reporting period. Estimates are used in accounting for, among other things, allowances for doubtful accounts, deferred taxes and related valuation allowances, fair value of derivative liabilities, uncertain tax positions, loss contingencies, fair value of options granted under the Company’s stock and equity-based compensation plan, fair value of assets and liabilities acquired in business combinations, finance leases, asset impairments, estimates of future cash flows used to evaluate impairments, useful lives of property, equipment and intangible assets, value of contingent acquisition debt, inventory obsolescence, and sales returns. Actual results may may |
Liquidity and Going Concern [Policy Text Block] | Liquidity and Going Concern The accompanying condensed consolidated financial statements have been prepared and presented on a basis assuming the Company will continue as a going concern. The Company has sustained significant net losses during the three March 31, 2020 2019 three March 31, 2020 2019, Management has assessed the Company’s ability to continue as a going concern and concluded that additional capital will be required during the twelve 10 no The Company has and continues to take actions to alleviate the cash used in operations. During the three March 31, 2020, not The outbreak of COVID- 19 19. 19 not may may In addition, the outbreak of the COVID- 19 not 19 The Company continues to seek and obtain equity or debt financing on terms that are acceptable to the Company. Depending on market conditions, there can be no These financial statements have been prepared on a going concern basis, which asserts the Company has the ability in the near term to continue to realize its assets and discharge its liabilities and commitments in a planned manner giving consideration to the above and expected possible outcomes. The financial statements do not 19 not may |
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition The Company recognizes revenue from product sales when the following five Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. The Company enters into contracts that can include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations. Revenue is recognized net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities. The transaction price for all sales is based on the price reflected in the individual customer's contract or purchase order. Variable consideration has not Independent distributors receive compensation which is recognized as distributor compensation in the Company’s consolidated statements of operations. Due to the short-term nature of the contract with the customers, the Company accrues all distributor compensation expense in the month earned and pays the compensation the following month. The Company also charges fees to become a distributor, and earn a position in the network genealogy, which are recognized as revenue in the period received. The Company’s distributors are required to pay a one no The Company has determined that most contracts will be completed in less than one one 606 10 32 18. not one one no Revenue recognition by segment is as follows: Direct Selling. Revenue is recognized when the Company satisfies its performance obligations under the contract. The Company recognizes revenue by transferring the promised products to the customer, with revenue recognized at shipping point, the point in time the customer obtains control of the products. The majority of the Company’s contracts have a single performance obligation and are short term in nature. Sales taxes in domestic and foreign jurisdictions are collected from customers and remitted to governmental authorities, all at the local level, and are accounted for on a net basis and therefore are excluded from revenues. Commercial Coffee - Roasted Coffee. Revenue is recognized when the title and risk of loss is passed to the customer under the terms of the shipping arrangement, typically, FOB shipping point. At this point the customer has a present obligation to pay, takes physical possession of the product, takes legal title to the product, bears the risks and rewards of ownership, and as such, revenue will be recognized at this point in time. Sales taxes in domestic and foreign jurisdictions are collected from customers and remitted to governmental authorities, all at the local level, and are accounted for on a net basis and therefore are excluded from revenues. Commercial Coffee - Green Coffee. Revenue is recognized when the title and risk of loss is passed to the customer under the terms of the shipping arrangement, typically, FOB shipping point. At this point the customer has a present obligation to pay, takes physical possession of the product, takes legal title to the product, bears the risks and rewards of ownership, and as such, revenue will be recognized at this point in time. Revenues where the Company sells green coffee beans that it has milled and where the Company has determined it is the agent with regard to the green coffee beans is recorded at net or recorded to reflect only the milling services provided. Sales taxes in domestic and foreign jurisdictions are collected from customers and remitted to governmental authorities, all at the local level, and are accounted for on a net basis and therefore are excluded from revenues. Commercial Hemp. Revenue is recognized when the title and risk of loss is passed to the customer under the terms of the shipping arrangement, typically, FOB shipping point. At this point the customer has a present obligation to pay, takes physical possession of the product, takes legal title to the product, bears the risks and rewards of ownership, and as such, revenue will be recognized at this point in time. Sales taxes in domestic and foreign jurisdictions are collected from customers and remitted to governmental authorities, all at the local level, and are accounted for on a net basis and therefore are excluded from revenues. Contract Balances. may Contract liabilities are reflected as deferred revenues and customer deposits in accrued expenses, deferred revenue, other current liabilities and other long-term liabilities on the Company’s consolidated balance sheets. Contract liabilities relate to payments invoiced or received in advance of completion of performance obligations and are recognized as revenue upon the fulfillment of performance obligations. The Company recognizes deferred revenue in its direct selling, commercial coffee and commercial coffee segments. In January 2020, The deferred revenue related to Heritage Maker’s product line obligation for points purchased by customers represents cash payments received that have not 2020 not The Company also records deferred revenue within its direct selling, commercial coffee and commercial hemp segments related to payments made by customers for unshipped orders. Deferred costs relate to Heritage Makers prepaid commissions are recorded in prepaid expenses and other current assets on the Company’s consolidated balance sheets and recognized in expense at the time the related revenue is recognized. Plantation Costs The Company’s commercial coffee segment includes the results of Siles, which is comprised of (i) a 500-acre coffee plantation and (ii) a dry-processing facility located on 26 acres, both of which are located in Matagalpa, Nicaragua. Siles is a wholly-owned subsidiary of CLR, and the results of CLR include the depreciation and amortization of capitalized costs, development and maintenance and harvesting costs of Siles. In accordance with GAAP, plantation maintenance and harvesting costs for commercially producing coffee farms are charged against earnings when sold. Deferred harvest costs accumulate and are capitalized throughout the year and are expensed over the remainder of the year as the coffee is sold. The difference between actual harvest costs incurred and the amount of harvest costs recognized as expense is recorded as either an increase or decrease in deferred harvest costs, which is reported as an asset and included with prepaid expenses and other current assets in the condensed consolidated balance sheets. Once the harvest is complete, the harvest costs are then recognized as the inventory value. There were no deferred costs associated with the harvest at March 31, 2020. December 31, 2019 $350,000. |
Share-Based Payment Arrangement [Policy Text Block] | Stock-based Compensation The Company accounts for stock-based compensation in accordance with ASC Topic 718, Compensation Stock Compensation, The Company uses the Black-Scholes to estimate the fair value of stock options. The use of a valuation model requires the Company to make certain assumptions with respect to selected model inputs. Expected volatility is calculated based on the historical volatility of the Company’s stock price over the expected term of the option. The expected life is based on the contractual life of the option and expected employee exercise and post-vesting employment termination behavior. The risk-free interest rate is based on U.S. Treasury zero |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes in accordance with ASC Topic 740, "Income Taxes," not Income taxes for the interim periods are computed using the effective tax rates estimated to be applicable for the full fiscal year, as adjusted for any discrete taxable events that occur during the period. The Company files income tax returns in the U.S. on a federal basis and in many U.S. state and foreign jurisdictions. Certain tax years remain open to examination by the major taxing jurisdictions to which the Company is subject. |
Commitments and Contingencies, Policy [Policy Text Block] | Commitments and Contingencies The Company is from time to time, the subject of claims and suits arising out of matters related to the Company’s business. The Company is party to litigation at the present time and may not |
Earnings Per Share, Policy [Policy Text Block] | Basic and Diluted Net Loss Per Share Basic loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted loss per share is computed by dividing net loss attributable to common stockholders by the sum of the weighted-average number of common shares outstanding during the period and the weighted-average number of dilutive common share equivalents outstanding during the period, using the treasury stock method. Dilutive common share equivalents are comprised of stock options, restricted stock, warrants, convertible preferred stock and common stock associated with the Company's convertible notes based on the average stock price for each period using the treasury stock method. Potentially dilutive shares are excluded from the computation of diluted net loss per share when their effect is anti-dilutive. In periods where a net loss is presented, all potentially dilutive securities are anti-dilutive and are excluded from the computation of diluted net loss per share. Potentially dilutive securities for the three March 31, 2020 2019 Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Warrants 6,488,182 6,943,874 Preferred stock conversions 20,124 275,604 Principal conversions on convertible notes 312,571 351,142 Stock options 4,631,924 4,836,574 Restricted stock units 442,777 475,000 Total 11,895,578 12,882,194 The calculation of diluted loss per share requires that, to the extent the average market price of the underlying shares for the reporting period exceeds the exercise price of the warrants and the presumed exercise of such securities are dilutive to loss per share for the period, an adjustment to net loss used in the calculation is required to remove the change in fair value of the warrants, net of tax from the numerator for the period. Likewise, an adjustment to the denominator is required to reflect the related dilutive shares, if any, under the treasury stock method. During the three March 31, 2019, Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Loss per Share Basic Numerator for basic loss per share $ (6,170,000 ) $ (12,274,000 ) Denominator for basic loss per share 30,314,986 27,577,576 Loss per common share – basic $ (0.20 ) $ (0.45 ) Loss per Share Diluted Numerator for basic loss per share $ (6,170,000 ) $ (12,274,000 ) Adjust: Fair value of dilutive warrants outstanding - (1,409,000 ) Numerator for dilutive loss per share $ (6,170,000 ) $ (13,683,000 ) Denominator for basic loss per share 30,314,986 27,577,576 Plus: Incremental shares underlying “in the money” warrants outstanding - 447,596 Denominator for diluted loss per share 30,314,986 28,025,172 Loss per common share – diluted $ (0.20 ) $ (0.49 ) |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued and Adopted Accounting Pronouncements The Company does not not three March 31, 2020, not |
Note 1 - Description of Busin_2
Note 1 - Description of Business and Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Warrants 6,488,182 6,943,874 Preferred stock conversions 20,124 275,604 Principal conversions on convertible notes 312,571 351,142 Stock options 4,631,924 4,836,574 Restricted stock units 442,777 475,000 Total 11,895,578 12,882,194 |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Loss per Share Basic Numerator for basic loss per share $ (6,170,000 ) $ (12,274,000 ) Denominator for basic loss per share 30,314,986 27,577,576 Loss per common share – basic $ (0.20 ) $ (0.45 ) Loss per Share Diluted Numerator for basic loss per share $ (6,170,000 ) $ (12,274,000 ) Adjust: Fair value of dilutive warrants outstanding - (1,409,000 ) Numerator for dilutive loss per share $ (6,170,000 ) $ (13,683,000 ) Denominator for basic loss per share 30,314,986 27,577,576 Plus: Incremental shares underlying “in the money” warrants outstanding - 447,596 Denominator for diluted loss per share 30,314,986 28,025,172 Loss per common share – diluted $ (0.20 ) $ (0.49 ) |
Note 2 - Acquisitions and Bus_2
Note 2 - Acquisitions and Business Combinations (Tables) - BeneYOU [Member] | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Contingent consideration $ 2,648 Aggregate purchase price $ 2,648 Present value of cash consideration $ 1,894 Estimated fair value of common stock issued 14,000 Aggregate purchase price $ 15,894 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Current assets (excluding inventory) $ 408 Inventory (net of $ 469 441 Trademarks and trade name 343 Distributor organization 1,175 Customer relationships 44 Non-compete agreement 277 Goodwill 669 Current liabilities (709 ) Net assets acquired $ 2,648 Current assets $ 636 Inventory 1,264 Property, plant and equipment 1,133 Trademarks and trade name 1,876 Customer-related intangible 5,629 Non-compete intangible 956 Goodwill 6,831 Current liabilities (1,904 ) Notes payable (527 ) Net assets acquired $ 15,894 |
Note 4 - Revenues (Tables)
Note 4 - Revenues (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Direct selling $ 31,156 $ 33,420 Commercial coffee: Processed green coffee 519 100 Milling and processing services 168 4,826 Roasted coffee and other 3,372 2,779 Total commercial coffee 4,059 7,705 Commercial hemp 316 67 Total $ 35,531 $ 41,192 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | March 31, 2020 December 31, 2019 (unaudited) Deferred revenue $ 3,173 $ 1,943 Other current liabilities 1,925 1,626 Deferred revenue, current portion 5,098 3,569 Other long-term liabilities 437 - Deferred revenue, total $ 5,535 $ 3,569 |
Note 5 - Selected Consolidate_2
Note 5 - Selected Consolidated Balance Sheet Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | March 31, 2020 December 31, 2019 (unaudited) Accounts receivable $ 11,159 $ 11,142 Allowance for doubtful accounts (8,210 ) (8,240 ) Accounts receivable, net $ 2,949 $ 2,902 |
Schedule of Inventory, Current [Table Text Block] | March 31, 2020 December 31, 2019 (unaudited) Finished goods $ 13,499 $ 14,890 Raw materials 13,155 11,694 Total inventory 26,654 26,584 Reserve for excess and obsolete (3,911 ) (3,878 ) Inventory, net $ 22,743 $ 22,706 |
Property, Plant and Equipment [Table Text Block] | March 31, 2020 December 31, 2019 (unaudited) Buildings $ 4,346 $ 4,789 Leasehold improvements 3,054 2,948 Land 2,254 3,307 Land improvements 606 606 Producing coffee trees 553 553 Manufacturing equipment 10,069 9,568 Furniture and other equipment 2,191 2,050 Computer software 1,442 1,420 Computer equipment 2,651 2,648 Vehicles 362 326 Assets held for sale (1) 1,496 - Construction in process 6,843 6,562 Total property and equipment, gross 35,867 34,777 Accumulated depreciation (12,131 ) (11,461 ) Total property and equipment, net $ 23,736 $ 23,316 |
Lessee, Operating Lease and Financing Lease [Table Text Block] | March 31, 2020 December 31, 2019 (unaudited) Assets Operating lease right-of-use assets $ 7,818 $ 8,386 Finance lease right-of-use assets (1) 907 1,052 Total leased assets $ 8,725 $ 9,438 Liabilities Operating lease liabilities, current portion $ 1,547 $ 1,740 Finance lease liabilities, current portion 726 736 Total leased liabilities, current portion 2,273 2,476 Operating lease liabilities, net of current portion 6,473 6,646 Finance lease liabilities, net of current portion 258 408 Total lease liabilities $ 9,004 $ 9,530 March 31, 2020 December 31, 2019 (unaudited) Weighted-average remaining lease term (in years) Operating leases 6.7 6.8 Finance leases 1.4 1.6 Weighted-average discount rate Operating leases 5.45 % 5.47 % Finance leases 4.57 % 4.57 % |
Lease, Cost [Table Text Block] | Three Months Ended March 31, Lease Cost Classification 2020 2019 (unaudited) (unaudited) Operating lease cost Sales and marketing, general and administrative $ 550 $ 271 Finance lease cost: Amortization of leased assets Depreciation and amortization 181 96 Interest on lease liabilities Interest expense, net 24 37 Total operating and finance lease cost $ 755 $ 404 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | March 31, 2020 (unaudited) December 31, 2019 Cost Accumulated Amortization Net Cost Accumulated Amortization Net Distributor organizations $ 15,735 $ 10,644 $ 5,091 $ 15,735 $ 10,418 $ 5,317 Trademarks and trade names 8,430 2,716 5,714 8,430 2,539 5,891 Customer relationships 10,442 6,587 3,855 10,442 6,413 4,029 Internally developed software 720 682 38 720 657 63 Non-compete agreement 277 29 248 277 11 266 Intangible assets $ 35,604 $ 20,658 $ 14,946 $ 35,604 $ 20,038 $ 15,566 |
Schedule of Goodwill [Table Text Block] | Direct Selling Commercial Coffee Commercial Hemp Total Balance at December 31, 2019 $ 3,678 $ 3,314 $ – $ 6,992 Balance at March 31, 2020 (unaudited) $ 3,678 $ 3,314 $ – $ 6,992 |
Note 7 - Convertible Notes Pa_2
Note 7 - Convertible Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Convertible Debt [Table Text Block] | March 31, 2020 December 31, 2019 (unaudited) 6.00% $ 3,090 $ 3,090 Debt discounts (331 ) (415 ) Carrying value of 2019 PIPE Notes 2,759 2,675 8.00% 25 25 Debt discounts – – Carrying value of 2014 PIPE Notes 25 25 Total carrying value of convertible notes payable $ 2,784 $ 2,700 |
Note 8 - Derivative Liability (
Note 8 - Derivative Liability (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | March 31, 2020 December 31, 2019 (unaudited) Stock price volatility 96.7 % 64.10 % Risk-free interest rates 0.12% – 0.16 % 1.59% – 1.60 % Annual dividend yield - – Expected life (in years) 0.3 – 0.7 0.6 – 1.0 |
Note 9 - Fair Value of Financ_2
Note 9 - Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Fair Value, Liabilities Measured on Recurring Basis [Table Text Block] | Fair Value at March 31, 2020 (unaudited) Total Level 1 Level 2 Level 3 Liabilities: Contingent acquisition debt, current portion $ 1,382 $ - $ - $ 1,382 Contingent acquisition debt, less current portion 6,759 - - 6,759 Warrant derivative liability 53 - - 53 Total derivative liabilities $ 8,194 $ - $ - $ 8,194 Fair Value at December 31, 2019 Total Level 1 Level 2 Level 3 Liabilities: Contingent acquisition debt, current portion $ 1,263 $ - $ - $ 1,263 Contingent acquisition debt, less current portion 7,348 - - 7,348 Warrant derivative liability 1,542 - - 1,542 Total derivative liabilities $ 10,153 $ - $ - $ 10,153 |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | Balance at December 31, 2019 $ 1,542 Adjustments to estimated fair value (1,489 ) Balance at March 31, 2020 (unaudited) $ 53 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Balance at December 31, 2019 $ 8,611 Liabilities settled (109 ) Adjustments to liabilities included in net loss (361 ) Balance at March 31, 2020 (unaudited) $ 8,141 |
Note 10 - Stockholders' Equity
Note 10 - Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Number of Warrants Outstanding at December 31, 2019 6,238,182 Issued 250,000 Outstanding at March 31, 2020 (unaudited) 6,488,182 |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Cost of revenues $ 5 $ 77 Sales and marketing 31 497 General and administrative 224 10,770 Total stock-based compensation $ 260 $ 11,344 |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contract Life (years) Aggregate Intrinsic Value (in thousands) Outstanding December 31, 2019 4,637,642 $ 5.63 7.8 $ - Granted - - Canceled / expired (5,718 ) 4.32 Exercised - - - Outstanding March 31, 2020 (unaudited) 4,631,924 $ 5.63 7.6 $ - Exercisable March 31, 2020 (unaudited) 4,188,717 $ 5.73 7.6 $ - |
Share-Based Payment Arrangement, Restricted Stock Unit, Activity [Table Text Block] | Number of Shares Balance at December 31, 2019 451,944 Issued - Canceled (5,000 ) Vested (4,167 ) Balance at March 31, 2020 (unaudited) 442,777 |
Note 12 - Segment and Geograp_2
Note 12 - Segment and Geographical Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Revenues Direct selling $ 31,156 $ 33,420 Commercial coffee 4,059 7,705 Commercial hemp 316 67 Total revenues $ 35,531 $ 41,192 Gross profit (loss) Direct selling $ 20,675 $ 22,755 Commercial coffee (564 ) 4,067 Commercial hemp (324 ) 27 Total gross profit $ 19,787 $ 26,849 Operating income (loss) Direct selling $ (2,642 ) $ (12,309 ) Commercial coffee (1,771 ) 884 Commercial hemp (2,264 ) (516 ) Total operating loss $ (6,677 ) $ (11,941 ) Net income (loss) Direct selling $ (2,618 ) $ (13,377 ) Commercial coffee (895 ) 1,633 Commercial hemp (2,278 ) (516 ) Total net loss $ (5,791 ) $ (12,260 ) Capital expenditures Direct selling $ 156 $ 17 Commercial coffee 346 2,572 Commercial hemp 606 1,384 Total capital expenditures $ 1,108 $ 3,973 Capital expenditures acquired through acquisition Direct selling $ - $ - Commercial coffee - - Commercial hemp - 1,133 Total capital expenditures acquired through acquisitions $ - $ 1,133 March 31, 2020 December 31, 2019 (unaudited) Total assets Direct selling $ 40,584 $ 43,221 Commercial coffee 34,927 34,348 Commercial hemp 11,825 12,122 Total assets $ 87,336 $ 89,691 |
Revenue from External Customers by Geographic Areas [Table Text Block] | Three Months Ended March 31, 2020 2019 (unaudited) (unaudited) Revenues United States $ 29,599 $ 35,782 International 5,932 5,410 Total revenues $ 35,531 $ 41,192 |
Note 1 - Description of Busin_3
Note 1 - Description of Business and Basis of Presentation (Details Textual) | 3 Months Ended | ||
Mar. 31, 2020 USD ($) a shares | Mar. 31, 2019 USD ($) shares | Dec. 31, 2019 USD ($) | |
Number of Operating Segments | 3 | ||
Number of Reportable Segments | 3 | ||
Net Income (Loss) Attributable to Parent, Total | $ (5,791,000) | $ (12,260,000) | |
Net Cash Provided by (Used in) Operating Activities, Total | (681,000) | (4,831,000) | |
Revenue from Contract with Customer, Excluding Assessed Tax | $ 35,531,000 | $ 41,192,000 | |
Increase (Decrease) of Revenue, Percentage | 13.70% | ||
Deferred Costs, Total | $ 0 | $ 350,000 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | shares | 11,895,578 | 12,882,194 | |
Derivative, Gain on Derivative | $ 1,409,000 | ||
Coffee Plantation [Member] | |||
Area of Land (Acre) | a | 500 | ||
Dry-processing Facility [Member] | |||
Area of Land (Acre) | a | 26 | ||
Direct Selling Segment [Member] | |||
Percentage of Revnue | 87.70% | 81.10% | |
Net Income (Loss) Attributable to Parent, Total | $ (2,618,000) | $ (13,377,000) | |
Revenue from Contract with Customer, Excluding Assessed Tax | $ 31,156,000 | $ 33,420,000 | |
Commercial Coffee Segment [Member] | |||
Percentage of Revnue | 11.40% | 18.70% | |
Net Income (Loss) Attributable to Parent, Total | $ (895,000) | $ 1,633,000 | |
Revenue from Contract with Customer, Excluding Assessed Tax | $ 4,059,000 | $ 7,705,000 | |
Commercial Hemp Segment [Member] | |||
Percentage of Revnue | 0.90% | 0.20% | |
Net Income (Loss) Attributable to Parent, Total | $ (2,278,000) | $ (516,000) | |
Revenue from Contract with Customer, Excluding Assessed Tax | $ 316,000 | $ 67,000 |
Note 1 - Description of Busin_4
Note 1 - Description of Business and Basis of Presentation - Anti-dilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Antidilutive Securities (in shares) | 11,895,578 | 12,882,194 |
Warrant [Member] | ||
Antidilutive Securities (in shares) | 6,488,182 | 6,943,874 |
Preferred Stock Conversions [Member] | ||
Antidilutive Securities (in shares) | 20,124 | 275,604 |
Principal Conversion on Convertible Notes [Member] | ||
Antidilutive Securities (in shares) | 312,571 | 351,142 |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities (in shares) | 4,631,924 | 4,836,574 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities (in shares) | 442,777 | 475,000 |
Note 1 - Description of Busin_5
Note 1 - Description of Business and Basis of Presentation - Earnings Per Share (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Numerator for basic loss per share | $ (6,170,000) | $ (12,274,000) |
Weighted average shares outstanding, basic (in shares) | 30,314,986 | 27,577,576 |
Net loss per share, basic (in dollars per share) | $ (0.20) | $ (0.45) |
Adjustments to estimated fair value | $ 0 | $ (1,409,000) |
Numerator for dilutive loss per share | $ (6,170,000) | $ (13,683,000) |
Plus: Incremental shares underlying “in the money” warrants outstanding (in shares) | 0 | 447,596 |
Denominator for diluted loss per share (in shares) | 30,314,986 | 28,025,172 |
Net loss per share, diluted (Note 1) (in dollars per share) | $ (0.20) | $ (0.49) |
Note 2 - Acquisitions and Bus_3
Note 2 - Acquisitions and Business Combinations (Details Textual) - USD ($) | 11 Months Ended | ||||
Dec. 31, 2019 | Nov. 01, 2019 | Feb. 12, 2019 | Dec. 31, 2019 | Mar. 31, 2020 | |
Goodwill, Ending Balance | $ 6,992,000 | $ 6,992,000 | $ 6,992,000 | ||
Intangible Assets, Net (Excluding Goodwill), Total | 15,566,000 | 15,566,000 | 14,946,000 | ||
BeneYOU [Member] | |||||
Business Combination, Consideration Transferred, Total | $ 2,648,000 | ||||
Payments to Acquire Businesses, Gross | 200,000 | ||||
Business Combination, Consideration Transferred, Liabilities Incurred | 3,300,000 | ||||
Business Combination, Contingent Consideration, Liability, Total | 2,648,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total | 1,839,000 | ||||
Goodwill, Ending Balance | $ 669,000 | ||||
BeneYOU [Member] | Trademarks and Trade Names [Member] | |||||
Finite-Lived Intangible Asset, Useful Life (Year) | 5 years | ||||
BeneYOU [Member] | Distributor Organization [Member] | |||||
Finite-Lived Intangible Asset, Useful Life (Year) | 9 years | ||||
BeneYOU [Member] | Customer Relationships [Member] | |||||
Finite-Lived Intangible Asset, Useful Life (Year) | 5 years | ||||
BeneYOU [Member] | Noncompete Agreements [Member] | |||||
Finite-Lived Intangible Asset, Useful Life (Year) | 4 years | ||||
BeneYOU [Member] | Maximum [Member] | |||||
Business Combination, Consideration Transferred, Total | $ 3,500,000 | ||||
AEPA With Khrysos Global [Member] | |||||
Business Combination, Consideration Transferred, Total | $ 15,894,000 | ||||
Payments to Acquire Businesses, Gross | 500,000 | ||||
Business Combination, Consideration Transferred, Liabilities Incurred | 16,000,000 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total | 8,461,000 | ||||
Goodwill, Ending Balance | 6,831,000 | ||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 14,000,000 | ||||
Intangible Assets, Net (Excluding Goodwill), Total | 8,461,000 | 8,461,000 | |||
AEPA With Khrysos Global [Member] | Consideration Payable in Cash [Member] | |||||
Payments to Acquire Businesses, Gross | 1,000,000 | ||||
Business Combination, Consideration Transferred, Liabilities Incurred | 500,000 | $ 1,500,000 | |||
AEPA With Khrysos Global [Member] | Consideration Payable in Cash [Member] | Accrued Expenses [Member] | |||||
Business Combination, Contingent Consideration, Liability, Total | $ 500,000 | $ 500,000 | $ 500,000 | ||
AEPA With Khrysos Global [Member] | Common Stock [Member] | |||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 1,794,972 | ||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 14,000,000 | ||||
AEPA With Khrysos Global [Member] | Trademarks and Trade Names [Member] | |||||
Finite-Lived Intangible Asset, Useful Life (Year) | 8 years | ||||
AEPA With Khrysos Global [Member] | Customer Relationships [Member] | |||||
Finite-Lived Intangible Asset, Useful Life (Year) | 4 years | ||||
AEPA With Khrysos Global [Member] | Noncompete Agreements [Member] | |||||
Finite-Lived Intangible Asset, Useful Life (Year) | 6 years |
Note 2 - Acquisitions and Bus_4
Note 2 - Acquisitions and Business Combinations - Fair Value of Acquired Tangible and Intangible Assets and Liabilities (Details) - USD ($) | Nov. 01, 2019 | Feb. 12, 2019 |
BeneYOU [Member] | ||
Contingent consideration | $ 2,648,000 | |
Aggregate purchase price | 2,648,000 | |
Present value of cash consideration | 3,300,000 | |
Aggregate purchase price | $ 2,648,000 | |
AEPA With Khrysos Global [Member] | ||
Aggregate purchase price | $ 15,894,000 | |
Present value of cash consideration | 16,000,000 | |
Estimated fair value of common stock issued | 14,000,000 | |
Aggregate purchase price | 15,894,000 | |
AEPA With Khrysos Global [Member] | Contingent Consideration Payable in Cash [Member] | ||
Present value of cash consideration | $ 1,894,000 |
Note 2 - Acquisitions and Bus_5
Note 2 - Acquisitions and Business Combinations - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Nov. 01, 2019 | Mar. 31, 2019 | Feb. 12, 2019 |
Goodwill | $ 6,992,000 | $ 6,992,000 | |||
Property, plant and equipment | $ 0 | $ 1,133,000 | |||
BeneYOU [Member] | |||||
Current assets (excluding inventory) | $ 408,000 | ||||
Inventory (net of $469 reserve) | 441,000 | ||||
Goodwill | 669,000 | ||||
Current liabilities | (709,000) | ||||
Net assets acquired | 2,648,000 | ||||
Net assets acquired | 2,648,000 | ||||
BeneYOU [Member] | Trademarks and Trade Names [Member] | |||||
Intangibles | 343,000 | ||||
BeneYOU [Member] | Distributor Organization [Member] | |||||
Intangibles | 1,175,000 | ||||
BeneYOU [Member] | Customer Relationships [Member] | |||||
Intangibles | 44,000 | ||||
BeneYOU [Member] | Noncompete Agreements [Member] | |||||
Intangibles | $ 277,000 | ||||
Khrysos Global [Member] | |||||
Current assets (excluding inventory) | $ 636,000 | ||||
Inventory (net of $469 reserve) | 1,264,000 | ||||
Goodwill | 6,831,000 | ||||
Current liabilities | (1,904,000) | ||||
Net assets acquired | 15,894,000 | ||||
Property, plant and equipment | 1,133,000 | ||||
Notes payable | (527,000) | ||||
Net assets acquired | 15,894,000 | ||||
Khrysos Global [Member] | Trademarks and Trade Names [Member] | |||||
Intangibles | 1,876,000 | ||||
Khrysos Global [Member] | Customer Relationships [Member] | |||||
Intangibles | 5,629,000 | ||||
Khrysos Global [Member] | Noncompete Agreements [Member] | |||||
Intangibles | $ 956,000 |
Note 2 - Acquisitions and Bus_6
Note 2 - Acquisitions and Business Combinations - Fair Value of Assets Acquired and Liabilities Assumed (Details) (Parentheticals) $ in Thousands | Nov. 01, 2019 USD ($) |
BeneYOU [Member] | |
Reserve | $ 469 |
Note 3 - Related Party Transa_2
Note 3 - Related Party Transactions (Details Textual) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 15 Months Ended | ||||||||||||||||
Apr. 30, 2021 shares | Mar. 31, 2020 USD ($) shares | Aug. 31, 2019 USD ($) shares | Jul. 31, 2019 USD ($) shares | Jun. 30, 2019 USD ($) $ / shares shares | Mar. 31, 2019 USD ($) shares | Feb. 28, 2019 USD ($) $ / shares shares | Jan. 31, 2019 USD ($) a $ / shares shares | Oct. 31, 2018 USD ($) shares | Mar. 31, 2018 shares | Mar. 31, 2020 USD ($) $ / lb shares | Mar. 31, 2019 USD ($) shares | Dec. 31, 2019 USD ($) shares | Mar. 31, 2020 USD ($) shares | Mar. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) $ / shares shares | Dec. 31, 2018 USD ($) | May 31, 2017 $ / shares shares | Sep. 30, 2014 USD ($) $ / shares shares | Aug. 31, 2014 USD ($) | |
Accounts Receivable, Credit Loss Expense (Reversal) | $ (30,000) | $ 0 | ||||||||||||||||||
Prepaid Expense and Other Assets, Current | $ 3,488,000 | 3,488,000 | $ 3,982,000 | $ 3,488,000 | ||||||||||||||||
Profit-sharing Income | $ 115,000 | |||||||||||||||||||
Profit-sharing Expenses | 243,000 | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 6,488,182 | 6,488,182 | 6,238,182 | 6,488,182 | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Number (in shares) | shares | 4,188,717 | 4,188,717 | 4,188,717 | |||||||||||||||||
Conversion of 2014 Convertible Note into Common Stock [Member] | ||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 4,000,000 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | shares | 747,664 | |||||||||||||||||||
Warrants With 2014 Private Placement [Member] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 929,346 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 4.60 | |||||||||||||||||||
CLR [Member] | ||||||||||||||||||||
Ownership Percentage | 50% | |||||||||||||||||||
Construction Contract, Amount of Contribution | $ 4,700,000 | |||||||||||||||||||
Profit-sharing Amount, Additional Increase, Percent | 25% | |||||||||||||||||||
Profit-sharing Split, Percent | 75% | |||||||||||||||||||
CLR [Member] | Credit Note [Member] | ||||||||||||||||||||
Debt Instrument, Face Amount | $ 5,000,000 | |||||||||||||||||||
CLR [Member] | Construction of Matagalpa Mill Project [Member] | ||||||||||||||||||||
Related Party Transaction, Amounts of Transaction | $ 300,000 | 1,350,000 | $ 3,350,000 | |||||||||||||||||
CLR [Member] | Operating Equipment [Member] | ||||||||||||||||||||
Related Party Transaction, Amounts of Transaction | 391,000 | |||||||||||||||||||
H&H [Member] | CLR [Member] | ||||||||||||||||||||
Related Party Transaction, Purchases from Related Party | 991,000 | |||||||||||||||||||
H&H [Member] | CLR [Member] | Forecast [Member] | ||||||||||||||||||||
Notes Receivable, Related Parties | $ 5,000,000 | |||||||||||||||||||
Financing Receivable, Allowance for Credit Loss, Ending Balance | $ 5,789,000 | |||||||||||||||||||
Profit-sharing Split, Percent | 25% | |||||||||||||||||||
H&H [Member] | CLR [Member] | Green Coffee Acquisition [Member] | ||||||||||||||||||||
Prepaid Expense and Other Assets, Current | $ 640,000 | 640,000 | 640,000 | |||||||||||||||||
H&H [Member] | CLR [Member] | Billing for Freight and Other Charges [Member] | ||||||||||||||||||||
Accounts Payable, Related Parties | 230,000 | 230,000 | 230,000 | |||||||||||||||||
H&H [Member] | CLR [Member] | Mill Operation Cost [Member] | ||||||||||||||||||||
Accrued Liabilities, Total | 60,000 | 60,000 | 60,000 | |||||||||||||||||
H&H [Member] | CLR [Member] | Green Coffee Sold But Not Delivered [Member] | ||||||||||||||||||||
Accrued Liabilities, Total | 88,000 | 88,000 | 88,000 | |||||||||||||||||
H&H Export [Member] | ||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 153,846 | |||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 1,200,000 | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues for Working Capital and Payables (in shares) | shares | 295,910 | |||||||||||||||||||
Stock Issued During Period, Shares, Over Issues (in shares) | shares | 121,649 | |||||||||||||||||||
Stock Issued During Period, Shares, Net Issues for Working Capital and Payables (in shares) | shares | 174,261 | |||||||||||||||||||
Stock Issued During Period, Value, New Issued for Working Capital and Payables | 85,000 | $ 397,000 | ||||||||||||||||||
H&H Export [Member] | CLR [Member] | ||||||||||||||||||||
Related Party Transaction, Purchases from Related Party | 271,000 | 2,576,000 | ||||||||||||||||||
Revenue from Related Parties | 168,000 | 4,826,000 | ||||||||||||||||||
Accounts Receivable, Related Parties | 30,100,000 | 30,100,000 | 30,100,000 | |||||||||||||||||
Accounts Receivable, Credit Loss Expense (Reversal) | $ 7,871,000 | 7,871,000 | ||||||||||||||||||
Related Party Transaction, Additional Payment Amount (in USD per Pound) | $ / lb | 0.225 | |||||||||||||||||||
Notes Receivable, Related Parties | $ 5,000,000 | 5,000,000 | $ 5,000,000 | |||||||||||||||||
Receivable, Stated Interest Rate | 9% | |||||||||||||||||||
Financing Receivable, Allowance for Credit Loss, Ending Balance | 5,452,000 | $ 5,452,000 | 5,340,000 | 5,452,000 | ||||||||||||||||
H&H Export [Member] | CLR [Member] | Shares Issued for Purchase Consideration [Member] | ||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 100,000 | |||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 7.50 | |||||||||||||||||||
H&H Export [Member] | CLR [Member] | Customer Related Revenue Receivables [Member] | ||||||||||||||||||||
Accounts Receivable, Related Parties | 8,707,000 | 8,707,000 | 8,707,000 | 8,707,000 | ||||||||||||||||
H&H Export Group [Member] | Nicaraguan Agency [Member] | ||||||||||||||||||||
Accounts Receivable, Related Parties | 22,000,000 | 22,000,000 | 22,000,000 | |||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 46,500,000 | 46,500,000 | 46,500,000 | |||||||||||||||||
Nicaraguan Partner [Member] | ||||||||||||||||||||
Ownership Percentage | 50% | |||||||||||||||||||
Construction Contract, Amount of Contribution | $ 4,700,000 | |||||||||||||||||||
Profit-sharing Split, Percent | 25% | |||||||||||||||||||
Nicaraguan Partner [Member] | Construction of Matagalpa Mill Project [Member] | ||||||||||||||||||||
Related Party Transaction, Amounts of Transaction | 2,513,000 | |||||||||||||||||||
Nicaraguan Partner [Member] | CLR [Member] | Matagalpa Property [Member] | ||||||||||||||||||||
Area of Land (Acre) | a | 45 | |||||||||||||||||||
Mr. Hernandez [Member] | CLR [Member] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 75,000 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 2 | |||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | |||||||||||||||||||
WVNP [Member] | ||||||||||||||||||||
Related Party Transaction, Purchases from Related Party | 56,000 | 8,000 | ||||||||||||||||||
Richard Renton [Member] | Distributor Commission [Member] | ||||||||||||||||||||
Related Party Transaction, Amounts of Transaction | 81,000 | $ 94,000 | ||||||||||||||||||
Mr. Grover [Member] | Credit Note [Member] | ||||||||||||||||||||
Long-Term Debt, Total | $ 4,294,000 | $ 4,294,000 | 4,085,000 | $ 4,294,000 | ||||||||||||||||
Warrants With 2014 Convertible Note [Member] | Mr. Grover [Member] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 782,608 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 4.60 | |||||||||||||||||||
Stock Issued During Period, Shares, Warrants Exercised (in shares) | shares | 600,242 | |||||||||||||||||||
Proceeds from Warrant Exercises | $ 2,761,000 | |||||||||||||||||||
Stock Issued During Period, Shares, for Inducement Shares (in shares) | shares | 50,000 | |||||||||||||||||||
Warrants With 2014 Convertible Note [Member] | Mr. Grover [Member] | Forecast [Member] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 182,366 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 4.75 | |||||||||||||||||||
Paul Sallwasser [Member] | ||||||||||||||||||||
Related Party Transaction, Amounts of Transaction | $ 8,000 | |||||||||||||||||||
Stock Issued During Period, Shares, Warrants Exercised (in shares) | shares | 14,673 | |||||||||||||||||||
Proceeds from Warrant Exercises | $ 67,000 | |||||||||||||||||||
Number of Common Stock and Options Outstanding (in shares) | shares | 76,924 | 76,924 | 76,924 | 76,924 | 76,924 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Number (in shares) | shares | 116,655 | 116,655 | 116,655 | 116,655 | 116,655 | |||||||||||||||
Paul Sallwasser [Member] | Conversion of 2014 Convertible Note into Common Stock [Member] | ||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 75,000 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | shares | 10,714 | |||||||||||||||||||
Paul Sallwasser [Member] | Conversion of 2017 Convertible Private Placement Note into Common Stock [Member] | ||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 38,000 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | shares | 8,177 | |||||||||||||||||||
Paul Sallwasser [Member] | Conversion of 2017 Convertible Note into Common Stock [Member] | ||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 5,000 | |||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | shares | 9,264 | 1,087 | ||||||||||||||||||
Paul Sallwasser [Member] | Warrants With 2014 Private Placement [Member] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 14,673 | 14,673 | 14,673 | |||||||||||||||||
Paul Sallwasser [Member] | Warrants With 2017 Private Placement [Member] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 5,719 | 5,719 | 5,719 | |||||||||||||||||
Paul Sallwasser [Member] | Warrants With 2017 Convertible Note [Member] | ||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 543 | 6,262 | 543 | 543 | ||||||||||||||||
Mr. Daniel Mangless [Member] | ||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 50,000 | 250,000 | 250,000 | |||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 5.50 | $ 7 | ||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 250,000 | |||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 7 | |||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | |||||||||||||||||||
Proceeds from Issuance or Sale of Equity, Total | $ 1,375,000 | $ 1,750,000 | ||||||||||||||||||
Debt Instrument, Face Amount | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | |||||||||||||||||
Mr. Daniel Mangless [Member] | Forecast [Member] | ||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 1,000,000 | |||||||||||||||||||
JJE Equipment [Member] | ||||||||||||||||||||
Deposit Assets, Total | 230,000 | 230,000 | 233,000 | 230,000 | ||||||||||||||||
Youngevity Be the Change Foundation [Member] | ||||||||||||||||||||
Related Party Transaction, Amounts of Transaction | 0 | $ 0 | ||||||||||||||||||
Due to Related Parties, Total | 24,000 | $ 20,000 | 24,000 | $ 20,000 | 24,000 | |||||||||||||||
Youngevity Be the Change Foundation [Member] | Current Liabilities [Member] | ||||||||||||||||||||
Due to Related Parties, Current, Total | 381,000 | 381,000 | 357,000 | 381,000 | ||||||||||||||||
Daniel Briskie and Maida Briskie [Member] | Private Placement 2014 [Member] | ||||||||||||||||||||
Long-Term Debt, Total | $ 25,000 | $ 25,000 | $ 25,000 | $ 25,000 | ||||||||||||||||
Debt Instrument, Face Amount | $ 25,000 | |||||||||||||||||||
Douglas Briskie [Member] | Private Placement 2014 [Member] | ||||||||||||||||||||
Debt Instrument, Face Amount | $ 50,000 |
Note 4 - Revenues (Details Text
Note 4 - Revenues (Details Textual) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Contract with Customer, Liability, Total | $ 5,535,000 | $ 3,569,000 |
Prepaid Commissions | 227,000 | 254,000 |
Commercial Coffee Segment [Member] | ||
Contract with Customer, Liability, Total | 618,000 | 0 |
Commercial Hemp Segment [Member] | ||
Contract with Customer, Liability, Total | 0 | 0 |
Customer Deposits [Member] | ||
Contract with Customer, Liability, Total | 1,925,000 | 1,626,000 |
Rewards Program [Member] | ||
Contract with Customer, Liability, Total | 1,146,000 | |
Heritage Makers [Member] | ||
Contract with Customer, Liability, Total | 1,688,000 | 1,795,000 |
Convention and Distributor Events [Member] | ||
Contract with Customer, Liability, Total | 158,000 | $ 148,000 |
Heritage Makers and Convention and Distributor Events [Member] | ||
Contract with Customer, Liability, Revenue Recognized | $ 369,000 |
Note 4 - Revenues - Disaggregat
Note 4 - Revenues - Disaggregated Revenue by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenue | $ 35,531 | $ 41,192 |
Direct Selling Segment [Member] | ||
Revenue | 31,156 | 33,420 |
Commercial Coffee Segment [Member] | ||
Revenue | 4,059 | 7,705 |
Commercial Coffee Segment [Member] | Processed Green Coffee [Member] | ||
Revenue | 519 | 100 |
Commercial Coffee Segment [Member] | Milling and Processing Services [Member] | ||
Revenue | 168 | 4,826 |
Commercial Coffee Segment [Member] | Roasted Coffee and Other [Member] | ||
Revenue | 3,372 | 2,779 |
Commercial Hemp Segment [Member] | ||
Revenue | $ 316 | $ 67 |
Note 4 - Revenues - Deferred Re
Note 4 - Revenues - Deferred Revenue Balances (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Deferred revenues, current portion | $ 3,173 | $ 1,943 |
Other current liabilities | 1,925 | 1,626 |
Deferred revenue, current portion | 5,098 | 3,569 |
Other long-term liabilities | 437 | 0 |
Deferred revenue, total | $ 5,535 | $ 3,569 |
Note 5 - Selected Consolidate_3
Note 5 - Selected Consolidated Balance Sheet Information (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Accounts Receivable, Credit Loss Expense (Reversal) | $ (30,000) | $ 0 | |
Depreciation, Total | 673,000 | 475,000 | |
Finance Lease, Right-of-Use Asset, Accumulated Amortization | 1,548,000 | $ 1,367,000 | |
Amortization of Intangible Assets | 620,000 | $ 670,000 | |
Trademarks [Member] | |||
Indefinite-Lived Intangible Assets (Excluding Goodwill), Ending Balance | 1,649,000 | 1,649,000 | |
Land [Member] | |||
Assets Held-for-sale, Not Part of Disposal Group, Total | 1,053,000 | ||
Computer Equipment [Member] | Commercial Hemp Segment [Member] | |||
Assets Held-for-sale, Not Part of Disposal Group, Total | 443,000 | ||
H&H Export [Member] | |||
Accounts Receivable, after Allowance for Credit Loss, Total | 8,707,000 | 8,707,000 | |
Accounts Receivable, Credit Loss Expense (Reversal) | $ 7,871,000 | $ 7,871,000 |
Note 5 - Selected Consolidate_4
Note 5 - Selected Consolidated Balance Sheet Information - Accounts Receivables (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Accounts receivable | $ 11,159 | $ 11,142 |
Allowance for doubtful accounts | (8,210) | (8,240) |
Accounts receivable, net | $ 2,949 | $ 2,902 |
Note 5 - Selected Consolidate_5
Note 5 - Selected Consolidated Balance Sheet Information - Inventory (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Finished goods | $ 13,499 | $ 14,890 |
Raw materials | 13,155 | 11,694 |
Total inventory | 26,654 | 26,584 |
Reserve for excess and obsolete | (3,911) | (3,878) |
Inventory, net | $ 22,743 | $ 22,706 |
Note 5 - Selected Consolidate_6
Note 5 - Selected Consolidated Balance Sheet Information - Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | |
Total property and equipment, gross | $ 35,867 | $ 34,777 | |
Accumulated depreciation | (12,131) | (11,461) | |
Total property and equipment, net | 23,736 | 23,316 | |
Building [Member] | |||
Total property and equipment, gross | 4,346 | 4,789 | |
Leasehold Improvements [Member] | |||
Total property and equipment, gross | 3,054 | 2,948 | |
Land [Member] | |||
Total property and equipment, gross | 2,254 | 3,307 | |
Land Improvements [Member] | |||
Total property and equipment, gross | 606 | 606 | |
Producing Coffee Trees [Member] | |||
Total property and equipment, gross | 553 | 553 | |
Manufacturing Equipment [Member] | |||
Total property and equipment, gross | 10,069 | 9,568 | |
Furniture and Other Equipment [Member] | |||
Total property and equipment, gross | 2,191 | 2,050 | |
Computer Software [Member] | |||
Total property and equipment, gross | 1,442 | 1,420 | |
Computer Equipment [Member] | |||
Total property and equipment, gross | 2,651 | 2,648 | |
Vehicles [Member] | |||
Total property and equipment, gross | 362 | 326 | |
Assets Held for Sale [Member] | |||
Total property and equipment, gross | [1] | 1,496 | 0 |
Construction in Progress [Member] | |||
Total property and equipment, gross | $ 6,843 | $ 6,562 | |
[1]Assets held for sale at March 31, 2020 consisted of approximately $1,053,000 in land and $443,000 in building related to the commercial hemp segment. (See Note 13) |
Note 5 - Selected Consolidate_7
Note 5 - Selected Consolidated Balance Sheet Information - Operating and Financing Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | |
Operating lease right-of-use assets | $ 7,818 | $ 8,386 | |
Finance lease right-of-use assets (1) | [1] | 907 | 1,052 |
Total leased assets | 8,725 | 9,438 | |
Operating lease liabilities, current portion | 1,547 | 1,740 | |
Finance lease liabilities, current portion | 726 | 736 | |
Total leased liabilities, current portion | 2,273 | 2,476 | |
Operating lease liabilities, net of current portion | 6,473 | 6,646 | |
Finance lease liabilities, net of current portion | 258 | 408 | |
Total lease liabilities | $ 9,004 | $ 9,530 | |
Operating leases (Year) | 6 years 8 months 12 days | 6 years 9 months 18 days | |
Finance leases (Year) | 1 year 4 months 24 days | 1 year 7 months 6 days | |
Operating leases | 5.45% | 5.47% | |
Finance leases | 4.57% | 4.57% | |
[1]Finance lease right-of-use assets are recorded within property and equipment, net of accumulated amortization of approximately $1,548,000 and $1,367,000 at March 31, 2020 and December 31, 2019, respectively. |
Note 5 - Selected Consolidate_8
Note 5 - Selected Consolidated Balance Sheet Information - Operating and Finance Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Total operating and finance lease cost | $ 755 | $ 404 |
Sales, Marketing, General and Administrative [Member] | ||
Operating lease cost | 550 | 271 |
Depreciation and Amortization [Member] | ||
Amortization of leased assets | 181 | 96 |
Interest Expense [Member] | ||
Interest on lease liabilities | $ 24 | $ 37 |
Note 5 - Selected Consolidate_9
Note 5 - Selected Consolidated Balance Sheet Information - Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets, Gross | $ 35,604 | $ 35,604 |
Finite-Lived Intangible Assets, Accumulated Amortization | 20,658 | 20,038 |
Finite-Lived Intangible Assets, Net | 14,946 | 15,566 |
Distributor Organization [Member] | ||
Finite-Lived Intangible Assets, Gross | 15,735 | 15,735 |
Finite-Lived Intangible Assets, Accumulated Amortization | 10,644 | 10,418 |
Finite-Lived Intangible Assets, Net | 5,091 | 5,317 |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets, Gross | 8,430 | 8,430 |
Finite-Lived Intangible Assets, Accumulated Amortization | 2,716 | 2,539 |
Finite-Lived Intangible Assets, Net | 5,714 | 5,891 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets, Gross | 10,442 | 10,442 |
Finite-Lived Intangible Assets, Accumulated Amortization | 6,587 | 6,413 |
Finite-Lived Intangible Assets, Net | 3,855 | 4,029 |
Internally Developed Software [Member] | ||
Finite-Lived Intangible Assets, Gross | 720 | 720 |
Finite-Lived Intangible Assets, Accumulated Amortization | 682 | 657 |
Finite-Lived Intangible Assets, Net | 38 | 63 |
Noncompete Agreements [Member] | ||
Finite-Lived Intangible Assets, Gross | 277 | 277 |
Finite-Lived Intangible Assets, Accumulated Amortization | 29 | 11 |
Finite-Lived Intangible Assets, Net | $ 248 | $ 266 |
Note 5 - Selected Consolidat_10
Note 5 - Selected Consolidated Balance Sheet Information - Goodwill (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Goodwill balance | $ 6,992 | $ 6,992 |
Direct Selling Segment [Member] | ||
Goodwill balance | 3,678 | 3,678 |
Commercial Coffee Segment [Member] | ||
Goodwill balance | 3,314 | 3,314 |
Commercial Hemp Segment [Member] | ||
Goodwill balance | $ 6,992 | $ 6,992 |
Note 6 - Notes Payable and Ot_2
Note 6 - Notes Payable and Other Debt (Details Textual) | 1 Months Ended | 3 Months Ended | ||||||||||||
Mar. 31, 2020 USD ($) $ / shares shares | Dec. 31, 2019 USD ($) shares | Apr. 30, 2021 shares | Feb. 28, 2021 USD ($) $ / shares shares | Mar. 31, 2020 USD ($) $ / shares shares | Mar. 31, 2019 USD ($) $ / shares shares | Feb. 28, 2019 USD ($) a | Mar. 31, 2007 USD ($) | Mar. 31, 2020 USD ($) $ / shares shares | Mar. 31, 2019 USD ($) $ / shares shares | Jun. 17, 2022 USD ($) | Jan. 31, 2022 USD ($) | Dec. 31, 2018 USD ($) $ / shares shares | Jul. 31, 2018 USD ($) | |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 6,488,182 | 6,238,182 | 6,488,182 | 6,488,182 | ||||||||||
Payments to Acquire Productive Assets, Total | $ 1,108,000 | $ 3,973,000 | ||||||||||||
Line of Credit [Member] | Crestmark Bank [Member] | ||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 6.75% | 7.25% | 6.75% | 6.75% | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,250,000 | $ 6,250,000 | $ 6,250,000 | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche One, Percentage of Value of Eligible Accounts | 85% | 85% | 85% | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Maximum Account Standard Amount | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Percentage of Eligible Inventory | 50% | 50% | 50% | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Percentage of 85% of Eligible Accounts Calculated | 50% | 50% | 50% | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Three, Maxiumum Standard Amount Allowed | $ 250,000 | $ 250,000 | $ 250,000 | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Three, Percentage of Specific Inventory Identified | 75% | 75% | 75% | |||||||||||
Debt Instrument, Floor Rate | 6.75% | |||||||||||||
Debt Instrument, Minimum Loan Balance Required Without Other Fees Occured | $ 2,000,000 | $ 2,000,000 | $ 2,000,000 | |||||||||||
Long-Term Line of Credit, Total | 2,025,000 | $ 2,011,000 | 2,025,000 | 2,025,000 | ||||||||||
M2C Purchase Agreement [Member] | ||||||||||||||
Long-Term Debt, Total | $ 1,016,000 | 1,027,000 | $ 1,016,000 | $ 1,016,000 | ||||||||||
Asset Acquisition, Consideration Transferred, Total | $ 4,500,000 | |||||||||||||
Payments to Acquire Productive Assets, Total | $ 500,000 | |||||||||||||
Asset Acquisition, Number of Installments for Cash Payment | 3 | |||||||||||||
Asset Acquisition, Monthly Payment, Percentage of Sales Related to Acquired Assets | 10% | |||||||||||||
Minimum [Member] | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 2 | $ 2 | $ 2 | |||||||||||
Maximum [Member] | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 10 | $ 10 | $ 10 | |||||||||||
Land in Groveland, Florida [Member] | ||||||||||||||
Area of Land (Acre) | a | 45 | |||||||||||||
Asset Held-for-use, Purchase Price | $ 750,000 | |||||||||||||
Payments to Acquire Land Held-for-use | 300,000 | |||||||||||||
Prime Rate [Member] | Line of Credit [Member] | Crestmark Bank [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||||||||||||
Forecast [Member] | Line of Credit [Member] | Crestmark Bank [Member] | ||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,000,000 | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche One, Percentage of Value of Eligible Accounts | 85% | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Maximum Account Standard Amount | $ 1,000,000 | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Percentage of Eligible Inventory | 50% | |||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Percentage of 85% of Eligible Accounts Calculated | 50% | |||||||||||||
Long-Term Line of Credit, Total | $ 1,718,000 | |||||||||||||
Shares in Connection With Promissory Notes 2019 [Member] | ||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 40,000 | |||||||||||||
Shares in Connection With Promissory Notes 2019 [Member] | Forecast [Member] | ||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 400,000 | |||||||||||||
Stock in Connection With Mangless Note [Member] | ||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 50,000 | |||||||||||||
Stock in Connection With Mangless Note [Member] | Forecast [Member] | ||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | shares | 1,000,000 | |||||||||||||
Warrant With Credit Notes One [Member] | ||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 4 years | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 250,000 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6.82 | |||||||||||||
Warrants With Credit Notes Two [Member] | ||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 4 years | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 250,000 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 7.82 | |||||||||||||
Credit Notes Warrants With Advisory Agreement [Member] | ||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 4 years | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 50,000 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6.33 | |||||||||||||
Warrants in Connection With Promissory Notes 2019 [Member] | ||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | 5 years | ||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 40,000 | 40,000 | ||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6 | $ 6 | ||||||||||||
Warrants in Connection With Promissory Notes 2019 [Member] | Forecast [Member] | ||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 2 years | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares | 150,000 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1 | |||||||||||||
Credit Note [Member] | ||||||||||||||
Debt Instrument, Fee Amount, Percent | 3% | |||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 1,469,000 | |||||||||||||
Debt Issuance Costs, Net, Total | 175,000 | |||||||||||||
Amortization of Debt Discount (Premium) | $ 209,000 | |||||||||||||
Amortization of Debt Issuance Costs | 154,000 | |||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net, Total | $ 706,000 | 915,000 | $ 706,000 | 706,000 | ||||||||||
Credit Note [Member] | CLR [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 5,000,000 | |||||||||||||
Long-Term Debt, Gross | $ 5,000,000 | 5,000,000 | $ 5,000,000 | $ 5,000,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | |||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 10% | 10% | 10% | |||||||||||
Promissory Notes 2019 [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 2,000,000 | $ 2,000,000 | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | 8% | ||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 139,000 | $ 139,000 | ||||||||||||
Debt Issuance Costs, Net, Total | 212,000 | $ 212,000 | ||||||||||||
Amortization of Debt Discount (Premium) | 43,000 | |||||||||||||
Amortization of Debt Issuance Costs | $ 5,000 | |||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net, Total | $ 185,000 | 228,000 | $ 185,000 | $ 185,000 | ||||||||||
Debt Instrument, Term (Year) | 2 years | |||||||||||||
Long-Term Debt, Total | 2,000,000 | 2,000,000 | 2,000,000 | 2,000,000 | ||||||||||
Promissory Notes 2019 [Member] | Forecast [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 2,000,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 16% | |||||||||||||
Mangless Note [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 18% | 18% | 18% | |||||||||||
Debt Issuance Costs, Net, Total | $ 65,000 | $ 65,000 | $ 65,000 | |||||||||||
Amortization of Debt Discount (Premium) | 2,000 | |||||||||||||
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net, Total | 63,000 | 63,000 | $ 63,000 | |||||||||||
Boswell Mortgage Note 2400 [Member] | ||||||||||||||
Debt Instrument, Term (Year) | 25 years | |||||||||||||
Long-Term Debt, Total | $ 3,122,000 | $ 3,143,000 | 3,122,000 | $ 3,122,000 | ||||||||||
Debt Instrument, Interest Rate During Period | 7.25% | 7.50% | ||||||||||||
Boswell Mortgage Note 2400 [Member] | Prime Rate [Member] | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.50% | |||||||||||||
Khrysos Mortgage Notes for Properties in Clemont, Florida [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 350,000 | $ 350,000 | $ 350,000 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | 8% | 8% | |||||||||||
Khrysos Mortgage Notes for Properties in Mascotte, Florida [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 177,000 | $ 177,000 | $ 177,000 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 7% | 7% | 7% | |||||||||||
Long-Term Debt, Total | $ 521,000 | $ 528,000 | $ 521,000 | $ 521,000 | ||||||||||
Mortgage With Land Acquisition in Groveland, Florida [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 450,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6% | |||||||||||||
Long-Term Debt, Total | 437,000 | 440,000 | 437,000 | 437,000 | ||||||||||
Lending Agreement Loans [Member] | ||||||||||||||
Debt Instrument, Face Amount | $ 1,907,000 | |||||||||||||
Lending Agreement Loans [Member] | Minimum [Member] | ||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 15% | |||||||||||||
Lending Agreement Loans [Member] | Maximum [Member] | ||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 20% | |||||||||||||
Other Notes Related to Loans for Commercial Vans [Member] | ||||||||||||||
Long-Term Debt, Total | $ 66,000 | $ 71,000 | $ 66,000 | $ 66,000 |
Note 7 - Convertible Notes Pa_3
Note 7 - Convertible Notes Payable (Details Textual) - USD ($) | 3 Months Ended | |||||||
Mar. 31, 2020 | Mar. 31, 2019 | Sep. 30, 2014 | Mar. 31, 2021 | Feb. 28, 2021 | Dec. 31, 2019 | Sep. 30, 2019 | Jul. 31, 2019 | |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 6,488,182 | 6,238,182 | ||||||
Asset Not Pledged as Collateral [Member] | Chief Executive Officer [Member] | ||||||||
Common Stock Shares Owned (in shares) | 1,500,000 | |||||||
Warrants With 2014 Private Placement [Member] | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 929,346 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 4.60 | |||||||
PIPE Notes 2019 Converted into Common Stock [Member] | ||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 10 | |||||||
PIPE 2014 Debt Converted into Common Stock [Member] | ||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 7 | |||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 678,568 | |||||||
The 2019 Private Placement Debt Offering [Member] | ||||||||
Number of Shares Received for Every $100,000 Invested (in shares) | 2,000 | |||||||
The 2019 Private Placement Debt Offering [Member] | ||||||||
Debt Instrument, Face Amount | $ 10,000,000 | |||||||
Debt Instrument, Unamortized Discount, Total | 451,000 | |||||||
Subscription Agreement [Member] | ||||||||
Debt Instrument, Face Amount | $ 3,090,000 | |||||||
PIPE Notes 2019 [Member] | ||||||||
Debt Instrument, Face Amount | $ 3,090,000 | $ 3,090,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 6% | 6% | 6% | |||||
Debt Instrument, Unamortized Discount, Total | $ 331,000 | $ 415,000 | $ 671,000 | |||||
Amortization of Debt Discount (Premium) | 84,000 | |||||||
PIPE Notes 2019 [Member] | Forecast [Member] | ||||||||
Debt Instrument, Face Amount | $ 1,440,000 | $ 1,000,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 12% | 16% | ||||||
PIPE Notes 2019 Amendment [Member] | Forecast [Member] | ||||||||
Debt Instrument, Face Amount | $ 2,440,000 | |||||||
PIPE Notes 2014 [Member] | ||||||||
Debt Instrument, Face Amount | $ 25,000 | $ 4,750,000 | $ 25,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | 8% | 8% | 8% | ||||
Debt Instrument, Unamortized Discount, Total | $ 0 | $ 0 | ||||||
Amortization of Debt Discount (Premium) | $ 31,000 | |||||||
Proceeds from Issuance of Long-Term Debt, Total | $ 4,750,000 | |||||||
Debt Instrument, Term (Year) | 5 years | |||||||
Long-Term Debt, Total | $ 25,000 | $ 25,000 | $ 25,000 | |||||
Debt Instrument, Debt Discount Related to Beneficial Conversion Feature | $ 4,750,000 | |||||||
Debt Instrument, Debt Discount Related to Debt Exchange | 679,000 | |||||||
Payment of Financing and Stock Issuance Costs, Total | 490,000 | |||||||
Debt Issuance Costs Related to Debt Exchange | $ 63,000 | |||||||
Amortization of Debt Issuance Costs | $ 3,000 |
Note 7 - Convertible Notes Pa_4
Note 7 - Convertible Notes Payable - Convertible Notes Payable (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Jul. 31, 2019 | Sep. 30, 2014 |
Carrying value Notes | $ 2,784,000 | $ 2,700,000 | ||
PIPE Notes 2019 [Member] | ||||
Convertible Notes, principal | 3,090,000 | 3,090,000 | ||
Debt discounts | (331,000) | (415,000) | $ (671,000) | |
Carrying value Notes | 2,759,000 | 2,675,000 | ||
PIPE Notes 2014 [Member] | ||||
Convertible Notes, principal | 25,000 | 25,000 | $ 4,750,000 | |
Debt discounts | 0 | 0 | ||
Carrying value Notes | $ 25,000 | $ 25,000 |
Note 7 - Convertible Notes Pa_5
Note 7 - Convertible Notes Payable - Convertible Notes Payable (Details) (Parentheticals) | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jul. 31, 2019 | Sep. 30, 2014 |
PIPE Notes 2019 [Member] | |||||
Debt Instrument, Interest Rate | 6% | 6% | 6% | ||
PIPE Notes 2014 [Member] | |||||
Debt Instrument, Interest Rate | 8% | 8% | 8% | 8% |
Note 8 - Derivative Liability_2
Note 8 - Derivative Liability (Details Textual) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Derivative Liability, Total | $ 8,194,000 | $ 10,153,000 | |
Warrants [Member] | |||
Derivative Liability, Total | 53,000 | $ 1,542,000 | |
Derivative, Loss on Derivative | $ 1,489,000 | $ 1,486,000 |
Note 8 - Derivative Liability -
Note 8 - Derivative Liability - Estimated Fair Value Assumption of Warrant Derivative (Details) - Warrants [Member] | Mar. 31, 2020 | Dec. 31, 2019 |
Measurement Input, Price Volatility [Member] | ||
Derivative Liability, Measurement Input | 0.967 | 0.6410 |
Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member] | ||
Derivative Liability, Measurement Input | 0.12 | 1.59 |
Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member] | ||
Derivative Liability, Measurement Input | 0.0016 | 0.0160 |
Measurement Input, Expected Dividend Rate [Member] | ||
Derivative Liability, Measurement Input | 0 | 0 |
Measurement Input, Expected Term [Member] | ||
Derivative Liability, Measurement Input | 1 | |
Measurement Input, Expected Term [Member] | Minimum [Member] | ||
Derivative Liability, Measurement Input | 0.3 | 0.6 |
Measurement Input, Expected Term [Member] | Maximum [Member] | ||
Derivative Liability, Measurement Input | 0.7 |
Note 9 - Fair Value of Financ_3
Note 9 - Fair Value of Financial Instruments (Details Textual) | Mar. 31, 2020 | Dec. 31, 2019 |
Measurement Input, Discount Rate [Member] | ||
Business Combination, Contingent Consideration, Liability, Measurement Input | 18.50 | 18.42 |
Note 9 - Fair Value of Financ_4
Note 9 - Fair Value of Financial Instruments - Fair Value Measurement (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Contingent acquisition debt, current portion | $ 1,382,000 | $ 1,263,000 |
Contingent acquisition debt, net of current portion | 6,759,000 | 7,348,000 |
Total derivative liabilities | 8,194,000 | 10,153,000 |
Warrants [Member] | ||
Total derivative liabilities | 53,000 | 1,542,000 |
Fair Value, Inputs, Level 1 [Member] | ||
Contingent acquisition debt, current portion | 0 | 0 |
Contingent acquisition debt, net of current portion | 0 | 0 |
Total derivative liabilities | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Warrants [Member] | ||
Total derivative liabilities | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Contingent acquisition debt, current portion | 0 | 0 |
Contingent acquisition debt, net of current portion | 0 | 0 |
Total derivative liabilities | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Warrants [Member] | ||
Total derivative liabilities | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Contingent acquisition debt, current portion | 1,382,000 | 1,263,000 |
Contingent acquisition debt, net of current portion | 6,759,000 | 7,348,000 |
Total derivative liabilities | 8,194,000 | 10,153,000 |
Fair Value, Inputs, Level 3 [Member] | Warrants [Member] | ||
Total derivative liabilities | $ 53,000 | $ 1,542,000 |
Note 9 - Fair Value of Financ_5
Note 9 - Fair Value of Financial Instruments - Derivative Liabilities (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Balance at December 31, 2019 | $ 10,153,000 | |
Adjustments to estimated fair value | 0 | $ (1,409,000) |
Balance at March 31, 2020 (unaudited) | 8,194,000 | |
Warrants [Member] | ||
Balance at December 31, 2019 | 1,542,000 | |
Balance at March 31, 2020 (unaudited) | 53,000 | |
Fair Value, Inputs, Level 3 [Member] | ||
Balance at December 31, 2019 | 10,153,000 | |
Balance at March 31, 2020 (unaudited) | 8,194,000 | |
Fair Value, Inputs, Level 3 [Member] | Warrants [Member] | ||
Balance at December 31, 2019 | 1,542,000 | |
Adjustments to estimated fair value | (1,489,000) | |
Balance at March 31, 2020 (unaudited) | $ 53,000 |
Note 9 - Fair Value of Financ_6
Note 9 - Fair Value of Financial Instruments - Contingent Liabilities Measured at Fair Value (Details) - Fair Value, Inputs, Level 3 [Member] - Contingent Liabilities [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2020 USD ($) | |
Balance at December 31, 2019 | $ 8,611 |
Liabilities settled | (109) |
Adjustments to liabilities included in net loss | (361) |
Balance at March 31, 2020 (unaudited) | $ 8,141 |
Note 10 - Stockholders' Equit_2
Note 10 - Stockholders' Equity (Details Textual) | 1 Months Ended | 2 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 7 Months Ended | 9 Months Ended | 12 Months Ended | 13 Months Ended | ||||||||||||||||||||||
Apr. 30, 2021 shares | Feb. 28, 2021 USD ($) $ / shares shares | Mar. 31, 2020 USD ($) $ / shares shares | Jan. 31, 2020 USD ($) $ / shares shares | Aug. 31, 2019 USD ($) $ / shares shares | Jun. 30, 2019 USD ($) $ / shares shares | Apr. 30, 2019 USD ($) shares | Mar. 31, 2019 USD ($) $ / shares shares | Feb. 28, 2019 USD ($) $ / shares shares | Jan. 31, 2019 USD ($) $ / shares shares | Oct. 31, 2018 USD ($) $ / shares shares | Jul. 31, 2018 USD ($) shares | Apr. 30, 2018 USD ($) shares | Mar. 31, 2018 USD ($) $ / shares shares | Aug. 31, 2017 $ / shares shares | Mar. 31, 2021 USD ($) shares | Mar. 31, 2020 USD ($) $ / shares shares | Mar. 31, 2019 USD ($) $ / shares shares | Oct. 31, 2018 USD ($) $ / shares shares | Dec. 31, 2019 USD ($) $ / shares shares | Jun. 15, 2022 USD ($) $ / shares | Jul. 31, 2019 USD ($) shares | Mar. 31, 2020 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) $ / shares | Dec. 31, 2021 USD ($) $ / shares | Dec. 31, 2019 USD ($) $ / shares shares | Dec. 31, 2018 $ / shares shares | Mar. 31, 2020 USD ($) $ / shares shares | Jan. 31, 2021 | Jan. 01, 2019 USD ($) $ / shares | May 31, 2018 USD ($) | |
Common Stock, Shares Authorized (in shares) | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | |||||||||||||||||||||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||||||||
Sale of Stock, Maximum Sale Amount Allowed | $ | $ 75,000,000 | ||||||||||||||||||||||||||||||
Sale of Stock, Minimum Market Value of Voting Securities Held by Non-affiliates | $ | $ 75,000,000 | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ | $ 233,000 | $ 0 | |||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 30,712,432 | 30,712,432 | 30,274,601 | 30,712,432 | 30,274,601 | 30,712,432 | |||||||||||||||||||||||||
Number of Vote Each Shareholder Owns | 1 | 1 | 1 | 1 | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 6,488,182 | 6,488,182 | 6,238,182 | 6,488,182 | 6,238,182 | 6,488,182 | |||||||||||||||||||||||||
Payments of Commissions | $ | $ 0 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 6,488,182 | 6,488,182 | 6,238,182 | 6,488,182 | 6,238,182 | 6,488,182 | |||||||||||||||||||||||||
Dividends Payable | $ | $ 120,000 | $ 14,000 | $ 120,000 | 14,000 | $ 120,000 | $ 120,000 | |||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 250,000 | ||||||||||||||||||||||||||||||
Payments of Dividends, Total | $ | $ 388,000 | 11,000 | |||||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ | $ 417,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercisable, Outstanding (in shares) | 6,314,743 | 6,314,743 | 6,314,743 | 6,314,743 | |||||||||||||||||||||||||||
Class of Warrant or Right, Weighted Average Remaining Contractual Term (Year) | 1 year 7 months 6 days | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding, Intrinsic Value | $ | $ 0 | $ 0 | $ 95,000 | $ 0 | $ 95,000 | $ 0 | |||||||||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 4.26 | ||||||||||||||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 0 | ||||||||||||||||||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ | 1,109,000 | $ 1,109,000 | 1,109,000 | 1,109,000 | |||||||||||||||||||||||||||
Share Price (in dollars per share) | $ / shares | $ 4.55 | $ 4.53 | $ 5.72 | ||||||||||||||||||||||||||||
Share-Based Payment Arrangement, Option [Member] | |||||||||||||||||||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 7 months 6 days | ||||||||||||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | Consultants [Member] | |||||||||||||||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted (in shares) | 50,000 | ||||||||||||||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year) | 3 years | ||||||||||||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | Employee and Consultant [Member] | |||||||||||||||||||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 3 years 4 months 24 days | ||||||||||||||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Granted (in shares) | 500,000 | ||||||||||||||||||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount | $ | 1,230,000 | $ 1,230,000 | 1,230,000 | 1,230,000 | |||||||||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | Employee and Consultant [Member] | Share-Based Payment Arrangement, Tranche One [Member] | |||||||||||||||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 10% | ||||||||||||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | Employee and Consultant [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | |||||||||||||||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 15% | ||||||||||||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | Employee and Consultant [Member] | Share-Based Payment Arrangement, Tranche Three [Member] | |||||||||||||||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 50% | ||||||||||||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | Employee and Consultant [Member] | Share-Based Payment Arrangement, Tranche Four [Member] | |||||||||||||||||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Rights, Percentage | 25% | ||||||||||||||||||||||||||||||
Mr. Daniel Mangless [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | |||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 50,000 | 250,000 | 250,000 | ||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 5.50 | $ 7 | |||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 250,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 7 | ||||||||||||||||||||||||||||||
Proceeds from Issuance or Sale of Equity, Total | $ | $ 1,375,000 | $ 1,750,000 | |||||||||||||||||||||||||||||
Ivan Gandrud Chevrolet, Inc [Member] | Mr. Daniel Mangless [Member] | |||||||||||||||||||||||||||||||
Ownership Percentage | 100% | 100% | 100% | 100% | |||||||||||||||||||||||||||
Capital Market Solutions, LLC [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 4 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 925,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 75,000 | 100,000 | 100,000 | ||||||||||||||||||||||||||||
Base Fee | $ | $ 525,000 | $ 300,000 | $ 50,000 | ||||||||||||||||||||||||||||
Payment of Base Fee for Services | $ | 50,000 | $ 125,000 | |||||||||||||||||||||||||||||
Base Fee, Monthly Payment | $ | $ 25,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ | $ 417,000 | 1,226,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Vesting Rights, Percentage | 25% | 50% | |||||||||||||||||||||||||||||
Amortization of Stock Issuance Costs | $ | 129,000 | ||||||||||||||||||||||||||||||
Amortization of Equity Issuance Expense Related to Vested Warrants | $ | 92,000 | 1,656,000 | |||||||||||||||||||||||||||||
Corinthian Partners, LLC [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 600 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ | $ 3,000 | ||||||||||||||||||||||||||||||
Stock Issued, Percentage of Shares Issued in Total | 10% | ||||||||||||||||||||||||||||||
Greentree Financial Group, Inc [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 75,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ | $ 311,000 | ||||||||||||||||||||||||||||||
Amortization of Stock Issuance Costs | $ | $ 44,000 | ||||||||||||||||||||||||||||||
I-Bankers [member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 100,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ | $ 571,000 | ||||||||||||||||||||||||||||||
Amortization of Stock Issuance Costs | $ | $ 143,000 | ||||||||||||||||||||||||||||||
Ignition [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | 3 years | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 100,000 | 100,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 10 | $ 10 | |||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 414,000 | $ 414,000 | |||||||||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ | $ 384,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 55,000 | 50,000 | |||||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ | $ 208,000 | ||||||||||||||||||||||||||||||
Amortization of Stock Issuance Costs | $ | $ 30,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Equity Transactions (in shares) | 5,000 | ||||||||||||||||||||||||||||||
Ivan Gandrud Chevrolet, Inc [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | 5 years | 5 years | 5 years | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 250,000 | 250,000 | 250,000 | 250,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 4.75 | $ 4.75 | $ 4.75 | $ 4.75 | |||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 167,000 | $ 167,000 | $ 167,000 | $ 167,000 | |||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 125,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ | $ 158,000 | ||||||||||||||||||||||||||||||
Amortization of Stock Issuance Costs | $ | $ 325,000 | ||||||||||||||||||||||||||||||
Benchmark Company [member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 20,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ | $ 91,000 | ||||||||||||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 2 | $ 2 | $ 2 | $ 2 | |||||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 10 | $ 10 | $ 10 | $ 10 | |||||||||||||||||||||||||||
Conversion of Series B Preferred Stock into Common Stock [Member] | |||||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted (in shares) | 129,332 | 105 | |||||||||||||||||||||||||||||
Conversion of Stock, Shares Issued (in shares) | 258,664 | 210 | |||||||||||||||||||||||||||||
Conversion of 2014 Convertible Note into Common Stock [Member] | |||||||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ | $ 4,000,000 | ||||||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 747,664 | ||||||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 5.35 | $ 5.35 | |||||||||||||||||||||||||||||
Warrants in Connection With Securities Purchase Agreement [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 250,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 7 | ||||||||||||||||||||||||||||||
Purchase Agreements Warrants for Consulting Fees [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 100,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 10 | ||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 324,000 | ||||||||||||||||||||||||||||||
Warrants in Connection With Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | 5 years | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 40,000 | 40,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6 | $ 6 | |||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 138,000 | $ 138,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights for Each $1,000,000 Invested (in shares) | 20,000 | 20,000 | |||||||||||||||||||||||||||||
Warrants in Connection With 2018 Private Placement [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | 3 years | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 448,420 | 630,526 | 448,420 | 630,526 | 448,420 | 448,420 | 448,420 | 448,420 | |||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 4.75 | $ 4.75 | |||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 1,689,000 | $ 1,689,000 | |||||||||||||||||||||||||||||
Warrants in Connection With 2018 Private Placement [Member] | Reclassified From Derivative Liability to Equity [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 1,494,000 | ||||||||||||||||||||||||||||||
Warrants With 2014 Convertible Note [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 4 years | 4 years | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 631,579 | 631,579 | 631,579 | 631,579 | 631,579 | 631,579 | 631,579 | 631,579 | |||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 4.75 | $ 4.75 | |||||||||||||||||||||||||||||
Warrants to Debt Exchange Dealer One [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 4 years | 4 years | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 80,000 | 80,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 5.35 | $ 5.35 | |||||||||||||||||||||||||||||
Warrants to Debt Exchange Dealer Two [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 4 years | 4 years | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 70,000 | 70,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 4.75 | $ 4.75 | |||||||||||||||||||||||||||||
Warrants to Debt Exchange Dealer [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 150,000 | 150,000 | 150,000 | 150,000 | 150,000 | 150,000 | |||||||||||||||||||||||||
Warrants With Series B Offering [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 75,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 6,098 | 6,098 | 6,098 | 6,098 | 6,098 | 6,098 | |||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 38,117 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercisable, Exercise Price (in dollars per share) | $ / shares | $ 5.70 | ||||||||||||||||||||||||||||||
Warrants With Series C Offering [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Warrants Exercised (in shares) | 99,143 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 116,867 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercisable, Exercise Price (in dollars per share) | $ / shares | $ 4.75 | ||||||||||||||||||||||||||||||
Forecast [Member] | Mr. Daniel Mangless [Member] | |||||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 176,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,000,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Capital Market Solutions, LLC [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Vesting Rights, Percentage | 25% | ||||||||||||||||||||||||||||||
Forecast [Member] | Warrants in Connection With Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 2 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 150,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1 | ||||||||||||||||||||||||||||||
March 2020 Private Placement Debt Offering [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 250,000 | ||||||||||||||||||||||||||||||
Shares Received Per Standard Amounts Invested (in shares) | 50,000 | 50,000 | 50,000 | 50,000 | |||||||||||||||||||||||||||
Senior Secured Promissory Note With Securities Purchase Agreement [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 50,000 | ||||||||||||||||||||||||||||||
Senior Secured Promissory Note With Securities Purchase Agreement [Member] | Forecast [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,000,000 | ||||||||||||||||||||||||||||||
Securities Purchase Agreement With Daniel Mangless [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 250,000 | 250,000 | |||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 5.50 | $ 7 | |||||||||||||||||||||||||||||
Stock Issuance Fees | $ | $ 0 | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 1,375,000 | ||||||||||||||||||||||||||||||
Proceeds from Issuance or Sale of Equity, Total | $ | $ 1,750,000 | ||||||||||||||||||||||||||||||
Purchase Agreement Shares Issued for Consulting Fees [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 5,000 | ||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 7 | ||||||||||||||||||||||||||||||
Shares in Connection With Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 40,000 | ||||||||||||||||||||||||||||||
Number of Stocks Issued for Each $1,000,000 Invested (in shares) | 20,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ | $ 212,000 | ||||||||||||||||||||||||||||||
Shares in Connection With Promissory Notes 2019 [Member] | Forecast [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 400,000 | ||||||||||||||||||||||||||||||
The 2019 Private Placement Debt Offering [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 61,800 | ||||||||||||||||||||||||||||||
Number of Shares Received for Every $100,000 Invested (in shares) | 2,000 | ||||||||||||||||||||||||||||||
Stock Issued to Placement Agent [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 15,450 | ||||||||||||||||||||||||||||||
Stock Issued to Placement Agent [Member] | Forecast [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 366,000 | ||||||||||||||||||||||||||||||
At-the-market Equity Offering Program [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 17,524 | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 102,000 | ||||||||||||||||||||||||||||||
Maximum Shares Allowed to Sell Through Sales Agent (in shares) | 60,000,000 | ||||||||||||||||||||||||||||||
Commissions, Percent of Gross Sales Proceeds | 3% | ||||||||||||||||||||||||||||||
Private Placement 2018 [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 630,526 | ||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 4.75 | $ 4.75 | |||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Warrants Exercised (in shares) | 182,106 | ||||||||||||||||||||||||||||||
Stock Issued for Advisory Fees [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 150,000 | ||||||||||||||||||||||||||||||
Stock Issued to Debt Exchange Dealer [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 30,000 | ||||||||||||||||||||||||||||||
March 2020 Private Placement Debt Offering [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ | $ 5,000,000 | $ 5,000,000 | $ 5,000,000 | $ 5,000,000 | |||||||||||||||||||||||||||
Senior Secured Promissory Note With Securities Purchase Agreement [Member] | |||||||||||||||||||||||||||||||
Proceeds from Issuance of Long-Term Debt, Total | $ | $ 1,000,000 | ||||||||||||||||||||||||||||||
Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ | 2,000,000 | $ 2,000,000 | |||||||||||||||||||||||||||||
Proceeds from Issuance of Long-Term Debt, Total | $ | 2,000,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ | $ 139,000 | 139,000 | |||||||||||||||||||||||||||||
Promissory Notes 2019 [Member] | Forecast [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ | $ 2,000,000 | ||||||||||||||||||||||||||||||
The 2019 Private Placement Debt Offering [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ | $ 10,000,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ | $ 451,000 | ||||||||||||||||||||||||||||||
PIPE Notes 2019 Amendment [Member] | Forecast [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ | $ 2,440,000 | ||||||||||||||||||||||||||||||
Series A Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 161,135 | 161,135 | 161,135 | 161,135 | |||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 8% | 8% | |||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 161,135 | 161,135 | 161,135 | 161,135 | 161,135 | 161,135 | |||||||||||||||||||||||||
Dividends Payable | $ | $ 153,000 | $ 153,000 | $ 150,000 | $ 153,000 | $ 150,000 | $ 153,000 | |||||||||||||||||||||||||
Preferred Stock, Convertible, Conversion Ratio | 0.1 | 0.1 | 0.1 | 0.1 | |||||||||||||||||||||||||||
Series B Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 1,052,631 | 1,052,631 | 1,052,631 | 1,052,631 | |||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 5% | 5% | |||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 381,173 | ||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 9.50 | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 0 | 0 | 129,332 | 0 | 129,332 | 0 | |||||||||||||||||||||||||
Dividends Payable | $ | $ 15,000 | $ 15,000 | |||||||||||||||||||||||||||||
Preferred Stock, Convertible, Conversion Ratio | 2 | 2 | 2 | 2 | 2 | ||||||||||||||||||||||||||
Preferred Stock, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 4.75 | ||||||||||||||||||||||||||||||
Payments of Dividends, Total | $ | $ 32,000 | $ 11,000 | |||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 700,000 | 700,000 | 700,000 | 700,000 | |||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 0 | 0 | |||||||||||||||||||||||||||||
Series D Cumulative Redeemable Perpetual Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 650,000 | 650,000 | 650,000 | 650,000 | |||||||||||||||||||||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 9.75% | 9.75% | 9.75% | ||||||||||||||||||||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ | $ 12,269,000 | $ 12,371,000 | |||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 578,898 | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 590,273 | 590,273 | 578,898 | 590,273 | 578,898 | 590,273 | |||||||||||||||||||||||||
Dividends Payable | $ | $ 120,000 | $ 120,000 | $ 118,000 | $ 120,000 | $ 118,000 | $ 120,000 | |||||||||||||||||||||||||
Payments of Dividends, Total | $ | $ 358,000 | ||||||||||||||||||||||||||||||
Preferred Stock, Additional Shares Available for Issuance (in shares) | 59,727 | 59,727 | 59,727 | 59,727 | |||||||||||||||||||||||||||
Preferred Stock, Dividends Per Share, Declared (in dollars per share) | $ / shares | $ 2.4375 | ||||||||||||||||||||||||||||||
Preferred Stock, Monthly Dividends Per Share, Declared (in dollars per share) | $ / shares | 0.203125 | ||||||||||||||||||||||||||||||
Preferred Stock, Liquidation Preference Per Share (in dollars per share) | $ / shares | $ 25 | 25 | $ 25 | $ 25 | |||||||||||||||||||||||||||
Preferred Stock, Redemption Price Per Share (in dollars per share) | $ / shares | $ 25 | $ 25 | $ 25 | $ 25 | |||||||||||||||||||||||||||
Series D Cumulative Redeemable Perpetual Preferred Stock [Member] | Weighted Average [Member] | |||||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 24.05 | $ 24.05 | |||||||||||||||||||||||||||||
Series D Cumulative Redeemable Perpetual Preferred Stock [Member] | Forecast [Member] | |||||||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 9.75% | 9.75% | |||||||||||||||||||||||||||||
Payments of Dividends, Total | $ | $ 719,000 | $ 1,078,000 | $ 1,440,000 | ||||||||||||||||||||||||||||
Preferred Stock, Dividends Per Share, Declared (in dollars per share) | $ / shares | $ 0.203125 | $ 0.203125 | $ 0.203125 | ||||||||||||||||||||||||||||
Series D Cumulative Redeemable Perpetual Preferred Stock [Member] | Over-Allotment Option [Member] | |||||||||||||||||||||||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ | $ 259,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 11,375 | 43,500 | |||||||||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ / shares | $ 22.75 | ||||||||||||||||||||||||||||||
Number of Overallotment Shares Avaiable for Purchase (in shares) | 36,809 | 36,809 |
Note 10 - Stockholders' Equit_3
Note 10 - Stockholders' Equity - Summary of Warrant Activity (Details) | 3 Months Ended |
Mar. 31, 2020 shares | |
Outstanding at December 31, 2019 (in shares) | 6,238,182 |
Class of Warrant or Right, Issued During Period (in shares) | 250,000 |
Outstanding at March 31, 2020 (unaudited) (in shares) | 6,488,182 |
Note 10 - Stockholders' Equit_4
Note 10 - Stockholders' Equity - Stock-based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Stock-based compensation | $ 260 | $ 11,344 |
Cost of Sales [Member] | ||
Stock-based compensation | 5 | 77 |
Selling and Marketing Expense [Member] | ||
Stock-based compensation | 31 | 497 |
General and Administrative Expense [Member] | ||
Stock-based compensation | $ 224 | $ 10,770 |
Note 10 - Stockholders' Equit_5
Note 10 - Stockholders' Equity - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Outstanding, shares (in shares) | 4,637,642 | |
Outstanding, weighted average exercise price (in dollars per share) | $ 5.63 | |
Outstanding, remaining contract life (Year) | 7 years 7 months 6 days | 7 years 9 months 18 days |
Outstanding, intrinsic value | $ 0 | $ 0 |
Granted, shares (in shares) | 0 | |
Granted, weighted average exercise price (in dollars per share) | $ 0 | |
Granted, intrinsic value (in dollars per share) | ||
Canceled / expired, shares (in shares) | (5,718) | |
Canceled / expired, weighted average exercise price (in dollars per share) | $ 4.32 | |
Canceled / expired, intrinsic value (in dollars per share) | ||
Exercised, shares (in shares) | 0 | |
Exercised, weighted average exercise price (in dollars per share) | $ 0 | |
Exercised, intrinsic value | $ 0 | |
Outstanding, shares (in shares) | 4,631,924 | 4,637,642 |
Outstanding, weighted average exercise price (in dollars per share) | $ 5.63 | $ 5.63 |
Exercisable, shares (in shares) | 4,188,717 | |
Exercisable, weighted average exercise price (in dollars per share) | $ 5.73 | |
Exercisable, remaining contract life (Year) | 7 years 7 months 6 days | |
Exercisable, intrinsic value | $ 0 |
Note 10 - Stockholders' Equit_6
Note 10 - Stockholders' Equity - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) [Member] | 3 Months Ended |
Mar. 31, 2020 shares | |
Balance at December 31, 2019 (in shares) | 451,944 |
Issued (in shares) | 0 |
Canceled (in shares) | (5,000) |
Vested (in shares) | (4,167) |
Balance at March 31, 2020 (unaudited) (in shares) | 442,777 |
Note 11 - Commitments and Con_2
Note 11 - Commitments and Contingencies (Details Textual) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 USD ($) $ / lb | Mar. 31, 2019 USD ($) | Dec. 31, 2019 USD ($) | |
Accounts Receivable, Credit Loss Expense (Reversal) | $ (30,000) | $ 0 | |
Purchase Obligation, Total | $ 8,957,000 | ||
Purchase Obligation, Average Monthly of Delay Allowed, Per Pound (in USD per Pound) | $ / lb | 0.01 | ||
H&H Export [Member] | |||
Accounts Receivable, after Allowance for Credit Loss, Total | $ 8,707,000 | $ 8,707,000 | |
Accounts Receivable, Credit Loss Expense (Reversal) | $ 7,871,000 | $ 7,871,000 | |
Supplier Concentration Risk [Member] | Segment Purchases Benchmark [Member] | Direct Selling Segment [Member] | |||
Number of Major Vendors | 2 | 2 | |
Supplier Concentration Risk [Member] | Segment Purchases Benchmark [Member] | Direct Selling Segment [Member] | Two Vendors [Member] | |||
Concentration Risk, Percentage | 41% | 44% | |
Supplier Concentration Risk [Member] | Segment Purchases Benchmark [Member] | Commercial Coffee Segment [Member] | |||
Number of Major Vendors | 2 | 1 | |
Supplier Concentration Risk [Member] | Segment Purchases Benchmark [Member] | Commercial Coffee Segment [Member] | Two Vendors [Member] | |||
Concentration Risk, Percentage | 49% | ||
Supplier Concentration Risk [Member] | Segment Purchases Benchmark [Member] | Commercial Coffee Segment [Member] | One Vendor [Member] | |||
Concentration Risk, Percentage | 71% | ||
Supplier Concentration Risk [Member] | Segment Purchases Benchmark [Member] | Commercial Hemp Segment [Member] | |||
Number of Major Vendors | 2 | 2 | |
Supplier Concentration Risk [Member] | Segment Purchases Benchmark [Member] | Commercial Hemp Segment [Member] | Two Vendors [Member] | |||
Concentration Risk, Percentage | 64% | 79% | |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Commercial Coffee Segment [Member] | |||
Number of Major Customers | 4 | 1 | |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Commercial Coffee Segment [Member] | Four Customers [Member] | |||
Concentration Risk, Percentage | 58% | ||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Commercial Coffee Segment [Member] | One Customer [Member] | |||
Concentration Risk, Percentage | 63% | ||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Commercial Hemp Segment [Member] | |||
Number of Major Customers | 2 | 2 | |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Commercial Hemp Segment [Member] | Two Customers [Member] | |||
Concentration Risk, Percentage | 41% | 65% |
Note 12 - Segment and Geograp_3
Note 12 - Segment and Geographical Information (Details Textual) | 3 Months Ended | ||
Mar. 31, 2020 USD ($) | Mar. 31, 2019 | Dec. 31, 2019 USD ($) | |
Number of Operating Segments | 3 | ||
Property, Plant and Equipment, Net, Total | $ 23,736,000 | $ 23,316,000 | |
Non-US [Member] | |||
Property, Plant and Equipment, Net, Total | $ 7,671,000 | $ 7,787,000 | |
Non-US [Member] | Geographic Concentration Risk [Member] | Revenue Benchmark [Member] | |||
Concentration Risk, Percentage | 17% | 13% |
Note 12 - Segment and Geograp_4
Note 12 - Segment and Geographical Information - Selected Financial Information by Segments (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Revenues | $ 35,531,000 | $ 41,192,000 | |
Gross profit | 19,787,000 | 26,849,000 | |
Operating loss | (6,677,000) | (11,941,000) | |
Net loss | (5,791,000) | (12,260,000) | |
Capital expenditures | 1,108,000 | 3,973,000 | |
Property, plant and equipment | 0 | 1,133,000 | |
Total assets | 87,336,000 | $ 89,691,000 | |
Direct Selling Segment [Member] | |||
Revenues | 31,156,000 | 33,420,000 | |
Gross profit | 20,675,000 | 22,755,000 | |
Operating loss | (2,642,000) | (12,309,000) | |
Net loss | (2,618,000) | (13,377,000) | |
Capital expenditures | 156,000 | 17,000 | |
Property, plant and equipment | 0 | 0 | |
Total assets | 40,584,000 | 43,221,000 | |
Commercial Coffee Segment [Member] | |||
Revenues | 4,059,000 | 7,705,000 | |
Gross profit | (564,000) | 4,067,000 | |
Operating loss | (1,771,000) | 884,000 | |
Net loss | (895,000) | 1,633,000 | |
Capital expenditures | 346,000 | 2,572,000 | |
Property, plant and equipment | 0 | 0 | |
Total assets | 34,927,000 | 34,348,000 | |
Commercial Hemp Segment [Member] | |||
Revenues | 316,000 | 67,000 | |
Gross profit | (324,000) | 27,000 | |
Operating loss | (2,264,000) | (516,000) | |
Net loss | (2,278,000) | (516,000) | |
Capital expenditures | 606,000 | 1,384,000 | |
Property, plant and equipment | 0 | $ 1,133,000 | |
Total assets | $ 11,825,000 | $ 12,122,000 |
Note 12 - Segment and Geograp_5
Note 12 - Segment and Geographical Information - Revenues Attributable to Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenue | $ 35,531 | $ 41,192 |
UNITED STATES | ||
Revenue | 29,599 | 35,782 |
Non-US [Member] | ||
Revenue | $ 5,932 | $ 5,410 |
Note 13 - Subsequent Events (De
Note 13 - Subsequent Events (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||||||||||||||
May 31, 2022 | Feb. 28, 2022 | Oct. 31, 2021 | Sep. 30, 2021 | Aug. 31, 2021 | Jun. 30, 2021 | May 31, 2021 | Apr. 30, 2021 | Mar. 31, 2021 | Feb. 28, 2021 | Aug. 31, 2020 | Jul. 31, 2020 | Apr. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Feb. 28, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Jul. 31, 2020 | Dec. 31, 2019 | Jun. 15, 2022 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 17, 2022 | Jan. 31, 2022 | May 31, 2020 | Jul. 31, 2019 | Jan. 31, 2019 | |
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 30,712,432 | 30,712,432 | 30,274,601 | 30,274,601 | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 6,488,182 | 6,488,182 | 6,238,182 | 6,238,182 | |||||||||||||||||||||||||||
Payments of Dividends, Total | $ 388,000 | $ 11,000 | |||||||||||||||||||||||||||||
Series D Cumulative Redeemable Perpetual Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 578,898 | ||||||||||||||||||||||||||||||
Preferred Stock, Dividends Per Share, Declared (in dollars per share) | $ 2.4375 | ||||||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 9.75% | 9.75% | 9.75% | ||||||||||||||||||||||||||||
Payments of Dividends, Total | $ 358,000 | ||||||||||||||||||||||||||||||
CLR [Member] | |||||||||||||||||||||||||||||||
Profit-sharing Split, Percent | 75% | ||||||||||||||||||||||||||||||
Minimum [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 2 | $ 2 | |||||||||||||||||||||||||||||
Maximum [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 10 | $ 10 | |||||||||||||||||||||||||||||
Warrants in Connection With Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | 5 years | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 40,000 | 40,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 6 | $ 6 | |||||||||||||||||||||||||||||
PIPE Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 3,090,000 | $ 3,090,000 | $ 3,090,000 | $ 3,090,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6% | 6% | 6% | 6% | 6% | ||||||||||||||||||||||||||
Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 2,000,000 | $ 2,000,000 | |||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | 8% | |||||||||||||||||||||||||||||
Subsequent Event [Member] | |||||||||||||||||||||||||||||||
Proceeds from Paycheck Protection Program Under CARES Act | $ 3,763,000 | ||||||||||||||||||||||||||||||
Shares in Connection With Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 40,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 212,000 | ||||||||||||||||||||||||||||||
Mr. Daniel Mangless [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 50,000 | 250,000 | 250,000 | ||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,000,000 | $ 1,000,000 | |||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 3 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 250,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 7 | ||||||||||||||||||||||||||||||
Forecast [Member] | |||||||||||||||||||||||||||||||
Extinguishment of Debt, Amount | $ 3,141,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Mortgage Relief Amount Qualified | $ 18,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Series D Cumulative Redeemable Perpetual Preferred Stock [Member] | |||||||||||||||||||||||||||||||
Preferred Stock, Dividends Per Share, Declared (in dollars per share) | $ 0.203125 | $ 0.203125 | $ 0.203125 | ||||||||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 9.75% | 9.75% | |||||||||||||||||||||||||||||
Payments of Dividends, Total | $ 719,000 | $ 1,078,000 | $ 1,440,000 | ||||||||||||||||||||||||||||
Forecast [Member] | Restricted Stock Units (RSUs) [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures, Total (in shares) | 54,000 | 39,750 | |||||||||||||||||||||||||||||
Share-Based Payment Arrangement, Shares Withheld for Tax Withholding Obligation (in shares) | 12,575 | 9,632 | |||||||||||||||||||||||||||||
Forecast [Member] | Groveland Property [Member] | |||||||||||||||||||||||||||||||
Proceeds from Sale of Productive Assets, Total | $ 800,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Mascotte Facility [Member] | |||||||||||||||||||||||||||||||
Proceeds from Sale of Productive Assets, Total | $ 975,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Clermont Property [Member] | |||||||||||||||||||||||||||||||
Proceeds from Sale of Productive Assets, Total | $ 375,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Warrants in Connection With Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 2 years | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 150,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1 | ||||||||||||||||||||||||||||||
Forecast [Member] | Warrants With Hemp Joint Venture Agreement [Member] | |||||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | 5 years | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 5,000,000 | 5,000,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.50 | $ 1.50 | |||||||||||||||||||||||||||||
Forecast [Member] | Mortgage Debt [Member] | |||||||||||||||||||||||||||||||
Repayments of Debt | $ 142,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | PIPE Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 1,440,000 | $ 1,000,000 | |||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12% | 16% | |||||||||||||||||||||||||||||
Forecast [Member] | Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 2,000,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 16% | ||||||||||||||||||||||||||||||
Forecast [Member] | Lending Agreement [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 2,000,000 | $ 1,965,000 | $ 2,075,000 | $ 2,075,000 | $ 240,000 | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 18.15% | 23.17% | 31% | ||||||||||||||||||||||||||||
Proceeds from Issuance of Debt | $ 1,595,000 | $ 465,000 | |||||||||||||||||||||||||||||
Forecast [Member] | Lending Agreement [Member] | Minimum [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 20% | 20% | |||||||||||||||||||||||||||||
Forecast [Member] | Lending Agreement [Member] | Maximum [Member] | |||||||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 25% | 25% | |||||||||||||||||||||||||||||
Forecast [Member] | Direct Selling Segment [Member] | |||||||||||||||||||||||||||||||
Proceeds from Paycheck Protection Program Under CARES Act | $ 2,508,000 | ||||||||||||||||||||||||||||||
Extinguishment of Debt, Amount | 2,508,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Commercial Coffee Segment [Member] | |||||||||||||||||||||||||||||||
Proceeds from Paycheck Protection Program Under CARES Act | $ 633,000 | $ 150,000 | 633,000 | ||||||||||||||||||||||||||||
Extinguishment of Debt, Amount | $ 633,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Commercial Hemp Segment [Member] | |||||||||||||||||||||||||||||||
Proceeds from Paycheck Protection Program Under CARES Act | 623,000 | ||||||||||||||||||||||||||||||
Extinguishment of Debt, Amount | 613,000 | ||||||||||||||||||||||||||||||
Debt Instrument, Debt, Unforgiven Amount | $ 10,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | CBD Oil Extraction Equipment With VFI [Member] | |||||||||||||||||||||||||||||||
Sale Leaseback Transaction, Net Book Value, Total | $ 2,006,000 | ||||||||||||||||||||||||||||||
Sale Leaseback Transaction, Monthly Payment | 79,000 | ||||||||||||||||||||||||||||||
Sale Leaseback Transaction, Advanced Payment | $ 79,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Settlement Shares [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,000,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Stock in Connection With 2019 PIPE Notes [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 216,000 | 150,000 | |||||||||||||||||||||||||||||
Forecast [Member] | Shares in Connection With Promissory Notes 2019 [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 400,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Shares With Hemp Joint Venture Agreement [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,500,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 2,490,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | All Claims Related to Lawsuit Filed by Mr. Mangless [Member] | |||||||||||||||||||||||||||||||
Litigation Settlement, Amount Awarded to Other Party | $ 195,000 | ||||||||||||||||||||||||||||||
Litigation Settlement, Monthly Payment to Other Party | $ 102,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Mr. Daniel Mangless [Member] | |||||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 176,000 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,000,000 | ||||||||||||||||||||||||||||||
Forecast [Member] | Nicaraguan JV Partners [Member] | |||||||||||||||||||||||||||||||
Profit-sharing Split, Percent | 25% | 25% | |||||||||||||||||||||||||||||
Forecast [Member] | U.S. Partners [Member] | |||||||||||||||||||||||||||||||
Profit-sharing Split, Percent | 75% | 75% | |||||||||||||||||||||||||||||
Forecast [Member] | H&H [Member] | CLR [Member] | |||||||||||||||||||||||||||||||
Profit-sharing Split, Percent | 25% | ||||||||||||||||||||||||||||||
Due from Related Parties, Total | $ 10,700,000 | ||||||||||||||||||||||||||||||
Notes Receivable, Related Parties | 5,000,000 | ||||||||||||||||||||||||||||||
Offset of Payables, Related Parties | $ 243,000 | ||||||||||||||||||||||||||||||
Financing Receivable, Allowance for Credit Loss, Ending Balance | $ 5,789,000 | $ 5,789,000 | |||||||||||||||||||||||||||||
Forecast [Member] | H&H [Member] | CLR [Member] | Trade Accounts Receivables [Member] | |||||||||||||||||||||||||||||||
Accounts Receivable, Allowance for Credit Loss, Ending Balance | $ 7,871,000 | $ 7,871,000 | |||||||||||||||||||||||||||||
Line of Credit [Member] | Crestmark Bank [Member] | |||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 6,250,000 | $ 6,250,000 | |||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche One, Percentage of Value of Eligible Accounts | 85% | 85% | |||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Maximum Account Standard Amount | $ 1,000,000 | $ 1,000,000 | |||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Percentage of Eligible Inventory | 50% | 50% | |||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Percentage of 85% of Eligible Accounts Calculated | 50% | 50% | |||||||||||||||||||||||||||||
Long-Term Line of Credit, Total | $ 2,025,000 | $ 2,025,000 | $ 2,011,000 | $ 2,011,000 | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 6.75% | 6.75% | 7.25% | 7.25% | |||||||||||||||||||||||||||
Line of Credit [Member] | Crestmark Bank [Member] | Forecast [Member] | |||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 3,000,000 | ||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche One, Percentage of Value of Eligible Accounts | 85% | ||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Maximum Account Standard Amount | $ 1,000,000 | ||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Percentage of Eligible Inventory | 50% | ||||||||||||||||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity, Tranche Two, Percentage of 85% of Eligible Accounts Calculated | 50% | ||||||||||||||||||||||||||||||
Long-Term Line of Credit, Total | $ 1,718,000 |