Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 24, 2021 | Jun. 30, 2020 | |
Document Information [Line Items] | |||
Entity Registrant Name | BIOLARGO, INC. | ||
Entity Central Index Key | 0000880242 | ||
Trading Symbol | blgo | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity Interactive Data Current | Yes | ||
Entity Common Stock, Shares Outstanding (in shares) | 238,776,271 | ||
Entity Public Float | $ 30,512,541 | ||
Entity Shell Company | false | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Title of 12(b) Security | Common Stock |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 716,000 | $ 655,000 |
Accounts receivable, net of allowance | 484,000 | 355,000 |
Inventories, net of allowance | 277,000 | 16,000 |
Prepaid expenses and other current assets | 28,000 | 39,000 |
Total current assets | 1,505,000 | 1,065,000 |
In-process research and development (Note 9) | 2,150,000 | 1,893,000 |
Equipment, net of depreciation | 60,000 | 95,000 |
Other non-current assets | 35,000 | 35,000 |
Investment in South Korean joint venture | 63,000 | |
Right of use, operating lease, net of amortization | 341,000 | 411,000 |
Deferred offering cost | 122,000 | |
Clyra Medical prepaid marketing (Note 10) | 788,000 | |
Total assets | 4,942,000 | 3,621,000 |
Current liabilities: | ||
Accounts Payable and Accrued Liabilities, Current, Total | 513,000 | 394,000 |
Deferred revenue | 48,000 | 35,000 |
Lease liability, current | 114,000 | 125,000 |
Total | 513,000 | 394,000 |
Total current liabilities | 3,544,000 | 4,354,000 |
Long-term liabilities: | ||
Debt obligations (Note 4) | 507,000 | 700,000 |
Discount on convertible notes payable, net of amortization | (182,000) | |
Lease liability | 226,000 | 286,000 |
Common stock held for redemption (Note 9) | 900,000 | 643,000 |
Total liabilities | 5,177,000 | 5,801,000 |
COMMITMENTS AND CONTINGENCIES (Note 13) | ||
STOCKHOLDERS’ EQUITY (DEFICIT): | ||
Preferred Series A, $0.00067 Par Value, 50,000,000 Shares Authorized, -0- Shares Issued and Outstanding, at December 31, 2019 and December 31, 2020 | ||
Common stock, $0.00067 Par Value, 400,000,000 Shares Authorized, 166,256,024 and 225,885,682 Shares Issued, at December 31, 2019 and December 31, 2020 | 151,000 | 111,000 |
Additional paid-in capital | 135,849,000 | 121,327,000 |
Accumulated other comprehensive loss | (101,000) | (99,000) |
Accumulated deficit | (132,041,000) | (123,492,000) |
Total BioLargo Inc. and subsidiaries stockholders’ equity (deficit) | 3,858,000 | (2,153,000) |
Non-controlling interest (Note 10) | (4,093,000) | (27,000) |
Total stockholders’ equity (deficit) | (235,000) | (2,180,000) |
Total liabilities and stockholders’ equity (deficit) | 4,942,000 | 3,621,000 |
Entities, Excluding Partially Owned Subsidiary [Member] | ||
Current liabilities: | ||
Accounts Payable and Accrued Liabilities, Current, Total | 513,000 | 394,000 |
Debt obligations | 1,206,000 | 4,057,000 |
Discount on debt, net of amortization | (104,000) | (1,472,000) |
Total | 513,000 | 394,000 |
Partially Owned Subsidiary [Member] | ||
Current liabilities: | ||
Accounts Payable and Accrued Liabilities, Current, Total | 536,000 | 208,000 |
Debt obligations | 1,231,000 | 1,007,000 |
Total | $ 536,000 | $ 208,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares shares in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Convertible Preferred Stock, Par Value (in dollars per share) | $ 0.00067 | $ 0.00067 |
Convertible Preferred Stock, Shares Authorized (in shares) | 50,000,000 | 50,000,000 |
Convertible Preferred Stock, Shares Issued (in shares) | 0 | 0 |
Convertible Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.00067 | $ 0.00067 |
Common stock, shares authorized (in shares) | 400,000,000 | 400,000,000 |
Common stock, shares issued (in shares) | 166,256,024 | 225,885,682 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue: | ||
Revenue | $ 2,432,000 | $ 1,861,000 |
Cost of revenue | ||
Cost of Goods and Services Sold | (1,204,000) | (945,000) |
Gross profit | 1,228,000 | 916,000 |
Operating expenses: | ||
Selling, general and administrative expenses | 7,473,000 | 6,140,000 |
Research and development | 1,338,000 | 1,472,000 |
Total operating expenses | 8,811,000 | 7,612,000 |
Operating loss | (7,583,000) | (6,696,000) |
Other income (expense): | ||
Grant income | 137,000 | 218,000 |
Tax credit income | 111,000 | 63,000 |
Interest expense | (1,923,000) | (3,996,000) |
Loss on extinguishment of debt | (442,000) | (1,029,000) |
Total other (expense) income | (2,117,000) | (4,744,000) |
Net loss | (9,700,000) | (11,440,000) |
Net loss attributable to noncontrolling interest | (1,268,000) | (750,000) |
Net loss attributable to common stockholders | $ (8,432,000) | $ (10,690,000) |
Net loss per share attributable to common stockholders: | ||
Loss per share attributable to stockholders – basic and diluted (in dollars per share) | $ (0.05) | $ (0.08) |
Weighted average number of common shares outstanding: (in shares) | 195,993,575 | 152,086,221 |
Comprehensive loss attributable to common stockholders | ||
Net loss | $ (9,700,000) | $ (11,440,000) |
Foreign currency translation adjustment | (2,000) | (9,000) |
Comprehensive loss | (9,702,000) | (11,449,000) |
Comprehensive loss attributable to noncontrolling interest | (1,268,000) | (750,000) |
Comprehensive loss attributable to stockholders | (8,434,000) | (10,699,000) |
Product [Member] | ||
Revenue: | ||
Revenue | 1,825,000 | 1,460,000 |
Cost of revenue | ||
Cost of Goods and Services Sold | (743,000) | (627,000) |
Service [Member] | ||
Revenue: | ||
Revenue | 607,000 | 401,000 |
Cost of revenue | ||
Cost of Goods and Services Sold | $ (461,000) | $ (318,000) |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (Deficit) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Noncontrolling Interest [Member] | Total |
Balance (in shares) at Dec. 31, 2018 | 141,466,071 | |||||
Balance at Dec. 31, 2018 | $ 95,000 | $ 110,222,000 | $ (111,723,000) | $ (90,000) | $ 373,000 | $ (1,123,000) |
Conversion of notes (in shares) | 12,105,699 | |||||
Conversion of notes | $ 8,000 | 1,727,000 | $ 1,735,000 | |||
Warrant exercise (in shares) | 7,544,456 | 7,544,456 | ||||
Warrant exercise | $ 5,000 | 555,000 | $ 560,000 | |||
Issuance of common stock for service (in shares) | 3,318,490 | |||||
Issuance of common stock for service | $ 2,000 | 708,000 | 710,000 | |||
Issuance of common stock for interest (in shares) | 915,164 | |||||
Issuance of common stock for interest | $ 1,000 | 199,000 | 200,000 | |||
Financing fee in common stock cancelled (in shares) | (150,000) | |||||
Financing fee in common stock cancelled | (42,000) | (42,000) | ||||
Stock issuance to officer (in shares) | 500,000 | |||||
Stock issuance to officer | ||||||
Sale of stock for cash (in shares) | 556,144 | |||||
Sale of stock for cash | 125,000 | 125,000 | ||||
Stock option compensation expense | 1,522,000 | 1,522,000 | ||||
Warrants and conversion feature issued as discount on convertible notes payable and line of credit | 3,931,000 | 3,931,000 | ||||
Issuance of Clyra common stock for cash | 186,000 | 350,000 | 536,000 | |||
Debt extinguishment expense | 619,000 | 619,000 | ||||
Warrant reprice | 56,000 | 56,000 | ||||
Exchange Clyra ownership for BioLargo debt | 440,000 | 440,000 | ||||
Preferred Series A Clyra dividend, converted to Clyra common shares | 270,000 | (270,000) | ||||
Deemed dividend | 809,000 | (809,000) | ||||
Net loss | (10,690,000) | (750,000) | (11,440,000) | |||
Foreign currency translation | (9,000) | (9,000) | ||||
Balance (in shares) at Dec. 31, 2019 | 166,256,024 | |||||
Balance at Dec. 31, 2019 | $ 111,000 | 121,327,000 | (123,492,000) | (99,000) | (27,000) | (2,180,000) |
Conversion of notes (in shares) | 33,157,961 | |||||
Conversion of notes | $ 22,000 | 3,504,000 | 3,526,000 | |||
Issuance of common stock for service (in shares) | 4,458,731 | |||||
Issuance of common stock for service | $ 3,000 | 663,000 | 666,000 | |||
Issuance of common stock for interest (in shares) | 1,728,331 | |||||
Issuance of common stock for interest | $ 1,000 | 183,000 | 184,000 | |||
Sale of stock for cash (in shares) | 17,356,064 | |||||
Sale of stock for cash | $ 12,000 | 2,771,000 | 2,783,000 | |||
Stock option compensation expense | 1,821,000 | 1,821,000 | ||||
Issuance of Clyra common stock for cash | 492,000 | 359,000 | 851,000 | |||
Deemed dividend | 117,000 | (117,000) | ||||
Net loss | (8,432,000) | (1,268,000) | (9,700,000) | |||
Foreign currency translation | (2,000) | (2,000) | ||||
Stock issued as a commitment fee (in shares) | 2,928,571 | |||||
Stock issued as a commitment fee | $ 2,000 | (124,000) | (122,000) | |||
Loss on extinguishment | 442,000 | 442,000 | ||||
Noncontrolling interest allocation | 3,157,000 | (3,157,000) | ||||
Clyra stock options issued for service | 638,000 | 638,000 | ||||
Clyra stock issued for consulting agreement | 788,000 | 788,000 | ||||
Clyra stock issued as line of credit commitment fee | 70,000 | 70,000 | ||||
Balance (in shares) at Dec. 31, 2020 | 225,885,682 | |||||
Balance at Dec. 31, 2020 | $ 151,000 | $ 135,849,000 | $ (132,041,000) | $ (101,000) | $ (4,093,000) | $ (235,000) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities | ||
Net loss | $ (9,700,000) | $ (11,440,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock option compensation expense | 2,459,000 | 1,522,000 |
Common stock issued in lieu of salary to officers and fees for services from vendors | 666,000 | 710,000 |
Common stock issued for interest | 184,000 | 200,000 |
Interest expense related to amortization of the discount on convertible notes payable and line of credit and deferred financing costs | 1,618,000 | 3,376,000 |
Loss on extinguishment of debt | 442,000 | 1,029,000 |
Loss on investment in South Korean joint venture | 37,000 | |
Deferred offering expense | 53,000 | |
Financing fee paid in stock (cancellation) | (42,000) | |
Warrant reprice | 56,000 | |
Amortization and depreciation expense | 58,000 | 65,000 |
Bad debt expense | 13,000 | 24,000 |
Changes in assets and liabilities: | ||
Accounts receivable | (142,000) | (121,000) |
Inventories | (261,000) | (9,000) |
Deferred revenue | 14,000 | 35,000 |
Prepaid expenses and other assets | 9,000 | (21,000) |
Net cash used in operating activities | (4,154,000) | (4,422,000) |
Cash flows from investing activities | ||
Equipment purchases | (23,000) | (35,000) |
Investment in South Korean joint venture | (100,000) | |
Net cash used in investing activities | (123,000) | (35,000) |
Cash flows from financing activities | ||
Proceeds from sale of common stock | 2,783,000 | 125,000 |
Proceeds from convertible notes payable | 1,632,000 | |
Proceeds from OID offering | 2,703,000 | |
Proceeds from notes payable | 400,000 | |
Proceeds from SBA loans | 507,000 | |
Proceeds from warrant exercise | 560,000 | |
Repayment of note payable | (25,000) | (915,000) |
Proceeds received by Clyra from inventory line of credit | 260,000 | 430,000 |
Repayment by Clyra on inventory line of credit | (36,000) | (175,000) |
Net cash provided by financing activities | 4,340,000 | 4,466,000 |
Net effect of foreign currency translation | (2,000) | (9,000) |
Net change in cash | 61,000 | |
Cash at beginning of year | 655,000 | 655,000 |
Cash at end of year | 716,000 | 655,000 |
Supplemental disclosures of cash flow information | ||
Interest | 118,000 | 195,000 |
Income taxes | 2,000 | 3,000 |
Non-cash investing and financing activities | ||
Fair value of warrants issued with convertible notes and letter of credit | 3,931,000 | |
Deemed dividend | 117,000 | 809,000 |
Fair value of right of use and operating lease | 411,000 | |
Deferred offering costs recorded as additional paid in capital | (122,000) | |
Fair value of Clyra shares issued as commitment fee | 70,000 | |
Allocation of stock option expense within noncontrolling interest | 3,157,000 | |
Clyra preferred shares dividend exchange for Clyra common stock | 270,000 | |
Conversion of Convertible Notes Payable into Common Stock [Member] | ||
Non-cash investing and financing activities | ||
Conversion of debt | 3,526,000 | 1,735,000 |
Convertible Notes Issued with Original Issue Discount [Member] | ||
Non-cash investing and financing activities | ||
Convertible notes issued with original Issue Discount | 1,008,000 | |
Stock Issued for In Process Research and Development [Member] | ||
Non-cash investing and financing activities | ||
Shares Issued | 257,000 | |
Conversion of Convertible Note Payable into Shares of Clyra [Member] | ||
Non-cash investing and financing activities | ||
Conversion of debt | 440,000 | |
Exchange of Consulting Services for Shares [Member] | ||
Non-cash investing and financing activities | ||
Shares Issued | 788,000 | |
Clyra Medical Common Stock [Member] | ||
Cash flows from financing activities | ||
Proceeds from sale of common stock | 851,000 | 536,000 |
Entities, Excluding Partially Owned Subsidiary [Member] | ||
Changes in assets and liabilities: | ||
Accounts payable and accrued expenses | 122,000 | (65,000) |
Partially Owned Subsidiary [Member] | ||
Changes in assets and liabilities: | ||
Accounts payable and accrued expenses | $ 327,000 | $ 188,000 |
Note 1 - Business and Organizat
Note 1 - Business and Organization | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. Description of Business BioLargo, Inc. is an innovative technology developer and environmental engineering company driven by a mission to “make life better” by delivering robust, sustainable solutions for a broad range of industries and applications, with a focus on clean water, clean air. The company also owns a minority interest in an advanced wound care subsidiary that has licensed BioLargo's technologies. Our business strategy is straightforward: we invent or acquire technologies that we believe have the potential to be disruptive in large commercial markets; we develop and validate these technologies to advance and promote their commercial success as we leverage our considerable scientific, engineering, and entrepreneurial talent; we then monetize these technical assets through a variety of business structures that may Liquidity / Going concern The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of our business. For the year ended December 31, 2020, $9,700,000, $4,154,000 December 31, 2020, $2,039,000, $1,505,000. not 2021 12 During the year ended December 31, 2020, $2,432,000 12. not 2020, 3 10 As of December 31, 2020, $716,000, $1,006,000 $100,000 may April 2021 $100,000 $224,000 June 2021, $1,007,000 4 10 June. December 30, 2020, $2 3 $650,000 14 two August, 2021, ( 4, Notes payable, mature August 12 16, 2021 may $0.14 not no $0.10 not August, 2021. If we are unable to rely on our current arrangement with Lincoln Park to fund our working capital requirements, we will have to rely on other forms of financing, and there is no To reduce our operational cash burdens, we regularly issue officers and vendors stock or options in lieu of cash, and anticipate that we will continue to be able to do so in the future. In the year ended December 31, 2020, $300,000 The foregoing factors raise substantial doubt about our ability to continue as a going concern, unless we are able to continue to raise funds through stock sales to Lincoln Park or other private financings, and in the long term, our ability to attain a reasonable threshold of operating efficiencies and achieve profitable operations by licensing or otherwise commercializing products incorporating our technologies. The consolidated financial statements do not Organization We are a Delaware corporation formed in 1991. four 2006; No 2009; 2019, 2014; 2016. 94% 9 2017. 45% 2012, 2, 10 |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | Note 2. Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, BLEST, and Clyra Medical. Management believes Clyra Medical's financial statements are appropriately consolidated with that of the Company after reviewing the guidance of ASC Topic 810 , not 45% 10. All intercompany accounts and transactions have been eliminated. Foreign Currency The Company has designated the functional currency of BioLargo Water, Inc., our Canadian subsidiary, to be the Canadian dollar. Therefore, translation gains and losses resulting from differences in exchange rates are recorded in accumulated other comprehensive income. Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three one $250,000 not As of December 31, 2020 2019, 2020 2019 BioLargo, Inc. and subsidiaries $ 637 $ 652 Clyra Medical Technologies, Inc. 79 3 Total $ 716 $ 655 Accounts Receivable Trade accounts receivable are recorded net of allowances for doubtful accounts. Estimates for allowances for doubtful accounts are determined based on payment history and individual customer circumstances. The allowance for doubtful accounts as of December 31, 2020 2019 $13,000 $24,000. Credit Concentration We have a limited number of customers that account for significant portions of our revenue. During the year ended December 31, 2020, two 10% December 31, 2019, no 10% 2020 2019 Customer A 13 % <10 % Customer B 11 % <10 % We had two 10% December 31, 2020 three December 31, 2019 2020 2019 Customer D 32 % <10 % Customer E 10 % <10 % C,ustomer F <10 % 20 % Customer G <10 % 14 % Customer H <10 % 13 % Inventory Inventories are stated at the lower of cost or net realizable value using the average cost method. The allowance for obsolete inventory as of December 31, 2020 2019 $3,000 December 31, 2020, 2019, 2020 2019 Raw material $ 111 $ 11 Finished goods 166 5 Total $ 277 $ 16 Other Assets Other Assets consisted of security deposits of $35,000 Equity Method of Accounting On March 20, 2020, $100,000 40% 30% $150,000 We account for our investment in the joint venture under the equity method of accounting. We have determined that while we have significant influence over the joint venture through our technology license and our position on the Board of Directors, we do not nine December 31, 2020, 40% $37,000. Impairment Long-lived and definite lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not December 31, 2020 2019, no 9 Earnings (Loss) Per Share We report basic and diluted earnings (loss) per share (“EPS”) for common and common share equivalents. Basic EPS is computed by dividing reported earnings by the weighted average shares outstanding. Diluted EPS is computed by adding to the weighted average shares the dilutive effect if convertible notes payable, stock options and warrants were exercised into common stock. For the years ended December 31, 2020 2019, Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the period reported. Actual results could differ from those estimates. Estimates are used when accounting for stock-based transactions, debt transactions, derivative liabilities, allowance for bad debt, asset depreciation and amortization, among others. The methods, estimates and judgments we use in applying these most critical accounting policies have a significant impact on the results of our financial statements. Share-Based Compensation Expense We recognize compensation expense for stock option awards on a straight-line basis over the applicable service period of the award, which is the vesting period. Fair value is determined on the grant date. Share-based compensation expense is based on the grant date fair value estimated using the Black-Scholes Option Pricing Model. For stock and stock options issued to consultants and other non-employees for services, the Company measures and records an expense as of the earlier of the date at which either: a commitment for performance by the non-employee has been reached or the non-employee's performance is complete. The equity instruments are measured at the current fair value, and for stock options, the instruments are measured at fair value using the Black Scholes option model. The following methodology and assumptions were used to calculate share-based compensation for the years ended December 31, 2020 2019: 2020 2019 Non Plan 2007 Plan Non Plan 2018 Plan Risk free interest rate 0.66 – 1.02% 0.64 – 1.90% 1.68 – 2.65% 1.68 – 2.65% Expected volatility 125 – 131% 126 – 133% 133 – 152% 133 – 152% Expected dividend yield — — — — Forfeiture rate — — — — Life in years 10 10 10 10 Expected price volatility is the measure by which our stock price is expected to fluctuate during the expected term of an option. Expected volatility is derived from the historical daily change in the market price of our common stock, as we believe that historical volatility is the best indicator of future volatility. The risk-free interest rate used in the Black-Scholes calculation is based on the prevailing U.S. Treasury yield as determined by the U.S. Federal Reserve. We have never paid any cash dividends on our common stock and do not Historically, we have not Warrants Warrants issued with our convertible and non-convertible debt instruments are accounted for under the fair value and relative fair value method. The warrant is first not. not If the warrant is determined to not Convertible debt instruments are recorded at fair value, limited to a relative fair value based upon the percentage of its fair value to the total fair value including the fair value of the warrant. Further, the convertible debt instrument is examined for any intrinsic beneficial conversion feature (“BCF”) of which the conversion price is less than the closing common stock price on date of issuance. If the relative fair value method is used to value the convertible debt instrument and there is an intrinsic BCF, a further analysis is undertaken of the BCF using an effective conversion price which assumes the conversion price is the relative fair value divided by the number of shares the convertible debt is converted into by its terms. The BCF value is accounted for as equity. The warrant and BCF relative fair values are also recorded as a discount to the convertible promissory notes. As present, these equity features of the convertible promissory notes have recorded a discount to the convertible notes that is substantially equal to the proceeds received. Non-Cash Transactions We have established a policy relative to the methodology to determine the value assigned to each intangible we acquire, and/or services or products received for non-cash consideration of our common stock. The value is based on the market price of our common stock issued as consideration, at the date of the agreement of each transaction or when the service is rendered or product is received. Revenue Recognition We adopted ASU 2014 09, 606, January 1, 2018. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: Step 1: Step 2: Step 3: Step 4: Step 5: We have revenue from four BLEST identifies services to be performed in a written contract, which specifies the performance obligations and the rate at which the services will be billed. Each service is separately negotiated and priced. Revenue is recognized as services are performed and completed. BLEST's contracts typically call for invoicing for time and materials incurred for that contract. A few contracts have called for milestone or fixed cost payments, where BLEST invoices an agreed-to amount per month for the life of the contract. In these instances, completed work, billed hourly, is recognized as revenue. If the billing amount is greater or lesser than the completed work, a receivable or payable is created. These accounts are adjusted upon additional billings as the work is completed. To date, there have been no In the event that we generate revenues from royalties or license fees from our intellectual property, we anticipate a licensee would pay a license fee in one Government Grants We have been awarded multiple research grants from the Canadian National Research Institute – Industrial Research Assistance Program (NRC-IRAP) and the National Science and Engineering Research Council of Canada (NSERC). The grants received are considered other income and are included in our consolidated statements of operations. We received our first 2015 80 $3.7 third third six eighteen not The grants typically provide for (i) recurring monthly amounts, (ii) reimbursement of costs for research talent for which we invoice to request payment, and (iii) ancillary cost reimbursement for research talent travel related costs. All awarded grants have specific requirements on how the money is spent, typically to employ researchers. None may Not no Income Taxes The asset and liability approach is used to recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of asset and liabilities. Deferred tax assets and liabilities are determined based on the differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The effect on deferred tax asset and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We account for uncertainties in income tax law under a comprehensive model for the financial statement recognition, measurement, presentation and disclosure of uncertain tax positions taken or expected to be taken in income tax returns as prescribed by generally accepted accounting principles (“GAAP”). Under GAAP, the tax effects of a position are recognized only if it is “more-likely-than- not” not not” no no December 31, 2020 2019. The Company assessed its earnings history, trends and estimates of future earnings and determined that the deferred tax asset could not December 31, 2020. The Company recognizes interest and penalties on income taxes as a component of income tax expense, should such an expense be realized. Fair Value of Financial Instruments Management believes the carrying amounts of the Company's financial instruments (excluding debt and equity instruments) as of December 31, 2020 2019 Tax Credits Our research and development activities in Canada may not Leases In February 2016, No. 2016 02, 13 January 1, 2019 July 2018, $399,000 may 842, No December 31, 2020, $ 341,000 Recent Accounting Pronouncements In August 2020, No. 2020 06, 470 20 815 40 1 not not 2 December 15, 2021, December 15, 2023, not In January 2020, No 2020 01, 321 323 815 321, 323, 815”. 321 323 2016 01. 321 10 35 2, 321 December 15, 2020, December 15, 2021, not |
Note 3 - Sale of Stock for Cash
Note 3 - Sale of Stock for Cash | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Stock Purchase Agreement [Text Block] | Note 3. Lincoln Park Financing On August 25, 2017, “2017 $10 three On March 30, 2020, “2020 $10,250,000 three may three 12 no first August 2017 2020 1 April 10, 2020. April 21, 2020, April 29, 2020, Pursuant to the 2020 2,928,571 $527,000 During the years ended December 31, 2020 2019, 13,388,642 556,144 $2,058,000 $125,000 December 31, 2020, 2020 14 2020 Pursuant to an offering commenced in May 2020, 2,374,335 $367,000 six six five 6, Warrants Issued in 2020 BKT Joint Venture On February 12, 2020, $350,000 1,593,087 $100,000 40% |
Note 4 - Debt Obligations
Note 4 - Debt Obligations | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 4. The following table summarizes our debt obligations outstanding as of December 31, 2020 2019 not 10, Debt Obligations of Clyra Medical December 31, 2020 2019 Current portion of debt: Note payable, matures on demand 60 days' notice (or March 8, 2023) $ 50 $ 50 Line of credit, matures on 30-day demand 50 50 Total notes payable and line of credit $ 100 $ 100 Convertible notes payable: Convertible note, matured April 7, 2020 — 270 Convertible note, matured June 20, 2020 (1) — 25 Convertible twelve-month OID notes, mature beginning June 2020 (1) — 3,112 Convertible note payable, matures April 20, 2021 (1) 100 — Convertible note payable, matures August 9, 2021 600 — Convertible notes, mature August 12 and 16, 2021 (2) 406 550 Total convertible notes payable 1,106 3,957 Total current liabilities $ 1,206 $ 4,057 Long-term debt: Convertible note payable, matures August 9, 2021 $ — $ 600 SBA Paycheck Protection Program loans, mature April 2022 357 — SBA EIDL Loan, matures July 2050 150 — Convertible notes payable, mature April 20, 2021 (1) — 100 Total long-term liabilities $ 507 $ 700 Total $ 1,713 $ 4,757 ( 1 These notes are convertible at our option at maturity. ( 2 These notes are convertible by the noteholders, and not For the years ended December 31, 2020 2019, $1,923,000 $3,996,000 Note payable, matures on demand 60 s notice (or March 8, 2023) On March 8, 2018, $50,000 sixty March 8, 2023. ( 14, Q1 Lines of credit, due on demand On March 1, 2018, $390,000, September 1, 2018, $40,000, 18% may 20 20 10 The holders of the line of credit has the right to call due the outstanding principal amount on 30 September 1, 2019. During July August 2019, $205,000, $256,000 12 August 2020, 25% 1,130,515 6 $0.17 18% 5% The total of the fair value of the warrant and the fair value of the new note and its beneficial conversion feature exceeded the carrying value of the old note by $315,000, During the three December 31, 2019, $175,000 December 31, 2020, 2019, $50,000. 14. Convertible Note, matured April 7, 2020 ( On January 7, 2019, $300,000 2019 $330,000, nine October 7, 2019). 2019 one 12%, 2019 65% 25 2019 $300,000, On August 13, 2019, April 7, 2020. On November 22, 2019 December 17, 2019, $50,000, $100,000, 690,530 December 31, 2019, $270,000. During the three March 31, 2020, $270,000 2,417,059 Convertible Notes, mature June 20, 2020 ( 2017 We received a total of $604,000 2017 $0.42 As of December 31, 2019, one $25,000 On June 20, 2020, $25,000 2017 83,334 Convertible Twelve-month OID notes From June 7, 2019 September 30, 2019, $2,235,000 $2,794,000, 25% 34 $559,000 $2,235,000, twelve During the three September 30, 2019, $305,000 $381,000 25% $76,000 $381,000 twelve Each Twelve-month OID Note was convertible by the investor at any time at $0.17 five 5% $0.17, may 70% 25 During 2020, $3,112,000 30,208,453 1,415,221 Convertible Note, matures April 20, 2021 ( 2018 In March 2018 one $100,000 $0.30 September 2018, $0.25 $0.25 December 31, 2020 2019, $100,000 April 20, 2021 Convertible note, matures August 9, 2021 On August 9, 2019, $600,000 one $600,000, two 15% $0.30 1,200,000 $0.30 five 6 December 31, 2020, 14 Convertible notes, mature August 12 16, 2021 On September 19, 2018, $400,000 January 5, 2019 12% two We and the noteholders agreed to extend the maturity dates of the notes multiple times in 2019. August, 2019, one $440,000 12 25% $0.17 18% 5% 6 $550,000. $422,000, On August 10, 2020, August 12, 2021. $0.17 $0.14, September 18, 2023 September 18, 2025, 1,734,375 August 12, 2024 August 12, 2025 2,095,588 $228,000, $119,000 848,214 $24,000 169,643 December 31, 2020 $356,000. On August 10, 2020, $25,000 August 16, 2021. December 31, 2020 $50,000 SBA Program Loans In April 2020, $218,000, $96,000 $43,000, two 1%. December 31, 2020, Our subsidiary ONM received an Economic Injury Disaster loan from the U.S. Small Business Administration of $150,000. 30 3.75% $800 July 2021. |
Note 5 - Share-based Compensati
Note 5 - Share-based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Compensation and Employee Benefit Plans [Text Block] | Note 5. Restricted Stock Units On May 28, 2019, 500,000 $3,000,000 $3,000,000 12 Issuance of Common Stock in exchange for payment of payables Payment of Officer Salaries During the year ended December 31, 2020, $299,000 2,017,928 December 31, 2020, 652,100 $0.12 September 30, 2020, 349,670 $0.15; June 30, 2020, 367,403 $0.16; March 31, 2020, 648,755 $0.17 During the year ended December 31, 2019, $210,000 1,080,951 September 30, 2019, 35,080 $0.31 June 28, 2019, 465,875 $0.23 March 29, 2019, 579,996 $0.16 Shares issued to Officers are unvested at the date of grant and subject to a lock-up agreement restricting vesting and sale until the earlier of (i) the consummation of a sale (in a single transaction or in a series of related transactions) of BioLargo by means of a sale of (a) a majority of the then outstanding common stock of BioLargo (whether by merger, consolidation, sale or transfer of common stock, reorganization, recapitalization or otherwise) or (b) all or substantially all of the assets of BioLargo; and (ii) the successful commercialization of BioLargo's products or technologies as demonstrated by its receipt of at least $3,000,000 $3,000,000 12 Payment of Consultant Fees During 2020, $366,000 2,440,803 December 31, 2020, 373,438 $0.12 September 30, 2020, 270,000 $0.15 June 30, 2020, 1,406,630 $0.16 March 31, 2020, 390,735 $0.17 During 2019, $500,000 2,237,539 December 31, 2019, 528,001 $0.23 September 30, 2019, 594,118 $0.26 June 30, 2019, 515,809 $0.21 March 29, 2019, 649,545 $0.17 All of these offerings and sales were made in reliance on the exemption from registration contained in Section 4 2 not Payment of Interest During 2020, $184,000 1,728,331 September 30, 2020, 1,412,052 $0.11 June 30, 2020, 297,001 $0.16 March 31, 2020, 19,278 $0.17 During 2019, $200,000 927,318 December 31, 2019 292,380 $0.18 395,944 $0.27 three June 30, 2019, 87,478 $0.17 three March 31, 2019, 139,362 $0.18 All of these offerings and sales were made in reliance on the exemption from registration contained in Section 4 2 not Stock Option Expense During the years ended December 31, 2020 2019, $1,821,000 $1,552,000, 2018 2007 8 2018 On June 22, 2018, 2018 “2018 may 10 June 22, 2028. 2018 40 2018 January 1 st 2 Activity for our stock options under the 2018 December 31, 2019, December 31, 2020, Weighted Average Aggregate Options Exercise Price per intrinsic Outstanding Price per share share Value (1) Balance, December 31, 2018 1,318,517 $0.22 – 0.43 $ 0.30 Granted 7,895,839 $0.16 – 0.40 $ 0.25 Balance, December 31, 2019 9,214,356 $0.16 – 0.43 $ 0.25 Granted 11,197,687 $0.12 – 0.40 $ 0.15 Expired (1,546,518 ) Balance, December 31, 2020 18,865,525 $0.16 – 0.40 $ 0.19 Non-vested (6,418,622 ) $0.17 – 0.45 $ 0.19 Vested, December 31, 2020 12,446,903 $0.16 – 0.45 $ 0.18 $ — ( 1 $0.12 December 31, 2020. The options granted under the 2018 11,197,687 2020 4,880,945 $0.14 19 one $616,000; 517,500 $0.14 $0.21 492,500 2020, 25,000 January 31, 2021, $100,000; 1,746,434 $0.17 ,$0.16, $0.15 $0.12 $250,000; 2,019,556 $0.17, $0.16, $0.15 $0.12 $277,000 four 531,298 $74,000; 1,501,954 $0.14 $0.17 $198,000. The options to purchase 7,895,839 December 31, 2019 6,614,381 $0.16 $0.40 four 1,281,458 $0.16 $0.32 Chief Financial Officer Contract Extension On January 16, 2019, February 1, 2008 ( January 16, 2019 ( September 30, 2019 ( September 30, 2018. December 31, 2018 For the Extended Term, Mr. Dargan was issued an option (“Option”) to purchase 300,000 January 16, 2019 $0.22, January 16, 2029, 75,000 December 31, 2018, 25,000 January 31, 2019, 2018 The issuance of the Option is Mr. Dargan's sole source of compensation for the Extended Term. As was the case in all prior terms of his engagement, there is no no not See also Note 14, Vice President of Operations Contract Extension On May 28, 2019, 1,000,000 2018 May 28, 2019 $0.17 200,000 five may ten not Vice President of Sales On May 28, 2019, 1,200,000 2018 first 200,000 May 28 $0.17 third third first third second 1,000,000 none no July 5, 2019, 300,000 July 5 ( $0.25 100,000 second third Director of Business Development for ONM On July 23, 2019, 1,000,000 $0.35 2018 first 400,000 100,000, 90 100,000 first 200,000 second 600,000 none no August, 2020, 2007 On September 7, 2007, April 29, 2011, 2007 “2007 may 10 September 7, 2017. September 2017, Activity for our stock options under the 2007 December 31, 2019 2020 Weighted Average Aggregate Options Exercise Price per intrinsic Outstanding price per share share Value (1) Balance, December 31, 2018 9,691,586 0.22 – 0.94 0.43 Expired (922,135 ) 0.45 – 0.55 0.49 Balance, December 31, 2019 8,769,451 $0.22 – 0.94 $ 0.43 Expired (3,080,088 ) 0.22 – 0.58 0.38 Balance, December 31, 2020 5,689,363 $0.23 – 0.94 $ 0.44 $ — ( 1 $0.12 December 31, 2020. Non-Plan Options issued During the year ended December 31, 2020, 1,145,476 $0.12 $0.21 $167,000 During the year ended December 31, 2019, 1,226,586 $0.16 $0.32 $260,000 Activity of our non-plan stock options issued for the years ended December 31, 2020 2019 Weighted Non-plan average Aggregate Options Exercise price per intrinsic outstanding price per share share value (1) Balance, December 31, 2018 19,319,496 0.23 – 1.00 0.43 Granted 1,226,586 0.16 – 0.32 0.21 Expired (941,975 ) 0.45 – 0.55 0.52 Balance, December 31, 2019 19,604,107 $0.16 – 1.00 $ 0.43 Granted 1,145,476 0.12 – 0.21 0.15 Balance, December 31, 2020 20,749,583 $0.12 – 1.00 $ 0.41 Unvested (2,369,708 ) 0.45 0.45 Vested and outstanding, December 31, 2020 18,379,875 $0.23 – 1.00 $ 0.41 $ — ( 1 $0.12 December 31, 2020. |
Note 6 - Warrants
Note 6 - Warrants | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Warrants [Text Block] | Note 6. We have certain warrants outstanding to purchase our common stock, at various prices, as described in the following table: Weighted average Aggregate Warrants Exercise price per intrinsic outstanding price per share share value (1) Balance, December 31, 2018 26,872,430 $0.25 – 1.00 $ 0.43 Granted 24,490,687 0.25 – 0.48 0.29 Exercised (7,544,456 ) 0.30 0.30 Expired (587,500 ) 0.40 0.40 Balance, December 31, 2019 43,231,161 $0.25 – 1.00 $ 0.35 Granted 5,594,314 0.13 – 0.27 0.20 Expired (15,844,486 ) 0.18 – 0.70 0.43 Balance, December 31, 2020 32,980,989 $0.13 – 1.00 $ 0.29 $ — ( 1 $0.12 December 31, 2020. Warrants issued in 2020 During the year ended December 31, 2020, 2020 3 six 2,318,194 $0.18 $0.22 five 2,318,194 $0.23 $0.27 Warrants Issued to One-Year Noteholders In conjunction with two one 4, Convertible notes, mature August 12 16, 2021 July 2017 400,000 two $0.65 December 31, 2020, $0.13, 957,926 $117,000, Warrants issued as part of debt extension and extinguishment On March 5, 2019, 4, Notes payable, mature August 12 16, 2020 September 6, 2019) ). $0.25 $0.20 1,987,500 2,484,375. In conjunction with the refinance of the Vernal and Chappy Bean notes in August 2019, 2,095,588 five may $0.25 330,882 Warrants issued as part of line of credit extinguishment In July August 2019, 1,130,515 three 4, five may $0.25 Warrants issued as part of 2018 On September 12 September 16, 2019, $100,000, 12 September 12 September 16, 2020, 25% 4 551,471 five may $0.25 Warrants issued as consent for variable rate debt waiver On January 7 January 31, 2019, August 25, 2017, 300,000 $0.25 five $54,000 2019 4. Warrants issued concurrently with the Nine-month OID notes In conjunction with the issuance of nine $0.25 5 three March 31, 2019, 637,500 three $89,000 June 7, 2019, $0.25 $0.17, 300,000 937,500, $84,000, Warrants Issued concurrently with Twelve-month OID notes During the year ended December 31, 2019, 12,325,370 4 $0.25 5 75% $0.17 $300,000 $375,000, 1,654,412 $2,240,000 Warrants Issued concurrently with the Convertible Note due August 9, 2021 In conjunction with an August 2019 August 9, 2021 ( 4 1,200,000 $0.30 5 $198,000 Exercise of Warrants During the year ended December 31, 2019, 7,544,456 $560,000. On June 24, 2019, September 12, 2018, 2,877,790 2,520,780 $355,000, Fair Value Interest Expense To determine interest expense related to our outstanding warrants issued in conjunction with debt offerings, the fair value of each award grant is estimated on the date of grant using the Black-Scholes option pricing model and the relative fair values are amortized over the life of the warrant. For the determination of expense of warrants issued for services, extinguishment of debt and settlement management also uses the option-pricing model. The principal assumptions we used in applying this model were as follows: 2020 2019 Risk free interest rate 0.10 – 0.23% 1.42 – 2.13% Expected volatility 100 – 112% 101 – 110% Expected dividend yield — — Forfeiture rate — — Expected life in years 2 – 5 1 – 5 The risk-free interest rate is based on U.S. Treasury yields in effect at the time of grant. Expected volatilities are based on historical volatility of our common stock. The expected life in years is based on the contract term of the warrant. |
Note 7 - Accounts Payable and A
Note 7 - Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | Note 7. Accounts payable and accrued expenses included the following (in thousands): As of December 31, 2020 ( Category BioLargo ONM BLEST Water Elim Totals Accounts payable $ 125 $ 73 $ 56 $ 103 $ (42 ) $ 315 Accrued payroll 23 42 91 — — 156 Accrued interest 42 — — — — 42 Total $ 513 As of December 31, 2019 ( Category BioLargo ONM BLEST Water Elim Totals Accounts payable $ 102 $ 35 $ 46 $ 43 $ (31 ) $ 195 Accrued payroll 11 34 82 — — 128 Accrued interest 71 — — — — 71 Total $ 394 See Note 10, Accounts Payable and Accrued Expenses |
Note 8 - Provision for Income T
Note 8 - Provision for Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 8. Given our historical losses from operations, income taxes have been limited to the minimum franchise tax assessed by the State of California. Since 2016, not 80%. not not not At December 31, 2020, $104,000,000 $47,000,000 may not December 22, 2018, post‑2018 may pre‑2018 20 1 2 80% 172 no 172 1 2018 not 20 December 31, 2021. March 27, 2020, five not not 100% |
Note 9 - In-process Research an
Note 9 - In-process Research and Development | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
In Process Research and Development [Text Block] | Note 9. On September 26, 2018, The consideration provided to Scion is subject to an escrow agreement dated September 26, 2018 ( 21,000 10,000 7,142,858 $1,250,000 $1 On December 17, 2018, $1 one 15,500 one fifth $100,000 $100,000 $500,000 $1 $2 Immediately following Clyra Medical's purchase of Scion's intangible assets, Clyra Medical sold to BioLargo the assets, along with 12,755 7,142,858 may 10,000 7,142,858 7,142,858 December 31, 2019, $1,893,000. During the year ended December 31, 2020, $200,000, first second 6,200 2,200 1,428,571 $257,000. December 31, 2020. |
Note 10 - Noncontrolling Intere
Note 10 - Noncontrolling Interest - Clyra Medical | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Noncontrolling Interest Disclosure [Text Block] | Note 10. Clyra Medical As discussed in Note 2, 45% December 31, 2020. Debt Obligations of Clyra Medical Note Payable (Scion) In conjunction with the Scion Transaction (see Note 9 $1,250,000 September 26, 2018 ( 5%. 25% 5% June 26, 2021 June 26 th December 31, 2020 2019, $1,007,000 Line of Credit On June 30, 2020, $1,000,000 $260,000 $36,000. December 31, 2020, $224,000. Clyra is required to use funds from the line of credit to produce inventory. Additional draws are conditional upon Clyra presenting invoices or purchase orders to the lender equal to the greater of one $200,000. 15%, one first 180 30% 60% 323 $70,000. may Consulting Agreement On December 30, 2015, $23,000 four June 30, 2020, 3,639 $250,000 three not $788,000 Equity Transactions As of December 31, 2020, Shareholder Shares Percent BioLargo, Inc. 49,207 45% Sanatio Capital 18,704 17% Scion Solutions (1) 21,700 20% Other 19,118 18% Total 108,729 ( 1 Does not 9,300 Common Shares During the year ended December 31, 2020, 2,742 $851,000 $310 In June 2020, 23,004 22,513 22,513 490 $310 During the year ended December 31, 2019, 2,680 $536,000 $200 Series A Preferred shares Sanatio Capital purchased Clyra Series A Preferred shares in 2015. 8% five On December 31, 2019, $270,000, 3,544 December 31, 2019 Stock Options During 2019, December 31, 2019, 7,624 2020, 3,943 $1.00 10 2020, $853,000, $214,000 $310 no 30%. Accounts Payable and Accrued Expenses At December 31, 2020, Category Amount (in thousands) Accounts payable $ 402 Accrued payroll 32 Accrued interest 102 Total $ 536 |
Note 11 - BioLargo Engineering,
Note 11 - BioLargo Engineering, Science and Technologies, LLC | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Wholly-Owned Subsidiary [Text Block] | Note 11. In September 2017, three six 12 two 100% no five 30% 1,750,000 five March 31, 2018 ( not 90% 10% first September 2018. The BLEST Compensation Committee has met regularly since the subsidiary commenced operations. In 2018, not not November 2019, one 2.5% one 10% 175,000 $44,000, not January 2021, one one 3.75% one 15% 262,500 $65,000, December 31, 2020. |
Note 12 - Business Segment Info
Note 12 - Business Segment Information | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 12. BioLargo currently has four four 1. ONM Environmental (formerly Odor- No 2. Clyra Medical Technologies (“Clyra Medical”) -- which develops and sells medical products based on our technologies; 3. BLEST -- which provides professional engineering services on a time and materials basis for outside clients and supports our internal operations as needed (located in Oak Ridge, Tennessee); and 4. BioLargo Water (“Water”) -- which historically focused entirely on R&D, and has now shifted its focus to commercializing the AOS technology (located in Edmonton, Alberta Canada). Historically, none third The segment information for the years December 31, 2020 2019, 2020 2019 Revenues BioLargo corporate $ 14 $ — ONM Environmental 1,568 1,459 Clyra Medical 240 — BLEST 1,050 999 BioLargo Water 37 — Intersegment revenue (477 ) (597 ) Total $ 2,432 $ 1,861 Operating loss BioLargo corporate $ (3,947 ) $ (3,651 ) ONM Environmental (493 ) (335 ) Clyra Medical (1,827 ) (1,233 ) BLEST (619 ) (749 ) BioLargo Water (697 ) (728 ) Total $ (7,583 ) $ (6,696 ) Interest expense BioLargo corporate $ (1,823 ) $ (3,944 ) ONM Environmental — (2 ) Clyra Medical (100 ) (50 ) Total $ (1,923 ) $ (3,996 ) Research and development BioLargo corporate $ (754 ) $ (892 ) BLEST (351 ) (354 ) Clyra Medical (164 ) (219 ) BioLargo Water (505 ) (610 ) BioLargo corporate - intercompany 436 603 Total $ (1,338 ) $ (1,472 ) As of December 31, 2020 BioLargo ONM Clyra BLEST Water Elimination Total Tangible assets $ 603 $ 624 $ 1,125 $ 314 $ 105 $ (42 ) $ 2,729 Investment in South Korean joint venture 63 — — — — — 63 Intangible assets 2,150 — — — — — 2,150 As of December 31, 2019 BioLargo ONM Clyra BLEST Water Elimination Total Tangible assets $ 1,050 $ 420 $ 3 $ 264 $ 50 $ (59 ) $ 1,728 Intangible assets 1,893 — — — — — 1,893 |
Note 13 - Commitments and Conti
Note 13 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 13. Provenzano Employment Agreement On June 18, 2019, January 1, 2008. The Provenzano Employment Agreement provides that Mr. Provenzano will serve as our Executive Vice President of Operations, as well as the President and Chief Executive Officer of our wholly owned subsidiary ONM. Mr. Provenzano's base compensation will remain at his current rate of $170,000 four may In conjunction with this agreement, our Compensation Committee awarded Mr. Provenzano an option to purchase common stock and restricted stock units under our 2018 5 The Provenzano Employment Agreement has a term of five may 120 360 one one one one The Provenzano Employment Agreement requires Mr. Provenzano to keep certain information confidential, not Office Leases We have long-term operating leases for office, industrial and laboratory space in Westminster, California, Oak Ridge, Tennessee, and Alberta, Canada. Payments made under operating leases are charged to the Consolidated Statement of Operations and Comprehensive Loss on a straight-line basis over the term of the operating lease agreement. For the years ended December 31, 2020 2019, $228,000 $208,000, January 1, 2019, 842 not not August 2016, August 2020, 3%, four 2020, four four four not one three September 2022, one five No five one None no not no 18% As of December 31, 2020, three $522,000. five Years ending BioLargo Corp / ONM BLEST Total December 31, 2021 $ 111,000 $ 65,000 $ 176,000 December 31, 2022 115,000 43,000 158,000 December 31, 2023 118,000 -- 118,000 December 31, 2024 70,000 -- 70,000 December 31, 2025 -- -- -- Total minimum lease payments $ 414,000 $ 108,000 $ 522,000 |
Note 14 - Subsequent Events
Note 14 - Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | Note 14. Management has evaluated subsequent events through the date of the filing of this Annual Report and management noted the following for disclosure. Lincoln Park Capital Purchase of Shares From January 1, 2021, March 24, 2021, 12,511,674 2020 3 $2,020,000 1 333 237651 Satisfaction of Notes On March 1, 2021, $600,000, $7,371 August 9, 2019, August 9, 2021 On March 1, 2021, $50,000, $1,455 September 1, 2019. no no Amendment to Note payable matures on 60 s notice (or March 8, 2023) On March 1, 2021, $50,000 March 1, 2023, $0.16 a 225,000 $0.16 five Chief Financial Officer Contract Extension On March 18, 2021, February 1, 2008 ( March 18, 2021 ( one January 31, 2022 ( As the sole compensation for the Extended Term, Mr. Dargan was issued an option (“Option”) to purchase 25,000 300,000 12 25,000 March 15, 2021, 25,000 March 31, 2021, $0.174 March 18, 2021 ten 2018 The Option is Mr. Dargan's sole compensation for the Extended Term. As was the case in all prior terms of his engagement, there is no no not PPP loan forgiveness We received a notice dated March 19, 2021, $43,000. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, BLEST, and Clyra Medical. Management believes Clyra Medical's financial statements are appropriately consolidated with that of the Company after reviewing the guidance of ASC Topic 810 , not 45% 10. All intercompany accounts and transactions have been eliminated. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency The Company has designated the functional currency of BioLargo Water, Inc., our Canadian subsidiary, to be the Canadian dollar. Therefore, translation gains and losses resulting from differences in exchange rates are recorded in accumulated other comprehensive income. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three one $250,000 not As of December 31, 2020 2019, 2020 2019 BioLargo, Inc. and subsidiaries $ 637 $ 652 Clyra Medical Technologies, Inc. 79 3 Total $ 716 $ 655 |
Receivable [Policy Text Block] | Accounts Receivable Trade accounts receivable are recorded net of allowances for doubtful accounts. Estimates for allowances for doubtful accounts are determined based on payment history and individual customer circumstances. The allowance for doubtful accounts as of December 31, 2020 2019 $13,000 $24,000. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Credit Concentration We have a limited number of customers that account for significant portions of our revenue. During the year ended December 31, 2020, two 10% December 31, 2019, no 10% 2020 2019 Customer A 13 % <10 % Customer B 11 % <10 % We had two 10% December 31, 2020 three December 31, 2019 2020 2019 Customer D 32 % <10 % Customer E 10 % <10 % C,ustomer F <10 % 20 % Customer G <10 % 14 % Customer H <10 % 13 % |
Inventory, Policy [Policy Text Block] | Inventory Inventories are stated at the lower of cost or net realizable value using the average cost method. The allowance for obsolete inventory as of December 31, 2020 2019 $3,000 December 31, 2020, 2019, 2020 2019 Raw material $ 111 $ 11 Finished goods 166 5 Total $ 277 $ 16 |
Other Assets, Policy [Policy Text Block] | Other Assets Other Assets consisted of security deposits of $35,000 |
Equity Method Investments [Policy Text Block] | Equity Method of Accounting On March 20, 2020, $100,000 40% 30% $150,000 We account for our investment in the joint venture under the equity method of accounting. We have determined that while we have significant influence over the joint venture through our technology license and our position on the Board of Directors, we do not nine December 31, 2020, 40% $37,000. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment Long-lived and definite lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not December 31, 2020 2019, no 9 |
Earnings Per Share, Policy [Policy Text Block] | Earnings (Loss) Per Share We report basic and diluted earnings (loss) per share (“EPS”) for common and common share equivalents. Basic EPS is computed by dividing reported earnings by the weighted average shares outstanding. Diluted EPS is computed by adding to the weighted average shares the dilutive effect if convertible notes payable, stock options and warrants were exercised into common stock. For the years ended December 31, 2020 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 of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and revenues and expenses during the period reported. Actual results could differ from those estimates. Estimates are used when accounting for stock-based transactions, debt transactions, derivative liabilities, allowance for bad debt, asset depreciation and amortization, among others. The methods, estimates and judgments we use in applying these most critical accounting policies have a significant impact on the results of our financial statements. |
Share-based Payment Arrangement [Policy Text Block] | Share-Based Compensation Expense We recognize compensation expense for stock option awards on a straight-line basis over the applicable service period of the award, which is the vesting period. Fair value is determined on the grant date. Share-based compensation expense is based on the grant date fair value estimated using the Black-Scholes Option Pricing Model. For stock and stock options issued to consultants and other non-employees for services, the Company measures and records an expense as of the earlier of the date at which either: a commitment for performance by the non-employee has been reached or the non-employee's performance is complete. The equity instruments are measured at the current fair value, and for stock options, the instruments are measured at fair value using the Black Scholes option model. The following methodology and assumptions were used to calculate share-based compensation for the years ended December 31, 2020 2019: 2020 2019 Non Plan 2007 Plan Non Plan 2018 Plan Risk free interest rate 0.66 – 1.02% 0.64 – 1.90% 1.68 – 2.65% 1.68 – 2.65% Expected volatility 125 – 131% 126 – 133% 133 – 152% 133 – 152% Expected dividend yield — — — — Forfeiture rate — — — — Life in years 10 10 10 10 Expected price volatility is the measure by which our stock price is expected to fluctuate during the expected term of an option. Expected volatility is derived from the historical daily change in the market price of our common stock, as we believe that historical volatility is the best indicator of future volatility. The risk-free interest rate used in the Black-Scholes calculation is based on the prevailing U.S. Treasury yield as determined by the U.S. Federal Reserve. We have never paid any cash dividends on our common stock and do not Historically, we have not |
Warrant Policy [Policy Text Block] | Warrants Warrants issued with our convertible and non-convertible debt instruments are accounted for under the fair value and relative fair value method. The warrant is first not. not If the warrant is determined to not Convertible debt instruments are recorded at fair value, limited to a relative fair value based upon the percentage of its fair value to the total fair value including the fair value of the warrant. Further, the convertible debt instrument is examined for any intrinsic beneficial conversion feature (“BCF”) of which the conversion price is less than the closing common stock price on date of issuance. If the relative fair value method is used to value the convertible debt instrument and there is an intrinsic BCF, a further analysis is undertaken of the BCF using an effective conversion price which assumes the conversion price is the relative fair value divided by the number of shares the convertible debt is converted into by its terms. The BCF value is accounted for as equity. The warrant and BCF relative fair values are also recorded as a discount to the convertible promissory notes. As present, these equity features of the convertible promissory notes have recorded a discount to the convertible notes that is substantially equal to the proceeds received. |
Non Cash Transactions [Policy Text Block] | Non-Cash Transactions We have established a policy relative to the methodology to determine the value assigned to each intangible we acquire, and/or services or products received for non-cash consideration of our common stock. The value is based on the market price of our common stock issued as consideration, at the date of the agreement of each transaction or when the service is rendered or product is received. |
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition We adopted ASU 2014 09, 606, January 1, 2018. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: Step 1: Step 2: Step 3: Step 4: Step 5: We have revenue from four BLEST identifies services to be performed in a written contract, which specifies the performance obligations and the rate at which the services will be billed. Each service is separately negotiated and priced. Revenue is recognized as services are performed and completed. BLEST's contracts typically call for invoicing for time and materials incurred for that contract. A few contracts have called for milestone or fixed cost payments, where BLEST invoices an agreed-to amount per month for the life of the contract. In these instances, completed work, billed hourly, is recognized as revenue. If the billing amount is greater or lesser than the completed work, a receivable or payable is created. These accounts are adjusted upon additional billings as the work is completed. To date, there have been no In the event that we generate revenues from royalties or license fees from our intellectual property, we anticipate a licensee would pay a license fee in one |
Government Grants [Policy Text Block] | Government Grants We have been awarded multiple research grants from the Canadian National Research Institute – Industrial Research Assistance Program (NRC-IRAP) and the National Science and Engineering Research Council of Canada (NSERC). The grants received are considered other income and are included in our consolidated statements of operations. We received our first 2015 80 $3.7 third third six eighteen not The grants typically provide for (i) recurring monthly amounts, (ii) reimbursement of costs for research talent for which we invoice to request payment, and (iii) ancillary cost reimbursement for research talent travel related costs. All awarded grants have specific requirements on how the money is spent, typically to employ researchers. None may Not no |
Income Tax, Policy [Policy Text Block] | Income Taxes The asset and liability approach is used to recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of asset and liabilities. Deferred tax assets and liabilities are determined based on the differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The effect on deferred tax asset and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We account for uncertainties in income tax law under a comprehensive model for the financial statement recognition, measurement, presentation and disclosure of uncertain tax positions taken or expected to be taken in income tax returns as prescribed by generally accepted accounting principles (“GAAP”). Under GAAP, the tax effects of a position are recognized only if it is “more-likely-than- not” not not” no no December 31, 2020 2019. The Company assessed its earnings history, trends and estimates of future earnings and determined that the deferred tax asset could not December 31, 2020. The Company recognizes interest and penalties on income taxes as a component of income tax expense, should such an expense be realized. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments Management believes the carrying amounts of the Company's financial instruments (excluding debt and equity instruments) as of December 31, 2020 2019 |
Tax Credits [Policy Text Block] | Tax Credits Our research and development activities in Canada may not |
Lessee, Leases [Policy Text Block] | Leases In February 2016, No. 2016 02, 13 January 1, 2019 July 2018, $399,000 may 842, No December 31, 2020, $341,000 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In August 2020, No. 2020 06, 470 20 815 40 1 not not 2 December 15, 2021, December 15, 2023, not In January 2020, No 2020 01, 321 323 815 321, 323, 815”. 321 323 2016 01. 321 10 35 2, 321 December 15, 2020, December 15, 2021, not |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Notes Tables | |
Schedule of Cash and Cash Equivalents [Table Text Block] | 2020 2019 BioLargo, Inc. and subsidiaries $ 637 $ 652 Clyra Medical Technologies, Inc. 79 3 Total $ 716 $ 655 |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | 2020 2019 Customer A 13 % <10 % Customer B 11 % <10 % 2020 2019 Customer D 32 % <10 % Customer E 10 % <10 % C,ustomer F <10 % 20 % Customer G <10 % 14 % Customer H <10 % 13 % |
Schedule of Inventory, Current [Table Text Block] | 2020 2019 Raw material $ 111 $ 11 Finished goods 166 5 Total $ 277 $ 16 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | 2020 2019 Non Plan 2007 Plan Non Plan 2018 Plan Risk free interest rate 0.66 – 1.02% 0.64 – 1.90% 1.68 – 2.65% 1.68 – 2.65% Expected volatility 125 – 131% 126 – 133% 133 – 152% 133 – 152% Expected dividend yield — — — — Forfeiture rate — — — — Life in years 10 10 10 10 |
Note 4 - Debt Obligations (Tabl
Note 4 - Debt Obligations (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | December 31, 2020 2019 Current portion of debt: Note payable, matures on demand 60 days' notice (or March 8, 2023) $ 50 $ 50 Line of credit, matures on 30-day demand 50 50 Total notes payable and line of credit $ 100 $ 100 Convertible notes payable: Convertible note, matured April 7, 2020 — 270 Convertible note, matured June 20, 2020 (1) — 25 Convertible twelve-month OID notes, mature beginning June 2020 (1) — 3,112 Convertible note payable, matures April 20, 2021 (1) 100 — Convertible note payable, matures August 9, 2021 600 — Convertible notes, mature August 12 and 16, 2021 (2) 406 550 Total convertible notes payable 1,106 3,957 Total current liabilities $ 1,206 $ 4,057 Long-term debt: Convertible note payable, matures August 9, 2021 $ — $ 600 SBA Paycheck Protection Program loans, mature April 2022 357 — SBA EIDL Loan, matures July 2050 150 — Convertible notes payable, mature April 20, 2021 (1) — 100 Total long-term liabilities $ 507 $ 700 Total $ 1,713 $ 4,757 |
Note 5 - Share-based Compensa_2
Note 5 - Share-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Notes Tables | |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | Weighted Average Aggregate Options Exercise Price per intrinsic Outstanding Price per share share Value (1) Balance, December 31, 2018 1,318,517 $0.22 – 0.43 $ 0.30 Granted 7,895,839 $0.16 – 0.40 $ 0.25 Balance, December 31, 2019 9,214,356 $0.16 – 0.43 $ 0.25 Granted 11,197,687 $0.12 – 0.40 $ 0.15 Expired (1,546,518 ) Balance, December 31, 2020 18,865,525 $0.16 – 0.40 $ 0.19 Non-vested (6,418,622 ) $0.17 – 0.45 $ 0.19 Vested, December 31, 2020 12,446,903 $0.16 – 0.45 $ 0.18 $ — Weighted Non-plan average Aggregate Options Exercise price per intrinsic outstanding price per share share value (1) Balance, December 31, 2018 19,319,496 0.23 – 1.00 0.43 Granted 1,226,586 0.16 – 0.32 0.21 Expired (941,975 ) 0.45 – 0.55 0.52 Balance, December 31, 2019 19,604,107 $0.16 – 1.00 $ 0.43 Granted 1,145,476 0.12 – 0.21 0.15 Balance, December 31, 2020 20,749,583 $0.12 – 1.00 $ 0.41 Unvested (2,369,708 ) 0.45 0.45 Vested and outstanding, December 31, 2020 18,379,875 $0.23 – 1.00 $ 0.41 $ — |
The 2007 Equity Incentive Plan [Member] | |
Notes Tables | |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | Weighted Average Aggregate Options Exercise Price per intrinsic Outstanding price per share share Value (1) Balance, December 31, 2018 9,691,586 0.22 – 0.94 0.43 Expired (922,135 ) 0.45 – 0.55 0.49 Balance, December 31, 2019 8,769,451 $0.22 – 0.94 $ 0.43 Expired (3,080,088 ) 0.22 – 0.58 0.38 Balance, December 31, 2020 5,689,363 $0.23 – 0.94 $ 0.44 $ — |
Note 6 - Warrants (Tables)
Note 6 - Warrants (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Notes Tables | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Weighted average Aggregate Warrants Exercise price per intrinsic outstanding price per share share value (1) Balance, December 31, 2018 26,872,430 $0.25 – 1.00 $ 0.43 Granted 24,490,687 0.25 – 0.48 0.29 Exercised (7,544,456 ) 0.30 0.30 Expired (587,500 ) 0.40 0.40 Balance, December 31, 2019 43,231,161 $0.25 – 1.00 $ 0.35 Granted 5,594,314 0.13 – 0.27 0.20 Expired (15,844,486 ) 0.18 – 0.70 0.43 Balance, December 31, 2020 32,980,989 $0.13 – 1.00 $ 0.29 $ — |
Schedule Of Assumptions Used To Determine Fair Value Of Warrants [Table Text Block] | 2020 2019 Risk free interest rate 0.10 – 0.23% 1.42 – 2.13% Expected volatility 100 – 112% 101 – 110% Expected dividend yield — — Forfeiture rate — — Expected life in years 2 – 5 1 – 5 |
Note 7 - Accounts Payable and_2
Note 7 - Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Notes Tables | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Category BioLargo ONM BLEST Water Elim Totals Accounts payable $ 125 $ 73 $ 56 $ 103 $ (42 ) $ 315 Accrued payroll 23 42 91 — — 156 Accrued interest 42 — — — — 42 Total $ 513 Category BioLargo ONM BLEST Water Elim Totals Accounts payable $ 102 $ 35 $ 46 $ 43 $ (31 ) $ 195 Accrued payroll 11 34 82 — — 128 Accrued interest 71 — — — — 71 Total $ 394 |
Note 10 - Noncontrolling Inte_2
Note 10 - Noncontrolling Interest - Clyra Medical (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Notes Tables | |
Schedule of Other Ownership Interests [Table Text Block] | Shareholder Shares Percent BioLargo, Inc. 49,207 45% Sanatio Capital 18,704 17% Scion Solutions (1) 21,700 20% Other 19,118 18% Total 108,729 |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Category BioLargo ONM BLEST Water Elim Totals Accounts payable $ 125 $ 73 $ 56 $ 103 $ (42 ) $ 315 Accrued payroll 23 42 91 — — 156 Accrued interest 42 — — — — 42 Total $ 513 Category BioLargo ONM BLEST Water Elim Totals Accounts payable $ 102 $ 35 $ 46 $ 43 $ (31 ) $ 195 Accrued payroll 11 34 82 — — 128 Accrued interest 71 — — — — 71 Total $ 394 |
Clyra Medical [Member] | |
Notes Tables | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Category Amount (in thousands) Accounts payable $ 402 Accrued payroll 32 Accrued interest 102 Total $ 536 |
Note 12 - Business Segment In_2
Note 12 - Business Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | 2020 2019 Revenues BioLargo corporate $ 14 $ — ONM Environmental 1,568 1,459 Clyra Medical 240 — BLEST 1,050 999 BioLargo Water 37 — Intersegment revenue (477 ) (597 ) Total $ 2,432 $ 1,861 Operating loss BioLargo corporate $ (3,947 ) $ (3,651 ) ONM Environmental (493 ) (335 ) Clyra Medical (1,827 ) (1,233 ) BLEST (619 ) (749 ) BioLargo Water (697 ) (728 ) Total $ (7,583 ) $ (6,696 ) Interest expense BioLargo corporate $ (1,823 ) $ (3,944 ) ONM Environmental — (2 ) Clyra Medical (100 ) (50 ) Total $ (1,923 ) $ (3,996 ) Research and development BioLargo corporate $ (754 ) $ (892 ) BLEST (351 ) (354 ) Clyra Medical (164 ) (219 ) BioLargo Water (505 ) (610 ) BioLargo corporate - intercompany 436 603 Total $ (1,338 ) $ (1,472 ) As of December 31, 2020 BioLargo ONM Clyra BLEST Water Elimination Total Tangible assets $ 603 $ 624 $ 1,125 $ 314 $ 105 $ (42 ) $ 2,729 Investment in South Korean joint venture 63 — — — — — 63 Intangible assets 2,150 — — — — — 2,150 As of December 31, 2019 BioLargo ONM Clyra BLEST Water Elimination Total Tangible assets $ 1,050 $ 420 $ 3 $ 264 $ 50 $ (59 ) $ 1,728 Intangible assets 1,893 — — — — — 1,893 |
Note 13 - Commitments and Con_2
Note 13 - Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Notes Tables | |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Years ending BioLargo Corp / ONM BLEST Total December 31, 2021 $ 111,000 $ 65,000 $ 176,000 December 31, 2022 115,000 43,000 158,000 December 31, 2023 118,000 -- 118,000 December 31, 2024 70,000 -- 70,000 December 31, 2025 -- -- -- Total minimum lease payments $ 414,000 $ 108,000 $ 522,000 |
Note 1 - Business and Organiz_2
Note 1 - Business and Organization (Details Textual) | Mar. 01, 2021USD ($) | Mar. 24, 2021USD ($) | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($) | Aug. 10, 2020$ / shares | Aug. 09, 2020$ / shares | Sep. 30, 2017 |
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest, Total | $ (9,700,000) | $ (11,440,000) | |||||
Net Cash Provided by (Used in) Operating Activities, Total | (4,154,000) | (4,422,000) | |||||
Working Capital (Deficit) | (2,039,000) | ||||||
Assets, Current, Total | 1,505,000 | 1,065,000 | |||||
Revenue from Contract with Customer, Including Assessed Tax | 2,432,000 | 1,861,000 | |||||
Cash and Cash Equivalents, at Carrying Value, Ending Balance | 716,000 | 655,000 | |||||
Convertible Debt, Total | 1,006,000 | ||||||
Proceeds from Issuance of Common Stock | 2,783,000 | 125,000 | |||||
Stock Issued During Period, Value, Issued for Unpaid Salary and Business Expenses | $ 300,000 | ||||||
Number of Wholly-Owned Subsidiaries | 4 | ||||||
BioLargo Engineering, Science & Technologies, LLC [Member] | |||||||
Noncontrolling Interest, Ownership Percentage by Parent | 94.00% | 100.00% | |||||
Clyra Medical Technologies [Member] | |||||||
Noncontrolling Interest, Ownership Percentage by Parent | 45.00% | ||||||
Subsequent Event [Member] | |||||||
Repayments of Long-term Debt, Total | $ 650,000 | ||||||
Lincoln Park Capital Fund, LLC [Member] | |||||||
Proceeds from Issuance of Common Stock | $ 2,058,000 | $ 125,000 | |||||
Sale of Stock, Daily Basis, Requirement, Minimum Share Price (in dollars per share) | $ / shares | $ 0.10 | ||||||
Lincoln Park Capital Fund, LLC [Member] | Subsequent Event [Member] | |||||||
Proceeds from Issuance of Common Stock | $ 2,000,000 | $ 2,020,000 | |||||
Debt Convertible to Equity at April 2021 Maturity Date [Member] | |||||||
Convertible Debt, Total | $ 100,000 | ||||||
Notes Due on Demand [Member] | |||||||
Convertible Debt, Total | 100,000 | ||||||
Notes Owed by Partially Owned Subsidiary Due June, 2021 [Member] | |||||||
Convertible Debt, Total | 224,000 | ||||||
Notes Owed by Partially Owned Subsidiary Must Paid Out of Operational Cash [Member] | |||||||
Convertible Debt, Total | 1,007,000 | ||||||
Convertible Promissory Note with August 12, 2021 Maturity [Member] | |||||||
Convertible Debt, Total | $ 356,000 | ||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 0.14 | $ 0.14 | $ 0.17 |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies (Details Textual) | Mar. 20, 2020USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jan. 01, 2019USD ($) |
Accounts Receivable, Allowance for Credit Loss, Current | $ 13,000 | $ 24,000 | ||
Inventory Valuation Reserves, Ending Balance | 3,000 | 3,000 | ||
Security Deposit | 35,000 | |||
Payments to Acquire Interest in Joint Venture | 100,000 | |||
Income (Loss) from Equity Method Investments, Total | (37,000) | |||
Impairment of Long-Lived Assets Held-for-use | $ 0 | 0 | ||
Number of Wholly-Owned Subsidiaries | 4 | |||
Operating Lease, Liability, Total | $ 341,000 | |||
Operating Lease, Right-of-Use Asset | $ 341,000 | $ 411,000 | ||
Accounting Standards Update 2016-02 [Member] | ||||
Operating Lease, Liability, Total | $ 399,000 | |||
Operating Lease, Right-of-Use Asset | $ 399,000 | |||
Canadian Government Grants [Member] | ||||
Number of Grants Received | 80 | |||
Grants Receivable | $ 3,700,000 | |||
Canadian Government Grants [Member] | Minimum [Member] | ||||
Grant Term (Month) | 180 days | |||
Canadian Government Grants [Member] | Maximum [Member] | ||||
Grant Term (Month) | 1 year 180 days | |||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | ||||
Number of Major Customers | 2 | |||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||||
Number of Major Customers | 2 | 3 | ||
Clyra Medical Technologies [Member] | ||||
Noncontrolling Interest, Ownership Percentage by Parent | 45.00% | |||
Odin Co Ltd [Member] | ||||
Payments to Acquire Interest in Joint Venture | $ 100,000 | |||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 40.00% | 40.00% | ||
Income (Loss) from Equity Method Investments, Total | $ 37,000 | |||
Odin Co Ltd [Member] | Tomorrow Water [Member] | ||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 30.00% | |||
Odin Co Ltd [Member] | BKT and Tomorrow Water [Member] | ||||
Payments to Acquire Interest in Joint Venture | $ 150,000 |
Note 2 - Summary of Significa_4
Note 2 - Summary of Significant Accounting Policies - Summary of Cash Balances (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Cash and Cash Equivalents, at Carrying Value, Ending Balance | $ 716,000 | $ 655,000 |
Parent Company [Member] | ||
Cash and Cash Equivalents, at Carrying Value, Ending Balance | 637,000 | 652,000 |
Noncontrolling Interest [Member] | ||
Cash and Cash Equivalents, at Carrying Value, Ending Balance | $ 79,000 | $ 3,000 |
Note 2 - Summary of Significa_5
Note 2 - Summary of Significant Accounting Policies - Credit Concentration (Details) - Customer Concentration Risk [Member] | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Customer A [Member] | Revenue from Contract with Customer Benchmark [Member] | ||
Credit concentration | 13.00% | 10.00% |
Customer D [Member] | Accounts Receivable [Member] | ||
Credit concentration | 32.00% | 10.00% |
Customer B [Member] | Revenue from Contract with Customer Benchmark [Member] | ||
Credit concentration | 11.00% | 10.00% |
Customer E [Member] | Accounts Receivable [Member] | ||
Credit concentration | 10.00% | 10.00% |
Customer F [Member] | Accounts Receivable [Member] | ||
Credit concentration | 10.00% | 20.00% |
Customer G [Member] | Accounts Receivable [Member] | ||
Credit concentration | 10.00% | 14.00% |
Customer H [Member] | Accounts Receivable [Member] | ||
Credit concentration | 10.00% | 13.00% |
Note 2 - Summary of Significa_6
Note 2 - Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Raw material | $ 111 | $ 11 |
Finished goods | 166 | 5 |
Total | $ 277 | $ 16 |
Note 2 - Summary of Significa_7
Note 2 - Summary of Significant Accounting Policies - Stock Options, Valuation Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Non Plan [Member] | ||
Life in years (Year) | 10 years | 10 years |
Non Plan [Member] | Minimum [Member] | ||
Risk free interest rate | 0.66% | 1.68% |
Expected volatility | 125.00% | 133.00% |
Non Plan [Member] | Maximum [Member] | ||
Risk free interest rate | 1.02% | 2.65% |
Expected volatility | 131.00% | 152.00% |
2018 Equity Incentive Plan [Member] | ||
Life in years (Year) | 10 years | 10 years |
2018 Equity Incentive Plan [Member] | Minimum [Member] | ||
Risk free interest rate | 0.64% | 1.68% |
Expected volatility | 126.00% | 133.00% |
2018 Equity Incentive Plan [Member] | Maximum [Member] | ||
Risk free interest rate | 1.90% | 2.65% |
Expected volatility | 133.00% | 152.00% |
Note 3 - Sale of Stock for Ca_2
Note 3 - Sale of Stock for Cash (Details Textual) - USD ($) | Mar. 30, 2020 | Feb. 12, 2020 | May 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 25, 2017 |
Stock Issued During Period, Value, Commitment Fee | $ (122,000) | |||||
Proceeds from Issuance of Common Stock | 2,783,000 | $ 125,000 | ||||
Payments to Acquire Interest in Joint Venture | $ 100,000 | |||||
BKT Joint Venture [Member] | ||||||
Payments to Acquire Interest in Joint Venture | $ 100,000 | |||||
Equity Method Investment, Ownership Percentage | 40.00% | |||||
Warrants Issued with 2020 Unit Offering [Member] | Minimum [Member] | ||||||
Warrants and Rights Outstanding, Term (Month) | 180 days | |||||
Warrants Issued with 2020 Unit Offering [Member] | Maximum [Member] | ||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | |||||
The 2020 Unit Offering [Member] | ||||||
Stock Issued During Period, Shares, New Issues (in shares) | 2,374,335 | |||||
Proceeds from Issuance of Common Stock | $ 367,000 | |||||
Lincoln Park Capital Fund, LLC [Member] | ||||||
Stock Purchase Agreement, Maximum Amount of Common Stock | $ 10,250,000 | $ 10,000,000 | ||||
Stock Issued During Period, Shares, Commitment Fee (in shares) | 2,928,571 | |||||
Stock Issued During Period, Value, Commitment Fee | $ 527,000 | |||||
Stock Issued During Period, Shares, New Issues (in shares) | 13,388,642 | 556,144 | ||||
Proceeds from Issuance of Common Stock | $ 2,058,000 | $ 125,000 | ||||
BKT Co. Ltd. [Member] | ||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,593,087 | |||||
Proceeds from Issuance of Common Stock | $ 350,000 |
Note 4 - Debt Obligations (Deta
Note 4 - Debt Obligations (Details Textual) - USD ($) | Aug. 10, 2020 | Jun. 20, 2020 | Dec. 17, 2019 | Nov. 22, 2019 | Aug. 12, 2019 | Aug. 09, 2019 | Jan. 07, 2019 | Sep. 19, 2018 | Sep. 01, 2018 | Mar. 08, 2018 | Mar. 01, 2018 | May 24, 2017 | Apr. 30, 2020 | Dec. 17, 2019 | Mar. 31, 2018 | Aug. 31, 2019 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 09, 2020 | Aug. 20, 2019 | Aug. 15, 2019 | Aug. 11, 2019 | Sep. 30, 2018 |
Interest Expense, Debt, Total | $ 1,923,000 | $ 3,996,000 | |||||||||||||||||||||||||
Proceeds from Notes Payable, Total | 400,000 | ||||||||||||||||||||||||||
Gain (Loss) on Extinguishment of Debt, Total | $ (228,000) | (442,000) | (1,029,000) | ||||||||||||||||||||||||
Long-term Line of Credit, Total | $ 50,000 | 50,000 | 50,000 | ||||||||||||||||||||||||
Convertible Debt, Total | 1,006,000 | ||||||||||||||||||||||||||
Clyra Medical [Member] | |||||||||||||||||||||||||||
Gain (Loss) on Extinguishment of Debt, Total | (214,000) | ||||||||||||||||||||||||||
Warrants Issued in Conversion of Secured Line of Credit to Twelve Month OID Notes [Member] | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,130,515 | ||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | ||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | ||||||||||||||||||||||||||
Warrants Issued Concurrently to the Summer 2017 Unit Offering [Member] | |||||||||||||||||||||||||||
Proceeds from Issuance of Units | $ 604,000 | ||||||||||||||||||||||||||
Warrants Issued Concurrently to the Spring 2018 Unit Offering [Member] | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.25 | ||||||||||||||||||||||||||
Warrant In Connection With Convertible Note [Member] | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,200,000 | ||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.30 | $ 0.25 | |||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | 5 years | |||||||||||||||||||||||||
Warrant with September 18, 2025 Expiration [Member] | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1,734,375 | ||||||||||||||||||||||||||
Warrant with August 12, 2025 Expiration [Member] | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 2,095,588 | ||||||||||||||||||||||||||
Conversion of Secured Line of Credit to Twelve Month OID Notes [Member] | Three Holders [Member] | |||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 205,000 | ||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 256,000 | ||||||||||||||||||||||||||
Original Issue Discount, Percentage | 25.00% | ||||||||||||||||||||||||||
Gain (Loss) on Extinguishment of Debt, Total | $ (315,000) | ||||||||||||||||||||||||||
Vista Capital Note Converted into Common Stock [Member] | |||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 50,000 | $ 50,000 | $ 100,000 | $ 270,000 | |||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 690,530 | 2,417,059 | |||||||||||||||||||||||||
Conversion of Summer 2017 Unit Offering Convertible Notes into Common Stock [Member] | |||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 25,000 | ||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 83,334 | ||||||||||||||||||||||||||
Conversion of Convertible Note Into Twelve Month OID Note [Member] | |||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 305,000 | ||||||||||||||||||||||||||
Conversion of OID Notes to Common Stock [Member] | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.17 | $ 0.17 | |||||||||||||||||||||||||
Conversion of Convertible Notes Payable into Common Stock [Member] | |||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 3,112,000 | ||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 30,208,453 | ||||||||||||||||||||||||||
Conversion of Convertible Notes Payable into Common Stock to Pay for Interest [Member] | |||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 1,415,221 | ||||||||||||||||||||||||||
Conversion from Convertible Promissory Note with August 12, 2021 Maturity to Common Stock [Member] | |||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 119,000 | ||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 848,214 | ||||||||||||||||||||||||||
Conversion from Convertible Promissory Note Accrued Interest with August 12, 2021 Maturity to Common Stock [Member] | |||||||||||||||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 169,643 | ||||||||||||||||||||||||||
Debt Conversion, Accrued Interest, Amount | $ 24,000 | ||||||||||||||||||||||||||
Note Payable, Maturing March 8, 2023 [Member] | |||||||||||||||||||||||||||
Proceeds from Notes Payable, Total | $ 50,000 | ||||||||||||||||||||||||||
Line of Credit, Maturing September 1, 2019 [Member] | |||||||||||||||||||||||||||
Proceeds from Lines of Credit, Total | $ 40,000 | $ 390,000 | |||||||||||||||||||||||||
Line of Credit Facility, Interest Rate During Period | 18.00% | ||||||||||||||||||||||||||
Number of Trading Days Prior to Interest Payment Due Date if Paid by Issuance of Common Stock (Day) | 20 days | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||||||||||||||||||||||||||
Debt Instrument, Call Notice Period (Day) | 30 days | ||||||||||||||||||||||||||
Line of Credit, Due on Demand After September 1, 2019 [Member] | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.17 | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | ||||||||||||||||||||||||||
Repayments of Lines of Credit | 175,000 | ||||||||||||||||||||||||||
Long-term Line of Credit, Total | 50,000 | 50,000 | |||||||||||||||||||||||||
Vista Capital 2019 Note [Member] | Convertible Notes Payable [Member] | Vista Capital [Member] | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 330,000 | ||||||||||||||||||||||||||
Proceeds from Convertible Debt | $ 300,000 | ||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price, Percentage of Lowest Closing Bid Price | 65.00% | ||||||||||||||||||||||||||
Debt Instrument, Convertible, Number of Consecutive Trade Days Prior to Conversion Date (Day) | 25 days | ||||||||||||||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 300,000 | ||||||||||||||||||||||||||
Convertible Notes Payable, Total | 270,000 | 270,000 | |||||||||||||||||||||||||
Summer 2017 Unit Offering [Member] | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.42 | ||||||||||||||||||||||||||
Convertible Debt, Total | 25,000 | 25,000 | |||||||||||||||||||||||||
Convertible Twelve Months OID Notes [Member] | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 2,794,000 | $ 2,794,000 | |||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 5.00% | |||||||||||||||||||||||||
Proceeds from Convertible Debt | $ 2,235,000 | ||||||||||||||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 2,235,000 | ||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 559,000 | $ 559,000 | |||||||||||||||||||||||||
Debt Instrument, Term (Month) | 1 year | ||||||||||||||||||||||||||
Convertible Twelve Months OID Notes [Member] | Thirty Four Accredited Investors [Member] | |||||||||||||||||||||||||||
Original Issue Discount, Percentage | 25.00% | 25.00% | |||||||||||||||||||||||||
Convertible Twelve Months OID Notes [Member] | Convertible Notes Payable [Member] | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 381,000 | $ 381,000 | $ 330,882 | ||||||||||||||||||||||||
Original Issue Discount, Percentage | 25.00% | 25.00% | |||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 2,095,588 | ||||||||||||||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 381,000 | ||||||||||||||||||||||||||
Debt Instrument, Unamortized Discount, Total | $ 76,000 | $ 76,000 | |||||||||||||||||||||||||
Debt Instrument, Term (Month) | 1 year | ||||||||||||||||||||||||||
Convertible Notes, Maturing April 20, 2021 [Member] | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.30 | ||||||||||||||||||||||||||
Proceeds from Issuance of Units | $ 100,000 | ||||||||||||||||||||||||||
Long-term Debt, Gross | $ 100,000 | $ 100,000 | 100,000 | ||||||||||||||||||||||||
Convertible Note, Maturing August 9, 2021 [Member] | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 600,000 | ||||||||||||||||||||||||||
Original Issue Discount, Percentage | 15.00% | ||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.30 | ||||||||||||||||||||||||||
Proceeds from Convertible Debt | $ 600,000 | ||||||||||||||||||||||||||
Note Payable, Maturing January 5, 2019 [Member] | |||||||||||||||||||||||||||
Proceeds from Notes Payable, Total | $ 400,000 | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 12.00% | ||||||||||||||||||||||||||
Notes Payable, Maturing September 6, 2019 [Member] | |||||||||||||||||||||||||||
Debt Conversion, Original Debt, Amount | $ 440,000 | ||||||||||||||||||||||||||
Original Issue Discount, Percentage | 25.00% | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | 18.00% | |||||||||||||||||||||||||
Gain (Loss) on Extinguishment of Debt, Total | $ (422,000) | ||||||||||||||||||||||||||
Convertible Notes Payable, Total | $ 550,000 | ||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.17 | ||||||||||||||||||||||||||
Convertible Promissory Note with August 12, 2021 Maturity [Member] | |||||||||||||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.14 | $ 0.14 | $ 0.17 | ||||||||||||||||||||||||
Convertible Debt, Total | $ 356,000 | ||||||||||||||||||||||||||
Convertible Promissory Note with August 16, 2021 Maturity [Member] | |||||||||||||||||||||||||||
Convertible Debt, Total | 50,000 | ||||||||||||||||||||||||||
Debt Instrument, Extension Fee Amount | $ 25,000 | ||||||||||||||||||||||||||
Paycheck Protection Program CARES Act [Member] | ONM [Member] | |||||||||||||||||||||||||||
Proceeds from Issuance of Debt | $ 218,000 | ||||||||||||||||||||||||||
Paycheck Protection Program CARES Act [Member] | BLEST [Member] | |||||||||||||||||||||||||||
Proceeds from Issuance of Debt | 96,000 | ||||||||||||||||||||||||||
Paycheck Protection Program CARES Act [Member] | Clyra Medical [Member] | |||||||||||||||||||||||||||
Proceeds from Issuance of Debt | $ 43,000 | ||||||||||||||||||||||||||
Economic Injury Disaster Loan [Member] | ONM [Member] | |||||||||||||||||||||||||||
Debt Instrument, Face Amount | $ 150,000 | ||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | ||||||||||||||||||||||||||
Debt Instrument, Term (Month) | 30 years | ||||||||||||||||||||||||||
Debt Instrument, Periodic Payment, Total | $ 800 |
Note 4 - Debt Obligations - Sch
Note 4 - Debt Obligations - Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | |
Long-term Line of Credit, Total | $ 50 | $ 50 | |
Total notes payable and line of credit | 100 | 100 | |
Convertible notes | 1,106 | 3,957 | |
Total current liabilities | 1,206 | 4,057 | |
Long-term debt | 507 | 700 | |
Total | 1,713 | 4,757 | |
Note Payable, Maturing March 8, 2023 [Member] | |||
Notes Payable, Current, Total | 50 | 50 | |
Convertible Note, Maturing April 7, 2020 [Member] | |||
Convertible notes | 270 | ||
Convertible Notes, Maturing on June 20, 2020 [Member] | |||
Convertible notes | [1] | 25 | |
Convertible Twelve Months OID Notes [Member] | |||
Convertible notes | [1] | 3,112 | |
Convertible Note, Maturing April 20 2021 [Member] | |||
Convertible notes | [1] | 100 | |
Convertible Note, Maturing August 9, 2021 [Member] | |||
Convertible notes | 600 | ||
Long-term debt | 600 | ||
Convertible Notes, Maturing August 12 and 16, 2020 [Member] | |||
Convertible notes | [2] | 406 | 550 |
Paycheck Protection Program CARES Act [Member] | |||
Long-term debt | 357 | ||
Economic Injury Disaster Loan [Member] | |||
Long-term debt | 150 | ||
Convertible Notes, Maturing April 20, 2021 [Member] | |||
Long-term debt | [1] | $ 100 | |
[1] | These notes are convertible at our option at maturity. | ||
[2] | These notes are convertible by the noteholders, and not convertible by the Company. |
Note 5 - Share-based Compensa_3
Note 5 - Share-based Compensation (Details Textual) - USD ($) | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jul. 23, 2019 | Jul. 05, 2019 | Jun. 30, 2019 | Jun. 28, 2019 | May 28, 2019 | Mar. 29, 2019 | Jan. 31, 2019 | Jan. 16, 2019 | Jun. 22, 2018 | Sep. 07, 2017 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Stock Issued During Period, Value, Issued for Services | $ 666,000 | $ 710,000 | ||||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 2,783,000 | 125,000 | ||||||||||||||||||||
Share Price (in dollars per share) | $ 0.12 | $ 0.12 | ||||||||||||||||||||
Accounts Payable and Accrued Liabilities, Current, Total | $ 513,000 | $ 394,000 | $ 513,000 | $ 394,000 | ||||||||||||||||||
2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares) | 40,000,000 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized Per Year (in shares) | 2,000,000 | |||||||||||||||||||||
Share Price (in dollars per share) | $ 0.12 | $ 0.12 | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 11,197,687 | 7,895,839 | ||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.15 | $ 0.25 | ||||||||||||||||||||
The 2007 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | [1] | |||||||||||||||||||||
Non Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 1,145,476 | 1,226,586 | ||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.15 | $ 0.21 | ||||||||||||||||||||
Selling, General and Administrative Expenses [Member] | ||||||||||||||||||||||
Share-based Payment Arrangement, Expense | $ 1,821,000 | $ 1,552,000 | ||||||||||||||||||||
Common Stock Issued for Accrued Interest Due on Promissory Note [Member] | ||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.11 | $ 0.16 | $ 0.17 | $ 0.18 | $ 0.27 | $ 0.17 | $ 0.17 | $ 0.18 | $ 0.18 | |||||||||||||
Stock Issued During Period, Value, New Issues | $ 184,000 | $ 200,000 | ||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,412,052 | 297,001 | 19,278 | 292,380 | 395,944 | 87,478 | 139,362 | 1,728,331 | 927,318 | |||||||||||||
Officer [Member] | ||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 299,000 | $ 210,000 | ||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 652,100 | 349,670 | 367,403 | 648,755 | 35,080 | 465,875 | 579,996 | 2,017,928 | 1,080,951 | |||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.12 | $ 0.15 | $ 0.16 | $ 0.17 | $ 0.31 | $ 0.23 | $ 0.16 | $ 0.12 | ||||||||||||||
Lock-up Agreement, Vesting Requirement, Commercialization of Product, Receipt in Cash | $ 3,000,000 | |||||||||||||||||||||
Consultants [Member] | ||||||||||||||||||||||
Stock Issued During Period, Value, Issued for Services | $ 366,000 | $ 500,000 | ||||||||||||||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 373,438 | 270,000 | 1,406,630 | 390,735 | 528,001 | 594,118 | 515,809 | 649,545 | 2,440,803 | 2,237,539 | ||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.12 | $ 0.15 | $ 0.16 | $ 0.17 | $ 0.23 | $ 0.26 | $ 0.21 | $ 0.17 | $ 0.21 | $ 0.12 | $ 0.23 | |||||||||||
Accounts Payable and Accrued Liabilities, Current, Total | $ 74,000 | $ 74,000 | ||||||||||||||||||||
Consultants [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 531,298 | |||||||||||||||||||||
Employees, Consultations, Officers, and Directors [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 11,197,687 | 7,895,839 | ||||||||||||||||||||
Employees and Consultants [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 4,880,945 | 6,614,381 | ||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.14 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 1 year | 4 years | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 616,000 | $ 616,000 | ||||||||||||||||||||
Employees and Consultants [Member] | 2018 Equity Incentive Plan [Member] | Minimum [Member] | ||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | 0.16 | $ 0.16 | ||||||||||||||||||||
Employees and Consultants [Member] | 2018 Equity Incentive Plan [Member] | Maximum [Member] | ||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | 0.40 | $ 0.40 | ||||||||||||||||||||
Chief Executive Officer [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 517,500 | |||||||||||||||||||||
Chief Financial Officer [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share Price (in dollars per share) | $ 0.22 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 300,000 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 100,000 | $ 100,000 | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares (in shares) | 492,500 | |||||||||||||||||||||
Chief Financial Officer [Member] | 2018 Equity Incentive Plan [Member] | Vesting Monthly [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options Expected to Vest, Number of Shares (in shares) | 25,000 | |||||||||||||||||||||
Chief Financial Officer [Member] | 2018 Equity Incentive Plan [Member] | Minimum [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.14 | |||||||||||||||||||||
Chief Financial Officer [Member] | 2018 Equity Incentive Plan [Member] | Maximum [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.21 | |||||||||||||||||||||
Chief Financial Officer [Member] | Equity Incentive Plan 2007 [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares (in shares) | 75,000 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Remaining Number of Shares to Vest Each Month (in shares) | 25,000 | |||||||||||||||||||||
Board Of Directors [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 1,281,458 | |||||||||||||||||||||
Board Of Directors [Member] | 2018 Equity Incentive Plan [Member] | Minimum [Member] | ||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | 0.16 | $ 0.16 | ||||||||||||||||||||
Board Of Directors [Member] | 2018 Equity Incentive Plan [Member] | Maximum [Member] | ||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | 0.32 | $ 0.32 | ||||||||||||||||||||
Board Of Directors [Member] | Equity Incentive Plan 2007 [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 1,746,434 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 250,000 | $ 250,000 | ||||||||||||||||||||
Board Of Directors [Member] | Equity Incentive Plan 2007 [Member] | Award Date One [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.17 | |||||||||||||||||||||
Board Of Directors [Member] | Equity Incentive Plan 2007 [Member] | Award Date Two [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | 0.16 | |||||||||||||||||||||
Board Of Directors [Member] | Equity Incentive Plan 2007 [Member] | Award Date Three [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | 0.15 | |||||||||||||||||||||
Board Of Directors [Member] | Equity Incentive Plan 2007 [Member] | Award Date Four [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.12 | |||||||||||||||||||||
Employees [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 2,019,556 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 4 years | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 277,000 | $ 277,000 | ||||||||||||||||||||
Employees [Member] | 2018 Equity Incentive Plan [Member] | Award Date One [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.17 | |||||||||||||||||||||
Employees [Member] | 2018 Equity Incentive Plan [Member] | Award Date Two [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | 0.16 | |||||||||||||||||||||
Employees [Member] | 2018 Equity Incentive Plan [Member] | Award Date Three [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | 0.15 | |||||||||||||||||||||
Employees [Member] | 2018 Equity Incentive Plan [Member] | Award Date Four [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.12 | |||||||||||||||||||||
Vice President of Operation and President of Subsidiary [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share Price (in dollars per share) | $ 0.25 | $ 0.17 | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 300,000 | 1,200,000 | ||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares (in shares) | 200,000 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award Options Annual Vesting Installment Shares (in shares) | 100,000 | |||||||||||||||||||||
Vice President of Operation and President of Subsidiary [Member] | 2018 Equity Incentive Plan [Member] | Vesting At Various Metrics [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 1,000,000 | |||||||||||||||||||||
Vice President of Operation and President of Subsidiary [Member] | Equity Incentive Plan 2007 [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | |||||||||||||||||||||
Share Price (in dollars per share) | $ 0.17 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 1,000,000 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 5 years | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award Options Annual Vesting Installment Shares (in shares) | 200,000 | |||||||||||||||||||||
Director of Business Development for Odor-No-More [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 1,000,000 | |||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.35 | |||||||||||||||||||||
Vendors [Member] | Non Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 1,145,476 | 1,226,586 | ||||||||||||||||||||
Vendors [Member] | Non Plan [Member] | Minimum [Member] | ||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.12 | 0.16 | $ 0.12 | $ 0.16 | ||||||||||||||||||
Vendors [Member] | Non Plan [Member] | Maximum [Member] | ||||||||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 0.21 | $ 0.32 | $ 0.21 | $ 0.32 | ||||||||||||||||||
Sale of Products and License of Technology [Member] | ||||||||||||||||||||||
Contract with Customer, Liability, Revenue Recognized | $ 3,000,000 | |||||||||||||||||||||
Restricted Stock Units (RSUs) [Member] | Vice President of Operation and President of Subsidiary [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 500,000 | |||||||||||||||||||||
Proceeds Cash, Trigger for Award as Unvested | $ 3,000,000 | |||||||||||||||||||||
Converted Accrued and Unpaid Obligations for Previous Issued Expired Options [Member] | Employees [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 1,501,954 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 198,000 | $ 198,000 | ||||||||||||||||||||
Converted Accrued and Unpaid Obligations for Previous Issued Expired Options [Member] | Employees [Member] | 2018 Equity Incentive Plan [Member] | Minimum [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.14 | |||||||||||||||||||||
Converted Accrued and Unpaid Obligations for Previous Issued Expired Options [Member] | Employees [Member] | 2018 Equity Incentive Plan [Member] | Maximum [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 0.17 | |||||||||||||||||||||
Non Contingent Options [Member] | Director of Business Development for Odor-No-More [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 400,000 | |||||||||||||||||||||
Non Contingent Options [Member] | Director of Business Development for Odor-No-More [Member] | 2018 Equity Incentive Plan [Member] | Share-based Payment Arrangement, Tranche One [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 100,000 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 90 days | |||||||||||||||||||||
Non Contingent Options [Member] | Director of Business Development for Odor-No-More [Member] | 2018 Equity Incentive Plan [Member] | Share-based Payment Arrangement, Tranche Two [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 100,000 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 1 year | |||||||||||||||||||||
Non Contingent Options [Member] | Director of Business Development for Odor-No-More [Member] | 2018 Equity Incentive Plan [Member] | Share-based Payment Arrangement, Tranche Three [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 200,000 | |||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 2 years | |||||||||||||||||||||
Contingent Options [Member] | Director of Business Development for Odor-No-More [Member] | 2018 Equity Incentive Plan [Member] | ||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 600,000 | |||||||||||||||||||||
Share-based Payment Arrangement, Option [Member] | Vendors [Member] | Selling, General and Administrative Expenses [Member] | Non Plan [Member] | ||||||||||||||||||||||
Share-based Payment Arrangement, Expense | $ 167,000 | $ 260,000 | ||||||||||||||||||||
[1] | Aggregate intrinsic value based on closing common stock price of $0.12 at December 31, 2020. |
Note 5 - Share-based Compensa_4
Note 5 - Share-based Compensation - Stock Options (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | ||
2018 Equity Incentive Plan [Member] | ||||
Options outstanding, balance (in shares) | 9,214,356 | 1,318,517 | ||
Weighted average exercise price per share, balance (in dollars per share) | $ 0.25 | $ 0.30 | ||
Options granted (in shares) | 11,197,687 | 7,895,839 | ||
Weighted average exercise price per share, granted (in dollars per share) | $ 0.15 | $ 0.25 | ||
Options expired (in shares) | (1,546,518) | |||
Options outstanding, balance (in shares) | 18,865,525 | 9,214,356 | ||
Weighted average exercise price per share, balance (in dollars per share) | $ 0.19 | $ 0.25 | ||
Options Non-vested (in shares) | (6,418,622) | |||
Weighted average exercise price per share, Non-vested (in dollars per share) | $ 0.19 | |||
Options Vested (in shares) | 12,446,903 | |||
Weighted average exercise price per share, Vested (in dollars per share) | $ 0.18 | |||
Vested, aggregate intrinsic value | [1] | |||
2018 Equity Incentive Plan [Member] | Minimum [Member] | ||||
Exercise price per share, balance (in dollars per share) | 0.16 | 0.22 | ||
Exercise price per share, granted (in dollars per share) | 0.12 | 0.16 | ||
Exercise price per share, balance (in dollars per share) | 0.16 | 0.16 | ||
Exercise price per share, Non-vested (in dollars per share) | 0.17 | |||
Exercise price per share, Vested (in dollars per share) | $ 0.16 | |||
Exercise price per share, balance (in dollars per share) | 0.16 | 0.16 | 0.16 | |
2018 Equity Incentive Plan [Member] | Maximum [Member] | ||||
Exercise price per share, balance (in dollars per share) | 0.43 | 0.43 | ||
Exercise price per share, granted (in dollars per share) | 0.40 | 0.40 | ||
Exercise price per share, balance (in dollars per share) | 0.40 | 0.43 | ||
Exercise price per share, Non-vested (in dollars per share) | 0.45 | |||
Exercise price per share, Vested (in dollars per share) | 0.45 | |||
Exercise price per share, balance (in dollars per share) | $ 0.40 | $ 0.43 | $ 0.40 | |
Non Plan [Member] | ||||
Options outstanding, balance (in shares) | 19,604,107 | 19,319,496 | ||
Weighted average exercise price per share, balance (in dollars per share) | $ 0.43 | $ 0.43 | ||
Options granted (in shares) | 1,145,476 | 1,226,586 | ||
Weighted average exercise price per share, granted (in dollars per share) | $ 0.15 | $ 0.21 | ||
Options expired (in shares) | (941,975) | |||
Options outstanding, balance (in shares) | 20,749,583 | 19,604,107 | ||
Weighted average exercise price per share, balance (in dollars per share) | $ 0.41 | $ 0.43 | ||
Options Non-vested (in shares) | (2,369,708) | |||
Exercise price per share, Non-vested (in dollars per share) | 0.45 | |||
Weighted average exercise price per share, Non-vested (in dollars per share) | $ 0.45 | |||
Options Vested (in shares) | 18,379,875 | |||
Weighted average exercise price per share, Vested (in dollars per share) | $ 0.41 | |||
Vested, aggregate intrinsic value | [1] | |||
Weighted average exercise price per share, Expired (in dollars per share) | 0.52 | |||
Non Plan [Member] | Minimum [Member] | ||||
Exercise price per share, balance (in dollars per share) | 0.16 | 0.23 | ||
Exercise price per share, granted (in dollars per share) | 0.12 | 0.16 | ||
Exercise price per share, balance (in dollars per share) | 0.12 | 0.16 | ||
Exercise price per share, Vested (in dollars per share) | $ 0.23 | |||
Exercise price per share, Expired (in dollars per share) | 0.45 | |||
Exercise price per share, balance (in dollars per share) | 0.12 | 0.16 | 0.12 | |
Non Plan [Member] | Maximum [Member] | ||||
Exercise price per share, balance (in dollars per share) | 1 | 1 | ||
Exercise price per share, granted (in dollars per share) | 0.21 | 0.32 | ||
Exercise price per share, balance (in dollars per share) | 1 | 1 | ||
Exercise price per share, Vested (in dollars per share) | 1 | |||
Exercise price per share, Expired (in dollars per share) | 0.55 | |||
Exercise price per share, balance (in dollars per share) | $ 1 | $ 1 | $ 1 | |
[1] | Aggregate intrinsic value based on closing common stock price of $0.12 at December 31, 2020. |
Note 5 - Share-based Compensa_5
Note 5 - Share-based Compensation - Stock Options Issued Under the 2007 Equity Incentive Plan (Details) - The 2007 Equity Incentive Plan [Member] - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | ||
Options outstanding, balance (in shares) | 8,769,451 | 9,691,586 | |
Options expired (in shares) | (3,080,088) | (922,135) | |
Options outstanding, balance (in shares) | 5,689,363 | 8,769,451 | |
Outstanding, aggregate intrinsic value | [1] | ||
Minimum [Member] | |||
Exercise price per share, balance (in dollars per share) | $ 0.22 | $ 0.22 | |
Exercise price per share, Expired (in dollars per share) | 0.22 | 0.45 | |
Exercise price per share, balance (in dollars per share) | 0.23 | 0.22 | |
Maximum [Member] | |||
Exercise price per share, balance (in dollars per share) | 0.94 | 0.94 | |
Exercise price per share, Expired (in dollars per share) | 0.58 | 0.55 | |
Exercise price per share, balance (in dollars per share) | 0.94 | 0.94 | |
Weighted Average [Member] | |||
Weighted average exercise price per share, balance (in dollars per share) | 0.43 | 0.43 | |
Weighted average exercise price per share, Expired (in dollars per share) | 0.38 | 0.49 | |
Weighted average exercise price per share, balance (in dollars per share) | $ 0.44 | $ 0.43 | |
[1] | Aggregate intrinsic value based on closing common stock price of $0.12 at December 31, 2020. |
Note 6 - Warrants (Details Text
Note 6 - Warrants (Details Textual) - USD ($) | Sep. 16, 2019 | Jun. 24, 2019 | Jun. 07, 2019 | Jul. 31, 2017 | Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 31, 2019 | Aug. 20, 2019 | Aug. 15, 2019 | Aug. 09, 2019 | Mar. 31, 2019 | Mar. 05, 2019 | Mar. 04, 2019 | Jan. 31, 2019 |
Share Price (in dollars per share) | $ 0.12 | |||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 5,594,314 | 24,490,687 | ||||||||||||||
Deemed Dividends | $ 355,000 | $ 117,000 | $ 809,000 | |||||||||||||
Stock Issued During Period, Shares, Exercise of Warrants (in shares) | 7,544,456 | |||||||||||||||
Proceeds from Warrant Exercises | $ 560,000 | |||||||||||||||
Nine Months OID Notes In Connection With Warrant [Member] | ||||||||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.17 | $ 0.25 | ||||||||||||||
Vista Warrant [Member] | ||||||||||||||||
Class of Warrant or Right, Increase Shares Available for Purchase (in shares) | 2,520,780 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 2,877,790 | |||||||||||||||
Convertible Twelve Months OID Notes [Member] | ||||||||||||||||
Debt Instrument, Face Amount | $ 2,794,000 | $ 2,794,000 | ||||||||||||||
Debt Instrument, Term (Month) | 1 year | |||||||||||||||
Convertible Twelve Months OID Notes [Member] | Convertible Notes Payable [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 2,095,588 | |||||||||||||||
Debt Instrument, Face Amount | $ 381,000 | $ 381,000 | $ 330,882 | |||||||||||||
Debt Instrument, Term (Month) | 1 year | |||||||||||||||
Original Issue Discount, Percentage | 25.00% | 25.00% | ||||||||||||||
Convertible Notes Maturing June 15, 2021 [Member] | Convertible Notes Payable [Member] | ||||||||||||||||
Debt Instrument, Face Amount | $ 100,000 | |||||||||||||||
Debt Instrument, Term (Month) | 1 year | |||||||||||||||
Original Issue Discount, Percentage | 25.00% | |||||||||||||||
Warrants Issued in Connection with Investment from Five Investors [Member] | ||||||||||||||||
Warrants and Rights Outstanding, Term (Month) | 180 days | |||||||||||||||
Class of Warrant or Right, Issued During Period, Number of Securities Called by Warrants or Rights (in shares) | 2,318,194 | |||||||||||||||
Warrants Issued in Connection with Investment from Five Investors [Member] | Minimum [Member] | ||||||||||||||||
Class of Warrant or Right, Issued During Period, Exercise Price (in dollars per share) | $ 0.18 | |||||||||||||||
Warrants Issued in Connection with Investment from Five Investors [Member] | Maximum [Member] | ||||||||||||||||
Class of Warrant or Right, Issued During Period, Exercise Price (in dollars per share) | $ 0.22 | |||||||||||||||
Five Year Warrant [Member] | ||||||||||||||||
Class of Warrant or Right, Issued During Period, Number of Securities Called by Warrants or Rights (in shares) | 2,318,194 | |||||||||||||||
Five Year Warrant [Member] | Minimum [Member] | ||||||||||||||||
Class of Warrant or Right, Issued During Period, Exercise Price (in dollars per share) | $ 0.23 | |||||||||||||||
Five Year Warrant [Member] | Maximum [Member] | ||||||||||||||||
Class of Warrant or Right, Issued During Period, Exercise Price (in dollars per share) | 0.27 | |||||||||||||||
Warrants Issued Concurrently With One Year Convertible Note [Member] | ||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 400,000 | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.65 | $ 0.13 | ||||||||||||||
Class of Warrant or Right, Increase Shares Available for Purchase (in shares) | 957,926 | |||||||||||||||
Deemed Dividends | $ 117,000 | |||||||||||||||
Warrants Issued as Part of Debt Extension [Member] | Vernal Bay Investments, LLC [Member] | ||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.20 | $ 0.25 | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 2,484,375 | 1,987,500 | ||||||||||||||
Warrant In Connection With Convertible Note [Member] | ||||||||||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | 5 years | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | $ 0.30 | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,200,000 | |||||||||||||||
Warrants and Rights Outstanding | $ 198,000 | |||||||||||||||
Warrants Issued in Conversion of Secured Line of Credit to Twelve Month OID Notes [Member] | ||||||||||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,130,515 | |||||||||||||||
Warrants Issued in Connection with Conversion of Notes Due June 15, 2021 [Member] | ||||||||||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 551,471 | |||||||||||||||
Warrants Issued as Consent for Variable Rate Date [Member] | Lincoln Park Capital Fund, LLC [Member] | ||||||||||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 300,000 | |||||||||||||||
Discount On Convertible Note Payable | $ 54,000 | |||||||||||||||
Warrants Issued Concurrently with the Nine-month Note Payable [Member] | ||||||||||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 637,500 | |||||||||||||||
Discount On Convertible Note Payable | $ 89,000 | |||||||||||||||
Nine Months OID Notes In Connection With Warrant [Member] | ||||||||||||||||
Deemed Dividends | $ 84,000 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 937,500 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights, Increased | $ 300,000 | |||||||||||||||
Twelve Months OID Notes In Connection With Warrant [Member] | ||||||||||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.25 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 12,325,370 | |||||||||||||||
Stock Purchase Warrant, Percentage of Principal | 75.00% | |||||||||||||||
Class of Warrant or Right, Percentage of Principal Value of Note Calculation, Investment | $ 300,000 | |||||||||||||||
Class of Warrant or Right, Percentage of Principal Value of Note Calculation, Numerator Value of Calculation | $ 375,000 | |||||||||||||||
Class of Warrant or Right, Percentage of Principal Value of Note Calculation, Denominator Value of Calculation (in shares) | 1,654,412 | |||||||||||||||
Discount on Notes Payable | $ 2,240,000 |
Note 6 - Warrants - Warrants Ou
Note 6 - Warrants - Warrants Outstanding (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Balance, outstanding (in shares) | 43,231,161 | 26,872,430 | ||
Granted (in shares) | 5,594,314 | 24,490,687 | ||
Exercised (in shares) | (7,544,456) | |||
Exercised, price range (in dollars per share) | $ 0.30 | |||
Expired (in shares) | (15,844,486) | (587,500) | ||
Expired (in dollars per share) | $ 0.40 | |||
Balance, outstanding (in shares) | 32,980,989 | 43,231,161 | ||
Balance, aggregate intrinsic value | [1] | |||
Minimum [Member] | ||||
Balance, outstanding, price range (in dollars per share) | $ 0.13 | $ 0.25 | $ 0.25 | |
Granted, price range (in dollars per share) | 0.13 | 0.25 | ||
Expired (in dollars per share) | 0.18 | |||
Maximum [Member] | ||||
Balance, outstanding, price range (in dollars per share) | 1 | 1 | 1 | |
Granted, price range (in dollars per share) | 0.27 | 0.48 | ||
Expired (in dollars per share) | 0.70 | |||
Weighted Average [Member] | ||||
Balance, outstanding, price range (in dollars per share) | 0.29 | 0.35 | $ 0.43 | |
Granted, price range (in dollars per share) | 0.20 | 0.29 | ||
Exercised, price range (in dollars per share) | 0.30 | |||
Expired (in dollars per share) | $ 0.43 | $ 0.40 | ||
[1] | Aggregate intrinsic value based on closing common stock price of $0.12 at December 31, 2020. |
Note 6 - Warrants - Assumptions
Note 6 - Warrants - Assumptions Used to Determine Fair Value of Warrants (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Minimum [Member] | ||
Risk free interest rate | 0.10% | 1.42% |
Expected volatility | 100.00% | 101.00% |
Expected life (Year) | 2 years | 1 year |
Maximum [Member] | ||
Risk free interest rate | 0.23% | 2.13% |
Expected volatility | 112.00% | 110.00% |
Expected life (Year) | 5 years | 5 years |
Note 7 - Accounts Payable and_3
Note 7 - Accounts Payable and Accrued Expenses - Summary of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accounts payable | $ 315 | $ 195 |
Accrued payroll | 156 | 128 |
Accrued interest | 42 | 71 |
Total | 513 | 394 |
Corporate, Non-Segment [Member] | ||
Accounts payable | 125 | 102 |
Accrued payroll | 23 | 11 |
Accrued interest | 42 | 71 |
Total | ||
Operating Segments [Member] | Odor-No-More [Member] | ||
Accounts payable | 73 | 35 |
Accrued payroll | 42 | 34 |
Accrued interest | ||
Total | ||
Operating Segments [Member] | BLEST [Member] | ||
Accounts payable | 56 | 46 |
Accrued payroll | 91 | 82 |
Accrued interest | ||
Total | ||
Operating Segments [Member] | BioLargo Water [Member] | ||
Accounts payable | 103 | 43 |
Accrued payroll | ||
Accrued interest | ||
Total | ||
Consolidation, Eliminations [Member] | ||
Accounts payable | (42) | (31) |
Accrued payroll | ||
Accrued interest | ||
Total |
Note 8 - Provision for Income_2
Note 8 - Provision for Income Taxes (Details Textual) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Net Operating Loss Carryforward Expiration Term (Year) | 20 years |
Valuation Allowance Percentage | 100.00% |
Domestic Tax Authority [Member] | |
Operating Loss Carryforwards, Total | $ 104,000,000 |
State and Local Jurisdiction [Member] | California Franchise Tax Board [Member] | |
Operating Loss Carryforwards, Total | $ 47,000,000 |
Note 9 - In-process Research _2
Note 9 - In-process Research and Development (Details Textual) - Clyra Medical [Member] - USD ($) | Dec. 17, 2018 | Sep. 26, 2018 | Dec. 31, 2020 | Dec. 31, 2019 |
Revenues, Total | $ 200,000 | |||
Scion Acquisition [Member] | ||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 21,000 | |||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,250,000 | |||
Business Acquisition, Base Capital Requirement for Escrow Release | $ 1,000,000 | $ 1,000,000 | ||
Business Acquisition, Gross Revenue, Tranche One | 100,000 | |||
Business Acquisition, Gross Revenue, Tranche Two | 100,000 | |||
Business Acquisition, Gross Revenue, Tranche Three | 500,000 | |||
Business Acquisition, Gross Revenue, Tranche Five | $ 2,000,000 | |||
Scion Acquisition [Member] | Clyra Acquisition, Common Stock [Member] | ||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 15,500 | 10,000 | ||
Scion Acquisition [Member] | Clyra Acquisition, Common Stock Redeemable for BioLargo Common Shares [Member] | ||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 7,142,858 | 6,200 | ||
Business Combination, Shares Acquired (in shares) | 12,755 | |||
Stock Redeemed Upon Vesting of 10,000 Clyra Acquisition Shares, Shares (in shares) | 10,000 | |||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 257,000 | $ 1,893,000 | ||
Common Stock, Redeemable, Issuer Option, Shares (in shares) | 2,200 | |||
Common Stock, Shares Issued upon Redemption (in shares) | 1,428,571 |
Note 10 - Noncontrolling Inte_3
Note 10 - Noncontrolling Interest - Clyra Medical (Details Textual) - USD ($) | Aug. 10, 2020 | Jun. 30, 2020 | Sep. 26, 2018 | Dec. 30, 2015 | Jun. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Long-term Line of Credit, Total | $ 50,000 | $ 50,000 | ||||||
Stock Issued During Period, Value, Commitment Fee | (122,000) | |||||||
Stock Issued During Period, Value, Issued for Services | 666,000 | 710,000 | ||||||
Stock Issued During Period, Value, New Issues | 2,783,000 | 125,000 | ||||||
Conversion of Accrued Dividends , Amount Converted | $ 270,000 | |||||||
Stock Issued During Period, Shares Issued for Conversion of Dividend (in shares) | 3,544 | |||||||
Gain (Loss) on Extinguishment of Debt, Total | $ (228,000) | $ (442,000) | $ (1,029,000) | |||||
Share Price (in dollars per share) | $ 0.12 | |||||||
Clyra Medical [Member] | ||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 2,742 | 2,680 | ||||||
Stock Issued During Period, Value, New Issues | $ 851,000 | $ 536,000 | ||||||
Shares Issued, Price Per Share (in dollars per share) | $ 310 | $ 310 | $ 310 | $ 310 | $ 200 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance (in shares) | 3,943 | 7,624 | ||||||
Gain (Loss) on Extinguishment of Debt, Total | $ (214,000) | |||||||
Share Price (in dollars per share) | $ 310 | |||||||
Clyra Medical [Member] | Vendors and Employees [Member] | ||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 1 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | |||||||
Clyra Medical [Member] | Vendors and Employees [Member] | Share-based Payment Arrangement, Option [Member] | ||||||||
Share-based Payment Arrangement, Expense | $ 853,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Discount Rate | 30.00% | |||||||
Clyra Medical [Member] | Beach House Consulting, LLC [Member] | ||||||||
Consulting Services, Monthly Payment | $ 23,000 | |||||||
Consulting Services, Period of Services (Year) | 4 years | |||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 3,639 | |||||||
Consulting Services, Three Consecutive Month Average Revenue Threshold for Consulting Fees to Accrue | $ 250,000 | |||||||
Stock Issued During Period, Value, Issued for Services | $ 788,000 | |||||||
Clyra Medical [Member] | Revolving Credit Facility [Member] | Vernal Bay Capital Group, LLC [Member] | Inventory Line of Credit [Member] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 15.00% | |||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | |||||
Proceeds from Lines of Credit, Total | $ 260,000 | |||||||
Repayments of Lines of Credit | 36,000 | |||||||
Long-term Line of Credit, Total | $ 224,000 | |||||||
Line of Credit Facility, Covenant, Additional Draws, Maximum Percentage of Total Principal Outstanding Allowed | 50.00% | |||||||
Line of Credit Facility, Covenant, Additional Draws, Minimum Amount Allowed | $ 200,000 | |||||||
Debt Instrument, Term (Month) | 1 year | |||||||
Line of Credit Facility, Monthly Percentage of Gross Product Sales Required to be Used as Payment of Debt on First 180 Days | 30.00% | |||||||
Line of Credit Facility, Monthly Percentage of Gross Product Sales Required to be Used as Payment of Debt after the First 180 Days | 60.00% | |||||||
Stock Issued During Period, Shares, Commitment Fee (in shares) | 323 | |||||||
Stock Issued During Period, Value, Commitment Fee | $ 70,000 | |||||||
Clyra Medical Technology Inc [Member] | Sanatio [Member] | ||||||||
Preferred Stock, Dividend Rate, Percentage | 8.00% | |||||||
Preferred Shares Dividend, Period (Year) | 5 years | |||||||
Scion Acquisition [Member] | Clyra Medical [Member] | ||||||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 1,250,000 | |||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 21,000 | |||||||
Scion Solutions [Member] | Clyra Medical [Member] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.00% | |||||||
Debt Instrument, Percent of Investment Proceeds | 25.00% | |||||||
Debt Instrument, Percent of Gross Revenue | 5.00% | |||||||
Notes Payable, Current, Total | $ 1,007,000 | $ 1,007,000 | ||||||
Clyra Acquisition, Common Stock [Member] | Clyra Medical [Member] | ||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 9,300 | |||||||
Clyra Medical Technologies [Member] | ||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 45.00% | |||||||
Clyra Medical Technology Inc [Member] | ||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 22,513 | |||||||
Noncontrolling Interest, Increased Investment, Shares (in shares) | 23,004 | |||||||
Noncontrolling Interest, Increased Investment, Additional Shares (in shares) | 490 |
Note 10 - Noncontrolling Inte_4
Note 10 - Noncontrolling Interest - Clyra Medical Common and Preferred Shares Outstanding (Details) - Clyra Medical Technology Inc [Member] | Dec. 31, 2020shares | |
Shares, Outstanding (in shares) | 108,729 | [1] |
Biolargo [Member] | ||
Shares, Outstanding (in shares) | 49,207 | |
Percent | 45.00% | |
Sanatio [Member] | ||
Shares, Outstanding (in shares) | 18,704 | |
Percent | 17.00% | |
Scion Solutions [Member] | ||
Shares, Outstanding (in shares) | 21,700 | [2] |
Percent | 20.00% | [2] |
Other [Member] | ||
Shares, Outstanding (in shares) | 19,118 | |
Percent | 18.00% | |
[1] | Does not include options to purchase 10,153 of shares of Clyra stock. | |
[2] | Does not include an additional 12,400 shares held in escrow subject to performance metrics. |
Note 10 - Noncontrolling Inte_5
Note 10 - Noncontrolling Interest - Summary of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accounts payable | $ 315 | $ 195 |
Accrued payroll | 156 | 128 |
Accrued interest | 42 | 71 |
Total | 513 | $ 394 |
Clyra Medical [Member] | ||
Accounts payable | 402 | |
Accrued payroll | 32 | |
Accrued interest | 102 | |
Total | $ 536 |
Note 11 - BioLargo Engineerin_2
Note 11 - BioLargo Engineering, Science and Technologies, LLC (Details Textual) - USD ($) | Nov. 04, 2019 | Sep. 30, 2017 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 |
Share-based Payment Arrangement, Noncash Expense, Total | $ 2,459,000 | $ 1,522,000 | |||
Percentage of Profits Interests Vested | 2.50% | ||||
Percentage of Option to Purchase Shares of Common Stock | 10.00% | ||||
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member] | |||||
Deferred Compensation Arrangement with Individual, Requisite Service Period (Year) | 5 years | ||||
Potential Ownership Percentage of Subsidiary Held by Subsidiary Employees Based on Performance | 30.00% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 175,000 | 262,500 | |||
Incentive Issuance Stipulations for Subsidiary Employees, Accounts Receivable Collected by Year One of Operation | 90.00% | ||||
Incentive Issuance Stipulations for Subsidiary Employees, Profit Earned in Year One of Operation | 10.00% | ||||
Percentage of Profits Interests Vested | 3.75% | ||||
Percentage of Option to Purchase Shares of Common Stock | 15.00% | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 44,000 | $ 65,000 | |||
Seven Employees Working at BioLargo Engineering, Science & Technologies, LLC [Member] | Non-Qualified Stock Option [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 1,750,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 5 years | ||||
Share-based Payment Arrangement, Noncash Expense, Total | $ 0 | ||||
BioLargo Engineering, Science & Technologies, LLC [Member] | |||||
Noncontrolling Interest, Ownership Percentage by Parent | 100.00% | 94.00% |
Note 12 - Business Segment In_3
Note 12 - Business Segment Information (Details Textual) | 12 Months Ended |
Dec. 31, 2020 | |
Number of Operating Segments | 4 |
Note 12 - Business Segment In_4
Note 12 - Business Segment Information - Segment Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | ||
Revenue | $ 2,432,000 | $ 1,861,000 | |
Operating loss | (7,583,000) | (6,696,000) | |
Interest expense | (1,923,000) | (3,996,000) | |
Research and development | (1,338,000) | (1,472,000) | |
Tangible assets | 2,729,000 | 1,728,000 | |
Investment in South Korean joint venture | 63,000 | ||
Intangible assets | 2,150,000 | 1,893,000 | |
Investment in South Korean Joint Venture [Member] | |||
Investment in South Korean joint venture | 63,000 | ||
Corporate, Non-Segment [Member] | |||
Revenue | 14,000 | ||
Operating loss | (3,947,000) | (3,651,000) | |
Interest expense | (1,823,000) | (3,944,000) | |
Research and development | (754,000) | (892,000) | |
Tangible assets | 603,000 | 1,050,000 | |
Intangible assets | 2,150,000 | 1,893,000 | |
Corporate, Non-Segment [Member] | Investment in South Korean Joint Venture [Member] | |||
Investment in South Korean joint venture | 63,000 | ||
Operating Segments [Member] | Odor-No-More [Member] | |||
Revenue | 1,568,000 | 1,459,000 | |
Operating loss | (493,000) | (335,000) | |
Interest expense | (2,000) | ||
Tangible assets | 624,000 | 420,000 | |
Intangible assets | |||
Operating Segments [Member] | Odor-No-More [Member] | Investment in South Korean Joint Venture [Member] | |||
Investment in South Korean joint venture | |||
Operating Segments [Member] | Clyra Medical [Member] | |||
Tangible assets | 1,125,000 | 3,000 | |
Intangible assets | |||
Operating Segments [Member] | Clyra Medical [Member] | Investment in South Korean Joint Venture [Member] | |||
Investment in South Korean joint venture | |||
Operating Segments [Member] | BLEST [Member] | |||
Tangible assets | 314,000 | 264,000 | |
Intangible assets | |||
Operating Segments [Member] | BLEST [Member] | Investment in South Korean Joint Venture [Member] | |||
Investment in South Korean joint venture | |||
Operating Segments [Member] | BioLargo Water [Member] | |||
Revenue | 37,000 | ||
Operating loss | (697,000) | (728,000) | |
Research and development | (505,000) | (610,000) | |
Tangible assets | 105,000 | 50,000 | |
Intangible assets | |||
Operating Segments [Member] | BioLargo Water [Member] | Investment in South Korean Joint Venture [Member] | |||
Investment in South Korean joint venture | |||
Operating Segments [Member] | Clyra Segment [Member] | |||
Revenue | 240,000 | ||
Operating loss | (1,827,000) | (1,233,000) | |
Interest expense | (100,000) | (50,000) | |
Research and development | (164,000) | (219,000) | |
Operating Segments [Member] | BioLargo Engineering, Science & Technologies, LLC [Member] | |||
Revenue | 1,050,000 | 999,000 | |
Operating loss | (619,000) | (749,000) | |
Research and development | (351,000) | (354,000) | |
Consolidation, Eliminations [Member] | |||
Revenue | (477,000) | (597,000) | |
Research and development | 436,000 | 603,000 | |
Tangible assets | [1] | (42,000) | (59,000) |
Intangible assets | [1] | ||
Consolidation, Eliminations [Member] | Investment in South Korean Joint Venture [Member] | |||
Investment in South Korean joint venture | [1] | ||
[1] | the "elimination" column reflects the net adjustment for receivables and payables generated between our related entities that are eliminated in consolidation. |
Note 13 - Commitments and Con_3
Note 13 - Commitments and Contingencies (Details Textual) - USD ($) | Jun. 18, 2019 | Dec. 31, 2020 | Dec. 31, 2019 |
Operating Lease, Expense | $ 228,000 | $ 208,000 | |
Lessee, Operating Lease, Renewal Term (Year) | 3 years | ||
Lessee, Operating Lease, Discount Rate | 18.00% | ||
Lessee, Operating Lease, Liability, to be Paid, Total | $ 522,000 | ||
Corporate Office Lease [Member] | |||
Lessee Operating, Lease Annual Escalation Rate | 3.00% | ||
Lessee, Operating Lease, Renewal Term (Year) | 4 years | ||
Oak Ridge, Tennessee Facility Lease [Member] | |||
Lessee, Operating Lease, Renewal Term (Year) | 5 years | ||
Lessee, Operating Lease, Option to Extend Term (Year) | 3 years | ||
President and Chief Executive Officer [Member] | |||
Employment Agreement, Annual Base Compensation | $ 170,000 | ||
Employment Agreement, Term (Year) | 5 years |
Note 13 - Commitments and Con_4
Note 13 - Commitments and Contingencies - Minimum Lease Payments (Details) | Dec. 31, 2020USD ($) |
December 31, 2021 | $ 176,000 |
December 31, 2022 | 158,000 |
December 31, 2023 | 118,000 |
December 31, 2024 | 70,000 |
December 31, 2025 | |
Total minimum lease payments | 522,000 |
BioLargo/ONM Lease [Member] | |
December 31, 2021 | 111,000 |
December 31, 2022 | 115,000 |
December 31, 2023 | 118,000 |
December 31, 2024 | 70,000 |
December 31, 2025 | |
Total minimum lease payments | 414,000 |
BLEST Lease [Member] | |
December 31, 2021 | 65,000 |
December 31, 2022 | 43,000 |
December 31, 2023 | |
December 31, 2024 | |
December 31, 2025 | |
Total minimum lease payments | $ 108,000 |
Note 14 - Subsequent Events (De
Note 14 - Subsequent Events (Details Textual) - USD ($) | Mar. 19, 2021 | Mar. 18, 2021 | Mar. 15, 2021 | Mar. 01, 2021 | Jan. 16, 2019 | Jun. 22, 2018 | Mar. 01, 2018 | Mar. 24, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 09, 2019 |
Proceeds from Issuance of Common Stock | $ 2,783,000 | $ 125,000 | |||||||||
Repayments of Long-term Lines of Credit | 36,000 | 175,000 | |||||||||
Long-term Line of Credit, Total | $ 50,000 | $ 50,000 | |||||||||
Clyra Medical [Member] | |||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 2,742 | 2,680 | |||||||||
2018 Equity Incentive Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 11,197,687 | 7,895,839 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||||||||||
Chief Financial Officer [Member] | 2018 Equity Incentive Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 300,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares (in shares) | 492,500 | ||||||||||
Convertible Note, Maturing August 9, 2021 [Member] | |||||||||||
Debt Instrument, Face Amount | $ 600,000 | ||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.30 | ||||||||||
Line of Credit, Maturing September 1, 2019 [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||||||||||
Lincoln Park Capital Fund, LLC [Member] | |||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 13,388,642 | 556,144 | |||||||||
Proceeds from Issuance of Common Stock | $ 2,058,000 | $ 125,000 | |||||||||
Subsequent Event [Member] | Chief Financial Officer [Member] | |||||||||||
Engagement Agreement, Extended Term (Year) | 1 year | ||||||||||
Subsequent Event [Member] | Chief Financial Officer [Member] | 2018 Equity Incentive Plan [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross, Per Month (in shares) | 25,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 300,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options Vesting Each Month During Extended Term, Number of Shares (in shares) | 25,000 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 0.174 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||||||||||
Subsequent Event [Member] | Chief Financial Officer [Member] | 2018 Equity Incentive Plan [Member] | Share-based Payment Arrangement, Tranche One [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares (in shares) | 25,000 | ||||||||||
Subsequent Event [Member] | Warrants Issued in Connection with Conversion of Interest on Note Payable Maturing March 8, 2023 [Member] | |||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 225,000 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.16 | ||||||||||
Warrants and Rights Outstanding, Term (Month) | 5 years | ||||||||||
Subsequent Event [Member] | Conversion from Interest Accrued on Note Payable Maturing March 8, 2023 [Member] | |||||||||||
Debt Conversion, Converted Instrument, Warrants or Options Issued (in shares) | 1 | ||||||||||
Subsequent Event [Member] | Convertible Note, Maturing August 9, 2021 [Member] | |||||||||||
Repayments of Convertible Debt | $ 600,000 | ||||||||||
Interest Paid, Including Capitalized Interest, Operating and Investing Activities, Total | 7,371 | ||||||||||
Subsequent Event [Member] | Line of Credit, Maturing September 1, 2019 [Member] | |||||||||||
Interest Paid, Including Capitalized Interest, Operating and Investing Activities, Total | 1,455 | ||||||||||
Repayments of Long-term Lines of Credit | 50,000 | ||||||||||
Long-term Line of Credit, Total | 0 | ||||||||||
Subsequent Event [Member] | Note Payable, Maturing March 8, 2023 [Member] | |||||||||||
Debt Instrument, Face Amount | $ 50,000 | ||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.16 | ||||||||||
Subsequent Event [Member] | Paycheck Protection Program CARES Act [Member] | Clyra Medical [Member] | |||||||||||
Extinguishment of Debt, Amount | $ 43,000 | ||||||||||
Subsequent Event [Member] | Lincoln Park Capital Fund, LLC [Member] | |||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 12,511,674 | ||||||||||
Proceeds from Issuance of Common Stock | $ 2,000,000 | $ 2,020,000 |