Cover
Cover - shares | 6 Months Ended | |
Jul. 03, 2021 | Aug. 06, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jul. 3, 2021 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 0-21074 | |
Entity Registrant Name | SUPERCONDUCTOR TECHNOLOGIES INC. | |
Entity Central Index Key | 0000895665 | |
Entity Tax Identification Number | 77-0158076 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 15511 W State Hwy 71 | |
Entity Address, Address Line Two | Suite 110-105 | |
Entity Address, City or Town | Austin | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78738 | |
City Area Code | (512) | |
Local Phone Number | 650-7775 | |
Title of 12(b) Security | Common Stock, par value $0.001 | |
Trading Symbol | SCON | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 3,151,780 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Total revenues | $ 184,000 | |||
Costs and expenses: | ||||
Research and development | 178,000 | |||
Selling, general and administrative | 566,000 | 745,000 | 1,135,000 | 1,570,000 |
Total costs and expenses | 566,000 | 745,000 | 1,135,000 | 2,009,000 |
Loss from operations | (566,000) | (745,000) | (1,135,000) | (1,825,000) |
Other income and expense: | ||||
Other income | 1,000 | 2,000 | ||
Net loss | $ (566,000) | $ (744,000) | $ (1,135,000) | $ (1,823,000) |
Basic and diluted net loss per common share | $ (0.18) | $ (0.30) | $ (0.36) | $ (0.83) |
Basic and diluted weighted average number of common shares outstanding | 3,151,780 | 2,468,868 | 3,151,780 | 2,202,612 |
Product [Member] | ||||
Total revenues | $ 10,000 | |||
Costs and expenses: | ||||
Cost of revenues | 190,000 | |||
Government Contract [Member] | ||||
Total revenues | 174,000 | |||
Costs and expenses: | ||||
Cost of revenues | $ 71,000 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jul. 03, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 342,000 | $ 1,276,000 |
Inventories, net | 68,000 | 68,000 |
Prepaid expenses and other current assets | 348,000 | 76,000 |
Total Current Assets | 758,000 | 1,420,000 |
Preferred interest in real estate | 1,600,000 | 1,600,000 |
Total Assets | 2,358,000 | 3,020,000 |
Current Liabilities: | ||
Accounts payable | 185,000 | 180,000 |
Accrued expenses | 15,000 | 135,000 |
Total Current Liabilities | 200,000 | 315,000 |
Long term debt | 468,000 | |
Total Liabilities | 668,000 | 315,000 |
Commitments and Contingencies (Notes 5 and 6) | ||
Stockholders’ Equity: | ||
Preferred stock, $.001 par value, 2,000,000 shares authorized, 328,925 and 328,925 shares issued and outstanding, respectively | ||
Common stock, $.001 par value, 25,000,000 shares authorized, 3,151,780 and 3,151,780 shares issued and outstanding, respectively | 3,000 | 3,000 |
Capital in excess of par value | 334,752,000 | 334,632,000 |
Accumulated deficit | (333,065,000) | (331,930,000) |
Total Stockholders’ Equity | 1,690,000 | 2,705,000 |
Total Liabilities and Stockholders’ Equity | $ 2,358,000 | $ 3,020,000 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jul. 03, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 328,925 | 328,925 |
Preferred stock, shares outstanding | 328,925 | 328,925 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, shares issued | 3,151,780 | 3,151,780 |
Common stock, shares outstanding | 3,151,780 | 3,151,780 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jul. 03, 2021 | Jun. 27, 2020 | Mar. 28, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||
Net loss | $ (566,000) | $ (744,000) | $ (1,135,000) | $ (1,823,000) | $ (3,000,000) | |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
Depreciation and amortization | 38,000 | |||||
Stock-based compensation expense | 43,000 | |||||
Gain from the sale of patents, property and equipment | $ 510,000 | (510,000) | ||||
Write-down of intangibles | 134,000 | |||||
Obsolete inventory | 190,000 | |||||
Changes in assets and liabilities: | ||||||
Accounts receivable | 344,000 | |||||
Inventories | 5,000 | |||||
Prepaid expenses and other current assets | (272,000) | (242,000) | ||||
Accounts payable, accrued expenses and other current liabilities | 5,000 | (209,000) | ||||
Net cash used in operating activities | (1,402,000) | (2,030,000) | (3,100,000) | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||
Net proceeds from the sale of patents, property and equipment | 1,222,000 | |||||
Net cash used in investing activities | 1,222,000 | |||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||
Bank loan | 468,000 | |||||
Net proceeds from the exercise of warrants | 2,477,000 | |||||
Net cash provided by financing activities | 468,000 | 2,477,000 | ||||
Net increase (decrease) in cash and cash equivalents | (934,000) | 1,669,000 | ||||
Cash and cash equivalents at beginning of period | $ 713,000 | 1,276,000 | 713,000 | $ 713,000 | ||
Cash and cash equivalents at end of period | $ 342,000 | $ 2,382,000 | $ 342,000 | $ 2,382,000 |
General
General | 6 Months Ended |
Jul. 03, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | 1. General Please see “Our Future Business” below regarding material information and updates that in many material respects superseded and modify the following general business description. Superconductor Technologies Inc. (“STI”) was a leading company in developing and commercializing high temperature superconductor (“HTS”) materials and related technologies. Superconductivity is the unique ability to conduct electricity with little or no resistance when cooled to “critical” temperatures. HTS materials are a family of elements that demonstrate superconducting properties at temperatures significantly warmer than previous superconducting materials. Electric currents that flow through conventional conductors encounter resistance. This resistance requires power to overcome and generates heat. HTS materials can substantially improve the performance characteristics of electrical systems, reduce power loss, and lower heat generation providing extremely high current carrying density and zero resistance to direct current. We were established in 1987 shortly after the discovery of HTS materials. Our stated objective was to develop products based on these materials for the commercial marketplace. After analyzing the market opportunities available, we decided to develop products for the utility and telecommunications industries. Our initial product was completed in 1998 and we began delivery to a number of wireless network providers. In the following 13 years, we continued to refine and improve the platform, with the primary focus on improving reliability, increasing performance and runtime, and most importantly, removing cost from the manufacturing process of the required subsystems. Our cost reducing efforts led to the invention of our proprietary, high-yield and high throughput HTS material deposition manufacturing process. In early 2018, we announced the concentration of our future HTS Conductus® wire product development efforts on NGEM to capitalize on several accelerating energy megatrends. This refined focus is very synergistic with our program with the Department of Energy (DOE) award for the development of superconducting wire to enable NGEM. On January 28, 2020, we announced a cost reduction plan for the purpose of aligning our personnel needs and capital requirements as we explored strategic alternatives previously announced. We have maintained operations of our Sapphire Cryocooler cryogenics initiatives while ceasing additional manufacturing of our HTS Conductus wire. The plan also included a 70 Subsequent to the announcement on January 28, 2020 about our cost reduction plan, we started the process of selling, in separate transactions, assets that we deemed non-essential going forward. The latest such transaction entered into on March 5, 2020, when considered in combination with the prior transactions since January 28, 2020, may be deemed a material definitive purchase agreement for sales of various production, R&D, and testing equipment and selected intellectual property related primarily to our superconducting wire initiative. The aggregate sales prices of the post January 28th transactions was approximately $ 1,075,000 As a result of these sales, we no longer have the ability to resume HTS wire operations without significant new investments and restructured operations and a new HTS wire business plan, neither of which we currently intend to pursue, as we instead focus our efforts on completing the Merger (as defined below). Our Future Business On May 14, 2021, we entered into a definitive merger agreement, as amended and restated as of June 11, 2021, as amended July 12, 2021, with Allied Integral United, Inc. (“Clearday”), a privately-held company dedicated to delivering next generation longevity care and wellness services (as amended, the “Merger Agreement”), whereby a wholly-owned subsidiary of STI will merge with and into Clearday in a stock-for-stock transaction with Clearday (the “Merger”). This agreement also terminated the February 26, 2020 merger agreement among the same parties without liability. The merged company will focus on the development of Clearday’s non-residential daily care service model as well as the continued operation of Clearday’s existing Memory Care America residential memory care facilities. As part of plans to develop and expand its assortment of innovative, non-residential daily care services, Clearday intends to leverage STI’s existing Cryogenic Cooler as an enabling technology for one of its service offerings in the home healthcare market. STI’s Current Report on Form 8-K, filed on July 14, 2021, contains a summary of the Merger Agreement and attaches the entire Merger Agreement as an exhibit. Such Current Report and its attached copy of the Merger Agreement should be read in their entirety, as the following does not purport to be a summary of the Merger Agreement, but rather merely highlights a few provisions. The completion of the Merger is subject to customary conditions, including (i) adoption of the Merger Agreement by each of STI and Clearday stockholders, (ii) the registration statement on Form S-4 being declared effective by the Securities and Exchange Commission (“SEC”) and (iii) the STI officers with severance rights entering waiver agreements. Each party’s obligation to complete the Merger is also subject to certain additional customary conditions, including (i) subject to certain exceptions, the accuracy of the representations and warranties of the other party, (ii) subject to certain exceptions, performance by the other party of its obligations under the Merger Agreement, (iii) the absence of any Material Adverse Effect (as defined in the Merger Agreement) on the other party and (iv) the absence of any law, order, injunction, decree or other legal restraint preventing the completion of the Merger or making the completion of the Merger illegal. In addition, it is a condition to closing that all directors of STI resign. STI also has several rights to terminate the Merger Agreement without paying or receiving a break-up fee. The Merger Agreement contains customary representations and warranties. The representations, warranties and covenants of each party set forth in the Merger Agreement have been made only for the purposes of, and were and are solely for the benefit of the parties to, the Merger Agreement, may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures made for the purposes of allocating contractual risk between the parties to the Merger Agreement instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to investors. Accordingly, the representations and warranties may not describe the actual state of affairs at the date they were made or at any other time, and investors should not rely on them as statements of fact. In addition, such representations and warranties (i) will not survive consummation of the Merger and (ii) were made only as of the date of the Merger Agreement or such other date as is specified in the Merger Agreement. Moreover, information concerning the subject matter of the representations and warranties may change after the date of the Merger Agreement, which subsequent information may or may not be fully reflected in the parties’ public disclosures. Accordingly, the Merger Agreement is included with this filing only to provide investors with information regarding the terms of the Merger Agreement, and not to provide investors with any factual information regarding STI or Clearday, their respective affiliates or their respective businesses. The Merger Agreement should not be read alone, but should instead be read in conjunction with the other information regarding the STI, Clearday, their respective affiliates or their respective businesses, the Merger Agreement and the Merger that will be contained in, or incorporated by reference into, the Registration Statement, as well as in the Forms 10-K, Forms 10-Q and other filings that STI makes with the SEC. In connection with the proposed transaction between STI and Clearday, the parties have filed relevant materials with the SEC, including a STI registration statement on Form S-4 that will contain a combined proxy statement/prospectus/information statement. See “Subsequent Events” Subsequent to the announcement on January 28, 2020 about our cost reduction plan, we started the process of selling, in separate transactions, assets that we deemed non-essential going forward. The latest such transaction entered into on March 5th, when considered in combination with the prior transactions since January 28, 2020, may be deemed a material definitive purchase agreement for sales of various production, R&D, and testing equipment and selected intellectual property related primarily to our superconducting wire initiative. The aggregate sales prices of the post January 28th transactions was approximately $ 1.1 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jul. 03, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation We have incurred significant net losses since our inception and have an accumulated deficit of $ 333.1 million. In 2020, we incurred a net loss of $ 3.0 million and had negative cash flows from operations of $ 3.1 million. In the six months ended July 3, 2021, we incurred a net loss of $ 1.1 million and had negative cash flows from operations of $ 1.4 million. At July 3, 2021, we had $ 342,000 in cash and cash equivalents compared to $ 1.3 million in cash and cash equivalents as of December 31, 2020. Our cash resources will not be sufficient to fund our business through the end of the current fiscal year. Therefore, unless we can successfully implement our strategic alternatives plan including, among others, a strategic investment financing which would allow us to pursue our current business plan, a business combination such as our merger with Clearday, or a sale of STI, we will need to raise additional capital during this fiscal year ending December 31, 2021 to maintain our viability. Additional financing may not be available on acceptable terms or at all. If we issue additional equity securities to raise funds, the ownership percentage of our existing stockholders would be reduced. New investors may demand rights, preferences or privileges senior to those of existing holders of common stock. These factors raise substantial doubt about our ability to continue as a going concern. Our plans regarding improving our future liquidity will require us to successfully implement our strategic plan to explore strategic alternatives focused on maximizing shareholder value. Strategic alternatives considered included, among others, a strategic investment financing which would allow the company to pursue its current business plan, a business combination such as a merger with another party, or a sale of STI. On January 28, 2020, we announced a cost reduction plan for the purpose of aligning our personnel needs and capital requirements as we explored strategic alternatives previously announced. We will maintain operations of our Sapphire Cryocooler cryogenics initiatives while ceasing additional manufacturing of our HTS Conductus® wire. The plan also included a 70 In 2019, we undertook steps to reduce our ongoing operating costs and we raised net cash proceeds of $ 3.9 On September 9, 2020, we effected a 1-for-10 reverse stock split 250,000,000 25,000,000 0.001 Share and per share data included in the Notes to Consolidated Financial Statements have been retroactively adjusted, as applicable, for the effect of the reverse stock splits. Certain of the information contained in the documents incorporated by reference herein and therein present information on our common stock on a pre-reverse stock split basis. Principles of Consolidation The interim condensed consolidated financial statements include the accounts of Superconductor Technologies Inc. and its wholly owned subsidiaries. All significant intercompany transactions have been eliminated from the condensed consolidated financial statements. Cash and Cash Equivalents Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. Cash and cash equivalents are maintained with what we believe to be quality financial institutions and exceed FDIC limits. Historically, we have not experienced any losses due to such concentration of credit risk. Accounts Receivable We grant uncollateralized credit to our customers. We perform usual and customary credit evaluations of our customers before granting credit. Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is our best estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance based on historical write-off experience. Past due balances are reviewed for collectability. Accounts balances are charged off against the allowance when we deem it is probable the receivable will not be recovered. We do not have any off-balance sheet credit exposure related to our customers. Revenue Recognition Commercial and government contract revenues are recognized once all of the following conditions have been met: a) an authorized purchase order has been received in writing, b) the customer’s credit worthiness has been established, c) shipment of the product has occurred, d) title has transferred, and e) if stipulated by the contract, customer acceptance has occurred and all significant vendor obligations, if any, have been satisfied. Government contract revenues are principally generated under research and development contracts. Revenues from research-related activities are derived from contracts with agencies of the U.S. Government. Credit risk related to accounts receivable arising from such contracts is considered minimal. All payments to us for work performed on contracts with agencies of the U.S. Government are subject to adjustment upon audit by the Defense Contract Audit Agency. Based on historical experience and review of our current project in process, we believe that adjustments from open audits will not have an effect on our financial position, results of operations or cash flows. We are using the expected cost-plus-margin approach as the suitable method for allocating transaction price to the performance obligations in the contract under ASC 606. Shipping and Handling Fees and Costs Shipping and handling fees billed to customers are included in net revenues. Shipping and handling fees associated with freight are generally included in cost of revenues. Warranties We offer warranties generally ranging from one to five years, depending on the product and negotiated terms of purchase agreements with our customers. Such warranties require us to repair or replace defective products returned to us during such warranty period at no cost to the customer. An estimate by us for warranty related costs is recorded by us at the time of sale based on our actual historical product return rates and expected repair costs. Such costs have been within our expectations. Indemnities In connection with the sales and manufacturing of our commercial products, we indemnify, without limit or term, our customers and contract manufacturers against all claims, suits, demands, damages, liabilities, expenses, judgments, settlements and penalties arising from actual or alleged infringement or misappropriation of any intellectual property relating to our products or other claims arising from our products. We cannot reasonably develop an estimate of the maximum potential amount of payments that might be made under our indemnities because of the uncertainty as to whether a claim might arise and how much it might total. Historically, we have not incurred any expenses related to these indemnities. Research and Development Costs Research and development costs are charged to expense as incurred and include salary, facility, depreciation and material expenses. Research and development costs are charged to research and development expense. Inventories Inventories were stated at the lower of cost or net realizable value, with costs primarily determined using standard costs, which approximate actual costs utilizing the first-in, first-out method. We review inventory quantities on hand and on order and record, on a quarterly basis, a provision for excess and obsolete inventory and/or vendor cancellation charges related to purchase commitments. If the results of the review determine that a write-down is necessary, we recognize a loss in the period in which the loss is identified, whether or not the inventory is retained. Our July 3, 2021 and December 31, 2020 net inventory value was $ 68,000 . Preferred interest in real estate We entered into a Securities Purchase Agreement with Clearday, which was consummated on July 6, 2020, pursuant to which we issued 400,000 1.6 4.00 Property and Equipment Property and equipment are recorded at cost. Equipment is depreciated using the straight-line method over their estimated useful lives ranging from three to five years. Leasehold improvements and assets financed under capital leases are amortized over the shorter of their useful lives. Furniture and fixtures are depreciated over seven years. Expenditures for additions and major improvements are capitalized. Expenditures for minor tooling, repairs and maintenance and minor improvements are charged to expense as incurred. When property or equipment is retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the accounts. Gains or losses from retirements and disposals are recorded in selling, general and administration expenses. During the three month period ending March 28, 2020 we ceased production of our Conductus wire and sold most of our production wire equipment for a gain of $ 510,000 Patents, Licenses and Purchased Technology Patents and licenses are recorded at cost and are amortized using the straight-line method over the shorter of their estimated useful lives or seventeen years. During the three month period ending March 28, 2020 we ceased production of our Conductus wire and sold many Conductus wire patents for no 134,000 Other Assets and Investments The realizability of long-lived assets is evaluated periodically as events or circumstances indicate a possible inability to recover the carrying amount. Long-lived assets that will no longer be used in the business are written off in the period identified since they will no longer be used in operations and generate any positive cash flows for us. Periodically, long-lived assets that will continue to be used by us will need to be evaluated for recoverability. Such evaluation is based on various analyses, including cash flow and profitability projections, as well as alternative uses, such as government contracts or awards. The analyses necessarily involve significant management judgment. In the event the projected undiscounted cash flows are less than net book value of the assets, the carrying value of the assets will be written down to their estimated fair value. Loss Contingencies In the normal course of our business, we are subject to claims and litigation, including allegations of patent infringement. Liabilities relating to these claims are recorded when it is determined that a loss is probable and the amount of the loss can be reasonably estimated. Legal fees are recorded as services are provided. The costs of our defense in such matters are charged to operations as incurred. Insurance proceeds recoverable are recorded when deemed probable. Income Taxes We recognize deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded when it is more likely than not that some or all deferred tax assets will not be realized. The guidance further clarifies the accounting for uncertainty in income taxes and sets a consistent framework to determine the appropriate level of tax reserve to maintain for uncertain tax positions. This interpretation uses a two-step approach wherein a tax benefit is recognized if a position is more-likely-than-not to be sustained. The amount of the benefit is then measured to be the highest tax benefit that is greater than 50 No liabilities for uncertain tax positions were recorded in the current year. No interest or penalties on uncertain tax positions have been expensed to date. We are not under examination by any taxing authorities. Our federal statute of limitations for examination of us is open for 2016 and subsequent filings. Due to our operating losses, the 2017 Tax Act has not impacted our operating results or income tax expense. The primary impact of the 2017 Tax Act was the re-measurement of our deferred tax assets, based upon the new U.S. statutory corporate tax rate of 21 As of December 31, 2020, we had net operating loss carryforwards for federal and state income tax purposes. We concluded that under the Internal Revenue Code change of control limitations, a maximum of $ 14.2 297.9 expire in the years 2021 through 2038 Marketing Costs All costs related to marketing and advertising our products are charged to expense as incurred or at the time the advertising takes place. Advertising costs were not material in each of the three and six months ended July 3, 2021 and June 27, 2020. Net Loss Per Share Basic and diluted net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding in each year. Net loss available to common stockholders is computed after deducting accumulated dividends on cumulative preferred stock, deemed dividends and accretion of redemption value on redeemable preferred stock for the period and beneficial conversion features on issuance of convertible preferred stock. Potential common shares are not included in the calculation of diluted loss per share because their effect is anti-dilutive. Stock-based Compensation Expense We grant both restricted stock awards and stock options to our key employees, directors and consultants. For the three and six months ended July 3, 2021 and June 27, 2020, no Schedule of Stock-Based Compensation Expense Three months ended Six months ended July 3, 2021 June 27, 2020 July 3, 2021 June 27, 2020 Cost of revenue $ — $ 1,000 $ — $ 2,000 Research and development — 2,000 — 4,000 Selling, general and administrative — 19,000 — 37,000 Total stock-based compensation expense $ — $ 22,000 $ — $ 43,000 Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The significant estimates in the preparation of the financial statements relate to the assessment of the carrying amount of accounts receivable, fixed assets, intangibles, estimated provisions for warranty costs, fair value of warrant derivatives, income taxes and disclosures related to litigation. Actual results could differ from those estimates and such differences may be material to the condensed consolidated financial statements. Fair Value of Financial Instruments We have estimated the fair value amounts of our financial instruments using the available market information and valuation methodologies considered appropriate. We determined the book value of our cash and cash equivalents and other current liabilities as of July 3, 2021 is approximate fair value. Comprehensive Income We have no items of other comprehensive income in any period and consequently have not included a Statement of Comprehensive Income. Segment Information We have historically operated in a single business segment: the research, development, manufacture and marketing of high performance products used in cellular base stations. We derived net commercial product revenues primarily from the sales of our AmpLink and SuperPlex products which we sold directly to wireless network operators in the United States. Net revenues derived principally from government contracts are presented separately on the consolidated statements of operations for all periods presented. Certain Risks and Uncertainties On January 28, 2020, we announced a cost reduction plan for the purpose of aligning our personnel needs and capital requirements as we explored strategic alternatives previously announced. We will maintain operations of our Sapphire Cryocooler cryogenics initiatives while ceasing additional manufacturing of our HTS Conductus® wire. The plan also included a 70 On May 14, 2021, we entered into a definitive merger agreement, as amended and restated as of June 11, 2021, as amended July 12, 2021, with Clearday, a privately-held company dedicated to delivering next generation longevity care and wellness services, whereby a wholly-owned subsidiary of STI will merge with and into Clearday in a stock-for-stock transaction with Clearday, with Clearday surviving and becoming a wholly-owned subsidiary of STI, which will then change its name to Clearday, Inc. See “Our Future Business” above for more information. |
Stockholders_ Equity
Stockholders’ Equity | 6 Months Ended |
Jul. 03, 2021 | |
Equity [Abstract] | |
Stockholders’ Equity | 3. Stockholders’ Equity The following is a summary of stockholders’ equity transactions for the three and six months ended July 3, 2021: Summary of Stockholders' Equity Transactions Shares Amount Shares Amount Par Value Deficit Total Convertible Capital in Preferred Stock Common Stock Excess of Accumulated Shares Amount Shares Amount Par Value Deficit Total Balance at April 3, 2021 328,925 $ - 3,151,780 $ 3,000 $ 334,752,000 $ (332,499,000 ) $ 2,256,000 Merger partner contribution Warrant exercises Warrant exercises, shares - - - - - Stock-based compensation Net loss (566,000 ) (566,000 ) Balance at July 3, 2021 328,925 $ - 3,151,780 $ 3,000 $ 334,752,000 $ (333,065,000 ) $ 1,690,000 Convertible Capital in Preferred Stock Common Stock Excess of Accumulated Shares Amount Shares Amount Par Value Deficit Total Balance at December 31, 2020 328,925 $ - 3,151,780 $ 3,000 $ 334,632,000 $ (331,930,000 ) $ 2,705,000 Merger partner contribution - - 120,000 - 120,000 Net loss (1,135,000 ) (1,135,000 ) Balance at July 3, 2021 328,925 $ - 3,151,780 $ 3,000 $ 334,752,000 $ (333,065,000 ) $ 1,690,000 The following is a summary of stockholders’ equity transactions for the three and six months ended June 27, 2020: Convertible Capital in Preferred Stock Common Stock Excess of Accumulated Shares Amount Shares Amount Par Value Deficit Total Balance at March 28, 2020 328,925 $ - 2,328,360 $ 2,000 $ 331,883,000 $ (330,052,000 ) $ 1,833,000 Warrant exercises 422,594 1,000 1,088,000 1,089,000 Stock-based compensation - - 22,000 - 22,000 Net loss (744,000 ) (744,000 ) Balance at June 27, 2020 328,925 $ - 2,750,954 $ 3,000 $ 332,993,000 $ (330,796,000 ) $ 2,200,000 Convertible Capital in Preferred Stock Common Stock Excess of Accumulated Shares Amount Shares Amount Par Value Deficit Total Balance at December 31, 2019 328,925 $ - 1,773,189 $ 2,000 $ 330,474,000 $ (328,973,000 ) $ 1,503,000 Balance 328,925 $ - 1,773,189 $ 2,000 $ 330,474,000 $ (328,973,000 ) $ 1,503,000 Warrant exercises 977,765 1,000 2,476,000 2,477,000 Stock-based compensation - - 43,000 - 43,000 Net loss (1,823,000 ) (1,823,000 ) Balance at June 27, 2020 328,925 $ - 2,750,954 $ 3,000 $ 332,993,000 $ (330,796,000 ) $ 2,200,000 Balance 328,925 $ - 2,750,954 $ 3,000 $ 332,993,000 $ (330,796,000 ) $ 2,200,000 Stock Options At July 3, 2021, we had two active equity award option plans, the 2003 Equity Incentive Plan and the 2013 Equity Incentive Plan (collectively, the “Stock Option Plan”), although we can only grant new options under the 2013 Equity Incentive Plan. Under our Stock Option Plan, stock awards were made to our directors, key employees, consultants, and non-employee directors and consisted of stock options, restricted stock awards, performance awards, and performance share awards. Stock options were granted at prices no less than the market value on the date of grant. There were no The impact to the condensed consolidated statements of operations for the three and six months ended July 3, 2021 on net loss was $ 0 0 0.00 0.00 22,000 43,000 0.01 0.02 No 0 The following is a summary of stock option transactions under our Stock Option Plans at July 3, 2021: Summary of Stock Option Transactions under Stock Option Plan Number of Shares Price Per Share Weighted Average Exercise Price Number of Options Exercisable Weighted Average Exercise Price Balance at December 31, 2020 7,863 $ 19.20 28,440 $ 255.90 7,863 $ 255.90 Granted - Exercised - Canceled 12 28,440 28,440 12 28,440 Balance at July 3, 2021 7,851 $ 19.20 26,280 $ 211.24 7,851 $ 211,24 The outstanding options expire on various dates through the end of October 2028. The weighted-average contractual term of options outstanding is 6.9 6.9 19.20 26,280 1.7 Restricted Stock Awards The grant date fair value of each share of our restricted stock awards is equal to the fair value of our common stock at the grant date. Shares of restricted stock under awards all have service conditions and vest over one to three years. There were no restricted stock award transactions during the three and six months ended July 3, 2021. The impact to the condensed consolidated statements of operations for the three and six months ended July 3, 2021 was $ 0 0 0.00 0.00 1,000 2,000 0.00 0.00 no Warrants The following is a summary of outstanding warrants at July 3, 2021: Summary of Outstanding Warrants Common Shares Total Currently Exercisable Price per Share Expiration Date Warrants related to August 2016 financing 5,350 5,350 $ 300.00 February 2, 2022 Warrants related to August 2016 financing 500 500 $ 385.50 August 2, 2021 Warrants related to December 2016 financing 68,567 68,567 $ 200.00 December 14, 2021 Warrants related to March 2018 financing 15,810 15,810 $ 114.00 September 9, 2023 Warrants related to March 2018 financing 1,107 1,107 $ 158.00 March 6, 2023 Warrants related to July 2018 financing 257,143 257,143 $ 35.00 July 25, 2023 Warrants related to July 2018 financing 15,428 15,428 $ 43.75 July 25, 2023 Warrants related to May 2019 financing 11,900 11,900 $ 12.50 May 23, 2024 Warrants related to October 2019 financing 217,200 217,200 $ 2.50 October 10, 2024 Warrants related to October 2019 financing 30,916 30,916 $ 3.13 October 8, 2024 On October 10, 2019 we completed a public offering of an aggregate of 1,183,400 1,183,400 3.0 five 2.50 2.4 82,838 3.125 October 8, 2024 39,528 99,000 422,594 977,765 1.1 2.5 On May 23, 2019 we completed a public offering of an aggregate of 170,000 1.7 10.00 1.4 11,900 12.50 May 23, 2024 Our warrants are exercisable by paying cash or, solely in the absence of an effective registration statement or prospectus, by cashless exercise for unregistered shares of common stock. The exercise price of the warrants is subject to standard antidilutive provision adjustment in the case of stock dividends or other distributions on shares of common stock or any other equity or equity equivalent securities payable in shares of common stock, stock splits, stock combinations, reclassifications or similar events affecting our common stock, and also, subject to limitations, upon any distribution of assets, including cash, stock or other property to our stockholders. The exercise price of the warrants is not subject to “price-based” anti-dilution adjustment. We have determined that these warrants related to issuance of common stock are subject to equity treatment because the warrant holder has no right to demand cash settlement and there are no unusual anti-dilution rights. |
Loss Per Share
Loss Per Share | 6 Months Ended |
Jul. 03, 2021 | |
Earnings Per Share [Abstract] | |
Loss Per Share | 4. Loss Per Share Basic and diluted net loss per share is based on the weighted-average number of common shares outstanding. Since their impact would be anti-dilutive, our net loss per common share does not include the effect of the assumed exercise or vesting of the following shares: Schedule of Antidilutive Shares Computation of Earnings (Loss) Per Share July 3, 2021 June 27, 2020 Outstanding stock options 7,851 7,867 Unvested restricted stock awards - 33 Outstanding warrants 623,921 640,225 Total 631,772 648,125 Also, the preferred stock convertible into 182 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jul. 03, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 5. Commitments and Contingencies Operating Leases We leased all of our properties. All of our operations, including our manufacturing facilities, comprising approximately 94,000 March 31, 2020 For the three and six months ended July 3, 2021, operating lease expense was $ 0 Patents and Licenses We had entered into various licensing agreements requiring royalty payments ranging from 0.13 2.5 . 0 0 0 11,000 |
Contractual Guarantees and Inde
Contractual Guarantees and Indemnities | 6 Months Ended |
Jul. 03, 2021 | |
Contractual Guarantees And Indemnities | |
Contractual Guarantees and Indemnities | 6 Contractual Guarantees and Indemnities During our normal course of business, we make certain contractual guarantees and indemnities pursuant to which we may be required to make future payments under specific circumstances. We have not recorded any liability for these contractual guarantees and indemnities in the accompanying condensed consolidated financial statements. Warranties We establish reserves for future product warranty costs that are expected to be incurred pursuant to specific warranty provisions with our customers. Our warranty reserves are established at the time of sale and updated throughout the warranty period based upon numerous factors including historical warranty return rates and expenses over various warranty periods. Intellectual Property Indemnities We indemnify certain customers and our contract manufacturers against liability arising from third-party claims of intellectual property rights infringement related to our products. These indemnities appear in development and supply agreements with our customers as well as manufacturing service agreements with our contract manufacturers, are not limited in amount or duration and generally survive the expiration of the contract. Given that the amount of potential liabilities related to such indemnities cannot be determined until an infringement claim has been made, we are unable to determine the maximum amount of losses that we could incur related to such indemnities. Director and Officer Indemnities and Contractual Guarantees We have entered into indemnification agreements with our directors and executive officers which require us to indemnify such individuals to the fullest extent permitted by Delaware law. Our indemnification obligations under such agreements are not limited in amount or duration. Certain costs incurred in connection with such indemnities may be recovered under certain circumstances under various insurance policies. Given that the amount of any potential liabilities related to such indemnities cannot be determined until a lawsuit has been filed against a director or executive officer, we are unable to determine the maximum amount of losses that we could incur relating to such indemnities. Historically, any amounts payable pursuant to such director and officer indemnities have not had a material negative effect on our business, financial condition or results of operations. We have also entered into severance and change in control agreements with certain of our executives. These agreements provide for the payment of specific compensation benefits to such executives upon the termination of their employment with us. General Contractual Indemnities/Products Liability During the normal course of business, we enter into contracts with customers where we agree to indemnify the other party for personal injury or property damage caused by our products. Our indemnification obligations under such agreements are not generally limited in amount or duration. Given that the amount of any potential liabilities related to such indemnities cannot be determined until a lawsuit has been filed, we are unable to determine the maximum amount of losses that we could incur relating to such indemnities. Historically, any amounts payable pursuant to such indemnities have not had a material negative effect on our business, financial condition or results of operations. We maintain general and product liability insurance as well as errors and omissions insurance which may provide a source of recovery to us in the event of an indemnification claim. |
Details of Certain Financial St
Details of Certain Financial Statement Components and Supplemental Disclosures of Cash Flow Information and Non-Cash Activities | 6 Months Ended |
Jul. 03, 2021 | |
Details Of Certain Financial Statement Components And Supplemental Disclosures Of Cash Flow Information And Non-cash Activities | |
Details of Certain Financial Statement Components and Supplemental Disclosures of Cash Flow Information and Non-Cash Activities | 7. Details of Certain Financial Statement Components and Supplemental Disclosures of Cash Flow Information and Non-Cash Activities Paycheck Protection Program Loan During March 2021, we received loan proceeds in the amount of $ 468,000 1.00 No To the extent, if any, that any or all of the PPP loan is not forgiven, beginning one month following expiration of the Deferral Period, and continuing monthly until 24 months from the date of each applicable Note (the “Maturity Date”), the Company is obligated to make monthly payments of principal and interest to the Lender with respect to any unforgiven portion of the Note, in such equal amounts required to fully amortize the principal amount outstanding on such Note as of the last day of the applicable Deferral Period by the applicable Maturity Date. The Company accounts for this loan on the balance sheet as financial liabilities reported as the long-term bank debt in the amount of $ 468,000 Balance Sheet Data Schedule of Components of Inventories July 3, 2021 December 31, 2020 Inventories: Work In Process 68,000 68,000 Inventories, net $ 68,000 $ 68,000 Schedule of Components of Property and Equipment July 3, 2021 December 31, 2020 Property and Equipment: Equipment $ 316,000 $ 316,000 Less: accumulated depreciation and amortization (316,000 ) (316,000 ) Property and Equipment, Net $ - $ - Depreciation expense amounted to $ 0 0 0 224,000 Schedule of Components of Patents and Licenses July 3, 2021 December 31, 2020 Patents and Licenses: Patents pending $ - $ - Patents issued 278,000 278,000 Less accumulated amortization (278,000 ) (278,000 ) Net patents issued - - $ - $ - Amortization expense related to these items totaled $ 0 0 0 11,000 Schedule of Components of Accrued Expenses and Other Long Term Liabilities July 3, 2021 December 31, 2020 Accrued Expenses and Other Long Term Liabilities: Salaries Payable $ 15,000 $ 10,000 Compensated absences - 125,000 Less current portion (15,000 ) (135,000 ) Long term portion $ - $ - Schedule of Warranty Reserve Activity July 3, 2021 June 27, 2020 For the six months ended, July 3, 2021 June 27, 2020 Warranty Reserve Activity: Beginning balance $ - $ 8,000 Additions - - Deductions - - Ending balance $ - $ 8,000 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jul. 03, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 8. Subsequent Events On May 14, 2021, we entered into a definitive merger agreement, as amended and restated as of June 11, 2021, as amended July 12, 2021, with Clearday, a privately-held company dedicated to delivering next generation longevity care and wellness services, whereby a wholly-owned subsidiary of STI will merge with and into Clearday in a stock-for-stock transaction with Clearday. This agreement also terminated the February 26, 2020 merger agreement among the same parties without liability. The merged company will focus on the development of Clearday’s non-residential daily care service model as well as the continued operation of Clearday’s existing Memory Care America residential memory care facilities. As part of plans to develop and expand its assortment of innovative, non-residential daily care services, Clearday intends to leverage STI’s existing Cryogenic Cooler as an enabling technology for one of its service offerings in the home healthcare market. Our Current Report on Form 8-K, filed on July 14, 2021, contains a summary of the Merger Agreement and attaches the entire Merger Agreement as an exhibit. Such Current Report and its attached copy of the Merger Agreement should be read in their entirety, as the following does not purport to be a summary of the Merger Agreement, but rather merely highlights a few provisions. On July 14, 2021, we issued a press release announcing that the joint proxy and consent solicitation statement/prospectus filed in connection with the previously announced Merger was supplemented to reflect certain matters, including (1) a move of the record date and the date for the special meeting of the stockholders to July 13, 2021 and August 10, 2021, respectively, and (2) to clarify the effect of the proposed reverse stock split and issuance of True Up Shares as described in the Proxy. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jul. 03, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation We have incurred significant net losses since our inception and have an accumulated deficit of $ 333.1 million. In 2020, we incurred a net loss of $ 3.0 million and had negative cash flows from operations of $ 3.1 million. In the six months ended July 3, 2021, we incurred a net loss of $ 1.1 million and had negative cash flows from operations of $ 1.4 million. At July 3, 2021, we had $ 342,000 in cash and cash equivalents compared to $ 1.3 million in cash and cash equivalents as of December 31, 2020. Our cash resources will not be sufficient to fund our business through the end of the current fiscal year. Therefore, unless we can successfully implement our strategic alternatives plan including, among others, a strategic investment financing which would allow us to pursue our current business plan, a business combination such as our merger with Clearday, or a sale of STI, we will need to raise additional capital during this fiscal year ending December 31, 2021 to maintain our viability. Additional financing may not be available on acceptable terms or at all. If we issue additional equity securities to raise funds, the ownership percentage of our existing stockholders would be reduced. New investors may demand rights, preferences or privileges senior to those of existing holders of common stock. These factors raise substantial doubt about our ability to continue as a going concern. Our plans regarding improving our future liquidity will require us to successfully implement our strategic plan to explore strategic alternatives focused on maximizing shareholder value. Strategic alternatives considered included, among others, a strategic investment financing which would allow the company to pursue its current business plan, a business combination such as a merger with another party, or a sale of STI. On January 28, 2020, we announced a cost reduction plan for the purpose of aligning our personnel needs and capital requirements as we explored strategic alternatives previously announced. We will maintain operations of our Sapphire Cryocooler cryogenics initiatives while ceasing additional manufacturing of our HTS Conductus® wire. The plan also included a 70 In 2019, we undertook steps to reduce our ongoing operating costs and we raised net cash proceeds of $ 3.9 On September 9, 2020, we effected a 1-for-10 reverse stock split 250,000,000 25,000,000 0.001 Share and per share data included in the Notes to Consolidated Financial Statements have been retroactively adjusted, as applicable, for the effect of the reverse stock splits. Certain of the information contained in the documents incorporated by reference herein and therein present information on our common stock on a pre-reverse stock split basis. |
Principles of Consolidation | Principles of Consolidation The interim condensed consolidated financial statements include the accounts of Superconductor Technologies Inc. and its wholly owned subsidiaries. All significant intercompany transactions have been eliminated from the condensed consolidated financial statements. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of highly liquid investments with original maturities of three months or less. Cash and cash equivalents are maintained with what we believe to be quality financial institutions and exceed FDIC limits. Historically, we have not experienced any losses due to such concentration of credit risk. |
Accounts Receivable | Accounts Receivable We grant uncollateralized credit to our customers. We perform usual and customary credit evaluations of our customers before granting credit. Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The allowance for doubtful accounts is our best estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance based on historical write-off experience. Past due balances are reviewed for collectability. Accounts balances are charged off against the allowance when we deem it is probable the receivable will not be recovered. We do not have any off-balance sheet credit exposure related to our customers. |
Revenue Recognition | Revenue Recognition Commercial and government contract revenues are recognized once all of the following conditions have been met: a) an authorized purchase order has been received in writing, b) the customer’s credit worthiness has been established, c) shipment of the product has occurred, d) title has transferred, and e) if stipulated by the contract, customer acceptance has occurred and all significant vendor obligations, if any, have been satisfied. Government contract revenues are principally generated under research and development contracts. Revenues from research-related activities are derived from contracts with agencies of the U.S. Government. Credit risk related to accounts receivable arising from such contracts is considered minimal. All payments to us for work performed on contracts with agencies of the U.S. Government are subject to adjustment upon audit by the Defense Contract Audit Agency. Based on historical experience and review of our current project in process, we believe that adjustments from open audits will not have an effect on our financial position, results of operations or cash flows. We are using the expected cost-plus-margin approach as the suitable method for allocating transaction price to the performance obligations in the contract under ASC 606. |
Shipping and Handling Fees and Costs | Shipping and Handling Fees and Costs Shipping and handling fees billed to customers are included in net revenues. Shipping and handling fees associated with freight are generally included in cost of revenues. |
Warranties | Warranties We offer warranties generally ranging from one to five years, depending on the product and negotiated terms of purchase agreements with our customers. Such warranties require us to repair or replace defective products returned to us during such warranty period at no cost to the customer. An estimate by us for warranty related costs is recorded by us at the time of sale based on our actual historical product return rates and expected repair costs. Such costs have been within our expectations. |
Indemnities | Indemnities In connection with the sales and manufacturing of our commercial products, we indemnify, without limit or term, our customers and contract manufacturers against all claims, suits, demands, damages, liabilities, expenses, judgments, settlements and penalties arising from actual or alleged infringement or misappropriation of any intellectual property relating to our products or other claims arising from our products. We cannot reasonably develop an estimate of the maximum potential amount of payments that might be made under our indemnities because of the uncertainty as to whether a claim might arise and how much it might total. Historically, we have not incurred any expenses related to these indemnities. |
Research and Development Costs | Research and Development Costs Research and development costs are charged to expense as incurred and include salary, facility, depreciation and material expenses. Research and development costs are charged to research and development expense. |
Inventories | Inventories Inventories were stated at the lower of cost or net realizable value, with costs primarily determined using standard costs, which approximate actual costs utilizing the first-in, first-out method. We review inventory quantities on hand and on order and record, on a quarterly basis, a provision for excess and obsolete inventory and/or vendor cancellation charges related to purchase commitments. If the results of the review determine that a write-down is necessary, we recognize a loss in the period in which the loss is identified, whether or not the inventory is retained. Our July 3, 2021 and December 31, 2020 net inventory value was $ 68,000 . |
Preferred interest in real estate | Preferred interest in real estate We entered into a Securities Purchase Agreement with Clearday, which was consummated on July 6, 2020, pursuant to which we issued 400,000 1.6 4.00 |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost. Equipment is depreciated using the straight-line method over their estimated useful lives ranging from three to five years. Leasehold improvements and assets financed under capital leases are amortized over the shorter of their useful lives. Furniture and fixtures are depreciated over seven years. Expenditures for additions and major improvements are capitalized. Expenditures for minor tooling, repairs and maintenance and minor improvements are charged to expense as incurred. When property or equipment is retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the accounts. Gains or losses from retirements and disposals are recorded in selling, general and administration expenses. During the three month period ending March 28, 2020 we ceased production of our Conductus wire and sold most of our production wire equipment for a gain of $ 510,000 |
Patents, Licenses and Purchased Technology | Patents, Licenses and Purchased Technology Patents and licenses are recorded at cost and are amortized using the straight-line method over the shorter of their estimated useful lives or seventeen years. During the three month period ending March 28, 2020 we ceased production of our Conductus wire and sold many Conductus wire patents for no 134,000 |
Other Assets and Investments | Other Assets and Investments The realizability of long-lived assets is evaluated periodically as events or circumstances indicate a possible inability to recover the carrying amount. Long-lived assets that will no longer be used in the business are written off in the period identified since they will no longer be used in operations and generate any positive cash flows for us. Periodically, long-lived assets that will continue to be used by us will need to be evaluated for recoverability. Such evaluation is based on various analyses, including cash flow and profitability projections, as well as alternative uses, such as government contracts or awards. The analyses necessarily involve significant management judgment. In the event the projected undiscounted cash flows are less than net book value of the assets, the carrying value of the assets will be written down to their estimated fair value. |
Loss Contingencies | Loss Contingencies In the normal course of our business, we are subject to claims and litigation, including allegations of patent infringement. Liabilities relating to these claims are recorded when it is determined that a loss is probable and the amount of the loss can be reasonably estimated. Legal fees are recorded as services are provided. The costs of our defense in such matters are charged to operations as incurred. Insurance proceeds recoverable are recorded when deemed probable. |
Income Taxes | Income Taxes We recognize deferred tax liabilities and assets based on the differences between the financial statement carrying amounts and the tax bases of assets and liabilities, using enacted tax rates in effect in the years the differences are expected to reverse. Deferred income tax benefit (expense) results from the change in net deferred tax assets or deferred tax liabilities. A valuation allowance is recorded when it is more likely than not that some or all deferred tax assets will not be realized. The guidance further clarifies the accounting for uncertainty in income taxes and sets a consistent framework to determine the appropriate level of tax reserve to maintain for uncertain tax positions. This interpretation uses a two-step approach wherein a tax benefit is recognized if a position is more-likely-than-not to be sustained. The amount of the benefit is then measured to be the highest tax benefit that is greater than 50 No liabilities for uncertain tax positions were recorded in the current year. No interest or penalties on uncertain tax positions have been expensed to date. We are not under examination by any taxing authorities. Our federal statute of limitations for examination of us is open for 2016 and subsequent filings. Due to our operating losses, the 2017 Tax Act has not impacted our operating results or income tax expense. The primary impact of the 2017 Tax Act was the re-measurement of our deferred tax assets, based upon the new U.S. statutory corporate tax rate of 21 As of December 31, 2020, we had net operating loss carryforwards for federal and state income tax purposes. We concluded that under the Internal Revenue Code change of control limitations, a maximum of $ 14.2 297.9 expire in the years 2021 through 2038 |
Marketing Costs | Marketing Costs All costs related to marketing and advertising our products are charged to expense as incurred or at the time the advertising takes place. Advertising costs were not material in each of the three and six months ended July 3, 2021 and June 27, 2020. |
Net Loss Per Share | Net Loss Per Share Basic and diluted net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding in each year. Net loss available to common stockholders is computed after deducting accumulated dividends on cumulative preferred stock, deemed dividends and accretion of redemption value on redeemable preferred stock for the period and beneficial conversion features on issuance of convertible preferred stock. Potential common shares are not included in the calculation of diluted loss per share because their effect is anti-dilutive. |
Stock-based Compensation Expense | Stock-based Compensation Expense We grant both restricted stock awards and stock options to our key employees, directors and consultants. For the three and six months ended July 3, 2021 and June 27, 2020, no Schedule of Stock-Based Compensation Expense Three months ended Six months ended July 3, 2021 June 27, 2020 July 3, 2021 June 27, 2020 Cost of revenue $ — $ 1,000 $ — $ 2,000 Research and development — 2,000 — 4,000 Selling, general and administrative — 19,000 — 37,000 Total stock-based compensation expense $ — $ 22,000 $ — $ 43,000 |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The significant estimates in the preparation of the financial statements relate to the assessment of the carrying amount of accounts receivable, fixed assets, intangibles, estimated provisions for warranty costs, fair value of warrant derivatives, income taxes and disclosures related to litigation. Actual results could differ from those estimates and such differences may be material to the condensed consolidated financial statements. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We have estimated the fair value amounts of our financial instruments using the available market information and valuation methodologies considered appropriate. We determined the book value of our cash and cash equivalents and other current liabilities as of July 3, 2021 is approximate fair value. |
Comprehensive Income | Comprehensive Income We have no items of other comprehensive income in any period and consequently have not included a Statement of Comprehensive Income. |
Segment Information | Segment Information We have historically operated in a single business segment: the research, development, manufacture and marketing of high performance products used in cellular base stations. We derived net commercial product revenues primarily from the sales of our AmpLink and SuperPlex products which we sold directly to wireless network operators in the United States. Net revenues derived principally from government contracts are presented separately on the consolidated statements of operations for all periods presented. |
Certain Risks and Uncertainties | Certain Risks and Uncertainties On January 28, 2020, we announced a cost reduction plan for the purpose of aligning our personnel needs and capital requirements as we explored strategic alternatives previously announced. We will maintain operations of our Sapphire Cryocooler cryogenics initiatives while ceasing additional manufacturing of our HTS Conductus® wire. The plan also included a 70 On May 14, 2021, we entered into a definitive merger agreement, as amended and restated as of June 11, 2021, as amended July 12, 2021, with Clearday, a privately-held company dedicated to delivering next generation longevity care and wellness services, whereby a wholly-owned subsidiary of STI will merge with and into Clearday in a stock-for-stock transaction with Clearday, with Clearday surviving and becoming a wholly-owned subsidiary of STI, which will then change its name to Clearday, Inc. See “Our Future Business” above for more information. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Stock-Based Compensation Expense | Schedule of Stock-Based Compensation Expense Three months ended Six months ended July 3, 2021 June 27, 2020 July 3, 2021 June 27, 2020 Cost of revenue $ — $ 1,000 $ — $ 2,000 Research and development — 2,000 — 4,000 Selling, general and administrative — 19,000 — 37,000 Total stock-based compensation expense $ — $ 22,000 $ — $ 43,000 |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Equity [Abstract] | |
Summary of Stockholders' Equity Transactions | The following is a summary of stockholders’ equity transactions for the three and six months ended July 3, 2021: Summary of Stockholders' Equity Transactions Shares Amount Shares Amount Par Value Deficit Total Convertible Capital in Preferred Stock Common Stock Excess of Accumulated Shares Amount Shares Amount Par Value Deficit Total Balance at April 3, 2021 328,925 $ - 3,151,780 $ 3,000 $ 334,752,000 $ (332,499,000 ) $ 2,256,000 Merger partner contribution Warrant exercises Warrant exercises, shares - - - - - Stock-based compensation Net loss (566,000 ) (566,000 ) Balance at July 3, 2021 328,925 $ - 3,151,780 $ 3,000 $ 334,752,000 $ (333,065,000 ) $ 1,690,000 Convertible Capital in Preferred Stock Common Stock Excess of Accumulated Shares Amount Shares Amount Par Value Deficit Total Balance at December 31, 2020 328,925 $ - 3,151,780 $ 3,000 $ 334,632,000 $ (331,930,000 ) $ 2,705,000 Merger partner contribution - - 120,000 - 120,000 Net loss (1,135,000 ) (1,135,000 ) Balance at July 3, 2021 328,925 $ - 3,151,780 $ 3,000 $ 334,752,000 $ (333,065,000 ) $ 1,690,000 The following is a summary of stockholders’ equity transactions for the three and six months ended June 27, 2020: Convertible Capital in Preferred Stock Common Stock Excess of Accumulated Shares Amount Shares Amount Par Value Deficit Total Balance at March 28, 2020 328,925 $ - 2,328,360 $ 2,000 $ 331,883,000 $ (330,052,000 ) $ 1,833,000 Warrant exercises 422,594 1,000 1,088,000 1,089,000 Stock-based compensation - - 22,000 - 22,000 Net loss (744,000 ) (744,000 ) Balance at June 27, 2020 328,925 $ - 2,750,954 $ 3,000 $ 332,993,000 $ (330,796,000 ) $ 2,200,000 Convertible Capital in Preferred Stock Common Stock Excess of Accumulated Shares Amount Shares Amount Par Value Deficit Total Balance at December 31, 2019 328,925 $ - 1,773,189 $ 2,000 $ 330,474,000 $ (328,973,000 ) $ 1,503,000 Balance 328,925 $ - 1,773,189 $ 2,000 $ 330,474,000 $ (328,973,000 ) $ 1,503,000 Warrant exercises 977,765 1,000 2,476,000 2,477,000 Stock-based compensation - - 43,000 - 43,000 Net loss (1,823,000 ) (1,823,000 ) Balance at June 27, 2020 328,925 $ - 2,750,954 $ 3,000 $ 332,993,000 $ (330,796,000 ) $ 2,200,000 Balance 328,925 $ - 2,750,954 $ 3,000 $ 332,993,000 $ (330,796,000 ) $ 2,200,000 |
Summary of Stock Option Transactions under Stock Option Plan | The following is a summary of stock option transactions under our Stock Option Plans at July 3, 2021: Summary of Stock Option Transactions under Stock Option Plan Number of Shares Price Per Share Weighted Average Exercise Price Number of Options Exercisable Weighted Average Exercise Price Balance at December 31, 2020 7,863 $ 19.20 28,440 $ 255.90 7,863 $ 255.90 Granted - Exercised - Canceled 12 28,440 28,440 12 28,440 Balance at July 3, 2021 7,851 $ 19.20 26,280 $ 211.24 7,851 $ 211,24 |
Summary of Outstanding Warrants | The following is a summary of outstanding warrants at July 3, 2021: Summary of Outstanding Warrants Common Shares Total Currently Exercisable Price per Share Expiration Date Warrants related to August 2016 financing 5,350 5,350 $ 300.00 February 2, 2022 Warrants related to August 2016 financing 500 500 $ 385.50 August 2, 2021 Warrants related to December 2016 financing 68,567 68,567 $ 200.00 December 14, 2021 Warrants related to March 2018 financing 15,810 15,810 $ 114.00 September 9, 2023 Warrants related to March 2018 financing 1,107 1,107 $ 158.00 March 6, 2023 Warrants related to July 2018 financing 257,143 257,143 $ 35.00 July 25, 2023 Warrants related to July 2018 financing 15,428 15,428 $ 43.75 July 25, 2023 Warrants related to May 2019 financing 11,900 11,900 $ 12.50 May 23, 2024 Warrants related to October 2019 financing 217,200 217,200 $ 2.50 October 10, 2024 Warrants related to October 2019 financing 30,916 30,916 $ 3.13 October 8, 2024 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Shares Computation of Earnings (Loss) Per Share | Since their impact would be anti-dilutive, our net loss per common share does not include the effect of the assumed exercise or vesting of the following shares: Schedule of Antidilutive Shares Computation of Earnings (Loss) Per Share July 3, 2021 June 27, 2020 Outstanding stock options 7,851 7,867 Unvested restricted stock awards - 33 Outstanding warrants 623,921 640,225 Total 631,772 648,125 |
Details of Certain Financial _2
Details of Certain Financial Statement Components and Supplemental Disclosures of Cash Flow Information and Non-Cash Activities (Tables) | 6 Months Ended |
Jul. 03, 2021 | |
Details Of Certain Financial Statement Components And Supplemental Disclosures Of Cash Flow Information And Non-cash Activities | |
Schedule of Components of Inventories | Schedule of Components of Inventories July 3, 2021 December 31, 2020 Inventories: Work In Process 68,000 68,000 Inventories, net $ 68,000 $ 68,000 |
Schedule of Components of Property and Equipment | Schedule of Components of Property and Equipment July 3, 2021 December 31, 2020 Property and Equipment: Equipment $ 316,000 $ 316,000 Less: accumulated depreciation and amortization (316,000 ) (316,000 ) Property and Equipment, Net $ - $ - |
Schedule of Components of Patents and Licenses | Schedule of Components of Patents and Licenses July 3, 2021 December 31, 2020 Patents and Licenses: Patents pending $ - $ - Patents issued 278,000 278,000 Less accumulated amortization (278,000 ) (278,000 ) Net patents issued - - $ - $ - |
Schedule of Components of Accrued Expenses and Other Long Term Liabilities | Schedule of Components of Accrued Expenses and Other Long Term Liabilities July 3, 2021 December 31, 2020 Accrued Expenses and Other Long Term Liabilities: Salaries Payable $ 15,000 $ 10,000 Compensated absences - 125,000 Less current portion (15,000 ) (135,000 ) Long term portion $ - $ - |
Schedule of Warranty Reserve Activity | Schedule of Warranty Reserve Activity July 3, 2021 June 27, 2020 For the six months ended, July 3, 2021 June 27, 2020 Warranty Reserve Activity: Beginning balance $ - $ 8,000 Additions - - Deductions - - Ending balance $ - $ 8,000 |
General (Details Narrative)
General (Details Narrative) | Jan. 28, 2020USD ($) |
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |
Aggregate sales prices | $ 1,075,000 |
Transaction sales price | $ 1,100,000 |
Employee [Member] | |
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |
Employee workforce reduction percentage | 70.00% |
Schedule of Stock-Based Compens
Schedule of Stock-Based Compensation Expense (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Total stock-based compensation expense | $ 22,000 | $ 43,000 | ||
Cost of Sales [Member] | ||||
Total stock-based compensation expense | 1,000 | 2,000 | ||
Research and Development Expense [Member] | ||||
Total stock-based compensation expense | 2,000 | 4,000 | ||
Selling, General and Administrative Expenses [Member] | ||||
Total stock-based compensation expense | $ 19,000 | $ 37,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Sep. 09, 2020 | Jul. 06, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | Mar. 28, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 10, 2020 | Jan. 28, 2020 |
Property, Plant and Equipment [Line Items] | |||||||||||
Retained Earnings (Accumulated Deficit) | $ 333,065,000 | $ 333,065,000 | $ 331,930,000 | ||||||||
Net Income (Loss) Attributable to Parent | 566,000 | $ 744,000 | 1,135,000 | $ 1,823,000 | 3,000,000 | ||||||
Net Cash Provided by (Used in) Operating Activities | 1,402,000 | 2,030,000 | 3,100,000 | ||||||||
Cash and Cash Equivalents, at Carrying Value | $ 342,000 | $ 342,000 | $ 1,276,000 | ||||||||
Net proceeds from sale of our common and preferred shares and warrants | $ 3,900,000 | ||||||||||
Reverse split | 1-for-10 reverse stock split | ||||||||||
Common stock shares authorised | 250,000,000 | 25,000,000 | 25,000,000 | 25,000,000 | 25,000,000 | ||||||
Par value of common stock | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Inventory, Net | $ 68,000 | $ 68,000 | $ 68,000 | ||||||||
Common stock issued | 400,000 | ||||||||||
Preferred equity interest, value | $ 1,600,000 | ||||||||||
Purchase price | $ 4 | ||||||||||
Gain on sale of production wire equipment | $ 510,000 | $ (510,000) | |||||||||
Gain on sale of patents wire | 0 | ||||||||||
Minimum percentage of tax benefit realized | 50.00% | ||||||||||
Percentage of statutory corporate tax rate | 21.00% | ||||||||||
Net operating loss carryforwards | $ 297,900,000 | ||||||||||
Operating loss carry forwards expiration date description | expire in the years 2021 through 2038 | ||||||||||
Stock options granted | 0 | 0 | 0 | 0 | |||||||
Maximum [Member] | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Net operating loss carryforwards | $ 14,200,000 | ||||||||||
Patents And Licenses [Member] | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Impairment of intangible assets | $ (134,000) | ||||||||||
Employee [Member] | |||||||||||
Property, Plant and Equipment [Line Items] | |||||||||||
Employee workforce reduction percentage | 70.00% |
Summary of Stockholders' Equity
Summary of Stockholders' Equity Transactions (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | Dec. 31, 2020 | |
Class of Stock [Line Items] | |||||
Balance | $ 2,256,000 | $ 1,833,000 | $ 2,705,000 | $ 1,503,000 | $ 1,503,000 |
Merger partner contribution | 120,000 | ||||
Warrant exercises | 1,089,000 | 2,477,000 | |||
Warrant exercises, shares | |||||
Stock-based compensation | 22,000 | 43,000 | |||
Net loss | $ (566,000) | (744,000) | (1,135,000) | (1,823,000) | (3,000,000) |
Balance | 1,690,000 | 2,200,000 | 1,690,000 | 2,200,000 | 2,705,000 |
Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Balance | $ 3,000 | $ 2,000 | $ 3,000 | $ 2,000 | $ 2,000 |
Balance, shares | 3,151,780 | 2,328,360 | 3,151,780 | 1,773,189 | 1,773,189 |
Merger partner contribution | |||||
Warrant exercises | $ 1,000 | $ 1,000 | |||
Warrant exercises, shares | 422,594 | 977,765 | |||
Stock-based compensation | |||||
Balance | $ 3,000 | $ 3,000 | $ 3,000 | $ 3,000 | |
Balance, shares | 3,151,780 | 2,750,954 | 3,151,780 | 2,750,954 | |
Additional Paid-in Capital [Member] | |||||
Class of Stock [Line Items] | |||||
Balance | $ 334,752,000 | $ 331,883,000 | $ 334,632,000 | $ 330,474,000 | $ 330,474,000 |
Merger partner contribution | 120,000 | ||||
Warrant exercises | 1,088,000 | 2,476,000 | |||
Warrant exercises, shares | |||||
Stock-based compensation | 22,000 | 43,000 | |||
Balance | $ 334,752,000 | 332,993,000 | 334,752,000 | 332,993,000 | |
Retained Earnings [Member] | |||||
Class of Stock [Line Items] | |||||
Balance | $ (332,499,000) | (330,052,000) | (331,930,000) | (328,973,000) | (328,973,000) |
Merger partner contribution | |||||
Warrant exercises, shares | |||||
Stock-based compensation | |||||
Net loss | $ (566,000) | (744,000) | (1,135,000) | (1,823,000) | |
Balance | (333,065,000) | (330,796,000) | (333,065,000) | (330,796,000) | |
Convertible Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Balance | |||||
Balance, shares | 328,925 | 328,925 | 328,925 | 328,925 | 328,925 |
Merger partner contribution | |||||
Warrant exercises, shares | |||||
Stock-based compensation | |||||
Balance | |||||
Balance, shares | 328,925 | 328,925 | 328,925 | 328,925 |
Summary of Stock Option Transac
Summary of Stock Option Transactions under Stock Option Plan (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Shares, Exercised | 0 | 0 | 0 | 0 |
Equity Option [Member] | Stock Option Plans [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Shares, Beginning balance | 7,863 | |||
Weighted Average Exercise Price, Beginning Balance | $ 255.90 | |||
Number of Options Exercisable, Beginning Balance | 7,863 | |||
Weighted Average Exercise Price, Beginning Balance | $ 255.90 | |||
Number of Shares, Granted | ||||
Number of Shares, Exercised | ||||
Number of Options Exercisable, Canceled | 12 | |||
Price Per Share, Canceled | $ 28,440 | |||
Weighted Average Exercise Price, Canceled | 28,440 | |||
Weighted Average Exercise Price, Canceled | $ 28,440 | |||
Number of Shares, Ending balance | 7,851 | 7,851 | ||
Weighted Average Exercise Price, Ending Balance | $ 211.24 | $ 211.24 | ||
Number of Options Exercisable, Ending Balance | 7,851 | 7,851 | ||
Weighted Average Exercise Price, Ending balance | $ 211.24 | $ 211.24 | ||
Equity Option [Member] | Stock Option Plans [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Price Per Share, Beginning balance | 19.20 | |||
Price Per Share, Ending balance | 19.20 | 19.20 | ||
Equity Option [Member] | Stock Option Plans [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Price Per Share, Beginning balance | 28,440 | |||
Price Per Share, Ending balance | $ 26,280 | $ 26,280 |
Summary of Outstanding Warrants
Summary of Outstanding Warrants (Details) | Jul. 03, 2021$ / sharesshares |
Warrants Related to August 2016 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 5,350 |
Currently Exercisable | 5,350 |
Price per Share | $ / shares | $ 300 |
Expiration Date | Feb. 2, 2022 |
Warrants Related to August 2016 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 500 |
Currently Exercisable | 500 |
Price per Share | $ / shares | $ 385.50 |
Expiration Date | Aug. 2, 2021 |
Warrants Related to December 2016 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 68,567 |
Currently Exercisable | 68,567 |
Price per Share | $ / shares | $ 200 |
Expiration Date | Dec. 14, 2021 |
Warrants Related to March 2018 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 15,810 |
Currently Exercisable | 15,810 |
Price per Share | $ / shares | $ 114 |
Expiration Date | Sep. 9, 2023 |
Warrants Related to March 2018 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 1,107 |
Currently Exercisable | 1,107 |
Price per Share | $ / shares | $ 158 |
Expiration Date | Mar. 6, 2023 |
Warrants Related to July 2018 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 257,143 |
Currently Exercisable | 257,143 |
Price per Share | $ / shares | $ 35 |
Expiration Date | Jul. 25, 2023 |
Warrants Related to July 2018 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 15,428 |
Currently Exercisable | 15,428 |
Price per Share | $ / shares | $ 43.75 |
Expiration Date | Jul. 25, 2023 |
Warrants Related to May 2019 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 11,900 |
Currently Exercisable | 11,900 |
Price per Share | $ / shares | $ 12.50 |
Expiration Date | May 23, 2024 |
Warrants Related to October 2019 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 217,200 |
Currently Exercisable | 217,200 |
Price per Share | $ / shares | $ 2.50 |
Expiration Date | Oct. 10, 2024 |
Warrants Related to October 2019 Financing [Member] | |
Class of Warrant or Right [Line Items] | |
Total | 30,916 |
Currently Exercisable | 30,916 |
Price per Share | $ / shares | $ 3.13 |
Expiration Date | Oct. 8, 2024 |
Stockholders_ Equity (Details N
Stockholders’ Equity (Details Narrative) - USD ($) | Oct. 10, 2019 | May 23, 2019 | Jul. 03, 2021 | Jun. 27, 2020 | Dec. 31, 2019 | Jul. 03, 2021 | Jun. 27, 2020 | Dec. 31, 2020 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Exercised | 0 | 0 | 0 | 0 | ||||
Net loss | $ (566,000) | $ (744,000) | $ (1,135,000) | $ (1,823,000) | $ (3,000,000) | |||
Stock compensation cost | $ 22,000 | 43,000 | ||||||
Warrants exercise | $ 2,477,000 | |||||||
Common Stock [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Number of shares issued | 1,183,400 | |||||||
Warrants to purchase common stock | 1,183,400 | |||||||
Gross proceeds from common stock | $ 3,000,000 | |||||||
Warrants, exercisable period | 5 years | |||||||
Issuance price per share | $ 2.50 | |||||||
Net proceeds from common stock | $ 2,400,000 | |||||||
Common Stock [Member] | IPO [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Number of shares issued | 170,000 | |||||||
Gross proceeds from common stock | $ 1,700,000 | |||||||
Issuance price per share | $ 10 | |||||||
Net proceeds from common stock | $ 1,400,000 | |||||||
Warrant [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Warrants to purchase common stock | 82,838 | |||||||
Exercise price of warrants | $ 3.125 | |||||||
Warrants maturity date | Oct. 8, 2024 | |||||||
Number of warrants exercised | 422,594 | 39,528 | 977,765 | |||||
Warrants exercise | $ 1,100,000 | $ 99,000 | $ 2,500,000 | |||||
Placement Agent Warrant [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Warrants to purchase common stock | 11,900 | |||||||
Exercise price of warrants | $ 12.50 | |||||||
Warrants maturity date | May 23, 2024 | |||||||
Stock Options [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Net loss | $ 0 | $ 22,000 | $ 0 | $ 43,000 | ||||
Basic and diluted net loss per common share | $ 0 | $ 0.01 | $ 0 | $ 0.02 | ||||
Stock compensation cost | $ 0 | $ 0 | ||||||
Compensation cost related to nonvested awards not yet recognized | $ 0 | $ 0 | ||||||
Option contractual term | 6 years 10 months 24 days | |||||||
Exercisable contractual term | 6 years 10 months 24 days | |||||||
Options exercises in weighted average exercise price value | 1,700,000 | $ 1,700,000 | ||||||
Stock Options [Member] | Minimum [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Options exercises in weighted average exercise per price | $ 19.20 | |||||||
Stock Options [Member] | Maximum [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Options exercises in weighted average exercise per price | $ 26,280 | |||||||
Restricted Stock Awards [Member] | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Net loss | $ 0 | $ 1,000 | $ 0 | $ 2,000 | ||||
Basic and diluted net loss per common share | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Compensation cost related to nonvested awards not yet recognized | $ 0 | $ 0 |
Schedule of Antidilutive Shares
Schedule of Antidilutive Shares Computation of Earnings (Loss) Per Share (Details) - shares | 6 Months Ended | |
Jul. 03, 2021 | Jun. 27, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 631,772 | 648,125 |
Outstanding Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 7,851 | 7,867 |
Unvested Restricted Stock Awards [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 33 | |
Outstanding Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 623,921 | 640,225 |
Loss Per Share (Details Narrati
Loss Per Share (Details Narrative) | 6 Months Ended |
Jul. 03, 2021shares | |
Earnings Per Share [Abstract] | |
Convertible into shares of common stock | 182 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | 3 Months Ended | 6 Months Ended | ||
Jul. 03, 2021USD ($)ft² | Jun. 27, 2020USD ($) | Jul. 03, 2021USD ($)ft² | Jun. 27, 2020USD ($) | |
Product Liability Contingency [Line Items] | ||||
operating lease expense | $ 0 | $ 0 | ||
Royalty expenses | $ 0 | $ 0 | $ 0 | $ 11,000 |
Licensing Agreements [Member] | Minimum [Member] | ||||
Product Liability Contingency [Line Items] | ||||
Royalty payments percentage | 0.13% | |||
Licensing Agreements [Member] | Maximum [Member] | ||||
Product Liability Contingency [Line Items] | ||||
Royalty payments percentage | 2.50% | |||
Austin, Texas [Member] | ||||
Product Liability Contingency [Line Items] | ||||
Area of land | ft² | 94,000 | 94,000 | ||
Operating lease expiration date | Mar. 31, 2020 |
Schedule of Components of Inven
Schedule of Components of Inventories (Details) - USD ($) | Jul. 03, 2021 | Dec. 31, 2020 |
Details Of Certain Financial Statement Components And Supplemental Disclosures Of Cash Flow Information And Non-cash Activities | ||
Work In Process | $ 68,000 | $ 68,000 |
Inventories, net | $ 68,000 | $ 68,000 |
Schedule of Components of Prope
Schedule of Components of Property and Equipment (Details) - USD ($) | Jul. 03, 2021 | Dec. 31, 2020 |
Lessor, Lease, Description [Line Items] | ||
Less: accumulated depreciation and amortization | $ (316,000) | $ (316,000) |
Property and Equipment, Net | ||
Equipment [Member] | ||
Lessor, Lease, Description [Line Items] | ||
Property and Equipment, Gross | $ 316,000 | $ 316,000 |
Schedule of Components of Paten
Schedule of Components of Patents and Licenses (Details) - USD ($) | Jul. 03, 2021 | Dec. 31, 2020 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Less accumulated amortization | $ (278,000) | $ (278,000) |
Patents and licenses, net | ||
Patents Pending [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Patents gross | ||
Patented Technology [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Patents gross | 278,000 | |
Patents and licenses, net | ||
Patents Issued [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Patents gross | $ 278,000 |
Schedule of Components of Accru
Schedule of Components of Accrued Expenses and Other Long Term Liabilities (Details) - USD ($) | Jul. 03, 2021 | Dec. 31, 2020 |
Details Of Certain Financial Statement Components And Supplemental Disclosures Of Cash Flow Information And Non-cash Activities | ||
Salaries Payable | $ 15,000 | $ 10,000 |
Compensated absences | 125,000 | |
Less current portion | (15,000) | (135,000) |
Long term portion |
Schedule of Warranty Reserve Ac
Schedule of Warranty Reserve Activity (Details) - USD ($) | 6 Months Ended | |
Jul. 03, 2021 | Jun. 27, 2020 | |
Details Of Certain Financial Statement Components And Supplemental Disclosures Of Cash Flow Information And Non-cash Activities | ||
Beginning balance | $ 8,000 | |
Additions | ||
Deductions | ||
Ending balance | $ 8,000 |
Details of Certain Financial _3
Details of Certain Financial Statement Components and Supplemental Disclosures of Cash Flow Information and Non-Cash Activities (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2021 | Jul. 03, 2021 | Jun. 27, 2020 | Jul. 03, 2021 | Jun. 27, 2020 | Dec. 31, 2020 | |
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Long term debt | $ 468,000 | $ 468,000 | ||||
Depreciation expense | 0 | $ 0 | 0 | $ 224,000 | ||
Amortization expense | $ 0 | $ 0 | $ 0 | $ 11,000 | ||
Paycheck Protection Program Loan [Member] | CARES Act [Member] | ||||||
Schedule of Capitalization, Long-term Debt [Line Items] | ||||||
Proceeds from loans | $ 468,000 | |||||
Debt instrument interest rate | 1.00% | |||||
Repayment of loan | $ 0 | |||||
Long term debt | $ 468,000 |