Debt (Details Narrative) - USD ($) |
1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||
---|---|---|---|---|---|---|---|---|---|---|
Nov. 04, 2019 |
Dec. 27, 2018 |
Dec. 27, 2018 |
Dec. 27, 2018 |
Dec. 30, 2017 |
Jul. 31, 2017 |
Apr. 14, 2020 |
Dec. 31, 2019 |
Dec. 31, 2018 |
Mar. 29, 2020 |
|
Proceeds from notes | $ 6,300,000 | |||||||||
Face value principal amount | $ 7,750,000 | $ 7,750,000 | $ 7,750,000 | |||||||
Conversion price | $ 1.60 | $ 1.60 | $ 1.60 | |||||||
Repayment of convertible debt | $ 85,750 | |||||||||
Debt conversion share issued | 7,773,110 | |||||||||
Debt extinguishment loss | $ 1,831,316 | |||||||||
Calculated aggregate estimated fair value | 96,480 | |||||||||
Interest expense | $ 32,667 | $ 2,392,447 | ||||||||
Series S Warrants [Member] | ||||||||||
Number of securities called by warrants or rights | 1,199,383 | 1,199,383 | ||||||||
Senior Secured Convertible Note [Member] | ||||||||||
Face value principal amount | $ 7,000,000 | |||||||||
Conversion price | $ 1.60 | |||||||||
Debt conversion share issued | 7,773,110 | |||||||||
December 2018 Senior Convertible Note [Member] | Subsequent Event [Member] | ||||||||||
Non-installment payments | $ 3,963 | |||||||||
Debt conversion share issued | 2,042,901 | |||||||||
Number of shares issued of common stock, amount | $ 2,833,579 | |||||||||
Repayments acceleration installment amount | $ 1,642,000 | |||||||||
Senior Secured Note [Member] | ||||||||||
Debt conversion share issued | 550,440 | |||||||||
Interest expense | $ 780,116 | |||||||||
Unamortized debt discount | $ 1,637,972 | 1,637,972 | $ 1,637,972 | |||||||
Senior Secured Note One [Member] | ||||||||||
Debt extinguishment loss | 1,400,000 | |||||||||
Interest expense | 786,145 | 2,392,477 | ||||||||
Amortization of debt discount | 1,606,302 | |||||||||
Unamortized debt discount | 1,637,972 | 1,637,972 | 1,637,972 | |||||||
Debt reacquisition price | 5,500,000 | 5,500,000 | 5,500,000 | |||||||
Debt carrying value | 4,100,000 | 4,100,000 | 4,100,000 | |||||||
Securities Purchase Agreement [Member] | Senior Secured Convertible Note [Member] | ||||||||||
Debt face value principal | $ 14,000,000 | |||||||||
Payment of lender fees | 750,000 | |||||||||
Proceeds from notes | 7,000,000 | |||||||||
Offering costs | 614,940 | 614,940 | $ 614,940 | |||||||
Debt instrument maturity date | Dec. 31, 2020 | |||||||||
Face value principal amount | $ 14,000,000 | $ 7,750,000 | $ 7,750,000 | $ 7,750,000 | ||||||
Interest rate | 7.875% | 7.875% | 7.875% | |||||||
Bi-monthly installment payments | $ 4,330,500 | |||||||||
Conversion price | $ 1.60 | $ 1.60 | $ 1.60 | |||||||
Redemption rights event of default percentage description | Upon the occurrence of an Event of Default, as defined, the Holder has the option to require the Company to redeem all or a portion of the November 2019 Senior Convertible Notes face value principal then unpaid /outstanding for cash at a price equal to the greater of (a) 115% of the then unpaid /outstanding November 2019 Senior Convertible Notes face value principal, plus earned-but-unpaid Non-Installment Payments, and late charge fees, or (b) the market value of the common stock of the Company underlying the November 2019 Senior Convertible Notes. | Upon the occurrence of an Event of Default, as defined, the Holder has the option to require the Company to redeem all or a portion of the December 2018 Senior Convertible Note face value principal then unpaid /outstanding for cash at a price equal to the greater of (a) 115% of the then unpaid /outstanding December 2018 Senior Convertible Note face value principal, plus earned-but-unpaid Non-Installment Payments, and late charge fees, or (b) the market value of the common stock of the Company underlying the December 2018 Senior Convertible Note. | ||||||||
Redemption rights change of control percentage description | Upon the occurrence of a Change of Control, the Holder has the option to require the Company to redeem all or a portion of the November 2019 Senior Convertible Notes for cash at a price equal to the greater of: (a) 115% of the then unpaid /outstanding November 2019 Senior Convertible Notes face value principal plus earned-but-unpaid Non-Installment Payments, and late charge fees; (b) 115% of the market value of the common stock of the Company underlying the November 2019 Senior Convertible Notes; or, (c) 115% of the aggregate cash consideration payable in respect of the common stock of the Company underlying the November 2019 Senior Convertible Notes. | Upon the occurrence of a Change of Control, the Holder has the option to require the Company to redeem all or a portion of the December 2018 Senior Convertible Note for cash at a price equal to the greater of: (a) 115% of the then unpaid /outstanding December 2018 Senior Convertible Note face value principal plus earned-but-unpaid Non-Installment Payments, and late charge fees; (b) 115% of the market value of the common stock of the Company underlying the December 2018 Senior Convertible Note; or, (c) 115% of the aggregate cash consideration payable in respect of the common stock of the Company underlying the December 2018 Senior Convertible Note. | ||||||||
Redemption rights bankruptcy percentage description | Upon occurrence of a Bankruptcy Event of Default, as defined, the Company must immediately pay cash to the Holder equal to 115% of the sum of (a) November 2019 Senior Convertible Notes unpaid /outstanding face value principal, (b) earned-but-unpaid Non-Installment Payments, and (c) late charge fees. Notwithstanding, the Holder may waive the right to receive such payment and retain the conversion and payment rights. | Upon occurrence of a Bankruptcy Event of Default, as defined, the Company must immediately pay cash to the Holder equal to 115% of the sum of (a) December 2018 Senior Convertible Note unpaid /outstanding face value principal, (b) earned-but-unpaid Non-Installment Payments, and (c) late charge fees. Notwithstanding, the Holder may waive the right to receive such payment and retain the conversion and payment rights. | ||||||||
Covenants and other provisions, description | Under the November 2019 Senior Secured Convertible Notes, the Company is subject to certain customary affirmative and negative covenants regarding the incurrence of indebtedness, the existence of liens, the repayment of indebtedness, the payment of cash in respect of dividends, distributions or redemptions, and the transfer of assets, and to have an unrestricted cash balance of at least $2.0 million at each quarterly balance sheet date, among other matters, including, under the Securities Purchase Agreement, the following provisions and covenants: | The Company is subject to certain customary affirmative and negative covenants regarding the incurrence of indebtedness, the existence of liens, the repayment of indebtedness, the payment of cash in respect of dividends, distributions or redemptions, and the transfer of assets, and to have an unrestricted cash balance of at least $1.75 million at each quarterly balance sheet date | ||||||||
Covenants and other provisions unrestricted cash balance | $ 2,000,000 | $ 1,750,000 | $ 1,750,000 | $ 1,750,000 | ||||||
Covenants and other provisions principal amount | $ 700,000 | |||||||||
Covenants and other provisions change in authorized shares of common stock | 100,000,000 | 75,000,000 | 75,000,000 | 75,000,000 | ||||||
Debt description | The Company agreed to hold a stockholder meeting by no later than June 28, 2020 to approve stockholder resolutions with respect to each of: approving an increase in the authorized shares of common stock of the Company to 150 million shares from the current 100 million shares; and approving the issuance of shares of common stock of the Company in connection with the November 2019 Senior Convertible Notes for the purposes of compliance with the stockholder approval rules of The Nasdaq Stock Market ("Nasdaq"). | |||||||||
Placement agent fees and legal fees | $ 455,000 | |||||||||
Repayment of convertible debt | $ 5,000,000 | |||||||||
Bi-monthly non-installment payments annual interest rate | 7.875% | 7.875% | 7.875% | |||||||
Debt instrument bi-monthly payments terms | The December 2018 Senior Convertible Note Installment Amount included 35 bi-monthly payments of $193,750 from June 28, 2019 through November 30, 2020, and two final payments of $484,375 on each of December 15, 2020 and December 31, 2020, with such bi-monthly dates referred to as Installment Dates. Notwithstanding, future contractual Installment Amounts are reduced by additional face value principal repayments, with the reductions applied in reverse order of maturity of the bi-monthly Installment Amounts, starting with the final December 31, 2020 bi-monthly Installment Amount. In this regard, as of December 31, 2019, the future bi-monthly Installment Amounts have been reduced by an aggregate of $4,330,500 resulting from conversions in excess of the contractual bi-monthly Installment Amount, including a series of "conversion price voluntary adjustments" and the "Accelerated Installment Amount", each as discussed below. | |||||||||
Securities Purchase Agreement [Member] | Senior Secured Convertible Note [Member] | Through June 28, 2020 [Member] | ||||||||||
Covenants and other provisions change in authorized shares of common stock | 150,000,000 | |||||||||
Securities Purchase Agreement [Member] | Series A November 2019 Senior Convertible Note [Member] | ||||||||||
Debt face value principal | $ 7,000,000 | |||||||||
Payment of lender fees | $ 700,000 | |||||||||
Financial advisory fee, percentage | 6.50% | |||||||||
Proceeds from notes | $ 6,300,000 | |||||||||
Offering costs | $ 550,254 | |||||||||
Debt instrument maturity date | Sep. 30, 2021 | |||||||||
Face value principal amount | $ 7,000,000 | |||||||||
Interest rate | 7.875% | |||||||||
Recognized current income | $ 475,250 | |||||||||
Securities Purchase Agreement [Member] | Series B November 2019 Senior Convertible Note [Member] | ||||||||||
Debt face value principal | $ 7,000,000 | |||||||||
Payment of lender fees | $ 700,000 | |||||||||
Financial advisory fee, percentage | 6.50% | |||||||||
Proceeds from notes | $ 6,300,000 | |||||||||
Advisory fee paid to placement | 409,500 | |||||||||
Face value principal amount | $ 7,000,000 | $ 7,000,000 | ||||||||
Interest rate | 7.875% | 3.00% | ||||||||
Recognized current income | $ 32,667 | |||||||||
Securities Purchase Agreement [Member] | Series B November 2019 Senior Convertible Note [Member] | Subsequent Event [Member] | ||||||||||
Face value principal amount | $ 7,000,000 | |||||||||
Interest rate | 3.00% | |||||||||
Securities Purchase Agreement [Member] | Series A and Series B November 2019 Senior Convertible Note [Member] | March 30, 2020 [Member] | ||||||||||
Bi-monthly installment payments | $ 378,380 | |||||||||
Debt instrument bi-monthly payments terms | A bi-monthly principal repayment and corresponding interest payment will be due commencing March 30, 2020, and then on each of the successive 15th day of the month and the last trading day of the month, and on the maturity date (each, an "Installment Date"). On each bi-monthly Installment Date, the Company will be required to settle a principal repayment totaling $378,380 for the Series A and Series B November 2019 Senior Convertible Notes together with interest thereon, referred to herein as the "Installment Amount", which shall be satisfied in shares of common stock of the Company, subject to customary equity conditions (including minimum price and volume thresholds), at 100% of the Installment Amount (an "Installment Conversion"), or otherwise (or at the election of the Company, in whole or in part) in cash at 115% of the Installment Amount (an "Installment Redemption") | |||||||||
Conversion price | $ 1.60 | |||||||||
Securities Purchase Agreement [Member] | December 2018 Senior Convertible Note [Member] | ||||||||||
Face value principal amount | $ 1,692,000 | $ 1,692,000 | $ 1,692,000 | |||||||
Recognized current income | $ 153,000 | $ 333,849 | ||||||||
Repayment of convertible debt | 6,058,000 | |||||||||
Private placement participating percentage | 50.00% | |||||||||
Fair value of convertible debt | 1,700,000 | |||||||||
Non-installment payments | $ 199,847 | |||||||||
Debt conversion share issued | 7,773,110 | |||||||||
Number of shares issued of common stock, amount | $ 8,089,163 | |||||||||
Debt extinguishment loss | $ 1,831,316 | |||||||||
Note and Security Purchase Agreement [Member] | Series S Warrants [Member] | ||||||||||
Number of securities called by warrants or rights | 2,660,000 | |||||||||
Note and Security Purchase Agreement [Member] | Senior Secured Note [Member] | ||||||||||
Proceeds from issuance of notes | $ 4,800,000 | |||||||||
Notes payable | $ 5,000,000 | |||||||||
Note and Security Purchase Agreement [Member] | Senior Secured Note and Series S Warrants [Member] | ||||||||||
Face value principal amount | 1,408,125 | |||||||||
Interest rate | 15.00% | |||||||||
Debt description | The Senior Secured Note annual interest rate was 15.0%, with interest payable semi-annually in arrears on June 30 and December 30 of each calendar year, commencing December 30, 2017 ("15% interest expense"). At its sole discretion, the Company was able to defer payment of up to 50% of each of the semi-annual 15% interest expense payable, with such deferred amount added to the outstanding interest-bearing principal balance of the Senior Secured Note. | |||||||||
Debt conversion share issued | 600,000 | |||||||||
Number of shares issued of common stock, amount | $ 5,000,000 | |||||||||
Debt extinguishment loss | 1,400,000 | |||||||||
Proceeds from issuance of notes | 4,800,000 | |||||||||
Percent of defer payment in semi-annual interest due | 50.00% | |||||||||
Debt instrument outstanding principal balance | 5,780,116 | 5,780,116 | 5,780,116 | |||||||
Initial principal and unpaid semi-annual interest | $ 5,000,000 | $ 5,000,000 | $ 5,000,000 | |||||||
Calculated aggregate estimated fair value | 3,434,452 | |||||||||
Difference amount recognized as debt discount | $ 3,591,875 | |||||||||
Interest expenses percentage | 15.00% |