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Note 17 - Stockholders' Equity | 12 Months Ended
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Dec. 31, 2019
Notes to Financial Statements |
Stockholders' Equity Note Disclosure [Text Block] | 17. Stockholders’ Equity Stock Options The Compensation Committee administers the stock-based plans. The exercise price for Incentive Stock Options (“ISO”) cannot be less than the fair value of the stock subject to the option on the grant date ( 110% of such fair value in the case of ISOs granted to a stockholder who owns more than 10% of the Company’s Common Stock). The exercise price of a Non-Qualified Stock Options (“NQSO”) shall be fixed by the Compensation Committee at whatever price the Committee may determine in good faith. Unless the Committee determines otherwise, options beginning with the 2009 Plan generally had a 4 -year term with a 3 -year vesting schedule. Unless the Committee provides otherwise, options terminate upon the termination of a participant’s employment, except that the participant may exercise an option to the extent it was exercisable on the date of termination and for a period of time after termination. Officers, directors and employees of, and consultants to the Company, or any parent or subsidiary corporation selected by the Committee, are eligible to receive options under the Plan. Subject to certain restrictions, the Committee is authorized to designate the number of shares to be covered by each award, the terms of the award, the date on which and the rates at which options or other awards may be exercised, the method of payment, vesting and other terms. On June 8, 2018, our shareholders approved the 2018 Stock Incentive Plan ( “2018 Plan”). The 2018 Plan authorized the issuance of up to 300,000 shares of our common stock in the form of equity-based awards. No such shares were issued during 2018 or 2019. As we did not file a registration statement within one year of the 2018 annual meeting of shareholders, no shares may be issued without subsequent shareholder approval. The Company has applied the Black-Scholes model to value stock-based awards. That model incorporates various assumptions in the valuation of stock-based awards relating to the risk-free rate of interest to be applied, the estimated dividend yield and expected volatility of the Company’s Common Stock. The risk-free rate of interest is the U.S. Treasury yield curve for periods within the expected term of the option at the time of grant. The expected volatility is based on historical volatility of the Company’s Common Stock. The valuation assumptions we have applied to determine the value of stock-based awards were as follows: Historical stock price volatility: The Company used the weekly closing price to calculate historical annual volatility. Risk-free interest rate: The Company bases the risk-free interest rate on the rate payable on US treasury securities in effect at the time of the grant, which varied between 2.2% and 2.9%. Expected life: The expected life of the option represents the period of time options are expected to be outstanding. The Company uses an expected life of 3.75 years. Dividend yield: The estimate for dividend yield is 0%, as the Company did not issue dividends during 2019 or 2018 and does not expect to do so in the foreseeable future. Estimated forfeitures: When estimating forfeitures, the Company considers historical terminations as well as anticipated retirements. The Company, at the discretion of the board, may issue options in excess of the total available, if options related to that stock plan are cancelled. In some cases, not all shares that are available to a stock plan are issued, as the Company is unable to issue options to a previous plan when a new plan is in place. The Company’s pre-tax income for the fiscal year ended December 31, 2019 and 2018 includes approximately $178,000 and $172,000, respectively, of compensation costs related to share-based payments. As of December 31, 2019, there was no unrecognized compensation expense related to non-vested stock option grants. On April 2009, the Board of Directors approved for adoption, and on June 5, 2009, the shareholders of the Company approved the 2009 Stock Incentive Plan ( “2009 Plan”). The 2009 Plan authorized the issuance of up to 510,000 shares of stock or options to purchase stock of the Company (including cancelled shares reissued under the plan.) As of December 31, 2018, 394,469 were outstanding, of which 88,589 were vested and 305,880 were not vested. Vesting is determined at time of grant. As of December 31, 2019, 394,469 were outstanding, of which 88,589 were vested and 305,880 were not vested. On June 8, 2018, our shareholders approved the 2018 Stock Incentive Plan ( “2018 Plan”). The 2018 Plan authorized the issuance of up to 300,000 shares of our common stock in the form of equity-based awards. As we did not file a registration statement within one year, any future issuances would require subsequent shareholder approval. No options were exercised during the years ended December 31, 2019 and 2018. A total of 25,000 shares of restricted stock vested to Mr. Hyland pursuant to the terms of the grant related to his employment with the Company. On December 1, 2017, pursuant to his offer of employment with the Company as President, Mr. Jeffrey Hyland was granted 25,000 shares of restricted stock (vesting over four years), 65,000 incentive stock options (vesting over five years) and 260,000 non-qualified options (vesting over five years). At December 31, 2019, 471,144 options at a weighted average exercise price of $3.95 were outstanding, and all vested. Subsequently, during March 2020, all unexercised options expired pursuant to their terms. No remaining options were outstanding as of March 31, 2020. During 2019, Mr. Schwan converted $600,000 of notes into 180,723 shares of our common stock, using the market price at the time of conversion. Additionally, 100,000 shares of our common stock were issued to a vendor, Allegiance, in exchange for $300,000 in amounts due to the vendor, also at market value at the time of the conversion. During 2020, 400,000 shares of our common stock were issued to LF related to the acceleration of closings in our financing, and an additional 200,000 shares were issued to Garden State Securities in its representation of the Company in this transaction. LF invested $5 million in the Company’s convertible preferred stock during 2020. On February 13, 2020, as part of the financing transaction, the Company filed an Amended and Restated Certificate of Designation (the “Amended and Restated Certificate of Designation”) of its Series A Convertible Preferred Stock (the “Series A Preferred”) with the Secretary of State of the State of Illinois, which is attached hereto as Exhibit 3.1. During January 2019, and as further described in Note 21, the settlement of an arbitration proceeding resulted in the issuance of 20,000 shares of the Company’s common stock. An expense for the fair value of these shares was recorded as of December 31, 2018 in the amount of approximately $67,000.

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- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(e)(1)) -URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -URI http://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770 Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI http://asc.fasb.org/topic&trid=2208762 + Details
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