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Line of Credit and Bank Notes

(6)

Line of Credit and Bank Notes

The Company has a Loan and Security Agreement with PMC Financial Services Group, LLC (“PMC”) that provides a $6,000,000 revolving line of credit, a $3,000,000 term loan and a Capital Expansion loan up to $4,700,000. The loans are secured by substantially all the assets of the Company and were due on January 1, 2019. As a condition to PMC’s approval of the transaction described in Note 9 Convertible Note to a Related Party, and the Purchaser’s subordinated security interest, on April 21, 2017, the Company and PMC entered into Amendment Number Fifteen to Amended and Restated Loan and Security Agreement changing the Revolving Line of Credit Maturity Date, Term Loan Maturity Date, Cap Ex Loan Maturity Date and Term Loan B Maturity Date from January 1, 2019, to October 21, 2018.

The Line of Credit and Bank Notes are as follows:

Revolving Line of Credit - The agreement provides a $6,000,000 revolving line of credit that was expanded by an additional $630,000 to accommodate prepaid inventory. At December 31, 2017 and 2016, the aggregate amount outstanding under the line of credit was $3,301,000 and $4,384,000, respectively.

There is a monthly management fee of .45% of the average monthly loan balance.

The revolving line of credit is based on 85% of accounts receivable and 60% of eligible inventory and is secured by substantially all of the Company’s assets. As of December 31, 2017, the Company had $1,012,000 of borrowing availability under the line of credit agreement. The line of credit matures on October 21, 2018 and is not subject to pre-payment penalty.

Bank Notes - Bank notes consist of the following as of December 31, 2017 and 2016:

	December 31, 2017			December 31, 2016

Term Loans	$	3,000,000		$	3,000,000
CAPEX loan		3,947,000			3,950,000
Valuation discount		-			(78,000	)
Net		6,947,000			6,872,000
Current portion		(6,947,000	)		(953,000	)
Long term portion	$	-		$	5,919,000

Term Loans: In connection with the Loan and Security Agreement with PMC, the Company entered into two Term Loans of $1,500,000 each, for an aggregate borrowing of $3,000,000. The term loans are secured by all of the unencumbered assets of the Company and are due October 21, 2018. The annual interest rate on the loans are discussed below. As of December 31, 2017, and 2016, the amount outstanding was $3,000,000 and $3,000,000 respectively.

Capital Expansion (“CAPEX”) Loan: In connection with the Loan and Security Agreement with PMC, the Company entered into a Capital expansion loan which, after amendment, allows for total borrowings of $4,700,000. The loans are secured by all of the property and equipment purchased under the loan. The interest rate on the CAPEX loan is the prime rate plus 5.75% (9.5% at December 31, 2017). The entire CAPEX loan is due October 21, 2018. At December 31, 2017 and 2016, the balance on the CAPEX loan was $3,947,000 and $3,950,000 respectively, and as of December 31, 2017, the Company had no further borrowing availability.

In 2017, the Company agreed to pre-pay the CAPEX Loan by at least $300,000 from the proceeds of the sale of idle equipment, when the sale should occur. In January 2018, $312,000 of equipment was sold and the CAPEX Loan was repaid for this amount.

Valuation Discount (Issuance of Warrants upon Amendments): In prior years, the Company issued 225,000 warrants to PMC in connection with the restructuring of the notes. The aggregate value of the warrants was valued at $179,000 using the Black Scholes Merton option pricing model and was recorded as a valuation discount and has been amortized over the term loans. On December 7, 2016, the Company agreed to reprice the exercise price of 175,000 common stock purchase warrants granted. The incremental value of the PMC warrants before and after the modification of $38,000 is being amortized over the remaining term of the loans. As of December 31, 2016, the unamortized balance of the loans was $78,000. During the year ended 2017, the remaining unamortized balance was fully amortized.

Interest Rates

Notwithstanding the other borrowing terms above, if Excess Borrowing Availability under the $6 million Revolving line of credit remains more than $1,500,000 at all times during the preceding month (currently the Company has no further Borrowing Availability) the additional interest rate for all loans will be eliminated. The following chart summarizes borrowing rates for the loans as of December 31, 2017:

Description	Base Interest Rate			Increase in Prime			Current Original rate			Additional Interest			Current rate
Line of Credit (Prime Plus)		3.60	%		1.25	%		4.85	%		3.00	%		7.85	%
Term A		9.00	%		1.25	%		10.25	%		3.00	%		13.25	%
Term B		11.60	%		1.25	%		12.85	%		3.00	%		15.85	%
CAPEX Loan		9.00	%		1.25	%		10.25	%		3.00	%		13.25	%

There is a .45% monthly monitoring fee for the line of credit. When added to current rate, the current annual rate on the line of credit is approximately 13.25%.

Capital Leases Payable

12 Months Ended

Dec. 31, 2017

Leases [Abstract]

Capital Leases Payable

(7)

Capital Leases Payable

The Company leases equipment for its brewery operations with an aggregate value of $944,000 under nine non-cancelable capital leases. Monthly payments range from $341 to $10,441 per month, including interest, at interest rates ranging from 6.51% to 17.31% per annum. The Company’s total payment obligation for the leases aggregates $19,000 per month at December 31, 2017. The leases expire at various dates through 2021.

Future minimum lease payments under capital leases are as follows:

Years Ending December 31,
2018	$	227,000
2019		188,000
2020		59,000
2021		2,000
Total payments	$	476,000
Less: Amount representing interest		(42,000	)
Present value of net minimum lease payments	$	434,000
Less: Current portion		(198,000	)
Non-current portion	$	236,000

Long Term Financing Obligation

12 Months Ended

Dec. 31, 2017

Long Term Financing Obligation

(8)

Long Term Financing Obligation

Long term financing obligation is comprised of the following:

	December 31,
	2017			2016
Financing obligation	$	2,186,000		$	2,378,000
Valuation discount		(714,000	)		(825,000	)
Net long term financing obligation	$	1,472,000		$	1,553,000
Less current portion		(222,000	)		(190,000	)
Long term financing obligation	$	1,250,000		$	1,363,000

On June 15, 2009, the Company closed escrow on the sale of its two buildings and its brewery equipment and concurrently entered into a long-term lease agreement for the same property and equipment. In connection with the lease the Company has the option to repurchase the buildings and brewery equipment from 12 months after the commencement date to the end of the lease term at the greater of the fair market value or an agreed upon amount. Since the lease contains a buyback provision and other related terms, the Company determined it had continuing involvement that did not warrant the recognition of a sale; therefore, the transaction has been accounted for as a long-term financing. The proceeds from the sale, net of transaction costs, were originally recorded as a financing obligation in the amount of $3,056,000. Monthly payments under the financing agreement of approximately $35,000 are recorded as interest expense and a reduction in the financing obligation at an implicit rate of 9.9%. The financing obligation was personally guaranteed up to a limit of $150,000 by former Chief Executive Officer and current Chief Innovation Officer, Christopher J. Reed.

In connection with the financing obligation and subsequent amendments, the Company issued an aggregate of 600,000 warrants to purchase its common stock. The 600,000 warrants were valued at an aggregate amount of $1,336,000 and were recorded as a valuation discount at the date of issuance, and are being amortized over 15 years, the term of the purchase option. The balance of the unamortized valuation discount at December 31, 2017 and 2016 was $714,000 and $825,000, respectively. Amortization of valuation discount was $110,000 for each of the years ended December 31, 2017 and 2016.

The aggregate amount due under the financing obligation at December 31, 2017 and 2016 was $2,186,000 and $2,378,000, respectively. Aggregate future obligations under the financing obligation are as follows:

Year	Amount
2018		222,000
2019		259,000
2020		299,000
2021		344,000
2022		395,000
Thereafter		667,000
Total	$	2,186,000

Convertible Note to a Related Party

12 Months Ended

Dec. 31, 2017

Convertible Note to a Related Party

(9)

Convertible Note to a Related Party

The Convertible Note to a Related Party consists of the following:

	December 31,
	2017		2016
12% Convertible Note Payable	$	3,400,000	$	-
Accrued Interest		290,000		-
Convertible Note Payable, Net	$	3,690,000	$	-

On April 21, 2017 (“Closing Date”), pursuant to a Securities Purchase Agreement (“Purchase Agreement”), the Company sold and issued a secured, convertible, subordinated, non-redeemable note in the principal amount of $3,400,000 (“Note”) and a warrant to purchase 1,416,667 shares of common stock (“Warrant Shares”) to Raptor/Harbor Reeds SPV LLC (“Purchaser”). Raptor/Harbor Reeds owns 27.64% of the Company’s common stock at December 31, 2017. The Note bears interest at a rate of 12% per annum, compounded monthly on a 360-day year/ 30-day month basis. The Note is secured by a second priority security interest in the Company’s assets, which is subordinate to the first priority security interest of PMC Financial Services Group, LLC (“PMC”). The Note matures on the two-year anniversary of the Closing date and may not be prepaid. After 180 days, the Note may be converted, at any time and from time to time, into 1,133,333 shares of common stock of the Company (“Conversion Shares”). Wunderlich Securities, the Company’s placement agent, received a fee of $160,000 for placement agency services. In addition, the Company incurred other direct costs of $157,000 resulting in net proceeds to the Company of $3,083,000.

The Warrant Shares will expire on the fifth (5th) anniversary of the Closing Date and have an exercise price equal to $4.00. The Warrant Shares will not be exercisable until 180 days after the Closing date. The Note and Warrant contain customary anti-dilution provisions and the Conversion Shares and Warrant Shares are subject to a registration rights agreement. The investor was granted a right to participate in future financing transactions of the Company for a term of two years. In addition, the warrants issued to the investor included a fundamental transaction provision, and, as such, were accounted for as warrant liability. Upon their issuance, the fair value of these warrants was determined to be $3,302,000 using the Black-Scholes-Merton option pricing model (see Note 10 for further discussion of warrant liability). In accordance with the current accounting guidance $3,083,000 of this amount was recorded as a valuation discount, and the excess of the fair value of the warrant liability at the issuance date over the amount allocated to valuation discount of $219,000 was accounted for as a financing cost. As such, the Company recognized a debt discount at the dates of issuance in the aggregate amount of $3,400,000 related to the fair value of the warrant liability of $3,083,000 and cash offering costs of $317,000. The debt discount is to be amortized over the term of the note. Amortization of the note discount through December 12, 2017 was $1,191,000 and the unamortized debt discount at that date was $2,209,000.

On April 19, 2017, three accredited investors that are party to the Securities Purchase Agreement dated May 26, 2016 and hold participation rights in the Company’s financing transactions agreed to waive their participation rights with regard to the April 21, 2017 financing. In consideration, these investors’ participation rights, expiring in May 2017, were extended for a period of two years. In addition, the Company increased the terms of their outstanding warrants by one year and reduced the exercise price from $4.25 to $3.00, The incremental change in their fair value of $187,000 was accounted for as an increase in the fair value of the warrant liabilities as of the date of modification and recorded as a cost of warrant modification. In addition, the Company also issued five-year warrants to purchase an aggregate of 210,111 shares of common stock at the exercise price of $3.00 to these investors. The newly issued warrants contain customary anti-dilution provisions and included a fundamental transaction provision and were accounted for as warrant liability. As such, the fair value of the new warrants of $571,000 was accounted for as a warrant liability and a financing cost at the issue date. Fair value was determined using the Black-Scholes-Merton option pricing model.

On July 13, 2017, the Company entered into warrant exercise agreements with the investors to reprice the warrants to purchase 1,416,667 related to the Purchase Agreement and the 210,111 shares of our common stock discussed above.

On December 12, 2017, in connection with the reduction of the offering price in the Rights Offering (Note 11) to $1.50, the Company entered into an amendment to the Note further reducing the conversion price of the Note to $1.50. The Company analyzed whether the modifications of the conversion price of the Note would require application of the provisions of ASC Topic 470-50, Accounting for Modification [or Exchange] of Convertible Debt Instruments (“ASC 470-50”). Based on the Company’s analysis, the Company determined that such modification resulted in a change of more than 10% of the fair value of the Note, and as such, accounted for the transaction as an extinguishment. Extinguishment accounting requires the removal of old liability at carrying value and the establishment of the new note at fair value. The Company retained an independent third-party valuation firm to calculate for the fair value of the new note using discounted cash flow and Black Scholes methods and determined the fair value to be $4,823,000. As such, the original Note of $3,400,000 and corresponding unamortized discount of $2,209,000 was eliminated. Simultaneously, the new Note of $3,400,000 was recorded and a corresponding premium of $1,423,000, representing the excess of the fair value over the face value of the Note, was recorded to additional paid in capital in capital. The loss realized in connection with the extinguishment of the Note totaled $3,632,000 and is reflected in the accompanying Statement of Operations.

Warrant Liability

12 Months Ended

Dec. 31, 2017

Warrant Liability

Warrant Liability

(10)

Warrant Liability

Various stock sales made by the Company to finance operations have been accompanied by the issuance of warrants. Some of these warrant agreements contain fundamental transaction provisions which may give rise to an obligation of the Company to pay cash to the warrant holders. For accounting purposes, in accordance with ASC 480, Distinguishing Liabilities from Equity, those warrants with fundamental transaction terms are accounted for as liabilities given the terms may give rise to an obligation of the Company to the warrant holders. These liabilities are measured at fair value at each reporting period and the change in the fair value is recognized in earnings in the accompanying Statements of Operations.

The fair value of the warrant liability was determined at the following reporting, issuance, and modification dates using the Black-Scholes-Merton option pricing model and the following assumptions:

	As of December 31, 2016			Upon Issuance April 21, 2017			Upon Modification April 21, 2017			Upon Modification July 13, 2017			As of December 31, 2017
	(1)			(2)			(3)			(4)			(5)
Stock Price	$	4.10		$	4.75		$	4.75		$	2.35		$	1.55
Risk free interest rate		1.58	%		1.51	%		1.51	%		1.65	%		1.74	%
Expected Volitility		54.71	%		49.33	%		49.33	%		53.75	%		56.06	%
Expected life in years		4.42			5.00			5.00			4.77 to 4.89			3.42
Expected dividend yield		0	%		0	%		0	%		0	%		0	%
Number of Warrants		418,909			1,626,778			280,147			1,906,925			138,762
Fair Value of Warrants	$	775,000		$	3,873,000		$	187,000		$	1,109,000		$	36,000

(1) Warrant valuation on December 31, 2016 for 418,909 warrants containing fundamental transaction provisions.

(2) On April 21, 2017 and April 19, 2017, the Company granted warrants to purchase 1,416,667 shares and 210,111 shares, respectively, of the Company’s common stock in connection with the Company’s issuance of the Convertible Note. The warrants included fundamental transaction provisions resulting in the total fair value of $3,873,000 to be classified as an increase to the warrant liability. On July 13, 2017, these warrants were repriced as discussed below.

(3) On April 19, 2017, three accredited investors that are party to the Securities Purchase Agreement dated May 26, 2016 and hold participation rights in the Company’s financing transactions agreed to waive their participation rights with regard to the April 21, 2017 financing. In consideration, these investors’ participation rights, expiring in May 2017, were extended for a period of two years. In addition, on April 21, 2017, the Company increased the terms of their outstanding 280,147 warrants by one year and reduced the exercise price from $4.25 to $3.00, The incremental change in their fair value of $187,000 on the modification date was reported as an increase to the warrant liability.

(4) On July 13, 2017, the Company entered into warrant exercise agreements with certain investors holding participation rights in our financing transactions to reprice warrants to purchase 1,906,925 shares of our common stock. The warrants’ exercise prices were lowered from $3 and $4 per share to $1.50 per share, and the incremental cost before and after the modification of the warrants resulted in an incremental charge of $1,109,000. The warrants were also changed to modify language pertaining to a “fundamental transaction,” eliminating the need to classify the warrants as a warrant liability.

Upon modification, the investors exercised warrants into 1,122,376 shares of common stock at the repriced $1.50 per share resulting in proceeds to the Company of $1,650,000. The fair value of the warrant liability for these warrants at the date of exercise was $1,601,000 and was reclassified from the warrant liability to additional paid in capital. At the same date, the Company and the holders of the remaining warrants agreed to modify the language of the fundamental transaction clause for the remaining 784,549 investor warrants, where the definition became dependent on obtaining board approval, thus eliminating the need for the liability classification of warrants. Accordingly, the fair value of these warrants totaling $1,033,000 was reclassified from the warrant liability to additional paid in capital.

(5) Warrant valuation on December 31, 2017 for 138,762 warrants containing fundamental transaction provisions. The change in the fair value of the warrant liability was $3,275,000 and $232,000 for the years ended December 31, 2017 and 2016, respectively.

The risk-free interest rate used in the calculations was based on rates established by the Federal Reserve Bank. The Company uses the historical volatility of its common stock to estimate the expected volatility. The expected life of the warrants was determined by the remaining contractual life of the warrant instrument. The expected dividend yield was determined to be zero since the Company has not paid dividends to its common stockholders in the past and does not expect to pay dividends to its common stockholders in the future.

Stockholders' Equity

12 Months Ended

Dec. 31, 2017

Equity [Abstract]

Stockholders' Equity

(11)

Stockholders’ Equity

Series A Convertible Preferred Stock - Series A Preferred stock consists of $10 par value, 500,000 shares authorized, 5% non-cumulative, participating, preferred stock. As of December 31, 2017, and 2016, there were 9,411 shares outstanding, with a liquidation preference of $10.00 per share. Each share of Series A Preferred stock can be converted into four shares of the Company’s common stock.

The Series A Preferred shares have a 5% pro-rata annual non-cumulative dividend. The dividend can be paid in cash or, in the sole and absolute discretion of our board of directors, in shares of common stock based on its then fair market value. The Company cannot declare or pay any dividend on shares of our securities ranking junior to the preferred stock until the holders of the preferred stock have received the full non-cumulative dividend to which they are entitled. In addition, the holders of the preferred stock are entitled to receive pro rata distributions of dividends on an “as converted” basis with the holders of our common stock.

In the event of any liquidation, dissolution or winding up of the Company, or if there is a change of control event (as defined in the Certificate of Designations of Series A Preferred Stock), then, subject to the rights of the holders of our more senior securities, if any, the holders of Series A preferred stock are entitled to receive, prior to the holders of any junior securities, $10.00 per share plus all accrued and unpaid dividends. Thereafter, all remaining assets shall be distributed pro rata among all security holders. Since June 30, 2008, the Company has the right, but not the obligation, to redeem all or any portion of the Series A preferred stock by paying the holders thereof the sum of the original purchase price per share, which was $10.00, plus all accrued and unpaid dividends.

The Series A preferred stock may be converted, at the option of the holder, at any time after issuance and prior to the date such stock is redeemed, into four shares of common stock, subject to adjustment in the event of stock splits, reverse stock splits, stock dividends, recapitalization, reclassification, and similar transactions. The Company is obligated to reserve authorized but unissued shares of common stock enough such shares to affect the conversion of all outstanding shares of Series A preferred stock.

Except as provided by law, the holders of our Series A preferred stock do not have the right to vote on any matters, including, without limitation, the election of directors. However, so long as any shares of Series A preferred stock are outstanding, the Company shall not, without first obtaining the approval of at least a majority of the holders of the Series A preferred stock, authorize or issue any equity security having a preference over the Series A preferred stock with respect to dividends, liquidation, redemption or voting, including any other security convertible into or exercisable for any equity security other than any senior preferred stock.

The Company accrued and paid a $5,000 dividend payable to the preferred shareholders, which the board of directors elected to pay through the issuance of 1,640 shares and 1,504 shares of its common stock, respectively during the years ended December 31, 2017 and 2016. No shares of Series A preferred stock were converted into common stock in 2017 and 2016.

Common Stock - Common stock consists of $.0001 par value, 40,000,000 shares authorized, and 24,619,591 shares and 13,982,230 shares outstanding as of December 31, 2017 and 2016, respectively.

Common Stock Issued in Connection with the Rights Offering – In December 2017, in the Rights Offering, the Company offered the distribution of rights to purchase up to $14 million of units, each unit consisting of one share of the Company’s common stock, par value $0.001 per share and one-half warrant to purchase common stock. Pursuant to the Rights Offering, the Company sold an aggregate of 9,333,333 units consisting of 9,333,333 shares of common stock and warrants to purchase 4,666,666 shares of common stock, with each warrant exercisable for one share of common stock at an exercise price of $2.025 per share. The net proceeds to the Company was $12,887,000 after deducting all offering costs and dealer-manager fees and expenses.

On December 6, 2017, the Company entered into a definitive backstop commitment agreement (“Backstop Agreement”) with Raptor/ Harbor Reeds SPV LLC (“Raptor”) whereby Raptor agreed to purchase from the Company a minimum of $6 million of unregistered units not subscribed in the Rights Offering in a private placement, subject to customary terms and conditions. Raptor had the right to exercise its basic subscription right and over-subscription privilege as a rights holder in the Rights Offering (subject to pro-ration) but had no obligation to do so.

As compensation for the backstop commitment and subject to the closing of the Rights Offering, the Company issued to Raptor, five-year warrants to purchase a minimum of 750,000 shares of the Company’s common stock. Based on the completion of the Rights Offering because the offering was oversubscribed, Raptor did not purchase any unregistered units in a private placement under the provisions of the Backstop Agreement. In connection with the offering, the Company also agreed to register the shares of common stock underlying the units (including shares of common stock underlying the warrants contained in the units) and shares of common stock underlying the backstop warrants. The Company registered the shares in February 2018.

Common Stock Issued Pursuant to a Dealer-Manager Agreement in the Rights Offering - On December 6, 2017, the Company entered into a dealer-manager agreement (“DM Agreement”) with Maxim Group LLC (“Maxim”) in connection with the Rights Offering.

In connection with the DM Agreement, the Company agreed to pay to Maxim as the dealer-manager, a cash fee equal to: (i) 7% of the gross proceeds received by the Company directly from exercises of the subscription rights, other than from exercises by our officers and directors or Raptor /Harbor Reed’s SPV LLC (“Raptor”), (ii) 4% of the gross proceeds received from certain investors having prior existing relationships with the Company, and (iii) 2% of the gross proceeds received by the Company from the backstop commitment, as described below, or from Raptor’s exercise of the subscription rights. The Company paid Maxim $830,000 for it DM agreement and an additional $75,000 for expenses for a total of $905,000.

Additionally, the Company has granted to Maxim the right of participation to act as book runner or co-manager with at least 25.0% of the economics for any and all future equity, equity-linked or debt (excluding commercial bank debt) offerings undertaken during such period by the Company or any of the Company’s subsidiaries or successor entities until December 11, 2018.

The Company has agreed to indemnify Maxim and its respective affiliates against certain liabilities arising under the Securities Act of 1933, as amended. Maxim’s participation in the offering is subject to customary conditions contained in the DM Agreement, including the receipt by Maxim of an opinion of the Company’s counsel. Maxim and its affiliates may also provide to the Company from time to time in the future, in the ordinary course of their business, certain financial advisory, investment banking and other services for which Maxim will be entitled to receive fees.

Common Stock Issued in Connection with the Sale of Shares - In 2017, the Company sold 117,647 shares of its common stock to a member of the board of directions valued at $1.70 per share with total proceeds $200,000.

In connection with the exercise of investor warrants, the Company issued 1,122,376 shares of its common stock at $1.50 per share with gross proceeds of $1,650,000.

In 2016, the Company entered into a securities purchase agreement with institutional investors in a private financing transaction for the issuance and sale of 692,412 shares of the Company’s common stock and warrants to purchase 346,206 shares of common stock. The Company also sold 30,000 shares of its common stock to certain officers of the Company at $3.90 per share with total proceeds of $117,000. The net proceeds to the Company from the sale of the shares totaled $1,687,000 after deducting underwriting discounts, commissions and offering expenses.

Common Stock Issued for Services - During the year ended December 31, 2017, the Company issued 58,065 shares of its common stock to certain members of the board of directors valued at $1.55 per share with an aggregate value of $90,000 for services rendered. The Company also issued 4,300 shares of its common stock to a related party valued at $2.20 per share with an aggregate value of $9,000 for services rendered.

During the year ended December 31, 2016, the Company issued 4,228 shares of common stock for consulting services valued at an aggregate value of $15,000 for services rendered.

Common Stock Issuable – On January 10, 2018, the Company issued to the independent members of its board of directors issued 400,000 shares of common stock valued at $1.70 per share totaling $680,000 for services provided in 2017. These shares have been reflected as Common Stock Issuable at December 31, 2017 in the accompanying Statement of Stockholders’ Equity.

Stock Options and Warrants

12 Months Ended

Dec. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock Options and Warrants

(12)

Stock Options and Warrants

Stock Options – During the year, the Company had three equity plans in place to incentivize performance by employees, directors, and consultants: The 2007 Stock Option Plan, the 2015 Incentive and Non-Statutory Stock Option Plan, and in 2017 the Company adopted the 2017 Incentive Compensation Plan (the “Plans”). In 2017, the 2007 plan expired. No new options will be granted under the 2007 plan. The options under the 2015 and 2017 Plans shall be granted from time to time by the Board of Directors. Individuals eligible to receive options include employees of the Company, consultants to the Company and directors of the Company. The options shall have a fixed price, which will not be less than 100% of the fair market value per share on the grant date. The total number of options authorized is 500,000 and 3,000,000, respectively for the Plans.

Stock option activity consists of the following:

	Shares			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Terms (Years)		Aggregate Intrinsic Value

Outstanding at December 31, 2015		980,000		$	3.96
Granted		172,500			4.01
Exercised		(84,000	)		1.36
Forfeited or expired		(20,000	)		4.92
Outstanding at December 31, 2016		1,048,500			4.68		3.80	$	61,000
Granted		60,000		$	2.20
Exercised		-			-
Forfeited		(431,000	)		4.88
Outstanding at December 31, 2017		677,500			4.35		4.14	$	-
Exercisable at December 31, 2017		475,400			4.41		3.41	$	-

During the years ended December 31, 2017 and 2016, the Company granted 60,000 and 172,500 options, respectively, to purchase the Company’s common stock at a weighted average exercise price of $2.20 and $4.01, respectively, to employees under the Plans. The fair value of the options granted during the years ended December 31, 2017 and 2016 was $39,000 and $714,000, respectively.

The weighted-average grant date fair value of options granted during 2017 and 2016 was $.65 and $4.01, respectively. The fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton option pricing model using the assumptions noted in the following table. For purposes of determining the expected life of the option, an average of the estimated holding period is used. The risk-free rate for periods within the contractual life of the options is based on the U. S. Treasury yield in effect at the time of the grant.

	Year ended
	December 31,
	2017			2016
Expected volatility		52	%		57	%
Expected dividends		—			—
Expected average term (in years)		2.00			1.77
Risk free rate - average		1.47	%		0.77%-1.81%
Forfeiture rate		0			0

The aggregate fair value of the options vesting, net of forfeitures, during the years ended December 31, 2017 and 2016 was $276,000 and $658,000, respectively, and has been reported as compensation cost. As of December 31, 2017, the aggregate value of unvested options was $795,000 which will be amortized as compensation cost as the options vest, over 2 to 4 years.

During the year ended December 31, 2016 there were 84,000 options exercised into 76,966 shares of common stock at an average price of $1.37. Most of these exercises were cash-less; however, the Company did receive proceeds from certain exercises aggregating $71,000. There were no options exercised in 2017.

As of December 31, 2017, the aggregate intrinsic values of $0, for both outstanding and exercisable options, was calculated as the difference between the Company’s market price of $1.55 and the exercise price.

Additional information regarding options outstanding and exercisable as of December 31, 2017, is as follows:

	Options Outstanding				Options Exercisable
Range of Exercise Price	Number of Shares Outstanding		Weighted Average Exercise Price	Weighted Average Remaining Contractual Life (years)	Number of Shares Exercisable		Weighted Average Exercise Price
$2.20-$3.74	202,500	$	3.27	8.99	115,400	$	3.45
$4.00 - $5.39	475,000	$	4.80	2.07	360,000	$	4.71
	677,500	$	4.35	4.14	475,400	$	4.41

A summary of the status of the Company’s non-vested shares granted under the Company’s stock option plan as of December 31, 2017 and changes during the year then ended is as follows:

	Shares			Weighted- Average Grant Date Fair Value
Nonvested at December 31, 2016		504,966			4.68
Granted		60,000			0.65
Vested		68,134			4.88
Forfeited		(431,000	)		3.95
Nonvested at December 31, 2017		202,100			4.35

On January 10, 2018, pursuant to its employment agreement dated June 28, 2017 with Valentin Stalowir, Chief Executive Officer, the Company’s board of directors granted to Mr. Stalowir 371,218 restricted stock units and options to purchase 371,218 shares of stock. The securities are to be issued pursuant to Reed’s 2017 Incentive Compensation Plan. The options will have an exercise price of $1.70. Other terms of the granted securities will be set by the Company’s compensation committee in compliance with the 2017 Incentive Compensation Plan.

Warrants

Warrant activity is as follows:

	Shares			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Terms (Years)		Aggregate Intrinsic Value

Outstanding at December 31,2015		341,261		$	5.17		3.30	$	152,000
Granted		478,909		$	4.50
Exercised		(16,260	)	$	2.77
Forfeited or expired		(1	)
Outstanding at December 31, 2016		803,909		$	4.50		4.00	$	26,000
Granted		7,643,749		$	1.95
Exercised		(1,122,376	)	$	1.50
Forfeited or expired		-		$	-
Outstanding at December 31, 2017		7,325,282		$	2.09		3.43	$	115,955
Exercisable at December 31, 2017		1,395,246		$	2.68		3.76	$	78,374

Stock sales made by the Company to finance operations have been accompanied by the issuance of warrants. For warrants issued in connection with these transactions see Note 9 Convertible Note to a Related Party and Note 11 Stockholders’ Equity.

The aggregate intrinsic value was calculated as the difference between the closing market price, which was $1.55, and the exercise price of the Company’s common stock warrants as of December 31, 2017.

On April 21, 2017 (“Closing Date”), in connection with the issuance of a secured convertible subordinated non-redeemable note (See Note 9 Convertible Note to a Related Party above), the Company issued a warrant to purchase 1,416,667 shares of common stock (“Warrant Shares”) to Raptor/Harbor Reeds SPV LLC (“Purchaser”). The Warrant Shares will expire on the fifth (5th) anniversary of the Closing Date and originally had an exercise price equal to $4.00 which was subsequently repriced on July 13, 2017 as discussed below. The Warrant Shares will not be exercisable until 180 days after the Closing date. The Note and Warrant contain customary anti-dilution provisions and the Conversion Shares and Warrant Shares are subject to a registration rights agreement. The investor was granted a right to participate in future financing transactions of the Company for a term of two years.

On April 19, 2017, three accredited investors that are party to the Securities Purchase Agreement dated May 26, 2016 and hold participation rights in the Company’s financing transactions agreed to waive their participation rights with regard to the April 21, 2017 financing. In consideration, these investors’ participation rights, expiring in May 2017, were extended for a period of two years. In addition, the Company increased the terms of their outstanding 280,147 warrants by one year and reduced the exercise price from $4.25 to $3.00, The incremental change in their fair value of $187,000 was accounted for as an increase in the fair value of the warrant liabilities as of the date of modification and recorded as a cost of warrant modification. In addition, the Company also issued five-year warrants to purchase an aggregate of 210,111 shares of common stock at the exercise price of $3.00 to these investors. The newly issued warrants contain customary anti-dilution provisions and included a fundamental transaction provision and were accounted for as warrant liability. As such, the fair value of the new warrants of $571,000 was accounted for as a warrant liability and a financing cost at the issue date. The fair value was determined using the Black-Scholes-Merton option pricing model.

On July 13, 2017, the Company entered into warrant exercise agreements with certain investors holding participation rights in our financing transactions to reprice warrants to purchase 1,906,925 shares of our common stock. The warrants’ exercise prices were lowered from $3 and $4 per share to $1.50 per share, The Company determined the incremental cost before and after the modification of the warrants resulted in an incremental charge of $1,109,000. The warrants were also changed to modify language pertaining to a “fundamental transaction” eliminating the need to classify the warrants as warrant liabilities. Upon modification, the investors exercised warrants into 1,122,376 shares of common stock at the repriced $1.50 per share resulting in proceeds to the Company of $1,650,000. The Company’s modification of the fundamental transaction clause enabled the remaining investor warrants of 784,549 with a fair value of $1,033,000 to be reclassified from a liability to equity.

Additionally, as part of the warrant exercise agreements, the Company issued to the investors, pro rata based on the number of shares each investor exercised, a second tranche of warrants to purchase 512,560 shares of our common stock and on July 19, 2017 a third tranche of warrants to purchase 87,745 shares of our common stock. The second tranche of warrants have a term of 5 years, may be exercised commencing six months after issuance and have an exercise price of $2.00. The third tranche of warrants were exercisable immediately upon issuance for a term of 5 years and have an exercise price of $1.55. The newly issued warrants contain customary anti-dilution provisions. The aggregate fair value of the new warrants totaling $689,000 was determined using the Black-Scholes-Merton option pricing model with a volatility of 53.75% an interest free rate of 1.65% and a stock price of $2.35. The fair value of the warrants was reported as a financing costs on their respective issuance dates. Financing warrant costs totaled $1,480,000 for the year ended December 31, 2017.

On December 28, 2017, in connection with the Rights Offering, the Company sold warrants to purchase 4,666,666 shares of common stock, with each warrant exercisable for one share of common stock at an exercise price of $2.025 per share.

On December 28, 2017 as compensation for the backstop commitment and subject to the closing of the Rights Offering, the Company issued to Raptor, five-year warrants to purchase a minimum of 750,000 shares of the Company’s common stock, with each warrant exercisable for one share of common stock at an exercise price of $1.50 per share.

On June 2, 2016, the Company granted warrants to purchase 346,206 shares of common stock in connection with the common stock offering. The warrants have an exercise price of $4.25 per share and a term of 5 years. In addition, the Company granted Maxim Group LLC who acted as the placement agent for the offering warrants to purchase up to 72,703 shares of common stock at an exercise price of $3.74 and are exercisable for a term of 5 years.

During the year ended December 31, 2016, 16,260 warrants were exercised into 16,260 shares of common stock for $45,000.

Warrants outstanding at December 31, 2017 and their respective exercise price and expiration dates are as follows:

As of December 31, 2016					As of December 31, 2017
Number	Price		Expiration Dates		Number		Price		Expiration Dates

200,000		5.60		Sep-19		200,000	$	5.60		Sep-19
125,000		4.10		May-21		125,000	$	4.10		May-21
10,000		3.90		Oct-21		10,000	$	3.90		Oct-21
50,000		4.10		Nov-21		50,000	$	4.10		Nov-21
418,909		$ 3.74 - 4.25		Jun-21		138,762		$ 3.74 - 4.25		Jun-21
-		-		-		784,549	$	1.50		Apr-22
-		-		-		600,305		$ 1.55 - 2.00		Jul-22
-		-		-		4,666,666	$	2.03		Dec-20
-		-		-		750,000	$	1.50		Dec-22
803,909						7,325,282

Income Taxes

12 Months Ended

Dec. 31, 2017

Income Tax Disclosure [Abstract]

Income Taxes

(13)

Income Taxes

At December 31, 2017 and 2016, the Company had available Federal and state net operating loss carryforwards to reduce future taxable income. The amounts available were approximately $34.8 million and $21.3 million for Federal purposes, respectively, and $18.2 million and $14.5 million for state purposes respectively. The Federal carryforward expires in 2034 and the state carryforward expires in 2019. Given the Company’s history of net operating losses, management has determined that it is more likely than not that the Company will not be able to realize the tax benefit of the carryforwards. Accordingly, the Company has not recognized a deferred tax asset for this benefit.

Due to the restrictions imposed by Internal Revenue Code Section 382 regarding substantial changes in ownership of companies with loss carry forwards, the utilization of the Company’s NOL may be limited to statutory limits as a result of recent change in stock ownership. NOLs incurred subsequent to the latest change in control, are not subject to the limitation.

The Company recognizes tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. As of December 31, 2017 and 2016, the Company did not have a liability for unrecognized tax benefits.

The Company recognizes as income tax expense, interest and penalties on uncertain tax provisions. As of December 31, 2017, and 2016, the Company has not accrued interest or penalties related to uncertain tax positions. Tax years 2010 through 2017 remain open to examination by the major taxing jurisdictions to which the Company is subject.

Upon the attainment of taxable income by the Company, management will assess the likelihood of realizing the tax benefit associated with the use of the carryforwards and will recognize the appropriate deferred tax asset at that time.

Significant components of the Company’s deferred income tax assets are as follows:

	December 31, 2017			December 31 2016
Deferred income tax asset:
Net operating loss carryforward	$	8,927,000		$	10,325,000
Accounts receivable allowances		227,000			-
Inventory reserves		148,000			-
Reserve on asset impairment		655,000			-
Total deferred tax asset		9,957,000			10,325,000
Valuation allowance		(9,957,000	)		(10,325,000	)
Net deferred income tax asset	$	-		$	-

Reconciliation of the effective income tax rate to the U.S. statutory rate is as follows:

	December 31, 2017			December 31, 2016
Federal Statutory tax rate		(34	%)		(34	%)
State tax, net of federal benefit		(5	%)		(5	%)
		(39	%)		(39	%)
Effect of change in tax rate		10	%		-%
Valuation allowance		29	%		39	%
Effective tax rate		-%			-%

Commitments and Contingencies

12 Months Ended

Dec. 31, 2017

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

(14)

Commitments and Contingencies

Lease Commitments

The Company has leased warehouse space under non-cancelable operating leases in the past and is currently leasing facilities on a month to month basis. Rental expense under these agreements and other operating leases for the years ended December 31, 2017 and 2016 totaled $56,000 and $54,000, respectively.

Other Commitments

The Company has entered into contracts with customers with clauses committing the Company to pay fees if the Company terminates the agreement early or without cause. The contracts call for the customer to have the right to distribute the Company’s products to a defined type of retailer within a defined geographic region. If the Company should terminate the contract or not automatically renew the agreements without cause, amounts would be due to the customer. As of December 31,2017 and 2016, the Company has no plans to terminate or not renew any agreement with any of their customers; accordingly, no such fees have been accrued in the accompanying financial statements.

Legal Proceedings

From time to time, we are a party to claims and legal proceedings arising in the ordinary course of business. Our management evaluates our exposure to these claims and proceedings individually and in the aggregate and provides for potential losses on such litigation if the amount of the loss is estimable and the loss is probable.

We believe there are no material litigation matters at the current time. Although the results of such litigation matters and claims cannot be predicted with certainty, we believe the final outcome of such claims and proceedings will not have a material adverse impact on our financial position, liquidity, or results of operations.

Related Party Activity

12 Months Ended

Dec. 31, 2017

Related Party Activity

(15)

Related Party Activity

During the year, Judy Reed, wife of Christopher J. Reed, served as Corporate Secretary along with being a member of the Board of Directors. Her replacement to the board was elected November 29, 2017 and she has agreed to remain as Corporate Secretary. Complete compensation information follows below in Part III.

In 2017, Chris Reed (the former CEO and current CIO), Robert Reed (the brother of Chris Reed, CIO), and Dan Miles (CFO), collectively advanced $571,000 to the Company for working capital uses. In 2017, the Company repaid $240,000 to Robert Reed and subsequent to year end, in January 2018, the remaining balance was repaid to Chris Reed and Dan Miles.

In 2017, the Company issued 4,300 shares of its common stock to a related party valued at $2.20 per share with an aggregate value of $9,000 for services rendered.

In 2017, the Company entered into the following transactions with Raptor SPV LLC, in which Mr. Doherty has an indirect material interest as principal and significant shareholder of Raptor SPV LLC:

On April 21, 2017, pursuant to a securities purchase agreement, Reed’s sold and issued a secured convertible subordinated non-redeemable note in the principal amount of $3,400,000 and a warrant to purchase 1,416,667 shares of common stock to Raptor SPV LLC. The note bears interest at a rate of 12% per annum, compounded monthly on a 360-day year/ 30-day month basis. The note is secured by a second priority security interest in the Company’s assets, which is subordinate to the first priority security interest of PMC Financial Services Group, LLC. The note may not be prepaid and originally matured on April 21, 2019. The maturity date was subsequently extended to April 21, 2021. The note may be converted, at any time and from time to time, into shares of common stock of the Company. The original conversion price of the note was $3.00, and this conversion price was subsequently reduced to $1.75, and again to $1.50. The warrant will expire on April 21, 2019 and had an original exercise price equal to $4.00 per share, which exercise price was subsequently reduced to $1.50. The note and warrant contain customary anti-dilution provisions and the shares of common stock issuable upon conversion of the note and exercise of the warrant have been registered on Form S-1. Raptor SPV LLC was also granted a right to participate in future financing transactions of the Company for a term of two years.

In connection with the issuance of the note, the Company reimbursed Raptor SPV LLC direct costs totaling $157,000 incurred to issue the note.

On July 13, 2017, we entered into a warrant exercise agreement with Raptor SPV LLC to induce Raptor to purchase 766,667 shares of our common stock. The repriced warrants have an exercise price per share of $1.50 and were revised to modify language pertaining to “Fundamental Transactions”. Restrictions upon exercise were waived as to the repriced warrants. Reed’s received gross proceeds of $1,150,000 from Raptor’s exercise of the repriced warrants. We also issued to the Raptor additional second tranche warrants to purchase up to 350,000 shares of our common stock and additional third tranche warrants to purchase up to 60,000 shares of our common stock. Second tranche warrants have a term of five years, may be exercised commencing 6 months from the date of issuance and have an exercise price equal to $2.00. The third tranche warrants were exercisable immediately upon issuance for a term of five-years, with an exercise price equal to $1.55. Raptor SPV LLC was also granted the right to appoint a non-voting observer to our board of directors for so long as Raptor SPV LLC or its affiliates is a beneficial owner of our stock. As of the date hereof, Raptor SPV LLC has not made such an appointment.

On December 6, 2017, we entered into a backstop agreement with Raptor, whereby Raptor agreed to purchase from us a minimum of $6 million of units pursuant to its subscription rights and in a private placement, subject to customary terms and conditions. In the rights offering, Raptor SPV LLC exercised its basic and over-subscription rights to purchase 2,666,667 units and acquired 2,666,667 shares of common stock and warrants to purchase up to 1,333,333 shares of common stock for an aggregate purchase price of $4,000,000. In addition, pursuant to the backstop commitment agreement, as amended, the Company issued to Raptor SPV LLC warrants to purchase 750,000 shares of common stock. These warrants have an exercise price equal to $1.50, are not exercisable for a term of 180 days from the date of issuance and have a cashless exercise feature and registration rights. We will be subject to certain liquidated damages if we do not register the warrant shares within the prescribed time frame.

Subsequent to year end, in January 2018, the board of directors appointed Daniel J. Doherty III to serve as a director. Mr. Doherty is a principal and significant shareholder of Raptor/ Harbor Reeds, SPV, LLC (“Raptor”), the Company’s largest shareholder. Mr. Doherty has joint voting and dispositive control of the equity securities held by Raptor with another of its principals.

Subsequent Events

12 Months Ended

Dec. 31, 2017

Subsequent Events [Abstract]

Subsequent Events

(16)

Subsequent Events

On January 10, 2018, the board of directors issued 400,000 shares of common stock at $1.70 per share totaling $680,000 to independent board members for past services provided in 2017.

On March 28, 2018, the Company approved stock options to CEO Valentin Stalowir, to purchase 412,735 shares of common stock with a strike price of $1.60 that vest over four years with performance criteria approved by the Board. Mr. Stalowir also received 412,736 Restricted Stock Units; and stock options to purchase an aggregate of 982,000 shares of common stock (intended to be granted as incentive stock options, subject to the requirements of the plan and applicable law) to employees; and that non-statutory stock options to purchase an aggregate of 1,134,000 shares of common stock to employees listed as “Senior Management”, subject to applicable securities laws. The option portions are subject to performance based criteria approved by the Board of Directors.

Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2017

Accounting Policies [Abstract]

Use of Estimates

A)	*Use of Estimates*

Accounts Receivable

B)	*Accounts Receivable*

Inventory

C)	*Inventory*

Property and Equipment and Related Depreciation

D)	*Property and Equipment and Related Depreciation*

Property and Equipment Type		Years of Depreciation
Building		39 years
Machinery and equipment		5-12 years
Vehicles		5 years
Office equipment		5-7 years

In 2016, the Company established a reserve totaling $260,000 for obsolete equipment deemed no longer needed with the Los Angeles plant completion.

Intangible Assets and Impairment Policy

E)	*Intangible Assets and Impairment Policy*

Concentrations

F)	*Concentrations*

Fair Value of Financial Instruments

G)	*Fair Value of Financial Instruments*

Level 1—Quoted prices in active markets for identical assets or liabilities.

Level 2—Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly.

Level 3—Unobservable inputs based on the Company’s assumptions.

Cost of Goods Sold

H)	*Cost of Goods Sold*

Delivery and Handling Expenses

I)	*Delivery and Handling Expense*

Income Taxes

J)	*Income Taxes*

Revenue Recognition

K)	*Revenue Recognition*

Net Loss Per Share

L)	*Net Loss Per Share*

	December 31, 2017		December 31, 2016
Convertible note		2,266,667		-
Warrants		7,325,282		803,909
Series A Preferred Stock		37,644		37,644
Options		677,500		1,048,500
Total		10,307,093		1,890,053

Advertising Costs

M)	*Advertising Costs*

Advertising costs are expensed as incurred and are included in selling expense in the amount of $491,000 and $254,000, for the years ended December 31, 2017 and 2016, respectively.

Stock Compensation Expense

N)	*Stock Compensation Expense*

Reclassification

O)	*Reclassification*

Recent Accounting Pronouncements

P)	*Recent Accounting Pronouncements*

Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2017

Accounting Policies [Abstract]

Schedule of Estimated Useful Lives of Property and Equipment and Related Depreciation

Depreciation is calculated using accelerated and straight-line methods over the estimated useful lives of the assets as follows:

Property and Equipment Type		Years of Depreciation
Building		39 years
Machinery and equipment		5-12 years
Vehicles		5 years
Office equipment		5-7 years

Schedule of Potentially Dilutive Securities

	December 31, 2017		December 31, 2016
Convertible note		2,266,667		-
Warrants		7,325,282		803,909
Series A Preferred Stock		37,644		37,644
Options		677,500		1,048,500
Total		10,307,093		1,890,053

Inventory (Tables)

12 Months Ended

Dec. 31, 2017

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventory is valued at the lower of cost (first-in, first-out) or market, and is comprised of the following:

	December 31, 2017		December 31, 2016
Raw Materials and Packaging	$	2,670,000	$	3,874,000
Finished Goods		3,261,000		3,011,000
Total	$	5,931,000	$	6,885,000

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2017

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment is comprised of the following:

	December 31, 2017			December 31, 2016
Land	$	1,107,000		$	1,107,000
Building		2,360,000			1,875,000
Vehicles		568,000			600,000
Machinery and equipment		4,924,000			3,696,000
Equipment under capital leases		226,000			226,000
Office equipment		507,000			475,000
Construction In Progress		-			4,610,000
Book value		9,692,000			12,589,000
Accumulated depreciation		(5,414,000	)		(4,603,000	)
Impairment reserve		(3,925,000	)		(260,000	)
Net book value	$	353,000		$	7,726,000

Schedule of Equipment Held for Sale

Equipment held for sale consists of the following:

	December 31, 2017			December 31, 2016
Equipment held for sale	$	4,370,000		$	-
Reserve		(2,000,000	)		-
Net book value	$	2,370,000		$	-

Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets Trademarks

Intangible assets consist of trademarks for the Company’s brand names:

	December 31, 2017		December 31, 2016
Virgil’s	$	576,000	$	576,000
Sonoma Sparkler		229,000		229,000
Brand names	$	805,000	$	805,000

Line of Credit and Bank Notes (Tables)

12 Months Ended

Dec. 31, 2017

Schedule of Interest Rates of Loans

Schedule of Bank Notes

Bank Notes - Bank notes consist of the following as of December 31, 2017 and 2016:

	December 31, 2017			December 31, 2016

Term Loans	$	3,000,000		$	3,000,000
CAPEX loan		3,947,000			3,950,000
Valuation discount		-			(78,000	)
Net		6,947,000			6,872,000
Current portion		(6,947,000	)		(953,000	)
Long term portion	$	-		$	5,919,000

The following chart summarizes borrowing rates for the loans as of December 31, 2017:

Description	Base Interest Rate			Increase in Prime			Current Original rate			Additional Interest			Current rate
Line of Credit (Prime Plus)		3.60	%		1.25	%		4.85	%		3.00	%		7.85	%
Term A		9.00	%		1.25	%		10.25	%		3.00	%		13.25	%
Term B		11.60	%		1.25	%		12.85	%		3.00	%		15.85	%
CAPEX Loan		9.00	%		1.25	%		10.25	%		3.00	%		13.25	%

Capital Leases Payable (Tables)

12 Months Ended

Dec. 31, 2017

Schedule of Future Minimum Lease Payments Under Capital Leases

Future minimum lease payments under capital leases are as follows:

Years Ending December 31,
2018	$	227,000
2019		188,000
2020		59,000
2021		2,000
Total payments	$	476,000
Less: Amount representing interest		(42,000	)
Present value of net minimum lease payments	$	434,000
Less: Current portion		(198,000	)
Non-current portion	$	236,000

Long Term Financing Obligation (Tables)

12 Months Ended

Dec. 31, 2017

Schedule of Long Term Financing Obligation

Long term financing obligation is comprised of the following:

	December 31,
	2017			2016
Financing obligation	$	2,186,000		$	2,378,000
Valuation discount		(714,000	)		(825,000	)
Net long term financing obligation	$	1,472,000		$	1,553,000
Less current portion		(222,000	)		(190,000	)
Long term financing obligation	$	1,250,000		$	1,363,000

Schedule of Aggregate Future Obligations Under the Financing Obligation

Year	Amount
2018		222,000
2019		259,000
2020		299,000
2021		344,000
2022		395,000
Thereafter		667,000
Total	$	2,186,000

Convertible Note to a Related Party (Tables)

12 Months Ended

Dec. 31, 2017

Schedule of Convertible Notes

The Convertible Note to a Related Party consists of the following:

	December 31,
	2017		2016
12% Convertible Note Payable	$	3,400,000	$	-
Accrued Interest		290,000		-
Convertible Note Payable, Net	$	3,690,000	$	-

Warrant Liability (Tables)

12 Months Ended

Dec. 31, 2017

Warrant Liability

Schedule of Warrant Liability Using Assumptions

The fair value of the warrant liability was determined at the following reporting, issuance, and modification dates using the Black-Scholes-Merton option pricing model and the following assumptions:

	As of December 31, 2016			Upon Issuance April 21, 2017			Upon Modification April 21, 2017			Upon Modification July 13, 2017			As of December 31, 2017
	(1)			(2)			(3)			(4)			(5)
Stock Price	$	4.10		$	4.75		$	4.75		$	2.35		$	1.55
Risk free interest rate		1.58	%		1.51	%		1.51	%		1.65	%		1.74	%
Expected Volitility		54.71	%		49.33	%		49.33	%		53.75	%		56.06	%
Expected life in years		4.42			5.00			5.00			4.77 to 4.89			3.42
Expected dividend yield		0	%		0	%		0	%		0	%		0	%
Number of Warrants		418,909			1,626,778			280,147			1,906,925			138,762
Fair Value of Warrants	$	775,000		$	3,873,000		$	187,000		$	1,109,000		$	36,000

Stock Options and Warrants (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Stock Option Activity

Stock option activity consists of the following:

	Shares			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Terms (Years)		Aggregate Intrinsic Value

Outstanding at December 31, 2015		980,000		$	3.96
Granted		172,500			4.01
Exercised		(84,000	)		1.36
Forfeited or expired		(20,000	)		4.92
Outstanding at December 31, 2016		1,048,500			4.68		3.80	$	61,000
Granted		60,000		$	2.20
Exercised		-			-
Forfeited		(431,000	)		4.88
Outstanding at December 31, 2017		677,500			4.35		4.14	$	-
Exercisable at December 31, 2017		475,400			4.41		3.41	$	-

Schedule of Fair Value of Option Award Valuation Assumptions

The fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton option pricing model using the assumptions noted in the following table. For purposes of determining the expected life of the option, an average of the estimated holding period is used. The risk-free rate for periods within the contractual life of the options is based on the U. S. Treasury yield in effect at the time of the grant.

	Year ended
	December 31,
	2017			2016
Expected volatility		52	%		57	%
Expected dividends		—			—
Expected average term (in years)		2.00			1.77
Risk free rate - average		1.47	%		0.77%-1.81%
Forfeiture rate		0			0

Schedule of Information Regarding Stock Options

Additional information regarding options outstanding and exercisable as of December 31, 2017, is as follows:

	Options Outstanding				Options Exercisable
Range of Exercise Price	Number of Shares Outstanding		Weighted Average Exercise Price	Weighted Average Remaining Contractual Life (years)	Number of Shares Exercisable		Weighted Average Exercise Price
$2.20-$3.74	202,500	$	3.27	8.99	115,400	$	3.45
$4.00 - $5.39	475,000	$	4.80	2.07	360,000	$	4.71
	677,500	$	4.35	4.14	475,400	$	4.41

Schedule of Nonvested Shares Granted Under the Stock Option Plan

A summary of the status of the Company’s non-vested shares granted under the Company’s stock option plan as of December 31, 2017 and changes during the year then ended is as follows:

	Shares			Weighted- Average Grant Date Fair Value
Nonvested at December 31, 2016		504,966			4.68
Granted		60,000			0.65
Vested		68,134			4.88
Forfeited		(431,000	)		3.95
Nonvested at December 31, 2017		202,100			4.35

Schedule of Stock Warrants Activity

Warrant activity is as follows:

	Shares			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Terms (Years)		Aggregate Intrinsic Value

Outstanding at December 31,2015		341,261		$	5.17		3.30	$	152,000
Granted		478,909		$	4.50
Exercised		(16,260	)	$	2.77
Forfeited or expired		(1	)
Outstanding at December 31, 2016		803,909		$	4.50		4.00	$	26,000
Granted		7,643,749		$	1.95
Exercised		(1,122,376	)	$	1.50
Forfeited or expired		-		$	-
Outstanding at December 31, 2017		7,325,282		$	2.09		3.43	$	115,955
Exercisable at December 31, 2017		1,395,246		$	2.68		3.76	$	78,374

Schedule of Outstanding Warrants to Purchase Common Stock

Warrants outstanding at December 31, 2017 and their respective exercise price and expiration dates are as follows:

As of December 31, 2016					As of December 31, 2017
Number	Price		Expiration Dates		Number		Price		Expiration Dates

200,000		5.60		Sep-19		200,000	$	5.60		Sep-19
125,000		4.10		May-21		125,000	$	4.10		May-21
10,000		3.90		Oct-21		10,000	$	3.90		Oct-21
50,000		4.10		Nov-21		50,000	$	4.10		Nov-21
418,909		$ 3.74 - 4.25		Jun-21		138,762		$ 3.74 - 4.25		Jun-21
-		-		-		784,549	$	1.50		Apr-22
-		-		-		600,305		$ 1.55 - 2.00		Jul-22
-		-		-		4,666,666	$	2.03		Dec-20
-		-		-		750,000	$	1.50		Dec-22
803,909						7,325,282

- Definition

Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

+ References + Details

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2017

Income Tax Disclosure [Abstract]

Schedule of Deferred Income Tax Assets

Significant components of the Company’s deferred income tax assets are as follows:

	December 31, 2017			December 31 2016
Deferred income tax asset:
Net operating loss carryforward	$	8,927,000		$	10,325,000
Accounts receivable allowances		227,000			-
Inventory reserves		148,000			-
Reserve on asset impairment		655,000			-
Total deferred tax asset		9,957,000			10,325,000
Valuation allowance		(9,957,000	)		(10,325,000	)
Net deferred income tax asset	$	-		$	-

Schedule of Reconciliation of Effective Income Tax Rate to U.S. Statutory Rate

Reconciliation of the effective income tax rate to the U.S. statutory rate is as follows:

	December 31, 2017			December 31, 2016
Federal Statutory tax rate		(34	%)		(34	%)
State tax, net of federal benefit		(5	%)		(5	%)
		(39	%)		(39	%)
Effect of change in tax rate		10	%		-%
Valuation allowance		29	%		39	%
Effective tax rate		-%			-%

Operations and Liquidity (Details Narrative) - USD ($)	12 Months Ended
Operations and Liquidity (Details Narrative) - USD ($)	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Net loss	$ 18,373,000	$ 5,009,000
Net cash provided by (used in) operating activities	3,422,000	2,533,000
Cash balance	12,127,000	451,000	$ 1,816,000
Line of credit	1,012,000
Working capital	$ 3,300,000
Maturity due date	Oct. 21, 2018
Notes payable to bank	$ 6,900,000
Shareholder equity	$ 508,000	(1,657,000)	$ 785,000
Bank Notes [Member]
Maturity due date	Oct. 21, 2018
Notes payable to bank	$ 6,947,000	$ 6,872,000

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Significant Accounting Policies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Allowance for doubtful accounts and returns and discounts	$ 601,000	$ 256,000
Impairments charges	5,925,000	484,000
Reserves for obsolute equipment		260,000
Maximum cash deposit guaranteed by FDIC	250,000
Warrant liability	36,000	775,000
Sales incentives	4,004,000	3,726,000
Selling expense	491,000	254,000
General and administrative expense	5,754,000	3,954,000
Amortization of a debt discount	$ 1,379,000	255,000
Scenario, Previously Reported [Member]
General and administrative expense		$ 260,000
Customer One [Member] \| Sales Revenue, Net [Member]
Percentage of sale accounted to customer	23.00%	22.00%
Customer One [Member] \| Accounts Receivable [Member]
Percentage of sale accounted to customer	25.00%	25.00%
Account receivables from customer	$ 823,000	$ 719,000
Customer Two [Member] \| Sales Revenue, Net [Member]
Percentage of sale accounted to customer	16.00%	12.00%
Customer Two [Member] \| Accounts Receivable [Member]
Percentage of sale accounted to customer	14.00%
Account receivables from customer	$ 450,000
Other Customer [Member] \| Sales Revenue, Net [Member] \| Minimum [Member]
Percentage of sale accounted to customer	10.00%
Other Customer [Member] \| Accounts Receivable [Member] \| Minimum [Member]
Percentage of sale accounted to customer	10.00%
Vendor One [Member]
Percentage of sale accounted to customer	20.00%	26.00%
Vendor One [Member] \| Accounts Payable [Member]
Percentage of sale accounted to customer	20.00%	13.00%
Vendor Two [Member] \| Accounts Payable [Member]
Percentage of sale accounted to customer		10.00%
Other Vendor [Member] \| Accounts Payable [Member] \| Minimum [Member]
Percentage of sale accounted to customer	10.00%
China Cola Brand [Member]
Impairment of intangible assets		$ 224,000
March 24, 2018 [Member] \| Board of Directors [Member]
Letter of intent offers in cash	1,250,000
long-term liability	$ 1,400,000

Significant Accounting Policies - Schedule of Estimated Useful Lives of Property and Equipment and Related Depreciation (Details)	12 Months Ended
	Dec. 31, 2017
Building [Member]
Expected useful life of assets	P39Y
Machinery And Equipment [Member] \| Minimum [Member]
Expected useful life of assets	P5Y
Machinery And Equipment [Member] \| Maximum [Member]
Expected useful life of assets	P12Y
Vehicles [Member]
Expected useful life of assets	P5Y
Office Equipment [Member] \| Minimum [Member]
Expected useful life of assets	P5Y
Office Equipment [Member] \| Maximum [Member]
Expected useful life of assets	P7Y

Significant Accounting Policies - Schedule of Potentially Dilutive Securities (Details) - shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Potentially dilutive securities	10,307,093	1,890,053
Convertible Note [Member]
Potentially dilutive securities	2,266,667
Warrants [Member]
Potentially dilutive securities	7,325,282	803,909
Series A Preferred Stock [Member]
Potentially dilutive securities	37,644	37,644
Options [Member]
Potentially dilutive securities	677,500	1,048,500

Inventory (Details Narrative) - USD ($)	12 Months Ended
Inventory (Details Narrative) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Prepaid inventory	$ 40,000	$ 294,000
Inventory reserve for obsolescence	$ 509,000	$ 115,000

Inventory - Schedule of Inventory (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Raw Materials and Packaging	$ 2,670,000	$ 3,874,000
Finished Goods	3,261,000	3,011,000
Inventory, total	$ 5,931,000	$ 6,885,000

Property and Equipment (Details Narrative) - USD ($)	12 Months Ended
Property and Equipment (Details Narrative) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Impairment of assets	$ 5,925,000	$ 484,000
Depreciation expense	551,000	387,000
Accumulated depreciation for equipment held under capital leases	414,000	226,000
Reserve for obsolete equipment		$ 260,000
Capex Loan [Member] \| Minimum [Member]
Repayments of debt	300,000
March 24, 2018 [Member] \| Board of Directors [Member]
Letter of intent offers in cash	1,250,000
long-term liability	1,400,000
January 10, 2018 [Member] \| Capex Loan [Member]
Repayments of debt	$ 312,000

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment [Abstract]
Land	$ 1,107,000	$ 1,107,000
Building	2,360,000	1,875,000
Vehicles	568,000	600,000
Machinery and equipment	4,924,000	3,696,000
Equipment under capital leases	226,000	226,000
Office equipment	507,000	475,000
Construction in progress		4,610,000
Book value	9,692,000	12,589,000
Accumulated depreciation	(5,414,000)	(4,603,000)
Impairment reserve	(3,925,000)	(260,000)
Net book value	$ 353,000	$ 7,726,000

Property and Equipment - Schedule of Equipment Held for Sale (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment [Abstract]
Equipment held for sale	$ 4,370,000
Reserve	(2,000,000)
Net book value	$ 2,370,000

Intangible Assets (Details Narrative) - USD ($)	12 Months Ended
Intangible Assets (Details Narrative) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
China Cola Brand [Member]
Impairment of intangible assets, finite-lived		$ 224,000

Intangible Assets - Schedule of Intangible Assets Trademarks (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Brand names	$ 805,000	$ 805,000
Virgil's [Member]
Brand names	576,000	576,000
Sonoma Sparkler [Member]
Brand names	$ 229,000	$ 229,000

Line of Credit and Bank Notes (Details Narrative)		12 Months Ended
Line of Credit and Bank Notes (Details Narrative)	Dec. 07, 2016 USD ($) shares	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($) shares
Line of credit		$ 1,012,000
Term loan		$ 2,186,000
Loan maturity date		Oct. 21, 2018
Line of credit borrowing availability		$ 6,000,000
Prepaid inventory		630,000
Line of credit current		$ 3,301,000	$ 4,384,000
Monthly management fee percentage		0.45
Percentage of borrowing based on accounts receivable		85.00%
Percentage of borrowing based on eligible inventory		60.00%
Line of credit maturity date		Oct. 21, 2018
Loan interest rate		13.25%
Change in fair value of warrant liability		$ (3,275,000)	232,000
Valuation discount amortized during the period		$ 1,379,000	255,000
Unamortized balance of loans			78,000
Monthly monitoring fee percentage		0.45%
Revolving Line of Credit [Member]
Line of credit borrowing availability		$ 6,000,000
Capex Loan [Member]
Loan maturity date		Oct. 21, 2018
Term loan outstanding principal balance		$ 3,947,000	3,950,000
Loan interest rate		9.50%
Capex Loan [Member] \| January 10, 2018 [Member]
Repayments of Debt		$ 312,000
Capex Loan [Member] \| Prime Rate [Member]
Loan interest rate		5.75%
Term Loans [Member]
Term loan outstanding principal balance		$ 3,000,000	$ 3,000,000
Minimum [Member] \| Revolving Line of Credit [Member]
Line of credit borrowing availability		1,500,000
Minimum [Member] \| Capex Loan [Member]
Repayments of Debt		$ 300,000
PMC Financial Services Group, LLC [Member]
Valuation discount amortized during the period	$ 38,000
PMC Financial Services Group, LLC [Member] \| Two Term Loans [Member]
Loan maturity date		Oct. 21, 2018
Line of credit borrowing availability		$ 3,000,000
Term loan amount		1,500,000
PMC Financial Services Group, LLC [Member] \| Issuance of Warrants Upon Amendments [Member]
Warrants granted \| shares	175,000		225,000
Change in fair value of warrant liability		179,000
PMC Financial Services Group, LLC [Member] \| Loan and Security Agreement [Member]
Line of credit		6,000,000
Term loan		$ 3,000,000
Loan maturity date		Jan. 01, 2019
Loan maturity description		on April 21, 2017, Reed’s Inc. and PMC entered into Amendment Number Fifteen to Amended and Restated Loan and Security Agreement changing the Revolving Loan Maturity Date, Term Loan Maturity Date, Cap Ex Loan Maturity Date and Term Loan B Maturity Date from January 1, 2019, to October 21, 2018.
PMC Financial Services Group, LLC [Member] \| Loan and Security Agreement [Member] \| Capex Loan [Member]
Term loan		$ 4,700,000
PMC Financial Services Group, LLC [Member] \| Loan and Security Agreement [Member] \| Maximum [Member]
Capital expansion loan		$ 4,700,000

Line of Credit and Bank Notes - Schedule of Bank Notes (Details) - USD ($)	Dec. 31, 2017	Dec. 12, 2017	Dec. 31, 2016
Valuation discount		$ (2,209,000)	$ (78,000)
Net	$ 6,900,000
Current portion	6,947,000		953,000
Long-term portion			5,919,000
Bank Notes [Member]
Term Loans	3,000,000		3,000,000
CAPEX loan	3,947,000		3,950,000
Valuation discount			(78,000)
Net	6,947,000		6,872,000
Current portion	(6,947,000)		(953,000)
Long-term portion			$ 5,919,000

Line of Credit and Bank Notes - Schedule of Interest Rates of Loans (Details)	12 Months Ended
	Dec. 31, 2017
Line of Credit (Prime Plus) [Member]
Original Rate	4.85%
Additional Interest	3.00%
Current rate	7.85%
Term A [Member]
Original Rate	10.25%
Additional Interest	3.00%
Current rate	13.25%
Term B [Member]
Original Rate	12.85%
Additional Interest	3.00%
Current rate	15.85%
CAPEX Loan [Member]
Original Rate	10.25%
Additional Interest	3.00%
Current rate	13.25%
Base Interest Rate [Member] \| Line of Credit (Prime Plus) [Member]
Original Rate	3.60%
Base Interest Rate [Member] \| Term A [Member]
Original Rate	9.00%
Base Interest Rate [Member] \| Term B [Member]
Original Rate	11.60%
Base Interest Rate [Member] \| CAPEX Loan [Member]
Original Rate	9.00%
Increase in Prime [Member] \| Line of Credit (Prime Plus) [Member]
Original Rate	1.25%
Increase in Prime [Member] \| Term A [Member]
Original Rate	1.25%
Increase in Prime [Member] \| Term B [Member]
Original Rate	1.25%
Increase in Prime [Member] \| CAPEX Loan [Member]
Original Rate	1.25%

Capital Leases Payable (Details Narrative)	12 Months Ended
Capital Leases Payable (Details Narrative)	Dec. 31, 2017 USD ($) Installments
Equipment held under capital leases	$ 944,000
Number of non-cancelable capital leases \| Installments	9
Payment of lease amount	$ 19,000
Lease expire year	2021
Minimum [Member]
Payment of lease range per month	$ 341
Percentage of interest for lease amount	6.51%
Maximum [Member]
Payment of lease range per month	$ 10,441
Percentage of interest for lease amount	17.31%

Capital Leases Payable - Schedule of Future Minimum Lease Payments Under Capital Leases (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Leases [Abstract]
2018	$ 227,000
2019	188,000
2020	59,000
2021	2,000
Total payments	476,000
Less: Amount representing interest	(42,000)
Present value of net minimum lease payments	434,000
Less: Current portion	198,000	$ 183,000
Non-current portion	$ 236,000	$ 438,000

Long Term Financing Obligation (Details Narrative) - USD ($)

12 Months Ended

Dec. 31, 2017

Dec. 31, 2016

Dec. 12, 2017

Apr. 21, 2017

Apr. 19, 2017

Jun. 02, 2016

Proceeds from sale of transaction cost

$ 3,056,000

Financing interest expenses

$ 35,000

Percentage of interest expense and reduction in the financing obligation at implicit rate

9.90%

Change in fair value of warrant liability

1,416,667

210,111

$ (3,275,000)

$ 232,000

Unamortized valuation discount

78,000

$ 2,209,000

Aggregate amount due under financing obligation

1,379,000

255,000

2,186,000

$ 2,378,000

Christopher J. Reed [Member]

Proceeds financial obligation limit guaranteed by related party

$ 150,000

Unamortized valuation discount

138,762

^[1]

418,909

^[2]

346,206

$ 2,209,000

Warrants [Member] | Financing Obligation [Member]

Change in fair value of warrant liability

600,000

$ 1,336,000

Valuation of discount amortized period

15 years

Unamortized valuation discount

$ 714,000

$ 825,000

$ 110,000

[1]	(5) Warrant valuation on December 31, 2017 for 138,762 warrants containing fundamental transaction provisions. The change in the fair value of the warrant liability was $3,275,000 and $232,000 for the years ended December 31, 2017 and 2016, respectively.
[2]	(1) Warrant valuation on December 31, 2016 for 418,909 warrants containing fundamental transaction provisions.

Long Term Financing Obligation - Schedule of Long Term Financing Obligation (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Valuation discount	$ (714,000)	$ (825,000)
Net long term financing obligation	2,186,000
Less current portion	222,000	190,000
Long term financing obligation	1,250,000	1,363,000
Long Term Financing Obligation [Member]
Financing obligation	2,186,000	2,378,000
Valuation discount	(714,000)	(825,000)
Net long term financing obligation	1,472,000	1,553,000
Less current portion	(222,000)	(190,000)
Long term financing obligation	$ 1,250,000	$ 1,363,000

Long Term Financing Obligation - Schedule of Aggregate Future Obligations Under the Financing Obligation (Details)	Dec. 31, 2017 USD ($)
Debt Disclosure [Abstract]
2018	$ 222,000
2019	259,000
2020	299,000
2021	344,000
2022	395,000
Thereafter	667,000
Total	$ 2,186,000

Convertible Note to a Related Party (Details Narrative) - USD ($)

12 Months Ended

Dec. 12, 2017

Apr. 21, 2017

Apr. 19, 2017

Dec. 31, 2017

Dec. 31, 2016

Dec. 06, 2017

Jul. 13, 2017

Jun. 02, 2016

$ 3,400,000

1,416,667

210,111

$ 4.00

$ 1.50

$ 3,275,000

$ (232,000)

1,379,000

255,000

Unamortized discount

2,209,000

78,000

Extinguishment of convertible note

2 years

Conversion price

$ 3.00

3,632,000

(3,632,000)

Investor One [Member]

1,416,667

Investor Two [Member]

Three Accredited Investors [Member]

210,111

Three Accredited Investors [Member] | Maximum [Member]

280,147

Three Accredited Investors [Member] | Minimum [Member]

$ 4.25

Independent Third Party Member

$ 3.00

Fair value of convertible note

$ 4,823,000

(36,000)

^[1]

$ (775,000)

^[2]

$ 1,191,000

138,762

^[1]

418,909

^[2]

346,206

5th Anniversary [Member] | Warrants [Member]

$ 4.25

Unamortized discount

$ 2,209,000

$ 4.00

$ 3,302,000

5th Anniversary [Member] | Note and Warrant [Member]

219,000

Unamortized discount

3,400,000

Cash offering cost

317,000

3,083,000

$ 3,083,000

Rights Offering [Member]

4,666,666

Wunderlich Securities [Member] | Placement Agency Services [Member]

$ 2.025

Cash offering cost

$ 12,887,000

Conversion price

$ 1.50

Debt fee amount

$ 160,000

Convertible Notes [Member]

Conversion price

$ 1.50

New Note [Member]

Raptor/Harbor Reeds SPV LLC [Member]

$ 3,400,000

Unamortized premium

$ 1,423,000

1,416,667

Ownership percentage

27.64%

Securities Purchase Agreement [Member]

$ 4.00

$ 3,400,000

1,416,667

Debt converted into shares of common stock

12.00%

1,133,333

Other direct costs

$ 157,000

Proceeds from issuance of debt

$ 3,083,000

Securities Purchase Agreement [Member] | Three Accredited Investors [Member]

210,111

$ 3.00

$ 187,000

Securities Purchase Agreement [Member] | Three Accredited Investors [Member] | Maximum [Member]

5 years

Securities Purchase Agreement [Member] | Three Accredited Investors [Member] | Minimum [Member]

$ 4.25

Securities Purchase Agreement [Member] | New Warrants [Member]

$ 3.00

$ 571,000

[1]	(5) Warrant valuation on December 31, 2017 for 138,762 warrants containing fundamental transaction provisions. The change in the fair value of the warrant liability was $3,275,000 and $232,000 for the years ended December 31, 2017 and 2016, respectively.
[2]	(1) Warrant valuation on December 31, 2016 for 418,909 warrants containing fundamental transaction provisions.

Convertible Note to a Related Party - Schedule of Convertible Notes (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Convertible Note Payable, Net	$ 3,690,000
Convertible Notes [Member]
12% Convertible Note Payable	3,400,000
Accrued Interest	290,000
Convertible Note Payable, Net	$ 3,690,000

Convertible Note to a Related Party - Schedule of Convertible Notes (Details) (Parenthetical)	12 Months Ended
	Dec. 31, 2017
Convertible Notes [Member]
Percentage of convertible note	12.00%

Warrant Liablity (Details Narrative) - USD ($)			12 Months Ended
Warrant Liablity (Details Narrative) - USD ($)	Apr. 21, 2017	Apr. 19, 2017	Dec. 31, 2017	Dec. 31, 2016	Dec. 28, 2017	Dec. 06, 2017	Jul. 13, 2017
Fair value of warrants			$ 3,275,000	$ (232,000)
Number of warrants to purchase of common stock	1,416,667	210,111
Warrant term		2 years
Warrants exercise price per share			$ 4.00			$ 1.50
Cost of the modifications of warrants			$ 1,868,000
Proceeds from warrant exercised			1,650,000	116,000
Additional Paid In Capital [Member]
Fair value of warrants			1,601,000
Warrant Liability One [Member]
Fair value of warrants			138,762
Number of warrants to purchase of common stock					4,666,666
Warrants exercise price per share					$ 2.025
Investor [Member]
Fair value of warrants			$ 1,033,000
Number of warrants to purchase of common stock			784,549
Fundamental Transaction Provision [Member]
Fair value of warrants				418,909
Fundamental Transaction Provision [Member] \| Warrant Liability One [Member]
Fair value of warrants			$ 3,275,000	$ 232,000
Fundamental Transaction Clause [Member]
Fair value of warrants			$ 3,873,000
Securities Purchase Agreement [Member]
Number of warrants to purchase of common stock	1,416,667
Securities Purchase Agreement [Member] \| Three Investor [Member]
Fair value of warrants	$ 187,000
Warrant term	1 year
Warrants outstanding	280,147
Securities Purchase Agreement [Member] \| Three Investor [Member] \| Maximum [Member]
Warrants exercise price per share	$ 4.25
Securities Purchase Agreement [Member] \| Three Investor [Member] \| Minimum [Member]
Warrants exercise price per share	$ 3.00
Warrant Exercise Agreements [Member] \| Investor [Member]
Number of warrants to purchase of common stock			1,122,376				1,906,925
Warrants exercise price per share			$ 1.50
Cost of the modifications of warrants			$ 1,109,000
Proceeds from warrant exercised			$ 1,650,000
Warrant Exercise Agreements [Member] \| Investor [Member] \| Maximum [Member]
Warrants exercise price per share			$ 4
Warrant Exercise Agreements [Member] \| Investor [Member] \| Minimum [Member]
Warrants exercise price per share			$ 3

Warrant Liability - Schedule of Warrant Liability Using Assumptions (Details) - USD ($)

12 Months Ended

Jul. 13, 2017

Apr. 21, 2017

Dec. 31, 2017

Dec. 31, 2016

Apr. 19, 2017

Jun. 02, 2016

1.47%

52.00%

57.00%

2 years

1 year 9 months 7 days

1,416,667

210,111

$ (3,275,000)

$ 232,000

Minimum [Member]

0.77%

Maximum [Member]

1.81%

Issuance Date [Member]

Stock Price

^[1]

$ 4.75

^[1]

1.51%

^[1]

49.33%

^[1]

5 years

Expected dividend yield

^[1]

0.00%

^[1]

1,626,778

Modification Date [Member]

^[1]

$ 3,873,000

Stock Price

$ 2.35

^[2]

$ 4.75

^[3]

1.65%

^[2]

1.51%

^[3]

53.75%

^[2]

49.33%

^[3]

^[3]

5 years

Expected dividend yield

0.00%

^[2]

0.00%

^[3]

1,906,925

^[2]

280,147

^[3]

Modification Date [Member] | Minimum [Member]

$ 1,109,000

^[2]

$ 187,000

^[3]

Modification Date [Member] | Maximum [Member]

^[2]

4 years 9 months 7 days

^[2]

4 years 10 months 21 days

1.74%

^[4]

1.58%

^[5]

56.06%

^[4]

54.71%

^[5]

3 years 5 months 1 day

^[4]

4 years 5 months 1 day

^[5]

Expected dividend yield

0.00%

^[4]

0.00%

^[5]

$ 36,000

^[4]

$ 775,000

^[5]

Stock Price

$ 1.55

^[4]

$ 4.10

^[5]

Percentage of option fixed price

138,762

^[4]

418,909

^[5]

346,206

[1]	(2) On April 21, 2017 and April 19, 2017, the Company granted warrants to purchase 1,416,667 shares and 210,111 shares, respectively, of the Company’s common stock in connection with the Company’s issuance of the Convertible Note. The warrants included fundamental transaction provisions resulting in the total fair value of $3,873,000 to be classified as an increase to the warrant liability. On July 13, 2017, these warrants were repriced as discussed below.
[2]	(4) On July 13, 2017, the Company entered into warrant exercise agreements with certain investors holding participation rights in our financing transactions to reprice warrants to purchase 1,906,925 shares of our common stock. The warrants’ exercise prices were lowered from $3 and $4 per share to $1.50 per share, and the incremental cost before and after the modification of the warrants resulted in an incremental charge of $1,109,000. The warrants were also changed to modify language pertaining to a “fundamental transaction,” eliminating the need to classify the warrants as a warrant liability.
[3]	(3) On April 19, 2017, three accredited investors that are party to the Securities Purchase Agreement dated May 26, 2016 and hold participation rights in the Company’s financing transactions agreed to waive their participation rights with regard to the April 21, 2017 financing. In consideration, these investors’ participation rights, expiring in May 2017, were extended for a period of two years. In addition, on April 21, 2017, the Company increased the terms of their outstanding 280,147 warrants by one year and reduced the exercise price from $4.25 to $3.00, The incremental change in their fair value of $187,000 on the modification date was reported as an increase to the warrant liability.
[4]	(5) Warrant valuation on December 31, 2017 for 138,762 warrants containing fundamental transaction provisions. The change in the fair value of the warrant liability was $3,275,000 and $232,000 for the years ended December 31, 2017 and 2016, respectively.
[5]	(1) Warrant valuation on December 31, 2016 for 418,909 warrants containing fundamental transaction provisions.

Stockholders' Equity (Details Narrative)				1 Months Ended	12 Months Ended
Stockholders' Equity (Details Narrative)	Dec. 06, 2017 USD ($) $ / shares shares	Dec. 06, 2017 USD ($) $ / shares shares	Apr. 19, 2017 shares	Dec. 31, 2016 USD ($) $ / shares shares	Dec. 31, 2017 USD ($) $ / shares shares	Dec. 31, 2017 USD ($) $ / shares shares	Dec. 31, 2016 USD ($) $ / shares shares	Dec. 28, 2017 $ / shares shares	Apr. 21, 2017 $ / shares shares
Preferred stock, par value \| $ / shares				$ 10	$ 10	$ 10	$ 10
Preferred stock, shares authorized				500,000	500,000	500,000	500,000
Preferred stock, shares outstanding				9,411	9,411	9,411	9,411
Common stock, par value \| $ / shares				$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized				40,000,000	40,000,000	40,000,000	40,000,000
Common stock, shares outstanding				13,982,230	24,619,591	24,619,591	13,982,230
Purchase of distribution offering \| $		$ 4,000,000
Number of warrants to purchase of common stock			210,111						1,416,667
Warrant exercise price per share \| $ / shares	$ 1.50	$ 1.50			$ 4.00	$ 4.00
Warrant term			2 years
Number of value issuance and sale of common stock during period \| $							$ 1,687,000
Common stock issued for services, value \| $					$ (99,000)		$ (15,000)
Chief Executive Officer [Member]
Number of shares issuance and sale of common stock during period				30,000
Sale of stock price per share \| $ / shares				$ 3.90			$ 3.90
Number of value issuance and sale of common stock during period \| $				$ 117,000
Raptor [Member]
Number of warrants to purchase of common stock								750,000
Warrant exercise price per share \| $ / shares								$ 1.50
Raptor/Harbor Reeds SPV LLC [Member]
Number of warrants to purchase of common stock									1,416,667
Warrant exercise price per share \| $ / shares									$ 4.00
Gross proceeds from offering percentage	0.02
Backstop Agreement [Member] \| Raptor [Member] \| Minimum [Member]
Purchase of distribution offering \| $	$ 6,000,000
Number of warrants to purchase of common stock	750,000	750,000
Warrant term	5 years
DM Agreement [Member]
Gross proceeds from offering percentage	0.07
Maximum amount paid for agreement \| $						$ 830,000
Additional amount paid \| $					$ 75,000	75,000
Other expense \| $						$ 905,000
Securities Purchase Agreement [Member]
Number of warrants to purchase of common stock									1,416,667
Number of value issuance and sale of common stock during period \| $							$ 1,687,000
Series A Preferred Stock [Member]
Number of preferred stock converted
Rights Offering [Member]
Preferred stock, par value \| $ / shares					$ 0.001	$ 0.001
Purchase of distribution offering \| $					$ 14,000,000
Number of shares issuance and sale of common stock during period					9,333,333
Number of warrants to purchase of common stock					4,666,666	4,666,666
Warrant exercise price per share \| $ / shares					$ 2.025	$ 2.025
Net proceeds from offering \| $					$ 12,887,000
Preferred Shareholders [Member]
Dividend payable to preferred shareholders \| $					$ 5,000		$ 5,000
Number of preferred stock converted					1,640		1,504
Investors [Member]
Number of shares issuance and sale of common stock during period					1,122,376
Gross proceeds from offering percentage	0.04
Sale of stock price per share \| $ / shares					$ 1.50	1.50
Number of value issuance and sale of common stock during period \| $					$ 1,650,000
Investors [Member] \| Securities Purchase Agreement [Member]
Number of shares issuance and sale of common stock during period				692,412
Number of warrants to purchase of common stock				346,206			346,206
Co-Manager [Member] \| Maximum [Member]
Gross proceeds from offering percentage	0.250
Board of Directors [Member]
Number of shares issuance and sale of common stock during period					117,647
Sale of stock price per share \| $ / shares					$ 1.70	1.70
Number of value issuance and sale of common stock during period \| $					$ 200,000
Common stock issued for services, shares					58,065
Shares issued price per share \| $ / shares					$ 1.55	1.55
Common stock issued for services, value \| $					$ 90,000
Related Party [Member]
Common stock issued for services, shares					4,300
Shares issued price per share \| $ / shares					$ 2.20	2.20
Common stock issued for services, value \| $					$ 9,000
Consulting Services [Member]
Common stock issued for services, shares							4,228
Common stock issued for services, value \| $							$ 15,000
Board of Directions [Member] \| January 10, 2018 [Member]
Common stock issued for services, shares					400,000
Shares issued price per share \| $ / shares					$ 1.70	1.70
Common stock issued for services, value \| $					$ 680,000
Series A Preferred Stock [Member]
Percentage of noncumulative preferred stock					5.00%
Series A Preferred Stock [Member]
Preferred stock, par value \| $ / shares					$ 10.00	$ 10.00
Preferred stock, shares authorized					500,000	500,000
Preferred stock, shares outstanding					9,411	9,411
Preferred stock shares, liquidation preference \| $ / shares					$ 10.00	$ 10.00
Preferred stock holders rights to receive at price per share \| $ / shares					$ 10.00	$ 10.00

Stock Options and Warrants (Details Narrative) - USD ($)

12 Months Ended

Dec. 28, 2017

Jul. 19, 2017

Jul. 13, 2017

Apr. 21, 2017

Apr. 19, 2017

Jun. 02, 2016

Dec. 31, 2017

Dec. 31, 2016

Dec. 06, 2017

100.00%

Shares granted

60,000

172,500

Stock options at market price per share

$ 2.20

$ 4.01

Fair value of options granted

$ 39,000

$ 714,000

Weighted-average grant date fair value

$ 0.65

$ 4.01

Stock based compensation cost

$ 276,000

$ 658,000

Aggregate value of unvested options

$ 795,000

Number of option issued under cash-less exercise

84,000

Number of common stock shares issued during the period

76,966

Number of option issued under cash-less exercise price per share

$ 3.36

$ 1.36

Proceeds from stock options exercised

$ 71,000

Aggregate intrinsic values

$ 0

Market price per share

$ 0.65

$ 4.10

1,416,667

210,111

$ 4.00

$ 1.50

$ 3,275,000

$ (232,000)

1,650,000

116,000

Number of warrants exercised

$ (36,000)

^[1]

$ (775,000)

^[2]

16,260

Warrant Tranche Two [Member]

512,560

$ 2.00

Warrant Tranche Three [Member]

5 years

87,745

$ 1.55

5 years

Investor [Member]

784,549

Securities Purchase Agreement [Member]

$ 1,033,000

Warrant Exercise Agreements [Member] | Investors [Member]

1,416,667

1,906,925

1,122,376

Incremental charge of warrants

$ 1.50

$ 1,109,000

Warrant Exercise Agreements [Member] | Investor [Member]

$ 1,650,000

1,906,925

1,122,376

$ 1.50

Three Accredited Investors [Member]

$ 1,650,000

Three Accredited Investors [Member] | Securities Purchase Agreement [Member]

280,147

210,111

$ 3.00

5 years

New Warrants [Member] | Securities Purchase Agreement [Member]

$ 187,000

$ 571,000

346,206

138,762

^[1]

418,909

^[2]

$ 4.25

Warrants [Member] | Black-Scholes-Merton Option Pricing Model [Member]

5 years

Stock price per share

$ 1.55

^[1]

$ 4.10

^[2]

$ 689,000

Volatility rate

53.75%

Warrants [Member] | Maxim Group LLC [Member]

1.65%

Stock price per share

$ 2.35

Financing costs

$ 1,480,000

72,703

$ 3.74

Warrant Liability One [Member]

5 years

4,666,666

$ 2.025

Number of common stock shares issued during the period

$ 138,762

Common Stock [Member]

117,647

Number of warrants exercised

16,260

Stock warrant received value

$ 45,000

Raptor/Harbor Reeds SPV LLC [Member]

1,416,667

$ 4.00

Raptor/Harbor Reeds SPV LLC [Member] | Warrant Exercise Agreements [Member]

2 years

766,667

$ 1,150,000

Raptor [Member]

750,000

$ 1.50

January 10, 2018 [Member] | Chief Executive Officer [Member] | Restricted Stock [Member]

5 years

Shares granted

371,218

January 10, 2018 [Member] | Chief Executive Officer [Member] | Stock Options [Member]

Number of option issued under cash-less exercise price per share

$ 1.70

Options to purchase shares of common stock

371,218

Minimum [Member]

Option vesting period

2 years

Minimum [Member] | Warrant Exercise Agreements [Member] | Investors [Member]

Minimum [Member] | Warrant Exercise Agreements [Member] | Investor [Member]

$ 3

Minimum [Member] | Three Accredited Investors [Member]

Minimum [Member] | Three Accredited Investors [Member] | Securities Purchase Agreement [Member]

$ 3.00

Maximum [Member] | Warrant Exercise Agreements [Member] | Investors [Member]

3.00

Maximum [Member]

Option vesting period

4 years

Maximum [Member] | Warrant Exercise Agreements [Member] | Investor [Member]

Maximum [Member] | Three Accredited Investors [Member]

$ 4

Maximum [Member] | Three Accredited Investors [Member] | Securities Purchase Agreement [Member]

4.25

2007 Stock Option Plan [Member]

$ 4.25

Number of option authorized

1,500,000

2015 Stock Option Plan [Member]

Number of option authorized

3,000,000

[1]	(5) Warrant valuation on December 31, 2017 for 138,762 warrants containing fundamental transaction provisions. The change in the fair value of the warrant liability was $3,275,000 and $232,000 for the years ended December 31, 2017 and 2016, respectively.
[2]	(1) Warrant valuation on December 31, 2016 for 418,909 warrants containing fundamental transaction provisions.

Stock Options and Warrants - Schedule of Stock Option Activity (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Shares, Granted	60,000	172,500
Shares, Exercised
Weighted-Average Exercise Price, Granted	$ 2.20	$ 4.01
Weighted-Average Exercise Price, Exercised	$ 3.36	$ 1.36
Weighted-Average Remaining Contractual Terms (Years), Outstanding Ending	4 years 1 month 20 days
Stock Option [Member]
Shares Outstanding, Beginning balance	1,048,500	980,000
Shares, Granted	60,000	172,500
Shares, Exercised		(84,000)
Shares, Forfeited or expired	(431,000)	(20,000)
Shares Outstanding, Ending balance	677,500	1,048,500
Shares Exercisable	475,400
Weighted-Average Exercise Price, Outstanding, Beginning	$ 4.68	$ 3.96
Weighted-Average Exercise Price, Granted	2.20	4.01
Weighted-Average Exercise Price, Exercised		1.36
Weighted-Average Exercise Price, Forfeited or expired	4.88	4.92
Weighted-Average Exercise Price, Outstanding, Ending	4.35	$ 4.68
Weighted-Average Exercise Price, Exercisable	$ 4.41
Weighted-Average Remaining Contractual Terms (Years), Outstanding Beginning	3 years 9 months 18 days
Weighted-Average Remaining Contractual Terms (Years), Outstanding Ending	4 years 1 month 20 days	3 years 9 months 18 days
Weighted-Average Remaining Contractual Terms (Years), Exercisable	3 years 4 months 28 days
Aggregate Intrinsic Value, Share Outstanding, Beginning	$ 61,000
Aggregate Intrinsic Value, Share Outstanding, Ending		$ 61,000
Aggregate Intrinsic Value, Share Exercisable

Stock Options and Warrants - Schedule of Fair Value of Option Award Valuation Assumptions (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Expected volatility	52.00%	57.00%
Expected dividends
Expected average term (in years)	2 years	1 year 9 months 7 days
Risk free rate - average	1.47%
Forfeiture rate	0.00%	0.00%
Minimum [Member]
Risk free rate - average		0.77%
Maximum [Member]
Risk free rate - average		1.81%

Stock Options and Warrants - Schedule of Information Regarding Stock Options (Details)	12 Months Ended
	Dec. 31, 2017 $ / shares shares
Number of Shares Outstanding \| shares	677,500
Weighted Average Exercise Price	$ 4.35
Weighted Average Remaining Contractual Life (years)	4 years 1 month 20 days
Number of Shares Exercisable \| shares	475,400
Weighted Average Exercise Price	$ 4.41
Range One [Member]
Range of Exercise Price Lower Limit	2.20
Range of Exercise Price Upper limit	$ 3.74
Number of Shares Outstanding \| shares	202,500
Weighted Average Exercise Price	$ 3.27
Weighted Average Remaining Contractual Life (years)	8 years 11 months 26 days
Number of Shares Exercisable \| shares	115,400
Weighted Average Exercise Price	$ 3.45
Range Two [Member]
Range of Exercise Price Lower Limit	4.00
Range of Exercise Price Upper limit	$ 5.39
Number of Shares Outstanding \| shares	475,000
Weighted Average Exercise Price	$ 4.80
Weighted Average Remaining Contractual Life (years)	2 years 26 days
Number of Shares Exercisable \| shares	360,000
Weighted Average Exercise Price	$ 4.71

Stock Options and Warrants - Schedule of Nonvested Shares Granted Under the Stock Option Plan (Details) - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Nonvested, Shares Outstanding, Beginning	504,966
Nonvested, Shares Granted	60,000	172,500
Nonvested, Shares Vested	68,134
Nonvested, Shares Forfeited	(431,000)
Nonvested, Shares Outstanding, Ending	202,100	504,966
Weighted-Average Grant Date Fair Value, Nonvested Shares Outstanding, Beginning balance	$ 4.68
Weighted-Average Grant Date Fair Value, Nonvested Shares Granted	0.65	$ 4.10
Weighted-Average Grant Date Fair Value, Nonvested Shares Vested	4.88
Weighted-Average Grant Date Fair Value, Nonvested Shares Forfeited	3.95
Weighted-Average Grant Date Fair Value, Nonvested Shares Outstanding, Ending balance	$ 4.35	$ 4.68

Stock Options and Warrants - Schedule of Stock Warrants Activity (Details) - Warrants [Member] - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Shares Outstanding, Beginning Balance	803,909	341,261
Shares, Granted	7,643,749	478,909
Shares, Exercised	(1,122,376)	(16,260)
Shares, Forfeited or expired		(1)
Shares Outstanding, Ending Balance	7,325,282	803,909
Shares Exercisable, Ending Balance	1,395,246
Weighted-Average Exercise Price, Outstanding Beginning Balance	$ 4.50	$ 5.17
Weighted-Average Exercise Price, Granted	1.95	4.50
Weighted-Average Exercise Price, Exercised	1.50	2.77
Weighted-Average Exercise Price, Forfeited or expired
Weighted-Average Exercise Price, Outstanding Ending Balance	2.09	$ 4.50
Weighted-Average Exercise Price, Exercisable Ending Balance	$ 2.68
Weighted-Average Remaining Contractual Terms (Years), Outstanding Beginning Balance	4 years	3 years 3 months 19 days
Weighted-Average Remaining Contractual Terms (Years), Outstanding Ending Balance	3 years 5 months 5 days	4 years
Weighted-Average Remaining Contractual Terms (Years), Exercisable Ending Balance	3 years 9 months 3 days
Aggregate Intrinsic Value Shares Outstanding Beginning	$ 26,000	$ 152,000
Aggregate Intrinsic Value Shares Outstanding Ending	115,955	$ 26,000
Aggregate Intrinsic Value Shares Exercisable	$ 78,374

Stock Options and Warrants - Schedule of Outstanding Warrants to Purchase Common Stock (Details) - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 06, 2017	Jun. 02, 2016
Warrants exercise price	$ 4.00		$ 1.50
Warrants One [Member]
Number of warrants outstanding	200,000	200,000
Warrants exercise price	$ 5.60	$ 5.60
Warrants expiration dates	Sep-19	Sep-19
Warrants Two [Member]
Number of warrants outstanding	125,000	125,000
Warrants exercise price	$ 4.10	$ 4.10
Warrants expiration dates	May-21	May-21
Warrants Three [Member]
Number of warrants outstanding	10,000	10,000
Warrants exercise price	$ 3.90	$ 3.90
Warrants expiration dates	Oct-21	Oct-21
Warrants Four [Member]
Number of warrants outstanding	50,000	50,000
Warrants exercise price	$ 4.10	$ 4.10
Warrants expiration dates	Nov-21	Nov-21
Warrants Five [Member]
Number of warrants outstanding	138,762	418,909
Warrants expiration dates	Jun-21	Jun-21
Warrants Five [Member] \| Minimum [Member]
Warrants exercise price	$ 3.74	$ 3.74
Warrants Five [Member] \| Maximum [Member]
Warrants exercise price	$ 4.25	$ 4.25
Warrants Six [Member]
Number of warrants outstanding	784,549
Warrants exercise price	$ 1.50
Warrants expiration dates	Apr-22	—
Warrants Seven [Member]
Number of warrants outstanding	600,305
Warrants exercise price
Warrants expiration dates	Jul-22	—
Warrants Seven [Member] \| Minimum [Member]
Warrants exercise price	$ 1.55
Warrants Seven [Member] \| Maximum [Member]
Warrants exercise price	$ 2.00
Warrants Eight [Member]
Number of warrants outstanding	4,666,666
Warrants exercise price	$ 2.03
Warrants expiration dates	Dec-20	—
Warrants Nine [Member]
Number of warrants outstanding	750,000
Warrants exercise price	$ 1.50
Warrants expiration dates	Dec-22	—
Warrants [Member]
Number of warrants outstanding	7,325,282	803,909
Warrants exercise price				$ 4.25

Income Taxes (Details Narrative) - USD ($)	12 Months Ended
Income Taxes (Details Narrative) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Federal net operating loss carryforwards	$ 34,800,000	$ 21,300,000
State net operating loss carryforwards	$ 18,200,000	$ 14,500,000
Federal carryforward loss expires year	2034
State carryforward loss expires year	2019

Income Taxes - Schedule of Deferred Income Tax Assets (Details) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Net operating loss carry forward	$ 8,927,000	$ 10,325,000
Accounts receivable allowances	227,000
Inventory reserves	148,000
Reserve on asset impairment	655,000
Total deferred tax asset	9,957,000	10,325,000
Valuation allowance	(9,957,000)	(10,325,000)
Net deferred income tax asset

Income Taxes - Schedule of Reconciliation of Effective Income Tax Rate to U.S. Statutory Rate (Details)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Federal Statutory tax rate	(34.00%)	(34.00%)
State tax net of federal benefit	(5.00%)	(5.00%)
Foreign income tax rate differential	(39.00%)	(39.00%)
Change in valuation	10.00%	0.00%
Valuation allowance	29.00%	39.00%
Effective tax rate	0.00%	0.00%

Commitments and Contingencies (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Commitments and Contingencies Disclosure [Abstract]
Rental expense	$ 56,000	$ 54,000

Related Party Activity (Details Narrative) - USD ($)

12 Months Ended

Dec. 06, 2017

Jul. 13, 2017

Apr. 21, 2017

Apr. 19, 2017

Dec. 31, 2017

Dec. 31, 2016

Dec. 28, 2017

Dec. 12, 2017

Jun. 02, 2016

Advance to affiliate

$ 571,000

Repayments of related party

240,000

Number of shares issued for services, value

$ (99,000)

$ (15,000)

$ 3,400,000

Conversion price per share

1,416,667

210,111

Maturity date

Oct. 21, 2018

$ 3.00

Warrant expiration date

Apr. 21, 2019

$ 1.50

$ 4.00

$ 1,650,000

$ 116,000

Purchase of distribution offering

2 years

$ 4,000,000

Common Stock [Member]

Number of shares issued for services, shares

62,365

4,228

Number of shares issued for services, value

138,762

^[1]

418,909

^[2]

346,206

Raptor/Harbor Reeds SPV LLC [Member]

$ 4.25

1,416,667

$ 4.00

Direct costs

$ 157,000

Raptor [Member]

750,000

Conversion price per share

$ 1.50

Reduced [Member]

1.75

Reduced conversion price per share

$ 1.50

Securities Purchase Agreement [Member]

$ 3,400,000

1,416,667

Maturity date description

12.00%

Maturity date

Apr. 21, 2019

The maturity date was subsequently extended to April 21, 2021.

Warrant Exercise Agreements [Member] | Raptor/Harbor Reeds SPV LLC [Member]

766,667

150.00%

Warrant Exercise Agreements [Member] | Raptor/Harbor Reeds SPV LLC [Member] | Second Tranche Warrants [Member]

$ 1,150,000

350,000

200.00%

Warrant Exercise Agreements [Member] | Raptor/Harbor Reeds SPV LLC [Member] | Third Tranche Warrants [Member]

5 years

60,000

155.00%

Backstop Agreement [Member] | Common Stock [Member]

5 years

Rights to purchase subscriptions shares

2,666,667

Backstop Agreement [Member] | Warrants [Member]

Rights to purchase subscriptions shares

1,333,333

Backstop Agreement [Member] | Raptor [Member]

Rights to purchase subscriptions shares

2,666,667

Backstop Agreement [Member] | Raptor [Member] | Minimum [Member]

750,000