Note 14 - Related Party Transactions
|9 Months Ended|
Sep. 30, 2018
|Notes to Financial Statements|
|Related Party Transactions Disclosure [Text Block]||
14-- RELATED PARTY TRANSACTIONS
Milestone Scientific has a manufacturing agreement with United Systems (whose controlling shareholder, Tom Cheng, is a significant stockholder of Milestone Scientific), the principal manufacturers of its handpieces, pursuant to which it manufactures products under specific purchase orders, but without minimum purchase commitments. Purchases from this manufacturer were
September 30, 2018,respectively. Purchases from this manufacturer were
September 30, 2017,respectively. As of
September 30, 2018,and
December 31, 2017,Milestone Scientific owed this manufacturer
$985,678,respectively, which is included in accounts payable, related party on the condensed consolidated balance sheet.
September 30, 2018Milestone Scientific through its wholly owned subsidiary, Wand Dental, entered into an agreement with United Systems. The agreement was a Royalty Agreement for handpieces sold to Milestone China by United Systems. United Systems will pay Wand Dental a royalty equal to the net profit that Wand Dental would have received if the handpieces were sold directly to Milestone China or its Agent. As of
September 30, 2018,Wand Dental has deferred royalty income of
$342,540that will be recognized at the earlier of when payment of the royalties is received from United Systems or when collectability is deemed to be assured and is included in accounts receivable, related party and deferred revenue, related party on the condensed consolidated balance sheet.
Also, during the
September 30, 2018,a Distribution agreement between Wand Dental and United Systems was formed. Under the Distribution agreement United Systems purchased
1,000STA instruments in
June 2018,for delivery to Milestone China. Due to the related party nature and collectability concerns Wand Dental has deferred the sale. Milestone Scientific has deferred approximately
$750,000of related party sales of devices to Milestone China under the agreement with United Systems as of
September 30, 2018.As of
September 30, 2018,Milestone Scientific recorded accounts receivable, related party and deferred revenue, related party of
$750,000and deferred cost, related of
$686,365,respectively. The deferred revenue, accounts receivable and deferred cost from this transaction are included in accounts receivable, deferred revenue and deferred cost related party related to Milestone China disclosed below.
March 2, 2018,the promissory note (See note
4) was in default. In
April 2018,Milestone Scientific entered into a Release, Assignment and Termination Agreement (the “Termination Agreement”) with the issuer of the promissory note, pursuant to which, Milestone Scientific repaid the
$250,000payment made by the issuer and the issuer returned the shares of Milestone China’s common stock to Milestone Scientific and cancelled the promissory note.
Milestone Scientific defers the total revenue and costs of goods sold when devices and handpieces are shipped to Milestone China and Milestone China’s agents due to market conditions and Milestone China liquidity concerns, until a payment is received. As of
September 30, 2018,Milestone Scientific had deferred revenues and deferred costs associated with sales to Milestone China and its agents was approximately
$790,000,respectively. As of
December 31, 2017,Milestone Scientific had deferred revenues and deferred costs associated with sales to Milestone China and its agents was approximately
$1.1million, respectively. Milestone Scientific recognized
$300,000related party revenue from Milestone China and it’s agents during the
September 30, 2018.Milestone Scientific recognized
$1.7million of related party revenue for the
September 30, 2017.See Note
8for further information.
August 2016,K. Tucker Andersen, a significant stockholder of Milestone Scientific, entered into a
three-year agreement with Milestone Scientific to provide financial and business strategic services. Expenses recognized on this agreement were
September 30, 2018and
January 2017,Milestone Scientific entered into a
twelve-month agreement with Innovest S.p.A., a significant stockholder of Milestone Scientific, to provide consulting services. This agreement will renew for successive
twelve-month terms unless terminated by Innovest S.p.A or Milestone Scientific. Expenses recognized on this agreement were
September 30, 2018and
The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.
Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef