Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 18, 2014 | Jun. 30, 2013 | |
Document and Entity Information: | ' | ' | ' |
Entity Registrant Name | 'PLUG POWER INC | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Amendment Flag | 'false | ' | ' |
Entity Central Index Key | '0001093691 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 143,848,173 | ' |
Entity Public Float | ' | ' | $30,259,968 |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Entity Current Reporting Status | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets: | ' | ' |
Cash and cash equivalents | $5,026,523 | $9,380,059 |
Accounts receivable, net | 6,429,400 | 4,021,725 |
Inventory | 10,406,320 | 8,550,457 |
Prepaid expenses and other current assets | 1,850,859 | 1,988,457 |
Total current assets | 23,713,102 | 23,940,698 |
Restricted cash | 500,000 | 0 |
Property, plant, and equipment, net | 5,277,667 | 6,708,237 |
Leased property under capital lease | 2,453,312 | 2,969,799 |
Note receivable | 509,945 | 570,697 |
Intangible assets, net | 2,901,595 | 5,270,571 |
Total assets | 35,355,621 | 39,460,002 |
Current liabilities: | ' | ' |
Borrowings under line of credit | 0 | 3,380,835 |
Accounts payable | 3,094,385 | 3,558,157 |
Accrued expenses | 3,068,774 | 3,828,045 |
Product warranty reserve | 1,608,131 | 2,671,409 |
Deferred revenue | 3,434,735 | 2,950,375 |
Obligations under capital lease | 717,870 | 650,379 |
Other current liabilities | 679,176 | 0 |
Total current liabilities | 12,603,071 | 17,039,200 |
Obligations under capital lease | 586,879 | 1,304,749 |
Deferred revenue | 5,579,281 | 4,362,092 |
Common stock warrant liability | 28,829,849 | 475,825 |
Finance obligation | 2,492,330 | 0 |
Other liabilities | 765,281 | 1,247,833 |
Total liabilities | 50,856,691 | 24,429,699 |
Redeemable Preferred Stock: | ' | ' |
Series C redeemable convertible preferred stock, $0.01 par value per share(aggregate involuntary liquidation preference $17,007,931) 10,431 shares authorized;Issued and outstanding: 10,431 at December 31, 2013 and 0 at December 31, 2012 | 2,371,080 | 0 |
Stockholders' (deficit) equity: | ' | ' |
Common stock, $0.01 par value per share; 245,000,000 shares authorized; Issued (including shares in treasury):106,356,558 at December 31, 2013 and 38,404,764 at December 31, 2012 | 1,063,566 | 384,048 |
Additional paid-in capital | 831,155,925 | 801,840,491 |
Accumulated other comprehensive income | 897,807 | 1,004,412 |
Accumulated deficit | -849,437,066 | -786,646,266 |
Less common stock in treasury: 165,906 shares at December 31, 2013 and December 31, 2012 | -1,552,382 | -1,552,382 |
Total stockholders' (deficit) equity | -17,872,150 | 15,030,303 |
Total liabilities, redeemable preferred stock, and stockholders' (deficit) equity | $35,355,621 | $39,460,002 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets Parentheticals (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Balance Sheets Parentheticals | ' | ' |
Series C Redeemable convertible preferred stock per share | $0.01 | ' |
aggregate involuntary liquidation preference | $17,007,931 | ' |
Preferred stock shares authorized | 10,431 | ' |
Series C redeemable convertible preferred stock shares issued | 10,431 | ' |
Series C redeemable convertible preferred stock shares outstanding | 10,431 | 10,431 |
Common stock par value | $0.01 | $0.01 |
Common stock shares authorized | 245,000,000 | 245,000,000 |
Common stock shares issued | 106,356,558 | 38,404,764 |
Common stock shares outstanding | 106,356,558 | 38,404,764 |
Less common stock in treasury | 165,906 | 165,906 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Revenues {1} | ' | ' | ' |
Product revenue | $18,446,082 | $20,791,874 | $19,591,786 |
Service revenue | 6,658,816 | 3,615,253 | 3,631,479 |
Research and development contract revenue | 1,496,530 | 1,701,330 | 3,886,114 |
Licensed technology revenue | 0 | 0 | 516,563 |
Total revenue | 26,601,428 | 26,108,457 | 27,625,942 |
Cost of product revenue | 20,414,084 | 25,353,541 | 22,625,306 |
Cost of service revenue | 14,928,595 | 12,304,158 | 8,044,296 |
Cost of research and development contract revenue | 2,505,989 | 2,804,817 | 6,232,210 |
Research and development expense | 3,121,007 | 5,434,235 | 5,655,748 |
Selling, general and administrative expenses | 12,325,466 | 14,576,998 | 14,545,965 |
Gain on sale of assets | 0 | 0 | -673,358 |
Amortization of intangible assets | 2,270,858 | 2,306,489 | 2,322,876 |
Operating loss | -28,964,571 | -36,671,781 | -31,127,101 |
Interest and other income | 150,006 | 226,120 | 248,430 |
Change in fair value of common stock warrant liability | -37,101,818 | 4,845,165 | 3,447,153 |
Interest and other expense and foreign currency gain (loss) | -398,275 | -261,958 | -22,436 |
Gain on sale of equity interest in joint venture | 3,234,717 | 0 | 0 |
Loss before income taxes | -63,079,941 | -31,862,454 | -27,453,954 |
Income tax benefit | 410,259 | 0 | 0 |
Net loss attributable to the Company | -62,669,682 | -31,862,454 | -27,453,954 |
Preferred stock dividends declared | -121,118 | 0 | 0 |
Net loss attributable to common shareholders | ($62,790,800) | ($31,862,454) | ($27,453,954) |
Loss per share: | ' | ' | ' |
Basic and diluted | ($0.82) | ($0.93) | ($1.46) |
Weighted average number of common shares outstanding | 76,436,408 | 34,376,427 | 18,778,066 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
COMPREHENSIVE LOSS | ' | ' | ' |
Net loss attributable to the Company | ($62,669,682) | ($31,862,454) | ($27,453,954) |
Foreign currency translation (loss) gain | -106,605 | 75,668 | -55,626 |
Unrealized gain on available-for-sale securities, net | 0 | 0 | 18,502 |
Comprehensive Loss | ($62,776,287) | ($31,786,786) | ($27,491,078) |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY (USD $) | Common Stock Shares | Common Stock Amount | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Treasury Stock Shares | Treasury Stock Amount | Accumulated Deficit | Total Stockholders' (Deficit) Equity |
USD ($) | USD ($) | USD ($) | ||||||
Balance at Dec. 31, 2010 | 13,369,924 | 133,699 | 770,863,164 | 965,868 | 180,449 | -1,719,510 | -727,329,858 | 42,913,363 |
Net loss attributable to the Company | ' | ' | ' | ' | ' | ' | ($27,453,954) | ($27,453,954) |
Other comprehensive loss | ' | ' | ' | -37,124 | ' | ' | ' | -37,124 |
Stock based compensation | 221,737 | 2,217 | 1,848,330 | ' | 833 | -3,030 | ' | 1,847,517 |
Public offering common stock, net | 9,332,750 | 93,328 | 11,831,027 | ' | ' | ' | ' | 11,924,355 |
Issuance of treasury shares | ' | ' | -328,650 | ' | -35,000 | 328,650 | ' | ' |
Purchase of treasury shares | ' | ' | ' | ' | 19,624 | -158,492 | ' | -158,492 |
Other comprehensive loss | ' | ' | ' | -37,124 | ' | ' | ' | -37,124 |
Balance at Dec. 31, 2011 | 22,924,411 | 229,244 | 784,213,871 | 928,744 | 165,906 | -1,552,382 | -754,783,812 | 29,035,665 |
Public offering common stock, net | 14,950,000 | 149,500 | 15,640,770 | ' | ' | ' | ' | 15,790,270 |
Net loss attributable to the Company | ' | ' | ' | ' | ' | ' | -31,862,454 | -31,862,454 |
Other comprehensive income | ' | ' | ' | 75,668 | ' | ' | ' | 75,668 |
Stock based compensation | 530,353 | 5,304 | 1,985,850 | ' | ' | ' | ' | 1,991,154 |
Balance at Dec. 31, 2012 | 38,404,764 | 384,048 | 801,840,491 | 1,004,412 | 165,906 | -1,552,382 | -786,646,266 | 15,030,303 |
Other comprehensive loss | ' | ' | ' | -106,605 | ' | ' | ' | -106,605 |
Net loss attributable to the Company | ' | ' | ' | ' | ' | ' | -62,669,682 | -62,669,682 |
Other comprehensive loss | ' | ' | ' | ($106,605) | ' | ' | ' | ($106,605) |
Stock based compensation | 2,198,154 | 21,982 | 2,127,510 | ' | ' | ' | ' | 2,149,492 |
Public Offering, common stock, net (1) | 43,101,800 | 431,018 | 9,991,406 | ' | ' | ' | ' | 10,422,424 |
Exercise of warrants (2) | 22,494,987 | 224,950 | 17,076,968 | ' | ' | ' | ' | 17,301,918 |
Stock dividend | 156,853 | 1,568 | 119,550 | ' | ' | ' | -121,118 | ' |
Balance at Dec. 31, 2013 | 106,356,558 | 1,063,566 | 831,155,925 | 897,807 | 165,906 | -1,552,382 | -849,437,066 | -17,872,150 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
OPERATING ACTIVITIES: | ' | ' | ' |
Net loss attributable to the Company | ($62,669,682) | ($31,862,454) | ($27,453,954) |
Depreciation of property, plant and equipment, and investment in leased property | 1,907,940 | 2,069,672 | 2,132,117 |
Amortization of intangible assets | 2,270,858 | 2,306,489 | 2,322,876 |
Stock-based compensation | 2,180,869 | 2,001,840 | 1,452,259 |
Gain on sale of equity interest in joint venture | -3,234,717 | 0 | 0 |
Loss on disposal of property, plant and equipment | 65,899 | 51,975 | 308,621 |
Loss (gain) on sale of leased assets | 0 | 20,068 | -673,358 |
Realized loss on available for sale securities | 0 | 0 | 22,421 |
Change in fair value of common stock warrant liability | 37,101,818 | -4,845,165 | -3,447,153 |
Changes in operating assets and liabilities that provide (use) cash: | ' | ' | ' |
Accounts receivable | -2,407,675 | 9,367,539 | -9,192,901 |
Inventory | -1,855,863 | -1,294,671 | 1,438,195 |
Prepaid expenses and other current assets | 137,598 | -94,443 | -310,089 |
Note receivable | 60,752 | -570,697 | 0 |
Accounts payable, accrued expenses, product warranty reserve and other liabilities | -2,140,157 | 914,388 | -1,101,356 |
Deferred revenue | 1,701,549 | 1,770,463 | 1,192,255 |
Net cash used in operating activities | -26,880,811 | -20,164,996 | -33,310,067 |
Proceeds from sale of equity interest in joint venture | 3,234,717 | 0 | 0 |
Purchase of property, plant and equipment | -111,032 | -77,527 | -1,326,144 |
Restricted cash | 0 | 0 | 525,000 |
Proceeds from disposal of property, plant and equipment | 84,250 | 63,605 | 46,650 |
Proceeds from sale of leased assets | 0 | 0 | 673,358 |
Proceeds from maturities and sales of available-for-sale securities | 0 | 0 | 10,399,396 |
Net cash provided by (used in) investing activities | 3,207,935 | -13,922 | 10,318,260 |
Change in restricted cash | -500,000 | 0 | 0 |
Purchase of treasury stock | 0 | 0 | -158,492 |
Proceeds from exercise of warrants | 6,103,096 | 0 | 0 |
Proceeds from issuance of preferred stock | 2,595,400 | 0 | 0 |
Preferred stock issuance costs | -224,320 | 0 | 0 |
Proceeds from issuance of common stock and warrants | 14,807,718 | 17,192,500 | 22,583,877 |
Common stock issuance costs | -1,934,265 | -1,402,230 | -1,891,378 |
Repayment of borrowings under line of credit | -3,380,835 | -2,024,275 | 5,405,110 |
Proceeds from finance obligation | 2,600,000 | 2,105,282 | 0 |
Principal payments on obligations under capital lease and finance obligation | -698,674 | -170,222 | -9,956 |
Net cash provided by financing activities | 19,368,120 | 15,701,055 | 25,929,161 |
Effect of exchange rate changes on cash | -48,780 | 1,029 | -35,864 |
Increase (decrease) in cash and cash equivalents | -4,353,536 | -4,476,834 | 2,901,490 |
Cash and cash equivalents, beginning of year | 9,380,059 | 13,856,893 | 10,955,403 |
Cash and cash equivalents, end of year | $5,026,523 | $9,380,059 | $13,856,893 |
Nature_of_Operations
Nature of Operations | 12 Months Ended |
Dec. 31, 2013 | |
Summary of Significant Accounting Policies | ' |
Nature of Operations | ' |
1. Nature of Operations | |
Description of Business | |
Plug Power Inc., or the Company, is a leading provider of alternative energy technology focused on the design, development, commercialization and manufacture of fuel cell systems for the industrial off-road (forklift or material handling) market. | |
We are focused on proton exchange membrane, or PEM, fuel cell and fuel processing technologies and fuel cell/battery hybrid technologies, from which multiple products are available. A fuel cell is an electrochemical device that combines hydrogen and oxygen to produce electricity and heat without combustion. Hydrogen is derived from hydrocarbon fuels such as liquid petroleum gas, or LPG, natural gas, propane, methanol, ethanol, gasoline or biofuels. Hydrogen can also be obtained from the electrolysis of water. Hydrogen can be purchased directly from industrial gas providers or can be produced on-site at consumer locations. | |
We sell and continue to develop fuel cell product solutions to replace lead-acid batteries in material handling vehicles and industrial trucks for some of North America’s largest distribution and manufacturing businesses. We are focusing our efforts on material handling applications (forklifts) at multi-shift high volume manufacturing and high throughput distribution sites where our products and services provide a unique combination of productivity, flexibility and environmental benefits. Our current product line includes: GenDrive, a hydrogen fueled PEM fuel cell system providing power to material handling vehicles; GenKey, our turn-key solution offering complete simplicity to customers transitioning their material handling vehicles to fuel cell power; GenFuel, our hydrogen fueling delivery system; and GenCare, our ongoing maintenance program for both the GenDrive fuel cells and GenFuel products. | |
We sell our products worldwide, with a primary focus on North America, through our direct product sales force, leveraging relationships with original equipment manufacturers, or OEMs, and their dealer networks. We are party to a joint venture based in France with Axane, S.A. under the name Hypulsion, to develop and sell hydrogen fuel cell systems for the European material handling market. We sell to businesses, government agencies and commercial consumers. | |
We were organized in the State of Delaware on June 27, 1997. | |
Unless the context indicates otherwise, the terms “Company,” “Plug Power,” “we,” “our” or “us” as used herein refers to Plug Power Inc. and its subsidiaries. | |
Liquidity | |
Our cash requirements relate primarily to working capital needed to operate and grow our business, including funding operating expenses, growth in inventory to support both shipments of new units and servicing the installed base, funding the growth in our GenKey “turn-key” solution which also includes the installation of our customer’s hydrogen infrastructure as well as delivery of the hydrogen molecule, and continued development and expansion of our products. Our ability to achieve profitability and meet future liquidity needs and capital requirements will depend upon numerous factors, including the timing and quantity of product orders and shipments; the timing and amount of our operating expenses; the timing and costs of working capital needs; the timing and costs of building a sales base; the timing and costs of developing marketing and distribution channels; the timing and costs of product service requirements; the timing and costs of hiring and training product staff; the extent to which our products gain market acceptance; the timing and costs of product development and introductions; the extent of our ongoing and any new research and development programs; and changes in our strategy or our planned activities. If we are unable to fund our operations without additional external financing and therefore cannot sustain future operations, we may be required to delay, reduce and/or cease our operations and/or seek bankruptcy protection. | |
We have experienced and continue to experience negative cash flows from operations and net losses. The Company incurred net losses attributable to common shareholders of $62.8 million, $31.9 million and $27.5 million for the years ended December 31, 2013, 2012 and 2011, respectively, and has an accumulated deficit of $849.4 million at December 31, 2013. Substantially all of our accumulated deficit has been incurred in connection with our operating expenses, research and development expenses and from general and administrative costs associated with our operations. We expect that for fiscal year 2014, our operating cash burn will be approximately $10-$15 million. | |
Net cash used in operating activities for the year ended December 31, 2013 was $26.9 million. Additionally, on December 31, 2013, we had cash and cash equivalents of $5.0 million and net working capital of $11.1 million. This compares to $9.4 million and $6.9 million, respectively, at December 31, 2012. | |
On January 15, 2014, we completed an underwritten public offering of 10,000,000 shares of common stock and accompanying warrants to purchase 4,000,000 shares of common stock. The shares and the warrants were sold together in a fixed combination, with each combination consisting of one share of common stock and 0.40 of a warrant to purchase one share of common stock, at a price of $3.00 per fixed combination for gross proceeds of $30.0 million. The securities were placed with a single institutional investor. The warrants have an exercise price of $4.00 per share, are immediately exercisable and will expire on January 15, 2019. Net proceeds, after underwriting discounts and commissions and other estimated fees and expenses were approximately $28.0 million. | |
On March 11, 2014, we completed an underwritten public offering of 3,902,440 shares of common stock. The shares were sold at $5.74 per share for gross proceeds of approximately $22.4 million. The shares were placed with a single institutional investor. Net proceeds, after underwriting discounts and commissions and other estimated fees and expenses were approximately $21.5 million. | |
Between January 1, 2014 and March 21, 2014, we have received an additional $18.2 million from the exercise of previously issued common stock warrants. | |
To date, we have funded our operations primarily through public and private offerings of common and preferred stock, a sale-leaseback of our building, our previous line of credit and maturities and sales of our available-for-sale securities. The Company believes that its current cash, cash equivalents, cash generated from future sales, cash generated from the exercise of outstanding warrants, and cash generated from recent public offerings will provide sufficient liquidity to fund operations for at least the next twelve months. This projection is based on our current expectations regarding product sales, cost structure, cash burn rate and operating assumptions. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||
2. Summary of Significant Accounting Policies | |||||||||||
Principles of Consolidation | |||||||||||
The consolidated financial statements include the financial statements of Plug Power Inc. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. It is the Company’s policy to reclassify prior year consolidated financial statements to conform to current year presentation. | |||||||||||
Cash Equivalents | |||||||||||
Cash equivalents consist of money market accounts with an initial term of less than three months. For purposes of the consolidated statements of cash flows, the Company considers all highly-liquid debt instruments with original maturities of three months or less to be cash equivalents. The Company’s cash and cash equivalents are deposited with financial institutions located in the U.S. and may at times exceed insured limits. | |||||||||||
Accounts Receivable | |||||||||||
Accounts receivable related to product and service arrangements are recorded when products are shipped or delivered to customers, as appropriate. Accounts receivable related to contract research and development arrangements are recorded when work is completed under the applicable contract. Accounts receivable are stated at the amount billed to customers and are ordinarily due between 30 and 60 days after the issuance of the invoice. Accounts are considered delinquent when more than 90 days past due, and no extended payment agreements have been granted. Delinquent receivables are reserved or written off based on individual credit evaluation and specific circumstances of the customer. The allowance for doubtful accounts and related receivable are reduced when the amount is deemed uncollectible. As of December 31, 2013 and December 31, 2012, the allowance for doubtful accounts was $0. | |||||||||||
Inventory | |||||||||||
Inventory is stated at the lower of cost or market value and consists primarily of raw materials. In the case of our consignment arrangements, we do not relieve inventory until the customer has accepted the product, at which time the risks and rewards of ownership have transferred. At December 31, 2013 and 2012, inventory on consignment was valued at approximately $1,178,000 and $406,000, respectively. | |||||||||||
Intangible Assets | |||||||||||
Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment when certain triggering events occur. Intangible assets consisting of acquired technology and customer relationships related to Cellex and General Hydrogen are amortized using a straight-line method over their useful lives of 8 years. | |||||||||||
Revenue Recognition | |||||||||||
The Company recognizes revenue under arrangements for products and services, which may include the sale of products (GenDrive units) and related services, including revenue from installation, service and maintenance, spare parts, hydrogen fueling services, which may include hydrogen supply as well as hydrogen fueling infrastructure, and leased units. The Company also recognizes revenue under research and development contracts, which are primarily cost reimbursement contracts associated with the development of PEM fuel cell technology. Revenue is generally recognized under these arrangements as follows. | |||||||||||
Products and Services | |||||||||||
The Company enters into revenue arrangements that may contain a combination of fuel cell systems and equipment, which may be sold, or under a limited number of arrangements leased to customers, installation, service, maintenance, spare parts, hydrogen fueling and other support services. For these multiple deliverable arrangements, the Company accounts for each separate deliverable as a separate unit of accounting if the delivered item or items have value to the customer on a standalone basis. The Company considers a deliverable to have standalone value if the item is sold separately by us or another entity or if the item could be resold by the customer. The Company allocates revenue to each separate deliverable based on its relative selling price. When determining the relative selling price, the Company utilizes its best estimate of the selling price as vendor-specific objective evidence and third-party evidence is generally not available for the deliverables involved in our revenue arrangements due to a lack of a competitive environment in selling fuel cell technology. For a majority of our deliverables, the Company determines relative selling prices using its best estimate of the selling price as vendor-specific objective evidence and third-party evidence is generally not available for the deliverables involved in its revenue arrangements due to a lack of a competitive environment in selling fuel cell technology. When determining estimated selling prices, the Company may consider the cost to produce the deliverable, the anticipated margin on that deliverable, the selling price and profit margin for similar parts, the Company’s ongoing pricing strategy and policies, the value of any enhancements that have been built into the deliverable and the characteristics of the varying markets in which the deliverable is sold, as applicable. The Company determines estimated selling prices for deliverables in its agreements based on the specific facts and circumstances of each arrangement and analyzes the estimated selling prices used for its allocation of arrangement consideration at least annually. Selling prices will be analyzed on a more frequent basis if a significant change in the Company’s business necessitates a more timely analysis or if the Company experiences significant variances in its selling prices. | |||||||||||
Once relative selling prices are determined, the Company proportionately allocates the sale consideration to each element of the arrangement. The allocated sales consideration related to fuel cell systems and equipment, spare parts, and hydrogen is recognized as revenue at shipment if title and risk of loss have passed to the customer, there is persuasive evidence of an arrangement, the sales price is fixed or determinable, collection of the related receivable is reasonably assured, and customer acceptance criteria, if any, have been successfully demonstrated. The allocated sales consideration related to installation, service, maintenance, and hydrogen delivery infrastructure is generally recognized as revenue when completed or on a straight-line basis over the term of the contract, as appropriate. | |||||||||||
In the case of consignment sales, the Company does not begin recognizing revenue until the customer has accepted the product, at which time the risks and rewards of ownership have transferred, the price is fixed, and the Company has a reasonable expectation of collection upon billing. | |||||||||||
The Company does not include a right of return on its products other than rights related to warranty provisions that permit repair or replacement of defective goods. The Company accrues for anticipated warranty costs at the same time that revenue is recognized for the related product. | |||||||||||
The Company has also sold extended warranty contracts that generally provide for a five to ten year warranty from the date of product installation. These types of contacts are accounted for as a separate deliverable, and accordingly, revenue generated from these transactions is deferred and recognized in income over the warranty period, generally on a straight-line basis. Additionally, the Company may enter into annual service and maintenance contracts that are billed monthly. Revenue generated from these transactions is recognized in income on a straight-line basis over the term of the contract. | |||||||||||
At December 31, 2013 and 2012, the Company had unbilled amounts from product and service revenue in the amount of approximately $184,000 and $118,000, respectively, which is included in other current assets in the accompanying consolidated balance sheets. At December 31, 2013 and 2012, the Company had deferred product and service revenue in the amount of $9.0 million and $7.3 million, respectively. | |||||||||||
Research and Development Contract Revenue | |||||||||||
Contract accounting is used for research and development contract revenue, which primarily relates to cost reimbursement research and development contracts associated with the development of PEM fuel cell technology. The Company generally shares in the cost of these programs with cost sharing percentages generally ranging from 30% to 50% of total project costs. Revenue from time and material contracts is recognized on the basis of hours expended plus other reimbursable contract costs incurred during the period. All allowable work performed through the end of each calendar quarter is billed, subject to limitations in the respective contracts. We expect to continue research and development contract work that is directly related to our current product development efforts. At December 31, 2013 and 2012, the Company had unbilled amounts from research and development contract revenue in the amount of approximately $111,000 and $182,000, respectively and is included in other current assets in the accompanying consolidated balance sheets. Unbilled amounts at December 31, 2013 are expected to be billed during the first quarter of 2014. | |||||||||||
Product Warranty Reserve | |||||||||||
Our GenDrive products are generally sold with a one to two-year product warranty to customers that commences on the product installation date. We currently estimate the costs of satisfying warranty claims based on an analysis of past experience and provide for future claims in the period the revenue is recognized. The Company’s product warranty reserve as of December 31, 2013 is approximately $1.6 million and is included in product warranty reserve in the accompanying consolidated balance sheets. Included in this balance is approximately $1.2 million related to specific GenDrive component quality issues that were identified during the year ended December 31, 2012. | |||||||||||
Property, Plant and Equipment | |||||||||||
Property, plant and equipment are originally recorded at cost. Maintenance and repairs are expensed as costs are incurred. Depreciation on plant and equipment, which includes depreciation on the Company’s facility that is accounted for as a financing obligation (see Note 10, Finance Obligation), is calculated on the straight-line method over the estimated useful lives of the assets. The Company records depreciation and amortization over the following estimated useful lives: | |||||||||||
Buildings | 20 years | ||||||||||
Building improvements | 5–20 years | ||||||||||
Software, machinery and equipment | 1–15 years | ||||||||||
Gains and losses resulting from the sale of property and equipment are recorded in current operations. | |||||||||||
Leased Property Under Capital Lease | |||||||||||
Leased property under capital lease is stated at the present value of minimum lease payments. Amortization expense is recorded on a straight-line basis over 6 years, the shorter of the lease term and the estimated useful life of the asset. Amortization expense amounted to $516,497 and $129,122 for the years ended December 31, 2013 and December 31, 2012, respectively, and has been included in cost of service revenue in the accompanying consolidated statements of operations. | |||||||||||
Impairment of Long-Lived Assets | |||||||||||
Long-lived assets, such as property, plant, and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values and third party independent appraisals, as considered necessary. Assets to be disposed of would be separately presented in the consolidated balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposal group classified as held for sale would be presented separately in the appropriate asset and liability sections of the consolidated balance sheet. | |||||||||||
Common Stock Warrant Accounting | |||||||||||
The Company accounts for common stock warrants in accordance with applicable accounting guidance provided in Accounting Standards Codification (ASC) Subtopic 815-40, Derivatives and Hedging – Contracts in Entity’s Own Equity, as either derivative liabilities or as equity instruments depending on the specific terms of the warrant agreement. In compliance with applicable securities law, registered common stock warrants that require the issuance of registered shares upon exercise and do not sufficiently preclude an implied right to cash settlement are accounted for as derivative liabilities. We classify these derivative warrant liabilities on the accompanying consolidated balance sheets as a long-term liability, which is revalued at each balance sheet date subsequent to the initial issuance using the Black-Scholes pricing model. The Black-Scholes pricing model, which is based, in part, upon unobservable inputs for which there is little or no market data, requires the Company to develop its own assumptions. Changes in the fair value of the warrants are reflected in the accompanying consolidated statements of operations as change in fair value of common stock warrant liability. | |||||||||||
Income Taxes | |||||||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets if it is more likely than not that such assets will not be realized. We did not report a benefit for federal and state income taxes in the consolidated financial statements as the deferred tax asset generated from our net operating loss has been offset by a full valuation allowance because it is more likely than not that the tax benefits of the net operating loss carryforward will not be realized. | |||||||||||
The Company accounts for uncertain tax positions in accordance with FASB ASC No. 740-10-25, Income Taxes – Overall – Recognition. The Company recognizes in its consolidated financial statements the impact of a tax position only if that position is more likely than not to be sustained on audit, based on the technical merits of the position. | |||||||||||
Foreign Currency Translation | |||||||||||
Historically, foreign currency translation adjustments arose from conversion of the Company’s foreign subsidiary’s financial statements to U.S. dollars for reporting purposes, and were included in accumulated other comprehensive income (loss) in stockholders’ (deficit) equity on the accompanying consolidated balance sheets. As of September 30, 2013, the functional currency of our last remaining foreign subsidiary, Plug Power Canada Inc., was changed to the U.S. dollar, therefore these translation adjustments will no longer occur. Transaction gains and losses resulting from the effect of exchange rate changes on transactions denominated in currencies other than the U.S. dollar give rise to realized foreign currency transaction gains and losses, and are included in interest and other expense in the accompanying consolidated statements of operations. | |||||||||||
Research and Development | |||||||||||
Costs incurred in research and development by the Company are expensed as incurred. | |||||||||||
Joint Venture | |||||||||||
The Company accounts for investments in joint ventures in which we have significant influence in accordance with applicable accounting guidance in ASC Subtopic 323-10, Investments – Equity Method and Joint Ventures – Overall. On February 29, 2012 we completed the formation of our joint venture with Axane, S.A., a subsidiary of Air Liquide, under the name HyPulsion (the JV). The principal purpose of the JV is to develop and sell hydrogen fuel cell systems for the European material handling market. Axane contributed cash at the closing and will make additional fixed cash contributions in 2013 and 2014 in exchange for an initial 55% ownership of the JV, subject to certain conditions. We have not contributed any cash to the JV and we are not obligated to contribute any cash. We contributed to the JV the right to use our technology, including design and technology know-how on GenDrive systems, in exchange for an initial 45% ownership of the JV. | |||||||||||
On April 19, 2013 Axane purchased an additional 25% ownership interest in HyPulsion from the Company for a cash purchase price of $3.3 million (Euro 2.5 million). We now own 20% and Axane owns 80% of HyPulsion, and we will share in 20% of the profits from the JV. The Company has the right to purchase an additional 60% of HyPulsion from Axane at any time between January 4, 2018 and January 29, 2018 at a formula price. If the Company exercises its purchase right, Axane will have the right, at any time between February 1, 2018 and December 31, 2021, to require the Company to buy the remaining 20% interest at a formula price. | |||||||||||
In addition, the Company and HyPulsion also entered into an engineering service agreement under which, among other things, the Company will provide HyPulsion with engineering and technical services for a new fuel cell assembly line and manufacturing execution system. Under the service agreement, HyPulsion has paid the Company approximately $659,000 (Euro 500,000) in the aggregate for services to be performed by the Company. | |||||||||||
In accordance with the equity method of accounting, the Company will increase its investment in the JV by its share of any earnings, and decrease its investment in the JV by its share of any losses. Losses in excess of the investment must be restored from future profits before we can recognize our proportionate share of profits. As of December 31, 2013, the Company had a zero basis for its investment in the JV. | |||||||||||
Redeemable Preferred Stock | |||||||||||
On May 8, 2013, the Company entered into a Securities Purchase Agreement with Air Liquide, pursuant to which the Company agreed to issue and sell 10,431 shares of the Company’s Series C Redeemable Convertible Preferred Stock, par value $0.01 per share, for an aggregate purchase price of approximately $2.6 million (Euro 2 million) in cash, as more fully discussed in Note 5, Redeemable Preferred Stock. We account for preferred stock as temporary equity in accordance with applicable accounting guidance in Accounting Standards Codification (ASC) 480, Distinguishing Liabilities from Equity. Dividends on the redeemable preferred stock are accounted for as a reduction (increase) in the net income (loss) attributable to common shareholders. | |||||||||||
Stock-Based Compensation | |||||||||||
The Company maintains employee stock-based compensation plans, which are described more fully in Note 6, Employee Benefit Plans. | |||||||||||
Stock-based compensation represents the cost related to stock-based awards granted to employees and directors. The Company measures stock-based compensation cost at grant date, based on the fair value of the award, and recognizes the cost as expense on a straight-line basis (net of estimated forfeitures) over the option’s requisite service period. | |||||||||||
The Company estimates the fair value of stock-based awards using a Black-Scholes valuation model. Stock-based compensation expense is recorded in “Cost of product revenue”, “Cost of service revenue”, “Research and development expense” and “Selling, general and administrative expenses” in the accompanying consolidated statements of operations based on the employees’ respective function. | |||||||||||
The Company records deferred tax assets for awards that result in deductions on the Company’s income tax returns, based upon the amount of compensation cost recognized and the Company's statutory tax rate. Differences between the deferred tax assets recognized for financial reporting purposes and the actual tax deduction reported on the Company's income tax return are recorded in additional paid-in capital if the tax deduction exceeds the deferred tax asset or in the consolidated statements of operations if the deferred tax asset exceeds the tax deduction and no additional paid-in capital exists from previous awards. Excess tax benefits are recognized in the period in which the tax deduction is realized through a reduction of taxes payable. No tax benefit or expense for stock-based compensation has been recorded during the years ended December 31, 2013, 2012 and 2011 since the Company remains in a NOL position. | |||||||||||
Per Share Amounts | |||||||||||
Basic earnings per common share are computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock (such as stock options, unvested restricted stock, common stock warrants, and preferred stock) were exercised or converted into common stock or resulted in the issuance of common stock (net of any assumed repurchases) that then shared in the earnings of the Company, if any. This is computed by dividing net earnings by the combination of dilutive common share equivalents, which is comprised of shares issuable under outstanding warrants, the conversion of preferred stock, and the Company’s share-based compensation plans, and the weighted average number of common shares outstanding during the reporting period. Since the Company is in a net loss position, all common stock equivalents would be considered to be anti-dilutive and are, therefore, not included in the determination of diluted earnings per share. Accordingly, basic and diluted loss per share are the same. | |||||||||||
The following table provides the components of the calculations of basic and diluted earnings per share: | |||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Numerator: | |||||||||||
Net loss attributable to common shareholders | $ | -62,790,800 | $ | -31,862,454 | $ | -27,453,954 | |||||
Denominator: | |||||||||||
Weighted average number of common shares | |||||||||||
outstanding | 76,436,408 | 34,376,427 | 18,778,066 | ||||||||
The dilutive potential common shares are summarized as follows: | |||||||||||
At December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Stock options outstanding | 4,703,326 | 1,986,255 | 1,948,997 | ||||||||
Restricted stock outstanding | 650,002 | - | 280,771 | ||||||||
Common stock warrants (1) | 24,137,878 | 9,421,008 | 7,128,563 | ||||||||
Preferred stock (2) | 10,972,859 | - | - | ||||||||
Number of dilutive potential common shares | 40,464,065 | 11,407,263 | 9,358,331 | ||||||||
-1 | On May 31, 2011, the Company issued 7,128,563 warrants as part of an underwritten public offering. As a result of the March 28 and 29, 2012 and February 20 and 21, 2013 public offerings, the May 8, 2013 issuance of Series C redeemable convertible preferred stock, and the September 16, 2013 public offering described in Note 4, the number of warrants increased to 22,995,365 pursuant to the anti-dilution provisions of those warrants. Additionally, on February 20, 2013, the Company issued 23,637,500 warrants as part of an underwritten public offering. Of the warrants issued in these offerings, 22,494,987 were exercised as of December 31, 2013. | ||||||||||
-2 | The preferred stock amount represents the dilutive potential common shares of the 10,431 shares of Series C redeemable convertible preferred stock issued on May 16, 2013. | ||||||||||
Use of Estimates | |||||||||||
The consolidated financial statements of the Company have been prepared in conformity with U.S. generally accepted accounting principles, which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||
Subsequent Events | |||||||||||
The Company evaluates subsequent events at the date of the balance sheet as well as conditions that arise after the balance sheet date but before the financial statements are issued. The effects of conditions that existed at the date of the balance sheet date are recognized in the financial statements. Events and conditions arising after the balance sheet date but before the financial statements are issued are evaluated to determine if disclosure is required to keep the financial statements from being misleading. To the extent such events and conditions exist, if any, disclosures are made regarding the nature of events and the estimated financial effects for those events and conditions. | |||||||||||
Reclassifications | |||||||||||
Certain reclassifications have been made to prior period financial statements to conform to the current period presentation. These reclassifications include separating what was previously presented as product and service revenue and cost of product and service revenue into separate product revenue and service revenue and cost of product revenue and cost of service revenue line items on the consolidated statements of operations. These reclassifications did not impact the results of operations or net cash flows in the periods presented. | |||||||||||
Recent Accounting Pronouncements | |||||||||||
There are no recently issued accounting standards with pending adoptions that the Company’s management currently anticipates will have any material impact upon its financial statements. |
Inventory
Inventory | 12 Months Ended | ||||||
Dec. 31, 2013 | |||||||
Inventory {2} | ' | ||||||
Inventory | ' | ||||||
3. Inventory | |||||||
Inventory as of December 31, 2013 and December 31, 2012 consisted of the following: | |||||||
December 31, 2013 | December 31, 2012 | ||||||
Raw materials and supplies | $ | 8,881,596 | $ | 7,576,862 | |||
Work-in-process | 219,327 | 314,321 | |||||
Finished goods | 1,305,397 | 659,274 | |||||
$ | 10,406,320 | $ | 8,550,457 |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2013 | |
Stockholders' Equity | ' |
Stockholders' Equity | ' |
4. Stockholders’ Equity | |
Common Stock | |
The Company has one class of common stock, par value $.01 per share. Each share of the Company’s common stock is entitled to one vote on all matters submitted to stockholders. There were 106,190,652 and 38,238,858 shares of common stock issued and outstanding as of December 31, 2013 and 2012, respectively. | |
Preferred Stock | |
The Company has authorized 5.0 million shares of preferred stock, par value $.01 per share. The Company’s certificate of incorporation provides that shares of preferred stock may be issued from time to time in one or more series. The Company’s Board of Directors is authorized to fix the voting rights, if any, designations, powers, preferences, qualifications, limitations and restrictions thereof, applicable to the shares of each series. | |
The Company has registered Series A Junior Participating Cumulative Preferred Stock, par value $.01 per share. As of December 31, 2013 and 2012, there were no shares of Series A Junior Participating Cumulative Preferred Stock issued and outstanding. | |
2013 Public Offerings | |
On September 16, 2013, the Company completed an underwritten public offering of 18,600,000 shares of common stock. The shares were sold at $0.54 per share. Net proceeds, after underwriting discounts and commissions and other fees and expenses payable by Plug Power were $9,151,221. The Company also sold an additional 2,790,000 shares of common stock at $0.54 per share, pursuant to the underwriter’s exercise of its over-allotment option in connection with the September 16, 2013 underwritten public offering, resulting in additional net proceeds to Plug Power of $1,408,671. The total net proceeds from the September 2013 public offering to Plug Power were $10,559,892. | |
On February 20, 2013, the Company completed an underwritten public offering of 18,910,000 shares of common stock and warrants to purchase an aggregate of 18,910,000 shares of common stock. The shares and warrants in the underwritten public offering were sold as a fixed combination, with each combination consisting of one share of common stock and one warrant to purchase one share of common stock at a price to the public of $0.15 per fixed combination. The underwriter also purchased 2,836,500 warrants pursuant to the exercise of its over-allotment option. These warrants have an exercise price of $0.15 per share, are immediately exercisable and will expire on February 20, 2018. The warrants are subject to weighted average anti-dilution provisions in the event of issuance of additional shares of common stock and certain other conditions, as further described in the warrant agreement. Additionally, in the event of a sale of the Company, and under certain conditions, each warrant holder has the right to require the Company to purchase such holder’s warrants at a price determined using a Black-Scholes option pricing model. The underwriter was also granted an additional 1,891,000 warrants at $0.18 per share. These warrants are exercisable on February 13, 2014 and will expire on February 13, 2018. Net proceeds, after underwriting discounts and commissions and other fees and expenses payable by Plug Power, were $1,948,766. On February 21, 2013, the Company sold 2,801,800 additional shares of common stock, pursuant to the underwriter’s exercise of its overallotment option in connection with the public offering, resulting in additional net proceeds to the Company of approximately $364,794. The total net proceeds from the February 2013 public offerings to Plug Power were $2,313,560. | |
2012 Public Offerings | |
On March 28, 2012, the Company completed an underwritten public offering of 13,000,000 shares of its common stock. The shares were sold at $1.15 per share. Net proceeds, after underwriting discounts and commissions and other fees and expenses payable by Plug Power were $13,704,745. | |
On March 29, 2012, the Company sold 1,950,000 additional shares of common stock at $1.15 per share, pursuant to the underwriter’s exercise of its over-allotment option in connection with the March 28, 2012 underwritten public offering, resulting in additional net proceeds to Plug Power of $2,085,525. | |
2011 Public Offerings | |
On May 31, 2011, the Company completed an underwritten public offering of 8,265,000 shares of its common stock and warrants to purchase an aggregate of 7,128,563 shares of common stock (including warrants to purchase an aggregate of 929,813 shares of common stock purchased by the underwriter pursuant to the exercise of its over-allotment option). Net proceeds, after underwriting discounts and commissions and other fees and expenses payable by Plug Power, were $18,289,883 (of this amount $8,768,143 in fair value was recorded as common stock warrant liability at issuance date). The shares and the warrants were sold together as a fixed combination, with each combination consisting of one share of common stock and 0.75 of a warrant to purchase one share of common stock, at a price to the public of $2.42 per fixed combination. The warrants are exercisable upon issuance and will expire on May 31, 2016. The exercise price of the warrants upon issuance was $3.00 per share of common stock and is subject to weighted average anti-dilution provisions in the event of issuance of additional shares of common stock and certain other conditions, as further described in the warrant agreement. Additionally, in the event of a sale of the Company, and under certain conditions, each warrant holder has the right to require the Company to purchase such holder’s warrants at a price determined using a Black-Scholes option pricing model. As a result of the March 28 and 29, 2012 public offerings and pursuant to the effect of the anti-dilution provisions, the exercise price of the warrants was reduced to $2.27 per share of common stock. Simultaneously with the adjustment to the exercise price, the number of common stock shares that may be purchased upon exercise of the warrants was increased to 9,421,008 shares. As a result of the February 20 and 21, 2013 public offerings and pursuant to the effect of the anti-dilution provisions, the exercise price of the warrants was reduced to $1.13 per share of common stock. Simultaneously with the adjustment to the exercise price, the number of common stock shares that may be purchased upon exercise was increased to 18,925,389 shares. As a result of the May 8, 2013 agreement to issue and sell Air Liquide 10,431 shares of Series C Redeemable Convertible Preferred Stock, and pursuant to the effect of the anti-dilution provisions, the exercise price of the warrants was reduced to $1.03 per share of common stock. Simultaneously with the adjustment to the exercise price, the number of common stock shares that may be purchased upon exercise was increased to 20,762,805 shares. As a result of the September 16, 2013 public offering and pursuant to the effect of the anti-dilution provisions, the exercise price of the warrants was reduced to $0.93 per share of common stock. Simultaneously with the adjustment to the exercise price, the number of common stock shares that may be purchased upon exercise of the warrants was increased to 22,995,365. | |
On June 8, 2011, the Company sold 836,750 additional shares of common stock, pursuant to the underwriter’s partial exercise of its over-allotment option, resulting in additional net proceeds to Plug Power of $1,874,990. | |
On July 1, 2011, the Company sold 231,000 additional shares of common stock, pursuant to the underwriter’s partial exercise of its over-allotment option, resulting in additional net proceeds to Plug Power of $527,626. | |
Redeemable_Preferred_Stock
Redeemable Preferred Stock | 12 Months Ended |
Dec. 31, 2013 | |
Redeemable Preferred Stock: | ' |
Redeemable Preferred Stock | ' |
5. Redeemable Preferred Stock | |
On May 8, 2013, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Air Liquide Investissements d'Avenir et de Demonstration (“Air Liquide”), pursuant to which the Company agreed to issue and sell to Air Liquide 10,431 shares of the Company’s Series C Redeemable Convertible Preferred Stock, par value $0.01 per share (the “Series C Preferred Stock”), for an original issue price of $2,595,400 in cash. Net proceeds, after fees and expenses paid by the Company, were $2,371,080. | |
Under the terms of the Purchase Agreement, for so long as Air Liquide holds any shares of Series C Preferred Stock, Air Liquide shall be entitled to designate one director to the Company’s Board of Directors. In the event the Series C Preferred Stock is converted into shares of Common Stock and Air Liquide continues to hold at least 5% of the outstanding shares of Common Stock of the Company, or 50% of the shares of Common Stock held by Air Liquide on an as-converted basis immediately following the issuance of the Series C Preferred Stock, Air Liquide shall continue to be entitled to designate one director to the Company’s Board of Directors. The Purchase Agreement also provides Air Liquide with the right to participate in certain future equity financings by the Company. | |
The Series C Preferred Stock will rank senior to the Common Stock with respect to rights upon the liquidation, dissolution or winding up of the Company. In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company, or other deemed liquidation event, as defined in the Securities Purchase Agreement, the holders of the Series C Preferred Stock will be entitled to be paid an amount per share equal to the greater of (i) the original issue price, plus any accrued but unpaid dividends or (ii) the amount per share that would have been payable had all shares of Series C Preferred Stock been converted to shares of common stock immediately prior to such liquidation event. | |
The Series C Preferred Stock will be entitled to receive dividends at a rate of 8% per annum, based on the original issue price of $2,595,400, payable in equal quarterly installments in cash or in shares of Common Stock, at the Company’s option. The Series C Preferred Stock will be convertible into shares of Common Stock, at a conversion price equal to $0.248794 per share, at Air Liquide’s option, (1) on or after May 8, 2014 or (2) upon any liquidation, dissolution or winding up of the Company, any sale, consolidation or merger of the Company resulting in a change of control, or any sale or other transfer of all or substantially all of the assets of the Company. The number of shares of common stock is determined by dividing the original issue price of $2,595,400 by the conversion price in effect at the time the shares are converted. | |
The Series C Preferred Stock has weighted average anti-dilution protection. Therefore, the conversion price is subject to adjustment in the event the Company issues additional shares of common stock for a consideration per share less than the Series C conversion price in effect immediately prior to such issue. Upon this occurrence, the conversion price shall be reduced to a price determined in accordance with a prescribed formula. Accordingly, with the exercise of 16,096,400 warrants at $0.15 occurring after the close of the redeemable preferred stock sale, the Series C Preferred Stock conversion price was adjusted from $0.248794 per share to $0.236529 per share. | |
The Series C Preferred Stock may not be redeemed by the Company until May 8, 2016. After this date, the Series C Preferred Stock may be redeemed by the holders of the Series C Preferred Stock or the Company. If redeemed by the holder, the redemption price will be equal to the Series C Original Issue Price per share, plus any accruing but unpaid dividends. If redeemed at the election of the Company, the redemption price for shares of Series C Preferred Stock shall be a per share price equal to the greater of (i) the Series C original issue price per share, plus any Series C accruing dividends accrued but unpaid thereon and (ii) the fair market value of a single share of Series C preferred stock as of the date of the redemption. | |
The Series C Preferred Stock will vote together with the Common Stock on an as-converted basis on all matters. The shares of Series C Preferred Stock were issued in a private placement exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”). |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Employee Benefit Plans: | ' | ||||||||||
Employee Benefit Plans | ' | ||||||||||
6. Employee Benefit Plans | |||||||||||
Stock Option Plan | |||||||||||
2011 Stock Option and Incentive Plan | |||||||||||
On May 12, 2011, the Company’s stockholders approved the 2011 Stock Option and Incentive Plan (the 2011 Plan). The 2011 Plan provides for the issuance of up to a maximum number of shares of common stock equal to the sum of (i) 1,000,000, plus (ii) the number of shares of common stock underlying any grants pursuant to the 2011 Plan or the Plug Power Inc. 1999 Stock Option and Incentive Plan that are forfeited, canceled, repurchased or are terminated (other than by exercise). The shares may be issued pursuant to stock options, stock appreciation rights, restricted stock awards and certain other equity-based awards granted to employees, directors and consultants of the Company. No grants may be made under the 2011 Plan after May 12, 2021. On May 16, 2012, the stockholders approved an amendment to the 2011 Plan, to increase the number of shares of the Company’s common stock authorized for issuance under the 2011 Plan from 1.0 million to 6.5 million. | |||||||||||
At December 31, 2013, there were approximately 4.7 million options granted and outstanding and 1.1 million options available to be issued under the 2011 Stock Option Plan. The 2011 Stock Option Plan permits the Company to: grant incentive stock options; grant non-qualified stock options; grant stock appreciation rights; issue or sell common stock with vesting or other restrictions, or without restrictions; grant rights to receive common stock in the future with or without vesting; grant common stock upon the attainment of specified performance goals; and grant dividend rights in respect of common stock. Options for employees issued under this plan generally vest in equal annual installments over three years and expire ten years after issuance. Options granted to members of the Board generally vest one year after issuance. To date, options granted under the 2011 Stock Option Plan have vesting provisions ranging from one to three years in duration and expire ten years after issuance. | |||||||||||
Compensation cost associated with employee stock options represented approximately $1,445,000 of the total share-based payment expense recorded for the year ended December 31, 2013. The Company estimates the fair value of stock options using a Black-Scholes valuation model, and the resulting fair value is recorded as compensation cost on a straight-line basis over the option vesting period. Key inputs and assumptions used to estimate the fair value of stock options include the grant price of the award, the expected option term, volatility of the Company’s stock, an appropriate risk-free rate, and the Company’s dividend yield. Estimates of fair value are not intended to predict actual future events or the value ultimately realized by employees who receive equity awards, and subsequent events are not indicative of the reasonableness of the original estimates of fair value made by the Company. The assumptions made for purposes of estimating fair value under the Black-Scholes model for the 3,090,900, 78,400 and 1,618,400 options granted during the years ended December 31, 2013, 2012 and 2011, respectively, were as follows: | |||||||||||
2013 | 2012 | 2011 | |||||||||
Divident yield: | 0% | 0% | 0% | ||||||||
Expected term of options (years): | 6 | 6 | 6 | ||||||||
Risk free interest rate: | 0.93%-1.70% | 0.80%-1.16% | 1.16%-2.61% | ||||||||
Volatility: | 92%-107% | 80% | 74%-79% | ||||||||
The Company’s estimate of an expected option term was calculated in accordance with the simplified method for calculating the expected term assumption. The estimated stock price volatility was derived from the Company’s actual historic stock prices over the past six years, which represents the Company’s best estimate of expected volatility. | |||||||||||
A summary of stock option activity for the year December 31, 2013 is as follows: | |||||||||||
Weighted | Weighted Average | Aggregate | |||||||||
Average Exercise | Remaining | Intrinsic | |||||||||
Shares | Price | Contractual Terms | Value | ||||||||
Options outstanding at December 31, 2012 | 1,986,255 | $ | 8.95 | 7.9 | $ | - | |||||
Granted | 3,090,900 | 0.40 | 9.6 | - | |||||||
Exercised | - | - | - | - | |||||||
Forfeited | -340,837 | 6.41 | - | - | |||||||
Expired | -32,992 | 51.05 | - | - | |||||||
Options outstanding at December 31, 2013 | 4,703,326 | $ | 3.22 | 8.7 | - | ||||||
Options exercisable at December 31, 2013 | 1,193,800 | 10.45 | 6.7 | - | |||||||
Options unvested at December 31, 2013 | 3,509,526 | $ | 0.77 | 9.4 | $ | 2,751,453 | |||||
The weighted average grant date fair value of options granted during the years ended December 31, 2013, 2012 and 2011 was $0.32, $0.83 and $3.58, respectively. There were no stock options exercised during the year ended December 31, 2013. As of December 31, 2013, there was approximately $1,437,000 of unrecognized compensation cost related to stock option awards to be recognized over the next three years. The total fair value of stock options that vested during the years ended December 31, 2013 and 2012 was approximately $1,445,000 and $1,407,000, respectively. | |||||||||||
Restricted stock awards generally vest in equal installments over a period of one to three years. Restricted stock awards are valued based on the closing price of the Company’s common stock on the date of grant, and compensation cost is recorded on a straight-line basis over the share vesting period. The Company recorded expense of approximately $33,000 associated with its restricted stock awards in 2013. Additionally, as of December 31, 2013, there was $207,000 of unrecognized compensation cost related to restricted stock awards to be recognized over the next three years. | |||||||||||
A summary of restricted stock activity for the year ended December 31, 2013 is as follows: | |||||||||||
Aggregate | |||||||||||
Instrinsic | |||||||||||
Shares | Value | ||||||||||
Unvested restricted stock at December 31, 2012 | - | $ | - | ||||||||
Granted | 683,336 | 1,059,171 | |||||||||
Forfeited | -33,334 | -51,668 | |||||||||
Unvested restricted stock at December 31, 2013 | 650,002 | $ | 1,007,503 | ||||||||
For the years ended December 31, 2013, 2012, and 2011, the Company recorded expense of approximately $2.2 million, $2.0 million, and $1.5 million respectively, in connection with its share based payment awards. | |||||||||||
401(k) Savings & Retirement Plan | |||||||||||
The Company offers a 401(k) Savings & Retirement Plan to eligible employees meeting certain age and service requirements. This plan permits participants to contribute 100% of their salary, up to the maximum allowable by the Internal Revenue Service regulations. Participants are immediately vested in their voluntary contributions plus actual earnings or less actual losses thereon. Participants are vested in the Company’s matching contribution based on years of service completed. Participants are fully vested upon completion of three years of service. During 2002, the Company began funding its matching contribution in common stock. Accordingly, the Company has issued 1,319,914, 403,579 and 133,748 shares of common stock to the Plug Power Inc. 401(k) Savings & Retirement Plan during 2013, 2012 and 2011, respectively. | |||||||||||
The Company’s expense for this plan, including the issuance of shares, was approximately $371,000, $436,000 and $374,000 for years ended December 31, 2013, 2012 and 2011, respectively. |
Note_Receivable
Note Receivable | 12 Months Ended |
Dec. 31, 2013 | |
Note Receivable | ' |
Note Receivable | ' |
7. Note Receivable | |
On May 25, 2012, we executed a $663,359 Promissory Note with Forem Energy Group, maturing on May 25, 2022. This note is unsecured and bears interest at an annual rate of 2.9%. Accordingly, receivables relating to this agreement in the amount $509,945 and $65,735 have been recorded as note receivable and current portion of note receivable (prepaid expenses and other current assets), respectively, in the accompanying consolidated balance sheet as of December 31, 2013, and $570,697 and $59,017 have been recorded as note receivable and current portion note receivable (prepaid expenses and other current assets), respectively, in the accompanying consolidated balance sheet as of December 31, 2012. The carrying amounts reported are considered to approximate fair value. |
Property_Plant_and_Equipment
Property, Plant and Equipment | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Property, Plant and Equipment | ' | |||||
Property, Plant and Equipment | ' | |||||
8. Property, Plant and Equipment | ||||||
Property, plant and equipment at December 31, 2013 and 2012 consist of the following: | ||||||
December 31, | December 31, | |||||
2013 | 2012 | |||||
Land | $ | 90,000 | $ | 90,000 | ||
Buildings | 15,332,232 | 15,332,232 | ||||
Building improvements | 4,923,827 | 4,939,283 | ||||
Software, machinery and equipment | 10,658,236 | 13,741,573 | ||||
31,004,295 | 34,103,088 | |||||
Less accumulated depreciation | -25,726,628 | -27,394,851 | ||||
Property, plant, and equipment, net | $ | 5,277,667 | $ | 6,708,237 | ||
Depreciation expense related to property, plant and equipment was $1.4 million, $1.9 million and $2.1 million for the years ended December 31, 2013, 2012 and 2011, respectively. |
Capital_Lease
Capital Lease | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Capital Lease | ' | |||||
Capital Lease | ' | |||||
9. Capital Lease | ||||||
On October 1, 2012, the Company entered into an agreement under which it is providing a customer with 255 GenDrive units, service and maintenance of the units and daily delivery of hydrogen in exchange for a monthly utility payment tied to the amount of energy (kilograms of hydrogen) consumed each month. The agreement has an initial term of three years with an automatic three year renewal unless the customer terminates at the end of the initial 3 year term. | ||||||
On December 28, 2012, Plug Power sold the 255 GenDrive units in use under the agreement to a third party and leased back the equipment to fulfill its obligations under the agreement or at other customer sites as agreed to by the owner/lessor. The transaction has been recorded by the Company as leased property under capital lease with a corresponding liability of obligations under capital lease on the consolidated balance sheets. | ||||||
Future minimum capital lease payments as of December 31, 2014 are: | ||||||
Year ending December 31, | Capital leases | |||||
2014 | $ | 815,184 | ||||
2015 | 611,388 | |||||
Total future minimum lease payments | $ | 1,426,572 | ||||
Less amount representing interest (at 9.9%) | 121,823 | |||||
Present value of net minimum capital lease payments | 1,304,749 | |||||
Less current installments of obligations under capital leases | 717,870 | |||||
Obligations under capital leases, excluding current installments | $ | 586,879 | ||||
Leased property under capital lease at December 31, 2013 and December 31, 2012 consists of the following: | ||||||
December 31, | December 31, | |||||
2013 | 2012 | |||||
Leased property under capital lease | $ | 3,098,921 | $ | 3,098,921 | ||
Less accumulated depreciation | -645,609 | -129,122 | ||||
Leased property under capital lease, net | $ | 2,453,312 | $ | 2,969,799 | ||
Finance_Obligation
Finance Obligation | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Finance Obligation: | ' | |||
Finance Obligation | ' | |||
10. Finance Obligation | ||||
On March 27, 2013, the Company completed a sale-leaseback transaction of its property located at 968 Albany Shaker Road, Latham, New York, for an aggregate sale price of $4,500,000, of which $2,750,000 was received in cash at closing and $1,750,000 is receivable with 5% annual interest, over 15 years in equal monthly installments of $13,839. Although the property was sold and the Company has no legal ownership of the facility, the Company was prohibited from recording the transaction as a sale because of continuing involvement with the property. Accordingly, the sale has been accounted for as a financing transaction, which requires the Company to continue reporting the building as an asset and to record a financing obligation for the sale price. Liabilities relating to this agreement of $2,492,330 and $59,375 have been recorded as finance obligation and current portion finance obligation (other current liabilities), respectively, in the accompanying consolidated balance sheet as of December 31, 2013. | ||||
In connection with the sale-leaseback transaction, the Company also entered into an agreement with the buyer, pursuant to which the Company leases from the buyer a portion of the premises sold for a term of 15 years. The Company’s remaining future minimum payments under the 15 year lease are as follows: | ||||
Year ending December 31, 2013 | ||||
2014 | 459,564 | |||
2015 | 459,564 | |||
2016 | 459,564 | |||
2017 | 459,564 | |||
2018 | 483,132 | |||
Thereafter | 4,795,976 | |||
Total future minimum financing obligation payments | 7,117,364 | |||
Less interest | -2,825,497 | |||
Present value of future minimum financing obligation payments | $ | 4,291,867 | ||
As part of the terms of the transaction, the Company issued a standby letter of credit to the benefit of the landlord/lessor that can be drawn by the beneficiary in the event of default on the lease by Plug Power. The standby letter totals $500,000 and is 100% collateralized by cash balances of the Company. The standby letter is renewable for a period of ten years and can be cancelled in part or in full if certain covenants are met and maintained by the Company. Accordingly, as of December 31, 2013, $500,000 has been recorded to restricted cash in the accompanying consolidated balance sheet. |
Loan_and_Security_Agreement
Loan and Security Agreement | 12 Months Ended |
Dec. 31, 2013 | |
Loan and Security Agreement: | ' |
Loan and Security Agreement | ' |
11. Loan and Security Agreement | |
At December 31, 2012, the Company was a party to a loan and security agreement, as amended, with Silicon Valley Bank, or SVB, providing us with access to up to $15.0 million of financing in the form of revolving loans, letters of credit, foreign exchange contracts and cash management services. The Loan Agreement expired on March 29, 2013. As of December 31, 2012, $3.4 million was outstanding under the loan agreement. This amount was subsequently paid in full in January, 2013. | |
In September 2011, the Company signed a letter of credit with SVB in the amount of $525,000. The standby letter of credit is required by the agreement negotiated between Air Products and Chemicals, Inc., or Air Products, and us to supply hydrogen infrastructure and hydrogen to Central Grocers at their distribution center. There are no collateral requirements associated with this letter of credit. |
Intangible_Assets
Intangible Assets | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Intangible Assets | ' | |||||||||||||
Intangible Assets | ' | |||||||||||||
12. Intangible Assets | ||||||||||||||
Intangible assets, consisting of acquired technology and customer relationships, are amortized using the straight-line method over their useful lives of eight years. | ||||||||||||||
The gross carrying amount and accumulated amortization of the Company’s acquired identifiable intangible assets as of December 31, 2013 are as follows: | ||||||||||||||
Weighted Average | Gross Carrying | Accumulated | ||||||||||||
Amortization Period | Amount | Amortization | Total | |||||||||||
Acquired Technology | 8 years | $ | 17,036,835 | $ | -14,301,907 | $ | 2,734,928 | |||||||
Customer Relationships | 8 years | 1,000,000 | -833,333 | 166,667 | ||||||||||
$ | 18,036,835 | $ | -15,135,240 | $ | 2,901,595 | |||||||||
The gross carrying amount and accumulated amortization of the Company’s acquired identifiable intangible assets as of December 31, 2012 are as follows: | ||||||||||||||
Weighted Average | Gross Carrying | Accumulated | ||||||||||||
Amortization Period | Amount | Amortization | Total | |||||||||||
Acquired Technology | 8 years | $ | 17,134,953 | $ | -12,156,049 | $ | 4,978,904 | |||||||
Customer Relationships | 8 years | 1,000,000 | -708,333 | 291,667 | ||||||||||
$ | 18,134,953 | $ | -12,864,382 | $ | 5,270,571 | |||||||||
The change in the gross carrying amount of the acquired technology from December 31, 2012 to December 31, 2013 is due to changes in foreign exchange rates. | ||||||||||||||
Amortization expense for acquired identifiable intangible assets for the years ended December 31, 2013, 2012, and 2011 was $2.3 million, $2.3 million, and $2.3 million, respectively. Estimated amortization expense for subsequent years is as follows: | ||||||||||||||
2014 | $ | 2,263,776 | ||||||||||||
2015 | 637,819 | |||||||||||||
Total | $ | 2,901,595 |
Accrued_Expenses
Accrued Expenses | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Accrued Expenses | ' | |||||
Accrued Expenses | ' | |||||
13. Accrued Expenses | ||||||
Accrued expenses at December 31, 2013 and 2012 consist of: | ||||||
2013 | 2012 | |||||
Accrued payroll and compensation related costs | $ | 1,531,175 | $ | 708,495 | ||
Accrued dealer commissions and customer rebates | 235,690 | 1,097,498 | ||||
Other accrued liabilities | 1,301,909 | 2,022,052 | ||||
Total | $ | 3,068,774 | $ | 3,828,045 |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Fair Value Measurements | ' | ||||||||||||||
Fair Value Measurements | ' | ||||||||||||||
14. Fair Value Measurements | |||||||||||||||
The Company complies with the provisions of FASB ASC No. 820, Fair Value Measurements and Disclosures (ASC 820), in measuring fair value and in disclosing fair value measurements. ASC 820 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements required under other accounting pronouncements. FASB ASC No. 820-10-35, Fair Value Measurements and Disclosures- Subsequent Measurement (ASC 820-10-35), clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. ASC 820-10-35-3 also requires that a fair value measurement reflect the assumptions market participants would use in pricing an asset or liability based on the best information available. Assumptions include the risks inherent in a particular valuation technique (such as a pricing model) and/or the risks inherent in the inputs to the model. | |||||||||||||||
ASC 820-10-35 discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The statement utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: | |||||||||||||||
Level 1– Level 1 inputs are unadjusted quoted prices in active markets for assets or liabilities identical to those to be reported at fair value. An active market is a market in which transactions occur for the item to be fair valued with sufficient frequency and volume to provide pricing information on an ongoing basis. | |||||||||||||||
Level 2 – Level 2 inputs are inputs other than quoted prices included within Level 1. Level 2 inputs are observable either directly or indirectly. These inputs include: (a) Quoted prices for similar assets or liabilities in active markets; (b) Quoted prices for identical or similar assets or liabilities in markets that are not active, such as when there are few transactions for the asset or liability, the prices are not current, price quotations vary substantially over time or in which little information is released publicly; (c) Inputs other than quoted prices that are observable for the asset or liability; and (d) Inputs that are derived principally from or corroborated by observable market data by correlation or other means. | |||||||||||||||
Level 3 – Level 3 inputs are unobservable inputs for an asset or liability. These inputs should be used to determine fair value only when observable inputs are not available. Unobservable inputs should be developed based on the best information available in the circumstances, which might include internally generated data and assumptions being used to price the asset or liability. | |||||||||||||||
When determining the fair value measurements for assets or liabilities required or permitted to be recorded at and/or marked to fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability. When possible, the Company looks to active and observable markets to price identical assets. When identical assets are not traded in active markets, the Company looks to market observable data for similar assets. Nevertheless, certain assets are not actively traded in observable markets and the Company must use alternative valuation techniques to derive a fair value measurement. | |||||||||||||||
The following tables summarize the basis used to measure certain financial assets at fair value on a recurring basis in the consolidated balance sheets: | |||||||||||||||
Basis of Fair Value Measurements | |||||||||||||||
Quoted Prices in Active | Significant | Significant | |||||||||||||
Markets for Identical | Other Observable | Other Unobservable | |||||||||||||
Items | Inputs | Inputs | |||||||||||||
Balance at December 31, 2013 | Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||
Common stock warrant liability | $ | 28,829,849 | $ | - | $ | - | $ | 28,829,849 | |||||||
Quoted Prices in Active | Significant | Significant | |||||||||||||
Markets for Identical | Other Observable | Other Unobservable | |||||||||||||
Items | Inputs | Inputs | |||||||||||||
Balance at December 31, 2012 | Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||
Common stock warrant liability | $ | 475,825 | $ | - | $ | - | $ | 475,825 | |||||||
The following tables show reconciliations of the beginning and ending balances for assets measured at fair value on a recurring basis using significant unobservable inputs (i.e. Level 3): | |||||||||||||||
Fair Value | |||||||||||||||
Measurement Using | |||||||||||||||
Significant | |||||||||||||||
Common stock warrant liability | Unobservable Inputs | ||||||||||||||
Beginning of period - January 1, 2013 | $ | 475,825 | |||||||||||||
Change in fair value of common stock warrants | 37,101,818 | ||||||||||||||
Issuance of common stock warrants | 2,451,028 | ||||||||||||||
Exercise of common stock warrants | -11,198,822 | ||||||||||||||
Fair value of common stock warrant liability at December 31, 2013 | $ | 28,829,849 | |||||||||||||
Fair Value | |||||||||||||||
Measurement Using | |||||||||||||||
Significant | |||||||||||||||
Common stock warrant liability | Unobservable Inputs | ||||||||||||||
Beginning of period - January 1, 2012 | $ | 5,320,990 | |||||||||||||
Change in fair value of common stock warrants | -4,845,165 | ||||||||||||||
Fair value of common stock warrant liability at December 31, 2012 | $ | 475,825 | |||||||||||||
The following summarizes the valuation technique for assets measured and recorded at fair value: | |||||||||||||||
Common stock warrant liability (Level 3): For our common stock warrants, fair value is based on the Black-Scholes pricing model which is based, in part, upon unobservable inputs for which there is little or no market data, requiring the Company to develop its own assumptions. | |||||||||||||||
The Company used the following assumptions for its common stock warrants issued on May 31, 2011. The risk-free interest rate for May 31, 2011 (issuance date), December 31, 2012, and December 31, 2013 was 0.75%, 0.31% and 0.52%, respectively. The volatility of the market price of the Company’s common stock for May 31, 2011, December 31, 2012 and December 31, 2013 was 94.4%, 73.5%, and 119.3%, respectively. The expected average term of the warrant used for all periods was 2.4 years. | |||||||||||||||
The Company used the following assumptions for its common stock warrants issued on February 20, 2013. The risk-free interest rate for February 20, 2013 (issuance date) and December 31, 2013 was 0.85% and 1.14%, respectively. The volatility of the market price of the Company’s common stock for February 20, 2013 and December 31, 2013 was 102.0% and 99.0%, respectively. The expected average term of the warrant used for February 20, 2013 and December 31, 2013 were 5.0 years and 4.1 years, respectively. | |||||||||||||||
There was no expected dividend yield for the warrants granted. If factors change and different assumptions are used, the warrant liability and the change in estimated fair value could be materially different. Generally, as the market price of our common stock increases, the fair value of the warrant increases, and conversely, as the market price of our common stock decreases, the fair value of the warrant decreases. Also, a significant increase in the volatility of the market price of the Company's common stock, in isolation, would result in a significantly higher fair value measurement; and a significant decrease in volatility would result in a significantly lower fair value measurement. | |||||||||||||||
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Income Taxes: | ' | |||||||||||
Income Tax Disclosure | ' | |||||||||||
15. Income Taxes | ||||||||||||
The components of loss before income taxes and the provision for income taxes for the years ended December 31, 2013, 2012 and 2011 are as follows: | ||||||||||||
Loss before income taxes: | 2013 | 2012 | 2011 | |||||||||
United States | $ | -61,730,000 | $ | -30,399,000 | $ | -25,483,000 | ||||||
Foreign | -1,350,000 | -1,463,000 | -1,971,000 | |||||||||
$ | -63,080,000 | $ | -31,862,000 | $ | -27,454,000 | |||||||
Income tax benefit | 2013 | 2012 | 2011 | |||||||||
United States | $ | - | $ | - | $ | - | ||||||
Foreign | -410,000 | - | - | |||||||||
$ | -410,000 | $ | - | $ | - | |||||||
The significant components of U.S. deferred income tax expense (benefit) for the years ended December 31, 2013, 2012 and 2011 are as follows: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Deferred tax (benefit) expense | $ | -3,209,000 | $ | 10,661,000 | $ | 17,774,000 | ||||||
Net operating loss carryforward (generated) expired | -6,536,000 | 26,924,000 | 187,597,000 | |||||||||
Valuation allowance increase (decrease) | 9,745,000 | -37,585,000 | -205,371,000 | |||||||||
Provision for Income taxes | $ | - | $ | - | $ | - | ||||||
The significant components of foreign deferred income tax expense (benefit) for the years ended December 31, 2013, 2012 and 2011 are as follows: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Deferred tax expense (benefit) | $ | 1,406,000 | $ | -1,041,000 | $ | -1,268,000 | ||||||
Net operating loss carryforward expired (generated) | -15,000 | -79,000 | 496,000 | |||||||||
Valuation allowance (decrease) increase | -1,391,000 | 1,120,000 | 772,000 | |||||||||
Provision for Income taxes | $ | - | $ | - | $ | - | ||||||
The Company’s effective income tax rate differed from the federal statutory rate as follows: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
U.S. Federal statutory tax rate | -35.00% | -35.00% | -35.00% | |||||||||
Deferred state taxes, net of federal benefit | -1.30% | -3.30% | -3.10% | |||||||||
Common stock warrant liability | 20.6% | -5.30% | -4.40% | |||||||||
Gain on Hypulsion transaction | -1.80% | 0.0% | 0.0% | |||||||||
Other, net | 0.1% | 0.1% | 0.6% | |||||||||
Change to uncertain tax positions | -1.30% | -1.60% | -57.50% | |||||||||
Foreign tax rate differential | 0.2% | 0.5% | 0.8% | |||||||||
Expiring attribute carryforward | 2.2% | 0.0% | 5.4% | |||||||||
Adjustments to open deferred tax balance | -0.30% | -5.80% | -1.70% | |||||||||
Writeoff of tax attributes due to imposition of Section | ||||||||||||
382 limitation | 1.5% | 165.7% | 840.9% | |||||||||
Tax credits | 0.0% | 0.0% | -0.30% | |||||||||
Change in valuation allowance | 14.5% | -115.30% | -745.70% | |||||||||
-0.60% | 0.0% | 0.0% | ||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of certain assets and liabilities for financial reporting and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2013 and 2012 are as follows: | ||||||||||||
U.S. | Foreign | |||||||||||
Years ended December 31, | Years ended December 31, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||
Intangible assets | $ | 59,000 | $ | 130,000 | $ | 999,000 | $ | 694,000 | ||||
Deferred revenue | 3,425,000 | 2,779,000 | - | - | ||||||||
Other reserves and accruals | 1,253,000 | 1,621,000 | - | - | ||||||||
Tax credit carryforwards | - | - | 84,000 | 1,569,000 | ||||||||
Property, plant and equipment | 1,450,000 | 1,541,000 | 504,000 | 541,000 | ||||||||
Amortization of stock-based compensation | 9,183,000 | 8,495,000 | - | - | ||||||||
Capitalized research & development expenditures | 13,775,000 | 15,846,000 | 5,195,000 | 5,384,000 | ||||||||
Net operating loss carryforwards | 9,883,000 | 3,347,000 | 3,556,000 | 3,541,000 | ||||||||
Total deferred tax asset | 39,028,000 | 33,759,000 | 10,338,000 | 11,729,000 | ||||||||
Valuation allowance | -26,746,000 | -17,001,000 | -10,338,000 | -11,729,000 | ||||||||
Net deferred tax assets | $ | 12,282,000 | $ | 16,758,000 | $ | - | $ | - | ||||
Non-employee stock based compensation | -1,556,000 | -1,556,000 | - | - | ||||||||
Section 382 recognized built in loss | -10,726,000 | -15,202,000 | - | |||||||||
Net deferred tax liability | $ | -12,282,000 | $ | -16,758,000 | $ | - | $ | - | ||||
Net | $ | - | $ | - | $ | - | $ | - | ||||
The Company has recorded a valuation allowance, as a result of uncertainties related to the realization of its net deferred tax asset, at December 31, 2013 and 2012 of approximately $37.0 million and $28.7 million, respectively. A reconciliation of the current year change in valuation allowance is as follows: | ||||||||||||
Total | U.S. | Foreign | ||||||||||
Increase in valuation allowance for current year increase in net operating losses: | $ | 6,529,000 | $ | 6,536,000 | $ | -7,000 | ||||||
Increase in valuation allowance for current year net increase in deferred tax assets | ||||||||||||
other than net operating losses: | 3,587,000 | 3,209,000 | 378,000 | |||||||||
Decrease in valuation allowance as a result of foreign currency fluctuation | -798,000 | - | -798,000 | |||||||||
Decrease in valuation allowance as a result of tax attribute expiration | -1,478,000 | - | -1,478,000 | |||||||||
Increase in valuation allowance due to current year change of deferred tax assets | ||||||||||||
as the result of uncertain tax positions. | 514,000 | - | 514,000 | |||||||||
Net increase (decrease) in valuation allowance | $ | 8,354,000 | $ | 9,745,000 | $ | -1,391,000 | ||||||
The deferred tax assets have been offset by a full valuation allowance because it is more likely than not that the tax benefits of the net operating loss carryforwards and other deferred tax assets may not be realized. Included in the valuation allowance at December 31, 2013 and December 31, 2012 are $0.1 million of deferred tax assets resulting from the exercise of employee stock options, which upon subsequent realization of the tax benefits, will be allocated directly to paid-in capital. | ||||||||||||
Before the imposition of IRC Section 382 limitations described below, at December 31, 2013, the Company has unused federal and state net operating loss carryforwards of approximately $741 million, of which $117 million was generated from the operations of acquired companies prior to the dates of acquisition and $624 million was generated by the Company subsequent to the acquisition dates and through December 31, 2013. The net operating loss carryforwards if unused will expire at various dates from 2017 through 2033. | ||||||||||||
Under Internal Revenue Code (IRC) Section 382, the use of loss carryforwards may be limited if a change in ownership of a company occurs. If it is determined that due to transactions involving the Company’s shares owned by its 5 percent shareholders a change of ownership has occurred under the provisions of IRC Section 382, the Company's federal and state net operating loss carryforwards could be subject to significant IRC Section 382 limitations. | ||||||||||||
Based upon IRC Section 382 studies, Section 382 ownership changes occurred in 2013, 2012 and 2011 that resulted in $728 million of the Company's $741 million of federal and state net operating loss carryforwards being subject to IRC Section 382 limitations. As a result of IRC Section 382 limitations, $715 million of the $728 million net operating loss carryforwards that are limited will expire prior to utilization. As a result of the IRC Section 382 limitations these net operating loss carryforwards that will expire unutilized are not reflected in the Company’s gross deferred tax asset as of December 31, 2013. | ||||||||||||
The ownership changes also resulted in net unrealized built in losses per IRS Notice 2003-65 which should result in recognized built in losses during the five year recognition period of approximately $40.7 million. This will translate into unfavorable book to tax add backs in the Company's 2013 to 2018 U.S. corporate income tax returns that resulted in a gross deferred tax liability of $10.7 million at December 31, 2013 with a corresponding reduction to the valuation allowance. This gross deferred tax liability will offset certain existing gross deferred tax assets (i.e. capitalized research expense). This has no impact on the Company's current financial position, results of operations, or cash flows because of the full valuation allowance. | ||||||||||||
IRC Section 382 also limits the ability for a Company to utilize research credit carryforwards. Approximately $15.6 million of research credit carryforwards are subject to IRC Section 382 limitations and as a result of the IRC Section 382 limitations, the entire $15.6 million will expire prior to utilization. | ||||||||||||
At December 31, 2013, the Company has unused foreign net operating loss carryforwards of approximately $16.6 million. The net operating loss carryforwards if unused will expire at various dates from 2014 through 2031. At December 31, 2013, the Company has scientific research and experimental development expenditures of $20.8 million available to offset future taxable income. These expenditures have no expiry date. At December 31, 2013, the Company has Canadian ITC credit carryforwards of $0.5 million available to offset future income tax. These credit carryforwards if unused will expire at various dates from 2014 through 2025. Approximately $2.3 million of the foreign net operating loss carryforwards and $0.4 million of the Canadian ITC credit carryforwards represent unrecognized tax benefits and are therefore, not reflected in the Company's deferred tax asset as of December 31, 2013. | ||||||||||||
As of December 31, 2013, the Company has no un-repatriated foreign earnings. | ||||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Unrecognized tax benefits balance at beginning of year | $ | 1,579,000 | $ | 2,046,000 | $ | 17,893,000 | ||||||
Reductions for tax positions of prior years | -471,000 | -503,000 | -15,875,000 | |||||||||
Currency Translation | -75,000 | 36,000 | 28,000 | |||||||||
Unrecognized tax benefits balance at end of year | $ | 1,033,000 | $ | 1,579,000 | $ | 2,046,000 | ||||||
The Company recognizes accrued interest and penalties related to unrecognized tax benefits as a component of income tax expense. During the year ended December 31, 2013 the company recognized a $0.4 million benefit due to a reduction in interest and penalties as a result of the expiration of the associated statute of limitations. The company had $0.8 million and $1.2 million of interest and penalties accrued at December 31, 2013 and December 31, 2012, respectively. | ||||||||||||
The Company files income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. In the normal course of business the company is subject to examination by taxing authorities. Open tax years in the U.S. range from 2010 to 2013, and open tax years in foreign jurisdictions range from 2006 to 2013. However, upon examination in subsequent years, if net operating losses carryforwards and tax credit carryforwards are utilized, the U.S. and foreign jurisdictions can reduce net operating loss carryforwards and tax credit carryforwards utilized in the year being examined if they do not agree with the carryforward amount. As of December 31, 2013, the Company was not under audit in the U.S. or non-U.S. taxing jurisdictions. No significant changes to the amount of unrecognized tax benefits are anticipated within the next twelve months. | ||||||||||||
Warranty_Reserve
Warranty Reserve | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Warranty Reserve: | ' | |||||
Warranty Reserve | ' | |||||
16. Warranty Reserve | ||||||
Our GenDrive products are generally sold with a one to two-year product warranty that commences on the product installation date. The Company currently estimates the costs of satisfying warranty claims based on an analysis of past experience and provide for future claims in the period the revenue is recognized. Factors that affect the warranty liability include the number of installed units, estimated material costs, estimated travel, and labor costs. During the year ended December 31, 2012, the Company adjusted the reserve for additional warranty claims arising from GenDrive component quality issues that were identified during the year. These were isolated quality issues that were identified in GenDrive units that are currently being used at customer sites. These units are in the process of being retro-fitted with replacement components that will improve the reliability of the GenDrive products for customers. | ||||||
The following table summarizes product warranty activity recorded during the year ended December 31, 2013 and 2012: | ||||||
December 31, 2013 | December 31, 2012 | |||||
Beginning balance - January 1 | $ | 2,671,409 | $ | 1,210,909 | ||
Additions for current year deliveries | 970,775 | 996,439 | ||||
Reductions for payments made | -2,034,053 | -2,809,263 | ||||
Reserve Adjustment | - | 3,273,324 | ||||
Ending balance - December 31 | $ | 1,608,131 | $ | 2,671,409 |
Commitment_and_Contingencies
Commitment and Contingencies | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Commitments and Contingencies {1} | ' | |||||||
Commitments and Contingencies | ' | |||||||
17. Commitments and Contingencies | ||||||||
Operating Leases | ||||||||
As of December 31, 2013 and 2012, the Company has several non-cancelable operating leases, primarily for hydrogen infrastructure and fork lift trucks that expire over the next five years. Minimum rent payments under operating leases are recognized on a straight-line basis over the term of the lease. | ||||||||
Future minimum lease payments under non-cancelable operating leases (with initial or remaining lease terms in excess of one year) as of December 31, 2013 are: | ||||||||
Year ending December 31, | Operating leases | |||||||
2014 | $ | 463,652 | ||||||
2015 | 452,735 | |||||||
2016 | 451,011 | |||||||
2017 | 447,564 | |||||||
2018 and thereafter | 959,455 | |||||||
Total future minimum lease payments | $ | 2,774,417 | ||||||
Rental expense and rental income for all operating leases for the years ended December 31, 2013, and 2012 were as follows: | ||||||||
2013 | 2012 | |||||||
Minimum rentals | $ | 769,000 | $ | 764,000 | ||||
Sublease rental income | -76,104 | -215,141 | ||||||
$ | 692,896 | $ | 548,859 | |||||
Litigation | ||||||||
In May 2012, Soroof Trading Development Company Ltd., or Soroof, filed two claims against the Company, GE Microgen, Inc., or GEM, and General Electric Company, or GE, alleging breach of a distributor agreement and seeking damages of $3 million. The Company, GEM and GE, are party to an agreement under which Plug Power agreed to indemnify such parties for up to $1 million of certain losses related to the Soroof distributor agreement. On September 24, 2008, GE made a claim for indemnification against the Company under this agreement for all losses it may suffer as a result of the Soroof dispute. To the extent that the dispute results in an adverse outcome for the Company or for any of the parties Plug Power has agreed to indemnify, the Company could suffer financially as a result of the damages we would have to pay. | ||||||||
Alliances and development agreements | ||||||||
General Electric Company (GE) Entities: On February 27, 2006, the Company, GE MicroGen, Inc., and GE restructured their service and equity relationships by terminating the joint venture and the associated distributor and other agreements, and entering into a new development collaboration agreement. Under this agreement, the Company and GE (through its Global Research unit) agreed to collaborate on programs including, but not limited to, development of tools, materials and components that can be applied to various types of fuel cell products. The Company and GE mutually agreed to extend the terms of the development collaboration agreement such that the Company was obligated to purchase $1 million of services from GE in connection with this collaboration prior to December 31, 2009. As of December 31, 2009, the approximately $363,000 obligation remaining under the extended development collaboration agreement became due and payable; however, the Company and GE d/b/a GE Global Research entered into a Lease Agreement dated October 6, 2009 for space in the Company’s Latham, New York facility whereby the parties mutually agreed that pursuant to section 4 of the Lease Agreement the amount owed by the Company to GE under the development collaboration agreement would be offset by the rent owed by GE to the Company each month. The development collaboration agreement is scheduled to terminate on the earlier of (i) December 31, 2014 or (ii) upon the completion of a certain level of program activity. As of December 31, 2013 and 2012, approximately $0 and $11,000, respectively, have been recorded as accrued expenses in the accompanying consolidated balance sheets related to the development collaboration agreement. | ||||||||
Concentrations of credit risk | ||||||||
Concentrations of credit risk with respect to receivables exist due to the limited number of select customers that the Company has initial commercial sales arrangements with and government agencies. To mitigate credit risk, the Company performs appropriate evaluation of a prospective customer’s financial condition. | ||||||||
At December 31, 2013, five customers comprise approximately 78.3% of the total accounts receivable balance, with each customer individually representing 30.8%, 26.9%, 10.2%, 5.8% and 4.6% of total accounts receivable, respectively. At December 31, 2012, four customers comprise approximately 82.2% of the total accounts receivable balance, with each customer individually representing 63.1%, 7.7%, 6.3%, and 5.1% of total accounts receivable, respectively. | ||||||||
For the year ended December 31, 2013, contracts with three customers comprised 33.2% of total consolidated revenues, with each customer individually representing 11.6%, 11.2% and 10.4% of total consolidated revenues, respectively. For the year ended December 31, 2012, contracts with two customers comprised 43.1% of total consolidated revenues, with each customer individually representing 27.7%, and 15.4% of total consolidated revenues, respectively. | ||||||||
Employment Agreements | ||||||||
The Company is party to employment agreements with certain executives which provide for compensation and certain other benefits. The agreements also provide for severance payments under certain circumstances. | ||||||||
Hydrogen Payment Agreement | ||||||||
Pursuant to the agreement negotiated between Air Products and the Company to supply hydrogen infrastructure and hydrogen to Central Grocers at their distribution center, the Company has an obligation to purchase hydrogen from and pay a monthly service charge of $23,300 for hydrogen infrastructure to Air Products for the full term of the contract, which expires on March 19, 2019. Amendment No. 1 to the Hydrogen Payment Agreement became effective April 1, 2010 and increased the monthly service charge to $25,971 to accommodate for the addition of two dispensers and associated piping. Amendment No. 2 to the Hydrogen Payment Agreement became effective December 1, 2010 and increased the monthly service charge to $27,297. | ||||||||
Pursuant to an agreement negotiated between Linde LLC, (Linde), and the Company to supply hydrogen infrastructure and hydrogen to a customer under a Power Purchase Agreement, the Company has an obligation to purchase hydrogen, and pay a monthly service charge of $10,000 for hydrogen infrastructure to Linde for the full term of the contract, which expires on July 31, 2022. Under the terms of this agreement, the Company also has an obligation for the maintenance of the hydrogen infrastructure for a monthly service charge of $4,500. |
Supplemental_Disclosures_of_Ca
Supplemental Disclosures of Cash Flow Information | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Supplemental Disclosures of Cash Flow Information: | ' | ||||||||
Supplemental Disclosures of Cash Flow Information | ' | ||||||||
18. Supplemental Disclosures of Cash Flow Information | |||||||||
The following represents required supplemental disclosures of cash flow information and non-cash financing and investing activities which occurred during the years ended December 31, 2013, 2012 and 2011: | |||||||||
2013 | 2012 | 2011 | |||||||
Stock-based compensation accrual impact, net | $ | -31,378 | $ | -10,687 | $ | 395,257 | |||
Change in unrealized loss/gain on available for sale securities | - | - | 18,502 | ||||||
Cash paid for interest | 474,716 | 255,896 | 12,634 | ||||||
Transfer of investment in leased property to inventory | - | - | 253,786 | ||||||
Geographic_Information
Geographic Information | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Geographic Information: | ' | |||||
Geographic Information | ' | |||||
19. Geographic Information | ||||||
The United States was the physical location of all revenue generated for the years ended December 31, 2013, 2012 and 2011. | ||||||
Long-lived assets, representing the sum of net book value of property, plant, and equipment, net book value of leased property under capital leases, restricted cash, note receivable, and net book value of intangible assets, based on physical location as of December 31, 2013 and 2012, are as follows: | ||||||
2013 | 2012 | |||||
United States | $ | 9,890,924 | $ | 12,261,233 | ||
Canada | 1,751,595 | 3,258,071 | ||||
Total | $ | 11,642,519 | $ | 15,519,304 |
Unaudited_Quarterly_Financial_
Unaudited Quarterly Financial Data (in thousands, except per share data) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Unaudited Quarterly Financial Data (in thousands, except per share data) | ' | |||||||||||
Unaudited Quarterly Financial Data (in thousands, except per share data) | ' | |||||||||||
20. Unaudited Quarterly Financial Data (in thousands, except per share data) | ||||||||||||
Quarters ended | ||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||
2013 | 2013 | 2013 | 2013 | |||||||||
Product revenue | $ | 4,672 | $ | 5,581 | $ | 2,535 | $ | 5,658 | ||||
Service revenue | 1,373 | 1,549 | 1,630 | 2,107 | ||||||||
Research and development contract revenue | 400 | 368 | 462 | 267 | ||||||||
Net loss attributable to common shareholders | -8,576 | -9,338 | -15,948 | -28,929 | ||||||||
Loss per share: | ||||||||||||
Basic and Diluted | -0.18 | -0.14 | -0.19 | -0.28 | ||||||||
Quarters ended | ||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||
2012 | 2012 | 2012 | 2012 | |||||||||
Product revenue | $ | 6,572 | $ | 6,244 | $ | 3,418 | $ | 4,558 | ||||
Service revenue | 665 | 957 | 855 | 1,138 | ||||||||
Research and development contract revenue | 515 | 458 | 502 | 226 | ||||||||
Net loss attributable to common shareholders | -6,583 | -6,480 | -10,325 | -8,474 | ||||||||
Loss per share: | ||||||||||||
Basic and Diluted | -0.28 | -0.17 | -0.27 | -0.22 |
ACCOUNTING_POLICIES
ACCOUNTING (POLICIES) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
ACCOUNTING (POLICIES): | ' | ||||||||||
Principles of Consolidation | ' | ||||||||||
Principles of Consolidation | |||||||||||
The consolidated financial statements include the financial statements of Plug Power Inc. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. It is the Company’s policy to reclassify prior year consolidated financial statements to conform to current year presentation. | |||||||||||
Cash Equivalents | ' | ||||||||||
Cash Equivalents | |||||||||||
Cash equivalents consist of money market accounts with an initial term of less than three months. For purposes of the consolidated statements of cash flows, the Company considers all highly-liquid debt instruments with original maturities of three months or less to be cash equivalents. The Company’s cash and cash equivalents are deposited with financial institutions located in the U.S. and may at times exceed insured limits. | |||||||||||
Accounts Receivable | ' | ||||||||||
Accounts Receivable | |||||||||||
Accounts receivable related to product and service arrangements are recorded when products are shipped or delivered to customers, as appropriate. Accounts receivable related to contract research and development arrangements are recorded when work is completed under the applicable contract. Accounts receivable are stated at the amount billed to customers and are ordinarily due between 30 and 60 days after the issuance of the invoice. Accounts are considered delinquent when more than 90 days past due, and no extended payment agreements have been granted. Delinquent receivables are reserved or written off based on individual credit evaluation and specific circumstances of the customer. The allowance for doubtful accounts and related receivable are reduced when the amount is deemed uncollectible. As of December 31, 2013 and December 31, 2012, the allowance for doubtful accounts was $0. | |||||||||||
Inventory, Policy | ' | ||||||||||
Inventory | |||||||||||
Inventory is stated at the lower of cost or market value and consists primarily of raw materials. In the case of our consignment arrangements, we do not relieve inventory until the customer has accepted the product, at which time the risks and rewards of ownership have transferred. At December 31, 2013 and 2012, inventory on consignment was valued at approximately $1,178,000 and $406,000, respectively. | |||||||||||
Intangible Assets Policy | ' | ||||||||||
Intangible Assets | |||||||||||
Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values, and reviewed for impairment when certain triggering events occur. Intangible assets consisting of acquired technology and customer relationships related to Cellex and General Hydrogen are amortized using a straight-line method over their useful lives of 8 years. | |||||||||||
Revenue Recognition, Policy | ' | ||||||||||
Revenue Recognition | |||||||||||
The Company recognizes revenue under arrangements for products and services, which may include the sale of products (GenDrive units) and related services, including revenue from installation, service and maintenance, spare parts, hydrogen fueling services, which may include hydrogen supply as well as hydrogen fueling infrastructure, and leased units. The Company also recognizes revenue under research and development contracts, which are primarily cost reimbursement contracts associated with the development of PEM fuel cell technology. Revenue is generally recognized under these arrangements as follows. | |||||||||||
Products and Services | |||||||||||
The Company enters into revenue arrangements that may contain a combination of fuel cell systems and equipment, which may be sold, or under a limited number of arrangements leased to customers, installation, service, maintenance, spare parts, hydrogen fueling and other support services. For these multiple deliverable arrangements, the Company accounts for each separate deliverable as a separate unit of accounting if the delivered item or items have value to the customer on a standalone basis. The Company considers a deliverable to have standalone value if the item is sold separately by us or another entity or if the item could be resold by the customer. The Company allocates revenue to each separate deliverable based on its relative selling price. When determining the relative selling price, the Company utilizes its best estimate of the selling price as vendor-specific objective evidence and third-party evidence is generally not available for the deliverables involved in our revenue arrangements due to a lack of a competitive environment in selling fuel cell technology. For a majority of our deliverables, the Company determines relative selling prices using its best estimate of the selling price as vendor-specific objective evidence and third-party evidence is generally not available for the deliverables involved in its revenue arrangements due to a lack of a competitive environment in selling fuel cell technology. When determining estimated selling prices, the Company may consider the cost to produce the deliverable, the anticipated margin on that deliverable, the selling price and profit margin for similar parts, the Company’s ongoing pricing strategy and policies, the value of any enhancements that have been built into the deliverable and the characteristics of the varying markets in which the deliverable is sold, as applicable. The Company determines estimated selling prices for deliverables in its agreements based on the specific facts and circumstances of each arrangement and analyzes the estimated selling prices used for its allocation of arrangement consideration at least annually. Selling prices will be analyzed on a more frequent basis if a significant change in the Company’s business necessitates a more timely analysis or if the Company experiences significant variances in its selling prices. | |||||||||||
Once relative selling prices are determined, the Company proportionately allocates the sale consideration to each element of the arrangement. The allocated sales consideration related to fuel cell systems and equipment, spare parts, and hydrogen is recognized as revenue at shipment if title and risk of loss have passed to the customer, there is persuasive evidence of an arrangement, the sales price is fixed or determinable, collection of the related receivable is reasonably assured, and customer acceptance criteria, if any, have been successfully demonstrated. The allocated sales consideration related to installation, service, maintenance, and hydrogen delivery infrastructure is generally recognized as revenue when completed or on a straight-line basis over the term of the contract, as appropriate. | |||||||||||
In the case of consignment sales, the Company does not begin recognizing revenue until the customer has accepted the product, at which time the risks and rewards of ownership have transferred, the price is fixed, and the Company has a reasonable expectation of collection upon billing. | |||||||||||
The Company does not include a right of return on its products other than rights related to warranty provisions that permit repair or replacement of defective goods. The Company accrues for anticipated warranty costs at the same time that revenue is recognized for the related product. | |||||||||||
The Company has also sold extended warranty contracts that generally provide for a five to ten year warranty from the date of product installation. These types of contacts are accounted for as a separate deliverable, and accordingly, revenue generated from these transactions is deferred and recognized in income over the warranty period, generally on a straight-line basis. Additionally, the Company may enter into annual service and maintenance contracts that are billed monthly. Revenue generated from these transactions is recognized in income on a straight-line basis over the term of the contract. | |||||||||||
At December 31, 2013 and 2012, the Company had unbilled amounts from product and service revenue in the amount of approximately $184,000 and $118,000, respectively, which is included in other current assets in the accompanying consolidated balance sheets. At December 31, 2013 and 2012, the Company had deferred product and service revenue in the amount of $9.0 million and $7.3 million, respectively. | |||||||||||
Research and Development Contract Revenue | ' | ||||||||||
Research and Development Contract Revenue | |||||||||||
Contract accounting is used for research and development contract revenue, which primarily relates to cost reimbursement research and development contracts associated with the development of PEM fuel cell technology. The Company generally shares in the cost of these programs with cost sharing percentages generally ranging from 30% to 50% of total project costs. Revenue from time and material contracts is recognized on the basis of hours expended plus other reimbursable contract costs incurred during the period. All allowable work performed through the end of each calendar quarter is billed, subject to limitations in the respective contracts. We expect to continue research and development contract work that is directly related to our current product development efforts. At December 31, 2013 and 2012, the Company had unbilled amounts from research and development contract revenue in the amount of approximately $111,000 and $182,000, respectively and is included in other current assets in the accompanying consolidated balance sheets. Unbilled amounts at December 31, 2013 are expected to be billed during the first quarter of 2014. | |||||||||||
Product Warranty Reserve | ' | ||||||||||
Product Warranty Reserve | |||||||||||
Our GenDrive products are generally sold with a one to two-year product warranty to customers that commences on the product installation date. We currently estimate the costs of satisfying warranty claims based on an analysis of past experience and provide for future claims in the period the revenue is recognized. The Company’s product warranty reserve as of December 31, 2013 is approximately $1.6 million and is included in product warranty reserve in the accompanying consolidated balance sheets. Included in this balance is approximately $1.2 million related to specific GenDrive component quality issues that were identified during the year ended December 31, 2012. | |||||||||||
Property, Plant and Equipment, Policy | ' | ||||||||||
Property, Plant and Equipment | |||||||||||
Property, plant and equipment are originally recorded at cost. Maintenance and repairs are expensed as costs are incurred. Depreciation on plant and equipment, which includes depreciation on the Company’s facility that is accounted for as a financing obligation (see Note 10, Finance Obligation), is calculated on the straight-line method over the estimated useful lives of the assets. The Company records depreciation and amortization over the following estimated useful lives: | |||||||||||
Buildings | 20 years | ||||||||||
Building improvements | 5–20 years | ||||||||||
Software, machinery and equipment | 1–15 years | ||||||||||
Gains and losses resulting from the sale of property and equipment are recorded in current operations | |||||||||||
Leased Property Under Capital Lease | ' | ||||||||||
Leased Property Under Capital Lease | |||||||||||
Leased property under capital lease is stated at the present value of minimum lease payments. Amortization expense is recorded on a straight-line basis over 6 years, the shorter of the lease term and the estimated useful life of the asset. Amortization expense amounted to $516,497 and $129,122 for the years ended December 31, 2013 and December 31, 2012, respectively, and has been included in cost of service revenue in the accompanying consolidated statements of operations. | |||||||||||
Impairment of Long-Lived Assets policy | ' | ||||||||||
Impairment of Long-Lived Assets | |||||||||||
Long-lived assets, such as property, plant, and equipment, and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values and third party independent appraisals, as considered necessary. Assets to be disposed of would be separately presented in the consolidated balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposal group classified as held for sale would be presented separately in the appropriate asset and liability sections of the consolidated balance sheet. | |||||||||||
Common Stock Warrant Accounting | ' | ||||||||||
Common Stock Warrant Accounting | |||||||||||
The Company accounts for common stock warrants in accordance with applicable accounting guidance provided in Accounting Standards Codification (ASC) Subtopic 815-40, Derivatives and Hedging – Contracts in Entity’s Own Equity, as either derivative liabilities or as equity instruments depending on the specific terms of the warrant agreement. In compliance with applicable securities law, registered common stock warrants that require the issuance of registered shares upon exercise and do not sufficiently preclude an implied right to cash settlement are accounted for as derivative liabilities. We classify these derivative warrant liabilities on the accompanying consolidated balance sheets as a long-term liability, which is revalued at each balance sheet date subsequent to the initial issuance using the Black-Scholes pricing model. The Black-Scholes pricing model, which is based, in part, upon unobservable inputs for which there is little or no market data, requires the Company to develop its own assumptions. Changes in the fair value of the warrants are reflected in the accompanying consolidated statements of operations as change in fair value of common stock warrant liability. | |||||||||||
Income Tax, Policy | ' | ||||||||||
Income Taxes | |||||||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period that includes the enactment date. A valuation allowance is recorded to reduce the carrying amounts of deferred tax assets if it is more likely than not that such assets will not be realized. We did not report a benefit for federal and state income taxes in the consolidated financial statements as the deferred tax asset generated from our net operating loss has been offset by a full valuation allowance because it is more likely than not that the tax benefits of the net operating loss carryforward will not be realized. | |||||||||||
The Company accounts for uncertain tax positions in accordance with FASB ASC No. 740-10-25, Income Taxes – Overall – Recognition. The Company recognizes in its consolidated financial statements the impact of a tax position only if that position is more likely than not to be sustained on audit, based on the technical merits of the position | |||||||||||
Foreign Currency Translations | ' | ||||||||||
Foreign Currency Translation | |||||||||||
Historically, foreign currency translation adjustments arose from conversion of the Company’s foreign subsidiary’s financial statements to U.S. dollars for reporting purposes, and were included in accumulated other comprehensive income (loss) in stockholders’ (deficit) equity on the accompanying consolidated balance sheets. As of September 30, 2013, the functional currency of our last remaining foreign subsidiary, Plug Power Canada Inc., was changed to the U.S. dollar, therefore these translation adjustments will no longer occur. Transaction gains and losses resulting from the effect of exchange rate changes on transactions denominated in currencies other than the U.S. dollar give rise to realized foreign currency transaction gains and losses, and are included in interest and other expense in the accompanying consolidated statements of operations. | |||||||||||
Research and Development | ' | ||||||||||
Research and Development | |||||||||||
Costs incurred in research and development by the Company are expensed as incurred | |||||||||||
Joint Venture | ' | ||||||||||
Joint Venture | |||||||||||
The Company accounts for investments in joint ventures in which we have significant influence in accordance with applicable accounting guidance in ASC Subtopic 323-10, Investments – Equity Method and Joint Ventures – Overall. On February 29, 2012 we completed the formation of our joint venture with Axane, S.A., a subsidiary of Air Liquide, under the name HyPulsion (the JV). The principal purpose of the JV is to develop and sell hydrogen fuel cell systems for the European material handling market. Axane contributed cash at the closing and will make additional fixed cash contributions in 2013 and 2014 in exchange for an initial 55% ownership of the JV, subject to certain conditions. We have not contributed any cash to the JV and we are not obligated to contribute any cash. We contributed to the JV the right to use our technology, including design and technology know-how on GenDrive systems, in exchange for an initial 45% ownership of the JV. | |||||||||||
On April 19, 2013 Axane purchased an additional 25% ownership interest in HyPulsion from the Company for a cash purchase price of $3.3 million (Euro 2.5 million). We now own 20% and Axane owns 80% of HyPulsion, and we will share in 20% of the profits from the JV. The Company has the right to purchase an additional 60% of HyPulsion from Axane at any time between January 4, 2018 and January 29, 2018 at a formula price. If the Company exercises its purchase right, Axane will have the right, at any time between February 1, 2018 and December 31, 2021, to require the Company to buy the remaining 20% interest at a formula price. | |||||||||||
In addition, the Company and HyPulsion also entered into an engineering service agreement under which, among other things, the Company will provide HyPulsion with engineering and technical services for a new fuel cell assembly line and manufacturing execution system. Under the service agreement, HyPulsion has paid the Company approximately $659,000 (Euro 500,000) in the aggregate for services to be performed by the Company. | |||||||||||
In accordance with the equity method of accounting, the Company will increase its investment in the JV by its share of any earnings, and decrease its investment in the JV by its share of any losses. Losses in excess of the investment must be restored from future profits before we can recognize our proportionate share of profits. As of December 31, 2013, the Company had a zero basis for its investment in the JV. | |||||||||||
Redeemable Preferred Stock policy | ' | ||||||||||
Redeemable Preferred Stock | |||||||||||
On May 8, 2013, the Company entered into a Securities Purchase Agreement with Air Liquide, pursuant to which the Company agreed to issue and sell 10,431 shares of the Company’s Series C Redeemable Convertible Preferred Stock, par value $0.01 per share, for an aggregate purchase price of approximately $2.6 million (Euro 2 million) in cash, as more fully discussed in Note 5, Redeemable Preferred Stock. We account for preferred stock as temporary equity in accordance with applicable accounting guidance in Accounting Standards Codification (ASC) 480, Distinguishing Liabilities from Equity. Dividends on the redeemable preferred stock are accounted for as a reduction (increase) in the net income (loss) attributable to common shareholders. | |||||||||||
Stock-Based Compensation | ' | ||||||||||
Stock-Based Compensation | |||||||||||
The Company maintains employee stock-based compensation plans, which are described more fully in Note 6, Employee Benefit Plans. | |||||||||||
Stock-based compensation represents the cost related to stock-based awards granted to employees and directors. The Company measures stock-based compensation cost at grant date, based on the fair value of the award, and recognizes the cost as expense on a straight-line basis (net of estimated forfeitures) over the option’s requisite service period. | |||||||||||
The Company estimates the fair value of stock-based awards using a Black-Scholes valuation model. Stock-based compensation expense is recorded in “Cost of product revenue”, “Cost of service revenue”, “Research and development expense” and “Selling, general and administrative expenses” in the accompanying consolidated statements of operations based on the employees’ respective function. | |||||||||||
The Company records deferred tax assets for awards that result in deductions on the Company’s income tax returns, based upon the amount of compensation cost recognized and the Company's statutory tax rate. Differences between the deferred tax assets recognized for financial reporting purposes and the actual tax deduction reported on the Company's income tax return are recorded in additional paid-in capital if the tax deduction exceeds the deferred tax asset or in the consolidated statements of operations if the deferred tax asset exceeds the tax deduction and no additional paid-in capital exists from previous awards. Excess tax benefits are recognized in the period in which the tax deduction is realized through a reduction of taxes payable. No tax benefit or expense for stock-based compensation has been recorded during the years ended December 31, 2013, 2012 and 2011 since the Company remains in a NOL position. | |||||||||||
Per Share Amounts | ' | ||||||||||
Per Share Amounts | |||||||||||
Basic earnings per common share are computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock (such as stock options, unvested restricted stock, common stock warrants, and preferred stock) were exercised or converted into common stock or resulted in the issuance of common stock (net of any assumed repurchases) that then shared in the earnings of the Company, if any. This is computed by dividing net earnings by the combination of dilutive common share equivalents, which is comprised of shares issuable under outstanding warrants, the conversion of preferred stock, and the Company’s share-based compensation plans, and the weighted average number of common shares outstanding during the reporting period. Since the Company is in a net loss position, all common stock equivalents would be considered to be anti-dilutive and are, therefore, not included in the determination of diluted earnings per share. Accordingly, basic and diluted loss per share are the same. | |||||||||||
The following table provides the components of the calculations of basic and diluted earnings per share: | |||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Numerator: | |||||||||||
Net loss attributable to common shareholders | $ | -62,790,800 | $ | -31,862,454 | $ | -27,453,954 | |||||
Denominator: | |||||||||||
Weighted average number of common shares | |||||||||||
outstanding | 76,436,408 | 34,376,427 | 18,778,066 | ||||||||
The dilutive potential common shares are summarized as follows: | |||||||||||
At December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Stock options outstanding | 4,703,326 | 1,986,255 | 1,948,997 | ||||||||
Restricted stock outstanding | 650,002 | - | 280,771 | ||||||||
Common stock warrants (1) | 24,137,878 | 9,421,008 | 7,128,563 | ||||||||
Preferred stock (2) | 10,972,859 | - | - | ||||||||
Number of dilutive potential common shares | 40,464,065 | 11,407,263 | 9,358,331 | ||||||||
-1 | On May 31, 2011, the Company issued 7,128,563 warrants as part of an underwritten public offering. As a result of the March 28 and 29, 2012 and February 20 and 21, 2013 public offerings, the May 8, 2013 issuance of Series C redeemable convertible preferred stock, and the September 16, 2013 public offering described in Note 4, the number of warrants increased to 22,995,365 pursuant to the anti-dilution provisions of those warrants. Additionally, on February 20, 2013, the Company issued 23,637,500 warrants as part of an underwritten public offering. Of the warrants issued in these offerings, 22,494,987 were exercised as of December 31, 2013. | ||||||||||
-2 | The preferred stock amount represents the dilutive potential common shares of the 10,431 shares of Series C redeemable convertible preferred stock issued on May 16, 2013. | ||||||||||
Use of Estimates, Policy | ' | ||||||||||
Use of Estimates | |||||||||||
The consolidated financial statements of the Company have been prepared in conformity with U.S. generally accepted accounting principles, which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||
Subsequent Events | ' | ||||||||||
Subsequent Events | |||||||||||
The Company evaluates subsequent events at the date of the balance sheet as well as conditions that arise after the balance sheet date but before the financial statements are issued. The effects of conditions that existed at the date of the balance sheet date are recognized in the financial statements. Events and conditions arising after the balance sheet date but before the financial statements are issued are evaluated to determine if disclosure is required to keep the financial statements from being misleading. To the extent such events and conditions exist, if any, disclosures are made regarding the nature of events and the estimated financial effects for those events and conditions. | |||||||||||
Reclassifications | ' | ||||||||||
Reclassifications | |||||||||||
Certain reclassifications have been made to prior period financial statements to conform to the current period presentation. These reclassifications include separating what was previously presented as product and service revenue and cost of product and service revenue into separate product revenue and service revenue and cost of product revenue and cost of service revenue line items on the consolidated statements of operations. These reclassifications did not impact the results of operations or net cash flows in the periods presented. | |||||||||||
Recent Accounting Pronouncements | ' | ||||||||||
Recent Accounting Pronouncements | |||||||||||
There are no recently issued accounting standards with pending adoptions that the Company’s management currently anticipates will have any material impact upon its financial statements. |
Components_of_the_calculations
Components of the calculations of basic and diluted earnings per share (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Components of the calculations of basic and diluted earnings per share: | ' | ||||||||||
Components of the calculations of basic and diluted earnings per share | ' | ||||||||||
The following table provides the components of the calculations of basic and diluted earnings per share: | |||||||||||
Year Ended December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Numerator: | |||||||||||
Net loss attributable to common shareholders | $ | -62,790,800 | $ | -31,862,454 | $ | -27,453,954 | |||||
Denominator: | |||||||||||
Weighted average number of common shares | |||||||||||
outstanding | 76,436,408 | 34,376,427 | 18,778,066 | ||||||||
Schedule of dilutive potential common shares | ' | ||||||||||
The dilutive potential common shares are summarized as follows: | |||||||||||
At December 31, | |||||||||||
2013 | 2012 | 2011 | |||||||||
Stock options outstanding | 4,703,326 | 1,986,255 | 1,948,997 | ||||||||
Restricted stock outstanding | 650,002 | - | 280,771 | ||||||||
Common stock warrants (1) | 24,137,878 | 9,421,008 | 7,128,563 | ||||||||
Preferred stock (2) | 10,972,859 | - | - | ||||||||
Number of dilutive potential common shares | 40,464,065 | 11,407,263 | 9,358,331 |
Schedule_of_Inventory_Tables
Schedule of Inventory (Tables) | 12 Months Ended | ||||||
Dec. 31, 2013 | |||||||
Schedule of Inventory: | ' | ||||||
Schedule of Inventory | ' | ||||||
Inventory as of December 31, 2013 and December 31, 2012 consisted of the following: | |||||||
December 31, 2013 | December 31, 2012 | ||||||
Raw materials and supplies | $ | 8,881,596 | $ | 7,576,862 | |||
Work-in-process | 219,327 | 314,321 | |||||
Finished goods | 1,305,397 | 659,274 | |||||
$ | 10,406,320 | $ | 8,550,457 |
Stock_Option_Plan_Tables
Stock Option Plan (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2013 | |||||||||||
Stock Option Plan: | ' | ||||||||||
Schedule of Stock Options, Valuation Assumptions | ' | ||||||||||
The assumptions made for purposes of estimating fair value under the Black-Scholes model for the 3,090,900, 78,400 and 1,618,400 options granted during the years ended December 31, 2013, 2012 and 2011, respectively, were as follows: | |||||||||||
2013 | 2012 | 2011 | |||||||||
Divident yield: | 0% | 0% | 0% | ||||||||
Expected term of options (years): | 6 | 6 | 6 | ||||||||
Risk free interest rate: | 0.93%-1.70% | 0.80%-1.16% | 1.16%-2.61% | ||||||||
Volatility: | 92%-107% | 80% | 74%-79% | ||||||||
Schedule of Share-based Stock Options, Activity | ' | ||||||||||
A summary of stock option activity for the year December 31, 2013 is as follows: | |||||||||||
Weighted | Weighted Average | Aggregate | |||||||||
Average Exercise | Remaining | Intrinsic | |||||||||
Shares | Price | Contractual Terms | Value | ||||||||
Options outstanding at December 31, 2012 | 1,986,255 | $ | 8.95 | 7.9 | $ | - | |||||
Granted | 3,090,900 | 0.40 | 9.6 | - | |||||||
Exercised | - | - | - | - | |||||||
Forfeited | -340,837 | 6.41 | - | - | |||||||
Expired | -32,992 | 51.05 | - | - | |||||||
Options outstanding at December 31, 2013 | 4,703,326 | $ | 3.22 | 8.7 | - | ||||||
Options exercisable at December 31, 2013 | 1,193,800 | 10.45 | 6.7 | - | |||||||
Options unvested at December 31, 2013 | 3,509,526 | $ | 0.77 | 9.4 | $ | 2,751,453 | |||||
Schedule of Share Restricted Stock Activity | ' | ||||||||||
A summary of restricted stock activity for the year ended December 31, 2013 is as follows: | |||||||||||
Aggregate | |||||||||||
Instrinsic | |||||||||||
Shares | Value | ||||||||||
Unvested restricted stock at December 31, 2012 | - | $ | - | ||||||||
Granted | 683,336 | 1,059,171 | |||||||||
Forfeited | -33,334 | -51,668 | |||||||||
Unvested restricted stock at December 31, 2013 | 650,002 | $ | 1,007,503 |
Schedule_of_Property_plant_and
Schedule of Property plant and (Tables) | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Schedule of Property plant and equipment: | ' | |||||
Schedule of Property plant and equipment | ' | |||||
Property, plant and equipment at December 31, 2013 and 2012 consist of the following: | ||||||
December 31, | December 31, | |||||
2013 | 2012 | |||||
Land | $ | 90,000 | $ | 90,000 | ||
Buildings | 15,332,232 | 15,332,232 | ||||
Building improvements | 4,923,827 | 4,939,283 | ||||
Software, machinery and equipment | 10,658,236 | 13,741,573 | ||||
31,004,295 | 34,103,088 | |||||
Less accumulated depreciation | -25,726,628 | -27,394,851 | ||||
Property, plant, and equipment, net | $ | 5,277,667 | $ | 6,708,237 |
Schedule_of_capital_leases_Tab
Schedule of capital leases (Tables) | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Schedule of capital leases: | ' | |||||
Schedule of Capital Leased Assets | ' | |||||
Leased property under capital lease at December 31, 2013 and December 31, 2012 consists of the following: | ||||||
December 31, | December 31, | |||||
2013 | 2012 | |||||
Leased property under capital lease | $ | 3,098,921 | $ | 3,098,921 | ||
Less accumulated depreciation | -645,609 | -129,122 | ||||
Leased property under capital lease, net | $ | 2,453,312 | $ | 2,969,799 | ||
Schedule of Future Minimum Lease Payments for Capital Leases | ' | |||||
Future minimum capital lease payments as of December 31, 2014 are: | ||||||
Year ending December 31, | Capital leases | |||||
2014 | $ | 815,184 | ||||
2015 | 611,388 | |||||
Total future minimum lease payments | $ | 1,426,572 | ||||
Less amount representing interest (at 9.9%) | 121,823 | |||||
Present value of net minimum capital lease payments | 1,304,749 | |||||
Less current installments of obligations under capital leases | 717,870 | |||||
Obligations under capital leases, excluding current installments | $ | 586,879 |
Schedule_of_Finance_Obligation
Schedule of Finance Obligations (Tables) | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Schedule of Finance Obligations: | ' | |||
Schedule of Finance Obligations | ' | |||
In connection with the sale-leaseback transaction, the Company also entered into an agreement with the buyer, pursuant to which the Company leases from the buyer a portion of the premises sold for a term of 15 years. The Company’s remaining future minimum payments under the 15 year lease are as follows: | ||||
Year ending December 31, 2013 | ||||
2014 | 459,564 | |||
2015 | 459,564 | |||
2016 | 459,564 | |||
2017 | 459,564 | |||
2018 | 483,132 | |||
Thereafter | 4,795,976 | |||
Total future minimum financing obligation payments | 7,117,364 | |||
Less interest | -2,825,497 | |||
Present value of future minimum financing obligation payments | $ | 4,291,867 |
Schedule_of_Intangible_assets_
Schedule of Intangible assets (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Schedule of Intangible assets: | ' | |||||||||||||
Schedule of acquired identifiable intangible assets | ' | |||||||||||||
The gross carrying amount and accumulated amortization of the Company’s acquired identifiable intangible assets as of December 31, 2013 are as follows: | ||||||||||||||
Weighted Average | Gross Carrying | Accumulated | ||||||||||||
Amortization Period | Amount | Amortization | Total | |||||||||||
Acquired Technology | 8 years | $ | 17,036,835 | $ | -14,301,907 | $ | 2,734,928 | |||||||
Customer Relationships | 8 years | 1,000,000 | -833,333 | 166,667 | ||||||||||
$ | 18,036,835 | $ | -15,135,240 | $ | 2,901,595 | |||||||||
Schedule of accumulated amortization of the Company's acquired identifiable intangible assets | ' | |||||||||||||
The gross carrying amount and accumulated amortization of the Company’s acquired identifiable intangible assets as of December 31, 2012 are as follows: | ||||||||||||||
Weighted Average | Gross Carrying | Accumulated | ||||||||||||
Amortization Period | Amount | Amortization | Total | |||||||||||
Acquired Technology | 8 years | $ | 17,134,953 | $ | -12,156,049 | $ | 4,978,904 | |||||||
Customer Relationships | 8 years | 1,000,000 | -708,333 | 291,667 | ||||||||||
$ | 18,134,953 | $ | -12,864,382 | $ | 5,270,571 | |||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | ' | |||||||||||||
Amortization expense for acquired identifiable intangible assets for the years ended December 31, 2013, 2012, and 2011 was $2.3 million, $2.3 million, and $2.3 million, respectively. Estimated amortization expense for subsequent years is as follows: | ||||||||||||||
2014 | $ | 2,263,776 | ||||||||||||
2015 | 637,819 | |||||||||||||
Total | $ | 2,901,595 |
Schedule_of_Accrued_expenses_T
Schedule of Accrued expenses (Tables) | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Schedule of Accrued expenses: | ' | |||||
Schedule of Accrued expenses | ' | |||||
Accrued expenses at December 31, 2013 and 2012 consist of: | ||||||
2013 | 2012 | |||||
Accrued payroll and compensation related costs | $ | 1,531,175 | $ | 708,495 | ||
Accrued dealer commissions and customer rebates | 235,690 | 1,097,498 | ||||
Other accrued liabilities | 1,301,909 | 2,022,052 | ||||
Total | $ | 3,068,774 | $ | 3,828,045 |
Schedule_of_Fair_Value_Measure
Schedule of Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2013 | |||||||||||||||
Schedule of Fair Value Measurements: | ' | ||||||||||||||
Fair Value, Assets Measured on Recurring Basis | ' | ||||||||||||||
The following tables summarize the basis used to measure certain financial assets at fair value on a recurring basis in the consolidated balance sheets: | |||||||||||||||
Basis of Fair Value Measurements | |||||||||||||||
Quoted Prices in Active | Significant | Significant | |||||||||||||
Markets for Identical | Other Observable | Other Unobservable | |||||||||||||
Items | Inputs | Inputs | |||||||||||||
Balance at December 31, 2013 | Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||
Common stock warrant liability | $ | 28,829,849 | $ | - | $ | - | $ | 28,829,849 | |||||||
Quoted Prices in Active | Significant | Significant | |||||||||||||
Markets for Identical | Other Observable | Other Unobservable | |||||||||||||
Items | Inputs | Inputs | |||||||||||||
Balance at December 31, 2012 | Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||
Common stock warrant liability | $ | 475,825 | $ | - | $ | - | $ | 475,825 | |||||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | ' | ||||||||||||||
The following tables show reconciliations of the beginning and ending balances for assets measured at fair value on a recurring basis using significant unobservable inputs (i.e. Level 3): | |||||||||||||||
Fair Value | |||||||||||||||
Measurement Using | |||||||||||||||
Significant | |||||||||||||||
Common stock warrant liability | Unobservable Inputs | ||||||||||||||
Beginning of period - January 1, 2013 | $ | 475,825 | |||||||||||||
Change in fair value of common stock warrants | 37,101,818 | ||||||||||||||
Issuance of common stock warrants | 2,451,028 | ||||||||||||||
Exercise of common stock warrants | -11,198,822 | ||||||||||||||
Fair value of common stock warrant liability at December 31, 2013 | $ | 28,829,849 | |||||||||||||
Fair Value | |||||||||||||||
Measurement Using | |||||||||||||||
Significant | |||||||||||||||
Common stock warrant liability | Unobservable Inputs | ||||||||||||||
Beginning of period - January 1, 2012 | $ | 5,320,990 | |||||||||||||
Change in fair value of common stock warrants | -4,845,165 | ||||||||||||||
Fair value of common stock warrant liability at December 31, 2012 | $ | 475,825 |
Schedule_of_Income_Taxes_Table
Schedule of Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Schedule of Income Taxes: | ' | |||||||||||
Schedule of Components of Income Tax Expense (Benefit) | ' | |||||||||||
The components of loss before income taxes and the provision for income taxes for the years ended December 31, 2013, 2012 and 2011 are as follows: | ||||||||||||
Loss before income taxes: | 2013 | 2012 | 2011 | |||||||||
United States | $ | -61,730,000 | $ | -30,399,000 | $ | -25,483,000 | ||||||
Foreign | -1,350,000 | -1,463,000 | -1,971,000 | |||||||||
$ | -63,080,000 | $ | -31,862,000 | $ | -27,454,000 | |||||||
Income tax benefit | 2013 | 2012 | 2011 | |||||||||
United States | $ | - | $ | - | $ | - | ||||||
Foreign | -410,000 | - | - | |||||||||
$ | -410,000 | $ | - | $ | - | |||||||
Schedule of Income before Income Tax, Domestic and Foreign | ' | |||||||||||
The significant components of U.S. deferred income tax expense (benefit) for the years ended December 31, 2013, 2012 and 2011 are as follows: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Deferred tax (benefit) expense | $ | -3,209,000 | $ | 10,661,000 | $ | 17,774,000 | ||||||
Net operating loss carryforward (generated) expired | -6,536,000 | 26,924,000 | 187,597,000 | |||||||||
Valuation allowance increase (decrease) | 9,745,000 | -37,585,000 | -205,371,000 | |||||||||
Provision for Income taxes | $ | - | $ | - | $ | - | ||||||
The significant components of foreign deferred income tax expense (benefit) for the years ended December 31, 2013, 2012 and 2011 are as follows: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Deferred tax expense (benefit) | $ | 1,406,000 | $ | -1,041,000 | $ | -1,268,000 | ||||||
Net operating loss carryforward expired (generated) | -15,000 | -79,000 | 496,000 | |||||||||
Valuation allowance (decrease) increase | -1,391,000 | 1,120,000 | 772,000 | |||||||||
Provision for Income taxes | $ | - | $ | - | $ | - | ||||||
Schedule of Effective Income Tax Rate Reconciliation | ' | |||||||||||
The Company’s effective income tax rate differed from the federal statutory rate as follows: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
U.S. Federal statutory tax rate | -35.00% | -35.00% | -35.00% | |||||||||
Deferred state taxes, net of federal benefit | -1.30% | -3.30% | -3.10% | |||||||||
Common stock warrant liability | 20.6% | -5.30% | -4.40% | |||||||||
Gain on Hypulsion transaction | -1.80% | 0.0% | 0.0% | |||||||||
Other, net | 0.1% | 0.1% | 0.6% | |||||||||
Change to uncertain tax positions | -1.30% | -1.60% | -57.50% | |||||||||
Foreign tax rate differential | 0.2% | 0.5% | 0.8% | |||||||||
Expiring attribute carryforward | 2.2% | 0.0% | 5.4% | |||||||||
Adjustments to open deferred tax balance | -0.30% | -5.80% | -1.70% | |||||||||
Writeoff of tax attributes due to imposition of Section | ||||||||||||
382 limitation | 1.5% | 165.7% | 840.9% | |||||||||
Tax credits | 0.0% | 0.0% | -0.30% | |||||||||
Change in valuation allowance | 14.5% | -115.30% | -745.70% | |||||||||
-0.60% | 0.0% | 0.0% | ||||||||||
Schedule of Deferred Tax Assets and Liabilities | ' | |||||||||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of certain assets and liabilities for financial reporting and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2013 and 2012 are as follows: | ||||||||||||
U.S. | Foreign | |||||||||||
Years ended December 31, | Years ended December 31, | |||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||
Intangible assets | $ | 59,000 | $ | 130,000 | $ | 999,000 | $ | 694,000 | ||||
Deferred revenue | 3,425,000 | 2,779,000 | - | - | ||||||||
Other reserves and accruals | 1,253,000 | 1,621,000 | - | - | ||||||||
Tax credit carryforwards | - | - | 84,000 | 1,569,000 | ||||||||
Property, plant and equipment | 1,450,000 | 1,541,000 | 504,000 | 541,000 | ||||||||
Amortization of stock-based compensation | 9,183,000 | 8,495,000 | - | - | ||||||||
Capitalized research & development expenditures | 13,775,000 | 15,846,000 | 5,195,000 | 5,384,000 | ||||||||
Net operating loss carryforwards | 9,883,000 | 3,347,000 | 3,556,000 | 3,541,000 | ||||||||
Total deferred tax asset | 39,028,000 | 33,759,000 | 10,338,000 | 11,729,000 | ||||||||
Valuation allowance | -26,746,000 | -17,001,000 | -10,338,000 | -11,729,000 | ||||||||
Net deferred tax assets | $ | 12,282,000 | $ | 16,758,000 | $ | - | $ | - | ||||
Non-employee stock based compensation | -1,556,000 | -1,556,000 | - | - | ||||||||
Section 382 recognized built in loss | -10,726,000 | -15,202,000 | - | |||||||||
Net deferred tax liability | $ | -12,282,000 | $ | -16,758,000 | $ | - | $ | - | ||||
Net | $ | - | $ | - | $ | - | $ | - | ||||
Schedule of Valuation Allowance | ' | |||||||||||
. A reconciliation of the current year change in valuation allowance is as follows: | ||||||||||||
Total | U.S. | Foreign | ||||||||||
Increase in valuation allowance for current year increase in net operating losses: | $ | 6,529,000 | $ | 6,536,000 | $ | -7,000 | ||||||
Increase in valuation allowance for current year net increase in deferred tax assets | ||||||||||||
other than net operating losses: | 3,587,000 | 3,209,000 | 378,000 | |||||||||
Decrease in valuation allowance as a result of foreign currency fluctuation | -798,000 | - | -798,000 | |||||||||
Decrease in valuation allowance as a result of tax attribute expiration | -1,478,000 | - | -1,478,000 | |||||||||
Increase in valuation allowance due to current year change of deferred tax assets | ||||||||||||
as the result of uncertain tax positions. | 514,000 | - | 514,000 | |||||||||
Net increase (decrease) in valuation allowance | $ | 8,354,000 | $ | 9,745,000 | $ | -1,391,000 | ||||||
Schedule of Unrecognized Tax Benefits | ' | |||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Unrecognized tax benefits balance at beginning of year | $ | 1,579,000 | $ | 2,046,000 | $ | 17,893,000 | ||||||
Reductions for tax positions of prior years | -471,000 | -503,000 | -15,875,000 | |||||||||
Currency Translation | -75,000 | 36,000 | 28,000 | |||||||||
Unrecognized tax benefits balance at end of year | $ | 1,033,000 | $ | 1,579,000 | $ | 2,046,000 |
Schedule_of_Product_Warranty_a
Schedule of Product Warranty activity (Tables) | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Schedule of Product Warranty activity: | ' | |||||
Schedule of Product Warranty | ' | |||||
The following table summarizes product warranty activity recorded during the year ended December 31, 2013 and 2012: | ||||||
December 31, 2013 | December 31, 2012 | |||||
Beginning balance - January 1 | $ | 2,671,409 | $ | 1,210,909 | ||
Additions for current year deliveries | 970,775 | 996,439 | ||||
Reductions for payments made | -2,034,053 | -2,809,263 | ||||
Reserve Adjustment | - | 3,273,324 | ||||
Ending balance - December 31 | $ | 1,608,131 | $ | 2,671,409 |
Schedule_of_Capital_and_Operat
Schedule of Capital and Operating Leases (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Schedule of Capital and Operating Leases: | ' | |||||||
Schedule of Future Minimum Rental Payments for Operating Leases | ' | |||||||
Future minimum lease payments under non-cancelable operating leases (with initial or remaining lease terms in excess of one year) as of December 31, 2013 are: | ||||||||
Year ending December 31, | Operating leases | |||||||
2014 | $ | 463,652 | ||||||
2015 | 452,735 | |||||||
2016 | 451,011 | |||||||
2017 | 447,564 | |||||||
2018 and thereafter | 959,455 | |||||||
Total future minimum lease payments | $ | 2,774,417 | ||||||
Schedule of Rent Expense | ' | |||||||
Rental expense and rental income for all operating leases for the years ended December 31, 2013, and 2012 were as follows: | ||||||||
2013 | 2012 | |||||||
Minimum rentals | $ | 769,000 | $ | 764,000 | ||||
Sublease rental income | -76,104 | -215,141 | ||||||
$ | 692,896 | $ | 548,859 |
Schedule_of_supplemental_discl
Schedule of supplemental disclosures of cash flow information (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Schedule of supplemental disclosures of cash flow information: | ' | ||||||||
Schedule of supplemental disclosures of cash flow information | ' | ||||||||
The following represents required supplemental disclosures of cash flow information and non-cash financing and investing activities which occurred during the years ended December 31, 2013, 2012 and 2011: | |||||||||
2013 | 2012 | 2011 | |||||||
Stock-based compensation accrual impact, net | $ | -31,378 | $ | -10,687 | $ | 395,257 | |||
Change in unrealized loss/gain on available for sale securities | - | - | 18,502 | ||||||
Cash paid for interest | 474,716 | 255,896 | 12,634 | ||||||
Transfer of investment in leased property to inventory | - | - | 253,786 | ||||||
Schedule_of_Geographic_Informa
Schedule of Geographic Information (Tables) | 12 Months Ended | |||||
Dec. 31, 2013 | ||||||
Schedule of Geographic Information: | ' | |||||
Schedule of Geographic Information | ' | |||||
Long-lived assets, representing the sum of net book value of property, plant, and equipment, net book value of leased property under capital leases, restricted cash, note receivable, and net book value of intangible assets, based on physical location as of December 31, 2013 and 2012, are as follows: | ||||||
2013 | 2012 | |||||
United States | $ | 9,890,924 | $ | 12,261,233 | ||
Canada | 1,751,595 | 3,258,071 | ||||
Total | $ | 11,642,519 | $ | 15,519,304 |
Schedule_of_Unaudited_Quarterl
Schedule of Unaudited Quarterly Financial Data (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Schedule of Unaudited Quarterly Financial Data: | ' | |||||||||||
Schedule of Quarterly Financial Information | ' | |||||||||||
Quarters ended | ||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||
2013 | 2013 | 2013 | 2013 | |||||||||
Product revenue | $ | 4,672 | $ | 5,581 | $ | 2,535 | $ | 5,658 | ||||
Service revenue | 1,373 | 1,549 | 1,630 | 2,107 | ||||||||
Research and development contract revenue | 400 | 368 | 462 | 267 | ||||||||
Net loss attributable to common shareholders | -8,576 | -9,338 | -15,948 | -28,929 | ||||||||
Loss per share: | ||||||||||||
Basic and Diluted | -0.18 | -0.14 | -0.19 | -0.28 | ||||||||
Quarters ended | ||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||
2012 | 2012 | 2012 | 2012 | |||||||||
Product revenue | $ | 6,572 | $ | 6,244 | $ | 3,418 | $ | 4,558 | ||||
Service revenue | 665 | 957 | 855 | 1,138 | ||||||||
Research and development contract revenue | 515 | 458 | 502 | 226 | ||||||||
Net loss attributable to common shareholders | -6,583 | -6,480 | -10,325 | -8,474 | ||||||||
Loss per share: | ||||||||||||
Basic and Diluted | -0.28 | -0.17 | -0.27 | -0.22 | ||||||||
Business_and_Liquidity_Details
Business and Liquidity (Details) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Business and Liquidity | ' | ' | ' | ' |
The Company incurred net losses attributable to common shareholders in millions | ' | 62.8 | 31.9 | 27.5 |
Company has incurred an accumulated deficit in millions | ' | 849.4 | ' | ' |
Expected operating cash burn will be minimum in millions | 10 | ' | ' | ' |
Expected operating cash burn will be maximum in millions | 15 | ' | ' | ' |
Net cash used in operating activities for the year | ' | 26.9 | ' | ' |
Cash and cash equivalents of the company in millions | ' | 5 | 9.4 | ' |
Company's net working capital in millions | ' | 11.1 | 6.9 | ' |
Components_of_the_calculations1
Components of the calculations of basic and diluted earnings per share (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Components of the calculations of basic and diluted earnings per share {1} | ' | ' | ' |
Net lossses attributable to common shareholders | ($62,790,800) | ($31,862,454) | ($27,453,954) |
Weighted average number of common shares outstanding | 76,436,408 | 34,376,427 | 18,778,066 |
The_dilutive_potential_common_
The dilutive potential common shares are summarized as follows (Details) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
The dilutive potential common shares are summarized as follows | ' | ' | ' |
Stock options outstanding | 4,703,326 | 1,986,255 | 1,948,997 |
Restricted stock outstanding | 650,002 | 0 | 280,771 |
Common stock warrants (1) | 24,137,878 | 9,421,008 | 7,128,563 |
Preferred stock (2) | 10,972,859 | 0 | 0 |
Number of dilutive potential common shares | 40,464,065 | 11,407,263 | 9,358,331 |
Public_offering_Details
Public offering ( Details) (USD $) | Mar. 21, 2014 | Mar. 11, 2014 | Jan. 15, 2014 |
Public offering Details | ' | ' | ' |
Public offering of common stock shares | ' | 3,902,440 | 10,000,000 |
Number of warrants to purchase shares | ' | ' | 4,000,000 |
Price per one share of common stock | ' | ' | $3 |
Portion of warrants in the share and warrant combination | ' | ' | $0.40 |
Fixed combination for gross proceeds in millions | ' | ' | 30 |
The warrants have an exercise price | ' | ' | $4 |
Net proceeds, after underwriting discounts and commissions and other estimated fees expenses in millions | ' | ' | 28 |
The shares were sold per share value | ' | $5.74 | ' |
Gross proceeds of the company in millions | ' | 22.4 | ' |
Discounts and commissions and other estimated fees and expenses were approximately in millions | ' | 21.5 | ' |
Received an additional amount from the exercise of previously issued common stock warrants in millions | 18.2 | ' | ' |
Inventory_consisted_of_the_fol
Inventory consisted of the following (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Inventory consisted of the following | ' | ' |
Raw materials and supplies | $8,881,596 | $7,576,862 |
Work-in-process | 219,327 | 314,321 |
Finished goods | 1,305,397 | 659,274 |
Total inventory | $10,406,320 | $8,550,457 |
The_assumptions_made_for_purpo
The assumptions made for purposes of estimating fair value (Details) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
The assumptions made for purposes of estimating fair value | ' | ' | ' |
Divident yield: | 0.00% | 0.00% | 0.00% |
Expected term of options (years): | 6 | 6 | 6 |
Risk free interest rate:(Minimum) | 0.93% | 0.80% | 1.16% |
Risk free interest rate:(Maximum) | 1.70% | 1.16% | 2.61% |
Volatility:(Minimum) | 92.00% | 80.00% | 74.00% |
Volatility:(Maximum) | 107.00% | ' | 79.00% |
A_summary_of_stock_option_acti
A summary of stock option activity is as follows (Details) | Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Terms | Aggregate Instrinsic Value |
Options outstanding at Dec. 31, 2012 | 1,986,255 | 8.95 | 7.9 | ' |
Options Granted | 3,090,900 | 0.4 | 9.6 | ' |
Options Exercised | ' | ' | ' | 0 |
Options Forfeited | -340,837 | 6.41 | ' | ' |
Options Expired | -32,992 | 51.05 | ' | ' |
Options exercisable | 1,193,800 | 10.45 | 6.7 | ' |
Options unvested | 3,509,526 | 0.77 | 9.4 | 2,751,453 |
Options outstanding at Dec. 31, 2013 | 4,703,326 | 3.22 | 8.7 | ' |
A_summary_of_restricted_stock_
A summary of restricted stock activity is as follows (Details) | Shares | Aggregate Instrinsic Value |
Unvested restricted stock at Dec. 31, 2012 | 0 | 0 |
Granted | 683,336 | 1,059,171 |
Forfeited | -33,334 | -51,668 |
Unvested restricted stock at Dec. 31, 2013 | 650,002 | 1,007,503 |
Promissory_Note_with_Forem_Ene
Promissory Note with Forem Energy (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | 25-May-12 |
Promissory Note with Forem Energy | ' | ' | ' |
Company executed a Promissory Note with Forem Energy | ' | $663,359 | $663,359 |
This note is unsecured and bears interest at an annual rate | ' | 2.90% | 2.90% |
Receivables relating to this agreement in the amount recorded as note receivable | 509,945 | 570,697 | ' |
Prepaid expenses and other current assets recorded as current portion of note receivable | $65,735 | $59,017 | ' |
Property_plant_and_equipment_c
Property, plant and equipment consist of the following (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Property, plant and equipment consist of the following | ' | ' |
Land | $90,000 | $90,000 |
Buildings | 15,332,232 | 15,332,232 |
Building improvements | 4,923,827 | 4,939,283 |
Software, machinery and equipment | 10,658,236 | 13,741,573 |
Total Property, plant, and equipment | 31,004,295 | 34,103,088 |
Less accumulated depreciation | -25,726,628 | -27,394,851 |
Net Property, plant, and equipment | $5,277,667 | $6,708,237 |
Leased_property_under_capital_
Leased property under capital lease consists of the following (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Leased property under capital lease consists of the following | ' | ' |
Leased property under capital lease | $2,453,312 | $2,969,799 |
Less accumulated depreciation | -645,609 | -129,122 |
Leased property under capital lease, net | $2,453,312 | $2,969,799 |
Future_minimum_capital_lease_p
Future minimum capital lease payments (Details) (USD $) | Dec. 31, 2013 |
Future minimum capital lease payments | ' |
Future minimum capital lease payments in 2014 | $815,184 |
Future minimum capital lease payments in 2015 | 611,388 |
Total future minimum lease payments | 1,426,572 |
Less amount representing interest (at 9.9%) | 121,823 |
Present value of net minimum capital lease payments | 1,304,749 |
Less current installments of obligations under capital leases | 717,870 |
Obligations under capital leases, excluding current installments | $586,879 |
Future_minimum_financing_oblig
Future minimum financing obligation payments (Details) (USD $) | Dec. 31, 2013 |
Future minimum financing obligation payments | ' |
Future minimum financing obligation payments2014 | $459,564 |
Future minimum financing obligation payments2015 | 459,564 |
Future minimum financing obligation payments2016 | 459,564 |
Future minimum financing obligation payments2017 | 459,564 |
Future minimum financing obligation payments2018 | 483,132 |
Future minimum financing obligation payments Thereafter | 4,795,976 |
Total future minimum financing obligation payments | 7,117,364 |
Less interest | -2,825,497 |
Present value of future minimum financing obligation payments | $4,291,867 |
Summary_of_acquired_identifiab
Summary of acquired identifiable intangible assets (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Acquired Technology | ' | ' |
Weighted Average Amortization Period | ' | 8 |
Weighted Average Amortization Period | ' | 8 |
Gross Carrying Amount | ' | $17,134,953 |
Accumulated Amortization | ' | -12,156,049 |
Total Value | ' | 4,978,904 |
Weighted Average Amortization Period | 8 | ' |
Gross Carrying Amount | 17,036,835 | ' |
Accumulated Amortization | -14,301,907 | ' |
Total Value | 2,734,928 | ' |
Customer Relationships | ' | ' |
Weighted Average Amortization Period | ' | 8 |
Weighted Average Amortization Period | ' | 8 |
Gross Carrying Amount | ' | 1,000,000 |
Accumulated Amortization | ' | -708,333 |
Total Value | ' | 291,667 |
Weighted Average Amortization Period | 8 | ' |
Gross Carrying Amount | 1,000,000 | ' |
Accumulated Amortization | -833,333 | ' |
Total Value | 166,667 | ' |
Total intangible assets | ' | ' |
Gross Carrying Amount | ' | 18,134,953 |
Accumulated Amortization | ' | 12,864,382 |
Total Value | ' | 5,270,571 |
Gross Carrying Amount | 18,036,835 | ' |
Accumulated Amortization | -15,135,240 | ' |
Total Value | $2,901,595 | ' |
Amortization_expense_for_acqui
Amortization expense for acquired identifiable intangible assets (Details) (USD $) | Dec. 31, 2013 |
Amortization expense for acquired identifiable intangible assets | ' |
Amortization expense for acquired identifiable intangible assets for 2011 in millions | 2.3 |
Amortization expense for acquired identifiable intangible assets for 2012 in millions | 2.3 |
Amortization expense for acquired identifiable intangible assets for 2013 in millions | 2.3 |
Amortization expense for acquired identifiable intangible assets for 2014 | $2,263,776 |
Amortization expense for acquired identifiable intangible assets for 2015 | 637,819 |
Total Amortization expense for acquired identifiable intangible assets for 2014 and 2015 | $2,901,595 |
Accrued_expenses_consist_of_th
Accrued expenses consist of the following (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Accrued expenses consist of the following | ' | ' |
Accrued payroll and compensation related costs | $1,531,175 | $708,495 |
Accrued dealer commissions and customer rebates | 235,690 | 1,097,498 |
Other accrued liabilities | 1,301,909 | 2,022,052 |
Total accrued expenses | $3,068,774 | $3,828,045 |
Reconciliations_of_the_beginni
Reconciliations of the beginning and ending balances for assets measured at fair value on a recurring basis (Details) (Fair Value Measurement Using Significant Unobservable Inputs, USD $) | Fair Value Measurement Using Significant Unobservable Inputs |
USD ($) | |
Fair value of common stock warrant liability at Dec. 31, 2012 | ' |
Change in fair value of common stock warrants | ($4,845,165) |
Change in fair value of common stock warrants | 37,101,818 |
Issuance of common stock warrants | 2,451,028 |
Exercise of common stock warrants | -11,198,822 |
Fair value of common stock warrant liability at Dec. 31, 2013 | $28,829,849 |
The_significant_components_of_
The significant components of foreign deferred income tax expense (benefit) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
The significant components of foreign deferred income tax expense (benefit) | ' | ' | ' |
Deferred tax expense (benefit) | $1,406,000 | ($1,041,000) | ($1,268,000) |
Net operating loss carryforward expired (generated) | -15,000 | -79,000 | 496,000 |
Valuation allowance (decrease) increase | -1,391,000 | 1,120,000 | 772,000 |
Provision for Income taxes | $0 | $0 | $0 |
Significant_components_of_US_d
Significant components of U.S. deferred income tax expense (benefit) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Significant components of U.S. deferred income tax expense (benefit) | ' | ' | ' |
Deferred tax (benefit) expense | ($3,209,000) | $10,661,000 | $17,774,000 |
Net operating loss carryforward (generated) expired | -6,536,000 | 26,924,000 | 187,597,000 |
Valuation allowance increase (decrease) | 9,745,000 | -37,585,000 | -205,371,000 |
Provision for Income taxes | $0 | $0 | $0 |
The_Companys_effective_income_
The Company's effective income tax rate differed from the federal statutory rate as follows (Details) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
The Company's effective income tax rate differed from the federal statutory rate as follows | ' | ' | ' |
U.S. Federal statutory tax rate | -35.00% | -35.00% | -35.00% |
Deferred state taxes, net of federal benefit | -1.30% | -3.30% | -3.10% |
Common stock warrant liability | 20.60% | -5.30% | -4.40% |
Gain on Hypulsion transaction | -1.80% | 0.00% | 0.00% |
Other, net | 0.10% | 0.10% | 0.60% |
Change to uncertain tax positions | -1.30% | -1.60% | -57.50% |
Foreign tax rate differential | 0.20% | 0.50% | 0.80% |
Expiring attribute carryforward | 2.20% | 0.00% | 5.40% |
Adjustments to open deferred tax balance | -0.30% | -5.80% | -1.70% |
Writeoff of tax attributes due to imposition of Section 382 limitation | 1.50% | 165.70% | 840.90% |
Tax credits | 0.00% | 0.00% | -0.30% |
Change in valuation allowance | 14.50% | -115.30% | -745.70% |
Effective income tax rate reconciliation | -0.60% | 0.00% | 0.00% |
Significant_components_of_the_
Significant components of the Company's deferred tax assets and liabilities as follows (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Significant components of the Company's deferred tax assets and liabilities as follows | ' | ' |
Intangible assets | $59,000 | $130,000 |
Deferred revenue | 3,425,000 | 2,779,000 |
Other reserves and accruals | 1,253,000 | 1,621,000 |
Tax credit carryforwards | 0 | 0 |
Property, plant and equipment | 1,450,000 | 1,541,000 |
Amortization of stock-based compensation | 9,183,000 | 8,495,000 |
Capitalized research & development expenditures | 13,775,000 | 15,846,000 |
Net operating loss carryforwards | 9,883,000 | 3,347,000 |
Total deferred tax asset | 39,028,000 | 33,759,000 |
Valuation allowance | -26,746,000 | -17,001,000 |
Net deferred tax assets | 12,282,000 | 16,758,000 |
Non-employee stock based compensation | -1,556,000 | -1,556,000 |
Section 382 recognized built in loss | -10,726,000 | -15,202,000 |
Net deferred tax liability | -12,282,000 | -16,758,000 |
Net | 0 | 0 |
Intangible assets | 999,000 | 694,000 |
Deferred revenue | 0 | 0 |
Other reserves and accruals | 0 | 0 |
Tax credit carryforwards | 84,000 | 1,569,000 |
Property, plant and equipment | 504,000 | 541,000 |
Amortization of stock-based compensation | 0 | 0 |
Capitalized research & development expenditures | 5,195,000 | 5,384,000 |
Net operating loss carryforwards | 3,556,000 | 3,541,000 |
Total deferred tax asset | 10,338,000 | 11,729,000 |
Valuation allowance | -10,338,000 | -11,729,000 |
Net deferred tax assets | 0 | 0 |
Non-employee stock based compensation | 0 | 0 |
Section 382 recognized built in loss | 0 | 0 |
Net deferred tax liability | 0 | 0 |
Net | $0 | $0 |
A_reconciliation_of_the_curren
A reconciliation of the current year change in valuation allowance is as follows (Details) (USD $) | Dec. 31, 2013 |
Increase in valuation allowance for current year increase in net operating losses: | $6,529,000 |
Increase in valuation allowance for current year increase in net operating losses: | 6,529,000 |
Increase in valuation allowance for current year net increase in deferred tax assets other than net operating losses: | 3,587,000 |
Decrease in valuation allowance as a result of foreign currency fluctuation | -798,000 |
Decrease in valuation allowance as a result of tax attribute expiration | -1,478,000 |
Increase in valuation allowance due to current year change of deferred tax assets as the result of uncertain tax positions. | 514,000 |
Net increase (decrease) in valuation allowance | 8,354,000 |
U.S. | ' |
Increase in valuation allowance for current year increase in net operating losses: | 6,536,000 |
Increase in valuation allowance for current year increase in net operating losses: | 6,536,000 |
Increase in valuation allowance for current year net increase in deferred tax assets other than net operating losses: | 3,209,000 |
Net increase (decrease) in valuation allowance | 9,745,000 |
Foreign | ' |
Increase in valuation allowance for current year increase in net operating losses: | -7,000 |
Increase in valuation allowance for current year increase in net operating losses: | -7,000 |
Increase in valuation allowance for current year net increase in deferred tax assets other than net operating losses: | 378,000 |
Decrease in valuation allowance as a result of foreign currency fluctuation | -798,000 |
Decrease in valuation allowance as a result of tax attribute expiration | -1,478,000 |
Increase in valuation allowance due to current year change of deferred tax assets as the result of uncertain tax positions. | 514,000 |
Net increase (decrease) in valuation allowance | ($1,391,000) |
Reconciliation_of_the_beginnin
Reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows | ' | ' | ' |
Unrecognized tax benefits balance at beginning of year | $1,579,000 | $2,046,000 | $17,893,000 |
Reductions for tax positions of prior years | -471,000 | -503,000 | -15,875,000 |
Currency Translation | -75,000 | 36,000 | 28,000 |
Unrecognized tax benefits balance at end of year | $1,033,000 | $1,579,000 | $2,046,000 |
Summary_of_product_warranty_ac
Summary of product warranty activity (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of product warranty activity | ' | ' |
Beginning balance - January 1 | $2,671,409 | $1,210,909 |
Additions for current year deliveries | 970,775 | 996,439 |
Reductions for payments made | -2,034,053 | -2,809,263 |
Reserve Adjustment | ' | 3,273,324 |
Ending balance - December 31 | $1,608,131 | $2,671,409 |
Summary_of_Future_minimum_leas
Summary of Future minimum lease payments under non-cancelable operating leases (Details) (USD $) | Dec. 31, 2013 |
Summary of Future minimum lease payments under non-cancelable operating leases | ' |
Future minimum lease payments for Year ending December 31, 2014 | $463,652 |
Future minimum lease payments for Year ending December 31, 2015 | 452,735 |
Future minimum lease payments for Year ending December 31, 2016 | 451,011 |
Future minimum lease payments for Year ending December 31, 2017 | 447,564 |
Future minimum lease payments for Year ending December 31, 2018 and thereafter | 959,455 |
Total future minimum lease payments | $2,774,417 |
Rental_expense_and_rental_inco
Rental expense and rental income for all operating leases (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Rental expense and rental income for all operating leases | ' | ' |
Minimum rentals | $769,000 | $764,000 |
Sublease rental income | -76,104 | -215,141 |
Total Rental expense | $692,896 | $548,859 |
Summary_of_Supplemental_Disclo
Summary of Supplemental Disclosures of Cash Flow Information (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Summary of Supplemental Disclosures of Cash Flow Information | ' | ' | ' |
Stock-based compensation accrual impact, net | ($31,378) | ($10,687) | $395,257 |
Change in unrealized loss/gain on available for sale securities | ' | ' | 18,502 |
Cash paid for interest | 474,716 | 255,896 | 12,634 |
Transfer of investment in leased property to inventory | ' | ' | $253,786 |
Sum_of_net_book_value_of_Prope
Sum of net book value of Property based on physical location (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Sum of net book value of Property based on physical location | ' | ' |
United States | $9,890,924 | $12,261,233 |
Canada | 1,751,595 | 3,258,071 |
Total | $11,642,519 | $15,519,304 |
Summary_of_Unaudited_Quarterly
Summary of Unaudited Quarterly financial data (in thousands, except per share data) (Details) (USD $) | 3 Months Ended | |||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | |
Summary of Unaudited Quarterly financial data | ' | ' | ' | ' | ' | ' | ' | ' |
Product revenue | $5,658 | $2,535 | $5,581 | $4,672 | $4,558 | $3,418 | $6,244 | $6,572 |
Research and development contract revenue | 267 | 462 | 368 | 400 | 226 | 502 | 458 | 515 |
Net loss attributable to common shareholders | ($28,929) | ($15,948) | ($9,338) | ($8,576) | ($8,474) | ($10,325) | ($6,480) | ($6,583) |
Basic and Diluted | ($0.28) | ($0.19) | ($0.14) | ($0.18) | ($0.22) | ($0.27) | ($0.17) | ($0.28) |