Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 30, 2015 | |
Document and Entity Information | ||
Entity Registrant Name | Clean Energy Fuels Corp. | |
Entity Central Index Key | 1,368,265 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 90,572,501 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 51,843 | $ 92,381 |
Restricted cash | 3,871 | 6,012 |
Short-term investments | 114,139 | 122,546 |
Accounts receivable, net of allowance for doubtful accounts of $752 and $1,987 as of December 31, 2014 and September 30, 2015, respectively | 76,171 | 81,970 |
Other receivables | 20,121 | 56,223 |
Inventories | 30,725 | 34,696 |
Prepaid expenses and other current assets | 15,791 | 19,811 |
Total current assets | 312,661 | 413,639 |
Land, property and equipment, net | 518,322 | 514,269 |
Notes receivable and other long-term assets, net | 69,392 | 71,904 |
Investments in other entities | 5,807 | 6,510 |
Goodwill | 93,231 | 98,726 |
Intangible assets, net | 45,228 | 55,361 |
Total assets | 1,044,641 | 1,160,409 |
Current liabilities: | ||
Current portion of debt and capital lease obligations | 150,836 | 4,846 |
Accounts payable | 25,679 | 43,922 |
Accrued liabilities | 55,480 | 56,760 |
Deferred revenue | 7,856 | 14,683 |
Total current liabilities | 239,851 | 120,211 |
Long-term portion of debt and capital lease obligations | 358,380 | 500,824 |
Long-term debt, related party | 65,000 | 65,000 |
Other long-term liabilities | 8,035 | 9,339 |
Total liabilities | $ 671,266 | $ 695,374 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value. Authorized 1,000,000 shares; issued and outstanding no shares | $ 0 | $ 0 |
Common stock, $0.0001 par value. Authorized 224,000,000 shares; issued and outstanding 90,203,344 shares and 90,575,951 shares at December 31, 2014 and September 30, 2015, respectively | 9 | 9 |
Additional paid-in capital | 905,922 | 898,106 |
Accumulated deficit | (541,652) | (457,441) |
Accumulated other comprehensive loss | (17,678) | (3,248) |
Total Clean Energy Fuels Corp. stockholders’ equity | 346,601 | 437,426 |
Noncontrolling interest in subsidiary | 26,774 | 27,609 |
Total stockholders’ equity | 373,375 | 465,035 |
Total liabilities and stockholders’ equity | $ 1,044,641 | $ 1,160,409 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $ 1,987 | $ 752 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, Authorized shares | 1,000,000 | 1,000,000 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, Authorized shares | 224,000,000 | 224,000,000 |
Common stock, issued shares | 90,575,951 | 90,203,344 |
Common stock, outstanding shares | 90,575,951 | 90,203,344 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenue: | ||||
Product revenues | $ 77,355 | $ 90,448 | $ 222,396 | $ 262,710 |
Service revenues | 14,902 | 12,972 | 42,577 | 34,118 |
Total revenues | 92,257 | 103,420 | 264,973 | 296,828 |
Cost of sales (exclusive of depreciation and amortization shown separately below): | ||||
Product cost of sales | 59,313 | 79,021 | 174,079 | 216,063 |
Service cost of sales | 7,410 | 4,953 | 21,163 | 12,797 |
Derivative gains: | ||||
Series I warrant valuation | (502) | (3,255) | (1,085) | (5,424) |
Selling, general and administrative | 27,800 | 28,240 | 87,027 | 96,130 |
Depreciation and amortization | 14,000 | 12,325 | 40,288 | 35,448 |
Total operating expenses | 108,021 | 121,284 | 321,472 | 355,014 |
Operating loss | (15,764) | (17,864) | (56,499) | (58,186) |
Interest expense, net | (10,152) | (10,676) | (30,020) | (30,316) |
Other income (expense), net | 2,648 | (880) | 3,512 | (1,045) |
Loss from equity method investments | (154) | 0 | (703) | 0 |
Loss before income taxes | (23,422) | (29,420) | (83,710) | (89,547) |
Income tax (expense) benefit | 241 | (811) | (1,353) | (1,920) |
Net loss | (23,181) | (30,231) | (85,063) | (91,467) |
Loss from noncontrolling interest | 62 | 138 | 835 | 475 |
Net loss attributable to Clean Energy Fuels Corp. | $ (23,119) | $ (30,093) | $ (84,228) | $ (90,992) |
Loss per share attributable to Clean Energy Fuels Corp.: | ||||
Basic (in dollars per share) | $ (0.25) | $ (0.32) | $ (0.92) | $ (0.96) |
Diluted (in dollars per share) | $ (0.25) | $ (0.32) | $ (0.92) | $ (0.96) |
Weighted-average common shares outstanding: | ||||
Basic (in shares) | 91,561,613 | 94,058,496 | 91,454,117 | 94,529,206 |
Diluted (in shares) | 91,561,613 | 94,058,496 | 91,454,117 | 94,529,206 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net loss | $ (23,181) | $ (30,231) | $ (85,063) | $ (91,467) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments, net of $0 tax in 2014 and 2015 | (1,230) | 5,113 | (6,098) | 4,867 |
Foreign currency adjustments on intra-entity long-term investments, net of $0 tax in 2014 and 2015 | (5,597) | (4,822) | (8,373) | (4,665) |
Unrealized (losses) gains on available-for sale securities | 27 | 307 | 41 | (92) |
Total other comprehensive income (loss), net of tax | (6,800) | 598 | (14,430) | 110 |
Comprehensive loss | (29,981) | (29,633) | (99,493) | (91,357) |
Clean Energy Fuels Corp. | ||||
Net loss | (23,119) | (30,093) | (84,228) | (90,992) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments, net of $0 tax in 2014 and 2015 | (1,230) | 5,113 | (6,098) | 4,867 |
Foreign currency adjustments on intra-entity long-term investments, net of $0 tax in 2014 and 2015 | (5,597) | (4,822) | (8,373) | (4,665) |
Unrealized (losses) gains on available-for sale securities | 27 | 307 | 41 | (92) |
Total other comprehensive income (loss), net of tax | (6,800) | 598 | (14,430) | 110 |
Comprehensive loss | (29,919) | (29,495) | (98,658) | (90,882) |
Noncontrolling Interest | ||||
Net loss | (62) | (138) | (835) | (475) |
Other comprehensive income (loss), net of tax: | ||||
Comprehensive loss | $ (62) | $ (138) | $ (835) | $ (475) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Foreign currency translation adjustments, tax | $ 0 | $ 0 | $ 0 | $ 0 |
Foreign currency adjustments on intra-entity long-term investments, tax | 0 | 0 | 0 | 0 |
Unrealized (losses) gains on available-for-sale securities, tax | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (85,063) | $ (91,467) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 40,288 | 35,448 |
Provision for doubtful accounts, notes and inventory | 2,636 | 231 |
Derivative gain | (1,085) | (5,424) |
Stock-based compensation expense | 8,009 | 9,207 |
Amortization of debt issuance cost | 2,296 | 2,302 |
Accretion of notes payable | 48 | 386 |
Equity method investment loss | 703 | 0 |
Gain on sale of subsidiary | (937) | 0 |
Gain on contingent consideration for acquisitions | 0 | (208) |
Changes in operating assets and liabilities, net of assets and liabilities acquired and disposed: | ||
Accounts and other receivables | 41,151 | (17,603) |
Inventory | 3,915 | (1,687) |
Prepaid expenses and other assets | 6,763 | (5,237) |
Accounts payable | (11,325) | 9,190 |
Accrued expenses and other | (8,410) | 8,458 |
Net cash used in operating activities | (1,011) | (56,404) |
Cash flows from investing activities: | ||
Purchases of short-term investments | (101,300) | (92,506) |
Maturities of short-term investments | 108,561 | 96,520 |
Purchases and deposits on property and equipment | (40,230) | (75,114) |
Loans made to customers | (3,885) | (4,965) |
Payments on and proceeds from sales of loans receivable | 997 | 4,873 |
Cash received with sale of subsidiary | 1,118 | 0 |
Restricted cash | 2,141 | (8,642) |
Net cash used in investing activities | (32,598) | (79,834) |
Cash flows from financing activities: | ||
Issuances of common stock, net of taxes paid | (193) | 1,403 |
Proceeds from debt instruments | 372 | 12,625 |
Proceeds from revolving line of credit | 27 | 34,596 |
Proceeds from exercise of additional membership interest in subsidiary | 0 | 6,992 |
Repayment of borrowing under revolving line of credit | (62) | (29,771) |
Repayment of capital lease obligations and debt instruments | (4,425) | (14,274) |
Payment for debt issuance costs | 0 | (914) |
Net cash provided (used) by financing activities | (4,281) | 10,657 |
Effect of exchange rates on cash and cash equivalents | (2,648) | 237 |
Effect of exchange rates on cash and cash equivalents | (40,538) | (125,344) |
Cash and cash equivalents, beginning of period | 92,381 | 240,033 |
Cash and cash equivalents, end of period | 51,843 | 114,689 |
Supplemental disclosure of cash flow information: | ||
Income taxes paid | 649 | 908 |
Interest paid, net of approximately $2,943 and $712 capitalized, respectively | $ 24,425 | $ 30,795 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Cash Flows [Abstract] | ||
Interest paid, capitalized | $ 712 | $ 2,943 |
General
General | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General Nature of Business: Clean Energy Fuels Corp., together with its majority and wholly owned subsidiaries (hereinafter collectively referred to as the “Company,” unless the context or the use of the term indicates otherwise) is engaged in the business of selling natural gas fueling solutions to its customers, primarily in the United States and Canada. The Company designs, builds, operates and maintains fueling stations and supplies its customers with compressed natural gas (“CNG”) fuel for light, medium and heavy-duty vehicles and liquefied natural gas (“LNG”) fuel for medium and heavy-duty vehicles. The Company also manufactures, sells and services non-lubricated natural gas fueling compressors and other equipment used in CNG stations and LNG stations, provides operation and maintenance (“O&M”) services to customers on a per-gallon fee basis for stations the Company does not own, offers assessment, design and modification solutions to provide operators with code-compliant service and maintenance facilities for natural gas vehicle fleets, transports and sells CNG to large industrial and institutional energy users who do not have direct access to natural gas pipelines, processes and sells renewable natural gas (“RNG”), which can be used as vehicle fuel (either as CNG or LNG) or sold for renewable power generation, sells tradable credits generated by selling natural gas and RNG as a vehicle fuel, including credits generated under the California Low Carbon Fuel Standard (“LCFS Credits”) and Renewable Identification Numbers (“RIN Credits” or “RINs”) generated under the federal Renewable Fuel Standard Phase 2, helps customers acquire and finance natural gas vehicles and obtains local, state and federal tax credits, grants and incentives. Basis of Presentation: The accompanying interim unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries, and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s financial position, results of operations, comprehensive loss and cash flows as of and for the three and nine months ended September 30, 2014 and 2015 . All intercompany accounts and transactions have been eliminated in consolidation. The three and nine month periods ended September 30, 2014 and 2015 are not necessarily indicative of the results to be expected for the year ending December 31, 2015 or for any other interim period or for any future year. Certain information and disclosures normally included in the notes to the financial statements have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”), but the resultant disclosures contained herein are in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) as they apply to interim reporting. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the year ended December 31, 2014 that are included in the Company’s Annual Report on Form 10-K filed with the SEC on February 26, 2015. Use of Estimates: The preparation of condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and revenues and expenses recorded during the reporting period. Actual results could differ from those estimates. Significant estimates made in preparing the condensed consolidated financial statements include (but are not limited to) those related to revenue recognition, warranty reserves, goodwill and long-lived intangible asset valuations and impairment assessments, income tax valuations, and stock-based compensation expense. |
Acquisition and Divestitures
Acquisition and Divestitures | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisition and Divestitures | Acquisition and Divestitures NG Advantage On October 14, 2014, the Company entered into a Common Unit Purchase Agreement (“UPA”) with NG Advantage, LLC (“NG Advantage”). NG Advantage is engaged in the business of transporting CNG in high-capacity trailers to large industrial and institutional energy users, such as hospitals, food processors, manufacturers and paper mills, which do not have direct access to natural gas pipelines. The Company viewed the acquisition as a strategic investment in the expansion of the Company’s initiative to deliver natural gas to industrial and institutional energy users. Under the terms of the UPA, the Company paid NG Advantage $37,650 for a 53.3% controlling interest in NG Advantage. $19,000 of the purchase price was paid in cash on October 14, 2014 and the remaining $18,650 of the purchase price was paid in the form of an unsecured promissory note issued by the Company (the “NG Advantage Note”). The principal amount of the NG Advantage Note was payable by the Company in two payments as follows: (i) $3,000 was paid January 13, 2015 and (ii) the remaining $15,650 was paid April 1, 2015. The NG Advantage Note did not bear interest. The fair value of the NG Advantage Note delivered to NG Advantage is excluded from the Company’s condensed consolidated statements of cash flows as it is a non-cash investing activity. The consideration paid is accounted for as an intercompany transaction, as NG Advantage’s financial results are included in the Company’s condensed consolidated financial statements. The Company recognized the assets acquired and the liabilities assumed, measured at their fair values, as of the date of acquisition. The following table summarizes the allocation of the aggregate purchase price to the fair value of the assets acquired and liabilities assumed: Current assets $ 40,558 Property, plant and equipment 20,862 Other long-term assets 5,115 Identifiable intangible assets 5,600 Goodwill 21,070 Total assets acquired 93,205 Current liabilities assumed (9,165 ) Long-term debt including capital leases assumed, excluding current installments (17,604 ) Other liabilities (711 ) Noncontrolling interest (28,075 ) Total purchase price $ 37,650 In connection with its purchase of a controlling interest in NG Advantage, the Company assumed debt of $20,439 on a consolidated basis related to purchases of capital assets and working capital needs. Immediately after the Company’s purchase of the controlling interest, $10,361 of such debt was paid with proceeds of the Company’s investment in NG Advantage, and the related debt instruments were canceled. Management allocated approximately $5,600 of the purchase price to the identifiable intangible assets related to customer relationships and trade names that were acquired with the acquisition. The fair value of the identifiable intangible assets will be amortized on a straight-line basis over the estimated useful lives of such assets ranging from four to seven years . The excess of the purchase price over the fair value of net assets acquired was allocated to goodwill, which primarily represents additional market share available to the Company as a result of the acquisition, and is fully deductible for income tax purposes. Management determined the fair value of the noncontrolling interest to be $28,075 using a market approach and using inputs that included use of a comparable transaction to calculate the value of the noncontrolling interest adjusted for a control premium. The results of NG Advantage’s operations have been included in the Company’s consolidated financial statements since October 14, 2014. The historical results of NG Advantage’s operations were not material to the Company’s financial position or historical results of operations. DCE and DCEMB On September 4, 2014, Mavrix, LLC (“Mavrix”), a wholly owned subsidiary of the Company, sold to Cambrian Energy McCommas Bluff III LLC (“Cambrian”) 19% of its then- 70% interest in Dallas Clean Energy, LLC (“DCE”). On December 29, 2014, Mavrix entered into a Membership Interest Purchase Agreement (the “Agreement”) with Cambrian, pursuant to which Mavrix sold to Cambrian its entire remaining 51% interest in DCE. DCE owns all of the equity interests in Dallas Clean Energy McCommas Bluff, LLC (“DCEMB”), which owns a renewable natural gas extraction and processing project at the McCommas Bluff landfill in Dallas, Texas. As consideration for the sale of DCE, the Company, through Mavrix, received $6,992 in cash in September 2014, $40,588 in cash in December 2014, and $1,118 in cash in September 2015 due to the results of certain performance tests performed at the McCommas Bluffs project in accordance with the terms of the Agreement. The Company will continue to have the right to market and sell biomethane produced at the McCommas Bluff project under its Redeem™ renewable natural gas vehicle fuel brand. The transaction resulted in a total gain of $12,935 , comprised of $11,998 and $937 that was recorded in the line item gain from the sale of subsidiary in the Company’s statements of operations for the year ended December 31, 2014 and three and nine months ended September 30, 2015, respectively. Included in the determination of the total gain was goodwill of $7,386 that was allocated to the disposed business based on the relative fair values of the business disposed and the portion of the reporting unit that was retained. The Company determined that the disposal did not meet the definition of a discontinued operation as the disposal did not represent a significant disposal nor was the disposal a strategic shift in the Company’s strategy. |
Cash and Cash Equivalents
Cash and Cash Equivalents | 9 Months Ended |
Sep. 30, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with maturities of three months or less on the date of acquisition to be cash equivalents. The Company places its cash and cash equivalents with high credit quality financial institutions. At times, such investments may be in excess of the Federal Deposit Insurance Corporation (“FDIC”), Canadian Deposit Insurance Corporation (“CDIC,”) and other foreign insurance limits. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash deposits. The amounts in excess of FDIC, CDIC and other foreign insurance limits were approximately $88,740 and $48,403 as of December 31, 2014 and September 30, 2015 , respectively. |
Restricted Cash
Restricted Cash | 9 Months Ended |
Sep. 30, 2015 | |
Restricted Cash. | |
Restricted Cash | Restricted Cash The Company classifies restricted cash as short-term and a current asset if the cash is expected to be used in operations within a year or to acquire a current asset. Otherwise, the restricted cash is classified as long-term. Restricted cash consisted of the following as of December 31, 2014 and September 30, 2015 : December 31, September 30, Short-term restricted cash: Standby letters of credit $ 1,753 $ 1,753 Canton Bonds (see note 12) 4,259 2,118 Total short-term restricted cash $ 6,012 $ 3,871 |
Investments
Investments | 9 Months Ended |
Sep. 30, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments Available-for-sale investments are carried at fair value, inclusive of unrealized gains and losses. Unrealized gains and losses are included in other comprehensive income (loss) net of applicable income taxes. Gains or losses on sales of available-for-sale investments are recognized on the specific identification basis. All of the Company’s short-term investments are classified as available-for-sale securities. The Company reviews available-for-sale investments for other-than-temporary declines in fair value below their cost basis each quarter, and whenever events or changes in circumstances indicate that the cost basis of an asset may not be recoverable. This evaluation is based on a number of factors, including the length of time and the extent to which the fair value has been below its cost basis and adverse conditions related specifically to the security, including any changes to the credit rating of the security. As of September 30, 2015 , the Company believes its carrying values for its available-for-sale investments are properly recorded. Short-term investments as of December 31, 2014 are summarized as follows: Amortized Cost Gross Unrealized Losses Estimated Fair Value Municipal bonds & notes $ 38,668 $ (16 ) $ 38,652 Zero coupon bonds 3,308 (2 ) 3,306 Corporate bonds 45,274 (41 ) 45,233 Certificate of deposits 35,355 — 35,355 $ 122,605 $ (59 ) $ 122,546 Short-term investments as of September 30, 2015 are summarized as follows: Amortized Cost Gross Unrealized Losses Estimated Fair Value Municipal bonds & notes $ 21,636 $ (3 ) $ 21,633 Zero coupon bonds 3,289 (2 ) 3,287 Corporate bonds 43,730 (13 ) 43,717 Certificate of deposits 45,502 — 45,502 $ 114,157 $ (18 ) $ 114,139 |
Other Receivables
Other Receivables | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Other Receivables | Other Receivables Other receivables at December 31, 2014 and September 30, 2015 consisted of the following: December 31, September 30, Loans to customers to finance vehicle purchases $ 8,257 $ 10,085 Accrued customer billings 10,143 7,536 Fuel tax and carbon credits 34,250 138 Other 3,573 2,362 $ 56,223 $ 20,121 |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventory consists of raw materials and spare parts, work in process and finished goods and is stated at the lower of cost (first-in, first-out) or market. The Company writes down the carrying value of its inventory to net realizable value for estimated obsolescence or unmarketable inventory in an amount equal to the difference between the cost of inventory and its estimated realizable value based upon assumptions about future demand and market conditions, among other factors. Inventories consisted of the following as of December 31, 2014 and September 30, 2015 : December 31, September 30, Raw materials and spare parts $ 31,389 $ 28,169 Work in process 3,292 1,966 Finished goods 15 590 $ 34,696 $ 30,725 |
Land, Property and Equipment
Land, Property and Equipment | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Land, Property and Equipment | Land, Property and Equipment Land, property and equipment at December 31, 2014 and September 30, 2015 are summarized as follows: December 31, September 30, Land $ 2,858 $ 2,858 LNG liquefaction plants 94,636 94,634 RNG plants 45,359 45,620 Station equipment 265,086 306,899 Trailers 40,067 50,355 Other equipment 74,796 82,599 Construction in progress 163,737 139,974 686,539 722,939 Less: accumulated depreciation (172,270 ) (204,617 ) $ 514,269 $ 518,322 Included in land, property and equipment are capitalized software costs of $21,004 and $22,259 as of December 31, 2014 and September 30, 2015 , respectively. The accumulated amortization on the capitalized software costs is $10,740 and $12,979 as of December 31, 2014 and September 30, 2015 , respectively. The Company recorded $691 and $692 of amortization expense related to the capitalized software costs during the three months ended September 30, 2014 and September 30, 2015 , respectively. For the nine month periods ended September 30, 2014 and 2015 , the Company recorded $2,302 and $2,239 , respectively of amortization expense related to the capitalized software costs. As of September 30, 2014 and September 30, 2015 , $10,292 and $6,249 , respectively, are included in accounts payable and accrued liabilities balances, which amounts are related to purchases of property and equipment. These amounts are excluded from the condensed consolidated statements of cash flows as they are non-cash investing activities. |
Investments in Other Entities
Investments in Other Entities | 9 Months Ended |
Sep. 30, 2015 | |
Investments, All Other Investments [Abstract] | |
Investments in Other Entities | Investments in Other Entities On September 16, 2014, the Company formed a joint venture with Mansfield Ventures LLC (“Mansfield”) called Mansfield Clean Energy Partners LLC (“MCEP”), which is designed to provide natural gas fueling solutions to bulk fuel haulers in the U.S. The Company and Mansfield each have a 50% ownership interest in MCEP. The Company accounts for its interest using the equity method of accounting, as the Company has the ability to exercise significant influence over MCEP’s operations. The Company recorded a loss from this investment of $154 and $703 for the three and nine months ended September 30, 2015 , respectively, and has an investment balance of $4,807 and $ 5,510 at September 30, 2015 and December 31, 2014 , respectively. |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities at December 31, 2014 and September 30, 2015 consisted of the following: December 31, September 30, Salaries and wages $ 9,041 $ 9,591 Accrued gas and equipment purchases 12,340 19,420 Accrued property and other taxes 5,178 5,359 Accrued professional fees 1,084 1,285 Accrued employee benefits 3,208 3,266 Accrued warranty liability 2,302 1,828 Accrued interest 3,748 6,818 Other 19,859 7,913 $ 56,760 $ 55,480 |
Warranty Liability
Warranty Liability | 9 Months Ended |
Sep. 30, 2015 | |
Product Warranties Disclosures [Abstract] | |
Warranty Liability | Warranty Liability The Company records warranty liabilities at the time of sale for the estimated costs that may be incurred under its standard warranty. Changes in the warranty liability are presented in the following table: September 30, September 30, Warranty liability at beginning of year $ 2,545 $ 2,302 Costs accrued for new warranty contracts and changes in estimates for pre-existing warranties 1,779 2,039 Service obligations honored (2,088 ) (2,513 ) Warranty liability at end of period $ 2,236 $ 1,828 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt and capital lease obligations at December 31, 2014 and September 30, 2015 consisted of the following and are further discussed below: December 31, September 30, 7.5% Notes(1) $ 150,000 $ 150,000 SLG Notes 145,000 145,000 5.25% Notes 250,000 250,000 Canton Bonds 12,150 10,910 Capital lease obligations 2,692 6,823 Other debt 10,828 11,483 Total debt and capital lease obligations 570,670 574,216 Less amounts due within one year (4,846 ) (150,836 ) Total long-term debt and capital lease obligations $ 565,824 $ 423,380 (1) Included in the 7.5% Notes is $ 65,000 in principal amount held by Boone Pickens, which are classified as “Long-term debt, related party” on the condensed consolidated balance sheet. See below for additional information. 7.5% Notes On July 11, 2011, the Company entered into a loan agreement (the “CHK Agreement”) with Chesapeake NG Ventures Corporation (“Chesapeake”), an indirect wholly owned subsidiary of Chesapeake Energy Corporation, whereby Chesapeake agreed to purchase from the Company up to $150,000 of debt securities (the “CHK Financing”) pursuant to the issuance of three convertible promissory notes over a three-year period, each having a principal amount of $50,000 (each a “CHK Note” and collectively the “CHK Notes” and, together with the CHK Agreement and other transaction documents, the “CHK Loan Documents”). The first CHK Note was issued on July 11, 2011 and the second CHK Note was issued on July 10, 2012. On June 14, 2013 (the “Transfer Date”), Boone Pickens and Green Energy Investment Holdings, LLC, an affiliate of Leonard Green & Partners, L.P. (collectively, the “Buyers”), and Chesapeake entered into a note purchase agreement (“Note Purchase Agreement”) pursuant to which Chesapeake sold the outstanding CHK Notes (the “Sale”) to the Buyers. Chesapeake assigned to the Buyers all of its right, title and interest under the CHK Loan Documents (the “Assignment”), and each Buyer severally assumed all of the obligations of Chesapeake under the CHK Loan Documents arising after the Sale and the Assignment including, without limitation, the obligation to advance an additional $50,000 to the Company in June 2013 (the “Assumption”). The Company also entered into the Note Purchase Agreement for the purpose of consenting to the Sale, the Assignment and the Assumption. Contemporaneously with the execution of the Note Purchase Agreement, the Company entered into a loan agreement with each Buyer (collectively, the “Amended Agreements”). The Amended Agreements have the same terms as the CHK Agreement, other than changes to reflect the new ownership of the CHK Notes. Immediately following execution of the Amended Agreements, the Buyers delivered $50,000 to the Company in satisfaction of the funding requirement they had assumed from Chesapeake (the “June Advance”). In addition, the Company canceled the existing CHK Notes and re-issued replacement notes, and the Company also issued notes to the Buyers in exchange for the June Advance (the re-issued replacement notes and the notes issued in exchange for the June Advance are referred to herein as the “ 7.5% Notes”). The 7.5% Notes have the same terms as the original CHK Notes, other than the changes to reflect their different holders. They bear interest at the rate of 7.5% per annum and are convertible at the option of the holder into shares of the Company’s common stock at a conversion price of $15.80 per share (the “ 7.5% Notes Conversion Price”). Upon written notice to the Company, the holders of the 7.5% Notes have the right to exchange all or any portion of the principal and accrued and unpaid interest under each such note for shares of the Company’s common stock at the 7.5% Notes Conversion Price. Additionally, subject to certain restrictions, the Company can force conversion of each 7.5% Note into shares of its common stock if, following the second anniversary of the issuance of a 7.5% Note, such shares trade at a 40% premium to the 7.5% Notes Conversion Price for at least 20 trading days in any consecutive 30 trading day period. The entire principal balance of each 7.5% Note is due and payable seven years following its original issuance date and the Company may repay each 7.5% Note in shares of its common stock or cash. All of the shares issuable upon conversion of the 7.5% Notes have been registered for resale by their holders pursuant to a registration statement that has been filed with and declared effective by the Securities and Exchange Commission. The Amended Agreements restrict the use of the proceeds of the 7.5% Notes to financing the development, construction and operation of LNG stations and payment of certain related expenses. The Amended Agreements also provide for customary events of default which, if any of them occurs, would permit or require the principal of, and accrued interest on, the 7.5% Notes to become, or to be declared, due and payable. No events of default under the 7.5% Notes had occurred as of September 30, 2015 . On August 27, 2013, Green Energy Investment Holdings, LLC transferred $5,000 in principal amount of its 7.5% Notes to certain third parties. As a result of the foregoing transactions, (i) Boone Pickens holds 7.5% Notes in the aggregate principal amount of $65,000 , which 7.5% Notes are convertible into approximately 4,113,924 shares of the Company’s common stock, (ii) Green Energy Investment Holdings, LLC holds 7.5% Notes in the aggregate principal amount of $80,000 , which 7.5% Notes are convertible into approximately 5,063,291 shares of the Company’s common stock, and (iii) other third parties hold 7.5% Notes in the aggregate principal amount of $5,000 , which 7.5% Notes are convertible into approximately 316,456 shares of the Company's common stock. SLG Notes On August 24, 2011, the Company entered into convertible note purchase agreements (each, an “SLG Agreement” and collectively the “SLG Agreements”) with each of Springleaf Investments Pte. Ltd., a wholly-owned subsidiary of Temasek Holdings Pte. Ltd., Lionfish Investments Pte. Ltd., an investment vehicle managed by Seatown Holdings International Pte. Ltd., and Greenwich Asset Holding Ltd., a wholly-owned subsidiary of RRJ Capital Master Fund I, L.P. (each, a “Purchaser” and collectively, the “Purchasers”), whereby the Purchasers agreed to purchase from the Company $150,000 of 7.5% convertible promissory notes due in August 2016 (each a “SLG Note” and collectively the “SLG Notes”). The transaction closed and the SLG Notes were issued on August 30, 2011. On March 1, 2012, Springleaf Investments Pte. LTD transferred $24,000 in principal amount of the SLG Notes to Baytree Investments (Mauritius) Pte. Ltd. The SLG Notes bear interest at the rate of 7.5% per annum and are convertible at the option of each Purchaser into shares of the Company’s common stock at a conversion price of $15.00 per share (the “SLG Conversion Price”). Upon written notice to the Company, the holders of the SLG Notes have the right to exchange all or any portion of the principal and accrued and unpaid interest under each such note for shares of the Company’s common stock at the SLG Conversion Price. Additionally, subject to certain restrictions, the Company can force conversion of each SLG Note into shares of its common stock if, following the second anniversary of the issuance of the SLG Notes, such shares trade at a 40% premium to the SLG Conversion Price for at least 20 trading days in any consecutive 30 trading day period. The entire principal balance of each SLG Note is due and payable five years following its issuance and the Company may repay the principal balance of each SLG Note in shares of its common stock or cash. All of the shares issuable upon conversion of the SLG Notes have been registered for resale by their holders pursuant to a registration statement that has been filed with and declared effective by the Securities and Exchange Commission. The SLG Agreements also provide for customary events of default which, if any of them occurs, would permit or require the principal of, and accrued interest on, the SLG Notes to become, or to be declared, due and payable. No events of default under the SLG Notes had occurred as of September 30, 2015 . In April 2012, $1,003 of principal and accrued interest under an SLG Note was converted by the holder thereof into 66,888 shares of the Company’s common stock. In January and February 2013, $4,030 of principal and accrued interest under an SLG Note was converted by the holder thereof into 268,664 shares of the Company’s common stock. 5.25% Notes In September 2013, the Company completed a private offering of 5.25% Convertible Senior Notes due 2018 (the “ 5.25% Notes”) and entered into an indenture governing the 5.25% Notes (the “Indenture”). The net proceeds from the sale of the 5.25% Notes after the payment of certain debt issuance costs of $7,805 were $242,195 . The Company has used, and intends to continue to use, the net proceeds from the sale of the 5.25% Notes to fund capital expenditures and for general corporate purposes. The 5.25% Notes bear interest at a rate of 5.25% per annum, payable semi-annually in arrears on October 1 and April 1 of each year, beginning on April 1, 2014. The 5.25% Notes will mature on October 1, 2018, unless purchased, redeemed or converted prior to such date in accordance with their terms and the terms of the Indenture. Holders may convert their 5.25% Notes, at their option, at any time prior to the close of business on the business day immediately preceding the maturity date of the 5.25% Notes. Upon conversion, the Company will deliver a number of shares of its common stock, per $1 principal amount of 5.25% Notes, equal to the conversion rate then in effect (together with a cash payment in lieu of any fractional shares). The initial conversion rate for the 5.25% Notes is 64.1026 shares of the Company’s common stock per $1 principal amount of Notes (which is equivalent to an initial conversion price of approximately $15.60 per share of the Company’s common stock). The conversion rate is subject to adjustment upon the occurrence of certain specified events as described in the Indenture. Upon the occurrence of certain corporate events prior to the maturity date of the 5.25% Notes, the Company will, in certain circumstances, in addition to delivering the number of shares of the Company’s common stock deliverable upon conversion of the 5.25% Notes based on the conversion rate then in effect (together with a cash payment in lieu of any fractional shares), pay holders that convert their 5.25% Notes a cash make-whole payment in an amount as described in the Indenture. The Company may, at its option, irrevocably elect to settle its obligation to pay any such make-whole payment in shares of its common stock instead of in cash. The amount of any make-whole payment, whether it is settled in cash or in shares of the Company’s common stock upon the Company’s election, will be determined based on the date on which the corporate event occurs or becomes effective and the stock price paid (or deemed to be paid) per share of the Company’s common stock in the corporate event, as described in the Indenture. The Company may not redeem the 5.25% Notes prior to October 5, 2016. On or after October 5, 2016, the Company may, at its option, redeem for cash all or any portion of the 5.25% Notes if the closing sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which notice of redemption is provided, exceeds 160% of the conversion price on each applicable trading day. In the event of the Company’s redemption of the 5.25% Notes, the redemption price will equal 100% of the principal amount of the 5.25% Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for in the 5.25% Notes. If the Company undergoes a fundamental change (as defined in the Indenture) prior to the maturity date of the 5.25% Notes, subject to certain conditions as described in the Indenture, holders may require the Company to purchase, for cash, all or any portion of their 5.25% Notes at a repurchase price equal to 100% of the principal amount of the 5.25% Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change purchase date. The Indenture contains customary events of default with customary cure periods, including, without limitation, failure to make required payments or deliveries of shares of the Company’s common stock when due under the Indenture, failure to comply with certain covenants under the Indenture, failure to pay when due or acceleration of certain other indebtedness of the Company or certain of its subsidiaries, and certain events of bankruptcy and insolvency of the Company or certain of its subsidiaries. The occurrence of an event of default under the Indenture will allow either the trustee or the holders of at least 25% in principal amount of the then-outstanding 5.25% Notes to accelerate, or upon an event of default arising from certain events of bankruptcy or insolvency of the Company, will automatically cause the acceleration of, all amounts due under the 5.25% Notes. No events of default under the 5.25% Notes had occurred as of September 30, 2015 . The 5.25% Notes are senior unsecured obligations of the Company and rank senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the 5.25% Notes; equal in right of payment to the Company’s unsecured indebtedness that is not so subordinated; effectively junior to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness (including trade payables) of the Company’s subsidiaries. Canton Bonds On March 19, 2014, Canton Renewables, LLC (“Canton”), a wholly owned subsidiary of the Company, completed the issuance of Solid Waste Facility Limited Obligation Revenue Bonds (Canton Renewables, LLC — Sauk Trail Hills Project) Series 2014 in the aggregate principal amount of $12,400 (the “Canton Bonds”). The Canton Bonds were issued by the Michigan Strategic Fund (the “Issuer”) and the proceeds of such issuance were loaned by the Issuer to Canton pursuant to a loan agreement that became effective on March 19, 2014 (the “Loan Agreement”). The Canton Bonds are expected to be repaid from revenue generated by Canton from the sale of RNG and are secured by the revenue and assets of Canton. The Canton Bond repayments will be amortized through July 1, 2022, the average coupon interest rate on the Canton Bonds is 6.6% , and all but $1,000 of the principal amount of the Canton Bonds is non-recourse to Canton’s parent companies, including the Company. Canton used the Canton Bond proceeds primarily to (i) refinance the cost of constructing and equipping its RNG extraction and production project in Canton, Michigan and (ii) pay a portion of the costs associated with the issuance of the Canton Bonds. The refinancing described in the prior sentence was accomplished through distributions to the Borrower’s direct and indirect parent companies who provided the financing for the RNG production facility, and such companies have used such distributions to finance construction of additional RNG extraction and processing projects and for working capital purposes. The Loan Agreement contains customary events of default, with customary cure periods, including, without limitation, failure to make required payments when due under the Loan Agreement, failure to comply with certain covenants under the Loan Agreement, certain events of bankruptcy and insolvency of Canton, and the existence of an event of default under the indenture governing the Canton Bonds that was entered into between the Issuer and The Bank of New York Mellon Trust Company, N.A., as trustee. The occurrence of an event of default under the Loan Agreement will allow the Issuer or the trustee to accelerate all amounts due under the Loan Agreement. No events of default under the Loan Agreement had occurred as of September 30, 2015 . Other Debt The Company has other debt due at various dates through 2020 bearing interest at rates up to 18.87% and with a weighted average interest rate of 6.80% and 6.48% as of December 31, 2014 and September 30, 2015 , respectively. GE Credit Agreement On November 7, 2012, the Company, through two wholly owned subsidiaries (the “Borrowers”), entered into a credit agreement (“Credit Agreement”) with General Electric Capital Corporation (“GE”). Pursuant to the Credit Agreement, GE agreed to loan to the Borrowers up to an aggregate of $200,000 to finance the development, construction and operation of two LNG plants (individually a “Project” and together the “Projects”). On December 29, 2014, the Borrowers and GE entered into an amendment to the Credit Agreement providing, among other things, that (i) the Credit Agreement will terminate if the initial loans under the Credit Agreement (collectively, “Loans” and, with respect to each Project “Tranche A Loans” and “Tranche B Loans”) for the Projects are not made prior to December 31, 2016 (rather than December 31, 2014, as the Credit Agreement originally provided), (ii) each Project must be completed by the earlier of (a) the date that is thirty months after the funding of the initial Loans with respect to such Project and (b) December 31, 2018 (rather than December 31, 2016, as the Credit Agreement originally provided) (with respect to each Project, the “Date Certain”), and (iii) prior to the funding of the Loans, the Borrowers will be required to enter into agreements with GE Oil & Gas, Inc. relating to the purchase of equipment for the Projects. The Borrowers’ ability to obtain the Loans under the Credit Agreement is subject to the satisfaction of certain conditions, including each of the (i) acquisition of title to, or leasehold interests in, the sites upon which the Projects will be constructed, (ii) receipt of all governmental approvals necessary in connection with the design, development, ownership, construction, installation, operation and maintenance of the Projects, and (iii) commitment of all utility services necessary for the construction and operation of the Projects. The Credit Agreement further provides that (i) the then existing Loans with respect to each Project must be converted into term loans with eight year amortization schedules (“Term Loans”) on or before the Date Certain with respect to such Project (the date of such conversion with respect to each Project, the “Conversion Date”), provided that if such Loans are not converted into Term Loans by the applicable Date Certain, such Loans must be repaid by the applicable Date Certain, (ii) each Term Loan will be due and payable on the eighth anniversary of the Conversion Date with respect to such Term Loan, and (iii) at any time prior to the applicable Conversion Date, the Loans may be prepaid in whole, and at any time after the applicable Conversion Date, the Loans may be prepaid in whole or in part. The Company expects the Loans to bear interest at an annual rate equal to the then-current LIBOR rate plus 7.00% , provided that for purposes of the Credit Agreement, the then-current LIBOR rate will always be at least 1.00% . The Credit Agreement includes various customary covenants, including debt service coverage ratios and a commitment fee on the unutilized loan amounts of 0.5% per annum, and also provides for customary events of default which, if such events occur, would permit or require the Loans to become or to be declared due and payable. As of September 30, 2015 , the Company has not drawn any money under the Credit Agreement and was in compliance with its financial covenants. The commitment fee, which is charged to interest expense in the condensed consolidated statements of operations, was $256 for each of the three months ended September 30, 2014 and 2015 , respectively. For the nine month periods ended September 30, 2014 and 2015 , the Company recorded $758 of interest expense for each period related to the commitment fee. If and when Loans are issued under the Credit Agreement, the Loans are to be are secured by (i) a first priority security interest in all of the Borrowers’ assets, including the Projects, and (ii) a pledge of the Borrowers’ outstanding ownership interests. In addition, the Company has executed a guaranty in favor of GE (“Guaranty,”) pursuant to which the Company has guaranteed all of the Borrowers’ obligations under the Credit Agreement, including repayment of all Loans. The Company and GE also entered into an equity contribution agreement (the “EC Agreement”) pursuant to which the Company agreed to pay at least 25% of the budgeted cost of the Projects and all additional costs that exceed such expected budgeted costs, in each case, in the form of equity contributions to the Borrowers (“Equity Contributions”). The EC Agreement also requires the Company to provide, concurrent with GE’s extension of the initial Loans under the Credit Agreement, letter(s) of credit in an amount equal to the Company’s then-current unfunded Equity Contributions. Concurrently with the execution of the Credit Agreement, the Company issued to GE a warrant to purchase up to five million shares of its common stock at a price of $0.01 per share (see note 13 ). |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is based upon the weighted-average number of shares outstanding and issuable for little or no cash consideration during each period. Diluted net loss per share reflects the impact of the assumed exercise of dilutive stock options, warrants, and vesting of restricted stock units. On September 11, 2014, the Company determined it no longer met certain conditions required to include in its weighted average share calculations 4,000,000 of the 5,000,000 shares of common stock issuable upon exercise of a warrant issued to GE concurrently with the execution of the Credit Agreement (the “GE Warrant”). As a result, since September 11, 2014, the Company has (i) excluded 4,000,000 shares of common stock issuable upon exercise of the GE Warrant from the weighted average number of shares outstanding in the basic and diluted net loss per share calculations, and (ii) included the remaining 1,000,000 shares of common stock issuable upon exercise of the GE Warrant in the basic and diluted net loss per share calculations, as 500,000 shares issuable upon exercise of the GE Warrant were exercisable as of the execution of the Credit Agreement and an additional 500,000 shares issuable upon exercise of the GE Warrant became exercisable on December 31, 2014. The information required to compute basic and diluted net loss per share is as follows: Three Months Ended Nine Months Ended 2014 2015 2014 2015 Basic and diluted: Weighted average number of common shares outstanding 94,058,496 91,561,613 94,529,206 91,454,117 Certain securities were excluded from the diluted net loss per share calculations for the three and nine months ended September 30, 2014 and 2015 , respectively, as the inclusion of the securities would be anti-dilutive to the calculations. The amounts of these securities that were outstanding as of September 30, 2014 and 2015 for these instruments are as follows: September 30, 2014 2015 Options 11,565,752 10,707,060 Warrants 6,130,682 6,130,682 Convertible Notes 35,185,979 35,185,979 Restricted Stock Units 2,062,336 2,942,126 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The following table summarizes the compensation expense and related income tax benefit related to the Company's stock-based compensation arrangements recognized in the condensed consolidated statements of operations during the periods: Three Months Ended Nine Months Ended 2014 2015 2014 2015 Stock-based compensation expense $ 2,809 $ 2,656 $ 9,207 $ 8,009 Stock-based compensation expense, net of $0 tax in 2014 and 2015 $ 2,809 $ 2,656 $ 9,207 $ 8,009 As of September 30, 2015, there was $10,638 of total unrecognized compensation cost related to non-vested shares underlying outstanding stock options and restricted stock units, which is expected to be expensed over a weighted-average period of approximately 1.67 years. |
Environmental Matters, Litigati
Environmental Matters, Litigation, Claims, Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Environmental Matters, Litigation, Claims, Commitments and Contingencies | Environmental Matters, Litigation, Claims, Commitments and Contingencies The Company is subject to federal, state, local, and foreign environmental laws and regulations. The Company does not anticipate any expenditures to comply with such laws and regulations that would have a material impact on the Company’s consolidated financial position, results of operations, or liquidity. The Company believes that its operations comply, in all material respects, with applicable federal, state, local and foreign environmental laws and regulations. The Company may become party to various legal actions that arise in the ordinary course of its business. During the course of its operations, the Company is also subject to audit by tax authorities for varying periods in various federal, state, local and foreign tax jurisdictions. Disputes may arise during the course of such audits as to facts and matters of law. It is impossible to determine the ultimate liabilities that the Company may incur resulting from any such lawsuits, claims and proceedings, audits, commitments, contingencies and related matters or the timing of these liabilities, if any. If these matters were to ultimately be resolved unfavorably, an outcome not currently anticipated, it is possible that such outcome could have a material adverse effect upon the Company’s consolidated financial position, results of operations, or liquidity. However, the Company believes that the ultimate resolution of such matters will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or liquidity. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s income tax (expense) benefit for the three and nine months ended September 30, 2015 was $241 and $(1,353) , respectively. The income tax (expense) benefit for the three and nine months ended September 30, 2014 was $ (811) and $(1,920) respectively. Tax expense for all periods was comprised of taxes due on the Company’s U.S. and foreign operations. The decrease in the Company’s income tax provision for the nine months ended September 30, 2015 as compared to the tax provision for the nine months ended September 30, 2014 was primarily attributed to a decrease in the earnings of foreign subsidiaries. The effective tax rate for the three and nine months ended September 30, 2014 and 2015 are different from the federal statutory tax rate primarily as a result of losses for which no tax benefit has been recognized. The Company did not record a change in its liability for unrecognized tax benefits or penalties in the three and nine months ended September 30, 2014 or September 30, 2015 , and the net interest incurred was immaterial for such periods. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company follows the authoritative guidance for fair value measurements with respect to assets and liabilities that are measured at fair value on a recurring basis and nonrecurring basis. Under the standard, fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, as of the measurement date. The standard also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The hierarchy consists of the following three levels: Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly; Level 3 inputs are unobservable inputs for the asset or liability. Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. As of September 30, 2015, the Company’s financial instruments consisted of available-for-sale securities, debt instruments, and liability-classified warrants (which we sometimes refer to as our Series I warrants). The Company’s available-for-sale securities are classified within Level 2 because they are valued using the most recent quoted prices for identical assets in markets that are not active and quoted prices for similar assets in active markets. The liability-classified warrants are classified within Level 3 because the Company uses the Black-Scholes model to estimate the fair value based on inputs that are not observable in any market. The fair values of the Company’s debt instruments approximated their carrying values at December 31, 2014 and September 30, 2015. The following tables provide information by level for assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2014 and September 30, 2015 , respectively: Description Balance at Level 1 Level 2 Level 3 Assets: Available-for-sale securities(1): Certificate of deposits $ 35,355 $ — $ 35,355 $ — Municipal bonds and notes 38,652 — 38,652 — Zero coupon bonds 3,306 — 3,306 — Corporate bonds 45,233 — 45,233 — Liabilities: Series I warrants(2) 1,416 — — 1,416 Description Balance at Level 1 Level 2 Level 3 Assets: Available-for-sale securities(1): Certificate of deposits 45,502 $ — 45,502 $ — Municipal bonds and notes 21,633 — 21,633 — Zero coupon bonds 3,287 — 3,287 — Corporate bonds 43,717 — 43,717 — Liabilities: Series I warrants(2) 371 — — 371 (1) Included in short-term investments in the condensed consolidated balance sheets. See note 5 for further information. (2) Included in accrued liabilities in the condensed consolidated balance sheets. Non-Financial Assets No impairments of long-lived assets measured at fair value on a non-recurring basis have been incurred during the three and nine months ended September 30, 2014 and 2015 . The Company’s use of these non-financial assets does not differ from their highest and best use as determined from the perspective of a market participant. |
Recently Adopted Accounting Cha
Recently Adopted Accounting Changes and Recently Issued Accounting Standards | 9 Months Ended |
Sep. 30, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recently Adopted Accounting Changes and Recently Issued Accounting Standards | Recently Adopted Accounting Changes and Recently Issued Accounting Standards In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-9, Revenue from Contracts with Customers , amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The guidance is effective for annual and interim reporting periods beginning after December 15, 2016, with early adoption prohibited. The FASB decided on July 9, 2015 to defer the effective date of the new revenue standard by one year. As a result, this standard will be effective for fiscal years, and interim reporting periods within those years, beginning after December 15, 2017. The Company is currently evaluating the impact this ASU will have on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-3, Interest - Imputation of Interest , requiring that debt issuance costs be presented in the balance sheet as a deduction from the carrying amount of the related liability, rather than as a deferred charge. The updated guidance is effective retroactively for financial statements covering fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Earlier adoption is permitted but the Company does not anticipate electing early adoption. As of September 30, 2015 , the Company has $4,428 of debt issuance costs. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, changing the measurement principle for inventory from the lower of cost or market to the lower of cost or net realizable value. Net realizable value is defined as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The provisions of this ASU are effective for financial statement covering fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. This ASU is not expected to have a significant impact on the Company's financial statements or disclosures. |
Alternative Fuels Excise Tax Cr
Alternative Fuels Excise Tax Credit | 9 Months Ended |
Sep. 30, 2015 | |
Alternative Fuels Excise Tax Credit | |
Alternative Fuels Excise Tax Credit | Alternative Fuels Excise Tax Credit From October 1, 2006 through December 31, 2014, the Company was eligible to receive a federal fuel tax credit (“VETC”) of $0.50 per gasoline gallon equivalent of CNG and $0.50 per liquid gallon of LNG that it sold as vehicle fuel. Based on the service relationship with its customers, either the Company or its customers claimed the credit. The Company records its VETC credits as revenue in its condensed consolidated statements of operations, as the credits are fully refundable and do not need to offset income tax liabilities to be received. VETC revenues recognized in December 2014 for the 2014 calendar year were $28,359 . The Company did not recognize any VETC revenue during the three or nine months ended September 30, 2015 , as the program under which the Company received such credit expired December 31, 2014 and has not been reinstated. |
General (Policies)
General (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation: The accompanying interim unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries, and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s financial position, results of operations, comprehensive loss and cash flows as of and for the three and nine months ended September 30, 2014 and 2015 . All intercompany accounts and transactions have been eliminated in consolidation. The three and nine month periods ended September 30, 2014 and 2015 are not necessarily indicative of the results to be expected for the year ending December 31, 2015 or for any other interim period or for any future year. Certain information and disclosures normally included in the notes to the financial statements have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”), but the resultant disclosures contained herein are in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) as they apply to interim reporting. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the year ended December 31, 2014 that are included in the Company’s Annual Report on Form 10-K filed with the SEC on February 26, 2015. |
Use of Estimates | Use of Estimates: The preparation of condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and revenues and expenses recorded during the reporting period. Actual results could differ from those estimates. Significant estimates made in preparing the condensed consolidated financial statements include (but are not limited to) those related to revenue recognition, warranty reserves, goodwill and long-lived intangible asset valuations and impairment assessments, income tax valuations, and stock-based compensation expense. |
Acquisition and Divestitures (T
Acquisition and Divestitures (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Summary of allocation of the aggregate purchase price to the preliminary fair value of the assets acquired and liabilities assumed as of the acquisition date | The following table summarizes the allocation of the aggregate purchase price to the fair value of the assets acquired and liabilities assumed: Current assets $ 40,558 Property, plant and equipment 20,862 Other long-term assets 5,115 Identifiable intangible assets 5,600 Goodwill 21,070 Total assets acquired 93,205 Current liabilities assumed (9,165 ) Long-term debt including capital leases assumed, excluding current installments (17,604 ) Other liabilities (711 ) Noncontrolling interest (28,075 ) Total purchase price $ 37,650 |
Restricted Cash (Tables)
Restricted Cash (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Restricted Cash. | |
Schedule of components of restricted cash | Restricted cash consisted of the following as of December 31, 2014 and September 30, 2015 : December 31, September 30, Short-term restricted cash: Standby letters of credit $ 1,753 $ 1,753 Canton Bonds (see note 12) 4,259 2,118 Total short-term restricted cash $ 6,012 $ 3,871 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of short-term investments | Short-term investments as of December 31, 2014 are summarized as follows: Amortized Cost Gross Unrealized Losses Estimated Fair Value Municipal bonds & notes $ 38,668 $ (16 ) $ 38,652 Zero coupon bonds 3,308 (2 ) 3,306 Corporate bonds 45,274 (41 ) 45,233 Certificate of deposits 35,355 — 35,355 $ 122,605 $ (59 ) $ 122,546 Short-term investments as of September 30, 2015 are summarized as follows: Amortized Cost Gross Unrealized Losses Estimated Fair Value Municipal bonds & notes $ 21,636 $ (3 ) $ 21,633 Zero coupon bonds 3,289 (2 ) 3,287 Corporate bonds 43,730 (13 ) 43,717 Certificate of deposits 45,502 — 45,502 $ 114,157 $ (18 ) $ 114,139 |
Other Receivables (Tables)
Other Receivables (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Receivables [Abstract] | |
Schedule of other receivables | Other receivables at December 31, 2014 and September 30, 2015 consisted of the following: December 31, September 30, Loans to customers to finance vehicle purchases $ 8,257 $ 10,085 Accrued customer billings 10,143 7,536 Fuel tax and carbon credits 34,250 138 Other 3,573 2,362 $ 56,223 $ 20,121 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Inventories consisted of the following as of December 31, 2014 and September 30, 2015 : December 31, September 30, Raw materials and spare parts $ 31,389 $ 28,169 Work in process 3,292 1,966 Finished goods 15 590 $ 34,696 $ 30,725 |
Land, Property and Equipment (T
Land, Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Summary of land, property and equipment | Land, property and equipment at December 31, 2014 and September 30, 2015 are summarized as follows: December 31, September 30, Land $ 2,858 $ 2,858 LNG liquefaction plants 94,636 94,634 RNG plants 45,359 45,620 Station equipment 265,086 306,899 Trailers 40,067 50,355 Other equipment 74,796 82,599 Construction in progress 163,737 139,974 686,539 722,939 Less: accumulated depreciation (172,270 ) (204,617 ) $ 514,269 $ 518,322 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of accrued liabilities | Accrued liabilities at December 31, 2014 and September 30, 2015 consisted of the following: December 31, September 30, Salaries and wages $ 9,041 $ 9,591 Accrued gas and equipment purchases 12,340 19,420 Accrued property and other taxes 5,178 5,359 Accrued professional fees 1,084 1,285 Accrued employee benefits 3,208 3,266 Accrued warranty liability 2,302 1,828 Accrued interest 3,748 6,818 Other 19,859 7,913 $ 56,760 $ 55,480 |
Warranty Liability (Tables)
Warranty Liability (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Product Warranties Disclosures [Abstract] | |
Schedule of changes in the warranty liability | Changes in the warranty liability are presented in the following table: September 30, September 30, Warranty liability at beginning of year $ 2,545 $ 2,302 Costs accrued for new warranty contracts and changes in estimates for pre-existing warranties 1,779 2,039 Service obligations honored (2,088 ) (2,513 ) Warranty liability at end of period $ 2,236 $ 1,828 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of debt and capital lease obligations | Debt and capital lease obligations at December 31, 2014 and September 30, 2015 consisted of the following and are further discussed below: December 31, September 30, 7.5% Notes(1) $ 150,000 $ 150,000 SLG Notes 145,000 145,000 5.25% Notes 250,000 250,000 Canton Bonds 12,150 10,910 Capital lease obligations 2,692 6,823 Other debt 10,828 11,483 Total debt and capital lease obligations 570,670 574,216 Less amounts due within one year (4,846 ) (150,836 ) Total long-term debt and capital lease obligations $ 565,824 $ 423,380 (1) Included in the 7.5% Notes is $ 65,000 in principal amount held by Boone Pickens, which are classified as “Long-term debt, related party” on the condensed consolidated balance sheet. See below for additional information. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of information required to compute basic and diluted earnings per share | The information required to compute basic and diluted net loss per share is as follows: Three Months Ended Nine Months Ended 2014 2015 2014 2015 Basic and diluted: Weighted average number of common shares outstanding 94,058,496 91,561,613 94,529,206 91,454,117 |
Schedule of potentially dilutive securities that have been excluded from the diluted net loss per share calculations because their effect would have been antidilutive | The amounts of these securities that were outstanding as of September 30, 2014 and 2015 for these instruments are as follows: September 30, 2014 2015 Options 11,565,752 10,707,060 Warrants 6,130,682 6,130,682 Convertible Notes 35,185,979 35,185,979 Restricted Stock Units 2,062,336 2,942,126 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of compensation expense and related income tax benefit related to the stock-based compensation expense recognized | The following table summarizes the compensation expense and related income tax benefit related to the Company's stock-based compensation arrangements recognized in the condensed consolidated statements of operations during the periods: Three Months Ended Nine Months Ended 2014 2015 2014 2015 Stock-based compensation expense $ 2,809 $ 2,656 $ 9,207 $ 8,009 Stock-based compensation expense, net of $0 tax in 2014 and 2015 $ 2,809 $ 2,656 $ 9,207 $ 8,009 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of information by level for assets and liabilities that are measured at fair value on a recurring basis | The following tables provide information by level for assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2014 and September 30, 2015 , respectively: Description Balance at Level 1 Level 2 Level 3 Assets: Available-for-sale securities(1): Certificate of deposits $ 35,355 $ — $ 35,355 $ — Municipal bonds and notes 38,652 — 38,652 — Zero coupon bonds 3,306 — 3,306 — Corporate bonds 45,233 — 45,233 — Liabilities: Series I warrants(2) 1,416 — — 1,416 Description Balance at Level 1 Level 2 Level 3 Assets: Available-for-sale securities(1): Certificate of deposits 45,502 $ — 45,502 $ — Municipal bonds and notes 21,633 — 21,633 — Zero coupon bonds 3,287 — 3,287 — Corporate bonds 43,717 — 43,717 — Liabilities: Series I warrants(2) 371 — — 371 (1) Included in short-term investments in the condensed consolidated balance sheets. See note 5 for further information. (2) Included in accrued liabilities in the condensed consolidated balance sheets. |
Acquisition and Divestitures (D
Acquisition and Divestitures (Details) $ in Thousands | Oct. 14, 2014USD ($)payment | Sep. 30, 2015USD ($) | Dec. 31, 2014USD ($) |
Allocation of aggregate purchase price | |||
Goodwill | $ 93,231 | $ 98,726 | |
NG Advantage | |||
Allocation of aggregate purchase price | |||
Current assets | $ 40,558 | ||
Property, plant and equipment | 20,862 | ||
Other long-term assets | 5,115 | ||
Identifiable intangible assets | 5,600 | ||
Goodwill | 21,070 | ||
Total assets acquired | 93,205 | ||
Current liabilities assumed | (9,165) | ||
Long-term debt including capital leases assumed, excluding current installments | (17,604) | ||
Other liabilities | (711) | ||
Noncontrolling interest | (28,075) | ||
Total purchase price | 37,650 | ||
Assumed debt related to purchases of capital assets and working capital needs | 20,439 | ||
Debt payment | $ 10,361 | ||
NG Advantage | Minimum | |||
Allocation of aggregate purchase price | |||
Identifiable intangible assets, estimated useful lives | 4 years | ||
NG Advantage | Maximum | |||
Allocation of aggregate purchase price | |||
Identifiable intangible assets, estimated useful lives | 7 years | ||
NG Advantage | Customer relationships and tradenames | |||
Allocation of aggregate purchase price | |||
Identifiable intangible assets | $ 5,600 | ||
NG Advantage | Common unit purchase agreement | |||
Acquisition and Divestitures | |||
Total consideration | $ 37,650 | ||
Ownership interest acquired (as a percent) | 53.30% | ||
Consideration paid in cash | $ 19,000 | ||
Consideration liability | $ 18,650 | ||
Number of installments | payment | 2 | ||
NG Advantage | Due by January 2015 | Common unit purchase agreement | |||
Acquisition and Divestitures | |||
Consideration liability | $ 3,000 | ||
NG Advantage | Due by April 2015 | Common unit purchase agreement | |||
Acquisition and Divestitures | |||
Consideration liability | $ 15,650 |
Acquisition and Divestitures -
Acquisition and Divestitures - DCE and DCEMB (Details) - USD ($) $ in Thousands | Dec. 29, 2014 | Sep. 04, 2014 | Sep. 03, 2014 | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
Divestitures | |||||||||
Goodwill | $ 93,231 | $ 98,726 | $ 93,231 | $ 93,231 | $ 98,726 | ||||
Dallas Clean Energy, LLC | Mavrix | |||||||||
Divestitures | |||||||||
Ownership interest before transaction (as a percent) | 70.00% | ||||||||
Dallas Clean Energy, LLC | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Cambrian | |||||||||
Divestitures | |||||||||
Cash consideration received on sale of subsidiary | $ 1,118 | $ 40,588 | $ 6,992 | ||||||
Gain from sale of subsidiary | $ 11,998 | $ 937 | $ 12,935 | ||||||
Goodwill | $ 7,386 | ||||||||
Dallas Clean Energy, LLC | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Cambrian | Mavrix | |||||||||
Divestitures | |||||||||
Percentage of ownership sold | 51.00% | 19.00% |
Cash and Cash Equivalents (Deta
Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Cash and Cash Equivalents [Abstract] | ||
Cash in excess of insurance limits | $ 48,403 | $ 88,740 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Restricted Cash | ||
Short-term restricted cash | $ 3,871 | $ 6,012 |
Canton Bonds | ||
Restricted Cash | ||
Short-term restricted cash | 2,118 | 4,259 |
Standby letters of credit | ||
Restricted Cash | ||
Short-term restricted cash | $ 1,753 | $ 1,753 |
Investments (Details)
Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Short-term investments | ||
Amortized Cost | $ 114,157 | $ 122,605 |
Gross Unrealized Losses | (18) | (59) |
Estimated Fair Value | 114,139 | 122,546 |
Municipal bonds & notes | ||
Short-term investments | ||
Amortized Cost | 21,636 | 38,668 |
Gross Unrealized Losses | (3) | (16) |
Estimated Fair Value | 21,633 | 38,652 |
Zero coupon bonds | ||
Short-term investments | ||
Amortized Cost | 3,289 | 3,308 |
Gross Unrealized Losses | (2) | (2) |
Estimated Fair Value | 3,287 | 3,306 |
Corporate bonds | ||
Short-term investments | ||
Amortized Cost | 43,730 | 45,274 |
Gross Unrealized Losses | (13) | (41) |
Estimated Fair Value | 43,717 | 45,233 |
Certificate of deposits | ||
Short-term investments | ||
Amortized Cost | 45,502 | 35,355 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | $ 45,502 | $ 35,355 |
Other Receivables (Details)
Other Receivables (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Other Receivables | ||
Other receivables | $ 20,121 | $ 56,223 |
Loans to customers to finance vehicle purchases | ||
Other Receivables | ||
Other receivables | 10,085 | 8,257 |
Accrued customer billings | ||
Other Receivables | ||
Other receivables | 7,536 | 10,143 |
Fuel tax and carbon credits | ||
Other Receivables | ||
Other receivables | 138 | 34,250 |
Other | ||
Other Receivables | ||
Other receivables | $ 2,362 | $ 3,573 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials and spare parts | $ 28,169 | $ 31,389 |
Work in process | 1,966 | 3,292 |
Finished goods | 590 | 15 |
Total | $ 30,725 | $ 34,696 |
Land, Property and Equipment (D
Land, Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Land, Property and Equipment | |||||
Land, property and equipment, gross | $ 722,939 | $ 722,939 | $ 686,539 | ||
Less: accumulated depreciation | (204,617) | (204,617) | (172,270) | ||
Land, property and equipment, net | 518,322 | 518,322 | 514,269 | ||
Capitalized software costs | 22,259 | 22,259 | 21,004 | ||
Accumulated amortization on the capitalized software costs | 12,979 | 12,979 | 10,740 | ||
Amortization expense related to the capitalized software costs | 692 | $ 691 | 2,239 | $ 2,302 | |
Property and equipment purchases included in accounts payable and accrued liabilities | 6,249 | $ 10,292 | 6,249 | $ 10,292 | |
Land | |||||
Land, Property and Equipment | |||||
Land, property and equipment, gross | 2,858 | 2,858 | 2,858 | ||
LNG liquefaction plants | |||||
Land, Property and Equipment | |||||
Land, property and equipment, gross | 94,634 | 94,634 | 94,636 | ||
RNG plants | |||||
Land, Property and Equipment | |||||
Land, property and equipment, gross | 45,620 | 45,620 | 45,359 | ||
Station equipment | |||||
Land, Property and Equipment | |||||
Land, property and equipment, gross | 306,899 | 306,899 | 265,086 | ||
Trailers | |||||
Land, Property and Equipment | |||||
Land, property and equipment, gross | 50,355 | 50,355 | 40,067 | ||
Other equipment | |||||
Land, Property and Equipment | |||||
Land, property and equipment, gross | 82,599 | 82,599 | 74,796 | ||
Construction in progress | |||||
Land, Property and Equipment | |||||
Land, property and equipment, gross | $ 139,974 | $ 139,974 | $ 163,737 |
Investments in Other Entities (
Investments in Other Entities (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Equity method investments | |||||
Loss from equity method investment | $ 154 | $ 0 | $ 703 | $ 0 | |
MCEP | |||||
Equity method investments | |||||
Ownership interest (as a percent) | 50.00% | 50.00% | |||
Loss from equity method investment | $ 154 | $ 703 | |||
Investment balance | $ 4,807 | $ 4,807 | $ 5,510 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 |
Payables and Accruals [Abstract] | ||||
Salaries and wages | $ 9,591 | $ 9,041 | ||
Accrued gas and equipment purchases | 19,420 | 12,340 | ||
Accrued property and other taxes | 5,359 | 5,178 | ||
Accrued professional fees | 1,285 | 1,084 | ||
Accrued employee benefits | 3,266 | 3,208 | ||
Accrued warranty liability | 1,828 | 2,302 | $ 2,236 | $ 2,545 |
Accrued interest | 6,818 | 3,748 | ||
Other | 7,913 | 19,859 | ||
Total | $ 55,480 | $ 56,760 |
Warranty Liability (Details)
Warranty Liability (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Changes in the warrant liability | ||
Warranty liability at beginning of year | $ 2,302 | $ 2,545 |
Costs accrued for new warranty contracts and changes in estimates for pre-existing warranties | 2,039 | 1,779 |
Service obligations honored | (2,513) | (2,088) |
Warranty liability at end of period | $ 1,828 | $ 2,236 |
Debt - 7.5% Notes (Details)
Debt - 7.5% Notes (Details) - 7.5% Notes | Aug. 27, 2013USD ($) | Jun. 14, 2013USD ($)day$ / shares | Jul. 11, 2011USD ($) |
Long-term debt | |||
Financing commitment received | $ 150,000,000 | ||
Principal amount of each debt instrument to be issued | $ 50,000,000 | ||
Interest rate (as a percent) | 7.50% | ||
Boone Pickens | |||
Long-term debt | |||
Aggregate principal amount | $ 65,000,000 | ||
Boone Pickens | Common stock | |||
Long-term debt | |||
Number of shares of common stock into which Notes are convertible | 4,113,924 | ||
Buyers | |||
Long-term debt | |||
Additional amount of advances under the obligation assumed | $ 50,000,000 | ||
Amount of advance funded | $ 50,000,000 | ||
Conversion price of shares (in dollars per share) | $ / shares | $ 15.80 | ||
Percentage of the trade price of common stock that the conversion price must be at premium for the Company to force conversion | 40.00% | ||
Number of days within 30 consecutive trading days in which the trade price of the entity's common stock must be at premium of the conversion price for the Company to force conversion | day | 20 | ||
Number of consecutive trading days used to determine the conversion obligation on the notes for the Company to force conversion | 30 days | ||
Period during which the debt instrument principal balance is required to be paid following its issuance | 7 years | ||
Green Energy Investment Holdings, LLC | |||
Long-term debt | |||
Principal amount transferred | $ 5,000,000 | ||
Aggregate principal amount | $ 80,000,000 | ||
Green Energy Investment Holdings, LLC | Common stock | |||
Long-term debt | |||
Number of shares of common stock into which Notes are convertible | 5,063,291 | ||
Other Third Parties | |||
Long-term debt | |||
Aggregate principal amount | $ 5,000,000 | ||
Other Third Parties | Common stock | |||
Long-term debt | |||
Number of shares of common stock into which Notes are convertible | 316,456 |
Debt - SLG Notes (Details)
Debt - SLG Notes (Details) - SLG Notes | Aug. 24, 2011USD ($)day$ / shares | Apr. 30, 2012USD ($)shares | Feb. 28, 2013USD ($)shares | Mar. 01, 2012USD ($) |
Long-term debt | ||||
Financing commitment received | $ 150,000,000 | |||
Interest rate (as a percent) | 7.50% | |||
Conversion price of shares (in dollars per share) | $ / shares | $ 15 | |||
Percentage of the trade price of common stock that the conversion price must be at premium for the Company to force conversion | 40.00% | |||
Number of days within 30 consecutive trading days in which the trade price of the entity's common stock must be at premium of the conversion price for the Company to force conversion | day | 20 | |||
Number of consecutive trading days used to determine the conversion obligation on the notes for the Company to force conversion | 30 days | |||
Period during which the debt instrument principal balance is required to be paid following its issuance | 5 years | |||
Common stock | ||||
Long-term debt | ||||
Amount of principal and accrued interest under debt conversion | $ 1,003,000 | $ 4,030,000 | ||
Common stock issued upon conversion of debt (in shares) | shares | 66,888 | 268,664 | ||
Baytree Investments (Mauritius) Pte Ltd | ||||
Long-term debt | ||||
Principal amount transferred | $ 24,000,000 |
Debt - Indenture (Details)
Debt - Indenture (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 9 Months Ended | |
Sep. 30, 2013USD ($)day$ / shares | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | |
Long-term debt | |||
Payment of certain debt issuance costs | $ 0 | $ 914 | |
5.25% Notes | |||
Long-term debt | |||
Interest rate (as a percent) | 5.25% | ||
Payment of certain debt issuance costs | $ 7,805 | ||
Amount of advance funded | $ 242,195 | ||
Conversion rate of debt instrument (shares per USD) | 0.0641026 | ||
Conversion price of shares (in dollars per share) | $ / shares | $ 15.60 | ||
Number of days within 30 consecutive trading days in which the trade price of the entity's common stock must be at premium of the conversion price for the Company to force conversion | day | 20 | ||
Number of consecutive trading days used to determine the conversion obligation on the notes for the Company to force conversion | 30 days | ||
Percentage of the trade price of common stock that the conversion price must be at premium for the Company to force conversion | 160.00% | ||
Redemption price as percentage of principal amount of notes to be redeemed | 100.00% | ||
Amount of sinking fund | $ 0 | ||
Percentage of principal amount at which notes may be required to be repurchased in event of fundamental change by the entity | 100.00% | ||
5.25% Notes | Minimum | |||
Long-term debt | |||
Percentage of principal amount of notes outstanding allowing holders to accelerate all amounts due under notes in event of default under the Indenture | 25.00% |
Debt - Canton Bonds (Details)
Debt - Canton Bonds (Details) - USD ($) | 9 Months Ended | ||
Sep. 30, 2015 | Dec. 31, 2014 | Mar. 19, 2014 | |
Canton Bonds | |||
Long-term debt | |||
Principal amount with recourse to the Company | $ 1,000,000 | ||
Non-recourse debt | $ 11,400,000 | $ 11,400,000 | |
Canton Bonds | Canton Renewables | |||
Long-term debt | |||
Debt issuance amount | $ 12,400,000 | ||
Coupon interest rate (as a percent) | 6.60% | ||
Other debt | |||
Long-term debt | |||
Maximum effective percentage rate | 18.87% | ||
Weighted average interest rate | 6.48% | 6.80% |
Debt - Other Debt (Details)
Debt - Other Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Long-term debt | ||
Related party notes | $ 65,000 | $ 65,000 |
Total debt and capital lease obligations | 574,216 | 570,670 |
Less amounts due within one year | (150,836) | (4,846) |
Total long-term debt and capital lease obligations | 423,380 | 565,824 |
7.5% Notes | ||
Long-term debt | ||
Total debt and capital lease obligations | 150,000 | 150,000 |
SLG Notes | ||
Long-term debt | ||
Total debt and capital lease obligations | 145,000 | 145,000 |
5.25% Notes | ||
Long-term debt | ||
Total debt and capital lease obligations | 250,000 | 250,000 |
Canton Bonds | ||
Long-term debt | ||
Total debt and capital lease obligations | 10,910 | 12,150 |
Capital lease obligations | ||
Long-term debt | ||
Total debt and capital lease obligations | 6,823 | 2,692 |
Other debt | ||
Long-term debt | ||
Total debt and capital lease obligations | $ 11,483 | $ 10,828 |
Debt - GE Credit Agreement (Det
Debt - GE Credit Agreement (Details) - GE Credit Agreement $ / shares in Units, $ in Thousands | Nov. 07, 2012USD ($)subsidiaryproject$ / sharesshares | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) |
Long-term debt | |||||
Number of wholly owned subsidiaries through which the entity entered into a financing arrangement | subsidiary | 2 | ||||
Line of credit limit | $ 200,000 | ||||
Number of LNG production facilities being financed | project | 2 | ||||
Project completion period after the funding of the initial loans | 30 months | ||||
Amortization period following conversion into term loan | 8 years | ||||
Commitment fee on the unutilized loan amounts (as a percent) | 0.50% | ||||
Exercise price of warrants | $ / shares | $ 0.01 | ||||
Minimum | |||||
Long-term debt | |||||
Percentage of the budgeted costs of the Projects which the Company agreed to pay | 25.00% | ||||
Maximum | |||||
Long-term debt | |||||
Number of shares issuable upon exercise of warrants | shares | 5,000,000 | ||||
Interest expense | |||||
Long-term debt | |||||
Commitment fee | $ 256 | $ 256 | $ 758 | $ 758 | |
LIBOR | |||||
Long-term debt | |||||
Percentage of margin added to reference rate to determine interest rate on debt | 7.00% | ||||
Reference rate minimum (as a percent) | 1.00% |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - shares | Dec. 31, 2014 | Sep. 11, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Basic and diluted: | ||||||
Weighted-average number of common shares outstanding | 91,561,613 | 94,058,496 | 91,454,117 | 94,529,206 | ||
Common stock | GE Credit Agreement | GE Warrant | ||||||
Number of shares excluded from weighted average share calculation | 4,000,000 | |||||
Number of shares issuable upon exercise of warrants | 5,000,000 | |||||
Number of shares included in weighted average share calculation | 1,000,000 | |||||
Number of shares that became exercisable in the period | 500,000 | |||||
Number of additional shares that became exercisable in the period | 500,000 |
Net Loss Per Share - Anti-dilut
Net Loss Per Share - Anti-dilutive Securities (Details) - shares | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Stock Options | ||
Net Loss Per Share | ||
Anti-dilutive securities (in shares) | 10,707,060 | 11,565,752 |
Warrant Liabilities | ||
Net Loss Per Share | ||
Anti-dilutive securities (in shares) | 6,130,682 | 6,130,682 |
Convertible Notes | ||
Net Loss Per Share | ||
Anti-dilutive securities (in shares) | 35,185,979 | 35,185,979 |
Restricted Stock Units | ||
Net Loss Per Share | ||
Anti-dilutive securities (in shares) | 2,942,126 | 2,062,336 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Stock-based compensation expense | $ 2,656 | $ 2,809 | $ 8,009 | $ 9,207 |
Stock-based compensation expense, net of tax | 2,656 | 2,809 | 8,009 | 9,207 |
Tax benefit from compensation expense | 0 | $ 0 | 0 | $ 0 |
Unrecognized compensation cost | $ 10,638 | $ 10,638 | ||
Unrecognized compensation cost, Weighted-average period | 1 year 8 months 1 day |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (expense) benefit | $ 241 | $ (811) | $ (1,353) | $ (1,920) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair value measured on recurring basis - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Certificate of deposits | ||
Assets: | ||
Available-for-sale securities | $ 45,502 | $ 35,355 |
Municipal bonds & notes | ||
Assets: | ||
Available-for-sale securities | 21,633 | 38,652 |
Zero coupon bonds | ||
Assets: | ||
Available-for-sale securities | 3,287 | 3,306 |
Corporate bonds | ||
Assets: | ||
Available-for-sale securities | 43,717 | 45,233 |
Level 2 | Certificate of deposits | ||
Assets: | ||
Available-for-sale securities | 45,502 | 35,355 |
Level 2 | Municipal bonds & notes | ||
Assets: | ||
Available-for-sale securities | 21,633 | 38,652 |
Level 2 | Zero coupon bonds | ||
Assets: | ||
Available-for-sale securities | 3,287 | 3,306 |
Level 2 | Corporate bonds | ||
Assets: | ||
Available-for-sale securities | 43,717 | 45,233 |
Series I Warrant | ||
Liabilities: | ||
Warrants | 371 | 1,416 |
Series I Warrant | Level 3 | ||
Liabilities: | ||
Warrants | $ 371 | $ 1,416 |
Recently Adopted Accounting C63
Recently Adopted Accounting Changes and Recently Issued Accounting Standards (Details) $ in Thousands | Sep. 30, 2015USD ($) |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Debt issuance costs | $ 4,428 |
Alternative Fuels Excise Tax 64
Alternative Fuels Excise Tax Credit (Details) $ in Thousands | 12 Months Ended | 99 Months Ended |
Dec. 31, 2014USD ($) | Dec. 31, 2014$ / gallon | |
Alternative Fuels Excise Tax Credit | ||
Federal fuel tax credit - CNG (in dollars per gasoline gallon equivalent) | 0.50 | |
Federal fuel tax credit - LNG (in dollars per liquid gallon) | 0.50 | |
VETC credits recognized as revenue | $ | $ 28,359 |