Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Apr. 10, 2013 | Jun. 29, 2012 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'AMP Holding Inc. | ' | ' |
Entity Central Index Key | '0001425287 | ' | ' |
Trading Symbol | 'ampd | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 76,622,130 | ' |
Entity Public Float | ' | ' | $5,499,297 |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Balance_Sheets
Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Current assets: | ' | ' |
Cash and cash equivalents | $7,020 | $39,819 |
Inventory | 392,750 | 41,002 |
Prepaid expenses and deposits | 43,967 | 13,025 |
Current assets, Total | 443,736 | 93,846 |
Property, plant and equipment: | ' | ' |
Land | 300,000 | ' |
Buildings | 3,800,000 | ' |
Leasehold improvements | 19,225 | 19,225 |
Software | 27,721 | 27,721 |
Equipment | 670,183 | 170,120 |
Vehicles and prototypes | 164,959 | 164,959 |
Property, plant and equipment, Gross | 4,982,088 | 382,025 |
Less accumulated depreciation | 574,827 | 255,178 |
Property, plant and equipment, Net | 4,407,261 | 126,847 |
Assets, Total | 4,850,997 | 220,693 |
Current liabilities: | ' | ' |
Accounts payable | 1,546,388 | 1,253,228 |
Accounts payable, related parties | 468,165 | 336,556 |
Customer deposits | 177,500 | 60,000 |
Shareholder advances | 1,934,300 | 558,000 |
Current portion of long-term debt | 338,225 | 230,756 |
Current liabilities, Total | 4,464,578 | 2,438,540 |
Long-term debt | 2,292,890 | 362,186 |
Commitments and contingencies | ' | ' |
Stockholders' equity (deficit): | ' | ' |
Series A preferred stock, par value of $.001 per share 75,000,000 shares shares authorized, 0 shares issued and outstanding at December 31, 2013 and December 31, 2012 | ' | ' |
Common stock, par value of $.001 per share 250,000,000 shares authorized, 82,711,524 shares issued and outstanding at December 31, 2013 and 55,955,463 shares issued and outstanding at December 31, 2012 | 82,712 | 55,955 |
Additional paid-in capital | 20,321,536 | 14,956,547 |
Stock based compensation | 5,171,093 | 3,778,723 |
Accumulated deficit during the development stage | -27,481,812 | -21,371,258 |
Stockholders' equity (deficit), Total | -1,906,471 | -2,580,033 |
Liabilities and Stockholders' Equity (Deficit), Total | $4,850,997 | $220,693 |
Balance_Sheets_Parentheticals
Balance Sheets (Parentheticals) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Financial Position [Abstract] | ' | ' |
Series A preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Series A preferred stock, shares authorized | 75,000,000 | 75,000,000 |
Series A preferred stock, shares issued | 0 | 0 |
Series A preferred stock, shares outstanding | 0 | 0 |
Common stock, par value ( in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 82,711,524 | 55,955,463 |
Common stock, shares outstanding | 82,711,524 | 55,955,463 |
Statements_of_Operations
Statements of Operations (USD $) | 12 Months Ended | 82 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Income Statement [Abstract] | ' | ' | ' |
Sales | $177,500 | $272,098 | $780,340 |
Expenses: | ' | ' | ' |
Payroll and payroll taxes | 1,527,952 | 1,773,232 | 8,854,798 |
Employee benefits | 14,464 | 157,164 | 667,707 |
Stock based compensation | 1,392,370 | 338,853 | 5,188,833 |
Batteries and motors and supplies | 185,784 | 240,907 | 2,921,340 |
Legal and professional | 441,439 | 709,883 | 2,582,193 |
Advertising | 119,677 | 429,483 | 1,386,057 |
Consulting | 1,088,818 | 59,063 | 2,192,223 |
Travel and entertainment | 113,774 | 85,577 | 598,478 |
Rent | 149,436 | 148,569 | 601,434 |
Insurance | 148,684 | 116,907 | 534,303 |
Vehicles, development and testing | 211,833 | 57,786 | 534,034 |
Depreciation | 319,649 | 63,629 | 612,656 |
Interest and bank fees | 258,261 | 230,887 | 515,588 |
Engineering, temporary labor | 11,563 | 4,237 | 262,849 |
Facilities, repairs & maintenance | 117,770 | 42,348 | 322,353 |
Utilities | 160,766 | 39,614 | 295,721 |
Loss on sale of assets | ' | 14,454 | 27,544 |
Other | 25,814 | 31,994 | 164,041 |
Expenses, Total | 6,288,054 | 4,544,587 | 28,262,152 |
Net loss during the development stage | ($6,110,554) | ($4,272,489) | ($27,481,812) |
Basic and diluted loss per share | ($0.08) | ($0.10) | ' |
Weighted average number of common shares outstanding | 75,710,613 | 44,915,220 | 0 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (Deficit) (USD $) | Common Stock | Series A Preferred Stock | Additional Paid-in Capital | Stock based compensation | Accumulated Deficit During the Development Stage | Total |
Beginning capital at Feb. 19, 2007 | ' | ' | ' | ' | ' | ' |
Beginning Capital (in shares) at Feb. 19, 2007 | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Issuance of common stock, and fulfillment of stock subscriptions receivable | 900,000 | ' | ' | ' | ' | 900,000 |
Issuance of common stock, and fulfillment of stock subscriptions receivable (in shares) | 7,210 | ' | ' | ' | ' | ' |
Net loss from operations | ' | ' | ' | ' | -456,145 | -456,145 |
Ending Capital at Dec. 31, 2007 | 900,000 | ' | ' | ' | -456,145 | 443,855 |
Ending Capital (in shares) at Dec. 31, 2007 | 7,210 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Issuance of common stock, and fulfillment of stock subscriptions receivable | 875,000 | ' | ' | ' | ' | 875,000 |
Issuance of common stock, and fulfillment of stock subscriptions receivable (in shares) | 4,305 | ' | ' | ' | ' | ' |
Share based compensation | 9,757 | ' | ' | ' | ' | 9,757 |
March 10, 2008 stock dividend (in shares) | 62,720 | ' | ' | ' | ' | ' |
Net loss from operations | ' | ' | ' | ' | -1,383,884 | -1,383,884 |
Ending Capital at Dec. 31, 2008 | 1,784,757 | ' | ' | ' | -1,840,029 | -55,272 |
Ending Capital (in shares) at Dec. 31, 2008 | 74,235 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
January 1, 2009 stock re-pricing agreement (in shares) | 18,025 | ' | ' | ' | ' | ' |
Issuance of common stock, and fulfillment of stock subscriptions receivable | 753,511 | ' | 49,989 | ' | ' | 803,500 |
Issuance of common stock, and fulfillment of stock subscriptions receivable (in shares) | 168,210 | ' | ' | ' | ' | ' |
Share based compensation | 7,983 | ' | ' | ' | ' | 7,983 |
Shares issued out of stock option plan on December 31, 2009 (in shares) | 3,220 | ' | ' | ' | ' | ' |
Net effect of purchase accounting adjustments | -2,528,479 | ' | 2,528,479 | ' | ' | ' |
Net effect of purchase accounting adjustments (in shares) | 17,508,759 | ' | ' | ' | ' | ' |
Conversion of convertible notes | ' | 8 | 264,992 | ' | ' | 265,000 |
Conversion of convertible notes (in shares) | ' | 8,375 | ' | ' | ' | ' |
Net loss from operations | ' | ' | ' | ' | -1,524,923 | -1,524,923 |
Ending Capital at Dec. 31, 2009 | 17,772 | 8 | 2,843,460 | ' | -3,364,952 | -503,712 |
Ending Capital (in shares) at Dec. 31, 2009 | 17,772,449 | 8,375 | ' | ' | ' | ' |
Beginning capital at Dec. 31, 2011 | 38,735 | ' | 12,063,860 | 3,439,870 | -17,098,769 | -1,556,304 |
Beginning Capital (in shares) at Dec. 31, 2011 | 38,734,650 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Share based compensation | ' | ' | ' | 338,853 | ' | 338,853 |
Issuance of detached warrants in connection with convertible debentures | ' | ' | 91,493 | ' | ' | 91,493 |
Conversion of debentures and interest | 10,227 | ' | 2,035,187 | ' | ' | 2,045,414 |
Conversion of debentures and interest (in shares) | 10,227,070 | ' | ' | ' | ' | ' |
Conversion of account payable | 6,993 | ' | 766,007 | ' | ' | 773,000 |
Conversion of account payable (in shares) | 6,993,743 | ' | ' | ' | ' | ' |
Net loss from operations | ' | ' | ' | ' | -4,272,489 | -4,272,489 |
Ending Capital at Dec. 31, 2012 | 55,955 | ' | 14,956,547 | 3,778,723 | -21,371,258 | -2,580,033 |
Ending Capital (in shares) at Dec. 31, 2012 | 55,955,463 | ' | ' | ' | ' | ' |
Beginning capital at Dec. 31, 2009 | 17,772 | 8 | 2,843,460 | ' | -3,364,952 | -503,712 |
Beginning Capital (in shares) at Dec. 31, 2009 | 17,772,449 | 8,375 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Issuance of common stock, and fulfillment of stock subscriptions receivable | 9,809 | ' | 3,682,530 | ' | ' | 3,692,339 |
Issuance of common stock, and fulfillment of stock subscriptions receivable (in shares) | 9,808,566 | ' | ' | ' | ' | ' |
Share based compensation | ' | ' | ' | 1,436,979 | ' | 1,436,979 |
Conversion of convertible notes | 30 | ' | 9,970 | ' | ' | 10,000 |
Conversion of convertible notes (in shares) | 29,750 | ' | ' | ' | ' | ' |
Issuance of preferred stock, and fulfillment of stock subscriptions receivable | ' | 1 | 24,999 | ' | ' | 25,000 |
Issuance of preferred stock, and fulfillment of stock subscriptions receivable (in shares) | ' | 625 | ' | ' | ' | ' |
Conversion of account payable | 102 | ' | 86,898 | ' | ' | 87,000 |
Conversion of account payable (in shares) | 101,636 | ' | ' | ' | ' | ' |
Net loss from operations | ' | ' | ' | ' | -5,028,106 | -5,028,106 |
Ending Capital at Dec. 31, 2010 | 27,713 | 9 | 6,647,857 | 1,436,979 | -8,393,058 | -280,500 |
Ending Capital (in shares) at Dec. 31, 2010 | 27,712,401 | 9,000 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Issuance of common stock, and fulfillment of stock subscriptions receivable | 9,911 | ' | 5,404,830 | ' | ' | 5,414,741 |
Issuance of common stock, and fulfillment of stock subscriptions receivable (in shares) | 9,912,447 | ' | ' | ' | ' | ' |
Stock options and warrants exercised | 39 | ' | 12,236 | ' | ' | 12,275 |
Stock options and warrants exercised (in shares) | 38,692 | ' | ' | ' | ' | ' |
Conversion of preferred stock to common stock | 1,072 | -9 | -1,063 | ' | ' | ' |
Conversion of preferred stock to common stock (in shares) | 1,071,110 | -9,000 | ' | ' | ' | ' |
Share based compensation | ' | ' | ' | 2,002,891 | ' | 2,002,891 |
Net loss from operations | ' | ' | ' | ' | -8,705,711 | -8,705,711 |
Ending Capital at Dec. 31, 2011 | 38,735 | ' | 12,063,860 | 3,439,870 | -17,098,769 | -1,556,304 |
Ending Capital (in shares) at Dec. 31, 2011 | 38,734,650 | ' | ' | ' | ' | ' |
Beginning capital at Dec. 31, 2012 | 55,955 | ' | 14,956,547 | 3,778,723 | -21,371,258 | -2,580,033 |
Beginning Capital (in shares) at Dec. 31, 2012 | 55,955,463 | ' | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Issuance of common stock, and fulfillment of stock subscriptions receivable | 21,330 | ' | 4,254,270 | ' | ' | 4,275,600 |
Issuance of common stock, and fulfillment of stock subscriptions receivable (in shares) | 21,330,000 | ' | ' | ' | ' | ' |
Conversion of convertible notes | 500 | ' | 99,500 | ' | ' | 100,000 |
Conversion of convertible notes (in shares) | 500,000 | ' | ' | ' | ' | ' |
Conversion of account payable | 4,907 | ' | 1,010,076 | ' | ' | 1,014,983 |
Conversion of account payable (in shares) | 4,907,297 | ' | ' | ' | ' | ' |
Stock options and warrants exercised | 20 | ' | 1,143 | ' | ' | 1,163 |
Stock options and warrants exercised (in shares) | 18,764 | ' | ' | ' | ' | ' |
Share based compensation | ' | ' | ' | 1,392,370 | ' | 1,392,370 |
Net loss from operations | ' | ' | ' | ' | -6,110,554 | -6,110,554 |
Ending Capital at Dec. 31, 2013 | $82,712 | ' | $20,321,536 | $5,171,093 | ($27,481,812) | ($1,906,471) |
Ending Capital (in shares) at Dec. 31, 2013 | 82,711,524 | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Sto1
Consolidated Statements of Stockholders' Equity (Deficit) (Parentheticals) (USD $) | 6 Months Ended | 12 Months Ended | 82 Months Ended | |||||||||||||||
Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Aug. 30, 2013 | Jul. 31, 2013 | Jun. 30, 2013 | 31-May-13 | Mar. 31, 2013 | Nov. 30, 2012 | Oct. 31, 2012 | Sep. 30, 2012 | Aug. 31, 2012 | Mar. 31, 2012 | Dec. 31, 2010 | Oct. 31, 2008 | Jun. 30, 2007 | Feb. 28, 2007 | |
Statement Of Stockholders' Equity [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issuances consideration of vehicles at fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $30,884 | $30,400 |
Common stock issuance as consideration of vehicles on cash | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 69,116 | 69,600 |
Consulting services accepted as consideration for issuance of common stock | 155,000 | 155,000 | 203,000 | 155,000 | ' | 11,750 | 119,075 | 126,000 | 302,500 | ' | 55,000 | ' | ' | 60,000 | 87,000 | 50,000 | ' | ' |
Investment agreement fees valued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 375,000 | ' | ' | ' | ' | ' |
Legal services valued | ' | ' | 25,000 | ' | 5,000 | 5,000 | 15,000 | ' | 40,000 | 15,000 | ' | 40,000 | ' | ' | ' | ' | ' | ' |
Common stock issuance as consideration of rent | $80,190 | $149,436 | $148,569 | $601,434 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 12 Months Ended | 82 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
Cash flows from operating activities: | ' | ' | ' |
Net loss during the development stage | ($6,110,554) | ($4,272,489) | ($27,481,812) |
Adjustments to reconcile net loss from operations to cash used by operations: | ' | ' | ' |
Depreciation | 319,649 | 63,629 | 612,656 |
Loss on sale of assets | ' | 14,454 | 27,544 |
Stock based compensation | 1,392,370 | 338,853 | 5,188,833 |
Interest expense on convertible debentures | 52,795 | 106,164 | 158,959 |
Amortized discount on convertible debentures | ' | 91,493 | 91,493 |
Legal, consulting and investment services | 1,106,328 | 773,000 | 2,016,328 |
Effects of changes in operating assets and liabilities: | ' | ' | ' |
Accounts receivable | ' | 5,019 | ' |
Inventory | 48,252 | 80,998 | 7,250 |
Prepaid expenses and deposits | -30,942 | 38,185 | -43,967 |
Accounts payable | 293,160 | 399,497 | 2,060,024 |
Accounts payable, related parties | 78,814 | 124,916 | 415,370 |
Customer deposits | 117,500 | 35,000 | 177,500 |
Net cash used by operations | -2,732,628 | -2,201,281 | -16,769,822 |
Cash flows from investing activities: | ' | ' | ' |
Cash paid in acquisition of Workhorse Custom Chasis, LLC | -2,750,000 | ' | -2,750,000 |
Capital expenditures | -63 | -28,753 | -376,713 |
Proceeds on sale of assets | ' | 6,000 | 38,900 |
Net cash used by investing activities | -2,750,063 | -22,753 | -3,087,813 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from debentures | ' | 1,939,250 | 1,939,250 |
Proceeds from notes payable | ' | ' | 160,000 |
Payments on notes payable | ' | ' | -150,000 |
Proceeds from long-term debt | ' | ' | 50,000 |
Payments on long-term debt | -211,826 | -10,885 | -230,884 |
Shareholder advances, net of repayments | 1,376,300 | 246,000 | 1,934,300 |
Issuance of common and preferred stock | 4,285,418 | ' | 16,161,989 |
Net cash provided by financing activities | 5,449,892 | 2,174,365 | 19,864,655 |
Change in cash and cash equivalents | -32,799 | -49,669 | 7,020 |
Cash and cash equivalents at inception, February 20, 2007 | ' | ' | ' |
Cash at the beginning of the period | 39,819 | 89,488 | ' |
Cash at the end of the period | $7,020 | $39,819 | $7,020 |
Consolidated_Statements_of_Cas1
Consolidated Statements of Cash Flows (Unaudited) - (Parentheticals) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 70 Months Ended | |||||||||||||||
Feb. 28, 2007 | Sep. 30, 2013 | Aug. 31, 2013 | Jul. 31, 2013 | Jun. 30, 2013 | 31-May-13 | Feb. 28, 2013 | Nov. 30, 2012 | Oct. 31, 2012 | Sep. 30, 2012 | Aug. 31, 2012 | Mar. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Sep. 30, 2010 | Mar. 31, 2010 | Oct. 31, 2008 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Supplemental disclosure of non-cash activities: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vehicles valued contributed as consideration for issuance of common stock | $61,284 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 |
Consulting services valued as consideration for issuance of common stock | ' | 155,000 | ' | 11,750 | 119,075 | 126,000 | ' | ' | 55,000 | ' | ' | 60,000 | ' | 87,000 | ' | ' | 50,000 | 302,500 | ' | 203,000 |
Note payable converted | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' |
Note payable converted (in shares) | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | 29,750 | ' | ' | ' | ' |
Vehicle valued acquired through bank financing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33,427 | ' | ' | ' | ' | ' |
Legal services as consideration for issuance of common stock | 0 | 0 | 5,000 | 5,000 | 15,000 | 0 | 0 | 15,000 | 0 | 40,000 | ' | 0 | 0 | 0 | 0 | 0 | 0 | 40,000 | 0 | 25,000 |
Equipment valued | 0 | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | 14,937 | ' | 0 | ' | ' | 0 | ' | ' |
Detachable warrants associated with convertible debentures value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 91,493 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investment agreement fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 375,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of debentures to common stock | ' | ' | ' | ' | ' | ' | ' | 1,939,250 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of interest to common stock | ' | ' | ' | ' | ' | ' | ' | 106,164 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of debentures and interest (in shares) | ' | ' | ' | ' | ' | ' | ' | 10,227,070 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of accounts payable to notes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 513,636 |
Common stock issuance as consideration of rent | ' | ' | 80,190 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 80,190 | ' |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,250,000 | ' | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES | 12 Months Ended | |
Dec. 31, 2013 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES | ' | |
1. | SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES | |
The following accounting principles and practices are set forth to facilitate the understanding of data presented in the financial statements: | ||
Nature of operations and principles of consolidation | ||
AMP Holding Inc., formerly known as Title Starts Online, Inc. (the Company), incorporated in the State of Nevada in 2007 with $3,100 of capital from the issuance of common shares to the founding shareholder. On August 11, 2008 the Company received a Notice of Effectiveness from the U.S. Securities and Exchange Commission, and on September 18, 2008, the Company closed a public offering in which it accepted subscriptions for an aggregate of 200,000 shares of its common stock, raising $50,000 less offering costs of $46,234. With this limited capital the Company did not commence operations and remained a “shell company” (as defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended). | ||
On December 28, 2009, the Company entered into and closed a Share Exchange Agreement with the Shareholders of Advanced Mechanical Products, Inc. (n/k/a AMP Electric Vehicles, Inc.) (AMP) pursuant to which the Company acquired 100% of the outstanding securities of AMP in exchange for 14,890,904 shares of the Company’s common stock. Considering that, following the merger, the AMP Shareholders control the majority of the outstanding voting common stock of the Company, and effectively succeeded the Company’s otherwise minimal operations to those that are AMP. AMP is considered the accounting acquirer in this reverse-merger transaction. A reverse-merger transaction is considered and accounted for as a capital transaction in substance; it is equivalent to the issuance of AMP securities for net monetary assets of the Company, which are deminimus, accompanied by a recapitalization. Accordingly, goodwill or other intangible assets have not been recognized in connection with this reverse merger transaction. AMP is the surviving entity and the historical financials following the reverse merger transaction will be those of AMP. The Company was a shell company immediately prior to the acquisition of AMP pursuant to the terms of the Share Exchange Agreement. As a result of such acquisition, the Company operations are now focused on the design, marketing and sale of modified automobiles with an all-electric power train and battery systems. Consequently, we believe that acquisition has caused the Company to cease to be a shell company as it now has operations. The Company formally changed its name to AMP Holding Inc. on May 24, 2010. | ||
Since the acquisition, the Company has devoted the majority of its resources to the development of an all-electric drive system capable of moving heavy large vehicles ranging from full size SUV’s up to and including Medium Duty Commercial trucks. Additionally, in February, 2013 AMP Holding Inc. formed a new wholly owned subsidiary, AMP Trucks Inc., an Indiana corporation. On March 13, 2013 AMP Trucks Inc. closed on the acquisition of an asset purchase of Workhorse Custom Chassis. The assets included in this transaction include: The Workhorse brand, access to the dealer network of 440 dealers nationwide, intellectual property, and all physical assets which include the approximately 250,000 sq. ft. of facilities on 48 acres of land in Union City, Indiana. This acquisition allows AMP Holding Inc. the position as a medium duty OEM capable of producing new chassis with electric, propane, compressed natural gas, and hybrid configurations, as well as gasoline drive systems. Revenues since the inception of the Company, February 20, 2007, through the date of these financial statements have not been significant and consist of customer vehicle conversions and sales of converted experimental vehicles. All significant inter-company transactions have been eliminated in consolidation. | ||
Development stage company | ||
Based on the Company's business plan, it is a development stage company since planned principal operations resulting in revenue have not fully commenced. Accordingly, the Company presents its financial statements in conformity with the accounting principles generally accepted in the United States of America that apply to developing enterprises. As a development stage enterprise, the Company discloses its retained earnings (or deficit accumulated) during the development stage and the cumulative statements of operations and cash flows from commencement of development stage to the current balance sheet date. The development stage began in 2007 when the Company was organized. | ||
Basis of presentation | ||
The financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has limited revenues and has negative working capital and stockholders’ deficits. During 2012 and 2013 the lack of liquidity delayed the Company from paying its employees their full salaries. Employee layoffs have occurred and additional layoffs are considered as a means of conserving cash. These conditions raise substantial doubt about the ability of the Company to continue as a going concern. | ||
In view of these matters, continuation as a going concern is dependent upon the continued operations of the Company, which in turn is dependent upon the Company's ability to meet its financial requirements, raise additional capital, and the success of its future operations. The financial statements do not include any adjustments to the amount and classification of assets and liabilities that may be necessary should the Company not continue as a going concern. | ||
The Company has continued to raise capital. Management believes the proceeds from these offerings, future offerings, and the Company’s anticipated revenue provides an opportunity to continue as a going concern. If additional funding is required, the Company plans to obtain working capital from either debt or equity financing from the sale of common, preferred stock, and/or convertible debentures. Obtaining such working capital is not assured. | ||
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. | ||
Certain reclassifications were made to the prior year financial statements to conform to the current year presentation. These reclassifications had no effect on previously reported results of operation or stockholders’ equity (deficit). | ||
Financial instruments | ||
The carrying amounts of financial instruments including cash, accounts receivable, inventory, cash overdraft, accounts payable and short-term debt approximate fair value because of the relatively short maturity of these instruments. | ||
Inventory | ||
Inventory, stated at cost, includes a vehicle which may be converted for sale. | ||
Property and depreciation | ||
Property and equipment is recorded at cost. Major renewals and improvements are capitalized while replacements, maintenance and repairs, which do not improve or extend the lives of the respective assets, are expensed. When property and equipment is retired or otherwise disposed of, a gain or loss is realized for the difference between the net book value of the asset and the proceeds realized thereon. Depreciation is calculated using the straight-line method, based upon the following estimated useful lives: | ||
Buildings: 15 – 30 years | ||
Leasehold improvements: 7 years | ||
Software: 3 - 6 years | ||
Equipment: 5 years | ||
Vehicles and prototypes: 3 - 5 years | ||
Capital stock | ||
On April 22, 2010 the directors of the Company approved a forward stock split of the common stock of the Company on a 14:1 basis. On May 12, 2010 the stockholders of the Company voted to approve the amendment of the certificate of incorporation resulting in a decrease of the number of shares of Common stock. The Company filed a 14c definitive information statement with the Securities and Exchange Commission and mailed the same to its shareholders. Management filed the certificate of amendment decreasing the authorized shares of common stock with the State of Nevada on September 8, 2010. | ||
The capital stock of the Company is as follows: | ||
Preferred Stock - The Company has authorized 75,000,000 shares of preferred stock with a par value of $.001 per share. These shares may be issued in series with such rights and preferences as may be determined by the Board of Directors. The Series A Stock is convertible, at any time at the option of the holder, into common shares of the Company based on a conversion price of $0.336 per share. The holders of the Series A Stock are not entitled to convert the Series A Stock and receive shares of common stock such that the number of shares of common stock held by them in the aggregate and their affiliates after such conversion or exercise does not exceed 4.99% of the then issued and outstanding shares of common stock. The Series A Stock has voting rights on an as converted basis, does not pay dividends, and does not provide any liquidation rights. | ||
Common Stock - The Company has authorized 250,000,000 shares of common stock with a par value of $.001 per share. | ||
Revenue recognition / customer deposits | ||
It is the Company's policy that revenues will be recognized in accordance with SEC Staff Bulletin (SAB) No. 104, "Revenue Recognition". Under SAB 104, product revenues (or service revenues) are recognized when persuasive evidence of an arrangement exists, delivery has occurred (or service has been performed), the sales price is fixed and determinable, and collectability is reasonably assured. Customer deposits include monies from customers to reserve a production slot for conversion of an OEM power train to the AMP all electric power train. The final retail price and delivery date are yet to be determined. Customer deposits are subject to a full refund at the request of the customer. | ||
Advertising | ||
Advertising and public relation costs are charged to operations when incurred. Advertising and public relation expense was approximately $120,000 and $429,000 for the years ended December 31, 2013 and 2012, respectively, and $1,386,000 for the period from inception to December 31, 2013 consisting primarily of consulting fees and travel and related expenses for attendance at car shows and industry expositions. | ||
Income taxes | ||
With the consent of its shareholders, at the date of inception, AMP elected under the Internal Revenue Code to be taxed as an S corporation. Since shareholders of an S corporation are taxed on their proportionate share of the Company’s taxable income, an S corporation is generally not subject to either federal or state income taxes at the corporate level. On December 28, 2009 pursuant to the merger transaction the Company revoked its election to be taxed as an S-corporation. | ||
As no taxable income has occurred from the date of this merger to December 31, 2013 cumulative deferred tax assets of approximately $6,426,000 are fully reserved, and no provision or liability for federal or state income taxes has been included in the financial statements. Net operating losses of approximately $ 3,600,000 are available for carryover to be used against taxable income generated through 2030, net operating losses of approximately $6,700,000 are available for carryover to be used against taxable income generated through 2031, and net operating losses of approximately $3,900,000 are available for carryover to be used against taxable income generated through 2032, and net operating losses of approximately $4,700,000 are available for carryover to be used against taxable income generated through 2033. The Company had not filed income tax returns during its period as a shell company. | ||
Uncertain tax positions | ||
The Company adopted the provisions of Accounting for Uncertainty in Income Taxes. Those provisions clarify the accounting and recognition for income tax positions taken or expected to be taken in the Company’s income tax returns. The Company’s income tax filings are subject to audit by various taxing authorities. The years of filings open to these authorities and available for audit are 2010 - 2012. The Company's policy with regard to interest and penalties is to recognize interest through interest expense and penalties through other expense. No interest or penalties with regard to income tax filings were incurred in 2013 or 2012, or since the period of inception, February 20, 2007. In evaluating the Company’s tax provisions and accruals, future taxable income, and the reversal of temporary differences, interpretations and tax planning strategies are considered. The Company believes their estimates are appropriate based on current facts and circumstances. | ||
Research and development costs | ||
The Company expenses research and development costs as they are incurred. Research and development expense incurred was approximately $2,892,000 and $2,077,000 for the years ended December 31, 2013, and 2012, respectively, and $14,583,000 for the period from inception to December 31, 2013, consisting of consulting, payroll, payroll taxes, engineering temporaries, purchased supplies, legal fees, parts and small tools. | ||
Basic and diluted loss per share | ||
Basic loss per share is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. For all periods, all of the Company’s common stock equivalents were excluded from the calculation of diluted loss per common share because they were anti-dilutive, due to the Company’s net losses. | ||
Stock based compensation | ||
The Company accounts for its stock based compensation in accordance with “Share-Based Payments” (codified in FASB ASC Topic 718 and 505). The Company recognizes in its statement of operations the grant-date fair value of stock options and warrants issued to employees and non-employees. The fair value is estimated on the date of grant using a lattice-based valuation model that uses assumptions concerning expected volatility, expected term, and the expected risk-free rate of return. For the awards granted, the expected volatility was estimated by management as 50% based on a range of forecasted results. The expected term of the awards granted was assumed to be the contract life of the option or warrant (one, two, three, five or ten years as determined in the specific arrangement). The risk-free rate of return was based on market yields in effect on the date of each grant for United States Treasury debt securities with a maturity equal to the expected term of the award. | ||
Related party transactions | ||
Certain stockholders and stockholder family members have advanced funds or performed services for the Company. These services are believed to be at market rates for similar services from non-related parties. Related party accounts payable are segregated in the balance sheet. An experimental vehicle was sold to a stockholder in 2012 for $50,000 and in 2010 for $25,000, which also approximates the selling price to non-related parties. | ||
Subsequent events | ||
On December 11, 2013, the Company entered into a Promissory Note with JMJ Financial in the principal amount up to $335,000 of which only $80,000 was funded. On March 7, 2014, the Company paid the outstanding balance owed under the Note and, as a result, has no further obligations to JMJ under the Note. | ||
On March 18, 2014, the Company entered into a Subscription Agreement with Joseph T. Lukens (“Lukens”), an existing shareholder and an accredited investor, whereby Lukens agreed to acquire 30,000,000 shares of common stock and Common Stock Purchase Warrants to acquire 15,000,000 shares of common stock in consideration of $3,000,000. |
ACQUISITION
ACQUISITION | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Business Combinations [Abstract] | ' | ||||
ACQUISITION | ' | ||||
2. | ACQUISITION | ||||
On March 13, 2013 the Company acquired the operating assets of Workhorse Custom Chassis, LLC, an unrelated company located in Union City, Indiana. The following summarizes the consideration paid, and the components of the purchase price and the related allocation of assets acquired and liabilities assumed. | |||||
Consideration | |||||
Cash at closing | $ | 2,750,000 | |||
Secured debenture | 2,250,000 | ||||
$ | 5,000,000 | ||||
Assets acquired | |||||
Inventory | $ | 400,000 | |||
Equipment | 500,000 | ||||
Land | 300,000 | ||||
Buildings | 3,800,000 | ||||
$ | 5,000,000 | ||||
Valuation methods used for the identifiable assets acquired in the acquisition make use of fair value measurements based on unobservable inputs and reliance on management’s assumptions that similar market participants would use in pricing the assets. As such, the fair value measurements represent a Level 3 input. |
LONGTERM_DEBT
LONG-TERM DEBT | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
LONG-TERM DEBT | ' | ||||||||
3. | LONG-TERM DEBT | ||||||||
Long-term debt consists of the following: | |||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Long-term debt consists of the following: | |||||||||
Secured debenture payable to Workhorse Custom Chassis, LLC, due March 2016 plus interest at 10%. The debenture is secured by the real estate and related assets of the plant located in Union City, Indiana with a net book value of $4,335,000 at December 31, 2013 | 2,250,000 | - | |||||||
Note payable, Bank due in monthly installments of $635 including interest at 5.04% with the final payment due August 2015. The note is secured by equipment with a net book value of $11,147 at December 31, 2013 | 11,928 | 18,761 | |||||||
Note payable, vendor due in monthly installments of $439 including interest at 8.00% with the final payment due December 2014. The note is secured by equipment with a net book value of $8,775 at December 31, 2013 | 5,051 | 10,545 | |||||||
Note payable to the City of Loveland, due in annual installments of $10,241 including interest with the final payment due October 2016. Interest rate amended to 8.00%. The note is unsecured and contains restrictions on the use of proceeds. | 50,000 | 50,000 | |||||||
Note payable, vendor due in monthly installments of $5,000 for the first half of 2013, escalating to final payment of $43,736 in March 2014. Note is noninterest bearing and is unsecured. | 123,736 | 281,236 | |||||||
Note payable, vendor due in monthly installments of $2,000 plus interest at 4% for the first half of 2013, escalating to final payment of $18,461 plus interest at 4% in December 2014. Note is unsecured. | 190,400 | 232,400 | |||||||
2,631,115 | 592,942 | ||||||||
Less current portion | 338,225 | 230,756 | |||||||
Long term debt | 2,292,890 | 362,186 | |||||||
Aggregate maturities of long-term debt are as follows: | |||||||||
2014 | 338,225 | ||||||||
2015 | 32,890 | ||||||||
2016 | 2,260,000 | ||||||||
2,631,115 | |||||||||
The note payable to the City of Loveland contains job creation incentives whereby each annual payment may be forgiven by the City upon the Company meeting minimum job creation benchmarks. This loan agreement amended the incentives to 30 full time employees within the City of Loveland with payroll totaling $135,000 by July 31, 2013 and 40 employees with payroll totaling $175,000 by July 31, 2014, continuing with an average of 40 employees with payroll totaling $175,000 thereafter. The proceeds from this loan were to be used for qualified disbursements only, and the Company has been notified it did not meet the requirements for qualified disbursements and for forgiveness of the 2012 principal and interest payment, which is now past due. In 2013 the Company has an accrual on the books for $22,900. |
CONVERTIBLE_DEBENTURES
CONVERTIBLE DEBENTURES | 12 Months Ended | |
Dec. 31, 2013 | ||
Debt Disclosure [Abstract] | ' | |
CONVERTIBLE DEBENTURES | ' | |
4. | CONVERTIBLE DEBENTURES | |
From January 6, 2012 through August 3, 2012, the Company entered into Securities Purchase Agreements and Security Agreements with several accredited investors (the “2012 Investors”) providing for the sale by the Company to the 2012 Investors of Secured Convertible Debentures in the aggregate amount of $1,939,250 (the "2012 Notes"). The Company received the proceeds in connection with these financings between January 6, 2012 and August 3, 2012. Further a shareholder, director and officer converted secured and unsecured loans provided to the Company from September 30, 2011 to June 5, 2012 in the aggregate amount of $389,250 into the 2012 Notes and 2012 Warrants. The 2012 Notes were to mature one year from their respective effective dates (the "Maturity Dates") and interest associated with the 2012 Notes was 10% per annum, payable on the Maturity Dates. In November 2012, the Company entered into a Note and Warrant Amendment and Conversion Agreement whereby the holders and the 2012 Investors converted all principal and interest under the 2012 Notes into 10,227,070 shares of common stock. Further, the exercise price of the 2012 Warrants was reduced to $0.25 per share. | ||
In addition to the 2012 Notes, the 2012 Investors also received common stock purchase warrants (the “2012 Warrants”) to acquire 1,939,250 shares of common stock of the Company. The 2012 Warrants are exercisable for three years at an exercise price of $0.50 per share, reduced to $0.25 per share as noted above. The value of the detachable 2012 Warrants was determined using a lattice-based valuation model that used an expected volatility, estimated by management as 50% based on a range of forecasted results, and an expected risk-free rate of return, based on market yields in effect on the grant dates for United States Treasury debt securities with a three year maturity. The $91,493 value of the detachable 2012 Warrants was recorded as an increase in additional paid-in capital and a discount against the 2012 Notes. The discount on the 2012 notes was amortized as interest expense during the period that the 2012 Notes were outstanding. Amortization charged to the Statement of Operations is $91,493 for the year ended December 31, 2013. | ||
The 2012 Notes and the 2012 Warrants carry standard anti-dilution provisions but in no event may the conversion price be reduced below $0.25. Further, the 2012 Investors will have the right to participate in the next financing on a pro-rata basis up to $1,000,000. |
SHAREHOLDER_AND_RELATED_PARTY_
SHAREHOLDER AND RELATED PARTY ADVANCES | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Shareholder and Related Party Advances [Abstract] | ' | ||||||||||||||||
SHAREHOLDER AND RELATED PARTY ADVANCES | ' | ||||||||||||||||
5. | SHAREHOLDER AND RELATED PARTY ADVANCES | ||||||||||||||||
Investor advances are as follows: | |||||||||||||||||
2013 | 2012 | Rate | Date | Expire | Note | ||||||||||||
43,000 | 43,000 | 3 | % | 11/30/09 | 3/31/12 | 1 | |||||||||||
15,000 | 15,000 | 10 | % | 10/5/12 | 10/5/13 | 1 | |||||||||||
100,000 | 100,000 | 10 | % | 10/16/12 | 10/16/13 | 1 | |||||||||||
100,000 | 100,000 | 10 | % | 10/16/12 | 10/16/13 | 1 | |||||||||||
50,000 | 50,000 | 10 | % | 10/19/12 | 10/19/13 | 1 | |||||||||||
50,000 | 50,000 | 10 | % | 11/2/12 | 11/2/13 | 1 | |||||||||||
50,000 | 50,000 | 10 | % | 11/8/12 | 11/8/13 | 1 | |||||||||||
100,000 | 100,000 | 10 | % | 12/6/12 | 12/6/13 | 1 | |||||||||||
50,000 | 50,000 | 10 | % | 12/19/12 | 12/19/13 | 1 | |||||||||||
3,200 | 10 | % | 10/10/13 | 10/10/14 | |||||||||||||
2,500 | 10 | % | 11/5/13 | 11/5/14 | |||||||||||||
200,000 | 10 | % | 11/12/13 | 11/12/14 | |||||||||||||
50,000 | 10 | % | 12/2/13 | 12/2/14 | |||||||||||||
50,000 | 10 | % | 12/30/13 | 12/30/14 | |||||||||||||
80,000 | 12/11/13 | 2 | |||||||||||||||
990,600 | Various 2013 | 3 | |||||||||||||||
1,934,300 | 558,000 | ||||||||||||||||
1 | The term of the advance has expired but the shareholders have no demanded repayment. The Company is negotiating to have the advances converted into equity during the first quarter of 2014. | ||||||||||||||||
2 | Paid on 3/8/2014, see subsequent events note. | ||||||||||||||||
3 | Various non-interest bearing shareholders' deposits. Being converted into equity first quarter 2014. | ||||||||||||||||
LEASE_OBLIGATIONS
LEASE OBLIGATIONS | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Leases [Abstract] | ' | ||||
LEASE OBLIGATIONS | ' | ||||
6. | LEASE OBLIGATIONS | ||||
On October 1, 2011 the Company began leasing operating facilities under an agreement expiring on September 30, 2018. Future minimum monthly lease payments under the agreement are currently $12,231 and increase 3% in October of each year. Prepaid expenses and deposits include a security deposit equal to $12,275. Aggregate maturities of lease obligations are as follows: | |||||
2014 | 152,312 | ||||
2015 | 156,881 | ||||
2016 | 161,588 | ||||
2017 | 166,435 | ||||
2018 | 127,614 | ||||
764,830 | |||||
The Company also leased office space for approximately $1,000 per month on a month to month agreement through May 2012 and two apartments for approximately $2,200 per month on month to month agreements through January 2012. Total rent expense under these operating type leases for the years ended December 31, 2013 and 2012 was $ 149,436 and $ 148,569, respectively, and $ 601,434 for the period from inception to December 31, 2013. |
STOCK_BASED_COMPENSATION
STOCK BASED COMPENSATION | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Disclosure Of Compensation Related Costs, Share-Based Payments [Abstract] | ' | ||||||||||||||||
STOCK BASED COMPENSATION | ' | ||||||||||||||||
7. | STOCK BASED COMPENSATION | ||||||||||||||||
Options to directors, officers and employees | |||||||||||||||||
The Company maintains, as adopted by the board of directors, the 2013 Incentive Stock Plan, the 2012 Incentive Stock Plan, the 2011 Incentive Stock Plan and the 2010 Stock Incentive Plan (the plans) providing for the issuance of up to 11,000,000 options to employees, officers, directors or consultants of the Company. Incentive stock options granted under the plans may only be granted with an exercise price of not less than fair market value of the Company’s common stock on the date of grant (110% of fair market value for incentive stock options granted to principal stockholders). Non-qualified stock options granted under the plans may only be granted with an exercise price of not less than 85% of the fair market value of the Company’s common stock on the date of grant. Awards under the plans may be either vested or unvested options. The unvested options vest ratably over eight quarters for options with a five or three year term and after one year for options with a two year term. | |||||||||||||||||
In addition to the plans, the Company has granted, on various dates, stock options to directors, officers and employees to purchase common stock of the Company. The terms, exercise prices and vesting of these awards vary. | |||||||||||||||||
The following table summarizes option activity for directors, officers and employees: | |||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 4,940,000 | $ | 0.56 | $ | 0.33 | 77 | |||||||||||
Exercisable at December 31, 2010 | 1,854,625 | $ | 0.53 | $ | 0.32 | 75 | |||||||||||
Granted | 3,425,000 | 0.63 | 0.28 | 54 | |||||||||||||
Exercised | (29,750 | ) | 0.41 | 0.26 | 40 | ||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 8,335,250 | $ | 0.59 | $ | 0.31 | 58 | |||||||||||
Exercisable at December 31, 2011 | 4,588,875 | $ | 0.57 | $ | 0.31 | 60 | |||||||||||
Granted | 2,025,000 | 0.13 | 0.05 | 40 | |||||||||||||
Exercised | - | - | - | ||||||||||||||
Forfeited | (1,315,375 | ) | 0.61 | 0.27 | 40 | ||||||||||||
Expired | (1,314,375 | ) | 0.55 | 0.29 | 51 | ||||||||||||
Outstanding at December 31, 2012 | 7,730,500 | $ | 0.48 | $ | 0.25 | 44 | |||||||||||
Exercisable at December 31, 2012 | 6,080,000 | $ | 0.54 | $ | 0.29 | 46 | |||||||||||
Granted | 2,100,000 | 0.29 | 0.12 | 45 | |||||||||||||
Exercised | (21,126 | ) | 0.11 | 0.04 | 29 | ||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (505,000 | ) | 0.7 | 0.2 | - | ||||||||||||
Outstanding at December 31, 2013 | 9,304,374 | $ | 0.44 | $ | 0.23 | 39 | |||||||||||
Exercisable at December 31, 2013 | 6,670,937 | $ | 0.51 | $ | 0.27 | 38 | |||||||||||
The Company recorded $421,281, $325,673, $855,246, and $2,208,141 compensation expense for stock options to directors, officers and employees for the years ended December 31, 2013, 2012, 2011 and the period from inception (February 20, 2007) to December 31, 2013, respectively. As of December 31, 2013, unrecognized compensation expense of $541,832 is related to non-vested options granted to directors, officers and employees which is anticipated to be recognized over the next 35 months, commensurate with the vesting schedules. | |||||||||||||||||
Options to consultants | |||||||||||||||||
The Company has also granted, on various dates, stock options to purchase common stock of the Company to consultants for services previously provided to the Company. The terms, exercise prices and vesting of these awards vary. | |||||||||||||||||
The following table summarizes option activity for consultants: | |||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 810,000 | $ | 0.67 | $ | 0.23 | 32 | |||||||||||
Exercisable at December 31, 2010 | 380,000 | $ | 0.63 | $ | 0.22 | 31 | |||||||||||
Granted | 70,000 | 0.59 | 0.18 | 31 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 880,000 | $ | 0.66 | $ | 0.23 | 20 | |||||||||||
Exercisable at December 31, 2011 | 755,000 | $ | 0.64 | $ | 0.22 | 20 | |||||||||||
Granted | 150,000 | 0.11 | 0.04 | 36 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | (30,000 | ) | 0.76 | 0.25 | 9 | ||||||||||||
Expired | (340,000 | ) | 0.83 | 0.28 | 8 | ||||||||||||
Outstanding at December 31, 2012 | 660,000 | $ | 0.45 | $ | 0.15 | 14 | |||||||||||
Exercisable at December 31, 2012 | 561,000 | $ | 0.5 | $ | 0.17 | 10 | |||||||||||
Granted | 400,000 | 0.21 | 0.1 | 57 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (810,000 | ) | 0.67 | 0.23 | - | ||||||||||||
Outstanding at December 31, 2013 | 250,000 | $ | 0.35 | $ | 0.13 | 23 | |||||||||||
Exercisable at December 31, 2013 | 628,125 | $ | 0.39 | $ | 0.15 | 17 | |||||||||||
The Company recorded $68,747, $(70,171), $83,265 and $164,741 compensation expense for stock options to consultants for the years ended December 31, 2013, 2012, 2011 and the period from inception (February 20, 2007) to December 31, 2013, respectively. As of December 31, 2013, unrecognized compensation expense of $71,017 is related to non-vested options granted to consultants which is anticipated to be recognized over the next 35 months, commensurate with the vesting schedules. | |||||||||||||||||
Warrants to accredited investors | |||||||||||||||||
From December 2010 through December 2011, common stock sold by the Company included common stock purchase warrants to acquire shares of common stock of the Company. For each ten shares sold, each investor received a warrant to purchase five shares of common stock for a period of two years at an exercise price of $0.80 per share. In November 2012, the purchase warrants were modified to change the exercise period from two years to three years. The $112 cost of this modification is included in stock based compensation expense for the year ended December 31, 2013. | |||||||||||||||||
From January 2012 through August 2012, the 2012 Investors received 2012 Warrants to acquire common stock of the Company. The 2012 Warrants are exercisable for three years at an exercise price of $0.50. In November 2012, the Company entered into a Note and Warrant Amendment and Conversion Agreement whereby the holders and the 2012 Investors converted all principal and interest under the 2012 Notes into shares of common stock. Further, the exercise price of the 2012 Warrants was reduced to $0.25 per share. The $20,795 cost of the reduction in the exercise price for accredited investors is included in stock based compensation expense for the year ended December 31, 2013. | |||||||||||||||||
The above securities were offered and sold to the investors in private placement transactions made in reliance upon exemptions from registration pursuant to Section 4(2) under the Securities Act of 1933 (the “Securities Act”) and/or Rule 506 promulgated under the Securities Act. The investors are accredited investors as defined in Rule 501 of Regulation D promulgated under the Securities Act. | |||||||||||||||||
The following table summarizes warrant activity for accredited investors: | |||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 785,001 | $ | 0.8 | $ | 0.11 | 24 | |||||||||||
Exercisable at December 31, 2010 | 785,001 | $ | 0.8 | $ | 0.11 | 24 | |||||||||||
Granted | 4,956,224 | 0.8 | 0.11 | 24 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 5,741,225 | $ | 0.8 | $ | 0.11 | 17 | |||||||||||
Exercisable at December 31, 2011 | 5,741,225 | $ | 0.8 | $ | 0.11 | 17 | |||||||||||
Granted | 1,450,000 | 0.5 | 0.06 | 36 | |||||||||||||
Modified warrants prior to | (7,191,225 | ) | 0.74 | 0.1 | 10 | ||||||||||||
modifications | |||||||||||||||||
Modified warrants after | 7,191,225 | 0.69 | 0.1 | 20 | |||||||||||||
modifications | |||||||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2012 | 7,191,225 | $ | 0.69 | $ | 0.1 | 19 | |||||||||||
Exercisable at December 31, 2012 | 7,191,225 | $ | 0.69 | $ | 0.1 | 19 | |||||||||||
Granted | 10,954,063 | 0.4 | 0.05 | 28 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (1,901,666 | ) | 0.76 | 0.13 | - | ||||||||||||
Outstanding at December 31, 2013 | 16,243,622 | $ | 0.52 | $ | 0.07 | 22 | |||||||||||
Exercisable at December 31, 2013 | 16,243,622 | $ | 0.52 | $ | 0.07 | 22 | |||||||||||
The Company recorded $902,342, $20,907, $546,824, and $1,556,423 compensation expense for stock warrants to accredited investors for the years ended December 31, 2013, 2012, 2011 and the period from inception (February 20, 2007) to December 31, 2013, respectively. There is no unrecognized compensation expense for these warrants because they are fully vested at date of grant. | |||||||||||||||||
Warrants to placement agent and consultants | |||||||||||||||||
Through December 2011, the Company compensated the placement agent for assisting in the sale of the Company’s securities by paying the placement agent commissions and issuing the placement agent common stock purchase warrants to purchase shares of the Company’s common stock. The warrants have a five year term and various exercise prices. | |||||||||||||||||
The Company has also granted, on various dates, stock warrants to purchase common stock of the Company to consultants for services previously provided to the Company. The terms, exercise prices and vesting of these awards vary. | |||||||||||||||||
The following table summarizes warrant activity for the placement agent and consultants: | |||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 3,717,984 | $ | 0.6 | $ | 0.21 | 52 | |||||||||||
Exercisable at December 31, 2010 | 2,617,984 | $ | 0.61 | $ | 0.19 | 51 | |||||||||||
Granted | 887,910 | 0.6 | 0.27 | 60 | |||||||||||||
Exercised | (44,638 | ) | 0.4 | 0.18 | 39 | ||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 4,561,256 | $ | 0.6 | $ | 0.22 | 43 | |||||||||||
Exercisable at December 31, 2011 | 4,081,256 | $ | 0.59 | $ | 0.21 | 42 | |||||||||||
Granted | 28,334 | 0.6 | 0.24 | 60 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2012 | 4,589,590 | $ | 0.6 | $ | 0.22 | 31 | |||||||||||
Exercisable at December 31, 2012 | 4,339,590 | $ | 0.59 | $ | 0.21 | 31 | |||||||||||
Granted | - | - | - | - | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2013 | 4,589,590 | $ | 0.6 | $ | 0.22 | 22 | |||||||||||
Exercisable at December 31, 2013 | 4,339,590 | $ | 0.6 | $ | 0.22 | 22 | |||||||||||
The Company recorded $0, $64,936, $373,876 and $936,340 compensation expense for stock warrants to the placement agent and consultants for the years ended December 31, 2013, 2012, 2011 and the period from inception (February 20, 2007) to December 31, 2013, respectively. As of December 31, 2013, unrecognized compensation expense of $82,500 is related to non-vested warrants granted to consultants which is anticipated to be recognized over the next 32 months, commensurate with the vesting schedules. There is no unrecognized compensation expense for the placement agent warrants because they are fully vested at date of grant. | |||||||||||||||||
Warrants to directors and officers | |||||||||||||||||
In December 2010 and May 2011, the Company issued to certain directors and officers common stock purchase warrants to acquire shares of common stock at an exercise price of $2.00 per share for a period of five years. In November 2011, under the terms of a Promissory Note issued to a director and officer, common stock purchase warrants were issued to acquire 100,000 shares of common stock at an exercise price of $0.50 per share for a period of one year. In May 2012, a director and officer received 100,000 2012 Warrants to acquire common stock of the Company at an exercise price of $0.50 for a period of three years. In June 2012, a director and officer converted secured and unsecured loans provided to the Company from September 2011 to June 2012 in the aggregate amount of $389,250 into the 2012 Notes and 2012 Warrants. In November 2012, the Company entered into a Note and Warrant Amendment and Conversion Agreement whereby the holders and the 2012 Investors converted all principal and interest under the 2012 Notes into shares of common stock. Further, the exercise price of the 2012 Warrants was reduced to $0.25 per share. The $7,388 cost of the reduction in the exercise price for officers and directors is included in stock based compensation expense for the year ended December 31, 2013. | |||||||||||||||||
The following table summarizes warrant activity for directors and officers: | |||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 1,400,000 | $ | 2 | $ | 0.13 | 59 | |||||||||||
Exercisable at December 31, 2010 | 1,400,000 | $ | 2 | $ | 0.13 | 59 | |||||||||||
Granted | 1,600,000 | 1.91 | 0.09 | 57 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 3,000,000 | $ | 1.95 | $ | 0.11 | 49 | |||||||||||
Exercisable at December 31, 2011 | 3,000,000 | $ | 1.95 | $ | 0.11 | 49 | |||||||||||
Granted | 489,250 | 0.5 | 0.01 | 36 | |||||||||||||
Modified warrants prior to | (489,250 | ) | 0.5 | 0.01 | 31 | ||||||||||||
modifications | |||||||||||||||||
Modified warrants after | 489,250 | 0.25 | 0.01 | 31 | |||||||||||||
modifications | |||||||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (100,000 | ) | 0.5 | 0.1 | - | ||||||||||||
Outstanding at December 31, 2012 | 3,389,250 | $ | 1.75 | $ | 0.09 | 37 | |||||||||||
Exercisable at December 31, 2012 | 3,389,250 | $ | 1.75 | $ | 0.09 | 37 | |||||||||||
Granted | - | - | - | - | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (100,000 | ) | 0.5 | 0.1 | - | ||||||||||||
Outstanding at December 31, 2013 | 3,289,250 | $ | 1.75 | $ | 0.09 | 28 | |||||||||||
Exercisable at December 31, 2013 | 3,289,250 | $ | 1.75 | $ | 0.09 | 28 | |||||||||||
The Company recorded $0, $(2,492), $143,680 and $323,188 compensation expense for stock warrants to directors and officers for the years ended December 31, 2013, 2012, 2011 and the period from inception (February 20, 2007) to December 31, 2013, respectively. There is no unrecognized compensation expense for these warrants because they are fully vested at date of grant. |
RECENT_PRONOUNCEMENTS
RECENT PRONOUNCEMENTS | 12 Months Ended | |
Dec. 31, 2013 | ||
Accounting Changes and Error Corrections [Abstract] | ' | |
RECENT PRONOUNCEMENTS | ' | |
8 | RECENT PRONOUNCEMENTS | |
In February 2013, the FASB issues ASU 2013-02, Comprehensive Income (Topic 220) – Reporting of Amounts Reclassified out of Accumulated Other Comprehensive Income. The amendments do not change the current requirements for reporting net income or other comprehensive income in financial statements. These amendments require an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional details about those amounts. For public entities, the amendments are effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2012. Early adoption is permitted. We do not anticipate any material impact from this Update. | ||
In July 2013, the FASB issued ASU No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists, which amends ASC 740, Income Taxes. The amendments provide guidance on the financial statement presentation of an unrecognized tax benefit, as either a reduction of a deferred tax asset or as a liability, when a net operating loss carryforward, similar tax loss, or a tax credit carryforward exists. The amendments are effective for fiscal years, and interim periods within those years, beginning after December 15, 2013 and may be applied on either a prospective or retrospective basis. We do not expect the adoption of these provisions to have a significant impact on the Company’s consolidated financial statements. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES (Policies) | 12 Months Ended |
Dec. 31, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Development stage company | ' |
Development stage company | |
Based on the Company's business plan, it is a development stage company since planned principal operations resulting in revenue have not fully commenced. Accordingly, the Company presents its financial statements in conformity with the accounting principles generally accepted in the United States of America that apply to developing enterprises. As a development stage enterprise, the Company discloses its retained earnings (or deficit accumulated) during the development stage and the cumulative statements of operations and cash flows from commencement of development stage to the current balance sheet date. The development stage began in 2007 when the Company was organized. | |
Basis of presentation | ' |
Basis of presentation | |
The financial statements have been prepared on a going concern basis, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company has limited revenues and has negative working capital and stockholders’ deficits. During 2012 and 2013 the lack of liquidity delayed the Company from paying its employees their full salaries. Employee layoffs have occurred and additional layoffs are considered as a means of conserving cash. These conditions raise substantial doubt about the ability of the Company to continue as a going concern. | |
In view of these matters, continuation as a going concern is dependent upon the continued operations of the Company, which in turn is dependent upon the Company's ability to meet its financial requirements, raise additional capital, and the success of its future operations. The financial statements do not include any adjustments to the amount and classification of assets and liabilities that may be necessary should the Company not continue as a going concern. | |
The Company has continued to raise capital. Management believes the proceeds from these offerings, future offerings, and the Company’s anticipated revenue provides an opportunity to continue as a going concern. If additional funding is required, the Company plans to obtain working capital from either debt or equity financing from the sale of common, preferred stock, and/or convertible debentures. Obtaining such working capital is not assured. | |
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. | |
Certain reclassifications were made to the prior year financial statements to conform to the current year presentation. These reclassifications had no effect on previously reported results of operation or stockholders’ equity (deficit). | |
Financial instruments | ' |
Financial instruments | |
The carrying amounts of financial instruments including cash, accounts receivable, inventory, cash overdraft, accounts payable and short-term debt approximate fair value because of the relatively short maturity of these instruments. | |
Inventory | ' |
Inventory | |
Inventory, stated at cost, includes a vehicle which may be converted for sale. | |
Property and depreciation | ' |
Property and depreciation | |
Property and equipment is recorded at cost. Major renewals and improvements are capitalized while replacements, maintenance and repairs, which do not improve or extend the lives of the respective assets, are expensed. When property and equipment is retired or otherwise disposed of, a gain or loss is realized for the difference between the net book value of the asset and the proceeds realized thereon. Depreciation is calculated using the straight-line method, based upon the following estimated useful lives: | |
Buildings: 15 – 30 years | |
Leasehold improvements: 7 years | |
Software: 3 - 6 years | |
Equipment: 5 years | |
Vehicles and prototypes: 3 - 5 years | |
Capital stock | ' |
Capital stock | |
On April 22, 2010 the directors of the Company approved a forward stock split of the common stock of the Company on a 14:1 basis. On May 12, 2010 the stockholders of the Company voted to approve the amendment of the certificate of incorporation resulting in a decrease of the number of shares of Common stock. The Company filed a 14c definitive information statement with the Securities and Exchange Commission and mailed the same to its shareholders. Management filed the certificate of amendment decreasing the authorized shares of common stock with the State of Nevada on September 8, 2010. | |
The capital stock of the Company is as follows: | |
Preferred Stock - The Company has authorized 75,000,000 shares of preferred stock with a par value of $.001 per share. These shares may be issued in series with such rights and preferences as may be determined by the Board of Directors. The Series A Stock is convertible, at any time at the option of the holder, into common shares of the Company based on a conversion price of $0.336 per share. The holders of the Series A Stock are not entitled to convert the Series A Stock and receive shares of common stock such that the number of shares of common stock held by them in the aggregate and their affiliates after such conversion or exercise does not exceed 4.99% of the then issued and outstanding shares of common stock. The Series A Stock has voting rights on an as converted basis, does not pay dividends, and does not provide any liquidation rights. | |
Common Stock - The Company has authorized 250,000,000 shares of common stock with a par value of $.001 per share. | |
Revenue recognition / customer deposits | ' |
Revenue recognition / customer deposits | |
It is the Company's policy that revenues will be recognized in accordance with SEC Staff Bulletin (SAB) No. 104, "Revenue Recognition". Under SAB 104, product revenues (or service revenues) are recognized when persuasive evidence of an arrangement exists, delivery has occurred (or service has been performed), the sales price is fixed and determinable, and collectability is reasonably assured. Customer deposits include monies from customers to reserve a production slot for conversion of an OEM power train to the AMP all electric power train. The final retail price and delivery date are yet to be determined. Customer deposits are subject to a full refund at the request of the customer. | |
Advertising | ' |
Advertising | |
Advertising and public relation costs are charged to operations when incurred. Advertising and public relation expense was approximately $120,000 and $429,000 for the years ended December 31, 2013 and 2012, respectively, and $1,386,000 for the period from inception to December 31, 2013 consisting primarily of consulting fees and travel and related expenses for attendance at car shows and industry expositions. | |
Income taxes | ' |
Income taxes | |
With the consent of its shareholders, at the date of inception, AMP elected under the Internal Revenue Code to be taxed as an S corporation. Since shareholders of an S corporation are taxed on their proportionate share of the Company’s taxable income, an S corporation is generally not subject to either federal or state income taxes at the corporate level. On December 28, 2009 pursuant to the merger transaction the Company revoked its election to be taxed as an S-corporation. | |
As no taxable income has occurred from the date of this merger to December 31, 2013 cumulative deferred tax assets of approximately $6,426,000 are fully reserved, and no provision or liability for federal or state income taxes has been included in the financial statements. Net operating losses of approximately $ 3,600,000 are available for carryover to be used against taxable income generated through 2030, net operating losses of approximately $6,700,000 are available for carryover to be used against taxable income generated through 2031, and net operating losses of approximately $3,900,000 are available for carryover to be used against taxable income generated through 2032, and net operating losses of approximately $4,700,000 are available for carryover to be used against taxable income generated through 2033. The Company had not filed income tax returns during its period as a shell company. | |
Uncertain tax positions | ' |
Uncertain tax positions | |
The Company adopted the provisions of Accounting for Uncertainty in Income Taxes. Those provisions clarify the accounting and recognition for income tax positions taken or expected to be taken in the Company’s income tax returns. The Company’s income tax filings are subject to audit by various taxing authorities. The years of filings open to these authorities and available for audit are 2010 - 2012. The Company's policy with regard to interest and penalties is to recognize interest through interest expense and penalties through other expense. No interest or penalties with regard to income tax filings were incurred in 2013 or 2012, or since the period of inception, February 20, 2007. In evaluating the Company’s tax provisions and accruals, future taxable income, and the reversal of temporary differences, interpretations and tax planning strategies are considered. The Company believes their estimates are appropriate based on current facts and circumstances. | |
Research and development costs | ' |
Research and development costs | |
The Company expenses research and development costs as they are incurred. Research and development expense incurred was approximately $2,892,000 and $2,077,000 for the years ended December 31, 2013, and 2012, respectively, and $14,583,000 for the period from inception to December 31, 2013, consisting of consulting, payroll, payroll taxes, engineering temporaries, purchased supplies, legal fees, parts and small tools. | |
Basic and diluted loss per share | ' |
Basic and diluted loss per share | |
Basic loss per share is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. For all periods, all of the Company’s common stock equivalents were excluded from the calculation of diluted loss per common share because they were anti-dilutive, due to the Company’s net losses. | |
Stock based compensation | ' |
Stock based compensation | |
The Company accounts for its stock based compensation in accordance with “Share-Based Payments” (codified in FASB ASC Topic 718 and 505). The Company recognizes in its statement of operations the grant-date fair value of stock options and warrants issued to employees and non-employees. The fair value is estimated on the date of grant using a lattice-based valuation model that uses assumptions concerning expected volatility, expected term, and the expected risk-free rate of return. For the awards granted, the expected volatility was estimated by management as 50% based on a range of forecasted results. The expected term of the awards granted was assumed to be the contract life of the option or warrant (one, two, three, five or ten years as determined in the specific arrangement). The risk-free rate of return was based on market yields in effect on the date of each grant for United States Treasury debt securities with a maturity equal to the expected term of the award. | |
Related party transactions | ' |
Related party transactions | |
Certain stockholders and stockholder family members have advanced funds or performed services for the Company. These services are believed to be at market rates for similar services from non-related parties. Related party accounts payable are segregated in the balance sheet. An experimental vehicle was sold to a stockholder in 2012 for $50,000 and in 2010 for $25,000, which also approximates the selling price to non-related parties. | |
Subsequent events | ' |
Subsequent events | |
On December 11, 2013, the Company entered into a Promissory Note with JMJ Financial in the principal amount up to $335,000 of which only $80,000 was funded. On March 7, 2014, the Company paid the outstanding balance owed under the Note and, as a result, has no further obligations to JMJ under the Note. | |
On March 18, 2014, the Company entered into a Subscription Agreement with Joseph T. Lukens (“Lukens”), an existing shareholder and an accredited investor, whereby Lukens agreed to acquire 30,000,000 shares of common stock and Common Stock Purchase Warrants to acquire 15,000,000 shares of common stock in consideration of $3,000,000. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES (Tables) | 12 Months Ended |
Dec. 31, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Schedule of estimated useful lives | ' |
Buildings: 15 - 30 years | |
Leasehold improvements: 7 years | |
Software: 3 - 6 years | |
Equipment: 5 years | |
Vehicles and prototypes: 3 - 5 years |
ACQUISITION_Tables
ACQUISITION (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Business Combinations [Abstract] | ' | ||||
Schedule of the consideration paid, and the components of the purchase price and the related allocation of assets acquired and liabilities assumed | ' | ||||
Consideration | |||||
Cash at closing | 2,750,000 | ||||
Secured debenture | 2,250,000 | ||||
5,000,000 | |||||
Assets acquired | |||||
Inventory | 400,000 | ||||
Equipment | 500,000 | ||||
Land | 300,000 | ||||
Buildings | 3,800,000 | ||||
5,000,000 |
LONGTERM_DEBT_Tables
LONG-TERM DEBT (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Debt Disclosure [Abstract] | ' | ||||||||
Schedule of long-term debt | ' | ||||||||
31-Dec-13 | 31-Dec-12 | ||||||||
Long-term debt consists of the following: | |||||||||
Secured debenture payable to Workhorse Custom Chassis, LLC, due March 2016 plus interest at 10%. The debenture is secured by the real estate and related assets of the plant located in Union City, Indiana with a net book value of $4,335,000 at December 31, 2013 | 2,250,000 | - | |||||||
Note payable, Bank due in monthly installments of $635 including interest at 5.04% with the final payment due August 2015. The note is secured by equipment with a net book value of $11,147 at December 31, 2013 | 11,928 | 18,761 | |||||||
Note payable, vendor due in monthly installments of $439 including interest at 8.00% with the final payment due December 2014. The note is secured by equipment with a net book value of $8,775 at December 31, 2013 | 5,051 | 10,545 | |||||||
Note payable to the City of Loveland, due in annual installments of $10,241 including interest with the final payment due October 2016. Interest rate amended to 8.00%. The note is unsecured and contains restrictions on the use of proceeds. | 50,000 | 50,000 | |||||||
Note payable, vendor due in monthly installments of $5,000 for the first half of 2013, escalating to final payment of $43,736 in March 2014. Note is noninterest bearing and is unsecured. | 123,736 | 281,236 | |||||||
Note payable, vendor due in monthly installments of $2,000 plus interest at 4% for the first half of 2013, escalating to final payment of $18,461 plus interest at 4% in December 2014. Note is unsecured. | 190,400 | 232,400 | |||||||
2,631,115 | 592,942 | ||||||||
Less current portion | 338,225 | 230,756 | |||||||
Long term debt | 2,292,890 | 362,186 | |||||||
Schedule of aggregate maturities of long-term debt | ' | ||||||||
2014 | 338,225 | ||||||||
2015 | 32,890 | ||||||||
2016 | 2,260,000 | ||||||||
2,631,115 | |||||||||
SHAREHOLDER_AND_RELATED_PARTY_1
SHAREHOLDER AND RELATED PARTY ADVANCES (TABLES) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Shareholder and Related Party Advances [Abstract] | ' | ||||||||||||||||
Schedule of Investor advances | ' | ||||||||||||||||
2013 | 2012 | Rate | Date | Expire | Note | ||||||||||||
43,000 | 43,000 | 3 | % | 11/30/09 | 3/31/12 | 1 | |||||||||||
15,000 | 15,000 | 10 | % | 10/5/12 | 10/5/13 | 1 | |||||||||||
100,000 | 100,000 | 10 | % | 10/16/12 | 10/16/13 | 1 | |||||||||||
100,000 | 100,000 | 10 | % | 10/16/12 | 10/16/13 | 1 | |||||||||||
50,000 | 50,000 | 10 | % | 10/19/12 | 10/19/13 | 1 | |||||||||||
50,000 | 50,000 | 10 | % | 11/2/12 | 11/2/13 | 1 | |||||||||||
50,000 | 50,000 | 10 | % | 11/8/12 | 11/8/13 | 1 | |||||||||||
100,000 | 100,000 | 10 | % | 12/6/12 | 12/6/13 | 1 | |||||||||||
50,000 | 50,000 | 10 | % | 12/19/12 | 12/19/13 | 1 | |||||||||||
3,200 | 10 | % | 10/10/13 | 10/10/14 | |||||||||||||
2,500 | 10 | % | 11/5/13 | 11/5/14 | |||||||||||||
200,000 | 10 | % | 11/12/13 | 11/12/14 | |||||||||||||
50,000 | 10 | % | 12/2/13 | 12/2/14 | |||||||||||||
50,000 | 10 | % | 12/30/13 | 12/30/14 | |||||||||||||
80,000 | 12/11/13 | 2 | |||||||||||||||
990,600 | Various 2013 | 3 | |||||||||||||||
1,934,300 | 558,000 | ||||||||||||||||
LEASE_OBLIGATIONS_Tables
LEASE OBLIGATIONS (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Leases [Abstract] | ' | ||||
Schedule of aggregate maturities of lease obligations | ' | ||||
2014 | 152,312 | ||||
2015 | 156,881 | ||||
2016 | 161,588 | ||||
2017 | 166,435 | ||||
2018 | 127,614 | ||||
764,830 |
STOCK_BASED_COMPENSATION_Table
STOCK BASED COMPENSATION (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Stock Options | Directors, officers and employees | ' | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||||||
Schedule of summarizes of option activity | ' | ||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 4,940,000 | $ | 0.56 | $ | 0.33 | 77 | |||||||||||
Exercisable at December 31, 2010 | 1,854,625 | $ | 0.53 | $ | 0.32 | 75 | |||||||||||
Granted | 3,425,000 | 0.63 | 0.28 | 54 | |||||||||||||
Exercised | (29,750 | ) | 0.41 | 0.26 | 40 | ||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 8,335,250 | $ | 0.59 | $ | 0.31 | 58 | |||||||||||
Exercisable at December 31, 2011 | 4,588,875 | $ | 0.57 | $ | 0.31 | 60 | |||||||||||
Granted | 2,025,000 | 0.13 | 0.05 | 40 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | (1,315,375 | ) | 0.61 | 0.27 | 40 | ||||||||||||
Expired | (1,314,375 | ) | 0.55 | 0.29 | 51 | ||||||||||||
Outstanding at December 31, 2012 | 7,730,500 | $ | 0.48 | $ | 0.25 | 44 | |||||||||||
Exercisable at December 31, 2012 | 6,080,000 | $ | 0.54 | $ | 0.29 | 46 | |||||||||||
Granted | 2,100,000 | 0.29 | 0.12 | 45 | |||||||||||||
Exercised | (21,126 | ) | 0.11 | 0.04 | 29 | ||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (505,000 | ) | 0.7 | 0.2 | - | ||||||||||||
Outstanding at December 31, 2013 | 9,304,374 | $ | 0.44 | $ | 0.23 | 39 | |||||||||||
Exercisable at December 31, 2013 | 6,670,937 | $ | 0.51 | $ | 0.27 | 38 | |||||||||||
Stock Options | Consultants | ' | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||||||
Schedule of summarizes of option activity | ' | ||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 810,000 | $ | 0.67 | $ | 0.23 | 32 | |||||||||||
Exercisable at December 31, 2010 | 380,000 | $ | 0.63 | $ | 0.22 | 31 | |||||||||||
Granted | 70,000 | 0.59 | 0.18 | 31 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 880,000 | $ | 0.66 | $ | 0.23 | 20 | |||||||||||
Exercisable at December 31, 2011 | 755,000 | $ | 0.64 | $ | 0.22 | 20 | |||||||||||
Granted | 150,000 | 0.11 | 0.04 | 36 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | (30,000 | ) | 0.76 | 0.25 | 9 | ||||||||||||
Expired | (340,000 | ) | 0.83 | 0.28 | 8 | ||||||||||||
Outstanding at December 31, 2012 | 660,000 | $ | 0.45 | $ | 0.15 | 14 | |||||||||||
Exercisable at December 31, 2012 | 561,000 | $ | 0.5 | $ | 0.17 | 10 | |||||||||||
Granted | 400,000 | 0.21 | 0.1 | 57 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (810,000 | ) | 0.67 | 0.23 | - | ||||||||||||
Outstanding at December 31, 2013 | 250,000 | $ | 0.35 | $ | 0.13 | 23 | |||||||||||
Exercisable at December 31, 2013 | 628,125 | $ | 0.39 | $ | 0.15 | 17 | |||||||||||
Warrant | Accredited investors | ' | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||||||
Schedule of summarize of warrant activity | ' | ||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 785,001 | $ | 0.8 | $ | 0.11 | 24 | |||||||||||
Exercisable at December 31, 2010 | 785,001 | $ | 0.8 | $ | 0.11 | 24 | |||||||||||
Granted | 4,956,224 | 0.8 | 0.11 | 24 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 5,741,225 | $ | 0.8 | $ | 0.11 | 17 | |||||||||||
Exercisable at December 31, 2011 | 5,741,225 | $ | 0.8 | $ | 0.11 | 17 | |||||||||||
Granted | 1,450,000 | 0.5 | 0.06 | 36 | |||||||||||||
Modified warrants prior to | (7,191,225 | ) | 0.74 | 0.1 | 10 | ||||||||||||
modifications | |||||||||||||||||
Modified warrants after | 7,191,225 | 0.69 | 0.1 | 20 | |||||||||||||
modifications | |||||||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2012 | 7,191,225 | $ | 0.69 | $ | 0.1 | 19 | |||||||||||
Exercisable at December 31, 2012 | 7,191,225 | $ | 0.69 | $ | 0.1 | 19 | |||||||||||
Granted | 10,954,063 | 0.4 | 0.05 | 28 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (1,901,666 | ) | 0.76 | 0.13 | - | ||||||||||||
Outstanding at December 31, 2013 | 16,243,622 | $ | 0.52 | $ | 0.07 | 22 | |||||||||||
Exercisable at December 31, 2013 | 16,243,622 | $ | 0.52 | $ | 0.07 | 22 | |||||||||||
Warrant | Placement agent and consultants | ' | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||||||
Schedule of summarize of warrant activity | ' | ||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 3,717,984 | $ | 0.6 | $ | 0.21 | 52 | |||||||||||
Exercisable at December 31, 2010 | 2,617,984 | $ | 0.61 | $ | 0.19 | 51 | |||||||||||
Granted | 887,910 | 0.6 | 0.27 | 60 | |||||||||||||
Exercised | (44,638 | ) | 0.4 | 0.18 | 39 | ||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 4,561,256 | $ | 0.6 | $ | 0.22 | 43 | |||||||||||
Exercisable at December 31, 2011 | 4,081,256 | $ | 0.59 | $ | 0.21 | 42 | |||||||||||
Granted | 28,334 | 0.6 | 0.24 | 60 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2012 | 4,589,590 | $ | 0.6 | $ | 0.22 | 31 | |||||||||||
Exercisable at December 31, 2012 | 4,339,590 | $ | 0.59 | $ | 0.21 | 31 | |||||||||||
Granted | - | - | - | - | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2013 | 4,589,590 | $ | 0.6 | $ | 0.22 | 22 | |||||||||||
Exercisable at December 31, 2013 | 4,339,590 | $ | 0.6 | $ | 0.22 | 22 | |||||||||||
Warrant | Directors and officers | ' | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ||||||||||||||||
Schedule of summarize of warrant activity | ' | ||||||||||||||||
Number of Shares | Weighted | Weighted | Weighted | ||||||||||||||
Average | Average Grant | Average | |||||||||||||||
Exercise Price | Date Fair Value | Remaining | |||||||||||||||
per Share | per Share | Exercise Term | |||||||||||||||
in Months | |||||||||||||||||
Outstanding at December 31, 2010 | 1,400,000 | $ | 2 | $ | 0.13 | 59 | |||||||||||
Exercisable at December 31, 2010 | 1,400,000 | $ | 2 | $ | 0.13 | 59 | |||||||||||
Granted | 1,600,000 | 1.91 | 0.09 | 57 | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | - | - | - | - | |||||||||||||
Outstanding at December 31, 2011 | 3,000,000 | $ | 1.95 | $ | 0.11 | 49 | |||||||||||
Exercisable at December 31, 2011 | 3,000,000 | $ | 1.95 | $ | 0.11 | 49 | |||||||||||
Granted | 489,250 | 0.5 | 0.01 | 36 | |||||||||||||
Modified warrants prior to | (489,250 | ) | 0.5 | 0.01 | 31 | ||||||||||||
modifications | |||||||||||||||||
Modified warrants after | 489,250 | 0.25 | 0.01 | 31 | |||||||||||||
modifications | |||||||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (100,000 | ) | 0.5 | 0.1 | - | ||||||||||||
Outstanding at December 31, 2012 | 3,389,250 | $ | 1.75 | $ | 0.09 | 37 | |||||||||||
Exercisable at December 31, 2012 | 3,389,250 | $ | 1.75 | $ | 0.09 | 37 | |||||||||||
Granted | - | - | - | - | |||||||||||||
Exercised | - | - | - | - | |||||||||||||
Forfeited | - | - | - | - | |||||||||||||
Expired | (100,000 | ) | 0.5 | 0.1 | - | ||||||||||||
Outstanding at December 31, 2013 | 3,289,250 | $ | 1.75 | $ | 0.09 | 28 | |||||||||||
Exercisable at December 31, 2013 | 3,289,250 | $ | 1.75 | $ | 0.09 | 28 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES - Estimated useful lives (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Buildings | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '15 - 30 years |
Leasehold improvements | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '7 years |
Software | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '3 - 6 years |
Equipment | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '5 years |
Vehicles and prototypes | ' |
Property, Plant and Equipment [Line Items] | ' |
Estimated useful lives | '3 - 5 years |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES (Detail Textuals) (USD $) | 1 Months Ended | |
Sep. 18, 2008 | Dec. 31, 2007 | |
Shareholder | ||
Schedule Of Significant Accounting Principles [Line Items] | ' | ' |
Amount Raise by subscriptions of common stock | $50,000 | $3,100 |
Subscriptions for aggregate shares of common stock | 200,000 | ' |
Offering costs of common stock shares | $46,234 | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT5
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES (Detail Textuals 1) (Share Exchange Agreement, Amp Electric Vehicles Inc) | 1 Months Ended |
Dec. 28, 2009 | |
Share Exchange Agreement | Amp Electric Vehicles Inc | ' |
Business Acquisition [Line Items] | ' |
Percentage of outstanding securities acquired | 100.00% |
Number of outstanding securities in exchange of common stock | 14,890,904 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT6
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES (Detail Textuals 2) | Mar. 31, 2013 |
acre | |
sqft | |
Employees | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Number of dealers | 440 |
Area of facilities covered (in sq ft) | 250,000 |
Area of land (in acres) | 48 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT7
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES (Detail Textuals 3) (USD $) | 1 Months Ended | ||
Apr. 22, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | |
Forward stock split | '14:1 | ' | ' |
Number of authorized shares of preferred stock | ' | 75,000,000 | 75,000,000 |
Series A preferred stock, par value (in dollars per share) | ' | $0.00 | $0.00 |
Number of authorized shares of common stock | ' | 250,000,000 | 250,000,000 |
Common stock, par value ( in dollars per share) | ' | $0.00 | $0.00 |
Series A Preferred Stock | ' | ' | ' |
Conversion price per share (in dollars per share) | ' | $0.34 | ' |
Percentage of conversion or exercise shares of common stock held | ' | 4.99% | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT8
SUMMARY OF SIGNIFICANT ACCOUNTING PRINICPLES (Detail Textuals 4) (USD $) | 1 Months Ended | 12 Months Ended | 82 Months Ended | 1 Months Ended | |||
Sep. 18, 2008 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 11, 2013 | Dec. 31, 2010 | Mar. 18, 2014 | |
Subsequent Event [Member] | |||||||
Schedule Of Significant Accounting Principles [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Advertising and public relation expense | ' | $120,000 | $429,000 | $1,386,000 | ' | ' | ' |
Cumulative deferred tax assets | ' | 6,426,000 | ' | 6,426,000 | ' | ' | ' |
Net operating losses available for 2030 | ' | 3,600,000 | ' | 3,600,000 | ' | ' | ' |
Net operating losses available for 2031 | ' | 6,700,000 | ' | 6,700,000 | ' | ' | ' |
Net operating losses available for 2032 | ' | 3,900,000 | ' | 3,900,000 | ' | ' | ' |
Net operating losses available for 2033 | ' | 4,700,000 | ' | 4,700,000 | ' | ' | ' |
Expected volatility rate of stock | ' | 50.00% | ' | 50.00% | ' | ' | ' |
Vehicle sold to stockholder | ' | ' | 50,000 | ' | ' | 25,000 | ' |
Research and development expense | ' | 2,892,000 | 2,077,000 | 14,538,000 | ' | ' | ' |
principal amount of promissory note | ' | ' | ' | ' | 335,000 | ' | ' |
Promissory note funded | ' | ' | ' | ' | 80,000 | ' | ' |
Number of shares issued | 200,000 | ' | ' | ' | ' | ' | 30,000,000 |
Common stock purchase warrants | ' | 15,000,000 | ' | 15,000,000 | ' | ' | ' |
Value of shares issued | $50,000 | ' | ' | ' | ' | ' | $3,000,000 |
ACQUISITION_Summary_of_assets_
ACQUISITION - Summary of assets acquired and liabilities assumed (Details) (USD $) | Mar. 31, 2013 | Dec. 31, 2013 |
Workhorse Custom Chassis, LLC | ||
Consideration | ' | ' |
Cash at closing | ' | $2,750,000 |
Secured debenture | 2,250,000 | 2,250,000 |
Consideration, Total | ' | 5,000,000 |
Assets acquired | ' | ' |
Inventory | ' | 400,000 |
Equipment | ' | 500,000 |
Land | ' | 300,000 |
Buildings | ' | 3,800,000 |
Assets acquired, Total | ' | $5,000,000 |
LONGTERM_DEBT_Summary_of_Long_
LONG-TERM DEBT - Summary of Long term debt (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $2,631,115 | $592,942 |
Less current portion | 338,225 | 230,756 |
Long-term debt | 2,292,890 | 362,186 |
Secured debenture payable to Workhorse Custom Chassis due on March 2016 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 2,250,000 | ' |
Notes payable to banks due on August 2015 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 11,928 | 18,761 |
Notes payable to vendor due on December 2014 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 5,051 | 10,545 |
Notes payable to city of Loveland due on October 2016 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 50,000 | 50,000 |
Unsecured notes payable to vendor due on March 2014 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | 123,736 | 281,236 |
Unsecured notes payable to vendor due on December 2014 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Long-term debt | $190,400 | $232,400 |
LONGTERM_DEBT_Parentheticals_D
LONG-TERM DEBT - (Parentheticals) (Details) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Debt Instrument [Line Items] | ' |
Percentage of interest payable on maturity date | 10.00% |
Secured debenture payable to Workhorse Custom Chassis due on March 2016 | ' |
Debt Instrument [Line Items] | ' |
Percentage of interest payable on maturity date | 10.00% |
Net book value of note secured by equipment | $4,335,000 |
Notes payable to banks due on August 2015 | ' |
Debt Instrument [Line Items] | ' |
Monthly installments of note payable | 635 |
Percentage of interest payable on maturity date | 5.04% |
Net book value of note secured by equipment | 11,147 |
Notes payable to vendor due on December 2014 | ' |
Debt Instrument [Line Items] | ' |
Monthly installments of note payable | 439 |
Percentage of interest payable on maturity date | 8.00% |
Net book value of note secured by equipment | 8,775 |
Notes payable to city of Loveland due on October 2016 | ' |
Debt Instrument [Line Items] | ' |
Annual installments of notes payable | 10,241 |
Percentage of interest payable on maturity date | 8.00% |
Unsecured notes payable to vendor due on March 2014 | ' |
Debt Instrument [Line Items] | ' |
Monthly installments of note payable | 5,000 |
Escalating final payment of debt instrument | 43,736 |
Unsecured notes payable to vendor due on December 2014 | ' |
Debt Instrument [Line Items] | ' |
Monthly installments of note payable | 2,000 |
Percentage of interest payable on maturity date | 4.00% |
Escalating final payment of debt instrument | $18,461 |
Percentage of interest rate on Escalating final payment | 4.00% |
LONGTERM_DEBT_Summary_of_aggre
LONG-TERM DEBT- Summary of aggregate maturities of long-term debt (Details 1) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Debt Disclosure [Abstract] | ' | ' |
2014 | $338,225 | ' |
2015 | 32,890 | ' |
2016 | 2,260,000 | ' |
Aggregate maturities of long-term debt, Total | $2,631,115 | $592,942 |
LONGTERM_DEBT_Detail_Textuals
LONG-TERM DEBT (Detail Textuals) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Debt Instrument [Line Items] | ' |
Payments to escrow account | $22,900 |
Incentive payment to 30 employees by July 31, 2013 | ' |
Debt Instrument [Line Items] | ' |
Number of employees | 30 |
Payroll of employees | 135,000 |
Incentive payment to 40 employee by July 31, 2014 | ' |
Debt Instrument [Line Items] | ' |
Number of employees | 40 |
Payroll of employees | 175,000 |
Incentive payment to 40 employee thereafter | ' |
Debt Instrument [Line Items] | ' |
Number of employees | 40 |
Payroll of employees | $175,000 |
CONVERTIBLE_DEBENTURES_Detail_
CONVERTIBLE DEBENTURES (Detail Textuals) (USD $) | 1 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | |||||
Feb. 28, 2013 | Mar. 31, 2010 | Dec. 31, 2013 | Nov. 30, 2009 | Nov. 30, 2012 | Jun. 30, 2012 | Jun. 05, 2012 | Nov. 30, 2012 | Aug. 03, 2012 | Jun. 05, 2012 | |
Shareholder, director and officer | Securities purchase agreements and security agreements | 2012 Notes | 2012 Notes | 2012 Notes | 2012 Notes | 2012 Notes | ||||
Warrant | Warrant | Securities purchase agreements and security agreements | Securities purchase agreements and security agreements | Securities purchase agreements and security agreements | Securities purchase agreements and security agreements | |||||
Accredited investors | Accredited investors | Shareholder, director and officer | ||||||||
Warrant | ||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Secured convertible debentures | ' | ' | ' | ' | ' | ' | ' | ' | $1,939,250 | ' |
Amount of debt converted into 2012 Notes and 2012 Warrants | ' | ' | ' | ' | ' | $389,250 | ' | ' | ' | $389,250 |
Maturity period of 2012 Notes | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' |
Percentage of interest payable | ' | ' | 10.00% | 3.00% | ' | ' | 10.00% | ' | ' | ' |
Number of shares converted in to common stock | 500,000 | 29,750 | ' | ' | ' | ' | ' | 10,227,070 | ' | ' |
Conversion price per share into shares of common stock | ' | ' | ' | ' | $0.25 | ' | ' | ' | ' | ' |
CONVERTIBLE_DEBENTURES_Detail_1
CONVERTIBLE DEBENTURES (Detail Textuals 1) (USD $) | 12 Months Ended | 12 Months Ended | ||
Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | |
Common stock purchase warrants (the "2012 Warrants") | Common stock purchase warrants (the "2012 Warrants") | |||
Securities purchase agreements and security agreements | 2012 Notes | |||
Debt Instrument [Line Items] | ' | ' | ' | ' |
Number of common stock called by warrants | ' | 15,000,000 | 1,939,250 | ' |
Maturity period of 2012 Notes | ' | ' | '3 years | ' |
Previous exercise price of warrants | ' | ' | 0.5 | ' |
Exercise price of warrants reduced | ' | ' | 0.25 | 0.25 |
Method used for assumption in valuation of warrants | ' | ' | 'lattice-based valuation model | ' |
Expected volatility rate | ' | ' | 50.00% | ' |
Expected term of warrant | ' | ' | '3 years | ' |
Issuance of detached warrants in connection with convertible debentures | $91,493 | ' | $91,493 | ' |
Amortization of detachable warrants associated with convertible debentures | 91,493 | ' | ' | ' |
Threshold limit of participation in next offering peri-paso | ' | ' | ' | $1,000,000 |
SHAREHOLDER_AND_RELATED_PARTY_2
SHAREHOLDER AND RELATED PARTY ADVANCES (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | |||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | $1,934,300 | $558,000 | ||
Percentage of interest payable on maturity date | 10.00% | ' | ||
Investor [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 43,000 | [1] | 43,000 | [1] |
Percentage of interest payable on maturity date | 3.00% | [1] | ' | |
Related party advance,date | 30-Nov-09 | [1] | ' | |
Related party advance,expire | 3-Mar-12 | [1] | ' | |
Investor One [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 15,000 | [1] | 15,000 | [1] |
Percentage of interest payable on maturity date | 10.00% | [1] | ' | |
Related party advance,date | 5-Oct-12 | [1] | ' | |
Related party advance,expire | 5-Oct-13 | [1] | ' | |
Investor Two [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 100,000 | [1] | 100,000 | [1] |
Percentage of interest payable on maturity date | 10.00% | [1] | ' | |
Related party advance,date | 16-Oct-12 | [1] | ' | |
Related party advance,expire | 16-Oct-13 | [1] | ' | |
Investor Three [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 100,000 | [1] | 100,000 | [1] |
Percentage of interest payable on maturity date | 10.00% | [1] | ' | |
Related party advance,date | 16-Oct-12 | [1] | ' | |
Related party advance,expire | 16-Oct-13 | [1] | ' | |
Investor Four [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 50,000 | [1] | 50,000 | [1] |
Percentage of interest payable on maturity date | 10.00% | [1] | ' | |
Related party advance,date | 19-Oct-12 | [1] | ' | |
Related party advance,expire | 19-Oct-13 | [1] | ' | |
Investor Five [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 50,000 | [1] | 50,000 | [1] |
Percentage of interest payable on maturity date | 10.00% | [1] | ' | |
Related party advance,date | 2-Nov-12 | [1] | ' | |
Related party advance,expire | 2-Nov-13 | [1] | ' | |
Investor Six [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 50,000 | [1] | 50,000 | [1] |
Percentage of interest payable on maturity date | 10.00% | [1] | ' | |
Related party advance,date | 8-Nov-12 | [1] | ' | |
Related party advance,expire | 8-Nov-13 | [1] | ' | |
Investor Seven [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 100,000 | [1] | 100,000 | [1] |
Percentage of interest payable on maturity date | 10.00% | [1] | ' | |
Related party advance,date | 6-Dec-12 | [1] | ' | |
Related party advance,expire | 6-Dec-13 | [1] | ' | |
Investor Eight [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 50,000 | [1] | 50,000 | [1] |
Percentage of interest payable on maturity date | 10.00% | [1] | ' | |
Related party advance,date | 19-Dec-12 | [1] | ' | |
Related party advance,expire | 19-Dec-13 | [1] | ' | |
Investor Nine [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 3,200 | ' | ||
Percentage of interest payable on maturity date | 10.00% | ' | ||
Related party advance,date | 10-Oct-13 | ' | ||
Related party advance,expire | 10-Oct-14 | ' | ||
Investor Ten [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 2,500 | ' | ||
Percentage of interest payable on maturity date | 10.00% | ' | ||
Related party advance,date | 5-Nov-13 | ' | ||
Related party advance,expire | 5-Nov-14 | ' | ||
Investor Eleven [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 200,000 | ' | ||
Percentage of interest payable on maturity date | 10.00% | ' | ||
Related party advance,date | 12-Nov-13 | ' | ||
Related party advance,expire | 12-Nov-14 | ' | ||
Investor Twelve [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 50,000 | ' | ||
Percentage of interest payable on maturity date | 10.00% | ' | ||
Related party advance,date | 12-Dec-13 | ' | ||
Related party advance,expire | 2-Dec-14 | ' | ||
Investor Thirteen [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 50,000 | ' | ||
Percentage of interest payable on maturity date | 10.00% | ' | ||
Related party advance,date | 30-Dec-13 | ' | ||
Related party advance,expire | 30-Dec-14 | ' | ||
Investor Fourteen [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | 80,000 | ' | ||
Percentage of interest payable on maturity date | ' | ' | ||
Related party advance,date | 11-Dec-13 | [2] | ' | |
Investor Fifteen [Member] | ' | ' | ||
Investor Advances [Line Items] | ' | ' | ||
Advanced for working capital | $990,600 | [3] | ' | |
Percentage of interest payable on maturity date | ' | ' | ||
[1] | The term of the advance has expired but the shareholders have no demanded repayment. The Company is negotiating to have the advances converted into equity during the first quarter of 2014. | |||
[2] | Paid on 3/8/2014, see subsequent events note. | |||
[3] | Various non-interest bearing shareholders' deposits. Being converted into equity first quarter 2014. |
LEASE_OBLIGATIONS_Summary_of_a
LEASE OBLIGATIONS - Summary of aggregate maturities of lease obligations (Details) (USD $) | Dec. 31, 2013 |
Leases [Abstract] | ' |
2014 | $152,312 |
2015 | 156,881 |
2016 | 161,588 |
2017 | 166,435 |
2018 | 127,614 |
Aggregate maturities of lease obligations, Total | $764,830 |
LEASE_OBLIGATIONS_Detail_Textu
LEASE OBLIGATIONS (Detail Textuals) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | ' |
Future minimum monthly lease payments | $152,312 |
Operating Facilities | ' |
Property, Plant and Equipment [Line Items] | ' |
Lease expiration date | 30-Sep-18 |
Lease payments increased for each year | 3.00% |
Security deposit | $12,275 |
LEASE_OBLIGATIONS_Detail_Textu1
LEASE OBLIGATIONS (Detail Textuals 1) (USD $) | 1 Months Ended | 6 Months Ended | 12 Months Ended | 82 Months Ended | |||
Aug. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | 31-May-12 | Jan. 31, 2012 | |
Office Space | Two Apartments | ||||||
Operating Leased Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Monthly rent | ' | ' | ' | ' | ' | $1,000 | $2,200 |
Common stock issuance as consideration of rent | $80,190 | $80,190 | $149,436 | $148,569 | $601,434 | ' | ' |
STOCK_BASED_COMPENSATION_Summa
STOCK BASED COMPENSATION - Summary of option activity for directors, officers and employees (Details) (Stock Options, Directors, officers and employees, USD $) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | |
Stock Options | Directors, officers and employees | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | ' | ' | ' | ' |
Number of shares, Outstanding, Beginning balance | 7,730,500 | 8,335,250 | 4,940,000 | ' | ' |
Number of shares, Granted | 2,100,000 | 2,025,000 | 3,425,000 | ' | ' |
Number of shares, Exercised | -21,126 | ' | -29,750 | ' | ' |
Number of shares, Forfeited | ' | -1,315,375 | ' | ' | ' |
Number of shares, Expired | -505,000 | -1,314,375 | ' | ' | ' |
Number of shares, Outstanding, Ending balance | 9,304,374 | 7,730,500 | 8,335,250 | ' | ' |
Number of shares, Exercisable | 6,670,937 | 6,080,000 | 4,588,875 | 1,854,625 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ' | ' | ' | ' | ' |
Weighted average exercise price per share, Outstanding, Beginning balance | $0.48 | $0.59 | $0.56 | ' | ' |
Weighted average exercise price per share, Granted | $0.29 | $0.13 | $0.63 | ' | ' |
Weighted average exercise price per share, Exercised | $0.11 | ' | $0.41 | ' | ' |
Weighted average exercise price per share, Forfeited | ' | $0.61 | ' | ' | ' |
Weighted average exercise price per share, Expired | $0.68 | $0.55 | ' | ' | ' |
Weighted average exercise price per share, Outstanding, Ending balance | $0.44 | $0.48 | $0.59 | ' | ' |
Weighted average exercise price per share, Exercisable | $0.51 | $0.54 | $0.57 | $0.53 | ' |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Outstanding, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' | ' | ' | ' |
Weighted average grant date fair value per share, Outstanding, Beginning balance | $0.25 | $0.31 | $0.33 | ' | ' |
Weighted average grant date fair value per share, Granted | $0.12 | $0.05 | $0.28 | ' | ' |
Weighted average grant date fair value per share, Exercised | $0.04 | ' | $0.26 | ' | ' |
Weighted average grant date fair value per share, Forfeited | ' | $0.27 | ' | ' | ' |
Weighted average grant date fair value per share, Expired | $0.70 | $0.29 | ' | ' | ' |
Weighted average grant date fair value per share, Outstanding, Ending balance | $0.23 | $0.25 | $0.31 | ' | ' |
Weighted average grant date fair value per share, Exercisable | $0.27 | $0.29 | $0.31 | $0.32 | ' |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Weighted Average Remaining Exercise Term [Roll Forward] | ' | ' | ' | ' | ' |
Weighted average remaining exercise term, Outstanding, Beginning balance | '44 months | '58 months | '77 months | ' | ' |
Weighted average remaining exercise term, Granted | '45 months | '40 months | '54 months | ' | ' |
Weighted average remaining exercise term, Excercised | '29 months | ' | '40 months | ' | ' |
Weighted average remaining exercise term, Forfeited | ' | '40 months | ' | ' | ' |
Weighted average remaining exercise term, Expired | ' | '51 months | ' | ' | ' |
Weighted average remaining exercise term, Outstanding, Ending balance | '39 months | '44 months | '58 months | ' | ' |
Weighted average remaining exercise term, Exercisable | '38 months | '46 months | '60 months | '75 months | ' |
STOCK_BASED_COMPENSATION_Summa1
STOCK BASED COMPENSATION - Summary of option activity for consultants (Details 1) (Stock Options, Consultants, USD $) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | |
Stock Options | Consultants | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' | ' | ' | ' | ' |
Number of shares, Outstanding, Beginning balance | 660,000 | 880,000 | 810,000 | ' | ' |
Number of shares, Granted | 400,000 | 150,000 | 70,000 | ' | ' |
Number of shares, Exercised | ' | ' | ' | ' | ' |
Number of shares, Forfeited | ' | -30,000 | ' | ' | ' |
Number of shares, Expired | -810,000 | -340,000 | ' | ' | ' |
Number of shares, Outstanding, Ending balance | 250,000 | 660,000 | 880,000 | ' | ' |
Number of shares, Exercisable | 628,125 | 561,000 | 755,000 | 380,000 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ' | ' | ' | ' | ' |
Weighted average exercise price per share, Outstanding, Beginning balance | $0.45 | $0.66 | $0.67 | ' | ' |
Weighted average exercise price per share, Granted | $0.21 | $0.11 | $0.59 | ' | ' |
Weighted average exercise price per share, Exercised | ' | ' | ' | ' | ' |
Weighted average exercise price per share, Forfeited | ' | $0.76 | ' | ' | ' |
Weighted average exercise price per share, Expired | $0.67 | $0.83 | ' | ' | ' |
Weighted average exercise price per share, Outstanding, Ending balance | $0.35 | $0.45 | $0.66 | ' | ' |
Weighted average exercise price per share, Exercisable | $0.39 | $0.50 | $0.64 | $0.63 | ' |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Outstanding, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' | ' | ' | ' |
Weighted average grant date fair value per share, Outstanding, Beginning balance | $0.15 | $0.23 | $0.23 | ' | ' |
Weighted average grant date fair value per share, Granted | $0.10 | $0.04 | $0.18 | ' | ' |
Weighted average grant date fair value per share, Exercised | ' | ' | ' | ' | ' |
Weighted average grant date fair value per share, Forfeited | ' | $0.25 | ' | ' | ' |
Weighted average grant date fair value per share, Expired | $0.23 | $0.28 | ' | ' | ' |
Weighted average grant date fair value per share, Outstanding, Ending balance | $0.13 | $0.15 | $0.23 | ' | ' |
Weighted average grant date fair value per share, Exercisable | $0.15 | $0.17 | $0.22 | $0.22 | ' |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options, Weighted Average Remaining Exercise Term [Roll Forward] | ' | ' | ' | ' | ' |
Weighted average remaining exercise term, Outstanding, Beginning balance | '14 months | '20 months | '32 months | ' | ' |
Weighted average remaining exercise term, Granted | '57 months | '36 months | '31 months | ' | ' |
Weighted average remaining exercise term, Forfeited | ' | '9 months | ' | ' | ' |
Weighted average remaining exercise term, Expired | ' | '8 months | ' | ' | ' |
Weighted average remaining exercise term, Outstanding, Ending balance | '23 months | '14 months | '20 months | ' | ' |
Weighted average remaining exercise term, Exercisable | '17 months | '10 months | '20 months | '31 months | ' |
STOCK_BASED_COMPENSATION_Summa2
STOCK BASED COMPENSATION - Summary of warrant activity for accredited investors (Details 2) (Warrant, Accredited investors, USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Warrant | Accredited investors | ' | ' | ' | ' |
Warrants Number Of Shares [Roll Forward] | ' | ' | ' | ' |
Number of shares, Outstanding, Beginning balance | 7,191,225 | 5,741,225 | 785,001 | ' |
Number of shares, Granted | 10,954,063 | 1,450,000 | 4,956,224 | ' |
Number of shares, Modified warrants prior to modifications | ' | -7,191,225 | ' | ' |
Number of shares, Modified warrants after modifications | ' | 7,191,225 | ' | ' |
Number of shares, Exercised | ' | ' | ' | ' |
Number of shares, Forfeited | ' | ' | ' | ' |
Number of shares, Expired | -1,901,666 | ' | ' | ' |
Number of shares, Outstanding, Ending balance | 16,243,622 | 7,191,225 | 5,741,225 | 785,001 |
Number of shares, Exercisable | 16,243,622 | 7,191,225 | 5,741,225 | 785,001 |
Weighted Average Exercise Price Per Share [Roll Forward] | ' | ' | ' | ' |
Weighted average exercise price per share, Outstanding, Beginning balance | $0.69 | $0.80 | $0.80 | ' |
Weighted average exercise price per share, Granted | $0.40 | $0.50 | $0.80 | ' |
Weighted average exercise price per share, Modified warrants prior to modifications | ' | $0.74 | ' | ' |
Weighted average exercise price per share, Modified warrants after modifications | ' | $0.69 | ' | ' |
Weighted average exercise price per share, Exercised | ' | ' | ' | ' |
Weighted average exercise price per share, Forfeited | ' | ' | ' | ' |
Weighted average exercise price per share, Expired | $0.76 | ' | ' | ' |
Weighted average exercise price per share, Outstanding, Ending balance | $0.52 | $0.69 | $0.80 | $0.80 |
Weighted average exercise price per share, Exercisable | $0.52 | $0.69 | $0.80 | $0.80 |
Weighted Average Grant Fair Value Per Share [Roll Forward] | ' | ' | ' | ' |
Weighted average grant date fair value per share, Outstanding, Beginning balance | $0.10 | $0.11 | $0.11 | ' |
Weighted average grant date fair value per share, Granted | $0.05 | $0.06 | $0.11 | ' |
Weighted average grant date fair value per share, Modified warrants prior to modifications | ' | $0.10 | ' | ' |
Weighted average grant date fair value per share, Modified warrants after modifications | ' | $0.10 | ' | ' |
Weighted average grant date fair value per share, Exercised | ' | ' | ' | ' |
Weighted average grant date fair value per share, Forfeited | ' | ' | ' | ' |
Weighted average grant date fair value per share, Expired | $0.13 | ' | ' | ' |
Weighted average grant date fair value per share, Outstanding, Ending balance | $0.07 | $0.10 | $0.11 | $0.11 |
Weighted average grant date fair value per share, Exercisable | $0.07 | $0.10 | $0.11 | $0.11 |
Weighted Average Remaining Exercise Term [Roll Forward] | ' | ' | ' | ' |
Weighted average remaining exercise term, Outstanding, Beginning balance | '19 months | '17 months | '24 months | ' |
Weighted average remaining exercise term, Granted | '28 months | '36 months | '24 months | ' |
Weighted average remaining exercise term, Modified warrants prior to modifications | ' | '10 months | ' | ' |
Weighted average remaining exercise term, Modified warrants after modifications | ' | '20 months | ' | ' |
Weighted average remaining exercise term, Outstanding, Ending balance | '22 months | '19 months | '17 months | '24 months |
Weighted average remaining exercise term, Exercisable | '22 months | '19 months | '17 months | '24 months |
STOCK_BASED_COMPENSATION_Summa3
STOCK BASED COMPENSATION - Summary of warrant activity for the placement agent and consultants (Details 3) (Warrant, Placement agent and consultants, USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Warrant | Placement agent and consultants | ' | ' | ' | ' |
Warrants Number Of Shares [Roll Forward] | ' | ' | ' | ' |
Number of shares, Outstanding, Beginning balance | 4,589,590 | 4,561,256 | 3,717,984 | 614,680 |
Number of shares, Granted | ' | 28,334 | 887,910 | ' |
Number of shares, Exercised | ' | ' | -44,638 | ' |
Number of shares, Forfeited | ' | ' | ' | ' |
Number of shares, Expired | ' | ' | ' | ' |
Number of shares, Outstanding, Ending balance | 4,589,590 | 4,589,590 | 4,561,256 | 3,717,984 |
Number of shares, Exercisable | 4,339,590 | 4,339,590 | 4,081,256 | 2,617,984 |
Weighted Average Exercise Price Per Share [Roll Forward] | ' | ' | ' | ' |
Weighted average exercise price per share, Outstanding, Beginning balance | $0.60 | $0.60 | $0.60 | $0.39 |
Weighted average exercise price per share, Granted | ' | $0.60 | $0.60 | ' |
Weighted average exercise price per share, Exercised | ' | ' | $0.40 | ' |
Weighted average exercise price per share, Forfeited | ' | ' | ' | ' |
Weighted average exercise price per share, Expired | ' | ' | ' | ' |
Weighted average exercise price per share, Outstanding, Ending balance | $0.60 | $0.60 | $0.60 | $0.60 |
Weighted average exercise price per share, Exercisable | $0.60 | $0.59 | $0.59 | $0.61 |
Weighted Average Grant Fair Value Per Share [Roll Forward] | ' | ' | ' | ' |
Weighted average grant date fair value per share, Outstanding, Beginning balance | $0.22 | $0.22 | $0.21 | $0.18 |
Weighted average grant date fair value per share, Granted | ' | $0.24 | $0.27 | ' |
Weighted average grant date fair value per share, Exercised | ' | ' | $0.18 | ' |
Weighted average grant date fair value per share, Forfeited | ' | ' | ' | ' |
Weighted average grant date fair value per share, Expired | ' | ' | ' | ' |
Weighted average grant date fair value per share, Outstanding, Ending balance | $0.22 | $0.22 | $0.22 | $0.21 |
Weighted average grant date fair value per share, Exercisable | $0.22 | $0.21 | $0.21 | $0.19 |
Weighted Average Remaining Exercise Term [Roll Forward] | ' | ' | ' | ' |
Weighted average remaining exercise term, Outstanding, Beginning balance | '31 months | '43 months | '52 months | '60 months |
Weighted average remaining exercise term, Granted | ' | '60 months | '60 months | ' |
Weighted average remaining exercise term, Exercised | ' | ' | '39 months | ' |
Weighted average remaining exercise term, Outstanding, Ending balance | '22 months | '31 months | '43 months | '52 months |
Weighted average remaining exercise term, Exercisable | '22 months | '31 months | '42 months | '51 months |
STOCK_BASED_COMPENSATION_Summa4
STOCK BASED COMPENSATION - Summary of warrant activity for directors and officers (Details 4) (Warrant, Directors and officers, USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | |
Warrant | Directors and officers | ' | ' | ' | ' |
Warrants Number Of Shares [Roll Forward] | ' | ' | ' | ' |
Number of shares, Outstanding, Beginning balance | 3,389,250 | 3,000,000 | 1,400,000 | ' |
Number of shares, Granted | ' | 489,250 | 1,600,000 | ' |
Number of shares, Modified warrants prior to modifications | ' | -489,250 | ' | ' |
Number of shares, Modified warrants after modifications | ' | 489,250 | ' | ' |
Number of shares, Exercised | ' | ' | ' | ' |
Number of shares, Forfeited | ' | ' | ' | ' |
Number of shares, Expired | -100,000 | -100,000 | ' | ' |
Number of shares, Outstanding, Ending balance | 3,289,250 | 3,389,250 | 3,000,000 | 1,400,000 |
Number of shares, Exercisable | 3,289,250 | 3,389,250 | 3,000,000 | 1,400,000 |
Weighted Average Exercise Price Per Share [Roll Forward] | ' | ' | ' | ' |
Weighted average exercise price per share, Outstanding, Beginning balance | $1.75 | $1.95 | $2 | ' |
Weighted average exercise price per share, Granted | ' | $0.50 | $1.91 | ' |
Weighted average exercise price per share, Modified warrants prior to modifications | ' | $0.50 | ' | ' |
Weighted average exercise price per share, Modified warrants after modifications | ' | $0.25 | ' | ' |
Weighted average exercise price per share, Exercised | ' | ' | ' | ' |
Weighted average exercise price per share, Forfeited | ' | ' | ' | ' |
Weighted average exercise price per share, Expired | $0.50 | $0.50 | ' | ' |
Weighted average exercise price per share, Outstanding, Ending balance | $1.75 | $1.75 | $1.95 | $2 |
Weighted average exercise price per share, Exercisable | $1.75 | $1.75 | $1.95 | $2 |
Weighted Average Grant Fair Value Per Share [Roll Forward] | ' | ' | ' | ' |
Weighted average grant date fair value per share, Outstanding, Beginning balance | $0.09 | $0.11 | $0.13 | ' |
Weighted average grant date fair value per share, Granted | ' | $0.01 | $0.09 | ' |
Weighted average grant date fair value per share, Modified warrants prior to modifications | ' | $0.01 | ' | ' |
Weighted average grant date fair value per share, Modified warrants after modifications | ' | $0.01 | ' | ' |
Weighted average grant date fair value per share, Exercised | ' | ' | ' | ' |
Weighted average grant date fair value per share, Forfeited | ' | ' | ' | ' |
Weighted average grant date fair value per share, Expired | $0.10 | $0.10 | ' | ' |
Weighted average grant date fair value per share, Outstanding, Ending balance | $0.09 | $0.09 | $0.11 | $0.13 |
Weighted average grant date fair value per share, Exercisable | $0.09 | $0.09 | $0.11 | $0.13 |
Weighted Average Remaining Exercise Term [Roll Forward] | ' | ' | ' | ' |
Weighted average remaining exercise term, Outstanding, Beginning balance | '37 months | '49 months | '59 months | ' |
Weighted average remaining exercise term, Granted | ' | '36 months | '57 months | ' |
Weighted average remaining exercise term, Modified warrants prior to modifications | ' | '31 months | ' | ' |
Weighted average remaining exercise term, Modified warrants after modifications | ' | '31 months | ' | ' |
Weighted average remaining exercise term, Outstanding, Ending balance | '28 months | '37 months | '49 months | '59 months |
Weighted average remaining exercise term, Exercisable | '28 months | '37 months | '49 months | '59 months |
STOCK_BASED_COMPENSATION_Detai
STOCK BASED COMPENSATION (Detail Textuals) (USD $) | 12 Months Ended | 82 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock based compensation | $1,392,370 | $338,853 | ' | $5,188,833 |
Stock Options | Incentive Stock Plan 2013, 2012, 2011 and 2010 (the plans) | Directors, officers and employees | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Number of shares authorized | 11,000,000 | ' | ' | 11,000,000 |
Percentage of fair market value granted | 110.00% | ' | ' | ' |
Percentage of fair market value non-qualified stock options granted | 85.00% | ' | ' | ' |
Fair market value granted of stock options granted after one year | '2 years | ' | ' | ' |
Stock based compensation | 421,281 | 325,673 | 855,246 | 2,208,141 |
Unrecognized compensation expense | $541,832 | ' | ' | $541,832 |
Recognized period for non-vested warrants granted to consultants anticipated | '35 months | ' | ' | ' |
Stock Options | Incentive Stock Plan 2013, 2012, 2011 and 2010 (the plans) | Directors, officers and employees | Minimum | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Term of fair market value of options granted | '3 years | ' | ' | ' |
Stock Options | Incentive Stock Plan 2013, 2012, 2011 and 2010 (the plans) | Directors, officers and employees | Maximum | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Term of fair market value of options granted | '5 years | ' | ' | ' |
STOCK_BASED_COMPENSATION_Detai1
STOCK BASED COMPENSATION (Detail Textuals 1) (USD $) | 12 Months Ended | 82 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock based compensation | $1,392,370 | $338,853 | ' | $5,188,833 |
Stock Options | Consultants | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' |
Stock based compensation | 68,747 | -70,171 | 83,265 | 164,741 |
Unrecognized compensation expense | $71,017 | ' | ' | $71,017 |
Recognized period for non-vested warrants granted to consultants anticipated | '35 months | ' | ' | ' |
STOCK_BASED_COMPENSATION_Detai2
STOCK BASED COMPENSATION (Detail Textuals 2) (USD $) | 1 Months Ended | 12 Months Ended | 82 Months Ended | 1 Months Ended | 5 Months Ended | 12 Months Ended | 82 Months Ended | ||||
Sep. 18, 2008 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Nov. 30, 2012 | 31-May-13 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Aug. 31, 2012 | |
Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | |||||
Accredited investors | Accredited investors | Accredited investors | Accredited investors | Accredited investors | Accredited investors | Accredited investors | |||||
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares sold to investor | 200,000 | ' | ' | ' | ' | ' | ' | ' | 10 | ' | ' |
Common stock purchase warrants | ' | 15,000,000 | ' | 15,000,000 | ' | ' | ' | ' | 5 | ' | ' |
Term of warrant exercisable | ' | ' | ' | ' | '3 years | '3 years | '3 years | ' | '2 years | ' | ' |
Exercise price of warrants | ' | ' | ' | ' | ' | 0.4 | 0.64 | ' | 0.8 | 0.64 | 0.25 |
Cost of modification | ' | ' | ' | ' | ' | $112 | ' | ' | ' | ' | ' |
Previous exercise price of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.5 |
Cost of reduction in exercise price of warrants | ' | ' | ' | ' | ' | ' | ' | 20,795 | ' | ' | ' |
Stock based compensation | ' | $1,392,370 | $338,853 | $5,188,833 | ' | ' | $902,342 | $20,907 | $546,824 | $1,556,423 | ' |
STOCK_BASED_COMPENSATION_Detai3
STOCK BASED COMPENSATION (Detail Textuals 3) (USD $) | 12 Months Ended | 82 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Stock based compensation | $1,392,370 | $338,853 | ' | $5,188,833 |
Warrant | Placement agent and consultants | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' |
Term of warrant exercisable | ' | ' | '5 years | ' |
Stock based compensation | 0 | 64,936 | 373,876 | 936,340 |
Unrecognized compensation expense | $82,500 | ' | ' | $82,500 |
Recognized period for non-vested warrants granted to consultants anticipated | '32 months | ' | ' | ' |
STOCK_BASED_COMPENSATION_Detai4
STOCK BASED COMPENSATION (Detail Textuals 4) (USD $) | 12 Months Ended | 82 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 82 Months Ended | 10 Months Ended | |||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Jun. 30, 2012 | Dec. 31, 2013 | 31-May-12 | Nov. 30, 2011 | 31-May-11 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2010 | Jun. 30, 2012 | |
Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | Warrant | ||||
2012 Notes | 2012 Notes | Directors and officers | Directors and officers | Directors and officers | Directors and officers | Directors and officers | Directors and officers | Directors and officers | Directors and officers | Directors and officers | ||||
2012 Notes | ||||||||||||||
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrants | ' | ' | ' | ' | 0.25 | 0.5 | 0.5 | 2 | ' | 0.25 | ' | ' | 2 | ' |
Term of warrant exercisable | ' | ' | ' | ' | ' | '3 years | '1 year | '5 years | ' | ' | ' | ' | ' | ' |
Common stock purchase warrants | 15,000,000 | ' | 15,000,000 | ' | ' | 100,000 | 100,000 | ' | ' | ' | ' | ' | ' | ' |
Stock based compensation | $1,392,370 | $338,853 | $5,188,833 | ' | ' | ' | ' | ' | $0 | ($2,492) | $143,680 | $323,188 | ' | ' |
Amount of debt converted into 2012 Notes and 2012 Warrants | ' | ' | ' | 389,250 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 389,250 |
Cost of reduction in exercise price of warrants | ' | ' | ' | ' | ' | ' | ' | ' | $7,388 | ' | ' | ' | ' | ' |