Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 25, 2016 | Jun. 30, 2015 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Workhorse Group Inc. | ||
Entity Central Index Key | 1,425,287 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 19,245,820 | ||
Entity Common Stock, Shares Outstanding | 22,371,669 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 7,677,163 | $ 442,257 |
Inventory | 78,917 | 392,750 |
Prepaid expenses, deposits and deferred costs | 3,149,289 | 74,623 |
Current assets, Total | 10,905,369 | 909,630 |
Property, plant and equipment, net | 3,736,359 | 4,042,359 |
Assets, Total | 14,641,728 | 4,951,989 |
Current liabilities: | ||
Accounts payable | 1,606,695 | 1,603,555 |
Accounts payable, related parties | 399,542 | 384,776 |
Notes payable | 13,534,426 | $ 1,243,000 |
Shareholder advances | 111,700 | |
Current portion of long-term debt | 2,772,500 | $ 35,904 |
Current liabilities, Total | $ 18,424,863 | 3,267,235 |
Long-term debt | $ 2,494,141 | |
Stockholders' 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, 2015 and December 31, 2014 | ||
Common stock, par value of $.001 per share 50,000,000 shares authorized, 18,204,923 shares issued and outstanding at December 31, 2015 and 14,994,514 shares issued and outstanding at December 31, 2014 | $ 18,205 | $ 14,994 |
Additional paid-in capital | 33,557,615 | 27,263,525 |
Stock based compensation | 6,158,390 | 6,002,586 |
Accumulated deficit | (43,517,345) | (34,090,492) |
Stockholders' equity (deficit), Total | (3,783,135) | (809,387) |
Liabilities and Stockholders' Equity (Deficit), Total | $ 14,641,728 | $ 4,951,989 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (per share) | $ 0.001 | $ 0.001 |
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 (per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 18,204,923 | 14,994,514 |
Common stock, shares outstanding | 18,204,923 | 14,994,514 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | ||
Sales | $ 139,980 | $ 177,500 |
Operating Expenses | ||
Selling, general and administrative | 3,860,618 | 2,950,467 |
Research and development | 4,740,331 | 3,436,751 |
Total operating expenses | 8,600,949 | 6,387,218 |
Interest expense, net | 965,884 | 398,963 |
Net loss | $ (9,426,853) | $ (6,608,680) |
Basic and diluted loss per share | $ (0.55) | $ (0.49) |
Weighted average number of common shares outstanding | 17,293,394 | 13,602,884 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) | Total | Common Stock | Series A Preferred Stock | Additional Paid-in Capital | Stock based compensation | Accumulated Deficit |
Balance at Dec. 31, 2013 | $ (1,906,471) | $ 8,271 | $ 20,395,977 | $ 5,171,093 | $ (27,481,812) | |
Balance (in shares) at Dec. 31, 2013 | 8,271,168 | |||||
Issuance of common stock, and fulfillment of stock subscriptions receivable | 5,942,300 | $ 5,942 | 5,936,358 | |||
Issuance of common stock, and fulfillment of stock subscriptions receivable (in shares) | 5,942,300 | |||||
Stock options and warrants exercised Conversion of account payable | 931,971 | $ 781 | $ 931,190 | |||
Stock options and warrants exercised Conversion of account payable (in shares) | 781,046 | |||||
Share based compensation | 831,493 | $ 831,493 | ||||
Net loss from operations | (6,608,680) | $ (6,608,680) | ||||
Balance at Dec. 31, 2014 | (809,387) | $ 14,994 | $ 27,263,525 | $ 6,002,586 | $ (34,090,492) | |
Balance (in shares) at Dec. 31, 2014 | 14,994,514 | |||||
Issuance of common stock, and fulfillment of stock subscriptions receivable | 4,392,603 | $ 2,184 | 4,390,419 | |||
Issuance of common stock, and fulfillment of stock subscriptions receivable (in shares) | 2,184,236 | |||||
Stock options and warrants exercised | 133,686 | $ 299 | 380,101 | $ (246,714) | ||
Stock options and warrants exercised (in shares) | 298,371 | |||||
Conversion of account payable | 1,524,298 | $ 728 | 1,523,570 | |||
Conversion of account payable (in shares) | 727,802 | |||||
Share based compensation | 402,518 | $ 402,518 | ||||
Net loss from operations | (9,426,853) | $ (9,426,853) | ||||
Balance at Dec. 31, 2015 | $ (3,783,135) | $ 18,205 | $ 33,557,615 | $ 6,158,390 | $ (43,517,345) | |
Balance (in shares) at Dec. 31, 2015 | 18,204,923 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | ||
Net loss during the development stage | $ (9,426,853) | $ (6,608,680) |
Adjustments to reconcile net loss from operations to cash used by operations: | ||
Depreciation | 371,226 | 388,006 |
Stock based compensation | $ 402,518 | 414,597 |
Interest expense on convertible debentures | 13,269 | |
Legal, consulting and investment services | 931,973 | |
Interest expense paid in kind | $ 225,000 | |
Inventory reserve | $ 313,833 | |
Effects of changes in operating assets and liabilities: | ||
Prepaid expenses and deposits | (803,029) | $ (30,658) |
Accounts payable | 907,308 | 460,794 |
Accounts payable, related parties | $ 14,765 | (83,389) |
Customer deposits | (177,500) | |
Net cash used by operations | $ (8,220,232) | (4,466,588) |
Cash flows from investing activities: | ||
Capital expenditures | (65,226) | (23,104) |
Net cash used by investing activities | (65,226) | (23,104) |
Cash flows from financing activities: | ||
Proceeds from notes payable | 12,242,104 | 1,243,000 |
Payments on long-term debt | (5,045) | (326,070) |
Shareholder advances, net of repayments | 111,700 | (285,000) |
Issuance of common stock | 3,171,604 | 4,293,000 |
Net cash provided by financing activities | 15,520,363 | 4,924,930 |
Change in cash and cash equivalents | 7,234,905 | 435,238 |
Cash at the beginning of the period | 442,257 | 7,019 |
Cash at the end of the period | $ 7,677,163 | $ 442,257 |
Consolidated Statements of Cas7
Consolidated Statements of Cash Flows (Parenthetical) | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Supplemental disclosure of non-cash activities: | |
Issuance of accounts payable to common stock | $ 524,298 |
Issuance of notes payable to common stock | 1,243,000 |
Issuance of accrued interests to common stock | 34,249 |
Conversion of wages payable to options to puchase of common stock | 77,436 |
Issuance of common stock to satisfy fees | 2,271,637 |
Interest payable | $ 268,185 |
Summary of Significant Accounti
Summary of Significant Accounting Principles | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Principles [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES | 1. SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES 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 Workhorse Group Inc. (Workhorse, the Company, we, us or our) designs, develops, manufactures, and sells high-performance, medium-duty trucks with advanced powertrain components under the Workhorse chassis brand. Workhorse, formerly known as Title Starts Online, Inc. and AMP Holding Inc., was 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 vehicles 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, the Company 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, LLC. The assets included in this transaction included: the Workhorse brand, access to the dealer network of 440 dealers nationwide, intellectual property, and all physical assets which included the approximately 250,000 sq. ft. of facilities on 48 acres of land in Union City, Indiana. This acquisition allows the Company to position itself 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 experimental vehicles. On April 16, 2015 the Company filed Articles of Merger with the Secretary of State of the State of Nevada to change the name from “AMP Holding Inc.” to “Workhorse Group Inc.”. The Company believed that this change will allow investors, customers and suppliers to better associate the Company with the Workhorse brand, which is well known in the market. 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. 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 successfully carry out 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’ deficit. Financial instruments The carrying amounts of financial instruments including cash, inventory, accounts payable and short-term debt approximate fair value because of the relatively short maturity of these instruments. Inventory Inventory is stated at the lower of cost or market. 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 Common 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. Management filed the certificate of amendment decreasing the authorized shares of common stock with the State of Nevada on September 8, 2010. On February 11, 2015, the Company filed a certificate of amendment to its articles of incorporation to increase the authorized shares of common stock to 50,000,000. On December 9, 2015, the Company filed a Certificate of Amendment to its Certificate of Incorporation to implement a one-for-ten reverse split of the Corporation’s issued and outstanding common stock (the “Reverse Stock Split”), as authorized by the stockholders of the Company. The Reverse Stock Split became effective at the open of trading on December 11, 2015 (the “Effective Date”). As of the Effective Date, every ten shares of issued and outstanding common stock were combined into one newly issued share of common stock. No fractional shares were issued in connection with the Reverse Stock Split. Total cash payments made by the Company to stockholders in lieu of fractional shares was not material. All references in the financial statements and MD&A to number of common shares, price per share and weighted average shares of common stock have been adjusted to reflect the Reverse Stock Split on a retroactive basis for all prior periods presented, unless otherwise not 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. There are no shares of preferred stock outstanding. Common Stock - The Company has authorized 50,000,000 shares of common stock with a par value of $0.001 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. Income taxes With the consent of its shareholders, at the date of inception, the Company 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, 2015 cumulative deferred tax assets of approximately $11.6 million are fully reserved, and no provision or liability for federal or state income taxes has been included in the financial statements. Carryover amount are: Approximate net Carryover to be used 3.6 2030 6.7 2031 3.9 2032 4.7 2033 6.1 2034 9.0 2035 Research and development costs The Company expenses research and development costs as they are incurred. Research and Development costs were approximately $4.7 million and $3.4 million for the years ended December 31, 2015 and 2014 respectively, consisting primarily of personnel costs for our teams in engineering and research, prototyping expense, and contract and professional services. Union City plant expenses prior to the start of production are also included in research and development expenses. 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. Subsequent events The Company evaluates events and transactions occurring subsequent to the date of the consolidated financial statements for matters requiring recognition or disclosure in the consolidated financial statements. The accompanying consolidated financial statements consider events through March 25, 2016, the date on which the consolidated financial statements were available to be issued. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant And Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | 2. PROPERTY, PLANT AND EQUIPMENT As of December 31, 2015 and December 31, 2014, our property, plant and equipment, net, consisted of the following: December 31, 2015 December 31, 2014 Land 300,000 300,000 Buildings 3,800,000 3,800,000 Leasehold Improvements 19,225 19,225 Construction in progress - 23,104 Software 27,721 27,721 Equipment 724,507 670,183 Vehicles and prototypes 198,965 164,959 5,070,418 5,005,192 Less accumulated depreciation (1,334,059 ) (962,833 ) 3,736,359 4,042,359 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2015 | |
Long-Term Debt/ Subscription Agreements [Abstract] | |
LONG-TERM DEBT | 3. LONG-TERM DEBT Long-term debt consists of the following: December 31, 2015 December 31, 2014 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 $3,628,354 at December 31, 2015 2,722,500 2,475,000 Note payable, Bank due in monthly installments of $635 including interest at 5.04%. The note was paid during 2015. - 4,711 Note payable, vendor due in monthly installments of $439 including interest at 8.00%. The note was paid during 2015 - 334 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 2,772,500 2,530,045 Less current portion 2,772,500 35,904 Long term debt - 2,494,141 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 October 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 past due. In 2013 the Company made payments to an escrow account totaling $22,900. |
Subscription Agreements
Subscription Agreements | 12 Months Ended |
Dec. 31, 2015 | |
Long-Term Debt/ Subscription Agreements [Abstract] | |
SUBSCRIPTION AGREEMENTS | 4. SUBSCRIPTION AGREEMENTS The Company entered into Subscription Agreements with five accredited investors (the “December 2014 Investors”) between November 24, 2014 and December 29, 2014 providing for the sale by the Company to the December 2014 Investors of 14% Unsecured Convertible Promissory Notes in the aggregate amount of $1,243,000 (the "December 2014 Notes"). In addition to the December 2014 Notes, the December 2014 Investors also received common stock purchase warrants (the “December 2014 Warrants”) to acquire 443,929 shares of common stock of the Company. The December 2014 Warrants are exercisable for five years at an exercise price of $1.40. The initial closing of $200,000 was on November 24, 2014, the second closing of $700,000 was on December 8, 2014 and the third closing of $343,000 was on December 30, 2014. |
Shareholder and Related Party A
Shareholder and Related Party Advances | 12 Months Ended |
Dec. 31, 2015 | |
Shareholder and Related Party Advances [Abstract] | |
SHAREHOLDER AND RELATED PARTY ADVANCES | 5. SHAREHOLDER AND RELATED PARTY ADVANCES As of December 31, 2015, the Company had deposits for $111,700 that were not yet issued as common stock. |
Lease Obligations
Lease Obligations | 12 Months Ended |
Dec. 31, 2015 | |
Lease Obligations [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 $12,598 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: 2016 161,588 2017 166,435 2018 127,614 455,637 Total rent expense under these operating type leases for the year ended December 31, 2015 and 2014 was $157 thousand and $152 thousand respectively. |
Stock Based Compensation
Stock Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Stock Based Compensation [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 2014 Stock Incentive Plan, the 2014 Stock Compensation Plan, 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 1,100,000 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 two years 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: Outstanding Stock Options Shares Available for Grant Number of Shares Weighted Average Exercise Price per Share Weighted Average Grant Date Fair Value per Share Weighted Average Remaining Exercise Term in Months Balance, December 31, 2013 448,500 799,475 $ 4.49 $ 2.30 36 Additional stock reserved 500,000 - $ - $ - - Granted (867,593 ) 867,593 $ 0.49 $ 0.85 58 Exercised - - $ - $ - - Forfeited - - $ - $ - - Expired - - $ - $ - - Balance, December 31, 2014 80,907 1,667,068 $ 2.34 $ 1.52 41 Additional stock reserved 1,120,000 - $ - $ - - Granted (443,436 ) 443,436 $ 1.93 $ 1.29 55 Exercised - (130,070 ) $ 1.30 $ 0.75 - Forfeited - - $ - $ - - Expired - - $ 3.03 $ 1.25 - Balance December 31, 2015 757,471 1,980,434 $ 2.21 $ 1.46 49 The Company recorded $298,044 and $171,665 compensation expense for stock options to directors, officers and employees for the years ended December 31, 2015 and 2014 respectively. As of December 31, 2015, unrecognized compensation expense of $1,435,603 is related to non-vested options granted to directors, officers and employees which is anticipated to be recognized over the next 49 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: Outstanding Stock Options Shares Available for Grant Number of Shares Weighted Weighted Weighted Balance, December 31, 2013 97,100 141,500 $ 4.06 $ 1.96 34 Additional stock reserved 200,000 - $ - $ - - Granted (296,773 ) 296,773 $ 0.10 $ 1.00 54 Exercised - - $ - $ - - Forfeited 20,000 (20,000 ) $ - $ - - Expired 19,000 (19,000 ) $ 5.00 $ 1.73 - Balance, December 31, 2014 39,327 399,273 $ 1.27 $ 1.31 50 Additional stock reserved - - $ - $ - - Granted - - $ - $ - - Exercised - (32,524 ) $ 0.10 $ 0.98 - Forfeited 59,976 (59,976 ) $ - $ - - Expired - - $ 5.30 $ 2.39 - Balance December 31, 2015 99,303 306,773 $ 0.36 $ 1.01 41 The Company recorded $71,530 and $154,199 compensation expense for stock options to consultants for the years ended December 31, 2015, 2014, respectively. As of December 31, 2015, unrecognized compensation expense of $173,722 is related to non-vested options granted to consultants which is anticipated to be recognized over the next 49 months, commensurate with the vesting schedules. 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: Outstanding Warrants Shares Available for Grant Number of Shares Weighted Average Exercise Price per Share Weighted Average Grant Date Fair Value per Share Weighted Average Remaining Exercise Term in Months Balance, December 31, 2013 433,959 313,089 $ 4.64 $ 2.07 24 Additional stock reserved - - $ - $ - - Granted (159,861 ) 159,861 $ 1.68 $ 0.56 34 Exercised - - $ - $ - - Forfeited - - $ - $ - - Expired - (62,801 ) $ 3.89 $ 1.84 - Balance, December 31, 2014 274,098 410,149 $ 3.59 $ 1.51 14 Additional stock reserved - - $ - $ - - Granted (63,871 ) 63,871 $ 1.40 $ 1.17 59 Exercised - (161,719 ) $ 2.36 $ 1.09 - Forfeited - (5,478 ) $ - $ - - Expired - - $ 4.18 $ 1.82 - Balance December 31, 2015 210,227 306,823 $ 2.79 $ 1.26 9 The Company recorded $32,944 and $88,733 compensation expense for stock warrants to the placement agent and consultants for the years ended December 31, 2015 and 2014, respectively. 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 10,000 shares of common stock at an exercise price of $5.00 per share for a period of one year. In May 2012, a director and officer received 10,000 2012 Warrants to acquire common stock of the Company at an exercise price of $5.00 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 2012 Notes and 2012 Warrants. In November 2012, the Company entered into a Note and Warrant Amendment and Conversion Agreement whereby the holders and 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 $2.50 per share. The $7,388 cost of the reduction in the exercise price is included in stock based compensation expense for the year ended December 31, 2012. The following table summarizes warrant activity for directors and officers: Outstanding Warrants Shares Available for Grant Number of Shares Weighted Average Exercise Price per Share Weighted Average Grant Date Fair Value per Share Weighted Average Remaining Exercise Term in Months Balance, December 31, 2013 348,925 338,925 $ 17.83 $ 0.95 22 Additional stock reserved - - $ - $ - - Granted - - $ 1.68 $ - - Exercised - - $ - $ - - Forfeited - - $ - $ - - Expired - - $ - $ - - Balance, December 31, 2014 348,925 338,925 $ 17.83 $ 0.95 9 Additional stock reserved - - $ - $ - - Granted - - $ - $ - - Exercised - - $ - $ - - Forfeited - - $ - $ - - Expired - - $ 5.00 $ 0.12 - Balance December 31, 2015 348,925 338,925 $ 20.00 $ 1.02 4 The Company recorded no compensation expense for stock warrants to directors and officers for the years ended December 31, 2015 and 2014, 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, 2015 | |
Recent Pronouncements [Abstract] | |
RECENT PRONOUNCEMENTS | 8. RECENT PRONOUNCEMENTS In August 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. The amendments in this update defer the effective date of Update 2014-09 for all entities by one year. Public companies should apply the guidance in Update 2014-09 to annual reporting periods beginning after December 31, 2017, including interim reporting periods within that reporting period. Early adoption is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. In June 2014, The FASB issued ASU No. 2014-12, Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. The amendments in the ASU require that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Topic 718, Compensation – Stock Compensation, as it relates to awards with performance conditions that affect vesting to account for such awards. The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The effective date is the same for both public business entities and all other entities. We do not expect the adoption of these provisions to have a significant impact on the Company’s consolidated financial statements. |
Private Placement Memorandum
Private Placement Memorandum | 12 Months Ended |
Dec. 31, 2015 | |
Private Placement Memorandum [Abstract] | |
PRIVATE PLACEMENT MEMORANDUM | 9. PRIVATE PLACEMENT MEMORANDUM During 2015, the Company entered into a placement agency agreement with a third party to assist in raising capital. Direct costs of this private placement memorandum (PPM) will be deferred and reduce the proceeds from the shares sold in the PPM. If the PPM is not completed, all costs will be charged to expense in the period in which the PPM is terminated. Costs of $2,271,637 have been incurred and capitalized related to this PPM as of December 31, 2015 and are recorded in prepaid expenses, deposits and deferred costs. Total amount to be converted to common stock is $13,534,426 and are recorded as notes payab41le. Net proceeds to the Company are expected to be $12,242,104 at the completion of this conversion. |
Summary of Significant Accoun17
Summary of Significant Accounting Principles (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Principles [Abstract] | |
Nature of operations and principles of consolidation | Nature of operations and principles of consolidation Workhorse Group Inc. (Workhorse, the Company, we, us or our) designs, develops, manufactures, and sells high-performance, medium-duty trucks with advanced powertrain components under the Workhorse chassis brand. Workhorse, formerly known as Title Starts Online, Inc. and AMP Holding Inc., was 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 vehicles 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, the Company 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, LLC. The assets included in this transaction included: the Workhorse brand, access to the dealer network of 440 dealers nationwide, intellectual property, and all physical assets which included the approximately 250,000 sq. ft. of facilities on 48 acres of land in Union City, Indiana. This acquisition allows the Company to position itself 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 experimental vehicles. On April 16, 2015 the Company filed Articles of Merger with the Secretary of State of the State of Nevada to change the name from “AMP Holding Inc.” to “Workhorse Group Inc.”. The Company believed that this change will allow investors, customers and suppliers to better associate the Company with the Workhorse brand, which is well known in the market. |
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. 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 successfully carry out 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’ deficit. |
Financial instruments | Financial instruments The carrying amounts of financial instruments including cash, inventory, accounts payable and short-term debt approximate fair value because of the relatively short maturity of these instruments. |
Inventory | Inventory Inventory is stated at the lower of cost or market. |
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 |
Common stock | Common 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. Management filed the certificate of amendment decreasing the authorized shares of common stock with the State of Nevada on September 8, 2010. On February 11, 2015, the Company filed a certificate of amendment to its articles of incorporation to increase the authorized shares of common stock to 50,000,000. On December 9, 2015, the Company filed a Certificate of Amendment to its Certificate of Incorporation to implement a one-for-ten reverse split of the Corporation’s issued and outstanding common stock (the “Reverse Stock Split”), as authorized by the stockholders of the Company. The Reverse Stock Split became effective at the open of trading on December 11, 2015 (the “Effective Date”). As of the Effective Date, every ten shares of issued and outstanding common stock were combined into one newly issued share of common stock. No fractional shares were issued in connection with the Reverse Stock Split. Total cash payments made by the Company to stockholders in lieu of fractional shares was not material. All references in the financial statements and MD&A to number of common shares, price per share and weighted average shares of common stock have been adjusted to reflect the Reverse Stock Split on a retroactive basis for all prior periods presented, unless otherwise not 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. There are no shares of preferred stock outstanding. Common Stock - The Company has authorized 50,000,000 shares of common stock with a par value of $0.001 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. |
Income taxes | Income taxes With the consent of its shareholders, at the date of inception, the Company 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, 2015 cumulative deferred tax assets of approximately $11.6 million are fully reserved, and no provision or liability for federal or state income taxes has been included in the financial statements. Carryover amount are: Approximate net Carryover to be used 3.6 2030 6.7 2031 3.9 2032 4.7 2033 6.1 2034 9.0 2035 |
Research and development costs | Research and development costs The Company expenses research and development costs as they are incurred. Research and Development costs were approximately $4.7 million and $3.4 million for the years ended December 31, 2015 and 2014 respectively, consisting primarily of personnel costs for our teams in engineering and research, prototyping expense, and contract and professional services. Union City plant expenses prior to the start of production are also included in research and development expenses. |
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. |
Subsequent events | Subsequent events The Company evaluates events and transactions occurring subsequent to the date of the consolidated financial statements for matters requiring recognition or disclosure in the consolidated financial statements. The accompanying consolidated financial statements consider events through March 25, 2016, the date on which the consolidated financial statements were available to be issued. |
Summary of Significant Accoun18
Summary of Significant Accounting Principles (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Summary of Significant Accounting Principles [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 |
Income taxes | Approximate net Carryover to be used 3.6 2030 6.7 2031 3.9 2032 4.7 2033 6.1 2034 9.0 2035 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant And Equipment [Abstract] | |
Schedule of property plant and equipment, net | December 31, 2015 December 31, 2014 Land 300,000 300,000 Buildings 3,800,000 3,800,000 Leasehold Improvements 19,225 19,225 Construction in progress - 23,104 Software 27,721 27,721 Equipment 724,507 670,183 Vehicles and prototypes 198,965 164,959 5,070,418 5,005,192 Less accumulated depreciation (1,334,059 ) (962,833 ) 3,736,359 4,042,359 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Long-Term Debt/ Subscription Agreements [Abstract] | |
Schedule of long-term debt | December 31, 2015 December 31, 2014 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 $3,628,354 at December 31, 2015 2,722,500 2,475,000 Note payable, Bank due in monthly installments of $635 including interest at 5.04%. The note was paid during 2015. - 4,711 Note payable, vendor due in monthly installments of $439 including interest at 8.00%. The note was paid during 2015 - 334 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 2,772,500 2,530,045 Less current portion 2,772,500 35,904 Long term debt - 2,494,141 |
Lease Obligations (Tables)
Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Lease Obligations [Abstract] | |
Schedule of aggregate maturities of lease obligations | 2016 161,588 2017 166,435 2018 127,614 455,637 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stock Options [Member] | Directors, officers and employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of summarizes of option activity | Outstanding Stock Options Shares Available for Grant Number of Shares Weighted Average Exercise Price per Share Weighted Average Grant Date Fair Value per Share Weighted Average Remaining Exercise Term in Months Balance, December 31, 2013 448,500 799,475 $ 4.49 $ 2.30 36 Additional stock reserved 500,000 - $ - $ - - Granted (867,593 ) 867,593 $ 0.49 $ 0.85 58 Exercised - - $ - $ - - Forfeited - - $ - $ - - Expired - - $ - $ - - Balance, December 31, 2014 80,907 1,667,068 $ 2.34 $ 1.52 41 Additional stock reserved 1,120,000 - $ - $ - - Granted (443,436 ) 443,436 $ 1.93 $ 1.29 55 Exercised - (130,070 ) $ 1.30 $ 0.75 - Forfeited - - $ - $ - - Expired - - $ 3.03 $ 1.25 - Balance December 31, 2015 757,471 1,980,434 $ 2.21 $ 1.46 49 |
Stock Options [Member] | Consultants [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of summarizes of option activity | Outstanding Stock Options Shares Available for Grant Number of Shares Weighted Weighted Weighted Balance, December 31, 2013 97,100 141,500 $ 4.06 $ 1.96 34 Additional stock reserved 200,000 - $ - $ - - Granted (296,773 ) 296,773 $ 0.10 $ 1.00 54 Exercised - - $ - $ - - Forfeited 20,000 (20,000 ) $ - $ - - Expired 19,000 (19,000 ) $ 5.00 $ 1.73 - Balance, December 31, 2014 39,327 399,273 $ 1.27 $ 1.31 50 Additional stock reserved - - $ - $ - - Granted - - $ - $ - - Exercised - (32,524 ) $ 0.10 $ 0.98 - Forfeited 59,976 (59,976 ) $ - $ - - Expired - - $ 5.30 $ 2.39 - Balance December 31, 2015 99,303 306,773 $ 0.36 $ 1.01 41 |
Warrant [Member] | Placement agent and consultants [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of summarize of warrant activity | Outstanding Warrants Shares Available for Grant Number of Shares Weighted Average Exercise Price per Share Weighted Average Grant Date Fair Value per Share Weighted Average Remaining Exercise Term in Months Balance, December 31, 2013 433,959 313,089 $ 4.64 $ 2.07 24 Additional stock reserved - - $ - $ - - Granted (159,861 ) 159,861 $ 1.68 $ 0.56 34 Exercised - - $ - $ - - Forfeited - - $ - $ - - Expired - (62,801 ) $ 3.89 $ 1.84 - Balance, December 31, 2014 274,098 410,149 $ 3.59 $ 1.51 14 Additional stock reserved - - $ - $ - - Granted (63,871 ) 63,871 $ 1.40 $ 1.17 59 Exercised - (161,719 ) $ 2.36 $ 1.09 - Forfeited - (5,478 ) $ - $ - - Expired - - $ 4.18 $ 1.82 - Balance December 31, 2015 210,227 306,823 $ 2.79 $ 1.26 9 |
Warrant [Member] | Directors and officers [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of summarize of warrant activity | Outstanding Warrants Shares Available for Grant Number of Shares Weighted Average Exercise Price per Share Weighted Average Grant Date Fair Value per Share Weighted Average Remaining Exercise Term in Months Balance, December 31, 2013 348,925 338,925 $ 17.83 $ 0.95 22 Additional stock reserved - - $ - $ - - Granted - - $ 1.68 $ - - Exercised - - $ - $ - - Forfeited - - $ - $ - - Expired - - $ - $ - - Balance, December 31, 2014 348,925 338,925 $ 17.83 $ 0.95 9 Additional stock reserved - - $ - $ - - Granted - - $ - $ - - Exercised - - $ - $ - - Forfeited - - $ - $ - - Expired - - $ 5.00 $ 0.12 - Balance December 31, 2015 348,925 338,925 $ 20.00 $ 1.02 4 |
Summary of Significant Accoun23
Summary of Significant Accounting Principles (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Buildings [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 30 years |
Buildings [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 15 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 7 years |
Software [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 6 years |
Software [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Vehicles and prototypes [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Vehicles and prototypes [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Summary of Significant Accoun24
Summary of Significant Accounting Principles (Details 1) $ in Millions | Dec. 31, 2015USD ($) |
Summary of Significant Accounting Principles [Abstract] | |
Net operating losses available for 2030 | $ 3.6 |
Net operating losses available for 2031 | 6.7 |
Net operating losses available for 2032 | 3.9 |
Net operating losses available for 2033 | 4.7 |
Net operating losses available for 2034 | 6.1 |
Net operating losses available for 2035 | $ 9 |
Summary of Significant Accoun25
Summary of Significant Accounting Principles (Details Textual) - USD ($) | 1 Months Ended | |
Sep. 18, 2008 | Dec. 31, 2007 | |
Summary of Significant Accounting Prinicples (Textual) | ||
Amount raise by subscriptions of common stock | $ 50,000 | |
Subscriptions for aggregate shares of common stock | 200,000 | |
Offering costs of common stock shares | $ 46,234 | |
Shareholder [Member] | ||
Summary of Significant Accounting Prinicples (Textual) | ||
Amount raise by subscriptions of common stock | $ 3,100 |
Summary of Significant Accoun26
Summary of Significant Accounting Principles (Details Textual 1) - Amp Electric Vehicles Inc [Member] - Share Exchange Agreement [Member] | 1 Months Ended |
Dec. 28, 2009shares | |
Summary of Significant Accounting Prinicples (Textual) | |
Number of outstanding securities in exchange of common stock | 14,890,904 |
Business Acquisition, Description of Acquired Entity | Company acquired 100% of the outstanding securities. |
Summary of Significant Accoun27
Summary of Significant Accounting Principles (Details Textual 2) | Mar. 13, 2013ft²aINF |
Summary of Significant Accounting Prinicples (Textual) | |
Number of dealers | INF | 440 |
Area of facilities covered (in sq ft) | ft² | 250,000 |
Area of land (in acres) | a | 48 |
Summary of Significant Accoun28
Summary of Significant Accounting Principles (Details Textual 3) - $ / shares | 1 Months Ended | |||
Apr. 22, 2010 | Dec. 31, 2015 | Feb. 11, 2015 | Dec. 31, 2014 | |
Summary of Significant Accounting Prinicples (Textual) | ||||
Forward stock split | 14:1 | |||
Number of authorized shares of preferred stock | 75,000,000 | 75,000,000 | ||
Preferred stock, par value (per share) | $ 0.001 | $ 0.001 | ||
Number of authorized shares of common stock | 50,000,000 | 50,000,000 | 50,000,000 | |
Common stock, par value (per share) | $ 0.001 | $ 0.001 |
Summary of Significant Accoun29
Summary of Significant Accounting Principles (Details Textual 4) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of Significant Accounting Prinicples (Textual) | ||
Cumulative deferred tax assets | $ 11,600,000 | |
Research and development | $ 4,740,331 | $ 3,436,751 |
Expected volatility rate of stock | 50.00% |
Property, Plant and Equipment30
Property, Plant and Equipment (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | $ 5,070,418 | $ 5,005,192 |
Less accumulated depreciation | (1,334,059) | (962,833) |
Property, plant and equipment, Net | 3,736,359 | 4,042,359 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 300,000 | 300,000 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 3,800,000 | 3,800,000 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | $ 19,225 | 19,225 |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 23,104 | |
Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | $ 27,721 | 27,721 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 724,507 | 670,183 |
Vehicles and prototypes [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | $ 198,965 | $ 164,959 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 2,772,500 | $ 2,530,045 |
Less current portion | $ 2,772,500 | 35,904 |
Long-term debt | 2,494,141 | |
Secured debenture payable to Workhorse Custom Chassis due on March 2016 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 2,722,500 | 2,475,000 |
Notes payable to banks due on december 2015 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 4,711 | |
Notes payable to vendor due December 2014 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 334 | |
Notes payable to city of Loveland due on October 2016 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 50,000 | $ 50,000 |
Long-Term Debt (Parenthetical)
Long-Term Debt (Parenthetical) (Details) | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Secured Debenture Payable To Workhorse Custom Chassis Due On March 2016 [Member] | |
Debt Instrument [Line Items] | |
Percentage of interest payable on maturity date | 10.00% |
Net book value of note secured by equipment | $ 3,628,354 |
Notes payable to banks due on december 2015 [Member] | |
Debt Instrument [Line Items] | |
Monthly installments of note payable | $ 635 |
Percentage of interest payable on maturity date | 5.04% |
Notes Payable To Vendor Due December 2014 [Member] | |
Debt Instrument [Line Items] | |
Monthly installments of note payable | $ 439 |
Percentage of interest payable on maturity date | 8.00% |
Notes payable to city of Loveland due on October 2016 [Member] | |
Debt Instrument [Line Items] | |
Annual installments of notes payable | $ 10,241 |
Percentage of interest payable on maturity date | 8.00% |
Long-Term Debt (Details Textual
Long-Term Debt (Details Textual) | 12 Months Ended | |
Dec. 31, 2015USD ($)Employee | Dec. 31, 2013USD ($) | |
Long-Term Debt (Textual) | ||
Payments to escrow account | $ 22,900 | |
Incentive payment to 30 employees by October 31, 2013 [Member] | ||
Long-Term Debt (Textual) | ||
Number of employees | Employee | 30 | |
Payroll of employees | $ 135,000 | |
Incentive payment to 40 employee by July 31, 2014 [Member] | ||
Long-Term Debt (Textual) | ||
Number of employees | Employee | 40 | |
Payroll of employees | $ 175,000 | |
Incentive payment to 40 employee thereafter [Member] | ||
Long-Term Debt (Textual) | ||
Number of employees | Employee | 40 | |
Payroll of employees | $ 175,000 |
Subscription Agreements (Detail
Subscription Agreements (Details) - USD ($) | Dec. 30, 2014 | Dec. 08, 2014 | Nov. 24, 2014 | Dec. 31, 2015 |
Subscription Agreements (Textual) | ||||
Warrant exercisable price | $ 133,686 | |||
Warrant [Member] | Securities Purchase Agreements And Security Agreements [Member] | ||||
Subscription Agreements (Textual) | ||||
Warrant exercisable price | $ 343,000 | $ 700,000 | $ 200,000 | |
Unsecured convertible promissory [Member] | Warrant [Member] | ||||
Subscription Agreements (Textual) | ||||
Convertible promissory note percentage | 14.00% | |||
Secured convertible debentures | $ 1,243,000 | |||
Common stock purchase warrants | 443,929 | |||
Maturity term | 5 years | |||
Exercise price of warrants | $ 1.40 |
Shareholder and Related Party35
Shareholder and Related Party Advances (Details) | Dec. 31, 2015USD ($) |
Shareholder and Related Party Advances (Textual) | |
Deposits | $ 111,700 |
Lease Obligations (Details)
Lease Obligations (Details) | Dec. 31, 2015USD ($) |
Lease Obligations [Abstract] | |
2,016 | $ 161,588 |
2,017 | 166,435 |
2,018 | 127,614 |
Aggregate maturities of lease obligations, Total | $ 455,637 |
Lease Obligations (Details Text
Lease Obligations (Details Textual) - USD ($) | Oct. 01, 2011 | Dec. 31, 2015 | Dec. 31, 2014 |
Lease Obligations (Textual) | |||
Rent expenses | $ 157,000 | $ 152,000 | |
Operating Facilities [Member] | |||
Lease Obligations (Textual) | |||
Lease expiration date | Sep. 30, 2018 | ||
Future minimum monthly lease payments | $ 12,598 | ||
Lease payments increased for each year | 3.00% | ||
Security deposit | $ 12,275 |
Stock Based Compensation (Detai
Stock Based Compensation (Details) - Stock Options [Member] - Directors, officers and employees [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Shares Available for Grant | ||
Shares Available for Grant, Outstanding, Beginning Balance | 80,907 | 448,500 |
Shares Available for Grant, Additional stock reserved | 1,120,000 | 500,000 |
Shares Available for Grant, Granted | (443,436) | (867,593) |
Shares Available for Grant, Exercised | ||
Shares Available for Grant, Forfeited | ||
Shares Available for Grant, Expired | ||
Shares Available for Grant, Outstanding, Ending Balance | 757,471 | 80,907 |
Number of Shares | ||
Number of Shares, Outstanding, Beginning balance | 1,667,068 | 799,475 |
Number of Shares, Outstanding, Additional stock reserved | ||
Number of Shares, Granted | 443,436 | 867,593 |
Number of Shares, Exercised | (130,070) | |
Number of Shares, Forfeited | ||
Number of Shares, Expired | ||
Number of Shares, Outstanding, Ending balance | 1,980,434 | 1,667,068 |
Weighted Average Exercise Price per Share | ||
Weighted Average Exercise Price per Share, Beginning Balance | $ 2.34 | $ 4.49 |
Weighted Average Exercise Price per Share, Granted | 1.93 | $ 0.49 |
Weighted Average Exercise Price per Share, Exercised | $ 1.30 | |
Weighted Average Exercise Price per Share, Forfeited | ||
Weighted Average Exercise Price per Share, Expired | $ 3.03 | |
Weighted Average Exercise Price per Share, Ending Balance | 2.21 | $ 2.34 |
Weighted Average Grant Date Fair Value per Share | ||
Weighted Average Grant Date Fair Value per Share, Beginning Balance | 1.52 | 2.30 |
Weighted Average Grant Date Fair Value per Share, Granted | 1.29 | $ 0.85 |
Weighted Average Grant Date Fair Value per Share, Exercised | $ 0.75 | |
Weighted Average Grant Date Fair Value per Share, Forfeited | ||
Weighted Average Grant Date Fair Value per Share, Expired | $ 1.25 | |
Weighted Average Grant Date Fair Value per Share, Ending Balance | $ 1.46 | $ 1.52 |
Weighted Average Remaining Exercise Term in Months | ||
Weighted Average Remaining Exercise Term in Months, Beginning Balance | 41 months | 36 months |
Weighted Average Remaining Exercise Term in Months, Granted | 55 months | 58 months |
Weighted Average Remaining Exercise Term in Months, Ending Balance | 49 months | 41 months |
Stock Based Compensation (Det39
Stock Based Compensation (Details 1) - Stock Options [Member] - Consultants [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Shares Available for Grant | ||
Shares Available for Grant, Outstanding, Beginning Balance | 39,327 | 97,100 |
Shares Available for Grant, Additional stock reserved | 200,000 | |
Shares Available for Grant, Granted | (296,773) | |
Shares Available for Grant, Exercised | ||
Shares Available for Grant, Forfeited | 59,976 | 20,000 |
Shares Available for Grant, Expired | 19,000 | |
Shares Available for Grant, Outstanding, Ending Balance | 99,303 | 39,327 |
Number of Shares | ||
Number of Shares, Outstanding, Beginning balance | 399,273 | 141,500 |
Number of Shares, Outstanding, Additional stock reserved | ||
Number of Shares, Granted | 296,773 | |
Number of Shares, Exercised | (32,524) | |
Number of Shares, Forfeited | (59,976) | (20,000) |
Number of Shares, Expired | (19,000) | |
Number of Shares, Outstanding, Ending balance | 306,773 | 399,273 |
Weighted Average Exercise Price per Share | ||
Weighted Average Exercise Price per Share, Beginning Balance | $ 1.27 | $ 4.06 |
Weighted Average Exercise Price per Share, Granted | $ 0.10 | |
Weighted Average Exercise Price per Share, Exercised | $ 0.10 | |
Weighted Average Exercise Price per Share, Forfeited | ||
Weighted Average Exercise Price per Share, Expired | $ 5.30 | $ 5 |
Weighted Average Exercise Price per Share, Ending Balance | 0.36 | 1.27 |
Weighted Average Grant Date Fair Value per Share | ||
Weighted Average Grant Date Fair Value per Share, Beginning Balance | $ 1.31 | 1.96 |
Weighted Average Grant Date Fair Value per Share, Granted | $ 1 | |
Weighted Average Grant Date Fair Value per Share, Exercised | $ 0.98 | |
Weighted Average Grant Date Fair Value per Share, Forfeited | ||
Weighted Average Grant Date Fair Value per Share, Expired | $ 2.39 | $ 1.73 |
Weighted Average Grant Date Fair Value per Share, Ending Balance | $ 1.01 | $ 1.31 |
Weighted Average Remaining Exercise Term in Months | ||
Weighted Average Remaining Exercise Term in Months, Beginning Balance | 50 years | 34 years |
Weighted Average Remaining Exercise Term in Months, Granted | 54 years | |
Weighted Average Remaining Exercise Term in Months, Ending Balance | 41 years | 50 years |
Stock Based Compensation (Det40
Stock Based Compensation (Details 2) - Warrant [Member] - Placement agent and consultants [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Shares Available For Grant [Roll Forward] | ||
Shares Available For Grant, Outstanding, Beginning Balance | 274,098 | 433,959 |
Shares Available For Grant, Additional stock reserved | ||
Shares Available For Grant, Granted | (63,871) | (159,861) |
Shares Available For Grant, Exercised | ||
Shares Available For Grant, Forfeited | ||
Shares Available For Grant Warrants Expired | ||
Shares Available For Grant, Outstanding, Ending Balance | 210,227 | 274,098 |
Number of Shares | ||
Number of Shares, Outstanding, Beginning Balance | 410,149 | 313,089 |
Number of Shares, Additional stock reserved | ||
Number of Shares, Granted | 63,871 | 159,861 |
Number of Shares, Exercised | (161,719) | |
Number of Shares, Forfeited | (5,478) | |
Number of Shares, Expired | (62,801) | |
Number of Shares, Outstanding, Ending Balance | 306,823 | 410,149 |
Weighted Average Exercise Price per Share | ||
Weighted Average Exercise Price per Share, Beginning Balance | $ 3.59 | $ 4.64 |
Weighted Average Exercise Price per Share, Additional stock reserved | ||
Weighted Average Exercise Price per Share, Granted | $ 1.40 | $ 1.68 |
Weighted Average Exercise Price per Share, Exercised | $ 2.36 | |
Weighted Average Exercise Price per Share, Forfeited | ||
Weighted Average Exercise Price per Share, Expired | $ 4.18 | $ 3.89 |
Weighted Average Exercise Price per Share, Outstanding, Ending Balance | 2.79 | 3.59 |
Weighted Average Grant Fair Value Per Share | ||
Weighted Average Grant Date Fair Value per Share, Outstanding, Beginning Balance | 1.51 | 2.07 |
Weighted Average Grant Date Fair Value per Share, Granted | 1.17 | $ 0.56 |
Weighted Average Grant Date Fair Value per Share, Exercised | $ 1.09 | |
Weighted Average Grant Date Fair Value per Share, Forfeited | ||
Weighted Average Grant Date Fair Value per Share, Expired | $ 1.82 | $ 1.84 |
Weighted Average Grant Date Fair Value per Share, Ending Balance | $ 1.26 | $ 1.51 |
Weighted Average Remaining Exercise Term [Roll Forward] | ||
Weighted Average Remaining Exercise Term in Months, Beginning Balance | 14 years | 24 years |
Weighted Average Remaining Exercise Term in Months, Granted | 59 years | 34 years |
Weighted Average Remaining Exercise Term in Months, Ending Balance | 9 years | 14 years |
Stock Based Compensation (Det41
Stock Based Compensation (Details 3) - Warrant [Member] - Directors and officers [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Shares Available for Grant | ||
Shares Available For Grant, Outstanding, Beginning Balance | 348,925 | 348,925 |
Shares Available For Grant, Additional stock reserved | ||
Shares Available For Grant, Granted | ||
Shares Available For Grant, Exercised | ||
Shares Available For Grant, Forfeited | ||
Shares Available For Grant Warrants Expired | ||
Shares Available For Grant, Outstanding, Ending Balance | 348,925 | 348,925 |
Number of Shares | ||
Number of Shares, Outstanding, Beginning Balance | 338,925 | 338,925 |
Number of Shares, Additional stock reserved | ||
Number of Shares, Granted | ||
Number of Shares, Exercised | ||
Number of Shares, Forfeited | ||
Number of Shares, Expired | ||
Number of Shares, Outstanding, Ending Balance | 338,925 | 338,925 |
Weighted Average Exercise Price per Share | ||
Weighted Average Exercise Price per Share, Beginning Balance | $ 17.83 | $ 17.83 |
Weighted Average Exercise Price per Share, Additional stock reserved | ||
Weighted Average Exercise Price per Share, Granted | $ 1.68 | |
Weighted Average Exercise Price per Share, Exercised | ||
Weighted Average Exercise Price per Share, Forfeited | ||
Weighted Average Exercise Price per Share, Expired | $ 5 | |
Weighted Average Exercise Price per Share, Outstanding, Ending Balance | 20 | $ 17.83 |
Weighted Average Grant Fair Value Per Share | ||
Weighted Average Grant Date Fair Value per Share, Outstanding, Beginning Balance | $ 0.95 | $ 0.95 |
Weighted Average Grant Date Fair Value per Share, Granted | ||
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 | $ 0.12 | |
Weighted Average Grant Date Fair Value per Share, Ending Balance | $ 1.02 | $ 0.95 |
Weighted Average Remaining Exercise Term | ||
Weighted Average Remaining Exercise Term in Months, Beginning Balance | 9 years | 22 years |
Weighted Average Remaining Exercise Term in Months, Ending Balance | 4 years | 9 years |
Stock Based Compensation (Det42
Stock Based Compensation (Details Textual) - Stock Options [Member] - Directors, officers and employees [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Stock Based Compensation (Textual) | ||
Number of shares authorized | 1,100,000 | |
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 | $ 298,044 | $ 171,665 |
Unrecognized compensation expense | $ 1,435,603 | |
Recognized period for non-vested warrants granted to consultants anticipated | 49 months | |
Minimum [Member] | ||
Stock Based Compensation (Textual) | ||
Term of fair market value of options granted | 3 years | |
Maximum [Member] | ||
Stock Based Compensation (Textual) | ||
Term of fair market value of options granted | 5 years |
Stock Based Compensation (Det43
Stock Based Compensation (Details Textual 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Warrant [Member] | Placement agent and consultants [Member] | ||
Stock Based Compensation (Textual) | ||
Stock based compensation | $ 32,944 | $ 88,733 |
Stock Options [Member] | Consultants [Member] | ||
Stock Based Compensation (Textual) | ||
Stock based compensation | 71,530 | $ 154,199 |
Unrecognized compensation expense | $ 173,722 | |
Recognized period for non-vested warrants granted to consultants anticipated | 49 months |
Stock Based Compensation (Det44
Stock Based Compensation (Details Textual 2) - USD ($) | 1 Months Ended | 10 Months Ended | 12 Months Ended | ||||
May. 31, 2012 | Nov. 30, 2011 | May. 31, 2011 | Jun. 30, 2012 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2012 | |
Stock Based Compensation (Textual) | |||||||
Amount of debt converted into 2012 Notes and 2012 Warrants | |||||||
Warrant [Member] | 2012 Notes [Member] | |||||||
Stock Based Compensation (Textual) | |||||||
Exercise price of warrants | $ 2.50 | ||||||
Warrant [Member] | Directors and Officers [Member] | |||||||
Stock Based Compensation (Textual) | |||||||
Exercise price of warrants | $ 5 | $ 5 | $ 2 | ||||
Term of warrant exercisable | 3 years | 1 year | 5 years | ||||
Common stock purchase warrants | 10,000 | 10,000 | |||||
Stock based compensation | |||||||
Cost of reduction in exercise price of warrants | $ 7,388 | ||||||
Warrant [Member] | Directors and Officers [Member] | 2012 Notes [Member] | |||||||
Stock Based Compensation (Textual) | |||||||
Amount of debt converted into 2012 Notes and 2012 Warrants | $ 389,250 |
Private Placement Memorandum (D
Private Placement Memorandum (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Private Placement Memorandum (Textual) | ||
Prepaid expenses, deposits and deferred costs | $ 2,271,637 | |
Notes payable | 13,534,426 | $ 1,243,000 |
Proceeds from conversion of stock | $ 12,242,104 |