Document_and_Entity_Informatio
Document and Entity Information Document and Entity Information | 9 Months Ended |
Sep. 30, 2013 | |
Document and Entity Information [Abstract] | ' |
Entity Registrant Name | 'TECOGEN INC. |
Entity Central Index Key | '0001537435 |
Current Fiscal Year End Date | '--12-31 |
Entity Filer Category | 'Smaller Reporting Company |
Document Type | '10-Q |
Document Period End Date | 30-Sep-13 |
Document Fiscal Year Focus | '2013 |
Document Fiscal Period Focus | 'Q3 |
Amendment Flag | 'false |
Entity Common Stock, Shares Outstanding | 13,574,474 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Current assets: | ' | ' |
Cash and cash equivalents | $492,734 | $1,572,785 |
Short-term investments-restricted | 0 | 181,859 |
Accounts receivable, net | 2,301,012 | 2,700,243 |
Unbilled revenue | 140,081 | 0 |
Inventory, net | 4,335,207 | 3,356,622 |
Due from related party | 0 | 55,837 |
Prepaid and other current assets | 530,519 | 402,846 |
Total current assets | 7,799,553 | 8,270,192 |
Property, plant and equipment, net | 644,983 | 435,612 |
Intangible assets, net | 904,605 | 372,020 |
Goodwill | 40,870 | 0 |
Other assets | 72,425 | 39,425 |
TOTAL ASSETS | 9,462,436 | 9,117,249 |
Current liabilities: | ' | ' |
Demand notes payable, related party | 2,537,500 | 1,337,500 |
Current portion of convertible debentures, related party | 90,967 | 90,967 |
Accounts payable | 2,897,641 | 1,151,010 |
Accrued expenses | 1,091,277 | 807,922 |
Deferred revenue | 909,575 | 677,919 |
Due to related party | 396,328 | 0 |
Interest payable, related party | 198,723 | 126,170 |
Total current liabilities | 8,122,011 | 4,191,488 |
Long-term liabilities: | ' | ' |
Deferred revenue, net of current portion | 182,024 | 142,726 |
Total liabilities | 8,304,035 | 4,334,214 |
Commitments and contingencies (Note 5) | ' | ' |
Redeemable Common stock, $0.001 par value | 0 | 0 |
Tecogen Inc. shareholders’ equity: | ' | ' |
Common stock, $0.001 par value; 100,000,000 shares authorized; 13,574,474 and 13,611,974 issued and outstanding at September 30, 2013 and December 31, 2012, respectively | 54,298 | 54,448 |
Additional paid-in capital | 16,327,096 | 16,319,985 |
Accumulated deficit | -15,098,275 | -11,759,723 |
Total Tecogen Inc. stockholders’ equity | 1,283,119 | 4,614,710 |
Noncontrolling interest | -124,718 | 168,325 |
Total stockholders’ equity | 1,158,401 | 4,783,035 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $9,462,436 | $9,117,249 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Statement of Financial Position [Abstract] | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 13,574,474 | 13,611,974 |
Common stock, shares outstanding | 13,574,474 | 13,611,974 |
Redeemable common stock, par value | $0.00 | $0.00 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Revenues | ' | ' | ' | ' |
Products | $779,455 | $1,354,013 | $3,639,974 | $4,191,439 |
Services | 2,113,785 | 1,698,543 | 6,103,044 | 5,498,545 |
Total revenues | 2,893,240 | 3,052,556 | 9,743,018 | 9,689,984 |
Cost of sales | ' | ' | ' | ' |
Products | 571,803 | 846,679 | 2,793,743 | 2,803,296 |
Services | 1,228,805 | 1,021,453 | 3,930,806 | 2,900,211 |
Total cost of sales | 1,800,608 | 1,868,132 | 6,724,549 | 5,703,507 |
Gross profit | 1,092,632 | 1,184,424 | 3,018,469 | 3,986,477 |
Operating expenses | ' | ' | ' | ' |
General and administrative | 1,697,330 | 1,493,652 | 5,168,315 | 4,851,398 |
Selling | 488,895 | 450,305 | 1,054,366 | 915,842 |
Aborted public offering costs | 320,924 | 0 | 320,924 | 0 |
Total operating expenses | 2,507,149 | 1,943,957 | 6,543,605 | 5,767,240 |
Loss from operations | -1,414,517 | -759,533 | -3,525,136 | -1,780,763 |
Other income (expense) | ' | ' | ' | ' |
Interest and other income | 7,256 | 10,214 | 13,793 | 38,380 |
Interest expense | -45,072 | -17,802 | -104,836 | -53,406 |
Total other income (expense) | -37,816 | -7,588 | -91,043 | -15,026 |
Loss before income taxes | -1,452,333 | -767,121 | -3,616,179 | -1,795,789 |
Consolidated net loss | -1,452,333 | -767,121 | -3,616,179 | -1,795,789 |
Less: Loss attributable to the noncontrolling interest | 64,654 | 92,516 | 277,627 | 285,898 |
Net loss attributable to Tecogen Inc. | ($1,387,679) | ($674,605) | ($3,338,552) | ($1,509,891) |
Net loss per share - basic and diluted | ($0.11) | ($0.05) | ($0.25) | ($0.11) |
Weighted average shares outstanding - basic and diluted | 13,212,894 | 13,166,080 | 13,212,894 | 13,166,080 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Total | Common Stock 0.001 Par Value | Additional Paid-in Capital | Accumulated Deficit | Noncontrolling Interest |
Balance, beginning balance at Dec. 31, 2012 | $4,783,035 | $54,448 | $16,319,985 | ($11,759,723) | $168,325 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' |
Forfeiture of restricted stock grant | -350 | -150 | 0 | 0 | -200 |
Stock based compensation expense | -8,105 | 0 | 7,111 | 0 | -15,216 |
Loss available to stockholders | -3,338,552 | 0 | 0 | -3,338,552 | ' |
Net loss attributable to Tecogen Inc. | -3,616,179 | ' | ' | ' | -277,627 |
Balance, ending balance at Sep. 30, 2013 | $1,158,401 | $54,298 | $16,327,096 | ($15,098,275) | ($124,718) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Statement of Cash Flows [Abstract] | ' | ' |
Proceeds from Related Party Debt | $1,200,000 | $0 |
Business Acquisition, Purchase Price Allocation, Current Assets, Inventory | 17,400 | 0 |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net loss attributable to Tecogen Inc. | -3,616,179 | -1,795,789 |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 194,260 | 150,751 |
Provision (recovery) for losses on accounts receivable | -34,700 | 0 |
Provision (recovery) for inventory reserve | 0 | 5,800 |
Stock-based compensation | -8,105 | 232,828 |
Other Noncash Income (Expense) | 0 | 6,100 |
Changes in operating assets and liabilities | ' | ' |
Short-term investments | -202 | -4,497 |
Accounts receivable | 433,931 | -538,435 |
Inventory | -961,185 | -1,483,876 |
Unbilled revenue | -140,081 | 0 |
Due from related party | 55,837 | -141,725 |
Prepaid expenses and other current assets | -127,673 | -332,751 |
Increase (Decrease) in Other Operating Assets | -33,000 | 0 |
Increase (decrease) in: | ' | ' |
Accounts payable | 1,746,631 | 93,426 |
Accrued expenses | 283,355 | -123,372 |
Due to related party | 270,954 | 329,771 |
Deferred revenue | 396,328 | 0 |
Interest payable, related party | 72,553 | 47,306 |
Net cash used in operating activities | -1,467,276 | -3,554,463 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ' | ' |
Purchases of property and equipment | -163,824 | -172,587 |
Purchases of intangible assets | -332,862 | -92,965 |
Acquisition of Developed Technology | -497,800 | 0 |
Payments to Acquire Short-term Investments | 0 | 506,345 |
Proceeds from Sale of Short-term Investments | 182,061 | 0 |
Net cash provided by (used in) investing activities | -812,425 | 240,793 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ' | ' |
Conversion of accrued convertible debenture interest into common stock | 0 | 480,000 |
Proceeds from sale of subsidiary common stock | 0 | 500,000 |
Payments for Share-based Compensation Awards Forfeited | 350 | 0 |
Net cash provided by (used in) financing activities | 1,199,650 | 980,000 |
Net increase (decrease) in cash and cash equivalents | -1,080,051 | -2,333,670 |
Cash and cash equivalents, beginning of the period | 1,572,785 | 3,018,566 |
Cash and cash equivalents, end of the period | 492,734 | 684,896 |
Non-cash investing and financing activities: | ' | ' |
Interest paid | 7,235 | 0 |
Business Acquisition, Purchase Price Allocation, Property, Plant and Equipment | 199,530 | 0 |
Business Acquisition, Purchase Price Allocation, Amortizable Intangible Assets | 240,000 | 0 |
Business Acquisition, Purchase Price Allocation, Goodwill Amount | $40,870 | $0 |
Description_of_business_and_su
Description of business and summary of significant accounting policies | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||||
Description of business and summary of significant accounting policies | ' | |||||||||||||||
Description of business and summary of significant accounting policies | ||||||||||||||||
Description of business | ||||||||||||||||
Tecogen Inc. (the “Company”) (a Delaware Corporation) was organized on November 15, 2000, and acquired the assets and liabilities of the Tecogen Products division of Thermo Power Corporation. The Company produces commercial and industrial, natural-gas-fueled engine-driven, combined heat and power (CHP) products that reduce energy costs, decrease greenhouse gas emissions and alleviate congestion on the national power grid. The Company’s products supply electric power or mechanical power for cooling, while heat from the engine is recovered and purposefully used at a facility. The majority of the Company’s customers are located in regions with the highest utility rates, typically California, the Midwest and the Northeast. | ||||||||||||||||
Basis of Presentation | ||||||||||||||||
The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and therefore do not include all information and notes necessary for a complete presentation of our financial position, results of operations and cash flows, in conformity with generally accepted accounting principles. We filed audited financial statements which included all information and notes necessary for such presentation for the two years ended December 31, 2012 in conjunction with our 2012 Annual Report on Form 10-K, or our Annual Report, filed with the Securities and Exchange Commission, or SEC, on March 27, 2013. This form 10-Q should be read in conjunction with that Form 10-K. | ||||||||||||||||
The accompanying unaudited consolidated balance sheets, statements of operations and statements of cash flows reflect all adjustments (consisting only of normal recurring items) which are, in the opinion of management, necessary for a fair presentation of financial position at September 30, 2013, and of operations and cash flows for the interim periods ended September 30, 2013 and 2012. The results of operations for the interim periods ended September 30, 2013 are not necessarily indicative of the results to be expected for the year. | ||||||||||||||||
The accompanying consolidated financial statements include the accounts of the Company and its 65.0% owned subsidiary Ilios, whose business focus is on advanced heating systems for commercial and industrial applications. With the inclusion of unvested restricted stock awards, the Company's owns 63.7% of Ilios. | ||||||||||||||||
The Company’s operations are comprised of one business segment. Our business is to manufacture and support highly efficient CHP products based on engines fueled by natural gas. | ||||||||||||||||
Use of Estimates | ||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||||||||||||||
Revenue Recognition | ||||||||||||||||
Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable and collectability is reasonably assured. Generally, sales of cogeneration and chiller units and parts are recognized when shipped and services are recognized over the term of the service period. Payments received in advance of services being performed are recorded as deferred revenue. | ||||||||||||||||
Infrequently, the Company recognizes revenue in certain circumstances before delivery has occurred (commonly referred to as bill and hold transactions). In such circumstances, among other things, risk of ownership has passed to the buyer, the buyer has made a written fixed commitment to purchase the finished goods, the buyer has requested the finished goods be held for future delivery as scheduled and designated by them, and no additional performance obligations exist by the Company. For these transactions, the finished goods are segregated from inventory and normal billing and credit terms are granted. For the nine months ended September 30, 2013 and 2012 no revenues were recorded as bill and hold transactions. | ||||||||||||||||
For those arrangements that include multiple deliverables, the Company first determines whether each service or deliverable meets the separation criteria of FASB ASC 605-25, Revenue Recognition—Multiple-Element Arrangements. In general, a deliverable (or a group of deliverables) meets the separation criteria if the deliverable has stand-alone value to the customer and if the arrangement includes a general right of return related to the delivered item and delivery or performance of the undelivered item(s) is considered probable and substantially in control of the Company. Each deliverable that meets the separation criteria is considered a separate ‘‘unit of accounting”. The Company allocates the total arrangement consideration to each unit of accounting using the relative fair value method. The amount of arrangement consideration that is allocated to a delivered unit of accounting is limited to the amount that is not contingent upon the delivery of another unit of accounting. | ||||||||||||||||
When vendor-specific objective evidence or third-party evidence is not available, adopting the relative fair value method of allocation permits the Company to recognize revenue on specific elements as completed based on the estimated selling price. The Company generally uses internal pricing lists that determine sales prices to external customers in determining its best estimate of the selling price of the various deliverables in multiple-element arrangements. Changes in judgments made in estimating the selling price of the various deliverables could significantly affect the timing or amount of revenue recognition. The Company enters into sales arrangements with customers to sell its cogeneration and chiller units and related service contracts and occasionally installation services. Based on the fact that the Company sells each deliverable to other customers on a stand-alone basis, the company has determined that each deliverable has a stand-alone value. Additionally, there are no rights of return relative to the delivered items; therefore, each deliverable is considered a separate unit of accounting. | ||||||||||||||||
After the arrangement consideration has been allocated to each unit of accounting, the Company applies the appropriate revenue recognition method for each unit of accounting based on the nature of the arrangement and the services included in each unit of accounting. Cogeneration and chiller units are recognized when shipped and services are recognized over the term of the applicable agreement, or as provided when on a time and materials basis. | ||||||||||||||||
In some cases, our customers may choose to have the Company engineer and install the system for them rather than simply purchase the cogeneration and/or chiller units. In this case, the Company accounts for revenue, or turnkey revenue, and costs using the percentage-of-completion method of accounting. Under the percentage-of-completion method of accounting, revenues are recognized by applying percentages of completion to the total estimated revenues for the respective contracts. Costs are recognized as incurred. The percentages of completion are determined by relating the actual cost of work performed to date to the current estimated total cost at completion of the respective contracts. When the estimate on a contract indicates a loss, the Company’s policy is to record the entire expected loss, regardless of the percentage of completion. During the nine months ended September 30, 2013 a loss of approximately $300,000 was recorded. The excess of contract costs and profit recognized to date on the percentage-of-completion accounting method in excess of billings is recorded as unbilled revenue. Billings in excess of related costs and estimated earnings is recorded as deferred revenue. | ||||||||||||||||
Presentation of Sales Taxes | ||||||||||||||||
The Company reports revenues net of any revenue-based taxes assessed by governmental authorities that are imposed on and concurrent with specific revenue-producing transactions. | ||||||||||||||||
Shipping and Handling Costs | ||||||||||||||||
The Company classifies freight billed to customers as sales revenue and the related freight costs as cost of sales. | ||||||||||||||||
Advertising Costs | ||||||||||||||||
The Company expenses the costs of advertising as incurred. For the nine months ended September 30, 2013 and 2012, advertising expense was approximately $147,000 and $133,000, respectively. | ||||||||||||||||
Cash and Cash Equivalents | ||||||||||||||||
The Company considers all highly liquid instruments with an original maturity date, at date of purchase, of three months or less to be cash and cash equivalents. The Company has cash balances in certain financial institutions in amounts which occasionally exceed current federal deposit insurance limits. The financial stability of these institutions is continually reviewed by senior management. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents. | ||||||||||||||||
Concentration of Credit Risk | ||||||||||||||||
Financial instruments, which potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company's cash equivalents are placed with certain financial institutions and issuers. As of September 30, 2013, the Company had a balance of $144,091 in cash and cash equivalents and short-term investments that exceeded the Federal Deposit Insurance Corporation’s (“FDIC”) general deposit insurance limit of $250,000. | ||||||||||||||||
Short-Term Investments | ||||||||||||||||
Short-term investments consist of certificates of deposit with maturities of greater than three months but less than one year. Certificates of deposits are recorded at fair value. | ||||||||||||||||
Accounts Receivable | ||||||||||||||||
Accounts receivable are stated at the amount management expects to collect from outstanding balances. An allowance for doubtful accounts is provided for those accounts receivable considered to be uncollectible based upon historical experience and management’s evaluation of outstanding accounts receivable at the end of the year. Bad debts are written off against the allowance when identified. At September 30, 2013 and December 31, 2012 the allowance for doubtful accounts was $119,700 and $154,400, respectively. | ||||||||||||||||
Inventory | ||||||||||||||||
Raw materials, work in process, and finished goods inventories are stated at the lower of cost, as determined by the average cost method, or net realizable value. The Company periodically reviews inventory quantities on hand for excess and/or obsolete inventory based primarily on historical usage, as well as based on estimated forecast of product demand. Any reserves that result from this review are charged to cost of sales. | ||||||||||||||||
Property, Plant and Equipment | ||||||||||||||||
Property, plant and equipment are recorded at cost. Depreciation is provided using the straight-line method over the estimated useful lives of the asset, which range from three to fifteen years. Leasehold improvements are amortized using the straight-line method over the lesser of the estimated useful lives of the assets or the term of the related leases. Expenditures for maintenance and repairs are expensed currently, while renewals and betterments that materially extend the life of an asset are capitalized. | ||||||||||||||||
Intangible Assets | ||||||||||||||||
Intangible assets subject to amortization include costs incurred by the Company to acquire developed technology discussed in Note 10, product certifications and certain patent costs. These costs are amortized on a straight-line basis over the estimated economic life of the intangible asset. The Company reviews intangible assets for impairment when the circumstances warrant. | ||||||||||||||||
Goodwill | ||||||||||||||||
The Company's goodwill was recorded as a result of the Company's asset acquisition discussed in Note 9. The Company has recorded this transaction using the acquisition method of accounting. The Company tests its recorded goodwill for impairment on an annual basis, or more often if indicators of potential impairment exist, by determining if the carrying value of the Company's single reporting unit exceeds its estimated fair value. Factors that could trigger an interim impairment test include, but are not limited to, underperformance relative to historical or projected future operating results, significant changes in the manner of use of the acquired assets or the Company's overall business, significant negative industry or economic trends and a sustained period where market capitalization, plus an appropriate control premium, is less than stockholders' equity. During the first nine months of 2013 the Company determined that no interim impairment test was necessary. Goodwill will be assessed for impairment at least annually or when there are indicators of potential impairment. | ||||||||||||||||
Common Stock | ||||||||||||||||
The Company's common stock was split one-for-four in a reverse stock split effective July 22, 2013. The effect of this reverse stock split has been retroactively applied to per share data and common stock information. | ||||||||||||||||
Impairment of long-lived assets | ||||||||||||||||
Long-lived assets are evaluated for impairment whenever events or changes in circumstances have indicated that an asset may not be recoverable and are grouped with other assets to the lowest level for which identifiable cash flows are largely independent of the cash flows of other groups of assets and liabilities. If the sum of the projected undiscounted cash flows (excluding interest charges) is less than the carrying value of the assets, the assets will be written down to the estimated fair value and such loss is recognized in income from continuing operations in the period in which the determination is made. Management determined that no impairment of long-lived assets existed as of September 30, 2013. | ||||||||||||||||
Off Balance Sheet Arrangements | ||||||||||||||||
On July 22, 2013, the Company’s Chief Executive Officer personally pledged to support a bank credit facility of $1,055,000 to support bank guarantees issued on certain construction contracts. | ||||||||||||||||
Research and Development Costs/Grants | ||||||||||||||||
Internal research and development expenditures are expensed as incurred. Proceeds from certain grants and contracts with governmental agencies and their contractors to conduct research and development for new CHP technologies or to improve or enhance existing technology is recorded as an offset to the related research and development expenses. These grants and contracts are paid on a cost reimbursement basis provided in the agreed upon budget, with 10% retainage held to the end of the contract period. For the nine months ended September 30, 2013 and 2012, amounts received were approximately $115,150 and $101,400, respectively, which offset the Company’s total research and development expenditures for each of the respective periods. As of September 30, 2013 and December 31, 2012, retainage receivable was approximately $138,350 and $154,700, respectively. | ||||||||||||||||
Stock-Based Compensation | ||||||||||||||||
Stock based compensation cost is measured at the grant date based on the estimated fair value of the award and is recognized as an expense in the consolidated statements of operations over the requisite service period. The fair value of stock options granted is estimated using the Black-Scholes option pricing valuation model. The Company recognizes compensation on a straight-line basis for each separately vesting portion of the option award. Use of a valuation model requires management to make certain assumptions with respect to selected model inputs. The determination of the fair value of share-based payment awards is affected by the Company’s stock price. Since the Company is not actively traded, the Company considered the sales price of the Common Stock in private placements to unrelated third parties as a measure of the fair value of its Common Stock. The average expected life is estimated using the simplified method for “plain vanilla” options. The simplified method determines the expected life in years based on the vesting period and contractual terms as set forth when the award is made. The Company uses the simplified method for awards of stock-based compensation since it does not have the necessary historical exercise and forfeiture data to determine an expected life for stock options. The risk-free interest rate is based on U.S. Treasury zero-coupon issues with a remaining term which approximates the expected life assumed at the date of grant. When options are exercised the Company normally issues new shares (see “Note 4 – Stock-based compensation”.) | ||||||||||||||||
Loss per Common Share | ||||||||||||||||
The Company computes basic loss per share by dividing net loss for the period by the weighted-average number of shares of Common Stock outstanding during the period. The Company computes its diluted earnings per common share using the treasury stock method. For purposes of calculating diluted earnings per share, the Company considers its shares issuable in connection with the convertible debentures, stock options and warrants to be dilutive Common Stock equivalents when the exercise/conversion price is less than the average market price of our Common Stock for the period. | ||||||||||||||||
Other Comprehensive Net Loss | ||||||||||||||||
The comprehensive net loss for the three and nine month periods ended September 30, 2013 and 2012 does not differ from the reported loss. | ||||||||||||||||
Segment Information | ||||||||||||||||
The Company reports segment data based on the management approach. The management approach designates the internal reporting that is used by management for making operating and investment decisions and evaluating performance as the source of the Company's reportable segments. The Company uses one measurement of profitability and does not disaggregate its business for internal reporting. The Company has determined that it operates in one business segment which manufactures and supports highly efficient CHP products based on engines fueled by natural gas. | ||||||||||||||||
The following table summarizes net revenue by product line and services for the three and nine month periods ended September 30, 2013 and 2012: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30 | September 30 | September 30 | September 30 | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Products: | ||||||||||||||||
Cogeneration | $ | 706,098 | $ | 1,070,013 | $ | 2,441,740 | $ | 2,687,769 | ||||||||
Chiller | 73,357 | 284,000 | 1,198,234 | 1,503,670 | ||||||||||||
Total Product Revenue | 779,455 | 1,354,013 | 3,639,974 | 4,191,439 | ||||||||||||
Services | 2,113,785 | 1,698,543 | 6,103,044 | 5,498,545 | ||||||||||||
$ | 2,893,240 | $ | 3,052,556 | $ | 9,743,018 | $ | 9,689,984 | |||||||||
Income Taxes | ||||||||||||||||
The Company uses the asset and liability method of accounting for income taxes. The current or deferred tax consequences of transactions are measured by applying the provisions of enacted tax laws to determine the amount of taxes payable currently or in future years. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities and expected future tax consequences of events that have been included in the financial statements or tax returns using enacted tax rates in effect for the years in which the differences are expected to reverse. Under this method, a valuation allowance is used to offset deferred taxes if, based upon the available evidence, it is more likely than not that some or all of the deferred tax assets may not be realized. Management evaluates the recoverability of deferred taxes and the adequacy of the valuation allowance annually. | ||||||||||||||||
The Company follows the provisions of the accounting standards relative to accounting for uncertainties in tax positions. These provisions provide guidance on the recognition, de-recognition and measurement of potential tax benefits associated with tax positions. The Company elected to recognize interest and penalties related to income tax matters as a component of income tax expense in the statements of operations. There was no impact on the financial statements as a result of this guidance. |
Loss_per_common_share
Loss per common share | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Loss per common share | ' | |||||||||||||||
Loss per common share | ||||||||||||||||
All shares issuable for both periods were anti-dilutive because of the reported net loss. Basic and diluted loss per share for the three and nine month periods ended September 30, 2013 and 2012, respectively, were as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30 | September 30 | September 30, 2013 | September 30, 2012 | |||||||||||||
2013 | 2012 | |||||||||||||||
Loss available to stockholders | $ | (1,387,679 | ) | $ | (674,605 | ) | $ | (3,338,552 | ) | $ | (1,509,891 | ) | ||||
Weighted average shares outstanding - Basic and diluted | 13,212,894 | 13,166,080 | 13,212,894 | 13,166,080 | ||||||||||||
Basic and diluted loss per share | $ | (0.11 | ) | $ | (0.05 | ) | $ | (0.25 | ) | $ | (0.11 | ) | ||||
Anti-dilutive shares underlying stock options outstanding | 1,134,000 | 1,095,250 | 1,134,000 | 1,095,250 | ||||||||||||
Anti-dilutive convertible debentures | 75,806 | 75,806 | 75,806 | 75,806 | ||||||||||||
Demand_note_payable_and_conver
Demand note payable and convertible debentures - related party | 9 Months Ended |
Sep. 30, 2013 | |
Debt Disclosure [Abstract] | ' |
Demand notes payable and convertible debentures - related party | ' |
Demand notes payable, convertible debentures and credit agreement – related party | |
Demand notes payable to related parties consist of various demand notes outstanding to stockholders totaling $2,537,500 at September 30, 2013 and $1,337,500 at December 31, 2012. The primary lender is John N. Hatsopoulos, the company’s Chief Executive Officer, who holds $1,300,000 of the demand notes. The demand notes accrue interest annually at rates ranging from 5% to 6%. Unpaid principal and interest on the demand notes is due upon demand. | |
On September 24, 2001, the Company entered into subscription agreements with three investors for the sale of convertible debentures in the aggregate principal amount of $330,000. The primary investors were George N. Hatsopoulos, a member of the board of directors, who subscribed for $200,000 of the debentures and John N. Hatsopoulos, the Company’s Chief Executive Officer, who subscribed for $100,000 of the debentures. The debentures accrue interest at a rate of 6% per annum and are due six years from issuance date. The debentures are convertible, at the option of the holder, into a number of shares of Common Stock as determined by dividing the original principal amount plus accrued and unpaid interest by a conversion price of $1.20. | |
On May 11, 2009 the Company sold 1,400,000 shares in Ilios at $0.50 per share to George Hatsopoulos and John Hatsopoulos in exchange for the extinguishment of $427,432 in demand notes payable, $109,033 in convertible debentures and $163,535 in accrued interest. The difference between the Company’s purchase price of the Ilios shares and the amount of debt forgiveness was recorded as additional paid-in capital. | |
At September 30, 2013 and December 31, 2012, there were 75,806 shares of common stock issuable upon conversion of the Company’s outstanding convertible debentures. At September 30, 2013 and December 31, 2012, the principal amount of the Company’s convertible debentures was $90,967 which was due on October 31, 2013. On October 18, 2013 the convertible debentures were converted into shares of common stock as discussed in Note 11. | |
On March 25, 2013, the Company entered into a Revolving Line of Credit Agreement, or the Credit Agreement, with John N. Hatsopoulos, our Chief Executive Officer. Under the terms of the Credit Agreement, as amended on August 13, 2013, Mr. Hatsopoulos has agreed to lend the Company up to an aggregate of $1,500,000, from time to time, at the written request of the Company. Any amounts borrowed by the Company pursuant to the Credit Agreement will bear interest at the Bank Prime Rate as quoted from time to time in the Wall Street Journal plus 1.5% per year. Repayment of the principal amount borrowed pursuant to the Credit Agreement will be due on March 31, 2014. In addition, the company may prepay accrued interest, provided that prepayment may not be made prior to January 1, 2014.The Credit Agreement terminates on March 31, 2014. As of September 30, 2013, the Company has borrowed $1,200,000 pursuant to the Credit Agreement. |
Stockbased_compensation
Stock-based compensation | 3 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||
Stock-based compensation | ' | ||||||||||||||||
Stock-based compensation | |||||||||||||||||
Stock-Based Compensation | |||||||||||||||||
In 2006, the Company adopted the 2006 Stock Option and Incentive Plan (the “Plan”), under which the board of directors may grant incentive or non-qualified stock options and stock grants to key employees, directors, advisors and consultants of the Company. The Plan was most recently amended on November 10, 2011 to increase the reserved shares of common stock issuable under the Plan to 1,838,750 (the “Amended Plan”). | |||||||||||||||||
Stock options vest based upon the terms within the individual option grants, with an acceleration of the unvested portion of such options upon a change in control event, as defined in the Amended Plan. The options are not transferable except by will or domestic relations order. The option price per share under the Amended Plan cannot be less than the fair market value of the underlying shares on the date of the grant. The number of shares remaining available for future issuance under the Amended Plan as of September 30, 2013 was 97,683. | |||||||||||||||||
Stock option activity for the nine months ended September 30, 2013 was as follows: | |||||||||||||||||
Common Stock Options | Number of | Exercise | Weighted | Weighted | Aggregate | ||||||||||||
Options | Price | Average | Average | Intrinsic | |||||||||||||
Per | Exercise | Remaining | Value | ||||||||||||||
Share | Price | Life | |||||||||||||||
Outstanding, December 31, 2012 | 1,096,500 | $0.12-$3.20 | $ | 1.96 | 4.66 years | $ | 1,356,400 | ||||||||||
Granted | 37,500 | 3.2 | 3.2 | — | — | ||||||||||||
Exercised | — | — | — | — | — | ||||||||||||
Canceled and forfeited | — | — | — | — | — | ||||||||||||
Expired | — | — | — | — | — | ||||||||||||
Outstanding, September 30, 2013 | 1,134,000 | $0.12-$3.20 | $ | 2 | 3.94 years | $ | 1,356,400 | ||||||||||
Exercisable, September 30, 2013 | 815,438 | $ | 1.73 | $ | 1,201,075 | ||||||||||||
Vested and expected to vest, September 30, 2013 | 1,134,000 | $ | 2 | $ | 1,356,400 | ||||||||||||
Restricted stock activity for the nine months ended September 30, 2013 as follows: | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Restricted | Average | ||||||||||||||||
Stock | Grant Date | ||||||||||||||||
Fair Value | |||||||||||||||||
Unvested, December 31, 2012 | 399,070 | $ | 1.44 | ||||||||||||||
Granted | — | — | |||||||||||||||
Vested | — | — | |||||||||||||||
Forfeited | (37,500 | ) | 2.6 | ||||||||||||||
Unvested, September 30, 2013 | 361,570 | $ | 1.31 | ||||||||||||||
Stock Based Compensation - Ilios | |||||||||||||||||
In 2009, Ilios adopted the 2009 Stock Incentive Plan (the “2009 Plan”) under which the board of directors may grant incentive or non-qualified stock options and stock grants to key employees, directors, advisors and consultants of the company. The maximum number of shares allowable for issuance under the 2009 Plan is 2,000,000 shares of common stock. Stock options vest based upon the terms within the individual option grants, with an acceleration of the unvested portion of such options upon a change in control event, as defined in the Plan. The options are not transferable except by will or domestic relations order. The option price per share under the 2009 Plan cannot be less than the fair market value of the underlying shares on the date of the grant. | |||||||||||||||||
Stock option activity relating to Ilios for the nine months ended September 30, 2013 was as follows: | |||||||||||||||||
Common Stock Options | Number of | Exercise | Weighted | Weighted | Aggregate | ||||||||||||
Options | Price | Average | Average | Intrinsic | |||||||||||||
Per | Exercise | Remaining | Value | ||||||||||||||
Share | Price | Life | |||||||||||||||
Outstanding, December 31, 2012 | 575,000 | $0.10-$0.50 | $ | 0.29 | 7.44 years | $ | 120,000 | ||||||||||
Granted | — | — | — | ||||||||||||||
Exercised | — | — | — | ||||||||||||||
Canceled and forfeited | — | — | — | ||||||||||||||
Expired | — | — | — | ||||||||||||||
Outstanding, September 30, 2013 | 575,000 | $0.10-$0.50 | $ | 0.29 | 6.69 years | $ | 120,000 | ||||||||||
Exercisable, September 30, 2013 | 62,500 | $ | 0.5 | $ | — | ||||||||||||
Vested and expected to vest, September 30, 2013 | 575,000 | $ | 0.29 | $ | 120,000 | ||||||||||||
Restricted stock activity for the Ilios awards, for the nine months ended September 30, 2013 was as follows: | |||||||||||||||||
Number of | Weighted | ||||||||||||||||
Restricted | Average | ||||||||||||||||
Stock | Grant Date | ||||||||||||||||
Fair Value | |||||||||||||||||
Unvested, December 31, 2012 | 510,000 | $ | 0.26 | ||||||||||||||
Granted | — | — | |||||||||||||||
Vested | — | — | |||||||||||||||
Forfeited | (200,000 | ) | 0.5 | ||||||||||||||
Unvested, September 30, 2013 | 310,000 | $ | 0.1 | ||||||||||||||
Commitments_and_contingencies
Commitments and contingencies | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||
Commitments and contingencies | ' | |||
Commitments and contingencies | ||||
Future minimum lease payments under all non-cancelable operating leases as of September 30, 2013 consist of the following: | ||||
Years Ending December 31, | Amount | |||
2013 | $ | 149,352 | ||
2014 | 579,495 | |||
2015 | 535,349 | |||
2016 | 485,040 | |||
2017 | 491,920 | |||
2018 and thereafter | 3,241,340 | |||
Total | $ | 5,482,496 | ||
For the nine months ended September 30, 2013 and 2012 rent expense was $364,308 and $329,021, respectively. | ||||
On October 26, 2011, the Company entered into an agreement with Digital Energy Corp., a customer of the Company, whereby the Company provided a letter of credit in the amount of $180,000, for the benefit of Digital Energy Corp., to satisfy a requirement of the New York Independent System Operator, Inc. A certificate of deposit for $180,000 secures the letter of credit. In exchange for providing this letter of credit, Digital Energy Corp. provided a promissory note to the Company for $180,000, with interest at 6%, payable in monthly installments of interest only. Principal would only be owed if the letter of credit was drawn upon and would become due and payable on the first anniversary date of the note. On February 19, 2013 this letter of credit and certificate of deposit restriction was released. |
Noncontrolling_interests
Noncontrolling interests | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Noncontrolling Interest [Abstract] | ' | |||||||
Noncontrolling interests | ' | |||||||
Noncontrolling interests | ||||||||
Shares of restricted common stock issued under Ilios's equity compensation plan, but which have not yet vested, have not been included in calculating the percentages in this Note 6. | ||||||||
As of December 31, 2010 Tecogen owned 63.0% of Ilios. During the year ended December 31, 2011 Tecogen purchased 1,500,000 shares of Ilios common stock at $0.50 per share for an aggregate amount of $750,000 which increased Tecogen's ownership interest to 67.4%. | ||||||||
During the year ended December 31, 2012 Ilios sold 1,000,000 shares of common stock to an accredited investor at $0.50 per share for an aggregate amount of $500,000. Also during the year ended December 31, 2012, Tecogen purchased 1,000,000 shares of Ilios common stock at $0.50 per share for an aggregate amount of $500,000. The net result decreased Tecogen’s ownership interest to 65.0%. | ||||||||
The table below presents the changes in equity resulting from net loss attributable to Tecogen and transfers to or from noncontrolling interests for the nine months ended September 30, 2013 and 2012. | ||||||||
Net loss attributable to Tecogen Inc. and | ||||||||
Transfers (to) from the Noncontrolling Interest | ||||||||
Nine Months Ended September 30, | ||||||||
2013 | 2012 | |||||||
Net loss attributable to Tecogen Inc. | $ | (3,338,552 | ) | $ | (1,509,891 | ) | ||
Transfers (to) from the noncontrolling interest | ||||||||
Increase in Tecogen's paid-in capital upon the sale of 1,000,000 Ilios common shares | — | 289,605 | ||||||
Net transfers to noncontrolling interest | — | 289,605 | ||||||
Change from net loss attributable to Tecogen Inc. and transfers to noncontrolling interest | $ | (3,338,552 | ) | $ | (1,220,286 | ) |
Related_party_transactions
Related party transactions | 9 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
Related party transactions | ' |
Related party transactions | |
The Company has five affiliated companies, namely American DG Energy Inc., or American DG Energy, EuroSite Power Inc., GlenRose Instruments Inc., or GlenRose Instruments, Pharos LLC, or Pharos, and Levitronix Technologies LLC, or Levitronix. These companies are affiliates because several of the major stockholders of those companies, have a significant ownership position in the Company. None of American DG Energy, EuroSite Power, GlenRose Instruments, Pharos and Levitronix own any shares of the Company, and the Company does not own any shares of American DG Energy, EuroSite Power, GlenRose Instruments, Pharos or Levitronix. The business of GlenRose Instruments, Pharos and Levitronix is not related to the business of the Company. | |
The common stockholders include John N. Hatsopoulos, the Company’s Chief Executive Officer who is also: (a) the Chief Executive Officer and a director of American DG Energy and holds 10.7% of the company’s common stock; (b) the Chairman of EuroSite Power; (c) a director of Ilios and holds 6.7% of the company’s common stock; and (d) the Chairman of GlenRose Instruments and holds 15.7% of the company’s common stock. Dr. George N. Hatsopoulos, who is John N. Hatsopoulos’ brother, and is also: (a) a director of American DG Energy and holds 13.9% of the company’s common stock; (b) an investor in Ilios and holds 3.0% of the company’s common stock; (c) an investor of GlenRose Instruments and holds 15.7% of the company’s common stock; (d) founder and investor of Pharos and holds 24.4% of the company’s common stock; and (e) an investor of Levitronix and holds 21.4% of the company’s common stock. | |
On May 11, 2009 the Company sold 1,400,000 shares in Ilios at $0.50 per share to George Hatsopoulos and John Hatsopoulos in exchange for the extinguishment of $427,432 in demand notes payable, $109,033 in convertible debentures and $163,535 in accrued interest. The difference between the Company’s purchase price of the Ilios shares and the amount of debt forgiveness was recorded as additional paid-in capital. | |
On October 20, 2009, American DG Energy, in the ordinary course of its business, signed a Sales Representative Agreement with Ilios to promote, sell and service the Ilios high-efficiency heating products, such as the high efficiency water heater, in the marketing territory of the New England States, including Connecticut, Rhode Island, Massachusetts, New Hampshire, Vermont, and Maine. The marketing territory also includes all of the nations in the European Union. The initial term of this Agreement is for five years, after which it may be renewed for successive one-year terms upon mutual written agreement. | |
On September 24, 2001, the Company entered into subscription agreements with investors for the sale of convertible debentures. The primary investors were George N. Hatsopoulos, who subscribed for debentures having an initial principal amount of $200,000; the John N. Hatsopoulos 1989 Family Trust for the benefit of Nia Marie Hatsopoulos, or the Nia Hatsopoulos Trust, which subscribed for debentures having an initial principal amount of $50,000; and John N. Hatsopoulos 1989 Family Trust for the benefit of Alexander John Hatsopoulos, or the Alexander Hatsopoulos Trust, which subscribed for debentures having an initial principal amount of $50,000. Nia Hatsopoulos and Alexander Hatsopoulos are John N. Hatsopoulos's adult children. John N. Hatsopoulos disclaims beneficial ownership of any shares held by these trusts. The debentures accrue interest at a rate of 6% per annum and were due on September 24, 2007. The debentures are convertible, at the option of the holder, into shares of common stock at a conversion price of $1.20 per share. | |
On September 24, 2007, George N. Hatsopoulos, the Nia Hatsopoulos Trust and the Alexander Hatsopoulos Trust, holding debentures representing a majority of the then-outstanding principal amount of the debentures, agreed to extend the debenture term to September 24, 2011. | |
On May 11, 2009, George N. Hatsopoulos converted $109,033 of the principal amount under the debentures held by him, together with accrued interest in the amount of $90,967 into 400,000 shares of common stock of Ilios, the Company's then newly-formed subsidiary, at a conversion price of $0.50 per share. The difference between the Company's purchase price of the Ilios shares and the amount of debt forgiveness was recorded as additional paid-in capital. | |
On September 30, 2009, Joseph J. Ritchie elected to convert the outstanding principal amount under the debenture held by him, $30,000, together with accrued interest of $14,433, into 37,028 shares of the Company's common stock at a conversion price of $1.20 per share. | |
On September 24, 2011, George N. Hatsopoulos, the Nia Hatsopoulos Trust and the Alexander Hatsopoulos Trust, holding debentures representing a majority of the then-outstanding principal amount of the debentures, agreed to extend the term of the debentures to September 24, 2013 and requested that accrued interest in the aggregate amount of approximately $72,960 be converted into the Company's common stock at $2.00 per share (which was the average price of the Company's stock between September 24, 2001 and September 24, 2011). In connection with this, the Company issued 6,474 shares of common stock to George N. Hatsopoulos, 15,003 shares of common stock to the Nia Hatsopoulos Trust and 15,003, shares of common stock to the Alexander Hatsopoulos Trust. | |
On September 30, 2012, the remaining principal amount under the debentures held by the Nia Hatsopoulos Trust and the Alexander Hatsopoulos Trust, including the applicable accrued interest, was converted into 42,620 shares of common stock issued to each of the Nia Hatsopoulos Trust and the Alexander Hatsopoulos Trust. | |
On May 11, 2009, John Hatsopoulos converted an aggregate of $427,432 in principal amount under demand notes held by him, together with accrued interest in the amount of $72,568 into 1,000,000 shares of common stock of Ilios at a conversion price of $0.50 per share. The difference between the Company's purchase price of the Ilios shares and the amount of debt forgiveness was recorded as additional paid-in capital. | |
In addition, on September 10, 2008, the Company entered into a demand note agreement with John N. Hatsopoulos, in the principal amount of $250,000 and at an annual interest rate of 5%. On September 7, 2011, the Company entered into an additional demand note agreement with John N. Hatsopoulos, in the principal amount of $750,000 and at an annual interest rate of 6%. On November 30, 2012, the Company entered into an additional demand note agreement with John N. Hatsopoulos in the principal amount of $300,000 at an annual interest rate of 6%. Unpaid principal and interest on the demand notes are due upon demand. | |
On March 25, 2013, the Company entered into a Revolving Line of Credit Agreement, or the Credit Agreement, with John N. Hatsopoulos, our Chief Executive Officer. Under the terms of the Credit Agreement, as amended on August 13, 2013, Mr. Hatsopoulos has agreed to lend the Company up to an aggregate of $1,500,000 from time to time, at the written request of the Company. Any amounts borrowed by the Company pursuant to the Credit Agreement will bear interest at the Bank Prime Rate as quoted from time to time in the Wall Street Journal plus 1.5% per year. Interest is due and payable quarterly in arrears. Repayment of the principal amount borrowed pursuant to the Credit Agreement will be due on March 31, 2014, or the Maturity Date. In addition, the company may prepay accrued interest, provided that prepayment may not be made prior to January 1, 2014.The Credit Agreement terminates on the Maturity Date. As of September 30, 2013 the Company has borrowed $1,200,000 pursuant to the Credit Agreement. | |
John N. Hatsopoulos’ salary is $1.00 per year. On average, Mr. Hatsopoulos spends approximately 50% of his business time on the affairs of the Company; however such amount varies widely depending on the needs of the business and is expected to increase as the business of the Company develops. | |
On January 1, 2006, the Company entered into a Facilities and Support Services Agreement with American DG Energy for a period of one year, renewable annually, on January 1st, by mutual agreement. That agreement was replaced by the Facilities, Support Services and Business Agreement between the Company and American DG Energy, effective July 1, 2013. Under this agreement, the Company provides American DG Energy with certain office and business support services and also provides pricing based on a volume discount depending on the level of American DG Energy purchases of cogeneration and chiller products. For certain sites, American DG Energy hires the Company to service its chiller and cogeneration products. The Company also provides office space and certain utilities to American DG Energy based on a monthly rate set at the beginning of each year. Also, under this agreement, American DG Energy has sales representation rights to the Company's products and services in New England. | |
On July 1, 2013 the Company entered into an Amendment to the Facilities, Support Services and Business Agreement, or the Amendment, with American DG Energy Inc., or American DG Energy. The Amendment renewed the term of the Facilities, Support Services and Business Agreement between the Company and American DG Energy for a one year period, beginning on July 1, 2013. | |
The Company subleases portions of its corporate offices and manufacturing facility to sub-tenants under annual sublease agreements. For the nine months ended September 30, 2013 and 2012, the Company received $93,167 and $126,399, respectively, from American DG Energy, Levitronix LLC and Alexandros Partners LLC. In addition, for the nine months ended September 30, 2013 and 2012 the Company received from the same companies, $64,932 and $88,021, respectively, to offset common operating expenses incurred in the administration and maintenance of its corporate office and warehouse facility. | |
The Company’s headquarters are located in Waltham, Massachusetts and consist of 27,000 square feet of office and storage space that are shared with American DG Energy and other tenants. The lease expires on March 31, 2024. We believe that our facilities are appropriate and adequate for our current needs. | |
Revenue from sales of cogeneration and chiller systems, parts and service to American DG Energy during the nine months ended September 30, 2013 and 2012 amounted to $546,279 and $1,596,420, respectively. In addition, Tecogen pays certain operating expenses, including benefits and insurance, on behalf of American DG Energy. Tecogen was reimbursed for these costs. As of September 30, 2013 the total amount due to American DG Energy was $396,328, which is included in due to related party on the accompanying condensed consolidated balance sheet. As of December 31, 2012 the total amount due from American DG Energy was $70,811. | |
On March 14, 2013 the Company received a prepayment for purchases of modules, parts and service to be made by American DG Energy in the amount of $827,747. The Company will provide a discount on these prepaid purchases equal to 6% per annum on deposit balances. As of September 30, 2013 the principal balance on this prepayment was $420,317 and is included in due to related party, net of amounts receivable but not yet due from American DG Energy, in the accompanying condensed consolidated balance sheet. |
Fair_value_measurements
Fair value measurements | 9 Months Ended |
Sep. 30, 2013 | |
Fair Value Disclosures [Abstract] | ' |
Fair value measurements | ' |
Fair value measurements | |
The fair value topic of the FASB Accounting Standards Codification defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The accounting guidance also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: | |
Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities. We currently do not have any Level 1 financial assets or liabilities. | |
Level 2 - Observable inputs other than quoted prices included in Level 1. Level 2 inputs include quoted prices for identical assets or liabilities in non-active markets, quoted prices for similar assets or liabilities in active markets and inputs other than quoted prices that are observable for substantially the full-term of the asset or liability. | |
Level 3 - Unobservable inputs reflecting management’s own assumptions about the input used in pricing the asset or liability. We currently do not have any Level 3 financial assets or liabilities. | |
The Company’s financial instruments that are not recorded at fair value on a recurring basis include cash and cash equivalents, accounts receivable, accounts payable, capital lease obligations, related party demand notes payable and related party convertible debentures. The recorded values of cash and cash equivalents, accounts receivable and accounts payable approximate their fair values based on their short-term nature. At September 30, 2013, the carrying value on the consolidated balance sheet of the notes payable, convertible debentures and capital lease obligations approximates fair value based on current market rates for instruments with similar maturities adjusted for applicable credit risk, which are Level 2 inputs. |
Asset_acquisition_Notes
Asset acquisition (Notes) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Asset Acquisition [Abstract] | ' | ||||
Asset acquisition | ' | ||||
Asset acquisition | |||||
On January 9, 2013 the Company purchased certain assets, both tangible and intangible, required to manufacture the generator used in its InVerde product from Danotek Motion Technologies. The aggregate consideration paid by the Company was $497,800, of which $17,400 represents the fair value of inventory and $199,530 represents the estimated fair value of property, plant and equipment which is depreciated over useful lives ranging from 5 to 8.5 years. The fair value of the property, plant and equipment was estimated utilizing a replacement cost method. In addition, $240,000 of the purchase consideration represents the fair value of identified intangible assets using a relief from royalty method with a useful life of fifteen years. The balance of $40,870 is included in goodwill in the accompanying condensed consolidated balance sheet, which consists largely of economies of scale expected from combining the manufacturing of the generator into Tecogen's operations. Acquisition related costs were not material to the financial statements and were expensed as incurred to general and administrative expenses. | |||||
This transaction was accounted for under the purchase method of accounting in accordance with FASB ASC Topic 805, Business Combinations. Under the purchase method of accounting, the total purchase price has been allocated to the net tangible and intangible assets acquired based on estimates of their values by the Company's management. There is one reporting unit within the Company. | |||||
Under the purchase method of accounting, an acquisition is recorded as of the closing date, reflecting the purchased assets, at their acquisition date fair values. Intangible assets that are identifiable are recognized separately from goodwill which is measured and recognized as the excess of the fair value, as a whole, over the net amount of the recognized identifiable assets acquired. | |||||
The purchase price has been allocated as follows: | |||||
Inventory | $ | 17,400 | |||
Machinery and equipment | 171,910 | ||||
Computer equipment | 22,070 | ||||
Tooling | 5,550 | ||||
Developed technology | 240,000 | ||||
Goodwill | 40,870 | ||||
$ | 497,800 | ||||
Amortizable_intangible_assets_
Amortizable intangible assets (Notes) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||
Intangible Assets Disclosure [Text Block] | ' | |||||||
Intangible assets other than goodwill | ||||||||
As of September 30, 2013 the Company has the following amounts related to intangible assets: | ||||||||
Gross Carrying Amount | Accumulated Amortization | |||||||
Patent costs | $ | 411,181 | $ | 33,516 | ||||
Product certifications | 372,046 | 76,135 | ||||||
Developed technology | 240,000 | 8,971 | ||||||
$ | 1,023,227 | $ | 118,622 | |||||
The aggregate amortization expense of the Company's intangible assets for the nine months ended September 30, 2013 and 2012 was $24,247 and $15,457, respectively. | ||||||||
Estimated future annual amortization expense related to the intangible assets is as follows: | ||||||||
2013 | $ | 24,581 | ||||||
2014 | 111,945 | |||||||
2015 | 111,945 | |||||||
2016 | 111,945 | |||||||
2017 | 111,945 | |||||||
Thereafter | 432,244 | |||||||
$ | 904,605 | |||||||
Subsequent_events
Subsequent events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent events | ' |
Subsequent events | |
On October 3, 2013, the Company signed a demand note for $450,000, which accrues interest at 6%, to John N. Hatsopoulos, the Company's Chief Executive Officer. | |
From October 16, 2013 to November 14, 2013, 60 accredited investors purchased 744,378 shares of the Company's common stock at $4.50 per share, for an aggregate amount of $3,349,700. | |
On October 18, 2013, George N. Hatsopoulos elected to convert the outstanding principal balance of the debenture held by him of $90,967 into 75,806 shares of the Company's common stock at a conversion price of $1.20 per share. In addition, Mr. Hatsopoulos requested that the accrued interest earned in 2012 in the amount of $6,913 be converted into 2,161 shares of the Company's common stock at a conversion price of $3.20 per share and that the accrued interest earned on or after January 1, 2013 in the amount of $4,366 be converted into 970 shares of the Company's common stock at a conversion price of $4.50 per share. | |
On November 12, 2013, the Company entered into the Second Amendment to the Facilities, Support Services and Business Agreement, or the ADG Amendment, American DG Energy. The Amendment modifies the exclusivity arrangement of the Facilities, Support Services and Business Agreement between the Company and American DG Energy. | |
On November 12, 2013, Ilios entered into the First Amendment to the Sales Representative Agreement with American DG Energy Inc. The Amendment modifies and defines territories covered under the Agreement. | |
The Company has evaluated subsequent events through the date of this report and determined that no additional subsequent events occurred that would require recognition in the consolidated financial statements or disclosure in the notes thereto. |
Description_of_business_and_su1
Description of business and summary of significant accounting policies (Policies) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||||
Principles of Consolidation and Basis of Presentation | ' | |||||||||||||||
Basis of Presentation | ||||||||||||||||
The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and therefore do not include all information and notes necessary for a complete presentation of our financial position, results of operations and cash flows, in conformity with generally accepted accounting principles. We filed audited financial statements which included all information and notes necessary for such presentation for the two years ended December 31, 2012 in conjunction with our 2012 Annual Report on Form 10-K, or our Annual Report, filed with the Securities and Exchange Commission, or SEC, on March 27, 2013. This form 10-Q should be read in conjunction with that Form 10-K. | ||||||||||||||||
The accompanying unaudited consolidated balance sheets, statements of operations and statements of cash flows reflect all adjustments (consisting only of normal recurring items) which are, in the opinion of management, necessary for a fair presentation of financial position at September 30, 2013, and of operations and cash flows for the interim periods ended September 30, 2013 and 2012. The results of operations for the interim periods ended September 30, 2013 are not necessarily indicative of the results to be expected for the year. | ||||||||||||||||
The accompanying consolidated financial statements include the accounts of the Company and its 65.0% owned subsidiary Ilios, whose business focus is on advanced heating systems for commercial and industrial applications. With the inclusion of unvested restricted stock awards, the Company's owns 63.7% of Ilios. | ||||||||||||||||
The Company’s operations are comprised of one business segment. Our business is to manufacture and support highly efficient CHP products based on engines fueled by natural gas. | ||||||||||||||||
Use of Estimates | ' | |||||||||||||||
Use of Estimates | ||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | ||||||||||||||||
Revenue Recognition | ' | |||||||||||||||
Revenue Recognition | ||||||||||||||||
Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable and collectability is reasonably assured. Generally, sales of cogeneration and chiller units and parts are recognized when shipped and services are recognized over the term of the service period. Payments received in advance of services being performed are recorded as deferred revenue. | ||||||||||||||||
Infrequently, the Company recognizes revenue in certain circumstances before delivery has occurred (commonly referred to as bill and hold transactions). In such circumstances, among other things, risk of ownership has passed to the buyer, the buyer has made a written fixed commitment to purchase the finished goods, the buyer has requested the finished goods be held for future delivery as scheduled and designated by them, and no additional performance obligations exist by the Company. For these transactions, the finished goods are segregated from inventory and normal billing and credit terms are granted. For the nine months ended September 30, 2013 and 2012 no revenues were recorded as bill and hold transactions. | ||||||||||||||||
For those arrangements that include multiple deliverables, the Company first determines whether each service or deliverable meets the separation criteria of FASB ASC 605-25, Revenue Recognition—Multiple-Element Arrangements. In general, a deliverable (or a group of deliverables) meets the separation criteria if the deliverable has stand-alone value to the customer and if the arrangement includes a general right of return related to the delivered item and delivery or performance of the undelivered item(s) is considered probable and substantially in control of the Company. Each deliverable that meets the separation criteria is considered a separate ‘‘unit of accounting”. The Company allocates the total arrangement consideration to each unit of accounting using the relative fair value method. The amount of arrangement consideration that is allocated to a delivered unit of accounting is limited to the amount that is not contingent upon the delivery of another unit of accounting. | ||||||||||||||||
When vendor-specific objective evidence or third-party evidence is not available, adopting the relative fair value method of allocation permits the Company to recognize revenue on specific elements as completed based on the estimated selling price. The Company generally uses internal pricing lists that determine sales prices to external customers in determining its best estimate of the selling price of the various deliverables in multiple-element arrangements. Changes in judgments made in estimating the selling price of the various deliverables could significantly affect the timing or amount of revenue recognition. The Company enters into sales arrangements with customers to sell its cogeneration and chiller units and related service contracts and occasionally installation services. Based on the fact that the Company sells each deliverable to other customers on a stand-alone basis, the company has determined that each deliverable has a stand-alone value. Additionally, there are no rights of return relative to the delivered items; therefore, each deliverable is considered a separate unit of accounting. | ||||||||||||||||
After the arrangement consideration has been allocated to each unit of accounting, the Company applies the appropriate revenue recognition method for each unit of accounting based on the nature of the arrangement and the services included in each unit of accounting. Cogeneration and chiller units are recognized when shipped and services are recognized over the term of the applicable agreement, or as provided when on a time and materials basis. | ||||||||||||||||
In some cases, our customers may choose to have the Company engineer and install the system for them rather than simply purchase the cogeneration and/or chiller units. In this case, the Company accounts for revenue, or turnkey revenue, and costs using the percentage-of-completion method of accounting. Under the percentage-of-completion method of accounting, revenues are recognized by applying percentages of completion to the total estimated revenues for the respective contracts. Costs are recognized as incurred. The percentages of completion are determined by relating the actual cost of work performed to date to the current estimated total cost at completion of the respective contracts. When the estimate on a contract indicates a loss, the Company’s policy is to record the entire expected loss, regardless of the percentage of completion. During the nine months ended September 30, 2013 a loss of approximately $300,000 was recorded. The excess of contract costs and profit recognized to date on the percentage-of-completion accounting method in excess of billings is recorded as unbilled revenue. Billings in excess of related costs and estimated earnings is recorded as deferred revenue. | ||||||||||||||||
Sales Tax | ' | |||||||||||||||
Presentation of Sales Taxes | ||||||||||||||||
The Company reports revenues net of any revenue-based taxes assessed by governmental authorities that are imposed on and concurrent with specific revenue-producing transactions. | ||||||||||||||||
Shipping and Handling Costs | ' | |||||||||||||||
Shipping and Handling Costs | ||||||||||||||||
The Company classifies freight billed to customers as sales revenue and the related freight costs as cost of sales. | ||||||||||||||||
Advertising Costs | ' | |||||||||||||||
Advertising Costs | ||||||||||||||||
The Company expenses the costs of advertising as incurred. For the nine months ended September 30, 2013 and 2012, advertising expense was approximately $147,000 and $133,000, respectively. | ||||||||||||||||
Cash and Cash Equivalents | ' | |||||||||||||||
Cash and Cash Equivalents | ||||||||||||||||
The Company considers all highly liquid instruments with an original maturity date, at date of purchase, of three months or less to be cash and cash equivalents. The Company has cash balances in certain financial institutions in amounts which occasionally exceed current federal deposit insurance limits. The financial stability of these institutions is continually reviewed by senior management. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents. | ||||||||||||||||
Concentration of Credit Risk | ' | |||||||||||||||
Concentration of Credit Risk | ||||||||||||||||
Financial instruments, which potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments and accounts receivable. The Company's cash equivalents are placed with certain financial institutions and issuers. As of September 30, 2013, the Company had a balance of $144,091 in cash and cash equivalents and short-term investments that exceeded the Federal Deposit Insurance Corporation’s (“FDIC”) general deposit insurance limit of $250,000. | ||||||||||||||||
Short-Term Investments | ' | |||||||||||||||
Short-Term Investments | ||||||||||||||||
Short-term investments consist of certificates of deposit with maturities of greater than three months but less than one year. Certificates of deposits are recorded at fair value. | ||||||||||||||||
Accounts Receivable | ' | |||||||||||||||
Accounts Receivable | ||||||||||||||||
Accounts receivable are stated at the amount management expects to collect from outstanding balances. An allowance for doubtful accounts is provided for those accounts receivable considered to be uncollectible based upon historical experience and management’s evaluation of outstanding accounts receivable at the end of the year. Bad debts are written off against the allowance when identified. At September 30, 2013 and December 31, 2012 the allowance for doubtful accounts was $119,700 and $154,400, respectively. | ||||||||||||||||
Inventory | ' | |||||||||||||||
Inventory | ||||||||||||||||
Raw materials, work in process, and finished goods inventories are stated at the lower of cost, as determined by the average cost method, or net realizable value. The Company periodically reviews inventory quantities on hand for excess and/or obsolete inventory based primarily on historical usage, as well as based on estimated forecast of product demand. Any reserves that result from this review are charged to cost of sales. | ||||||||||||||||
Property, Plant and Equipment | ' | |||||||||||||||
Property, Plant and Equipment | ||||||||||||||||
Property, plant and equipment are recorded at cost. Depreciation is provided using the straight-line method over the estimated useful lives of the asset, which range from three to fifteen years. Leasehold improvements are amortized using the straight-line method over the lesser of the estimated useful lives of the assets or the term of the related leases. Expenditures for maintenance and repairs are expensed currently, while renewals and betterments that materially extend the life of an asset are capitalized. | ||||||||||||||||
Intangible Assets | ' | |||||||||||||||
Intangible Assets | ||||||||||||||||
Intangible assets subject to amortization include costs incurred by the Company to acquire developed technology discussed in Note 10, product certifications and certain patent costs. These costs are amortized on a straight-line basis over the estimated economic life of the intangible asset. The Company reviews intangible assets for impairment when the circumstances warrant. | ||||||||||||||||
Research and Development Costs | ' | |||||||||||||||
Research and Development Costs/Grants | ||||||||||||||||
Internal research and development expenditures are expensed as incurred. Proceeds from certain grants and contracts with governmental agencies and their contractors to conduct research and development for new CHP technologies or to improve or enhance existing technology is recorded as an offset to the related research and development expenses. These grants and contracts are paid on a cost reimbursement basis provided in the agreed upon budget, with 10% retainage held to the end of the contract period. For the nine months ended September 30, 2013 and 2012, amounts received were approximately $115,150 and $101,400, respectively, which offset the Company’s total research and development expenditures for each of the respective periods. As of September 30, 2013 and December 31, 2012, retainage receivable was approximately $138,350 and $154,700, respectively. | ||||||||||||||||
Stock-Based Compensation | ' | |||||||||||||||
Stock-Based Compensation | ||||||||||||||||
Stock based compensation cost is measured at the grant date based on the estimated fair value of the award and is recognized as an expense in the consolidated statements of operations over the requisite service period. The fair value of stock options granted is estimated using the Black-Scholes option pricing valuation model. The Company recognizes compensation on a straight-line basis for each separately vesting portion of the option award. Use of a valuation model requires management to make certain assumptions with respect to selected model inputs. The determination of the fair value of share-based payment awards is affected by the Company’s stock price. Since the Company is not actively traded, the Company considered the sales price of the Common Stock in private placements to unrelated third parties as a measure of the fair value of its Common Stock. The average expected life is estimated using the simplified method for “plain vanilla” options. The simplified method determines the expected life in years based on the vesting period and contractual terms as set forth when the award is made. The Company uses the simplified method for awards of stock-based compensation since it does not have the necessary historical exercise and forfeiture data to determine an expected life for stock options. The risk-free interest rate is based on U.S. Treasury zero-coupon issues with a remaining term which approximates the expected life assumed at the date of grant. When options are exercised the Company normally issues new shares (see “Note 4 – Stock-based compensation”.) | ||||||||||||||||
Loss per Common Share | ' | |||||||||||||||
Loss per Common Share | ||||||||||||||||
The Company computes basic loss per share by dividing net loss for the period by the weighted-average number of shares of Common Stock outstanding during the period. The Company computes its diluted earnings per common share using the treasury stock method. For purposes of calculating diluted earnings per share, the Company considers its shares issuable in connection with the convertible debentures, stock options and warrants to be dilutive Common Stock equivalents when the exercise/conversion price is less than the average market price of our Common Stock for the period. | ||||||||||||||||
Other Comprehensive Net Loss | ' | |||||||||||||||
Other Comprehensive Net Loss | ||||||||||||||||
The comprehensive net loss for the three and nine month periods ended September 30, 2013 and 2012 does not differ from the reported loss. | ||||||||||||||||
Segment Information | ' | |||||||||||||||
Segment Information | ||||||||||||||||
The Company reports segment data based on the management approach. The management approach designates the internal reporting that is used by management for making operating and investment decisions and evaluating performance as the source of the Company's reportable segments. The Company uses one measurement of profitability and does not disaggregate its business for internal reporting. The Company has determined that it operates in one business segment which manufactures and supports highly efficient CHP products based on engines fueled by natural gas. | ||||||||||||||||
The following table summarizes net revenue by product line and services for the three and nine month periods ended September 30, 2013 and 2012: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30 | September 30 | September 30 | September 30 | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Products: | ||||||||||||||||
Cogeneration | $ | 706,098 | $ | 1,070,013 | $ | 2,441,740 | $ | 2,687,769 | ||||||||
Chiller | 73,357 | 284,000 | 1,198,234 | 1,503,670 | ||||||||||||
Total Product Revenue | 779,455 | 1,354,013 | 3,639,974 | 4,191,439 | ||||||||||||
Services | 2,113,785 | 1,698,543 | 6,103,044 | 5,498,545 | ||||||||||||
$ | 2,893,240 | $ | 3,052,556 | $ | 9,743,018 | $ | 9,689,984 | |||||||||
Income Taxes | ' | |||||||||||||||
Income Taxes | ||||||||||||||||
The Company uses the asset and liability method of accounting for income taxes. The current or deferred tax consequences of transactions are measured by applying the provisions of enacted tax laws to determine the amount of taxes payable currently or in future years. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities and expected future tax consequences of events that have been included in the financial statements or tax returns using enacted tax rates in effect for the years in which the differences are expected to reverse. Under this method, a valuation allowance is used to offset deferred taxes if, based upon the available evidence, it is more likely than not that some or all of the deferred tax assets may not be realized. Management evaluates the recoverability of deferred taxes and the adequacy of the valuation allowance annually. | ||||||||||||||||
The Company follows the provisions of the accounting standards relative to accounting for uncertainties in tax positions. These provisions provide guidance on the recognition, de-recognition and measurement of potential tax benefits associated with tax positions. The Company elected to recognize interest and penalties related to income tax matters as a component of income tax expense in the statements of operations. There was no impact on the financial statements as a result of this guidance. |
Description_of_business_and_su2
Description of business and summary of significant accounting policies (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Accounting Policies [Abstract] | ' | |||||||||||||||
Net Revenue by Product Line and Services | ' | |||||||||||||||
The following table summarizes net revenue by product line and services for the three and nine month periods ended September 30, 2013 and 2012: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30 | September 30 | September 30 | September 30 | |||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Products: | ||||||||||||||||
Cogeneration | $ | 706,098 | $ | 1,070,013 | $ | 2,441,740 | $ | 2,687,769 | ||||||||
Chiller | 73,357 | 284,000 | 1,198,234 | 1,503,670 | ||||||||||||
Total Product Revenue | 779,455 | 1,354,013 | 3,639,974 | 4,191,439 | ||||||||||||
Services | 2,113,785 | 1,698,543 | 6,103,044 | 5,498,545 | ||||||||||||
$ | 2,893,240 | $ | 3,052,556 | $ | 9,743,018 | $ | 9,689,984 | |||||||||
Loss_per_common_share_Tables
Loss per common share (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Schedule of Loss Per Common Share, Basic and Diluted | ' | |||||||||||||||
Basic and diluted loss per share for the three and nine month periods ended September 30, 2013 and 2012, respectively, were as follows: | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30 | September 30 | September 30, 2013 | September 30, 2012 | |||||||||||||
2013 | 2012 | |||||||||||||||
Loss available to stockholders | $ | (1,387,679 | ) | $ | (674,605 | ) | $ | (3,338,552 | ) | $ | (1,509,891 | ) | ||||
Weighted average shares outstanding - Basic and diluted | 13,212,894 | 13,166,080 | 13,212,894 | 13,166,080 | ||||||||||||
Basic and diluted loss per share | $ | (0.11 | ) | $ | (0.05 | ) | $ | (0.25 | ) | $ | (0.11 | ) | ||||
Anti-dilutive shares underlying stock options outstanding | 1,134,000 | 1,095,250 | 1,134,000 | 1,095,250 | ||||||||||||
Anti-dilutive convertible debentures | 75,806 | 75,806 | 75,806 | 75,806 | ||||||||||||
Stockbased_compensation_Tables
Stock-based compensation (Tables) | 3 Months Ended | 9 Months Ended | |||||||||||||||||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2013 | ||||||||||||||||||||||||||||||||
Tecogen | ' | ' | |||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | |||||||||||||||||||||||||||||||
Schedule of Stock Option Activity | ' | ' | |||||||||||||||||||||||||||||||
Stock option activity for the nine months ended September 30, 2013 was as follows: | |||||||||||||||||||||||||||||||||
Common Stock Options | Number of | Exercise | Weighted | Weighted | Aggregate | ||||||||||||||||||||||||||||
Options | Price | Average | Average | Intrinsic | |||||||||||||||||||||||||||||
Per | Exercise | Remaining | Value | ||||||||||||||||||||||||||||||
Share | Price | Life | |||||||||||||||||||||||||||||||
Outstanding, December 31, 2012 | 1,096,500 | $0.12-$3.20 | $ | 1.96 | 4.66 years | $ | 1,356,400 | ||||||||||||||||||||||||||
Granted | 37,500 | 3.2 | 3.2 | — | — | ||||||||||||||||||||||||||||
Exercised | — | — | — | — | — | ||||||||||||||||||||||||||||
Canceled and forfeited | — | — | — | — | — | ||||||||||||||||||||||||||||
Expired | — | — | — | — | — | ||||||||||||||||||||||||||||
Outstanding, September 30, 2013 | 1,134,000 | $0.12-$3.20 | $ | 2 | 3.94 years | $ | 1,356,400 | ||||||||||||||||||||||||||
Exercisable, September 30, 2013 | 815,438 | $ | 1.73 | $ | 1,201,075 | ||||||||||||||||||||||||||||
Vested and expected to vest, September 30, 2013 | 1,134,000 | $ | 2 | $ | 1,356,400 | ||||||||||||||||||||||||||||
Schedule of Restricted Stock Activity | ' | ' | |||||||||||||||||||||||||||||||
Restricted stock activity for the nine months ended September 30, 2013 as follows: | |||||||||||||||||||||||||||||||||
Number of | Weighted | ||||||||||||||||||||||||||||||||
Restricted | Average | ||||||||||||||||||||||||||||||||
Stock | Grant Date | ||||||||||||||||||||||||||||||||
Fair Value | |||||||||||||||||||||||||||||||||
Unvested, December 31, 2012 | 399,070 | $ | 1.44 | ||||||||||||||||||||||||||||||
Granted | — | — | |||||||||||||||||||||||||||||||
Vested | — | — | |||||||||||||||||||||||||||||||
Forfeited | (37,500 | ) | 2.6 | ||||||||||||||||||||||||||||||
Unvested, September 30, 2013 | 361,570 | $ | 1.31 | ||||||||||||||||||||||||||||||
Ilois | ' | ' | |||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | |||||||||||||||||||||||||||||||
Schedule of Stock Option Activity | ' | ' | |||||||||||||||||||||||||||||||
Stock option activity relating to Ilios for the nine months ended September 30, 2013 was as follows: | |||||||||||||||||||||||||||||||||
Common Stock Options | Number of | Exercise | Weighted | Weighted | Aggregate | ||||||||||||||||||||||||||||
Options | Price | Average | Average | Intrinsic | |||||||||||||||||||||||||||||
Per | Exercise | Remaining | Value | ||||||||||||||||||||||||||||||
Share | Price | Life | |||||||||||||||||||||||||||||||
Outstanding, December 31, 2012 | 575,000 | $0.10-$0.50 | $ | 0.29 | 7.44 years | $ | 120,000 | ||||||||||||||||||||||||||
Granted | — | — | — | ||||||||||||||||||||||||||||||
Exercised | — | — | — | ||||||||||||||||||||||||||||||
Canceled and forfeited | — | — | — | ||||||||||||||||||||||||||||||
Expired | — | — | — | ||||||||||||||||||||||||||||||
Outstanding, September 30, 2013 | 575,000 | $0.10-$0.50 | $ | 0.29 | 6.69 years | $ | 120,000 | ||||||||||||||||||||||||||
Exercisable, September 30, 2013 | 62,500 | $ | 0.5 | $ | — | ||||||||||||||||||||||||||||
Vested and expected to vest, September 30, 2013 | 575,000 | $ | 0.29 | $ | 120,000 | ||||||||||||||||||||||||||||
Schedule of Restricted Stock Activity | ' | ' | |||||||||||||||||||||||||||||||
Restricted stock activity for the Ilios awards, for the nine months ended September 30, 2013 was as follows: | |||||||||||||||||||||||||||||||||
Number of | Weighted | ||||||||||||||||||||||||||||||||
Restricted | Average | ||||||||||||||||||||||||||||||||
Stock | Grant Date | ||||||||||||||||||||||||||||||||
Fair Value | |||||||||||||||||||||||||||||||||
Unvested, December 31, 2012 | 510,000 | $ | 0.26 | ||||||||||||||||||||||||||||||
Granted | — | — | |||||||||||||||||||||||||||||||
Vested | — | — | |||||||||||||||||||||||||||||||
Forfeited | (200,000 | ) | 0.5 | ||||||||||||||||||||||||||||||
Unvested, September 30, 2013 | 310,000 | $ | 0.1 | ||||||||||||||||||||||||||||||
Total stock-based compensation expense for the nine months ended September 30, 2013 and 2012 was $(8,105) due to forfeitures of unvested stock and $232,828, respectively. At September 30, 2013, the total compensation cost related to unvested restricted stock awards and stock option awards not yet recognized is $107,651. This amount will be recognized over a weighted average period of 2.72 years. No tax benefit was recognized related to the stock-based compensation recorded during the periods. |
Commitments_and_contingencies_
Commitments and contingencies (Tables) | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||
Schedule of Future Minimum Rental Payments for Operating Leases | ' | |||
Future minimum lease payments under all non-cancelable operating leases as of September 30, 2013 consist of the following: | ||||
Years Ending December 31, | Amount | |||
2013 | $ | 149,352 | ||
2014 | 579,495 | |||
2015 | 535,349 | |||
2016 | 485,040 | |||
2017 | 491,920 | |||
2018 and thereafter | 3,241,340 | |||
Total | $ | 5,482,496 | ||
Noncontrolling_interests_Table
Noncontrolling interests (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Noncontrolling Interest [Abstract] | ' | |||||||
Net loss attributable to Tecogen Inc. and Transfers (to) from the Noncontrolling Interest | ' | |||||||
The table below presents the changes in equity resulting from net loss attributable to Tecogen and transfers to or from noncontrolling interests for the nine months ended September 30, 2013 and 2012. | ||||||||
Net loss attributable to Tecogen Inc. and | ||||||||
Transfers (to) from the Noncontrolling Interest | ||||||||
Nine Months Ended September 30, | ||||||||
2013 | 2012 | |||||||
Net loss attributable to Tecogen Inc. | $ | (3,338,552 | ) | $ | (1,509,891 | ) | ||
Transfers (to) from the noncontrolling interest | ||||||||
Increase in Tecogen's paid-in capital upon the sale of 1,000,000 Ilios common shares | — | 289,605 | ||||||
Net transfers to noncontrolling interest | — | 289,605 | ||||||
Change from net loss attributable to Tecogen Inc. and transfers to noncontrolling interest | $ | (3,338,552 | ) | $ | (1,220,286 | ) |
Asset_acquisition_Tables
Asset acquisition (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Business Combinations [Abstract] | ' | ||||
Schedule of Purchase Price Allocation [Table Text Block] | ' | ||||
The purchase price has been allocated as follows: | |||||
Inventory | $ | 17,400 | |||
Machinery and equipment | 171,910 | ||||
Computer equipment | 22,070 | ||||
Tooling | 5,550 | ||||
Developed technology | 240,000 | ||||
Goodwill | 40,870 | ||||
$ | 497,800 | ||||
Amortizable_intangible_assets_1
Amortizable intangible assets (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | ' | |||||||
Estimated future annual amortization expense related to the intangible assets is as follows: | ||||||||
2013 | $ | 24,581 | ||||||
2014 | 111,945 | |||||||
2015 | 111,945 | |||||||
2016 | 111,945 | |||||||
2017 | 111,945 | |||||||
Thereafter | 432,244 | |||||||
$ | 904,605 | |||||||
Schedule of Finite-Lived Intangible Assets [Table Text Block] | ' | |||||||
As of September 30, 2013 the Company has the following amounts related to intangible assets: | ||||||||
Gross Carrying Amount | Accumulated Amortization | |||||||
Patent costs | $ | 411,181 | $ | 33,516 | ||||
Product certifications | 372,046 | 76,135 | ||||||
Developed technology | 240,000 | 8,971 | ||||||
$ | 1,023,227 | $ | 118,622 | |||||
Description_of_business_and_su3
Description of business and summary of significant accounting policies - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | Sep. 30, 2013 | |
segment | Ilios | Ilios | Ilios | Restricted stock | ||||
Ilios | ||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill | $40,870 | $40,870 | ' | $0 | ' | ' | ' | ' |
Research And Development Arrangements With Government Agencies, Customer Funding To Offset Costs Incurred | ' | 115,150 | 101,400 | ' | ' | ' | ' | ' |
Research And Development Arrangements With Government Agencies, Retainage Receivable | 138,350 | 138,350 | ' | 154,700 | ' | ' | ' | ' |
Allowance for Doubtful Accounts Receivable, Current | 119,700 | 119,700 | ' | 154,400 | ' | ' | ' | ' |
Loss on Contracts | ' | 300,000 | ' | ' | ' | ' | ' | ' |
Advertising Expense | ' | $147,000 | $133,000 | ' | ' | ' | ' | ' |
Noncontrolling Interest, Ownership Percentage by Parent | ' | ' | ' | ' | 65.00% | 67.40% | 63.00% | 63.70% |
Number of Operating Segments | 1 | ' | ' | ' | ' | ' | ' | ' |
Description_of_business_and_su4
Description of business and summary of significant accounting policies - Concentration of Credit Risk (Details) (USD $) | Sep. 30, 2013 |
Accounting Policies [Abstract] | ' |
Cash, Uninsured Amount | $144,091 |
Cash, FDIC Insured Amount | $250,000 |
Description_of_business_and_su5
Description of business and summary of significant accounting policies - Property, Plant and Equipment (Details) | 9 Months Ended |
Sep. 30, 2013 | |
Minimum | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful lives | '3 years |
Maximum | ' |
Property, Plant and Equipment [Line Items] | ' |
Property, plant and equipment, estimated useful lives | '15 years |
Description_of_business_and_su6
Description of business and summary of significant accounting policies - Revenue by Product Line and Services (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Revenue by Producks and Services [Line Items] | ' | ' | ' | ' |
Products | $779,455 | $1,354,013 | $3,639,974 | $4,191,439 |
Services | 2,113,785 | 1,698,543 | 6,103,044 | 5,498,545 |
Total revenues | 2,893,240 | 3,052,556 | 9,743,018 | 9,689,984 |
Cogeneration | ' | ' | ' | ' |
Revenue by Producks and Services [Line Items] | ' | ' | ' | ' |
Products | 706,098 | 1,070,013 | 2,441,740 | 2,687,769 |
Chiller | ' | ' | ' | ' |
Revenue by Producks and Services [Line Items] | ' | ' | ' | ' |
Products | $73,357 | $284,000 | $1,198,234 | $1,503,670 |
Loss_per_common_share_Schedule
Loss per common share - Schedule of Loss Per Common Share, Basic and Diluted (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Loss available to stockholders | ($1,387,679) | ($674,605) | ($3,338,552) | ($1,509,891) |
Weighted average shares outstanding - Basic and diluted | 13,212,894 | 13,166,080 | 13,212,894 | 13,166,080 |
Basic and diluted loss per share (usd per share) | ($0.11) | ($0.05) | ($0.25) | ($0.11) |
Stock Options | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive securities (shares) | 1,134,000 | 1,095,250 | 1,134,000 | 1,095,250 |
Convertible Debenture | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Antidilutive securities (shares) | 75,806 | 75,806 | 75,806 | 75,806 |
Demand_note_payable_and_conver1
Demand note payable and convertible debentures - related party (Details) (USD $) | 9 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | 11-May-09 | 11-May-09 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | 11-May-09 | Nov. 30, 2012 | Sep. 07, 2011 | Sep. 10, 2008 | Sep. 30, 2013 | Dec. 31, 2012 | 11-May-09 | Sep. 30, 2013 | Sep. 24, 2001 | Sep. 30, 2013 | Sep. 24, 2011 | Sep. 24, 2001 | 11-May-09 | Oct. 18, 2013 | Sep. 24, 2011 | 11-May-09 | Sep. 24, 2001 | 11-May-09 | 11-May-09 | 11-May-09 | |
Director and Chief Executive Officer | Director and Chief Executive Officer | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Demand notes | Demand notes | Demand notes | Demand notes | Demand notes | Demand notes | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | ||||
Ilios | Minimum | Maximum | Director and Chief Executive Officer | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Common stock | Common stock | Director and Chief Executive Officer | Director and Chief Executive Officer | Director and Chief Executive Officer | Director and Chief Executive Officer | Director and Chief Executive Officer | Member of board of directors | Member of board of directors | Member of board of directors | Member of board of directors | Member of board of directors | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | |||||||
Common stock | Common stock | Conversion of principal amount | Conversion of accrued interest | Conversion of accrued interest | Conversion of accrued interest | Common stock | Conversion of principal amount | Conversion of accrued interest | |||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Demand notes payable, related party, current | $2,537,500 | $1,337,500 | $1,337,500 | ' | ' | $1,300,000 | $1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related party debt, stated interest rate | ' | ' | ' | ' | ' | ' | ' | 5.00% | 6.00% | ' | 6.00% | 6.00% | 5.00% | ' | ' | ' | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | 750,000 | 250,000 | ' | ' | ' | ' | 330,000 | ' | ' | 200,000 | ' | ' | ' | ' | 100,000 | ' | ' | ' |
Debentures accrued interest, first payment from issuance date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price in usd per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.20 | ' | $1.20 | $2 | ' | ' | $4.50 | ' | ' | ' | $0.50 | ' | ' |
Number of shares of subsidiary common stock sold by the Company | ' | ' | ' | ' | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Subsidiary common stock sold by the Company, price in usd per share | ' | ' | ' | ' | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extinguishment of debt, principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 427,432 | ' | ' | ' | ' | ' | 109,033 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extinguishment of debt, accrued interest | ' | ' | ' | 163,535 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt conversion, amount converted | 0 | -480,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 109,033 | ' | 72,960 | 90,967 | ' | ' | 427,432 | 72,568 |
Debt conversion, number of shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' |
Common stock issuable upon conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75,806 | 75,806 | ' | ' | ' | ' | ' | ' | ' | 970 | ' | ' | ' | ' | ' | ' |
Convertible debentures, related party, current | 90,967 | ' | 90,967 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,366 | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Amount Outstanding | ' | ' | ' | ' | ' | $1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockbased_compensation_StockB
Stock-based compensation - Stock-Based Compensation (Details) (USD $) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2012 | Sep. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Recognized stock-based compensation | $232,828 | ($8,105) |
Compensation cost related to unvested restricted stock awards and stock option awards not yet recognized | ' | $107,651 |
Tecogen | Amended Plan | Stock options | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares of common stock reserved for future issuance | ' | 1,838,750 |
Number of shares remaining available for future issuance | ' | 97,683 |
Ilois | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Period for Recognition | ' | '2 years 8 months 18 days |
Ilois | 2009 Plan | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Maximum number of shares allowable for issuance | ' | 2,000,000 |
Stockbased_compensation_Stock_
Stock-based compensation - Stock Option Activity (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
Tecogen | Tecogen | Tecogen | Ilois | Ilois | Ilois | Minimum | Minimum | Minimum | Minimum | Maximum | Maximum | Maximum | Maximum | ||
Tecogen | Tecogen | Ilois | Ilois | Tecogen | Tecogen | Ilois | Ilois | ||||||||
Stock Options Outstanding [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning (shares) | ' | ' | 1,096,500 | ' | ' | ' | 575,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (shares) | ' | 37,500 | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (shares) | ' | 0 | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Canceled and forfeited (shares) | ' | 0 | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expired (shares) | ' | 0 | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ending (shares) | ' | 1,134,000 | 1,134,000 | 1,096,500 | 575,000 | ' | 575,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable (shares) | ' | 815,438 | 815,438 | ' | 62,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest (shares) | ' | 1,134,000 | 1,134,000 | ' | 575,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise Price Per Share [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise Price Per Share, Beginning (per share) | ' | ' | ' | ' | ' | ' | ' | $0.12 | $0.12 | $0.10 | $0.10 | $3.20 | $3.20 | $0.50 | $0.50 |
Exercise Price Per Share, Granted (per share) | ' | $3.20 | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise Price Per Share, Exercised (per share) | ' | $0 | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise Price Per Share, Cancelled and forfeited (per share) | ' | $0 | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise Price Per Share, Expired (per share) | $0 | ' | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise Price Per Share, Ending (per share) | ' | ' | ' | ' | ' | ' | ' | $0.12 | $0.12 | $0.10 | $0.10 | $3.20 | $3.20 | $0.50 | $0.50 |
Weighted Average Exercise Price [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning (usd per share) | ' | ' | $1.96 | ' | ' | ' | $0.29 | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (usd per share) | ' | $3.20 | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (usd per share) | ' | $0 | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Canceled and forfeited (usd per share) | ' | $0 | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expried (usd per share) | ' | $0 | ' | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ending (usd per share) | ' | $2 | $2 | $1.96 | $0.29 | ' | $0.29 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable (usd per share) | ' | $1.73 | $1.73 | ' | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest (usd per share) | ' | $2 | $2 | ' | $0.29 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted Average Remaining Life | ' | ' | '3 years 11 months 10 days | '4 years 7 months 27 days | '6 years 8 months 7 days | '7 years 5 months 9 days | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Additional Disclosures [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding, Aggregate Intrinsic Value | ' | $1,356,400 | $1,356,400 | $1,356,400 | $120,000 | ' | $120,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable, Aggregate Intrinsic Value | ' | 1,201,075 | 1,201,075 | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vested and expected to vest, Aggregate Intrinsic Value | ' | $1,356,400 | $1,356,400 | ' | $120,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stockbased_compensation_Restri
Stock-based compensation - Restricted Stock Activity (Details) (Restricted stock, USD $) | 3 Months Ended | |
Sep. 30, 2013 | Dec. 31, 2012 | |
Tecogen | ' | ' |
Unvested Restricted Stock [Roll Forward] | ' | ' |
Unvested, Beginning (shares) | ' | 399,070 |
Granted (shares) | 0 | ' |
Vested (shares) | 0 | ' |
Forfeited (shares) | 37,500 | ' |
Unvested, Ending (shares) | 361,570 | 399,070 |
Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' |
Unvested, Beginning (usd per share) | ' | $1.44 |
Granted (usd per share) | $0 | ' |
Vested (usd per share) | $0 | ' |
Forfeited (usd per share) | $2.60 | ' |
Unvested, Ending (usd per share) | $1.31 | $1.44 |
Ilois | ' | ' |
Unvested Restricted Stock [Roll Forward] | ' | ' |
Unvested, Beginning (shares) | ' | 510,000 |
Granted (shares) | 0 | ' |
Vested (shares) | 0 | ' |
Forfeited (shares) | 200,000 | ' |
Unvested, Ending (shares) | 310,000 | 510,000 |
Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' |
Unvested, Beginning (usd per share) | ' | $0.26 |
Granted (usd per share) | $0 | ' |
Vested (usd per share) | $0 | ' |
Forfeited (usd per share) | $0.50 | ' |
Unvested, Ending (usd per share) | $0.10 | $0.26 |
Commitments_and_contingencies_1
Commitments and contingencies (Details) (Office space and warehouse facilities, USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Office space and warehouse facilities | ' | ' |
Operating Leased Assets [Line Items] | ' | ' |
Rent expense, gross | $364,308 | $329,021 |
Commitments_and_contingencies_2
Commitments and contingencies - Schedule of Future Minimum Rental Payments for Operating Leases (Details) (USD $) | Sep. 30, 2013 |
Future minimum lease payments under all non-cancelable operating leases | ' |
2013 | $149,352 |
2014 | 579,495 |
2015 | 535,349 |
2016 | 485,040 |
2017 | 491,920 |
2018 and thereafter | 3,241,340 |
Total | $5,482,496 |
Commitments_and_contingencies_3
Commitments and contingencies - Agreement with Digital Energy Corp. (Details) (Financial guarantee, USD $) | Oct. 26, 2011 |
Financial guarantee | ' |
Guarantor Obligations [Line Items] | ' |
Letter of credit outstanding | $180,000 |
Certificate of deposit securing letter of credit | 180,000 |
Promissory note receivable amount | $180,000 |
Promissory note receivable, stated interest rate | 6.00% |
Noncontrolling_interests_Detai
Noncontrolling interests (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | ||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Ilios | Ilios | Ilios | Ilios | Ilios | Ilios | Ilios | |||||
Private placement to accredited investors | Private placement to Tecogen | Private placement to Tecogen | Private placement to Tecogen | ||||||||
Noncontrolling Interest [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
The Company's ownership percentage in subsidiary | ' | ' | ' | ' | 65.00% | 67.40% | 63.00% | ' | ' | ' | ' |
Subsidiary cumulative number of shares sold | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | 1,000,000 | 1,500,000 | ' |
Subsidiary sale of stock, price in usd per share | ' | ' | ' | ' | ' | ' | ' | $0.50 | $0.50 | ' | $0.50 |
Subsidiary aggregate proceeds from stock transactions | ' | ' | ' | ' | ' | ' | ' | $500,000 | $500,000 | $750,000 | ' |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Change Due to Net Income Attributable to Parent and Effects of Changes, Net [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Loss available to stockholders | -1,387,679 | -674,605 | -3,338,552 | -1,509,891 | ' | ' | ' | ' | ' | ' | ' |
Transfers (to) from the noncontrolling interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in Tecogen's paid-in capital upon the sale of 1,000,000 Ilios common shares | ' | 289,605 | 0 | ' | ' | ' | ' | ' | ' | ' | ' |
Net transfers to noncontrolling interest | 0 | ' | ' | 289,605 | ' | ' | ' | ' | ' | ' | ' |
Change from net loss attributable to Tecogen Inc. and transfers to noncontrolling interest | ' | ' | ($3,338,552) | ($1,220,286) | ' | ' | ' | ' | ' | ' | ' |
Related_party_transactions_Det
Related party transactions (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | ||||||||||||||||||||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Mar. 14, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Oct. 20, 2009 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | 11-May-09 | 11-May-09 | Sep. 30, 2013 | Sep. 24, 2001 | Sep. 30, 2013 | Sep. 24, 2011 | 11-May-09 | 11-May-09 | Sep. 24, 2001 | 11-May-09 | Sep. 24, 2011 | 11-May-09 | Oct. 18, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 24, 2011 | 11-May-09 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 24, 2001 | 11-May-09 | 11-May-09 | 11-May-09 | Nov. 30, 2012 | Sep. 07, 2011 | Sep. 10, 2008 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2009 | Sep. 30, 2009 | Sep. 30, 2009 | Sep. 24, 2001 | Sep. 30, 2012 | Sep. 24, 2011 | Sep. 24, 2001 | Sep. 30, 2012 | Sep. 24, 2011 | |
company | sqft | Prepayment from Related Party for Future Purchases [Member] | Prepayment from Related Party for Future Purchases [Member] | Affiliated companies | Affiliated companies | Affiliated companies | Affiliated companies | Affiliated companies | Affiliated companies | Management | Management | Management | Management | Management | Management | Management | Management | Member of board of directors | Member of board of directors | Member of board of directors | Member of board of directors | Member of board of directors | Member of board of directors | Member of board of directors | Member of board of directors | Member of board of directors | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chairman | Investor | Investor | Investor | Investor | Joseph J. Ritchie | Joseph J. Ritchie | Joseph J. Ritchie | Nia Marie Hatsopoulos | Nia Marie Hatsopoulos | Nia Marie Hatsopoulos | Alexander J. Hatsopoulos | Alexander J. Hatsopoulos | Alexander J. Hatsopoulos | |||
Sublease under operating leased assets | Sublease under operating leased assets | American DG Energy | American DG Energy | American DG Energy | American DG Energy | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Demand notes | Ilios | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | American DG Energy | Ilois | Ilois | Ilois | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Demand notes | Demand notes | Demand notes | American DG Energy | GlenRose Instruments | Ilois | GlenRose Instruments | Pharos | Levitronix | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | ||||||||||
Office space and warehouse facilities | Office space and warehouse facilities | Common stock | Common stock | Conversion of principal amount | Conversion of accrued interest | Conversion of accrued interest | Conversion of accrued interest | Convertible debentures | Convertible debentures | Common stock | Conversion of principal amount | Conversion of accrued interest | Common stock | Conversion of principal amount | Conversion of accrued interest | Common stock | Common stock | Common stock | Common stock | ||||||||||||||||||||||||||||||||||
Common stock | Common stock | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of affiliated companies | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related party ownership percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13.90% | 6.70% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.70% | 15.70% | 3.00% | 15.70% | 24.40% | 21.40% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related party transactions agreement term | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related party transactions agreement term, renewal period | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $330,000 | ' | ' | ' | ' | $200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $100,000 | ' | ' | ' | $300,000 | $750,000 | $250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $50,000 | ' | ' | $50,000 | ' | ' |
Related party debt, stated interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6.00% | 6.00% | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price in usd per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.20 | ' | $1.20 | $2 | ' | ' | ' | ' | ' | ' | $4.50 | ' | ' | ' | $0.50 | ' | ' | ' | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.20 | ' | ' | ' | ' | ' | ' | ' | ' |
Debt conversion, amount converted | ' | 0 | -480,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 109,033 | 72,960 | 90,967 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 427,432 | 72,568 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000 | 14,433 | ' | ' | ' | ' | ' | ' |
Debt conversion, number of shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,474 | 400,000 | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 37,028 | ' | ' | ' | 42,620 | 15,003 | ' | 42,620 | 15,003 |
Officers' compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Working capital line of credit with related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Amount Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,200,000 | 1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of time spent on company affairs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sublease rental | ' | ' | ' | ' | ' | ' | 93,167 | 126,399 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sublease operating expenses offset | ' | ' | ' | ' | ' | ' | 64,932 | 88,021 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Headquarters consisting of office and storage space (in square feet) | ' | 27,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue from related parties | ' | ' | ' | ' | ' | ' | ' | ' | ' | 546,279 | 1,596,420 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Due to related party | 396,328 | 396,328 | ' | 0 | ' | ' | ' | ' | ' | 396,328 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Due from related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 70,811 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Prepayments received from related party | ' | ' | ' | ' | 827,747 | 420,317 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discount rate on related party prepaid purchases | ' | ' | ' | ' | ' | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares of subsidiary common stock sold by the Company | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Subsidiary common stock sold by the Company, price in usd per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extinguishment of debt, principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 109,033 | ' | ' | ' | ' | 427,432 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Extinguishment of debt, accrued interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $163,535 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Asset_acquisition_Details
Asset acquisition (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Dec. 31, 2012 | |
Property, Plant and Equipment [Line Items] | ' | ' |
Payments of assets | $497,800 | ' |
Intangible assets, net | 240,000 | ' |
Finite-Lived Intangible Asset, Useful Life | '15 years | ' |
Goodwill | 40,870 | 0 |
Minimum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Useful life | '3 years | ' |
Maximum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Useful life | '15 years | ' |
Machinery and Equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Payments of assets | $199,530 | ' |
Machinery and Equipment | Minimum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Useful life | '5 years | ' |
Machinery and Equipment | Maximum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Useful life | '8 years 6 months | ' |
Asset_acquisition_Purchase_Pri
Asset acquisition -Purchase Price Allocation (Details) (USD $) | 9 Months Ended | |||||
Sep. 30, 2013 | Sep. 30, 2012 | |||||
Business Acquisition [Line Items] | ' | ' | ||||
Business Acquisition, Purchase Price Allocation, Intangible Assets Other than Goodwill | $240,000 | ' | ||||
Business Acquisition, Purchase Price Allocation, Goodwill Amount | 40,870 | 0 | ||||
Business Acquisition, Purchase Price Allocation, Assets Acquired | 497,800 | ' | ||||
Business Acquisition, Purchase Price Allocation, Current Assets, Inventory | 17,400 | 0 | ||||
Schedule of Purchase Price Allocation [Table Text Block] | ' | ' | ||||
The purchase price has been allocated as follows: | ||||||
Inventory | $ | 17,400 | ||||
Machinery and equipment | 171,910 | |||||
Computer equipment | 22,070 | |||||
Tooling | 5,550 | |||||
Developed technology | 240,000 | |||||
Goodwill | 40,870 | |||||
$ | 497,800 | |||||
Business Acquisition, Purchase Price Allocation, Property, Plant and Equipment | 199,530 | 0 | ||||
Machinery and Equipment | ' | ' | ||||
Business Acquisition [Line Items] | ' | ' | ||||
Business Acquisition, Purchase Price Allocation, Property, Plant and Equipment | 171,910 | ' | ||||
Computer Equipment | ' | ' | ||||
Business Acquisition [Line Items] | ' | ' | ||||
Business Acquisition, Purchase Price Allocation, Property, Plant and Equipment | 22,070 | ' | ||||
Tools, Dies and Molds | ' | ' | ||||
Business Acquisition [Line Items] | ' | ' | ||||
Business Acquisition, Purchase Price Allocation, Property, Plant and Equipment | $5,550 | ' |
Amortizable_intangible_assets_2
Amortizable intangible assets (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
Amortization of Intangible Assets | $24,247 | $15,457 |
Amortizable_intangible_assets_3
Amortizable intangible assets -Amounts related to intangible assets (Details) (USD $) | Sep. 30, 2013 |
Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Assets, Gross | $1,023,227 |
Finite-Lived Intangible Assets, Accumulated Amortization | 118,622 |
Patents [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Assets, Gross | 411,181 |
Finite-Lived Intangible Assets, Accumulated Amortization | 33,516 |
Product Certification [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Assets, Gross | 372,046 |
Finite-Lived Intangible Assets, Accumulated Amortization | 76,135 |
Developed Technology Rights [Member] | ' |
Finite-Lived Intangible Assets [Line Items] | ' |
Finite-Lived Intangible Assets, Gross | 240,000 |
Finite-Lived Intangible Assets, Accumulated Amortization | $8,971 |
Amortizable_intangible_assets_4
Amortizable intangible assets -Estimated future annual amortization expense related to intangible assets (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | $24,581 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 111,945 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 111,945 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 111,945 | ' |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 111,945 | ' |
Amortization of Intangible Assets | 432,244 | ' |
Intangible assets, net | $904,605 | $372,020 |
Subsequent_events_Details
Subsequent events (Details) (USD $) | 9 Months Ended | 1 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Nov. 14, 2013 | Sep. 30, 2013 | Nov. 30, 2012 | Sep. 07, 2011 | Sep. 10, 2008 | Oct. 03, 2013 | Sep. 24, 2001 | Sep. 24, 2001 | Sep. 30, 2013 | Dec. 31, 2012 | Oct. 18, 2013 | 11-May-09 | Oct. 18, 2013 | 11-May-09 | Oct. 18, 2013 | Sep. 24, 2011 | 11-May-09 | |
Subsequent Event | Chief Executive Officer (John N. Hatsopoulos) | Demand notes | Demand notes | Demand notes | Demand notes | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Conversion of accrued interest in 2012 | Conversion of accrued interest | Conversion of accrued interest | Conversion of accrued interest | Conversion of accrued interest | ||||
Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Chief Executive Officer (John N. Hatsopoulos) | Member of board of directors | Common stock | Common stock | Common stock | Common stock | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | Convertible debentures | ||||||
Subsequent Event | Subsequent Event | Chief Executive Officer (John N. Hatsopoulos) | Member of board of directors | Chief Executive Officer (John N. Hatsopoulos) | Member of board of directors | Member of board of directors | Member of board of directors | |||||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Principal amount | ' | ' | ' | ' | ' | $300,000 | $750,000 | $250,000 | $450,000 | $100,000 | $200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related party debt, stated interest rate | ' | ' | ' | ' | ' | 6.00% | 6.00% | 5.00% | 6.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | ' | ' | 744,378 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Price | ' | ' | ' | $4.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Common Stock | ' | ' | ' | 3,349,700 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt conversion, amount converted | 0 | -480,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 90,967 | ' | ' | 72,568 | ' | 72,960 | 90,967 |
Debt conversion, number of shares issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75,806 | 1,000,000 | ' | ' | ' | ' | ' |
Current portion of convertible debentures, related party | 90,967 | ' | 90,967 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,913 | ' | 4,366 | ' | ' |
Common stock issuable upon conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75,806 | 75,806 | ' | ' | 2,161 | ' | 970 | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | $1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion price in usd per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.20 | $0.50 | $3.20 | ' | $4.50 | ' | ' |