Document_and_Entity_Informatio
Document and Entity Information (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Document And Entity Information | ' |
Entity Registrant Name | 'Strategic Environmental & Energy Resources, Inc. |
Entity Central Index Key | '0001576197 |
Document Type | '10-Q |
Document Period End Date | 31-Mar-14 |
Amendment Flag | 'false |
Current Fiscal Year End Date | '--12-31 |
Entity a Well-known Seasoned Issuer | 'No |
Entity a Voluntary Filer | 'No |
Entity Reporting Status Current | 'Yes |
Entity Filer Category | 'Smaller Reporting Company |
Entity Par Value Common Stock Outstanding | $0.00 |
Entity Common Stock, Shares Outstanding | 50,573,909 |
Document Fiscal Period Focus | 'Q1 |
Document Fiscal Year Focus | '2014 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Current assets: | ' | ' |
Cash | $2,166,100 | $2,419,100 |
Cash - restricted | 250,000 | 250,000 |
Accounts receivable, net of allowance for doubtful accounts of $76,000 | 1,447,600 | 1,170,000 |
Costs and estimated earnings in excess billings on uncompleted contracts | 102,000 | 78,500 |
Inventory | 22,400 | 22,400 |
Prepaid expenses and other assets | 171,000 | 253,000 |
Total current assets | 4,159,100 | 4,193,000 |
Property and equipment, net | 2,476,000 | 1,762,900 |
Intangible assets, net | 364,100 | 379,500 |
Other assets | 36,800 | 36,800 |
TOTAL ASSETS | 7,036,000 | 6,372,200 |
Current liabilities: | ' | ' |
Accounts payable | 1,286,800 | 1,506,800 |
Accrued liabilities | 954,300 | 924,200 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 178,200 | 170,300 |
Current portion of payroll taxes payable | 264,900 | 250,600 |
Customer deposits | ' | 118,000 |
Deferred revenue | 435,600 | ' |
Current portion of notes payable and capital lease obligations | 405,300 | 504,700 |
Notes payable - related parties, including accrued interest | 138,800 | 136,900 |
Total current liabilities | 3,663,900 | 3,611,500 |
Payroll taxes payable, net of current portion | 727,600 | 720,800 |
Notes payable and capital lease obligations, net of current portion | 26,300 | 48,100 |
Total liabilities | 4,417,800 | 4,380,400 |
Commitments and contingencies | ' | ' |
Stockholders' Equity (Deficit): | ' | ' |
Preferred stock; $.001 par value; 5,000,000 shares authorized; -0- shares issued | ' | ' |
Common stock; $.001 par value; 70,000,000 shares authorized; 50,573,909 and 47,911,975 shares issued and outstanding 2014 and 2013, respectively | 50,600 | 47,900 |
Common stock subscribed | 50,000 | 50,000 |
Additional paid-in capital | 16,324,700 | 14,565,400 |
Stock subscription receivable | -50,000 | -50,000 |
Accumulated deficit | -13,250,400 | -12,182,900 |
Total stockholders' equity (deficit) | 3,124,900 | 2,430,400 |
Non-controlling interest | -506,700 | -438,600 |
Total equity | 2,618,200 | 1,991,800 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $7,036,000 | $6,372,200 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Allowance for doubtful accounts | $76,000 | ' |
Preferred stock, par value (in dollars per shares) | $0.00 | $0.00 |
Preferred stock, authorized | 5,000,000 | 5,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value (in dollars per shares) | $0.00 | $0.00 |
Common stock, authorized | 70,000,000 | 70,000,000 |
Common stock, issued | 50,573,909 | 47,911,975 |
Common stock, outstanding | 50,573,909 | 47,911,975 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (USD $) | 3 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | ||
Revenue: | ' | ' | |
Products | $520,100 | $901,600 | |
Services | 2,262,900 | 1,667,300 | |
Total revenue | 2,783,000 | 2,568,900 | |
Operating expenses: | ' | ' | |
Products costs | 380,200 | 583,600 | |
Services costs | 1,581,400 | 1,190,600 | |
Selling, general and administrative expenses | 1,908,700 | 1,000,700 | |
Total operating expenses | 3,870,300 | 2,774,900 | |
Loss from operations | -1,087,300 | -206,000 | |
Other income (expense): | ' | ' | |
Interest income | ' | 2,000 | |
Interest expense | -23,600 | -34,500 | |
Penalties and late fees | -1,100 | -1,400 | |
Gain on debt settlement | 24,400 | ' | |
Other | -15,700 | ' | |
Total non-operating income (expense), net | -16,000 | -33,900 | |
Net loss | -1,103,300 | -239,900 | |
Less: Net loss attributable to non-controlling interest | -68,100 | -68,400 | |
Net loss attributable to SEER common stockholders | ($1,035,200) | ($171,500) | |
Net loss per share, basic and diluted (in dollars per shares) | ($0.02) | ' | [1] |
Weighted average shares outstanding - basic and diluted (in shares) | 49,348,566 | 41,281,000 | |
[1] | Less than $(.01) per share |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) (USD $) | 3 Months Ended | |||
Mar. 31, 2014 | Mar. 31, 2013 | |||
Cash flows from operating activities: | ' | ' | ||
Net loss | ($1,103,300) | ($239,900) | ||
Adjustments to reconcile net loss to net cash provided by operating activities: | ' | ' | ||
Provision for doubtful accounts receivable | -1,100 | 22,800 | ||
Depreciation and amortization | 93,100 | [1] | 86,900 | [1] |
Stock-based compensation expense | 648,700 | 5,500 | ||
Gains on extinguishment of debt | -24,400 | ' | ||
Changes in operating assets and liabilities: | ' | ' | ||
Cash - restricted | ' | 88,400 | ||
Accounts receivable | -276,500 | -128,600 | ||
Costs in Excess of billings on uncompleted contracts | -23,500 | -142,000 | ||
Inventory and Inventory held for sale | ' | 27,500 | ||
Prepaid expenses and other assets | 82,000 | -154,600 | ||
Accounts payable | -220,000 | 98,500 | ||
Accrued liabilities and related party notes payable accrued interest | 18,900 | 2,000 | ||
Billings in excess of revenue on uncompleted contracts | 7,900 | 135,200 | ||
Deferred revenue | 317,600 | ' | ||
Payroll taxes payable | 34,200 | -3,400 | ||
Net cash used in operating activities | -446,400 | -201,700 | ||
Cash flows from investing activities: | ' | ' | ||
Purchase of property and equipment | -784,900 | -191,800 | ||
Purchase of intangibles | -5,900 | ' | ||
Net cash used in investing activities | -790,800 | -191,800 | ||
Cash flows from financing activities: | ' | ' | ||
Payments of notes payments and capital lease obligations | -96,800 | -38,900 | ||
Payments of related party notes payable and accrued interest | ' | -1,800 | ||
Proceeds from exercise of warrants | 305,000 | ' | ||
Proceeds from the sale of common stock and warrants, net of expenses | 776,000 | 494,000 | ||
Net cash provided by financing activities | 984,200 | 453,300 | ||
Net increase (decrease) in cash | -253,000 | 59,800 | ||
Cash at the beginning of year | 2,419,100 | 70,400 | ||
Cash at the end of year | 2,166,100 | 130,200 | ||
Supplemental disclosures of cash flow information: | ' | ' | ||
Cash paid for interest | $45,300 | $2,900 | ||
[1] | Includes depreciation of property, equipment and leasehold improvement and amortization of intangibles. |
ORGANIZATION_AND_FINANCIAL_CON
ORGANIZATION AND FINANCIAL CONDITION | 3 Months Ended |
Mar. 31, 2014 | |
Organization And Financial Condition | ' |
ORGANIZATION AND FINANCIAL CONDITION | ' |
NOTE 1 - ORGANIZATION AND FINANCIAL CONDITION | |
Organization | |
Strategic Environmental & Energy Resources, Inc. ("SEER," "we," or the "Company"), a Nevada corporation, is a provider of next-generation clean-technologies and waste management innovations. The Company also provides services related to the various technologies and innovative solutions. SEER has three wholly-owned operating subsidiaries and two majority-owned subsidiaries; all of which together provide technology solutions and services to companies primarily in the oil and gas, refining, landfill, food, beverage & agriculture and renewable fuel industries. The three majority-owned subsidiaries include: 1) REGS, LLC (d/b/a Resource Environmental Group Services ("REGS")) provides industrial and proprietary cleaning services to refineries, oil fields and other private and governmental entities in Colorado, Wyoming, Oklahoma, Kansas and Utah; 2) Tactical Cleaning Company, LLC ("Tactical"), from its sites in Colorado and Kansas, provides proprietary cleaning services related to railcar tankers, tank trucks and frac tanks to customers both small and large; 3) MV, LLC ("MV"), designs and builds biogas conditioning solutions for renewable fuel generation and emission capture and odor control units primarily for landfills, oil and gas fields, refineries, municipalities and food, beverage & agriculture operations throughout the U.S. | |
The two majority-owned subsidiaries include; 1) Paragon Waste Solutions, LLC ("PWS") and 2) ReaCH4Biogas (“Reach”). PWS is currently owned 54% by SEER (see Note 7). | |
PWS is developing specific opportunities to deploy and commercialize patent-pending technologies for a non-thermal oxidation process that makes possible the clean and efficient destruction of solid hazardous chemical and biological waste (i.e., regulated medical waste, chemicals, pharmaceuticals and refinery tank waste, etc.) without landfilling or traditional incineration and without harmful emissions. Additionally, Paragon’s technology “cleans” and conditions emissions and gaseous waste streams (i.e., volatile organic compounds and other green house gases) generated from diverse sources such as refineries, oil fields, and many others. | |
Reach (originally known as BeneFuels, LLC), is currently owned 85% by SEER and focuses specifically on treating biogas for conversion to pipeline quality gas and/or compressed natural gas ("CNG") for fleet vehicle fuel. Reach had no operations as of December 31, 2013 and had de minimis start-up costs for the quarter ended March 31, 2014. | |
Principals of Consolidation | |
The accompanying consolidated financial statements include the accounts of SEER, its wholly-owned subsidiaries, REGS, TCC and MV and its majority-owned subsidiaries PWS and Reach, since their respective acquisition or formation dates. All material intercompany accounts, transactions, and profits have been eliminated in consolidation. | |
Basis of presentation Unaudited Interim Financial Information | |
The accompanying interim condensed consolidated financial statements are unaudited. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all of the normal recurring adjustments necessary to present fairly the financial position and results of operations as of and for the periods presented. The interim results are not necessarily indicative of the results to be expected for the full year or any future period. | |
Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Company believes that the disclosures are adequate to make the interim information presented not misleading. These consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto included in the Company’s Report on Form 10-K filed on March 27, 2014 for the years ended December 31, 2013 and 2012. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2014 | |
Summary Of Significant Accounting Policies | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Use of Estimates | |
The preparation of these consolidated financial statements in conformity with accounting principles generally accepted in the United States (U.S. GAAP) requires management to make a number of estimates and assumptions related to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Significant items subject to such estimates and assumptions include the carrying amount of intangible assets; valuation allowances and reserves for receivables and inventory and deferred income taxes; revenue recognition related to contracts accounted for under the percentage of completion method; share-based compensation; and loss contingencies, including those related to litigation. Actual results could differ from those estimates. | |
Reclassifications | |
Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported consolidated net income (loss). | |
Research and Development | |
Research and development costs are charged to expense as incurred. Such expenses were $7,600 and $93,000, for the three months ended March 31, 2014 and 2013, respectively. | |
Income Taxes | |
The Company accounts for income taxes pursuant to Accounting Standards Codification (“ASC”) 740, Income Taxes, which utilizes the asset and liability method of computing deferred income taxes. The objective of this method is to establish deferred tax assets and liabilities for any temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities at enacted tax rates expected to be in effect when such amounts are realized or settled. | |
ASC 740 also provides detailed guidance for the financial statement recognition, measurement and disclosure of uncertain tax positions recognized in the financial statements. Tax positions must meet a “more-likely-than-not” recognition threshold at the effective date to be recognized. During the three months ended March 31, 2014 and 2013 the Company recognized no adjustments for uncertain tax positions. | |
The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. No interest and penalties related to uncertain tax positions were recognized at March 31, 2014 and December 31, 2013. The Company expects no material changes to unrecognized tax positions within the next twelve months. | |
The Company has filed federal and state tax returns through December 31, 2012. The tax periods for the years ending December 31, 2008 through 2012 are open to examination by federal and state authorities. | |
Recently issued accounting pronouncements | |
Changes to accounting principles generally accepted in the United States of America (U.S. GAAP) are established by the Financial Accounting Standards Board (FASB) in the form of accounting standards updates (ASU’s) to the FASB’s Accounting Standards Codification. The Company considers the applicability and impact of all new or revised ASU’s. | |
In the first quarter of 2013, the Company adopted guidance issued by the Financial Accounting Standards Board (the “FASB”) that simplifies how an entity tests indefinite-lived intangibles for impairment. The amended guidance allows companies to first assess qualitative factors to determine whether it is more-likely-than-not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test. The adoption of this guidance had no impact on the Company’s financial position and results of operations. | |
During the fiscal first quarter of 2013, the Company adopted the FASB guidance related to additional reporting and disclosure of amounts reclassified out of accumulated other comprehensive income (AOCI). Under this new guidance, companies are required to disclose the effect of significant reclassifications out of AOCI on the respective line items on the income statement if the amount being reclassified is required under U.S. generally accepted accounting principles (GAAP) to be reclassified in its entirety to net income. For other amounts that are not required under GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under GAAP that provide additional details about those amounts. This update became effective for annual and interim reporting periods for fiscal years beginning after December 15, 2012. The adoption of this guidance had no impact on the Company’s financial position and results of operations. | |
In July 2013, the FASB issued ASU No. 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU No. 2013-11 requires that entities with an unrecognized tax benefit and a net operating loss carryforward or similar tax loss or tax credit carryforward in the same jurisdiction as the uncertain tax position present the unrecognized tax benefit as a reduction of the deferred tax asset for the loss or tax credit carryforward rather than as a liability, when the uncertain tax position would reduce the loss or tax credit carryforward under the tax law, thereby eliminating diversity in practice regarding this presentation issue. This new guidance is effective prospectively for annual reporting periods beginning on or after December 15, 2013, although retrospective application in permitted. The adoption of this guidance on January 1, 2014 had no impact on the Company’s financial position and results of operations. |
PROPERTY_AND_EQUIPMENT
PROPERTY AND EQUIPMENT | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Property And Equipment | ' | ||||||||
PROPERTY AND EQUIPMENT | ' | ||||||||
NOTE 3 - PROPERTY AND EQUIPMENT | |||||||||
Property and equipment was comprised of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Field and shop equipment | $ | 1,454,600 | $ | 1,361,100 | |||||
Vehicles | 516,700 | 516,700 | |||||||
Waste destruction equipment | 164,900 | 164,900 | |||||||
Waste destruction equipment in progress | 1,179,300 | 542,500 | |||||||
Furniture and office equipment | 102,900 | 27,500 | |||||||
Leasehold improvements | 65,400 | 55,500 | |||||||
Equipment, construction in progress | — | 30,600 | |||||||
3,483,800 | 2,698,800 | ||||||||
Less: accumulated depreciation and amortization | (1,007,800 | ) | (935,900 | ) | |||||
Property and equipment, net | $ | 2,476,000 | $ | 1,762,900 | |||||
Depreciation expense and amortization of leasehold improvements was $93,100 and $65,600, respectively, for the three months ended March 31, 2014 and 2013. | |||||||||
Property and equipment included the following amounts for leases that have been capitalized at: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Field and shop equipment | $ | 241,500 | $ | 241,500 | |||||
Less: accumulated amortization | (30,500 | ) | (27,000 | ) | |||||
$ | 211,000 | $ | 214,500 |
INTANGIBLE_ASSETS
INTANGIBLE ASSETS | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Intangible Assets | ' | ||||||||||||
INTANGIBLE ASSETS | ' | ||||||||||||
NOTE 4 – INTANGIBLE ASSETS | |||||||||||||
Intangible assets were comprised of the following: | |||||||||||||
31-Mar-14 | |||||||||||||
Gross carrying | Accumulated | Net carrying | |||||||||||
amount | amortization | value | |||||||||||
Customer list | $ | 42,500 | $ | (34,500 | ) | $ | 8,000 | ||||||
Technology | 731,700 | (383,700 | ) | 348,000 | |||||||||
Trade name | 54,600 | (46,500 | ) | 8,100 | |||||||||
$ | 828,800 | $ | (464,700 | ) | $ | 364,100 | |||||||
31-Dec-13 | |||||||||||||
Gross carrying | Accumulated | Net carrying | |||||||||||
amount | amortization | value | |||||||||||
Customer list | $ | 42,500 | $ | (33,900 | ) | $ | 8,600 | ||||||
Technology | 725,700 | (365,800 | ) | 359,900 | |||||||||
Trade name | 54,600 | (43,600 | ) | 11,000 | |||||||||
$ | 822,800 | $ | (443,300 | ) | $ | 379,500 | |||||||
The estimated useful lives of the intangible assets range from seven to ten years. Amortization expense was $21,300 for the three months ended March 31, 2014 and 2013. The estimated aggregate amortization expense for each of the next five years is as follows: | |||||||||||||
Remaining 2014 | $ | 63,800 | |||||||||||
2015 | 77,000 | ||||||||||||
2016 | 71,200 | ||||||||||||
2017 | 71,200 | ||||||||||||
2018 | 35,500 | ||||||||||||
Thereafter | 45,400 | ||||||||||||
$ | 364,100 |
ACCRUED_LIABILITIES
ACCRUED LIABILITIES | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accrued Liabilities | ' | ||||||||
ACCRUED LIABILITIES | ' | ||||||||
NOTE 5 - ACCRUED LIABILITIES | |||||||||
Accrued liabilities were comprised of the following: | |||||||||
March 31, 2014 | December 31, 2013 | ||||||||
Accrued payroll and payroll related expenses | $ | 700,900 | $ | 451,500 | |||||
Accrued stock offering costs | — | 216,000 | |||||||
Accrued interest | 44,000 | 73,200 | |||||||
Accrued material and other job related costs | — | 71,700 | |||||||
Other | 209,400 | 111,800 | |||||||
$ | 954,300 | $ | 924,200 |
UNCOMPLETED_CONTRACTS
UNCOMPLETED CONTRACTS | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Uncompleted Contracts | ' | ||||||||
UNCOMPLETED CONTRACTS | ' | ||||||||
NOTE 6 - UNCOMPLETED CONTRACTS | |||||||||
Costs, estimated earnings and billings on uncompleted contracts are as follows: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Revenue Recognized | $ | 350,900 | $ | 331,100 | |||||
Less: Billings to date | (248,900 | ) | (252,600 | ) | |||||
Costs and estimated earnings in excess of billings on uncompleted contracts | $ | 102,000 | $ | 78,500 | |||||
Billings to date | $ | 647,700 | $ | 606,700 | |||||
Revenue recognized | (469,500 | ) | (436,400 | ) | |||||
Billings in excess of costs and estimated earnings on uncompleted contracts | $ | 178,200 | $ | 170,300 | |||||
INVESTMENT_IN_PARAGON_WASTE_SO
INVESTMENT IN PARAGON WASTE SOLUTIONS LLC | 3 Months Ended |
Mar. 31, 2014 | |
Investment In Paragon Waste Solutions Llc | ' |
INVESTMENT IN PARAGON WASTE SOLUTIONS LLC | ' |
NOTE 7– INVESTMENT IN PARAGON WASTE SOLUTIONS LLC | |
At March 31, 2014 and December 31, 2013 the Company owned 54% of the membership units of PWS, Black Stone Management Services, LLC ("Black Stone"), the original inventor of the technology, owned 26%, an outside third party 10% and two related parties, each owned 5%. | |
In August, 2011, we acquired certain waste destruction technology intellectual property (the "IP") from Black Stone in exchange for 1,000,000 shares of our common stock valued at $100,000. In March 2012, the Company entered into an Irrevocable License & Royalty Agreement with PWS that granted to PWS an irrevocable world-wide license to the IP in exchange for a 5% royalty on all revenues from PWS and its affiliates. PWS generated no revenue for the three months ended March 31, 2014 and for the year ended December 31, 2013, therefore no royalties were due. | |
Since its inception through March 31, 2014, we have provided approximately $2.1 million in funding to PWS for working capital, the further development and construction of a prototype, and the construction of commercial waste destruction units for placement with licensees. None of the minority interest holders have made capital contributions or other funding to PWS. The intent of the operating agreement is that we will provide the funding as a loan to be repaid out of future earnings of PWS and prior to any capital distributions to members. | |
In September 2013, PWS entered into an Exclusive Use License and Joint Operations Agreement ("License Agreement") with Sterall Inc. ("Sterall"). The License Agreement grants to Sterall the use of the PWS Technology and requires payments of licensing fees, unit placement fees and distribution of net operating profits as more fully described in Footnote 7 in our 2013 Annual Report on Form 10-K filed on March 27, 2014. In the quarter ended March 31, 2014, Sterall ordered a second CoronaLux™ unit and that unit was still under construction at March 31, 2014. | |
In addition, on March 4, 2014, PWS entered into a Licensing and Equipment Lease Agreement with eCycling International of South Carolina, LLC ("eCycling"). The License Agreement grants to eCycling the use of the PWS Technology for an initial term of five years and requires a payment of $176,875 as an initial licensing fee and distribution of 50% of net operating profits, as defined in the agreement, in lieu of continuing royalty payments for the use of the licensed technology. | |
Payment received by Sterall and eCycling for licensing fees and unit fees have been recorded as deferred revenue in the accompanying condensed consolidated balance sheets at March 31, 2014 until the PWS units are placed in service. |
PAYROLL_TAXES_PAYABLE
PAYROLL TAXES PAYABLE | 3 Months Ended |
Mar. 31, 2014 | |
Payroll Taxes Payable | ' |
PAYROLL TAXES PAYABLE | ' |
NOTE 8 - PAYROLL TAXES PAYABLE | |
In 2009 and 2010, REGS, a subsidiary of the Company, became delinquent for unpaid federal employer and employee payroll taxes and accrued interest and penalties related to the unpaid payroll taxes. All interest and penalties related to the delinquent federal payroll taxes are included in the section labeled “other income and expenses” in the attached condensed consolidated statement of operations. | |
In September 2011, we received approval from the Internal Revenue Service (“IRS”) to begin paying our outstanding federal payroll tax and related interest and penalties liabilities totaling approximately $971,000, for the aforementioned years in installments (the “Installment Plan”). Under the Installment Plan, we were required to pay minimum monthly installments of $12,500 commencing September 2011, which increased to $25,000 per month in September 2012, until the liability is paid in full. Through the duration of the Installment Plan, the IRS continues to charge penalties and interest at statutory rates. If the conditions of the Installment Plan are not met, the IRS may cancel it and may demand the outstanding liability to be repaid through a levy on income, bank accounts or other assets, or by seizing certain of our assets. Additionally, the IRS has filed a notice of federal tax lien against certain of our assets to satisfy the obligation. The IRS is to release this lien if and when we pay the full amount due. As of March 31, 2014 and December 31, 2013, the outstanding balance due to the IRS was $965,100, and $958,300, respectively. | |
Two of the officers of REGS also have liability exposure for a portion of the taxes if REGS does not pay them. | |
In May 2013, REGS filed an Offer in Compromise with the IRS. While the Offer in Compromise is under review by the IRS, the requirement to pay $25,000 a month under the Installment Plan is suspended. REGS received a letter from the IRS, dated March 27, 2014, rejecting our Offer in Compromise and in accordance with the rejection letter the Company has submitted a written appeal. During the pendency of appeal, no monthly installment payment is required. |
DEBT
DEBT | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Debt | ' | ||||||||
DEBT | ' | ||||||||
NOTE 9 – DEBT | |||||||||
In June 2011, we issued an unsecured promissory note to a third party in the amount of $40,000 (the “June 2011 Note”) bearing interest at a rate of 10% per annum and a three year warrant to purchase 13,000 shares of our common stock at an exercise price of $1.00 per share. In addition, a second note payable, to the same third party, in the amount of $25,000 plus $3,000 of accrued interest was also converted into the June 2011 Note, resulting in a new principal balance of $68,000. Principal payments were due beginning November 2011 and the June 2011 Note is in default as of December 31, 2013 and 2012, as no payments have been made to date. We valued the warrant at $170 using the Black-Scholes model and recorded this amount as a debt discount. The debt discount was fully amortized during 2011. | |||||||||
The Company entered into a loan agreement evidenced by a convertible secured promissory note with Advanced Technology Materials, Inc. on February 14, 2012. The amount of the convertible secured promissory note is $225,000. The loan agreement allows for an additional $225,000 to be borrowed upon meeting certain defined milestones and stipulates the Company provide the lenders, among other things, a security agreement which also identifies the collateral, a development agreement, and use the loan proceeds for projects and transactions contemplated in the term sheet and development agreement. The registration rights agreement has not been executed by the parties to the loan. The note bears interest at 5 percent per annum. The entire loan and/or unpaid balance of the loan and accrued interest can be converted into the Company’s common stock at $0.50 per share at any time at the option of the holder. However, if the lender does not convert any of the principal or interest into common stock, then $112,500 of principal plus accrued interest will be due on demand on or after December 31, 2014. | |||||||||
Debt as of March 31, 2014 and December 31, 2013, was comprised of the following: | |||||||||
2014 | 2013 | ||||||||
June 2011 Note (See above) | $ | 68,000 | $ | 68,000 | |||||
Note payable dated February 2012 (see above), interest at 5% per annum, $112,500 is due December 31, 2014, convertible in whole or in part to common stock at $.50 per share. | 225,000 | 225,000 | |||||||
Promissory note dated December 2009, unsecured, bearing interest at 6% per annum, six monthly payments ranging from $10,000 to $25,000 commencing February 2010, balloon payment for outstanding balance due July 2010. The promissory note was in default as of December 31, 2013 and was paid in full as of March 31, 2014 | — | 104,200 | |||||||
Capital lease obligations, secured by certain assets, maturing September 2011 through August 2016 | 138,600 | 155,600 | |||||||
Total notes payable and capital lease obligations | 431,600 | 552,800 | |||||||
Less: current portion, including debt discount | (405,300 | ) | (504,700 | ) | |||||
Notes payable and capital lease obligations, long-term | $ | 26,300 | $ | 48,100 |
RELATED_PARTY_TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Related Party Transactions [Abstract] | ' | ||||||||
RELATED PARTY TRANSACTIONS | ' | ||||||||
NOTE 10 – RELATED PARTY TRANSACTIONS | |||||||||
Notes payable, related parties | |||||||||
Notes payable, related parties and accrued interest due to certain related parties as of March 31, 2014 and December 31, 2013 are as follows: | |||||||||
2014 | 2013 | ||||||||
Note payable dated February 2004, bearing interest at 8% per annum, originally due January 2008; assigned to CEO by a third party in 2010; originally due on demand, in default at December 31, 2013 has been extended to December 31, 2014. | $ | 97,000 | $ | 97,000 | |||||
Accrued interest | 41,800 | 39,900 | |||||||
$ | 138,800 | $ | 136,900 | ||||||
We believe the stated interest rates on the related party notes payable represent reasonable market rates based on the note payable arrangements we have executed with third parties. | |||||||||
For the three months ended March 31, 2014 and 2013 we had revenues of $114,000 and $141,000, respectively, from a customer, Harley Dome, in which our CEO/President is a member of the Board of Directors of Armada Water Assets, Inc, the parent company of Harley Dome. Our CEO and Black Stone , in which Fortunato Villamagna is Chairman and a managing member and President of our subsidiary PWS, are minority shareholders of Armada Water Assets, Inc. | |||||||||
In September 2013, PWS entered into an Exclusive Use License and Joint Operations Agreement (“License Agreement”) with Sterall Inc. (“Sterall”). Black Stone in which Fortunato Villamagna is Chairman and a managing member and President of our subsidiary PWS, is a minority shareholder of Sterall. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies Disclosure [Abstract] | ' | ||||
COMMITMENTS AND CONTINGENCIES | ' | ||||
NOTE 11 - COMMITMENTS AND CONTINGENCIES | |||||
Operating Lease Commitments | |||||
Future commitments under non-cancellable operating leases for office and warehouse space as of December 31, 2013 are as follows: | |||||
Year | |||||
2014 | $ | 297,000 | |||
2015 | 313,800 | ||||
2016 | 260,000 | ||||
2017 | 267,700 | ||||
2018 | 277,200 | ||||
Thereafter | 414,400 | ||||
Total | $ | 1,830,100 | |||
For the years ended December 31, 2013 and 2012, rent expense was $301,700 and $292,100, respectively. | |||||
Other Joint Ventures Operations | |||||
In April 2013, MV Technologies, Inc (“MV”) and RCM International, LLC (“RCM”) entered into a Joint Development and Marketing Agreement to develop, implement, market and distribute certain hybrid scrubber systems that employ elements of RCM Technology and MV Technology (the “Joint Venture”). The contractual Joint Venture shall have an initial term of five years and will automatically renew for successive one year periods unless either Party gives the other Party one hundred and eighty (180) days notice prior to the applicable renewal date that it will not renew the Agreement or unless terminated in accordance with the terms of this Agreement. | |||||
RCM shall supply, under license to MV for use in the Joint Venture only, RCM biological scrubber technology and MV shall supply, under license to RCM for use in the Joint Venture only, MV Technology, including its products marketed under the H2SPlus™ System trademark or trade name. The sale of biogas conditioning products having both biological and chemical scrubber components by either party will be subject to a royalty of up to 17% due to the joint venture. | |||||
Absent specific agreement to the contrary, each Party that sells a Product (“Selling Party”) shall pay, upon sale of such Product, a royalty of seventeen percent (17%) (the “Royalty Payment”) of the Standard Market Price, composed of a fifteen percent increment and a two percent increment. So long as, at the close of business on the day that the sale of the Product is finalized, the balance within the JV Account is less than ten thousand dollars ($10,000), the Selling Party shall pay the two percent increment into the JV Account and the fifteen percent increment to the other Party. If, at the close of business on the day that the sale of the Product is finalized, the balance within the JV Account is ten thousand dollars ($10,000) or greater, the Selling Party shall pay to the other Party the entire Royalty Payment; that is, both the fifteen percent increment and the two percent increment. | |||||
Venture Costs will be paid first from the JV Account to the extent that said account has available funds. Venture Costs in excess of funds available in the JV Account shall be equally shared between the Parties. Equalizing payments by the Parties shall be made quarterly and within thirty (30) days of the date of the respective quarterly reconciliation that shall be conducted on March 31, June 30, September 30 and December 31 each year during which the Agreement is in effect. Operations to date of the Joint Venture have been limited to formation activities. | |||||
EQUITY_TRANSACTIONS
EQUITY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2014 | |
Equity Transactions | ' |
EQUITY TRANSACTIONS | ' |
NOTE 11 – EQUITY TRANSACTIONS | |
In October 2013, we initiated a private placement (“October 2013 PP”) for the sale of a unit comprised of 70,000 shares and 35,000 warrants for $50,000. Each warrant is exercisable for a period of five years at an exercise price of $1.00 per share. A total of 64.25 units (4,497,500 common shares and 2,248,750 warrants) were sold in 2013 for gross proceeds of $3,212,500 and proceeds net of $254,800 in offering costs were $2,957,700. In addition to the commission, a warrant was issued for 50,000 shares, exercisable for a period of five years at $1.00 per share. The fair market value of the common stock warrant was determined using the Black-Scholes valuation model and resulted in a valuation of $.115. As such, the $.715 unit price was allocated $.60 and $.115 to the common stock and warrant, respectively. | |
During the three months ended March 31, 2014 we sold a total of 4.125 Units (consisting of 1,155,000 shares of common stock and 577,500 warrants) for gross proceeds of $825,000 less $49,000 in offering costs for net proceeds of $776,000. | |
During the three months ended March 31, 2014 the Company issued 396,934 shares of common stock in connection with the cashless exercise of 669,600 common stock options. | |
During the three months ended March 31, 2014 the Company issued 610,000 shares of common stock in connection with the exercise of warrants at $.50 per share, resulting in proceeds of $305,000. | |
During the three months ended March 31, 2014, we issued 500,000 shares of common stock for consulting services valued at $550,000. The consulting services are related to financial advisory services, potential strategic acquisition evaluations, strategic planning and market evaluations. | |
Non-controlling Interest | |
The non-controlling interest presented in our condensed consolidated financial statements reflects a 46% non-controlling equity interest in PWS (see Note 7). Net loss attributable to non-controlling interest, as reported on our condensed consolidated statements of operations, represents the net loss of PWS attributable to the non-controlling equity interest. The non-controlling interest is reflected within stockholders’ equity on the condensed consolidated balance sheet. |
CUSTOMER_CONCENTRATIONS
CUSTOMER CONCENTRATIONS | 3 Months Ended |
Mar. 31, 2014 | |
Customer Concentrations | ' |
CUSTOMER CONCENTRATIONS | ' |
NOTE 12 – CUSTOMER CONCENTRATIONS | |
The Company had sales from operations to one customer for the three months ended March 31, 2014 that represented approximately 47% of our total sales. We had sales from operations to two customers for the three months ended March 31, 2013 that represented approximately 34% of our sales. The concentration of the Company’s business with a relatively small number of customers may expose us to a material adverse effect if one or more of these large customers were to experience financial difficulty or were to cease being customer for non-financial related issues. |
NET_LOSS_PER_SHARE
NET LOSS PER SHARE | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Net Loss Per Share | ' | ||||||||
NET LOSS PER SHARE | ' | ||||||||
NOTE 13 – NET LOSS PER SHARE | |||||||||
Basic net loss per share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding. Diluted net loss per share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding plus the number of common shares that would be issued assuming exercise or conversion of all potentially dilutive common shares. Potentially dilutive securities are excluded from the calculation when their effect would be anti-dilutive. For all years presented in the consolidated financial statements, all potentially dilutive securities have been excluded from the diluted share calculations as they were anti-dilutive as a result of the net losses incurred for the respective years. Accordingly, basic shares equal diluted shares for all years presented. | |||||||||
Potentially dilutive securities were comprised of the following: | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Warrants | 9,678,750 | 6,487,500 | |||||||
Options | 2,062,500 | 2,234,000 | |||||||
Convertible notes payable | 225,000 | 225,000 | |||||||
11,966,250 | 8,946,500 |
ENVIRONMENTAL_MATTERS_AND_REGU
ENVIRONMENTAL MATTERS AND REGULATION | 3 Months Ended |
Mar. 31, 2014 | |
Environmental Matters And Regulation | ' |
ENVIRONMENTAL MATTERS AND REGULATION | ' |
NOTE 14 - ENVIRONMENTAL MATTERS AND REGULATION | |
Significant federal environmental laws affecting us are the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”), also known as the “Superfund Act”, the Clean Air Act, the Clean Water Act, and the Toxic Substances Control Act (“TSCA”). | |
Pursuant to the EPA’s authorization of their RCRA equivalent programs, a number of states have regulatory programs governing the operations and permitting of hazardous waste facilities. Our facilities are regulated pursuant to state statutes, including those addressing clean water and clean air. Our facilities are also subject to local siting, zoning and land use restrictions. Although our facilities occasionally have been cited for regulatory violations, we believe we are in substantial compliance with all federal, state and local laws regulating our business. |
SEGMENT_INFORMATION_AND_MAJOR_
SEGMENT INFORMATION AND MAJOR CUSTOMERS | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Segment Information And Major Customers | ' | ||||||||||||||||||||||||
SEGMENT INFORMATION AND MAJOR CUSTOMERS | ' | ||||||||||||||||||||||||
NOTE 15 - SEGMENT INFORMATION AND MAJOR CUSTOMERS | |||||||||||||||||||||||||
The Company currently has identified four segments as follows: | |||||||||||||||||||||||||
REGS | Industrial Cleaning | ||||||||||||||||||||||||
Tactical | Rail Car Cleaning | ||||||||||||||||||||||||
MV and Reach | Environmental Solutions | ||||||||||||||||||||||||
PWS | Solid Waste | ||||||||||||||||||||||||
Reach has had minimal operations through March 31, 2014. | |||||||||||||||||||||||||
The composition of our reportable segments is consistent with that used by our Chief Operating Decision Maker (“CODM”) to evaluate performance and allocate resources. All of our operations are located in the U.S. We have not allocated corporate selling, general and administrative expenses, and stock-based compensation to the segments. All intercompany transactions have been eliminated. | |||||||||||||||||||||||||
Segment information for the three months ended March 31, 2014 and 2013 is as follows: | |||||||||||||||||||||||||
Industrial | Railcar | Environmental | Solid | ||||||||||||||||||||||
2014 | Cleaning | Cleaning | Solutions | Waste | Corporate | Total | |||||||||||||||||||
Revenue | $ | 1,657,600 | $ | 605,300 | $ | 520,100 | — | — | $ | 2,783,000 | |||||||||||||||
Depreciation and amortization (1) | $ | 48,700 | $ | 5,100 | $ | 33,400 | $ | 300 | $ | 5,600 | $ | 93,100 | |||||||||||||
Interest expense | $ | 10,600 | $ | 7,900 | $ | 1,700 | $ | 200 | $ | 3,200 | $ | 23,600 | |||||||||||||
Stock-based compensation | — | — | — | — | $ | 648,300 | $ | 648,700 | |||||||||||||||||
Net income (loss) | $ | 217,700 | $ | 31,700 | $ | (118,700 | ) | $ | (147,800 | ) | $ | (1,086,200 | ) | $ | (1,103,300 | ) | |||||||||
Capital expenditures (cash and noncash) | $ | 27,100 | $ | — | $ | 55,700 | $ | 639,900 | $ | 62,200 | $ | 784,900 | |||||||||||||
Total assets | $ | 1,679,200 | $ | 612,100 | $ | 795,700 | $ | 1,508,500 | $ | 2,440,500 | $ | 7,036,000 | |||||||||||||
Industrial | Railcar | Environmental | Solid | ||||||||||||||||||||||
2013 | Cleaning | Cleaning | Solutions | Waste | Corporate | Total | |||||||||||||||||||
Revenue | $ | 1,118,100 | $ | 549,100 | $ | 901,600 | — | — | $ | 2,568,800 | |||||||||||||||
Depreciation and amortization (1) | $ | 47,100 | $ | 5,900 | $ | 31,400 | — | $ | 2,500 | $ | 86,900 | ||||||||||||||
Interest expense | $ | 7,800 | $ | 9,700 | $ | 2,600 | — | $ | 3,800 | $ | 23,900 | ||||||||||||||
Stock-based compensation | — | — | — | — | $ | 5,500 | $ | 5,500 | |||||||||||||||||
Net income (loss) | $ | 22,100 | $ | 75,400 | $ | 118,900 | $ | (80,300 | ) | $ | (376,000 | ) | $ | (239,000 | ) | ||||||||||
Capital expenditures (cash and noncash) | $ | 150,900 | $ | 40,900 | — | — | — | $ | 191,800 | ||||||||||||||||
Total assets | $ | 1,580,900 | $ | 448,700 | $ | 1,063,700 | — | $ | 157,700 | $ | 3,251,000 | ||||||||||||||
-1 | Includes depreciation of property, equipment and leasehold improvement and amortization of intangibles | ||||||||||||||||||||||||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
NOTE 16 - SUBSEQUENT EVENTS | |
Management has evaluated the impact of events occurring after March 31, 2014 up to the date of the filing of these interim unaudited condensed consolidated financial statements. These statements contain all necessary adjustments and disclosures resulting from that evaluation. |
ORGANIZATION_AND_FINANCIAL_CON1
ORGANIZATION AND FINANCIAL CONDITION (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Organization And Financial Condition Policies | ' |
Principals of Consolidation | ' |
Principals of Consolidation | |
The accompanying consolidated financial statements include the accounts of SEER, its wholly-owned subsidiaries, REGS, TCC and MV and its majority-owned subsidiaries PWS and Reach, since their respective acquisition or formation dates. All material intercompany accounts, transactions, and profits have been eliminated in consolidation. | |
Basis of Presentation Unaudited Interim Financial Statements | ' |
Basis of presentation Unaudited Interim Financial Information | |
The accompanying interim condensed consolidated financial statements are unaudited. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all of the normal recurring adjustments necessary to present fairly the financial position and results of operations as of and for the periods presented. The interim results are not necessarily indicative of the results to be expected for the full year or any future period. | |
Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Company believes that the disclosures are adequate to make the interim information presented not misleading. These consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto included in the Company’s Report on Form 10-K filed on March 27, 2014 for the years ended December 31, 2013 and 2012. |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Summary Of Significant Accounting Policies Policies | ' |
Use of Estimates | ' |
Use of Estimates | |
The preparation of these consolidated financial statements in conformity with accounting principles generally accepted in the United States (U.S. GAAP) requires management to make a number of estimates and assumptions related to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Significant items subject to such estimates and assumptions include the carrying amount of intangible assets; valuation allowances and reserves for receivables and inventory and deferred income taxes; revenue recognition related to contracts accounted for under the percentage of completion method; share-based compensation; and loss contingencies, including those related to litigation. Actual results could differ from those estimates. | |
Reclassifications | ' |
Reclassifications | |
Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported consolidated net income (loss). | |
Research and Development | ' |
Research and Development | |
Research and development costs are charged to expense as incurred. Such expenses were $7,600 and $93,000, for the three months ended March 31, 2014 and 2013, respectively. | |
Income Taxes | ' |
Income Taxes | |
The Company accounts for income taxes pursuant to Accounting Standards Codification (“ASC”) 740, Income Taxes, which utilizes the asset and liability method of computing deferred income taxes. The objective of this method is to establish deferred tax assets and liabilities for any temporary differences between the financial reporting basis and the tax basis of the Company’s assets and liabilities at enacted tax rates expected to be in effect when such amounts are realized or settled. | |
ASC 740 also provides detailed guidance for the financial statement recognition, measurement and disclosure of uncertain tax positions recognized in the financial statements. Tax positions must meet a “more-likely-than-not” recognition threshold at the effective date to be recognized. During the three months ended March 31, 2014 and 2013 the Company recognized no adjustments for uncertain tax positions. | |
The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. No interest and penalties related to uncertain tax positions were recognized at March 31, 2014 and December 31, 2013. The Company expects no material changes to unrecognized tax positions within the next twelve months. | |
The Company has filed federal and state tax returns through December 31, 2012. The tax periods for the years ending December 31, 2008 through 2012 are open to examination by federal and state authorities. | |
Recently issued accounting pronouncements | ' |
Recently issued accounting pronouncements | |
Changes to accounting principles generally accepted in the United States of America (U.S. GAAP) are established by the Financial Accounting Standards Board (FASB) in the form of accounting standards updates (ASU’s) to the FASB’s Accounting Standards Codification. The Company considers the applicability and impact of all new or revised ASU’s. | |
In the first quarter of 2013, the Company adopted guidance issued by the Financial Accounting Standards Board (the “FASB”) that simplifies how an entity tests indefinite-lived intangibles for impairment. The amended guidance allows companies to first assess qualitative factors to determine whether it is more-likely-than-not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test. The adoption of this guidance had no impact on the Company’s financial position and results of operations. | |
During the fiscal first quarter of 2013, the Company adopted the FASB guidance related to additional reporting and disclosure of amounts reclassified out of accumulated other comprehensive income (AOCI). Under this new guidance, companies are required to disclose the effect of significant reclassifications out of AOCI on the respective line items on the income statement if the amount being reclassified is required under U.S. generally accepted accounting principles (GAAP) to be reclassified in its entirety to net income. For other amounts that are not required under GAAP to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures required under GAAP that provide additional details about those amounts. This update became effective for annual and interim reporting periods for fiscal years beginning after December 15, 2012. The adoption of this guidance had no impact on the Company’s financial position and results of operations. | |
In July 2013, the FASB issued ASU No. 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU No. 2013-11 requires that entities with an unrecognized tax benefit and a net operating loss carryforward or similar tax loss or tax credit carryforward in the same jurisdiction as the uncertain tax position present the unrecognized tax benefit as a reduction of the deferred tax asset for the loss or tax credit carryforward rather than as a liability, when the uncertain tax position would reduce the loss or tax credit carryforward under the tax law, thereby eliminating diversity in practice regarding this presentation issue. This new guidance is effective prospectively for annual reporting periods beginning on or after December 15, 2013, although retrospective application in permitted. The adoption of this guidance on January 1, 2014 had no impact on the Company’s financial position and results of operations. |
PROPERTY_AND_EQUIPMENT_Tables
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Property And Equipment Tables | ' | ||||||||
Schedule of property plant and equipment | ' | ||||||||
Property and equipment was comprised of the following: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Field and shop equipment | $ | 1,454,600 | $ | 1,361,100 | |||||
Vehicles | 516,700 | 516,700 | |||||||
Waste destruction equipment | 164,900 | 164,900 | |||||||
Waste destruction equipment in progress | 1,179,300 | 542,500 | |||||||
Furniture and office equipment | 102,900 | 27,500 | |||||||
Leasehold improvements | 65,400 | 55,500 | |||||||
Equipment, construction in progress | — | 30,600 | |||||||
3,483,800 | 2,698,800 | ||||||||
Less: accumulated depreciation and amortization | (1,007,800 | ) | (935,900 | ) | |||||
Property and equipment, net | $ | 2,476,000 | $ | 1,762,900 | |||||
Schedule of capital leased assets | ' | ||||||||
Property and equipment included the following amounts for leases that have been capitalized at: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Field and shop equipment | $ | 241,500 | $ | 241,500 | |||||
Less: accumulated amortization | (30,500 | ) | (27,000 | ) | |||||
$ | 211,000 | $ | 214,500 |
INTANGIBLE_ASSETS_Tables
INTANGIBLE ASSETS (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Intangible Assets Tables | ' | ||||||||||||
Schedule of intangible assets | ' | ||||||||||||
Intangible assets were comprised of the following: | |||||||||||||
31-Mar-14 | |||||||||||||
Gross carrying | Accumulated | Net carrying | |||||||||||
amount | amortization | value | |||||||||||
Customer list | $ | 42,500 | $ | (34,500 | ) | $ | 8,000 | ||||||
Technology | 731,700 | (383,700 | ) | 348,000 | |||||||||
Trade name | 54,600 | (46,500 | ) | 8,100 | |||||||||
$ | 828,800 | $ | (464,700 | ) | $ | 364,100 | |||||||
31-Dec-13 | |||||||||||||
Gross carrying | Accumulated | Net carrying | |||||||||||
amount | amortization | value | |||||||||||
Customer list | $ | 42,500 | $ | (33,900 | ) | $ | 8,600 | ||||||
Technology | 725,700 | (365,800 | ) | 359,900 | |||||||||
Trade name | 54,600 | (43,600 | ) | 11,000 | |||||||||
$ | 822,800 | $ | (443,300 | ) | $ | 379,500 | |||||||
Schedule of expected amortization expense | ' | ||||||||||||
The estimated aggregate amortization expense for each of the next five years is as follows: | |||||||||||||
Remaining 2014 | $ | 63,800 | |||||||||||
2015 | 77,000 | ||||||||||||
2016 | 71,200 | ||||||||||||
2017 | 71,200 | ||||||||||||
2018 | 35,500 | ||||||||||||
Thereafter | 45,400 | ||||||||||||
$ | 364,100 |
ACCRUED_LIABILITIES_Tables
ACCRUED LIABILITIES (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accrued Liabilities Tables | ' | ||||||||
Schedule of accrued liabilities | ' | ||||||||
Accrued liabilities were comprised of the following: | |||||||||
March 31, 2014 | December 31, 2013 | ||||||||
Accrued payroll and payroll related expenses | $ | 700,900 | $ | 451,500 | |||||
Accrued stock offering costs | — | 216,000 | |||||||
Accrued interest | 44,000 | 73,200 | |||||||
Accrued material and other job related costs | — | 71,700 | |||||||
Other | 209,400 | 111,800 | |||||||
$ | 954,300 | $ | 924,200 |
UNCOMPLETED_CONTRACTS_Tables
UNCOMPLETED CONTRACTS (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Uncompleted Contracts Tables | ' | ||||||||
Schedule of uncompleted contracts | ' | ||||||||
Costs, estimated earnings and billings on uncompleted contracts are as follows: | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Revenue Recognized | $ | 350,900 | $ | 331,100 | |||||
Less: Billings to date | (248,900 | ) | (252,600 | ) | |||||
Costs and estimated earnings in excess of billings on uncompleted contracts | $ | 102,000 | $ | 78,500 | |||||
Billings to date | $ | 647,700 | $ | 606,700 | |||||
Revenue recognized | (469,500 | ) | (436,400 | ) | |||||
Billings in excess of costs and estimated earnings on uncompleted contracts | $ | 178,200 | $ | 170,300 |
DEBT_Tables
DEBT (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Debt Tables | ' | ||||||||
Schedule of debt | ' | ||||||||
Debt as of March 31, 2014 and December 31, 2013, was comprised of the following: | |||||||||
2014 | 2013 | ||||||||
June 2011 Note (See above) | $ | 68,000 | $ | 68,000 | |||||
Note payable dated February 2012 (see above), interest at 5% per annum, $112,500 is due December 31, 2014, convertible in whole or in part to common stock at $.50 per share. | 225,000 | 225,000 | |||||||
Promissory note dated December 2009, unsecured, bearing interest at 6% per annum, six monthly payments ranging from $10,000 to $25,000 commencing February 2010, balloon payment for outstanding balance due July 2010. The promissory note was in default as of December 31, 2013 and was paid in full as of March 31, 2014 | — | 104,200 | |||||||
Capital lease obligations, secured by certain assets, maturing September 2011 through August 2016 | 138,600 | 155,600 | |||||||
Total notes payable and capital lease obligations | 431,600 | 552,800 | |||||||
Less: current portion, including debt discount | (405,300 | ) | (504,700 | ) | |||||
Notes payable and capital lease obligations, long-term | $ | 26,300 | $ | 48,100 |
RELATED_PARTY_TRANSACTIONS_Tab
RELATED PARTY TRANSACTIONS (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Related Party Transactions Tables | ' | ||||||||
Schedule of notes payable and accrued interest, related parties | ' | ||||||||
Notes payable, related parties and accrued interest due to certain related parties as of March 31, 2014 and December 31, 2013 are as follows: | |||||||||
2014 | 2013 | ||||||||
Note payable dated February 2004, bearing interest at 8% per annum, originally due January 2008; assigned to CEO by a third party in 2010; originally due on demand, in default at December 31, 2013 has been extended to December 31, 2014. | $ | 97,000 | $ | 97,000 | |||||
Accrued interest | 41,800 | 39,900 | |||||||
$ | 138,800 | $ | 136,900 |
NET_LOSS_PER_SHARE_Tables
NET LOSS PER SHARE (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Net Loss Per Share Tables | ' | ||||||||
Schedule of potentially dilutive securities | ' | ||||||||
Potentially dilutive securities were comprised of the following: | |||||||||
Three Months Ended March 31, | |||||||||
2014 | 2013 | ||||||||
Warrants | 9,678,750 | 6,487,500 | |||||||
Options | 2,062,500 | 2,234,000 | |||||||
Convertible notes payable | 225,000 | 225,000 | |||||||
11,966,250 | 8,946,500 |
SEGMENT_INFORMATION_AND_MAJOR_1
SEGMENT INFORMATION AND MAJOR CUSTOMERS (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Segment Information And Major Customers Tables | ' | ||||||||||||||||||||||||
Schedule of segment information | ' | ||||||||||||||||||||||||
Segment information for the three months ended March 31, 2014 and 2013 is as follows: | |||||||||||||||||||||||||
Industrial | Railcar | Environmental | Solid | ||||||||||||||||||||||
2014 | Cleaning | Cleaning | Solutions | Waste | Corporate | Total | |||||||||||||||||||
Revenue | $ | 1,657,600 | $ | 605,300 | $ | 520,100 | — | — | $ | 2,783,000 | |||||||||||||||
Depreciation and amortization (1) | $ | 48,700 | $ | 5,100 | $ | 33,400 | $ | 300 | $ | 5,600 | $ | 93,100 | |||||||||||||
Interest expense | $ | 10,600 | $ | 7,900 | $ | 1,700 | $ | 200 | $ | 3,200 | $ | 23,600 | |||||||||||||
Stock-based compensation | — | — | — | — | $ | 648,300 | $ | 648,700 | |||||||||||||||||
Net income (loss) | $ | 217,700 | $ | 31,700 | $ | (118,700 | ) | $ | (147,800 | ) | $ | (1,086,200 | ) | $ | (1,103,300 | ) | |||||||||
Capital expenditures (cash and noncash) | $ | 27,100 | $ | — | $ | 55,700 | $ | 639,900 | $ | 62,200 | $ | 784,900 | |||||||||||||
Total assets | $ | 1,679,200 | $ | 612,100 | $ | 795,700 | $ | 1,508,500 | $ | 2,440,500 | $ | 7,036,000 | |||||||||||||
Industrial | Railcar | Environmental | Solid | ||||||||||||||||||||||
2013 | Cleaning | Cleaning | Solutions | Waste | Corporate | Total | |||||||||||||||||||
Revenue | $ | 1,118,100 | $ | 549,100 | $ | 901,600 | — | — | $ | 2,568,800 | |||||||||||||||
Depreciation and amortization (1) | $ | 47,100 | $ | 5,900 | $ | 31,400 | — | $ | 2,500 | $ | 86,900 | ||||||||||||||
Interest expense | $ | 7,800 | $ | 9,700 | $ | 2,600 | — | $ | 3,800 | $ | 23,900 | ||||||||||||||
Stock-based compensation | — | — | — | — | $ | 5,500 | $ | 5,500 | |||||||||||||||||
Net income (loss) | $ | 22,100 | $ | 75,400 | $ | 118,900 | $ | (80,300 | ) | $ | (376,000 | ) | $ | (239,000 | ) | ||||||||||
Capital expenditures (cash and noncash) | $ | 150,900 | $ | 40,900 | — | — | — | $ | 191,800 | ||||||||||||||||
Total assets | $ | 1,580,900 | $ | 448,700 | $ | 1,063,700 | — | $ | 157,700 | $ | 3,251,000 | ||||||||||||||
-1 | Includes depreciation of property, equipment and leasehold improvement and amortization of intangibles |
ORGANIZATION_AND_FINANCIAL_CON2
ORGANIZATION AND FINANCIAL CONDITION (Details Narrative) | Mar. 31, 2014 | Dec. 31, 2013 |
Paragon Waste Solutions, LLC [Member] | ' | ' |
Percentage ownership | 54.00% | 54.00% |
BeneFuels, LLC [Member] | ' | ' |
Percentage ownership | 85.00% | ' |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Summary Of Significant Accounting Policies Details Narrative | ' | ' |
Research and development expenses | $7,600 | $93,000 |
PROPERTY_AND_EQUIPMENT_Details
PROPERTY AND EQUIPMENT (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Property And Equipment Details Narrative | ' | ' |
Depreciation and amortization | $93,100 | $65,600 |
PROPERTY_AND_EQUIPMENT_Details1
PROPERTY AND EQUIPMENT (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Property and equipment, gross | $3,483,800 | $2,698,800 |
Less: accumulated depreciation and amortization | -1,007,800 | -935,900 |
Property and equipment, net | 2,476,000 | 1,762,900 |
Field and Shop Equipment [Member] | ' | ' |
Property and equipment, gross | 1,454,600 | 1,361,100 |
Vehicles [Member] | ' | ' |
Property and equipment, gross | 516,700 | 516,700 |
Waste destruction equipment [Member] | ' | ' |
Property and equipment, gross | 164,900 | 164,900 |
Waste destruction equipment in progress [Member] | ' | ' |
Property and equipment, gross | 1,179,300 | 542,500 |
Furniture and office equipment [Member] | ' | ' |
Property and equipment, gross | 102,900 | 27,500 |
Leasehold Improvements [Member] | ' | ' |
Property and equipment, gross | 65,400 | 55,500 |
Equipment, construction in progress [Member] | ' | ' |
Property and equipment, gross | ' | $30,600 |
PROPERTY_AND_EQUIPMENT_Details2
PROPERTY AND EQUIPMENT (Details 1) (Field and Shop Equipment [Member], USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Field and Shop Equipment [Member] | ' | ' |
Capital leased assets, gross | $241,500 | $241,500 |
Less: accumulated amortization | -30,500 | -27,000 |
Capital leased assets, net | $211,000 | $214,500 |
INTANGIBLE_ASSETS_Details_Narr
INTANGIBLE ASSETS (Details Narrative) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Amortization expense | $21,300 | $21,300 |
Lower Range [Member] | ' | ' |
Estimated useful lives | '7 years | ' |
Upper Range [Member] | ' | ' |
Estimated useful lives | '10 years | ' |
INTANGIBLE_ASSETS_Details
INTANGIBLE ASSETS (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Intangible assets, gross | $828,800 | $822,800 |
Accumulated amortization | -464,700 | -443,300 |
Intangible assets, net | 364,100 | 379,500 |
Customer Lists [Member] | ' | ' |
Intangible assets, gross | 42,500 | 42,500 |
Accumulated amortization | -34,500 | -33,900 |
Intangible assets, net | 8,000 | 8,600 |
Technology [Member] | ' | ' |
Intangible assets, gross | 731,700 | 725,700 |
Accumulated amortization | -383,700 | -365,800 |
Intangible assets, net | 348,000 | 359,900 |
Trade Name [Member] | ' | ' |
Intangible assets, gross | 54,600 | 54,600 |
Accumulated amortization | -46,500 | -43,600 |
Intangible assets, net | $8,100 | $11,000 |
INTANGIBLE_ASSETS_Details_1
INTANGIBLE ASSETS (Details 1) (USD $) | Mar. 31, 2014 |
Estimated aggregate amortization expense: | ' |
Remaining 2014 | $63,800 |
2015 | 77,000 |
2016 | 71,200 |
2017 | 71,200 |
2018 | 35,500 |
Thereafter | 45,400 |
Total | $364,100 |
ACCRUED_LIABILITIES_Details
ACCRUED LIABILITIES (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Accrued Liabilities Details | ' | ' |
Accrued compensation and related taxes | $700,900 | $451,500 |
Accrued stock offering costs | ' | 216,000 |
Accrued interest | 44,000 | 73,200 |
Accrued material and other job related costs | ' | 71,700 |
Other | 209,400 | 111,800 |
Total | $954,300 | $924,200 |
UNCOMPLETED_CONTRACTS_Details
UNCOMPLETED CONTRACTS (Details) (USD $) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2014 | Dec. 31, 2013 | |
Revenue Recognized | ($469,500) | ($436,400) |
Less: Billings to date | 647,700 | 606,700 |
Costs and estimated earnings in excess of billings on uncompleted contracts | 102,000 | 78,500 |
Billings in excess of costs and estimated earnings on uncompleted contracts | 178,200 | 170,300 |
Contracts Receivable [Member] | ' | ' |
Revenue Recognized | 350,900 | 331,100 |
Less: Billings to date | -248,900 | -252,600 |
Costs and estimated earnings in excess of billings on uncompleted contracts | $102,000 | $78,500 |
INVESTMENT_IN_PARAGON_WASTE_SO1
INVESTMENT IN PARAGON WASTE SOLUTIONS LLC (Details Narrative) (USD $) | 1 Months Ended | 1 Months Ended | 1 Months Ended | 41 Months Ended | ||||||
Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Aug. 31, 2011 | Mar. 31, 2014 | Mar. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | |
Exclusive Use License and Equipment Lease Agreement with eCycling International [Member] | Related Party 1 [Member] | Related Party 2 [Member] | Black Stone Management Services [Member] | Outside Party [Member] | Paragon Waste Solutions, LLC [Member] | Paragon Waste Solutions, LLC [Member] | Paragon Waste Solutions, LLC [Member] | Paragon Waste Solutions, LLC [Member] | Paragon Waste Solutions, LLC [Member] | |
Black Stone Management Services [Member] | Black Stone Management Services [Member] | |||||||||
Percentage ownership | ' | 5.00% | 5.00% | ' | 10.00% | ' | 54.00% | 54.00% | 26.00% | 26.00% |
Shares issued for acquisition of intellectual property | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' |
Value of shares issued for acquisition of intellectual property | ' | ' | ' | $100,000 | ' | ' | ' | ' | ' | ' |
Royalty percentage | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' |
Payment for funding of subsidiary | ' | ' | ' | ' | ' | ' | 2,100,000 | ' | ' | ' |
Initial licensing fee | $176,875 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of net operating profits to be distributed | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
PAYROLL_TAXES_PAYABLE_Details_
PAYROLL TAXES PAYABLE (Details Narrative) (IRS [Member], USD $) | 9 Months Ended | 12 Months Ended | |||
31-May-13 | Aug. 31, 2012 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2011 | |
IRS [Member] | ' | ' | ' | ' | ' |
Past due payroll taxes | ' | ' | $965,100 | $958,300 | $971,000 |
Monthly installment payments, payroll taxes | $25,000 | $12,500 | ' | ' | ' |
DEBT_Details_Narrative
DEBT (Details Narrative) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Notes Payable, June 2011 Note [Member] | ' |
Debt, face amount | $40,000 |
Debt, issue date | 1-Jun-11 |
Debt, interest rate | 10.00% |
Debt warrant, shares | 13,000 |
Warrant exercise price | 1 |
Debt warrant, term | '3 years |
Debt discount at issuance | 170 |
Notes Payable, June 2011 2nd Note [Member] | ' |
Debt, face amount | 25,000 |
Debt, accrued interest amount | 3,000 |
Debt, issue date | 1-Jun-11 |
Notes Payable, June 2011 New Note [Member] | ' |
Debt, face amount | 68,000 |
Convertible Secured Promissory Note [Member] | ' |
Debt, face amount | 225,000 |
Debt, issue date | 14-Feb-12 |
Debt, interest rate | 5.00% |
Debt conversion, price | $0.50 |
Debt, date principal and interest due if not converted | 31-Dec-14 |
Debt, principal amount due if not converted | 112,500 |
Additional borrowings under loan agreement | 225,000 |
Promissory Note - Dec 2009 [Member] | ' |
Debt, interest rate | 6.00% |
Frequency of payments | 'Monthly and Balloon Payment |
Number of payments | 6 |
Debt, maturity date | 1-Jul-10 |
Promissory Note - Dec 2009 [Member] | Lower Range [Member] | ' |
Payment amount | 10,000 |
Promissory Note - Dec 2009 [Member] | Upper Range [Member] | ' |
Payment amount | $25,000 |
DEBT_Details
DEBT (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Notes and capital lease obligation, total | $431,600 | $552,800 |
Notes and capital lease obligation, current | -405,300 | -504,700 |
Notes and capital lease obligation, long-term | 26,300 | 48,100 |
Notes Payable, June 2011 New Note [Member] | ' | ' |
Long term debt, carrying amount | 68,000 | 68,000 |
Convertible Secured Promissory Note [Member] | ' | ' |
Long term debt, carrying amount | 225,000 | 225,000 |
Promissory Note - Dec 2009 [Member] | ' | ' |
Long term debt, carrying amount | 0 | 104,200 |
Capital lease obligations [Member] | ' | ' |
Capital lease obligation, carrying amount | $138,600 | $155,600 |
RELATED_PARTY_TRANSACTIONS_Det
RELATED PARTY TRANSACTIONS (Details Narrative) (USD $) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | |
Chief Executive Officer [Member] | Chief Executive Officer [Member] | Officer of the Company [Member] | |||
Promissory Note [Member] | Promissory Note [Member] | Secured Promissory Note | |||
Interest rate | ' | ' | 8.00% | 8.00% | ' |
Debt, issue date | ' | ' | ' | ' | 31-Dec-14 |
Revenue from related party customer | $114,000 | $141,000 | ' | ' | ' |
RELATED_PARTY_TRANSACTIONS_Det1
RELATED PARTY TRANSACTIONS (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Accrued interest | $41,800 | $39,900 |
Notes payable - related parties, including accrued interest | 138,800 | 136,900 |
Chief Executive Officer [Member] | Promissory Note [Member] | ' | ' |
Notes Payable | $97,000 | $97,000 |
Interest rate | 8.00% | 8.00% |
EQUITY_TRANSACTIONS_Details_Na
EQUITY TRANSACTIONS (Details Narrative) (USD $) | 1 Months Ended | 3 Months Ended |
Oct. 31, 2013 | Mar. 31, 2014 | |
Shares issued in option exercise | ' | 396,934 |
Options exercised in cashless option exercise | ' | 669,600 |
Shares issued in warrant exercise | ' | 610,000 |
Warrants exercise price | ' | $0.50 |
Proceeds from warrant exercise | ' | $305,000 |
Common stock shares issued for services | ' | 500,000 |
Common stock shares issued for services, value | ' | 550,000 |
Paragon Waste Solutions, LLC [Member] | ' | ' |
Noncontrolling ownership percentage | ' | 46.00% |
October 2013 Private Placement [Member] | ' | ' |
Private placement, shares issued per unit | 70,000 | ' |
Private placement, warrants issued per unit | 35,000 | ' |
Private placement, value per unit | 50,000 | ' |
Debt warrant, term | '5 years | ' |
Warrant, exercise price | 1 | ' |
Number of units sold in private placement | 64.25 | 4.125 |
Number of shares sold in private placement | 4,497,500 | 1,155,000 |
Number of warrant sold in private placement | 2,248,750 | 577,500 |
Gross proceeds from private placement | 3,212,500 | 825,000 |
Net proceeds from private placement | $2,957,700 | $776,000 |
Fair market value common stock warrant (in dollars per share) | $0.72 | ' |
Fair market value common stock (in dollars per unit) | 0.6 | ' |
Fair market value warrant (in dollars per unit) | 0.115 | ' |
CUSTOMER_CONCENTRATIONS_Detail
CUSTOMER CONCENTRATIONS (Details Narrative) (Sales Exceeding 10% [Member]) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Sales Exceeding 10% [Member] | ' | ' |
Number of customers | 'One customer | 'Two customers |
Percentage of concentration risk | 47.00% | 34.00% |
NET_LOSS_PER_SHARE_Details
NET LOSS PER SHARE (Details) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Potentially dilutive securities | 11,966,250 | 8,946,500 |
Warrants [Member] | ' | ' |
Potentially dilutive securities | 9,678,750 | 6,487,500 |
Options [Member] | ' | ' |
Potentially dilutive securities | 2,062,500 | 2,234,000 |
Convertible notes payable [Member] | ' | ' |
Potentially dilutive securities | 225,000 | 225,000 |
SEGMENT_INFORMATION_AND_MAJOR_2
SEGMENT INFORMATION AND MAJOR CUSTOMERS (Details) (USD $) | 3 Months Ended | ||||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |||
Total revenue | $2,783,000 | $2,568,900 | ' | ||
Depreciation and amortization | 93,100 | [1] | 86,900 | [1] | ' |
Interest expense | 23,600 | 34,500 | ' | ||
Stock-based compensation expense | 648,700 | 5,500 | ' | ||
Net income (loss) | -1,103,300 | -239,900 | ' | ||
Capital expenditures (cash and noncash) | 784,900 | 191,800 | ' | ||
Total assets | 7,036,000 | 3,251,000 | 6,372,200 | ||
Industrial Cleaning [Member] | ' | ' | ' | ||
Total revenue | 1,657,600 | 1,118,100 | ' | ||
Depreciation and amortization | 48,700 | [1] | 47,100 | [1] | ' |
Interest expense | 10,600 | 7,800 | ' | ||
Net income (loss) | 217,700 | 22,100 | ' | ||
Capital expenditures (cash and noncash) | 27,100 | 150,900 | ' | ||
Total assets | 1,679,200 | 1,580,900 | ' | ||
Railcar Cleaning [Member] | ' | ' | ' | ||
Total revenue | 605,300 | 549,100 | ' | ||
Depreciation and amortization | 5,100 | [1] | 5,900 | [1] | ' |
Interest expense | 7,900 | 9,700 | ' | ||
Net income (loss) | 31,700 | 75,400 | ' | ||
Capital expenditures (cash and noncash) | ' | 40,900 | ' | ||
Total assets | 612,100 | 448,700 | ' | ||
Environmental Solutions [Member] | ' | ' | ' | ||
Total revenue | 520,100 | 901,600 | ' | ||
Depreciation and amortization | 33,400 | [1] | 31,400 | [1] | ' |
Interest expense | 1,700 | 2,600 | ' | ||
Net income (loss) | -118,700 | 118,900 | ' | ||
Capital expenditures (cash and noncash) | 55,700 | ' | ' | ||
Total assets | 795,700 | 1,063,700 | ' | ||
Solid Waste [Member] | ' | ' | ' | ||
Depreciation and amortization | 300 | [1] | ' | ' | |
Interest expense | 200 | ' | ' | ||
Net income (loss) | -147,800 | -80,300 | ' | ||
Capital expenditures (cash and noncash) | 639,900 | ' | ' | ||
Total assets | 1,508,500 | ' | ' | ||
Corporate [Member] | ' | ' | ' | ||
Depreciation and amortization | 5,600 | [1] | 2,500 | [1] | ' |
Interest expense | 3,200 | 3,800 | ' | ||
Stock-based compensation expense | 648,700 | 5,500 | ' | ||
Net income (loss) | -1,086,200 | -376,000 | ' | ||
Capital expenditures (cash and noncash) | 62,200 | ' | ' | ||
Total assets | $2,440,500 | $157,700 | ' | ||
[1] | Includes depreciation of property, equipment and leasehold improvement and amortization of intangibles. |