Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 31, 2015 | |
Document And Entity Information | ||
Entity Registrant Name | MECHANICAL TECHNOLOGY INC | |
Entity Central Index Key | 64,463 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Entity a Well-known Seasoned Issuer | No | |
Entity a Voluntary Filer | No | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 5,258,883 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,015 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash | $ 1,471 | $ 1,923 |
Accounts receivable - less allowances of $25 in 2015 and $0 in 2014 | $ 1,154 | 1,196 |
Notes receivable - related party, net | 20 | |
Inventories | $ 715 | 773 |
Deferred income taxes, net | 20 | 20 |
Prepaid expenses and other current assets | 76 | 92 |
Total Current Assets | 3,436 | 4,024 |
Deferred income taxes, net | 1,315 | 1,315 |
Property, plant and equipment, net | 152 | 140 |
Total Assets | 4,903 | 5,479 |
Current Liabilities: | ||
Accounts payable | 249 | 216 |
Accrued liabilities | 974 | 1,045 |
Total Current Liabilities | $ 1,223 | 1,261 |
Commitments and Contingencies (Note 8) | ||
Stockholders' Equity: | ||
Common stock, par value $0.01 per share, authorized 75,000,000; 6,263,975 issued in both 2015 and 2014 | $ 63 | 63 |
Additional paid-in capital | 135,765 | 135,698 |
Accumulated deficit | (118,394) | (117,789) |
Common stock in treasury, at cost, 1,005,092 shares in both 2015 and 2014 | (13,754) | (13,754) |
Total stockholders' equity | 3,680 | 4,218 |
Total Liabilities and Stockholders' Equity | $ 4,903 | $ 5,479 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful account receivable (in dollars) | $ 25 | $ 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, shares authorized | 75,000,000 | 75,000,000 |
Common Stock, shares issued | 6,263,975 | 6,263,975 |
Common Stock, treasury at cost | 1,005,092 | 1,005,092 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Product revenue | $ 1,951 | $ 2,478 | $ 3,587 | $ 3,860 |
Operating costs and expenses: | ||||
Cost of product revenue | 733 | 997 | 1,371 | 1,576 |
Unfunded research and product development expenses | 378 | 371 | 754 | 732 |
Selling, general and administrative expenses | 1,048 | 932 | 2,057 | 1,806 |
Operating (loss) income | $ (208) | $ 178 | $ (595) | $ (254) |
Other income, net | ||||
(Loss) income before income taxes | $ (208) | $ 178 | $ (595) | $ (254) |
Income tax expense | (10) | (10) | ||
Net (loss) income | $ (218) | $ 178 | $ (605) | $ (254) |
Income (loss) per share attributable to MTI (Basic) | $ (.04) | $ 0.03 | $ (.12) | $ (.05) |
Income (loss) per share attributable to MTI (Diluted) | $ (.04) | $ 0.03 | $ (.12) | $ (.05) |
Weighted average shares outstanding (Basic) | 5,258,883 | 5,256,883 | 5,258,883 | 5,256,883 |
Weighted average shares outstanding (Diluted) | 5,258,883 | 5,495,461 | 5,258,883 | 5,256,883 |
Statement - Condensed Consolida
Statement - Condensed Consolidated Statements of Changes in Equity (Unaudited) - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Treasury Stock | Total |
Beginning Balance at Dec. 31, 2013 | $ 63 | $ 135,612 | $ (118,529) | $ (13,754) | $ 3,392 |
Beginning Balance (in shares) at Dec. 31, 2013 | 6,261,975 | 1,005,092 | |||
Increase (Decrease) in Shareholders' Equity | |||||
Net income (loss) | 740 | 740 | |||
Stock based compensation | 85 | 85 | |||
Issuance of shares - option exercises | 1 | 1 | |||
Issuance of shares - option exercises (in shares) | 2,000 | ||||
Ending Balance at Dec. 31, 2014 | $ 63 | 135,698 | (117,789) | $ (13,754) | 4,218 |
Ending Balance (in shares) at Dec. 31, 2014 | 6,263,975 | 1,005,092 | |||
Increase (Decrease) in Shareholders' Equity | |||||
Net income (loss) | (605) | (605) | |||
Stock based compensation | 67 | 67 | |||
Ending Balance at Jun. 30, 2015 | $ 63 | $ 135,765 | $ (118,394) | $ (13,754) | $ 3,680 |
Ending Balance (in shares) at Jun. 30, 2015 | 6,263,975 | 1,005,092 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating Activities | ||
Net loss | $ (605) | $ (254) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 39 | $ 46 |
Provision for bad debts | 25 | |
Stock based compensation | 67 | $ 38 |
Provision for excess and obsolete inventories | 11 | 9 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 17 | (518) |
Inventories | 47 | (85) |
Prepaid expenses and other current assets | 16 | 23 |
Accounts payable | 33 | 380 |
Accrued liabilities | (71) | (44) |
Net cash used in operating activities | (421) | (405) |
Investing Activities | ||
Purchases of equipment | (51) | $ (32) |
Principle payments from notes receivable - related party | 20 | |
Net cash used in investing activities | (31) | $ (32) |
Decrease in cash | (452) | (437) |
Cash - beginning of period | 1,923 | 1,211 |
Cash - end of period | $ 1,471 | $ 774 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | 1. Nature of Operations Description of Business Mechanical Technology, Incorporated (MTI or the Company), a New York corporation, was incorporated in 1961. The Companys core business is conducted through MTI Instruments, Inc. (MTI Instruments), a wholly-owned subsidiary. MTI Instruments was incorporated in New York on March 8, 2000 and is a supplier of precision linear displacement solutions, vibration measurement and system balancing systems, and wafer inspection tools, consisting of electronic gauging instruments for position, displacement and vibration application within the industrial manufacturing/production markets, as well as the research, design and process development market; tensile stage systems for materials testing at academic and industrial research settings; and engine vibration analysis systems for both military and commercial aircraft. These tools, systems and solutions are developed for markets and applications that require the precise measurements and control of products, processes, and the development and implementation of automated manufacturing, assembly, and consistent operation of complex machinery. Liquidity The Company has incurred significant losses primarily due to its past efforts to fund direct methanol fuel cell product development and commercialization programs, and has an accumulated deficit of approximately $118.4 million and working capital of approximately $2.2 million at June 30, 2015. Based on the Companys projected cash requirements for operations and capital expenditures for 2015, its current available cash of approximately $1.5 million, the $2.5 million available from its existing credit facilities, current cash flow requirements and revenue and expense projections, management believes it will have adequate resources to fund operations and capital expenditures for at least the next twelve months. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 2. Basis of Presentation In the opinion of management, the Companys condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary for a fair statement of the results for the periods presented in accordance with United States of America Generally Accepted Accounting Principles (U.S. GAAP) and with the instructions to Form 10-Q in Article 10 of the Securities and Exchange Commissions (SEC) Regulation S-X. The results of operations for the interim periods presented are not necessarily indicative of results for the full year. Certain information and footnote disclosures normally included in the annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the Companys audited consolidated financial statements and notes thereto included in the Companys Annual Report on Form 10-K for the year ended December 31, 2014. The information presented in the accompanying condensed consolidated balance sheet as of December 31, 2014 has been derived from the Companys audited consolidated financial statements. All other information has been derived from the Companys unaudited condensed consolidated financial statements for the three and six months ended June 30, 2015 and June 30, 2014. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, MTI Instruments. All intercompany balances and transactions are eliminated in consolidation. The Company records its investment in MeOH Power, Inc. using the equity method of accounting. The fair value of the Companys interest in MeOH Power, Inc. has been determined to be $0 as of June 30, 2015 and December 31, 2014, based on MeOH Power, Inc.s net position and expected cash flows. As of June 30, 2015, the Company retained its ownership of approximately 47.5% of MeOH Power, Inc.s outstanding common stock, or 75,049,937 shares, and 54.8% of the common stock and warrants issued, which includes 31,904,136 warrants outstanding. |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Jun. 30, 2015 | |
Receivables [Abstract] | |
Accounts Receivable | 3. Accounts Receivable Accounts receivables consist of the following at: (Dollars in thousands) June 30, 2015 December 31, 2014 U.S. and State Government $ 14 $ 3 Commercial 1,165 1,193 Allowance for doubtful accounts (25 ) Total $ 1,154 $ 1,196 For the six months ended June 30, 2015 and 2014, the largest commercial customer represented 6.7% and 14.0%, respectively, and the largest governmental agency represented 3.6% and 22.5%, respectively, of the Companys product revenue. As of June 30, 2015 and December 31, 2014, the largest commercial receivable represented 16.6% and 9.1%, respectively, and the largest governmental receivable represented 1.2% and 0.2%, respectively, of the Companys accounts receivable. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | 4. Inventories Inventories consist of the following at: (Dollars in thousands) June 30, 2015 December 31, 2014 Finished goods $ 267 $ 314 Work in process 146 161 Raw materials 302 298 Total $ 715 $ 773 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | 5. Property, Plant and Equipment Property, plant and equipment consist of the following at: (Dollars in thousands) June 30, 2015 December 31, 2014 Leasehold improvements $ 39 $ 39 Computers and related software 1,052 1,035 Machinery and equipment 848 817 Office furniture and fixtures 62 61 2,001 1,952 Less: Accumulated depreciation 1,849 1,812 $ 152 $ 140 Depreciation expense was $39 thousand and $83 thousand for the six months ended June 30, 2015 and the year ended December 31, 2014, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. Income Taxes During the three and six months ended June 30, 2015, the Companys effective income tax rate was 4.8% and 1.7%, respectively. The projected annual effective tax rate is less than the Federal statutory rate of 34%, primarily due to permanent differences, the change in the valuation allowance and changes to estimated taxable income for 2015. For the three and six months ended June 30, 2014, the Companys effective income tax rate was 0%, respectively. Income tax expense of $10 thousand for the three and six months ended June 30, 2015, respectively, related to an adjustment of the prior period estimated tax accrual. The Company provides for recognition of deferred tax assets if the realization of such assets is more likely than not to occur in accordance with accounting standards that address income taxes. Significant management judgment is required in determining the period in which the reversal of a valuation allowance should occur. The Company has considered all available evidence, both positive and negative, such as historical levels of income and future forecasts of taxable income amongst other items, in determining its valuation allowance. In addition, the Companys assessment requires us to schedule future taxable income in accordance with accounting standards that address income taxes to assess the appropriateness of a valuation allowance which further requires the exercise of significant management judgment. The Company has determined that it expects to generate sufficient levels of pre-tax earnings in the future to realize the net deferred tax assets recorded on the balance sheet at June 30, 2015. The Company has projected such pre-tax earnings utilizing a combination of historical and projected results, taking into consideration existing levels of permanent differences, non-deductible expense and the reversal of significant temporary differences. We project that our taxable income for the next three years is adequate to ensure the realizability of the $1.3 million of deferred tax assets recorded on our balance sheet at June 30, 2015. In the event that actual results differ from these estimates or we adjust these estimates in future periods, we may need to adjust the recorded valuation allowance, which could materially impact our financial position and results of operations. We will continue to evaluate the ability to realize our deferred tax assets and related valuation allowance on a quarterly basis. The Company believes that the accounting estimate for the valuation of deferred tax assets is a critical accounting estimate, because judgment is required in assessing the likely future tax consequences of events that have been recognized in our financial statements or tax returns. The Company based the estimate of deferred tax assets and liabilities on current tax laws and rates and, in certain cases, business plans and other expectations about future outcomes. In the event that actual results differ from these estimates or the Company adjusts these estimates in future periods, the Company may need to adjust the recorded valuation allowance, which could materially impact our financial position and results of operations. The valuation allowance was $16.9 million at June 30, 2015 and $16.7 million at December 31, 2014. The Company will continue to evaluate the ability to realize its deferred tax assets and related valuation allowances on a quarterly basis. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | 7. Stockholders Equity Common Stock The Company has one class of common stock, par value $.01. Each share of the Companys common stock is entitled to one vote on all matters submitted to stockholders. As of June 30, 2015 and December 31, 2014, there were 5,258,883 shares of common stock issued and outstanding. Reservation of Shares The Company had reserved common shares for future issuance as follows as of June 30, 2015: Stock options outstanding 942,689 Common stock available for future equity awards or issuance of options 266,500 Number of common shares reserved 1,209,189 Earnings (Loss) per Share The Company computes basic income (loss) per common share by dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. Diluted income (loss) per share reflects the potential dilution, if any, computed by dividing income (loss) by the combination of dilutive common share equivalents, comprised of shares issuable under outstanding investment rights, warrants and the Companys share-based compensation plans, and the weighted average number of common shares outstanding during the reporting period. Dilutive common share equivalents include the dilutive effect of in-the-money stock options, which are calculated based on the average share price for each period using the treasury stock method. Under the treasury stock method, the exercise price of a stock option, the amount of compensation cost, if any, for future service that the Company has not yet recognized, and the amount of windfall tax benefits that would be recorded in additional paid-in capital, if any, when the stock option is exercised are assumed to be used to repurchase shares in the current period. Not included in the computation of earnings per share, assuming dilution, for the three and six months ended June 30, 2015, were options to purchase 942,689 shares of the Companys common stock. These potentially dilutive items were excluded because the Company incurred a loss during the periods and their inclusion would be anti-dilutive. Not included in the computation of earnings per share, assuming dilution, for the three months ended June 30, 2014, were options to purchase 176,566 shares of the Companys common stock. These potentially dilutive items were excluded even though the average market price of the common stock exceeded the exercise prices for a portion of the options because the calculation of incremental shares, which includes the unrecognized compensation expense, resulted in an anti-dilutive effect. Not included in the computation of earnings per share, assuming dilution, for the six months ended June 30, 2014, were options to purchase 713,566 shares of the Companys common stock. These potentially dilutive items were excluded because the Company incurred a loss during this period and their inclusion would be anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies Commitments: Leases The Company and its subsidiary lease certain manufacturing, laboratory and office facilities. The lease provides for the Company to pay its allocated share of insurance, taxes, maintenance and other costs of the leased property. Under the May 2, 2014 agreement, MTI Instruments has an option to terminate the lease as of December 1, 2016. If MTI Instruments terminates the lease prior to November 2019, MTI Instruments is required to reimburse the landlord for all unamortized costs that the landlord incurred for renovations to the leased space in conjunction with the lease renewal. Future minimum rental payments required under non-cancelable operating leases (with initial or remaining lease terms in excess of one year) as of June 30, 2015 are (dollars in thousands): $111 remaining in 2015, $222 in 2016, $224 in 2017, $218 in 2018 and $204 in 2019. Warranties Product warranty liabilities are included in Accrued liabilities in the Condensed Consolidated Balance Sheets. Below is a reconciliation of changes in product warranty liabilities: (Dollars in thousands) Six Months Ended June 30, 2015 2014 Balance, January 1 $ 17 $ 17 Accruals for warranties issued 9 10 Settlements made (in cash or in kind) (7 ) (6 ) Balance, end of period $ 19 $ 21 Employment Agreement The Company has an employment agreement with one employee that provides certain payments upon termination of employment under certain circumstances, as defined in the agreement. As of June 30, 2015, the Companys potential minimum obligation to this employee was approximately $76 thousand. Contingencies: Legal We are subject to legal proceedings, claims and liabilities which arise in the ordinary course of business. We accrue for losses associated with legal claims when such losses are probable and can be reasonably estimated. These accruals are adjusted as additional information becomes available or circumstances change. Legal fees are charged to expense as they are incurred. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 9. Debt On June 16, 2015, the Company entered into a Loan Agreement (the Loan) with Bank of America, N.A. (the Bank) to replace its previous line of credit with the Bank discussed below. The Loan contains three different credit facilities for our use in future capital requirements and strategic initiatives. All the credit facilities under the Loan are available until July 31, 2016 and may be renewed subject to all the terms and conditions as set forth in the Loan. Except as otherwise stated in the Loan, all interest and fees, if any, will be computed on the basis of a 360-day year and the actual number of days elapsed. The Loan is secured by equipment and fixtures, inventory and receivables owned by the Company and guaranteed by MTI Instruments. The Loan requires the Company to provide specified financial information within 120 days of the fiscal year end and maintain on a consolidated basis a Debt Service Coverage Ratio of at least 1.25 to 1.0. The Company is also subject to other restrictions as set forth in the Loan. The Company may borrow under the Facility No. 1 Commitment revolving line of credit from time to time up to $1 million. This facility is similar to the line of credit that was entered into in May 2014. The Facility No. 1 Commitment is payable no later than the expiration date of the Loan and interest is payable on the last day of each month beginning on June 30, 2015 and until payment has been made in full. The interest rate on funds borrowed under the Facility No. 1 Commitment is equal to the LIBOR Daily Floating Rate plus 2.50%. The Company may borrow under the Facility No. 2 Commitment non-revolving line of credit from time to time up to $1 million. Any amount borrowed under the Facility No. 2 Commitment permanently reduces the amount remaining available to borrow under this line of credit. Any principal borrowed under the Facility No. 2 Commitment is payable in equal installments beginning on August 31, 2016, and on the same day of each month thereafter, and ending on July 31, 2021 (the Repayment Period) and may be prepaid in full or in part at any time. The interest rate on funds borrowed under the Facility No. 2 Commitment is equal to the LIBOR Rate (Adjusted Periodically) plus 2.50% and will be adjusted on the first day of the month of every month (the Adjustment Date) and remain fixed until the next Adjustment Date. This facility provides for payment of any accrued interest on June 30, 2015, and then on the last day of each month thereafter until payment in full of any principal outstanding under this facility. Each prepayment of an amount bearing interest must be accompanied by the amount of accrued interest on the amount prepaid and a prepayment fee. During the Repayment Period, the Company has a one-time option to convert the interest rate on the loan from the rate specified above to a fixed rate, provided no event of default exists. The Company may borrow under the Facility No. 3 Commitment non-revolving line of credit from time to time up to $500 thousand. Any amount borrowed under the Facility No. 3 Commitment permanently reduces the amount remaining available to borrow under this line of credit. Any principal borrowed under the Facility No. 3 Commitment is payable in equal installments beginning on August 31, 2016, and on the same day of each month thereafter, and ending on July 31, 2021 (the Repayment Period) and may be prepaid in full or in part at any time. The interest rate on funds borrowed under the Facility No. 3 Commitment is equal to the LIBOR Rate (Adjusted Periodically) plus 2.50% and will be adjusted on the first day of the month of every month (the Adjustment Date) and remain fixed until the next Adjustment Date. This facility provides for payment of any accrued interest on June 30, 2015, and then on the last day of each month thereafter until payment in full of any principal outstanding under this facility. Each prepayment of an amount bearing interest must be accompanied by the amount of accrued interest on the amount prepaid and a prepayment fee. During the Repayment Period, the Company has a one-time option to convert the interest rate on the loan from the rate specified above to a fixed rate, provided no event of default exists. As of June 30, 2015, there were no amounts outstanding under these credit facilities. On May 5, 2014, the Company entered into a revolving line of credit with the Bank. The Company was allowed to borrow under the line of credit from time to time up to $1 million to support its working capital needs. The line of credit was available until July 31, 2015. The loan was payable no later than the expiration date of the loan and interest was payable on the last day of each month beginning on May 30, 2014 and until payment was made in full. The interest rate on funds borrowed under the line of credit was equal to the LIBOR Daily Floating Rate plus 2.75%. The loan was secured by equipment and fixtures, inventory and receivables owned by the Company and guaranteed by MTI Instruments. The Company was required to hold a balance of $0 for 30 consecutive days during the period from May 5, 2014 through July 31, 2015, and each subsequent one-year period of the loan, if any. Upon the occurrence of an event of default, the Bank was allowed to set off against our repayment obligations any amounts we maintained at the Bank. The Company was also subject to other restrictions as set forth in the loan. As of June 30, 2015 and December 31, 2014, there were no amounts outstanding under this line of credit. |
Stock Based Compensation
Stock Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Based Compensation | 10. Stock Based Compensation The Mechanical Technology, Incorporated 2014 Equity Incentive Plan (the 2014 Plan) was adopted by the Companys Board of Directors on March 12, 2014 and approved by its stockholders on June 11, 2014. The 2014 Plan provides an initial aggregate number of 500,000 shares of common stock that may be awarded or issued. The number of shares that may be awarded under the 2014 Plan and awards outstanding may be subject to adjustment on account of any stock dividend, spin-off, stock split, reverse stock split, split-up, recapitalization, reclassification, reorganization, combination or exchange of shares, merger, consolidation, liquidation, business combination, exchange of shares or the like. Under the 2014 Plan, the Board appointed administrator of the 2014 Plan is authorized to issue stock options (incentive and nonqualified), stock appreciation rights, restricted stock, restricted stock units, phantom stock, performance awards and other stock-based awards to employees, officers and directors of, and other individuals providing bona fide services to or for, the Company or any affiliate of the Company. Incentive stock options may only be granted to employees of the Company and its subsidiaries. The Mechanical Technology, Incorporated 2012 Equity Incentive Plan (the 2012 Plan) was adopted by the Companys Board of Directors on April 14, 2012 and approved by stockholders on June 14, 2012. The 2012 Plan provides an initial aggregate number of 600,000 shares of common stock which may be awarded or issued. The number of shares which may be awarded under the 2012 Plan and awards outstanding can be subject to adjustment on account of any recapitalization, reclassification, stock split, reverse stock split and other dilutive changes in Common Stock. Under the 2012 Plan, the Board of Directors is authorized to issue stock options (incentive and nonqualified), stock appreciation rights, restricted stock, restricted stock units and other stock-based awards to employees, officers, directors, consultants and advisors of the Company and its subsidiaries. Incentive stock options may only be granted to employees of the Company and its subsidiaries. During 2015, the Company granted 140,000 options to purchase the Companys common stock from the 2014 Plan, which generally vest 25% on each of the first four anniversaries of the date of the award. The exercise price of these grants was $1.20 per share and was based on the closing market price of the Companys common stock on the dates of grant. Using a Black-Scholes Option Pricing Model, the weighted average fair value of these options was $1.14 per share and was estimated at the date of grant. During 2014, the Company granted 140,000 options to purchase the Companys common stock from the 2012 Plan, which generally vest 25% on each of the first four anniversaries of the date of the award. The exercise price of these grants was $1.08 per share and was based on the closing market price of the Companys common stock on the dates of grant. Using a Black-Scholes Option Pricing Model, the weighted average fair value of these options was $1.07 per share and was estimated at the date of grant. During 2014, the Company granted 102,000 options to purchase the Companys common stock from the 2014 Plan, which generally vest 25% on each of the first four anniversaries of the date of the award. The exercise price of these grants was $0.85 per share and was based on the closing market price of the Companys common stock on the dates of grant. Using a Black-Scholes Option Pricing Model, the weighted average fair value of these options was $0.84 per share and was estimated at the date of grant. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 11. Related Party Transactions MeOH Power, Inc. As of June 30, 2015, the Company owned an aggregate of approximately 47.5% of MeOH Power, Inc.s outstanding common stock, or 75,049,937 shares, and 54.8% of the common stock and warrants issued, which includes 31,904,136 warrants outstanding. The number of shares of MeOH Power, Inc.s common stock authorized for issuance is 240,000,000 as of June 30, 2015. On December 18, 2013, MeOH Power, Inc. and the Company executed a Senior Demand Promissory Note (the Note) in the amount of $380 thousand to secure the intercompany amounts due to the Company from MeOH Power, Inc. upon the deconsolidation of MeOH Power, Inc. Interest accrues on the Note at the Prime Rate in effect on the first business day of the month, as published in the Wall Street Journal. At the Companys option, all or part of the principal and interest due on this Note may be converted to shares of common stock of MeOH Power, Inc. at a rate of $0.07 per share. Interest began accruing on January 1, 2014. At December 31, 2013, the Company recorded a full allowance against the Note. In 2014, $115 thousand was received from MeOH Power, Inc. in principle and interest and an additional $20 thousand was released from the allowance in advance of a January 2015 payment from MeOH Power, Inc. As of June 30, 2015 and December 31, 2014, $262 thousand and $278 thousand, respectively, of principal and interest are available to convert into shares of common stock of MeOH Power, Inc. Any adjustments to the allowance are recorded as miscellaneous expense during the period incurred. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Pronouncements | 12. New Accounting Pronouncements The Company considered the applicability and impact of all accounting standard updates (ASUs). ASUs were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation In the opinion of management, the Companys condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary for a fair statement of the results for the periods presented in accordance with United States of America Generally Accepted Accounting Principles (U.S. GAAP) and with the instructions to Form 10-Q in Article 10 of the Securities and Exchange Commissions (SEC) Regulation S-X. The results of operations for the interim periods presented are not necessarily indicative of results for the full year. Certain information and footnote disclosures normally included in the annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the Companys audited consolidated financial statements and notes thereto included in the Companys Annual Report on Form 10-K for the year ended December 31, 2014. The information presented in the accompanying condensed consolidated balance sheet as of December 31, 2014 has been derived from the Companys audited consolidated financial statements. All other information has been derived from the Companys unaudited condensed consolidated financial statements for the three and six months ended June 30, 2015 and June 30, 2014. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, MTI Instruments. All intercompany balances and transactions are eliminated in consolidation. The Company records its investment in MeOH Power, Inc. using the equity method of accounting. The fair value of the Companys interest in MeOH Power, Inc. has been determined to be $0 as of June 30, 2015 and December 31, 2014, based on MeOH Power, Inc.s net position and expected cash flows. As of June 30, 2015, the Company retained its ownership of approximately 47.5% of MeOH Power, Inc.s outstanding common stock, or 75,049,937 shares, and 54.8% of the common stock and warrants issued, which includes 31,904,136 warrants outstanding. |
Accounts Receivables (Tables)
Accounts Receivables (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Receivables [Abstract] | |
Schedule of accounts receivables | Accounts receivables consist of the following at: (Dollars in thousands) June 30, 2015 December 31, 2014 U.S. and State Government $ 14 $ 3 Commercial 1,165 1,193 Allowance for doubtful accounts (25 ) Total $ 1,154 $ 1,196 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | Inventories consist of the following at: (Dollars in thousands) June 30, 2015 December 31, 2014 Finished goods $ 267 $ 314 Work in process 146 161 Raw materials 302 298 Total $ 715 $ 773 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment consist of the following at: (Dollars in thousands) June 30, 2015 December 31, 2014 Leasehold improvements $ 39 $ 39 Computers and related software 1,052 1,035 Machinery and equipment 848 817 Office furniture and fixtures 62 61 2,001 1,952 Less: Accumulated depreciation 1,849 1,812 $ 152 $ 140 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Schedule of reserved common shares | The Company had reserved common shares for future issuance as follows as of June 30, 2015: Stock options outstanding 942,689 Common stock available for future equity awards or issuance of options 266,500 Number of common shares reserved 1,209,189 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of reconciliation of changes in product warranty liabilities | Product warranty liabilities are included in Accrued liabilities in the Condensed Consolidated Balance Sheets. Below is a reconciliation of changes in product warranty liabilities: (Dollars in thousands) Six Months Ended June 30, 2015 2014 Balance, January 1 $ 17 $ 17 Accruals for warranties issued 9 10 Settlements made (in cash or in kind) (7 ) (6 ) Balance, end of period $ 19 $ 21 |
Nature of Operations (Details N
Nature of Operations (Details Narrative) - USD ($) $ in Thousands | 6 Months Ended | |||
Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Accumulated deficit | $ (118,394) | $ (117,789) | ||
Working capital | 2,200 | |||
Cash | $ 1,471 | $ 1,923 | $ 774 | $ 1,211 |
Basis of Presentation (Details
Basis of Presentation (Details Narrative) - MeOH Power, Inc [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair value of non-controlling interest | $ 0 | $ 0 |
Percentage of equity ownership (in percent) | 47.50% | |
Number of warrants outstanding | 31,904,136 | |
Common Stock [Member] | MTI [Member] | ||
Percentage of equity ownership (in percent) | 47.50% | |
Number of equity shares outstanding | 75,049,937 | |
Common stock & Warrant [Member] | MTI [Member] | ||
Percentage of equity ownership (in percent) | 54.80% | |
Number of warrants outstanding | 31,904,136 |
Accounts Receivable (Details)
Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for doubtful accounts | $ (25) | $ 0 |
Accounts Receivable Total | 1,154 | 1,196 |
U.S. and State Government [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable Total | 14 | 3 |
Commercial [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts Receivable Total | $ 1,165 | $ 1,193 |
Accounts Receivable (Details Na
Accounts Receivable (Details Narrative) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Sales Revenue, Segment [Member] | CommercialMember | |||
Concentration Risk [Line Items] | |||
Concentration risk (as a percent) | 6.70% | 14.00% | |
Sales Revenue, Segment [Member] | United States and State Government [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk (as a percent) | 3.60% | 22.50% | |
Accounts Receivable [Member] | CommercialMember | |||
Concentration Risk [Line Items] | |||
Concentration risk (as a percent) | 16.60% | 9.10% | |
Accounts Receivable [Member] | United States and State Government [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk (as a percent) | 1.20% | 0.20% |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 267 | $ 314 |
Work in process | 146 | 161 |
Raw materials | 302 | 298 |
Total | $ 715 | $ 773 |
Property, Plant and Equipment30
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | $ 2,001 | $ 1,952 |
Less: Accumulated depreciation | 1,849 | 1,812 |
Property, plant and equipment, Net | 152 | 140 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 39 | 39 |
Computers and related software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 1,052 | 1,035 |
Machinery and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | 848 | 817 |
Office furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, Gross | $ 62 | $ 61 |
Property, Plant and Equipment31
Property, Plant and Equipment (Details Narrative) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 39 | $ 46 | $ 83 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate (as a percent) | 4.80% | 0.00% | 1.70% | 0.00% | |
Statutory rate (as a percent) | 34.00% | ||||
Deferred tax assets | $ 1,300 | $ 1,300 | |||
Valuation allowance | 16,900 | 16,900 | $ 16,700 | ||
Income tax expense | $ 10 | $ 10 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) | Jun. 30, 2015shares |
Equity [Abstract] | |
Stock options outstanding | 942,689 |
Common stock available for future equity awards or issuance of options | 266,500 |
Number of common shares reserved | 1,209,189 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - $ / shares | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||
Common Stock, Shares, Issued | 6,263,975 | 6,263,975 | 6,263,975 | ||
Equity Option [Member] | |||||
Potentially dilutive items excluded from computation of earnings per share (in shares) | 942,689 | 176,566 | 942,689 | 713,566 | |
Common Stock [Member] | |||||
Common Stock, Shares, Issued | 5,258,883 | 5,258,883 | 5,258,883 | ||
Common stock shares outstanding | 5,258,883 | 5,258,883 | 5,258,883 |
Commitments and Contingencies35
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Commitments And Contingencies Details | ||
Balance, January 1 | $ 17 | $ 17 |
Accruals for warranties issued | 9 | 10 |
Settlements made (in cash or in kind) | (7) | (6) |
Balance, end of period | $ 19 | $ 21 |
Commitments and Contingencies36
Commitments and Contingencies (Details Narrative) $ in Thousands | Jun. 30, 2015USD ($) |
Future minimum rental payments required under non-cancelable operating leases | |
Remaining in 2015 | $ 111 |
2,016 | 222 |
2,017 | 224 |
2,018 | 218 |
2,019 | 204 |
Potential minimum obligation under employment agreement | $ 76 |
Debt (Details Narrative)
Debt (Details Narrative) - USD ($) $ in Thousands | May. 05, 2014 | Jun. 16, 2015 |
Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | $ 1,000 | |
Description of variable rate basis | LIBOR Daily Floating Rate | |
Basis spread on variable rate (as a percent) | 2.75% | |
Balance required to be hold by Company for 30 consecutive days | $ 0 | |
Period of consecutive days over which Company is required to hold a balance | 30 days | |
Period subsequent to July 31, 2015, the Company is required to hold a balance | 1 year | |
Facility No. 1 Commitment Revolving Line of Credit [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | $ 1,000 | |
Description of variable rate basis | LIBOR Daily Floating Rate | |
Basis spread on variable rate (as a percent) | 2.50% | |
Facility No. 2 Commitment Revolving Line of Credit [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | $ 1,000 | |
Description of variable rate basis | LIBOR Rate (Adjusted Periodically) | |
Basis spread on variable rate (as a percent) | 2.50% | |
Facility No. 3 Commitment Revolving Line of Credit [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | $ 500 | |
Description of variable rate basis | LIBOR Rate (Adjusted Periodically) | |
Basis spread on variable rate (as a percent) | 2.50% |
Stock Based Compensation (Detai
Stock Based Compensation (Details Narrative) - Employee Stock Option [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Equity Incentive Plan 2014 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares of common stock awarded or issued | 500,000 | |
Number of awards granted (in shares) | 140,000 | 102,000 |
Awards vesting percentage | 25.00% | 25.00% |
Exercise price of awards (in dollars per share) | $ 1.20 | $ 0.85 |
Weighted average fair value of awards (in dollars per share) | $ 1.14 | $ 0.84 |
Equity Incentive Plan 2012 [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares of common stock awarded or issued | 600,000 | |
Number of awards granted (in shares) | 140,000 | |
Awards vesting percentage | 25.00% | |
Exercise price of awards (in dollars per share) | $ 1.08 | |
Weighted average fair value of awards (in dollars per share) | $ 1.07 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | Dec. 18, 2013 | |
Related Party Transaction [Line Items] | |||
Common Stock, shares authorized | 75,000,000 | 75,000,000 | |
MeOH Power, Inc [Member] | |||
Related Party Transaction [Line Items] | |||
Percentage of outstanding common stock owned | 47.50% | ||
Number of outstanding common stock owned | 75,049,937 | ||
Percentage of issued common stock and warrants owned | 54.80% | ||
Warrants outstanding | 31,904,136 | ||
Common Stock, shares authorized | 240,000,000 | ||
Senior Demand Promissory Note [Member] | MeOH Power, Inc [Member] | |||
Related Party Transaction [Line Items] | |||
Notes periodic payment | $ 115 | ||
Notes advance allowance payment | 20 | ||
Notes face amount | $ 380 | ||
Description of notes interest rate | Interest accrues on the Note at the Prime Rate in effect on the first business day of the month, as published in the Wall Street Journal. | ||
Notes convertible conversion price (in dollars per share) | $ .07 | ||
Notes beneficial conversion feature | $ 262 | $ 278 |