Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Apr. 04, 2014 | Jun. 30, 2013 | |
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'AXIH | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 31,922,419 | ' |
Entity Registrant Name | 'AXION INTERNATIONAL HOLDINGS, INC. | ' | ' |
Entity Central Index Key | '0000753048 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Public Float | ' | ' | $11,883,675 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | |
Current assets: | ' | ' | |
Cash and cash equivalents | $883,936 | $346,905 | |
Accounts receivable, net of allowance for doubtful accounts | 888,214 | 192,015 | |
Inventories | 3,955,515 | 3,088,953 | |
Prepaid expenses | 280,140 | 165,339 | |
Total current assets | 6,007,805 | 3,793,212 | |
Property and equipment, net | 7,899,486 | 2,005,215 | |
Goodwill | 1,492,132 | 0 | |
Other intangible assets | 610,000 | 0 | |
Other long-term assets | 0 | 68,284 | |
Total assets | 16,009,423 | [1] | 5,866,711 |
Current liabilities: | ' | ' | |
Accounts payable | 1,879,760 | 890,394 | |
Accrued liabilities | 896,740 | 446,434 | |
Derivative liabilities | 17,190,000 | 830,000 | |
Current portion of long term debt | 185,347 | 0 | |
Total current liabilities | 20,151,847 | 2,166,828 | |
8% convertible promissory notes | 11,030,913 | 5,671,162 | |
12% revolving credit agreement | 1,873,716 | 0 | |
4.25% bank term loan | 4,400,000 | 0 | |
Other debt | 300,127 | 0 | |
Fair value of 10% convertible preferred stock warrants | 296,194 | 81,716 | |
Total liabilities | 38,052,797 | 7,919,706 | |
10% convertible preferred stock, no par value, net; authorized 880,000 shares; 694,623 and 706,023 shares issued and outstanding at December 31, 2013 and 2012, respectively | 6,724,844 | 5,922,612 | |
Total temporary equity | 6,724,844 | 5,922,612 | |
Commitments and contingencies | ' | ' | |
Stockholders' deficit: | ' | ' | |
Common stock, no par value; authorized 250,000,000 shares; 31,168,905 and 28,820,173 shares issued and outstanding at December 31, 2013 and 2012, respectively | 30,500,445 | 27,103,454 | |
Accumulated deficit | -59,268,663 | -35,079,061 | |
Total stockholders' deficit | -28,768,218 | -7,975,607 | |
Total liabilities and stockholders' deficit | $16,009,423 | $5,866,711 | |
[1] | As the acquisition of the plastics recycling company which provided a second segment to our business, was acquired in November 2013, we did not report segment information for the year ended December 31, 2012. |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Common stock, no par value | $0 | $0 |
Common stock, authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 31,168,905 | 28,820,173 |
Common stock, shares outstanding | 31,168,905 | 28,820,173 |
10% Convertible Preferred Stock | ' | ' |
Temporary Equity, no par value | $0 | $0 |
Temporary Equity, authorized | 880,000 | 880,000 |
Temporary Equity, issued | 694,623 | 706,023 |
Temporary Equity, outstanding | 694,623 | 706,023 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | ||
Revenue | $6,627,765 | [1] | $5,341,543 |
Production | 6,471,049 | [1] | 5,147,181 |
Start-up and excess capacity | 816,111 | [1] | 0 |
Gross margin (loss) | -659,395 | [1] | 194,362 |
Operating expenses: | ' | ' | |
Product development and quality management | 1,556,203 | [1] | 1,108,545 |
Marketing and sales | 927,061 | [1] | 1,003,836 |
General and administrative | 4,232,200 | [1] | 3,799,327 |
Total operating expenses | 6,715,464 | [1] | 5,911,708 |
Loss from operations | -7,374,859 | [1] | -5,717,346 |
Other (income) expenses: | ' | ' | |
Interest | 808,117 | [1] | 376,980 |
Amortization of debt discounts | 685,761 | [1] | 510,220 |
Change in fair value of derivative liabilities | 15,320,865 | [1] | -1,171,419 |
Total other (income) expenses | 16,814,743 | [1] | -284,219 |
Net loss | -24,189,602 | [1] | -5,433,127 |
Accretion of preferred dividends and beneficial conversion feature | -1,633,147 | -1,666,950 | |
Net loss attributable to common shareholders | ($25,822,749) | ($7,100,077) | |
Weighted average common shares - basic and diluted | 29,945,608 | 26,562,764 | |
Basic and diluted net loss per share | ($0.86) | ($0.27) | |
[1] | As the acquisition of the plastics recycling company which provided a second segment to our business, was acquired in November 2013, we did not report segment information for the year ended December 31, 2012. |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (USD $) | Total | 10% Convertible Preferred Stock | Common Stock | Common Stock | Accumulated Deficit | |
10% Convertible Preferred Stock | ||||||
Balance at Dec. 31, 2011 | ($5,235,863) | ' | $24,410,071 | ' | ($29,645,934) | |
Balance (in shares) at Dec. 31, 2011 | ' | ' | 25,007,261 | ' | ' | |
Reclassification of previously redeemable common shares (in shares) | ' | ' | 250,000 | ' | ' | |
Reclassification of previously redeemable common shares | 242,500 | ' | 242,500 | ' | ' | |
Shares issued upon conversion of 10% convertible preferred stock (in shares) | ' | 462,500 | ' | 462,500 | ' | |
Shares issued upon conversion of 10% convertible preferred stock | ' | 462,500 | ' | 462,500 | ' | |
Shares issued for interest payments (in shares) | ' | ' | 473,945 | ' | ' | |
Shares issued for interest payments | 178,779 | ' | 178,779 | ' | ' | |
Shares issued for dividend payments (in shares) | ' | ' | 1,872,649 | ' | ' | |
Shares issued for dividend payments | 870,440 | ' | 870,440 | ' | ' | |
Share-based compensation (in shares) | ' | ' | 753,818 | ' | ' | |
Share-based compensation | 673,617 | ' | 673,617 | ' | ' | |
Warrants issued in payment of interest | 57,034 | 1,875,463 | 57,034 | 1,875,463 | ' | |
Dividend on 10% convertible preferred stock | -693,820 | -693,820 | ' | -693,820 | ' | |
Amortization of discounts of 10% convertible preferred stock | ' | -973,130 | ' | -973,130 | ' | |
Net loss | -5,433,127 | ' | ' | ' | -5,433,127 | |
Balance at Dec. 31, 2012 | -7,975,607 | ' | 27,103,454 | ' | -35,079,061 | |
Balance (in shares) at Dec. 31, 2012 | ' | ' | 28,820,173 | ' | ' | |
Shares issued upon conversion of 10% convertible preferred stock (in shares) | ' | 75,000 | ' | 114,000 | ' | |
Shares issued upon conversion of 10% convertible preferred stock | ' | 114,000 | ' | 114,000 | ' | |
Shares issued for interest payments (in shares) | ' | ' | 977,582 | ' | ' | |
Shares issued for interest payments | 541,515 | ' | 541,515 | ' | ' | |
Shares issued for dividend payments (in shares) | ' | ' | 956,850 | ' | ' | |
Shares issued for dividend payments | 533,569 | ' | 533,569 | ' | ' | |
Share-based compensation (in shares) | ' | ' | 300,300 | ' | ' | |
Share-based compensation | 745,746 | ' | 745,746 | ' | ' | |
Recovery of shareholder short swing profit | 3,095,308 | ' | 3,095,308 | ' | ' | |
Dividend on 10% convertible preferred stock | -716,915 | -716,915 | ' | -716,915 | ' | |
Amortization of discounts of 10% convertible preferred stock | ' | -916,232 | ' | -916,232 | ' | |
Net loss | -24,189,602 | [1] | ' | ' | ' | -24,189,602 |
Balance at Dec. 31, 2013 | ($28,768,218) | ' | $30,500,445 | ' | ($59,268,663) | |
Balance (in shares) at Dec. 31, 2013 | ' | ' | 31,168,905 | ' | ' | |
[1] | As the acquisition of the plastics recycling company which provided a second segment to our business, was acquired in November 2013, we did not report segment information for the year ended December 31, 2012. |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | ||
Cash flows from operating activities: | ' | ' | |
Net loss | ($24,189,602) | [1] | ($5,433,127) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | |
Depreciation and amortization | 319,207 | 107,552 | |
Amortization of discounts | 685,761 | 510,220 | |
Change in fair value of warrants for redeemable preferred stock | 214,478 | -405,839 | |
Change in fair value of derivative liabilities | 15,106,387 | -765,580 | |
Share-based compensation | 745,746 | 673,617 | |
Interest expense paid in shares of common stock | 541,515 | 178,779 | |
(Decrease) increase in allowance for doubtful accounts | -131,996 | 99,265 | |
Changes in operating assets and liabilities, net of acquisition: | ' | ' | |
Accounts receivable | -438,349 | 409,875 | |
Inventories | -629,562 | -1,560,462 | |
Prepaid expenses | -46,517 | 48,819 | |
Accounts payable | 511,701 | -285,068 | |
Accrued liabilities | 118,278 | 215,237 | |
Net cash used in operating activities | -7,192,953 | -6,206,712 | |
Cash flows from investing activities: | ' | ' | |
Purchase of property and equipment | -1,813,478 | -1,065,631 | |
Acquisition, net of cash | -6,001,847 | 0 | |
Net cash used in investing activities | -7,815,325 | -1,065,631 | |
Cash flows from financing activities: | ' | ' | |
Proceeds from issuance of 8% convertible promissory notes, net | 5,950,001 | 6,874,976 | |
Proceeds from issuance of 12% revolving credit facility | 2,000,000 | 0 | |
Proceeds from 4.25% bank term loans | 4,500,000 | 0 | |
Recovery of shareholder short swing profits | 3,095,308 | 0 | |
Repayments on convertible debt | 0 | -772,500 | |
Repayment of revolving credit agreement | 0 | -466,000 | |
Net cash provided by financing activities | 15,545,309 | 5,636,476 | |
Net increase (decrease) in cash and cash equivalents | 537,031 | -1,635,867 | |
Cash and cash equivalents at beginning of period | 346,905 | 1,982,772 | |
Cash and cash equivalents at end of period | 883,936 | 346,905 | |
Supplemental disclosures of cash flow information: | ' | ' | |
Cash paid for interest | 17,839 | 69,682 | |
Non-cash investing and financing activities: | ' | ' | |
Shares issued pursuant to conversion of preferred stock and debt | 114,000 | 462,500 | |
Shares issued in payment of dividends on 10% convertible preferred stock | 533,569 | 870,440 | |
Dividends on 10% convertible preferred stock | 716,915 | 693,820 | |
Amortization of conversion feature of 10% convertible preferred stock | 916,232 | 973,130 | |
Fair value of warrants issued with 8% convertible promissory notes | 334,059 | 443,309 | |
Fair value of conversion options of 8% convertible promissory notes | 919,554 | 1,025,691 | |
Redeemable common stock reclassified to permanent equity | 0 | 242,500 | |
Bonus warrants granted | $0 | $57,034 | |
[1] | As the acquisition of the plastics recycling company which provided a second segment to our business, was acquired in November 2013, we did not report segment information for the year ended December 31, 2012. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Accounting Policies [Abstract] | ' | |||||||
Summary of Significant Accounting Policies | ' | |||||||
Note 1 - Summary of Significant Accounting Policies | ||||||||
(a) | Business and Basis of Financial Statement Presentation | |||||||
Axion International Holdings, Inc. (“Holdings”) was formed in 1981. In November 2007, Holdings entered into an Agreement and Plan of Merger, among Holdings, Axion Acquisition Corp., a Delaware corporation and a newly created direct wholly-owned subsidiary of Holdings (the “Merger Sub”), and Axion International, Inc., a Delaware corporation which incorporated on August 6, 2006 with operations commencing in November 2007 (“Axion”). On March 20, 2008 Holdings consummated the merger of Merger Sub into Axion, with Axion continuing as the surviving corporation and a wholly-owned subsidiary of Holdings. | ||||||||
Axion Recycled Plastics Incorporated, an Ohio corporation and a newly created direct wholly-owned subsidiary of Axion was established to purchase certain tangible and intangible assets of a plastics recycling company during November 2013. (See note 4.) | ||||||||
Our consolidated financial statements include the accounts of our wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. | ||||||||
(b) | Cash and Cash Equivalents | |||||||
For purposes of our balance sheet and statement of cash flows, we consider all highly liquid debt instruments, purchased as an investment, with an original maturity of three months or less to be cash equivalents. At December 31, 2013 and 2012, we maintained all of our cash in demand or interest-bearing accounts at commercial banks. | ||||||||
(c) | Allowance for Doubtful Accounts | |||||||
We accrue a reserve on a receivable when, based upon the judgment of management, it is probable that a receivable will not be collected and the amount of any reserve may be reasonably estimated. We did not accrue a reserve for any receivables at December 31, 2013. Our allowance for doubtful accounts at December 31, 2012 was approximately $132,000. | ||||||||
(d) | Property and Equipment | |||||||
Property and equipment are recorded at cost and depreciated and amortized using the straight-line method over estimated useful lives of two to twenty years. Costs incurred that extend the useful life of the underlying asset are capitalized and depreciated over the remaining useful life. Repairs and maintenance are charged directly to operations as incurred. | ||||||||
Our property and equipment is comprised of the following, at December 31: | ||||||||
2013 | 2012 | |||||||
Equipment | $ | 18,700 | $ | 13,754 | ||||
Machinery and equipment | 8,803,087 | 2,611,933 | ||||||
Purchased software | 145,622 | 129,753 | ||||||
Furniture and fixtures | 14,599 | 13,090 | ||||||
Subtotal – property and equipment, at cost | 8,982,008 | 2,768,530 | ||||||
Less accumulated depreciation | -1,082,522 | -763,315 | ||||||
Net property and equipment | $ | 7,899,486 | $ | 2,005,215 | ||||
Depreciation expense charged to production and operations during the years ended December 31, 2013 and 2012 was $319,207 and $107,552, respectively. | ||||||||
(e) | Exclusive Agreement | |||||||
In February 2007, we acquired an exclusive, royalty-bearing license in specific but broad global territories to make, have made, use, sell, offer for sale, modify, develop, import, and export products made using patent applications owned by Rutgers University (Rutgers”). We are using these patented technologies in the production of our composite rail ties and structural building products such as pilings, I-beams, T-beams and boards of various sizes. | ||||||||
We are obligated to pay royalties on various product sales to Rutgers, and to reimburse Rutgers for certain patent defense costs. Royalties incurred and payable to Rutgers, for the years ended December 31, 2013 and 2012 were $200,000 for each year. | ||||||||
(f) | Definite Lived Intangible Assets | |||||||
In accordance with FASB ASC topic, “Goodwill and Other Intangible Assets”, acquired intangibles, are subject to amortization over their useful lives. The method of amortization selected reflects the pattern in which the economic benefits of the specific intangible asset is consumed or otherwise used up. If that pattern cannot be reliably determined, a straight-line amortization method is used over the estimated useful life. Intangible assets that are subject to amortization are reviewed for potential impairment whenever events or circumstances indicate that carrying amounts may not be recoverable. See note 4. | ||||||||
(g) | Indefinite Lived Intangible Assets – Goodwill | |||||||
In accordance with the FASB ASC topic, “Goodwill and Other Intangible Assets”, indefinite life assets, such as goodwill, acquired as a result of a business acquisition and which are not subject to amortization are tested for impairment annually, or more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value. See note 4. | ||||||||
(h) | Revenue and Cost Recognition | |||||||
In accordance with FASB ASC 605 “Revenue Recognition”, revenue is recognized when persuasive evidence of an agreement with the customer exists, products are shipped or title passes pursuant to the terms of the agreement with the customer, the amount due from the customer is fixed or determinable, collectability is reasonably assured, and there are no significant future performance obligations. | ||||||||
In most cases, we receive a purchase order from our customer specifying the products requested and delivery instructions. We recognize revenue upon our delivery or shipment of the products as specified in the purchase order. In other cases where we have a contract which provides for a large number of products and few actual deliveries, the revenues are recorded each month as the products are produced and the risk of ownership passes to the customer upon pre-delivery acceptance. Prior to deliveries, our customer’s products are segregated from our inventory and not available for fulfilling other orders. | ||||||||
Our costs of sales are predominately comprised of the cost of raw materials and the costs and expenses associated with the production of the finished product. Prior to 2013, we utilized third-party manufacturers, where under one arrangement we purchased and supplied the raw materials to the third-party manufacturer and we paid them a per-pound cost to produce the finished product. Under another arrangement, the third-party manufacturer sourced and paid for the raw materials and we purchased the finished product from them at a cost per unit. Beginning in 2013, we initiated production of our finished products within a leased facility utilizing our own employees. Additionally, in late 2013 we acquired the assets of a plastics recycling company and began to reprocess recycled plastics for use in our own finished products and to sell to customers for use in their finished products. Our costs of sales may vary significantly as a result of the variability in the cost of our raw materials and the efficiency with which we plan and execute our manufacturing processes. | ||||||||
Historically, we have not had significant warranty replacements, but during 2013 due to the improper installation of certain of our rail ties, we agreed to replace and install the replacement rail ties. We do not anticipate additional situations where we might again replace improperly installed products and therefore do not provide for future warranty expenses. | ||||||||
(i) | Income Taxes | |||||||
We use the asset and liability method of accounting of income taxes pursuant to the provisions of FASB ASC 740 “Income Taxes”, which establishes deferred tax assets and liabilities to be recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | ||||||||
FASB ASC 740 clarifies the accounting for uncertainty in income taxes recognized and prescribes a recognition threshold and measurement attributes for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. FASB ASC 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FASB ASC 740 requires a company to recognize the financial statement effect of a tax position when it is “more-likely-than-not” (defined as a substantiated likelihood of more than 50%), based on the technical merits of the position, that the position will be sustained upon examination. A tax position that meets the more-likely-than-not” recognition threshold is measured to determine the amount of benefit to be recognized in the financial statements based upon the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. Our inability to determine that a tax position meets the more-likely-than-not” recognition threshold does not mean that the Internal Revenue Service (“IRS”) or any other taxing authority will disagree with the position that we have taken. | ||||||||
If a tax position does not meet the “more-likely-than-not” recognition threshold, despite our belief that our filing position is supportable, the benefit of that tax position is not recognized in the statements of operations and we are required to accrue potential interest and penalties until the uncertainty is resolved. Potential interest and penalties are recognized as a component of the provision for income taxes which is consistent with our historical accounting policy. Differences between amounts taken in a tax return and amounts recognized in the financial statements are considered unrecognized tax benefits. We believe that we have a reasonable basis for each of our filing positions and intend to defend those positions if challenged by the IRS or another taxing jurisdiction. If the IRS or other taxing authorities do not disagree with our position, and after the statute of limitations expires, we will recognize the unrecognized tax benefit in the period that the uncertainty of the tax position is eliminated. | ||||||||
We believe that there are no uncertain tax positions that fail to meet the more likely than not recognition threshold to be sustained upon examination. As such, a tabular presentation of those tax benefits taken that do not qualify for recognition is not presented. | ||||||||
We are current with our filing of our federal and state income tax returns. Our income tax returns are open to examination by federal and state authorities, based on statute of limitations, which is three years. | ||||||||
(j) | Derivative Instruments | |||||||
For derivative instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in fair value recognized in earnings each reporting period as a charge or credit to other expenses. We use the Monte Carlo simulation, and other models, as appropriate to value the derivative instruments at inception and subsequent valuation dates and the value is re-assessed at the end of each reporting period, in accordance with FASB ASC Topic 815, “Derivatives and Hedging”. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not the net-cash settlement of the derivative instrument could be required within twelve months of the balance sheet date. | ||||||||
(k) | Share-Based Compensation | |||||||
We record share-based compensation for transactions in which we exchange our equity instruments (shares of common stock, options and warrants) for services of employees, consultants and others based on the fair value of the equity instruments issued measurement date. The fair value of common stock awards is based on the observed market value of our stock. We calculate the fair value of options and warrants using the Black-Scholes option pricing model. Expense is recognized, net of expected forfeitures, over the period of performance. When the vesting of an award is subject to performance conditions, no expense is recognized until achievement of the performance condition is deemed to be probable. Awards to consultants are marked to market at each reporting period as they vest, and the resulting value is recognized as an adjustment against our earnings for the period. | ||||||||
(l) | Loss Per Share | |||||||
Basic loss per share are computed by dividing loss available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share, includes the effects of the potential dilution of outstanding options, warrants, and convertible debt on our common stock as determined using the treasury stock method. For the years ended December 31, 2013 and 2012, there were no dilutive effects of such securities because we incurred a net loss in each period. As of December 31, 2013, we have approximately 87.0 million potential common shares issuable under our convertible instruments, warrant and stock option agreements. | ||||||||
(m) | Fair Value of Financial Instruments | |||||||
Fair value is defined as an exit price, which is the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date. The degree of judgment utilized in measuring the fair value of assets and liabilities generally correlates to the level of pricing observability. Financial assets and liabilities with readily available, actively quoted prices or for which fair value can be measured from actively quoted prices in active markets generally have more pricing observability and require less judgment in measuring fair value. Conversely, financial assets and liabilities that are rarely traded or not quoted have less price observability and are generally measured at fair value using valuation models that require more judgment. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency of the asset, liability or market and the nature of the asset or liability. We have categorized our financial assets and liabilities that are recurring at fair value into a three-level hierarchy in accordance with these provisions. | ||||||||
(n) | Concentration of Credit Risk | |||||||
We maintain our cash with several major U.S. domestic banks. The amount held in the banks exceeds the insured limit of $250,000 from time to time. The amount which exceeds the insured limit was approximately $0.3 million at both December 31, 2013 and 2012. We have not incurred losses related to these deposits. | ||||||||
(o) | Use of Estimates | |||||||
The preparation of our financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Actual results could differ from those estimates. | ||||||||
Going_Concern
Going Concern | 12 Months Ended |
Dec. 31, 2013 | |
Going Concern [Abstract] | ' |
Going Concern | ' |
Note 2 - Going Concern | |
The accompanying financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America, which contemplates our continuation as a going concern. We have a working capital deficit of $14.1 million, a stockholders’ deficit of $28.8 million and have accumulated losses to date of $59.3 million. This raises substantial doubt about our ability to continue as a going concern. In view of these matters, realization of certain of the assets in the accompanying balance sheet is dependent upon our ability to meet our financing requirements, either by raising additional capital or the success of our business plan and future operations. We may seek additional means of financing to fund our business plan. There is no assurance that we will be successful in raising sufficient funds to assure our eventual profitability. We believe that actions planned and presently being taken to revise our operating and financial requirements provide us the opportunity to continue as a going concern. The financial statements do not include any adjustments that might result from these uncertainties. | |
Reportable_Business_Segments
Reportable Business Segments | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||
Reportable Business Segments | ' | |||||||||||||
Note 3 – Reportable Business Segments | ||||||||||||||
Our segment reporting is consistent with the current manner of how our Chief Operating Decision Maker (“CODM”) and our board of directors view our business. Our focus is on reprocessing recycled or waste plastics into products to be sold to manufacturers who require certain plastics in their processes and we transfer certain reprocessed plastics to our other segment which produces engineered products utilizing recycled plastics and plastic composites. | ||||||||||||||
In order to position our strategic focus to allow our CODM and management to make business decisions, we report two segments – Axion Recycled Plastics our reprocessed plastics segment and Axion International, our engineered products segment. Decisions regarding allocation of resources and investment of capital are made and will be made based on the reportable segments contribution to the financial success of the consolidated enterprise. | ||||||||||||||
We report in these two segments in addition to corporate. The segments are: | ||||||||||||||
· | Our reprocessed plastics segment typically purchases various plastic wastes and through its efforts, reprocesses that plastic waste into flakes or pellets which become raw material for other manufacturers, our customers. In certain situations we will apply our processes to our customers inventory of plastic waste, and return it to them including and charge them for our tolling effort. | |||||||||||||
· | Our engineered products segment takes certain recycled plastics and plastic composites, and through a proprietary extrusion process, manufactures rail ties, construction mats, boards, I-beams, etc. through two product lines. Our ECOTRAX product line primarily serves the rail industry by selling all lengths of rail ties. Our STRUXURE product line sells products supporting other infrastructure requirements, with a current focus on heavy- and light-equipment construction mats. | |||||||||||||
The significant accounting policies of each segment are the same as those described in note 1. | ||||||||||||||
Segment Reporting - For the Year Ended December 31, 2013 (1) | ||||||||||||||
Engineered | Reprocessed | Corporate | ||||||||||||
Statement of Operations | Products | Plastics | Activities | Combined | ||||||||||
Revenue | $ | 5,916,363 | $ | 711,402 | $ | - | $ | 6,627,765 | ||||||
Costs of sales: | ||||||||||||||
Production | 5,434,123 | 1,036,926 | - | 6,471,049 | ||||||||||
Start-up and excess capacity | 816,111 | - | - | 816,111 | ||||||||||
Gross margin (loss) | -333,871 | -325,524 | - | -659,395 | ||||||||||
Product development and quality management | 1,556,203 | - | - | 1,556,203 | ||||||||||
Marketing and sales | 911,345 | 15,716 | - | 927,061 | ||||||||||
General and administrative | - | - | 4,232,200 | 4,232,200 | ||||||||||
Total operating costs and expenses | 2,467,548 | 15,716 | 4,232,200 | 6,715,464 | ||||||||||
Loss from operations | -2,801,419 | -341,240 | -4,232,200 | -7,374,859 | ||||||||||
Interest expense | - | - | 808,117 | 808,117 | ||||||||||
Amortization of debt discounts | - | - | 685,761 | 685,761 | ||||||||||
Change in fair value of derivative liabilities | - | - | 15,320,865 | 15,320,865 | ||||||||||
Total other expense | - | - | 16,814,743 | 16,814,743 | ||||||||||
Net loss | $ | -2,801,419 | $ | -341,240 | $ | -21,046,943 | $ | -24,189,602 | ||||||
Total assets | $ | 7,546,454 | $ | 8,462,969 | $ | - | $ | 16,009,423 | ||||||
(1) As the acquisition of the plastics recycling company which provided a second segment to our business, was acquired in November 2013, we did not report segment information for the year ended December 31, 2012. | ||||||||||||||
Business_Acquisition
Business Acquisition | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Business Combinations [Abstract] | ' | |||||||
Business Acquisition | ' | |||||||
Note 4 – Business Acquisition | ||||||||
On November 15, 2013, our subsidiary, Axion Recycled Plastics Incorporated (“Axion Recycling”) an Ohio corporation recently formed as a wholly-owned subsidiary of Axion International, Inc., a Delaware corporation and our wholly-owned subsidiary, entered into an Asset Purchase Agreement (the “Purchase Agreement”), among Y City Recycling, LLC (“Y City”), and Brian Coll and Renee Coll (collectively, the “Sellers”). Pursuant to the terms of the Purchase Agreement, Axion Recycling acquired certain assets from the Sellers relating to the operation of Y City’s recycled plastics facility located in Zanesville, Ohio (the “Facility”). Simultaneous with the Purchase Agreement transaction, and pursuant to a bill of sale executed by the The Community Bank, an Ohio banking corporation (the “Bank”), as grantor, in favor of Axion Recycled, as grantee, Axion Recycling acquired from the Bank certain equipment, inventory and supplies related to the operation of the Y City business located at the Facility. The combined consideration paid by Axion Recycling for these asset was $6.0 million that included a cash payment of $1.1 million, proceeds from two term loans made by the Bank to Axion Recycling in the aggregate principal amounts of $4.5 million pursuant to promissory notes which bear interest at 4.25% per annum and mature on November 15, 2018 and the assumption of the principal balance of approximately $385,500 owed by Y City as of the acquisition date. | ||||||||
Y City recycled post-consumer and post-industrial plastics in multiple forms. As a complete plastics recycling operation, Y City sorted, ground, washed, blended and pelletized plastics for future use, offering economic benefits to its customers while keeping waste out of landfills. By acquiring these assets, leasing the Facility and hiring the former employees and managers of Y City, we believe we can grow the recycling capabilities at the Facility, expand those capabilities to our Waco, Texas facility and more importantly we have eliminated several steps in our raw material supply chain, thereby adding stability to our raw material costs and enhancing our quality control over those raw materials. | ||||||||
The expenses incurred in executing these transactions of approximately $64,200 are fully reflected in our operating expenses for the year ended December 31, 2013. | ||||||||
The following table summarizes the assets acquired and liabilities assumed at the acquisition date: | ||||||||
Trade and other receivables | $ | 125,854 | ||||||
Inventories | 237,000 | |||||||
Property and equipment | 4,400,000 | |||||||
Goodwill | 1,492,132 | |||||||
Other intangibles | 610,000 | |||||||
Total assets acquired | 6,864,986 | |||||||
Bank overdraft | -413,574 | |||||||
Accounts payable | -477,665 | |||||||
3% promissory note | -385,474 | |||||||
Net assets acquired | $ | 5,588,273 | ||||||
The goodwill of approximately $1,492,100 arising from the acquisition results primarily from the expected benefits of processing plastics for use in our finished product production processes. Goodwill equates to the residual intangible asset that generates earnings in excess of a normal return on all tangible and other intangible assets. Under this residual method, the fair value of goodwill is calculated by subtracting the fair value of all the identified tangible and intangible assets from the fair value of the consideration paid. Since it is an asset acquisition, goodwill is taxable. | ||||||||
Other intangible assets consist primarily of existing customer relationships and vendor sources of $590,000 and the trade name of $20,000, and have been assigned 10-year and one-year useful lives, respectively based on the operating history and relationships Y City had with its existing customer base. The acquired customer relationships were valued using an income approach, with significant assumptions used in the valuation including the customer attrition rate assumed and the expected level of future sales. | ||||||||
The amount of revenue and loss from operations of the acquired business included in our consolidated statement of operations for the year ended December 31, 2013 was approximately $711,400 and $1.0 million, respectively. | ||||||||
Unaudited pro forma revenue and loss from operations of the consolidated entity had the acquisition date been January 1, 2012, would be as follows: | ||||||||
Year Ended | Year Ended | |||||||
December 31, 2013 | December 31, 2012 | |||||||
Revenue | $ | 11,033,700 | $ | 11,902,800 | ||||
Loss from operations | $ | -9,573,300 | $ | -11,588,600 | ||||
Net loss attributable to common shareholders | $ | -28,046,500 | $ | -15,309,400 | ||||
Basic and diluted net loss per share | $ | -0.94 | $ | -0.58 | ||||
This unaudited pro forma data is presented for informational purposes only and does not purport to be indicative of the results of future operations or of the results that would have occurred had the acquisition taken place on January 1, 2012. Such information for years ended December 31, 2013 and 2012 is based on historical financial information with respect to the acquisition and does not include operational or other changes which might have been effected by us. | ||||||||
Inventories
Inventories | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Inventory, Net [Abstract] | ' | |||||||
Inventories | ' | |||||||
Note 5 - Inventories | ||||||||
Inventories are priced at the lower of cost or market and consist primarily of raw materials, parts for assembling our finished products and finished products. | ||||||||
Our inventories consisted of: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Finished products | $ | 2,930,753 | $ | 2,509,797 | ||||
Production materials | 1,024,762 | 579,156 | ||||||
Total inventories | $ | 3,955,515 | $ | 3,088,953 | ||||
Since we engaged third-party contract manufacturers to produce our finished products in the past, certain finished inventories at December 31, 2013 and 2012 are located at the third-party contract manufacturing locations. We carry insurance for loss on this inventory. | ||||||||
Accrued_Liabilities
Accrued Liabilities | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Accrued Liabilities [Abstract] | ' | |||||||
Accrued Liabilities | ' | |||||||
Note 6 - Accrued Liabilities | ||||||||
The components of accrued liabilities are: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Interest | $ | 248,763 | $ | - | ||||
Royalties | 235,772 | 351,846 | ||||||
10% convertible preferred stock dividends | 183,346 | - | ||||||
Payroll | 119,937 | 77,757 | ||||||
Rent | 78,797 | - | ||||||
Miscellaneous | 30,125 | 16,831 | ||||||
Total accrued liabilities | $ | 896,740 | $ | 446,434 | ||||
Derivative_Liabilities
Derivative Liabilities | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Derivative Liabilities [Abstract] | ' | ||||||||||||||||
Derivative Liabilities | ' | ||||||||||||||||
Note 7 - Derivative Liabilities | |||||||||||||||||
8% Convertible Promissory Notes – Conversion Option and Warrants | |||||||||||||||||
During the years ended December 31, 2013 and 2012, we issued 8% convertible promissory notes (the “8% Notes”) see Note 8 for further discussion. The 8% Notes met the definition of a hybrid instrument, as defined in the ASC Topic 815 “Derivatives and Hedging” (“ASC 815”). The hybrid instrument was composed of a debt instrument, as the host contract, and an option to convert the debt outstanding under the terms of the 8% Notes, into shares of our common stock. The 8% Notes were issued with a warrant to purchase shares of our common stock. Both the conversion option and the warrants are derivative liabilities. The conversion option derives its value based on the underlying fair value of the shares of our common stock which is not clearly and closely related to the underlying host debt instrument since the economic characteristics and risk associated with the conversion option derivative are based on the common stock fair value. The warrants do not qualify as equity under ASC 815. Accordingly, changes in the fair value of these warrant and conversion option liabilities are immediately recognized in operations and classified as a change in fair value in the statement of operations. | |||||||||||||||||
We determined the fair value of the conversion option and warrant derivative liabilities on the various dates of issuance and recorded these fair values as a discount to the debt and a derivative liability. The fair value of the conversion option derivative liability on the various dates of issuance and on December 31, 2013 aggregated approximately $1,945,200 and $12,400,000, respectively. The change in fair value during the years ended December 31, 2013 and 2012 of an increase of approximately $10,870,400 and a decrease of approximately $415,700, respectively was recorded as a change in fair value of derivative liability in the statement of operations. The fair value of the warrants derivative liability on the various dates of issuance and on December 31, 2013 aggregated approximately $777,400 and $4,790,000, respectively. The change in fair value during the years ended December 31, 2013 and 2012 of an increase of approximately $4,235,900 and a decrease of approximately $223,300, respectively was recorded as a change in fair value of derivative liability in the statement of operations. | |||||||||||||||||
The estimated fair values of the conversion option and the warrant derivative liabilities were computed by a third party using Monte Carlo simulations based on the following ranges for each assumption: | |||||||||||||||||
At Issuances | December 31, 2013 | ||||||||||||||||
Volatility | 45% to 50.0 | % | 45 | % | |||||||||||||
Risk-free interest rate | 0.3% to 0.4 | % | 0.3 | % | |||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||||||
Expected life | 1.8 to 3.0 years | 1.7 years | |||||||||||||||
12% Convertible Revolving Credit Agreement – Conversion Option | |||||||||||||||||
The convertible revolving credit agreement (the “Revolving Agreement”) , see Note 7 for further discussion, entered into during the year ended December 31, 2011 met the definition of a hybrid instrument, as defined in ASC 815. The hybrid instrument was comprised of a (i) a debt instrument, as the host contract and (ii) an option to convert the debt outstanding under the revolving credit agreement into shares of our common stock, as an embedded derivative. The embedded derivative derives its value based on the underlying fair value of the shares of our common stock. The embedded derivative is not clearly and closely related to the underlying host debt instrument since the economic characteristics and risk associated with this derivative are based on the common stock fair value. | |||||||||||||||||
We estimated the fair value of the embedded derivative on the date of issue using the Black-Scholes option pricing model with the following range of assumptions - (i) no dividend yield, (ii) an expected volatility of 71%, (iii) a risk-free interest rate of 0.11%, and (iv) an expected life of 10 months. We recorded this fair value as a discount to the debt and a derivative liability on the date of issue. This embedded derivative did not qualify as a fair value or cash flow hedge under ASC 815. Accordingly, changes in the fair value of the embedded derivative were immediately recognized in earnings and classified as a change in fair value of derivative liability in the accompanying statements of operations. | |||||||||||||||||
For the year ended December 31, 2012, we recognized a gain on the change in fair value of this derivative liability of approximately $113,300 in our statement of operations. Since the Revolving Agreement was terminated during the year ended December 31, 2012, there was no derivative liability at December 31, 2012. | |||||||||||||||||
10% Convertible Preferred Stock – Warrants | |||||||||||||||||
The 10% convertible preferred stock (see Note 9 for further discussion), issued during the year ended December 31, 2011 meets the definition of a hybrid instrument, as defined in ASC 815. The hybrid instrument is comprised of a (i) a preferred stock, as the host contract, (ii) a warrant to purchase shares of our common stock to be issued if a certain revenue milestone was not achieved (the “Make Good Warrant”), as an embedded derivative liability and (iii) an option to convert the preferred stock into shares of our common stock (the “Conversion Option”). Since, at issuance the number of shares of common stock which the Make Good Warrant would be exercisable into, was not determinable, pursuant to ASC 815 the fair value of the Make Good Warrants is recorded as a derivative liability at issuance and any change in fair value of the derivative liability is recognized in current earnings. The Conversion Option derives its value based on the underlying fair value of the shares of our common stock as does the Preferred Stock, and therefore is clearly and closely related to the underlying host contract. | |||||||||||||||||
The Make Good Warrant derivative liability did not qualify as a fair value or cash flow hedge under ASC 815. Accordingly, changes in the fair value of the derivative liability were immediately recognized in earnings and classified as a change in fair value of derivative liability in the accompanying statements of operations. At the date of issuance in March and April 2011, we determined the fair value of the Make Good Warrant derivative to be insignificant and did not record a charge to Common Stock and a credit to the derivative liability. Subsequently in 2011, when it became probable that the revenue milestone would not be met, we recorded the derivative liability at fair value of $1.9 million and recorded a charge to changes in fair value of derivative liability in our statement of operations. We estimated the initial fair value of this derivative liability by using the Black-Scholes option pricing model with the following assumptions - (i) no dividend yield, (ii) an expected volatility of 110%, (iii) a risk-free interest rate 0.6%, and (iv) an expected life of fifty-one months. | |||||||||||||||||
Since we did not achieve the revenue milestone for the year ended December 31, 2011, we were required to issue the Make Good Warrants, and accordingly once issued, the derivative liability associated with the Make Good Warrants was satisfied and the related derivative liability was reduced to zero. During the year ended December 31, 2012, we credited common stock for the issuance of these warrants at the fair value of the derivative liability of $1.9 million. | |||||||||||||||||
10% Convertible Debenture – Bonus Warrants | |||||||||||||||||
Effective January 14, 2011, the holders of our 10% convertible debentures (“Debentures”), see Note 8 for further discussion, agreed to extend the maturity dates to June 30, 2012 and to the elimination of the prohibition of paying dividends or distributions on any of our equity securities. In addition to other amendments, we agreed that for each calendar month after the original maturity dates that these Debentures remained outstanding, we would issue a bonus warrant exercisable for three years for a number of shares of our common stock equal to 5% of the outstanding principal, divided by $0.90. | |||||||||||||||||
Since it was probable that we would issue the bonus warrants which were part of the reacquisition costs of the new debt, at each month-end through the amended maturity date, we calculated the fair value of the bonus warrants using the Black-Scholes pricing model and recorded a derivative liability of approximately $797,000 on the date of amendment and recognized the amount as a loss in our statement of operations during the three months ended March 31, 2011, the period of amendment. We estimated the initial fair value of this derivative liability by using the Black-Scholes option pricing model with the following assumptions - (i) no dividend yield, (ii) an expected volatility of 117%, (iii) a risk-free interest rate 1.0%, and (iv) an expected life of thirty-six months. This bonus warrant derivative liability did not qualify as a fair value or cash flow hedge under ASC 815 and accordingly, changes in the fair value of the derivative liability were immediately recognized in earnings and classified as a change in fair value of derivative liability in the accompanying statements of operations. During the year ended December 31, 2012, we recorded approximately $13,300 as a change in fair value of the derivative liability. Upon issuance of the bonus warrants during the year ended December 31, 2012, we credited additional paid-in capital for approximately $57,000. At December 31, 2012, all bonus warrants had been issued and therefore no derivative liabilities were recognized at December 31, 2012. | |||||||||||||||||
Placement Agent Warrants | |||||||||||||||||
We issued warrants to the placement agents for the sale of our 10% convertible preferred stock, to purchase 58,352 shares of 10% convertible preferred stock at $10 per share. Since the underlying 10% convertible preferred stock is redeemable by the holder after three years from the date of purchase, we recorded the fair value of the warrants at issuance, as a liability on our balance sheet and we re-measure this warrant liability at each reporting date, with changes in fair value recognized in earnings each reporting period. We estimated the fair value at December 31, 2013 of this derivative liability by using the Black-Scholes option pricing model with the following assumptions - (i) no dividend yield, (ii) an expected volatility of 90%, (iii) a risk-free interest rate 0.4%, and (iv) an expected life of approximately two and one-half years. The fair value of the warrant liability at December 31, 2013 and 2012 was approximately $296,200 and $81,700, respectively and we recognized the change in fair value of the warrant liability during the years ended December 31, 2013 and 2012 of a charge in our statement of operations of approximately $214,500 and a credit in our statement of operations of approximately $405,800, respectively. | |||||||||||||||||
Accounting for Fair Value Measurements | |||||||||||||||||
We are required to disclose the fair value measurements required by Accounting for Fair Value Measurements. The derivative liability recorded at fair value in the balance sheet as of December 31, 2013 and 2012 is categorized based upon the level of judgment associated with the inputs used to measure its fair value. Hierarchical levels, defined by Accounting for Fair Value Measurements are directly related to the amount of subjectivity associated with the inputs to fair valuation of the liability is as follows: | |||||||||||||||||
Level 1 - | Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date; | ||||||||||||||||
Level 2 - | Inputs other than Level 1 inputs that are either directly or indirectly observable; and | ||||||||||||||||
Level 3 - | Unobservable inputs, for which little or no market data exist, therefore requiring an entity to develop its own assumptions. | ||||||||||||||||
The following table summarizes the financial liability measured at fair value on a recurring basis as of December 31, 2013 and 2012, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value: | |||||||||||||||||
As of December 31, 2013 | |||||||||||||||||
Derivative | |||||||||||||||||
Liabilities at | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Fair Value | ||||||||||||||
8% Convertible promissory notes: | |||||||||||||||||
Conversion option | $ | - | $ | - | $ | 12,400,000 | $ | 12,400,000 | |||||||||
Warrants | - | - | 4,790,000 | 4,790,000 | |||||||||||||
Derivative liabilities - Current | - | - | 17,190,000 | 17,190,000 | |||||||||||||
Placement agent warrants - Non-current | - | - | 296,194 | 296,194 | |||||||||||||
Derivative liabilities - Total | $ | - | $ | - | $ | 17,486,194 | $ | 17,486,194 | |||||||||
As of December 31, 2012 | |||||||||||||||||
Derivative | |||||||||||||||||
Liabilities at | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Fair Value | ||||||||||||||
8% Convertible promissory notes: | |||||||||||||||||
Conversion option | $ | - | $ | - | $ | 610,000 | $ | 610,000 | |||||||||
Warrants | - | - | 220,000 | 220,000 | |||||||||||||
Derivative liabilities - Current | - | - | 830,000 | 830,000 | |||||||||||||
Placement agent warrants - Non-current | - | - | 81,716 | 81,716 | |||||||||||||
Derivative liabilities - Total | $ | - | $ | - | $ | 911,716 | $ | 911,716 | |||||||||
The following table is a reconciliation of the derivative liability for which Level 3 inputs were used in determining fair value during the years ended December 31, 2013 and 2012: | |||||||||||||||||
For the Year Ended December 31, 2013 | |||||||||||||||||
Credited to | |||||||||||||||||
Balance - | Fair Value of | Common Stock | Balance - | ||||||||||||||
January 1, | Derivative | Change in | Upon Issuance | December 31, | |||||||||||||
2013 | Liability | Fair Value | of Warrants | 2013 | |||||||||||||
8% Convertible promissory notes: | |||||||||||||||||
Conversion option | $ | 610,000 | $ | 919,554 | $ | 10,870,446 | $ | - | $ | 12,400,000 | |||||||
Warrants | 220,000 | 334,059 | 4,235,941 | - | 4,790,000 | ||||||||||||
Derivative liabilities - Current | 830,000 | 1,253,613 | 15,106,387 | - | 17,190,000 | ||||||||||||
Placement agent warrants - Non-current | 81,716 | - | 214,478 | - | 296,194 | ||||||||||||
Derivative liabilities - Total | $ | 911,716 | $ | 1,253,613 | $ | 15,320,865 | $ | - | $ | 17,486,194 | |||||||
For the Year Ended December 31, 2012 | |||||||||||||||||
Credited to | |||||||||||||||||
Balance - | Fair Value of | Common Stock | Balance - | ||||||||||||||
January 1, | Derivative | Change in | Upon Issuance | December 31, | |||||||||||||
2012 | Liability | Fair Value | of Warrants | 2012 | |||||||||||||
8% Convertible promissory notes: | |||||||||||||||||
Conversion option | $ | - | $ | 1,025,691 | $ | -415,691 | $ | - | $ | 610,000 | |||||||
Warrants | - | 443,309 | -223,309 | - | 220,000 | ||||||||||||
12% Convertible revolving credit agreement: | |||||||||||||||||
Conversion option | 113,271 | - | -113,271 | - | - | ||||||||||||
10% convertible preferred stock: | |||||||||||||||||
Warrants | 1,875,463 | - | - | -1,875,463 | - | ||||||||||||
10% convertible debentures: | |||||||||||||||||
Warrants | 70,343 | - | -13,309 | -57,034 | - | ||||||||||||
Derivative liabilities - Current | 2,059,077 | 1,469,000 | -765,580 | -1,932,497 | 830,000 | ||||||||||||
Placement agent warrants - Non-current | 487,555 | - | -405,839 | - | 81,716 | ||||||||||||
Derivative liabilities - Total | $ | 2,546,632 | $ | 1,469,000 | $ | -1,171,419 | $ | -1,932,497 | $ | 911,716 | |||||||
Debt
Debt | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Debt Disclosure [Abstract] | ' | |||||||||
Debt | ' | |||||||||
Note 8- Debt | ||||||||||
The components of our debt are summarized as follows: | ||||||||||
Due | December 31, | December 31, | ||||||||
2013 | 2012 | |||||||||
8% convertible promissory notes | Beginning in August 2017 | $ | 13,078,188 | $ | 7,128,187 | |||||
12% revolving credit facility | 31-Dec-15 | 2,000,000 | - | |||||||
3% promissory note | 1-Feb-18 | 385,474 | ||||||||
4.25% bank term loans | 15-Nov-18 | 4,500,000 | - | |||||||
Subtotal | 19,963,662 | 7,128,187 | ||||||||
Less debt discount | -2,173,559 | -1,457,025 | ||||||||
Subtotal – net of debt discount | 17,790,103 | 5,671,162 | ||||||||
Less current portion | 185,347 | - | ||||||||
Total – long term debt | $ | 17,604,756 | $ | 5,671,162 | ||||||
8% Convertible Promissory Notes | ||||||||||
During the year ended December 31, 2012 we entered into a Note Purchase Agreement (the “Purchase Agreement”) with Melvin Lenkin, Samuel Rose and others (collectively the “Investors”, see Note 15 regarding related party transactions), pursuant to which, we issued and sold to the Investors (i) an aggregate principal amount of $7,128,187 of our 8.0% convertible promissory notes over several dates (the “Notes”) which are initially convertible into shares of our common stock, at a conversion price equal to $0.40 per share of common stock, subject to adjustment as provided on the terms of the Notes, and (ii) associated warrants to purchase, in the aggregate, 17,820,470 shares of common stock, subject to adjustment as provided on the terms of the warrants. During the year ended December 31, 2013, we issued and sold to the Investors an additional aggregate principal amount of $5,950,001 of our Notes, and associated warrants to purchase, in the aggregate, 14,875,004 shares of common stock, subject to adjustment as provided on the terms of the warrants. | ||||||||||
The Notes, including all outstanding principal and accrued and unpaid interest, are due and payable on the earlier of five years from date of issuance or upon the occurrence of an Event of Default (as defined in the Notes). We may prepay the Notes, in whole or in part, upon 60 calendar days prior written notice to the holders thereof. Interest accrues on the Notes at a rate of 8.0% per annum, payable during the first three years that the Notes are outstanding in shares of common stock, valued at the weighted average price of a share of common stock for the twenty consecutive trading days prior to the interest payment date, pursuant to the terms of the Notes. During the fourth and fifth years that the Notes are outstanding, interest that accrues under the Notes shall be payable in cash. | ||||||||||
The warrants are exercisable at an exercise price of $0.60 per share of common stock, subject to adjustment as provided for by the terms thereof, for a period commencing on the date of issuance and ending on the earlier to occur of the date that is (i) three years after the date upon which the weighted average price of a share of common stock for the 90 consecutive trading days prior to such date is at least $2.00 per share, and (ii) five years after the date on which the Note to which the applicable warrant is related has been repaid in full. | ||||||||||
In connection with the entry into the Purchase Agreement, pursuant to the terms thereof, (i) we granted to the Investors certain demand and piggyback registration rights with respect to the registration of certain Company securities under the Securities Act and the rules and regulations promulgated thereunder, and (ii) we granted a security interest and lien in all of our assets and rights to the Investors to secure our obligations under the Notes. | ||||||||||
The issuance costs of approximately $124,700, plus the fair values of the conversion option derivative liability and the warrants derivative liability were recorded as a discount to the Notes. This debt discount is amortized to other expenses in our statement of operations over the initial term of the 8% Notes. During the years ended December 31, 2013 and 2012, we amortized approximately $644,100 and $136,700, respectively of the discount to other expenses in our statement of operations. See Note 7 for further discussion of these derivative liabilities. | ||||||||||
12% Revolving Credit Agreement | ||||||||||
During the year ended December 31, 2013, we entered into a Revolving Credit and Letter of Credit Support Agreement (the “Revolving Loan Agreement”) with MLTM Lending, LLC, a Maryland limited liability company (“MLTM”), and Samuel G. Rose (“Rose” and together with MLTM, the “Lenders”), pursuant to which the Lenders have agreed to lend us up to $2,000,000 on a revolving basis. In addition, the Revolving Loan Agreement provides that MLTM will provide letter of credit support to us of up to $500,000 (the “LC Sublimit”). Each revolving loan made under the Revolving Loan Agreement bears interest at 12% per annum, of which 4% is payable by us in cash on the first business day of each month, and 8% is payable by us in shares of our common stock on the first business day of each calendar quarter, valued at a price equal to the average of the Weighted Average Price (as such term is defined in the Revolving Loan Agreement) of a share of our common stock for 20 consecutive trading days prior to the interest payment date. Under the terms of the Revolving Loan Agreement, we may prepay the revolving loans at any time, in whole or in part, together with all accrued and unpaid interest, without premium or penalty. The Lenders may accelerate all amounts due under the Revolving Loan Agreement, together with accrued and unpaid interest, upon the occurrence of an Event of Default, as defined in the Revolving Loan Agreement. The maturity date of the Revolving Loan Agreement is December 31, 2015 (the “Maturity Date”). During the year ended December 31, 2013, we borrowed $2,000,000 less fees, under the Revolving Loan Agreement which remained outstanding through December 31, 2013. | ||||||||||
As consideration for the revolving loans extended under the Revolving Loan Agreement, with respect to the year ending December 31, 2013, and prior to each of December 31, 2014 and 2015, we are required to issue to the Lenders an aggregate of 200,000 shares of our common stock during each such calendar year, up to a total of 600,000 shares of our common stock. As consideration for MLTM providing letter of credit support, we are required to pay a letter of credit commission fee on the date of the Revolving Loan Agreement, and on each one year anniversary of the date of the Revolving Loan Agreement prior to the Maturity Date, in the amount equal to (i) 2% of the LC Sublimit in cash and (ii) shares of our common stock, with an aggregate value of 4% of the LC Sublimit, with each such share of our common stock valued at a price equal to the average of the Weighted Average Price of a share of our common stock for the 20 consecutive trading days prior to the date of payment. The issuance of the shares of common stock results in additional interest expense. | ||||||||||
In connection with the entry into the Revolving Loan Agreement, pursuant to the terms thereof, we and the Lenders entered into a Security Agreement pursuant to which the Borrowers were granted a security interest and lien in all of our accounts receivable and inventory to secure the Borrowers’ obligations under the Revolving Loan Agreement. | ||||||||||
The issuance costs of approximately $7,800, plus the fair values of the shares of our common stock issued as consideration for the revolving loans and the letter of credit support, were recorded as a discount to the revolving loans. This debt discount is amortized to other expenses in our statement of operations over the twelve month period ended November 30, 2014. During the year ended December 31, 2013, we amortized approximately $22,400 of the discount to other expenses in our statement of operations. | ||||||||||
3% Promissory Note | ||||||||||
On November 15, 2013, our subsidiary, Axion Recycled Plastics Incorporated (“Axion Recycling”), entered into an Asset Purchase Agreement (the “Purchase Agreement”), among Y City Recycling, LLC (“Y City”), and Brian Coll and Renee Coll (collectively, the “Sellers”). See note 3. Pursuant to the terms of the Purchase Agreement, Axion Recycling acquired certain assets from the Sellers relating to the operation of Y City’s recycled plastics facility located in Zanesville, Ohio (the “Facility”), see Note 4 for further discussion. As a component of the consideration paid by Axion Recycling for these asset was the assumption of a 3% promissory note (the “Promissory Note”) with a remaining principal balance of approximately $385,500 as of December 31, 2013. The principal and interest at 3% per annum, is payable in eighty-four monthly installments with the last installment due on February 1, 2018. | ||||||||||
The payment of the Promissory Note and all interest thereon is secured by a first interest in certain equipment owned by Axion Recycling. We may prepay the Promissory Note at any time, in whole or in part, together with all accrued and unpaid interest, without premium or penalty. | ||||||||||
4.25% Bank Term Loans | ||||||||||
During the year ended December 31, 2013, we purchased certain tangible and intangible assets including property and equipment of Y City Recycling LLC, a plastics recycling company (see Note 4), which were funded, in part, by term loans (the “Bank Term Loans”) made by The Community Bank in the aggregate principal amounts of $1,000,000 and $3,500,000. Each of the Bank Term Loans bears interest at 4.25% per annum and matures on November 15, 2018. With respect to principal payments under the Bank Loans, $100,000 is due on each of November 15, 2014 and 2015, $250,000 is due on each of November 15, 2016 and 2017, and the balance of the principal amounts outstanding under the Bank Term Loans is due on November 15, 2018. The Bank Term Loans may be prepaid in full or in part at any time without premium or penalty. The Community Bank may accelerate all amounts due under the Bank Term Loans, together with accrued and unpaid interest, upon the occurrence of an Event of Default, as defined in the documents. We were in compliance with the term of the Bank Term Loans at December 31, 2013. | ||||||||||
The Bank Term Loans are secured by a security interested in all of the equipment we purchased pursuant to this transaction and in certain of our equipment located at our Waco, Texas facility. | ||||||||||
10_Convertible_Redeemable_Pref
10% Convertible Redeemable Preferred Stock | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Features Of Convertible Preferred Stock [Abstract] | ' | |||||||
10% Convertible Redeemable Preferred Stock | ' | |||||||
Note 9 - 10% Convertible Redeemable Preferred Stock | ||||||||
The components of our Preferred Stock, classified as temporary equity in our balance sheet, are summarized as follows: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
10% convertible preferred stock - face value | $ | 6,946,230 | $ | 7,060,230 | ||||
Unamortized discount | -221,386 | -1,137,618 | ||||||
10% convertible preferred stock, net of discount | $ | 6,724,844 | $ | 5,922,612 | ||||
During the year ended December 31, 2011, we designated 880,000 shares of preferred stock as 10% convertible redeemable preferred stock (the “Preferred Stock”). The Preferred Stock has a stated value (the “Stated Value”) of $10.00 per share. The Preferred Stock and any dividends thereon may be converted into shares of our common stock at any time by the holder at a conversion rate, as adjusted (the “Conversion Rate”). The holders of the Preferred Stock are entitled to receive dividends at the rate of ten percent per annum payable quarterly. Dividends shall not be declared, paid or set aside for any series or other class of stock ranking junior to the Preferred Stock, until all dividends have been paid in full on the Preferred Stock. The dividends on the Preferred Stock are payable, at our option, in cash, if permissible, or in additional shares of common stock. The Preferred Stock is not subject to any anti-dilution provisions other than for stock splits and stock dividends or other similar transactions. The holders of the Preferred Stock shall have the right to vote with our stockholders in any matter. The number of votes that may be cast by a holder of our Preferred Stock shall equal the Stated Value of the Preferred Stock purchased divided by the Conversion Rate. The Preferred Stock shall be redeemable for cash by the holder any time after the three-year anniversary from the initial purchase. The Preferred Stock may be converted by us, provided that the variable weighted average price of our common stock has closed at $4.00 per share or greater, for sixty consecutive trading days and during such sixty-day period, the shares of common stock issuable upon conversion of the Preferred Stock have either been registered for resale or are issuable without restriction pursuant to Rule 144 of the Securities Act of 1933, as amended. | ||||||||
The Preferred Stock when issued was a hybrid instrument comprised of a (i) a preferred stock, (ii) an option to convert the preferred stock into shares of our common stock (the “Conversion Option”) and (iii) a warrant to purchase shares of our common stock to be issued if a certain revenue milestone (the “Revenue Milestone”) was not achieved (the “Make Good Warrant”), as an embedded derivative liability. The Conversion Option derives its value based on the underlying fair value of the shares of our common stock as does the Preferred Stock, and therefore is clearly and closely related to the underlying preferred stock. Since, at issuance the number of shares of common stock which the Make Good Warrant would be exercisable into, was not determinable, and since the fair value of the Make Good Warrants was deemed improbable, we did not record a derivative liability. See Note 7 for further discussion on these derivative liabilities. | ||||||||
Since our Revenue Milestone for the twelve months ended December 31, 2011 was not achieved (i) the Conversion Rate was reduced to $1.00, and (ii) each holder received a Make Good Warrant to purchase a number of shares of our common stock equal to fifty percent of the number of shares of common stock issuable upon conversion of the Preferred Stock at the Conversion Rate. The Make Good Warrants expire December 31, 2015, have an initial exercise price of $1.00 per share and provide for cashless exercise at any time the underlying shares of common stock have not been registered for resale under the Securities Act of 1933 or are issuable without restriction pursuant to Rule 144 of the Securities Act. | ||||||||
During the year ended December 31, 2011, we sold 759,773 shares of Preferred Stock at a price per share of $10, for gross proceeds of $7,597,730. We paid commissions, legal fees and other expenses of issuance of $828,340, which has been recorded as a discount and deducted from the face value of the Preferred Stock. At issuance of the Preferred Stock, we attributed a conversion option to the Preferred Stock based upon the difference between the Conversion Rate at the time of issuance and the closing price of our common stock on the date of issuance, which was recorded as a discount and deducted from the face value of the Preferred Stock. Pursuant to the Make Good adjustment of the Conversion Rate to $1.00, at December 31, 2011 the conversion option was recalculated as if the $1.00 Conversion Rate was in affect at issuance which amounted to $2.1 million, and the amortization of the related discount was adjusted for the year ended December 31, 2011. These discounts are amortized over three years consistent with the initial redemption terms, as a charge to additional paid-in capital, due to our deficit in retained earnings. During the years ended December 31, 2013 and 2012 we amortized approximately $0.9 million and $1.1 million, respectively of these discounts to additional paid-in capital. At December 31, 2013, the unamortized Preferred Stock discount balance was approximately $221,400. | ||||||||
During the years ended December 31, 2013 and 2012, we issued 75,000 and 462,500 shares of our common stock, respectively upon conversion of 7,500 and 46,250 shares of our Preferred Stock, respectively. | ||||||||
The Preferred Stock outstanding at December 31, 2013, is convertible into 6.9 million shares of our common stock. | ||||||||
Since the Preferred Stock may ultimately be redeemed at the option of the holder, the carrying value of the shares, net of unamortized discount and accumulated dividends, has been classified as temporary equity. | ||||||||
Our dividend payable on December 31, 2013 was paid, in lieu of cash, with approximately 181,500 shares of common stock, which were issued subsequent to December 31, 2013. | ||||||||
Placement Agent Warrants | ||||||||
We issued warrants to the placement agents for the sale of our Preferred Stock, to purchase 58,352 shares of 10% convertible preferred stock at $10 per share. Since at issuance, the number of shares of common stock which these warrants would be exercisable into was not determinable, we recorded the fair value of the warrants at issuance, as a liability on our balance sheet and we re-value this warrant liability at each reporting date, with changes in fair value recognized in earnings each reporting period. See Note 8 for further discussion of derivative liabilities. | ||||||||
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2013 | |
Stockholders' Equity Note [Abstract] | ' |
Stockholders' Equity | ' |
Note 10 - Stockholders’ Equity | |
On November 19, 2013 at our Annual Meeting of Shareholders, our shareholders approved an amendment to our existing Articles of Incorporation to increase the number of authorized shares of our common stock from 100,000,000 to 250,000,000 shares. The amendment became effective upon the filing of the Articles of Amendment to the Articles of Incorporation with the Secretary of State of the State of Colorado on November 20, 2013. Therefore, we are authorized to issue up to 250,000,000 shares of our common stock, no par value, and up to 2,500,000 shares of our preferred stock, no par value. There were 31,168,905 and 28,820,173 shares of common stock issued and outstanding at December 31, 2013 and 2012, respectively. During the year ended December 31, 2011, we designated 880,000 shares of preferred stock as 10% convertible preferred stock and had issued and outstanding 694,623 and 706,023 shares of 10% convertible preferred stock at December 31, 2013 and 2012, respectively. We may issue additional shares of preferred stock, with dividend requirements, voting rights, redemption prices, liquidation preferences and premiums, conversion rights and other terms without a vote of the shareholders. | |
Common Stock Issuances for the Year Ended December 31, 2013 | |
During February 2013, we issued 39,000 shares of common stock upon conversion of 3,900 shares of our 10% convertible preferred stock, with a value of $39,000. | |
During March 2013, we issued 125,000 shares of common stock to a consultant. The shares of common stock had a fair value on the date of issuance of $78,750, which was charged to general and administrative expenses in our statement of operations upon issuance. | |
During April 2013, we issued 266,954 shares of common stock as payment of our dividends on our 10% convertible preferred stock, in lieu of cash, with a fair value on the date of issue of $181,529. | |
During April 2013, we issued 252,639 shares of common stock as payment of our interest on our 8% convertible notes, in lieu of cash, with a fair value on the date of issue of $171,795. | |
During May 2013, we issued 100,000 shares of common stock to a consultant. The shares of common stock had a fair value on the date of issuance of $61,000, which was charged to general and administrative expenses in our statement of operations upon issuance. | |
During July 2013, we issued 342,857 shares of common stock as payment of our dividends on our 10% convertible preferred stock, in lieu of cash, with a fair value on the date of issue of $175,050. | |
During July 2013, we issued 369,040 shares of common stock as payment of our interest on our 8% convertible notes, in lieu of cash, with a fair value on the date of issue of $188,210. | |
During October 2013, we issued 347,039 shares of common stock as payment of our dividends on our 10% convertible preferred stock, in lieu of cash, with a fair value on the date of issue of $176,990. | |
During October 2013, we issued 355,903 shares of common stock as payment of our interest on our 8% convertible notes, in lieu of cash, with a fair value on the date of issue of $181,510. | |
During December 2013, we issued 75,000 shares of common stock to a consultant. The shares of common stock had a fair value on the date of issuance of $76,500, which was charged to general and administrative expenses in our statement of operations upon issuance. | |
During December 2013, we issued a total of 75,000 shares of common stock upon conversion of 7,500 shares of our 10% convertible preferred stock, with a value of $75,000. | |
During December 2013, we issued 300 shares of common stock upon a cashless exercise of a previously awarded stock option. | |
Common Stock Issuances for the Year Ended December 31, 2012 | |
During January 2012, we issued 125,000 shares of common stock with a fair value on the date of issuance of $90,000, to a consultant pursuant to the terms of an agreement to provide services. | |
We paid the December 31, 2011 accrued dividend on our 10% convertible preferred stock with 247,538 shares of our common stock, with a fair value on the effective date of issuance of January 3, 2012, of $176,620. | |
During March 2012, we issued 62,500 shares of common stock upon conversion of 6,250 shares of our 10% convertible preferred stock, with a value of $62,500. | |
We paid the March 31, 2012 accrued dividend on our 10% convertible preferred stock with 286,251 shares of our common stock, with a fair value on the effective date of issuance of April 2, 1012, of $171,751. | |
Upon termination, and pursuant to an employment agreement, we issued 10,000 shares of our common stock during May 2012, to an employee, with a fair value on the date of issuance of $6,400. | |
During May 2012, we issued 200,000 shares of our common stock upon conversion of 20,000 shares of our 10% convertible preferred stock, with a value of $200,000. | |
We paid the June 30, 2012 accrued dividend on our 10% convertible preferred stock with 392,828 shares of our common stock, with a fair value on the effective date of issuance of July 2, 2012, of $176,773. | |
During July 2012, we issued 200,000 shares of our common stock upon conversion of 20,000 shares of our 10% convertible preferred stock, with a value of $200,000. | |
We paid the September 30, 2012 accrued dividend on our 10% convertible preferred stock with 473,599 shares of our common stock, with a fair value on the effective date of issuance of October 1, 2012, of $170,496. | |
We paid the accrued interest on our 8% convertible promissory notes through September 30, 2012, with 113,978 shares of our common stock, with a fair value on the effective date of issuance of October 1, 2012, of $45,591. | |
During October 2012, we issued an aggregate of 618,818 shares of common stock with a fair value on the date of issuance of $210,522, to several consultants pursuant to the terms of agreements for services provided to us. | |
We paid the December 31, 2012 accrued dividend on our 10% convertible preferred stock with 472,433 shares of our common stock, with a fair value on the effective date of issuance of December 31, 2012, of $174,800. | |
We paid the accrued interest on our 8% convertible promissory notes for the three months ended December 31, 2012, with 359,967 shares of our common stock, with a fair value on the effective date of issuance of December 31, 2012, of $133,188. | |
Recovery of Stockholder Short Swing Profit | |
In April 2006, we commenced an action against Tonga Partners, L.P. (“Tonga”), Cannell Capital, L.L.C. and J. Carlo Cannell in the United States District Court of New York, for disgorgement of short-swing profits pursuant to Section 16 of the Securities Exchange Act of 1934, as amended. On November 10, 2004, Tonga converted a convertible promissory note into 1,701,341 shares of Common Stock, and thereafter, between November 10 and November 15, 2004, sold such shares for short-swing profits. In September 2008, the District Court granted us summary judgment against Tonga for disgorgement of short-swing profits in the amount of $5.0 million. The defendants appealed the order granting the summary judgment to the U.S. Court of Appeals for the 2nd Circuit. The three judge panel held in our favor. The defendants petitioned the Court for a full judge review. The petition was denied. The defendants’ petition to the United States Supreme Court for a writ of certiorari was denied. As a result, during the three months ended June 30, 2013, we received $3.1 million representing the disgorgement of the short-swing profits less legal fees. This amount was recorded as additional paid-in capital. | |
Sharebased_Compensation
Share-based Compensation | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||
Share-based Compensation | ' | ||||||||||||
Note 11 - Share-based Compensation | |||||||||||||
Options | |||||||||||||
At our Annual Meeting of Shareholders during the year ended December 31, 2013, our shareholders approved an amendment to our 2010 Stock Plan to increase the number of shares of common stock reserved thereunder by 2,000,000 shares to a total of 5,000,000 shares. The exercise price of the options are established by the Board of Directors on the date of grant and are generally equal to the market price of the stock on the grant date. The Board of Directors may determine the vesting period for each new grant. Options issued are exercisable in whole or in part for a period as determined by the Board of Directors of up to ten years from the date of grant. | |||||||||||||
During the year ended December 31, 2013, our 2003 Stock Plan expired and no further awards are allowed under that plan. | |||||||||||||
We estimated the fair value of each option award at the grant date by using the Black-Scholes option pricing model with the following range of assumptions for awards: | |||||||||||||
For the Year Ended | |||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||
Expected volatility, in years | 90 | % | 125 | % | |||||||||
Risk-free interest rates | 1.4% to 2.8 | % | 0.8% to 0.9 | % | |||||||||
Expected lives, in years | 5 to 10 | 5 | |||||||||||
For options awarded during the years ended December 31, 2013 and 2012, the weighted average fair value per share on grant date was $0.54 and $0.72, respectively. | |||||||||||||
During the years ended December 31, 2013 and 2012, we awarded options to purchase 3,085,000 and 300,000 shares, respectively of our common stock at a weighted average exercise price of $0.54 and $0.72 per share, respectively to employees, directors and consultants. The right to exercise these options is either immediately on the date of award or based on (i) service time and (ii) in certain instances the optionee’s achievement of specific objectives. We estimate the fair value on the date of grant for the service time-vested options awarded during the year and amortized that fair value over the service time requirement. For those option awards that vest on the optionee’s achievement of certain objectives, until it is probable that the optionee will achieve the specific objective, the award is not earned and the fair value of the option is not estimated nor charged to operating expenses. We use the Black-Scholes option pricing model to estimate fair value of each option awarded. | |||||||||||||
During the years ended December 31, 2013 and 2012, an aggregate of approximately $529,500 and $445,900 was recognized in operating expenses in relation to options. | |||||||||||||
The following table summarizes our stock option activity for the periods presented: | |||||||||||||
Weighted- | |||||||||||||
Number | Average | ||||||||||||
of Shares | Exercise | ||||||||||||
Issuable | Price | ||||||||||||
Balance, January 1, 2012 | 5,886,261 | $ | 1.11 | ||||||||||
Granted | 300,000 | $ | 0.72 | ||||||||||
Exercised | - | - | |||||||||||
Cancelled | -476,136 | $ | 1.15 | ||||||||||
Balance, December 31, 2012 | 5,710,125 | $ | 1.1 | ||||||||||
Granted | 3,085,000 | $ | 0.54 | ||||||||||
Exercised | -300 | 0.88 | |||||||||||
Cancelled | -1,292,404 | $ | 0.36 | ||||||||||
Balance, December 31, 2013 | 7,502,421 | $ | 1 | ||||||||||
The following table summarizes options outstanding at December 31, 2013: | |||||||||||||
Weighted- | Weighted- | ||||||||||||
Number | Average | Average | Aggregate | ||||||||||
of Shares | Exercise | Remaining | Intrinsic | ||||||||||
Issuable | Price | Term (Years) | Value | ||||||||||
Exercisable | 3,692,421 | $ | 1.02 | 3.5 | $ | 11,000 | |||||||
Not vested | 3,810,000 | $ | 0.99 | 6.7 | $ | 35,000 | |||||||
Balance, December 31, 2013: | 7,502,421 | $ | 1 | 5.1 | $ | 46,000 | |||||||
Warrants | |||||||||||||
From time to time, we compensate consultants, advisors and investors with warrants to purchase shares of our common stock, in lieu of cash payments. Net share settlement is available to warrant holders. | |||||||||||||
The following table sets forth our warrant activity during the periods presented: | |||||||||||||
Weighted- | |||||||||||||
Number | Average | ||||||||||||
of Shares | Exercise | ||||||||||||
Issuable | Price | ||||||||||||
Balance, January 1, 2012 | 5,452,141 | $ | 1.18 | ||||||||||
Granted | 22,048,510 | 0.67 | |||||||||||
Exercised | - | - | |||||||||||
Cancelled | -147,500 | 2.25 | |||||||||||
Balance, December 31, 2012 | 27,353,151 | $ | 0.76 | ||||||||||
Granted | 14,875,004 | 0.6 | |||||||||||
Exercised | -300 | 0.88 | |||||||||||
Cancelled | -632,200 | 1.56 | |||||||||||
Balance, December 31, 2013 | 41,595,655 | $ | 0.69 | ||||||||||
During the years ended December 31, 2013 and 2012, pursuant to our 8% convertible promissory notes, we issued warrants to purchase 14,875,004 and 17,820,470 shares, respectively of our common stock at an initial exercise price of $0.60 per share. These warrants had fair values on their dates of issuances of approximately $334,100 and $443,300, respectively which were recorded as a credit to derivative liabilities and a charge to debt discount associated with our 8% convertible promissory notes. See Notes 7 and 8 for further discussion of these warrants. The estimated fair value of the warrants was computed by a third party using Monte Carlo simulation models. | |||||||||||||
During the year ended December 31, 2012 we issued warrants to purchase 166,675 shares of our common stock at exercise prices of $0.60 to the holders of our 10% convertible debentures pursuant to their amended terms. Since the fair value of those warrants was initially recorded as a derivative liability and charged to other expenses in our statement of operation upon the amendment of the debentures, upon issuance of the warrants, the fair value of approximately $57,000 was charged to the derivative liability and credited to equity. See Notes 6 and 7 for further discussion of these warrants. | |||||||||||||
During the year ended December 31, 2012 we issued warrants to purchase 300,000 shares of our common stock to consultants and advisors at weighted average exercise prices of $0.82 per share. These warrants had a fair value of approximately $78,600 at the date of grant which was charged to our statement of operations. For the warrants issued during the year ended December 31, 2012, we estimated the fair value of these warrants at their grant dates by using the Black-Scholes option pricing model with the following range of assumptions: (i) no dividend yield, (ii) expected volatility of between 100% and 118%, (iii) risk-free interest rates of between 0.4% and 0.6%, and (iv) expected lives of three to five years. | |||||||||||||
During the year ended December 31, 2012, we issued warrants to purchase 3,761,365 shares of our common stock at an exercise price of $1.00 to the holders of our 10% convertible preferred stock pursuant to the terms of the agreement. When it was probable we would be required to issue these warrants, their fair value was estimated to be $2.4 million, which was recorded as a derivative liability and a charge to other expense in our statement of operations. We estimated the initial fair value of these warrants by using the Black-Scholes option pricing model with the following assumptions - (i) no dividend yield, (ii) an expected volatility of 110%, (iii) a risk-free interest rate 0.6%, and (iv) an expected life of fifty-one months. See Notes 7 and 8 for further discussion of these warrants. Upon issuance of the warrants, the derivative liability of $1.8 million was eliminated and a credit to equity was made. | |||||||||||||
In addition, the fair value of a previously issued warrant which is being amortized over a service period spanning multiple reporting periods, was revalued using the Black-Scholes option pricing model, at the end of each reporting period. During the year ended December 31, 2012, we reduced the fair value by approximately $157,800 and recorded a credit in our statement of operations. | |||||||||||||
Income_Taxes
Income Taxes | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Income Tax Disclosure [Abstract] | ' | |||||||
Income Taxes | ' | |||||||
Note 12 - Income Taxes | ||||||||
Due to our substantial operating losses and the valuation allowance applied against our deferred tax assets, we have not recorded any income tax expense or benefit. | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Current: | ||||||||
Federal | $ | - | $ | - | ||||
State | - | - | ||||||
- | - | |||||||
Deferred: | ||||||||
Federal | - | - | ||||||
State | - | - | ||||||
- | - | |||||||
Provision for income tax, net | $ | - | $ | - | ||||
Income taxes related to our loss from operations differ from the amount computed using the federal statutory income tax rate as follows: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Tax benefit computed at the federal statutory rate | $ | -8,466,361 | $ | -1,901,595 | ||||
State income tax (benefit), net of federal income tax effect | -1,209,480 | -271,656 | ||||||
Nondeductible permanent differences | 6,042,555 | -468,568 | ||||||
Change in valuation allowance | 3,633,286 | 2,641,819 | ||||||
Provision for income taxes | $ | - | $ | - | ||||
Deferred income taxes result from temporary differences in the recognition of income and expenses for financial reporting purposes and for tax purposes. At December 31, 2013 and 2012, we had available net operating loss carry forwards of $25.7 million and $17.9 million, respectively that expire through 2033. | ||||||||
Nondeductible permanent differences at December 31, 2013 and 2012 result from the recognition of the changes in fair value of derivative liabilities for financial reporting purposes, but will not be a deduction or income for tax purposes. | ||||||||
As of December 31, 2013 and 2012, our deferred tax assets (liabilities) are as follows: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Deferred Tax Assets: | ||||||||
Non-cash interest expense | $ | 1,677,305 | $ | 1,403,000 | ||||
Share-based compensation | 3,833,855 | 3,622,057 | ||||||
Other | 254,740 | 254,740 | ||||||
Net operating loss carry forward | 10,098,134 | 6,950,951 | ||||||
Less: Valuation allowance | -15,561,640 | -11,928,354 | ||||||
302,394 | 302,394 | |||||||
Deferred Tax Liabilities: | ||||||||
Property and equipment | -302,394 | -302,394 | ||||||
Net deferred asset (liability) | $ | - | $ | - | ||||
We file income tax returns in the U.S. federal jurisdiction and various state jurisdictions. We are current with our filing of our federal and state tax returns. Our income tax returns are open to examination by federal and state authorities, based on statute of limitations, which is three years. We do not have any amount recorded for any unrecognized tax benefits as of December 31, 2013 and 2012, nor did we record any amount for the implementation of ASC 740. Our policy is to record estimated interest and penalty related to underpayment of income taxes or unrecognized tax benefits as a component of our income tax provision. During the years ended December 31, 2013 and 2012, we did not recognize any interest or penalties in our statement of operations and there are no accruals for interest or penalties at December 31, 2013 or 2012. | ||||||||
Business_Concentration
Business Concentration | 12 Months Ended |
Dec. 31, 2013 | |
Risks and Uncertainties [Abstract] | ' |
Business Concentration | ' |
Note 13 - Business Concentration | |
During the years ended December 31, 2013 and 2012, we sold our products to 58 and 33 different customers, respectively and with sales of our ECOTRAX rail ties to one customer representing approximately 46% and 58%, respectively of our total revenue. | |
Our purchases of raw materials and contract manufacturing services and products, was concentrated in approximately twenty vendors, during the years ended December 31, 2013 and 2012, of which the top five vendors approximated 59% and 52%, respectively of our purchases. | |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Note 14 - Commitments and Contingencies | |
Operating leases | |
During the year ended December 31, 2013, we entered into an assignment of the original lease for our recycled plastics processes facility, effective November 15, 2013 at a monthly lease payment of $25,750. The original term of the lease expires at the end of April 2018, but provides two additional five-year extensions and includes an annual rent escalation clause based on the greater of the change in a certain Consumer Price Index or 3%. We record rent expense based on the straight-line amortization of the full 15-year term of the initial lease plus all extensions. Our rent expense, for the year ended December 31, 2013 was approximately $47,900 and our deferred rent at December 31, 2013 was approximately $9,300. This facility also serves as our corporate headquarters. | |
During the year ended December 31, 2013, we entered into a month-to-month lease for our production facility in Waco, Texas. Effective September 1, 2013, we signed a ten year lease for that facility which provides five additional five-year extensions. Monthly rent expense for the first year of the lease is $21,875. The lease includes an annual rent escalation clause based on the greater of the change in a certain Consumer Price Index or 3%. We record rent expense based on the straight-line amortization of the full 35-year term of the initial lease plus all extensions. Our rent expense, including the month-to-month arrangement, for the year ended December 31, 2013 was approximately $265,700 and our deferred rent at December 31, 2013 was approximately $69,600. | |
We lease office space in New Providence, New Jersey which previously served as our corporate headquarters, pursuant to a one-year extension of our prior three-year lease agreement for monthly lease payments of approximately $3,800. The lease expires on October 31, 2014. Facility rent expense totaled approximately $45,000 for each year ended December 31, 20132 and 2012. | |
Royalty Agreements | |
In February 2007, we acquired an exclusive, royalty-bearing license in specific but broad global territories to make, have made, use, sell, offer for sale, modify, develop, import, and export products made using patent applications owned by Rutgers University (Rutgers”). We are using these patented technologies in the production of our composite rail ties and structural building products. The term of the License Agreement runs until the expiration of the last-to-expire issued patent within the Rutgers’ technologies licensed under the License Agreement, unless terminated earlier. | |
We are obligated to pay Rutgers royalties ranging from 1.5% to 3.0% on various product sales, subject to certain minimum payments each year and to reimburse Rutgers for certain patent defense costs in the case of patent infringement claims made against the Rutgers patents. For the years ended December 31, 2013 and 2012, we accrued royalties payable to Rutgers on product sales of approximately $93,400 and $86,400, respectively. In addition, for the years ended December 31, 2013 and 2012, since we did not meet the minimum royalty due pursuant to the license, we accrued approximately $106,600 and $113,600, respectively which was charged to operating expenses in our statement of operations. | |
We also pay a royalty for the use of certain production practices for a rail tie products. For the years ended December 31, 2013 and 2012, we paid approximately $83,000 and $76,400, respectively under this arrangement. | |
Litigation | |
From time to time we may be subject to various routine legal matters incidental to our business, but we do not believe that they would have a material adverse effect on our financial condition or results of operations. | |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Note 15 - Related Party Transactions | |
Perry Jacobson | |
Perry Jacobson was appointed to our board of directors on September 20, 2010. | |
10% Convertible Redeemable Preferred Stock. During the year ended December 31, 2011, we sold to Mr. Jacobson 12,500 shares of our 10% convertible redeemable preferred stock (the “Preferred Stock”) for $125,000. The Preferred Stock may be converted into shares of our common stock at any time by Mr. Jacobson at a conversion price of $1.00 per share, as adjusted. Mr. Jacobson is entitled to receive dividends at the rate of 10% per annum payable quarterly, at our option, in cash, or in additional shares of common stock, and has the right to vote the Preferred Stock with our common stockholders on any matter. The Preferred Stock is redeemable for cash by Mr. Jacobson any time after the three-year anniversary from the initial purchase. Since certain revenue targets for the twelve months ended December 31, 2011 were not achieved, in addition to the adjustment of the conversion price to $1.00, Mr. Jacobson received a warrant to purchase 62,500 shares of our common stock which expires December 31, 2015, has an initial exercise price of $1.00 per share and provides for cashless exercise at any time the underlying shares of common stock have not been registered for resale under the Securities Act of 1933, as amended (the “Securities Act”) or are issuable without restriction pursuant to Rule 144 of the Securities Act. As of December 31, 2013, Mr. Jacobson has received an aggregate of approximately 58,100 shares of common stock as dividend payments on the Preferred Stock held by him. | |
Samuel G. Rose and Julie Walters | |
Samuel G. Rose and Julie Walters beneficially own in excess of 5% of our outstanding stock. | |
10% Convertible Redeemable Preferred Stock. During the year ended December 31, 2011, we sold to Mr. Rose 100,000 shares of our Preferred Stock for $1.0 million. The Preferred Stock may be converted into shares of our common stock at any time by Mr. Rose at a conversion price of $1.00 per share, as adjusted. Mr. Rose is entitled to receive dividends at the rate of 10% per annum payable quarterly, at our option, in cash, or in additional shares of common stock, and has the right to vote the Preferred Stock with our common stockholders on any matter. The Preferred Stock is redeemable for cash by Mr. Rose any time after the three-year anniversary from the initial purchase. Since certain revenue targets for the twelve months ended December 31, 2011 were not achieved, in addition to the adjustment of the conversion price to $1.00, Mr. Rose received a warrant to purchase 500,000 shares of our common stock which expires December 31, 2015, has an initial exercise price of $1.00 per share and provides for cashless exercise at any time the underlying shares of common stock have not been registered for resale under the Securities Act or are issuable without restriction pursuant to Rule 144 of the Securities Act. As of December 31, 2013, Mr. Rose has received an aggregate of approximately 464,500 shares of common stock as dividend payments on the Preferred Stock held by them. | |
12% Convertible Revolving Credit Agreement. During the year ended December 31, 2011, we entered into a convertible revolving credit agreement (the “Loan Agreement”) with Mr. Rose. Under the terms of the Loan Agreement, Mr. Rose agreed to lend us up to $2,000,000 on a revolving basis (the “Loan”). The Loan carried interest at 12% per annum on the outstanding principal amount. The Loan had an original maturity date of September 30, 2012. In consideration for the Loan, we paid all legal and accounting costs associated with the documentation of the Loan and issued to Mr. Rose 250,000 shares of our restricted common stock. We granted Mr. Rose a security interest in our inventory and accounts receivable pursuant to terms of a security agreement. During the year ended December 31, 2011, we borrowed $466,000 under the Loan Agreement. During the year ended December 31, 2012 we repaid the outstanding principal and accrued interest and the Loan Agreement was cancelled. | |
8% Convertible Promissory Notes. Effective April 25, 2012, we entered into a Memorandum of Understanding (the “MOU”) with Mr. Rose and several other investors. Pursuant to the MOU, we issued to Mr. Rose a demand promissory note (the “Rose Demand Note”) in the principal amount of $1,666,667. Interest accrued on the unpaid principal balance of the Rose Demand Note at a rate of 8.0% per annum. On August 24, 2012, we entered into a Note Purchase Agreement (the “Purchase Agreement”) with Mr. Rose, MLTM Lending, LLC, Allen Kronstadt, the Judy Lenkin Lerner Revocable Trust and certain other investors (the “Note Purchase Agreement Investors”), pursuant to which, as of December 31, 2013, we have issued and sold to Mr. Rose and Ms. Walters an aggregate principal amount of approximately $4,359,300 of our 8.0% convertible promissory notes (the “8% Notes”) which are initially convertible into shares of our common stock, at a conversion price equal to $0.40 per share of common stock, subject to adjustment as provided on the terms of the 8% Notes, and associated warrants (the “8% Note Warrants”) to purchase, in the aggregate, approximately 10,898,200 shares of common stock, subject to adjustment as provided on the terms of the 8% Note Warrants. At the initial closing under the Purchase Agreement, in consideration for the issuance of the 8% Notes and the 8% Note Warrants issued at such closing, Mr. Rose converted the aggregate principal amount outstanding, together with all accrued and unpaid interest, under the Rose Demand Note and paid us in cash for the balance. As of December 31, 2013, Mr. Rose and Ms. Walters have received an aggregate of approximately 564,700 shares of common stock as interest payments under the 8% Notes held by them. | |
The 8% Notes, including all outstanding principal and accrued and unpaid interest, are due and payable on the earlier of five years from date of issuance or upon the occurrence of an Event of Default (as defined in the 8% Notes). We may prepay the 8% Notes, in whole or in part, upon 60 calendar days prior written notice to the holders thereof. Interest accrues on the 8% Notes at a rate of 8.0% per annum, payable during the first three years that the 8% Notes are outstanding in shares of common stock, valued at the weighted average price of a share of common stock for the twenty consecutive trading days prior to the interest payment date, pursuant to the terms of the 8% Notes. During the fourth and fifth years that the 8% Notes are outstanding, interest that accrues under the 8% Notes shall be payable in cash. | |
The 8% Note Warrants are exercisable at an exercise price of $0.60 per share of common stock, subject to adjustment as provided for by the terms thereof, for a period commencing on the date of issuance and ending on the earlier to occur of the date that is (i) three years after the date upon which the weighted average price of a share of Common Stock for the 90 consecutive trading days prior to such date is at least $2.00 per share, and (ii) five years after the date on which the 8% Notes to which the applicable 8% Note Warrant is related has been repaid in full. | |
In connection with the entry into the Purchase Agreement, pursuant to the terms thereof, on August 24, 2012, we granted to the Note Purchase Agreement Investors (i) certain demand and piggyback registration rights with respect to the registration of certain Company securities under the Securities Act and the rules and regulations promulgated thereunder, and (ii) a security interest and lien in all of our assets and rights to secure our obligations under the 8% Notes. | |
Revolving Credit and Letter of Credit Support Agreement. During the year ended December 31, 2013, we entered into a Revolving Credit and Letter of Credit Support Agreement (the “Revolving Loan Agreement”) pursuant to which Mr. Rose and MLTM Lending LLC (the “Lenders”) have agreed to lend us up to $2,000,000 on a revolving basis. Each revolving loan made under the Revolving Loan Agreement bears interest at 12% per annum, of which 4% is payable by us in cash on the first business day of each month, and 8% is payable by us in shares of common stock on the first business day of each calendar quarter, valued at a price equal to the average of the Weighted Average Price (as such term is defined in the Revolving Loan Agreement) of a share of common stock for 20 consecutive trading days prior to the interest payment date. The maturity date of the Revolving Loan Agreement is December 31, 2015 (the “Maturity Date”). | |
Under the terms of the Revolving Loan Agreement, we may prepay the revolving loans at any time, in whole or in part, together with all accrued and unpaid interest, without premium or penalty. The Lenders may accelerate all amounts due under the Revolving Loan Agreement, together with accrued and unpaid interest, upon the occurrence of an Event of Default, as defined in the Revolving Loan Agreement. | |
As consideration for the revolving loans extended under the Revolving Loan Agreement, we agreed to issue to the Lenders an aggregate of 200,000 shares of common stock, of which Mr. Rose will receive 100,000, at signing of the Revolving Loan Agreement and prior to December 31, 2014 and December 31, 2015, up to a total of 600,000 shares of Common Stock. | |
In connection with the entry into the Revolving Loan Agreement, pursuant to the terms thereof, we entered into a Security Agreement pursuant to which we granted a security interest and lien in all of our accounts receivable and inventory to secure the Lenders’ obligations under the Revolving Loan Agreement. | |
For the year ended December 31, 2013, we had paid Mr. Rose interest on the Revolving Loan Agreement of approximately $2,100, and subsequent to December 31, 2013, issued approximately 4,100 shares of common stock as payment of interest and issued the 100,000 shares of common stock due at signing. | |
TM Investments, LP | |
TM Investments, LP beneficially owns in excess of 5% of our outstanding stock. | |
10% Convertible Redeemable Preferred Stock. During the year ended December 31, 2011, we sold to TM Investments, LP, 150,000 shares of our Preferred Stock for $1,500,000. The Preferred Stock may be converted into shares of our common stock at any time by TM Investments, LP at conversion price of $1.00 per share, as adjusted. TM Investments, LP is entitled to receive dividends at the rate of 10% per annum payable quarterly, at our option, in cash or in additional shares of common stock, and has the right to vote the Preferred Stock with our common stockholders on any matter. The Preferred Stock is redeemable for cash by TM Investments, LP any time after the three-year anniversary from the initial purchase. Since certain revenue targets for the twelve months ended December 31, 2011 were not achieved, in addition to the adjustment of the conversion price to $1.00, TM Investments, LP received a warrant to purchase 750,000 shares of our common stock which expires December 31, 2015, has an initial exercise price of $1.00 per share and provides for cashless exercise at any time the underlying shares of common stock have not been registered for resale under the Securities Act or are issuable without restriction pursuant to Rule 144 of the Securities Act. As of December 31, 2013, TM Investments, LP has received an aggregate of approximately 692,500 shares of common stock as dividend payments on the Preferred Stock that it holds. | |
MLTM Lending, LLC and the ML Dynasty Trust | |
MLTM Lending, LLC and the ML Dynasty Trust beneficially own in excess of 5% of our outstanding stock. Pursuant to the Schedule 13D filings made by MLTM Lending, LLC and the ML Dynasty Trust, the ML Dynasty Trust shares with MLTM the power to vote or direct the vote of, and to dispose or direct the disposition of, greater than 5% of our outstanding stock. Thomas Bowersox, a member of our board of directors, is a trustee of the ML Dynasty Trust. | |
8% Convertible Promissory Notes. Pursuant to the MOU, we issued to MLTM Lending, LLC a Demand Note (the “MLTM Demand Note”) in the principal amount of $1,426,667. Interest accrued on the unpaid principal balance of the MLTM Demand Note at a rate of 8.0% per annum. Pursuant to the Purchase Agreement, as of December 31, 2013, we have issued and sold to MLTM Lending, LLC an aggregate principal amount of approximately $4,038,400 of our 8% Notes and associated 8% Note Warrants to purchase, in the aggregate, approximately 10,096,100 shares of common stock, subject to adjustment as provided on the terms of the 8% Note Warrants. In consideration for the issuance of the 8% Notes and the 8% Note Warrants, MLTM Lending, LLC converted the aggregate principal amount outstanding, together with all accrued and unpaid interest, under the MLTM Demand Note and paid us in cash for the balance. As of December 31, 2013, MLTM Lending, LLC has received an aggregate of approximately 510,800 shares of common stock as interest payments under the 8% Notes that it holds. | |
The terms of the 8% Notes and the 8% Note Warrants are described above. | |
Revolving Credit and Letter of Credit Support Agreement. During the year ended December 31, 2013, we entered into a Revolving Credit and Letter of Credit Support Agreement (the “Revolving Loan Agreement”) pursuant to which MLTM Lending LLC and Mr. Rose (the “Lenders”) have agreed to lend us up to $2,000,000 on a revolving basis. In addition, the Revolving Loan Agreement provides that MLTM Lending, LLC will provide letter of credit support to us of up to $500,000 (the “LC Sublimit”). Each revolving loan made under the Revolving Loan Agreement bears interest at 12% per annum, of which 4% is payable by us in cash on the first business day of each month, and 8% is payable by us in shares of common stock on the first business day of each calendar quarter, valued at a price equal to the average of the Weighted Average Price (as such term is defined in the Revolving Loan Agreement) of a share of common stock for 20 consecutive trading days prior to the interest payment date. The maturity date of the Revolving Loan Agreement is December 31, 2015 (the “Maturity Date”). | |
Under the terms of the Revolving Loan Agreement, we may prepay the revolving loans at any time, in whole or in part, together with all accrued and unpaid interest, without premium or penalty. The Lenders may accelerate all amounts due under the Revolving Loan Agreement, together with accrued and unpaid interest, upon the occurrence of an Event of Default, as defined in the Revolving Loan Agreement. | |
As consideration for the revolving loans extended under the Revolving Loan Agreement, we agreed to issue to the Lenders an aggregate of 200,000 shares of common stock, of which MLTM Lending, LLC will receive 100,000, at signing of the Revolving Loan Agreement and prior to December 31, 2014 and December 31, 2015, up to a total of 600,000 shares of Common Stock. As consideration for MLTM Lending, LLC providing letter of credit support, we are required to pay a letter of credit commission fee on the date of the Revolving Loan Agreement, and on each one year anniversary of the date of the Revolving Loan Agreement prior to the Maturity Date, in the amount equal to (i) 2% of the LC Sublimit in cash and (ii) shares of common stock, with an aggregate value of 4% of the LC Sublimit, with each such share of common stock valued at a price equal to the average of the Weighted Average Price of a share of Common Stock for the 20 consecutive trading days prior to the date of payment. | |
In connection with the entry into the Revolving Loan Agreement, pursuant to the terms thereof, we entered into a Security Agreement pursuant to which we granted a security interest and lien in all of our accounts receivable and inventory to secure the Lenders’ obligations under the Revolving Loan Agreement. | |
For the year ended December 31, 2013, we had paid MLTM Lending, LLC interest on the Revolving Loan Agreement of approximately $2,300, the LC Sublimit commission fee of $10,000, and subsequent to December 31, 2013, issued approximately 4,400 shares of common stock as payment of interest and issued the 100,000 shares of common stock due at signing and approximately 20,100 shares of common stock as the LC Sublimit commission fee. | |
Allen Kronstadt | |
Allen Kronstadt beneficially owns in excess of 5% of our outstanding stock, and was appointed to our board of directors on September 11, 2012 pursuant to the terms of the Purchase Agreement. | |
8% Convertible Promissory Notes. Pursuant to the MOU, we issued to Mr. Kronstadt a demand promissory note (the “Kronstadt Demand Note”) in the principal amount of $1,666,667. Interest accrued on the unpaid principal balance of the Kronstadt Demand Note at a rate of 8.0% per annum. Pursuant to the Purchase Agreement, as of December 31, 2013, we have issued and sold to Mr. Kronstadt an aggregate principal amount of approximately $4,359,300 of our 8% Notes and 8% Note Warrants to purchase, in the aggregate, approximately 10,898,200 shares of common stock, subject to adjustment as provided on the terms of the 8% Note Warrants. At the initial closing under the Purchase Agreement, in consideration for the issuance of the 8% Notes and the 8% Note Warrants at such closing, Mr. Kronstadt converted the aggregate principal amount outstanding, together with all accrued and unpaid interest, under the Kronstadt Demand Note and paid us in cash for the balance. As of December 31, 2013, Mr. Kronstadt has received an aggregate of approximately 549,400 shares of common stock as interest payments under the 8% Notes that it holds. | |
The terms of the 8% Notes and the 8% Note Warrants are described above.. | |
Michael Dodd | |
Mr. Dodd, who was a member of our board of directors from September 2010 until his resignation in August 2012, was also serving as the Chief Executive Officer of 3D Global Solutions Inc. (3D). 3D provided professional program management services to governments, corporations and global organizations. During the year ended December 31, 2011, 3D purchased approximately $102,200 of our composite rail ties on terms similar to our other customers and which was never collected. We initiated legal action in an effort to collect the balance due and during the year ended December 31, 2013 we wrote the balance off against the allowance. | |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 16 - Subsequent Event | |
8% Convertible Promissory Notes | |
Subsequent to December 31, 2013, we issued and sold to certain investors, pursuant to a Note Purchase Agreement we entered into during the year ended December 31, 2012, an aggregate principal amount of $1,700,000 of our 8.0% convertible promissory notes (the “8% Notes”) which are initially convertible into shares of our common stock, at a conversion price equal to $0.40 per share of common stock, subject to adjustment as provided on the terms of the 8% Notes, and associated warrants (the “8% Note Warrants”) to purchase, in the aggregate, 4,250,000 shares of common stock, subject to adjustment as provided on the terms of the 8% Note Warrants. | |
The 8% Notes, including all outstanding principal and accrued and unpaid interest, are due and payable on the earlier of five years from date of issuance or upon the occurrence of an Event of Default (as defined in the 8% Notes). We may prepay the 8% Notes, in whole or in part, upon 60 calendar days prior written notice to the holders thereof. Interest accrues on the 8% Notes at a rate of 8.0% per annum, payable during the first three years that the 8% Notes are outstanding in shares of common stock, valued at the weighted average price of a share of common stock for the twenty consecutive trading days prior to the interest payment date, pursuant to the terms of the 8% Notes. During the fourth and fifth years that the 8% Notes are outstanding, interest that accrues under the 8% Notes shall be payable in cash. | |
The 8% Note Warrants are exercisable at an exercise price of $0.60 per share of common stock, subject to adjustment as provided for by the terms thereof, for a period commencing on the date of issuance and ending on the earlier to occur of the date that is (i) three years after the date upon which the weighted average price of a share of Common Stock for the 90 consecutive trading days prior to such date is at least $2.00 per share, and (ii) five years after the date on which the 8% Notes to which the applicable 8% Note Warrant is related has been repaid in full. | |
8% Convertible Note | |
Subsequent to December 31, 2013, we issued and sold to a certain investor an aggregate principal amount of $1,000,000 of our 8% convertible note which is initially convertible into shares of our common stock, at a conversion price equal to $0.74 per share of common stock, subject to adjustment as provided on the terms of the 8% convertible note, and associated warrants to purchase, in the aggregate, 900,901 shares of common stock, subject to adjustment as provided on the terms of the warrant. | |
The 8% convertible note, including all outstanding principal and accrued and unpaid interest, are due and payable on the earlier of November 25, 2018 or upon the occurrence of an Event of Default (as defined in the 8% convertible note). We may prepay the 8% convertible note, in whole or in part, upon 60 calendar days prior written notice to the holder thereof. Interest accrues on the 8% convertible note at a rate of 8.0% per annum, payable during the first three years that the 8% convertible note is outstanding in shares of common stock, valued at the weighted average price of a share of common stock for the twenty consecutive trading days prior to the interest payment date, pursuant to the terms of the 8% convertible note. During the first three years that the 8% convertible note is outstanding, interest that accrues under the 8% convertible note shall be payable in shares of common stock. | |
The related warrant is exercisable at an exercise price of $1.11 per share of common stock, subject to adjustment as provided for by the terms thereof, for a period commencing on the date of issuance and ending on the earlier to occur of the date that is (i) three years after the date upon which the weighted average price of a share of common stock for the 90 consecutive trading days prior to such date is at least $2.00 per share, and (ii) five years after the date on which the 8% convertible note to which the applicable warrant is related has been repaid in full. | |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Accounting Policies [Abstract] | ' | |||||||
Business and Basis of Financial Statement Presentation | ' | |||||||
(a) | Business and Basis of Financial Statement Presentation | |||||||
Axion International Holdings, Inc. (“Holdings”) was formed in 1981. In November 2007, Holdings entered into an Agreement and Plan of Merger, among Holdings, Axion Acquisition Corp., a Delaware corporation and a newly created direct wholly-owned subsidiary of Holdings (the “Merger Sub”), and Axion International, Inc., a Delaware corporation which incorporated on August 6, 2006 with operations commencing in November 2007 (“Axion”). On March 20, 2008 Holdings consummated the merger of Merger Sub into Axion, with Axion continuing as the surviving corporation and a wholly-owned subsidiary of Holdings. | ||||||||
Axion Recycled Plastics Incorporated, an Ohio corporation and a newly created direct wholly-owned subsidiary of Axion was established to purchase certain tangible and intangible assets of a plastics recycling company during November 2013. (See note 4.) | ||||||||
Our consolidated financial statements include the accounts of our wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. | ||||||||
Cash and Cash Equivalents | ' | |||||||
(b) | Cash and Cash Equivalents | |||||||
For purposes of our balance sheet and statement of cash flows, we consider all highly liquid debt instruments, purchased as an investment, with an original maturity of three months or less to be cash equivalents. At December 31, 2013 and 2012, we maintained all of our cash in demand or interest-bearing accounts at commercial banks. | ||||||||
Allowance for Doubtful Accounts | ' | |||||||
(c) | Allowance for Doubtful Accounts | |||||||
We accrue a reserve on a receivable when, based upon the judgment of management, it is probable that a receivable will not be collected and the amount of any reserve may be reasonably estimated. We did not accrue a reserve for any receivables at December 31, 2013. Our allowance for doubtful accounts at December 31, 2012 was approximately $132,000. | ||||||||
Property and Equipment | ' | |||||||
(d) | Property and Equipment | |||||||
Property and equipment are recorded at cost and depreciated and amortized using the straight-line method over estimated useful lives of two to twenty years. Costs incurred that extend the useful life of the underlying asset are capitalized and depreciated over the remaining useful life. Repairs and maintenance are charged directly to operations as incurred. | ||||||||
Our property and equipment is comprised of the following, at December 31: | ||||||||
2013 | 2012 | |||||||
Equipment | $ | 18,700 | $ | 13,754 | ||||
Machinery and equipment | 8,803,087 | 2,611,933 | ||||||
Purchased software | 145,622 | 129,753 | ||||||
Furniture and fixtures | 14,599 | 13,090 | ||||||
Subtotal – property and equipment, at cost | 8,982,008 | 2,768,530 | ||||||
Less accumulated depreciation | -1,082,522 | -763,315 | ||||||
Net property and equipment | $ | 7,899,486 | $ | 2,005,215 | ||||
Depreciation expense charged to production and operations during the years ended December 31, 2013 and 2012 was $319,207 and $107,552, respectively. | ||||||||
Exclusive Agreement | ' | |||||||
(e) | Exclusive Agreement | |||||||
In February 2007, we acquired an exclusive, royalty-bearing license in specific but broad global territories to make, have made, use, sell, offer for sale, modify, develop, import, and export products made using patent applications owned by Rutgers University (Rutgers”). We are using these patented technologies in the production of our composite rail ties and structural building products such as pilings, I-beams, T-beams and boards of various sizes. | ||||||||
We are obligated to pay royalties on various product sales to Rutgers, and to reimburse Rutgers for certain patent defense costs. Royalties incurred and payable to Rutgers, for the years ended December 31, 2013 and 2012 were $200,000 for each year. | ||||||||
Definite Lived Intangible Assets | ' | |||||||
(f) | Definite Lived Intangible Assets | |||||||
In accordance with FASB ASC topic, “Goodwill and Other Intangible Assets”, acquired intangibles, are subject to amortization over their useful lives. The method of amortization selected reflects the pattern in which the economic benefits of the specific intangible asset is consumed or otherwise used up. If that pattern cannot be reliably determined, a straight-line amortization method is used over the estimated useful life. Intangible assets that are subject to amortization are reviewed for potential impairment whenever events or circumstances indicate that carrying amounts may not be recoverable. See note 4. | ||||||||
Indefinite Lived Intangible Assets - Goodwill | ' | |||||||
(g) | Indefinite Lived Intangible Assets – Goodwill | |||||||
In accordance with the FASB ASC topic, “Goodwill and Other Intangible Assets”, indefinite life assets, such as goodwill, acquired as a result of a business acquisition and which are not subject to amortization are tested for impairment annually, or more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value. See note 4. | ||||||||
Revenue and Cost Recognition | ' | |||||||
(h) | Revenue and Cost Recognition | |||||||
In accordance with FASB ASC 605 “Revenue Recognition”, revenue is recognized when persuasive evidence of an agreement with the customer exists, products are shipped or title passes pursuant to the terms of the agreement with the customer, the amount due from the customer is fixed or determinable, collectability is reasonably assured, and there are no significant future performance obligations. | ||||||||
In most cases, we receive a purchase order from our customer specifying the products requested and delivery instructions. We recognize revenue upon our delivery or shipment of the products as specified in the purchase order. In other cases where we have a contract which provides for a large number of products and few actual deliveries, the revenues are recorded each month as the products are produced and the risk of ownership passes to the customer upon pre-delivery acceptance. Prior to deliveries, our customer’s products are segregated from our inventory and not available for fulfilling other orders. | ||||||||
Our costs of sales are predominately comprised of the cost of raw materials and the costs and expenses associated with the production of the finished product. Prior to 2013, we utilized third-party manufacturers, where under one arrangement we purchased and supplied the raw materials to the third-party manufacturer and we paid them a per-pound cost to produce the finished product. Under another arrangement, the third-party manufacturer sourced and paid for the raw materials and we purchased the finished product from them at a cost per unit. Beginning in 2013, we initiated production of our finished products within a leased facility utilizing our own employees. Additionally, in late 2013 we acquired the assets of a plastics recycling company and began to reprocess recycled plastics for use in our own finished products and to sell to customers for use in their finished products. Our costs of sales may vary significantly as a result of the variability in the cost of our raw materials and the efficiency with which we plan and execute our manufacturing processes. | ||||||||
Historically, we have not had significant warranty replacements, but during 2013 due to the improper installation of certain of our rail ties, we agreed to replace and install the replacement rail ties. We do not anticipate additional situations where we might again replace improperly installed products and therefore do not provide for future warranty expenses. | ||||||||
Income Taxes | ' | |||||||
(i) | Income Taxes | |||||||
We use the asset and liability method of accounting of income taxes pursuant to the provisions of FASB ASC 740 “Income Taxes”, which establishes deferred tax assets and liabilities to be recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | ||||||||
FASB ASC 740 clarifies the accounting for uncertainty in income taxes recognized and prescribes a recognition threshold and measurement attributes for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. FASB ASC 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. FASB ASC 740 requires a company to recognize the financial statement effect of a tax position when it is “more-likely-than-not” (defined as a substantiated likelihood of more than 50%), based on the technical merits of the position, that the position will be sustained upon examination. A tax position that meets the more-likely-than-not” recognition threshold is measured to determine the amount of benefit to be recognized in the financial statements based upon the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. Our inability to determine that a tax position meets the more-likely-than-not” recognition threshold does not mean that the Internal Revenue Service (“IRS”) or any other taxing authority will disagree with the position that we have taken. | ||||||||
If a tax position does not meet the “more-likely-than-not” recognition threshold, despite our belief that our filing position is supportable, the benefit of that tax position is not recognized in the statements of operations and we are required to accrue potential interest and penalties until the uncertainty is resolved. Potential interest and penalties are recognized as a component of the provision for income taxes which is consistent with our historical accounting policy. Differences between amounts taken in a tax return and amounts recognized in the financial statements are considered unrecognized tax benefits. We believe that we have a reasonable basis for each of our filing positions and intend to defend those positions if challenged by the IRS or another taxing jurisdiction. If the IRS or other taxing authorities do not disagree with our position, and after the statute of limitations expires, we will recognize the unrecognized tax benefit in the period that the uncertainty of the tax position is eliminated. | ||||||||
We believe that there are no uncertain tax positions that fail to meet the more likely than not recognition threshold to be sustained upon examination. As such, a tabular presentation of those tax benefits taken that do not qualify for recognition is not presented. | ||||||||
We are current with our filing of our federal and state income tax returns. Our income tax returns are open to examination by federal and state authorities, based on statute of limitations, which is three years. | ||||||||
Derivative Instruments | ' | |||||||
(j) | Derivative Instruments | |||||||
For derivative instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in fair value recognized in earnings each reporting period as a charge or credit to other expenses. We use the Monte Carlo simulation, and other models, as appropriate to value the derivative instruments at inception and subsequent valuation dates and the value is re-assessed at the end of each reporting period, in accordance with FASB ASC Topic 815, “Derivatives and Hedging”. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not the net-cash settlement of the derivative instrument could be required within twelve months of the balance sheet date. | ||||||||
Share-Based Compensation | ' | |||||||
(k) | Share-Based Compensation | |||||||
We record share-based compensation for transactions in which we exchange our equity instruments (shares of common stock, options and warrants) for services of employees, consultants and others based on the fair value of the equity instruments issued measurement date. The fair value of common stock awards is based on the observed market value of our stock. We calculate the fair value of options and warrants using the Black-Scholes option pricing model. Expense is recognized, net of expected forfeitures, over the period of performance. When the vesting of an award is subject to performance conditions, no expense is recognized until achievement of the performance condition is deemed to be probable. Awards to consultants are marked to market at each reporting period as they vest, and the resulting value is recognized as an adjustment against our earnings for the period. | ||||||||
Loss Per Share | ' | |||||||
(l) | Loss Per Share | |||||||
Basic loss per share are computed by dividing loss available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share, includes the effects of the potential dilution of outstanding options, warrants, and convertible debt on our common stock as determined using the treasury stock method. For the years ended December 31, 2013 and 2012, there were no dilutive effects of such securities because we incurred a net loss in each period. As of December 31, 2013, we have approximately 87.0 million potential common shares issuable under our convertible instruments, warrant and stock option agreements. | ||||||||
Fair Value of Financial Instruments | ' | |||||||
(m) | Fair Value of Financial Instruments | |||||||
Fair value is defined as an exit price, which is the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date. The degree of judgment utilized in measuring the fair value of assets and liabilities generally correlates to the level of pricing observability. Financial assets and liabilities with readily available, actively quoted prices or for which fair value can be measured from actively quoted prices in active markets generally have more pricing observability and require less judgment in measuring fair value. Conversely, financial assets and liabilities that are rarely traded or not quoted have less price observability and are generally measured at fair value using valuation models that require more judgment. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the price transparency of the asset, liability or market and the nature of the asset or liability. We have categorized our financial assets and liabilities that are recurring at fair value into a three-level hierarchy in accordance with these provisions. | ||||||||
Concentration of Credit Risk | ' | |||||||
(n) | Concentration of Credit Risk | |||||||
We maintain our cash with several major U.S. domestic banks. The amount held in the banks exceeds the insured limit of $250,000 from time to time. The amount which exceeds the insured limit was approximately $0.3 million at both December 31, 2013 and 2012. We have not incurred losses related to these deposits. | ||||||||
Use of Estimates | ' | |||||||
(o) | Use of Estimates | |||||||
The preparation of our financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Actual results could differ from those estimates. | ||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Accounting Policies [Abstract] | ' | |||||||
Property and Equipment | ' | |||||||
Our property and equipment is comprised of the following, at December 31: | ||||||||
2013 | 2012 | |||||||
Equipment | $ | 18,700 | $ | 13,754 | ||||
Machinery and equipment | 8,803,087 | 2,611,933 | ||||||
Purchased software | 145,622 | 129,753 | ||||||
Furniture and fixtures | 14,599 | 13,090 | ||||||
Subtotal – property and equipment, at cost | 8,982,008 | 2,768,530 | ||||||
Less accumulated depreciation | -1,082,522 | -763,315 | ||||||
Net property and equipment | $ | 7,899,486 | $ | 2,005,215 | ||||
Reportable_Business_Segments_T
Reportable Business Segments (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2013 | ||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||
Schedule of Revenue by Major Customers by Reporting Segments | ' | |||||||||||||
Segment Reporting - For the Year Ended December 31, 2013 (1) | ||||||||||||||
Engineered | Reprocessed | Corporate | ||||||||||||
Statement of Operations | Products | Plastics | Activities | Combined | ||||||||||
Revenue | $ | 5,916,363 | $ | 711,402 | $ | - | $ | 6,627,765 | ||||||
Costs of sales: | ||||||||||||||
Production | 5,434,123 | 1,036,926 | - | 6,471,049 | ||||||||||
Start-up and excess capacity | 816,111 | - | - | 816,111 | ||||||||||
Gross margin (loss) | -333,871 | -325,524 | - | -659,395 | ||||||||||
Product development and quality management | 1,556,203 | - | - | 1,556,203 | ||||||||||
Marketing and sales | 911,345 | 15,716 | - | 927,061 | ||||||||||
General and administrative | - | - | 4,232,200 | 4,232,200 | ||||||||||
Total operating costs and expenses | 2,467,548 | 15,716 | 4,232,200 | 6,715,464 | ||||||||||
Loss from operations | -2,801,419 | -341,240 | -4,232,200 | -7,374,859 | ||||||||||
Interest expense | - | - | 808,117 | 808,117 | ||||||||||
Amortization of debt discounts | - | - | 685,761 | 685,761 | ||||||||||
Change in fair value of derivative liabilities | - | - | 15,320,865 | 15,320,865 | ||||||||||
Total other expense | - | - | 16,814,743 | 16,814,743 | ||||||||||
Net loss | $ | -2,801,419 | $ | -341,240 | $ | -21,046,943 | $ | -24,189,602 | ||||||
Total assets | $ | 7,546,454 | $ | 8,462,969 | $ | - | $ | 16,009,423 | ||||||
(1) As the acquisition of the plastics recycling company which provided a second segment to our business, was acquired in November 2013, we did not report segment information for the year ended December 31, 2012. | ||||||||||||||
Business_Acquisition_Tables
Business Acquisition (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Business Combinations [Abstract] | ' | |||||||
Schedule Of Assets And Liabilities Assumed At Acquisition | ' | |||||||
The following table summarizes the assets acquired and liabilities assumed at the acquisition date: | ||||||||
Trade and other receivables | $ | 125,854 | ||||||
Inventories | 237,000 | |||||||
Property and equipment | 4,400,000 | |||||||
Goodwill | 1,492,132 | |||||||
Other intangibles | 610,000 | |||||||
Total assets acquired | 6,864,986 | |||||||
Bank overdraft | -413,574 | |||||||
Accounts payable | -477,665 | |||||||
3% promissory note | -385,474 | |||||||
Net assets acquired | $ | 5,588,273 | ||||||
Business Acquisition, Pro Forma Information | ' | |||||||
Unaudited pro forma revenue and loss from operations of the consolidated entity had the acquisition date been January 1, 2012, would be as follows: | ||||||||
Year Ended | Year Ended | |||||||
December 31, 2013 | December 31, 2012 | |||||||
Revenue | $ | 11,033,700 | $ | 11,902,800 | ||||
Loss from operations | $ | -9,573,300 | $ | -11,588,600 | ||||
Net loss attributable to common shareholders | $ | -28,046,500 | $ | -15,309,400 | ||||
Basic and diluted net loss per share | $ | -0.94 | $ | -0.58 | ||||
Inventories_Tables
Inventories (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Inventory, Net [Abstract] | ' | |||||||
Inventories | ' | |||||||
Our inventories consisted of: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Finished products | $ | 2,930,753 | $ | 2,509,797 | ||||
Production materials | 1,024,762 | 579,156 | ||||||
Total inventories | $ | 3,955,515 | $ | 3,088,953 | ||||
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Accrued Liabilities [Abstract] | ' | |||||||
Accrued Liabilities | ' | |||||||
The components of accrued liabilities are: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Interest | $ | 248,763 | $ | - | ||||
Royalties | 235,772 | 351,846 | ||||||
10% convertible preferred stock dividends | 183,346 | - | ||||||
Payroll | 119,937 | 77,757 | ||||||
Rent | 78,797 | - | ||||||
Miscellaneous | 30,125 | 16,831 | ||||||
Total accrued liabilities | $ | 896,740 | $ | 446,434 | ||||
Derivative_Liabilities_Tables
Derivative Liabilities (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Derivative Liabilities [Abstract] | ' | ||||||||||||||||
Schedule of Assumptions Used | ' | ||||||||||||||||
The estimated fair values of the conversion option and the warrant derivative liabilities were computed by a third party using Monte Carlo simulations based on the following ranges for each assumption: | |||||||||||||||||
At Issuances | December 31, 2013 | ||||||||||||||||
Volatility | 45% to 50.0 | % | 45 | % | |||||||||||||
Risk-free interest rate | 0.3% to 0.4 | % | 0.3 | % | |||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||||||
Expected life | 1.8 to 3.0 years | 1.7 years | |||||||||||||||
Financial Liabilities Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||
The following table summarizes the financial liability measured at fair value on a recurring basis as of December 31, 2013 and 2012, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value: | |||||||||||||||||
As of December 31, 2013 | |||||||||||||||||
Derivative | |||||||||||||||||
Liabilities at | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Fair Value | ||||||||||||||
8% Convertible promissory notes: | |||||||||||||||||
Conversion option | $ | - | $ | - | $ | 12,400,000 | $ | 12,400,000 | |||||||||
Warrants | - | - | 4,790,000 | 4,790,000 | |||||||||||||
Derivative liabilities - Current | - | - | 17,190,000 | 17,190,000 | |||||||||||||
Placement agent warrants - Non-current | - | - | 296,194 | 296,194 | |||||||||||||
Derivative liabilities - Total | $ | - | $ | - | $ | 17,486,194 | $ | 17,486,194 | |||||||||
As of December 31, 2012 | |||||||||||||||||
Derivative | |||||||||||||||||
Liabilities at | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Fair Value | ||||||||||||||
8% Convertible promissory notes: | |||||||||||||||||
Conversion option | $ | - | $ | - | $ | 610,000 | $ | 610,000 | |||||||||
Warrants | - | - | 220,000 | 220,000 | |||||||||||||
Derivative liabilities - Current | - | - | 830,000 | 830,000 | |||||||||||||
Placement agent warrants - Non-current | - | - | 81,716 | 81,716 | |||||||||||||
Derivative liabilities - Total | $ | - | $ | - | $ | 911,716 | $ | 911,716 | |||||||||
Reconciliation of Derivative Liability Used in Determining Fair Value | ' | ||||||||||||||||
The following table is a reconciliation of the derivative liability for which Level 3 inputs were used in determining fair value during the years ended December 31, 2013 and 2012: | |||||||||||||||||
For the Year Ended December 31, 2013 | |||||||||||||||||
Credited to | |||||||||||||||||
Balance - | Fair Value of | Common Stock | Balance - | ||||||||||||||
January 1, | Derivative | Change in | Upon Issuance | December 31, | |||||||||||||
2013 | Liability | Fair Value | of Warrants | 2013 | |||||||||||||
8% Convertible promissory notes: | |||||||||||||||||
Conversion option | $ | 610,000 | $ | 919,554 | $ | 10,870,446 | $ | - | $ | 12,400,000 | |||||||
Warrants | 220,000 | 334,059 | 4,235,941 | - | 4,790,000 | ||||||||||||
Derivative liabilities - Current | 830,000 | 1,253,613 | 15,106,387 | - | 17,190,000 | ||||||||||||
Placement agent warrants - Non-current | 81,716 | - | 214,478 | - | 296,194 | ||||||||||||
Derivative liabilities - Total | $ | 911,716 | $ | 1,253,613 | $ | 15,320,865 | $ | - | $ | 17,486,194 | |||||||
For the Year Ended December 31, 2012 | |||||||||||||||||
Credited to | |||||||||||||||||
Balance - | Fair Value of | Common Stock | Balance - | ||||||||||||||
January 1, | Derivative | Change in | Upon Issuance | December 31, | |||||||||||||
2012 | Liability | Fair Value | of Warrants | 2012 | |||||||||||||
8% Convertible promissory notes: | |||||||||||||||||
Conversion option | $ | - | $ | 1,025,691 | $ | -415,691 | $ | - | $ | 610,000 | |||||||
Warrants | - | 443,309 | -223,309 | - | 220,000 | ||||||||||||
12% Convertible revolving credit agreement: | |||||||||||||||||
Conversion option | 113,271 | - | -113,271 | - | - | ||||||||||||
10% convertible preferred stock: | |||||||||||||||||
Warrants | 1,875,463 | - | - | -1,875,463 | - | ||||||||||||
10% convertible debentures: | |||||||||||||||||
Warrants | 70,343 | - | -13,309 | -57,034 | - | ||||||||||||
Derivative liabilities - Current | 2,059,077 | 1,469,000 | -765,580 | -1,932,497 | 830,000 | ||||||||||||
Placement agent warrants - Non-current | 487,555 | - | -405,839 | - | 81,716 | ||||||||||||
Derivative liabilities - Total | $ | 2,546,632 | $ | 1,469,000 | $ | -1,171,419 | $ | -1,932,497 | $ | 911,716 | |||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2013 | ||||||||||
Debt Disclosure [Abstract] | ' | |||||||||
Schedule Of Debt Instruments | ' | |||||||||
The components of our debt are summarized as follows: | ||||||||||
Due | December 31, | December 31, | ||||||||
2013 | 2012 | |||||||||
8% convertible promissory notes | Beginning in August 2017 | $ | 13,078,188 | $ | 7,128,187 | |||||
12% revolving credit facility | 31-Dec-15 | 2,000,000 | - | |||||||
3% promissory note | 1-Feb-18 | 385,474 | ||||||||
4.25% bank term loans | 15-Nov-18 | 4,500,000 | - | |||||||
Subtotal | 19,963,662 | 7,128,187 | ||||||||
Less debt discount | -2,173,559 | -1,457,025 | ||||||||
Subtotal – net of debt discount | 17,790,103 | 5,671,162 | ||||||||
Less current portion | 185,347 | - | ||||||||
Total – long term debt | $ | 17,604,756 | $ | 5,671,162 | ||||||
10_Convertible_Redeemable_Pref1
10% Convertible Redeemable Preferred Stock (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Features Of Convertible Preferred Stock [Abstract] | ' | |||||||
Ten Percent Convertible Redeemable Preferred Stock | ' | |||||||
The components of our Preferred Stock, classified as temporary equity in our balance sheet, are summarized as follows: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
10% convertible preferred stock - face value | $ | 6,946,230 | $ | 7,060,230 | ||||
Unamortized discount | -221,386 | -1,137,618 | ||||||
10% convertible preferred stock, net of discount | $ | 6,724,844 | $ | 5,922,612 | ||||
Sharebased_Compensation_Tables
Share-based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | ' | ||||||||||||
We estimated the fair value of each option award at the grant date by using the Black-Scholes option pricing model with the following range of assumptions for awards: | |||||||||||||
For the Year Ended | |||||||||||||
December 31, | December 31, | ||||||||||||
2013 | 2012 | ||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||
Expected volatility, in years | 90 | % | 125 | % | |||||||||
Risk-free interest rates | 1.4% to 2.8 | % | 0.8% to 0.9 | % | |||||||||
Expected lives, in years | 5 to 10 | 5 | |||||||||||
Stock Option Activity | ' | ||||||||||||
The following table summarizes our stock option activity for the periods presented: | |||||||||||||
Weighted- | |||||||||||||
Number | Average | ||||||||||||
of Shares | Exercise | ||||||||||||
Issuable | Price | ||||||||||||
Balance, January 1, 2012 | 5,886,261 | $ | 1.11 | ||||||||||
Granted | 300,000 | $ | 0.72 | ||||||||||
Exercised | - | - | |||||||||||
Cancelled | -476,136 | $ | 1.15 | ||||||||||
Balance, December 31, 2012 | 5,710,125 | $ | 1.1 | ||||||||||
Granted | 3,085,000 | $ | 0.54 | ||||||||||
Exercised | -300 | 0.88 | |||||||||||
Cancelled | -1,292,404 | $ | 0.36 | ||||||||||
Balance, December 31, 2013 | 7,502,421 | $ | 1 | ||||||||||
Options Outstanding | ' | ||||||||||||
The following table summarizes options outstanding at December 31, 2013: | |||||||||||||
Weighted- | Weighted- | ||||||||||||
Number | Average | Average | Aggregate | ||||||||||
of Shares | Exercise | Remaining | Intrinsic | ||||||||||
Issuable | Price | Term (Years) | Value | ||||||||||
Exercisable | 3,692,421 | $ | 1.02 | 3.5 | $ | 11,000 | |||||||
Not vested | 3,810,000 | $ | 0.99 | 6.7 | $ | 35,000 | |||||||
Balance, December 31, 2013: | 7,502,421 | $ | 1 | 5.1 | $ | 46,000 | |||||||
Schedule of Stockholders' Equity Note, Warrants or Rights | ' | ||||||||||||
The following table sets forth our warrant activity during the periods presented: | |||||||||||||
Weighted- | |||||||||||||
Number | Average | ||||||||||||
of Shares | Exercise | ||||||||||||
Issuable | Price | ||||||||||||
Balance, January 1, 2012 | 5,452,141 | $ | 1.18 | ||||||||||
Granted | 22,048,510 | 0.67 | |||||||||||
Exercised | - | - | |||||||||||
Cancelled | -147,500 | 2.25 | |||||||||||
Balance, December 31, 2012 | 27,353,151 | $ | 0.76 | ||||||||||
Granted | 14,875,004 | 0.6 | |||||||||||
Exercised | -300 | 0.88 | |||||||||||
Cancelled | -632,200 | 1.56 | |||||||||||
Balance, December 31, 2013 | 41,595,655 | $ | 0.69 | ||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Income Tax Disclosure [Abstract] | ' | |||||||
Schedule of Components of Income Tax Expense (Benefit) | ' | |||||||
Due to our substantial operating losses and the valuation allowance applied against our deferred tax assets, we have not recorded any income tax expense or benefit. | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Current: | ||||||||
Federal | $ | - | $ | - | ||||
State | - | - | ||||||
- | - | |||||||
Deferred: | ||||||||
Federal | - | - | ||||||
State | - | - | ||||||
- | - | |||||||
Provision for income tax, net | $ | - | $ | - | ||||
Schedule of Effective Income Tax Rate Reconciliation | ' | |||||||
Income taxes related to our loss from operations differ from the amount computed using the federal statutory income tax rate as follows: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Tax benefit computed at the federal statutory rate | $ | -8,466,361 | $ | -1,901,595 | ||||
State income tax (benefit), net of federal income tax effect | -1,209,480 | -271,656 | ||||||
Nondeductible permanent differences | 6,042,555 | -468,568 | ||||||
Change in valuation allowance | 3,633,286 | 2,641,819 | ||||||
Provision for income taxes | $ | - | $ | - | ||||
Schedule of Deferred Tax Assets and Liabilities | ' | |||||||
As of December 31, 2013 and 2012, our deferred tax assets (liabilities) are as follows: | ||||||||
December 31, | December 31, | |||||||
2013 | 2012 | |||||||
Deferred Tax Assets: | ||||||||
Non-cash interest expense | $ | 1,677,305 | $ | 1,403,000 | ||||
Share-based compensation | 3,833,855 | 3,622,057 | ||||||
Other | 254,740 | 254,740 | ||||||
Net operating loss carry forward | 10,098,134 | 6,950,951 | ||||||
Less: Valuation allowance | -15,561,640 | -11,928,354 | ||||||
302,394 | 302,394 | |||||||
Deferred Tax Liabilities: | ||||||||
Property and equipment | -302,394 | -302,394 | ||||||
Net deferred asset (liability) | $ | - | $ | - | ||||
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 12 Months Ended | |
Share data in Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Allowance for doubtful accounts | ' | $132,000 |
Depreciation expense | 319,207 | 107,552 |
Potential common shares issuable | 87 | ' |
Cash, insured limit | 250,000 | ' |
Bank One | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Cash, insured limit | 300,000 | 300,000 |
Rutgers | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Accrued Royalties | $200,000 | $200,000 |
Minimum | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Property and equipment, estimated useful lives | '2 years | ' |
Maximum | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' |
Property and equipment, estimated useful lives | '20 years | ' |
Property_and_Equipment_Detail
Property and Equipment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Property, equipment, and leasehold improvements, at cost: | ' | ' |
Equipment | $18,700 | $13,754 |
Machinery and equipment | 8,803,087 | 2,611,933 |
Purchased software | 145,622 | 129,753 |
Furniture and fixtures | 14,599 | 13,090 |
Subtotal - property and equipment, at cost | 8,982,008 | 2,768,530 |
Less accumulated depreciation | -1,082,522 | -763,315 |
Net property and equipment | $7,899,486 | $2,005,215 |
Going_Concern_Additional_Infor
Going Concern - Additional Information (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Going Concern [Line Items] | ' | ' | ' |
Working capital | $14,100,000 | ' | ' |
Stockholders' deficit | 28,768,218 | 7,975,607 | 5,235,863 |
Accumulated deficit | $59,268,663 | $35,079,061 | ' |
Reportable_Business_Segments_D
Reportable Business Segments (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | ||
Revenue, Major Customer [Line Items] | ' | ' | |
Revenue | $6,627,765 | [1] | $5,341,543 |
Production | 6,471,049 | [1] | 5,147,181 |
Start-up and excess capacity | 816,111 | [1] | 0 |
Gross margin (loss) | -659,395 | [1] | 194,362 |
Product development and quality management | 1,556,203 | [1] | 1,108,545 |
Marketing and sales | 927,061 | [1] | 1,003,836 |
General and administrative | 4,232,200 | [1] | 3,799,327 |
Total operating costs and expenses | 6,715,464 | [1] | 5,911,708 |
Loss from operations | -7,374,859 | [1] | -5,717,346 |
Interest expense | 808,117 | [1] | 376,980 |
Amortization of debt discounts | 685,761 | [1] | 510,220 |
Change in fair value of derivative liabilities | -15,320,865 | [1] | 1,171,419 |
Total other expense | -16,814,743 | [1] | 284,219 |
Net loss | -24,189,602 | [1] | -5,433,127 |
Total assets | 16,009,423 | [1] | 5,866,711 |
Engineered Products | ' | ' | |
Revenue, Major Customer [Line Items] | ' | ' | |
Revenue | 5,916,363 | [1] | ' |
Production | 5,434,123 | [1] | ' |
Start-up and excess capacity | 816,111 | [1] | ' |
Gross margin (loss) | -333,871 | [1] | ' |
Product development and quality management | 1,556,203 | [1] | ' |
Marketing and sales | 911,345 | [1] | ' |
General and administrative | 0 | [1] | ' |
Total operating costs and expenses | 2,467,548 | [1] | ' |
Loss from operations | -2,801,419 | [1] | ' |
Interest expense | 0 | [1] | ' |
Amortization of debt discounts | 0 | [1] | ' |
Change in fair value of derivative liabilities | 0 | [1] | ' |
Total other expense | 0 | [1] | ' |
Net loss | -2,801,419 | [1] | ' |
Total assets | 7,546,454 | [1] | ' |
Reprocessed Plastics | ' | ' | |
Revenue, Major Customer [Line Items] | ' | ' | |
Revenue | 711,402 | [1] | ' |
Production | 1,036,926 | [1] | ' |
Start-up and excess capacity | 0 | [1] | ' |
Gross margin (loss) | -325,524 | [1] | ' |
Product development and quality management | 0 | [1] | ' |
Marketing and sales | 15,716 | [1] | ' |
General and administrative | 0 | [1] | ' |
Total operating costs and expenses | 15,716 | [1] | ' |
Loss from operations | -341,240 | [1] | ' |
Interest expense | 0 | [1] | ' |
Amortization of debt discounts | 0 | [1] | ' |
Change in fair value of derivative liabilities | 0 | [1] | ' |
Total other expense | 0 | [1] | ' |
Net loss | -341,240 | [1] | ' |
Total assets | 8,462,969 | [1] | ' |
Corporate Activities | ' | ' | |
Revenue, Major Customer [Line Items] | ' | ' | |
Revenue | 0 | [1] | ' |
Production | 0 | [1] | ' |
Start-up and excess capacity | 0 | [1] | ' |
Gross margin (loss) | 0 | [1] | ' |
Product development and quality management | 0 | [1] | ' |
Marketing and sales | 0 | [1] | ' |
General and administrative | 4,232,200 | [1] | ' |
Total operating costs and expenses | 4,232,200 | [1] | ' |
Loss from operations | -4,232,200 | [1] | ' |
Interest expense | 808,117 | [1] | ' |
Amortization of debt discounts | 685,761 | [1] | ' |
Change in fair value of derivative liabilities | 15,320,865 | [1] | ' |
Total other expense | 16,814,743 | [1] | ' |
Net loss | -21,046,943 | [1] | ' |
Total assets | $0 | [1] | ' |
[1] | As the acquisition of the plastics recycling company which provided a second segment to our business, was acquired in November 2013, we did not report segment information for the year ended December 31, 2012. |
Business_Acquisition_Additiona
Business Acquisition - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||
Nov. 15, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' | ' | |
Payments to Acquire Businesses, Gross | $1,100,000 | ' | ' | |
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Goodwill Processing Plastics | ' | 1,492,100 | ' | |
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Other Intangible Assets Customer Relationships And Vendor Sources | ' | 590,000 | ' | |
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Other Intangible Assets Customer Relationships And Trade Name | ' | 20,000 | ' | |
Business Combination, Separately Recognized Transactions, Revenues and Gains Recognized | ' | 711,400 | ' | |
Business Combination, Separately Recognized Transactions, Expenses and Losses Recognized | ' | 1,000,000 | ' | |
Operating Expenses, Total | ' | 6,715,464 | [1] | 5,911,708 |
Maximum | ' | ' | ' | |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' | ' | |
Finite-Lived Intangible Asset, Useful Life | ' | '10 years | ' | |
Minimum | ' | ' | ' | |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' | ' | |
Finite-Lived Intangible Asset, Useful Life | ' | '1 year | ' | |
Ohio Banking Corporation Asset Purchase Agreement | ' | ' | ' | |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' | ' | |
Business Acquisition Cost Of Acquired Entity | 6,000,000 | ' | ' | |
Business Acquisition Cost Of Acquired Entity Loan payable | 4,500,000 | ' | ' | |
Debt Instrument, Interest Rate at Period End | 4.25% | ' | ' | |
Y City Recycling LLC | ' | ' | ' | |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' | ' | |
Debt Instrument, Face Amount | ' | 385,500 | ' | |
Business Acquisition | ' | ' | ' | |
Business Combination, Separately Recognized Transactions [Line Items] | ' | ' | ' | |
Operating Expenses, Total | ' | $64,200 | ' | |
[1] | As the acquisition of the plastics recycling company which provided a second segment to our business, was acquired in November 2013, we did not report segment information for the year ended December 31, 2012. |
Summary_of_Assets_and_Liabilit
Summary of Assets and Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Business Acquisition [Line Items] | ' | ' |
Trade and other receivables | $125,854 | ' |
Inventories | 237,000 | ' |
Property and equipment | 4,400,000 | ' |
Goodwill | 1,492,132 | 0 |
Other intangibles | 610,000 | 0 |
Total assets acquired | 6,864,986 | ' |
Bank overdraft | -413,574 | ' |
Accounts payable | -477,665 | ' |
3% promissory note | -385,474 | ' |
Net assets acquired | $5,588,273 | ' |
Unaudited_Proforma_Revenue_and
Unaudited Proforma Revenue and Loss From Operations (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Business Acquisition [Line Items] | ' | ' |
Revenue | $11,033,700 | $11,902,800 |
Loss from operations | -9,573,300 | -11,588,600 |
Net loss attributable to common shareholders | ($28,046,500) | ($15,309,400) |
Basic and diluted net loss per share | ($0.94) | ($0.58) |
Inventories_Detail
Inventories (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of Inventory [Line Items] | ' | ' |
Finished products | $2,930,753 | $2,509,797 |
Production materials | 1,024,762 | 579,156 |
Total inventories | $3,955,515 | $3,088,953 |
Accrued_Liabilities_Detail
Accrued Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of Accrued Liabilities [Line Items] | ' | ' |
Interest | $248,763 | $0 |
Royalties | 235,772 | 351,846 |
Payroll | 119,937 | 77,757 |
Rent | 78,797 | 0 |
Miscellaneous | 30,125 | 16,831 |
Total accrued liabilities | 896,740 | 446,434 |
Redeemable Preferred Stock | ' | ' |
Schedule of Accrued Liabilities [Line Items] | ' | ' |
10% convertible preferred stock dividends | $183,346 | $0 |
Derivative_Liabilities_Additio
Derivative Liabilities - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Derivative [Line Items] | ' | ' |
Expected life | '1 year 8 months 12 days | '10 months |
Fair value assumptions, expected dividend rate | 0.00% | ' |
Volatility | 45.00% | 71.00% |
Risk-free interest rate | 0.30% | 0.11% |
Gain or loss on the embedded derivative financial instrument | ' | $113,300 |
Derivative liabilities | 17,190,000 | 830,000 |
Derivative | ' | ' |
Derivative [Line Items] | ' | ' |
Volatility | ' | 110.00% |
Risk-free interest rate | ' | 0.60% |
10% Convertible Redeemable Preferred Stock | ' | ' |
Derivative [Line Items] | ' | ' |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 58,352 | ' |
Expected life | '2 years 6 months | ' |
Fair value assumptions, expected dividend rate | 0.00% | ' |
Volatility | 90.00% | 117.00% |
Risk-free interest rate | 0.40% | 1.00% |
Number of shares of common stock called by warrants, percentage of outstanding principal | ' | 5.00% |
Derivative liabilities | ' | 797,000 |
Change in fair value of derivative | ' | 13,300 |
Additional Paid in Capital | ' | 57,000 |
Placement Agent Warrants | ' | ' |
Derivative [Line Items] | ' | ' |
Warrants Not Settleable in Cash, Fair Value Disclosure | 296,200 | 81,700 |
Change in fair value of warrant liability | 214,500 | 405,800 |
Conversion Options | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative liability at fair value | 1,945,200 | ' |
Increase decrease in fair value of un hedged derivative instruments | 10,870,400 | 415,700 |
Conversion Options | Issuances date | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative liability at fair value | 12,400,000 | ' |
Warrant | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative liability at fair value | ' | 1,900,000 |
Increase decrease in fair value of un hedged derivative instruments | 4,235,900 | 223,300 |
Warrant | Issuances date | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative liability at fair value | 777,400 | ' |
Warrant | Issuances date | Derivative | ' | ' |
Derivative [Line Items] | ' | ' |
Derivative liability at fair value | $4,790,000 | ' |
Conversion_Option_and_Warrant_
Conversion Option and Warrant Derivative Liabilities (Detail) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Derivative [Line Items] | ' | ' |
Volatility | 45.00% | 71.00% |
Risk-free interest rate | 0.30% | 0.11% |
Dividend yield | 0.00% | ' |
Expected life, in years | '1 year 8 months 12 days | '10 months |
Issuances date | ' | ' |
Derivative [Line Items] | ' | ' |
Dividend yield | 0.00% | ' |
Issuances date | Minimum | ' | ' |
Derivative [Line Items] | ' | ' |
Volatility | 45.00% | ' |
Risk-free interest rate | 0.30% | ' |
Expected life, in years | '1 year 9 months 18 days | ' |
Issuances date | Maximum | ' | ' |
Derivative [Line Items] | ' | ' |
Volatility | 50.00% | ' |
Risk-free interest rate | 0.40% | ' |
Expected life, in years | '3 years | ' |
Financial_Liabilities_Measured
Financial Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | $17,190,000 | $830,000 | ' |
Derivative liability non-current | 296,194 | 81,716 | ' |
Conversion Options | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 12,400,000 | 610,000 | 0 |
Warrant | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 4,790,000 | 220,000 | 0 |
Placement Agent | Warrant | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 296,194 | 81,716 | 487,555 |
Fair Value, Measurements, Recurring | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 17,190,000 | 830,000 | ' |
Derivative liability non-current | 17,486,194 | 911,716 | ' |
Fair Value, Measurements, Recurring | Conversion Options | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 12,400,000 | 610,000 | ' |
Fair Value, Measurements, Recurring | Warrant | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 4,790,000 | 220,000 | ' |
Fair Value, Measurements, Recurring | Placement Agent | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability non-current | 296,194 | 81,716 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 0 | 0 | ' |
Derivative liability non-current | 0 | 0 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | Conversion Options | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 0 | 0 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | Warrant | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 0 | 0 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | Placement Agent | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability non-current | 0 | 0 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 0 | 0 | ' |
Derivative liability non-current | 0 | 0 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | Conversion Options | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 0 | 0 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | Warrant | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 0 | 0 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | Placement Agent | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability non-current | 0 | 0 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 3 | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 17,190,000 | 830,000 | ' |
Derivative liability non-current | 17,486,194 | 911,716 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 3 | Conversion Options | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 12,400,000 | 610,000 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 3 | Warrant | 8% convertible promissory notes | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability current | 4,790,000 | 220,000 | ' |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 3 | Placement Agent | ' | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ' | ' | ' |
Derivative liability non-current | $296,194 | $81,716 | ' |
Reconciliation_of_Derivative_L
Reconciliation of Derivative Liability Used in Determining Fair Value (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Derivative [Line Items] | ' | ' |
Beginning Balance | $830,000 | ' |
Fair value of derivative liability | 15,106,387 | -765,580 |
Change in fair value | ' | 113,300 |
Credited to common stock upon issuance of warrants | ' | -57,034 |
Ending Balance | 17,190,000 | 830,000 |
Conversion options | 12% Convertible revolving credit agreement: | ' | ' |
Derivative [Line Items] | ' | ' |
Beginning Balance | ' | 113,271 |
Fair value of derivative liability | ' | 0 |
Change in fair value | ' | -113,271 |
Credited to common stock upon issuance of warrants | ' | 0 |
Ending Balance | ' | 0 |
Conversion options | 8% convertible promissory notes | ' | ' |
Derivative [Line Items] | ' | ' |
Beginning Balance | 610,000 | 0 |
Fair value of derivative liability | 919,554 | 1,025,691 |
Change in fair value | 10,870,446 | -415,691 |
Credited to common stock upon issuance of warrants | 0 | 0 |
Ending Balance | 12,400,000 | 610,000 |
Warrant | 10% convertible preferred stock warrants | ' | ' |
Derivative [Line Items] | ' | ' |
Beginning Balance | ' | 1,875,463 |
Fair value of derivative liability | ' | 0 |
Change in fair value | ' | 0 |
Credited to common stock upon issuance of warrants | ' | -1,875,463 |
Ending Balance | ' | 0 |
Warrant | 8% convertible promissory notes | ' | ' |
Derivative [Line Items] | ' | ' |
Beginning Balance | 220,000 | 0 |
Fair value of derivative liability | 334,059 | 443,309 |
Change in fair value | 4,235,941 | -223,309 |
Credited to common stock upon issuance of warrants | 0 | 0 |
Ending Balance | 4,790,000 | 220,000 |
Warrant | 10% convertible debenture | ' | ' |
Derivative [Line Items] | ' | ' |
Beginning Balance | ' | 70,343 |
Fair value of derivative liability | ' | 0 |
Change in fair value | ' | -13,309 |
Credited to common stock upon issuance of warrants | ' | -57,034 |
Ending Balance | ' | 0 |
Placement agent | Warrant | ' | ' |
Derivative [Line Items] | ' | ' |
Beginning Balance | 81,716 | 487,555 |
Fair value of derivative liability | 0 | 0 |
Change in fair value | 214,478 | -405,839 |
Credited to common stock upon issuance of warrants | 0 | 0 |
Ending Balance | 296,194 | 81,716 |
Derivative liabilities - current | ' | ' |
Derivative [Line Items] | ' | ' |
Beginning Balance | 830,000 | 2,059,077 |
Fair value of derivative liability | 1,253,613 | 1,469,000 |
Change in fair value | 15,106,387 | -765,580 |
Credited to common stock upon issuance of warrants | 0 | -1,932,497 |
Ending Balance | 17,190,000 | 830,000 |
Derivative liabilities - total | ' | ' |
Derivative [Line Items] | ' | ' |
Beginning Balance | 911,716 | 2,546,632 |
Fair value of derivative liability | 1,253,613 | 1,469,000 |
Change in fair value | 15,320,865 | -1,171,419 |
Credited to common stock upon issuance of warrants | 0 | -1,932,497 |
Ending Balance | $17,486,194 | $911,716 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Nov. 15, 2013 | Dec. 31, 2013 | |
8% convertible promissory notes | 8% convertible promissory notes | 8% convertible promissory notes | 8% convertible promissory notes | MLTM And Samuel Rose 12% convertible revolving credit agreement conversion options | MLTM And Samuel Rose 12% convertible Letter Of credit agreement conversion options | Bank Term Loan One | Bank Term Loan Two | Samuel Rose 12% convertible revolving credit agreement conversion options | 3% promissory note | 3% promissory note | ||||
Investor | Investor | |||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible debt | $19,963,662 | $7,128,187 | ' | ' | ' | $5,950,001 | $7,128,187 | ' | ' | ' | ' | ' | ' | $385,474 |
Convertible debt, interest rate | ' | ' | ' | 8.00% | 8.00% | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' |
Convertible debt, conversion price | ' | ' | ' | ' | ' | ' | $0.40 | ' | ' | ' | ' | ' | ' | ' |
Warrants to purchase common stock, shares | ' | ' | ' | ' | ' | 14,875,004 | 17,820,470 | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument Payment Terms | ' | ' | ' | 'including all outstanding principal and accrued and unpaid interest, are due and payable on the earlier of five years from date of issuance or upon the occurrence of an Event of Default | ' | ' | ' | ' | ' | ' | ' | ' | '84 | ' |
Warrant exercise price | ' | ' | 1 | 0.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant Terms | ' | ' | ' | 'for a period commencing on the date of issuance and ending on the earlier to occur of the date that is (i) three years after the date upon which the weighted average price of a share of Common Stock for the 90 consecutive trading days prior to such date is at least $2.00 per share, and (ii) five years after the date on which the Note to which the applicable Warrant is related has been repaid in full. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of convertible debt discount | 685,761 | 510,220 | ' | ' | ' | 644,100 | 136,700 | ' | ' | ' | ' | 22,400 | ' | ' |
Debt Issuance Cost | ' | ' | ' | 124,700 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | 500,000 | ' | ' | ' | ' | ' |
Line of Credit Facility, Interest Rate During Period | ' | ' | ' | ' | ' | ' | ' | 12.00% | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility Interest Rate During Period Payble By Cash | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility Interest Rate During Period Payble By Common Stock | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Amount Outstanding | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility Periodic Payment Shares | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility Periodic Payment Within One Year Shares | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility Periodic Payment Within Two Year Shares | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility Commission Fee Rate During Period Payble By Cash | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' |
Line Of Credit Facility Commission Fee Rate During Period Payble By Common Stock | ' | ' | ' | ' | ' | ' | ' | 4.00% | ' | ' | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | 3,500,000 | ' | 385,500 | ' |
Debt Instrument, Interest Rate at Period End | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.25% | 4.25% | ' | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Two | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Three | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | ' | ' | ' | ' |
Long-term Debt, Maturities, Repayments of Principal in Year Four | ' | ' | ' | ' | ' | ' | ' | ' | ' | 250,000 | ' | ' | ' | ' |
Debt Conversion, Converted Instrument, Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7,800 | ' | ' |
Debt_Detail
Debt (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Debt Instrument [Line Items] | ' | ' |
Convertible debt | $19,963,662 | $7,128,187 |
Less debt discount | -2,173,559 | -1,457,025 |
Subtotal - net of debt discount | 17,790,103 | 5,671,162 |
Less current portion | 185,347 | 0 |
8% convertible promissory notes | 11,030,913 | 5,671,162 |
8% convertible promissory notes due on august 2017 | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Convertible debt, due date | '2017-08 | ' |
Convertible debt | 13,078,188 | 7,128,187 |
12% convertible revolving credit agreement | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Convertible debt, due date | '2015-12 | ' |
Convertible debt | 2,000,000 | 0 |
3% promissory note | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Convertible debt, due date | '2018-02 | ' |
Convertible debt | 385,474 | ' |
4.25% Bank term loans | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Convertible debt, due date | '2018-11 | ' |
Convertible debt | $4,500,000 | $0 |
10_Convertible_Redeemable_Pref2
10% Convertible Redeemable Preferred Stock - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||
Nov. 10, 2004 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2013 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Feb. 28, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jul. 31, 2012 | Jun. 30, 2012 | 31-May-12 | Mar. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | |
10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | Preferred Stock | Beneficial Conversion Feature | Beneficial Conversion Feature | Minimum | ||||
Temporary Equity [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
10% Convertible preferred stock, authorized | ' | ' | 880,000 | 880,000 | ' | ' | ' | ' | 880,000 | ' | ' | ' | ' | ' | 880,000 | 880,000 | 880,000 | ' | ' | ' | ' |
10% Convertible preferred stock, stated value | ' | ' | $10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum weighted average price of common stock for 60 consecutive trading days to convert preferred stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4 |
10% Convertible preferred stock, conversion rate | ' | ' | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' |
Warrant exercise price | ' | ' | 1 | 10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10 | ' | ' | ' | ' | ' |
10% Convertible preferred stock, issued | ' | ' | 759,773 | 694,623 | ' | ' | ' | ' | 706,023 | ' | ' | ' | ' | ' | ' | 694,623 | 706,023 | ' | ' | ' | ' |
10% Convertible preferred stock, issuance price per share | ' | ' | $10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' |
10% Convertible preferred stock, gross proceeds from issuance | ' | ' | $7,597,730 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
10% Convertible preferred stock, unamortized discount | ' | 221,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 828,340 | ' | ' | ' |
Conversion rate at issuance | ' | ' | 2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of preferred stock discount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $900,000 | $1,100,000 | ' |
Common stock issued upon conversion Preferred Stock, shares | 1,701,341 | ' | ' | 75,000 | ' | ' | ' | 39,000 | ' | ' | ' | ' | 20,000 | 62,500 | ' | 75,000 | 462,500 | ' | ' | ' | ' |
Preferred Stock shares converted | ' | ' | ' | 7,500 | ' | ' | ' | 3,900 | ' | ' | ' | ' | ' | 6,250 | ' | ' | ' | ' | 7,500 | 46,250 | ' |
Common stock shares required to be issued if the remaining holders of Preferred Stock elect to convert | ' | 6,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock dividends, shares | ' | 181,500 | ' | ' | 347,039 | 342,857 | 266,954 | ' | 472,433 | 473,599 | 200,000 | 392,828 | 200,000 | 286,251 | 247,538 | ' | ' | ' | ' | ' | ' |
Shares of stock called by warrants | ' | ' | ' | 58,352 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 58,352 | ' | ' | ' | ' | ' |
Stockholders_Equity_Additional
Stockholders Equity - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||||
Nov. 10, 2004 | Dec. 31, 2013 | Oct. 31, 2013 | 31-May-13 | 31-May-12 | Sep. 30, 2008 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Nov. 19, 2013 | Mar. 31, 2013 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Oct. 01, 2012 | Mar. 31, 2013 | Dec. 31, 2013 | Oct. 31, 2013 | Jul. 31, 2013 | Apr. 30, 2013 | Feb. 28, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Oct. 01, 2012 | Jul. 31, 2012 | Jun. 30, 2012 | 31-May-12 | Mar. 31, 2012 | Jan. 31, 2012 | Jan. 03, 2012 | Dec. 31, 2011 | Jul. 31, 2012 | Apr. 02, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | |
Maximum | General and Administrative Expense | 8% Convertible promissory note | 8% Convertible promissory note | 8% Convertible promissory note | 8% Convertible promissory note | 8% Convertible promissory note | 8% Convertible promissory note | Consulting Services | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | 10% Convertible Preferred Stock | |||||||||||
Stockholders Equity Note [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, authorized | ' | 250,000,000 | ' | ' | ' | ' | ' | 250,000,000 | 250,000,000 | ' | 250,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, authorized | ' | 2,500,000 | ' | ' | ' | ' | ' | 2,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock, shares issued | ' | 31,168,905 | ' | ' | ' | ' | ' | 31,168,905 | 28,820,173 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
10% Convertible preferred stock, authorized | ' | ' | ' | ' | ' | ' | ' | ' | ' | 880,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 880,000 | ' | ' | ' | ' | 880,000 | ' | ' | ' | ' | ' | ' | ' | ' | 880,000 | ' | ' | 880,000 | 880,000 |
10% Convertible preferred stock, issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | 759,773 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 694,623 | ' | ' | ' | ' | 706,023 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 694,623 | 706,023 |
10% Convertible preferred stock, outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 694,623 | ' | ' | ' | ' | 706,023 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 694,623 | 706,023 |
Common stock issued upon conversion Preferred Stock, shares | 1,701,341 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75,000 | ' | ' | ' | 39,000 | ' | ' | ' | ' | ' | 20,000 | 62,500 | ' | ' | ' | ' | ' | 75,000 | 462,500 |
Preferred Stock shares converted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,500 | ' | ' | ' | 3,900 | ' | ' | ' | ' | ' | ' | 6,250 | ' | ' | ' | ' | ' | ' | ' |
Conversion of 10% convertible preferred stock and debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $75,000 | ' | ' | ' | $39,000 | ' | ' | ' | $200,000 | ' | $200,000 | $62,500 | ' | ' | ' | ' | ' | $114,000 | $462,500 |
Shares issued for services | ' | 75,000 | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 125,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 125,000 | ' | ' | ' | ' | ' | ' |
Value of shares Issued for services | ' | 76,500 | ' | 61,000 | ' | ' | ' | ' | ' | ' | ' | 78,750 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 90,000 | ' | ' | ' | ' | ' | ' |
Common stock dividends, shares | ' | ' | ' | ' | ' | ' | ' | 181,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 347,039 | 342,857 | 266,954 | ' | 472,433 | 473,599 | ' | 200,000 | 392,828 | 200,000 | 286,251 | ' | ' | 247,538 | ' | ' | ' | ' |
Dividends paid on the 10% Convertible preferred stock | ' | ' | ' | ' | ' | ' | ' | 716,915 | 693,820 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 174,800 | ' | 170,496 | 20,000 | ' | ' | ' | ' | 176,620 | ' | 176,773 | 171,751 | 716,915 | 693,820 |
Preferred stock, dividend rate, percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | 10.00% | 10.00% | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | 10.00% | ' | ' | ' | ' |
Shares issued for dividend payments | ' | ' | ' | ' | ' | ' | ' | 533,569 | 870,440 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 176,990 | 175,050 | 181,529 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period shares interest payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 355,903 | 369,040 | 252,639 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period value interest payments | ' | ' | ' | ' | ' | ' | ' | 541,515 | 178,779 | ' | ' | ' | 181,510 | 188,210 | 171,795 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from recovery of shareholder short swing profits | ' | ' | ' | ' | ' | 5,000,000 | ' | 3,095,308 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Short swing profits less legal fees | ' | ' | ' | ' | ' | ' | 3,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued to an employee | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued to an employee, fair value | ' | ' | ' | ' | 6,400 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued Interest Of Common Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 359,967 | 113,978 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Preferred Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 133,188 | ' | 45,591 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock shares | ' | ' | 618,818 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issuance of common stock value | ' | ' | $210,522 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period shares stock options exercised | ' | ' | ' | ' | ' | ' | ' | 300 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sharebased_Compensation_Additi
Share-based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Share-Based Compensation [Line Items] | ' | ' |
Granted during the period | $0.54 | $0.72 |
Other general and administrative expense | $529,500 | $445,900 |
Expected volatility rate | 45.00% | 71.00% |
Risk-free interest rate | 0.30% | 0.11% |
Expected life, in years | '1 year 8 months 12 days | '10 months |
Maximum | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Common Stock Capital Shares Reserved For Future Issuance | 5,000,000 | ' |
Minimum | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Common Stock Capital Shares Reserved For Future Issuance | 2,000,000 | ' |
Warrant | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Change in fair value of derivative | ' | 157,800 |
Convertible Promissory Notes Warrants | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period, weighted average grant date fair value | $0.60 | ' |
Fair value of warrants for 8% convertible promissory notes | 334,100 | 443,300 |
Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Grants In Period | 14,875,004 | 17,820,470 |
Initial Hiring | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Share based compensation arrangement by share-based payment award, options, grants in period, gross | 3,085,000 | 300,000 |
Granted during the period | $0.54 | $0.72 |
Convertible Debenture Bonus Warrants | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period, weighted average grant date fair value | ' | $0.60 |
Sharebased compensation arrangement by share based payment award options amortized expenses remaining amount | ' | 57,000 |
Share-Based Compensation Arrangement By Share-Based Payment Award, Equity Instruments Other Than Options, Grants In Period | ' | 166,675 |
Consultant Warrants | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period, weighted average grant date fair value | ' | $0.82 |
Fair value of warrants for 8% convertible promissory notes | ' | 78,600 |
Granted during the period | ' | $300,000 |
Consultant Warrants | Maximum | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Expected volatility rate | ' | 118.00% |
Risk-free interest rate | ' | 0.60% |
Expected life, in years | ' | '5 years |
Consultant Warrants | Minimum | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Expected volatility rate | ' | 100.00% |
Risk-free interest rate | ' | 0.40% |
Expected life, in years | ' | '3 years |
Convertible Preferred Stock Warrants | ' | ' |
Share-Based Compensation [Line Items] | ' | ' |
Share-based compensation arrangement by share-based payment award, equity instruments other than options, grants in period, weighted average grant date fair value | ' | $1 |
Fair value of warrants for 8% convertible promissory notes | ' | 2,400,000 |
Granted during the period | ' | $3,761,365 |
Expected volatility rate | ' | 110.00% |
Risk-free interest rate | ' | 0.60% |
Expected life, in years | ' | '51 months |
Derivative liability of warrants | ' | $1,800,000 |
Estimated_Fair_Value_of_Each_O
Estimated Fair Value of Each Option Award at Grant Date by Using Black-Scholes Option Pricing Model (Detail) (Stock Option) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Share Based Compensation [Line Items] | ' | ' |
Dividend yield | 0.00% | 0.00% |
Expected volatility, in years | 90.00% | 125.00% |
Risk-free interest rates minimum | 1.40% | 0.80% |
Risk-free interest rates maximum | 2.80% | 0.90% |
Expected lives, in years | ' | '5 years |
Maximum [Member] | ' | ' |
Share Based Compensation [Line Items] | ' | ' |
Expected lives, in years | '10 years | ' |
Minimum [Member] | ' | ' |
Share Based Compensation [Line Items] | ' | ' |
Expected lives, in years | '5 years | ' |
Stock_Option_Activity_Detail
Stock Option Activity (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Number of Shares Issuable | ' | ' |
Balance, Beginning | 5,710,125 | 5,886,261 |
Granted | 3,085,000 | 300,000 |
Exercised | -300 | 0 |
Cancelled | -1,292,404 | -476,136 |
Balance, Ending | 7,502,421 | 5,710,125 |
Weighted-Average Exercise Price | ' | ' |
Balance, Beginning | $1.10 | $1.11 |
Granted | $0.54 | $0.72 |
Exercised | $0.88 | $0 |
Cancelled | $0.36 | $1.15 |
Balance, Ending | $1 | $1.10 |
Options_Outstanding_Detail
Options Outstanding (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Exercisable, Number of Shares Issuable | 3,692,421 | ' | ' |
Not vested, Number of Shares Issuable | 3,810,000 | ' | ' |
Balance, Number of Shares Issuable | 7,502,421 | 5,710,125 | 5,886,261 |
Exercisable, Weighted-Average Exercise Price | $1.02 | ' | ' |
Not vested, Weighted-Average Exercise Price | $0.99 | ' | ' |
Balance, Weighted-Average Exercise Price | $1 | $1.10 | $1.11 |
Exercisable, Weighted-Average Remaining Term (Years) | '3 years 6 months | ' | ' |
Not vested, Weighted-Average Remaining Term (Years) | '6 years 8 months 12 days | ' | ' |
Balance, Weighted-Average Remaining Term (Years) | '5 years 1 month 6 days | ' | ' |
Exercisable, Aggregate Intrinsic Value | $11,000 | ' | ' |
Not vested, Aggregate Intrinsic Value | 35,000 | ' | ' |
Balance, Aggregate Intrinsic Value | $46,000 | ' | ' |
Warrant_Activity_Detail
Warrant Activity (Detail) (Warrant, USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Warrant | ' | ' |
Number of Shares Issuable | ' | ' |
Balance, Beginning | 27,353,151 | 5,452,141 |
Granted | 14,875,004 | 22,048,510 |
Exercised | -300 | 0 |
Cancelled | -632,200 | -147,500 |
Balance, Ending | 41,595,655 | 27,353,151 |
Weighted Average Exercise Price | ' | ' |
Balance, Beginning | $0.76 | $1.18 |
Granted | $0.60 | $0.67 |
Exercised | $0.88 | $0 |
Cancelled | $1.56 | $2.25 |
Balance, Ending | $0.69 | $0.76 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax [Line Items] | ' | ' |
Operating loss carryforwards | $25.70 | $17.90 |
Operating loss carryforwards, Expiration Dates | '2033 | ' |
Income_Tax_Benefit_Attributabl
Income Tax Benefit Attributable to Loss Before Income Taxes Deferred (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Current: | ' | ' |
Federal | $0 | $0 |
State | 0 | 0 |
Total | 0 | 0 |
Deferred: | ' | ' |
Federal | 0 | 0 |
State | 0 | 0 |
Total | 0 | 0 |
Provision for income tax, net | $0 | $0 |
US_Federal_Tax_Rate_Detail
U.S. Federal Tax Rate (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Effective Income Tax Rate [Line Items] | ' | ' |
Tax benefit computed at the federal statutory rate | ($8,466,361) | ($1,901,595) |
State income tax (benefit), net of federal income tax effect | -1,209,480 | -271,656 |
Nondeductible permanent differences | 6,042,555 | -468,568 |
Change in valuation allowance | 3,633,286 | 2,641,819 |
Provision for income taxes | $0 | $0 |
Deferred_Tax_Assets_and_Liabil
Deferred Tax Assets and Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Deferred Tax Assets: | ' | ' |
Non-cash interest expense | $1,677,305 | $1,403,000 |
Share-based compensation | 3,833,855 | 3,622,057 |
Other | 254,740 | 254,740 |
Net operating loss carry forward | 10,098,134 | 6,950,951 |
Less: Valuation allowance | -15,561,640 | -11,928,354 |
Deferred Tax Assets, Gross, Total | 302,394 | 302,394 |
Deferred Tax Liabilities: | ' | ' |
Property and equipment | -302,394 | -302,394 |
Net deferred asset (liability) | $0 | $0 |
Business_Concentration_Additio
Business Concentration - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Number of customer | 58 | 33 |
Supplier Concentration Risk | ' | ' |
Concentration risk percentage | 59.00% | 52.00% |
Maximum | ' | ' |
Number of vendor | 20 | 20 |
ECOTRAX rail ties | ' | ' |
Concentration risk percentage | 46.00% | 58.00% |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Sep. 01, 2013 | Dec. 31, 2013 | Nov. 15, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Production facility [Member] | Production facility [Member] | Processing facility [Member] | Processing facility [Member] | Charged to costs of sales | Charged to costs of sales | |||
Commitments and Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Lease agreement, Current monthly lease payments | $3,800 | ' | ' | $21,875 | ' | $25,750 | ' | ' |
Facility rent expense | 45,000 | 45,000 | 265,700 | ' | 47,900 | ' | ' | ' |
Royalty payment to Rutgers, minimum rate | 1.50% | ' | ' | ' | ' | ' | ' | ' |
Royalty payment to Rutgers, maximum rate | 3.00% | ' | ' | ' | ' | ' | ' | ' |
Lease Expiration Date | 31-Oct-14 | ' | ' | ' | ' | ' | ' | ' |
Payments for Royalties | ' | ' | ' | ' | ' | ' | 93,400 | 86,400 |
Accrued License Fee | 106,600 | 113,600 | ' | ' | ' | ' | ' | ' |
Deffered Lease And Rental Expense | ' | ' | 69,600 | ' | 9,300 | ' | ' | ' |
Lease term | '3 years | ' | '35 years | ' | '15 years | ' | ' | ' |
Royalty Expense | $83,000 | $76,400 | ' | ' | ' | ' | ' | ' |
Related_Party_Transaction_Addi
Related Party Transaction - Additional Information (Detail) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2011 | Apr. 25, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
8% convertible promissory notes | Revolving Loan Agreement | Revolving Loan Agreement | Revolving Loan Agreement | 10% convertible redeemable preferred stock | Jacobson | Jacobson | Mr. Rose | Mr. Rose | Mr. Rose | Mr. Rose | Mr. Rose | Mr. Rose | Rose and Walters | Rose and Walters | Rose and Walters | Mr. Kronstadt | Samuel G. Rose | Tm Investments, Lp | Tm Investments, Lp | Tm Investments, Lp | Mltm Lending, Llc and The Ml Dynasty Trust | Mltm Lending, Llc and The Ml Dynasty Trust | Mltm Lending, Llc and The Ml Dynasty Trust | Mltm Lending, Llc and The Ml Dynasty Trust | Mltm Lending, Llc and The Ml Dynasty Trust | Mltm Lending, Llc and The Ml Dynasty Trust | Mltm Lending, Llc and The Ml Dynasty Trust | 3D Global Solutions Inc | |||
Common Stock | Cash | 10% convertible redeemable preferred stock | 10% convertible redeemable preferred stock | Common Stock | 12% Convertible Revolving Credit Agreement | 8% convertible promissory notes | Revolving Loan Agreement | Revolving Loan Agreement | 10% convertible redeemable preferred stock | 8% convertible promissory notes | 8% convertible promissory notes | 10% convertible redeemable preferred stock | 8% convertible promissory notes | Julie Walters | 10% convertible redeemable preferred stock | 10% convertible redeemable preferred stock | Common Stock | 8% convertible promissory notes | Revolving Loan Agreement | Revolving Loan Agreement | Mr. Rose | ||||||||||
Common Stock | Common Stock | Revolving Loan Agreement | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | ' | ' | ' | ' | ' | ' | ' | ' | 62,500 | ' | ' | ' | ' | ' | 500,000 | 10,898,200 | ' | ' | 10,898,200 | ' | ' | 750,000 | ' | ' | ' | ' | 10,096,100 | ' | ' | ' | ' |
Class Of Warrant Or Right Exercise Price Of Warrants Or Rights | ' | 1 | 0.6 | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' |
Minority interest ownership percentage by noncontrolling owners | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | 5.00% | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' |
Debt issued, principal amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,666,667 | ' | ' | ' | $4,359,300 | ' | ' | $1,666,667 | ' | ' | ' | ' | ' | ' | ' | $1,426,667 | ' | ' | ' | ' |
Debt instrument, interest rate, stated percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | 8.00% | ' | ' | 8.00% | ' | ' | ' | ' | ' | ' | ' | 8.00% | ' | ' | ' | ' |
Debt Instrument Payment Terms | ' | ' | 'The 8% Notes, including all outstanding principal and accrued and unpaid interest, are due and payable on the earlier of five years from date of issuance or upon the occurrence of an Event of Default (as defined in the 8% Notes). We may prepay the 8% Notes, in whole or in part, upon 60 calendar days prior written notice to the holders thereof. Interest accrues on the 8% Notes at a rate of 8.0% per annum, payable during the first three years that the 8% Notes are outstanding in shares of common stock, valued at the weighted average price of a share of common stock for the twenty consecutive trading days prior to the interest payment date, pursuant to the terms of the 8% Notes. During the fourth and fifth years that the 8% Notes are outstanding, interest that accrues under the 8% Notes shall be payable in cash. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant Terms | ' | ' | 'subject to adjustment as provided for by the terms thereof, for a period commencing on the date of issuance and ending on the earlier to occur of the date that is (i) three years after the date upon which the weighted average price of a share of Common Stock for the 90 consecutive trading days prior to such date is at least $2.00 per share, and (ii) five years after the date on which the 8% Notes to which the applicable 8% Note Warrant is related has been repaid in full. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Temporary Equity, issued | ' | 759,773 | ' | ' | ' | ' | ' | ' | 12,500 | ' | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 150,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from issuance of 10% convertible preferred stock, net | ' | 7,597,730 | ' | ' | ' | ' | ' | ' | 125,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock, dividend rate, percentage | ' | ' | ' | ' | ' | ' | 10.00% | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued during period shares stock | ' | ' | ' | ' | ' | ' | ' | 58,100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale Of Preferred Stock Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale Of Preferred Stock Value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares issued for dividend payments (in shares) | 181,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 464,500 | ' | ' | ' | ' | ' | ' | 692,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' |
Line of credit facility, interest rate during period | ' | ' | ' | 12.00% | 8.00% | 4.00% | ' | ' | ' | ' | 12.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility maximum amount outstanding during period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 466,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Conversion Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.40 | $0.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notes Payable, Current | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,359,300 | ' | ' | ' | ' | ' | ' | ' | 4,038,400 | ' | ' | ' | ' |
Debt Instrument Convertible Interest Expense Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 564,700 | ' | ' | 549,400 | ' | ' | ' | ' | ' | ' | ' | 510,800 | ' | ' | ' | ' |
Preferred Stock Conversion Price Per Share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility consecutive trading days | ' | ' | ' | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility revolving loan issued to lender | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,100 | ' | ' | 100,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,400 | ' | 100,000 | 200,000 | ' | ' |
Line of credit facility revolving loan issued total shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | ' | ' |
Line of credit facility, periodic payment, interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,300 | ' | ' | ' |
Preferred stock additional conversion price per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from lines of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' |
Line of credit facility, description | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '(i) 2% of the LC Sublimit in cash and (ii) shares of common stock, with an aggregate value of 4% of the LC Sublimit | ' | ' | ' |
Line of credit facility commission fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' |
Line of credit facility revolving shares of common stock for sublimit and commission fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,100 | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility revolving loan issued common stock due share | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Purchase obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $102,200 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 |
8% Convertible note | 8% convertible promissory notes | Subsequent Event | ||
Subsequent Event [Line Items] | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | $1,000,000 | ' | $1,700,000 |
Convertible Debt, Conversion Price | ' | $0.74 | ' | $0.40 |
Class Of Warrant Or Right, Number Of Securities Called By Warrants Or Rights | ' | ' | 4,250,000 | 900,901 |
Warrant Terms | ' | ' | ' | 'The 8% Note Warrants are exercisable at an exercise price of $0.60 per share of common stock, subject to adjustment as provided for by the terms thereof, for a period commencing on the date of issuance and ending on the earlier to occur of the date that is (i) three years after the date upon which the weighted average price of a share of Common Stock for the 90 consecutive trading days prior to such date is at least $2.00 per share, and (ii) five years after the date on which the 8% Notes to which the applicable 8% Note Warrant is related has been repaid in full |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | ' | 8.00% |
Class Of Warrant Or Right, Exercise Price Of Warrants Or Rights | 1 | 1.11 | ' | ' |
Debt Instrument, Payment Terms | ' | ' | ' | 'The 8% Notes, including all outstanding principal and accrued and unpaid interest, are due and payable on the earlier of five years from date of issuance or upon the occurrence of an Event of Default (as defined in the 8% Notes). We may prepay the 8% Notes, in whole or in part, upon 60 calendar days prior written notice to the holders thereof. Interest accrues on the 8% Notes at a rate of 8.0% per annum, payable during the first three years that the 8% Notes are outstanding in shares of common stock, valued at the weighted average price of a share of common stock for the twenty consecutive trading days prior to the interest payment date, pursuant to the terms of the 8% Notes. During the fourth and fifth years that the 8% Notes are outstanding, interest that accrues under the 8% Notes shall be payable in cash |