Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jun. 30, 2016 | Aug. 19, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AMERICAN POWER GROUP CORP | |
Entity Central Index Key | 932,699 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Smaller Reporting Company | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Entity Current Reporting Status | Yes | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 72,180,082 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Jun. 30, 2016 | Sep. 30, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 124,774 | $ 67,162 |
Certificates of deposit, restricted | 310,120 | 309,984 |
Accounts receivable, trade, less allowance for doubtful accounts of $69,353 and $12,657 as of June 30, 2016 and September 30, 2015, respectively | 257,315 | 779,020 |
Inventory | 505,823 | 540,994 |
Notes Receivable, Related Parties, Current | 497,190 | 737,190 |
Prepaid expenses | 322,280 | 144,100 |
Total current assets | 2,017,502 | 2,578,450 |
Property, plant and equipment, net | 3,862,536 | 3,739,053 |
Other assets: | ||
Seller’s note, related party | 797,387 | 797,387 |
Total intangible assets | 3,234,724 | 3,676,410 |
Other | 326,108 | 328,996 |
Total other assets | 4,358,219 | 4,802,793 |
Total assets | 10,238,257 | 11,120,296 |
Current liabilities: | ||
Accounts payable | 534,049 | 1,016,579 |
Accrued expenses | 1,609,871 | 819,196 |
Notes payable, current | 876,110 | 880,698 |
Convertible Notes Payable, Current | 0 | 2,475,000 |
Notes payable, related parties | 1,432,865 | 2,861,083 |
Obligations due under lease settlement, current | 181,704 | 68,518 |
Total current liabilities | 4,634,599 | 5,646,074 |
Notes Payable, Noncurrent | 1,987,564 | 2,205,031 |
Notes Payable, Related Parties, Noncurrent | 2,732,834 | 2,766,260 |
Warrant liability | 16,397 | 223,608 |
Obligations due under lease settlement, non-current | 256,929 | 505,540 |
Total liabilities | 9,628,323 | 11,346,513 |
Stockholders' equity (deficit): | ||
Preferred stock, $1.00 par value, 998,654 shares authorized, 0 shares issued and outstanding | 0 | 0 |
Common stock, $.01 par value, 350 million and 200 million shares authorized, 64,093,130 shares and 55,287,349 shares issued and outstanding at June 30, 2016 and September 30, 2015 | 640,932 | 552,874 |
Additional paid-in capital | 71,560,025 | 62,497,398 |
Accumulated deficit | (71,592,440) | (63,277,627) |
Total stockholders’ equity (deficit) | 609,934 | (226,217) |
Total liabilities and stockholders' equity (deficit) | 10,238,257 | 11,120,296 |
10% Convertible Preferred Stock [Member] | ||
Stockholders' equity (deficit): | ||
Preferred stock, $1.00 par value, 998,654 shares authorized, 0 shares issued and outstanding | 741 | 938 |
Series B 10% Convertible Preferred Stock | ||
Stockholders' equity (deficit): | ||
Preferred stock, $1.00 par value, 998,654 shares authorized, 0 shares issued and outstanding | 0 | 200 |
Series C Convertible Preferred Stock | ||
Stockholders' equity (deficit): | ||
Preferred stock, $1.00 par value, 998,654 shares authorized, 0 shares issued and outstanding | 52 | |
Series C Preferred Stock | ||
Stockholders' equity (deficit): | ||
Preferred stock, $1.00 par value, 998,654 shares authorized, 0 shares issued and outstanding | 0 | |
Series D Convertible Preferred Stock [Member] | ||
Stockholders' equity (deficit): | ||
Preferred stock, $1.00 par value, 998,654 shares authorized, 0 shares issued and outstanding | 22 | 0 |
Series D2 Convertible Preferred Stock [Member] | ||
Stockholders' equity (deficit): | ||
Preferred stock, $1.00 par value, 998,654 shares authorized, 0 shares issued and outstanding | 397 | $ 0 |
Series D3 Convertible Preferred Stock [Member] | ||
Stockholders' equity (deficit): | ||
Preferred stock, $1.00 par value, 998,654 shares authorized, 0 shares issued and outstanding | $ 205 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2016 | Sep. 30, 2015 |
Accounts receivable, trade, less allowance for doubtful accounts of $69,353 and $12,657 as of June 30, 2016 and September 30, 2015, respectively | $ 69,353 | $ 12,657 |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, shares authorized | 998,654 | 998,654 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 350,000,000 | 200,000,000 |
Common stock, shares issued | 64,093,130 | 55,287,349 |
Common stock, shares outstanding | 64,093,130 | 55,287,349 |
10% Convertible Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, shares authorized | 1,146 | 1,146 |
Preferred stock, shares issued | 741 | 938 |
Preferred stock, shares outstanding | 741 | 938 |
Series B 10% Convertible Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, shares authorized | 200 | 200 |
Preferred stock, shares issued | 0 | 200 |
Preferred stock, shares outstanding | 0 | 200 |
Series C Convertible Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 0 |
Preferred stock, shares authorized | 275 | 0 |
Preferred stock, shares issued | 52 | 0 |
Preferred stock, shares outstanding | 52 | 0 |
Series D Convertible Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 0 |
Preferred stock, shares authorized | 22 | 0 |
Preferred stock, shares issued | 22 | 0 |
Preferred stock, shares outstanding | 22 | 0 |
Series D2 Convertible Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 0 |
Preferred stock, shares authorized | 400 | 0 |
Preferred stock, shares issued | 397 | 0 |
Preferred stock, shares outstanding | 397 | 0 |
Series D3 Convertible Preferred Stock [Member] [Member] | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 0 |
Preferred stock, shares authorized | 210 | 0 |
Preferred stock, shares issued | 205 | 0 |
Preferred stock, shares outstanding | 205 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net sales | $ 524,194 | $ 555,662 | $ 1,627,370 | $ 2,086,027 |
Cost of sales | 706,017 | 686,259 | 2,416,800 | 2,132,319 |
Gross (loss) | (181,823) | (130,597) | (789,430) | (46,292) |
Operating expenses: | ||||
Selling, general and administrative | 1,191,915 | 1,060,352 | 3,182,949 | 3,014,035 |
Operating loss from continuing operations | (1,373,738) | (1,190,949) | (3,972,379) | (3,060,327) |
Non operating income (expense) | ||||
Interest and financing costs | (223,608) | (83,259) | (608,367) | (216,464) |
Interest - discount on contingent convertible promissory notes - warrants | 0 | 0 | (906,874) | 0 |
Interest - discount on contingent convertible promissory notes - beneficial conversion feature | 0 | 0 | (649,813) | 0 |
Interest income | 33,248 | 10,935 | 112,061 | 33,094 |
Warrant extension expense | 0 | 454,253 | 0 | 454,253 |
Revaluation of warrants | 5,890 | 153,658 | 207,211 | 5,955,900 |
Other, net | 105,512 | (33,632) | 13,400 | (139,037) |
Non operating expense, net | (78,958) | (406,551) | (1,832,382) | 5,179,240 |
Net (loss) income | (1,452,696) | (1,597,500) | (5,804,761) | 2,118,913 |
Net (loss) income available to Common stockholders | $ (2,086,042) | $ (1,888,188) | $ (8,314,813) | $ 883,183 |
Net (loss) income per share – basic and diluted | $ (0.02) | $ (0.03) | $ (0.10) | $ 0.04 |
Net (loss) income attributable to Common stockholders per share – basic and diluted | $ (0.03) | $ (0.04) | $ (0.14) | $ 0.01 |
Weighted Average Number of Shares Outstanding, Basic | 60,125,301 | 51,817,855 | 57,689,136 | 51,254,261 |
Weighted Average Number of Shares Outstanding, Diluted | 60,125,301 | 51,817,855 | 57,689,136 | 51,254,261 |
10% Convertible Preferred Stock [Member] | ||||
Non operating income (expense) | ||||
Convertible preferred dividends | $ (339,600) | $ (290,688) | $ (959,128) | $ (841,099) |
Net loss per Common share - Preferred dividend | $ (0.01) | $ (0.01) | $ (0.01) | $ (0.02) |
Series B 10% Convertible Preferred Stock | ||||
Non operating income (expense) | ||||
Convertible preferred dividends | $ 0 | $ 0 | $ 0 | $ (394,631) |
Net loss per Common share - Preferred dividend | $ 0 | $ 0 | $ 0 | $ (0.01) |
Series D Convertible Preferred Stock [Member] | ||||
Non operating income (expense) | ||||
Convertible preferred dividends | $ (293,746) | $ 0 | $ (1,550,924) | $ 0 |
Net loss per Common share - Preferred dividend | $ 0 | $ 0 | $ (0.03) | $ 0 |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Changes in Stockholders' Equity (Deficit) - 9 months ended Jun. 30, 2016 - USD ($) | Total | Series C Convertible Preferred Stock | Series D Convertible Preferred Stock [Member] | Preferred Stock10% Convertible Preferred Stock [Member] | Preferred StockSeries C Convertible Preferred Stock | Preferred StockSeries D Convertible Preferred Stock [Member] | Common Stock [Member] | Additional Paid In Capital [Member] | Additional Paid In Capital [Member]Series D Convertible Preferred Stock [Member] | Accumulated Deficit [Member] | Accumulated Deficit [Member]Series D Convertible Preferred Stock [Member] |
Beginning balance (in shares) at Sep. 30, 2015 | 1,138 | 55,287,349 | |||||||||
Beginning balance at Sep. 30, 2015 | $ (226,217) | $ 1,138 | $ 552,874 | $ 62,497,398 | $ (63,277,627) | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||
Compensation expense associated with stock options | 130,710 | 130,710 | |||||||||
Warrants issued for services rendered | 38,912 | 38,912 | |||||||||
Common stock issued for expenses, shares | 455,270 | ||||||||||
Common stock issued for expenses | 46,527 | $ 4,553 | 41,974 | ||||||||
Common stock issued for related party note payment, shares | 1,209,857 | ||||||||||
Common stock issued for related party note payment | 169,379 | $ 12,098 | 157,281 | ||||||||
Sale of Series B Preferred Stock, net of fees (in shares) | 257 | 22 | |||||||||
Issuance of Series C Convertible Preferred stock, net of fees | 2,569,515 | $ 2,569,515 | $ 2,150,597 | $ 257 | $ 22 | 2,569,258 | $ 2,150,575 | ||||
Series D Convertible Preferred stock beneficial conversion feature | $ 1,550,924 | $ (1,550,924) | |||||||||
Interest - discount on contingent convertible promissory notes - beneficial conversion feature | 649,813 | 649,813 | |||||||||
Interest - discount on contingent convertible promissory notes - warrants | $ 906,874 | 906,874 | |||||||||
Common stock issued for 10% Convertible Preferred stock dividend (in shares) | 7,140,654 | 7,140,654 | |||||||||
Common stock issued for 10% Convertible Preferred stock dividend | $ 85,712 | 1,556,687 | $ 71,407 | 866,306 | (852,001) | ||||||
Preferred stock dividends accrued but not paid | (107,127) | $ (649,813) | (107,127) | ||||||||
Net loss | (5,804,761) | (5,804,761) | |||||||||
Ending balance (in shares) at Jun. 30, 2016 | 1,417 | 64,093,130 | |||||||||
Ending balance at Jun. 30, 2016 | $ 609,934 | $ 1,417 | $ 640,932 | $ 71,560,025 | $ (71,592,440) |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net (loss) income | $ (5,804,761) | $ 2,118,913 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Revaluation of warrants | (207,211) | (5,955,900) |
Warrant extension expense | 0 | 454,253 |
Interest - discount on contingent convertible promissory notes - warrants | 906,874 | 0 |
Interest - discount on contingent convertible promissory notes - beneficial conversion feature | 649,813 | 0 |
Inventory valuation allowance | 23,796 | 0 |
Shares issued in lieu of wages | 46,527 | 0 |
Loss on disposal of property and equipment | (11,004) | (19,448) |
Depreciation expense | 297,820 | 221,608 |
Amortization of warrants issued for services | 6,180 | 0 |
Amortization of deferred financing costs | 35,811 | 6,810 |
Stock compensation expense | 130,710 | 20,049 |
Provision for bad debts | 56,696 | 11,867 |
Amortization of software costs | 544,727 | 443,269 |
Amortization of long term contracts | 60,000 | 37,500 |
Amortization of purchased technology | 37,500 | 37,500 |
(Increase) decrease in assets: | ||
Accounts receivable | 465,009 | 1,142,841 |
Inventory | 11,375 | 39,325 |
Prepaid and other current assets | (48,037) | 93,227 |
Other assets | (32,923) | (30,402) |
(Decrease) increase in liabilities: | ||
Accounts payable | (594,395) | (363,422) |
Accrued expenses | 828,022 | (135,612) |
Net cash used in operating activities | (2,575,463) | (1,838,726) |
Cash flows from investing activities: | ||
Proceeds from Sale of Machinery and Equipment | 38,000 | 3,500 |
Payments to acquire note receivable | 0 | (737,190) |
Proceeds from Collection of Notes Receivable | 50,000 | 0 |
Software development costs | 181,742 | 174,197 |
Software development costs | (187,241) | (367,959) |
Net cash used in investing activities | (280,983) | (1,275,846) |
Cash flows from financing activities: | ||
Proceeds from contingent convertible promissory notes | 0 | 2,475,000 |
Proceeds from Line of Credit | 200,000 | 500,000 |
Repayment of notes payable | (519,602) | (225,827) |
Proceeds from Related Party Debt | 1,140,000 | 0 |
Repayments of notes payable, related party | (56,937) | (198,500) |
Payment of cash dividend on 10% Convertible Preferred stock | 0 | (433,392) |
Net cash provided by financing activities | 2,914,058 | 4,065,400 |
Net increase (decrease) in cash and cash equivalents | 57,612 | 950,828 |
Cash and cash equivalents at beginning of year | 67,162 | 126,420 |
Cash and cash equivalents at end of period | 124,774 | 1,077,248 |
Supplemental cash flow information: | ||
Interest paid | 468,482 | 193,147 |
Contingent convertible promissory notes and accrued interest converted into Series C Convertible Preferred Stock | 2,569,515 | |
Refinancing of note payable | 0 | 2,567,000 |
Reclassification into additional paid in capital due to waived down-round provision right | 0 | 1,193,846 |
Warrants issued | 38,912 | 694,632 |
Shares issued for preferred stock dividend | 231,331 | 405,564 |
Common stock issued for expenses | 46,527 | 18,049 |
Equipment received in lieu of payment on note receivable | 190,000 | |
Refinancing of related party note | 0 | 150,000 |
Insurance premiums financed with short-term debt | 97,547 | 101,656 |
Dividends included in accrued expenses | 107,127 | 2,143 |
Capitalized interest included in construction in progress | 68,480 | 0 |
Software development costs included in accounts payable | 13,300 | 34,668 |
Bank fees financed with long-term debt | 0 | 30,000 |
Fixed assets included in accounts payable | 30,085 | 0 |
Common stock issued for related party note payment | 169,379 | 0 |
Series C Convertible Preferred Stock | ||
Supplemental cash flow information: | ||
Contingent convertible promissory notes and accrued interest converted into Series C Convertible Preferred Stock | 2,569,515 | 0 |
Series B Preferred Stock [Member] | ||
Cash flows from financing activities: | ||
Proceeds from sale of Series Convertible Preferred stock, net of fees | 0 | 1,948,119 |
Series B 10% Convertible Preferred Stock | ||
Supplemental cash flow information: | ||
Conversion of Stock, Amount Converted | $ 0 | $ 394,631 |
Nature of Operations, Risks, an
Nature of Operations, Risks, and Uncertainties | 9 Months Ended |
Jun. 30, 2016 | |
Nature of Operations, Risks, and Uncertainties Disclosure [Abstract] | |
Nature of Operations, Risks, and Uncertainties | Nature of Operations, Risks, and Uncertainties American Power Group Corporation (together with its subsidiaries “we”, “us” or “our”) was originally founded in 1992 and has operated as a Delaware corporation since 1995. Recent Developments On October 21, 2015, our Subordinated Contingent Convertible Promissory Notes in the aggregate principal amount $2,475,000 , together with all accrued but unpaid interest thereon, automatically converted into approximately 257 shares of our Series C Convertible Preferred Stock at a conversion price of $10,000 per share. Each share of Series C Preferred Stock is convertible, at any time at the option of any holder, into 50,000 shares of Common Stock; at an initial conversion price of $0.20 per share. (See Note 11) On January 8, 2016, we sold 22 shares of Series D Convertible Preferred Stock for gross proceeds of $2.2 million to several existing shareholders and entities affiliated with several members of our Board of Directors and issued warrants to purchase up to 44,000,000 shares of our Common Stock at an exercise price of $.10 per share. (See Note 15). On April 15, 2016, Iowa State Bank agreed to extend the maturity of our $500,000 Revolving Line of Credit to April 15, 2017. On May 13, 2016, our shareholders approved the 2016 Stock Option Plan and approved an amendment to the Restated Certificate of Incorporation to increase the number of authorized shares of Common Stock from 200,000,000 to 350,000,000 . As of July 31, 2016, we have an industry-leading 497 overall approvals from the Environmental Protection Agency ("EPA") including 41 approvals for engine families with SCR (selective catalytic reduction) technology. We believe that of the approximately 3 million Class 8 trucks operating in North America, an estimated 600,000 to 700,000 Class 8 trucks fall into the Inside Useful Life ("IUL") designation. We received State of California Air Resources Board ("CARB") Executive Order (“E.O.”) Certifications for specific Volvo/Mack D-13/MP8 and Cummins ISX engine models within the 2010-2012 model years for the heavy-duty diesel engine family ranging from 375HP to 600HP. Nature of Operations, Risks, and Uncertainties Dual Fuel Technology Subsidiary - American Power Group, Inc. Our patented dual fuel conversion system is a unique external fuel delivery enhancement system that converts existing diesel engines into more efficient and environmentally friendly engines that have the flexibility, depending on the circumstances, to run on: • Diesel fuel and compressed natural gas (CNG) or liquefied natural gas (LNG); • Diesel fuel and pipeline gas, well-head gas or approved bio-methane; or • 100% diesel. Our proprietary technology seamlessly displaces up to 75% (average displacement ranges from 40% to 65% ) of the normal diesel fuel consumption with various forms of natural gas. Installation requires no engine modification, unlike the more expensive fuel injected alternative fuel systems in the market. By displacing highly polluting and expensive diesel fuel with inexpensive, abundant and cleaner burning natural gas, a user can: • Reduce fuel and operating costs by 5% to 15% ; • Reduce toxic emissions such as nitrogen oxide (NOX), carbon monoxide (CO) and fine particulate emissions; and • Enhance the engine’s operating life, since natural gas is a cleaner burning fuel source. Primary end market applications include both primary and back-up diesel generators as well as heavy-duty vehicular diesel engines. Wellhead Gas Flare Capture and Recovery Services Division - Trident NGL Services, a division of American Power Group, Inc. When oil is extracted from shale, a mixture of hydrocarbon gases (methane, ethane, propane, butane, pentane and other heavy gases) reach the surface at each well site. These gases are either gathered in low-pressure pipelines for downstream natural gas liquids ("NGL") and methane extraction by large mid-stream processing companies or flared into the atmosphere when the gas-gathering infrastructure is too far away (remote well sites) or the pipeline is insufficient to accommodate the volumes of associated gas (stranded well sites). Many areas in North America are facing significant state imposed penalties and restrictions associated with the elimination of flared well head gas by oil and gas production companies. In August 2015, we entered the flare gas capture and recovery business under an exclusive license of a proprietary next generation NGL compression/refrigeration process from Trident Resources, LLC. The proprietary Trident NGL capture and recovery process captures and converts a higher percent of the gases at these remote and stranded well sites, with its mobile and modular design, when compared to other competitive capture technologies. NGL’s can be sold to a variety of end markets for heating, emulsifiers, or as a combined NGL liquid called Y Grade that can be sold to midstream companies that separate the liquids into their final commodities. The majority of the remaining associated gas is comprised of methane which is currently not sold but, if further processed, can produce pipeline grade natural gas for use in stationary and vehicular engines utilizing APG’s Fueled By Flare™ dual fuel solution. This process is designed to capture and separate the methane flare in order to produce a premium quality natural gas capable of being compressed and used for many natural gas applications including both stationary and vehicular APG dual fuel conversions. Recent low oil prices have impacted both the number of potential well sites as well as the price we are paid for the resulting NGLs, prompting us to idle our flare recovery systems pending improvement in both metrics. As a result, operations from our Natural Gas Liquids Division were not significant during the nine months ended June 30, 2016 . We have restructured and reduced our near term Trident obligations in anticipation of this potential idling of the units to conserve resources. We have seen an increase in requests for service quotes in the past quarter as oil prices have improved, with the weighted average NGL component pricing up approximately 42% from their January 2016 lows. Liquidity and Management's Plans As of June 30, 2016 , we had $434,894 in cash, cash equivalents and restricted certificates of deposit and a working capital deficit of $2,617,097 . The accompanying financial statements have been prepared on a basis that assumes we will continue as a going concern and that contemplates the continuity of operations, realization of assets and the satisfaction of liabilities and commitments in the normal course of business. We continue to incur recurring losses from operations, which raises substantial doubt about our ability to continue as a going concern unless we secure additional capital to fund our operations as well as implement initiatives to reduce our cash burn in light of lower diesel/natural gas price spreads and the impact it has had on our business as well as the slower than anticipated ramp of our flare capture and recovery business. The accompanying financial statements do not include any adjustments that might result from the outcome of the uncertainty. Management understands that our continued existence is dependent on our ability to generate positive operating cash flow, achieve profitability on a sustained basis and generate improved performance. Based on the information discussed below, our fiscal 2016 operating plan, the cash saving initiatives that have been implemented below and anticipated cash flows from operations, we believe we will have sufficient resources to satisfy our cash requirements through the fourth quarter of fiscal 2016. In order to ensure the future viability of American Power Group beyond that point, management has implemented or is in the process of implementing the following actions: A. Series D Convertible Preferred Stock Private Placement On January 8, 2016, we completed a $2.2 million private placement of Series D Convertible Preferred Stock with accredited investors affiliated with several members of our Board of Directors and shareholders. In addition, we issued warrants to purchase 44 million shares of Common Stock at $.10 which do not contain a cashless exercise provision. Pursuant to the terms of the offering, the investors are required to exercise all Series D warrants before exercising any other warrants they or their affiliates own (all containing cashless provisions). In addition, all minority Series D investors are required to match on a pro-rata basis the exercise of any warrants by the majority investor or lose those warrants to the majority investor. We are currently in advanced discussions with the Series D investors regarding a potential infusion of additional capital into the Company, the form and terms of which has not yet been determined. There can be no assurance that such funding will ultimately be available to us on favorable terms or at all. B. Deferment of WPU Leasing Payments and Cash Dividend Payments In January 2016, we reached an agreement pursuant to which WPU Leasing agreed to defer cash payments on approximately 70% of the $1.9 million of debt outstanding through December 1, 2016, which reduces our cash outflow commitments by approximately $500,000 during fiscal 2016. WPU Leasing also has the option starting June 30, 2016 of taking these payments in shares of our Common Stock which would again positively impact our cash flow position going forward. As of June 30, 2016 one member did agree to accept shares of Common Stock for approximately $169,000 of past due amounts. (See Note 11) Our Board of Directors has determined that our cash resources are not currently sufficient to permit the payment of cash dividends in respect of the 10% Convertible Preferred Stock and the Series B 10% Convertible Preferred Stock. The Board of Directors has therefore determined to suspend the payment of cash dividends, commencing with the dividend payable on September 30, 2015, until such time as the Board of Directors determines that we possess funds legally available for the payment of dividends. Holders of approximately 69% of the 10% Convertible Preferred Stock and 100% of the Series B 10% Convertible Preferred Stock have agreed to defer cash payments indefinitely. During the nine months ended June 30, 2016, Preferred Stock holders agreed to accept 7,140,654 shares of our Common Stock valued at $937,713 in lieu of cash for dividends representing approximately 98% of dividends due and payable during the period. C. Amendment of Trident Promissory Note In December 2015, we amended the terms of the $1.716 million of secured notes payable to Trident Resources pursuant to which we consolidated the two notes into one and are not required to make any payments under the note until such time as the two purchased NGL processing systems are producing a minimum of 200,000 gallons of saleable product on a monthly basis. The original notes would have required cumulative payments through September 2016 of approximately $900,000 which based on our fiscal 2016 operating plan has been reduced to $240,000 . D. Iowa State Bank Working Capital Line of Credit and Potential Restructuring Discussions Iowa State Bank has agreed to extend our working capital line of credit from April 15, 2016 to April 15, 2017. In addition, we are currently in advanced discussions with Iowa State Bank regarding a potential restructuring of our obligations due the bank which could positively impact our financial condition and cash flows on a go forward basis. In conjunction with these discussions, Iowa State Bank has agreed to allow us to defer all interest and principal payments due starting in May 2016 pending completion of these discussions. (See Note 10). There can be no assurance that such restructuring will ultimately happen or if it does, on favorable terms. E. 10% Notes Payable Related Party and $1.5 million Private Placement During the three months ended June 30, 2016, an entity affiliated with one of our Directors loaned us $640,000 , in aggregate under several unsecured promissory notes, bearing interest at 10% which were due July 31, 2016 but subsequently converted all principal and unpaid interest into our July 5, 2016 private placement described below. During July 2016, an entity affiliated with another Director loaned us $200,000 , in aggregate under the same terms with maturities ranging from July 31, 2016 to September 30, 2016. In July 2016, the entity converted $100,000 due July 31, 2016 along with unpaid interest into the July 5, 2016 private placement noted below. On July 5, 2016, our Board of Directors approved a $1.5 million private placement of units consisting of one share of Common Stock and a warrant to purchase one share of common stock. As of August 22, 2016, we have sold units totaling approximately $1,195,000 to a group of accredited investors including a Director and two entities affiliated with two other Directors who agreed to convert $744,911 due under certain notes payable described above. As a result, we have issued approximately 8,087,000 shares of Common Stock at prices ranging from $.14 to $.17 per share and warrants to purchase the same number of shares of Common Stock at exercise prices ranging from $.14 to $.17 . |
Basis of Presentation Basis of
Basis of Presentation Basis of Presentation | 9 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of American Power Group Corporation and our wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The accompanying interim financial statements at June 30, 2016 are unaudited and should be read in conjunction with the financial statements and notes thereto for the fiscal year ended September 30, 2015 included in our Annual Report on Form 10-K. The balance sheet at September 30, 2015 has been derived from the audited financial statements as of that date; certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the Securities and Exchange Commission rules and regulations, although we believe the disclosures which have been made herein are adequate to ensure that the information presented is not misleading. The results of operations for the interim periods reported are not necessarily indicative of those that may be reported for a full year. In our opinion, all adjustments which are necessary for a fair statement of our financial position as of June 30, 2016 and the operating results for the interim periods ended June 30, 2016 and 2015 have been included. |
Certificates of Deposit
Certificates of Deposit | 9 Months Ended |
Jun. 30, 2016 | |
Certificates of Deposit [Abstract] | |
Certificates of Deposit | Certificates of Deposit All certificate of deposit investments have an original maturity of more than three months but less than three years and are stated at original purchase price which approximates fair value. As of June 30, 2016 and September 30, 2015 , respectively, we have pledged a $310,120 and $ 309,984 certificate of deposit as collateral for outstanding loans with Iowa State Bank. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 9 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements Going Concern . In August 2014, the FASB issued Accounting Standard Update No. 2014-15 “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (ASU No. 2014-15), which amends FASB Accounting Standards Codification 205 “Presentation of Financial Statements.” This update requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. ASU No. 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. We are currently evaluating the impact that the adoption of this new accounting guidance will have on our results of operations, cash flows and financial position. Leases. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which requires, among other things, a lessee to recognize a liability representing future lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term. For operating leases, a lessee will be required to recognize at inception a right-of-use asset and a lease liability equal to the net present value of the lease payments, with lease expense recognized over the lease term on a straight-line basis. For leases with a term of twelve months or less, ASU 2016-02 allows a reporting entity to make an accounting policy election to not recognize a right-of-use asset and a lease liability, and to recognize lease expense on a straight-line basis. ASU No. 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted. Upon adoption, a reporting entity should apply the provisions of ASU 2016-02 at the beginning of the earliest period presented using a modified retrospective approach, which includes certain optional practical expedients that an entity may elect to apply. We are currently evaluating the impact that the adoption of this new accounting guidance will have on our results of operations, cash flows and financial position. Revenue Standard’s Principal-Versus-Agent Guidance. In March 2016, the FASB issued ASU No. 2016-08, Revenue Recognition: Clarifying the new Revenue Standard’s Principal-Versus-Agent Guidance (“ASU 2016-18”). The standard amends the principal-versus-agent implementation guidance and illustrations in the FASB’s new revenue standard (ASU 2014-09). ASU 2016-08 clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. As defined in the ASU, a specified good or service is “a distinct good or service (or a distinct bundle of goods or services) to be provided to the customer”. Therefore, for contracts involving more than one specified good or service, the Company may be the principal in one or more specified goods or services and the agent for others. The new standard has the same effective date as ASU 2014-09, as amended by the one-year deferral and early adoption provisions in ASU 2015-14. In addition, entities are required to adopt ASU 2016-08 by using the same transition method they used to adopt the new revenue standard. We are currently evaluating the impact that the adoption of this new accounting guidance will have on our results of operations, cash flows and financial position. Share-Based Compensation . In April 2016, the FASB issued ASU No. 2016-09, “Compensation-Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting”. Under ASU No. 2016-09, companies will no longer record excess tax benefits and certain tax deficiencies in additional paid-in capital (“APIC”). Instead, they will record all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement and the APIC pools will be eliminated. In addition, ASU No. 2016-09 eliminates the requirement that excess tax benefits be realized before companies can recognize them. ASU No. 2016-09 also requires companies to present excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. Furthermore, ASU No. 2016-09 will increase the amount an employer can withhold to cover income taxes on awards and still qualify for the exception to liability classification for shares used to satisfy the employer’s statutory income tax withholding obligation. An employer with a statutory income tax withholding obligation will now be allowed to withhold shares with a fair value up to the amount of taxes owed using the maximum statutory tax rate in the employee’s applicable jurisdiction(s). ASU No. 2016-09 requires a company to classify the cash paid to a tax authority when shares are withheld to satisfy its statutory income tax withholding obligation as a financing activity on the statement of cash flows. Under current GAAP, it was not specified how these cash flows should be classified. In addition, companies will now have to elect whether to account for forfeitures on share-based payments by (1) recognizing forfeitures of awards as they occur or (2) estimating the number of awards expected to be forfeited and adjusting the estimate when it is likely to change, as is currently required. The Amendments of this ASU are effective for reporting periods beginning after December 15, 2016, with early adoption permitted but all of the guidance must be adopted in the same period. We are currently evaluating the impact that the adoption of this new accounting guidance will have on our results of operations, cash flows and financial position. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Going Concern . In August 2014, the FASB issued Accounting Standard Update No. 2014-15 “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern” (ASU No. 2014-15), which amends FASB Accounting Standards Codification 205 “Presentation of Financial Statements.” This update requires management to assess an entity’s ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. ASU No. 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. We are currently evaluating the impact that the adoption of this new accounting guidance will have on our results of operations, cash flows and financial position. Leases. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which requires, among other things, a lessee to recognize a liability representing future lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term. For operating leases, a lessee will be required to recognize at inception a right-of-use asset and a lease liability equal to the net present value of the lease payments, with lease expense recognized over the lease term on a straight-line basis. For leases with a term of twelve months or less, ASU 2016-02 allows a reporting entity to make an accounting policy election to not recognize a right-of-use asset and a lease liability, and to recognize lease expense on a straight-line basis. ASU No. 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, with early adoption permitted. Upon adoption, a reporting entity should apply the provisions of ASU 2016-02 at the beginning of the earliest period presented using a modified retrospective approach, which includes certain optional practical expedients that an entity may elect to apply. We are currently evaluating the impact that the adoption of this new accounting guidance will have on our results of operations, cash flows and financial position. Revenue Standard’s Principal-Versus-Agent Guidance. In March 2016, the FASB issued ASU No. 2016-08, Revenue Recognition: Clarifying the new Revenue Standard’s Principal-Versus-Agent Guidance (“ASU 2016-18”). The standard amends the principal-versus-agent implementation guidance and illustrations in the FASB’s new revenue standard (ASU 2014-09). ASU 2016-08 clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. As defined in the ASU, a specified good or service is “a distinct good or service (or a distinct bundle of goods or services) to be provided to the customer”. Therefore, for contracts involving more than one specified good or service, the Company may be the principal in one or more specified goods or services and the agent for others. The new standard has the same effective date as ASU 2014-09, as amended by the one-year deferral and early adoption provisions in ASU 2015-14. In addition, entities are required to adopt ASU 2016-08 by using the same transition method they used to adopt the new revenue standard. We are currently evaluating the impact that the adoption of this new accounting guidance will have on our results of operations, cash flows and financial position. Share-Based Compensation . In April 2016, the FASB issued ASU No. 2016-09, “Compensation-Stock Compensation (Topic 718), Improvements to Employee Share-Based Payment Accounting”. Under ASU No. 2016-09, companies will no longer record excess tax benefits and certain tax deficiencies in additional paid-in capital (“APIC”). Instead, they will record all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement and the APIC pools will be eliminated. In addition, ASU No. 2016-09 eliminates the requirement that excess tax benefits be realized before companies can recognize them. ASU No. 2016-09 also requires companies to present excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. Furthermore, ASU No. 2016-09 will increase the amount an employer can withhold to cover income taxes on awards and still qualify for the exception to liability classification for shares used to satisfy the employer’s statutory income tax withholding obligation. An employer with a statutory income tax withholding obligation will now be allowed to withhold shares with a fair value up to the amount of taxes owed using the maximum statutory tax rate in the employee’s applicable jurisdiction(s). ASU No. 2016-09 requires a company to classify the cash paid to a tax authority when shares are withheld to satisfy its statutory income tax withholding obligation as a financing activity on the statement of cash flows. Under current GAAP, it was not specified how these cash flows should be classified. In addition, companies will now have to elect whether to account for forfeitures on share-based payments by (1) recognizing forfeitures of awards as they occur or (2) estimating the number of awards expected to be forfeited and adjusting the estimate when it is likely to change, as is currently required. The Amendments of this ASU are effective for reporting periods beginning after December 15, 2016, with early adoption permitted but all of the guidance must be adopted in the same period. We are currently evaluating the impact that the adoption of this new accounting guidance will have on our results of operations, cash flows and financial position. |
Receivables
Receivables | 9 Months Ended |
Jun. 30, 2016 | |
Receivables [Abstract] | |
Receivables | Receivables Accounts Receivable Accounts receivable are carried at original invoice amount less an estimate made for doubtful accounts. Management determines the allowance for doubtful accounts by regularly evaluating past due individual customer receivables and considering a customer’s financial condition, credit history, and the current economic conditions. Individual accounts receivable are written off when deemed uncollectible, with any future recoveries recorded as income when received. Note Receivable, Related Party On June 30, 2015, we entered into a Loan and Security Agreement with Trident Resources LLC, pursuant to which we loaned Trident $737,190 under the terms of a 6% senior secured demand promissory note due September 30, 2015. The note is secured by a first priority security interest in all of Trident’s assets and has been guaranteed on a secured basis by Trident’s sole owner. On December 1, 2015, we amended and restated the note to extend the maturity until December 31, 2015 and provide for certain additional penalties in the event of any default under such note, including a 5.0% penalty for late payment. In October 2015, Trident repaid $240,000 , of the outstanding principal balance including $50,000 in cash and equipment valued at $190,000 . As of June 30, 2016 , the outstanding unpaid principal balance was $497,190 and accrued but unpaid interest and late fees were approximately $90,041 . As of August 22, 2016 Trident has made no additional payments. We are evaluating our alternatives but believe the value of the collateral pledged by Trident equals or exceeds the balance due and therefore believe no reserve for uncollectiblity is necessary as of June 30, 2016. Seller’s Note Receivable, Related Party In conjunction with the July 2009 acquisition of substantially all the American Power Group operating assets we acquired a promissory note from the previous owners of American Power Group (renamed M&R Development, Inc.), payable to us, in the principal amount of $797,387 . The note bears interest at the rate of 5.5% per annum and was based on the difference between the assets acquired and the consideration given. M&R is not required to make any payments under the note until such time as we begin to make royalty payments under our technology license (see Note 7) and at that time, the aggregate principal amount due under the note is to be paid in eight equal quarterly payments plus interest. Those payments will be limited to a maximum of 50% of any royalty payment due M&R on a quarterly basis. No payments have been made under the amended note as of June 30, 2016 . We have classified 100% of the balance as long term. We consider this a related party note as one of the former owners of American Power Group is now an employee of ours. |
Intangible Assets
Intangible Assets | 9 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets consist of the following: June 30, September 30, Long term contracts, net $ 426,667 $ 486,667 Purchased technology, net 154,167 191,667 Software development costs, net 2,653,890 2,998,076 Total intangible assets $ 3,234,724 $ 3,676,410 We review intangibles for impairment annually, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of our intangible assets below their carrying value. In conjunction with the exclusive license agreement from Trident, we recognized $300,000 associated with the execution of the agreement. The value is being amortized on a straight line basis over an estimated useful life of 120 months. Amortization expense associated with the long term technology license agreement for the three months and nine months ended June 30, 2016 , respectively was $7,500 and $22,500 . There was $ 0 amortization for the three months and nine months ended June 30, 2015. Accumulated amortization was $27,500 at June 30, 2016 and $5,000 at September 30, 2015 . In conjunction with the American Power Group acquisition and license agreement, we recorded intangible assets of $500,000 associated with the execution of a long term technology license agreement and $500,000 associated with the purchase of the dual fuel conversion technology. Both values are being amortized on a straight line basis over an estimated useful life of 120 months. Amortization expenses associated with the long term technology license agreement and the purchased dual fuel conversion technology amounted to $25,000 and $75,000 for the three months and nine months ended June 30, 2016 and 2015 , respectively. Accumulated amortization was $691,667 at June 30, 2016 and $616,667 at September 30, 2015 . The monthly royalty due under the technology license agreement is the lesser of 10% of net sales or 30% of pre-royalty EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization). No royalties will be earned or due until such time as our cumulative EBITDA commencing April 1, 2012 is positive on a cumulative basis. During the three months and nine months ended June 30, 2016 and 2015 , we incurred $0 royalties to M&R. A critical component of our dual fuel aftermarket conversion solution is the internally developed software component of our electronic control unit. The software allows us to seamlessly and constantly monitor and control the various gaseous fuels to maximize performance and emission reduction while remaining within all original OEM diesel engine performance parameters. We have developed a base software application and EPA testing protocol for both our Outside Useful Life ("OUL") and Intermediate Useful Life ("IUL") engine applications, which will be customized for each engine family approved in order to maximize the performance of the respective engine family. As of June 30, 2016 , we have capitalized $4,575,789 of software development costs associated with our OUL ( $1,917,220 ) and IUL ($ 2,658,569 ) applications, which will be amortized on a straight line basis over an estimated useful life of 60 months for OUL applications and 84 months for IUL applications. Amortization costs for the three months and nine months ended June 30, 2016 and 2015 were $183,427 and $544,727 , and $161,055 and $443,269 , respectively. Accumulated amortization was $1,921,899 at June 30, 2016 and $1,377,172 at September 30, 2015 . Amortization expense associated with intangibles during the next five years is anticipated to be: NGL Services Dual Fuel Twelve months ending June 30: Contracts Contracts Technology Software Development Total 2017 $ 30,000 $ 50,000 $ 50,000 $ 749,565 $ 879,565 2018 30,000 50,000 50,000 625,521 755,521 2019 30,000 50,000 50,000 408,185 538,185 2020 30,000 4,167 4,167 336,000 374,334 2021 30,000 — — 313,640 343,640 2022 and thereafter 122,500 — — 220,979 343,479 $ 272,500 $ 154,167 $ 154,167 $ 2,653,890 $ 3,234,724 |
Inventory
Inventory | 9 Months Ended |
Jun. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Raw material inventory primarily consists of dual fuel conversion components. Work in progress includes materials, labor and direct overhead associated with incomplete dual fuel conversion projects. As of June 30, 2016 and September 30, 2015 , we recorded an inventory valuation allowance of $217,433 and $193,637 . All inventory is valued at the lower of cost or market on the first-in first-out (FIFO) method. Inventory consists of the following: June 30, September 30, Raw materials $ 410,912 $ 514,041 Work in progress 34,679 25,784 Finished goods 60,232 1,169 Total inventory $ 505,823 $ 540,994 |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment consist of the following: June 30, September 30, Estimated Useful Lives Leasehold improvements $ 127,087 $ 127,087 5 years Machinery and equipment 3,257,681 3,342,202 3 - 10 years Construction in progress 1,902,654 1,436,908 Less accumulated depreciation (1,424,886 ) (1,167,144 ) $ 3,862,536 $ 3,739,053 |
Notes Payable_Credit Facilities
Notes Payable/Credit Facilities | 9 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Notes Payable/Credit Facilities | Notes Payable/Credit Facilities The following summarizes our notes payable as of June 30, 2016 and September 30, 2015 . June 30, September 30, Due Date Interest Rate Iowa State Bank, line of credit $ 500,000 $ 500,000 April 15, 2017 8% Iowa State Bank, notes payable 2,334,052 2,541,414 October 15, 2021 8% Other unsecured term notes payable 29,622 44,315 February 27, 2017 3.54% 2,863,674 3,085,729 Less current portion (876,110 ) (880,698 ) Notes payable, non-current portion $ 1,987,564 $ 2,205,031 Credit Facilities In October 2014 , we entered into a loan agreement and new working capital line of credit with Iowa State Bank in which we refinanced approximately $2,567,000 due to the bank under an existing loan agreement, $30,000 for transaction fees and $150,000 due one of our officers. Under the terms of the new term loan, we are required to make 82 monthly payments of $44,223 including principal and interest commencing January 15, 2015 , with the final payment of all principal and accrued interest not yet paid, due on October 15, 2021 . Iowa State Bank has provided a $500,000 working capital line of credit which was renewed on April 15, 2016 for an additional year. All borrowings under the term loan and the line of credit bear interest at a rate equal to the base rate on corporate loans posted by at least 70% of the 10 largest U.S. banks (known as The Wall Street Journal U.S. Prime Rate ) plus 4.0% , with a minimum interest rate of 8.0% per annum. Our obligations due Iowa State Bank continue to be secured by the grant of a first priority security interest in all of our assets including a $310,120 certificate of deposit. In addition, under the terms of a stock transfer agreement, should we fail to make any payment when due, we have agreed to issue Iowa State Bank that number of shares of common stock which is equal in value to the past due amount. For purposes of determining the number of shares of common stock to be issued under the stock transfer agreement, the value of our common stock will be deemed to be the closing price of the common stock on the date of such default. In no event, however, will we be obligated to issue more than 2,000,000 shares of the common stock under the stock transfer agreement. In addition, one director and two officers have each pledged 500,000 shares of our common stock owned by them in the aggregate, as additional collateral to Iowa State Bank. The credit facility also requires us to meet certain monthly loan covenants. As of June 30, 2016 , we were not in compliance with our working capital covenant but Iowa State Bank agreed to waive the default. We are currently in advanced discussions with Iowa State Bank regarding a potential restructuring of our obligations due the bank which could positively impact our financial condition and cash flows on a go forward basis. In conjunction with these discussions, Iowa State Bank has agreed to defer all interest and principal payments due under our term loan and working capital line starting in May 2016 pending completion of these discussions. At June 30, 2016, the total deferred payments of principal and interest were approximately $57,000 . We believe that ASC 470-60, "Troubled Debt Restructurings by Debtors" may apply if we are successful in our restructuring efforts and will evaluate the impact that this guidance will have on our results of operations, cash flows and financial position.There can be no assurance that such restructuring will ultimately happen or if it does, on favorable terms. Notes Payable, Related Parties June 30, September 30, Due Date Interest Rate Term Note Payable, Trident Resources, LLC $ 1,716,500 $ 1,716,500 Varying maturity dates 6% Term Note Payable, WPU Leasing, LLC 1,759,199 1,385,843 Varying maturity dates 22.2% Related Party Promissory Note 640,000 — July 31, 2016 10% Officer's Promissory Note 50,000 50,000 September 30, 2016 8% Contingent Convertible Notes Payable — 2,475,000 October 21, 2015 10% 4,165,699 5,627,343 Less current portion (1,432,865 ) (2,861,083 ) Notes payable, non-current portion $ 2,732,834 $ 2,766,260 Notes Payable-Related Party-Trident Resources, LLC On August 12, 2015, we purchased two processing systems from Trident for $1,716,500 and in return we issued Trident a promissory note for $832,000 , which was payable in 12 equal monthly installments of principal and interest at 6.75% commencing September 20, 2015 and a second secured promissory note for $884,500 , which was payable in 36 equal monthly installments of principal and interest at 6% commencing September 20, 2016. These notes are secured by liens on the purchased equipment. As of December 1, 2015, we amended and restated these two secured promissory notes and combined the obligations of the original notes into a new note for $1,716,500 which bears interest at 6% per year with 48 monthly payments of principal and interest estimated to initially begin on August 31, 2016 assuming the Trident NGL Services division meets specified production goals in the preceding month. If these productions goals are not met, the new note provides that we may defer payments otherwise due in any month following a month in which the production goals are not met to the maturity date, without incurring any additional interest. The amended and restated note also permits us to offset against amounts otherwise due under such note in the event of any default by Trident under their promissory note to the Company. Financing Agreement - WPU Leasing, LLC On August 24, 2015, we entered into a Secured Financing Agreement with WPU Leasing LLC, an accredited institutional investor, the members of which are affiliated with certain members of our Board of Directors. Pursuant to this agreement, WPU Leasing committed to loan us up to $3,250,000 to fund our purchase of two additional wellhead gas processing systems. Our initial note of $1,400,000 under the financing agreement was issued on August 24, 2015 and the second note of $500,000 was issued on October 9, 2015. The notes bear interest at the rate of 22.2% per annum, and are secured by a security interest in the purchased equipment and are guaranteed by the Company. In January 2016, we reached an agreement pursuant to which WPU Leasing agreed to defer cash payments on approximately 70% of the $1.9 million of debt outstanding. The deferral of payments reduces our cash outflow commitments by approximately $500,000 during fiscal 2016. WPU Leasing has the option, starting as June 30, 2016, of taking deferred and current payments in shares of our Common Stock (based on the 20 day volume weighted average price prior to conversion) which would again positively impact our cash flow position going forward. At June 30, 2016, a member of WPU Leasing, LLC which is affiliated with one of our Directors agreed to accept 1,209,857 shares of common stock (valued at $.14 per share) in lieu of cash for deferred principal and interest payments due as of June 30, 2016 of $169,379 . In consideration of WPU Leasing's commitment under the financing agreement, we issued to WPU Leasing's members warrants to purchase up to the lesser of (i) an aggregate of 3,250,000 shares of our Common Stock or (ii) one share of Common Stock for each dollar borrowed by the us under the related Loan Agreement. The initial exercise price of the warrants is $0.20 per share and are exercisable for a period of four years from the date of issue and may be exercised on a cashless basis. We determined the value of these warrants using the Black Scholes option pricing model and recorded deferred financing costs of $86,293 , which will be amortized over the term of the finance agreement. Related Party Promissory Note During the three months ended June 30, 2016, an entity affiliated with one of our Directors loaned us $640,000 , in aggregate under several unsecured promissory notes, bearing interest at 10% and which were July 31, 2016. On July 11, 2016, the entity agreed to convert the entire principal balance plus accrued interest of $4,661 into a private placement of Common Stock and warrants. (See Note 17). During July 2016, an entity affiliated with another Director loaned us $200,000 , in aggregate under the same terms with maturities ranging from July 31, 2016 to September 30, 2016. On July 11, 2016, the entity agreed to convert $100,000 of principal balance plus accrued interest of $250 into a private placement of Common Stock and warrants. Officer's Promissory Note In 2010, an officer loaned us $50,000 under an unsecured promissory note, the maturity of which has been extended several times. In May 2016, the officer agreed to extend the maturity of the outstanding $50,000 balance to September 30, 2016. Contingent Convertible Promissory Notes - Related Parties On June 2, 2015, we completed a private placement of $2.475 million of Contingent Convertible Promissory Notes with several existing shareholders and investors affiliated with members of our Board of Directors. The unsecured notes bear simple interest at the rate of 10% per annum and were automatically convertible into shares of Series C Convertible Preferred Stock at a conversion price of $10,000 per share upon the effectiveness of the filing of a Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock with the Secretary of State of Delaware. On October 21, 2015 the outstanding principal amount $2,475,000 , together with approximately $96,000 of accrued but unpaid interest, automatically was converted into approximately 257 shares of our Series C Convertible Preferred Stock . Each share of Series C Convertible Preferred Stock is convertible into shares of our common stock at a conversion price of $0.20 per share. Upon the conversion of the notes into shares of Series C Convertible Preferred Stock, we issued to the investors five year warrants to purchase 12,853,053 shares of common stock at an exercise price of $0.20 per share. (See Note 15). In addition, one of the investors, Arrow LLC, was granted the right under certain conditions to designate two members of our Board of Directors. We determined the discount on the contingent convertible promissory note to be $1,556,687 of which $906,874 was allocable to the warrants and $649,813 was allocable to the intrinsic value of the conversion feature. The discount was recorded as paid-in-capital and as non-cash financing expense on the date of the conversion and is included in the results for the nine months ended June 30, 2016 . In connection with this private placement, our securities purchase agreements dated April 30, 2012 and November 26, 2014 were amended to provide that the issuance of the Series C Convertible Preferred Stock would not trigger adjustments to the exercise price of the warrants issued in connection with those agreements (the “Prior Warrants”). We also amended the Prior Warrants to extend the term of any Prior Warrant held by the purchasers of the Notes (and their affiliates, members of their families and certain related trusts) as of the issuance of the Notes or subsequently acquired by such persons. The maximum period by which any Prior Warrant was extended is the difference between 60 months and the remaining term of the respective Prior Warrant as of the initial issuance of the Notes. The fair value of the warrants before and after the modification was determined using Black-Scholes and recorded on the balance sheet, and the difference between fair value of the extended terms and of the existing terms of $454,253 was recognized in the income statement as non-cash warrant extension expense during the fiscal year ended September 30, 2015. Each share of Series C Preferred Stock is convertible, at any time at the option of any holder, into 50,000 shares of the Company’s Common Stock, at a conversion price of $0.20 per share. The conversion ratio of the Series C Preferred Stock is subject to adjustment in the event that, with certain exceptions, we issue shares of Common Stock or other securities convertible into or exchangeable for Common Stock at a price per share that is less than the then applicable conversion price of the Series C Preferred Stock. The Series C Preferred Stock does not bear dividends. The holders of the Series C Preferred Stock vote with the holders of the Common Stock and the holders of the Company’s 10% Convertible Preferred Stock (the “Series A Preferred Stock”) and Series B 10% Convertible Preferred Stock on all matters presented to the holders of the Preferred Stock, on a Common Stock-equivalent basis. In addition to certain approval rights of the holders of the Series A Preferred Stock and/or the Series B Preferred Stock, the approval of the holders of at least 67% of the outstanding shares of Series C Preferred Stock will be required before we may take certain actions as described in the Certificate of Designation. The holders of the Series C Preferred Stock have priority in the event of a liquidation of the Company over the outstanding shares of Common Stock. Upon liquidation, dissolution or winding up of the Company, whether voluntary or involuntary, before any distribution or payment is made to the holders of the Common Stock, the holders of the Preferred Stock will be entitled to be paid out of the assets of the Company an amount equal to the stated value of the Preferred Stock, which is initially $10,000 per share, plus (in the case of the Series A Preferred Stock and the Series B Preferred Stock) any accrued, but unpaid, dividends. The Preferred Stock may be required to convert into shares of Common Stock at our election if the trading price of the Common Stock meets certain thresholds as set forth in the Certificate of Designation. If we fail to meet certain obligations affecting the Preferred Stock, the holders of Preferred Stock may require the Company to redeem the Preferred Stock. The Series C Preferred Stock is subject to the rights and privileges of our Series D Convertible Preferred Stock, our Series D-2 Convertible Preferred Stock and our Series D-3 Convertible Preferred Stock. (See Note 15) |
Product Warranty Costs
Product Warranty Costs | 9 Months Ended |
Jun. 30, 2016 | |
Product Warranties Disclosures [Abstract] | |
Product Warranty Costs | Product Warranty Costs We provide for the estimated cost of product warranties for our dual fuel products at the time product revenue is recognized. Factors that affect our warranty reserves include the number of units sold, historical and anticipated rates of warranty repairs, and the cost per repair. We assess the adequacy of the warranty provision and we may adjust this provision if necessary. Our warranty reserve remained approximately the same during the nine months ended June 30, 2016 . Warranty accrual is included in accrued expenses. The following table provides the detail of the change in our product warranty accrual relating to dual fuel products as of: Nine Months Ended Twelve Months Ended June 30, 2016 September 30, 2015 Warranty accrual at the beginning of the period $ 167,180 $ 221,562 Charged to costs and expenses relating to new sales 40,679 70,426 Costs of product warranty claims (29,459 ) (124,808 ) Warranty accrual at the end of period $ 178,400 $ 167,180 |
Notes Payable, Related Parties
Notes Payable, Related Parties | 9 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Notes Payable, Related Parties | Notes Payable/Credit Facilities The following summarizes our notes payable as of June 30, 2016 and September 30, 2015 . June 30, September 30, Due Date Interest Rate Iowa State Bank, line of credit $ 500,000 $ 500,000 April 15, 2017 8% Iowa State Bank, notes payable 2,334,052 2,541,414 October 15, 2021 8% Other unsecured term notes payable 29,622 44,315 February 27, 2017 3.54% 2,863,674 3,085,729 Less current portion (876,110 ) (880,698 ) Notes payable, non-current portion $ 1,987,564 $ 2,205,031 Credit Facilities In October 2014 , we entered into a loan agreement and new working capital line of credit with Iowa State Bank in which we refinanced approximately $2,567,000 due to the bank under an existing loan agreement, $30,000 for transaction fees and $150,000 due one of our officers. Under the terms of the new term loan, we are required to make 82 monthly payments of $44,223 including principal and interest commencing January 15, 2015 , with the final payment of all principal and accrued interest not yet paid, due on October 15, 2021 . Iowa State Bank has provided a $500,000 working capital line of credit which was renewed on April 15, 2016 for an additional year. All borrowings under the term loan and the line of credit bear interest at a rate equal to the base rate on corporate loans posted by at least 70% of the 10 largest U.S. banks (known as The Wall Street Journal U.S. Prime Rate ) plus 4.0% , with a minimum interest rate of 8.0% per annum. Our obligations due Iowa State Bank continue to be secured by the grant of a first priority security interest in all of our assets including a $310,120 certificate of deposit. In addition, under the terms of a stock transfer agreement, should we fail to make any payment when due, we have agreed to issue Iowa State Bank that number of shares of common stock which is equal in value to the past due amount. For purposes of determining the number of shares of common stock to be issued under the stock transfer agreement, the value of our common stock will be deemed to be the closing price of the common stock on the date of such default. In no event, however, will we be obligated to issue more than 2,000,000 shares of the common stock under the stock transfer agreement. In addition, one director and two officers have each pledged 500,000 shares of our common stock owned by them in the aggregate, as additional collateral to Iowa State Bank. The credit facility also requires us to meet certain monthly loan covenants. As of June 30, 2016 , we were not in compliance with our working capital covenant but Iowa State Bank agreed to waive the default. We are currently in advanced discussions with Iowa State Bank regarding a potential restructuring of our obligations due the bank which could positively impact our financial condition and cash flows on a go forward basis. In conjunction with these discussions, Iowa State Bank has agreed to defer all interest and principal payments due under our term loan and working capital line starting in May 2016 pending completion of these discussions. At June 30, 2016, the total deferred payments of principal and interest were approximately $57,000 . We believe that ASC 470-60, "Troubled Debt Restructurings by Debtors" may apply if we are successful in our restructuring efforts and will evaluate the impact that this guidance will have on our results of operations, cash flows and financial position.There can be no assurance that such restructuring will ultimately happen or if it does, on favorable terms. Notes Payable, Related Parties June 30, September 30, Due Date Interest Rate Term Note Payable, Trident Resources, LLC $ 1,716,500 $ 1,716,500 Varying maturity dates 6% Term Note Payable, WPU Leasing, LLC 1,759,199 1,385,843 Varying maturity dates 22.2% Related Party Promissory Note 640,000 — July 31, 2016 10% Officer's Promissory Note 50,000 50,000 September 30, 2016 8% Contingent Convertible Notes Payable — 2,475,000 October 21, 2015 10% 4,165,699 5,627,343 Less current portion (1,432,865 ) (2,861,083 ) Notes payable, non-current portion $ 2,732,834 $ 2,766,260 Notes Payable-Related Party-Trident Resources, LLC On August 12, 2015, we purchased two processing systems from Trident for $1,716,500 and in return we issued Trident a promissory note for $832,000 , which was payable in 12 equal monthly installments of principal and interest at 6.75% commencing September 20, 2015 and a second secured promissory note for $884,500 , which was payable in 36 equal monthly installments of principal and interest at 6% commencing September 20, 2016. These notes are secured by liens on the purchased equipment. As of December 1, 2015, we amended and restated these two secured promissory notes and combined the obligations of the original notes into a new note for $1,716,500 which bears interest at 6% per year with 48 monthly payments of principal and interest estimated to initially begin on August 31, 2016 assuming the Trident NGL Services division meets specified production goals in the preceding month. If these productions goals are not met, the new note provides that we may defer payments otherwise due in any month following a month in which the production goals are not met to the maturity date, without incurring any additional interest. The amended and restated note also permits us to offset against amounts otherwise due under such note in the event of any default by Trident under their promissory note to the Company. Financing Agreement - WPU Leasing, LLC On August 24, 2015, we entered into a Secured Financing Agreement with WPU Leasing LLC, an accredited institutional investor, the members of which are affiliated with certain members of our Board of Directors. Pursuant to this agreement, WPU Leasing committed to loan us up to $3,250,000 to fund our purchase of two additional wellhead gas processing systems. Our initial note of $1,400,000 under the financing agreement was issued on August 24, 2015 and the second note of $500,000 was issued on October 9, 2015. The notes bear interest at the rate of 22.2% per annum, and are secured by a security interest in the purchased equipment and are guaranteed by the Company. In January 2016, we reached an agreement pursuant to which WPU Leasing agreed to defer cash payments on approximately 70% of the $1.9 million of debt outstanding. The deferral of payments reduces our cash outflow commitments by approximately $500,000 during fiscal 2016. WPU Leasing has the option, starting as June 30, 2016, of taking deferred and current payments in shares of our Common Stock (based on the 20 day volume weighted average price prior to conversion) which would again positively impact our cash flow position going forward. At June 30, 2016, a member of WPU Leasing, LLC which is affiliated with one of our Directors agreed to accept 1,209,857 shares of common stock (valued at $.14 per share) in lieu of cash for deferred principal and interest payments due as of June 30, 2016 of $169,379 . In consideration of WPU Leasing's commitment under the financing agreement, we issued to WPU Leasing's members warrants to purchase up to the lesser of (i) an aggregate of 3,250,000 shares of our Common Stock or (ii) one share of Common Stock for each dollar borrowed by the us under the related Loan Agreement. The initial exercise price of the warrants is $0.20 per share and are exercisable for a period of four years from the date of issue and may be exercised on a cashless basis. We determined the value of these warrants using the Black Scholes option pricing model and recorded deferred financing costs of $86,293 , which will be amortized over the term of the finance agreement. Related Party Promissory Note During the three months ended June 30, 2016, an entity affiliated with one of our Directors loaned us $640,000 , in aggregate under several unsecured promissory notes, bearing interest at 10% and which were July 31, 2016. On July 11, 2016, the entity agreed to convert the entire principal balance plus accrued interest of $4,661 into a private placement of Common Stock and warrants. (See Note 17). During July 2016, an entity affiliated with another Director loaned us $200,000 , in aggregate under the same terms with maturities ranging from July 31, 2016 to September 30, 2016. On July 11, 2016, the entity agreed to convert $100,000 of principal balance plus accrued interest of $250 into a private placement of Common Stock and warrants. Officer's Promissory Note In 2010, an officer loaned us $50,000 under an unsecured promissory note, the maturity of which has been extended several times. In May 2016, the officer agreed to extend the maturity of the outstanding $50,000 balance to September 30, 2016. Contingent Convertible Promissory Notes - Related Parties On June 2, 2015, we completed a private placement of $2.475 million of Contingent Convertible Promissory Notes with several existing shareholders and investors affiliated with members of our Board of Directors. The unsecured notes bear simple interest at the rate of 10% per annum and were automatically convertible into shares of Series C Convertible Preferred Stock at a conversion price of $10,000 per share upon the effectiveness of the filing of a Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock with the Secretary of State of Delaware. On October 21, 2015 the outstanding principal amount $2,475,000 , together with approximately $96,000 of accrued but unpaid interest, automatically was converted into approximately 257 shares of our Series C Convertible Preferred Stock . Each share of Series C Convertible Preferred Stock is convertible into shares of our common stock at a conversion price of $0.20 per share. Upon the conversion of the notes into shares of Series C Convertible Preferred Stock, we issued to the investors five year warrants to purchase 12,853,053 shares of common stock at an exercise price of $0.20 per share. (See Note 15). In addition, one of the investors, Arrow LLC, was granted the right under certain conditions to designate two members of our Board of Directors. We determined the discount on the contingent convertible promissory note to be $1,556,687 of which $906,874 was allocable to the warrants and $649,813 was allocable to the intrinsic value of the conversion feature. The discount was recorded as paid-in-capital and as non-cash financing expense on the date of the conversion and is included in the results for the nine months ended June 30, 2016 . In connection with this private placement, our securities purchase agreements dated April 30, 2012 and November 26, 2014 were amended to provide that the issuance of the Series C Convertible Preferred Stock would not trigger adjustments to the exercise price of the warrants issued in connection with those agreements (the “Prior Warrants”). We also amended the Prior Warrants to extend the term of any Prior Warrant held by the purchasers of the Notes (and their affiliates, members of their families and certain related trusts) as of the issuance of the Notes or subsequently acquired by such persons. The maximum period by which any Prior Warrant was extended is the difference between 60 months and the remaining term of the respective Prior Warrant as of the initial issuance of the Notes. The fair value of the warrants before and after the modification was determined using Black-Scholes and recorded on the balance sheet, and the difference between fair value of the extended terms and of the existing terms of $454,253 was recognized in the income statement as non-cash warrant extension expense during the fiscal year ended September 30, 2015. Each share of Series C Preferred Stock is convertible, at any time at the option of any holder, into 50,000 shares of the Company’s Common Stock, at a conversion price of $0.20 per share. The conversion ratio of the Series C Preferred Stock is subject to adjustment in the event that, with certain exceptions, we issue shares of Common Stock or other securities convertible into or exchangeable for Common Stock at a price per share that is less than the then applicable conversion price of the Series C Preferred Stock. The Series C Preferred Stock does not bear dividends. The holders of the Series C Preferred Stock vote with the holders of the Common Stock and the holders of the Company’s 10% Convertible Preferred Stock (the “Series A Preferred Stock”) and Series B 10% Convertible Preferred Stock on all matters presented to the holders of the Preferred Stock, on a Common Stock-equivalent basis. In addition to certain approval rights of the holders of the Series A Preferred Stock and/or the Series B Preferred Stock, the approval of the holders of at least 67% of the outstanding shares of Series C Preferred Stock will be required before we may take certain actions as described in the Certificate of Designation. The holders of the Series C Preferred Stock have priority in the event of a liquidation of the Company over the outstanding shares of Common Stock. Upon liquidation, dissolution or winding up of the Company, whether voluntary or involuntary, before any distribution or payment is made to the holders of the Common Stock, the holders of the Preferred Stock will be entitled to be paid out of the assets of the Company an amount equal to the stated value of the Preferred Stock, which is initially $10,000 per share, plus (in the case of the Series A Preferred Stock and the Series B Preferred Stock) any accrued, but unpaid, dividends. The Preferred Stock may be required to convert into shares of Common Stock at our election if the trading price of the Common Stock meets certain thresholds as set forth in the Certificate of Designation. If we fail to meet certain obligations affecting the Preferred Stock, the holders of Preferred Stock may require the Company to redeem the Preferred Stock. The Series C Preferred Stock is subject to the rights and privileges of our Series D Convertible Preferred Stock, our Series D-2 Convertible Preferred Stock and our Series D-3 Convertible Preferred Stock. (See Note 15) |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 9 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lease Settlement Obligations: We are currently renting property located in Georgia relating to a former discontinued business. We have the right to terminate the Georgia lease with 6 months notice but are obligated to continue to pay rent until the earlier to occur of (1) the sale by the landlord of the premises; (2) the date on which a new long term tenant takes over; or (3) 3 years from the date on which we vacate the property. As a result, we have recorded a lease settlement obligation of $574,058 representing the net present value of the 36 months maximum obligation due under the new amended agreement. We currently sublease two portions of the property to an entity which is paying $8,000 per month starting in September 2015 up from $7,500 per month on a tenant-at-will basis. In March 2016, we notified the landlord of our intent to terminate the lease and are working with the landlord and our tenant towards a goal of our tenant leasing the entire facility from the landlord. In addition, we amended the existing lease with the landlord to reduce the monthly rental amount by $2,500 per month to $15,152 starting April 1, 2016. As a result, we recorded other income of $90,000 during the three months ended June 30, 2016 associated with the reduced net present value of the 36 months maximum obligations due under the new monthly rate. Employment Agreements: On April 1, 2016, we gave notice of non-renewal of our Chairman’s employment agreement. Upon the termination of that agreement on April 1, 2017, he will become an employee at will. Our Chairman has agreed to reduce his cash salary by 50% commencing April 1, 2016 and accepted 355,258 unregistered shares of our Common Stock for the remaining balance of his salary, net of taxes. In addition, previously granted stock options to purchase 850,000 shares of Common Stock were terminated and he was granted the following stock options under the 2016 Stock Option Plan: (i) immediately exercisable options to purchase up to 250,000 shares of the our Common Stock; (ii) options to purchase up to 600,000 shares of our Common Stock which vest in equal annual installments on October 1 st commencing with October 1, 2016. The options have an exercise price equal to the fair market value of the common stock as of the date of grant and have a term of 10 years from date of grant. (See Note 15) On April 25, 2016, we entered into new employment agreements with our CEO and CFO with an initial term ending October 1, 2017 and no changes to their current base salary or benefits. The employment agreements may be renewed by the Company for additional one year terms. We terminated previously granted stock options to our CEO to purchase 590,000 shares of our Common Stock and he was granted the following stock options under the 2016 Stock Option Plan: (i) immediately exercisable options to purchase up to 900,000 shares of the our Common Stock; (ii) options to purchase up to 2.1 million shares of our Common Stock which vest equally over a 5 years term from date of grant and (iii) options to purchase up to 3,000,000 shares of our Common Stock, which options shall vest in four installments upon our CEO achieving certain annual performance milestones as determined annually by our Board of Directors beginning with the fiscal year ending September 30, 2017. All options were granted with an exercise price equal to the fair market value of the common stock as of the date of grant. (See Note 15) In addition, we terminated previously granted stock options to our CFO to purchase 707,000 shares of our Common Stock and he was granted the following stock options under the 2016 Stock Option Plan: (i) immediately exercisable options to purchase up to 700,000 shares of the our Common Stock and (ii) options to purchase up to 500,000 shares of our Common Stock which vest equally over a 5 years term from date of grant and (iii) options to purchase up to 800,000 shares of our Common Stock, which options shall vest in four installments upon our CFO achieving certain annual performance milestones as determined annually by our Board of Directors beginning with the fiscal year ending September 30, 2017. All options were granted with an exercise price equal to the fair market value of the common stock as of the date of grant. (See Note 15) |
Warrants to Purchase Common Sto
Warrants to Purchase Common Stock | 9 Months Ended |
Jun. 30, 2016 | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants to Purchase Common Stock | Warrants to Purchase Common Stock In conjunction with the private placement of our 10% Convertible Preferred stock in April 2012 and November 2014, we issued warrants which contained a "down-round" provision that provides for a reduction in the warrant exercise price if there are subsequent issuances of additional shares of common stock for consideration per share less than the per share warrant exercise prices. In October 2012, the Financial Accounting Standards Board (FASB), issued ASU 2012-04, Technical Corrections and Improvement ("ASU 2012-04"), which contained technical corrections to guidance on which we had previously relied upon in forming our initial conclusions regarding the accounting for warrants containing these reset provisions. Pursuant to this guidance and effective commencing October 1, 2013, we have recognized the fair value of these warrants as a liability and have re-measured the fair value of these warrants on a quarterly basis with any increase or decrease in the estimated fair value being recorded in other income or expense for the respective quarterly reporting period. We have historically used the Black-Scholes option pricing model to determine the fair value of options and warrants. We have considered the facts and circumstances in choosing the Black-Scholes model to calculate the fair value of the warrants with a down-round price protection feature as well as the likelihood of triggering the down-round price protection feature, which, as described below, we have concluded is remote. In determining the initial fair value of the warrants associated with the April 2012 Convertible Preferred Stock private placement as of October 1, 2013, we prepared a valuation simulation using the Black Scholes option pricing model as well as additional models using a modified Black Scholes option pricing model and a Binomial Tree option pricing model. We determined the initial fair value of the warrants associated with the November 2014 Convertible Preferred Stock private placement to be $694,631 based on a valuation simulation using the Black Scholes option pricing model. Both additional simulations included various reset scenarios, different exercise prices, and other assumptions, such as price volatility and interest rates, that were kept consistent with our original Black-Scholes model. The resulting warrant values as determined under the modified Black-Scholes model and the Binomial Tree option model were not materially different from the values generated using the Black-Scholes model. We have therefore determined to use the Black-Scholes model as we believe it provides a reasonable basis for valuation and takes into consideration the relevant factors of the warrants, including the down round provision. During the three and nine months ended June 30, 2016 and June 30, 2015 , we recorded warrant valuation income of $5,890 and $207,211 , and $153,658 and $ 5,955,900 , respectively, associated with the change in the estimated fair value of all warrants containing the down round provision outstanding. Our warrant liability was $16,397 and $223,608 as of June 30, 2016 and September 30, 2015 , respectively. The warrant liabilities were valued at June 30, 2016 , using the Black-Scholes option-pricing model with the following assumptions. 10% Convertible Preferred Stock Financing Warrants Private Placement 1 Private Placement 2 Private Placement 3 June 30 September 30 June 30 September 30 June 30 September 30 Closing price per share of common stock $ 0.12 $ 0.29 $ 0.12 $ 0.29 $ 0.12 $ 0.29 Exercise price per share 0.50 0.50 0.50 $ 0.50 0.50 0.50 Expected volatility 71.0 % 64.0 % 71.0 % 64.0 % 71.0 % 64.0 % Risk-free interest rate 0.5 % 0.6 % 0.6 % .01 % 1.0 % 1.6 % Dividend yield — — — — — — Remaining expected term of underlying securities (years) 1.3 2 2.3 3 3.8 4.6 Warrants outstanding 17,623,387 17,623,387 6,032,787 6,032,787 5,000,000 5,000,000 Warrants outstanding with down-round provision 2,742,763 2,742,763 905,917 905,917 — — Private Placement 1 - April 30, 2012, sale of 821.6 units of 10% Convertible Preferred Stock Private Placement 2 - March 31, 2013, additional investment right from Private Placement 1, sale of approximately 274 units of 10% Convertible Preferred Stock. Private Placement 3 - November 28, 2014, sale of 200 shares of Series B 10% Convertible Preferred Stock |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying amount of our receivables and payables approximate their fair value due to their short maturities. Accounting principles provide guidance for using fair value to measure assets and liabilities. The guidance includes a three level hierarchy of valuation techniques used to measure fair value, defined as follows: • Level 1 - Unadjusted Quoted Prices. The fair value of an asset or liability is based on unadjusted quoted prices in active markets for identical assets or liabilities. • Level 2 - Pricing Models with Significant Observable Inputs. The fair value of an asset or liability is based on information derived from either an active market quoted price, which may require further adjustment based on the attributes of the financial asset or liability being measured, or an inactive market transaction. • Level 3 - Pricing Models with Significant Unobservable Inputs. The fair value of an asset or liability is primarily based on internally derived assumptions surrounding the timing and amount of expected cash flows for the financial instrument. Therefore, these assumptions are unobservable in either an active or inactive market. We consider an active market as one in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Conversely, we view an inactive market as one in which there are few transactions of the asset or liability, the prices are not current, or price quotations vary substantially either over time or amount market makers. When appropriate, non-performance risk, or that of a counterparty, is considered in determining the fair values of liabilities and assets, respectively. We have classified certain warrants related to the 10% Convertible Preferred Stock private placements noted in Note 13 as a Level 3 Liability. Assumptions used in the calculation require significant judgment. The unobservable inputs in our valuation model includes the probability of additional equity financing and whether the additional equity financing would trigger a reset on the down-round protection. The following table summarizes the financial liabilities measured a fair value on a recurring basis as of September 30, 2015 and June 30, 2016 . Total Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2015 Warrant liability $ 223,608 $ — $ — $ 223,608 June 30, 2016 Warrant liability $ 16,397 $ — $ — $ 16,397 Level 3 Valuation The following table provides a summary of the changes in fair value of our financial liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the six month period ended June 30, 2016 . Warrant Liability Level 3 Balance at September 30, 2015 $ 223,608 Revaluation of warrants recognized in earnings (207,211 ) Balance at June 30, 2016 $ 16,397 |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Jun. 30, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Authorized Shares On October 21, 2015, our shareholders approved an amendment to our Restated Certificate of Incorporation to increase the number of authorized shares of Common Stock from 150 million to 200 million shares and on May 13, 2016 approved an additional increase to 350 million shares. Common Shares During the nine months ended June 30, 2016, an officer agreed to accept 100,012 shares of our Common Stock valued at $11,000 in lieu of vacation pay due him and our Chairman accepted to accept 355,258 shares of our Common Stock for a portion of his annual salary, net of taxes (valued at $35,525 ). Issuance of Series D Convertible Preferred Stock On January 8, 2016, we sold 22 shares of Series D Convertible Preferred Stock for gross proceeds of $2.2 million to several existing shareholders and entities affiliated with several members of our Board of Directors and issued warrants to purchase up to 44,000,000 shares of our Common Stock at an exercise price of $.10 per share. Each share of the Series D Convertible Preferred Stock, which has a stated value of $100,000 , is convertible, at any time at the option of the holder, into 1 million shares of Common Stock at a conversion price of $0.10 per share. The Series D Preferred Stock has a 10% annual dividend, payable quarterly in cash or in shares of Common Stock at our Board of Director’s discretion. The holders of the Series D Preferred Stock will receive certain liquidation preferences over the holders of our other convertible preferred stock and common stock, and have been provided similar preferential treatment with respect to all other shares of convertible preferred stock held by them. The warrants are subject to certain exercise restrictions, do not contain cashless exercise provisions and do not contain anti-dilution protections. The warrants may be exercised at any time with respect to not more than 22,000,000 shares of Common Stock until such time as the Company has filed a certificate of amendment to its Restated Certificate of Incorporation with the Secretary of State of the State of Delaware increasing the number of authorized shares of Common Stock from 200,000,000 to 350,000,000 shares. On May 13, 2016, our shareholders approved the increase in authorized shares and we filed the amendment shortly thereafter. If the holders of a majority of the Series D Convertible Preferred Stock (measured with reference to the number of shares of Common Stock issuable from time to time upon the exercise of all New Warrants) exercise their respective Series D warrants in whole or part, the holders of all Series D warrants are required to exercise a pro rata portion of their Series D warrants. All of the warrants previously issued to each investor in this financing were amended to provide that the investor may not exercise those warrants until the investor exercises the new warrants for cash. Each Series D investor (and their affiliates, members of their families and certain related trusts) agreed to exchange their existing 10% Convertible Preferred Stock ( 197 shares) and/or Series B 10% Convertible Preferred Stock ( 200 shares) for an equal number of shares of our new Series D-2 Convertible Preferred Stock and exchanged their Series C Convertible Preferred Stock ( 205 shares) for an equal number of shares of a new Series D-3 Convertible Preferred Stock. Except for the liquidation preferences described below, the terms and conditions of the Series D-2 Preferred Stock are substantially equivalent to the terms and conditions of the Series A Preferred Stock and of the Series B Preferred Stock, and the terms and conditions of the Series D-3 Preferred Stock are substantially equivalent to the terms and conditions of the Series C Preferred Stock. In connection with this private placement, our securities purchase agreements dated April 30, 2012, November 26, 2014 and June 2, 2015 were amended to reduce the exercise price on approximately 21 million warrants previously issued to the Purchasers (and their affiliates, members of their families and certain related trusts) in conjunction with these agreements to the Series D Preferred Stock conversion price noted above. We determined the relative fair value of the Series D Convertible Preferred Stock to be $894,925 , the relative fair value of the investor warrants to be $1,087,333 and the relative fair value of change in exercise price of the approximate 21 million previously issued warrants to be $217,742 . The fair value of the investor warrants and the repriced warrants before and after the modification was determined using Black-Scholes and recorded on the balance sheet as part of stockholder’s equity. We determined a beneficial conversion feature of $1,550,924 based on the intrinsic value of the shares of common stock to be issued pursuant to these rights. The value of the beneficial conversion feature is considered a “deemed dividend” with $1,257,178 recorded as a charge to retained earnings during the three months ended March 31, 2016 and the balance of $293,746 was recorded as a charge to retained earnings upon during the three months ended June 30, 2016 after shareholder approval of the increase in authorized shares at the May 13, 2016 Annual Meeting. The April 30, 2014 Voting Agreement between us and the 10% Convertible Preferred Stock holders was amended and restated to allow the holders of a majority of the Series D Convertible Preferred Stock to designate (i) three persons to be appointed or elected to our Board of Directors and (ii) nominate three candidates for election to the Board of Directors by the holders of Common Stock voting together as a single class. 10% Convertible Preferred Stock Dividends Our Board of Directors has determined that our cash resources are not currently sufficient to permit the payment of cash dividends in respect of the 10% Convertible Preferred Stock and the Series B 10% Convertible Preferred Stock. The Board of Directors has therefore determined to suspend the payment of cash dividends, commencing with the dividend payable on September 30, 2015, until such time as the Board of Directors determines that the Company possesses funds legally available for the payment of dividends. Holders of approximately 69% of the 10% Convertible Preferred Stock and 100% of the Series B 10% Convertible Preferred Stock have agreed to defer cash payments indefinitely. During the nine months ended June 30, 2016 , we recorded Preferred Stock dividends of $959,128 , of which $107,127 remains in accrued dividends. Certain stockholders agreed to accept 7,140,654 shares of Common Stock (valued at $937,713 ) in lieu of cash dividend payments of $324,854 due for the current quarter and $612,859 due for previous quarters. During the nine months ended June 30, 2015 , we recorded Preferred Stock dividends of $841,099 , of which $435,535 was paid in cash. Certain stockholders agreed to accept 1,844,243 shares of Common Stock (valued at $405,564 ) in lieu of cash dividend payments. Stock Options In October 2015, we granted options to a new director to purchase 250,000 shares of our Common Stock at an exercise price of $0.25 per share, which represented the closing price of our stock on the date of the grant. The options were granted under the 2005 Stock Option Plan, have a five -year term and vest equally over a period of fifteen months from date of grant. The fair value of the options at the date of grant in aggregate was $35,394 , which was determined on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions; dividend yield of 0% ; risk-free interest rates of approximately 1.4% ; expected volatility based on historical trading information of 68% and expected term of 5 years . In March 2016, we granted options under the 2016 Stock Option Plan to employees to purchase 1,320,000 shares of our Common Stock at an exercise price of $0.15 per share, which represented the closing price of our stock on the date of the grant. The options have a five -year term and vest equally over a period of 60 months from date of grant. The fair value of the options at the date of grant in aggregate was $117,416 , which was determined on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions; dividend yield of 0% ; risk-free interest rates of approximately 1.5% ; expected volatility based on historical trading information of 72% and expected term of 5 years . During the three months ended June 30, 2016, we terminated previously granted stock options to our Chairman, CEO and CFO to purchase 2,147,000 shares, in aggregate of our Common Stock at exercise prices ranging from $.23 to $.80 per share and granted the following aggregate stock options under the 2016 Stock Option Plan at prices ranging from $.10 to $.12 representing the closing stock price on the date of grant: (i) immediately exercisable options to purchase up to 1.85 million shares of the our Common Stock; (ii) options to purchase up to 2.6 million shares of our Common Stock which vest equally over a 5 years term from date of grant; (iii) options to purchase up to 600,000 shares of our Common Stock which vest equally over a 4 years term commencing October 1, 2016 and (iv) options to purchase up to 3.8 million shares of our Common Stock, which options shall vest in four installments upon our CEO and CFO achieving certain annual performance milestones as determined annually by our Board of Directors beginning with the fiscal year ending September 30, 2017. All options were granted with an exercise price equal to the fair market value of the common stock as of the date of grant. The fair value of the options at the date of grant in aggregate was $ $302,095 , which was determined on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions; dividend yield of 0% ; risk-free interest rates of approximately ranging from 1.2% to 1.5% ; expected volatility based on historical trading information of approximately 70% and expected term of 5 years . We determined that 1.85 million of the newly granted options were deemed to be modifications to the existing options that were terminated in conjunction with the new grant. The fair value of the options before and after the modification was determined using Black-Scholes and the difference between fair value of the new options and of the existing options and $61,970 of the $241,132 overall fair value was recognized in the income statement as stock option expense during the three months ended June 30, 2016. The balance will be amortized over the remaining vesting term of the options. Amortization of stock compensation expense was $90,399 and $130,710 , and $5,444 and $20,049 for the three and nine months ended June 30, 2016 and 2015, respectively. Our Board of Directors agreed to extend the exercise period from 3 months to 18 months on options to purchase 340,000 shares of our Common Stock owned by a former director who resigned on October 1, 2015. The fair value of the options before and after the modification was determined using Black-Scholes and the difference between fair value of the extended terms and of the existing terms of $15,793 is included in the stock compensation expense for the nine months ended June 30, 2016 . The unamortized compensation expense at June 30, 2016 was $319,710 and will be amortized over a weighted average remaining life of approximately 4.21 years years. |
Segment Information
Segment Information | 9 Months Ended |
Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | |
Segment Information | Segment Information We have two reportable operating segments: (1) dual fuel conversion operations and (2) natural gas liquids operations. Each operating segment has its respective management team. Our Chief Executive Officer has been identified as the chief operating decision maker (CODM) as he is responsible for assessing the performance of the segments and decides how to allocate resources to the segments. Income (loss) from operations is the measure of profit and loss that our CODM uses to assess performance and make decisions. Assets are a measure used to assess the performance of the company by the CODM; therefore we will report assets by segment in our disclosures. Income (loss) from operations represents the net sales less the cost of sales and direct operating expenses incurred within the operating segments as well as the allocation of some but not all corporate operating expenses. These unallocated costs include certain corporate functions (certain legal, accounting, wage, public relations and interest expense) and are included in the results below under Corporate in the reconciliation of operating results. Management does not consider unallocated Corporate in its management of segment reporting. There were no sales between segments for the three months and nine months ending June 30, 2016 and June 30, 2015 . Dual Fuel Conversions NGL Services Corporate Consolidated Three Months Ended June 30, 2016 Net sales $ 524,194 $ — $ — $ 524,194 Amortization 208,427 7,500 94,587 310,514 Depreciation 52,929 43,325 — 96,254 Operating loss from continuing operations (743,359 ) (172,014 ) (458,365 ) (1,373,738 ) Interest and financing costs 69,574 159,456 (5,422 ) 223,608 Total assets 5,915,658 3,219,641 1,102,958 10,238,257 Capital expenditures — 30,085 — 30,085 Software development 47,586 — — 47,586 Dual Fuel Conversions NGL Services Corporate Consolidated Three Months Ended June 30, 2015 Net sales $ 555,662 $ — $ — $ 555,662 Amortization 186,055 — 5,444 191,499 Depreciation 74,759 — — 74,759 Operating loss from continuing operations (792,365 ) — (398,584 ) (1,190,949 ) Interest and financing costs 69,918 — 13,341 83,259 Total assets 6,679,967 — 2,211,185 8,891,152 Capital expenditures 93,485 — — 93,485 Software development 104,974 — — 104,974 Dual Fuel Conversions NGL Services Corporate Consolidated Nine Months Ended June 30, 2016 Net sales $ 1,597,387 $ 29,983 $ — $ 1,627,370 Amortization 619,727 22,500 136,890 779,117 Depreciation 167,845 129,975 — 297,820 Operating loss from continuing operations (2,192,791 ) (610,524 ) (1,169,064 ) (3,972,379 ) Interest and financing costs 216,499 395,689 (3,821 ) 608,367 Total assets 5,915,658 3,219,641 1,102,958 10,238,257 Capital expenditures 4,561 465,746 — 470,307 Software development 200,541 — — 200,541 Dual Fuel Conversions NGL Services Corporate Consolidated Nine Months Ended June 30, 2015 Net sales $ 2,086,027 $ — $ — $ 2,086,027 Amortization 518,269 — 20,049 538,318 Depreciation 221,608 — — 221,608 Operating loss from continuing operations (2,012,797 ) — (1,047,530 ) (3,060,327 ) Interest and financing costs 215,213 — 1,251 216,464 Total assets 6,679,967 — 2,211,185 8,891,152 Capital expenditures 174,197 — — 174,197 Software development 402,627 — — 402,627 |
Subsequent Event
Subsequent Event | 9 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event Private Placement of Common Stock and Warrants On July 5, 2016, our Board of Directors approved a $1.5 million private placement of units consisting of one share of Common Stock and a warrant to purchase one share of common stock. The purchase price of the common stock and exercise price of the warrant would equal the 20 day volume weighted average price preceding the receipt of each investor’s funds. As of August 22, 2016, we have sold units totaling approximately $1,195,000 to a group of accredited investors including a Director and two entities affiliated with two other Directors who agreed to convert $744,911 (including $4,911 of interest) due under 10% Related Party notes. As a result, we have issued approximately 8,087,000 shares of Common Stock at prices ranging from $.14 to $.17 per share and warrants to purchase the same number of shares of Common Stock at exercise prices ranging from $.14 to $.17 . Board of Directors On July 11, 2016 James Harger, Senior Advisor to the CEO of Clean Energy Fuels Corp. joined our Board of Directors replacing Jamie Weston as one of the Series D Majority holder's two Board designees. |
Basis of Presentation Accountin
Basis of Presentation Accounting policies (Policies) | 9 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Accounting, Policy | Basis of Presentation The consolidated financial statements include the accounts of American Power Group Corporation and our wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. The accompanying interim financial statements at June 30, 2016 are unaudited and should be read in conjunction with the financial statements and notes thereto for the fiscal year ended September 30, 2015 included in our Annual Report on Form 10-K. The balance sheet at September 30, 2015 has been derived from the audited financial statements as of that date; certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the Securities and Exchange Commission rules and regulations, although we believe the disclosures which have been made herein are adequate to ensure that the information presented is not misleading. The results of operations for the interim periods reported are not necessarily indicative of those that may be reported for a full year. In our opinion, all adjustments which are necessary for a fair statement of our financial position as of June 30, 2016 and the operating results for the interim periods ended June 30, 2016 and 2015 have been included. |
Certificates of Deposit, Policy | All certificate of deposit investments have an original maturity of more than three months but less than three years and are stated at original purchase price which approximates fair value. |
Accounts Receivable, Policy | Accounts receivable are carried at original invoice amount less an estimate made for doubtful accounts. Management determines the allowance for doubtful accounts by regularly evaluating past due individual customer receivables and considering a customer’s financial condition, credit history, and the current economic conditions. Individual accounts receivable are written off when deemed uncollectible, with any future recoveries recorded as income when received. |
Inventory, Policy | Raw material inventory primarily consists of dual fuel conversion components. Work in progress includes materials, labor and direct overhead associated with incomplete dual fuel conversion projects. As of June 30, 2016 and September 30, 2015 , we recorded an inventory valuation allowance of $217,433 and $193,637 . All inventory is valued at the lower of cost or market on the first-in first-out (FIFO) method. |
Intangible Assets, Policy | We review intangibles for impairment annually, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of our intangible assets below their carrying value. |
Product Warranty Costs, Policy | We provide for the estimated cost of product warranties for our dual fuel products at the time product revenue is recognized. Factors that affect our warranty reserves include the number of units sold, historical and anticipated rates of warranty repairs, and the cost per repair. We assess the adequacy of the warranty provision and we may adjust this provision if necessary. |
Intangible Assets (Tables)
Intangible Assets (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Intangible assets consist of the following: June 30, September 30, Long term contracts, net $ 426,667 $ 486,667 Purchased technology, net 154,167 191,667 Software development costs, net 2,653,890 2,998,076 Total intangible assets $ 3,234,724 $ 3,676,410 |
Schedule of Amortization Expense of Intangible Assets During the Next Five Years | Amortization expense associated with intangibles during the next five years is anticipated to be: NGL Services Dual Fuel Twelve months ending June 30: Contracts Contracts Technology Software Development Total 2017 $ 30,000 $ 50,000 $ 50,000 $ 749,565 $ 879,565 2018 30,000 50,000 50,000 625,521 755,521 2019 30,000 50,000 50,000 408,185 538,185 2020 30,000 4,167 4,167 336,000 374,334 2021 30,000 — — 313,640 343,640 2022 and thereafter 122,500 — — 220,979 343,479 $ 272,500 $ 154,167 $ 154,167 $ 2,653,890 $ 3,234,724 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consists of the following: June 30, September 30, Raw materials $ 410,912 $ 514,041 Work in progress 34,679 25,784 Finished goods 60,232 1,169 Total inventory $ 505,823 $ 540,994 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment consist of the following: June 30, September 30, Estimated Useful Lives Leasehold improvements $ 127,087 $ 127,087 5 years Machinery and equipment 3,257,681 3,342,202 3 - 10 years Construction in progress 1,902,654 1,436,908 Less accumulated depreciation (1,424,886 ) (1,167,144 ) $ 3,862,536 $ 3,739,053 |
Notes Payable_Credit Faciliti28
Notes Payable/Credit Facilities Notes Payable/Credit Facilities Table (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Subsequent Event [Abstract] | |
Schedule of Long-term Debt Instruments [Table Text Block] | June 30, September 30, Due Date Interest Rate Iowa State Bank, line of credit $ 500,000 $ 500,000 April 15, 2017 8% Iowa State Bank, notes payable 2,334,052 2,541,414 October 15, 2021 8% Other unsecured term notes payable 29,622 44,315 February 27, 2017 3.54% 2,863,674 3,085,729 Less current portion (876,110 ) (880,698 ) Notes payable, non-current portion $ 1,987,564 $ 2,205,031 |
Product Warranty Costs (Tables)
Product Warranty Costs (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Product Warranties Disclosures [Abstract] | |
Schedule of the Change in the Product Warranty Accrual | The following table provides the detail of the change in our product warranty accrual relating to dual fuel products as of: Nine Months Ended Twelve Months Ended June 30, 2016 September 30, 2015 Warranty accrual at the beginning of the period $ 167,180 $ 221,562 Charged to costs and expenses relating to new sales 40,679 70,426 Costs of product warranty claims (29,459 ) (124,808 ) Warranty accrual at the end of period $ 178,400 $ 167,180 |
Notes Payable, Related Parties
Notes Payable, Related Parties (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Unsecured Notes Payable - Related Party | June 30, September 30, Due Date Interest Rate Term Note Payable, Trident Resources, LLC $ 1,716,500 $ 1,716,500 Varying maturity dates 6% Term Note Payable, WPU Leasing, LLC 1,759,199 1,385,843 Varying maturity dates 22.2% Related Party Promissory Note 640,000 — July 31, 2016 10% Officer's Promissory Note 50,000 50,000 September 30, 2016 8% Contingent Convertible Notes Payable — 2,475,000 October 21, 2015 10% 4,165,699 5,627,343 Less current portion (1,432,865 ) (2,861,083 ) Notes payable, non-current portion $ 2,732,834 $ 2,766,260 |
Warrants to Purchase Common S31
Warrants to Purchase Common Stock (Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Warrants and Rights Note Disclosure [Abstract] | |
Assumptions used to value warrant liabilities | The warrant liabilities were valued at June 30, 2016 , using the Black-Scholes option-pricing model with the following assumptions. 10% Convertible Preferred Stock Financing Warrants Private Placement 1 Private Placement 2 Private Placement 3 June 30 September 30 June 30 September 30 June 30 September 30 Closing price per share of common stock $ 0.12 $ 0.29 $ 0.12 $ 0.29 $ 0.12 $ 0.29 Exercise price per share 0.50 0.50 0.50 $ 0.50 0.50 0.50 Expected volatility 71.0 % 64.0 % 71.0 % 64.0 % 71.0 % 64.0 % Risk-free interest rate 0.5 % 0.6 % 0.6 % .01 % 1.0 % 1.6 % Dividend yield — — — — — — Remaining expected term of underlying securities (years) 1.3 2 2.3 3 3.8 4.6 Warrants outstanding 17,623,387 17,623,387 6,032,787 6,032,787 5,000,000 5,000,000 Warrants outstanding with down-round provision 2,742,763 2,742,763 905,917 905,917 — — |
(Tables)
(Tables) | 9 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Summary of financial liabilities measured at fair value on a recurring basis | The following table summarizes the financial liabilities measured a fair value on a recurring basis as of September 30, 2015 and June 30, 2016 . Total Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) September 30, 2015 Warrant liability $ 223,608 $ — $ — $ 223,608 June 30, 2016 Warrant liability $ 16,397 $ — $ — $ 16,397 |
Summary of changes in fair value of financial liabilities measured at fair value on a recurring basis using significant unobservable inputs | The following table provides a summary of the changes in fair value of our financial liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the six month period ended June 30, 2016 . Warrant Liability Level 3 Balance at September 30, 2015 $ 223,608 Revaluation of warrants recognized in earnings (207,211 ) Balance at June 30, 2016 $ 16,397 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Segment Reporting Information [Line Items] | ||
Schedule of Segment Reporting Information, by Segment | Dual Fuel Conversions NGL Services Corporate Consolidated Three Months Ended June 30, 2016 Net sales $ 524,194 $ — $ — $ 524,194 Amortization 208,427 7,500 94,587 310,514 Depreciation 52,929 43,325 — 96,254 Operating loss from continuing operations (743,359 ) (172,014 ) (458,365 ) (1,373,738 ) Interest and financing costs 69,574 159,456 (5,422 ) 223,608 Total assets 5,915,658 3,219,641 1,102,958 10,238,257 Capital expenditures — 30,085 — 30,085 Software development 47,586 — — 47,586 | Dual Fuel Conversions NGL Services Corporate Consolidated Nine Months Ended June 30, 2015 Net sales $ 2,086,027 $ — $ — $ 2,086,027 Amortization 518,269 — 20,049 538,318 Depreciation 221,608 — — 221,608 Operating loss from continuing operations (2,012,797 ) — (1,047,530 ) (3,060,327 ) Interest and financing costs 215,213 — 1,251 216,464 Total assets 6,679,967 — 2,211,185 8,891,152 Capital expenditures 174,197 — — 174,197 Software development 402,627 — — 402,627 |
Nature of Operations, Risks, 34
Nature of Operations, Risks, and Uncertainties Recent Developments (Details) | Aug. 22, 2016$ / sharesshares | Jul. 05, 2016shares | Apr. 25, 2016 | Apr. 01, 2016shares | Jan. 08, 2016USD ($)$ / sharesshares | Oct. 21, 2015USD ($)$ / sharesshares | Oct. 27, 2014USD ($) | Jun. 30, 2016USD ($)shares | Jun. 30, 2015USD ($) | Jul. 31, 2016vehicleengine_family | May 13, 2016shares | May 12, 2016shares | Apr. 15, 2016USD ($) | Oct. 20, 2015shares | Sep. 30, 2015shares |
Debt Conversion, Converted Instrument, Amount | $ | $ 169,000 | ||||||||||||||
Common stock, shares authorized | 200,000,000 | 350,000,000 | 350,000,000 | 200,000,000 | 150,000,000 | 200,000,000 | |||||||||
Iowa State Bank Term Note, due January 2016 [Member] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ | $ 500,000 | ||||||||||||||
Iowa State Bank Term Note, due October 2021 | |||||||||||||||
Line of Credit Facility, Amount Outstanding | $ | $ 2,567,000 | ||||||||||||||
Bank fees financed with long-term note | $ | $ 30,000 | ||||||||||||||
Debt Instrument, Term | 82 months | ||||||||||||||
Debt Instrument, Periodic Payment | $ | $ 44,223 | ||||||||||||||
Working Capital Line [Member] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ | $ 500,000 | ||||||||||||||
Series C Convertible Preferred Stock | |||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.20 | ||||||||||||||
Series D Convertible Preferred Stock [Member] | |||||||||||||||
Proceeds from sale of Series Convertible Preferred stock, net of fees | $ | $ 2,200,000 | ||||||||||||||
Number of shares sold | 22 | ||||||||||||||
Common Stock [Member] | |||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.10 | ||||||||||||||
Debt Conversion, Converted Instrument, Potential Shares Issued | 50,000 | ||||||||||||||
Number of shares called, in shares | 22,000,000 | ||||||||||||||
Exercise price per share (USD per share) | $ / shares | $ 0.10 | ||||||||||||||
Common Stock [Member] | Maximum [Member] | |||||||||||||||
Number of shares called, in shares | 44,000,000 | ||||||||||||||
Series D Convertible Preferred Stock [Member] | |||||||||||||||
Proceeds from sale of Series Convertible Preferred stock, net of fees | $ | $ 2,150,597 | $ 0 | |||||||||||||
Preferred Stock | Series C Convertible Preferred Stock | |||||||||||||||
Number of shares sold | 257 | ||||||||||||||
Preferred Stock | Series D Convertible Preferred Stock [Member] | |||||||||||||||
Number of shares sold | 22 | ||||||||||||||
Convertible Debt | Subordinated Contingent Convertible Promissory Notes | |||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ | $ 2,475,000 | ||||||||||||||
Convertible Debt | Series C Convertible Preferred Stock | Subordinated Contingent Convertible Promissory Notes | |||||||||||||||
Debt Conversion, Converted Instrument, Shares Issued | 257 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 10,000 | ||||||||||||||
Convertible Debt | Common Stock [Member] | Subordinated Contingent Convertible Promissory Notes | |||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.20 | ||||||||||||||
Board of Directors Chairman [Member] | |||||||||||||||
Reduction in Cash salary, Percent | 50.00% | ||||||||||||||
Board of Directors Chairman [Member] | Common Stock [Member] | |||||||||||||||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 355,258 | 355,258 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||||||||||||||
Chief executive Officer and Chief Financial Officer [Member] | |||||||||||||||
Employment Agreement, Renewal Period | 1 year | ||||||||||||||
Share-based Compensation Award, Tranche One [Member] | Board of Directors Chairman [Member] | Common Stock [Member] | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 250,000 | ||||||||||||||
Share-based Compensation Award, Tranche Two [Member] | Board of Directors Chairman [Member] | Common Stock [Member] | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 600,000 | ||||||||||||||
Subsequent Event | Intermediate Age [Member] | |||||||||||||||
Vehicles on the Road, Qualifying for IUL | vehicle | 0 | ||||||||||||||
Subsequent Event | Minimum [Member] | |||||||||||||||
Exercise price per share (USD per share) | $ / shares | $ 0.14 | ||||||||||||||
Subsequent Event | Minimum [Member] | Intermediate Age [Member] | |||||||||||||||
Vehicles on the Road, Qualifying for IUL | vehicle | 600,000 | ||||||||||||||
Subsequent Event | Maximum [Member] | |||||||||||||||
Vehicles on the Road, Class Eight | vehicle | 3,000,000 | ||||||||||||||
Exercise price per share (USD per share) | $ / shares | $ 0.17 | ||||||||||||||
Subsequent Event | Maximum [Member] | Intermediate Age [Member] | |||||||||||||||
Vehicles on the Road, Qualifying for IUL | vehicle | 700,000 | ||||||||||||||
Subsequent Event | Common Stock [Member] | |||||||||||||||
Private Placement, Number of Units Issued | 1 | ||||||||||||||
Debt Instrument, Equity Issued for Payment, Conversion Weighted Average Price Period | 20 days | ||||||||||||||
Number of shares sold | 8,087,000 | ||||||||||||||
Number of shares called, in shares | 1 | ||||||||||||||
Subsequent Event | Selective Catalyst Reduction Technology [Member] | Intermediate Age [Member] | |||||||||||||||
Approvals, Granted by Environmental Protection Agency | engine_family | 41 |
Nature of Operations, Risks, 35
Nature of Operations, Risks, and Uncertainties (Details) | Aug. 22, 2016USD ($)$ / sharesshares | Jul. 05, 2016USD ($)shares | Oct. 21, 2015USD ($)$ / sharesshares | Aug. 12, 2015USD ($)processing_system | Jul. 31, 2016USD ($) | Jan. 31, 2016USD ($) | Dec. 31, 2015USD ($)gal | Jun. 30, 2016USD ($)shares | Jun. 30, 2015USD ($) | Apr. 15, 2016USD ($) | Jan. 08, 2016USD ($)$ / sharesshares | Dec. 01, 2015USD ($)loans | Nov. 30, 2015USD ($) | Jun. 02, 2015USD ($) | Mar. 31, 2015USD ($) |
Potential displaced consumption of diesel fuel | 0.75 | ||||||||||||||
Cash and Cash Equivalents, at Carrying Value | $ 434,894 | ||||||||||||||
Working Capital | $ (2,617,097) | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||||||
Debt Instrument, Debt Default, Amount | $ 57,000 | ||||||||||||||
Number of shares, dividend | shares | 7,140,654 | ||||||||||||||
Value of stock in lieu of cash | $ 85,712 | ||||||||||||||
Payments to acquire processing system | $ 1,716,000 | 181,742 | $ 174,197 | ||||||||||||
Debt Instrument, Number of Instruments Amended and Restated | loans | 2 | ||||||||||||||
Number of processing systems acquired | processing_system | 2 | ||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 169,000 | ||||||||||||||
Subsequent Event | |||||||||||||||
Private Placement, Authorized Amount | $ 1,500,000 | ||||||||||||||
Proceeds from Issuance of Private Placement | $ 1,195,000 | ||||||||||||||
Minimum [Member] | |||||||||||||||
Realized displaced consumption of diesel fuel | 0.40 | ||||||||||||||
Utilities Operating Expense, Reduction of Fuel and Operating Costs | 0.05 | ||||||||||||||
Minimum [Member] | Subsequent Event | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.14 | ||||||||||||||
Maximum [Member] | |||||||||||||||
Realized displaced consumption of diesel fuel | 0.65 | ||||||||||||||
Utilities Operating Expense, Reduction of Fuel and Operating Costs | 0.15 | ||||||||||||||
Maximum [Member] | Subsequent Event | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.17 | ||||||||||||||
Subordinated Contingent Convertible Promissory Notes | Convertible Debt | |||||||||||||||
Debt Instrument, Face Amount | $ 2,200,000 | $ 2,475,000 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 2,475,000 | ||||||||||||||
Trident Secured Promissory Note Commencing February 2016 | Secured Debt | |||||||||||||||
Debt Instrument, Face Amount | $ 1,716,500 | $ 1,716,500 | |||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | 6.00% | |||||||||||||
Debt Instrument, Covenant Compliance, Number of Gallons of Saleable Product | gal | 200,000 | ||||||||||||||
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $ 240,000 | $ 900,000 | $ 240,000 | ||||||||||||
Iowa State Bank Term Note, due January 2016 [Member] | |||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500,000 | ||||||||||||||
Common Stock [Member] | |||||||||||||||
Number of shares called, in shares | shares | 22,000,000 | ||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.10 | ||||||||||||||
Value of stock in lieu of cash | $ 937,713 | ||||||||||||||
Percent of dividends due | 98.00% | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.10 | ||||||||||||||
Common Stock [Member] | Subsequent Event | |||||||||||||||
Number of shares called, in shares | shares | 1 | ||||||||||||||
Debt Instrument, Equity Issued for Payment, Conversion Weighted Average Price Period | 20 days | ||||||||||||||
Private Placement, Number of Shares Issued | shares | 1 | ||||||||||||||
Stock Issued During Period, Shares, New Issues | shares | 8,087,000 | ||||||||||||||
Common Stock [Member] | Minimum [Member] | Subsequent Event | |||||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 0.14 | ||||||||||||||
Common Stock [Member] | Maximum [Member] | |||||||||||||||
Number of shares called, in shares | shares | 44,000,000 | ||||||||||||||
Common Stock [Member] | Maximum [Member] | Subsequent Event | |||||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 0.17 | ||||||||||||||
Common Stock [Member] | Subordinated Contingent Convertible Promissory Notes | Convertible Debt | |||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.20 | ||||||||||||||
Class of Warrant or Right, Potential Number of Securities Called by Warrants or Rights | shares | 12,853,053 | ||||||||||||||
Convertible Preferred Stock [Member] | |||||||||||||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 0.20 | ||||||||||||||
Preferred Stock, Percentage of Equity Outstanding On Which Cash Dividend Is Deferred | 69.00% | ||||||||||||||
Series B 10% Convertible Preferred Stock | |||||||||||||||
Preferred Stock, Percentage of Equity Outstanding On Which Cash Dividend Is Deferred | 100.00% | ||||||||||||||
WPU Leasing, LLC [Member] | WPU Leasing Deferment Agreement [Member] | Secured Debt | |||||||||||||||
Debt Instrument, Percentage of Debt Outstanding On Which Cash Payment Is Deferred | 70.00% | ||||||||||||||
Long-term Debt | $ 1,900,000 | ||||||||||||||
Decrease In Cash Outflow Commitments | $ 500,000 | ||||||||||||||
Debt Instrument, Equity Issued for Payment, Conversion Weighted Average Price Period | 20 days | ||||||||||||||
Affiliated Entity [Member] | Unsecured Debt [Member] | Subsequent Event | |||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 744,911 | ||||||||||||||
Affiliated Entity [Member] | Promissory Note, Due July 2016 Through September 2016 [Member] | Unsecured Debt [Member] | |||||||||||||||
Debt Instrument, Face Amount | $ 200,000 | ||||||||||||||
Affiliated Entity [Member] | Promissory Note, Due July 2016 Through September 2016 [Member] | Unsecured Debt [Member] | Subsequent Event | |||||||||||||||
Debt Instrument, Face Amount | $ 200,000 | ||||||||||||||
Affiliated Entity [Member] | Promissory Note, Due July 2016 [Member] | Unsecured Debt [Member] | |||||||||||||||
Debt Instrument, Face Amount | $ 640,000 | ||||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||||||||||||
Affiliated Entity [Member] | Promissory Note, Due July 2016 [Member] | Unsecured Debt [Member] | Subsequent Event | |||||||||||||||
Debt Conversion, Converted Instrument, Amount | $ 100,000 |
Certificates of Deposits (Detai
Certificates of Deposits (Details) - USD ($) | Jun. 30, 2016 | Sep. 30, 2015 |
Certificates of Deposit [Abstract] | ||
Certificates of deposit, restricted | $ 310,120 | $ 309,984 |
Receivables Schedule of Related
Receivables Schedule of Related Party Transactions, by Related Party (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||||
Jun. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | Dec. 01, 2015 | Nov. 30, 2015 | Aug. 12, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | |
Related Party Transaction [Line Items] | ||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% | ||||||
Proceeds from Collection of Notes Receivable | $ 50,000 | |||||||
Equipment received in lieu of payment on note receivable | 190,000 | |||||||
Trident Resources LLC [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Contractually Specified Servicing Fees, Late Fees, and Ancillary Fees Earned in Exchange for Servicing Financial Assets | $ 90,041 | |||||||
Related Party Transaction, Interest Rate | 5.00% | |||||||
American Power Group [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Note Receivable Related Party, Total Principal Amount Outstanding | $ 797,387 | $ 797,387 | ||||||
Related Party Transaction, Interest Rate | 5.50% | |||||||
Royalties Due to be Applied Against Outstanding Interest and Principal of Related Party Note Receivable | 50.00% | 50.00% | ||||||
Due to Related Parties, Noncurrent, Percentage of Balance | 100.00% | 100.00% | ||||||
Secured Debt | Trident Secured Promissory Note Commencing February 2016 | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt Instrument, Face Amount | $ 1,716,500 | $ 1,716,500 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | 6.00% | 6.00% | |||||
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $ 240,000 | $ 900,000 | $ 240,000 | |||||
Loans Payable [Member] | Trident Resources LLC [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Debt Instrument, Face Amount | $ 497,190 | $ 497,190 | $ 737,190 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% |
Intangible Assets - Long Term C
Intangible Assets - Long Term Contracts and Purchased Technology (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2013 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 0 | $ 0 | |||
Contract Recievable, Amortized | $ 500,000 | $ 500,000 | |||
Purchased Technology, Amortized | $ 500,000 | 500,000 | |||
Long Term Contracts, Useful Life | 120 months | ||||
Purchased Technology, Useful Life | 120 months | ||||
Amortization of Long Term Contracts and Purchased Technology | $ 25,000 | 25,000 | 75,000 | 75,000 | |
Long Term Contracts and Purchased Technology, Accumulated Amortization | 691,667 | 691,667 | $ 616,667 | ||
Royalty Expense | 0 | $ 0 | 0 | $ 0 | |
Licensing Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets | $ 7,500 | $ 22,500 |
Inventory (Details)
Inventory (Details) - USD ($) | Jun. 30, 2016 | Sep. 30, 2015 |
Inventory Disclosure [Abstract] | ||
Inventory Valuation Reserves | $ 217,433 | $ 193,637 |
Raw materials | 410,912 | 514,041 |
Work in progress | 34,679 | 25,784 |
Finished goods | 60,232 | 1,169 |
Total inventory | $ 505,823 | $ 540,994 |
Intangible Assets - Exclusive P
Intangible Assets - Exclusive Patent License Agreement (Details) - USD ($) | Apr. 27, 2012 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Exclusive patent license agreement [Line Items] | |||||
Amortization of Long Term Contracts and Purchased Technology | $ 25,000 | $ 25,000 | $ 75,000 | $ 75,000 | |
Royalty Expense | $ 0 | $ 0 | $ 0 | $ 0 | |
Net Sales Threshold [Member] | |||||
Exclusive patent license agreement [Line Items] | |||||
Monthly Royalty Amount | 10.00% | ||||
Pre Royalty EBITDA Threshold [Member] | |||||
Exclusive patent license agreement [Line Items] | |||||
Monthly Royalty Amount | 30.00% |
Intangible Assets - Software De
Intangible Assets - Software Development (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Capitalized Software Development Costs [Line Items] | |||||
Capitalized Software Development Costs for Software Sold to Customers | $ 4,575,789 | $ 4,575,789 | |||
Capitalized Computer Software, Amortization | 183,427 | $ 161,055 | 544,727 | $ 443,269 | |
Capitalized Computer Software, Accumulated Amortization | 1,921,899 | 1,921,899 | $ 1,377,172 | ||
OUL [Member] | |||||
Capitalized Software Development Costs [Line Items] | |||||
Capitalized Software Development Costs for Software Sold to Customers | $ 1,917,220 | 1,917,220 | |||
Software, Useful Life | 60 months | ||||
IUL [Member] | |||||
Capitalized Software Development Costs [Line Items] | |||||
Capitalized Software Development Costs for Software Sold to Customers | $ 2,658,569 | $ 2,658,569 | |||
Software, Useful Life | 84 months |
Intangible Assets - Finite-Live
Intangible Assets - Finite-Lived Intangible Assets, Future Amortization Expense (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Issuance of Series C Convertible Preferred stock, net of fees | $ 2,569,515 | ||||
2,014 | $ 879,565 | 879,565 | |||
2,015 | 755,521 | 755,521 | |||
2,016 | 538,185 | 538,185 | |||
2,017 | 374,334 | 374,334 | |||
2,018 | 343,640 | 343,640 | |||
2022 and thereafter | 343,479 | 343,479 | |||
Total | 3,234,724 | $ 3,234,724 | $ 3,676,410 | ||
Amortization of Intangible Assets | $ 0 | $ 0 | |||
Licensing Agreements [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 120 months | ||||
Amortization of Intangible Assets | 7,500 | $ 22,500 | |||
Contracts [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
2,014 | 50,000 | 50,000 | |||
2,015 | 50,000 | 50,000 | |||
2,016 | 50,000 | 50,000 | |||
2,017 | 4,167 | 4,167 | |||
2,018 | 0 | 0 | |||
2022 and thereafter | 0 | 0 | |||
Total | 154,167 | 154,167 | |||
Technology [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
2,014 | 50,000 | 50,000 | |||
2,015 | 50,000 | 50,000 | |||
2,016 | 50,000 | 50,000 | |||
2,017 | 4,167 | 4,167 | |||
2,018 | 0 | 0 | |||
2022 and thereafter | 0 | 0 | |||
Total | 154,167 | 154,167 | |||
Testing Software [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
2,014 | 749,565 | 749,565 | |||
2,015 | 625,521 | 625,521 | |||
2,016 | 408,185 | 408,185 | |||
2,017 | 336,000 | 336,000 | |||
2,018 | 313,640 | 313,640 | |||
2022 and thereafter | 220,979 | 220,979 | |||
Total | 2,653,890 | 2,653,890 | |||
Trident Resources LLC [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Assets, Accumulated Amortization | 27,500 | 27,500 | $ 5,000 | ||
Common Stock [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
Issuance of Series C Convertible Preferred stock, net of fees | 300,000 | ||||
NGL Services | Contracts [Member] | |||||
Acquired Finite-Lived Intangible Assets [Line Items] | |||||
2,014 | 30,000 | 30,000 | |||
2,015 | 30,000 | 30,000 | |||
2,016 | 30,000 | 30,000 | |||
2,017 | 30,000 | 30,000 | |||
2,018 | 30,000 | 30,000 | |||
2022 and thereafter | 122,500 | 122,500 | |||
Total | $ 272,500 | $ 272,500 |
Intangible Assets - Intangible
Intangible Assets - Intangible Assets (Details) - USD ($) | Jun. 30, 2016 | Sep. 30, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | $ 3,234,724 | $ 3,676,410 |
Long term contracts, net | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | 426,667 | 486,667 |
Purchased technology, net | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | 154,167 | 191,667 |
Software development costs, net | ||
Finite-Lived Intangible Assets [Line Items] | ||
Total intangible assets | $ 2,653,890 | $ 2,998,076 |
Property, Plant and Equipment44
Property, Plant and Equipment (Details) - USD ($) | 3 Months Ended | |
Jun. 30, 2016 | Sep. 30, 2015 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, net | $ 3,862,536 | $ 3,739,053 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Estimated Useful Lives | 5 years | |
Property, Plant, and Equipment, Gross | $ 127,087 | 127,087 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant, and Equipment, Gross | 3,257,681 | 3,342,202 |
Less accumulated depreciation | (1,424,886) | (1,167,144) |
Property, plant and equipment, net | $ 3,862,536 | 3,739,053 |
Machinery and equipment | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Estimated Useful Lives | P3Y | |
Machinery and equipment | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Estimated Useful Lives | P10Y | |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant, and Equipment, Gross | $ 1,902,654 | $ 1,436,908 |
Notes Payable_Credit Faciliti45
Notes Payable/Credit Facilities (Details) | Oct. 27, 2014USD ($) | Jun. 30, 2016USD ($)employeeshares | Apr. 15, 2016USD ($) | Sep. 30, 2015USD ($) | Mar. 31, 2015employee |
Debt Instrument [Line Items] | |||||
Notes Payable to Bank | $ 2,863,674 | $ 3,085,729 | |||
Notes Payable, Current | (876,110) | (880,698) | |||
Notes and Loans, Noncurrent | 1,987,564 | ||||
Notes Payable, Noncurrent | $ 1,987,564 | 2,205,031 | |||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||
Common Shares Held as Collateral, Number of Shares | shares | 2,000,000 | ||||
Notes payable, related parties | $ 1,432,865 | 2,861,083 | |||
Restricted Cash and Cash Equivalents, Current | 310,120 | 309,984 | |||
Debt Instrument, Debt Default, Amount | 57,000 | ||||
Working Capital Line [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes Payable to Bank | $ 500,000 | ||||
Debt Instrument, Maturity Date | Apr. 15, 2017 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||
Iowa State Bank Term Note, due April 2015 [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes Payable to Bank | 500,000 | ||||
Iowa State Bank Term Note, due through February 2018 [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes Payable to Bank | 2,541,414 | ||||
Other Term Note, due February 2016 [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes Payable to Bank | $ 44,315 | ||||
Other Term Note, due June 2016 [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Maturity Date | Feb. 27, 2017 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 3.54% | ||||
Iowa State Bank Term Note, due October 2021 | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Amount Outstanding | $ 2,567,000 | ||||
Notes Payable to Bank | $ 2,334,052 | ||||
Debt Instrument, Maturity Date | Oct. 15, 2021 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||
Debt Instrument, Term | 82 months | ||||
Debt Instrument, Periodic Payment | $ 44,223 | ||||
Debt Instrument, Description of Variable Rate Basis | Wall Street Journal U.S. Prime Rate | ||||
Debt Instrument, Basis Spread on Variable Rate | 4.00% | ||||
Bank fees financed with long-term note | 30,000 | ||||
Other Term Note, due February 2015 and July 2015 [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes Payable to Bank | $ 29,622 | ||||
Officer | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Common Shares Pledged, Number of Related Parties | employee | 2 | ||||
Officer | Iowa State Bank Term Note, due October 2021 | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Fee Amount, Payable to Related Party | $ 150,000 | ||||
Director | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Common Shares Pledged, Number of Related Parties | employee | 1 | ||||
Management [Member] | Line of Credit [Member] | Iowa State Bank Term Note, due October 2021 | |||||
Debt Instrument [Line Items] | |||||
Common Shares Held as Collateral, Number of Shares | shares | 500,000 | ||||
Working Capital Line [Member] | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500,000 |
Product Warranty Costs (Details
Product Warranty Costs (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Sep. 30, 2015 | |
Product Warranties Disclosures [Abstract] | ||
Warranty accrual at the beginning of the period | $ 167,180 | $ 221,562 |
Charged to costs and expenses relating to new sales | 40,679 | 70,426 |
Costs of product warranty claims | (29,459) | (124,808) |
Warranty accrual at the end of period | $ 178,400 | $ 167,180 |
Notes Payable_Credit Faciliti47
Notes Payable/Credit Facilities - Short Term Promissory Notes (Details) - USD ($) | Oct. 27, 2014 | Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 |
Short-term Debt [Line Items] | |||||
Proceeds from Line of Credit | $ 200,000 | $ 500,000 | |||
Notes payable, related parties | $ 1,432,865 | $ 1,432,865 | $ 2,861,083 | ||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% | |||
Restricted Cash and Cash Equivalents, Current | $ 310,120 | $ 310,120 | $ 309,984 | ||
Other Term Note, due July 2015 [Member] | |||||
Short-term Debt [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 3.54% | 3.54% | |||
Debt Instrument, Maturity Date | Feb. 27, 2017 | ||||
Iowa State Bank Term Note, due October 2021 | |||||
Short-term Debt [Line Items] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | 8.00% | |||
Debt Instrument, Term | 82 months | ||||
Debt Instrument, Maturity Date | Oct. 15, 2021 |
Notes Payable, Related Partie48
Notes Payable, Related Parties (Details) - USD ($) | Jun. 30, 2016 | Dec. 01, 2015 | Oct. 21, 2015 | Sep. 30, 2015 | Aug. 24, 2015 |
Debt Instrument [Line Items] | |||||
Notes payable, related parties | $ 1,432,865 | $ 2,861,083 | |||
Total | 4,165,699 | 5,627,343 | |||
Less current portion | (1,432,865) | (2,861,083) | |||
Notes payable, related parties, net of current portion | $ 2,732,834 | 2,766,260 | |||
Interest Rate | 8.00% | ||||
Convertible Notes Payable, Current | $ 0 | 2,475,000 | |||
Director | |||||
Debt Instrument [Line Items] | |||||
Notes payable, related parties | $ 640,000 | 0 | |||
Interest Rate | 10.00% | ||||
Officer | |||||
Debt Instrument [Line Items] | |||||
Notes payable, related parties | $ 50,000 | 50,000 | |||
Interest Rate | 8.00% | ||||
Secured Debt | Trident Secured Promissory Note Commencing February 2016 | |||||
Debt Instrument [Line Items] | |||||
Total | $ 1,716,500 | 1,716,500 | |||
Interest Rate | 6.00% | 6.00% | |||
Secured Debt | WPU's Covenants and Agreement 1 | |||||
Debt Instrument [Line Items] | |||||
Interest Rate | 22.20% | ||||
Secured Debt | WPU Leasing, LLC [Member] | WPU's Covenants and Agreement 1 | |||||
Debt Instrument [Line Items] | |||||
Total | $ 1,759,199 | $ 1,385,843 | |||
Interest Rate | 22.20% | ||||
Convertible Debt | Subordinated Contingent Convertible Promissory Notes | |||||
Debt Instrument [Line Items] | |||||
Interest Rate | 10.00% |
Notes Payable, Related Partie49
Notes Payable, Related Parties - Trident Resources, LLC (Details) | Dec. 01, 2015USD ($)loans | Aug. 12, 2015USD ($)processing_system | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Sep. 30, 2015USD ($) |
Debt Instrument [Line Items] | |||||
Notes Payable, Related Parties | $ 4,165,699 | $ 5,627,343 | |||
Number of processing systems acquired | processing_system | 2 | ||||
Payments to acquire processing system | $ 1,716,000 | $ 181,742 | $ 174,197 | ||
Interest Rate | 8.00% | ||||
Number of notes amended and restated | loans | 2 | ||||
Secured Debt | Trident Secured Promissory Note 1 | |||||
Debt Instrument [Line Items] | |||||
Promissory note | $ 832,000 | ||||
Term of loan | 12 months | ||||
Interest Rate | 6.75% | ||||
Secured Debt | Trident Secured Promissory Note 2 | |||||
Debt Instrument [Line Items] | |||||
Promissory note | $ 884,500 | ||||
Term of loan | 36 months | ||||
Interest Rate | 6.00% | ||||
Secured Debt | Trident Secured Promissory Note Commencing February 2016 | |||||
Debt Instrument [Line Items] | |||||
Notes Payable, Related Parties | $ 1,716,500 | $ 1,716,500 | |||
Promissory note | $ 1,716,500 | $ 1,716,500 | |||
Term of loan | 48 months | ||||
Interest Rate | 6.00% | 6.00% |
Notes Payable, Related Partie50
Notes Payable, Related Parties - Financing Agreement - WPU Leasing, LLC (Details) | Jul. 11, 2016USD ($) | Aug. 24, 2015USD ($)processing_system$ / sharesshares | Aug. 12, 2015USD ($)processing_system | Jan. 31, 2016USD ($) | Jun. 30, 2016USD ($)$ / sharesshares | Oct. 09, 2015USD ($) | Sep. 30, 2015USD ($)shares |
Debt Instrument [Line Items] | |||||||
Notes Payable, Related Parties | $ 4,165,699 | $ 5,627,343 | |||||
Number of processing systems acquired | processing_system | 2 | ||||||
Interest Rate | 8.00% | ||||||
Common Stock, Shares, Issued | shares | 64,093,130 | 55,287,349 | |||||
Debt Conversion, Converted Instrument, Amount | $ 169,000 | ||||||
Secured Debt | Trident Secured Promissory Note 1 | |||||||
Debt Instrument [Line Items] | |||||||
Promissory note | $ 832,000 | ||||||
Interest Rate | 6.75% | ||||||
Term of loan | 12 months | ||||||
Secured Debt | Trident Secured Promissory Note 2 | |||||||
Debt Instrument [Line Items] | |||||||
Promissory note | $ 884,500 | ||||||
Interest Rate | 6.00% | ||||||
Term of loan | 36 months | ||||||
Secured Debt | WPU's Covenants and Agreement 1 | |||||||
Debt Instrument [Line Items] | |||||||
Interest Rate | 22.20% | ||||||
Number of warrants issued | shares | 1 | ||||||
WPU Leasing, LLC [Member] | WPU's Covenants and Agreements 2 | |||||||
Debt Instrument [Line Items] | |||||||
Exercise price per share (USD per share) | $ / shares | $ 0.20 | ||||||
Class of Warrant or Right, Exercise Period | 4 years | ||||||
Deferred financing costs | $ 86,293 | ||||||
WPU Leasing, LLC [Member] | Secured Debt | WPU's Covenants and Agreements 2 | |||||||
Debt Instrument [Line Items] | |||||||
Promissory note | $ 3,250,000 | $ 500,000 | |||||
Number of processing systems acquired | processing_system | 2 | ||||||
Number of warrants issued | shares | 3,250,000 | ||||||
Common Stock, Shares, Issued | shares | 1,209,857 | ||||||
Shares Issued, Price Per Share | $ / shares | $ 0.14 | ||||||
Debt Conversion, Converted Instrument, Amount | $ 169,379 | ||||||
WPU Leasing, LLC [Member] | Secured Debt | WPU's Covenants and Agreement 1 | |||||||
Debt Instrument [Line Items] | |||||||
Promissory note | $ 1,400,000 | ||||||
Notes Payable, Related Parties | $ 1,759,199 | $ 1,385,843 | |||||
Interest Rate | 22.20% | ||||||
WPU Leasing, LLC [Member] | Secured Debt | WPU Leasing Deferment Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long-term Debt | $ 1,900,000 | ||||||
Debt Instrument, Percentage of Debt Outstanding On Which Cash Payment Is Deferred | 70.00% | ||||||
Decrease In Cash Outflow Commitments | $ 500,000 | ||||||
Debt Instrument, Equity Issued for Payment, Conversion Weighted Average Price Period | 20 days | ||||||
Subsequent Event | WPU Leasing, LLC [Member] | Secured Debt | WPU's Covenants and Agreements 2 | |||||||
Debt Instrument [Line Items] | |||||||
Debt Conversion, Converted Instrument, Amount | $ 4,661 |
Notes Payable, Related Partie51
Notes Payable, Related Parties Related Party Promissory Note (Details) - USD ($) | Jul. 31, 2016 | Jul. 11, 2016 | Jun. 30, 2016 |
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||
Promissory Note, Due July 2016 [Member] | Unsecured Debt [Member] | Affiliated Entity with Director [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 640,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||
Affiliated Entity [Member] | Unsecured Debt [Member] | Promissory Note, Due July 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 640,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||
Affiliated Entity [Member] | Unsecured Debt [Member] | Promissory Note, Due July 2016 Through September 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 200,000 | ||
Subsequent Event | Affiliated Entity [Member] | Unsecured Debt [Member] | Promissory Note, Due July 2016 Through September 2016 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Face Amount | $ 200,000 | ||
Debt Instrument, Principal Payment, Converted to Private Placement | $ 100,000 | ||
Debt Instrument, Interest Payment, Converted to Private Placement | $ 250 |
Notes Payable, Related Partie52
Notes Payable, Related Parties - Note Payable-Related Party- Other (Details) - USD ($) | Oct. 27, 2014 | Jun. 30, 2016 | Sep. 30, 2015 |
Debt Instrument [Line Items] | |||
Notes Payable, Related Parties, Current | $ 1,432,865 | $ 2,861,083 | |
Current portion | 1,432,865 | 2,861,083 | |
Notes Payable, Related Parties | 4,165,699 | 5,627,343 | |
Officer | |||
Debt Instrument [Line Items] | |||
Notes Payable, Related Parties, Current | 50,000 | 50,000 | |
Iowa State Bank Term Note, due October 2021 | |||
Debt Instrument [Line Items] | |||
Term of loan | 82 months | ||
Unsecured Debt | Officer's Unsecured Promissory Note September 2010 | Officer | |||
Debt Instrument [Line Items] | |||
Promissory note | $ 50,000 | $ 50,000 |
Notes Payable, Related Partie53
Notes Payable, Related Parties - Contingent Convertible Promissory Notes (Details) | Oct. 21, 2015USD ($)member$ / sharesshares | Jun. 02, 2015USD ($) | Jun. 30, 2016USD ($)$ / shares | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)$ / shares | Jun. 30, 2015USD ($) | Sep. 30, 2015USD ($)$ / shares | Jan. 08, 2016USD ($)$ / shares | Oct. 01, 2013USD ($) |
Debt Instrument [Line Items] | |||||||||
Interest Rate | 8.00% | 8.00% | |||||||
Aggregate principal amount | $ 169,000 | ||||||||
Warrant term (in years) | 5 years | ||||||||
Common stock issued for 10% Convertible Preferred stock dividend | (85,712) | ||||||||
Warrants and Rights Outstanding | $ 16,397 | 16,397 | $ 694,631 | ||||||
Extension (in months) | 60 months | ||||||||
Warrant extension expense | $ 0 | $ 454,253 | $ 0 | $ 454,253 | $ 454,253 | ||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 1 | $ 1 | $ 1 | ||||||
Dividends, Preferred Stock | $ 107,127 | ||||||||
Director | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest Rate | 10.00% | 10.00% | |||||||
Convertible Debt | Subordinated Contingent Convertible Promissory Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Promissory note | $ 2,475,000 | $ 2,200,000 | |||||||
Interest Rate | 10.00% | ||||||||
Aggregate principal amount | $ 2,475,000 | ||||||||
Accrued but unpaid interest | $ 96,000 | ||||||||
Series C Convertible Preferred Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.20 | ||||||||
Preferred stock, par value (in dollars per share) | $ / shares | 10,000 | $ 1 | $ 1 | 0 | |||||
Series C Convertible Preferred Stock | Convertible Debt | Subordinated Contingent Convertible Promissory Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Conversion price (in dollars per share) | $ / shares | $ 10,000 | ||||||||
Number of shares converted (in shares) | shares | 257 | ||||||||
Common Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.10 | ||||||||
Common stock issued for 10% Convertible Preferred stock dividend | $ (937,713) | ||||||||
Number of shares resulting from conversion (in shares) | shares | 50,000 | ||||||||
Common Stock | Convertible Debt | Subordinated Contingent Convertible Promissory Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.20 | ||||||||
Class of Warrant or Right, Potential Number of Securities Called by Warrants or Rights | shares | 12,853,053 | ||||||||
Series C Preferred Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Percent of outstanding shares | 67.00% | ||||||||
Convertible Preferred Stock [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.20 | ||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 1 | $ 1 | $ 1 | ||||||
Arrow, LLC | Director | |||||||||
Debt Instrument [Line Items] | |||||||||
Number of Members Elected | member | 2 | ||||||||
Preferred Stock | Series C Convertible Preferred Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Common stock issued for 10% Convertible Preferred stock dividend | $ (1,556,687) | ||||||||
Dividends, Preferred Stock | 649,813 | ||||||||
Preferred Stock | Convertible Preferred Stock [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Common stock issued for 10% Convertible Preferred stock dividend | $ (937,713) | (405,564) | |||||||
Dividends, Preferred Stock | 959,128 | $ 841,099 | |||||||
Warrant [Member] | Series C Convertible Preferred Stock | |||||||||
Debt Instrument [Line Items] | |||||||||
Warrants and Rights Outstanding | $ 906,874 | $ 906,874 |
Commitments and Contingencies54
Commitments and Contingencies (Details) - USD ($) | Apr. 25, 2016 | Apr. 01, 2016 | Aug. 31, 2015 | Mar. 31, 2016 | Sep. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2016 |
Georgia Property | |||||||
Operating Leased Assets [Line Items] | |||||||
Termination period (in months) | 6 months | ||||||
Number of years after vacating the property | 3 years | ||||||
Lease settlement obligation | $ 574,058,000 | $ 574,058,000 | |||||
Maximum obligation (months) | 36 months | ||||||
Monthly payment | $ 7,500 | $ 8,000,000 | |||||
Reduction in rent expense | $ 2,500 | ||||||
Monthly rent expense | $ 15,152,000 | ||||||
Operating Leases, Net Present Value Decrease, Other Income | $ 90,000 | ||||||
Board of Directors Chairman [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Reduction in Cash salary, Percent | 50.00% | ||||||
Chief executive Officer and Chief Financial Officer [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Employment Agreement, Renewal Period | 1 year | ||||||
Common Stock [Member] | Board of Directors Chairman [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 355,258 | 355,258 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||||||
Share-based Compensation Award, Tranche One [Member] | Common Stock [Member] | Board of Directors Chairman [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Period Increase (Decrease) | 850,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 250,000 | ||||||
Share-based Compensation Award, Tranche One [Member] | Common Stock [Member] | Chief Executive Officer [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Period Increase (Decrease) | 590,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 900,000 | ||||||
Share-based Compensation Award, Tranche One [Member] | Common Stock [Member] | Chief Financial Officer [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Period Increase (Decrease) | 707,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 700,000 | ||||||
Share-based Compensation Award, Tranche Two [Member] | Common Stock [Member] | Board of Directors Chairman [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 600,000 | ||||||
Share-based Compensation Award, Tranche Two [Member] | Common Stock [Member] | Chief Executive Officer [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 2,100,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | ||||||
Share-based Compensation Award, Tranche Two [Member] | Common Stock [Member] | Chief Financial Officer [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 500,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | ||||||
Share-based Compensation Award, Tranche Three [Member] | Common Stock [Member] | Chief Executive Officer [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 3,000,000 | ||||||
Share-based Compensation Award, Tranche Three [Member] | Common Stock [Member] | Chief Financial Officer [Member] | |||||||
Operating Leased Assets [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Number of Shares Per Employee | 800,000 |
Warrants to Purchase Common S55
Warrants to Purchase Common Stock - Assumptions Used to Value Warrant Liabilities (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | Oct. 01, 2013 | |
Class of Warrant or Right [Line Items] | ||||||
Revaluation of warrants | $ 5,890 | $ 153,658 | $ 207,211 | $ 5,955,900 | ||
Warrants outstanding | 21,000,000 | 21,000,000 | ||||
Warrants and Rights Outstanding | $ 16,397 | $ 16,397 | $ 694,631 | |||
Other Liabilities, Noncurrent | $ 16,397 | $ 16,397 | $ 223,608 | |||
Private Placement 1 [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Closing price per share of common stock (usd per share) | $ 0.12 | $ 0.12 | $ 0.29 | |||
Exercise price per share (USD per share) | $ 0.5 | $ 0.5 | $ 0.50 | |||
Expected volatility | 71.00% | 64.00% | ||||
Risk-free interest rate | 0.50% | 0.60% | ||||
Dividend yield | 0.00% | 0.00% | ||||
Remaining expected term of underlying securities (years) | 1 year 3 months | 2 years | ||||
Warrants outstanding | 17,623,387 | 17,623,387 | 17,623,387 | |||
Private Placement 2 [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Closing price per share of common stock (usd per share) | $ 0.12 | $ 0.12 | $ 0.29 | |||
Exercise price per share (USD per share) | $ 0.50 | $ 0.50 | $ 0.50 | |||
Expected volatility | 71.00% | 64.00% | ||||
Risk-free interest rate | 0.60% | 0.01% | ||||
Dividend yield | 0.00% | 0.00% | ||||
Remaining expected term of underlying securities (years) | 2 years 3 months | 3 years | ||||
Warrants outstanding | 6,032,787 | 6,032,787 | 6,032,787 | |||
Private Placement 3 [Member] | ||||||
Class of Warrant or Right [Line Items] | ||||||
Closing price per share of common stock (usd per share) | $ 0.12 | $ 0.12 | $ 0.29 | |||
Exercise price per share (USD per share) | $ 0.50 | $ 0.50 | $ 0.50 | |||
Expected volatility | 71.00% | 64.00% | ||||
Risk-free interest rate | 1.00% | 1.60% | ||||
Dividend yield | 0.00% | 0.00% | ||||
Remaining expected term of underlying securities (years) | 3 years 9 months 10 days | 4 years 6 months 20 days | ||||
Warrants outstanding | 5,000,000 | 5,000,000 | 5,000,000 |
Warrants to Purchase Common S56
Warrants to Purchase Common Stock - Additional Information (Details) - USD ($) | Nov. 28, 2014 | Mar. 31, 2013 | Apr. 30, 2012 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | Oct. 01, 2013 |
Class of Warrant or Right [Line Items] | |||||||||
Warrants and Rights Outstanding | $ 16,397 | $ 16,397 | $ 694,631 | ||||||
Revaluation of warrants | $ 5,890 | $ 153,658 | $ 207,211 | $ 5,955,900 | |||||
Class of Warrant or Right, Outstanding | 21,000,000 | 21,000,000 | |||||||
Preferred Stock | 10% Convertible Preferred Stock [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Preferred stock dividend rate percentage | 10.00% | 10.00% | 10.00% | 10.00% | |||||
Private Placement 1 [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Share Price | $ 0.12 | $ 0.12 | $ 0.29 | ||||||
Exercise price per share (USD per share) | $ 0.5 | $ 0.5 | $ 0.50 | ||||||
Fair Value Assumptions, Expected Volatility Rate | 71.00% | 64.00% | |||||||
Fair Value Assumptions, Risk Free Interest Rate | 0.50% | 0.60% | |||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | |||||||
Fair Value Assumptions, Expected Term | 1 year 3 months | 2 years | |||||||
Class of Warrant or Right, Outstanding | 17,623,387 | 17,623,387 | 17,623,387 | ||||||
Class of Warrant or Right, Outstanding, With Down-Round Provision | 2,742,763 | 2,742,763 | 2,742,763 | ||||||
Private Placement 1 [Member] | Preferred Stock | 10% Convertible Preferred Stock [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Number of shares sold | 821.6 | ||||||||
Private Placement 2 [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Share Price | $ 0.12 | $ 0.12 | $ 0.29 | ||||||
Exercise price per share (USD per share) | $ 0.50 | $ 0.50 | $ 0.50 | ||||||
Fair Value Assumptions, Expected Volatility Rate | 71.00% | 64.00% | |||||||
Fair Value Assumptions, Risk Free Interest Rate | 0.60% | 0.01% | |||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | |||||||
Fair Value Assumptions, Expected Term | 2 years 3 months | 3 years | |||||||
Class of Warrant or Right, Outstanding | 6,032,787 | 6,032,787 | 6,032,787 | ||||||
Class of Warrant or Right, Outstanding, With Down-Round Provision | 905,917 | 905,917 | 905,917 | ||||||
Private Placement 2 [Member] | Preferred Stock | 10% Convertible Preferred Stock [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Number of shares sold | 274 | ||||||||
Private Placement 3 [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Share Price | $ 0.12 | $ 0.12 | $ 0.29 | ||||||
Exercise price per share (USD per share) | $ 0.50 | $ 0.50 | $ 0.50 | ||||||
Fair Value Assumptions, Expected Volatility Rate | 71.00% | 64.00% | |||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.00% | 1.60% | |||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | 0.00% | |||||||
Fair Value Assumptions, Expected Term | 3 years 9 months 10 days | 4 years 6 months 20 days | |||||||
Class of Warrant or Right, Outstanding | 5,000,000 | 5,000,000 | 5,000,000 | ||||||
Private Placement 3 [Member] | Preferred Stock | 10% Convertible Preferred Stock [Member] | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Number of shares sold | 200 |
Liabilities Measured at Fair Va
Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) | Jun. 30, 2016 | Sep. 30, 2015 |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability | $ 16,397 | $ 223,608 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability | 16,397 | 223,608 |
Warrant Liability [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | $ 16,397 | $ 223,608 |
Fair Value Measurements Level 3
Fair Value Measurements Level 3 Valuation (Details) - Fair Value, Inputs, Level 3 [Member] - Warrant Liability [Member] | 3 Months Ended |
Jun. 30, 2016USD ($) | |
Level 3 | |
Revaluation of warrants recognized in earnings | $ (207,211) |
Ending balance | $ 16,397 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock (Details) - USD ($) | Apr. 01, 2016 | Jun. 30, 2016 | Jun. 30, 2016 | Aug. 22, 2016 | May 13, 2016 | May 12, 2016 | Jan. 08, 2016 | Oct. 21, 2015 | Oct. 20, 2015 | Sep. 30, 2015 |
Class of Stock [Line Items] | ||||||||||
Common stock, shares authorized | 350,000,000 | 350,000,000 | 350,000,000 | 200,000,000 | 200,000,000 | 150,000,000 | 200,000,000 | |||
Number of shares, dividend | 7,140,654 | |||||||||
Common stock issued for 10% Convertible Preferred stock dividend | $ 85,712 | |||||||||
Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Exercise price per share (USD per share) | $ 0.10 | |||||||||
Common stock issued for 10% Convertible Preferred stock dividend | 937,713 | |||||||||
Subsequent Event | Minimum [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Exercise price per share (USD per share) | $ 0.14 | |||||||||
Subsequent Event | Maximum [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Exercise price per share (USD per share) | $ 0.17 | |||||||||
Officer | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares, dividend | 100,012 | |||||||||
Officer | Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock issued for 10% Convertible Preferred stock dividend | $ 11,000 | |||||||||
Board of Directors Chairman [Member] | Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock Issued During Period, Value, Share-based Compensation, Gross | $ 35,525 | |||||||||
Stock Issued During Period, Shares, Share-based Compensation, Gross | 355,258 | 355,258 |
Stockholders' Equity - Ten Perc
Stockholders' Equity - Ten Percent Convertible Preferred Stock (Details) - USD ($) | Nov. 28, 2014 | Mar. 31, 2013 | Apr. 30, 2012 | Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Sep. 30, 2015 | Oct. 01, 2013 |
Class of Stock [Line Items] | ||||||||
Initial value of investor warrant | $ 16,397 | $ 16,397 | $ 694,631 | |||||
Preferred stock dividends | 107,127 | |||||||
Shares issued for preferred stock dividend | 231,331 | $ 405,564 | ||||||
Common stock issued for 10% Convertible Preferred stock dividend | $ (85,712) | |||||||
Dividends included in accrued expenses | 612,859 | $ 324,854 | ||||||
Series B 10% Convertible Preferred Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Preferred Stock, Percentage of Equity Outstanding On Which Cash Dividend Is Deferred | 100.00% | |||||||
Convertible Preferred Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Preferred Stock, Percentage of Equity Outstanding On Which Cash Dividend Is Deferred | 69.00% | |||||||
Preferred Stock | Convertible Preferred Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Preferred stock dividend rate percentage | 10.00% | 10.00% | 10.00% | 10.00% | ||||
Preferred stock dividends | $ 959,128 | 841,099 | ||||||
Preferred stock dividends paid | $ 107,127 | $ 435,535 | ||||||
Shares issued for preferred stock dividend | 7,140,654 | 1,844,243 | ||||||
Common stock issued for 10% Convertible Preferred stock dividend | $ (937,713) | $ (405,564) | ||||||
Retained Earnings [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Preferred stock dividends | $ 107,127 | |||||||
Common stock issued for 10% Convertible Preferred stock dividend | 852,001 | |||||||
Additional Paid In Capital [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock issued for 10% Convertible Preferred stock dividend | $ (866,306) |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Options (Details) - USD ($) | Jun. 02, 2015 | Mar. 31, 2016 | Oct. 31, 2015 | Jun. 30, 2016 | Mar. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jan. 08, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Fair Value Assumptions, Exercise Price | $ 217,742 | $ 217,742 | ||||||
Allocated Share-based Compensation Expense | $ 90,399 | $ 130,710 | $ 5,444 | $ 20,049 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $ 319,710 | 319,710 | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Remaining Vesting Period Years | 4 years 2 months 15 days | |||||||
Class of Warrant or Right, Maximum Extension Term | 60 months | |||||||
Common Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.10 | |||||||
2016 Stock Option Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 70.00% | |||||||
Stock Granted, Value, Share-based Compensation, Gross | $ 302,095 | 241,132 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 1.20% | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 1.50% | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 5 years | |||||||
2016 Stock Option Plan [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,850,000 | |||||||
2016 Stock Option Plan [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 2,600,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||||||
2016 Stock Option Plan [Member] | Share-based Compensation Award, Tranche Three [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 600,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||||||
2016 Stock Option Plan [Member] | Employee Stock Option [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Plan Modification, Incremental Compensation Cost | $ 61,970 | |||||||
CEO and CFO [Member] | 2016 Stock Option Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 3,800,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||||||
Director and Employees [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 72.00% | 68.00% | ||||||
Stock Granted, Value, Share-based Compensation, Net of Forfeitures | $ 117,416 | $ 35,394 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,320,000 | 250,000 | ||||||
Option term (in years) | 5 years | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 15 months | 60 months | ||||||
Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.50% | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Remaining Vesting Period Years | 5 years | |||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.15 | $ 0.25 | ||||||
Chairman, CEO and CFO [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Period Increase (Decrease) | 2,147,000 | |||||||
Former Director [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock Granted, Value, Share-based Compensation, Net of Forfeitures | $ 15,793 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 340,000 | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Remaining Vesting Period Years | 3 months | |||||||
Class of Warrant or Right, Maximum Extension Term | 18 months | |||||||
Maximum [Member] | 2016 Stock Option Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.12 | |||||||
Maximum [Member] | Director and Employees [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Fair Value Assumptions, Risk Free Interest Rate | 0.00% | |||||||
Maximum [Member] | Chairman, CEO and CFO [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | 0.80 | |||||||
Minimum [Member] | 2016 Stock Option Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | 0.10 | |||||||
Minimum [Member] | Chairman, CEO and CFO [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 0.23 |
Stockholders' Equity - Series D
Stockholders' Equity - Series D (Details) - USD ($) | Aug. 22, 2016 | May 13, 2016 | Jan. 08, 2016 | Jun. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jul. 05, 2016 | May 12, 2016 | Oct. 21, 2015 | Oct. 20, 2015 | Sep. 30, 2015 |
Class of Stock [Line Items] | |||||||||||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 | $ 1 | ||||||||
Common stock, shares authorized | 350,000,000 | 350,000,000 | 350,000,000 | 200,000,000 | 200,000,000 | 150,000,000 | 200,000,000 | ||||
Warrants outstanding | 21,000,000 | 21,000,000 | |||||||||
Fair value | $ 1,087,333 | $ 1,087,333 | |||||||||
Fair Value Adjustment of Warrants | $ 217,742 | $ 217,742 | |||||||||
Adjustments to Additional Paid in Capital, Convertible Equity with Conversion Feature | $ 1,550,924 | ||||||||||
Beneficial Conversion Feature, Deemed Dividend, Charged to Retained Earnings | $ 293,746 | $ 1,257,178 | |||||||||
Series D 10% Convertible Preferred Stock Converted to Series D2 Convertible Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 197 | 197 | |||||||||
Series D2 Convertible Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 200 | 200 | |||||||||
Series D Convertible Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of shares sold | 22 | ||||||||||
Proceeds from sale of Series Convertible Preferred stock, net of fees | $ 2,200,000 | ||||||||||
Preferred stock, par value (in dollars per share) | $ 100,000 | ||||||||||
Price per share (in dollars per share) | $ 0.10 | ||||||||||
Preferred stock dividend rate percentage | 10.00% | ||||||||||
Preferred stock, shares outstanding | 197 | ||||||||||
Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of shares called, in shares | 22,000,000 | ||||||||||
Exercise price per share (USD per share) | $ 0.10 | ||||||||||
Number of shares of common stock | 1,000,000 | ||||||||||
Series B 10% Convertible Preferred Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 | $ 1 | ||||||||
Preferred stock, shares outstanding | 200 | ||||||||||
Series C Convertible Preferred Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 | $ 10,000 | 0 | |||||||
Preferred stock, shares outstanding | 205 | ||||||||||
Series D3 Convertible Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 205 | 205 | |||||||||
Series D Convertible Preferred Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Proceeds from sale of Series Convertible Preferred stock, net of fees | $ 2,150,597 | $ 0 | |||||||||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 | $ 0 | ||||||||
Relative fair value | $ 894,925 | $ 894,925 | |||||||||
Subsequent Event | Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of shares sold | 8,087,000 | ||||||||||
Number of shares called, in shares | 1 | ||||||||||
Maximum [Member] | Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Number of shares called, in shares | 44,000,000 | ||||||||||
Maximum [Member] | Subsequent Event | |||||||||||
Class of Stock [Line Items] | |||||||||||
Exercise price per share (USD per share) | $ 0.17 |
Segment Information (Details)
Segment Information (Details) | 3 Months Ended | 9 Months Ended | ||||
Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)segment | Jun. 30, 2015USD ($) | Sep. 30, 2015USD ($) | Mar. 31, 2015USD ($) | |
Segment Reporting [Abstract] | ||||||
Reportable operating segments | segment | 2 | |||||
Segment Reporting Information [Line Items] | ||||||
Net sales | $ 524,194 | $ 555,662 | $ 1,627,370 | $ 2,086,027 | ||
Amortization | 310,514 | 191,499 | 779,117 | 538,318 | ||
Depreciation | 96,254 | 74,759 | 297,820 | 221,608 | ||
Operating loss from continuing operations | (1,373,738) | (1,190,949) | (3,972,379) | (3,060,327) | ||
Interest and financing costs | 223,608 | 83,259 | 608,367 | 216,464 | ||
Total assets | 10,238,257 | 8,891,152 | 10,238,257 | 8,891,152 | $ 11,120,296 | $ 8,891,152 |
Capital expenditures | 30,085 | 93,485 | 470,307 | 174,197 | ||
Software development | 47,586 | 104,974 | 200,541 | 402,627 | ||
Operating Segments | Dual Fuel Conversion Technology | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 524,194 | 555,662 | 1,597,387 | 2,086,027 | ||
Amortization | 208,427 | 186,055 | 619,727 | 518,269 | ||
Depreciation | 52,929 | 74,759 | 167,845 | 221,608 | ||
Operating loss from continuing operations | (743,359) | (792,365) | (2,192,791) | (2,012,797) | ||
Interest and financing costs | 69,574 | 69,918 | 216,499 | 215,213 | ||
Total assets | 5,915,658 | 6,679,967 | 5,915,658 | 6,679,967 | 6,679,967 | |
Capital expenditures | 0 | 93,485 | 4,561 | 174,197 | ||
Software development | 47,586 | 104,974 | 200,541 | 402,627 | ||
Operating Segments | NGL Services | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 0 | 0 | 29,983 | 0 | ||
Amortization | 7,500 | 0 | 22,500 | 0 | ||
Depreciation | 43,325 | 0 | 129,975 | 0 | ||
Operating loss from continuing operations | (172,014) | 0 | (610,524) | 0 | ||
Interest and financing costs | 159,456 | 0 | 395,689 | 0 | ||
Total assets | 3,219,641 | 0 | 3,219,641 | 0 | 0 | |
Capital expenditures | 30,085 | 0 | 465,746 | 0 | ||
Software development | 0 | 0 | 0 | 0 | ||
Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Net sales | 0 | 0 | 0 | 0 | ||
Amortization | 94,587 | 5,444 | 136,890 | 20,049 | ||
Depreciation | 0 | 0 | 0 | 0 | ||
Operating loss from continuing operations | (458,365) | (398,584) | (1,169,064) | (1,047,530) | ||
Interest and financing costs | (5,422) | 13,341 | (3,821) | 1,251 | ||
Total assets | 1,102,958 | 2,211,185 | 1,102,958 | 2,211,185 | $ 2,211,185 | |
Capital expenditures | 0 | 0 | 0 | 0 | ||
Software development | $ 0 | $ 0 | $ 0 | $ 0 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) | Aug. 22, 2016 | Jul. 05, 2016 | Apr. 25, 2016 | Apr. 01, 2016 | Jun. 30, 2016 | May 13, 2016 | May 12, 2016 | Jan. 08, 2016 | Oct. 21, 2015 | Oct. 20, 2015 | Sep. 30, 2015 |
Subsequent Event [Line Items] | |||||||||||
Common stock, shares authorized | 350,000,000 | 350,000,000 | 200,000,000 | 200,000,000 | 150,000,000 | 200,000,000 | |||||
Debt Conversion, Converted Instrument, Amount | $ 169,000 | ||||||||||
Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Private Placement, Authorized Amount | $ 1,500,000 | ||||||||||
Proceeds from Issuance of Private Placement | $ 1,195,000 | ||||||||||
Common Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of securities called by warrants | 22,000,000 | ||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.10 | ||||||||||
Common Stock [Member] | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt Instrument, Equity Issued for Payment, Conversion Weighted Average Price Period | 20 days | ||||||||||
Private Placement, Number of Units Issued | 1 | ||||||||||
Number of securities called by warrants | 1 | ||||||||||
Number of shares sold | 8,087,000 | ||||||||||
Board of Directors Chairman [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Reduction in Cash salary, Percent | 50.00% | ||||||||||
Board of Directors Chairman [Member] | Common Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Shares accepted as salary, in shares | 355,258 | 355,258 | |||||||||
Option term (in years) | 10 years | ||||||||||
Chief executive Officer and Chief Financial Officer [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Renewal period | 1 year | ||||||||||
Share-based Compensation Award, Tranche One [Member] | Board of Directors Chairman [Member] | Common Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of shares for purchase (up to) | 250,000 | ||||||||||
Share-based Compensation Award, Tranche Two [Member] | Board of Directors Chairman [Member] | Common Stock [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of shares for purchase (up to) | 600,000 | ||||||||||
Unsecured Debt [Member] | Affiliated Entity [Member] | Subsequent Event | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt Conversion, Converted Instrument, Amount | $ 744,911 | ||||||||||
Interest Expense, Debt | $ 4,911 | ||||||||||
Secured Debt | WPU Leasing, LLC [Member] | WPU Leasing Deferment Agreement [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt Instrument, Equity Issued for Payment, Conversion Weighted Average Price Period | 20 days |