Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 08, 2020 | |
Document and Entity Information: | ||
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Entity Registrant Name | PLUG POWER INC | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 324,283,734 | |
Entity Central Index Key | 0001093691 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 74,340 | $ 139,496 |
Restricted cash | 56,804 | 54,813 |
Accounts receivable | 24,437 | 25,448 |
Inventory | 92,972 | 72,391 |
Prepaid expenses and other current assets | 28,500 | 21,192 |
Total current assets | 277,053 | 313,340 |
Restricted cash | 176,070 | 175,191 |
Property, plant, and equipment, net of accumulated depreciation of $18,292 and $17,417, respectively | 16,591 | 14,959 |
Leased property, net | 252,802 | 244,740 |
Goodwill | 8,673 | 8,842 |
Intangible assets, net | 5,296 | 5,539 |
Other assets | 12,059 | 8,573 |
Total assets | 748,544 | 771,184 |
Current liabilities: | ||
Accounts payable | 35,503 | 40,376 |
Accrued expenses | 14,273 | 14,213 |
Deferred revenue | 11,557 | 11,691 |
Finance obligations | 52,047 | 49,507 |
Current portion of long-term debt | 27,819 | 26,461 |
Other current liabilities | 10,423 | 8,543 |
Total current liabilities | 151,622 | 150,791 |
Deferred revenue | 22,912 | 23,369 |
Finance obligations | 272,171 | 265,228 |
Convertible senior notes, net | 112,878 | 110,246 |
Long-term debt | 79,119 | 85,708 |
Other liabilities | 13 | 13 |
Total liabilities | 638,715 | 635,355 |
Stockholders' equity: | ||
Common stock, $0.01 par value per share; 750,000,000 shares authorized; Issued (including shares in treasury): 322,220,469 at March 31, 2020 and 318,637,560 at December 31, 2019 | 3,222 | 3,186 |
Additional paid-in capital | 1,519,257 | 1,507,116 |
Accumulated other comprehensive income | 1,164 | 1,400 |
Accumulated deficit | (1,383,299) | (1,345,807) |
Less common stock in treasury: 15,261,007 at March 31, 2020 and 15,259,045 at December 31, 2019 | (31,224) | (31,216) |
Total stockholders ' equity | 109,120 | 134,679 |
Total liabilities, redeemable preferred stock, and stockholders ' equity | 748,544 | 771,184 |
Series C Redeemable Convertible Preferred Stock | ||
Redeemable preferred stock: | ||
Redeemable preferred stock | $ 709 | 709 |
Series E Redeemable Convertible Preferred Stock | ||
Redeemable preferred stock: | ||
Redeemable preferred stock | $ 441 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Accumulated depreciation of property, plant, and equipment | $ 18,292 | $ 17,417 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 750,000,000 | 750,000,000 |
Common stock, shares issued | 322,220,469 | 318,637,560 |
Common stock in treasury, shares | 15,261,007 | 15,259,045 |
Series C Redeemable Convertible Preferred Stock | ||
Redeemable convertible Preferred Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Redeemable convertible Preferred Stock, shares authorized | 10,431 | 10,431 |
Redeemable convertible Preferred Stock, shares issued | 2,620 | 2,620 |
Redeemable convertible Preferred Stock, shares outstanding | 2,620 | 2,620 |
Redeemable convertible Preferred Stock, aggregate involuntary liquidation preference (in dollars) | $ 16,664 | $ 16,664 |
Series E Redeemable Convertible Preferred Stock | ||
Redeemable convertible Preferred Stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Redeemable convertible Preferred Stock, shares authorized | 35,000 | 35,000 |
Redeemable convertible Preferred Stock, shares issued | 0 | 500 |
Redeemable convertible Preferred Stock, shares outstanding | 0 | 500 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Net revenue: | ||
Net revenue | $ 40,813 | $ 21,579 |
Cost of revenue: | ||
Total cost of revenue | 45,284 | 25,363 |
Gross loss | (4,471) | (3,784) |
Operating expenses: | ||
Research and development | 10,412 | 7,373 |
Selling, general and administrative | 11,013 | 9,324 |
Total operating expenses | 21,425 | 16,697 |
Operating loss | (25,896) | (20,481) |
Interest and other expense, net | (11,583) | (8,345) |
Change in fair value of common stock warrant liability | (2,126) | |
Loss before income taxes | (37,479) | (30,952) |
Net loss attributable to the Company | (37,479) | (30,952) |
Preferred stock dividends declared and accretion of discount | (13) | (52) |
Net loss attributable to common stockholders | $ (37,492) | $ (31,004) |
Net loss per share: | ||
Basic and diluted | $ (0.12) | $ (0.14) |
Weighted average number of common stock outstanding | 305,192,201 | 220,605,068 |
Sales of fuel cell systems and related infrastructure | ||
Net revenue: | ||
Net revenue | $ 20,387 | $ 2,544 |
Cost of revenue: | ||
Total cost of revenue | 13,744 | 2,321 |
Services performed on fuel cell systems and related infrastructure | ||
Net revenue: | ||
Net revenue | 6,521 | 6,343 |
Cost of revenue: | ||
Total cost of revenue | 8,181 | 6,123 |
Power Purchase Agreements | ||
Net revenue: | ||
Net revenue | 6,496 | 6,110 |
Cost of revenue: | ||
Total cost of revenue | 14,243 | 8,998 |
Fuel delivered to customers | ||
Net revenue: | ||
Net revenue | 7,333 | 6,582 |
Cost of revenue: | ||
Total cost of revenue | 9,035 | $ 7,921 |
Other | ||
Net revenue: | ||
Net revenue | 76 | |
Cost of revenue: | ||
Total cost of revenue | $ 81 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Condensed Consolidated Statements of Comprehensive Loss | ||
Net loss attributable to the Company | $ (37,479) | $ (30,952) |
Other comprehensive loss - foreign currency translation adjustment | (236) | (210) |
Comprehensive loss | $ (37,715) | $ (31,162) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' (Deficit) Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in-Capital | Accumulated Other Comprehensive Income | Treasury Stock | Accumulated Deficit | Total |
Balance at Dec. 31, 2018 | $ 2,342 | $ 1,289,714 | $ 1,584 | $ (30,637) | $ (1,260,290) | $ 2,713 |
Balance (in shares) at Dec. 31, 2018 | 234,160,661 | 15,002,663 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss attributable to the Company | (30,952) | (30,952) | ||||
Other comprehensive loss | (210) | (210) | ||||
Stock-based compensation | $ 3 | 2,494 | 2,497 | |||
Stock-based compensation (in shares) | 324,073 | |||||
Stock dividend | 13 | (13) | ||||
Stock dividend (in shares) | 5,034 | |||||
Issuance of common stock, net | $ 100 | 23,398 | 23,498 | |||
Issuance of common stock, net (in shares) | 10,000,000 | |||||
Stock option exercises | 81 | 81 | ||||
Stock option exercises (in shares) | 47,467 | |||||
Provision for common stock warrants | 1,193 | 1,193 | ||||
Balance at Mar. 31, 2019 | $ 2,445 | 1,316,893 | 1,374 | $ (30,637) | (1,291,255) | (1,180) |
Balance (in shares) at Mar. 31, 2019 | 244,537,235 | 15,002,663 | ||||
Balance at Dec. 31, 2018 | $ 2,342 | 1,289,714 | 1,584 | $ (30,637) | (1,260,290) | 2,713 |
Balance (in shares) at Dec. 31, 2018 | 234,160,661 | 15,002,663 | ||||
Balance at Dec. 31, 2019 | $ 3,186 | 1,507,116 | 1,400 | $ (31,216) | (1,345,807) | $ 134,679 |
Balance (in shares) at Dec. 31, 2019 | 318,637,560 | 15,259,045 | 318,637,560 | |||
Increase (Decrease) in Stockholders' Equity | ||||||
Net loss attributable to the Company | (37,479) | $ (37,479) | ||||
Other comprehensive loss | (236) | (236) | ||||
Stock-based compensation | $ 2 | 3,051 | $ (8) | 3,045 | ||
Stock-based compensation (in shares) | 156,416 | 1,962 | ||||
Stock dividend | 13 | (13) | ||||
Stock dividend (in shares) | 3,857 | |||||
Stock option exercises | $ 32 | 6,072 | 6,104 | |||
Stock option exercises (in shares) | 3,206,185 | |||||
Provision for common stock warrants | 2,566 | 2,566 | ||||
Accretion of discount, preferred stock | (28) | (28) | ||||
Conversion of preferred stock | $ 2 | 467 | 469 | |||
Conversion of preferred stock (in shares) | 216,451 | |||||
Balance at Mar. 31, 2020 | $ 3,222 | $ 1,519,257 | $ 1,164 | $ (31,224) | $ (1,383,299) | $ 109,120 |
Balance (in shares) at Mar. 31, 2020 | 322,220,469 | 15,261,007 | 322,220,469 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating Activities | ||
Net loss attributable to the Company | $ (37,479) | $ (30,952) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation of property, plant and equipment, and leased property | 2,850 | 2,776 |
Amortization of intangible assets | 175 | 175 |
Stock-based compensation | 3,045 | 2,497 |
Provision for bad debts and other assets | 307 | |
Amortization of debt issuance costs and discount on convertible senior notes | 2,716 | 2,469 |
Provision for common stock warrants | 2,566 | 1,193 |
Change in fair value of common stock warrant liability | 2,126 | |
Changes in operating assets and liabilities that provide (use) cash: | ||
Accounts receivable | 1,011 | 4,978 |
Inventory | (20,581) | (17,564) |
Prepaid expenses, and other assets | (10,794) | 1,018 |
Accounts payable, accrued expenses, and other liabilities | (2,933) | (2,781) |
Deferred revenue | (591) | (2,505) |
Net cash used in operating activities | (60,015) | (36,263) |
Investing Activities | ||
Purchases of property, plant and equipment | (2,507) | (1,468) |
Purchases for construction of leased property | (3,848) | (806) |
Net cash used in investing activities | (6,355) | (2,274) |
Financing Activities | ||
Proceeds from issuance of preferred stock, net of transaction costs | (3) | |
Proceeds from public offerings, net of transaction costs | 23,498 | |
Proceeds from exercise of stock options | 6,104 | 81 |
Principal payments on long-term debt | (5,315) | (17,153) |
Proceeds from long-term debt | 84,761 | |
Repayments of finance obligations | (5,730) | (53,534) |
Increase in finance obligations | 9,024 | |
Net cash provided by financing activities | 4,083 | 37,650 |
Effect of exchange rate changes on cash | 1 | (35) |
Decrease in cash, cash equivalents and restricted cash | (62,286) | (922) |
Cash, cash equivalents, and restricted cash beginning of period | 369,500 | 110,153 |
Cash, cash equivalents, and restricted cash end of period | 307,214 | 109,231 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 5,155 | $ 4,858 |
Summary of non-cash investing and financing activity | ||
Recognition of right of use asset | 6,189 | |
Conversion of preferred stock to common stock | $ 441 |
Nature of Operations
Nature of Operations | 3 Months Ended |
Mar. 31, 2019 | |
Nature of Operations | |
Nature of Operations | 1. Nature of Operations Description of Business As a leading provider of comprehensive hydrogen fuel cell turnkey solutions, Plug Power Inc., or the Company, is seeking to build a green hydrogen economy. The Company is focused on hydrogen and fuel cell systems that are used to power electric motors primarily in the electric mobility and stationary power markets, given the ongoing paradigm shift in the power, energy, and transportation industries to address climate change, energy security, and meet sustainability goals . Plug Power created the first commercially viable market for hydrogen fuel cell, or the HFC technology. As a result, the Company has deployed approximately 32,000 fuel cell systems, and has become the largest buyer of liquid hydrogen, having built and operated a hydrogen network across North America. We are focused on proton exchange membrane, or PEM, fuel cell and fuel processing technologies, fuel cell/battery hybrid technologies, and associated hydrogen storage and dispensing infrastructure from which multiple products are available. A fuel cell is an electrochemical device that combines hydrogen and oxygen to produce electricity and heat without combustion. Hydrogen is derived from multiple sources. The majority of liquid hydrogen in the US is produced using the steam methane reforming process and utilizing by-product hydrogen from chlor alkali production. By-product hydrogen from a chlor alkali plant is considered to be low carbon hydrogen and in some cases, considered green hydrogen, depending on the source of electricity and geographic location. We source a significant amount of liquid hydrogen based on the chlor alkali process today. In addition, we are looking to increase the mix of our hydrogen usage to be green and zero carbon produced using renewables and electrolyzer with a goal to have over 50% of hydrogen used to be green by 2024. The Company develops complete hydrogen generation, delivery, storage and refueling solutions for customer locations. Currently, the Company obtains the majority of its hydrogen by purchasing it from fuel suppliers for resale to customers. We provide and continue to develop commercially-viable hydrogen and fuel cell solutions . for industrial mobility applications (including electric forklifts and electric industrial vehicles) at multi‑shift high volume manufacturing and high throughput distribution sites where we believe our products and services provide a unique combination of productivity, flexibility and environmental benefits. Additionally, we manufacture and sell fuel cell products to replace batteries and diesel generators in stationary backup power applications. These products have proven valuable with telecommunications, transportation and utility customers as robust, reliable and sustainable power solutions. Our current products and services include: GenDrive: GenDrive is our hydrogen fueled PEM fuel cell system providing power to material handling electric vehicles, including class 1, 2, 3 and 6 electric forklifts and ground support equipment; GenFuel: GenFuel is our hydrogen fueling delivery, generation, storage and dispensing system; GenCare: GenCare is our ongoing ‘internet of things’-based maintenance and on-site service program for GenDrive fuel cell systems, GenSure fuel cell systems, GenFuel hydrogen storage and dispensing products and ProGen fuel cell engines; GenSure: GenSure is our stationary fuel cell solution providing scalable, modular PEM fuel cell power to support the backup and grid-support power requirements of the telecommunications, transportation, and utility sectors; GenKey: GenKey is our vertically integrated “turn-key” solution combining either GenDrive or GenSure fuel cell power with GenFuel fuel and GenCare aftermarket service, offering complete simplicity to customers transitioning to fuel cell power; and ProGen: ProGen is our fuel cell stack and engine technology currently used globally in mobility and stationary fuel cell systems, and as engines in electric delivery vans. We provide our products worldwide through our direct product sales force, and by leveraging relationships with original equipment manufacturers and their dealer networks. We manufacture our commercially-viable products in Latham, NY and Spokane, WA. Liquidity Our cash requirements relate primarily to working capital needed to operate and grow our business, including funding operating expenses, growth in inventory to support both shipments of new units and servicing the installed base, growth in equipment leased to customers under long-term arrangements, funding the growth in our GenKey “turn-key” solution, which includes the installation of our customers’ hydrogen infrastructure as well as delivery of the hydrogen fuel, continued development and expansion of our products, payment of lease/financing obligations under sale/leaseback financings, and the repayment or refinancing of our long-term debt. Our ability to achieve profitability and meet future liquidity needs and capital requirements will depend upon numerous factors, including the timing and quantity of product orders and shipments; attaining and expanding positive gross margins across all product lines; the timing and amount of our operating expenses; the timing and costs of working capital needs; the timing and costs of developing marketing and distribution channels; the ability of our customers to obtain financing to support commercial transactions; our ability to obtain financing arrangements to support the sale or leasing of our products and services to customers and to repay or refinance our long-term debt, and the terms of such agreements that may require us to pledge or restrict substantial amounts of our cash to support these financing arrangements; the timing and costs of developing marketing and distribution channels; the timing and costs of product service requirements; the timing and costs of hiring and training product staff; the timing and costs of product development and introductions; the extent of our ongoing and new research and development programs; and changes in our strategy or our planned activities. If we are unable to fund our operations with positive cash flows and cannot obtain external financing, we may not be able to sustain future operations. As a result, we may be required to delay, reduce and/or cease our operations and/or seek bankruptcy protection. We have experienced and continue to experience negative cash flows from operations and net losses. The Company incurred net losses attributable to common stockholders of $37.5 million and $31.0 million for the three months ended March 31, 2020, and 2019, respectively, and had an accumulated deficit of $1.4 billion at March 31, 2020. We have historically funded our operations primarily through public and private offerings of equity and debt, as well as short-term borrowings, long-term debt and project financings. The Company believes that its current working capital and cash anticipated to be generated from future operations, as well as borrowings from lending and project financing sources and proceeds from equity and debt offerings, including our at-the-market offering, will provide sufficient liquidity to fund operations for at least one year after the date the financial statements are issued. There is no guarantee that future funding will be available if and when required or at terms acceptable to the Company. This projection is based on our current expectations regarding new project financing and product sales and service, cost structure, cash burn rate and other operating assumptions. During the three months ended March 31, 2020, net cash used in operating activities was $60.0 million, consisting primarily of a net loss attributable to the Company of $37.5 million, and net outflows from fluctuations in working capital and other assets and liabilities of $33.9 million, offset by the impact of noncash charges of $11.4 million. The changes in working capital primarily were related to decreases in accounts receivable and accounts payable, accrued expenses, and other liabilities offset by increases in deferred revenue, inventory, prepaid expenses and, other current assets. As of March 31, 2020, we had cash and cash equivalents of $74.3 million and net working capital of $125.4 million. By comparison, at December 31, 2019, we had cash and cash equivalents of $139.5 million and net working capital of $162.5 million. Net cash used in investing activities for the three months ended March 31, 2020, totaled $5.1 million and included purchases of property, plant and equipment and outflows associated with materials, labor, and overhead necessary to construct new leased property. Cash outflows related to equipment that we lease directly to customers are included in net cash used in investing activities. Net cash provided by financing activities for the three months ended March 31, 2020 totaled $4.1 million and primarily resulted from proceeds from the exercise of stock options of $6.1 million, increase in finance obligations of $9.0 million, offset by repayments of long-term debt of $5.3 million and finance obligations of $5.7 million. Public and Private Offerings of Equity and Debt Common Stock Issuance On April 13, 2020, the Company entered into an At Market Issuance Sales Agreement, or the Sales Agreement, with B. Riley FBR, Inc., as sales agent, or FBR, pursuant to which the Company may offer and sell, from time to time through FBR, shares of Company common stock having an aggregate offering price of up to $75.0 million. As of the date of this filing, the Company did not issue any shares of common stock pursuant to the Sales Agreement. In December 2019, the Company issued and sold in a registered public offering an aggregate of 46 million shares of its common stock at a purchase price of $2.75 per share for net proceeds of approximately $120.4 million. In March 2019, the Company issued and sold in a registered direct offering an aggregate of 10 million shares of its common stock at a purchase price of $2.35 per share for net proceeds of approximately $23.5 million. Preferred Stock Issuance In November 2018, the Company completed a private placement of an aggregate of 35,000 shares of the Company’s Series E Redeemable Convertible Preferred Stock, par value $0.01 per share, or the Series E Preferred Stock, for net proceeds of approximately $30.9 million. In the third quarter of 2019, the Company redeemed 4,038 shares of Series E Preferred Stock totaling $4.0 million. In the fourth quarter of 2019, the Company converted 30,962 shares of Series E Preferred Stock into 13.8 million shares of its common stock. In January 2020, the Company converted the remainder of the 500 shares of Series E Preferred Stock into 216,000 shares of its common stock. See Note 10, Redeemable Convertible Preferred Stock, for additional information. Convertible Senior Notes In September 2019, the Company issued a $40.0 million in aggregate principal amount of 7.5% convertible senior note due in 2023, which we refer to herein as the $40 million Convertible Senior Note. The Company’s total obligation, net of interest accretion, due to the holder is $48.0 million. The total net proceeds from this offering, after deducting costs of the issuance were $39.1 million. As of March 31, 2020, the outstanding balance of the note, net of related discount and issuance costs, was $40.4 million. See Note 8, Convertible Senior Notes, for more details. In March 2018, the Company issued $100.0 million in aggregate principal amount of 5.5% convertible senior notes due in 2023, which we refer to herein as the $100 million Convertible Senior Notes. The total net proceeds from this offering, after deducting costs of the issuance, were approximately $95.9 million. Approximately $43.5 million of the proceeds were used for the cost of the Capped Call and the Common Stock Forward (as defined below), both of which are hedges related to the $100 million Convertible Senior Notes. As of March 31, 2020, the outstanding balance of the notes, net of related accretion and issuance costs, was $72.6 million. See Note 8, Convertible Senior Notes, for more details. Operating and Finance Leases The Company enters into sale/leaseback agreements with various financial institutions to facilitate the Company’s commercial transactions with key customers. The Company sells certain fuel cell systems and hydrogen infrastructure to the financial institutions and leases the equipment back to support certain customer locations and to fulfill its varied Power Purchase Agreements (PPAs). Transactions completed under the sale/leaseback transactions are generally accounted for as operating leases and therefore the sales of the fuel cell systems and hydrogen infrastructure are recognized as revenue. In connection with certain sale/leaseback transactions, the financial institutions require the Company to maintain cash balances in restricted accounts securing the Company’s finance obligations. Cash received from customers under the PPAs is used to make payments against the Company’s finance obligations. As the Company performs under these agreements, the required restricted cash balances are released, according to a set schedule. The total remaining lease payments to financial institutions under these agreements at March 31, 2020 was $268.1 million, $234.6 million of which were secured with restricted cash, security deposits backing letters of credit, and pledged service escrows. The Company has varied master lease agreements with Wells Fargo Equipment Finance, Inc., or Wells Fargo, to finance the Company’s commercial transactions with various customers. The Wells Fargo lease agreements were entered into during 2017, 2018, and 2019. No sale/leaseback transactions were entered with Wells Fargo during the three months ended March 31, 2020. Pursuant to the lease agreements, the Company sells fuel cell systems and hydrogen infrastructure to Wells Fargo and then leases them back and operates them at Walmart sites. The Company has a customer guarantee for a large portion of the transactions entered into in connection with such lease agreements. The Wells Fargo lease agreements required letters of credit for the unguaranteed portion totaling $55.5 million as of March 31, 2020. The total remaining lease liabilities owed to Wells Fargo were $108.0 million at March 31, 2020. Over recent years, including in 2019, the Company has entered into master lease agreements with multiple institutions such as Key Equipment Finance (KeyBank), SunTrust Equipment Finance & Lease Corp. (now known as Truist), and First American Bancorp, Inc. (First American). In the first quarter of 2020, the Company entered into additional lease agreements with KeyBank and First American. Similar to the Wells Fargo lease agreements, the primary purpose of these agreements is to finance commercial transactions with varied customers. Most of the transactions with these financial institutions required cash collateral for the unguaranteed portions totaling $179.1 million as of March 31, 2020. Similar to the Wells Fargo lease agreements, in many cases the Company has a customer guarantee for a large portion of the transactions. The total remaining lease liabilities owed to these financial institutions were $160.1 million at March 31, 2020. Long-Term Debt In March 2019, the Company entered into a loan and security agreement (Loan Agreement) with Generate Lending, LLC (Generate Capital) On May 6, 2020, the Company and Generate amended the Loan Agreement to, among other things, (i) provide an incremental term loan facility in the amount of $50.0 million, which has been fully funded, (ii) provide for additional, incremental term loans in an aggregate amount not to exceed $50.0 million, which are available to the Company in Generate Capital’s sole discretion, (iii) reduce the interest rate on all loans to 9.50% from 12.00% per annum, and (iv) extend the maturity date to October 31, 2025 from October 6, 2022. Based on the current amortization schedule, the outstanding balance of $157.5 million under the Term Loan Facility will be fully paid by March 31, 2024. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation The unaudited interim condensed consolidated financial statements include the financial statements of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Interim Financial Statements The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). In the opinion of management, all adjustments, which consist solely of normal recurring adjustments, necessary to present fairly, in accordance with U.S. generally accepted accounting principles (GAAP), the financial position, results of operations and cash flows for all periods presented, have been made. The results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. These unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K, filed for the fiscal year ended December 31, 2019. The information presented in the accompanying unaudited interim condensed consolidated balance sheets as of December 31, 2019 has been derived from the Company’s December 31, 2019 audited consolidated financial statements. Leases The Company is a lessee in noncancelable (1) operating leases, primarily related to sale/leaseback transactions with financial institutions for deployment of the Company’s products at certain customer sites, and (2) finance leases, also primarily related to sale/leaseback transactions with financial institutions for similar commercial purposes. The Company accounts for leases in accordance with Accounting Standards Codification (ASC) Topic 842, Leases (ASC Topic 842), as amended. The Company determines if an arrangement is or contains a lease at contract inception. The Company recognizes a right of use (ROU) asset and a lease liability (i.e. finance obligation) at the lease commencement date. For operating leases, the lease liability is initially measured at the present value of the unpaid lease payments at the lease commencement date. For finance leases, the lease liability is initially measured in the same manner and date as for operating leases, and is subsequently measured at amortized cost using the effective interest method. Key estimates and judgments include how the Company determines (1) the discount rate it uses to discount the unpaid lease payments to present value, (2) the lease term and (3) the lease payments. · ASC Topic 842 requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. Generally, the Company cannot determine the interest rate implicit in the lease because it does not have access to the lessor’s estimated residual value or the amount of the lessor’s deferred initial direct costs. Therefore, the Company generally uses its incremental borrowing rate as the discount rate for the lease. The Company’s incremental borrowing rate for a lease is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. · The lease term for all of the Company’s leases includes the noncancelable period of the lease, plus any additional periods covered by either a Company option to extend (or not to terminate) the lease that the Company is reasonably certain to exercise, or an option to extend (or not to terminate) the lease controlled by the lessor. · Lease payments included in the measurement of the lease liability comprise fixed payments, and the exercise price of a Company option to purchase the underlying asset if the Company is reasonably certain to exercise the option. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. For operating leases, the ROU asset is subsequently measured throughout the lease term at the carrying amount of the lease liability, plus initial direct costs, plus (minus) any prepaid (accrued) lease payments, less the unamortized balance of lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the lease term. For finance leases, the ROU asset is subsequently amortized using the straight-line method from the lease commencement date to the earlier of the end of the useful life of the underlying asset or the end of the lease term unless the lease transfers ownership of the underlying asset to the Company or the Company is reasonably certain to exercise an option to purchase the underlying asset. In those cases, the ROU asset is amortized over the useful life of the underlying asset. Amortization of the ROU asset is recognized and presented separately from interest expense on the lease liability. The Company’s leases do not contain variable lease payments. ROU assets for operating and finance leases are periodically reviewed for impairment losses. The Company uses the long-lived assets impairment guidance in ASC Subtopic 360-10, Property, Plant, and Equipment – Overall , to determine whether an ROU asset is impaired, and if so, the amount of the impairment loss to recognize. No impairment losses have been recognized to date. The Company monitors for events or changes in circumstances that require a reassessment of its leases. When a reassessment results in the remeasurement of a lease liability, a corresponding adjustment is made to the carrying amount of the corresponding ROU asset. Operating and finance lease ROU assets are presented within leased property, net on the unaudited interim condensed consolidated balance sheets. The current portion of operating and finance lease liabilities is included in finance obligations within current liabilities and the long-term portion is presented in finance obligations within noncurrent liabilities on the unaudited interim condensed consolidated balance sheets. The Company has elected not to recognize ROU assets and lease liabilities for short-term leases that have a lease term of 12 months or less. The Company has elected to apply the short-term lease recognition and measurement exemption for other classes of leased assets. The Company recognizes the lease payments associated with its short-term leases as an expense on a straight-line basis over the lease term. Revenue Recognition The Company enters into contracts that may contain one or a combination of fuel cell systems and infrastructure, installation, maintenance, spare parts, fuel delivery and other support services. Contracts containing fuel cell systems and related infrastructure may be sold or provided to customers under a PPA, discussed further below. The Company does not include a right of return on its products other than rights related to standard warranty provisions that permit repair or replacement of defective goods. The Company accrues for anticipated standard warranty costs at the same time that revenue is recognized for the related product, or when circumstances indicate that warranty costs will be incurred, as applicable. Revenue is measured based on the transaction price specified in a contract with a customer, subject to the allocation of the transaction price to distinct performance obligations as discussed below. The Company recognizes revenue when it satisfies a performance obligation by transferring a product or service to a customer. The Company accounts for each distinct performance obligation within its arrangements as a separate unit of accounting if the items under the performance obligation have value to the customer on a standalone basis. The Company considers a performance obligation to be distinct and have a standalone value if the customer can benefit from the good or service either on its own or together with other resources readily available to the customer and the Company’s promise to transfer the goods or service to the customer is separately identifiable from other promises in the contract. The Company allocates revenue to each distinct performance obligation based on relative standalone selling prices. Payment terms for sales of fuel cells, infrastructure and service to customers are typically 30 to 90 days. Sale/leaseback transactions with financial institutions are invoiced and collected upon transaction closing. Service is prepaid upfront in a majority of the arrangements. The Company does not adjust the transaction price for a significant financing component when the performance obligation is expected to be fulfilled within a year. In 2017, in separate transactions, the Company issued to each of Amazon and Walmart warrants to purchase shares of the Company’s common stock. The Company presents the provision for common stock warrants within each revenue-related line item on the unaudited interim consolidated statements of operations. This presentation reflects a discount that those common stock warrants represent, and therefore revenue is net of these non-cash charges. The provision of common stock warrants is allocated to the relevant revenue-related line items based upon the expected mix of the revenue for each respective contract. See Note 11, Warrant Transaction Agreements, for more details. Nature of goods and services The following is a description of principal activities from which the Company generates its revenue. (i) Revenue from sales of fuel cell systems and related infrastructure represents sales of our GenDrive units, GenSure stationary backup power units, as well as hydrogen fueling infrastructure. The Company considers comparable list prices, as well as historical average pricing approaches to determine standalone selling prices for GenDrive fuel cells. The Company uses observable evidence from similar products in the market to determine standalone selling prices for GenSure stationary backup power units and hydrogen fueling infrastructure. The determination of standalone selling prices of the Company’s performance obligations requires significant judgment, including continual assessment of pricing approaches and available observable evidence in the market. Once relative standalone selling prices are determined, the Company proportionately allocates the transaction price to each performance obligation within the customer arrangement. The allocated transaction price related to fuel cell systems and spare parts is recognized as revenue at a point in time which usually occurs at shipment (and occasionally upon delivery). Revenue on hydrogen infrastructure installations is generally recognized at the point at which transfer of control passes to the customer, which usually occurs upon customer acceptance of the hydrogen infrastructure. In certain instances, control on hydrogen infrastructure installations transfers to the customer over time, and the related revenue is recognized over time as the performance obligation is satisfied. The Company uses an input method to determine the amount of revenue to recognize during each reporting period based on the Company’s efforts to satisfy the performance obligation. (ii) Revenue from services performed on fuel cell systems and related infrastructure represents revenue earned on our service and maintenance contracts and sales of spare parts. The transaction price allocated to services as discussed above is generally recognized as revenue over time on a straight-line basis over the expected service period. In substantially all of its commercial transactions, the Company sells extended maintenance contracts that generally provide for a five to ten year service period from the date of product installation in exchange for an up-front payment. Services include monitoring, technical support, maintenance and services that provide for 97% to 98% uptime of the fleet. These services are accounted for as a separate performance obligation, and accordingly, revenue generated from these transactions, subject to the proportional allocation of transaction price, is deferred and recognized in income over the term of the contract, generally on a straight-line basis. Additionally, the Company may enter into annual service and extended maintenance contracts that are billed monthly. Revenue generated from these transactions is recognized in income on a straight-line basis over the term of the contract. Costs are recognized as incurred over the term of the contract. Sales of spare parts are included within service revenue on the unaudited interim consolidated statements of operations. When costs are projected to exceed revenues over the life of the extended maintenance contract, an accrual for loss contracts is recorded. Costs are estimated based upon historical experience and consider the estimated impact of the Company’s cost reduction initiatives. The actual results may differ from these estimates. Upon expiration of the extended maintenance contracts, customers either choose to extend the contract or switch to purchasing spare parts and maintaining the fuel cell systems on their own. (iii) Revenue from PPAs primarily represents payments received from customers who make monthly payments to access the Company’s GenKey solution. When fuel cell systems and related infrastructure are provided to customers through a PPA, revenues associated with these agreements are treated as rental income and recognized on a straight-line basis over the life of the agreements. In conjunction with entering into a PPA with a customer, the Company may enter into sale/leaseback transactions with third-party financial institutions, whereby the fuel cells, a majority of the related infrastructure and, in some cases, service are sold to the third-party financial institution and leased back to the Company through either an operating or finance lease. Certain of the Company’s sale/leaseback transactions with third-party financial institutions are required to be accounted for as finance leases. As a result, no upfront revenue was recognized at the closing of these transactions and a finance obligation for each lease was established. The fuel cell systems and related infrastructure that are provided to customers through these PPAs are classified as leased property, net in the unaudited interim condensed consolidated balance sheets. Costs to service the leased property, depreciation of the leased property, and other related costs are considered cost of PPA revenue in the unaudited interim condensed consolidated statements of operations. Interest cost associated with finance leases is presented within interest and other expense, net in the unaudited interim condensed consolidated statements of operations. The Company also has sale/leaseback transactions with financial institutions, which were required to be accounted for as operating leases. The Company has lease obligations associated with these sale/leaseback agreements with financial institutions paid over the term of the agreements. At inception of these sale/lease transactions, the Company records a right of use asset value which is amortized over the term of the lease and recognized in conjunction with the interest expense on the obligation collectively as rental expense. Rental expense is recognized on a straight-line basis over the life of the agreements and is characterized as cost of PPA revenue on the unaudited interim condensed consolidated statements of operations. The Company includes all lease and non-lease components (i.e., maintenance services) related to PPAs within PPA revenue. To recognize revenue, the Company, as lessee, is required to determine whether each sale/leaseback arrangement meets operating lease criteria. As part of the assessment of these criteria, the Company estimates certain key inputs to the associated calculations such as: 1) discount rate it uses to discount the unpaid lease payments to present value and 2) useful life of the underlying asset(s): · ASC Topic 842 requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. Generally, the Company cannot determine the interest rate implicit in its leases because it does not have access to the lessor’s estimated residual value or the amount of the lessor’s deferred initial direct costs. Therefore, the Company generally uses its incremental borrowing rate to estimate the discount rate for each lease. · In order for a lease to be classified as an operating lease, the lease term cannot exceed 75% (major part) of the estimated useful life of the leased asset. The average estimated useful life of the fuel cells is 10 years, and the average estimated useful life of the hydrogen infrastructure is 20 years. These estimated useful lives are compared to the term of each lease to ensure that 75% of the estimated useful life of the assets is not exceeded which allows the Company to meet the operating lease criteria. (iv) Revenue associated with fuel delivered to customers represents the sale of hydrogen to customers that has been purchased by the Company from a third party or generated on site. Fuel is delivered to customers under stand-ready arrangement, with no long-term commitment. The Company purchases hydrogen fuel from suppliers in certain cases (and produces hydrogen onsite) and sells to its customers upon delivery. Revenue and cost of revenue related to this fuel is recorded as dispensed and is included in the respective “Fuel delivered to customers” lines on the unaudited interim consolidated statements of operations. Contract costs The Company expects that incremental commission fees paid to employees as a result of obtaining sales contracts are recoverable and therefore the Company capitalizes them as contract costs. Capitalized commission fees are amortized on a straight-line basis over the period of time which the transfer of goods or services to which the assets relate occur, typically ranging from 5 to 10 years. Amortization of the capitalized commission fees is included in selling, general and administrative expenses. The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the Company otherwise would have recognized is one year or less. These costs are included in selling, general and administrative expenses. Cash Equivalents For purposes of the unaudited interim condensed consolidated statements of cash flows, the Company considers all highly-liquid debt instruments with original maturities of three months or less to be cash equivalents. At March 31, 2020, cash equivalents consisted of money market accounts. The Company’s cash and cash equivalents are deposited with financial institutions located in the United States and may at times exceed insured limits. Equity Instruments - Common Stock Warrants Common stock warrants that meet certain applicable requirements of ASC Subtopic 815-40, Derivatives and Hedging – Contracts in Entity’s Own Equity , and other related guidance, including the ability of the Company to settle the warrants without the issuance of registered shares or the absence of rights of the grantee to require cash settlement, are accounted for as equity instruments. The Company classifies these equity instruments within additional paid-in capital on the unaudited interim condensed consolidated balance sheets. Common stock warrants accounted for as equity instruments represent the warrants issued to Amazon and Walmart as discussed in Note 11, Warrant Transaction Agreements. The Company adopted FASB Accounting Standards Update 2019-08, Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606) (ASU 2019-08), which requires entities to measure and classify share-based payment awards granted to a customer by applying the guidance under Topic 718, as of January 1, 2019. As a result, the amount recorded as a reduction of revenue is measured based on the grant-date fair value of the warrants. Except for the third tranche, the fair value of all warrants was measured at January 1, 2019, the adoption date of ASU 2019-08. For the third tranche, the fair value will be determined when the second tranche vests. In order to calculate warrant charges, the Company uses the Black-Scholes pricing model, which requires key inputs including volatility and risk-free interest rate and certain unobservable inputs for which there is little or no market data, requiring the Company to develop its own assumptions. The Company estimates the fair value of unvested warrant shares, considered to be probable of vesting. Based on this estimated fair value, the Company determines warrant charges, which are recorded as a reduction of revenue in the unaudited interim condensed consolidated statement of operations. Use of Estimates The unaudited interim condensed consolidated financial statements of the Company have been prepared in conformity with U.S. generally accepted accounting principles, which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited interim condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications Reclassifications are made, whenever necessary, to prior period financial statements to conform to the current period presentation. Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In June 2016, Accounting Standards Update (ASU) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , was issued. Also, In April 2019, Accounting Standards Update (ASU) 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments , was issued to make improvements to updates 2016-01, Financial Instruments – Overall (Subtopic 825-10), 2016-13, Financial Instruments – Credit Losses (Topic 326) and 2017-12, Derivatives and Hedging (Topic 815). ASU 2016-13 significantly changes how entities account for credit losses for financial assets and certain other instruments, including trade receivables and contract assets, that are not measured at fair value through net income. The ASU requires a number of changes to the assessment of credit losses, including the utilization of an expected credit loss model, which requires consideration of a broader range of information to estimate expected credit losses over the entire lifetime of the asset, including losses where probability is considered remote. Additionally, the standard requires the estimation of lifetime expected losses for trade receivables and contract assets that are classified as current. The Company adopted these standards effective January 1, 2020 and determined the impact of the standards to be immaterial to the consolidated financial statements. In April 2019, Accounting Standards Update (ASU) 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments , was issued to make improvements to updates 2016-01, Financial Instruments – Overall (Subtopic 825-10), 2016-13, Financial Instruments – Credit Losses (Topic 326) and 2017-12, Derivatives and Hedging (Topic 815). The Company adopted this standard effective January 1, 2020 and determined the impact of this standard to be immaterial to the consolidated financial statements. In January 2017, Accounting Standards Update (ASU) 2017-04, Intangibles – Goodwill and Other (Topic 350) , was issued to simplify how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The Company adopted this standard effective January 1, 2020. In August 2016, Accounting Standards Update (ASU) 2016-15, Statement of Cash Flows (Topic 230)s: Classification of Certain Cash Receipts and Cash Payments , was issued to reduce the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The Company adopted this standard in 2019 and determined the impact of this standard to be immaterial to the consolidated financial statements. Recently Issued and Not Yet Adopted Accounting Pronouncements In March 2020, Accounting Standards Update (ASU) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , was issued to provide temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates . This update is effective starting March 12, 2020 and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company is evaluating the adoption method as well as the impact this update will have on the consolidated financial statements. In March 2020, Accounting Standards Update (ASU) 2020-03, Codification Improvements to Financial Instruments, was issued to make various codification improvements to financial instruments to make the standards easier to understand and apply by eliminating inconsistencies and providing clarifications. This update will be effective at various dates as described in this ASU. The Company is evaluating the adoption method as well as the impact this update will have on the consolidated financial statements. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share | |
Earnings Per Share | 3. Earnings Per Share Basic earnings per common stock are computed by dividing net loss attributable to common stockholders by the weighted average number of common stock outstanding during the reporting period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock (such as stock options, unvested restricted stock, common stock warrants, and preferred stock) were exercised or converted into common stock or resulted in the issuance of common stock (net of any assumed repurchases) that then shared in the earnings of the Company, if any. This is computed by dividing net earnings by the combination of dilutive common stock equivalents, which is comprised of shares issuable under outstanding warrants, the conversion of preferred stock, and the Company’s share-based compensation plans, and the weighted average number of common stock outstanding during the reporting period. Since the Company is in a net loss position, all common stock equivalents would be considered to be anti-dilutive and are, therefore, not included in the determination of diluted earnings per share. Accordingly, basic and diluted loss per share are the same. The dilutive potential shares common stock is summarized as follows: At March 31, 2020 2019 Stock options outstanding (1) 19,803,872 21,109,998 Restricted stock outstanding (2) 4,600,227 2,372,347 Common stock warrants (3) 110,573,392 115,824,142 Preferred stock (4) 2,782,075 17,933,591 Convertible Senior Notes (5) 59,133,896 43,630,020 Number of dilutive potential shares of common stock 196,893,462 200,870,098 (1) During the three months ended March 31, 2020 and 2019, the Company granted zero and 25,000 stock options, respectively. (2) During the three months ended March 31, 2020 and 2019, the Company granted zero and 25,000 shares of restricted stock, respectively. (3) In April 2017, the Company issued warrants to acquire up to 55,286,696 of the Company’s common stock as part of a transaction agreement with Amazon, subject to certain vesting events, as described in Note 11, Warrant Transaction Agreements. Of these warrants issued, none have been exercised as of March 31, 2020. In July 2017, the Company issued warrants to acquire up to 55,286,696 of the Company’s common stock as part of a transaction agreement with Walmart, subject to certain vesting events, as described in Note 11, Warrant Transaction Agreements. Of these warrants issued, none have been exercised as of March 31, 2020. (4) The preferred stock amount represents the dilutive potential on the shares of common stock as a result of the conversion of the Series C Redeemable Convertible Preferred Stock (Series C Preferred Stock) and Series E Redeemable Preferred Stock (Series E Preferred S)tock, based on the conversion price of each preferred stock as of March 31 2020, and 2019, respectively. Of the 10,431 shares of Series C Preferred Stock issued on May 16, 2013, 7,811 shares had been converted to common stock as of March 31, 2020, with the remainder still outstanding. On November 1, 2018, the Company issued 35,000 shares of Series E redeemable convertible preferred stock (Series E Preferred Stock). As of December 31, 2019, 30,462 shares of the Series E Preferred Stock had been converted to common stock and 4,038 shares were redeemed for cash. The remaining 500 shares of Series E Preferred Stock were converted to common stock in January 2020. (5) In March 2018, the Company issued $100.0 million in aggregate principal amount of 5.5% Convertible Senior Notes. In September 2019, the Company issued a $40.0 million in aggregate principal amount of 7.5% Convertible Senior Note. See Note 8, Convertible Senior Notes. |
Inventory
Inventory | 3 Months Ended |
Mar. 31, 2020 | |
Inventory | |
Inventory | 4. Inventory Inventory as of March 31, 2020 and December 31, 2019 consisted of the following (in thousands): March 31, December 31, 2020 2019 Raw materials and supplies - production locations $ 59,086 $ 48,011 Raw materials and supplies - customer locations 10,423 9,241 Work-in-process 20,234 12,529 Finished goods 3,229 2,610 Inventory $ 92,972 $ 72,391 |
Leased Property
Leased Property | 3 Months Ended |
Mar. 31, 2020 | |
Leased Property | |
Leased Property | 5. Leased Property Leased property at March 31, 2020 and December 31, 2019 consisted of the following (in thousands): March 31, December 31, 2020 2019 Right of use assets - operating $ 209,924 $ 198,068 Right of use assets - finance 41,475 41,475 Capitalized costs of lessor assets 44,107 41,465 Less: accumulated depreciation (42,704) (36,268) Leased property, net $ 252,802 $ 244,740 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Intangible Assets | |
Intangible Assets | 6. Intangible Assets The gross carrying amount and accumulated amortization of the Company’s acquired identifiable intangible assets as of March 31, 2020 were as follows (in thousands): Weighted Average Gross Carrying Accumulated Amortization Period Amount Amortization Total Acquired technology 10 years $ 8,163 $ (2,971) $ 5,192 Customer relationships 10 years 260 (156) 104 Trademark 5 years 60 (60) — $ 8,483 $ (3,187) $ 5,296 The gross carrying amount and accumulated amortization of the Company’s acquired identifiable intangible assets as of December 31, 2019 were as follows (in thousands): Weighted Average Gross Carrying Accumulated Amortization Period Amount Amortization Total Acquired technology 10 years $ 8,244 $ (2,815) $ 5,429 Customer relationships 10 years 260 (150) 110 Trademark 5 years 60 (60) 0 $ 8,564 $ (3,025) $ 5,539 The change in the gross carrying amount of the acquired technology from December 31, 2019 to March 31, 2020 is due to changes in foreign currency translation. In the second quarter of 2019, the Company acquired intellectual property from EnergyOr for $1.5 million. In addition, the Company agreed to pay the sellers a royalty based on future sales of relevant applications, not to exceed $3.0 million, by May 22, 2025. These royalties are added to the intangible asset balance, as incurred. As part of the agreement to acquire the intellectual property from AFC, the Company shall pay AFC milestone payments not to exceed $2.9 million in total, if certain milestones Amortization expense for acquired identifiable intangible assets was $0.2 million for the three months ended March 31, 2020 and 2019. Estimated amortization expense for subsequent years Remainder of 2020 $ 595 2021 793 2022 793 2023 793 2024 and thereafter 2,322 Total $ 5,296 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2020 | |
Long-Term Debt | |
Long-Term Debt | 7. Long-Term Debt In March 2019, the Company, and its subsidiaries Emerging Power Inc. and Emergent Power Inc., entered into a loan and security agreement, as amended (the Loan Agreement), with Generate Lending, LLC (Generate Capital), providing for a secured term loan facility in the amount of $100.0 million (the Term Loan Facility). The Company borrowed $85.0 million under the Loan Agreement on the date of closing and borrowed an additional $15.0 million in April 2019. A portion of the initial proceeds of the loan was used to pay in full the Company’s long-term debt with NY Green Bank, a Division of the New York State Energy Research & Development Authority, including accrued interest of $17.6 million (the Green Bank Loan), and terminate approximately $50.3 million of certain equipment leases with Generate Plug Power SLB II, LLC and repurchase the associated leased equipment. In connection with this transaction, the Company recognized a loss on extinguishment of debt of approximately $0.5 million during the three months ended March 31, 2019. This loss was recorded in interest and other expenses, net in the Company’s unaudited interim condensed consolidated statement of operations. Additionally, $1.7 million was paid to an escrow account related to additional fees due in connection with the Green Bank Loan if the Company does not meet certain New York State employment and fuel cell deployment targets by March 2021. Amount escrowed is recorded in long-term other assets on the Company’s unaudited interim condensed consolidated balance sheets as of March 31, 2020. The Company presently expects to meet the targets as required under the arrangement. Additionally, in November 2019, the Company borrowed an incremental $20.0 million at 12% interest to fund working capital for ongoing deployments and other general corporate purposes. On March 31, 2020, the outstanding balance under the Term Loan Facility was $107.5 million with a 12% interest rate. On May 6, 2020, the Company and Generate amended the Loan Agreement to, among other things, (i) provide an incremental term loan facility in the amount of $50.0 million, which has been fully funded, (ii) provide for additional, incremental term loans in an aggregate amount not to exceed $50.0 million, which are available to the Company in Generate Capital’s sole discretion, (iii) reduce the interest rate on all loans to 9.50% from 12.00% per annum, and (iv) extend the maturity date to October 31, 2025 from October 6, 2022. The Loan Agreement includes covenants, limitations, and events of default customary for similar facilities. Interest and a portion of the principal amount is payable on a quarterly basis. Principal payments will be funded in part by releases of restricted cash, as described in Note 15, Commitments and Contingencies. Based on the current amortization schedule, the outstanding balance of $157.5 million under the Term Loan Facility will be fully paid by March 31, 2024. If addition term loans are funded, the entire then-outstanding principal balance of the Term Loan Facility, together with all accrued and unpaid interest, will be due and payable on the maturity date of October 31, 2025. All obligations under the Loan Agreement are unconditionally guaranteed by Emerging Power Inc. and Emergent Power Inc. The Term Loan Facility is secured by substantially all of the Company’s and the guarantor subsidiaries’ assets, including, among other assets, all intellectual property, all securities in domestic subsidiaries and 65% of the securities in foreign subsidiaries, subject to certain exceptions and exclusions. The Loan Agreement contains covenants, including, among others, (i) the provision of annual and quarterly financial statements, management rights and insurance policies and (ii) restrictions on incurring debt, granting liens, making acquisitions, making loans, paying dividends, dissolving, and entering into leases and asset sales and (iii) compliance with a collateral coverage covenant. The Loan Agreement also provides for events of default, including, among others, payment, bankruptcy, covenant, representation and warranty, change of control, judgment and material adverse effect defaults at the discretion of the lender. As of March 31, 2020, the Company was in compliance with all the covenants. The Loan Agreement provides that if there is an event of default due to the Company’s insolvency or if the Company fails to perform in any material respect the servicing requirements for fuel cell systems under certain customer agreements, which failure would entitle the customer to terminate such customer agreement, replace the Company or withhold the payment of any material amount to the Company under such customer agreement, then Generate Capital has the right to cause Proton Services Inc., a wholly owned subsidiary of the Company, to replace the Company in performing the maintenance services under such customer agreement. As of March 31, 2020, the Term Loan Facility requires the principal balance at the end of each of the following years amortization may not exceed the following (in thousands): December 31, 2020 $ 86,159 December 31, 2021 59,373 As of May 6, 2020, the Term Loan Facility, including the incremental borrowing subsequent to March 31, 2020, as described above, requires the principal balance at the end of each of the following years amortization may not exceed the following (in thousands): December 31, 2020 $ 125,687 December 31, 2021 89,301 December 31, 2022 51,478 December 31, 2023 16,863 |
Convertible Senior Notes
Convertible Senior Notes | 3 Months Ended |
Mar. 31, 2020 | |
Convertible Senior Notes. | |
Convertible Senior Notes | 8. Convertible Senior Notes $40 In September 2019, the Company issued a $40.0 million aggregate principal amount of 7.5% Convertible Senior Note due on January 5, 2023 in exchange for net proceeds of $39.1 million, in a private placement to an accredited investor pursuant to Rule 144A under the Securities Act of 1933, as amended, or the Securities Act. There are no required principal payments prior to maturity of the note. Upon maturity of the note, the Company is required to repay 120% of $40.0 million, or $48.0 million. The note bears interest at 7.5% per annum, payable quarterly in arrears on January 5, April 5, July 5 and October 5 of each year beginning on October 5, 2019 and will mature on January 5, 2023 unless earlier converted or repurchased in accordance with its terms. The note is unsecured and does not contain any financial covenants or any restrictions on the payment of dividends, or the issuance or repurchase of common stock by the Company. The note has an initial conversion rate of 387.5969, which is subject to adjustment in certain events. The initial conversion rate is equivalent to an initial conversion price of approximately $2.58 per share of common stock. The holder of the note may convert at its option at any time until the close of business on the second scheduled trading day immediately prior to the maturity date for shares of the Company’s common stock, subject to certain limitations. In addition, the note will be automatically converted if (1) the daily volume-weighted average price per share of common stock exceeds 175% of the conversion price (as described above) on each of the 20 consecutive VWAP trading days (as defined in the note) beginning after the issue date of the note and (2) certain equity conditions (as defined in the note) are satisfied. Only if both criteria are met is the note automatically converted. Upon either the voluntary or automatic conversion of the note, the Company will deliver shares of common stock based on (1) the then-effective conversion rate and (2) the original principal amount of $40.0 million and not the maturity principal amount of $48.0 million. The note does not allow cash settlement (entirely or partially) upon conversion. As such, the Company uses the if-converted method for calculating any potential dilutive effect of the conversion option on diluted earnings per share. The Company concluded the conversion features did not require bifurcation. Specifically, while the Company determined that (i) the conversion features were not clearly and closely related to the host contracts, (ii) the note (i.e., hybrid instrument) is not remeasured at fair value under otherwise applicable GAAP with changes in fair value reported in earnings as they occur and (iii) the conversion features, if freestanding, would meet the definition of a derivative, the Company concluded such conversion features meet the equity scope exception, and therefore, the conversion features are not required to be bifurcated from the note. If the Company undergoes a fundamental change prior to the maturity date, subject to certain limitations, the holder may require the Company to repurchase for cash all or a portion of the note at a cash repurchase price equal to any accrued and unpaid interest on the note (or portion thereof), plus the greater of (1) 115% of the maturity principal amount of $48.0 million (or portion thereof) and (2) 110% of the product of (i) the conversion rate in effect as of the trading day immediately preceding the date of such fundamental change; (ii) the principal amount of the $40.0 million note to be repurchased divided by $1,000; and (iii) the average of the daily volume-weighted average price per share of the Company’s common stock over the five consecutive VWAP trading days immediately before the effective date of such fundamental change. In addition, with the consent of the holder of the note, subject to certain limitations, the Company may redeem all or any portion of the note, at the Company’s option, at a cash redemption price equal to any accrued and unpaid interest on the note (or portion thereof), plus the greater of (1) 105% of the maturity principal amount of $48.0 million (or portion thereof); and (2) 115% of the product of (i) the conversion rate in effect as of the trading day immediately preceding the related redemption date; (ii) the principal amount of the $40.0 million note to be redeemed divided by $1,000; and (iii) the arithmetic average of the daily volume-weighted average price per share of common stock over the five consecutive VWAP trading days immediately before the related redemption date. While the Company concluded the fundamental change redemption option represents an embedded derivative, the Company concluded the value of the embedded derivative to be immaterial given the likelihood of the occurrence of a fundamental change was deemed to be remote. As related to the call option, the Company concluded the call option was clearly and closely related to the host contract, and therefore, did not meet the definition of an embedded derivative. The Company concluded the total debt discount at issuance of the note equaled approximately $8.0 million. This debt discount was attributed to the fact that upon maturity, the Company is required to repay 120% of $40.0 million, or $48.0 million. In addition, the related debt issuance costs were $1.0 million. The debt discount was recorded as debt issuance cost (presented as contra debt in the unaudited interim condensed consolidated balance sheets) and is being amortized to interest expense over the term of the note using the effective interest rate method. The March 31, December 31, 2020 2019 Principal amounts: Principal at maturity $ 48,000 $ 48,000 Unamortized debt discount (6,800) (7,400) Unamortized debt issuance costs (891) (969) Net carrying amount $ 40,309 $ 39,631 Based on the closing price of the Company’s common stock of $3.54 on March 31, 2020, the if-converted value of the notes was greater than the principal amount. The estimated fair value of the note at March 31, 2020 and December 31, 2019 was approximately $57.3 million and $53.5 million, respectively. The Company utilized a Monte Carlo simulation model to estimate the fair value of the convertible debt. The simulation model is designed to capture the potential settlement features of the convertible debt, in conjunction with simulated changes in the Company's stock price over the term of the note, incorporating a volatility assumption of 70%. This is considered a Level 3 fair value measurement. $100 In March 2018, the Company issued $100.0 million in aggregate principal amount of 5.5% Convertible Senior Notes due on March 15, 2023 in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act. There are no required principal payments prior to maturity of the The total net proceeds from the Amount (in thousands) Principal amount $ 100,000 Less initial purchasers' discount (3,250) Less cost of related capped call and common stock forward (43,500) Less other issuance costs (894) Net proceeds $ 52,356 The Each $1,000 principal amount of the notes is convertible into 436.3002 shares of the Company’s common stock, which is equivalent to a conversion price of approximately $2.29 per share, subject to adjustment upon the occurrence of specified events. Holders of these notes may convert their notes at their option at any time prior to the close of the last business day immediately preceding September 15, 2022, only under the following circumstances: 1) during any calendar quarter (and only during such calendar quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; 2) during the five business day period after any five consecutive trading day period (the measurement period) in which the trading price (as defined in the indenture governing the notes ) per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate for the notes on each such trading day; 3) if the Company calls any or all of the 4) upon the occurrence of certain specified corporate events, such as a beneficial owner acquiring more than 50% of the total voting power of the Company’s common stock, recapitalization of the Company, dissolution or liquidation of the Company, or the Company’s common stock ceases to be listed on an active market exchange. On or after September 15, 2022, holders may convert all or any portion of their Upon conversion of the The conversion rate will be subject to adjustment in some events but will not be adjusted for any accrued or unpaid interest. Holders who convert their The Company may not redeem the In accounting for the issuance of the We incurred transaction costs related to the issuance of the The March 31, December 31, 2020 2019 Principal amounts: Principal $ 100,000 $ 100,000 Unamortized debt discount (1) (25,985) (27,818) Unamortized debt issuance costs (1) (1,446) (1,567) Net carrying amount $ 72,569 $ 70,615 Carrying amount of the equity component (2) $ 37,702 $ 37,702 1) Included in the unaudited interim condensed consolidated balance sheets within 2) Included in the unaudited interim condensed consolidated balance sheets within additional paid-in capital, net of $1.7 million in equity issuance costs and associated income tax benefit of $9.2 million. Based on the closing price of the Company’s common stock of $3.54 on March 31, 2020, the if-converted value of the notes was greater than the principal amount. The estimated fair value of the notes at March 31, 2020 and December 31, 2019 was approximately $147.4 million and $135.3 million, respectively. The Company utilized a Monte Carlo simulation model to estimate the fair value of the convertible debt. The simulation model is designed to capture the potential settlement features of the convertible debt, in conjunction with simulated changes in the Company's stock price over the term of the notes, incorporating a volatility assumption of 70%. This is considered a Level 3 fair value measurement. Capped Call In conjunction with the issuance of the $100 million Convertible Senior Notes, the Company entered into capped call options (Capped Call), on the Company’s common stock with certain counterparties at a price of $16.0 million. The net cost incurred in connection with the Capped Call has been recorded as a reduction to additional paid-in capital in the unaudited interim condensed consolidated balance sheets. The Capped Call is generally expected to reduce or offset the potential dilution to the Company’s common stock upon any conversion of the $100 million Convertible Senior Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of the converted notes, as the case may be, with such reduction and/or offset subject to a cap based on the cap price. The cap price of the Capped Call transactions is initially $3.82 per share, which represents a premium of 100% over the last then-reported sale price of the Company’s common stock of $1.91 per share on the date of the transaction and is subject to certain adjustments under the terms of the Capped Call. The Capped Call becomes exercisable if the conversion option is exercised. By entering into the Capped Call, the Company expects to reduce the potential dilution to its common stock (or, in the event the conversion is settled in cash, to provide a source of cash to settle a portion of its cash payment obligation) in the event that at the time of conversion its stock price exceeds the conversion price under the $100 million Convertible Senior Notes. Common Stock Forward In connection with the sale of the $100 The net cost incurred in connection with the Common Stock Forward of $27.5 million has been recorded as an increase in treasury stock in the unaudited interim condensed consolidated balance sheets. The related shares were accounted for as a repurchase of common stock. The fair values of the Capped Call and Common Stock Forward are not remeasured. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2020 | |
Stockholders' Equity | |
Stockholders' Equity | 9. Stockholders’ Equity Preferred Stock The Company has authorized 5.0 million shares of preferred stock, par value $0.01 per share. The Company’s certificate of incorporation provides that shares of preferred stock may be issued from time to time in one or more series. The Company’s Board of Directors is authorized to fix the voting rights, if any, designations, powers, preferences, qualifications, limitations and restrictions thereof, applicable to the shares of each series. The Company has authorized Series A Junior Participating Cumulative Preferred Stock, par value $0.01 per share. As of March 31, 2020 and December 31, 2019, there were no shares of Series A Junior Participating Cumulative Preferred Stock issued and outstanding. See Note 10, Redeemable Common Stock and Warrants The Company has one class of common stock, par value $.01 per share. Each share of the Company’s common stock is entitled to one vote on all matters submitted to stockholders. In March 2019, the Company issued and sold in a registered direct offering an aggregate of 10 million shares of the Company’s common stock at a purchase price of $2.35 per share. The net proceeds to the Company were approximately $23.5 million. There were 306,959,462 and 303,378,515 shares of common stock outstanding as of March 31, 2020 and December 31, 2019, respectively. During 2017, additional warrants to purchase up to 110,573,392 shares of common stock were issued in connection with transaction agreements with Amazon and Walmart, as discussed in Note 13, Warrant Transaction Agreements. At both March 31, 2020 and December 31, 2019, 26,188,434 of these warrants have vested and are therefore exercisable. These warrants are measured at fair value and are classified as equity instruments on the unaudited interim condensed consolidated balance sheets. At Market Issuance Sales Agreement On April 13, 2020, the Company entered into the Sales Agreement with FBR as sales agent , pursuant to which the Company may offer and sell, from time to time through FBR, shares of Company common stock having an aggregate offering price of up to $75.0 million. As of the date of this filing, the Company has not issued any shares of common stock pursuant to the Sales Agreement. |
Redeemable Convertible Preferre
Redeemable Convertible Preferred Stock | 3 Months Ended |
Mar. 31, 2020 | |
Redeemable Convertible Preferred Stock | |
Redeemable Convertible Preferred Stock | 10. Redeemable Convertible Preferred Stock Series E Preferred Stock In November 2018, the Company Series C Preferred Stock The Company had 2,620 shares of Series C In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company, or other deemed liquidation event, the holder of the Series C In April 2020, 870 shares of Series C Preferred Stock were converted to 923,819 shares of common stock. |
Warrant Transaction Agreements
Warrant Transaction Agreements | 3 Months Ended |
Mar. 31, 2020 | |
Warrant Transaction Agreements | |
Warrant Transaction Agreements | 11. Warrant Transaction Agreements Amazon Transaction Agreement On April 4, 2017, the Company and Amazon entered into a Transaction Agreement (the Amazon Transaction Agreement), pursuant to which the Company agreed to issue to Amazon.com NV Investment Holdings LLC, a wholly owned subsidiary of Amazon, warrants to acquire up to 55,286,696 shares of the Company’s common stock (the Amazon Warrant Shares), subject to certain vesting events described below. The Company and Amazon entered into the Amazon Transaction Agreement in connection with existing commercial agreements between the Company and Amazon with respect to the deployment of the Company’s GenKey fuel cell technology at Amazon distribution centers. The existing commercial agreements contemplate, but do not guarantee, future purchase orders for the Company’s fuel cell technology. The vesting of the Amazon Warrant Shares is linked to payments made by Amazon or its affiliates (directly or indirectly through third parties) pursuant to the existing commercial agreements. The majority of the Amazon Warrant Shares will vest based on Amazon’s payment of up to $600.0 million to the Company in connection with Amazon’s purchase of goods and services from the Company. The first tranche of 5,819,652 Amazon Warrant Shares vested upon the execution of the Amazon Transaction Agreement. Accordingly, $6.7 million, the fair value of the first tranche of Amazon Warrant Shares, was recognized as selling, general and administrative expense during 2017. All future provision for common stock warrants is measured based on their grant-date fair value and recorded as a charge against revenue. The second tranche of 29,098,260 Amazon Warrant Shares will vest in four installments of 7,274,565 Amazon Warrant Shares each time Amazon or its affiliates, directly or indirectly through third parties, make an aggregate of $50.0 million in payments for goods and services to the Company, up to payments totaling $200.0 million in the aggregate. The exercise price for the first and second tranches of Amazon Warrant Shares is $1.1893 per share. After Amazon has made payments to the Company totaling $200.0 million, the third tranche of 20,368,784 Amazon Warrant Shares will vest in eight installments of 2,546,098 Amazon Warrant Shares each time Amazon or its affiliates, directly or indirectly through third parties, make an aggregate of $50.0 million in payments for goods and services to the Company, up to payments totaling $400.0 million in the aggregate. The exercise price of the third tranche of Amazon Warrant Shares will be an amount per share equal to ninety percent (90%) of the 30-day volume weighted average share price of the common stock as of the final vesting date of the second tranche of Amazon Warrant Shares. The Amazon Warrant Shares are exercisable through April 4, 2027 The Amazon Warrant Shares provide for net share settlement that, if elected by the holders, will reduce the number of shares issued upon exercise to reflect net settlement of the exercise price. The Amazon Warrant Shares provide for certain adjustments that may be made to the exercise price and the number of shares of common stock issuable upon exercise due to customary anti-dilution provisions based on future events. These warrants are classified as equity instruments. At March 31, 2020 and December 31, 2019, 20,368,782 of the Amazon Warrant Shares had vested. The amount of provision for common stock warrants recorded as a reduction of revenue for the Amazon Warrant during the three months ended March 31, 2020 and 2019 was $1.3 million and $0.5 million, respectively. Walmart Transaction Agreement On July 20, 2017, the Company and Walmart entered into a Transaction Agreement (the Walmart Transaction Agreement), pursuant to which the Company agreed to issue to Walmart a warrant to acquire up to 55,286,696 shares of the Company’s common stock, subject to certain vesting events (the Walmart Warrant Shares). The Company and Walmart entered into the Walmart Transaction Agreement in connection with existing commercial agreements between the Company and Walmart with respect to the deployment of the Company’s GenKey fuel cell technology across various Walmart distribution centers. The existing commercial agreements contemplate, but do not guarantee, future purchase orders for the Company’s fuel cell technology. The vesting of the warrant shares is linked to payments made by Walmart or its affiliates (directly or indirectly through third parties) pursuant to transactions entered into after January 1, 2017 under existing commercial agreements. The majority of the Walmart Warrant Shares will vest based on Walmart’s payment of up to $600.0 million to the Company in connection with Walmart’s purchase of goods and services from the Company. The first tranche of 5,819,652 Walmart Warrant Shares vested upon the execution of the Walmart Transaction Agreement. Accordingly, $10.9 million, the fair value of the first tranche of Walmart Warrant Shares, was recorded as a provision for common stock warrants and presented as a reduction to revenue on the unaudited interim condensed consolidated statements of operations during 2017. All future provision for common stock warrants is measured based on their grant-date fair value and recorded as a charge against revenue. The second tranche of 29,098,260 Walmart Warrant Shares will vest in four installments of 7,274,565 Walmart Warrant Shares each time Walmart or its affiliates, directly or indirectly through third parties, make an aggregate of $50.0 million in payments for goods and services to the Company, up to payments totaling $200.0 million in the aggregate. The exercise price for the first and second tranches of Walmart Warrant Shares is $2.1231 per share. After Walmart has made payments to the Company totaling $200.0 million, the third tranche of 20,368,784 Walmart Warrant Shares will vest in eight installments of 2,546,098 Walmart Warrant Shares each time Walmart or its affiliates, directly or indirectly through third parties, make an aggregate of $50.0 million in payments for goods and services to the Company, up to payments totaling $400.0 million in the aggregate. The exercise price of the third tranche of Walmart Warrant Shares will be an amount per share equal to ninety percent (90%) of the 30-day volume weighted average share price of the common stock as of the final vesting date of the second tranche of Walmart Warrant Shares, provided that, with limited exceptions, the exercise price for the third tranche will be no lower than $1.1893. The Walmart Warrant Shares are exercisable through July 20, 2027. The Walmart Warrant Shares provide for net share settlement that, if elected by the holders, will reduce the number of shares issued upon exercise to reflect net settlement of the exercise price. The Walmart Warrant Shares provide for certain adjustments that may be made to the exercise price and the number of shares of common stock issuable upon exercise due to customary anti-dilution provisions based on future events. These warrants are classified as equity instruments. At March 31, 2020 and December 31, 2019, 5,819,652 of the Walmart Warrant Shares had vested. The amount of provision for common stock warrants recorded as a reduction of revenue for the Walmart Warrant during the three months ended March 31, 2020 and 2019 was $0.9 million and $0.7 million, respectively. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2020 | |
Revenue | |
Revenue | 12. Revenue Disaggregation of revenue The following table provides information about disaggregation of revenue (in thousands): Major products/services lines Three months ended March 31, 2020 2019 Sales of fuel cell systems $ 14,651 $ 1,241 Sale of hydrogen installations and other infrastructure 5,736 1,303 Services performed on fuel cell systems and related infrastructure 6,521 6,343 Power Purchase Agreements 6,496 6,110 Fuel delivered to customers 7,333 6,582 Other 76 — Net revenue $ 40,813 $ 21,579 Contract balances The following table provides information about receivables, contract assets and contract liabilities from contracts with customers (in thousands): March 31, December 31, 2020 2019 Accounts receivable $ 24,437 $ 25,448 Contract assets 20,581 13,251 Contract liabilities 45,129 43,480 Contract assets relate to contracts for which revenue is recognized on a straight-line basis, however billings escalate over the life of a contract. Contract assets also include amounts recognized as revenue in advance of billings to customers, which are dependent upon the satisfaction of another performance obligation. These amounts are included within prepaid expenses and other current assets on the accompanying unaudited interim condensed consolidated balance sheets. The contract liabilities relate to the advance consideration received from customers for services that will be recognized over time (primarily fuel cell and related infrastructure services). Contract liabilities also include advance consideration received from customers prior to delivery of products. These amounts are included within deferred revenue on the accompanying unaudited interim condensed consolidated interim balance sheets. Significant changes in the contract assets and the contract liabilities balances during the period are as follows (in thousands): Contract assets Three months ended March 31, 2020 Transferred to receivables from contract assets recognized at the beginning of the period $ (141) Revenue recognized and not billed as of the end of the period 7,471 Net change in contract assets 7,330 Contract liabilities Three months ended March 31, 2020 Increases due to cash received, net of amounts recognized as revenue during the period $ 7,442 Revenue recognized that was included in the contract liability balance as of the beginning of the period (5,793) Net change in contract liabilities $ 1,649 Estimated future revenue The following table includes estimated revenue expected to be recognized in the future (sales of fuel cell systems and hydrogen installations are expected to be recognized as revenue within one year; sales of services and PPAs are expected to be recognized as revenue over five to seven years) related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period, excluding provision for common stock warrants as it is not readily estimable as it depends on the valuation of the common stock warrants when revenue is recognized (in thousands): March 31, 2020 Sales of fuel cell systems $ 76,433 Sale of hydrogen installations and other infrastructure 69,440 Services performed on fuel cell systems and related infrastructure 97,530 Power Purchase Agreements 142,002 Other rental income 4,531 Total estimated future revenue $ 389,936 Contract costs Contract costs consist of capitalized commission fees and other expenses related to obtaining or fulfilling a contract. Capitalized contract costs at March 31, 2020 and December 31, 2019 were $0.5 million and $0.5, respectively. Expense related to the amortization of capitalized contract costs was not significant for the three months ended March 31, 2020 and 2019. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Taxes | |
Income Taxes | 13. Income Taxes The Company did not record any income tax expense or benefit for the three months ended March 31, 2020 or 2019. The Company has not changed its overall conclusion with respect to the need for a valuation allowance against its net deferred tax assets, which remain fully reserved. The remaining net deferred tax asset generated from the Company’s net operating loss has been offset by a full valuation allowance because it is more likely than not that the tax benefits of the net operating loss carry forward will not be realized. The Company also recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as a component of income tax expense. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Measurements | |
Fair Value Measurements | 14. Fair Value Measurements During 2020, the Company had no financial instruments measured at fair value on a recurring basis. The following table summarizes the financial instruments measured at fair value on a recurring basis in the unaudited interim condensed consolidated balance sheets (in thousands) at December 31, 2019: Quoted Prices Significant Significant in Active Other Other Markets for Observable Unobservable Identical Items Inputs Inputs Total (Level 1) (Level 2) (Level 3) Common stock warrant liability $ (2,126) $ — $ — $ (2,126) The Company’s common stock warrant liability represents the only asset or liability classified financial instrument measured at fair value on a recurring basis in the unaudited interim condensed consolidated balance sheets. The fair value measurement is determined by using Level 3 inputs due to the lack of active and observable markets that can be used to price identical assets. Level 3 inputs are unobservable inputs and should be used to determine fair value only when observable inputs are not available. Unobservable inputs should be developed based on the best information available in the circumstances, which might include internally generated data and assumptions being used to price the asset or liability. Fair value of the common stock warrant liability is based on the Black-Scholes pricing model which is based, in part, upon unobservable inputs for which there is little or no market data, requiring the Company to develop its own assumptions. The Company used the following assumptions to measure the fair value of its liability-classified common stock warrants: Three months ended March 31, 2019 Risk-free interest rate 2.51% Volatility 74.93% Expected average term 0.53 There was no expected dividend yield for the warrants granted. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | 15. Commitments and Contingencies Lessor Obligations As of March 31, 2020, the Company Future minimum lease payments under noncancelable operating leases (with initial or remaining lease terms in excess of one year) as of March 31, 2020 Remainder of 2020 $ 27,806 2021 30,993 2022 23,632 2023 19,952 2024 16,508 2025 and thereafter $ 27,643 Total future minimum lease payments $ 146,534 Lessee Obligations As of March 31, 2020, the Company had operating and finance leases, as lessee, primarily associated with sale/leaseback transactions that are partially secured by restricted cash In prior periods, the Company entered into sale/leaseback transactions that were accounted for as finance leases and reported as part of finance obligations. The outstanding balance of finance obligations related to sale/leaseback transactions at March 31, 2020 and December 31, 2019 was $29.8 million and $31.7 million, respectively. The fair value of the finance obligation The Company has sold future services to be performed associated with certain sale/leaseback transactions and recorded the balance as a finance obligation. The outstanding balance of this obligation at March 31, 2020 The Company has a finance lease associated with its property and equipment in Latham, New York. Liabilities relating to this Future minimum lease payments under operating and finance leases (with initial or remaining lease terms in excess of one year) as of March 31, 2020 Other Total Operating Finance Leased Finance Leases Leases Property Obligations Remainder of 2020 $ 34,998 $ 7,596 $ 285 $ 42,879 2021 46,669 9,276 407 56,352 2022 44,139 4,975 390 49,504 2023 39,074 3,149 366 42,589 2024 39,079 16,154 373 55,606 2025 and thereafter 40,250 — 1,174 41,424 Total future minimum lease payments 244,209 41,150 2,995 288,354 Less imputed lease interest (66,624) (11,299) (838) (78,761) Sale of future services 114,625 — — 114,625 Total lease liabilities $ 292,210 $ 29,851 $ 2,157 $ 324,218 Rental expense for all operating leases was $12.6 million and $6.0 million for the three months ended March 31, 2020 and 2019, respectively. The gross profit on sale/leaseback transactions for all operating leases was $5.3 million and zero for the three months ended March 31, 2020 and 2019, respectively. Right of use assets obtained in exchange for new operating lease liabilities was $16.2 million and zero for the three months ended March 31, 2020 and 2019, respectively. At both March 31, 2020 and December 31, 2019, security deposits associated with sale/leaseback transactions were $6.0 million and Other information related to the operating leases are presented in the following tables: Three months ended Three months ended March 31, 2020 March 31, 2019 Cash payments (in thousands) $ 12,522 $ 5,728 As of March 31, 2020 2019 Weighted average remaining lease term (years) Weighted average discount rate Finance lease costs include amortization of the right of use assets (i.e., depreciation expense) and interest on lease liabilities (i.e., interest and other expense, net in the unaudited interim consolidated statement of operations). Finance lease costs were as follows (in thousands): Three months ended Three months ended March 31, 2020 March 31, 2019 Amortization of right of use asset $ 870 $ 808 Interest on finance obligations 638 2,091 Total finance lease cost $ 1,508 $ 2,899 Right of use assets obtained in exchange for new finance lease liabilities was zero for both the three months ended March 31, 2020 and 2019. Other information related to the finance leases are presented in the following tables: Three months ended Three months ended March 31, 2020 March 31, 2019 Cash payments (in thousands) $ 2,610 $ 54,170 As of March 31, 2020 2019 Weighted average remaining lease term (years) Weighted average discount rate Restricted Cash In connection with certain of the above noted sale/leaseback agreements, cash of $129.7 million was restricted as of March 31, 2020, which restricted cash will be released over the lease term. As of March 31, 2020, the Company also had certain letters of credit backed by security deposits totaling $101.6 million for the above noted sale/leaseback agreements. The Company also had letters of credit in the aggregate amount of $0.5 million at March 31, 2020 associated with a finance obligation from the sale/leaseback of its building. We consider cash collateralizing this letter of credit as restricted cash. Litigation Legal matters are defended and handled in the ordinary course of business. The Company has established accruals for matters for which management considers a loss to be probable and reasonably estimable. It is the opinion of management that facts known at the present time do not indicate that such litigation, after taking into account insurance coverage and the aforementioned accruals, will have a material adverse impact on our results of operations, financial position, or cash flows. Concentrations of Credit Risk Concentrations of credit risk with respect to receivables exist due to the limited number of select customers with whom the Company has initial commercial sales arrangements. To mitigate credit risk, the Company performs appropriate evaluation of a prospective customer’s financial condition. At March 31, 2020, three customers comprised approximately 85.2% of the total accounts receivable balance. At December 31, 2019, two customers comprised approximately 63.4% of the total accounts receivable balance. For the three months ended March 31, 2020, 65.9% of total consolidated revenues were associated primarily with two customers. For the three months ended March 31, 2019, 56.2% of total consolidated revenues were associated primarily with two customers. For purposes of assigning a customer to a sale/leaseback transaction completed with a financial institution, the Company considers the end user of the assets to be the ultimate customer. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events | |
Subsequent Events | 16. Subsequent Events On May 6, 2020, the Company and Generate amended the Loan Agreement to, among other things, (i) provide an incremental term loan in the amount of $50.0 million, which has been fully funded, (ii) provide for additional, incremental term loans in an aggregate amount not to exceed $50.0 million, which are available to the Company in Generate Capital’s sole discretion, (iii) reduce the interest rate on all loans to 9.50% from 12.00% per annum, and (iv) extend the maturity date to October 31, 2025 from October 6, 2022. Based on the current amortization schedule, the outstanding balance of $157.5 million under the Term Loan Facility will be fully paid by March 31, 2024. On April 6, 2020, the Company purchased a convertible note in United Hydrogen Group (UHG), a supplier of hydrogen fuel of the Company, from APV Ventures for $8.0 million. The note is payable in the form of hydrogen fuel delivered, cash payments, or conversion to equity in UHG, or a combination thereof. The interest rate on the note is 7.0%. The purchase price was comprised of $1.0 million in cash and 1.8 million shares of the Company’s common stock. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Summary of Significant Accounting Policies | |
Principles of Consolidation | Principles of Consolidation The unaudited interim condensed consolidated financial statements include the financial statements of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Interim Financial Statements | Interim Financial Statements The accompanying unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). In the opinion of management, all adjustments, which consist solely of normal recurring adjustments, necessary to present fairly, in accordance with U.S. generally accepted accounting principles (GAAP), the financial position, results of operations and cash flows for all periods presented, have been made. The results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. These unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K, filed for the fiscal year ended December 31, 2019. The information presented in the accompanying unaudited interim condensed consolidated balance sheets as of December 31, 2019 has been derived from the Company’s December 31, 2019 audited consolidated financial statements. |
Leases | Leases The Company is a lessee in noncancelable (1) operating leases, primarily related to sale/leaseback transactions with financial institutions for deployment of the Company’s products at certain customer sites, and (2) finance leases, also primarily related to sale/leaseback transactions with financial institutions for similar commercial purposes. The Company accounts for leases in accordance with Accounting Standards Codification (ASC) Topic 842, Leases (ASC Topic 842), as amended. The Company determines if an arrangement is or contains a lease at contract inception. The Company recognizes a right of use (ROU) asset and a lease liability (i.e. finance obligation) at the lease commencement date. For operating leases, the lease liability is initially measured at the present value of the unpaid lease payments at the lease commencement date. For finance leases, the lease liability is initially measured in the same manner and date as for operating leases, and is subsequently measured at amortized cost using the effective interest method. Key estimates and judgments include how the Company determines (1) the discount rate it uses to discount the unpaid lease payments to present value, (2) the lease term and (3) the lease payments. · ASC Topic 842 requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. Generally, the Company cannot determine the interest rate implicit in the lease because it does not have access to the lessor’s estimated residual value or the amount of the lessor’s deferred initial direct costs. Therefore, the Company generally uses its incremental borrowing rate as the discount rate for the lease. The Company’s incremental borrowing rate for a lease is the rate of interest it would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. · The lease term for all of the Company’s leases includes the noncancelable period of the lease, plus any additional periods covered by either a Company option to extend (or not to terminate) the lease that the Company is reasonably certain to exercise, or an option to extend (or not to terminate) the lease controlled by the lessor. · Lease payments included in the measurement of the lease liability comprise fixed payments, and the exercise price of a Company option to purchase the underlying asset if the Company is reasonably certain to exercise the option. The ROU asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. For operating leases, the ROU asset is subsequently measured throughout the lease term at the carrying amount of the lease liability, plus initial direct costs, plus (minus) any prepaid (accrued) lease payments, less the unamortized balance of lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the lease term. For finance leases, the ROU asset is subsequently amortized using the straight-line method from the lease commencement date to the earlier of the end of the useful life of the underlying asset or the end of the lease term unless the lease transfers ownership of the underlying asset to the Company or the Company is reasonably certain to exercise an option to purchase the underlying asset. In those cases, the ROU asset is amortized over the useful life of the underlying asset. Amortization of the ROU asset is recognized and presented separately from interest expense on the lease liability. The Company’s leases do not contain variable lease payments. ROU assets for operating and finance leases are periodically reviewed for impairment losses. The Company uses the long-lived assets impairment guidance in ASC Subtopic 360-10, Property, Plant, and Equipment – Overall , to determine whether an ROU asset is impaired, and if so, the amount of the impairment loss to recognize. No impairment losses have been recognized to date. The Company monitors for events or changes in circumstances that require a reassessment of its leases. When a reassessment results in the remeasurement of a lease liability, a corresponding adjustment is made to the carrying amount of the corresponding ROU asset. Operating and finance lease ROU assets are presented within leased property, net on the unaudited interim condensed consolidated balance sheets. The current portion of operating and finance lease liabilities is included in finance obligations within current liabilities and the long-term portion is presented in finance obligations within noncurrent liabilities on the unaudited interim condensed consolidated balance sheets. The Company has elected not to recognize ROU assets and lease liabilities for short-term leases that have a lease term of 12 months or less. The Company has elected to apply the short-term lease recognition and measurement exemption for other classes of leased assets. The Company recognizes the lease payments associated with its short-term leases as an expense on a straight-line basis over the lease term. |
Revenue Recognition | Revenue Recognition The Company enters into contracts that may contain one or a combination of fuel cell systems and infrastructure, installation, maintenance, spare parts, fuel delivery and other support services. Contracts containing fuel cell systems and related infrastructure may be sold or provided to customers under a PPA, discussed further below. The Company does not include a right of return on its products other than rights related to standard warranty provisions that permit repair or replacement of defective goods. The Company accrues for anticipated standard warranty costs at the same time that revenue is recognized for the related product, or when circumstances indicate that warranty costs will be incurred, as applicable. Revenue is measured based on the transaction price specified in a contract with a customer, subject to the allocation of the transaction price to distinct performance obligations as discussed below. The Company recognizes revenue when it satisfies a performance obligation by transferring a product or service to a customer. The Company accounts for each distinct performance obligation within its arrangements as a separate unit of accounting if the items under the performance obligation have value to the customer on a standalone basis. The Company considers a performance obligation to be distinct and have a standalone value if the customer can benefit from the good or service either on its own or together with other resources readily available to the customer and the Company’s promise to transfer the goods or service to the customer is separately identifiable from other promises in the contract. The Company allocates revenue to each distinct performance obligation based on relative standalone selling prices. Payment terms for sales of fuel cells, infrastructure and service to customers are typically 30 to 90 days. Sale/leaseback transactions with financial institutions are invoiced and collected upon transaction closing. Service is prepaid upfront in a majority of the arrangements. The Company does not adjust the transaction price for a significant financing component when the performance obligation is expected to be fulfilled within a year. In 2017, in separate transactions, the Company issued to each of Amazon and Walmart warrants to purchase shares of the Company’s common stock. The Company presents the provision for common stock warrants within each revenue-related line item on the unaudited interim consolidated statements of operations. This presentation reflects a discount that those common stock warrants represent, and therefore revenue is net of these non-cash charges. The provision of common stock warrants is allocated to the relevant revenue-related line items based upon the expected mix of the revenue for each respective contract. See Note 11, Warrant Transaction Agreements, for more details. Nature of goods and services The following is a description of principal activities from which the Company generates its revenue. (i) Revenue from sales of fuel cell systems and related infrastructure represents sales of our GenDrive units, GenSure stationary backup power units, as well as hydrogen fueling infrastructure. The Company considers comparable list prices, as well as historical average pricing approaches to determine standalone selling prices for GenDrive fuel cells. The Company uses observable evidence from similar products in the market to determine standalone selling prices for GenSure stationary backup power units and hydrogen fueling infrastructure. The determination of standalone selling prices of the Company’s performance obligations requires significant judgment, including continual assessment of pricing approaches and available observable evidence in the market. Once relative standalone selling prices are determined, the Company proportionately allocates the transaction price to each performance obligation within the customer arrangement. The allocated transaction price related to fuel cell systems and spare parts is recognized as revenue at a point in time which usually occurs at shipment (and occasionally upon delivery). Revenue on hydrogen infrastructure installations is generally recognized at the point at which transfer of control passes to the customer, which usually occurs upon customer acceptance of the hydrogen infrastructure. In certain instances, control on hydrogen infrastructure installations transfers to the customer over time, and the related revenue is recognized over time as the performance obligation is satisfied. The Company uses an input method to determine the amount of revenue to recognize during each reporting period based on the Company’s efforts to satisfy the performance obligation. (ii) Revenue from services performed on fuel cell systems and related infrastructure represents revenue earned on our service and maintenance contracts and sales of spare parts. The transaction price allocated to services as discussed above is generally recognized as revenue over time on a straight-line basis over the expected service period. In substantially all of its commercial transactions, the Company sells extended maintenance contracts that generally provide for a five to ten year service period from the date of product installation in exchange for an up-front payment. Services include monitoring, technical support, maintenance and services that provide for 97% to 98% uptime of the fleet. These services are accounted for as a separate performance obligation, and accordingly, revenue generated from these transactions, subject to the proportional allocation of transaction price, is deferred and recognized in income over the term of the contract, generally on a straight-line basis. Additionally, the Company may enter into annual service and extended maintenance contracts that are billed monthly. Revenue generated from these transactions is recognized in income on a straight-line basis over the term of the contract. Costs are recognized as incurred over the term of the contract. Sales of spare parts are included within service revenue on the unaudited interim consolidated statements of operations. When costs are projected to exceed revenues over the life of the extended maintenance contract, an accrual for loss contracts is recorded. Costs are estimated based upon historical experience and consider the estimated impact of the Company’s cost reduction initiatives. The actual results may differ from these estimates. Upon expiration of the extended maintenance contracts, customers either choose to extend the contract or switch to purchasing spare parts and maintaining the fuel cell systems on their own. (iii) Revenue from PPAs primarily represents payments received from customers who make monthly payments to access the Company’s GenKey solution. When fuel cell systems and related infrastructure are provided to customers through a PPA, revenues associated with these agreements are treated as rental income and recognized on a straight-line basis over the life of the agreements. In conjunction with entering into a PPA with a customer, the Company may enter into sale/leaseback transactions with third-party financial institutions, whereby the fuel cells, a majority of the related infrastructure and, in some cases, service are sold to the third-party financial institution and leased back to the Company through either an operating or finance lease. Certain of the Company’s sale/leaseback transactions with third-party financial institutions are required to be accounted for as finance leases. As a result, no upfront revenue was recognized at the closing of these transactions and a finance obligation for each lease was established. The fuel cell systems and related infrastructure that are provided to customers through these PPAs are classified as leased property, net in the unaudited interim condensed consolidated balance sheets. Costs to service the leased property, depreciation of the leased property, and other related costs are considered cost of PPA revenue in the unaudited interim condensed consolidated statements of operations. Interest cost associated with finance leases is presented within interest and other expense, net in the unaudited interim condensed consolidated statements of operations. The Company also has sale/leaseback transactions with financial institutions, which were required to be accounted for as operating leases. The Company has lease obligations associated with these sale/leaseback agreements with financial institutions paid over the term of the agreements. At inception of these sale/lease transactions, the Company records a right of use asset value which is amortized over the term of the lease and recognized in conjunction with the interest expense on the obligation collectively as rental expense. Rental expense is recognized on a straight-line basis over the life of the agreements and is characterized as cost of PPA revenue on the unaudited interim condensed consolidated statements of operations. The Company includes all lease and non-lease components (i.e., maintenance services) related to PPAs within PPA revenue. To recognize revenue, the Company, as lessee, is required to determine whether each sale/leaseback arrangement meets operating lease criteria. As part of the assessment of these criteria, the Company estimates certain key inputs to the associated calculations such as: 1) discount rate it uses to discount the unpaid lease payments to present value and 2) useful life of the underlying asset(s): · ASC Topic 842 requires a lessee to discount its unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. Generally, the Company cannot determine the interest rate implicit in its leases because it does not have access to the lessor’s estimated residual value or the amount of the lessor’s deferred initial direct costs. Therefore, the Company generally uses its incremental borrowing rate to estimate the discount rate for each lease. · In order for a lease to be classified as an operating lease, the lease term cannot exceed 75% (major part) of the estimated useful life of the leased asset. The average estimated useful life of the fuel cells is 10 years, and the average estimated useful life of the hydrogen infrastructure is 20 years. These estimated useful lives are compared to the term of each lease to ensure that 75% of the estimated useful life of the assets is not exceeded which allows the Company to meet the operating lease criteria. (iv) Revenue associated with fuel delivered to customers represents the sale of hydrogen to customers that has been purchased by the Company from a third party or generated on site. Fuel is delivered to customers under stand-ready arrangement, with no long-term commitment. The Company purchases hydrogen fuel from suppliers in certain cases (and produces hydrogen onsite) and sells to its customers upon delivery. Revenue and cost of revenue related to this fuel is recorded as dispensed and is included in the respective “Fuel delivered to customers” lines on the unaudited interim consolidated statements of operations. Contract costs The Company expects that incremental commission fees paid to employees as a result of obtaining sales contracts are recoverable and therefore the Company capitalizes them as contract costs. Capitalized commission fees are amortized on a straight-line basis over the period of time which the transfer of goods or services to which the assets relate occur, typically ranging from 5 to 10 years. Amortization of the capitalized commission fees is included in selling, general and administrative expenses. The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the Company otherwise would have recognized is one year or less. These costs are included in selling, general and administrative expenses. |
Cash Equivalents | Cash Equivalents For purposes of the unaudited interim condensed consolidated statements of cash flows, the Company considers all highly-liquid debt instruments with original maturities of three months or less to be cash equivalents. At March 31, 2020, cash equivalents consisted of money market accounts. The Company’s cash and cash equivalents are deposited with financial institutions located in the United States and may at times exceed insured limits. |
Equity Instruments - Common Stock Warrants | Equity Instruments - Common Stock Warrants Common stock warrants that meet certain applicable requirements of ASC Subtopic 815-40, Derivatives and Hedging – Contracts in Entity’s Own Equity , and other related guidance, including the ability of the Company to settle the warrants without the issuance of registered shares or the absence of rights of the grantee to require cash settlement, are accounted for as equity instruments. The Company classifies these equity instruments within additional paid-in capital on the unaudited interim condensed consolidated balance sheets. Common stock warrants accounted for as equity instruments represent the warrants issued to Amazon and Walmart as discussed in Note 11, Warrant Transaction Agreements. The Company adopted FASB Accounting Standards Update 2019-08, Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606) (ASU 2019-08), which requires entities to measure and classify share-based payment awards granted to a customer by applying the guidance under Topic 718, as of January 1, 2019. As a result, the amount recorded as a reduction of revenue is measured based on the grant-date fair value of the warrants. Except for the third tranche, the fair value of all warrants was measured at January 1, 2019, the adoption date of ASU 2019-08. For the third tranche, the fair value will be determined when the second tranche vests. In order to calculate warrant charges, the Company uses the Black-Scholes pricing model, which requires key inputs including volatility and risk-free interest rate and certain unobservable inputs for which there is little or no market data, requiring the Company to develop its own assumptions. The Company estimates the fair value of unvested warrant shares, considered to be probable of vesting. Based on this estimated fair value, the Company determines warrant charges, which are recorded as a reduction of revenue in the unaudited interim condensed consolidated statement of operations. |
Use of Estimates | Use of Estimates The unaudited interim condensed consolidated financial statements of the Company have been prepared in conformity with U.S. generally accepted accounting principles, which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited interim condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Reclassifications | Reclassifications Reclassifications are made, whenever necessary, to prior period financial statements to conform to the current period presentation. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In June 2016, Accounting Standards Update (ASU) 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments , was issued. Also, In April 2019, Accounting Standards Update (ASU) 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments , was issued to make improvements to updates 2016-01, Financial Instruments – Overall (Subtopic 825-10), 2016-13, Financial Instruments – Credit Losses (Topic 326) and 2017-12, Derivatives and Hedging (Topic 815). ASU 2016-13 significantly changes how entities account for credit losses for financial assets and certain other instruments, including trade receivables and contract assets, that are not measured at fair value through net income. The ASU requires a number of changes to the assessment of credit losses, including the utilization of an expected credit loss model, which requires consideration of a broader range of information to estimate expected credit losses over the entire lifetime of the asset, including losses where probability is considered remote. Additionally, the standard requires the estimation of lifetime expected losses for trade receivables and contract assets that are classified as current. The Company adopted these standards effective January 1, 2020 and determined the impact of the standards to be immaterial to the consolidated financial statements. In April 2019, Accounting Standards Update (ASU) 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments , was issued to make improvements to updates 2016-01, Financial Instruments – Overall (Subtopic 825-10), 2016-13, Financial Instruments – Credit Losses (Topic 326) and 2017-12, Derivatives and Hedging (Topic 815). The Company adopted this standard effective January 1, 2020 and determined the impact of this standard to be immaterial to the consolidated financial statements. In January 2017, Accounting Standards Update (ASU) 2017-04, Intangibles – Goodwill and Other (Topic 350) , was issued to simplify how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. The Company adopted this standard effective January 1, 2020. In August 2016, Accounting Standards Update (ASU) 2016-15, Statement of Cash Flows (Topic 230)s: Classification of Certain Cash Receipts and Cash Payments , was issued to reduce the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The Company adopted this standard in 2019 and determined the impact of this standard to be immaterial to the consolidated financial statements. Recently Issued and Not Yet Adopted Accounting Pronouncements In March 2020, Accounting Standards Update (ASU) 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting , was issued to provide temporary optional expedients and exceptions to the GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates . This update is effective starting March 12, 2020 and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company is evaluating the adoption method as well as the impact this update will have on the consolidated financial statements. In March 2020, Accounting Standards Update (ASU) 2020-03, Codification Improvements to Financial Instruments, was issued to make various codification improvements to financial instruments to make the standards easier to understand and apply by eliminating inconsistencies and providing clarifications. This update will be effective at various dates as described in this ASU. The Company is evaluating the adoption method as well as the impact this update will have on the consolidated financial statements. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share | |
Schedule of potential dilutive common shares | The dilutive potential shares common stock is summarized as follows: At March 31, 2020 2019 Stock options outstanding (1) 19,803,872 21,109,998 Restricted stock outstanding (2) 4,600,227 2,372,347 Common stock warrants (3) 110,573,392 115,824,142 Preferred stock (4) 2,782,075 17,933,591 Convertible Senior Notes (5) 59,133,896 43,630,020 Number of dilutive potential shares of common stock 196,893,462 200,870,098 (1) During the three months ended March 31, 2020 and 2019, the Company granted zero and 25,000 stock options, respectively. (2) During the three months ended March 31, 2020 and 2019, the Company granted zero and 25,000 shares of restricted stock, respectively. (3) In April 2017, the Company issued warrants to acquire up to 55,286,696 of the Company’s common stock as part of a transaction agreement with Amazon, subject to certain vesting events, as described in Note 11, Warrant Transaction Agreements. Of these warrants issued, none have been exercised as of March 31, 2020. In July 2017, the Company issued warrants to acquire up to 55,286,696 of the Company’s common stock as part of a transaction agreement with Walmart, subject to certain vesting events, as described in Note 11, Warrant Transaction Agreements. Of these warrants issued, none have been exercised as of March 31, 2020. (4) The preferred stock amount represents the dilutive potential on the shares of common stock as a result of the conversion of the Series C Redeemable Convertible Preferred Stock (Series C Preferred Stock) and Series E Redeemable Preferred Stock (Series E Preferred S)tock, based on the conversion price of each preferred stock as of March 31 2020, and 2019, respectively. Of the 10,431 shares of Series C Preferred Stock issued on May 16, 2013, 7,811 shares had been converted to common stock as of March 31, 2020, with the remainder still outstanding. On November 1, 2018, the Company issued 35,000 shares of Series E redeemable convertible preferred stock (Series E Preferred Stock). As of December 31, 2019, 30,462 shares of the Series E Preferred Stock had been converted to common stock and 4,038 shares were redeemed for cash. The remaining 500 shares of Series E Preferred Stock were converted to common stock in January 2020. In March 2018, the Company issued $100.0 million in aggregate principal amount of 5.5% Convertible Senior Notes. In September 2019, the Company issued a $40.0 million in aggregate principal amount of 7.5% Convertible Senior Note. See Note 8, Convertible Senior Notes. |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Inventory | |
Schedule of Inventory | Inventory as of March 31, 2020 and December 31, 2019 consisted of the following (in thousands): March 31, December 31, 2020 2019 Raw materials and supplies - production locations $ 59,086 $ 48,011 Raw materials and supplies - customer locations 10,423 9,241 Work-in-process 20,234 12,529 Finished goods 3,229 2,610 Inventory $ 92,972 $ 72,391 |
Leased Property (Tables)
Leased Property (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leased Property | |
Schedule of Leased Property | Leased property at March 31, 2020 and December 31, 2019 consisted of the following (in thousands): March 31, December 31, 2020 2019 Right of use assets - operating $ 209,924 $ 198,068 Right of use assets - finance 41,475 41,475 Capitalized costs of lessor assets 44,107 41,465 Less: accumulated depreciation (42,704) (36,268) Leased property, net $ 252,802 $ 244,740 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Intangible Assets | |
Schedule of Intangible assets | The gross carrying amount and accumulated amortization of the Company’s acquired identifiable intangible assets as of March 31, 2020 were as follows (in thousands): Weighted Average Gross Carrying Accumulated Amortization Period Amount Amortization Total Acquired technology 10 years $ 8,163 $ (2,971) $ 5,192 Customer relationships 10 years 260 (156) 104 Trademark 5 years 60 (60) — $ 8,483 $ (3,187) $ 5,296 The gross carrying amount and accumulated amortization of the Company’s acquired identifiable intangible assets as of December 31, 2019 were as follows (in thousands): Weighted Average Gross Carrying Accumulated Amortization Period Amount Amortization Total Acquired technology 10 years $ 8,244 $ (2,815) $ 5,429 Customer relationships 10 years 260 (150) 110 Trademark 5 years 60 (60) 0 $ 8,564 $ (3,025) $ 5,539 |
Schedule of future amortization of intangible assets | Estimated amortization expense for subsequent years Remainder of 2020 $ 595 2021 793 2022 793 2023 793 2024 and thereafter 2,322 Total $ 5,296 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Long-Term Debt | |
Summary of principal payments of long term debt | As of March 31, 2020, the Term Loan Facility requires the principal balance at the end of each of the following years amortization may not exceed the following (in thousands): December 31, 2020 $ 86,159 December 31, 2021 59,373 As of May 6, 2020, the Term Loan Facility, including the incremental borrowing subsequent to March 31, 2020, as described above, requires the principal balance at the end of each of the following years amortization may not exceed the following (in thousands): December 31, 2020 $ 125,687 December 31, 2021 89,301 December 31, 2022 51,478 December 31, 2023 16,863 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
$40M Convertible Senior Note | |
Debt Instrument [Line Items] | |
Schedule of Convertible Senior Notes | The March 31, December 31, 2020 2019 Principal amounts: Principal at maturity $ 48,000 $ 48,000 Unamortized debt discount (6,800) (7,400) Unamortized debt issuance costs (891) (969) Net carrying amount $ 40,309 $ 39,631 |
$100M Convertible Senior Notes | |
Debt Instrument [Line Items] | |
Schedule of Convertible Senior Notes | The March 31, December 31, 2020 2019 Principal amounts: Principal $ 100,000 $ 100,000 Unamortized debt discount (1) (25,985) (27,818) Unamortized debt issuance costs (1) (1,446) (1,567) Net carrying amount $ 72,569 $ 70,615 Carrying amount of the equity component (2) $ 37,702 $ 37,702 1) Included in the unaudited interim condensed consolidated balance sheets within 2) Included in the unaudited interim condensed consolidated balance sheets within additional paid-in capital, net of $1.7 million in equity issuance costs and associated income tax benefit of $9.2 million. |
Schedule of net proceeds from the Convertible Senior Notes | The total net proceeds from the Amount (in thousands) Principal amount $ 100,000 Less initial purchasers' discount (3,250) Less cost of related capped call and common stock forward (43,500) Less other issuance costs (894) Net proceeds $ 52,356 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue | |
Schedule of disaggregation of revenue | The following table provides information about disaggregation of revenue (in thousands): Major products/services lines Three months ended March 31, 2020 2019 Sales of fuel cell systems $ 14,651 $ 1,241 Sale of hydrogen installations and other infrastructure 5,736 1,303 Services performed on fuel cell systems and related infrastructure 6,521 6,343 Power Purchase Agreements 6,496 6,110 Fuel delivered to customers 7,333 6,582 Other 76 — Net revenue $ 40,813 $ 21,579 |
Schedule of receivables, contract assets and contract liabilities from contracts with customers | The following table provides information about receivables, contract assets and contract liabilities from contracts with customers (in thousands): March 31, December 31, 2020 2019 Accounts receivable $ 24,437 $ 25,448 Contract assets 20,581 13,251 Contract liabilities 45,129 43,480 |
Schedule of changes in contract assets and the contract liabilities | Significant changes in the contract assets and the contract liabilities balances during the period are as follows (in thousands): Contract assets Three months ended March 31, 2020 Transferred to receivables from contract assets recognized at the beginning of the period $ (141) Revenue recognized and not billed as of the end of the period 7,471 Net change in contract assets 7,330 |
Schedule of Estimated future revenue | The following table includes estimated revenue expected to be recognized in the future (sales of fuel cell systems and hydrogen installations are expected to be recognized as revenue within one year; sales of services and PPAs are expected to be recognized as revenue over five to seven years) related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period, excluding provision for common stock warrants as it is not readily estimable as it depends on the valuation of the common stock warrants when revenue is recognized (in thousands): March 31, 2020 Sales of fuel cell systems $ 76,433 Sale of hydrogen installations and other infrastructure 69,440 Services performed on fuel cell systems and related infrastructure 97,530 Power Purchase Agreements 142,002 Other rental income 4,531 Total estimated future revenue $ 389,936 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Measurements | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table summarizes the financial instruments measured at fair value on a recurring basis in the unaudited interim condensed consolidated balance sheets (in thousands) at December 31, 2019: Quoted Prices Significant Significant in Active Other Other Markets for Observable Unobservable Identical Items Inputs Inputs Total (Level 1) (Level 2) (Level 3) Common stock warrant liability $ (2,126) $ — $ — $ (2,126) |
Assumptions used to calculate common stock warrants | Three months ended March 31, 2019 Risk-free interest rate 2.51% Volatility 74.93% Expected average term 0.53 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies | |
Schedule of future minimum lease payments under noncancelable operating leases - as lessor | Future minimum lease payments under noncancelable operating leases (with initial or remaining lease terms in excess of one year) as of March 31, 2020 Remainder of 2020 $ 27,806 2021 30,993 2022 23,632 2023 19,952 2024 16,508 2025 and thereafter $ 27,643 Total future minimum lease payments $ 146,534 |
Schedule of future minimum lease payments under noncancelable operating leases - as lessee | Future minimum lease payments under operating and finance leases (with initial or remaining lease terms in excess of one year) as of March 31, 2020 Other Total Operating Finance Leased Finance Leases Leases Property Obligations Remainder of 2020 $ 34,998 $ 7,596 $ 285 $ 42,879 2021 46,669 9,276 407 56,352 2022 44,139 4,975 390 49,504 2023 39,074 3,149 366 42,589 2024 39,079 16,154 373 55,606 2025 and thereafter 40,250 — 1,174 41,424 Total future minimum lease payments 244,209 41,150 2,995 288,354 Less imputed lease interest (66,624) (11,299) (838) (78,761) Sale of future services 114,625 — — 114,625 Total lease liabilities $ 292,210 $ 29,851 $ 2,157 $ 324,218 |
Schedule of operating leases other information | Three months ended Three months ended March 31, 2020 March 31, 2019 Cash payments (in thousands) $ 12,522 $ 5,728 As of March 31, 2020 2019 Weighted average remaining lease term (years) Weighted average discount rate |
Schedule of finance lease cost | Finance lease costs were as follows (in thousands): Three months ended Three months ended March 31, 2020 March 31, 2019 Amortization of right of use asset $ 870 $ 808 Interest on finance obligations 638 2,091 Total finance lease cost $ 1,508 $ 2,899 |
Schedule of finance leases other information | Three months ended Three months ended March 31, 2020 March 31, 2019 Cash payments (in thousands) $ 2,610 $ 54,170 As of March 31, 2020 2019 Weighted average remaining lease term (years) Weighted average discount rate |
Nature of Operations (Details)
Nature of Operations (Details) $ / shares in Units, $ in Thousands | Apr. 13, 2020USD ($) | Mar. 08, 2018USD ($) | Jan. 31, 2020shares | Dec. 31, 2019USD ($)$ / sharesshares | Nov. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Apr. 30, 2019USD ($) | Mar. 31, 2019USD ($)$ / sharesshares | Nov. 30, 2018USD ($)$ / sharesshares | Mar. 31, 2018USD ($) | Mar. 31, 2020USD ($)item$ / shares | Dec. 31, 2019USD ($)$ / sharesshares | Mar. 31, 2019USD ($)item$ / shares | Dec. 31, 2019USD ($)$ / sharesshares | May 06, 2020USD ($) | May 05, 2020 |
Liquidity | ||||||||||||||||
Number of fuel cell systems deployed | item | 32,000 | |||||||||||||||
Net loss attributable to common shareholders | $ 37,492 | $ 31,004 | ||||||||||||||
Accumulated deficit | $ 1,345,807 | 1,383,299 | $ 1,345,807 | $ 1,345,807 | ||||||||||||
Net cash used in operating activities | 60,015 | 36,263 | ||||||||||||||
Net loss attributable to the Company | (37,479) | (30,952) | ||||||||||||||
Net outflows from fluctuations in working capital and other assets and liabilities | 33,900 | |||||||||||||||
Non-cash charges | 11,400 | |||||||||||||||
Cash and cash equivalents | 139,496 | 74,340 | 139,496 | 139,496 | ||||||||||||
Net working capital | 162,500 | 125,400 | $ 162,500 | 162,500 | ||||||||||||
Net cash used in investing activities | (6,355) | (2,274) | ||||||||||||||
Net cash provided by financing activities | 4,083 | 37,650 | ||||||||||||||
Proceeds from exercise of stock options | 6,100 | |||||||||||||||
Increase in cash flows from new finance obligations | 9,000 | |||||||||||||||
Principal payments on long-term debt | 5,315 | 17,153 | ||||||||||||||
Proceeds from public offerings, net of transaction costs | 23,498 | |||||||||||||||
Value of shares issued | 23,498 | |||||||||||||||
Net proceeds | 9,024 | |||||||||||||||
Additional loan | $ 50,000 | |||||||||||||||
Principal amount | $ 100,000 | |||||||||||||||
Interest rate (as a percent) | 9.50% | 12.00% | ||||||||||||||
Remaining lease payments | 268,100 | |||||||||||||||
Security on lease | 234,600 | |||||||||||||||
Letter of credit | 101,600 | |||||||||||||||
Repayments of finance obligations | 5,730 | $ 53,534 | ||||||||||||||
Number of common stock sold | shares | 10,000,000 | |||||||||||||||
Share price (in dollars per share) | $ / shares | $ 2.35 | $ 2.35 | ||||||||||||||
Number of shares of common stock issued on conversion of preferred stock | shares | 216,000 | 13,800,000 | ||||||||||||||
Number of preferred shares that had been converted to common stock | shares | 500 | 30,962 | ||||||||||||||
Subsequent event | ||||||||||||||||
Liquidity | ||||||||||||||||
Incremental term loan | $ 50,000 | |||||||||||||||
Additional loan | $ 50,000 | |||||||||||||||
Interest rate (as a percent) | 9.50% | 12.00% | ||||||||||||||
Secured term loan facility | ||||||||||||||||
Liquidity | ||||||||||||||||
Proceeds from borrowing of long-term debt | $ 20,000 | |||||||||||||||
Wells Fargo | ||||||||||||||||
Liquidity | ||||||||||||||||
Remaining lease payments | 108,000 | |||||||||||||||
Letter of credit | $ 55,500 | |||||||||||||||
Sale/leaseback transactions under Wells Fargo MLA | item | 0 | |||||||||||||||
Financial Institutions | ||||||||||||||||
Liquidity | ||||||||||||||||
Remaining lease payments | $ 160,100 | |||||||||||||||
Cash collateral for unguaranteed portions | 179,100 | |||||||||||||||
Loan and security agreement | Secured term loan facility | Subsequent event | ||||||||||||||||
Liquidity | ||||||||||||||||
Incremental term loan | $ 50,000 | |||||||||||||||
Additional loan | $ 50,000 | |||||||||||||||
Interest rate (as a percent) | 9.50% | 12.00% | ||||||||||||||
Loan and security agreement | Generate Lending, LLC | ||||||||||||||||
Liquidity | ||||||||||||||||
Termination of certain equipment leases | $ 50,300 | |||||||||||||||
Repayments of finance obligations | 17,600 | |||||||||||||||
Loan and security agreement | Generate Lending, LLC | Secured term loan facility | ||||||||||||||||
Liquidity | ||||||||||||||||
Proceeds from borrowing of long-term debt | $ 15,000 | 85,000 | ||||||||||||||
Outstanding balance | 107,500 | |||||||||||||||
Proceeds from borrowing of long-term debt, net of transaction costs | 85,000 | |||||||||||||||
Principal amount | 100,000 | $ 100,000 | ||||||||||||||
Interest rate (as a percent) | 12.00% | |||||||||||||||
Convertible Senior Notes | ||||||||||||||||
Liquidity | ||||||||||||||||
Principal amount | $ 40,000 | |||||||||||||||
Interest rate (as a percent) | 7.50% | |||||||||||||||
$40M Convertible Senior Note | ||||||||||||||||
Liquidity | ||||||||||||||||
Net proceeds | $ 39,100 | |||||||||||||||
Outstanding balance | 40,400 | |||||||||||||||
Proceeds from borrowing of long-term debt, net of transaction costs | 39,100 | |||||||||||||||
Principal amount | 48,000 | $ 40,000 | $ 48,000 | $ 48,000 | 48,000 | |||||||||||
Interest rate (as a percent) | 7.50% | |||||||||||||||
Obligation, net of interest accretion | $ 48,000 | |||||||||||||||
Share price (in dollars per share) | $ / shares | $ 3.54 | |||||||||||||||
$100M Convertible Senior Notes | ||||||||||||||||
Liquidity | ||||||||||||||||
Net proceeds | $ 52,356 | 95,900 | ||||||||||||||
Outstanding balance | $ 72,600 | |||||||||||||||
Principal amount | 100,000 | $ 100,000 | $ 1,000 | $ 100,000 | $ 100,000 | $ 100,000 | $ 100,000 | |||||||||
Interest rate (as a percent) | 5.50% | |||||||||||||||
Purchase of capped call and common stock forward | $ 43,500 | $ 43,500 | ||||||||||||||
Share price (in dollars per share) | $ / shares | $ 3.54 | |||||||||||||||
Series E Preferred Stock | ||||||||||||||||
Liquidity | ||||||||||||||||
Number of redeemed shares | shares | 4,038 | |||||||||||||||
Number of preferred shares that had been converted to common stock | shares | 500 | |||||||||||||||
Series E Redeemable Convertible Preferred Stock | ||||||||||||||||
Liquidity | ||||||||||||||||
Shares issued (in shares) | shares | 35,000 | |||||||||||||||
Redeemable stock issued, stated value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||
Aggregate proceeds from issuance of preferred stock | $ 30,900 | |||||||||||||||
Number of redeemed shares | shares | 4,038 | |||||||||||||||
Amount of redeemed shares | $ 4,000 | |||||||||||||||
At Market Issuance Sales Agreement | ||||||||||||||||
Liquidity | ||||||||||||||||
Authorized amount | $ 75,000 | |||||||||||||||
Public Offerings | ||||||||||||||||
Liquidity | ||||||||||||||||
Proceeds from public offerings, net of transaction costs | $ 120,400 | $ 23,500 | ||||||||||||||
Number of common stock sold | shares | 46,000,000 | 10,000,000 | ||||||||||||||
Share price (in dollars per share) | $ / shares | $ 2.75 | $ 2.35 | $ 2.75 | $ 2.35 | $ 2.75 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Summary of Significant Accounting Policies | |
Impairment Loss | $ 0 |
Upfront revenue recognized | $ 0 |
Operating lease maximum allowed extension percentage | 75.00% |
Fuel | |
Summary of Significant Accounting Policies | |
Estimated useful life | 10 years |
Hydrogen infrastructure | |
Summary of Significant Accounting Policies | |
Estimated useful life | 20 years |
Minimum | |
Summary of Significant Accounting Policies | |
Payment terms for fuel cells and its services | 30 days |
Extension period | 5 years |
Uptime of the fleet (as a percent) | 97.00% |
Intangible asset useful lives | 5 years |
Maximum | |
Summary of Significant Accounting Policies | |
Payment terms for fuel cells and its services | 90 days |
Extension period | 10 years |
Uptime of the fleet (as a percent) | 98.00% |
Intangible asset useful lives | 10 years |
Earnings Per Share - Dilutive P
Earnings Per Share - Dilutive Potential Common Shares (Details) - USD ($) $ in Thousands | Nov. 01, 2018 | May 16, 2013 | Jan. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2019 | May 06, 2020 | May 05, 2020 | Sep. 30, 2019 | Mar. 31, 2018 | Mar. 08, 2018 | Jul. 20, 2017 | Apr. 04, 2017 |
Earnings Per Share | ||||||||||||||
Number of dilutive potential common stock | 196,893,462 | 200,870,098 | ||||||||||||
Number of preferred shares that had been converted to common stock | 500 | 30,962 | ||||||||||||
Principal amount | $ 100,000 | |||||||||||||
Interest rate (as a percent) | 9.50% | 12.00% | ||||||||||||
$40M Convertible Senior Note | ||||||||||||||
Earnings Per Share | ||||||||||||||
Principal amount | $ 48,000 | $ 48,000 | $ 48,000 | $ 40,000 | ||||||||||
Interest rate (as a percent) | 7.50% | |||||||||||||
$100M Convertible Senior Notes | ||||||||||||||
Earnings Per Share | ||||||||||||||
Principal amount | $ 100,000 | $ 100,000 | $ 100,000 | $ 1,000 | $ 100,000 | $ 100,000 | ||||||||
Interest rate (as a percent) | 5.50% | |||||||||||||
Warrants issued with the Amazon.com, Inc transaction agreement | ||||||||||||||
Earnings Per Share | ||||||||||||||
Shares of common stock that can be purchased from warrants issued (in shares) | 55,286,696 | |||||||||||||
Number of warrants exercised (in shares) | 0 | |||||||||||||
Warrants issued with the Walmart Stores, Inc transaction agreement | ||||||||||||||
Earnings Per Share | ||||||||||||||
Shares of common stock that can be purchased from warrants issued (in shares) | 55,286,696 | |||||||||||||
Number of warrants exercised (in shares) | 0 | |||||||||||||
Series C Preferred Stock | ||||||||||||||
Earnings Per Share | ||||||||||||||
Stock options granted | 10,431 | |||||||||||||
Conversion of preferred stock (in shares) | 7,811 | |||||||||||||
Series E Preferred Stock | ||||||||||||||
Earnings Per Share | ||||||||||||||
Conversion of preferred stock (in shares) | 35,000 | 30,462 | ||||||||||||
Number of preferred shares that had been converted to common stock | 500 | |||||||||||||
Number of redeemed shares | 4,038 | |||||||||||||
Stock options | ||||||||||||||
Earnings Per Share | ||||||||||||||
Number of dilutive potential common stock | 19,803,872 | 21,109,998 | ||||||||||||
Stock options granted | 0 | 25,000 | ||||||||||||
Restricted stock | ||||||||||||||
Earnings Per Share | ||||||||||||||
Number of dilutive potential common stock | 4,600,227 | 2,372,347 | ||||||||||||
Stock options granted | 0 | 25,000 | ||||||||||||
Warrants | ||||||||||||||
Earnings Per Share | ||||||||||||||
Number of dilutive potential common stock | 110,573,392 | 115,824,142 | ||||||||||||
Preferred stock | ||||||||||||||
Earnings Per Share | ||||||||||||||
Number of dilutive potential common stock | 2,782,075 | 17,933,591 | ||||||||||||
Convertible Senior Notes | ||||||||||||||
Earnings Per Share | ||||||||||||||
Number of dilutive potential common stock | 59,133,896 | 43,630,020 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Inventory | ||
Raw materials and supplies - production locations | $ 59,086 | $ 48,011 |
Raw materials and supplies - customer locations | 10,423 | 9,241 |
Work-in-process | 20,234 | 12,529 |
Finished goods | 3,229 | 2,610 |
Inventory | $ 92,972 | $ 72,391 |
Leased Property (Details)
Leased Property (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Leased Property | ||
Right of use assets - operating | $ 209,924 | $ 198,068 |
Right of use assets - finance | 41,475 | 41,475 |
Capitalized costs of lessor assets | 44,107 | 41,465 |
Less: accumulated depreciation | (42,704) | (36,268) |
Leased property, net | $ 252,802 | $ 244,740 |
Intangible Assets - Gross Carry
Intangible Assets - Gross Carrying Amount (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | May 31, 2019 | |
Gross carrying amount and accumulated amortization of acquired identifiable intangible assets | ||||
Gross Carrying Amount | $ 8,483 | $ 8,564 | ||
Accumulated Amortization | (3,187) | (3,025) | ||
Total | 5,296 | 5,539 | ||
Payables for acquiring Intellectual Property | 14,273 | $ 14,213 | ||
EnergyOr | ||||
Gross carrying amount and accumulated amortization of acquired identifiable intangible assets | ||||
Acquired | $ 1,500 | |||
Milestone payments | $ 3,000 | |||
American Fuel Cell LLC | ||||
Gross carrying amount and accumulated amortization of acquired identifiable intangible assets | ||||
Milestone payments | 2,900 | |||
Payments to Acquire Intangible Assets | 400 | |||
Payables for acquiring Intellectual Property | $ 500 | |||
Acquired technology | ||||
Gross carrying amount and accumulated amortization of acquired identifiable intangible assets | ||||
Weighted Average Amortization Period | 10 years | 10 years | ||
Gross Carrying Amount | $ 8,163 | $ 8,244 | ||
Accumulated Amortization | (2,971) | (2,815) | ||
Total | $ 5,192 | $ 5,429 | ||
Customer relationships | ||||
Gross carrying amount and accumulated amortization of acquired identifiable intangible assets | ||||
Weighted Average Amortization Period | 10 years | 10 years | ||
Gross Carrying Amount | $ 260 | $ 260 | ||
Accumulated Amortization | (156) | (150) | ||
Total | $ 104 | $ 110 | ||
Trademark | ||||
Gross carrying amount and accumulated amortization of acquired identifiable intangible assets | ||||
Weighted Average Amortization Period | 5 years | 5 years | ||
Gross Carrying Amount | $ 60 | $ 60 | ||
Accumulated Amortization | $ (60) | (60) | ||
Total | $ 0 |
Intangible Assets - Estimated A
Intangible Assets - Estimated Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Intangible Assets | |||
Amortization of Intangible Assets | $ 175 | $ 175 | |
Estimated amortization expense | |||
Remainder of 2020 | 595 | ||
2021 | 793 | ||
2022 | 793 | ||
2023 | 793 | ||
2024 and thereafter | 2,322 | ||
Total | $ 5,296 | $ 5,539 |
Long-Term Debt (Details)
Long-Term Debt (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | ||||||
Nov. 30, 2019 | Apr. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | May 06, 2020 | May 05, 2020 | Mar. 31, 2018 | |
Long-Term Debt | ||||||||
Loan Amount | $ 100,000 | |||||||
Interest rate (as a percent) | 9.50% | 12.00% | ||||||
Repayments of long-term debt and accrued interest | $ 5,730 | $ 53,534 | ||||||
Percent of securities in foreign subsidiaries guaranteed to secure debt | 65.00% | |||||||
Principal payments of long term debt | ||||||||
December 31, 2020 | $ 86,159 | |||||||
December 31, 2021 | 59,373 | |||||||
Additional loan | $ 50,000 | |||||||
Secured term loan facility | ||||||||
Long-Term Debt | ||||||||
Borrowing | $ 20,000 | |||||||
Subsequent event | ||||||||
Long-Term Debt | ||||||||
Interest rate (as a percent) | 9.50% | 12.00% | ||||||
Principal payments of long term debt | ||||||||
December 31, 2020 | $ 125,687 | |||||||
December 31, 2021 | 89,301 | |||||||
December 31, 2022 | 51,478 | |||||||
December 31, 2023 | 16,863 | |||||||
Incremental term loan | 50,000 | |||||||
Additional loan | $ 50,000 | |||||||
Subsequent event | Secured term loan facility | Loan and security agreement | ||||||||
Long-Term Debt | ||||||||
Interest rate (as a percent) | 9.50% | 12.00% | ||||||
Principal payments of long term debt | ||||||||
Incremental term loan | $ 50,000 | |||||||
Additional loan | $ 50,000 | |||||||
Generate Lending, LLC | Loan and security agreement | ||||||||
Long-Term Debt | ||||||||
Repayments of long-term debt and accrued interest | $ 17,600 | |||||||
Termination of certain equipment leases | 50,300 | |||||||
Generate Lending, LLC | Secured term loan facility | Loan and security agreement | ||||||||
Long-Term Debt | ||||||||
Loan Amount | 100,000 | $ 100,000 | ||||||
Borrowing | $ 15,000 | $ 85,000 | ||||||
Interest rate (as a percent) | 12.00% | |||||||
Long-term borrowings | $ 107,500 | |||||||
Interest rate at the end | 12.00% | |||||||
NY Green Bank | ||||||||
Long-Term Debt | ||||||||
Loss on extinguishment of debt | $ 500 | |||||||
Cash held in escrow deposit | $ 1,700 |
Convertible Senior Notes - Net
Convertible Senior Notes - Net proceeds (Details) | Mar. 08, 2018USD ($) | Sep. 30, 2019USD ($)D$ / shares | Mar. 31, 2018USD ($) | Mar. 31, 2020USD ($)$ / shares | May 06, 2020 | May 05, 2020 | Dec. 31, 2019USD ($) | Mar. 31, 2019$ / shares |
Convertible Senior Notes | ||||||||
Principal amount | $ 100,000,000 | |||||||
Interest rate (as a percent) | 9.50% | 12.00% | ||||||
Net proceeds | $ 9,024,000 | |||||||
Unamortized debt discount and issuance costs | $ 1,000,000 | |||||||
Closing price of the company's stock | $ / shares | $ 2.35 | |||||||
$40M Convertible Senior Note | ||||||||
Convertible Senior Notes | ||||||||
Principal amount | $ 40,000,000 | $ 48,000,000 | $ 48,000,000 | |||||
Interest rate (as a percent) | 7.50% | |||||||
Net proceeds | $ 39,100,000 | |||||||
Percentage of principal amount to be repaid at maturity | 120.00% | |||||||
Maturity principal amount | $ 48,000,000 | |||||||
Conversion rates for the notes (in shares) | 387.5969 | |||||||
Conversion price, per share | $ / shares | $ 2.58 | |||||||
Consecutive trading days | D | 20 | |||||||
Conversion price (as a percent) | 175.00% | |||||||
Initial purchasers' discount | $ 8,000,000 | |||||||
Closing price of the company's stock | $ / shares | $ 3.54 | |||||||
Fair value of convertible senior notes | $ 57,300,000 | 53,500,000 | ||||||
$40M Convertible Senior Note | Level 3 | Volatility | ||||||||
Convertible Senior Notes | ||||||||
Volatility assumption | 70 | |||||||
$40M Convertible Senior Note | Holder may require redemption | ||||||||
Convertible Senior Notes | ||||||||
Principal amount | 40,000,000 | |||||||
Maturity principal amount | $ 48,000,000 | |||||||
Consecutive trading days | D | 5 | |||||||
Principal amount of the repurchased Convertible Senior Notes(as a percent) | 115.00% | |||||||
Principal amount (as a percent) | 110.00% | |||||||
Conversion ratio, principal amount | $ 1,000 | |||||||
$40M Convertible Senior Note | Company may redeem with the consent of the holder | ||||||||
Convertible Senior Notes | ||||||||
Principal amount | 40,000,000 | |||||||
Maturity principal amount | $ 48,000,000 | |||||||
Consecutive trading days | D | 5 | |||||||
Principal amount of the repurchased Convertible Senior Notes(as a percent) | 105.00% | |||||||
Principal amount (as a percent) | 115.00% | |||||||
Conversion ratio, principal amount | $ 1,000 | |||||||
$100M Convertible Senior Notes | ||||||||
Convertible Senior Notes | ||||||||
Principal amount | $ 100,000,000 | $ 1,000,000 | $ 100,000,000 | $ 100,000,000 | 100,000,000 | |||
Interest rate (as a percent) | 5.50% | |||||||
Net proceeds | 52,356,000 | $ 95,900,000 | ||||||
Conversion rates for the notes (in shares) | 436.3002 | |||||||
Conversion price, per share | $ / shares | $ 2.29 | |||||||
Trading days | D | 20 | |||||||
Consecutive trading days | D | 30 | |||||||
Conversion price (as a percent) | 130.00% | |||||||
Number of business days | 5 days | |||||||
Number of consecutive trading days | 5 days | |||||||
Principal amount (as a percent) | 98.00% | |||||||
Ownership interest percentage | 50.00% | |||||||
Percentage of principal amount to be redeemed | 100.00% | |||||||
Carrying amount of the liability component | $ 58,200,000 | |||||||
Carrying amount of the equity component | $ 37,700,000 | 37,702,000 | 37,702,000 | |||||
Effective interest rate (as a percent) | 16.00% | |||||||
Transaction costs for issuance | $ 4,100,000 | |||||||
Initial purchasers' discount | 3,300,000 | |||||||
Other issuance costs | $ 894,000 | $ 1,700,000 | ||||||
Transaction costs attributable to the liability component | 2,400,000 | |||||||
Transaction costs attributable to the equity component | $ 1,700,000 | |||||||
Closing price of the company's stock | $ / shares | $ 3.54 | |||||||
Fair value of convertible senior notes | $ 147,400,000 | $ 135,300,000 | ||||||
$100M Convertible Senior Notes | Level 3 | Volatility | ||||||||
Convertible Senior Notes | ||||||||
Volatility assumption | 70 |
Convertible Senior Notes (Detai
Convertible Senior Notes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Mar. 31, 2018 | Mar. 08, 2018 | |
Convertible Senior Notes | |||||
Principal amount | $ 100,000 | ||||
Net carrying amount | $ 112,878 | $ 110,246 | |||
Convertible Senior Notes | |||||
Convertible Senior Notes | |||||
Principal amount | $ 40,000 | ||||
$40M Convertible Senior Note | |||||
Convertible Senior Notes | |||||
Principal amount | 48,000 | 48,000 | 40,000 | ||
Unamortized debt discount | (6,800) | (7,400) | |||
Unamortized debt issuance costs | (891) | (969) | |||
Net carrying amount | 40,309 | 39,631 | |||
$100M Convertible Senior Notes | |||||
Convertible Senior Notes | |||||
Principal amount | 100,000 | 100,000 | 1,000 | $ 100,000 | $ 100,000 |
Unamortized debt discount | (25,985) | (27,818) | |||
Unamortized debt issuance costs | (1,446) | (1,567) | |||
Net carrying amount | 72,569 | 70,615 | |||
Carrying amount of the equity component | 37,702 | $ 37,702 | $ 37,700 | ||
Income tax benefit on equity component | $ 9,200 |
Convertible Senior Notes - Conv
Convertible Senior Notes - Conversion (Details) - USD ($) $ in Thousands | Mar. 08, 2018 | Mar. 31, 2018 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 |
Convertible Senior Notes | |||||
Principal amount | $ 100,000 | ||||
Net proceeds | $ 9,024 | ||||
$100M Convertible Senior Notes | |||||
Convertible Senior Notes | |||||
Principal amount | $ 100,000 | 100,000 | 100,000 | $ 100,000 | $ 1,000 |
Less initial purchasers' discount | (3,250) | ||||
Less initial purchasers' discount | (3,300) | ||||
Less cost of related capped call and common stock forward | (43,500) | (43,500) | |||
Less other issuance costs | (894) | $ (1,700) | |||
Net proceeds | $ 52,356 | $ 95,900 |
Convertible Senior Notes - Capp
Convertible Senior Notes - Capped Call and Common Stock Forward (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | |
Sep. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2020 | |
Capped Call and Common Stock Forward | |||
Share Price | $ 2.35 | ||
Common stock shares issued | 10,000,000 | ||
Capped Call | |||
Capped Call and Common Stock Forward | |||
Capped call options amount | $ 16 | ||
Cap price | $ 3.82 | ||
Premium (as a percent) | 100.00% | ||
Share Price | $ 1.91 | ||
Common Stock Forward | |||
Capped Call and Common Stock Forward | |||
Common stock shares issued | 14,397,906 | ||
Net cost incurred | $ 27.5 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock and Warrants (Details) $ / shares in Units, $ in Thousands | Apr. 13, 2020USD ($) | Mar. 31, 2019$ / sharesshares | Mar. 31, 2020item$ / sharesshares | Mar. 31, 2019USD ($)$ / shares | Dec. 31, 2019$ / sharesshares | Dec. 31, 2017shares |
Stockholders' equity | ||||||
Preferred stock, Shares authorized | 5,000,000 | |||||
Preferred stock, par value | $ / shares | $ 0.01 | |||||
Net proceeds from shares of common stock sold | $ | $ 23,498 | |||||
Common Stock Shares, Outstanding | 306,959,462 | 303,378,515 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||
Number of votes per share | item | 1 | |||||
Common stock shares issued | 10,000,000 | |||||
Par value, common stock | $ / shares | $ 0.01 | 0.01 | ||||
Share price (in dollars per share) | $ / shares | $ 2.35 | $ 2.35 | ||||
Series A Junior Participating Cumulative Preferred Stock | ||||||
Stockholders' equity | ||||||
Preferred stock, par value | $ / shares | $ 0.01 | $ 0.01 | ||||
Common Stock Shares, Outstanding | 0 | 0 | ||||
At Market Issuance Sales Agreement | ||||||
Stockholders' equity | ||||||
Authorized amount | $ | $ 75,000 | |||||
Warrant Issued With Amazon And Walmart Stores Inc Transaction Agreement In 2017 | ||||||
Stockholders' equity | ||||||
Number of warrants exercised (in shares) | 26,188,434 | 26,188,434 | ||||
Maximum | Warrant Issued With Amazon And Walmart Stores Inc Transaction Agreement In 2017 | ||||||
Stockholders' equity | ||||||
Class of Warrant or Right Issued | 110,573,392 |
Redeemable Convertible Prefer_2
Redeemable Convertible Preferred Stock (Details) | 1 Months Ended | 3 Months Ended | ||||
Apr. 30, 2020shares | Jan. 31, 2020shares | Nov. 30, 2018USD ($)shares | Mar. 31, 2020USD ($)installment$ / sharesshares | Dec. 31, 2019$ / sharesshares | Mar. 31, 2019shares | |
Redeemable preferred stock | ||||||
Number of shares of common stock issued on conversion of preferred stock | 216,000 | 13,800,000 | ||||
Number of preferred shares that had been converted to common stock | 500 | 30,962 | ||||
Series C Redeemable Convertible Preferred Stock | ||||||
Redeemable preferred stock | ||||||
Conversion price per share | $ / shares | $ 0.2343 | $ 0.2343 | ||||
Preferred Stock, Shares Outstanding | 2,620 | |||||
Dividend rate | 8.00% | |||||
Original issue price | $ | $ 248.794 | |||||
Series C Redeemable Convertible Preferred Stock | Minimum | ||||||
Redeemable preferred stock | ||||||
Conversion price per share | $ / shares | $ 0.1554 | |||||
Series E Redeemable Convertible Preferred Stock | ||||||
Redeemable preferred stock | ||||||
Shares issued (in shares) | 35,000 | |||||
Net proceeds from public offering | $ | $ 30,900,000 | |||||
Number of monthly installments | installment | 13 | |||||
Redemption value for each installment | $ | $ 2,700,000 | |||||
Preferred Stock, Shares Outstanding | 0 | 500 | ||||
Series E Preferred Stock | ||||||
Redeemable preferred stock | ||||||
Number of preferred shares that had been converted to common stock | 500 | |||||
Subsequent event | Series C Redeemable Convertible Preferred Stock | ||||||
Redeemable preferred stock | ||||||
Number of shares of common stock issued on conversion of preferred stock | 923,819 | |||||
Number of preferred shares that had been converted to common stock | 870 |
Warrant Transaction Agreements
Warrant Transaction Agreements - Amazon.com, Inc. Transaction Agreement (Details) $ / shares in Units, $ in Thousands | Apr. 04, 2017USD ($)installment$ / sharesshares | Mar. 31, 2020USD ($)shares | Mar. 31, 2019USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019shares | Jul. 20, 2017$ / shares |
Class of Warrant or Right [Line Items] | ||||||
Selling, general and administrative | $ | $ 11,013 | $ 9,324 | ||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 2.1231 | |||||
Warrants issued with the Amazon.com, Inc transaction agreement | ||||||
Class of Warrant or Right [Line Items] | ||||||
Shares of common stock that can be purchased from warrants issued (in shares) | 55,286,696 | |||||
Cash payments to be received under agreement | $ | $ 600,000 | |||||
Warrant shares vested (in shares) | 20,368,782 | 20,368,782 | ||||
Provision for common stock warrants | $ | $ 1,300 | $ 500 | ||||
Tranche one of warrants issued with the Amazon.com, Inc transaction agreement | ||||||
Class of Warrant or Right [Line Items] | ||||||
Warrant shares vested (in shares) | 5,819,652 | |||||
Selling, general and administrative | $ | $ 6,700 | |||||
Tranche two of warrants issued with the Amazon.com, Inc. Transaction Agreement | ||||||
Class of Warrant or Right [Line Items] | ||||||
Shares of common stock that can be purchased from warrants issued (in shares) | 29,098,260 | |||||
Warrant shares vested (in shares) | 29,098,260 | |||||
Number of installments | installment | 4 | |||||
Number of shares per installment | 7,274,565 | |||||
Cash receipt per installment | $ | $ 50,000 | |||||
Aggregate cash receipts for all installments | $ | $ 200,000 | |||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 1.1893 | |||||
Tranche three of warrants issued with the Amazon.com, Inc. Transaction Agreement | ||||||
Class of Warrant or Right [Line Items] | ||||||
Shares of common stock that can be purchased from warrants issued (in shares) | 20,368,784 | |||||
Warrant shares vested (in shares) | 20,368,784 | |||||
Number of shares per installment | 2,546,098 | |||||
Cash receipt per installment | $ | $ 50,000 | |||||
Aggregate cash receipts for all installments | $ | $ 400,000 | |||||
Exercise price calculation | The exercise price of the third tranche of Amazon Warrant Shares will be an amount per share equal to ninety percent (90%) of the 30-day volume weighted average share price of the common stock as of the final vesting date of the second tranche of Amazon Warrant Shares. |
Warrant Transaction Agreement_2
Warrant Transaction Agreements - Walmart Stores, Inc. Transaction Agreement (Details) $ / shares in Units, $ in Millions | Jul. 20, 2017USD ($)installment$ / sharesshares | Mar. 31, 2020USD ($)shares | Mar. 31, 2019USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2019shares |
Warrant Transaction Agreements | |||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 2.1231 | ||||
Warrants issued with the Walmart Stores, Inc transaction agreement | |||||
Warrant Transaction Agreements | |||||
Shares of common stock that can be purchased from warrants issued (in shares) | shares | 55,286,696 | ||||
Warrant shares vested (in shares) | shares | 5,819,652 | 5,819,652 | |||
Provision for common stock warrants | $ 0.9 | $ 0.7 | |||
Tranche one of warrants issued with the Walmart Stores Inc transaction agreement | |||||
Warrant Transaction Agreements | |||||
Warrant shares vested (in shares) | shares | 5,819,652 | ||||
Provision for common stock warrants | $ 10.9 | ||||
Tranche two of warrants issued with the Walmart Stores, Inc. Transaction Agreement | |||||
Warrant Transaction Agreements | |||||
Warrant shares vested (in shares) | shares | 29,098,260 | ||||
Number of installments | installment | 4 | ||||
Number of shares per installment | shares | 7,274,565 | ||||
Cash receipt per installment | $ 50 | ||||
Aggregate cash receipts for all installments | $ 200 | ||||
Tranche three of warrants issued with the Walmart Stores, Inc. Transaction Agreement | |||||
Warrant Transaction Agreements | |||||
Number of shares per installment | shares | 2,546,098 | ||||
Cash receipt per installment | $ 50 | ||||
Aggregate cash receipts for all installments | $ 400 | ||||
Exercise price calculation | The exercise price of the third tranche of Walmart Warrant Shares will be an amount per share equal to ninety percent (90%) of the 30-day volume weighted average share price of the common stock as of the final vesting date of the second tranche of Walmart Warrant Shares | ||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 1.1893 | ||||
Maximum | Warrants issued with the Walmart Stores, Inc transaction agreement | |||||
Warrant Transaction Agreements | |||||
Cash payments to be received under agreement | $ 600 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenue | ||
Net revenue | $ 40,813 | $ 21,579 |
Sales of fuel cell systems | ||
Revenue | ||
Net revenue | 14,651 | 1,241 |
Sale of hydrogen installations and other infrastructure | ||
Revenue | ||
Net revenue | 5,736 | 1,303 |
Services performed on fuel cell systems and related infrastructure | ||
Revenue | ||
Net revenue | 6,521 | 6,343 |
Power Purchase Agreements | ||
Revenue | ||
Net revenue | 6,496 | 6,110 |
Fuel delivered to customers | ||
Revenue | ||
Net revenue | 7,333 | $ 6,582 |
Other | ||
Revenue | ||
Net revenue | $ 76 |
Revenue - Contract balances (De
Revenue - Contract balances (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Revenue | ||
Accounts receivable | $ 24,437 | $ 25,448 |
Contract assets | 20,581 | 13,251 |
Contract liabilities | $ 45,129 | $ 43,480 |
Revenue - Changes in contract a
Revenue - Changes in contract assets and contract liabilities (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Contract assets | |
Transferred to receivables from contract assets recognized at the beginning of the period | $ (141) |
Revenue recognized and not billed as of the end of the period | 7,471 |
Net change in contract assets | 7,330 |
Contract liabilities | |
Increases due to cash received, net of amounts recognized as revenue during the period | 7,442 |
Revenue recognized that was included in the contract liability balance as of the beginning of the period | (5,793) |
Net change in contract liabilities | $ 1,649 |
Revenue - Estimated future reve
Revenue - Estimated future revenue (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Revenue | |
Total estimated future revenue | $ 389,936 |
Sales of fuel cell systems | |
Revenue | |
Total estimated future revenue | 76,433 |
Sale of hydrogen installations and other infrastructure | |
Revenue | |
Total estimated future revenue | 69,440 |
Services performed on fuel cell systems and related infrastructure | |
Revenue | |
Total estimated future revenue | 97,530 |
Power Purchase Agreements | |
Revenue | |
Total estimated future revenue | 142,002 |
Other | |
Revenue | |
Total estimated future revenue | $ 4,531 |
Maximum | Sales of fuel cell systems | |
Revenue | |
Duration of estimated revenue expected to be recognized in future (in years) | 1 year |
Maximum | Services performed on fuel cell systems and related infrastructure | |
Revenue | |
Duration of estimated revenue expected to be recognized in future (in years) | 7 years |
Maximum | Power Purchase Agreements | |
Revenue | |
Duration of estimated revenue expected to be recognized in future (in years) | 7 years |
Minimum | Services performed on fuel cell systems and related infrastructure | |
Revenue | |
Duration of estimated revenue expected to be recognized in future (in years) | 5 years |
Minimum | Power Purchase Agreements | |
Revenue | |
Duration of estimated revenue expected to be recognized in future (in years) | 5 years |
Revenue - Others (Details)
Revenue - Others (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Revenue | ||
Capitalized contract costs | $ 0.5 | $ 0.5 |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring Basis (Details) - Recurring basis - Warrants $ in Thousands | Mar. 31, 2019USD ($) |
Fair Value | |
Financial liabilities | $ (2,126) |
Level 3 | |
Fair Value | |
Financial liabilities | $ (2,126) |
Fair Value Measurements - Valua
Fair Value Measurements - Valuation Technique (Details) - Derivative Liabilities | 3 Months Ended |
Mar. 31, 2019$ / shares | |
Risk free interest rate | |
Valuation technique for assets and liabilities measured and recorded at fair value | |
Derivative Liability, Measurement Input | 2.51 |
Volatility | |
Valuation technique for assets and liabilities measured and recorded at fair value | |
Derivative Liability, Measurement Input | 74.93 |
Expected average term | |
Valuation technique for assets and liabilities measured and recorded at fair value | |
Derivative Liability, Expected average term | 6 months 11 days |
Expected dividend yield | |
Valuation technique for assets and liabilities measured and recorded at fair value | |
Equity Instrument, Measurement Input | 0 |
Commitments and Contingencies -
Commitments and Contingencies - Operating Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Future minimum lease payments under noncancellable operating leases - As Lessor | |||
Remainder of 2020 | $ 27,806 | ||
2021 | 30,993 | ||
2022 | 23,632 | ||
2023 | 19,952 | ||
2024 | 16,508 | ||
2025 and thereafter | 27,643 | ||
Total future minimum lease payments | 146,534 | ||
Future minimum lease payments under noncancelable operating leases - As Lessee | |||
Remainder of 2020 | 34,998 | ||
2021 | 46,669 | ||
2022 | 44,139 | ||
2023 | 39,074 | ||
2024 | 39,079 | ||
2025 and thereafter | 40,250 | ||
Total future minimum lease payments | 244,209 | ||
Less imputed lease interest | (66,624) | ||
Sale of future services | 114,625 | ||
Total lease liabilities | $ 292,210 | ||
Operating Lease, Liability, Statement of Financial Position [Extensible List] | plug:FinancingTransactionFinanceObligationAmountCurrent plug:FinancingTransactionFinanceObligationAmount | ||
Rental expense for all operating lease | $ 12,600 | $ 6,000 | |
Gross profit on sale leaseback transactions | 5,300 | 0 | |
Right of use assets obtained in exchange for new operating lease liabilities | 16,200 | 0 | |
Prepaid rent and security deposit | 6,000 | $ 6,000 | |
Other information of operating leases | |||
Cash payments | $ 12,522 | $ 5,728 | |
Weighted average remaining lease term (in years) | 5 years 6 months 7 days | 4 years 11 months 1 day | |
Weighted average discount rate (as a percent) | 12.10% | 12.10% | |
Minimum | |||
Operating Leases | |||
Lease Term - as Lessor | 1 year | ||
Lease Term - as Lessee | 1 year | ||
Maximum | |||
Operating Leases | |||
Lease Term - as Lessor | 7 years | ||
Lease Term - as Lessee | 9 years | ||
Sale Leaseback Agreements | |||
Future minimum lease payments under noncancelable operating leases - As Lessee | |||
Total lease liabilities | $ 114,600 | 35,600 | |
Short term operating lease obligation | 17,000 | 6,000 | |
Long term operating lease obligation | $ 97,600 | $ 29,600 |
Commitments and Contingencies_2
Commitments and Contingencies - Finance Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Total Payments of future minimum lease payments | |||
Remainder of 2020 | $ 42,879 | ||
2021 | 56,352 | ||
2022 | 49,504 | ||
2023 | 42,589 | ||
2024 | 55,606 | ||
2025 and thereafter | 41,424 | ||
Total future minimum lease payments | 288,354 | ||
Less imputed lease interest | (78,761) | ||
Sale of future services | 114,625 | ||
Total lease liabilities | 324,218 | ||
Finance lease costs | |||
Amortization of right of use asset | 870 | $ 808 | |
Interest on finance obligations | 638 | 2,091 | |
Total finance lease cost | 1,508 | 2,899 | |
Right of use assets obtained in exchange for new finance lease liabilities | 0 | ||
Other information | |||
Cash payments | $ 2,610 | $ 54,170 | |
Weighted average remaining lease term (years) | 3 years 8 months 5 days | 3 years 6 months 11 days | |
Weighted average discount rate | 8.10% | 10.80% | |
Restricted Cash | |||
Restricted cash | $ 129,700 | ||
Letter of credit | 101,600 | ||
Sale Leaseback Agreements | |||
Total Payments of future minimum lease payments | |||
Total lease liabilities | 29,800 | $ 31,700 | |
Finance Lease [Member] | |||
Total Payments of future minimum lease payments | |||
Remainder of 2020 | 7,596 | ||
2021 | 9,276 | ||
2022 | 4,975 | ||
2023 | 3,149 | ||
2024 | 16,154 | ||
Total future minimum lease payments | 41,150 | ||
Less imputed lease interest | (11,299) | ||
Total lease liabilities | 29,851 | ||
Other Leased Property [Member] | |||
Total Payments of future minimum lease payments | |||
Remainder of 2020 | 285 | ||
2021 | 407 | ||
2022 | 390 | ||
2023 | 366 | ||
2024 | 373 | ||
2025 and thereafter | 1,174 | ||
Total future minimum lease payments | 2,995 | ||
Less imputed lease interest | (838) | ||
Total lease liabilities | 2,157 | ||
Finance obligation | |||
Restricted Cash | |||
Letter of credit | 500 | ||
Finance obligation | Property and equipment | |||
Total Payments of future minimum lease payments | |||
Total future minimum lease payments | $ 2,200 | $ 2,200 |
Commitments and Contingencies_3
Commitments and Contingencies - Concentrations of Credit Risk (Details) - Customers - customer | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Accounts receivable | Credit risk | |||
Customer Concentration | |||
Concentration Risk Number of Customers | 3 | 2 | |
Concentration risk (as a percent) | 85.20% | 63.40% | |
Revenues | Customer concentration | |||
Customer Concentration | |||
Concentration Risk Number of Customers | 2 | 2 | |
Concentration risk (as a percent) | 65.90% | 56.20% |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) shares in Millions, $ in Millions | Apr. 06, 2020 | May 06, 2020 | May 05, 2020 | Mar. 31, 2018 |
Subsequent Events | ||||
Additional loan | $ 50 | |||
Interest rate (as a percent) | 9.50% | 12.00% | ||
Principal amount | $ 100 | |||
Subsequent event | ||||
Subsequent Events | ||||
Incremental term loan | $ 50 | |||
Additional loan | $ 50 | |||
Interest rate (as a percent) | 9.50% | 12.00% | ||
Subsequent event | APV Ventures | United Hydrogen Group (UHG) | Corporate Note Securities | ||||
Subsequent Events | ||||
Principal amount | $ 8 | |||
Interest rate on note | 7.00% | |||
Purchase price in cash | $ 1 | |||
Purchase price of shares | 1.8 | |||
Loan and security agreement | Secured term loan facility | Subsequent event | ||||
Subsequent Events | ||||
Incremental term loan | $ 50 | |||
Additional loan | $ 50 | |||
Interest rate (as a percent) | 9.50% | 12.00% |