Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 28, 2018 | Jun. 30, 2017 | |
Document Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | GEVO | ||
Entity Registrant Name | GEVO, INC. | ||
Entity Central Index Key | 1,392,380 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 22,600,849 | ||
Entity Public Float | $ 11.2 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 11,553 | $ 27,888 |
Accounts receivable | 1,054 | 1,122 |
Inventories | 4,362 | 3,458 |
Prepaid expenses and other current assets | 712 | 850 |
Total current assets | 17,681 | 33,318 |
Property, plant and equipment, net | 70,369 | 75,592 |
Restricted deposits | 2,611 | |
Deposits and other assets | 803 | 803 |
Total assets | 88,853 | 112,324 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 4,011 | 6,193 |
Current Portion of 2017 Notes recorded at fair value | 25,769 | |
2020 Notes embedded derivative liability | 5,224 | |
Derivative warrant liability | 1,951 | 2,698 |
Total current liabilities | 11,186 | 34,660 |
Other long-term liabilities | 130 | 179 |
Total liabilities | 25,322 | 43,060 |
Commitments and Contingencies (see Note 18) | ||
Stockholders' Equity | ||
Common stock, $0.01 par value per share; 250,000,000 authorized; 21,811,059 and 7,074,246 shares issued and outstanding at December 31, 2017 and 2016, respectively. (See Note 2) | 218 | 71 |
Additional paid-in capital | 464,663 | 445,913 |
Accumulated deficit | (401,350) | (376,720) |
Total stockholders' equity | 63,531 | 69,264 |
Total liabilities and stockholders' equity | 88,853 | 112,324 |
2020 Notes | ||
Current liabilities: | ||
Notes, net | 13,491 | |
2022 Notes | ||
Current liabilities: | ||
Notes, net | $ 515 | $ 8,221 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 21, 2016 |
Statement Of Financial Position [Abstract] | |||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 250,000,000 | 250,000,000 | |
Common stock shares issued | 21,811,059 | 7,074,246 | |
Common stock, shares outstanding | 21,811,059 | 7,074,246 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue and cost of goods sold | |||
Hydrocarbon revenue | $ 1,029 | $ 1,929 | $ 1,694 |
Grant and other revenue | 228 | 671 | 1,318 |
Total revenues | 27,536 | 27,213 | 30,137 |
Cost of goods sold | 38,165 | 37,017 | 38,762 |
Gross loss | (10,629) | (9,804) | (8,625) |
Operating expenses | |||
Research and development expense | 5,182 | 5,216 | 6,610 |
Selling, general and administrative expense | 7,471 | 8,965 | 16,692 |
Total operating expenses | 12,653 | 14,181 | 23,302 |
Loss from operations | (23,282) | (23,985) | (31,927) |
Other (expense) income | |||
Interest expense | (2,951) | (7,837) | (8,243) |
(Loss)/Gain on exchange or conversion of debt | (4,933) | (763) | 232 |
(Loss)/Gain on extinguishment of warrant liability | (918) | 1,775 | |
Gain from change in fair value of 2020 Notes embedded derivative | 1,751 | ||
Gain from change in fair value of derivative warrant liability | 5,101 | 1,783 | 577 |
(Loss)/Gain from change in fair value of 2017 Notes | (339) | (4,204) | 3,895 |
Loss on issuance of equity | (1,519) | (2,523) | |
Other income | 23 | 215 | 20 |
Total other (expense) income | (1,348) | (13,243) | (4,267) |
Net loss | $ (24,630) | $ (37,228) | $ (36,194) |
Net loss per share - basic and diluted | $ (1.51) | $ (9.68) | $ (51.61) |
Weighted-average number of common shares outstanding - basic and diluted | 16,295,937 | 3,847,421 | 701,252 |
Ethanol | |||
Revenue and cost of goods sold | |||
Sales | $ 26,279 | $ 24,613 | $ 27,125 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Paid In Capital | Accumulated Deficit |
Beginning Balance at Dec. 31, 2014 | $ 46,964 | $ 3 | $ 350,259 | $ (303,298) |
Beginning Balance (in shares) at Dec. 31, 2014 | 332,094 | |||
Shares issued upon reverse stock split (in shares) | 34 | |||
Issuance of restricted stock (in shares) | 23,791 | |||
Issuance of common stock, net of issue costs and warrants | 22,446 | $ 4 | 22,442 | |
Issuance of common stock, net of issue costs and warrants (in shares) | 428,333 | |||
Cancellation of restricted stock (in shares) | (37) | |||
Issuance of common stock for services, upon exercise of stock options and pursuant to an employee stock purchase plan | 3 | 3 | ||
Issuance of common stock for services, upon exercise of stock options and pursuant to an employee stock purchase plan (in shares) | 38 | |||
Non-cash stock-based compensation | 2,647 | 2,647 | ||
Issuance of common stock upon exercise of warrants | 10,166 | $ 2 | 10,164 | |
Issuance of common stock upon exercise of warrants (in shares) | 232,205 | |||
Issuance of common stock upon conversion of debt | 714 | 714 | ||
Issuance of common stock upon conversion of debt (in shares) | 8,502 | |||
Issuance of common stock upon exchange of debt | 1,580 | $ 1 | 1,579 | |
Issuance of common stock upon exchange of debt (in shares) | 55,392 | |||
Net loss | (36,194) | (36,194) | ||
Ending Balance at Dec. 31, 2015 | 48,326 | $ 10 | 387,808 | (339,492) |
Ending Balance (in shares) at Dec. 31, 2015 | 1,080,352 | |||
Shares issued upon reverse stock split (in shares) | 4 | |||
Issuance of common stock under stock plans, net (in shares) | 2,782 | |||
Issuance of common stock, net of issue costs and warrants | 34,224 | $ 25 | 34,199 | |
Issuance of common stock, net of issue costs and warrants (in shares) | 2,480,094 | |||
Cancellation of restricted stock (in shares) | (4) | |||
Non-cash stock-based compensation | 886 | 886 | ||
Issuance of common stock upon exercise of warrants | 12,298 | $ 26 | 12,272 | |
Issuance of common stock upon exercise of warrants (in shares) | 2,559,218 | |||
Issuance of common stock upon exchange of debt | 10,758 | $ 10 | 10,748 | |
Issuance of common stock upon exchange of debt (in shares) | 951,800 | |||
Net loss | (37,228) | (37,228) | ||
Ending Balance at Dec. 31, 2016 | 69,264 | $ 71 | 445,913 | (376,720) |
Ending Balance (in shares) at Dec. 31, 2016 | 7,074,246 | |||
Issuance of common stock under stock plans, net (in shares) | 3,000 | |||
Issuance of common stock, net of issue costs and warrants | 6,395 | $ 56 | 6,339 | |
Issuance of common stock, net of issue costs and warrants (in shares) | 5,680,000 | |||
Non-cash stock-based compensation | 421 | 421 | ||
Issuance of common stock upon exercise of warrants | 3,429 | $ 62 | 3,367 | |
Issuance of common stock upon exercise of warrants (in shares) | 6,160,000 | |||
Issuance of common stock upon exchange of debt | 8,652 | $ 29 | 8,623 | |
Issuance of common stock upon exchange of debt (in shares) | 2,893,813 | |||
Net loss | (24,630) | (24,630) | ||
Ending Balance at Dec. 31, 2017 | $ 63,531 | $ 218 | $ 464,663 | $ (401,350) |
Ending Balance (in shares) at Dec. 31, 2017 | 21,811,059 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating Activities | |||
Net loss | $ (24,630,000) | $ (37,228,000) | $ (36,194,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
(Gain) from the change in fair value of derivative warrant liability | (5,101,000) | (1,783,000) | (577,000) |
(Gain) from the change in fair value of the embedded derivative to the 2020 Notes | (1,751,000) | ||
Loss from the change in fair value of 2017 Notes | 339,000 | 4,204,000 | (3,895,000) |
Loss/(Gain) on exchange or conversion of debt | 4,933,000 | 763,000 | (232,000) |
Loss/(Gain) on extinguishment of warrant liability | 918,000 | (1,775,000) | |
Loss on issuance of equity | 1,519,000 | 2,523,000 | |
Stock-based compensation | 421,000 | 886,000 | 2,647,000 |
Depreciation and amortization | 6,641,000 | 6,747,000 | 6,573,000 |
Non-cash interest expense | 962,000 | 3,977,000 | 3,772,000 |
Other non-cash expenses | (1,000) | (7,000) | |
Changes in operating assets and liabilities: | |||
Accounts receivable | 68,000 | 269,000 | 970,000 |
Inventories | (904,000) | 29,000 | 805,000 |
Prepaid expenses and other current assets | 137,000 | (119,000) | 1,000 |
Accounts payable, accrued expenses, and long-term liabilities | (1,742,000) | (697,000) | (2,771,000) |
Net cash used in operating activities | (20,627,000) | (20,516,000) | (28,160,000) |
Investing Activities | |||
Acquisitions of property, plant and equipment | (1,906,000) | (5,938,000) | (1,464,000) |
Proceeds from sales tax refund for property, plant and equipment | 144,000 | ||
Net cash used in investing activities | (1,906,000) | (5,938,000) | (1,320,000) |
Financing Activities | |||
Payments on secured debt | (9,791,000) | (504,000) | (318,000) |
Debt and equity offering costs | (1,095,000) | (3,144,000) | (3,519,000) |
Proceeds from issuance of common stock upon exercise of stock options and employee stock purchase plan | 3,000 | ||
Proceeds from issuance of common stock and common stock warrants | 11,044,000 | 28,661,000 | 33,820,000 |
Release of restricted cash held as collateral on 2017 notes | 2,611,000 | ||
Proceeds from the exercise of warrants | 3,428,950 | 12,298,000 | 10,166,000 |
Net cash provided by financing activities | 6,198,000 | 37,311,000 | 40,152,000 |
Net increase (decrease) in cash and cash equivalents | (16,335,000) | 10,857,000 | 10,672,000 |
Cash and cash equivalents | |||
Beginning of year | 27,888,000 | 17,031,000 | 6,359,000 |
Ending of year | 11,553,000 | 27,888,000 | 17,031,000 |
Supplemental disclosures of cash and non-cash investing and financing transactions | |||
Conversion and exchanges of convertible debt for common stock | 8,652,000 | 10,758,000 | 2,294,000 |
Cash paid for interest | 2,554,000 | 3,694,000 | 4,642,000 |
Non-cash purchase of property, plant and equipment | 27,000 | 513,000 | 890,000 |
Discount due to exchange of 2017 Notes for 2020 Notes | 3,009,000 | ||
Fair value of 2020 Notes embedded derivative upon exchange | 6,975,000 | ||
Accrued offering costs | 648,000 | ||
Fair value of warrants at issuance and upon exercise, net | $ (4,353,000) | $ 6,668,000 | $ (7,951,000) |
Nature of Business and Financia
Nature of Business and Financial Condition | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Nature of Business and Financial Condition | 1. Nature of Business and Financial Condition Nature of Business . Gevo, Inc. (“Gevo” or the “Company,” which, unless otherwise indicated, refers to Gevo, Inc. and its subsidiaries) is a renewable chemicals and next generation biofuels company focused on the development and commercialization of alternatives to petroleum-based products using isobutanol produced from renewable feedstocks. Gevo was incorporated in Delaware on June 9, 2005. Gevo formed Gevo Development, LLC (“Gevo Development”) in September 2009 to finance and develop biorefineries through joint venture, licensing arrangements, tolling arrangements or direct acquisition (see Note 8 Gevo Development). Gevo Development became a wholly-owned subsidiary of Gevo in September 2010. Gevo Development purchased Agri-Energy, LLC (“Agri-Energy”) in September 2010. The Company developed proprietary technology that uses a combination of synthetic biology, metabolic engineering, chemistry and chemical engineering to make isobutanol and hydrocarbon products from isobutanol that can displace petrochemical incumbent products. The Company has been able to genetically engineer yeast, whereby the yeast produces isobutanol from carbohydrates. Through May 2012, Agri-Energy was engaged in the business of producing and selling ethanol and related products produced at its production facility located in Luverne, Minnesota (the “Luverne Facility”). The Company commenced the retrofit of the Luverne Facility in 2011 and commenced initial startup operations for the commercial production of isobutanol at this facility in May 2012. In September 2012, the Company made the strategic decision to pause isobutanol production at the Luverne Facility to focus on optimizing specific parts of the process to further enhance isobutanol production rates. In 2013, the Company modified the Luverne Facility in order to (i) significantly reduce previously identified infections, (ii) demonstrate that its biocatalyst performs in the one million liter fermenters at the Luverne Facility, and (iii) confirm GIFT ™ In 2014, the Company further reconfigured the Luverne Facility to enable the co-production of both isobutanol and ethanol, leveraging the flexibility of its GIFT™ technology, with one fermenter utilized for isobutanol production and three fermenters utilized for ethanol production. In line with the Company’s strategy to maximize asset utilization and site cash flows, the Company believes that this configuration of the Luverne Facility should allow it to continue to optimize its isobutanol technology at a commercial scale, while taking advantage of potentially superior ethanol contribution margins. As a result, during certain periods the Company may only produce ethanol at the Luverne Facility. In addition, the condition of two of the Luverne Facility’s oldest fermentation vessels may limit the Company’s ability to co-produce isobutanol and ethanol. Therefore, the Company expects to focus on the production of ethanol and produce limited volumes of isobutanol until one or both of these fermentation vessels have been repaired or replaced. The Company’s technology converts its renewable isobutanol to alcohol-to-jet (“ATJ”), isooctane, isooctene, and para-xylene (building block for polyester) at its hydrocarbons demonstration plant located at South Hampton Resources located in Silsbee, TX. In addition the Company’s Luverne Facility has production capacity of about 20 MGPY of ethanol, 45-50 kilotons (“KT”) of animal feed, and 3 million pounds of corn oil. As of December 31, 2017, the Company continues to engage in research and development, business development, business and financial planning, optimizing operations for isobutanol, hydrocarbon and ethanol production and raise capital to fund future expansion of its Luverne Facility for increased isobutanol and hydrocarbon production. Ultimately, the Company believes that the attainment of profitable operations is dependent upon future events, including (i) completing its development activities resulting in commercial production and sales of isobutanol or isobutanol-derived products and/or technology, (ii) obtaining adequate financing to complete its development activities, (iii) obtaining adequate financing to build out further isobutanol and hydrocarbon production capacity, (iv) gaining market acceptance and demand for its products and services, and (v) attracting and retaining qualified personnel. Financial Condition . For the twelve months ended December 31, 2017 and 2016, the Company incurred a consolidated net loss of $24.6 million and $37.2 million, respectively, and had an accumulated deficit of $401.4 million at December 31, 2017. The Company’s cash and cash equivalents at December 31, 2017 totaled $11.6 million and are expected to be used for the following purposes: (i) operating activities of the Luverne Facility; (ii) operating activities at the Company’s corporate headquarters in Colorado, including research and development work; (iii) capital improvements primarily associated with the Luverne Facility; (iv) costs associated with optimizing isobutanol production technology; (v) exploration of strategic alternatives and new financings; and (vi) debt service and repayment obligations. The Company expects to incur future net losses as it continues to fund the development and commercialization of its product candidates. To date, the Company has financed its operations primarily with proceeds from multiple sales of equity and debt securities, borrowings under debt facilities and product sales. The Company’s transition to profitability is dependent upon, among other things, the successful development and commercialization of its product candidates and the achievement of a level of revenues adequate to support the Company’s cost structure. The Company may never achieve profitability or positive cash flows, and unless and until it does, the Company will continue to need to raise additional cash. Management intends to fund future operations through additional private and/or public offerings of debt or equity securities. In addition, the Company may seek additional capital through arrangements with strategic partners or from other sources, it may seek to restructure its debt and it will continue to address its cost structure. Notwithstanding, there can be no assurance that the Company will be able to raise additional funds, or achieve or sustain profitability or positive cash flows from operations. Existing working capital was not sufficient to meet the cash requirements to fund planned operations through the period that is one year after the date the Company’s audited 2017 year-end financial statements were issued. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s inability to continue as a going concern may potentially affect the Company’s rights and obligations under its senior secured debt and issued and outstanding convertible notes. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern and do not include adjustments that might result from the outcome of this uncertainty. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of liabilities in the normal course of business. Reverse Stock Split. On December 21, 2016, the Board of Directors approved an amendment to its Amended and Restated Certificate of Incorporation to effect a one-for-twenty reverse stock split of the Company’s common stock, par value $0.01 per share. The reverse stock split became effective January 5, 2017. Unless otherwise indicated, all share amounts, per share data, share prices, exercise prices and conversion rates set forth in these notes and the accompanying consolidated financial statements have, where applicable, been adjusted retroactively to reflect this reverse stock split. NASDAQ Market Price Compliance. On June 21, 2017, the Company received a deficiency letter from the Listing Qualifications Department of the Nasdaq Stock Market, notifying us that, for the prior 30 consecutive business days, the closing bid price of our common stock was not maintained at the minimum required closing bid price of at least $1.00 per share as required for continued listing on the Nasdaq Capital Market. In accordance with Nasdaq Listing Rules, the Company had an initial compliance period of 180 calendar days, to regain compliance with this requirement. On December 20, 2017, the Nasdaq Stock Market granted us an additional 180 calendar days, or until June 18, 2018, to regain compliance. To regain compliance, the closing bid price of our common stock must be $1.00 per share or more for a minimum of 10 consecutive business days at any time before June 18, 2018. The Nasdaq determination to grant the second compliance period was based on our meeting of the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Nasdaq Capital Market, with the exception of the bid price requirement, and our written notice of our intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Consolidation . The consolidated financial statements of Gevo include the accounts of its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Basis of Presentation. The consolidated financial statements of the Company (which include the accounts of its wholly-owned subsidiaries Gevo Development and Agri-Energy, LLC) have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and accounting principles generally accepted in the U.S. for complete financial statements. These statements reflect all normal and recurring adjustments which, in the opinion of management, are necessary to present fairly the financial position, results of operations and cash flows of the Company at December 31, 2017 . Use of Estimates . The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. Concentrations of Credit Risk . The Company’s financial instruments that are exposed to concentrations of credit risk consist of cash and cash equivalents in excess of the federally insured limits. The Company’s cash and cash equivalents are deposited with high credit-quality financial institutions and are primarily in demand deposit accounts. Cash and Cash Equivalents . The Company maintains its cash and cash equivalents in highly liquid interest bearing money market accounts or non-interest bearing demand accounts. The Company considers all highly liquid investments purchased with a maturity of three months or less at the date of acquisition to be cash equivalents. Accounts Receivable . The Company records receivables for products shipped and services provided but for which payment has not yet been received. As of December 31, 2017 and 2016, no allowance for doubtful accounts has been recorded, based upon the expected full collection of the accounts receivable. As of December 31, 2017 and 2016, one customer, C&N Ethanol Marketing, LLC comprised 78% and 53%, respectively, of our outstanding trade accounts receivable. Inventories . Inventory is recorded at net realizable value per ASU 2015-11 and cost of goods sold is determined by average cost method. Ethanol and isobutanol inventory cost consists of the applicable share of raw material, direct labor and manufacturing overhead costs. Spare Parts inventory consists of the parts required to maintain and operate the Company’s Luverne Facility and is recorded at cost. Derivative Instruments . The Company evaluates its contracts for potential derivatives which Gevo, Inc. uses to raise capital. See Note 6 for a description of the Company’s accounting for embedded derivatives and Note 7 for a description of the Company’s derivative warrant liability. At issuance date, derivative warrant liabilities are initially recognized as a liability with a corresponding reduction in stockholders’ equity. Changes in the estimated fair value of the derivative warrant liability between issuance date and exercise/expiration date represents an unrealized (gain)/loss and is recognized and recorded in the . The fair value of the derivative warrant liability is ultimately either re-classed into equity upon either exercise or, if expired, a realized (gain)/loss is recognized and recorded in the As of December 31, 2017 and 2016, the Company did not have any forward purchase contracts or exchange-traded futures contracts. Property, Plant and Equipment . Property, plant and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the assets’ estimated useful lives. Leasehold improvements are amortized over the term of the lease agreement or the service lives of the improvements, whichever is shorter. Assets under construction are depreciated when they are placed into service. Maintenance and repairs are charged to expense as incurred and expenditures for major improvements are capitalized. Impairment of Property, Plant and Equipment . The Company’s property, plant and equipment consist primarily of assets associated with the acquisition and retrofit of the Luverne Facility. The Company assesses impairment of property, plant and equipment for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate, or legal or regulatory factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; or expectations that the asset will more likely than not be sold or disposed of significantly before the end of its estimated useful life. The carrying amount of a long-lived asset is considered to be impaired if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the assets. The Company evaluated its Luverne Facility for impairment as of December 31, 2017 and 2016. These evaluations included comparing the carrying amount of the acquisition and retrofit of the Luverne Facility to the estimated undiscounted future cash flows at the Luverne Facility as this represents the lowest level of identifiable cash flows. Significant assumptions included in the estimated undiscounted future cash flows include, among others, estimates of the: • sales price of isobutanol, hydrocarbons, ethanol and by-products such as dried distiller’s grains; • purchase price of corn; • production levels of isobutanol; • capital and operating costs to produce isobutanol; and • estimated useful life of the primary asset. Factors which can impact these assumptions include, but are not limited to; • effectiveness of the Company’s technology to produce isobutanol at targeted margins; • demand for isobutanol and oil prices; and • harvest levels of corn. Based upon the Company’s evaluation at December 31, 2017 and 2016, the Company concluded that the estimated undiscounted future cash flows from the Luverne Facility exceeded the carrying value and, as such, these assets were not impaired. Although the Company’s cash flow forecasts are based on assumptions that are consistent with its planned use of the assets, these estimates required significant exercise of judgment and are subject to change in future reporting periods as facts and circumstances change. Additionally, the Company may make changes to its business plan that could result in changes to the expected cash flows. As a result, it is possible that a long-lived asset may be impaired in future reporting periods. Debt Issue Costs . Debt issue costs are costs incurred in connection with the Company’s debt financings have been capitalized and are being amortized over the stated maturity period or estimated life of the related debt, using the effective interest method. Revenue Recognition . The Company records revenue from the sale of hydrocarbon products, ethanol and related products, including the sale of corn inventory. The Company recognizes revenue when all of the following criteria are satisfied: persuasive evidence of an arrangement exists; risk of loss and title transfer to the customer; the price is fixed or determinable; and collectability is reasonably assured. Ethanol and related products as well as hydrocarbon products are generally shipped free on board shipping point. Collectability of revenue is reasonably assured based on historical evidence of collectability between the Company and its customers. In accordance with the Company’s agreements for the marketing and sale of ethanol and related products, commissions due to marketers were deducted from the gross sales price at the time payment was remitted. Ethanol and related products sales were recorded net of commissions and shipping and handling costs. Revenue related to government research grants and cooperative agreements is recognized in the period during which the related costs are incurred, provided that the conditions under the awards have been met and only perfunctory obligations are outstanding. Revenues related to the lease agreements are recognized on a straight-line basis over the term of the contract. In 2017, 2016 and 2015, C&N Ethanol Marketing, LLC accounted for approximately 76%, 71% and 71% of our consolidated revenue, respectively. In the same years, Land O’Lakes Purina Feed LLC accounted for approximately 17%, 17% and 19% of our consolidated revenue, respectively. Both are customers of our Gevo Development/Agri-Energy segment (see Note 17). Given the production capacity compared to the overall size of the North American market and the demand for our products, the Company does not believe that a decline in a specific customer's purchases would have a material adverse long-term effect upon our financial results. Cost of Goods Sold . Cost of goods sold includes costs incurred in conjunction with the operations for the production of isobutanol at the Luverne Facility and costs directly associated with the ethanol and related products production process such as costs for direct materials, direct labor and certain plant overhead costs. Costs associated with the operations for the production of isobutanol includes costs for direct materials, direct labor, plant utilities, including natural gas, and plant depreciation. Direct materials consist of dextrose for initial production of isobutanol, corn feedstock, denaturant and process chemicals. Direct labor includes compensation of personnel directly involved in production operations at the Luverne Facility. Costs of direct materials for the production of ethanol and related products consist of corn feedstock, denaturant and process chemicals. Direct labor includes compensation of personnel directly involved in the operation of the Luverne Facility. Plant overhead costs primarily consist of plant utilities and plant depreciation. Cost of goods sold is mainly affected by the cost of corn and natural gas. Corn is the most significant raw material cost. The Company purchases natural gas to power steam generation in the production process and to dry the distiller’s grains, a by-product of ethanol and related products production. Patents . All costs related to filing and pursuing patent applications are expensed as incurred as recoverability of such expenditures is uncertain. Patent-related legal expenses incurred are recorded as selling, general and administrative expense, and during the years ended December 31, 2017, 2016 and 2015 were $0.3 million, $0.2 million, and $0.9 million, respectively. Research and Development . Research and development costs are expensed as incurred and are recorded as research and development expense in the . The Company’s research and development costs consist of expenses incurred to identify, develop, and test its technologies for the production of isobutanol and the development of downstream applications thereof. Research and development expense includes personnel costs, consultants and related contract research, facility costs, supplies, depreciation on property, plant and equipment used in development, license fees and milestone payments paid to third parties for use of their intellectual property and patent rights, and other direct and allocated expenses incurred to support the Company’s overall research and development programs. Income Taxes . Deferred tax assets and liabilities are recognized based on the difference between the carrying amounts of assets and liabilities in the financial statements and their respective tax bases. Deferred tax assets and liabilities are measured using currently enacted tax rates in effect in the years in which those temporary differences are expected to reverse. Deferred tax assets should be reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. At December 31, 2017 and 2016, based upon current facts and circumstances, the Company had recorded a valuation allowance against its deferred tax assets of $107.4 million and $139.3 million, respectively. Stock-Based Compensation . The Company’s stock-based compensation expense includes expenses associated with share-based awards granted to employees and board members, and expenses associated with awards under its employee stock purchase plan (“ESPP”). Stock-based compensation expense for all share-based payment awards granted is based on the grant date fair value. The grant date fair value for stock option awards is estimated using the Black-Scholes option pricing model and the grant date fair value for restricted stock awards is based upon the closing price of the Company’s common stock on the date of grant. The Company recognizes compensation costs for share-based payment awards granted to employees net of estimated forfeitures and recognizes stock-based compensation expense for only those awards expected to vest on a straight-line basis over the requisite service period of the award, which is currently the vesting term of up to four years. For performance based restricted stock awards, the Company recognizes expense over the requisite service period. Net Loss Per Share . Basic net loss per share is computed by dividing the net loss attributable to Gevo, Inc. common stockholders for the period by the weighted-average number of common shares outstanding during the period. Diluted earnings per share (“EPS”) includes the dilutive effect of common stock equivalents and is computed using the weighted-average number of common stock and common stock equivalents outstanding during the reporting period. Diluted EPS for the years ending December 31, 2017, 2016, and 2015 excluded common stock equivalents because the effect of their inclusion would be anti-dilutive, or would decrease the reported loss per share. The following table sets forth securities that could potentially dilute the calculation of diluted earnings per share. This table excludes any shares that could potentially be issued in settlement of make-whole payments associated with the 2020 and the 2022 Notes. Year Ended December 31, 2017 2016 2015 Warrants to purchase common stock 7,193,766 1,103,766 1,024,635 Convertible 2017 Notes - 75,119 75,191 Convertible 2020 Notes 28,759,675 - - Convertible 2022 Notes - 5,608 13,117 Outstanding options to purchase common stock 46,431 16,915 24,089 Unvested restricted common stock 3,093 8,823 16,413 Total 36,002,965 1,210,231 1,153,445 The following table sets forth additional securities transactions that had they occurred in 2017 would have further diluted the calculation for earnings/ (loss) per share: Date Shares Exchange of 2022 Notes January 2018 780,303 Total 780,303 Recent Accounting Pronouncements Revenue from Contracts with Customers (“ASU 2014-09”) . In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers . The objective of ASU 2014-09 is to outline a new, single comprehensive model to use in accounting for revenue arising from contracts with customers. The new revenue recognition model provides a five-step analysis for determining when and how revenue is recognized, depicting the transfer of promised goods or services to customers in an amount that reflects the consideration that is expected to be received in exchange for those goods or services. ASU 2014-09 is effective for fiscal years and interim periods within those years beginning after December 15, 2016. Early adoption is permitted. On July 9, 2015, the FASB Board voted to delay the implementation of ASU 2014-09 by one year to December 15, 2017. In April 2016, the FASB issued Accounting Standards Update No. 2016-10 Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing (“ASU 2016-10”) which provides additional clarification regarding Identifying Performance Obligations and Licensing . The new standard is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. As a result of the Company’s conclusions below, there is no requirement to select a transition method, as a result of the Company determining that there is no impact upon revenue recognition, historical or otherwise, as a result of adopting ASU 2014-09. The Company’s current and historical revenues have consisted of the following: (a) ethanol sales and related products revenue, net; (b) Hydrocarbon revenue; and (c) grant and other revenue, which primarily has historically consisted of revenues from governmental and cooperative research grants. The following provides the Company’s initial assessment on how this standard will impact the aforementioned sources of revenue. Given the complexity of this new standard the information below is subject to change and a different conclusion may be reached in 2018, even if remote. Ethanol sales and related products revenues. Ethanol sales and related products revenues are sold to customers on a “free-on-board, shipping point” basis. Each transaction occurs independent of any other sale, and once sold, there are no future obligations on the part of the Company to provide post-sale support or promises to deliver future goods or services. The Company has and continues to sell close to 100 percent of its ethanol production to a single customer, representing 76%, 71% and 71% of total revenues for the twelve-months ended December 31, 2017, 2016 and 2015, respectively. The Company completed its review of this customer and consistent with prior assessments, does not expect there to be any impact on how the Company has and will continue to account for sales of ethanol to this customer. The Company further evaluated related products, including distiller’s grains and corn oil, and after its review, does not expect there to be any significant impact to how the Company has or will account for or disclose these revenues streams. Hydrocarbon revenue. Hydrocarbon revenues include sales of alcohol-to-jet fuel, isooctene and isooctane and is sold mostly on a “free-on-board, shipping point” basis. Each transaction occurs independent of any other sale, and once sold, there are no future obligations on the part of the Company to provide post-sale support or promises to deliver future goods or services. The Company has determined that there will be no material impact as to how the Company has historically recognized or will recognize revenues prior to the upcoming adoption of ASU 2014-09. Grant and other revenues. Grant and other revenues primarily have historically consisted of governmental and cooperative research grants, of which the (“NARA”) grant, funded by the United States Department of Agriculture (“USDA”), comprised the majority of those revenues since 2014. After reviewing this arrangement, the Company has concluded that this grant consists of a non-reciprocal arrangement, and therefore, does not qualify as a contract pursuant to Topic 606 “ , which was established with the issuance of ASU 2014-09. However, Topic 606 does stipulate revenue recognition under these circumstances, and we determined that there will be no change to revenues recognition before and after adoption of ASU 2014-09. Leases (“ASU 2016-02”) . In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Topic 842 Leases . ASU-2016-02 requires leases to be reported on the financial statements. The objective is to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Future minimum lease obligations for leases accounted for as operating leases at December 31, 2017 totaled $2.9 million. The Company is currently in the process of evaluating the impact of adoption of ASU 2016-02 on its consolidated financial statements. Statement of Cash Flows, Classification of Certain Cash Receivable and Cash Payments (“ASU 2016-15”). In August 2016, the FASB issued Accounting Standards Update No. 2016-15, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments which clarifies cash flow statement classification of eight specific cash flow issues. The purpose of ASU 2016-15 is to provide clarification and consistency for classifying the eight specific cash flow issues because current GAAP either is unclear or does not include specific guidance. The amendments in the update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently in the process of evaluating the impact of adoption of ASU 2016-15 on its consolidated statements of cash flows. Statement of Cash Flows – Restricted Cash (“ASU 2016-18”). In November 2016, the FASB issued Accounting Standards Update No. 2016-18, Statement of Cash Flows Restricted Cash which standardizes the classification and presentation of changes in restricted cash on the statement of cash flows. This amendment requires that that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. This amendment is effective for public business entities for fiscal years beginning after December 15, 2017, but early adoption is permitted. This standard must be applied retrospectively for all periods presented. Adoption of this standard will materially impact the presentation of the Company’s historical statement of cash flow due to the existence of approximately $2.6 million in restricted cash deposits relating to the 2017 Notes (see Note 5). However, this standard will not materially impact the Company prospectively as a result of the release of the restricted cash in April 2017 due to an amendment to the 2017 Notes (see Note 7). Derivatives and Hedging (Topic 815) I. Accounting for Certain Financial Instruments with Down Round Provisions (“ASU 2017-11”). In July 2017, the FASB issued Accounting Standards Update No. 2017-11, Derivatives and Hedging (Topic 815) Accounting for Certain Financial Instruments with Down Round Provisions which simplifies the accounting for certain equity-linked financial instruments and embedded features with down round features that reduce the exercise price when the pricing of a future round of financing is lower. Currently, the existence of such features require classification outside of equity and recognition of changes in the fair value of the instrument in earnings each reporting period. This standard eliminates the need to remeasure the instruments at fair value and allows classification within equity. This standard will not materially impact the Company’s accounting, as current liability classified financial instruments and embedded derivatives that require separation from the host instrument have features other than down-round provisions that require current accounting and classification. Adoption of New Accounting Pronouncements . Simplifying the Measurement of Inventory (“ASU 2015-11”) . In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, which requires an entity to measure in scope inventory at the lower of cost and net realizable value. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. The amendments should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The Company adopted this standard for the year-ending December 31, 2017. Adoption of this standard does not materially impact the measurement of the Company’s inventory. Derivatives and Hedging (Topic 815) Contingent Put and Call Options in Debt Instruments (“ASU 2016-06”). In March 2016, the FASB issued Accounting Standards Update No. 2016-06, Derivatives and Hedging (Topic 815) Contingent Put and Call Options in Debt Instruments . Topic 815 requires that embedded derivatives be separated from the host contract and accounted for separately as derivatives if certain criteria are met. There are two approaches for determining if the criteria are met. The objective of ASU 2016-06 is intended to resolve the diversity in practice resulting from those two approaches. The Company adopted this standard in the first quarter of 2017. The adoption of this new standard does not materially impact the Company’s consolidated financial statements. Compensation—Stock Compensation (‘ASU 2016-09”). In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Compensation—Stock Compensation . This standard was issued as part of its Simplification Initiative. The objective of the Simplification Initiative is to identify, evaluate, and improve areas of GAAP for which cost and complexity can be reduced while maintaining or improving the usefulness of the information provided to users of financial statements. The areas for simplification in ASU 2016-09 involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The amendments in ASU 2016-09 are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company adopted ASU 2016-09 effective as of January 1, 2017 on a prospective basis, and prior periods have not been adjusted. The adoption of this standard does not materially impact the Company’s accounting for stock compensation. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | 3. Inventories The following table sets forth the components of the Company’s inventory balances (in thousands). December 31, 2017 2016 Raw materials Corn $ 189 $ 108 Enzymes and other inputs 202 309 Nutrients 5 10 Finished goods Ethanol 222 72 Isobutanol 1,122 755 Jet Fuels, Isooctane and Isooctene 524 519 Distiller's grains 59 - Work in process - Agri Energy 197 274 Work in process - Gevo 437 62 Spare parts 1,405 1,349 Total inventories $ 4,362 $ 3,458 Work in process inventory includes unfinished jet fuel, isooctane, and isooctene inventory. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | 4. Property, Plant and Equipment The following table sets forth the Company’s property, plant and equipment by classification (in thousands). December 31, 2017 2016 Construction in progress - $ 479 $ 293 Plant machinery and equipment (1) 10 years 16,284 15,397 Site improvements 10 years 7,051 7,050 Agri-Energy Retrofit asset (1) 20 years 70,842 70,791 Lab equipment, furniture and fixtures and vehicles 5 years 6,513 6,431 Demonstration plant 2 years 3,597 3,597 Buildings 10 years 2,543 2,543 Computer, office equipment and software 3 years 1,795 1,594 Leasehold improvements, pilot plant, land and support equipment 2 - 5 years 2,536 2,526 Total property, plant and equipment 111,640 110,222 Less accumulated depreciation and amortization (41,271 ) (34,630 ) Property, plant and equipment, net $ 70,369 $ 75,592 (1) In May 2016, certain assets of the Agri-Energy retrofit asset were reclassified from plant, machinery and equipment to the Agri-Energy retrofit asset. As of December 31, 2017 and 2016, the Company has zero and $0.7 million, respectively, of capital lease assets included in computer, office equipment and software. The Company recorded amortization of capital lease assets of $0.1 million during each of the years ended December 31, 2017, 2016 and 2015, as a component of depreciation and amortization in the consolidated statements of cash flows. The Company recorded $6.6 million, $6.7 million, and $6.6 million |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2017 | |
Payables And Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | 5. Accounts Payable and Accrued Liabilities The following table sets forth the components of the Company’s accounts payable and accrued liabilities in the consolidated balance sheets (in thousands). December 31, 2017 2016 Accounts payable - trade $ 666 $ 2,611 Accrued legal-related fees 274 626 Accrued employee compensation 700 1,385 Accrued interest 434 359 Accrued production fees 447 144 Accrued utilities payable 677 567 Accrued taxes payable 172 136 Short-term capital lease - 147 Customer deposit 436 - Other accrued liabilities * 205 218 Total accounts payable and accrued liabilities $ 4,011 $ 6,193 * Other accrued liabilities consist of franchise taxes, audit fees, and a variety of other expenses, none of which individually represent greater than five percent of total current liabilities. |
Embedded Derivatives
Embedded Derivatives | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Embedded Derivatives | 6. Embedded Derivatives 2020 Notes Embedded Derivative In June 2017, the Company issued its 12% convertible senior secured notes due 2020 (the “2020 Notes”) in exchange for its 12.0% convertible senior secured notes due 2017 (the “2017 Notes”). The 2020 Notes contain the following embedded derivatives: (i) a Make-Whole Payment (as defined in the indenture governing the 2020 Notes (the “2020 Notes Indenture”)) upon either conversion or redemption; (ii) right to redeem the outstanding principal upon a Fundamental Change (as defined in the 2020 Notes Indenture); (iii) issuer rights to convert into a limited number of shares in any given three-month period commencing nine -months from the issuance date and dependent on the stock price exceeding 150% of the then in-effect conversion price over a ten-business day period; and (iv) holder rights to convert into either shares of the Company’s common stock or pre-funded warrants upon the election of the holders of the 2020 Notes. Embedded derivatives are separated from the host contract and the 2020 Notes, and carried at fair value when: (a) the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract; and (b) a separate, stand-alone instrument with the same terms would qualify as a derivative instrument. The Company has concluded that certain embedded derivatives within the 2020 Notes meet these criteria and, as such, must be valued separate and apart from the 2020 Notes as one embedded derivative and recorded at fair value each reporting period. The Company used a binomial lattice model in order to estimate the fair value of the embedded derivative in the 2020 Notes. A binomial lattice model generates two probable outcomes, whether up or down, arising at each point in time, starting from the date of valuation until the maturity date. A lattice was initially used to determine if the 2020 Notes would be converted by the holder, called by the issuer, or held at each decision point. Within the lattice model, the following assumptions are made: (i) the 2020 Notes will be converted by the holder if the conversion value plus the holder’s Make-Whole Payment is greater than the holding value; or (ii) the 2020 Notes will be called by the issuer if (a) the stock price exceeds 150% of the then in-effect conversion price over a ten-business day period and (b) if the holding value is greater than the conversion value plus the Make-Whole Payment at the time. Using this lattice model, the Company valued the embedded derivative using a “with-and-without method”, where the value of the 2020 Notes including the embedded derivative is defined as the “with”, and the value of the 2020 Notes excluding the embedded derivative is defined as the “without”. This method estimates the value of the embedded derivative by comparing the difference in the values between the 2020 Notes with the embedded derivative and the value of the 2020 Notes without the embedded derivative. The lattice model requires the following inputs: (i) price of Gevo common stock; (ii) Conversion Rate (as defined in the 2020 Notes Indenture); (iii) Conversion Price (as defined in the 2020 Notes Indenture); (iv) maturity date; (v) risk-free interest rate; (vi) estimated stock volatility; and (vii) estimated credit spread for the Company. Upon issuance on June 20, 2017, the fair value of the embedded derivative was valued at $7.0 million. As of December 31, 2017 the estimated fair value of the embedded derivatives was $5.2 million. The Company recorded a $1.8 million gain to reflect the change in fair value of the embedded derivative in the consolidated statements of operations for the year-ended December 31, 2017. The Company recorded the estimated fair value of the embedded derivative as a component of current liabilities in the consolidated balance sheet. The following table sets forth the inputs to the lattice model that were used to value the embedded derivatives. December 31, June 20, 2017 2017 (*) Stock price $ 0.59 $ 0.62 Conversion Rate 1,358.90 1,358.90 Conversion Price $ 0.74 $ 0.74 Maturity date March 15, 2020 March 15, 2020 Risk-free interest rate 1.89 % 1.45 % Estimated stock volatility 75 % 80 % Estimated credit spread 28 % 28 % * The June 20, 2017 inputs represent the initial valuation of the 2020 Notes Embedded Derivative instrument that arose due to the exchange of the 2017 Notes for the 2020 Notes. Changes in certain inputs into the lattice model can have a significant impact on changes in the estimated fair value of the embedded featured within the 2020 Notes. For example, the estimated fair value will generally decrease with: (1) a decline in the stock price; (2) decreases in the estimated stock volatility; and (3) a decrease in the estimated credit spread. 2022 Notes Embedded Derivative In July 2012, the Company issued 7.5% convertible senior notes due July 2022 (the “2022 Notes”) which contain the following embedded derivatives: (i) rights to convert into shares of the Company’s common stock, including upon a Fundamental Change (as defined in the indenture governing the 2022 Notes (the “2022 Notes Indenture”)); and (ii) a Coupon Make-Whole Payment (as defined in the 2022 Notes Indenture) in the event of a conversion by the holders of the 2022 Notes prior to July 1, 2017. Embedded derivatives are separated from the host contract, the 2022 Notes, and carried at fair value when: (a) the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract; and (b) a separate, stand-alone instrument with the same terms would qualify as a derivative instrument. The Company has concluded that the embedded derivatives within the 2022 Notes meet these criteria and, as such, must be valued separate and apart from the 2022 Notes as one embedded derivative and recorded at fair value each reporting period. The Company used a binomial lattice model in order to estimate the fair value of the embedded derivative in the 2022 Notes. A binomial lattice model generates two probable outcomes, whether up or down, arising at each point in time, starting from the date of valuation until the maturity date. A lattice was initially used to determine if the 2022 Notes would be converted, called or held at each decision point. Within the lattice model, the following assumptions are made: (i) the 2022 Notes will be converted early if the conversion value is greater than the holding value; or (ii) the 2022 Notes will be called if the holding value is greater than both (a) the Redemption Price (as defined in the 2022 Notes Indenture) and (b) the conversion value plus the Coupon Make-Whole Payment at the time. If the 2022 Notes are called, then the holders will maximize their value by finding the optimal decision between (1) redeeming at the Redemption Price and (2) converting the 2022 Notes. Using this binomial lattice model, the Company valued the embedded derivative using a “with-and-without method”, where the value of the 2022 Notes including the embedded derivative is defined as the “with”, and the value of the 2022 Notes excluding the embedded derivative is defined as the “without”. This method estimates the value of the embedded derivative by looking at the difference in the values between the 2022 Notes with the embedded derivative and the value of the 2022 Notes without the embedded derivative. The lattice model requires the following inputs: (i) price of Gevo common stock; (ii) Conversion Rate (as defined in the 2022 Notes Indenture); (iii) Conversion Price (as defined in the 2022 Notes Indenture); (iv) maturity date; (v) risk-free interest rate; (vi) estimated stock volatility; and (vii) estimated credit spread for the Company. As of December 31, 2017 and December 31, 2016, the estimated fair value of the embedded derivatives was zero. Any decline in the estimated fair value of the embedded derivatives represents an unrealized gain which has been recorded as gain from change in fair value of embedded derivatives in the consolidated statements of operations. The Company recorded the estimated fair value of the embedded derivative with the 2022 Notes, net in the consolidated balance sheets. |
Derivative Warrant Liability
Derivative Warrant Liability | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Warrant Liability | 7. Derivative Warrant Liability The following warrants were sold by the Company: • December 2013, the Company sold warrants to purchase 71,013 shares of the Company’s common stock (the “2013 Warrants”). • August 2014, the Company sold warrants to purchase 50,000 shares of the Company’s common stock (the “2014 Warrants”). • February 2015, the Company sold Series A warrants to purchase 110,833 shares of the Company’s common stock (the “Series A Warrants”) and Series B warrants to purchase 110,833 shares of the Company’s common stock (the “Series B Warrants”). • May 2015, the Company sold Series C warrants to purchase 21,500 shares of the Company’s common stock (the “Series C Warrants”). • December 2015, the Company sold Series D warrants to purchase 502,500 shares of the Company’s common stock (the “Series D Warrants”) and Series E warrants to purchase 400,000 shares of the Company’s common stock (the “Series E Warrants”). • April 2016, the Company sold • September 2016, the Company sold • In February 2017, the Company sold Series K warrants to purchase 6,250,000 shares of the Company’s common stock (the “Series K Warrants”) and Series M warrants to purchase 6,250,000 shares of the Company’s common stock (the “Series M Warrants”), and pre-funded Series L warrants (the “Series L Warrants”) to purchase 570,000 shares of the Company’s common stock, pursuant to an underwritten public offering The following sets forth information pertaining to shares issued upon the exercise of such warrants for the year ended December 31, 2017: Issuance Date Expiration Date Exercise Price as of December 31, 2017 Shares Underlying Warrants on Issuance Date Shares Issued upon Warrant Exercises as of December 31, 2017 Shares Underlying Warrants Outstanding as of December 31, 2017 (4) 2013 Warrants 12/16/2013 12/16/2018 $ 8.99 71,013 15,239 55,774 2014 Warrants 08/05/2014 08/05/2019 $ 6.83 50,000 30,538 19,462 Series A Warrants 02/03/2015 02/03/2020 $ 0.68 110,833 99,416 11,417 Series B Warrants 02/03/2015 08/03/2015 - (1) 110,833 110,833 - Series C Warrants 05/19/2015 05/19/2020 $ 5.50 21,500 - 21,500 Series D Warrants 12/11/2015 12/11/2020 $ 2.00 502,500 501,570 930 Series E Warrants 12/11/2015 12/11/2020 - (1) 400,000 400,000 - Series F Warrants 04/01/2016 04/01/2021 $ 2.00 514,644 233,857 280,787 Series G Warrants 04/01/2016 04/01/2017 - (1) 328,571 328,571 - Series H Warrants 04/01/2016 10/01/2016 - (1) 1,029,286 1,029,286 - Series I Warrants 09/13/2016 09/13/2021 $ 11.00 712,503 - 712,503 Series J Warrants 09/13/2016 09/13/2017 - 185,000 185,000 - Series K Warrants 02/17/2017 2/17/2022 $ 0.60 6,250,000 160,000 6,090,000 Series L Warrants 02/17/2017 02/17/2018 - (1) 570,000 570,000 - Series M-A Warrants 02/17/2017 11/17/2017 - (1), (2) 2,305,000 1,485,000 - Series M-B Warrants 02/17/2017 11/17/2017 - (1), (3) 3,945,000 3,945,000 - 17,106,683 9,094,310 7,192,373 (1) Warrants have either been fully exercised and/or expired as of December 31, 2017. (2) In October 2017, 1,485,000 Series M warrants were repriced between $0.60 and $0.65 per warrant. Of those warrants that were repriced, all were exercised in the fourth quarter of 2017, providing proceeds of $1.0 million. (3) In September 2017, 3,945,000 Series M warrants were repriced to $0.60. Of those warrants that were repriced, all were exercised in the second half of 2017, providing proceeds of $2.4 million. (4) This table does not include 1,393 equity-classified warrants issued between 2008 through 2012, with strike prices between $17.70 and $24.45 per share. The agreements governing the above warrants include the following terms: • certain warrants have exercise prices which are subject to adjustment for certain events, including the issuance of stock dividends on the Company’s common stock and, in certain instances, the issuance of the Company’s common stock or instruments convertible into the Company’s common stock at a price per share less than the exercise price of the respective warrants; • warrant holders may exercise the warrants through a cashless exercise if, and only if, the Company does not have an effective registration statement then available for the issuance of the shares of its common stock. If an effective registration statement is available for the issuance of its common stock, a holder may only exercise the warrants through a cash exercise; • the exercise price and the number and type of securities purchasable upon exercise of the warrants are subject to adjustment upon certain corporate events, including certain combinations, consolidations, liquidations, mergers, recapitalizations, reclassifications, reorganizations, stock dividends and stock splits, a sale of all or substantially all of the Company’s assets and certain other events; and • in the event of an extraordinary transaction (as defined in the respective warrant agreements), generally including any merger with or into another entity, sale of all or substantially all of the Company’s assets, tender offer or exchange offer, or reclassification of its common stock, in which the successor entity (as defined in the respective warrant agreements) that assumes the warrant is not a publicly traded company, the Company or any successor entity will pay the warrant holder, at such holder’s option, exercisable at any time concurrently with or within 30 days after the consummation of the extraordinary transaction, an amount of cash equal to the value of such holder’s warrants as determined in accordance with an appropriate valuation model and the terms of the respective warrant agreement. Based on these terms, the Company has determined that all warrants issued since 2013 (the “Warrants”) qualify as derivatives and, as such, are presented as a derivative warrant liability on the consolidated balance sheets and recorded at fair value each reporting period. The fair value of the Warrants was estimated to be $2.0 million and $2.7 million as of December 31, 2017 and December 31, 2016, respectively. The decrease in the estimated fair value of the Warrants represents an unrealized gain which has been recorded as a gain from the change in fair value of derivative warrant liability in the consolidated statements of operations. During the twelve months ended December 31, 2017, common stock was issued as a result of exercise of Warrants as described below: Twelve Months Ended December 31, 2017 Common Stock Issued Proceeds Series K Warrants 160,000 106,000 Series L Warrants 570,000 5,700 Series M-A Warrants 1,485,000 950,250 Series M-B Warrants 3,945,000 2,367,000 6,160,000 $ 3,428,950 During the twelve months ended December 31, 2017, we issued 160,000 shares of common stock as a result of the exercise of Series K Warrants, 570,000 shares of common stock as a result of the exercise of Series L Warrants and 5,430,000 shares of common stock as a result of the exercise of Series M Warrants, resulting in a total proceeds of approximately $3.4 million. In addition, in September 2017, as permitted by Section 2(a) of the Series M Warrants agreement the Board of Directors of the Company approved a voluntarily reduction of the exercise price of the Series M Warrants exercisable into 3,945,000 shares of the Company’s common stock from an exercise price of $2.35 per share of common stock to $0.60 per share of common stock, for the remaining term of these warrants (The Series “M-B” Warrants). Except for the reduction in exercise price, the terms of these Series M-B Warrants remained unchanged. In September 2017, the Company issued 3,500,000 shares of common stock as a result of the exercise of these Series M-B Warrants. In the fourth quarter of 2017, the remaining 445,000 Series M-B Warrants for which the exercise price had been adjusted to $0.60 were exercised. In October 2017, the Board of Directors of the Company approved voluntarily reductions of the exercise price of additional Series M Warrants exercisable into 1,185,000 shares of the Company’s common stock from an exercise price of $2.35 per share of common stock to $0.65 per share of common stock, and Series M Warrants exercisable into 300,000 shares of the Company’s common stock from an exercise price of $2.35 per share of common stock to $0.60 per share of common stock. These, along with the remainder of the Series M Warrants for which the original exercise price was not reduced comprise the Series M-A Warrants. Except for the reduction in exercise price, the terms of these Series M Warrants remained unchanged. During the fourth quarter of 2017, all Series M-A warrants for which the exercise price was reduced were exercised. The remaining Series M-A warrants expired during the fourth quarter of 2017. As of December 31, 2017, all of the Series B, E, G, H, J and M Warrants for which the exercise price had been adjusted were fully exercised or expired. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 8. Debt 2020 Notes The following table sets forth information pertaining to the 2020 Notes which is included in the Company’s consolidated balance sheets (in thousands). Principal Amount of 2020 Notes Debt Discount Debt Issue Costs Total 2020 Notes 2020 Notes Embedded Derivative Total 2020 Notes and 2020 Notes Embedded Derivative Balance - December 31, 2016 $ - $ - $ - $ - $ - $ - Issuance of 2020 Notes and related discounts and issue costs $ 16,492 $ (3,009 ) $ (800 ) $ 12,683 $ 6,975 $ 19,658 Amortization of debt discount - 508 - 508 - 508 Amortization of debt issue costs - - 135 135 - 135 Paid-in-kind interest 165 - - 165 - 165 Change in fair value of 2020 Notes embedded derivative - - - - (1,751 ) (1,751 ) Balance - December 31,2017 $ 16,657 $ (2,501 ) $ (665 ) $ 13,491 $ 5,224 $ 18,715 On April 19, 2017, the Company entered into an Exchange and Purchase Agreement (the “Purchase Agreement”) with WB Gevo, LTD (the “Holder”) the holder of the 2017 Notes, which were issued under that certain Indenture dated as of June 6, 2014, by and among the Company, the guarantors party thereto, and Wilmington Savings Fund Society, FSB, as trustee and as collateral trustee (as supplemented, the “2017 Notes Indenture”), and Whitebox Advisors LLC, in its capacity as representative of the Holder (“Whitebox”). Pursuant to the terms of the Purchase Agreement, the Holder, subject to certain conditions, including approval of the transaction by the Company’s stockholders (which was received on June 15, 2017), agreed to exchange all of the outstanding principal amount of the 2017 Notes for an equal principal amount of the 2020 Notes, plus an amount in cash equal to the accrued and unpaid interest (other than interest paid in kind) on the 2017 Notes (the “Exchange”). Pursuant to the Purchase Agreement, the Company also granted the Holder an option (the “Purchase Option”) to purchase up to an additional aggregate principal amount of $5.0 million of 2020 Notes (the “Option Notes”), at a purchase price equal to the aggregate principal amount of such Option Notes purchased, having identical terms (other than with respect to the issue date and restrictions on transfer relating to compliance with applicable securities law) to the 2020 Notes issued, at any time on or within ninety (90) days of the closing of the Exchange. The right to purchase Option Notes expired as of September 30, 2017. On June 20, 2017, the Company completed the Exchange, terminated the 2017 Notes Indenture and cancelled the 2017 Notes. The Company recognized an approximately $4.0 million loss which has been recorded as loss on exchange or conversion of debt within the consolidated statements of operations. The 2020 Notes will mature on March 15, 2020 and are secured by a first lien on substantially all of the Company’s assets. The 2020 Notes bear interest at a rate equal to 12% per annum (with 2% potentially payable as PIK Interest (as defined and described below) at the Company’s option), payable on March 31, June 30, September 30, and December 31 of each year. Under certain circumstances, the Company has the option to pay a portion of the interest due on the 2020 Notes by either (a) increasing the principal amount of the 2020 Notes by the amount of interest then due or (b) issuing additional 2020 Notes with a principal amount equal to the amount of interest then due (interest paid in the manner set forth in (a) or (b) being referred to as “PIK Interest”). In the event the Company pays any portion of the interest due on the 2020 Notes as PIK Interest, the maximum aggregate principal amount of 2020 Notes that could be convertible into shares of the Company’s common stock will be increased. Additional shares of the Company’s common stock may also become issuable pursuant to the 2020 Notes in the event the Company is required to make certain make-whole payments as provided in the 2020 Notes Indenture. The 2020 Notes are convertible into shares of the Company’s common stock, subject to certain terms and conditions. The initial conversion price of the 2020 Notes is equal to $0.7359 per share of common stock, or 1.3589 shares of common stock per $1 principal amount of 2020 Notes (the “Conversion Price”). In addition, upon certain equity financing transactions by the Company, the Holders will have a one-time right to reset the Conversion Price (the “Reset Provision”) (i) in the first ninety (90) days following the Exchange Date, at a 25% premium to the common stock price in the equity financing and (ii) after ninety (90) and to and including one hundred eighty (180) days following the closing of the Exchange, at a 35% premium to the common stock share price in the equity financing. Following an exercise of the Reset Provision, the Holders will also have a right to consent to certain equity financings by the Company during the one hundred eighty (180) days following the closing of the Exchange. Each Holder has agreed not to convert its 2020 Notes into shares of Company common stock to the extent that, after giving effect to such conversion, the number of shares of common stock beneficially owned by such Holder and its affiliates would exceed 4.99% of Company common stock outstanding at the time of such conversion (the “4.99% Ownership Limitation”); provided that a Holder may, at its option and upon sixty-one (61) days’ prior notice to the Company, increase such threshold to 9.99% (the “9.99% Ownership Limitation”). If a conversion of 2020 Notes by Whitebox would exceed the 4.99% Ownership Limitation or the 9.99% Ownership Limitation, as applicable, the Purchase Agreement contains a provision granting the holder a fully funded prepaid warrant for such common stock with a term of nine months, subject to a 6 month extension, which it can draw down from time to time. Other than as set forth in the Reset Provision, the 2020 Notes do not contain any anti-dilution adjustments for future equity issuances that are below the Conversion Price, and adjustments to the Conversion Price will only generally be made in the event that there is a dividend or distribution paid on shares of the Company’s common stock, a subdivision, combination or reclassification of the Company’s common stock, or at the discretion of the Board of Directors of the Company in limited circumstances and subject to certain conditions. Under certain circumstances, we may file one or more registration statements on Form S-3 or amend filings in order to register shares of common stock for sale or resale, as necessary in connection with the 2020 Notes. 2017 Notes In May 2014, the Company entered into a term loan agreement (the “Loan Agreement”) with the lenders party thereto from time to time (each, a “Lender” and collectively, the “Lenders”) and Whitebox Advisors, LLC, as administrative agent for the Lenders (“Whitebox”), with a maturity date of March 15, 2017, pursuant to which the Lenders committed to provide one or more senior secured term loans to the Company in an aggregate amount of up to approximately $31.1 million on the terms and conditions set forth in the Loan Agreement (collectively, the “Term Loan”). The first and only advance of the Term Loan in the amount of $22.8 million, net of discounts and issue costs of $1.6 million and $1.5 million, respectively, was made to the Company in May 2014. Also in May 2014, the Company and its subsidiaries entered into an Exchange and Purchase Agreement (the “Exchange and Purchase Agreement”) with WB Gevo, Ltd. and the other Lenders party thereto from time to time and Whitebox, in its capacity as administrative agent for the Lenders. Pursuant to the terms of the Exchange and Purchase Agreement, the Lenders were given the right, subject to certain conditions, to exchange all or a portion of the outstanding principal amount of the Term Loan for the Company’s 2017 Notes, which were convertible into shares of the Company’s common stock. While outstanding, the Term Loan bore an interest rate equal to 15% per annum, of which 5% was payable in cash and 10% was payable in kind and capitalized and added to the principal amount of the Term Loan. In June 2014, the Lenders exchanged all $25.9 million of outstanding principal amount of Term Loan for 2017 Notes, together with accrued paid-in-kind interest of $0.2 million. The terms of the 2017 Notes were set forth in an indenture by and among the Company, its subsidiaries in their capacity as guarantors, and Wilmington Savings Fund Society, FSB, as trustee (the “2017 Notes Indenture”). On February 13, 2017, the Company and its subsidiaries, as guarantors, entered into an Tenth Supplemental Indenture (the “Tenth Supplemental Indenture”) with Wilmington Savings Fund Society, FSB, as trustee and collateral trustee, and Whitebox, relating to the 2017 Notes. The Tenth Supplemental Indenture amended the 2017 Notes Indenture to, among other things, (i) extend the maturity date of the 2017 Notes to June 23, 2017, (ii) increase the interest rate on the 2017 Notes from 10.0% to 12.0% per annum, and (iii) required the Company to pay down approximately $9.6 million in principal outstanding leaving the remaining principal balance of the 2017 Notes at approximately $16.5 million. On June 20, 2017, the Company and the Holder exchanged all of the outstanding principal amount of the 2017 Notes for an equal principal amount of the 2020 Notes. As a result, at December 31, 2017, the outstanding principal amount of the 2017 Notes was zero. While the 2017 Notes were outstanding, the Company was required to maintain an interest reserve in an amount equal to 10% of the original outstanding principal amount of $26.1 million, to be adjusted on an annual basis. As of December 31, 2016, there was a balance of $2.6 million in the interest reserve account. This amount was classified as restricted deposits until the second quarter of 2017. 2022 Notes The following table sets forth information pertaining to the 2022 Notes which is included in the Company’s consolidated balance sheets (in thousands). Principal Amount of 2022 Notes Debt Discount Debt Issue Costs Total Balance - December 31, 2016 $ 9,575 $ (1,307 ) $ (47 ) $ 8,221 Amortization of debt discount - 149 - 149 Amortization of debt issue costs - - 6 6 Exchange of 2022 Notes (8,885 ) - - (8,885 ) One-time repurchase of debt (175 ) - - (175 ) Write-off of debt discount and debt issue costs associated with extinguishment of debt - 1,158 41 1,199 Balance - December 31, 2017 $ 515 $ - $ - $ 515 In July 2012, the Company sold $45.0 million in aggregate principal amount of 2022 Notes, for net proceeds of $40.9 million, after accounting for $2.7 million and $1.4 million of discounts and issue costs, respectively. The 2022 Notes bear interest at 7.5% which is to be paid semi-annually in arrears on January 1 and July 1 of each year. The 2022 Notes will mature on July 1, 2022, unless earlier repurchased, redeemed or converted. During the twelve-months ended December 31, 2017, 2016 and 2015, the Company recorded $0.2 million, $4.0 million and $3.7 million, respectively, of expense related to the amortization of debt discounts and issue costs, $1.2 million, $2.5 million, and $1.9 million respectively, of expense related to the write-off of debt discount and debt issue costs associated with extinguishment or conversion of debt; and $0.05 million and $1.2 million and $1.8 million, respectively, of interest expense related to the 2022 Notes. The amortization of debt issue costs, debt discounts and cash interest are included as a component of interest expense in the consolidated statements of operations. The Company amortizes debt discounts and debt issue costs associated with the 2022 Notes using an effective interest rate of approximately 40% from the issuance date through July 1, 2017, a five-year period, which represents the date the holders can require the Company to repurchase the 2022 Notes. The 2022 Notes are convertible at a conversion rate of 0.5856 shares of the Company’s common stock per $1,000 principal amount of 2022 Notes, subject to adjustment in certain circumstances as described in the Indenture. This is equivalent to a conversion price of approximately $1,707.65 per share of common stock. Holders may convert the 2022 Notes at any time prior to the close of business on the third business day immediately preceding the maturity date of July 1, 2022. If a holder elected to convert its 2022 Notes prior to July 1, 2017, such holder was entitled to receive, in addition to the consideration upon conversion, a Coupon Make-Whole Payment. The Coupon Make-Whole Payment was equal to the sum of the present values of the number of semi-annual interest payments that would have been payable on the 2022 Notes that a holder had elected to convert from the last day through which interest was paid up to but excluding July 1, 2017, computed using a discount rate of 2%. The Company could pay any Coupon Make-Whole Payment either in cash or in shares of common stock at its election. If the Company elected to pay in common stock, the stock would be valued at 90% of the average of the daily volume weighted average prices of the Company’s common stock for the 10 trading days preceding the date of conversion. Prior to 2016, the Company converted $20.1 million in outstanding 2022 Notes in return for 28,978 shares of the Company’s common stock, of which, 7,331 represented amounts owed under the Coupon Make-Whole Payment. Additionally, the Company issued 55,392 shares in exchange for the redemption of $2.5 million of the 2022 Notes. No holders of the 2022 Notes elected to convert, and the conversion period has expired. The Company had a provisional redemption right (“Provisional Redemption”) to redeem, at its option, all or any part of the 2022 Notes at a price payable in cash, beginning on July 1, 2015 and prior to July 1, 2017, provided that the Company’s common stock for 20 or more trading days in a period of 30 consecutive trading days ending on the trading day immediately prior to the date of the redemption notice exceeds 150% of the conversion price for the 2022 Notes in effect on such trading day. On or after July 1, 2017, the Company has an optional redemption right (“Optional Redemption”) to redeem, at its option, all or any part of the 2022 Notes at a price payable in cash. The price payable in cash for the Optional Redemption or Provisional Redemption is equal to 100% of the principal amount of 2022 Notes redeemed plus any accrued and unpaid interest thereon through, but excluding, the repurchase date. The holders of the 2022 Notes had a one-time option to require the Company to repurchase on July 1, 2017 (or on the first business day following such date), at a purchase price, payable in cash, equal to one hundred percent (100%) of the principal amount of any 2022 Notes to be so purchased, plus accrued and unpaid interest. Prior to July 1, 2017, certain holders of the 2022 Notes delivered notices to the trustee of the 2022 Notes requiring the repurchase of $175,000 principal amount of the 2022 Notes, plus accrued and unpaid interest, which was completed on July 3, 2017. In the second half of 2016, the Company issued 951,801 shares in exchange for the redemption of $12.8 million in outstanding 2022 Notes. In the first half of 2017, the Company issued 2,982,053 shares in exchange for $8.9 million in outstanding 2022 Notes, resulting in approximately $1.0 million loss on exchange of debt. If a Fundamental Change (as defined in the 2022 Notes Indenture) occurs, at any time, then each holder will have the right to require the Company to repurchase all of such holder’s 2022 Notes, or any portion thereof that is an integral multiple of $1,000 principal amount, for cash at a repurchase price of 100% of the principal amount of such 2022 Notes plus any accrued and unpaid interest thereon through, but excluding, the repurchase date. If there is an Event of Default (as defined in the 2022 Notes Indenture) under the 2022 Notes, the holders of not less than 25% in principal amount of the outstanding notes by notice to the Company and the trustee may, and the trustee at the request of such holders shall, declare the principal amount of all the outstanding 2022 Notes and accrued and unpaid interest thereon to be due and payable immediately. There have been no Events of Default as of December 31, 2017 In the first quarter of 2018, the Company issued 780,303 shares in exchange for the redemption of the remaining $515,000 in outstanding 2022 Notes. |
Capital Stock
Capital Stock | 12 Months Ended |
Dec. 31, 2017 | |
Stockholders Equity Note [Abstract] | |
Capital Stock | 9. Capital Stock As of December 31, 2017, the Company has authorized 250.0 million and 10.0 million shares of common and preferred stock, respectively, of which there are 21.8 million shares of common stock outstanding and zero shares of preferred stock outstanding. The holders of the Company’s common stock have one vote per share. The board of directors has the authority, without action by its stockholders, to designate and issue shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions thereof. The Company’s amended and restated certificate of incorporation provides that the Company’s board of directors will be divided into three classes, with staggered three-year terms and provides that all stockholder actions must be effected at a duly called meeting of the stockholders and not by a written consent. The amended and restated certificate of incorporation also provides that only the board of directors may call a special meeting of the stockholders and requires the approval of either a majority of the directors then in office or 66 2/3% of the voting power of all then outstanding capital stock for the adoption, amendment or repeal of any provision of the Company’s amended and restated bylaws. In addition, the amendment or repeal of certain provisions of the Company’s amended and restated certificate of incorporation requires the approval of 66 2/3% of the voting power of all then outstanding capital stock. |
Equity Incentive Plans
Equity Incentive Plans | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Equity Incentive Plans | 10. Equity Incentive Plans 2006 Omnibus Securities and Incentive Plan . During 2006, the Company established the Gevo, Inc. 2006 Omnibus Securities and Incentive Plan (the “2006 Plan”). Pursuant to the 2006 Plan, the Company granted stock awards to employees and directors of the Company. Upon adoption of the Gevo, Inc. 2010 Stock Incentive Plan (as amended, the “2010 Plan”), no further grants can be made under the 2006 Plan. At December 31, 2017, a total of 837 shares of Gevo common stock were reserved for issuance upon the exercise of outstanding stock option awards under the 2006 Plan. To the extent outstanding awards under the 2006 Plan expire, or are forfeited, cancelled, settled, or become unexercisable without the issuance of shares, the shares of common stock subject to such awards will be available for future issuance under the 2010 Plan. 2010 Stock Incentive Plan . In February 2011, the Company’s stockholders approved the 2010 Plan, which was subsequently amended in June 2013, and amended and restated in July 2015, June 2016 and November 2016, and provides for the grant of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units and other equity awards to employees and directors of the Company. Stock options granted under the 2010 Plan have an exercise price that is at least equal to the fair market value of the Company’s common stock on the date the stock option is granted and expire ten years after the date of grant. At December 31, 2017, a total of 45,594 shares of Gevo common stock were reserved for issuance upon the exercise of outstanding stock option awards under the 2010 Plan, and an additional 133,607 shares were available for grant. Employee Stock Purchase Plan . In February 2011, the Company’s stockholders approved the ESPP. The offering periods for the ESPP are from January 1 to June 30 and from July 1 to December 31 of each calendar year. The Company has reserved 4,285 shares of common stock for issuance under the ESPP, of which 3,802 shares as of December 31, 2017 are available for future issuance. The purchase price of the common stock under the ESPP is 85% of the lower of the fair market value of a share of common stock on the first or last day of the purchase period. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Share Based Compensation [Abstract] | |
Stock-Based Compensation | 11. Stock-Based Compensation Stock-Based Compensation Expense . The following table sets forth the Company’s stock-based compensation expense (in thousands). Year Ended December 31, 2017 2016 2015 Stock options and ESPP awards Research and development $ 37 $ 62 $ 131 Selling, general and administrative 122 321 401 Restricted stock awards Research and development 12 116 576 Selling, general and administrative 17 143 1,467 Restricted stock units Research and development 70 28 10 Selling, general and administrative 163 216 62 Total stock-based compensation $ 421 $ 886 $ 2,647 Determining Fair Value of Share-Based Payment Awards . The following table sets forth the Black-Scholes option pricing model assumptions and resulting grant date fair value for stock options granted. Year Ended December 31, 2017 2016 2015 Risk-free interest rate 2.01 % 1.49 % 1.62 % Expected dividend yield None None None Expected volatility factor 119.00 % 106.70 % 106.89 % Expected option life (in years) 5.77 5.77 5.77 Weighted average grant date fair value $ 0.86 $ 5.66 $ 35.40 Due to the Company’s limited history of grant activity, the expected life of options granted was estimated using the “simplified method” in accordance with SEC Staff Accounting Bulletin 110, where the expected life equals the arithmetic average of the vesting term and the original contractual term of the options. The volatility factor was determined based upon management’s estimate using inputs from comparable public companies. The risk-free interest rate assumption is determined based upon observed interest rates appropriate for the expected term of the Company’s employee stock options. The dividend yield assumption is based on the Company’s history of dividend payouts. An annual forfeiture rate is estimated at the time of grant for all share-based payment awards, and revised, if necessary, in subsequent periods if the actual forfeiture rate differs from the Company’s estimate. Forfeitures have been estimated by the Company based upon historical and expected forfeiture experience. Estimated forfeiture rates used for the periods presented were from 0% to 5%. Stock Option Award Activity . Stock option activity under the Company’s option plans at December 31, 2017 and changes during the year ended December 31, 2017 were as follows. Weighted- Average Weighted- Remaining Average Contractual Number of Exercise Term Aggregate Options Price (years) Intrinsic Value Options outstanding at December 31, 2016 16,915 $ 289.73 $ - Granted 60,000 1.01 Canceled or forfeited (30,484 ) 1.01 Exercised - - Options outstanding at December 31, 2017 46,431 $ 106.19 8.25 $ - Options exercisable at December 31, 2017 29,013 $ 165.47 7.85 $ - Options vested and expected to vest at December 31, 2017 46,431 $ 106.19 8.25 $ - The aggregate intrinsic values in the table above represent the total pre-tax intrinsic values (the difference between the closing price of Gevo’s common stock on the last trading day of the 2017 calendar year and the exercise price, multiplied by the number of in-the-money stock option shares) that would have been received by the option holders had all in-the-money outstanding stock options been exercised on December 31, 2017. The total intrinsic value of options exercised during the years ended December 31, 2017, 2016, and 2015 was The following table summarizes information associated with outstanding and exercisable stock options at December 31, 2017. Options Outstanding Options Exercisable Weighted- Weighted- Average Weighted- Average Range of Weighted- Remaining Average Remaining Exercise Number of Average Exercise Contractual Life Number of Exercise Contractual Life Prices Options Price in Years Options Price in Years $0.00 to $51.00 43,968 $ 14.03 8.65 26,550 $ 18.35 8.49 $105.00 to $147.00 80 $ 144.90 0.00 80 $ 144.90 0.00 $264.00 to $438.00 586 $ 368.79 0.33 586 $ 368.79 0.33 $462.00 to $1,845.00 801 $ 715.51 1.89 801 $ 715.51 1.89 $2,331.00 to $3,426.00 637 $ 2,938.98 0.29 637 $ 2,938.98 0.29 $3,801.00 to $5,742.00 360 $ 4,556.47 1.69 360 $ 4,556.47 1.69 46,431 $ 106.19 8.25 29,013 $ 165.47 7.85 As of December 31, 2017, $0.1 million of total unrecognized compensation cost related to stock options is expected to be recognized as an expense by the Company in the future over a weighted-average period of approximately one year. There is a maximum contractual term of 10 years for the share options. The Company settles stock option exercises with newly issued common shares. No tax benefits were realized by the Company in connection with these exercises as the Company maintains net operating loss carryforwards and has established a valuation allowance against the entire tax benefit. Restricted Stock . The Company periodically grants restricted stock awards to employees and directors. The vesting period for restricted stock awards granted may be based upon a service period or based upon the attainment of performance objectives. The Company recognizes stock-based compensation over the vesting period, generally three to six years, for awards that vest based upon a service period. For performance based restricted stock awards, the Company recognizes expense over the requisite service period. Non-vested restricted stock awards at December 31, 2017 and changes during the year ended December 31, 2017 were as follows. Weighted- Average Number of Grant-Date Shares Fair Value Non-vested at December 31, 2016 8,823 $ 47.51 Granted - - Vested (5,730 ) 49.50 Canceled or forfeited - - Non-vested at December 31, 2017 3,093 $ 43.80 The total fair value of restricted stock that vested during the years ended December 31, 2017, 2016 and 2015 was $0.2 million, $0.3 million, and $1.4 million , |
Gevo Development
Gevo Development | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Gevo Development | 12. Gevo Development Gevo, Inc. currently owns 100% of the outstanding equity interests of Gevo Development. Gevo, Inc. made capital contributions to Gevo Development of $8.9 million, $12.3 million, and $7.9 million, respectively, during the years ended December 31, 2017, 2016, and 2015. The following table sets forth (in thousands) the net loss incurred by Gevo Development (including Luverne after September 22, 2010, the closing date of the acquisition) which has been fully allocated to Gevo, Inc.’s capital contribution account based upon its capital contributions (for the period prior to September 2010) and 100% ownership (for the period after September 22, 2010). Year Ended December 31, 2017 2016 2015 Gevo Development Net Loss $ (12,653 ) $ (12,983 ) $ (12,294 ) The accounts of Agri-Energy are consolidated within Gevo Development as a wholly owned subsidiary which is then consolidated into Gevo, Inc. As of December 31, 2017 As previously disclosed, in June 2011, we entered into an Isobutanol Joint Venture Agreement (the “Joint Venture Agreement”) between our wholly-owned subsidiary, Gevo Development and Redfield Energy, LLC (“Redfield”), under which we agreed to work with Redfield to Retrofit Redfield’s ethanol production facility located near Redfield, South Dakota for the commercial production of isobutanol. During the fourth quarter of 2017, we entered into an Agreement with Redfield, pursuant to which we and Redfield agreed to terminate the Joint Venture Agreement in all respects. There are no termination fees or other obligations of either party in connection with such termination. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. Income Taxes There is no provision for income taxes because the Company has incurred operating losses since inception. As of December 31, 2017, the Company had federal and state net operating loss carryforwards of approximately $359.2 million and $336.7 The following table sets forth the tax effects of temporary differences that give rise to significant portions of the Company’s net deferred tax assets (in thousands). December 31, 2017 2016 Deferred tax assets, net: Net operating loss carryforwards $ 100,631 $ 133,514 Research and other credits 3,482 3,482 Other temporary differences 3,266 2,319 Deferred tax assets - before valuation allowance 107,379 139,315 Valuation allowance (107,379 ) (139,315 ) Net deferred tax assets - after valuation allowance $ - $ - The Company recognizes uncertain tax positions net, against any operating losses or applicable research credits as they arise. Currently, there are no uncertain tax positions recognized at December 31, 2017. The Company has provided a full valuation allowance on its deferred tax assets at December 31, 2017 and 2016, as management believes it is more likely than not that the related deferred tax asset will not be realized. The reported amount of income tax expense differs from the amount that would result from applying domestic federal statutory tax rates to pretax losses, primarily because of changes in the valuation allowance. The following table sets forth reconciling items from income tax computed at the statutory federal rate. Year Ended December 31, 2017 2016 2015 Federal income tax at statutory rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal benefits 7.5 % 2.9 % 5.4 % Research and other credits 0.0 % (5.8 %) (1.2 %) Impact of change in statutory tax rates (183.8 %) 0.0 % 0.0 % Permanent deductions 7.5 % (18.0 %) (4.0 %) Valuation allowance 133.8 % (14.1 %) (35.2 %) Effective tax rate 0.0 % (0.0 %) 0.0 % Accounting literature regarding liabilities for unrecognized tax benefits provides guidance for the recognition and measurement in financial statements of uncertain tax positions taken or expected to be taken in a tax return. The Company’s evaluation was performed for the tax periods from inception to December 31, 2017, which remain subject to examination by major tax jurisdictions as of December 31, 2017. The Company may from time to time be assessed interest or penalties by major tax jurisdictions, although there have been no such assessments historically, with any material impact to its financial results. The Company would recognize interest and penalties related to unrecognized tax benefits within the income tax expense line in the accompanying consolidated statements of operations. Accrued interest and penalties would be included within the related tax liability line in the consolidated balance sheets. In December 2017, the federal government of the United States of America passed the “Tax Cuts and Jobs Act”. The Company has evaluated the impact, if any, on the Company’s financial statements, including tax disclosures. As of December 31, 2017, the Company does not consider the new tax reform to materially impact to the Company’s financial statements except for certain reductions in the estimated valuation of net operating loss carryforwards and the associated offsetting valuation allowance. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2017 | |
Employee Benefit Plan [Abstract] | |
Employee Benefit Plan | 14. Employee Benefit Plan The Company’s employees participate in the Gevo, Inc. 401(k) Plan (the “401(k) Plan”). Subject to certain eligibility requirements, the 401(k) Plan covers substantially all employees after three months of service with quarterly entry dates. Employee contributions are deposited by the Company into the 401(k) Plan and may not exceed the maximum statutory contribution amount. The Company may make matching and/or discretionary contributions to the 401(k) Plan. Effective January 2013, the Company elected to cease providing an employer match. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. Commitments and Contingencies Leases . During the year ended December 31, 2012, the Company entered into a six year software license agreement. The Company concluded that the software license agreement qualifies as a capital lease. Accordingly, at December 31, 2017 and 2016, the Company had capital lease liabilities of zero and $0.1 million included in accounts payable and accrued liabilities and other long-term liabilities, respectively on its consolidated balance sheet. The Company has an operating lease for its office, research, and production facility in Englewood, Colorado (the “Colorado Facility”) with a term expiring in July 2021. The Company also maintains a corporate apartment in Colorado, which has a lease term expiring during the next 12 months. The Company maintains an operating lease for rail cars Luverne Facility, with the lease term expiring in July 2020. Rent expense for the years ended December 31, 2017, 2016 and 2015 was $1.6 million, $1.7 million, and $1.6 million, respectively. The Company recognizes rent expense on its operating leases on a straight-line basis. The table below shows the future minimum payments under non-cancelable operating leases and capital leases at December 31, 2017 (in thousands). Operating Leases 2018 $ 1,421 2019 907 2020 394 2021 200 2022 - Thereafter - Total $ 2,922 Indemnifications . In the ordinary course of its business, the Company makes certain indemnities under which it may be required to make payments in relation to certain transactions. As of December 31, 2017and 2016, the Company did not have any liabilities associated with indemnities. In addition, the Company, as permitted under Delaware law and in accordance with its amended and restated certificate of incorporation and amended and restated bylaws, indemnifies its officers and directors for certain events or occurrences, subject to certain limits, while the officer or director is or was serving at the Company’s request in such capacity. The duration of these indemnifications, commitments, and guarantees varies and, in certain cases, is indefinite. The maximum amount of potential future indemnification is unlimited; however, the Company has a director and officer insurance policy that may enable it to recover a portion of any future amounts paid. The Company accrues for losses for any known contingent liability, including those that may arise from indemnification provisions, when future payment is probable. No such losses have been recorded to date. Environmental Liabilities . The Company’s operations are subject to environmental laws and regulations adopted by various governmental authorities in the jurisdictions in which it operates. These laws require the Company to investigate and remediate the effects of the release or disposal of materials at its locations. Accordingly, the Company has adopted policies, practices and procedures in the areas of pollution control, occupational health and the production, handling, storage and use of hazardous materials to prevent material environmental or other damage, and to limit the financial liability which could result from such events. Environmental liabilities are recorded when the Company’s liability is probable and the costs can be reasonably estimated. No environmental liabilities have been recorded as of December 31, 2017. |
Fair Value Measurements and Fai
Fair Value Measurements and Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Fair Value of Financial Instruments | 16. Fair Value Measurements and Fair Value of Financial Instruments Accounting standards define fair value, outline a framework for measuring fair value, and detail the required disclosures about fair value measurements. Under these standards, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date in the principal or most advantageous market. Standards establish a hierarchy in determining the fair market value of an asset or liability. The fair value hierarchy has three levels of inputs, both observable and unobservable. Standards require the utilization of the highest possible level of input to determine fair value. • Level 1 – inputs include quoted market prices in an active market for identical assets or liabilities. • Level 2 – inputs are market data, other than Level 1, that are observable either directly or indirectly. Level 2 inputs include quoted market prices for similar assets or liabilities, quoted market prices in an inactive market, and other observable information that can be corroborated by market data. • Level 3 – inputs are unobservable and corroborated by little or no market data. These tables present the carrying value and fair value, by fair value hierarchy, of our financial instruments, excluding cash and cash equivalents, accounts receivable and accounts payable; as carrying value approximately fair value due to their short-term nature; at December 31, 2017 Fair Value Measurements at December 31, 2017 (In thousands) Fair Value at December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recurring: Derivative Warrant Liability $ 1,951 $ - $ - $ 1,951 2020 Notes Embedded Derivative Liability 5,224 - - 5,224 Total Recurring Fair Value Measurements $ 7,175 $ - $ - $ 7,175 Nonrecurring Corn and finished goods inventory $ 1,916 $ 189 $ 1,727 $ - $ 1,916 $ 189 $ 1,727 $ - Fair Value Measurements at December 31, 2016 (In thousands) Fair Value at December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recurring: Derivative Warrant Liability $ 2,698 $ - $ 1,884 $ 814 2017 Notes 25,769 - - 25,769 Total Recurring Fair Value Measurements $ 28,467 $ - $ 1,884 $ 26,583 Nonrecurring Corn and finished goods inventory $ 1,327 $ 108 $ 1,219 $ - $ 1,327 $ 108 $ 1,219 $ - Fair Value Measurements Using Significant Unobservable Inputs (Level 3) (in thousands) Derivative Warrant Liability 2017 Notes 2020 Embedded Derivative Liability Opening Balance $ 814 $ 25,769 $ - Transfers into Level 3 1,884 - - Transfers out of Level 3 - - - Total (gains) or losses for the period Included in earnings (5,101 ) 339 (1,751 ) Included in other comprehensive income - - - Purchases, issues, sales and settlements Purchases - - - Issues 5,671 - 6,975 Sales - - - Settlements (1,317 ) (26,108 ) - Closing balance $ 1,951 $ - $ 5,224 Fair Value Methodology Inventories. The Company records its corn inventory at fair value only when the Company’s cost of corn purchased exceeds the market value for corn. The Company determines the market value of corn and dry distiller’s grain based upon Level 1 inputs using quoted market prices. The Company records its ethanol, isobutanol and hydrocarbon inventory at market using Level 2 inputs. 2017 Notes. The Company had estimated the fair value of the 2017 Notes to be $25.8 million at December 31, 2016, utilizing a binomial lattice model. The Company derecognized the liability when it exchanged the 2017 Notes for the 2020 Notes on June 20, 2017, and the obligation now is accounted for as a component of the 2020 Notes and related 2020 Note Embedded Liability. 2020 Notes . The Company has estimated the fair value of the 2020 Notes to be $13.5 million at June 20, 2017, the date the Company exchanged the 2017 Notes for the 2020 Notes, utilizing a binomial lattice model. The Company has elected to account for the 2020 Notes using the amortized cost method and reported at $13.5 million, net of debt discount and issuance costs at December 31, 2017. 2020 Notes Embedded Derivative . The Company had estimated the fair value of the embedded derivative on a stand-alone basis to be $5.2 million at December 31, 2017 based upon Level 3 inputs. See Note 6, Embedded Derivatives and Derivative Warrant Liabilities, for the fair value inputs used to estimate the fair value of the 2020 Notes with and without the embedded derivative and the fair value of the embedded derivative. 2022 Notes Embedded Derivative . The Company had estimated the fair value of the embedded derivative on a stand-alone basis to be $0 million at December 31, 2017 and December 31, 2016, respectively, based upon Level 3 inputs. See Note 6, Embedded Derivatives and Derivative Warrant Liabilities, for the fair value inputs used to estimate the fair value of the 2022 Notes with and without the embedded derivative and the fair value of the embedded derivative. Derivative Warrant Liability . Prior to 2017, the Company estimated the fair value of the Series A, Series F and Series K warrants using a Monte-Carlo model (Level 3). For all other warrants the Company valued these using a standard Black-Scholes model (Level 2). However, beginning in the first quarter 2017, the Company valued the Series F and K using a Monte-Carlo model (Level 3) and other warrants using Black-Scholes models comprised of some inputs requiring the use of Monte-Carlo models (Level 3). The Company has estimated the fair value of the derivative warrant liability to be $2.0 million as of December 31, 2017. While the Company believes that its valuation methods are appropriate and consistent with other market participants, it recognizes that the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. . . |
Segments
Segments | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segments | 17. Segments We have determined that we have two operating segments: (i) Gevo, Inc. segment; and (ii) Gevo Development/Agri-Energy segment. We organize our business segments based on the nature of the products and services offered through each of our consolidated legal entities. Transactions between segments are eliminated in consolidation. Gevo Segment . Our Gevo segment is responsible for all research and development activities related to the future production of isobutanol, including the development of our proprietary biocatalysts, the production and sale of renewable jet and other fuels, our Retrofit process and the next generation of chemicals and biofuels that will be based on our isobutanol technology. Our Gevo segment also develops, maintains and protects our intellectual property portfolio, develops future markets for our isobutanol and provides corporate oversight services. Gevo Development/Agri-Energy . Our Gevo Development/Agri-Energy segment is currently responsible for the operation of our Luverne Facility and the production of ethanol, isobutanol and related products. The Company’s chief operating decision maker is provided with and reviews the financial results of each of the Company’s consolidated legal entities, Gevo, Inc., Gevo Development, LLC, and Agri-Energy, LLC. The Company organizes its business segments based on the nature of the products and services offered through each of its consolidated legal entities. All revenue is earned, and all assets are held, in the U.S. Year Ended December 31, 2017 2016 2015 Revenues from external customers: Gevo $ 1,097 $ 2,425 $ 2,911 Gevo Development / Agri-Energy 26,439 24,788 27,226 Consolidated $ 27,536 $ 27,213 $ 30,137 Loss from operations: Gevo $ (10,603 ) $ (11,045 ) $ (19,723 ) Gevo Development / Agri-Energy (12,679 ) (12,940 ) (12,204 ) Consolidated $ (23,282 ) $ (23,985 ) $ (31,927 ) Interest expense: Gevo $ 2,951 $ 7,789 $ 8,147 Gevo Development / Agri-Energy - 48 96 Consolidated $ 2,951 $ 7,837 $ 8,243 Depreciation and amortization expense: Gevo $ 473 $ 738 $ 856 Gevo Development / Agri-Energy 6,168 6,009 5,717 Consolidated $ 6,641 $ 6,747 $ 6,573 Acquisitions of plant, property and equipment: Gevo $ 120 $ 350 $ 7 Gevo Development / Agri-Energy 1,786 5,588 1,457 Consolidated $ 1,906 $ 5,938 $ 1,464 December 31, 2017 2016 Total assets: Gevo $ 87,507 $ 110,072 Gevo Development / Agri-Energy 149,758 156,749 Intercompany eliminations (1) (148,412 ) (154,497 ) Consolidated (2) $ 88,853 $ 112,324 (1) Includes intercompany sales of $0.4 and $0.2 million, respectively for hydrocarbon sales. (2) All other significant non-cash items relate to the activities of Gevo |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 18. Subsequent Events At-The-Market Offering Agreement On February 13, 2018, the Company entered into an At-The-Market Offering Agreement (the “Sales Agreement”) with H.C. Wainwright & Co., LLC (the “Agent”), which provides for the issuance and sale from time to time by the Company of up to $5,000,000 of shares of common stock, par value $0.01 per share (the “Shares”). The Shares have been registered under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to our Registration Statement on Form S-3 (File No. 333-211370). Sales of the Shares, if any, may be made by any method permitted by law deemed to be an “at-the-market offering” as defined in Rule 415(a)(4) of the Securities Act, including sales made directly on or through the Nasdaq Capital Market or any other existing trading market for the Shares, in negotiated transactions at market prices prevailing at the time of sale or at prices related to such prevailing market prices and/or any other method permitted by law. The Company intends to use the net proceeds from this offering to fund working capital and for other general corporate purposes, which may include the repayment of outstanding indebtedness. Eco-Energy Ethanol and Isobutanol Purchase and Marketing Agreement During the first quarter of 2018, Agri-Energy, entered into an Ethanol and Isobutanol Purchase and Marketing Agreement (the “Agreement”) with Eco-Energy, LLC (“Eco-Energy”), which provides for the sale and marketing of ethanol produced at the Luverne Facility. Pursuant to the Agreement, Eco-Energy will purchase ethanol for its own use or account, or purchase ethanol to sell and market to third parties, at market prices at the time of a purchase order for the sale of the ethanol. Agri-Energy will also pay Eco-Energy a marketing fee for any product sold to third parties under the terms of the Agreement. Agri-Energy may also sell isobutanol to Eco-Energy under the terms of the Agreement, however, Agri-Energy is under no obligation to sell any isobutanol to Eco-Energy. Exchange of 2022 Notes See Note 8 “ Debt” |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Nature of Business | Nature of Business . Gevo, Inc. (“Gevo” or the “Company,” which, unless otherwise indicated, refers to Gevo, Inc. and its subsidiaries) is a renewable chemicals and next generation biofuels company focused on the development and commercialization of alternatives to petroleum-based products using isobutanol produced from renewable feedstocks. Gevo was incorporated in Delaware on June 9, 2005. Gevo formed Gevo Development, LLC (“Gevo Development”) in September 2009 to finance and develop biorefineries through joint venture, licensing arrangements, tolling arrangements or direct acquisition (see Note 8 Gevo Development). Gevo Development became a wholly-owned subsidiary of Gevo in September 2010. Gevo Development purchased Agri-Energy, LLC (“Agri-Energy”) in September 2010. The Company developed proprietary technology that uses a combination of synthetic biology, metabolic engineering, chemistry and chemical engineering to make isobutanol and hydrocarbon products from isobutanol that can displace petrochemical incumbent products. The Company has been able to genetically engineer yeast, whereby the yeast produces isobutanol from carbohydrates. Through May 2012, Agri-Energy was engaged in the business of producing and selling ethanol and related products produced at its production facility located in Luverne, Minnesota (the “Luverne Facility”). The Company commenced the retrofit of the Luverne Facility in 2011 and commenced initial startup operations for the commercial production of isobutanol at this facility in May 2012. In September 2012, the Company made the strategic decision to pause isobutanol production at the Luverne Facility to focus on optimizing specific parts of the process to further enhance isobutanol production rates. In 2013, the Company modified the Luverne Facility in order to (i) significantly reduce previously identified infections, (ii) demonstrate that its biocatalyst performs in the one million liter fermenters at the Luverne Facility, and (iii) confirm GIFT ™ In 2014, the Company further reconfigured the Luverne Facility to enable the co-production of both isobutanol and ethanol, leveraging the flexibility of its GIFT™ technology, with one fermenter utilized for isobutanol production and three fermenters utilized for ethanol production. In line with the Company’s strategy to maximize asset utilization and site cash flows, the Company believes that this configuration of the Luverne Facility should allow it to continue to optimize its isobutanol technology at a commercial scale, while taking advantage of potentially superior ethanol contribution margins. As a result, during certain periods the Company may only produce ethanol at the Luverne Facility. In addition, the condition of two of the Luverne Facility’s oldest fermentation vessels may limit the Company’s ability to co-produce isobutanol and ethanol. Therefore, the Company expects to focus on the production of ethanol and produce limited volumes of isobutanol until one or both of these fermentation vessels have been repaired or replaced. The Company’s technology converts its renewable isobutanol to alcohol-to-jet (“ATJ”), isooctane, isooctene, and para-xylene (building block for polyester) at its hydrocarbons demonstration plant located at South Hampton Resources located in Silsbee, TX. In addition the Company’s Luverne Facility has production capacity of about 20 MGPY of ethanol, 45-50 kilotons (“KT”) of animal feed, and 3 million pounds of corn oil. As of December 31, 2017, the Company continues to engage in research and development, business development, business and financial planning, optimizing operations for isobutanol, hydrocarbon and ethanol production and raise capital to fund future expansion of its Luverne Facility for increased isobutanol and hydrocarbon production. Ultimately, the Company believes that the attainment of profitable operations is dependent upon future events, including (i) completing its development activities resulting in commercial production and sales of isobutanol or isobutanol-derived products and/or technology, (ii) obtaining adequate financing to complete its development activities, (iii) obtaining adequate financing to build out further isobutanol and hydrocarbon production capacity, (iv) gaining market acceptance and demand for its products and services, and (v) attracting and retaining qualified personnel. |
Financial Condition | Financial Condition . For the twelve months ended December 31, 2017 and 2016, the Company incurred a consolidated net loss of $ 24.6 million and $37.2 million, respectively, and had an accumulated deficit of $401.4 million at December 31, 2017. The Company’s cash and cash equivalents at December 31, 2017 totaled $11.6 million and are expected to be used for the following purposes: (i) operating activities of the Luverne Facility; (ii) operating activities at the Company’s corporate headquarters in Colorado, including research and development work; (iii) capital improvements primarily associated with the Luverne Facility; (iv) costs associated with optimizing isobutanol production technology; (v) exploration of strategic alternatives and new financings; and (vi) debt service and repayment obligations. The Company expects to incur future net losses as it continues to fund the development and commercialization of its product candidates. To date, the Company has financed its operations primarily with proceeds from multiple sales of equity and debt securities, borrowings under debt facilities and product sales. The Company’s transition to profitability is dependent upon, among other things, the successful development and commercialization of its product candidates and the achievement of a level of revenues adequate to support the Company’s cost structure. The Company may never achieve profitability or positive cash flows, and unless and until it does, the Company will continue to need to raise additional cash. Management intends to fund future operations through additional private and/or public offerings of debt or equity securities. In addition, the Company may seek additional capital through arrangements with strategic partners or from other sources, it may seek to restructure its debt and it will continue to address its cost structure. Notwithstanding, there can be no assurance that the Company will be able to raise additional funds, or achieve or sustain profitability or positive cash flows from operations. Existing working capital was not sufficient to meet the cash requirements to fund planned operations through the period that is one year after the date the Company’s audited 2017 year-end financial statements were issued. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company’s inability to continue as a going concern may potentially affect the Company’s rights and obligations under its senior secured debt and issued and outstanding convertible notes. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern and do not include adjustments that might result from the outcome of this uncertainty. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of liabilities in the normal course of business. |
Reverse Stock Split | Reverse Stock Split. On December 21, 2016, the Board of Directors approved an amendment to its Amended and Restated Certificate of Incorporation to effect a one-for-twenty reverse stock split of the Company’s common stock, par value $0.01 per share. The reverse stock split became effective January 5, 2017. Unless otherwise indicated, all share amounts, per share data, share prices, exercise prices and conversion rates set forth in these notes and the accompanying consolidated financial statements have, where applicable, been adjusted retroactively to reflect this reverse stock split. |
NASDAQ Market Price Compliance | NASDAQ Market Price Compliance. On June 21, 2017, the Company received a deficiency letter from the Listing Qualifications Department of the Nasdaq Stock Market, notifying us that, for the prior 30 consecutive business days, the closing bid price of our common stock was not maintained at the minimum required closing bid price of at least $1.00 per share as required for continued listing on the Nasdaq Capital Market. In accordance with Nasdaq Listing Rules, the Company had an initial compliance period of 180 calendar days, to regain compliance with this requirement. On December 20, 2017, the Nasdaq Stock Market granted us an additional 180 calendar days, or until June 18, 2018, to regain compliance. To regain compliance, the closing bid price of our common stock must be $1.00 per share or more for a minimum of 10 consecutive business days at any time before June 18, 2018. The Nasdaq determination to grant the second compliance period was based on our meeting of the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on the Nasdaq Capital Market, with the exception of the bid price requirement, and our written notice of our intention to cure the deficiency during the second compliance period by effecting a reverse stock split, if necessary. |
Principles of Consolidation | Principles of Consolidation . The consolidated financial statements of Gevo include the accounts of its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Basis of Presentation | Basis of Presentation. The consolidated financial statements of the Company (which include the accounts of its wholly-owned subsidiaries Gevo Development and Agri-Energy, LLC) have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”) and accounting principles generally accepted in the U.S. for complete financial statements. These statements reflect all normal and recurring adjustments which, in the opinion of management, are necessary to present fairly the financial position, results of operations and cash flows of the Company at December 31, 2017 . |
Use of Estimates | Use of Estimates . The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. |
Concentrations of Credit Risk | Concentrations of Credit Risk . The Company’s financial instruments that are exposed to concentrations of credit risk consist of cash and cash equivalents in excess of the federally insured limits. The Company’s cash and cash equivalents are deposited with high credit-quality financial institutions and are primarily in demand deposit accounts. |
Cash and Cash Equivalents | Cash and Cash Equivalents . The Company maintains its cash and cash equivalents in highly liquid interest bearing money market accounts or non-interest bearing demand accounts. The Company considers all highly liquid investments purchased with a maturity of three months or less at the date of acquisition to be cash equivalents. |
Accounts Receivable | Accounts Receivable . The Company records receivables for products shipped and services provided but for which payment has not yet been received. As of December 31, 2017 and 2016, no allowance for doubtful accounts has been recorded, based upon the expected full collection of the accounts receivable. As of December 31, 2017 and 2016, one customer, C&N Ethanol Marketing, LLC comprised 78% and 53%, respectively, of our outstanding trade accounts receivable. |
Inventories | Inventories . Inventory is recorded at net realizable value per ASU 2015-11 and cost of goods sold is determined by average cost method. Ethanol and isobutanol inventory cost consists of the applicable share of raw material, direct labor and manufacturing overhead costs. Spare Parts inventory consists of the parts required to maintain and operate the Company’s Luverne Facility and is recorded at cost. |
Derivative Instruments | Derivative Instruments . The Company evaluates its contracts for potential derivatives which Gevo, Inc. uses to raise capital. See Note 6 for a description of the Company’s accounting for embedded derivatives and Note 7 for a description of the Company’s derivative warrant liability. At issuance date, derivative warrant liabilities are initially recognized as a liability with a corresponding reduction in stockholders’ equity. Changes in the estimated fair value of the derivative warrant liability between issuance date and exercise/expiration date represents an unrealized (gain)/loss and is recognized and recorded in the . The fair value of the derivative warrant liability is ultimately either re-classed into equity upon either exercise or, if expired, a realized (gain)/loss is recognized and recorded in the As of December 31, 2017 and 2016, the Company did not have any forward purchase contracts or exchange-traded futures contracts. |
Property, Plant and Equipment | Property, Plant and Equipment . Property, plant and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the assets’ estimated useful lives. Leasehold improvements are amortized over the term of the lease agreement or the service lives of the improvements, whichever is shorter. Assets under construction are depreciated when they are placed into service. Maintenance and repairs are charged to expense as incurred and expenditures for major improvements are capitalized. |
Impairment of Property, Plant and Equipment | Impairment of Property, Plant and Equipment . The Company’s property, plant and equipment consist primarily of assets associated with the acquisition and retrofit of the Luverne Facility. The Company assesses impairment of property, plant and equipment for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate, or legal or regulatory factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; or expectations that the asset will more likely than not be sold or disposed of significantly before the end of its estimated useful life. The carrying amount of a long-lived asset is considered to be impaired if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the assets. The Company evaluated its Luverne Facility for impairment as of December 31, 2017 and 2016. These evaluations included comparing the carrying amount of the acquisition and retrofit of the Luverne Facility to the estimated undiscounted future cash flows at the Luverne Facility as this represents the lowest level of identifiable cash flows. Significant assumptions included in the estimated undiscounted future cash flows include, among others, estimates of the: • sales price of isobutanol, hydrocarbons, ethanol and by-products such as dried distiller’s grains; • purchase price of corn; • production levels of isobutanol; • capital and operating costs to produce isobutanol; and • estimated useful life of the primary asset. Factors which can impact these assumptions include, but are not limited to; • effectiveness of the Company’s technology to produce isobutanol at targeted margins; • demand for isobutanol and oil prices; and • harvest levels of corn. Based upon the Company’s evaluation at December 31, 2017 and 2016, the Company concluded that the estimated undiscounted future cash flows from the Luverne Facility exceeded the carrying value and, as such, these assets were not impaired. Although the Company’s cash flow forecasts are based on assumptions that are consistent with its planned use of the assets, these estimates required significant exercise of judgment and are subject to change in future reporting periods as facts and circumstances change. Additionally, the Company may make changes to its business plan that could result in changes to the expected cash flows. As a result, it is possible that a long-lived asset may be impaired in future reporting periods. |
Debt Issue Costs | Debt Issue Costs . Debt issue costs are costs incurred in connection with the Company’s debt financings have been capitalized and are being amortized over the stated maturity period or estimated life of the related debt, using the effective interest method. |
Revenue Recognition | Revenue Recognition . The Company records revenue from the sale of hydrocarbon products, ethanol and related products, including the sale of corn inventory. The Company recognizes revenue when all of the following criteria are satisfied: persuasive evidence of an arrangement exists; risk of loss and title transfer to the customer; the price is fixed or determinable; and collectability is reasonably assured. Ethanol and related products as well as hydrocarbon products are generally shipped free on board shipping point. Collectability of revenue is reasonably assured based on historical evidence of collectability between the Company and its customers. In accordance with the Company’s agreements for the marketing and sale of ethanol and related products, commissions due to marketers were deducted from the gross sales price at the time payment was remitted. Ethanol and related products sales were recorded net of commissions and shipping and handling costs. Revenue related to government research grants and cooperative agreements is recognized in the period during which the related costs are incurred, provided that the conditions under the awards have been met and only perfunctory obligations are outstanding. Revenues related to the lease agreements are recognized on a straight-line basis over the term of the contract. In 2017, 2016 and 2015, C&N Ethanol Marketing, LLC accounted for approximately 76%, 71% and 71% of our consolidated revenue, respectively. In the same years, Land O’Lakes Purina Feed LLC accounted for approximately 17%, 17% and 19% of our consolidated revenue, respectively. Both are customers of our Gevo Development/Agri-Energy segment (see Note 17). Given the production capacity compared to the overall size of the North American market and the demand for our products, the Company does not believe that a decline in a specific customer's purchases would have a material adverse long-term effect upon our financial results. |
Cost of Goods Sold | Cost of Goods Sold . Cost of goods sold includes costs incurred in conjunction with the operations for the production of isobutanol at the Luverne Facility and costs directly associated with the ethanol and related products production process such as costs for direct materials, direct labor and certain plant overhead costs. Costs associated with the operations for the production of isobutanol includes costs for direct materials, direct labor, plant utilities, including natural gas, and plant depreciation. Direct materials consist of dextrose for initial production of isobutanol, corn feedstock, denaturant and process chemicals. Direct labor includes compensation of personnel directly involved in production operations at the Luverne Facility. Costs of direct materials for the production of ethanol and related products consist of corn feedstock, denaturant and process chemicals. Direct labor includes compensation of personnel directly involved in the operation of the Luverne Facility. Plant overhead costs primarily consist of plant utilities and plant depreciation. Cost of goods sold is mainly affected by the cost of corn and natural gas. Corn is the most significant raw material cost. The Company purchases natural gas to power steam generation in the production process and to dry the distiller’s grains, a by-product of ethanol and related products production. |
Patents | Patents . All costs related to filing and pursuing patent applications are expensed as incurred as recoverability of such expenditures is uncertain. Patent-related legal expenses incurred are recorded as selling, general and administrative expense, and during the years ended December 31, 2017, 2016 and 2015 were $ 0.3 million, $0.2 million, and $0.9 million, respectively. |
Research and Development | Research and Development . Research and development costs are expensed as incurred and are recorded as research and development expense in the . The Company’s research and development costs consist of expenses incurred to identify, develop, and test its technologies for the production of isobutanol and the development of downstream applications thereof. Research and development expense includes personnel costs, consultants and related contract research, facility costs, supplies, depreciation on property, plant and equipment used in development, license fees and milestone payments paid to third parties for use of their intellectual property and patent rights, and other direct and allocated expenses incurred to support the Company’s overall research and development programs. |
Income Taxes | Income Taxes . Deferred tax assets and liabilities are recognized based on the difference between the carrying amounts of assets and liabilities in the financial statements and their respective tax bases. Deferred tax assets and liabilities are measured using currently enacted tax rates in effect in the years in which those temporary differences are expected to reverse. Deferred tax assets should be reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. At December 31, 2017 and 2016, based upon current facts and circumstances, the Company had recorded a valuation allowance against its deferred tax assets of $ 107.4 million and $139.3 million, respectively. |
Stock-Based Compensation | Stock-Based Compensation . The Company’s stock-based compensation expense includes expenses associated with share-based awards granted to employees and board members, and expenses associated with awards under its employee stock purchase plan (“ESPP”). Stock-based compensation expense for all share-based payment awards granted is based on the grant date fair value. The grant date fair value for stock option awards is estimated using the Black-Scholes option pricing model and the grant date fair value for restricted stock awards is based upon the closing price of the Company’s common stock on the date of grant. The Company recognizes compensation costs for share-based payment awards granted to employees net of estimated forfeitures and recognizes stock-based compensation expense for only those awards expected to vest on a straight-line basis over the requisite service period of the award, which is currently the vesting term of up to four years. For performance based restricted stock awards, the Company recognizes expense over the requisite service period. |
Net Loss Per Share | Net Loss Per Share . Basic net loss per share is computed by dividing the net loss attributable to Gevo, Inc. common stockholders for the period by the weighted-average number of common shares outstanding during the period. Diluted earnings per share (“EPS”) includes the dilutive effect of common stock equivalents and is computed using the weighted-average number of common stock and common stock equivalents outstanding during the reporting period. Diluted EPS for the years ending December 31, 2017, 2016, and 2015 excluded common stock equivalents because the effect of their inclusion would be anti-dilutive, or would decrease the reported loss per share. The following table sets forth securities that could potentially dilute the calculation of diluted earnings per share. This table excludes any shares that could potentially be issued in settlement of make-whole payments associated with the 2020 and the 2022 Notes. Year Ended December 31, 2017 2016 2015 Warrants to purchase common stock 7,193,766 1,103,766 1,024,635 Convertible 2017 Notes - 75,119 75,191 Convertible 2020 Notes 28,759,675 - - Convertible 2022 Notes - 5,608 13,117 Outstanding options to purchase common stock 46,431 16,915 24,089 Unvested restricted common stock 3,093 8,823 16,413 Total 36,002,965 1,210,231 1,153,445 The following table sets forth additional securities transactions that had they occurred in 2017 would have further diluted the calculation for earnings/ (loss) per share: Date Shares Exchange of 2022 Notes January 2018 780,303 Total 780,303 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Revenue from Contracts with Customers (“ASU 2014-09”) . In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers . The objective of ASU 2014-09 is to outline a new, single comprehensive model to use in accounting for revenue arising from contracts with customers. The new revenue recognition model provides a five-step analysis for determining when and how revenue is recognized, depicting the transfer of promised goods or services to customers in an amount that reflects the consideration that is expected to be received in exchange for those goods or services. ASU 2014-09 is effective for fiscal years and interim periods within those years beginning after December 15, 2016. Early adoption is permitted. On July 9, 2015, the FASB Board voted to delay the implementation of ASU 2014-09 by one year to December 15, 2017. In April 2016, the FASB issued Accounting Standards Update No. 2016-10 Revenue from Contracts with Customers, Identifying Performance Obligations and Licensing (“ASU 2016-10”) which provides additional clarification regarding Identifying Performance Obligations and Licensing . The new standard is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. As a result of the Company’s conclusions below, there is no requirement to select a transition method, as a result of the Company determining that there is no impact upon revenue recognition, historical or otherwise, as a result of adopting ASU 2014-09. The Company’s current and historical revenues have consisted of the following: (a) ethanol sales and related products revenue, net; (b) Hydrocarbon revenue; and (c) grant and other revenue, which primarily has historically consisted of revenues from governmental and cooperative research grants. The following provides the Company’s initial assessment on how this standard will impact the aforementioned sources of revenue. Given the complexity of this new standard the information below is subject to change and a different conclusion may be reached in 2018, even if remote. Ethanol sales and related products revenues. Ethanol sales and related products revenues are sold to customers on a “free-on-board, shipping point” basis. Each transaction occurs independent of any other sale, and once sold, there are no future obligations on the part of the Company to provide post-sale support or promises to deliver future goods or services. The Company has and continues to sell close to 100 percent of its ethanol production to a single customer, representing 76%, 71% and 71% of total revenues for the twelve-months ended December 31, 2017, 2016 and 2015, respectively. The Company completed its review of this customer and consistent with prior assessments, does not expect there to be any impact on how the Company has and will continue to account for sales of ethanol to this customer. The Company further evaluated related products, including distiller’s grains and corn oil, and after its review, does not expect there to be any significant impact to how the Company has or will account for or disclose these revenues streams. Hydrocarbon revenue. Hydrocarbon revenues include sales of alcohol-to-jet fuel, isooctene and isooctane and is sold mostly on a “free-on-board, shipping point” basis. Each transaction occurs independent of any other sale, and once sold, there are no future obligations on the part of the Company to provide post-sale support or promises to deliver future goods or services. The Company has determined that there will be no material impact as to how the Company has historically recognized or will recognize revenues prior to the upcoming adoption of ASU 2014-09. Grant and other revenues. Grant and other revenues primarily have historically consisted of governmental and cooperative research grants, of which the (“NARA”) grant, funded by the United States Department of Agriculture (“USDA”), comprised the majority of those revenues since 2014. After reviewing this arrangement, the Company has concluded that this grant consists of a non-reciprocal arrangement, and therefore, does not qualify as a contract pursuant to Topic 606 “ , which was established with the issuance of ASU 2014-09. However, Topic 606 does stipulate revenue recognition under these circumstances, and we determined that there will be no change to revenues recognition before and after adoption of ASU 2014-09. Leases (“ASU 2016-02”) . In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Topic 842 Leases . ASU-2016-02 requires leases to be reported on the financial statements. The objective is to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Future minimum lease obligations for leases accounted for as operating leases at December 31, 2017 totaled $2.9 million. The Company is currently in the process of evaluating the impact of adoption of ASU 2016-02 on its consolidated financial statements. Statement of Cash Flows, Classification of Certain Cash Receivable and Cash Payments (“ASU 2016-15”). In August 2016, the FASB issued Accounting Standards Update No. 2016-15, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments which clarifies cash flow statement classification of eight specific cash flow issues. The purpose of ASU 2016-15 is to provide clarification and consistency for classifying the eight specific cash flow issues because current GAAP either is unclear or does not include specific guidance. The amendments in the update are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently in the process of evaluating the impact of adoption of ASU 2016-15 on its consolidated statements of cash flows. Statement of Cash Flows – Restricted Cash (“ASU 2016-18”). In November 2016, the FASB issued Accounting Standards Update No. 2016-18, Statement of Cash Flows Restricted Cash which standardizes the classification and presentation of changes in restricted cash on the statement of cash flows. This amendment requires that that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. This amendment is effective for public business entities for fiscal years beginning after December 15, 2017, but early adoption is permitted. This standard must be applied retrospectively for all periods presented. Adoption of this standard will materially impact the presentation of the Company’s historical statement of cash flow due to the existence of approximately $2.6 million in restricted cash deposits relating to the 2017 Notes (see Note 5). However, this standard will not materially impact the Company prospectively as a result of the release of the restricted cash in April 2017 due to an amendment to the 2017 Notes (see Note 7). Derivatives and Hedging (Topic 815) I. Accounting for Certain Financial Instruments with Down Round Provisions (“ASU 2017-11”). In July 2017, the FASB issued Accounting Standards Update No. 2017-11, Derivatives and Hedging (Topic 815) Accounting for Certain Financial Instruments with Down Round Provisions which simplifies the accounting for certain equity-linked financial instruments and embedded features with down round features that reduce the exercise price when the pricing of a future round of financing is lower. Currently, the existence of such features require classification outside of equity and recognition of changes in the fair value of the instrument in earnings each reporting period. This standard eliminates the need to remeasure the instruments at fair value and allows classification within equity. This standard will not materially impact the Company’s accounting, as current liability classified financial instruments and embedded derivatives that require separation from the host instrument have features other than down-round provisions that require current accounting and classification. |
Adoption of New Accounting Pronouncements | Adoption of New Accounting Pronouncements . Simplifying the Measurement of Inventory (“ASU 2015-11”) . In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, which requires an entity to measure in scope inventory at the lower of cost and net realizable value. Subsequent measurement is unchanged for inventory measured using LIFO or the retail inventory method. The amendments should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The Company adopted this standard for the year-ending December 31, 2017. Adoption of this standard does not materially impact the measurement of the Company’s inventory. Derivatives and Hedging (Topic 815) Contingent Put and Call Options in Debt Instruments (“ASU 2016-06”). In March 2016, the FASB issued Accounting Standards Update No. 2016-06, Derivatives and Hedging (Topic 815) Contingent Put and Call Options in Debt Instruments . Topic 815 requires that embedded derivatives be separated from the host contract and accounted for separately as derivatives if certain criteria are met. There are two approaches for determining if the criteria are met. The objective of ASU 2016-06 is intended to resolve the diversity in practice resulting from those two approaches. The Company adopted this standard in the first quarter of 2017. The adoption of this new standard does not materially impact the Company’s consolidated financial statements. Compensation—Stock Compensation (‘ASU 2016-09”). In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Compensation—Stock Compensation . This standard was issued as part of its Simplification Initiative. The objective of the Simplification Initiative is to identify, evaluate, and improve areas of GAAP for which cost and complexity can be reduced while maintaining or improving the usefulness of the information provided to users of financial statements. The areas for simplification in ASU 2016-09 involve several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The amendments in ASU 2016-09 are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company adopted ASU 2016-09 effective as of January 1, 2017 on a prospective basis, and prior periods have not been adjusted. The adoption of this standard does not materially impact the Company’s accounting for stock compensation. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Securities that Potentially Dilute Calculation of Diluted Earnings Per Share | The following table sets forth securities that could potentially dilute the calculation of diluted earnings per share. This table excludes any shares that could potentially be issued in settlement of make-whole payments associated with the 2020 and the 2022 Notes. Year Ended December 31, 2017 2016 2015 Warrants to purchase common stock 7,193,766 1,103,766 1,024,635 Convertible 2017 Notes - 75,119 75,191 Convertible 2020 Notes 28,759,675 - - Convertible 2022 Notes - 5,608 13,117 Outstanding options to purchase common stock 46,431 16,915 24,089 Unvested restricted common stock 3,093 8,823 16,413 Total 36,002,965 1,210,231 1,153,445 |
Additional Securities Transactions Further Diluted Calculation for Earnings (Loss) Per Share | The following table sets forth additional securities transactions that had they occurred in 2017 would have further diluted the calculation for earnings/ (loss) per share: Date Shares Exchange of 2022 Notes January 2018 780,303 Total 780,303 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Components of Inventory Balances | The following table sets forth the components of the Company’s inventory balances (in thousands). December 31, 2017 2016 Raw materials Corn $ 189 $ 108 Enzymes and other inputs 202 309 Nutrients 5 10 Finished goods Ethanol 222 72 Isobutanol 1,122 755 Jet Fuels, Isooctane and Isooctene 524 519 Distiller's grains 59 - Work in process - Agri Energy 197 274 Work in process - Gevo 437 62 Spare parts 1,405 1,349 Total inventories $ 4,362 $ 3,458 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment by Classification | The following table sets forth the Company’s property, plant and equipment by classification (in thousands). December 31, 2017 2016 Construction in progress - $ 479 $ 293 Plant machinery and equipment (1) 10 years 16,284 15,397 Site improvements 10 years 7,051 7,050 Agri-Energy Retrofit asset (1) 20 years 70,842 70,791 Lab equipment, furniture and fixtures and vehicles 5 years 6,513 6,431 Demonstration plant 2 years 3,597 3,597 Buildings 10 years 2,543 2,543 Computer, office equipment and software 3 years 1,795 1,594 Leasehold improvements, pilot plant, land and support equipment 2 - 5 years 2,536 2,526 Total property, plant and equipment 111,640 110,222 Less accumulated depreciation and amortization (41,271 ) (34,630 ) Property, plant and equipment, net $ 70,369 $ 75,592 (1) In May 2016, certain assets of the Agri-Energy retrofit asset were reclassified from plant, machinery and equipment to the Agri-Energy retrofit asset. |
Accounts Payable and Accrued 29
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Payables And Accruals [Abstract] | |
Components of Accounts Payable and Accrued Liabilities in Consolidated Balance Sheets | The following table sets forth the components of the Company’s accounts payable and accrued liabilities in the consolidated balance sheets (in thousands). December 31, 2017 2016 Accounts payable - trade $ 666 $ 2,611 Accrued legal-related fees 274 626 Accrued employee compensation 700 1,385 Accrued interest 434 359 Accrued production fees 447 144 Accrued utilities payable 677 567 Accrued taxes payable 172 136 Short-term capital lease - 147 Customer deposit 436 - Other accrued liabilities * 205 218 Total accounts payable and accrued liabilities $ 4,011 $ 6,193 * Other accrued liabilities consist of franchise taxes, audit fees, and a variety of other expenses, none of which individually represent greater than five percent of total current liabilities. |
Embedded Derivatives (Tables)
Embedded Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Inputs to Lattice Model used to Value Embedded Derivatives and Term Loan and 2017 Notes for which Fair Value Option was Elected | The following table sets forth the inputs to the lattice model that were used to value the embedded derivatives. December 31, June 20, 2017 2017 (*) Stock price $ 0.59 $ 0.62 Conversion Rate 1,358.90 1,358.90 Conversion Price $ 0.74 $ 0.74 Maturity date March 15, 2020 March 15, 2020 Risk-free interest rate 1.89 % 1.45 % Estimated stock volatility 75 % 80 % Estimated credit spread 28 % 28 % * The June 20, 2017 inputs represent the initial valuation of the 2020 Notes Embedded Derivative instrument that arose due to the exchange of the 2017 Notes for the 2020 Notes. |
Derivative Warrant Liability (T
Derivative Warrant Liability (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Shares Issued Upon Exercise of Warrants | The following sets forth information pertaining to shares issued upon the exercise of such warrants for the year ended December 31, 2017: Issuance Date Expiration Date Exercise Price as of December 31, 2017 Shares Underlying Warrants on Issuance Date Shares Issued upon Warrant Exercises as of December 31, 2017 Shares Underlying Warrants Outstanding as of December 31, 2017 (4) 2013 Warrants 12/16/2013 12/16/2018 $ 8.99 71,013 15,239 55,774 2014 Warrants 08/05/2014 08/05/2019 $ 6.83 50,000 30,538 19,462 Series A Warrants 02/03/2015 02/03/2020 $ 0.68 110,833 99,416 11,417 Series B Warrants 02/03/2015 08/03/2015 - (1) 110,833 110,833 - Series C Warrants 05/19/2015 05/19/2020 $ 5.50 21,500 - 21,500 Series D Warrants 12/11/2015 12/11/2020 $ 2.00 502,500 501,570 930 Series E Warrants 12/11/2015 12/11/2020 - (1) 400,000 400,000 - Series F Warrants 04/01/2016 04/01/2021 $ 2.00 514,644 233,857 280,787 Series G Warrants 04/01/2016 04/01/2017 - (1) 328,571 328,571 - Series H Warrants 04/01/2016 10/01/2016 - (1) 1,029,286 1,029,286 - Series I Warrants 09/13/2016 09/13/2021 $ 11.00 712,503 - 712,503 Series J Warrants 09/13/2016 09/13/2017 - 185,000 185,000 - Series K Warrants 02/17/2017 2/17/2022 $ 0.60 6,250,000 160,000 6,090,000 Series L Warrants 02/17/2017 02/17/2018 - (1) 570,000 570,000 - Series M-A Warrants 02/17/2017 11/17/2017 - (1), (2) 2,305,000 1,485,000 - Series M-B Warrants 02/17/2017 11/17/2017 - (1), (3) 3,945,000 3,945,000 - 17,106,683 9,094,310 7,192,373 (1) Warrants have either been fully exercised and/or expired as of December 31, 2017. (2) In October 2017, 1,485,000 Series M warrants were repriced between $0.60 and $0.65 per warrant. Of those warrants that were repriced, all were exercised in the fourth quarter of 2017, providing proceeds of $1.0 million. (3) In September 2017, 3,945,000 Series M warrants were repriced to $0.60. Of those warrants that were repriced, all were exercised in the second half of 2017, providing proceeds of $2.4 million. (4) This table does not include 1,393 equity-classified warrants issued between 2008 through 2012, with strike prices between $17.70 and $24.45 per share. |
Schedule of Common Stock on Warrants Exercised | During the twelve months ended December 31, 2017, common stock was issued as a result of exercise of Warrants as described below: Twelve Months Ended December 31, 2017 Common Stock Issued Proceeds Series K Warrants 160,000 106,000 Series L Warrants 570,000 5,700 Series M-A Warrants 1,485,000 950,250 Series M-B Warrants 3,945,000 2,367,000 6,160,000 $ 3,428,950 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
2020 Notes | |
Debt Instrument [Line Items] | |
Information Pertaining to Convertible Notes | The following table sets forth information pertaining to the 2020 Notes which is included in the Company’s consolidated balance sheets (in thousands). Principal Amount of 2020 Notes Debt Discount Debt Issue Costs Total 2020 Notes 2020 Notes Embedded Derivative Total 2020 Notes and 2020 Notes Embedded Derivative Balance - December 31, 2016 $ - $ - $ - $ - $ - $ - Issuance of 2020 Notes and related discounts and issue costs $ 16,492 $ (3,009 ) $ (800 ) $ 12,683 $ 6,975 $ 19,658 Amortization of debt discount - 508 - 508 - 508 Amortization of debt issue costs - - 135 135 - 135 Paid-in-kind interest 165 - - 165 - 165 Change in fair value of 2020 Notes embedded derivative - - - - (1,751 ) (1,751 ) Balance - December 31,2017 $ 16,657 $ (2,501 ) $ (665 ) $ 13,491 $ 5,224 $ 18,715 |
2022 Notes | |
Debt Instrument [Line Items] | |
Information Pertaining to Convertible Notes | The following table sets forth information pertaining to the 2022 Notes which is included in the Company’s consolidated balance sheets (in thousands). Principal Amount of 2022 Notes Debt Discount Debt Issue Costs Total Balance - December 31, 2016 $ 9,575 $ (1,307 ) $ (47 ) $ 8,221 Amortization of debt discount - 149 - 149 Amortization of debt issue costs - - 6 6 Exchange of 2022 Notes (8,885 ) - - (8,885 ) One-time repurchase of debt (175 ) - - (175 ) Write-off of debt discount and debt issue costs associated with extinguishment of debt - 1,158 41 1,199 Balance - December 31, 2017 $ 515 $ - $ - $ 515 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Share Based Compensation [Abstract] | |
Stock-Based Compensation Expense | Stock-Based Compensation Expense . The following table sets forth the Company’s stock-based compensation expense (in thousands). Year Ended December 31, 2017 2016 2015 Stock options and ESPP awards Research and development $ 37 $ 62 $ 131 Selling, general and administrative 122 321 401 Restricted stock awards Research and development 12 116 576 Selling, general and administrative 17 143 1,467 Restricted stock units Research and development 70 28 10 Selling, general and administrative 163 216 62 Total stock-based compensation $ 421 $ 886 $ 2,647 |
Weighted-Average Assumptions Used to Estimate Fair Values for Stock Options Granted Using Black-Scholes Option Pricing Model | Determining Fair Value of Share-Based Payment Awards . The following table sets forth the Black-Scholes option pricing model assumptions and resulting grant date fair value for stock options granted. Year Ended December 31, 2017 2016 2015 Risk-free interest rate 2.01 % 1.49 % 1.62 % Expected dividend yield None None None Expected volatility factor 119.00 % 106.70 % 106.89 % Expected option life (in years) 5.77 5.77 5.77 Weighted average grant date fair value $ 0.86 $ 5.66 $ 35.40 |
Stock Option Award Activity | Stock Option Award Activity . Stock option activity under the Company’s option plans at December 31, 2017 and changes during the year ended December 31, 2017 were as follows. Weighted- Average Weighted- Remaining Average Contractual Number of Exercise Term Aggregate Options Price (years) Intrinsic Value Options outstanding at December 31, 2016 16,915 $ 289.73 $ - Granted 60,000 1.01 Canceled or forfeited (30,484 ) 1.01 Exercised - - Options outstanding at December 31, 2017 46,431 $ 106.19 8.25 $ - Options exercisable at December 31, 2017 29,013 $ 165.47 7.85 $ - Options vested and expected to vest at December 31, 2017 46,431 $ 106.19 8.25 $ - |
Summary of Information Associated with Outstanding and Exercisable Stock Options | The following table summarizes information associated with outstanding and exercisable stock options at December 31, 2017. Options Outstanding Options Exercisable Weighted- Weighted- Average Weighted- Average Range of Weighted- Remaining Average Remaining Exercise Number of Average Exercise Contractual Life Number of Exercise Contractual Life Prices Options Price in Years Options Price in Years $0.00 to $51.00 43,968 $ 14.03 8.65 26,550 $ 18.35 8.49 $105.00 to $147.00 80 $ 144.90 0.00 80 $ 144.90 0.00 $264.00 to $438.00 586 $ 368.79 0.33 586 $ 368.79 0.33 $462.00 to $1,845.00 801 $ 715.51 1.89 801 $ 715.51 1.89 $2,331.00 to $3,426.00 637 $ 2,938.98 0.29 637 $ 2,938.98 0.29 $3,801.00 to $5,742.00 360 $ 4,556.47 1.69 360 $ 4,556.47 1.69 46,431 $ 106.19 8.25 29,013 $ 165.47 7.85 |
Non-Vested Restricted Stock Awards and Changes | Non-vested restricted stock awards at December 31, 2017 and changes during the year ended December 31, 2017 were as follows. Weighted- Average Number of Grant-Date Shares Fair Value Non-vested at December 31, 2016 8,823 $ 47.51 Granted - - Vested (5,730 ) 49.50 Canceled or forfeited - - Non-vested at December 31, 2017 3,093 $ 43.80 |
Gevo Development (Tables)
Gevo Development (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Net Loss Incurred by Gevo Development | The following table sets forth (in thousands) the net loss incurred by Gevo Development (including Luverne after September 22, 2010, the closing date of the acquisition) which has been fully allocated to Gevo, Inc.’s capital contribution account based upon its capital contributions (for the period prior to September 2010) and 100% ownership (for the period after September 22, 2010). Year Ended December 31, 2017 2016 2015 Gevo Development Net Loss $ (12,653 ) $ (12,983 ) $ (12,294 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Tax Effects of Temporary Differences that Give Rise to Net Deferred Tax Assets | The following table sets forth the tax effects of temporary differences that give rise to significant portions of the Company’s net deferred tax assets (in thousands). December 31, 2017 2016 Deferred tax assets, net: Net operating loss carryforwards $ 100,631 $ 133,514 Research and other credits 3,482 3,482 Other temporary differences 3,266 2,319 Deferred tax assets - before valuation allowance 107,379 139,315 Valuation allowance (107,379 ) (139,315 ) Net deferred tax assets - after valuation allowance $ - $ - |
Reconciling Items from Income Tax Computed at Statutory Federal Rate | The following table sets forth reconciling items from income tax computed at the statutory federal rate. Year Ended December 31, 2017 2016 2015 Federal income tax at statutory rate 35.0 % 35.0 % 35.0 % State income taxes, net of federal benefits 7.5 % 2.9 % 5.4 % Research and other credits 0.0 % (5.8 %) (1.2 %) Impact of change in statutory tax rates (183.8 %) 0.0 % 0.0 % Permanent deductions 7.5 % (18.0 %) (4.0 %) Valuation allowance 133.8 % (14.1 %) (35.2 %) Effective tax rate 0.0 % (0.0 %) 0.0 % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Minimum Payments Under Non-cancelable Operating Leases | The table below shows the future minimum payments under non-cancelable operating leases and capital leases at December 31, 2017 (in thousands). Operating Leases 2018 $ 1,421 2019 907 2020 394 2021 200 2022 - Thereafter - Total $ 2,922 |
Fair Value Measurements and F37
Fair Value Measurements and Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Value and Fair Value by Fair Value Hierarchy of Financial Instruments | These tables present the carrying value and fair value, by fair value hierarchy, of our financial instruments, excluding cash and cash equivalents, accounts receivable and accounts payable; as carrying value approximately fair value due to their short-term nature; at December 31, 2017 Fair Value Measurements at December 31, 2017 (In thousands) Fair Value at December 31, 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recurring: Derivative Warrant Liability $ 1,951 $ - $ - $ 1,951 2020 Notes Embedded Derivative Liability 5,224 - - 5,224 Total Recurring Fair Value Measurements $ 7,175 $ - $ - $ 7,175 Nonrecurring Corn and finished goods inventory $ 1,916 $ 189 $ 1,727 $ - $ 1,916 $ 189 $ 1,727 $ - Fair Value Measurements at December 31, 2016 (In thousands) Fair Value at December 31, 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Recurring: Derivative Warrant Liability $ 2,698 $ - $ 1,884 $ 814 2017 Notes 25,769 - - 25,769 Total Recurring Fair Value Measurements $ 28,467 $ - $ 1,884 $ 26,583 Nonrecurring Corn and finished goods inventory $ 1,327 $ 108 $ 1,219 $ - $ 1,327 $ 108 $ 1,219 $ - |
Schedule of Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | Fair Value Measurements Using Significant Unobservable Inputs (Level 3) (in thousands) Derivative Warrant Liability 2017 Notes 2020 Embedded Derivative Liability Opening Balance $ 814 $ 25,769 $ - Transfers into Level 3 1,884 - - Transfers out of Level 3 - - - Total (gains) or losses for the period Included in earnings (5,101 ) 339 (1,751 ) Included in other comprehensive income - - - Purchases, issues, sales and settlements Purchases - - - Issues 5,671 - 6,975 Sales - - - Settlements (1,317 ) (26,108 ) - Closing balance $ 1,951 $ - $ 5,224 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | Year Ended December 31, 2017 2016 2015 Revenues from external customers: Gevo $ 1,097 $ 2,425 $ 2,911 Gevo Development / Agri-Energy 26,439 24,788 27,226 Consolidated $ 27,536 $ 27,213 $ 30,137 Loss from operations: Gevo $ (10,603 ) $ (11,045 ) $ (19,723 ) Gevo Development / Agri-Energy (12,679 ) (12,940 ) (12,204 ) Consolidated $ (23,282 ) $ (23,985 ) $ (31,927 ) Interest expense: Gevo $ 2,951 $ 7,789 $ 8,147 Gevo Development / Agri-Energy - 48 96 Consolidated $ 2,951 $ 7,837 $ 8,243 Depreciation and amortization expense: Gevo $ 473 $ 738 $ 856 Gevo Development / Agri-Energy 6,168 6,009 5,717 Consolidated $ 6,641 $ 6,747 $ 6,573 Acquisitions of plant, property and equipment: Gevo $ 120 $ 350 $ 7 Gevo Development / Agri-Energy 1,786 5,588 1,457 Consolidated $ 1,906 $ 5,938 $ 1,464 December 31, 2017 2016 Total assets: Gevo $ 87,507 $ 110,072 Gevo Development / Agri-Energy 149,758 156,749 Intercompany eliminations (1) (148,412 ) (154,497 ) Consolidated (2) $ 88,853 $ 112,324 (1) Includes intercompany sales of $0.4 and $0.2 million, respectively for hydrocarbon sales. (2) All other significant non-cash items relate to the activities of Gevo |
Nature of Business and Financ39
Nature of Business and Financial Condition - Additional Information (Detail) $ / shares in Units, $ in Thousands | Dec. 21, 2016$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Accounting Policies [Abstract] | |||||
Net loss | $ (24,630) | $ (37,228) | $ (36,194) | ||
Accumulated deficit | (401,350) | (376,720) | |||
Cash and cash equivalents | $ 11,553 | $ 27,888 | $ 17,031 | $ 6,359 | |
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||
Reverse split of common stock | one-for-twenty | ||||
Reverse stock split ratio | 0.05 |
Summary Significant Accounting
Summary Significant Accounting Policies - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017USD ($)Customer | Dec. 31, 2016USD ($)Customer | Dec. 31, 2015USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||
Allowance for doubtful accounts | $ 0 | $ 0 | |
Selling, general and administrative expense | 7,471 | 8,965 | $ 16,692 |
Deferred tax assets, Valuation Allowance | 107,379 | $ 139,315 | |
Future minimum operating lease obligations | 2,922 | ||
2017 Notes | Early Adoption Effect of ASU 2016-18 | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Increase (decrease) in restricted cash | $ 2,600 | ||
Ethanol | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Number of customers | Customer | 1 | ||
Percentage of product revenue sold to single customer | 100.00% | ||
Percentage of product revenue out of total revenues | 76.00% | 71.00% | 71.00% |
Patents | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Selling, general and administrative expense | $ 300 | $ 200 | $ 900 |
Customer Concentration Risk | Accounts Receivable | C&N Ethanol Marketing, LLC | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 78.00% | 53.00% | |
Number of customer | Customer | 1 | 1 | |
Customer Concentration Risk | Consolidated Revenue | C&N Ethanol Marketing, LLC | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 76.00% | 71.00% | 71.00% |
Customer Concentration Risk | Consolidated Revenue | Land O' Lakes Purina Feed LLC | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 17.00% | 17.00% | 19.00% |
Securities that Potentially Dil
Securities that Potentially Dilute Calculation of Diluted Earnings Per Share (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 36,002,965 | 1,210,231 | 1,153,445 |
Warrants to purchase common stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 7,193,766 | 1,103,766 | 1,024,635 |
Convertible 2017 Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 75,119 | 75,191 | |
Convertible 2020 Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 28,759,675 | ||
2022 Notes | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 5,608 | 13,117 | |
Outstanding options to purchase common stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 46,431 | 16,915 | 24,089 |
Unvested restricted common stock | |||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share | 3,093 | 8,823 | 16,413 |
Additional Securities Transacti
Additional Securities Transactions would have Further Diluted Calculation for Earnings (Loss) Per Share (Detail) - shares | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Securities that could potentially dilute the calculation of diluted earnings per share | 36,002,965 | 1,210,231 | 1,153,445 | |
Subsequent Event | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Securities that could potentially dilute the calculation of diluted earnings per share | 780,303 | |||
Exchange of 2022 Notes | Subsequent Event | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Securities that could potentially dilute the calculation of diluted earnings per share | 780,303 |
Components of Inventory Balance
Components of Inventory Balances (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory [Line Items] | ||
Spare parts | $ 1,405 | $ 1,349 |
Total inventories | 4,362 | 3,458 |
Corn | ||
Inventory [Line Items] | ||
Raw materials | 189 | 108 |
Enzymes And Other Inputs | ||
Inventory [Line Items] | ||
Raw materials | 202 | 309 |
Nutrients | ||
Inventory [Line Items] | ||
Raw materials | 5 | 10 |
Ethanol | ||
Inventory [Line Items] | ||
Finished goods | 222 | 72 |
Isobutanol | ||
Inventory [Line Items] | ||
Finished goods | 1,122 | 755 |
Jet Fuels Isooctane And Isooctene | ||
Inventory [Line Items] | ||
Finished goods | 524 | 519 |
Distiller's grains | ||
Inventory [Line Items] | ||
Finished goods | 59 | |
Agri-Energy | ||
Inventory [Line Items] | ||
Work in process | 197 | 274 |
Gevo | ||
Inventory [Line Items] | ||
Work in process | $ 437 | $ 62 |
Property, Plant and Equipment b
Property, Plant and Equipment by Classification (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 111,640 | $ 110,222 |
Less accumulated depreciation and amortization | (41,271) | (34,630) |
Property, plant and equipment, net | 70,369 | 75,592 |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 479 | 293 |
Plant machinery and equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 10 years | |
Total property, plant and equipment | $ 16,284 | 15,397 |
Site improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 10 years | |
Total property, plant and equipment | $ 7,051 | 7,050 |
Agri-Energy Retrofit asset | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 20 years | |
Total property, plant and equipment | $ 70,842 | 70,791 |
Lab equipment, furniture and fixtures and vehicles | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 5 years | |
Total property, plant and equipment | $ 6,513 | 6,431 |
Demonstration plant | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 2 years | |
Total property, plant and equipment | $ 3,597 | 3,597 |
Buildings | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 10 years | |
Total property, plant and equipment | $ 2,543 | 2,543 |
Computer, office equipment and software | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Total property, plant and equipment | $ 1,795 | 1,594 |
Leasehold improvements, pilot plant, land and support equipment | ||
Property Plant And Equipment [Line Items] | ||
Total property, plant and equipment | $ 2,536 | $ 2,526 |
Leasehold improvements, pilot plant, land and support equipment | Minimum | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 2 years | |
Leasehold improvements, pilot plant, land and support equipment | Maximum | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, useful life | 5 years |
Property, Plant and Equipment -
Property, Plant and Equipment - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property Plant And Equipment [Line Items] | |||
Amortization of capital lease asset | $ 100,000 | $ 100,000 | $ 100,000 |
Depreciation and amortization | 6,641,000 | 6,747,000 | 6,573,000 |
Depreciation expense in cost of goods sold | 6,200,000 | 6,000,000 | $ 5,700,000 |
Computer, office equipment and software | |||
Property Plant And Equipment [Line Items] | |||
Capital lease | $ 0 | $ 700,000 |
Components Accounts Payable and
Components Accounts Payable and Accrued Liabilities in Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Payables And Accruals [Abstract] | ||
Accounts payable - trade | $ 666 | $ 2,611 |
Accrued legal-related fees | 274 | 626 |
Accrued employee compensation | 700 | 1,385 |
Accrued interest | 434 | 359 |
Accrued production fees | 447 | 144 |
Accrued utilities payable | 677 | 567 |
Accrued taxes payable | 172 | 136 |
Short-term capital lease | 147 | |
Customer deposit | 436 | |
Other accrued liabilities | 205 | 218 |
Total accounts payable and accrued liabilities | $ 4,011 | $ 6,193 |
Embedded Derivatives - 2020 Not
Embedded Derivatives - 2020 Notes - Additional Information (Detail) | Jun. 30, 2017 |
Derivative [Line Items] | |
Convertion of stock price exceeding percentage | 150.00% |
Convertible Senior Secured Notes 2020 | |
Derivative [Line Items] | |
Convertible rate percentage | 12.00% |
Convertible Senior Secured Notes 2017 | |
Derivative [Line Items] | |
Convertible rate exchange percentage | 12.00% |
Embedded Derivatives - Addition
Embedded Derivatives - Additional Information (Detail) | 1 Months Ended | 12 Months Ended | ||
Jul. 31, 2012 | Dec. 31, 2017USD ($)DerivativeDay | Jun. 20, 2017USD ($) | Dec. 31, 2016USD ($) | |
Derivative [Line Items] | ||||
Estimated fair value of the embedded derivatives | $ 0 | $ 0 | ||
Gain from change in fair value of 2020 notes embedded derivative | $ 1,751,000 | |||
2020 Notes | ||||
Derivative [Line Items] | ||||
Number of embedded derivative | Derivative | 1 | |||
Excess to percentage of conversion price | 150.00% | |||
Number of consecutive business days | Day | 10 | |||
Estimated fair value of the embedded derivatives | $ 5,200,000 | $ 7,000,000 | ||
Gain from change in fair value of 2020 notes embedded derivative | $ 1,800,000 | |||
July 2022 Notes | ||||
Derivative [Line Items] | ||||
Percentage of convertible senior notes embedded derivatives | 7.50% | |||
7.5% convertible senior notes, maturity date | 2,022 | |||
2022 notes, conversion date | Jul. 1, 2017 |
Schedule of Inputs to Lattice M
Schedule of Inputs to Lattice Model used to Value Embedded Derivatives (Detail) - $ / shares | Jun. 20, 2017 | Dec. 31, 2017 |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | ||
Stock price | $ 0.62 | $ 0.59 |
Conversion Rate | 1,358.90 | 1,358.90 |
Conversion Price | $ 0.74 | $ 0.74 |
Maturity date | Mar. 15, 2020 | Mar. 15, 2020 |
Risk-free interest rate | 1.45% | 1.89% |
Estimated stock volatility | 80.00% | 75.00% |
Estimated credit spread | 28.00% | 28.00% |
Schedule of Inputs to Lattice50
Schedule of Inputs to Lattice Model used to Value Embedded Derivatives (Parenthetical) (Detail) | Dec. 31, 2017 |
2020 Notes | |
Derivative [Line Items] | |
Debt instrument, exchange date | Jun. 20, 2017 |
Derivative Warrant Liability -
Derivative Warrant Liability - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||||
Oct. 31, 2017 | Sep. 30, 2017 | Feb. 28, 2017 | Sep. 30, 2016 | Apr. 30, 2016 | Dec. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Aug. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Feb. 17, 2017 | |
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 17,106,683 | |||||||||||||||
Derivative warrant liability fair value | $ 1,951,000 | $ 1,951,000 | $ 1,951,000 | $ 2,698,000 | ||||||||||||
Proceeds from the exercise of warrants | $ 3,428,950 | $ 12,298,000 | $ 10,166,000 | |||||||||||||
Shares issued upon warrant exercises | 9,094,310 | 9,094,310 | 9,094,310 | |||||||||||||
Series A | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 110,833 | 110,833 | ||||||||||||||
Warrant , exercise price | $ 0.68 | $ 0.68 | $ 0.68 | |||||||||||||
Shares issued upon warrant exercises | 99,416 | 99,416 | 99,416 | |||||||||||||
Series B | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 110,833 | 110,833 | ||||||||||||||
Shares issued upon warrant exercises | 110,833 | 110,833 | 110,833 | |||||||||||||
Series C | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 21,500 | 21,500 | ||||||||||||||
Warrant , exercise price | $ 5.50 | $ 5.50 | $ 5.50 | |||||||||||||
Series D | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 502,500 | 502,500 | ||||||||||||||
Warrant , exercise price | $ 2 | $ 2 | $ 2 | |||||||||||||
Shares issued upon warrant exercises | 501,570 | 501,570 | 501,570 | |||||||||||||
Series E | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 400,000 | 400,000 | ||||||||||||||
Shares issued upon warrant exercises | 400,000 | 400,000 | 400,000 | |||||||||||||
Series F | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 514,644 | 514,644 | ||||||||||||||
Warrant , exercise price | $ 2 | $ 2 | $ 2 | |||||||||||||
Shares issued upon warrant exercises | 233,857 | 233,857 | 233,857 | |||||||||||||
Series H | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 1,029,286 | 1,029,286 | ||||||||||||||
Number of securities called by each warrant | 1 | |||||||||||||||
Shares issued upon warrant exercises | 1,029,286 | 1,029,286 | 1,029,286 | |||||||||||||
Series G | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 328,571 | 328,571 | ||||||||||||||
Number of securities called by each warrant | 1 | |||||||||||||||
Shares issued upon warrant exercises | 328,571 | 328,571 | 328,571 | |||||||||||||
Series I | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 712,503 | 712,503 | ||||||||||||||
Warrant , exercise price | $ 11 | $ 11 | $ 11 | |||||||||||||
Series J | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 185,000 | 185,000 | ||||||||||||||
Number of securities called by each warrant | 1 | |||||||||||||||
Shares issued upon warrant exercises | 185,000 | 185,000 | 185,000 | |||||||||||||
Series K | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 6,250,000 | 6,250,000 | ||||||||||||||
Common Stock Units Issued | 160,000 | |||||||||||||||
Proceeds from the exercise of warrants | $ 106,000 | |||||||||||||||
Warrant , exercise price | $ 0.60 | $ 0.60 | $ 0.60 | |||||||||||||
Shares issued upon warrant exercises | 160,000 | 160,000 | 160,000 | |||||||||||||
Series M | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 1,485,000 | 3,945,000 | 6,250,000 | |||||||||||||
Common Stock Units Issued | 5,430,000 | |||||||||||||||
Proceeds from the exercise of warrants | $ 1,000,000 | $ 2,400,000 | ||||||||||||||
Warrant , exercise price | $ 0.60 | |||||||||||||||
Series L | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 570,000 | 570,000 | ||||||||||||||
Common Stock Units Issued | 570,000 | |||||||||||||||
Proceeds from the exercise of warrants | $ 5,700 | |||||||||||||||
Shares issued upon warrant exercises | 570,000 | 570,000 | 570,000 | |||||||||||||
3,945,000 Exercisable Series M | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Shares warrants exercisable | 3,945,000 | |||||||||||||||
Warrant , exercise price | $ 0.60 | $ 2.35 | ||||||||||||||
Series M-B Warrants | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 3,945,000 | |||||||||||||||
Proceeds from the exercise of warrants | $ 2,367,000 | |||||||||||||||
Warrant , exercise price | $ 0.60 | $ 0.60 | $ 0.60 | |||||||||||||
Shares issued upon warrant exercises | 3,500,000 | 3,945,000 | 3,945,000 | 3,945,000 | ||||||||||||
Shares warrants exercised | 445,000 | 445,000 | 445,000 | |||||||||||||
1,185,000 Exercisable Series M | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Shares warrants exercisable | 1,185,000 | |||||||||||||||
Warrant , exercise price | $ 0.65 | 2.35 | ||||||||||||||
300,000 Exercisable Series M | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Shares warrants exercisable | 300,000 | |||||||||||||||
Warrant , exercise price | $ 0.60 | $ 2.35 | ||||||||||||||
2013 Warrants | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 71,013 | 71,013 | ||||||||||||||
Warrant , exercise price | $ 8.99 | $ 8.99 | $ 8.99 | |||||||||||||
Shares issued upon warrant exercises | 15,239 | 15,239 | 15,239 | |||||||||||||
2014 Warrants | ||||||||||||||||
Derivative [Line Items] | ||||||||||||||||
Additional purchase of common stock shares | 50,000 | 50,000 | ||||||||||||||
Warrant , exercise price | $ 6.83 | $ 6.83 | $ 6.83 | |||||||||||||
Shares issued upon warrant exercises | 30,538 | 30,538 | 30,538 |
Schedule of Shares Issued Upon
Schedule of Shares Issued Upon Exercise of Warrants (Detail) - $ / shares | 1 Months Ended | 12 Months Ended | ||||||||
Feb. 28, 2017 | Sep. 30, 2016 | Apr. 30, 2016 | Dec. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Aug. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2017 | Sep. 30, 2017 | |
Derivative [Line Items] | ||||||||||
Additional purchase of common stock shares | 17,106,683 | |||||||||
Shares Issued upon Warrant Exercises | 9,094,310 | |||||||||
Shares Underlying Warrants Outstanding | 7,192,373 | |||||||||
Series A | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Feb. 3, 2015 | |||||||||
Warrants, Expiration date | Feb. 3, 2020 | |||||||||
Warrant , Exercise Price | $ 0.68 | |||||||||
Additional purchase of common stock shares | 110,833 | 110,833 | ||||||||
Shares Issued upon Warrant Exercises | 99,416 | |||||||||
Shares Underlying Warrants Outstanding | 11,417 | |||||||||
Series B | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Feb. 3, 2015 | |||||||||
Warrants, Expiration date | Aug. 3, 2015 | |||||||||
Additional purchase of common stock shares | 110,833 | 110,833 | ||||||||
Shares Issued upon Warrant Exercises | 110,833 | |||||||||
Series C | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | May 19, 2015 | |||||||||
Warrants, Expiration date | May 19, 2020 | |||||||||
Warrant , Exercise Price | $ 5.50 | |||||||||
Additional purchase of common stock shares | 21,500 | 21,500 | ||||||||
Shares Underlying Warrants Outstanding | 21,500 | |||||||||
Series D | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Dec. 11, 2015 | |||||||||
Warrants, Expiration date | Dec. 11, 2020 | |||||||||
Warrant , Exercise Price | $ 2 | |||||||||
Additional purchase of common stock shares | 502,500 | 502,500 | ||||||||
Shares Issued upon Warrant Exercises | 501,570 | |||||||||
Shares Underlying Warrants Outstanding | 930 | |||||||||
Series E | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Dec. 11, 2015 | |||||||||
Warrants, Expiration date | Dec. 11, 2020 | |||||||||
Additional purchase of common stock shares | 400,000 | 400,000 | ||||||||
Shares Issued upon Warrant Exercises | 400,000 | |||||||||
Series F | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Apr. 1, 2016 | |||||||||
Warrants, Expiration date | Apr. 1, 2021 | |||||||||
Warrant , Exercise Price | $ 2 | |||||||||
Additional purchase of common stock shares | 514,644 | 514,644 | ||||||||
Shares Issued upon Warrant Exercises | 233,857 | |||||||||
Shares Underlying Warrants Outstanding | 280,787 | |||||||||
Series G | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Apr. 1, 2016 | |||||||||
Warrants, Expiration date | Apr. 1, 2017 | |||||||||
Additional purchase of common stock shares | 328,571 | 328,571 | ||||||||
Shares Issued upon Warrant Exercises | 328,571 | |||||||||
Series H | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Apr. 1, 2016 | |||||||||
Warrants, Expiration date | Oct. 1, 2016 | |||||||||
Additional purchase of common stock shares | 1,029,286 | 1,029,286 | ||||||||
Shares Issued upon Warrant Exercises | 1,029,286 | |||||||||
Series I | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Sep. 13, 2016 | |||||||||
Warrants, Expiration date | Sep. 13, 2021 | |||||||||
Warrant , Exercise Price | $ 11 | |||||||||
Additional purchase of common stock shares | 712,503 | 712,503 | ||||||||
Shares Underlying Warrants Outstanding | 712,503 | |||||||||
Series J | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Sep. 13, 2016 | |||||||||
Warrants, Expiration date | Sep. 13, 2017 | |||||||||
Additional purchase of common stock shares | 185,000 | 185,000 | ||||||||
Shares Issued upon Warrant Exercises | 185,000 | |||||||||
Series K | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Feb. 17, 2017 | |||||||||
Warrants, Expiration date | Feb. 17, 2022 | |||||||||
Warrant , Exercise Price | $ 0.60 | |||||||||
Additional purchase of common stock shares | 6,250,000 | 6,250,000 | ||||||||
Shares Issued upon Warrant Exercises | 160,000 | |||||||||
Shares Underlying Warrants Outstanding | 6,090,000 | |||||||||
Series L | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Feb. 17, 2017 | |||||||||
Warrants, Expiration date | Feb. 17, 2018 | |||||||||
Additional purchase of common stock shares | 570,000 | 570,000 | ||||||||
Shares Issued upon Warrant Exercises | 570,000 | |||||||||
Series M-A Warrants | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Feb. 17, 2017 | |||||||||
Warrants, Expiration date | Nov. 17, 2017 | |||||||||
Additional purchase of common stock shares | 2,305,000 | |||||||||
Shares Issued upon Warrant Exercises | 1,485,000 | |||||||||
Series M-B Warrants | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Feb. 17, 2017 | |||||||||
Warrants, Expiration date | Nov. 17, 2017 | |||||||||
Warrant , Exercise Price | $ 0.60 | |||||||||
Additional purchase of common stock shares | 3,945,000 | |||||||||
Shares Issued upon Warrant Exercises | 3,945,000 | 3,500,000 | ||||||||
2013 Warrants | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Dec. 16, 2013 | |||||||||
Warrants, Expiration date | Dec. 16, 2018 | |||||||||
Warrant , Exercise Price | $ 8.99 | |||||||||
Additional purchase of common stock shares | 71,013 | 71,013 | ||||||||
Shares Issued upon Warrant Exercises | 15,239 | |||||||||
Shares Underlying Warrants Outstanding | 55,774 | |||||||||
2014 Warrants | ||||||||||
Derivative [Line Items] | ||||||||||
Warrant, Issuance Date | Aug. 5, 2014 | |||||||||
Warrants, Expiration date | Aug. 5, 2019 | |||||||||
Warrant , Exercise Price | $ 6.83 | |||||||||
Additional purchase of common stock shares | 50,000 | 50,000 | ||||||||
Shares Issued upon Warrant Exercises | 30,538 | |||||||||
Shares Underlying Warrants Outstanding | 19,462 |
Schedule of Shares Issued Upo53
Schedule of Shares Issued Upon Exercise of Warrants (Parenthetical) (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Oct. 31, 2017 | Sep. 30, 2017 | Feb. 28, 2017 | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Derivative [Line Items] | ||||||||
Additional purchase of common stock shares | 17,106,683 | |||||||
Proceeds from the exercise of warrants | $ 3,428,950 | $ 12,298,000 | $ 10,166,000 | |||||
Equity-Classified Warrants | ||||||||
Derivative [Line Items] | ||||||||
Warrants outstanding | 1,393 | 1,393 | 1,393 | |||||
Minimum | Equity-Classified Warrants | ||||||||
Derivative [Line Items] | ||||||||
Warrants strike price | $ 17.70 | |||||||
Maximum | Equity-Classified Warrants | ||||||||
Derivative [Line Items] | ||||||||
Warrants strike price | $ 24.45 | |||||||
Series M | ||||||||
Derivative [Line Items] | ||||||||
Additional purchase of common stock shares | 1,485,000 | 3,945,000 | 6,250,000 | |||||
Warrant , exercise price | $ 0.60 | |||||||
Proceeds from the exercise of warrants | $ 1,000,000 | $ 2,400,000 | ||||||
Series M | Minimum | ||||||||
Derivative [Line Items] | ||||||||
Warrant , exercise price | $ 0.60 | |||||||
Series M | Maximum | ||||||||
Derivative [Line Items] | ||||||||
Warrant , exercise price | $ 0.65 |
Schedule of Common Stock on War
Schedule of Common Stock on Warrants Exercised (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Class Of Warrant Or Right [Line Items] | |||
Class of warrants exercised during period | 6,160,000 | ||
Proceeds from the exercise of warrants | $ 3,428,950 | $ 12,298,000 | $ 10,166,000 |
Series K | |||
Class Of Warrant Or Right [Line Items] | |||
Class of warrants exercised during period | 160,000 | ||
Proceeds from the exercise of warrants | $ 106,000 | ||
Series L | |||
Class Of Warrant Or Right [Line Items] | |||
Class of warrants exercised during period | 570,000 | ||
Proceeds from the exercise of warrants | $ 5,700 | ||
Series M-A Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Class of warrants exercised during period | 1,485,000 | ||
Proceeds from the exercise of warrants | $ 950,250 | ||
Series M-B Warrants | |||
Class Of Warrant Or Right [Line Items] | |||
Class of warrants exercised during period | 3,945,000 | ||
Proceeds from the exercise of warrants | $ 2,367,000 |
Information Pertaining to 2020
Information Pertaining to 2020 Notes (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |
Change in fair value of 2020 Notes embedded derivative | $ (1,751) |
2020 Notes | |
Debt Instrument [Line Items] | |
Issuance of 2020 Notes and related discounts and issue costs | 12,683 |
Amortization of debt discount | 508 |
Amortization of debt issue costs | 135 |
Paid-in-kind interest | 165 |
Change in fair value of 2020 Notes embedded derivative | (1,800) |
Ending balance | 13,491 |
2020 Notes | Embedded Derivative | |
Debt Instrument [Line Items] | |
Issuance of 2020 Notes and related discounts and issue costs | 6,975 |
Change in fair value of 2020 Notes embedded derivative | (1,751) |
Ending balance | 5,224 |
2020 Notes | 2020 Notes Embedded Derivative | |
Debt Instrument [Line Items] | |
Issuance of 2020 Notes and related discounts and issue costs | 19,658 |
Amortization of debt discount | 508 |
Amortization of debt issue costs | 135 |
Paid-in-kind interest | 165 |
Change in fair value of 2020 Notes embedded derivative | (1,751) |
Ending balance | 18,715 |
2020 Notes | Principal Amount of 2020 Notes | |
Debt Instrument [Line Items] | |
Issuance of 2020 Notes and related discounts and issue costs | 16,492 |
Paid-in-kind interest | 165 |
Principal Amount of Notes, Ending Balance | 16,657 |
2020 Notes | Debt Discount | |
Debt Instrument [Line Items] | |
Issuance of 2020 Notes and related discounts and issue costs | (3,009) |
Amortization of debt discount | 508 |
Ending balance | (2,501) |
2020 Notes | Debt Issue Costs | |
Debt Instrument [Line Items] | |
Issuance of 2020 Notes and related discounts and issue costs | (800) |
Amortization of debt issue costs | 135 |
Ending balance | $ (665) |
Debt - Additional Information (
Debt - Additional Information (Detail) | Jun. 20, 2017 | Apr. 19, 2017USD ($)$ / shares | Feb. 13, 2017USD ($) | Jun. 30, 2014USD ($) | Jul. 31, 2012USD ($) | Mar. 31, 2018USD ($)shares | Jun. 30, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2017USD ($)DayNoteHolder$ / sharesshares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | May 31, 2014USD ($) |
Debt Instrument [Line Items] | ||||||||||||
Maturity date | Mar. 15, 2020 | Mar. 15, 2020 | ||||||||||
Common stock voting rights description | The holders of the Company’s common stock have one vote per share. | |||||||||||
Aggregate principal amount outstanding | 10.00% | |||||||||||
Restricted deposits | $ 2,611,000 | $ 2,611,000 | ||||||||||
Non-cash interest expense | $ 962,000 | $ 3,977,000 | $ 3,772,000 | |||||||||
Common stock shares issued | shares | 7,074,246 | 21,811,059 | 7,074,246 | |||||||||
First Installment | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Aggregate outstanding principal amount of term loan | $ 25,900,000 | |||||||||||
Term Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, interest rate | 15.00% | |||||||||||
Term Loans | First Installment | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Accrued paid in kind interest | 200,000 | |||||||||||
Loan Agreement | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maturity date | Mar. 15, 2017 | |||||||||||
Loan Agreement | Term Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line of credit, maximum borrowing capacity | $ 31,100,000 | |||||||||||
Loan Agreement | Term Loans | First Installment | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Line Of Credit Facility Current Borrowing Capacity | 22,800,000 | |||||||||||
Debt, discount | 1,600,000 | |||||||||||
Debt Issuance Costs | $ 1,500,000 | |||||||||||
Interest Payable In Kind | Term Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, interest rate | 10.00% | |||||||||||
Interest Payable In Cash | Term Loans | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, interest rate | 5.00% | |||||||||||
2020 Option Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, purchase option, additional aggregate principal amount | $ 5,000,000 | |||||||||||
Debt instrument, purchase option, maximum number of days from closing of exchange | 90 days | |||||||||||
Debt instrument, right to purchase option expiration date | Sep. 30, 2017 | |||||||||||
Loss on exchange or conversion of debt | $ 4,000,000 | |||||||||||
2020 Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maturity date | Mar. 15, 2020 | |||||||||||
Debt instrument, interest rate | 12.00% | |||||||||||
Conversion Price | $ / shares | $ 0.7359 | |||||||||||
Conversion Rate | 1.3589 | |||||||||||
Debt instrument, conversion description | The 2020 Notes are convertible into shares of the Company’s common stock, subject to certain terms and conditions. The initial conversion price of the 2020 Notes is equal to $0.7359 per share of common stock, or 1.3589 shares of common stock per $1 principal amount of 2020 Notes (the “Conversion Price”). | |||||||||||
Debt instrument, conversion price, reset period | 180 days | |||||||||||
Common stock voting rights description | the number of shares of common stock beneficially owned by such Holder and its affiliates would exceed 4.99% of Company common stock outstanding at the time of such conversion (the “4.99% Ownership Limitation”); provided that a Holder may, at its option and upon sixty-one (61) days’ prior notice to the Company, increase such threshold to 9.99% (the “9.99% Ownership Limitation”). If a conversion of 2020 Notes by Whitebox would exceed the 4.99% Ownership Limitation or the 9.99% Ownership Limitation, as applicable, the Purchase Agreement contains a provision granting the holder a fully funded prepaid warrant for such common stock with a term of nine months, subject to a 6 month extension, which it can draw down from time to time | |||||||||||
Beneficial ownership limitation percentage | 4.99% | |||||||||||
Increase in beneficial ownership limitation percentage | 9.99% | |||||||||||
Accrued paid in kind interest | $ 165,000 | |||||||||||
Notes, net | $ 13,491,000 | |||||||||||
Number of trading days for valuation | Day | 10 | |||||||||||
Excess to percentage of conversion price | 150.00% | |||||||||||
2020 Notes | First 90 Days following Exchange | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, conversion price, reset period | 90 days | |||||||||||
Debt instrument, conversion price, premium percentage to common stock share price in equity financing | 25.00% | |||||||||||
2020 Notes | 90-180 Days Following Exchange | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, conversion price, premium percentage to common stock share price in equity financing | 35.00% | |||||||||||
2020 Notes | 90-180 Days Following Exchange | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, conversion price, reset period | 90 days | |||||||||||
2020 Notes | 90-180 Days Following Exchange | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, conversion price, reset period | 180 days | |||||||||||
2020 Notes | Interest Payable In Kind | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, interest rate | 2.00% | |||||||||||
Convertible 2017 Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Paid down principal outstanding | $ 9,600,000 | |||||||||||
Notes, net | $ 16,500,000 | $ 0 | ||||||||||
Aggregate principal amount | $ 26,100,000 | |||||||||||
Convertible 2017 Notes | W B Gevo Ltd | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maturity date | Jun. 23, 2017 | |||||||||||
Convertible 2017 Notes | Minimum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, interest rate | 10.00% | |||||||||||
Convertible 2017 Notes | Maximum | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt instrument, interest rate | 12.00% | |||||||||||
2022 Notes | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Maturity date | Jul. 1, 2022 | |||||||||||
Debt instrument, interest rate | 7.50% | |||||||||||
Conversion Price | $ / shares | $ 1,707.65 | |||||||||||
Conversion Rate | 0.5856 | |||||||||||
Debt Issuance Costs | $ 1,400,000 | |||||||||||
Notes, net | $ 8,221,000 | $ 515,000 | $ 8,221,000 | |||||||||
Aggregate principal amount | 45,000,000 | |||||||||||
Proceeds from issuance of convertible debt, net | 40,900,000 | |||||||||||
Discount on sale of convertible notes | $ 2,700,000 | |||||||||||
Non-cash interest expense | 200,000 | 4,000,000 | 3,700,000 | |||||||||
Conversion of debt, expense | 1,200,000 | 2,500,000 | 1,900,000 | |||||||||
Interest expense | $ 50,000 | $ 1,200,000 | 1,800,000 | |||||||||
Debt discounts and debt issue costs amortization rate | 40.00% | |||||||||||
Amortization period of debt discount | 5 years | |||||||||||
Amortization period of debt issuance cost | 5 years | |||||||||||
2022 notes, conversion date | Jul. 1, 2017 | |||||||||||
Debt instrument, convertible, conversion price | $ 1,000 | |||||||||||
Discount rate used in computation of interest payment | 2.00% | |||||||||||
Convertible senior secured note, percentage of stock price | 90.00% | |||||||||||
Number of trading days for valuation | Day | 10 | |||||||||||
Conversion of convertible debt to common stock | $ 20,100,000 | |||||||||||
Debt conversion, common stock, shares Issued | shares | 28,978 | |||||||||||
Common stock shares issued | shares | 2,982,053 | 951,801 | 951,801 | 55,392 | ||||||||
Redemption of debt instrument | $ 8,900,000 | $ 12,800,000 | $ 2,500,000 | |||||||||
Number of note holders elected to convert prior to conversion date | NoteHolder | 0 | |||||||||||
Percentage repurchase price | 100.00% | |||||||||||
Repurchase of debt | $ 175,000 | |||||||||||
Net gain (loss) on extinguishment of debt instrument | $ (1,000,000) | |||||||||||
Required principal amount in percentage | 25.00% | |||||||||||
2022 Notes | Coupon Make-Whole Payments | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Debt conversion, common stock, shares Issued | shares | 7,331 | |||||||||||
2022 Notes | Provisional Redemption | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Number of trading days required for redemption | 20 or more trading days | |||||||||||
Excess to percentage of conversion price | 150.00% | |||||||||||
Number of consecutive trading days required for redemption | 30 days | |||||||||||
2022 Notes | Scenario, Forecast | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Common stock shares issued | shares | 780,303 | |||||||||||
Redemption of debt instrument | $ 515,000 |
Information Pertaining to 2022
Information Pertaining to 2022 Notes (Detail) - 2022 Notes $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |
Beginning Balance | $ 8,221 |
Amortization of debt discount | 149 |
Amortization of debt issue costs | 6 |
Exchange of 2022 Notes | (8,885) |
One-time repurchase of debt | (175) |
Write-off of debt discount and debt issue costs associated with extinguishment of debt | 1,199 |
Ending balance | 515 |
Principal Amount of 2022 Notes | |
Debt Instrument [Line Items] | |
Principal Amount of Notes, Beginning Balance | 9,575 |
Exchange of 2022 Notes | (8,885) |
One-time repurchase of debt | (175) |
Principal Amount of Notes, Ending Balance | 515 |
Debt Discount | |
Debt Instrument [Line Items] | |
Beginning balance | (1,307) |
Amortization of debt discount | 149 |
Write-off of debt discount and debt issue costs associated with extinguishment of debt | 1,158 |
Debt Issue Costs | |
Debt Instrument [Line Items] | |
Beginning balance | (47) |
Amortization of debt issue costs | 6 |
Write-off of debt discount and debt issue costs associated with extinguishment of debt | $ 41 |
Capital Stock - Additional Info
Capital Stock - Additional Information (Detail) - shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Stockholders Equity Note [Abstract] | ||
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Preferred stock, shares authorized | 10,000,000 | |
Common stock, shares outstanding | 21,811,059 | 7,074,246 |
Preferred stock, shares outstanding | 0 | |
Common stock, voting rights | The holders of the Company’s common stock have one vote per share. | |
Voting power required for amendment or repeal of any provisions | 66.67% |
Equity Incentive Plans - Additi
Equity Incentive Plans - Additional Information (Detail) - shares | 1 Months Ended | 12 Months Ended |
Feb. 28, 2011 | Dec. 31, 2017 | |
Omnibus Securities and Incentive Plan 2006 | ||
Equity Incentive Plan [Line Items] | ||
Common stock reserved for issuance | 837 | |
Stock Incentive Plan 2010 | ||
Equity Incentive Plan [Line Items] | ||
Common stock reserved for issuance | 45,594 | |
Stock option grant, expiry period from grant date | 10 years | |
Common stock, available for grant | 133,607 | |
Employee Stock Purchase Plan | ||
Equity Incentive Plan [Line Items] | ||
Common stock reserved for issuance | 4,285 | |
Common stock, available for grant | 3,802 | |
Share price as percentage of fair market value | 85.00% |
Stock-Based Compensation Expens
Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | $ 421 | $ 886 | $ 2,647 |
Stock options and ESPP awards | Research and Development Expense | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | 37 | 62 | 131 |
Stock options and ESPP awards | Selling, General and Administrative Expense | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | 122 | 321 | 401 |
Unvested restricted common stock | Research and Development Expense | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | 12 | 116 | 576 |
Unvested restricted common stock | Selling, General and Administrative Expense | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | 17 | 143 | 1,467 |
Restricted stock units | Research and Development Expense | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | 70 | 28 | 10 |
Restricted stock units | Selling, General and Administrative Expense | |||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | |||
Stock-based compensation | $ 163 | $ 216 | $ 62 |
Weighted-Average Assumptions Us
Weighted-Average Assumptions Used to Estimate Fair Values for Stock Options Granted Using Black-Scholes Option Pricing Model (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Risk-free interest rate | 2.01% | 1.49% | 1.62% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility factor | 119.00% | 106.70% | 106.89% |
Expected option life (in years) | 5 years 9 months 7 days | 5 years 9 months 7 days | 5 years 9 months 7 days |
Weighted average grant date fair value | $ 0.86 | $ 5.66 | $ 35.40 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock option, estimated forfeiture rate | 0.00% | ||
Stock option, estimated forfeiture rate | 5.00% | ||
Total intrinsic value of options exercised | $ 0 | $ 0 | $ 0 |
Unrecognized compensation cost | $ 100,000 | ||
Unrecognized compensation cost, recognition period | 1 year | ||
Maximum contractual term for options | 10 years | ||
Unvested restricted common stock | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unrecognized compensation cost | $ 100,000 | ||
Unrecognized compensation cost, recognition period | 1 year | ||
Fair Value of Restricted Stock Vested | $ 200,000 | $ 300,000 | $ 1,400,000 |
Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Restricted stock awards vesting period | 3 years | ||
Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Restricted stock awards vesting period | 6 years |
Stock Option Award Activity (De
Stock Option Award Activity (Detail) | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Number of options | |
Options outstanding at beginning of year | shares | 16,915 |
Granted | shares | 60,000 |
Canceled or forfeited | shares | (30,484) |
Options outstanding at end of year | shares | 46,431 |
Options exercisable | shares | 29,013 |
Options vested and expected to vest | shares | 46,431 |
Weighted Average Exercise Price | |
Options outstanding at beginning of year | $ / shares | $ 289.73 |
Granted | $ / shares | 1.01 |
Canceled or forfeited | $ / shares | 1.01 |
Options outstanding at end of year | $ / shares | 106.19 |
Options exercisable | $ / shares | 165.47 |
Options vested and expected to vest | $ / shares | $ 106.19 |
WEIGHTED AVERAGE REMAINING CONTRACTUAL TERM | |
Options outstanding | 8 years 3 months |
Options exercisable | 7 years 10 months 6 days |
Options vested and expected to vest | 8 years 3 months |
Summary of Information Associat
Summary of Information Associated with Outstanding and Exercisable Stock Options (Detail) - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Options Outstanding, Number of Options | 46,431 | 16,915 |
Options Outstanding, Weighted- Average Exercise Price | $ 106.19 | $ 289.73 |
Options Outstanding, Weighted- Average Remaining Contractual Life in Years | 8 years 3 months | |
Options Exercisable, Number of Options | 29,013 | |
Options Exercisable, Weighted- Average Exercise Price | $ 165.47 | |
Options Exercisable, Weighted- Average Remaining Contractual Life in Years | 7 years 10 months 6 days | |
Range One | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Range | $ 0 | |
Range of Exercise Prices, Upper Range | $ 51 | |
Options Outstanding, Number of Options | 43,968 | |
Options Outstanding, Weighted- Average Exercise Price | $ 14.03 | |
Options Outstanding, Weighted- Average Remaining Contractual Life in Years | 8 years 7 months 24 days | |
Options Exercisable, Number of Options | 26,550 | |
Options Exercisable, Weighted- Average Exercise Price | $ 18.35 | |
Options Exercisable, Weighted- Average Remaining Contractual Life in Years | 8 years 5 months 26 days | |
Range Two | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Range | $ 105 | |
Range of Exercise Prices, Upper Range | $ 147 | |
Options Outstanding, Number of Options | 80 | |
Options Outstanding, Weighted- Average Exercise Price | $ 144.90 | |
Options Outstanding, Weighted- Average Remaining Contractual Life in Years | 0 years | |
Options Exercisable, Number of Options | 80 | |
Options Exercisable, Weighted- Average Exercise Price | $ 144.90 | |
Options Exercisable, Weighted- Average Remaining Contractual Life in Years | 0 years | |
Range Three | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Range | $ 264 | |
Range of Exercise Prices, Upper Range | $ 438 | |
Options Outstanding, Number of Options | 586 | |
Options Outstanding, Weighted- Average Exercise Price | $ 368.79 | |
Options Outstanding, Weighted- Average Remaining Contractual Life in Years | 3 months 29 days | |
Options Exercisable, Number of Options | 586 | |
Options Exercisable, Weighted- Average Exercise Price | $ 368.79 | |
Options Exercisable, Weighted- Average Remaining Contractual Life in Years | 3 months 29 days | |
Range Four | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Range | $ 462 | |
Range of Exercise Prices, Upper Range | $ 1,845 | |
Options Outstanding, Number of Options | 801 | |
Options Outstanding, Weighted- Average Exercise Price | $ 715.51 | |
Options Outstanding, Weighted- Average Remaining Contractual Life in Years | 1 year 10 months 20 days | |
Options Exercisable, Number of Options | 801 | |
Options Exercisable, Weighted- Average Exercise Price | $ 715.51 | |
Options Exercisable, Weighted- Average Remaining Contractual Life in Years | 1 year 10 months 20 days | |
Range Five | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Range | $ 2,331 | |
Range of Exercise Prices, Upper Range | $ 3,426 | |
Options Outstanding, Number of Options | 637 | |
Options Outstanding, Weighted- Average Exercise Price | $ 2,938.98 | |
Options Outstanding, Weighted- Average Remaining Contractual Life in Years | 3 months 14 days | |
Options Exercisable, Number of Options | 637 | |
Options Exercisable, Weighted- Average Exercise Price | $ 2,938.98 | |
Options Exercisable, Weighted- Average Remaining Contractual Life in Years | 3 months 14 days | |
Range Six | ||
Share Based Compensation Shares Authorized Under Stock Option Plans Exercise Price Range [Line Items] | ||
Range of Exercise Prices, Lower Range | $ 3,801 | |
Range of Exercise Prices, Upper Range | $ 5,742 | |
Options Outstanding, Number of Options | 360 | |
Options Outstanding, Weighted- Average Exercise Price | $ 4,556.47 | |
Options Outstanding, Weighted- Average Remaining Contractual Life in Years | 1 year 8 months 8 days | |
Options Exercisable, Number of Options | 360 | |
Options Exercisable, Weighted- Average Exercise Price | $ 4,556.47 | |
Options Exercisable, Weighted- Average Remaining Contractual Life in Years | 1 year 8 months 8 days |
Non-Vested Restricted Stock Awa
Non-Vested Restricted Stock Awards and Changes Period (Detail) - Unvested restricted common stock | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Number of shares | |
Non-vested at December 31, 2016 | shares | 8,823 |
Vested | shares | (5,730) |
Non-vested at December 31, 2017 | shares | 3,093 |
Weighted-Average Grant-Date Fair Value | |
Non-vested at December 31, 2016 | $ / shares | $ 47.51 |
Vested | $ / shares | 49.50 |
Non-vested at December 31, 2017 | $ / shares | $ 43.80 |
Gevo Development - Additional I
Gevo Development - Additional Information (Detail) - Gevo Development - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Class Of Stock [Line Items] | |||
Ownership percentage of wholly owned subsidiary | 100.00% | ||
Capital contribution to subsidiaries | $ 8.9 | $ 12.3 | $ 7.9 |
Net Loss Incurred by Gevo Devel
Net Loss Incurred by Gevo Development (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Gevo Development | |||
Related Party Transaction [Line Items] | |||
Gevo Development Net Loss | $ (12,653) | $ (12,983) | $ (12,294) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Income Taxes [Line Items] | |
Net operating loss carry forwards expiration | 2,037 |
Uncertain tax positions recognized | $ 0 |
Federal | |
Income Taxes [Line Items] | |
Net operating loss carryforwards | 359,200 |
State | |
Income Taxes [Line Items] | |
Net operating loss carryforwards | 336,700 |
Federal Research And Development | Federal Tax | |
Income Taxes [Line Items] | |
Net operating loss carryforwards | $ 3,500 |
Tax Effects of Temporary Differ
Tax Effects of Temporary Differences that Give Rise to Net Deferred Tax Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets, net: | ||
Net operating loss carryforwards | $ 100,631 | $ 133,514 |
Research and other credits | 3,482 | 3,482 |
Other temporary differences | 3,266 | 2,319 |
Deferred tax assets - before valuation allowance | 107,379 | 139,315 |
Valuation allowance | $ (107,379) | $ (139,315) |
Reconciling Items from Income T
Reconciling Items from Income Tax Computed at Statutory Federal Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Components Of Income Tax Expense Benefit Continuing Operations [Abstract] | |||
Federal income tax at statutory rate | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal benefits | 7.50% | 2.90% | 5.40% |
Research and other credits | (0.00%) | (5.80%) | (1.20%) |
Impact of change in statutory tax rates | (183.80%) | 0.00% | 0.00% |
Permanent deductions | 7.50% | (18.00%) | (4.00%) |
Valuation allowance | 133.80% | (14.10%) | (35.20%) |
Effective tax rate | 0.00% | 0.00% | 0.00% |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Employee Benefit Plan [Abstract] | |
Eligibility requirement service period as per the 401(k) plan | 3 months |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule Of Commitments And Contingencies [Line Items] | |||
Capital lease obligation included in other non-current liabilities | $ 147,000 | ||
Corporate apartment lease term expiring period | 12 months | ||
Operating leases rent expense | $ 1,600,000 | 1,700,000 | $ 1,600,000 |
Environmental liabilities | $ 0 | ||
Colorado Facility | |||
Schedule Of Commitments And Contingencies [Line Items] | |||
Operating lease expiration period | 2021-07 | ||
Luverne Facility | |||
Schedule Of Commitments And Contingencies [Line Items] | |||
Operating lease expiration period | 2020-07 | ||
Accounts Payable and Accrued Liabilities | |||
Schedule Of Commitments And Contingencies [Line Items] | |||
Capital lease liabilities | $ 0 | 100,000 | |
Other Long-term Liabilities | |||
Schedule Of Commitments And Contingencies [Line Items] | |||
Capital lease obligation included in other non-current liabilities | $ 0 | $ 100,000 | |
Software License Arrangement | |||
Schedule Of Commitments And Contingencies [Line Items] | |||
Capital lease agreement | 6 years |
Future Minimum Payments Under N
Future Minimum Payments Under Non-Cancelable Operating Leases (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Disclosure Future Minimum Payments Under Non Cancelable Operating Leases [Abstract] | |
Operating Leases, 2018 | $ 1,421 |
Operating Leases, 2019 | 907 |
Operating Leases, 2020 | 394 |
Operating Leases, 2021 | 200 |
Operating Leases, Total | $ 2,922 |
Schedule of Carrying Value and
Schedule of Carrying Value and Fair Value by Fair Value Hierarchy of Financial Instruments (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value, Measurements, Recurring | ||
Recurring: | ||
Total Recurring Fair Value Measurements | $ 7,175 | $ 28,467 |
Fair Value, Measurements, Recurring | Derivative Warrant Liability | ||
Recurring: | ||
Total Recurring Fair Value Measurements | 1,951 | 2,698 |
Fair Value, Measurements, Recurring | 2020 Notes Embedded Derivative | ||
Recurring: | ||
Total Recurring Fair Value Measurements | 5,224 | |
Fair Value, Measurements, Recurring | 2017 Notes | ||
Recurring: | ||
Total Recurring Fair Value Measurements | 25,769 | |
Fair Value, Measurements, Nonrecurring | ||
Nonrecurring | ||
Total Non-Recurring Fair Value Measurements | 1,916 | 1,327 |
Fair Value, Measurements, Nonrecurring | Corn and Finished Goods Inventory | ||
Nonrecurring | ||
Total Non-Recurring Fair Value Measurements | 1,916 | 1,327 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Measurements, Nonrecurring | ||
Nonrecurring | ||
Total Non-Recurring Fair Value Measurements | 189 | 108 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Measurements, Nonrecurring | Corn and Finished Goods Inventory | ||
Nonrecurring | ||
Total Non-Recurring Fair Value Measurements | 189 | 108 |
Significant Other Observable Inputs (Level 2) | Fair Value, Measurements, Recurring | ||
Recurring: | ||
Total Recurring Fair Value Measurements | 1,884 | |
Significant Other Observable Inputs (Level 2) | Fair Value, Measurements, Recurring | Derivative Warrant Liability | ||
Recurring: | ||
Total Recurring Fair Value Measurements | 1,884 | |
Significant Other Observable Inputs (Level 2) | Fair Value, Measurements, Nonrecurring | ||
Nonrecurring | ||
Total Non-Recurring Fair Value Measurements | 1,727 | 1,219 |
Significant Other Observable Inputs (Level 2) | Fair Value, Measurements, Nonrecurring | Corn and Finished Goods Inventory | ||
Nonrecurring | ||
Total Non-Recurring Fair Value Measurements | 1,727 | 1,219 |
Significant Unobservable Inputs (Level 3) | Fair Value, Measurements, Recurring | ||
Recurring: | ||
Total Recurring Fair Value Measurements | 7,175 | 26,583 |
Significant Unobservable Inputs (Level 3) | Fair Value, Measurements, Recurring | Derivative Warrant Liability | ||
Recurring: | ||
Total Recurring Fair Value Measurements | 1,951 | 814 |
Significant Unobservable Inputs (Level 3) | Fair Value, Measurements, Recurring | 2020 Notes Embedded Derivative | ||
Recurring: | ||
Total Recurring Fair Value Measurements | $ 5,224 | |
Significant Unobservable Inputs (Level 3) | Fair Value, Measurements, Recurring | 2017 Notes | ||
Recurring: | ||
Total Recurring Fair Value Measurements | $ 25,769 |
Schedule of Fair Value Measurem
Schedule of Fair Value Measurements Using Significant Unobservable Inputs (Level 3) (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Derivative Warrant Liability | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Opening Balance | $ 814 |
Transfers into Level 3 | 1,884 |
Included in earnings | (5,101) |
Purchases, issues, sales and settlements | |
Issues | 5,671 |
Settlements | (1,317) |
Closing balance | 1,951 |
2017 Notes | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Opening Balance | 25,769 |
Included in earnings | 339 |
Purchases, issues, sales and settlements | |
Settlements | (26,108) |
2020 Embedded Derivative Liability | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Included in earnings | (1,751) |
Purchases, issues, sales and settlements | |
Issues | 6,975 |
Closing balance | $ 5,224 |
Fair Value Measurements and F76
Fair Value Measurements and Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) | Dec. 31, 2017 | Jun. 20, 2017 | Dec. 31, 2016 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Estimated fair value of the embedded derivatives | $ 0 | $ 0 | |
Derivative warrant liability fair value | 1,951,000 | 2,698,000 | |
Significant Unobservable Inputs (Level 3) | Monte-Carlo Model | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Derivative warrant liability fair value | 2,000,000 | ||
2017 Notes | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Estimated fair value of principal amount | 25,800,000 | ||
2020 Notes | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Estimated fair value of principal amount | $ 13,500,000 | ||
Debt discount and issuance costs, net | 13,500,000 | ||
Estimated fair value of the embedded derivatives | 5,200,000 | $ 7,000,000 | |
2020 Notes Embedded Derivative | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Estimated fair value of the embedded derivatives | 5,200,000 | ||
2022 Notes | Significant Unobservable Inputs (Level 3) | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Estimated fair value of the embedded derivatives | $ 0 | $ 0 |
Segments - Additional Informati
Segments - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2017Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Information on Business Segment
Information on Business Segments (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 27,536 | $ 27,213 | $ 30,137 |
Loss from operations | (23,282) | (23,985) | (31,927) |
Interest expense | 2,951 | 7,837 | 8,243 |
Depreciation and amortization expense | 6,641 | 6,747 | 6,573 |
Acquisitions of plant, property and equipment | 1,906 | 5,938 | 1,464 |
Total assets | 88,853 | 112,324 | |
Intercompany Eliminations | |||
Segment Reporting Information [Line Items] | |||
Total assets | (148,412) | (154,497) | |
Gevo | |||
Segment Reporting Information [Line Items] | |||
Revenues | 1,097 | 2,425 | 2,911 |
Loss from operations | (10,603) | (11,045) | (19,723) |
Interest expense | 2,951 | 7,789 | 8,147 |
Depreciation and amortization expense | 473 | 738 | 856 |
Acquisitions of plant, property and equipment | 120 | 350 | 7 |
Gevo | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total assets | 87,507 | 110,072 | |
Gevo Development / Agri-Energy | |||
Segment Reporting Information [Line Items] | |||
Revenues | 26,439 | 24,788 | 27,226 |
Loss from operations | (12,679) | (12,940) | (12,204) |
Interest expense | 48 | 96 | |
Depreciation and amortization expense | 6,168 | 6,009 | 5,717 |
Acquisitions of plant, property and equipment | 1,786 | 5,588 | $ 1,457 |
Gevo Development / Agri-Energy | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total assets | $ 149,758 | $ 156,749 |
Information on Business Segme79
Information on Business Segments (Parenthetical) (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting [Abstract] | ||
Intercompany sales | $ 0.4 | $ 0.2 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | Feb. 13, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 21, 2016 |
Subsequent Event [Line Items] | ||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |
At-The-Market Offering Agreement | Subsequent Event | H.C. Wainwright & Co., LLC | ||||
Subsequent Event [Line Items] | ||||
Common stock, par value | $ 0.01 | |||
At-The-Market Offering Agreement | Subsequent Event | H.C. Wainwright & Co., LLC | Maximum | ||||
Subsequent Event [Line Items] | ||||
Common stock issuable value | $ 5,000,000 |