Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Aug. 12, 2019 | |
Entity Registrant Name | Real Goods Solar, Inc. | |
Entity Central Index Key | 0001425565 | |
Trading Symbol | rgse | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2019 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Class A common stock | ||
Entity Common Stock, Shares Outstanding | 115,521,830 | |
Class B common stock | ||
Entity Common Stock, Shares Outstanding | 0 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash | $ 1,696 | $ 5,831 |
Accounts receivable, net | 985 | 1,340 |
Costs in excess of billings | 92 | 11 |
Inventory, net | 4,638 | 1,595 |
Deferred costs on uncompleted contracts | 206 | 236 |
Other current assets | 1,048 | 1,613 |
Total current assets | 8,665 | 10,626 |
Property and equipment, net | 635 | 778 |
POWERHOUSE license, net | 3,245 | 3,202 |
Operating lease right-of-use asset | 1,464 | |
Net investment in sales-type leases and other assets | 1,476 | 1,654 |
Total assets | 15,485 | 16,260 |
Current liabilities: | ||
Convertible debt, net | 336 | |
Accounts payable | 2,444 | 862 |
Accrued liabilities | 2,105 | 1,811 |
Operating lease liability | 616 | |
Deferred revenue and other current liabilities | 921 | 716 |
Total current liabilities | 6,086 | 3,725 |
Other liabilities | 954 | 1,242 |
Operating lease liability | 894 | |
Common stock warrant liabilities | 3,766 | 511 |
Total liabilities | 11,700 | 5,478 |
Commitments and contingencies | ||
Mezzanine equity: | ||
Redeemable placement agent common stock warrants | 195 | |
Shareholders' equity: | ||
Preferred stock, par value $.0001 per share; 50,000,000 shares authorized; no shares issued and outstanding | ||
Additional paid-in capital | 255,715 | 253,331 |
Accumulated deficit | (252,144) | (242,566) |
Total shareholders' equity | 3,590 | 10,782 |
Total liabilities, mezzanine equity and shareholders' equity | 15,485 | 16,260 |
Class A common stock | ||
Shareholders' equity: | ||
Common stock, value | 19 | 17 |
Total shareholders' equity | 19 | 17 |
Class B common stock | ||
Shareholders' equity: | ||
Common stock, value | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parentheticals) - $ / shares | Jun. 30, 2019 | Apr. 02, 2019 | Dec. 31, 2018 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | |
Preferred stock, shares issued | 0 | 0 | |
Preferred stock, shares outstanding | 0 | 0 | |
Class A common stock | |||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 | |
Common stock, shares issued | 114,021,830 | 91,859,638 | |
Common stock, shares outstanding | 114,021,830 | 91,859,638 | |
Class B common stock | |||
Common stock, par value | $ 0.0001 | $ 0.0001 | |
Common stock, shares authorized | 50,000,000 | 50,000,000 | |
Common stock, shares issued | 0 | 0 | |
Common stock, shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Contract revenue: | ||||
Contract revenue for service, sale and installation of solar energy systems and powerhouse sales | $ 2,294 | $ 3,568 | $ 4,456 | $ 6,392 |
Contract expenses: | ||||
Contract loss | (563) | (577) | (1,999) | (2,127) |
Operating expense | 2,640 | 2,250 | 5,656 | 4,974 |
Goodwill Impairment | 1,338 | 1,338 | ||
Litigation | 149 | 44 | 199 | 161 |
Operating loss | (3,352) | (4,209) | (7,854) | (8,600) |
Change in fair value of derivative liabilities and loss on debt extinguishment | (1,502) | (3,073) | (1,445) | (3,046) |
Amortization of debt discount and deferred loan costs | (234) | (1,435) | (287) | (1,435) |
Other income | 12 | 955 | 20 | 985 |
Net loss | $ (5,076) | $ (7,762) | $ (9,566) | $ (12,096) |
Net loss per share - basic and diluted: | ||||
Basic and Diluted | $ (0.05) | $ (0.72) | $ (0.09) | $ (1.15) |
Weighted-average shares outstanding: | ||||
Basic and Diluted | 109,521 | 10,757 | 101,242 | 10,485 |
Sale and installation of solar energy systems | ||||
Contract revenue: | ||||
Contract revenue for service, sale and installation of solar energy systems and powerhouse sales | $ 1,887 | $ 3,358 | $ 3,443 | $ 5,879 |
Contract expenses: | ||||
Installation of solar energy systems | 1,780 | 3,008 | 3,686 | 5,801 |
POWERHOUSE | ||||
Contract revenue: | ||||
Contract revenue for service, sale and installation of solar energy systems and powerhouse sales | 106 | 0 | 171 | 0 |
Contract expenses: | ||||
Installation of solar energy systems | 270 | 4 | 437 | 5 |
Service | ||||
Contract revenue: | ||||
Contract revenue for service, sale and installation of solar energy systems and powerhouse sales | 293 | 196 | 821 | 484 |
Contract expenses: | ||||
Installation of solar energy systems | $ 278 | $ 340 | $ 719 | $ 732 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Changes in Shareholders' Equity (unaudited) - USD ($) $ in Thousands | Class A Common Stock | Additional Paid - in Capital | Accumulated Deficit | Total | Mezzanine Equity |
Balances at Dec. 31, 2017 | $ 8 | $ 206,640 | $ (200,482) | $ 6,166 | |
Balances (in shares) at Dec. 31, 2017 | 8,151,845 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Proceeds from common stock offering and warrant exercises, net of costs | 1,524 | $ 1,524 | |||
Proceeds from common stock offering and warrant exercises, net of costs (in shares) | 1,600,000 | ||||
Common stock issued to settle proxy contest (in shares) | 600,000 | 0 | |||
Net loss | (4,334) | $ (4,334) | |||
Balances at Mar. 31, 2018 | $ 8 | 208,164 | (204,816) | 3,356 | |
Balances (in shares) at Mar. 31, 2018 | 10,351,845 | ||||
Balances at Dec. 31, 2017 | $ 8 | 206,640 | (200,482) | 6,166 | |
Balances (in shares) at Dec. 31, 2017 | 8,151,845 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (12,096) | ||||
Balances at Jun. 30, 2018 | $ 9 | 212,446 | (212,578) | (123) | |
Balances (in shares) at Jun. 30, 2018 | 15,661,398 | ||||
Balances at Mar. 31, 2018 | $ 8 | 208,164 | (204,816) | 3,356 | |
Balances (in shares) at Mar. 31, 2018 | 10,351,845 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Conversion of 2018 Notes | $ 1 | 3,821 | 3,822 | ||
Conversion of 2018 Notes (in shares) | 5,109,553 | ||||
Proceeds from warrant exercises related to 2018 Note Offering | 373 | 373 | |||
Proceeds from warrant exercises related to 2018 Note Offering (in shares) | 200,000 | ||||
Share-based compensation | 88 | 88 | |||
Net loss | (7,762) | (7,762) | |||
Balances at Jun. 30, 2018 | $ 9 | 212,446 | (212,578) | (123) | |
Balances (in shares) at Jun. 30, 2018 | 15,661,398 | ||||
Balances at Dec. 31, 2018 | $ 17 | 253,331 | (242,566) | 10,782 | |
Balances (in shares) at Dec. 31, 2018 | 91,859,638 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Conversion of 2018 Notes | $ 0 | 421 | 421 | ||
Conversion of 2018 Notes (in shares) | 894,836 | ||||
Proceeds from warrant exercises related to 2018 Note Offering | 309 | 309 | |||
Proceeds from warrant exercises related to 2018 Note Offering (in shares) | 210,000 | ||||
Share-based compensation | 78 | 78 | |||
Adoption of lease accounting standard | 37 | 37 | |||
Net loss | (4,490) | (4,490) | |||
Balances at Mar. 31, 2019 | $ 17 | 254,139 | (247,019) | 7,137 | |
Balances (in shares) at Mar. 31, 2019 | 92,964,474 | ||||
Balance at Mar. 31, 2019 | $ 0 | ||||
Balances at Dec. 31, 2018 | $ 17 | 253,331 | (242,566) | 10,782 | |
Balances (in shares) at Dec. 31, 2018 | 91,859,638 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Conversion of 2018 Notes (in shares) | 894,836 | ||||
Net loss | (9,566) | ||||
Balances at Jun. 30, 2019 | $ 19 | 255,715 | (252,144) | 3,590 | |
Balances (in shares) at Jun. 30, 2019 | 114,021,830 | ||||
Balance at Jun. 30, 2019 | 195 | 195 | |||
Balances at Mar. 31, 2019 | $ 17 | 254,139 | (247,019) | 7,137 | |
Balances (in shares) at Mar. 31, 2019 | 92,964,474 | ||||
Balance at Mar. 31, 2019 | 0 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Warrant exercises related to 2019 Offering | 1,598 | 1,598 | |||
Warrant exercises related to 2019 Offering (in shares) | 5,119,076 | ||||
Share-based compensation | 59 | 59 | |||
Common stock offering, net of warrant liability and offering costs | $ 2 | 114 | 116 | ||
Common stock offering, net of warrant liability and offering costs (in shares) | 15,938,280 | ||||
Adoption of lease accounting standard | (49) | (49) | |||
Net loss | (5,076) | (5,076) | |||
Redeemable placement agent common stock warrants | (195) | (195) | 195 | ||
Balances at Jun. 30, 2019 | $ 19 | $ 255,715 | $ (252,144) | 3,590 | |
Balances (in shares) at Jun. 30, 2019 | 114,021,830 | ||||
Balance at Jun. 30, 2019 | $ 195 | $ 195 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Operating activities: | ||
Net loss | $ (9,566) | $ (12,096) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 146 | 211 |
Amortization of POWERHOUSE License | 100 | |
Share based compensation expense | 137 | 88 |
Goodwill Impairment | 1,338 | |
Change in fair value of derivative liabilities and loss on debt extinguishment | 1,445 | 3,046 |
Amortization of debt discount and deferred loan cost | 287 | 1,435 |
Bad debt expense | 75 | 117 |
Inventory obsolescence | (180) | (36) |
Gain on settlement of liability | (942) | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 280 | 701 |
Costs in excess of billings on uncompleted contracts | (81) | 62 |
Inventory | (2,863) | 565 |
Deferred costs on uncompleted contracts | 30 | 10 |
Net investment in sales-type leases and other current assets | 541 | 3 |
Other non-current assets | 1,041 | 306 |
Accounts payable | 1,582 | (181) |
Accrued liabilities | 351 | 12 |
Deferred revenue and other current liabilities | 205 | (91) |
Other liabilities | (1,163) | (386) |
Net cash used in operating activities | (7,633) | (5,838) |
Investing activities: | ||
Payments related to POWERHOUSE license | (143) | (104) |
Purchases of property and equipment | (3) | (4) |
Net cash used in investing activities | (146) | (108) |
Financing activities: | ||
Proceeds from warrant exercises | 820 | 120 |
Proceeds from issuance of 2018 Notes | 4,545 | |
Proceeds from Investor Notes | 109 | |
Repayment of 2016 and 2018 Notes | (256) | |
Proceeds from the issuance of common stock with warrants | 3,286 | 1,652 |
Transaction costs | (315) | |
Net cash provided by financing activities | 3,644 | 6,317 |
Net decrease in cash | (4,135) | 371 |
Cash at beginning of period | 5,831 | 1,170 |
Cash at end of period | 1,696 | 1,541 |
Non-cash items | ||
Debt discount arising from 2018 Note Offering | 10,088 | |
Embedded derivative liability with 2018 Note Offering | 7,079 | |
Common stock warrant liability with 2018 Note Offering | 6,818 | |
Issuance of Class A common stock for conversion of 2018 Notes | 421 | 3,822 |
Issuance of Class A common stock for exercise of common stock warrants | 309 | 262 |
Accrued closing costs on the 2018 Notes | $ 214 | |
Recognition of right-of-use asset upon adoption of ASC 842 | 2,397 | |
Recognition of lease liability upon adoption of ASC 842 | $ 2,360 |
Organization, Nature of Operati
Organization, Nature of Operations, and Principles of Consolidation | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Nature of Operations, and Principles of Consolidation | 1. Organization, Nature of Operations, and Principles of Consolidation Real Goods Solar, Inc. (the “Company” or “RGS”) is in the solar energy systems business as (i) a manufacturer of POWERHOUSE™ 3.0 in-roof solar shingles and (ii) a residential and small business commercial solar energy engineering, procurement, and construction (“EPC”) firm. The consolidated financial statements include the accounts of RGS and its wholly-owned subsidiaries. RGS has prepared the accompanying consolidated financial statements in accordance with accounting principles generally accepted in the United States, or “GAAP”, which include the Company’s accounts and those of its subsidiaries. Intercompany transactions and balances have been eliminated. The Company has included the results of operations of acquired companies from the effective date of acquisition. Principles of Consolidation The Company has prepared its unaudited interim condensed consolidated financial statements included herein pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to these rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. The unaudited interim financial statements contain all adjustments (consisting of only normal recurring adjustments) necessary to present fairly, in all material respects, our condensed consolidated balance sheet as of June 30, 2019, the interim results of operations for the three months and six months ended June 30, 2019 and 2018, changes in equity for the three and six months ended June 30, 2019 and 2018 and cash flows for the six months ended June 30, 2019 and 2018. These interim statements have not been audited. The balance sheet as of December 31, 2018 was derived from the Company’s audited consolidated financial statements included in its 2018 10-K. The interim condensed consolidated financial statements contained herein should be read in conjunction with the audited financial statements, including the notes thereto, for the year ended December 31, 2018. POWERHOUSE™ License Agreement On September 29, 2017 (the “Effective Date”), the Company executed an exclusive domestic and international world-wide Technology License Agreement (the “License”) with Dow Global Technologies LLC (“Dow”) for its POWERHOUSE™ in-roof solar shingle (“POWERHOUSE™”). The License allows RGS to market the POWERHOUSE™ 3.0 product using the Dow name for a license fee of $3 million. The License requires the Company to commercialize and sell a minimum of 50 megawatts of solar within 5-years of obtaining Underwriter Laboratories (“UL”) Certification to retain exclusive world-wide rights. The Company obtained UL certification for POWERHOUSE™ 3.0 on November 2, 2018, immediately after which the Company commenced commercialization entailing the manufacturing, marketing and sale of POWERHOUSE™ to roofing companies and homebuilders. In addition, the Company sells POWERHOUSE™ to solar EPC companies, manufacturers and distributors. Liquidity and Financial Resources Update The Company’s historical operating results indicate substantial doubt exists related to its ability to continue as a going concern. Management’s plans and actions, which are intended to mitigate the substantial doubt raised by the Company’s historical operating results in order to satisfy its estimated liquidity needs for a period of 12 months from the issuance of the consolidated financial statements, are discussed below. As the Company cannot predict, with certainty, the outcome of its actions to generate liquidity, or whether such actions would generate the expected liquidity as currently planned, management’s plans to mitigate the risk and extend cash resources through the evaluation period, are not considered probable under current accounting standards for assessing an entity’s ability to continue as a going concern. On March 27, 2019, the Company’s Board of Directors determined to exit its mainland residential solar business to focus on the POWERHOUSE™ in-roof shingle market and reduce overall cash outflow, with the goal of maximizing future shareholder value. The Company believes this structure and realignment enables it to effectively manage its operations and resources. This realignment resulted in the reduction of workforce payroll plus burden of approximately $4.0 million annually. As of June 30, 2019, the Company had cash of $1.7 million, working capital of $2.6 million and shareholders’ equity of $3.6 million. The Company has experienced recurring operating losses and negative cash flow from operations which have necessitated: • Exiting the mainland residential division and execution of a reduction in workforce; • Focusing on growing POWERHOUSE™ revenue through a re-allocation of personnel to POWERHOUSE™ sales and initiating sales to other solar installers and distribution companies; and • Raising additional capital. The Company completed a transaction to raise $3.3 million in April 2019. No assurances can be given that the Company will be successful with its plans to grow revenue for profitable operations. The Company has historically incurred a cash outflow from its operations as its revenue has not been at a level for profitable operations. As discussed above, a key component of the Company’s revenue growth strategy is the sale of the POWERHOUSE™ 3.0 in-roof solar shingle. The Company obtained UL certification for POWERHOUSE™ at the close of 2018 and therefore only recently began to market POWERHOUSE™ at the start of 2019. The Company believes it will require several quarters to generate sales to meet its goals for profitable operations. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Recently Adopted Accounting Standards ASU 2018-20, ASU 2018-11, ASU 2018-01 and ASU 2016-02 In February 2016, the FASB established Topic 842, Leases, by issuing Accounting Standards Update (ASU) No. 2016-02, which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Topic 842 was subsequently amended by ASU No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842; ASU No. 2018-10, Codification Improvements to Topic 842, Leases; and ASU No. 2018-11, Targeted Improvements. The new standard establishes a right-of-use model (ROU) that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. The new standard was effective for the Company on January 1, 2019. A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the financial statements as its date of initial application. The accounting standards noted above also requires lessors to classify leases as sales-type, direct financing or operating leases and the Company currently holds leases of solar systems where it is the lessor. Please refer to Note 3. Leases for the impact of the Company’s adoption of Topic 842. ASU 2018-07 On June 20, 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2018-07 (“ASU 2018-07”), Compensation—Stock Compensation (Topic 718) Improvements to Nonemployee Share-Based Payment Accounting ASU 2017-11 On July 13, 2017, the FASB issued Accounting Standards Update No. 2017-11 (“ASU 2017-11”), Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Recently Issued Accounting Standards ASU 2016-13 On June 16, 2016, the Financial Accounting Standards Board issued Accounting Standards Update No. 2016-13 (“ASU 2016-13”), Financial Instruments—Credit Losses (Topic 326) |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases | 3. Leases In February 2016, the FASB issued a new standard related to leases to increase transparency and comparability among organizations by requiring the recognition of rights-of-use (“ROU”) assets and lease liabilities on the balance sheet. Most prominent among the changes in the standard is the recognition of ROU assets and lease liabilities by lessees for those leases classified as operating leases. The Company adopted the new standard on January 1, 2019 and used the effective date as its date of initial application. Consequently, financial information will not be updated, and the disclosures required under the new standard will not be provided for dates and periods before January 1, 2019. The cumulative effect of the change in accounting principal upon adoption of ASC 842 has resulted in an adjustment to retained earnings of $0 million as of January 1, 2019. Additionally, a right-of-use asset in the amount of $2.4 million was recognized in non-current assets with offsetting lease liabilities of $0.3 million and $2.0 million recorded in current and non-current liabilities respectively. The Company has operating leases for corporate offices, warehouses, fleet vehicles and certain office equipment. Its leases have remaining lease terms of 1 year to 5 years, some of which include options to extend the leases for up to 3 years. Options to extend have been recognized as part of the Company’s ROU assets and lease liabilities for our warehouse and corporate office leases in Bloomfield, CT and Kailua, HI. As of the date of adoption of ASC 842, the Company had exercised the extension option for these two locations creating a remaining lease term of 1 year. As for the remaining leases, the Company was not reasonably certain that it would exercise its option to extend the leases and they have not been recognized as part of the Company’s right-of-use assets and lease liabilities. Additionally, the Company is the lessor of leased solar systems with 20-year terms which have been classified as sales-type leases. These solar system leases have the option to extend for one or more additional one-year renewal terms. The Company has elected the “package of practical expedients” and has not reassessed whether the lease contracts contain a lease, their lease classifications or initial direct costs. Additionally, the Company has made an accounting policy election to exclude immaterial leases from lease accounting and will continue to expense them as incurred similar to its capitalization policy. The new standard also provides practical expedients for an entity’s ongoing accounting. The Company has elected the short-term lease recognition exemption for all leases that qualify. This means, for those leases that qualify, the Company will not recognize ROU assets or lease liabilities, and this includes not recognizing ROU assets or lease liabilities for existing short-term leases of those assets in transition. The Company has also elected the practical expedient to not separate lease and non-lease components for all of its leases where the Company is the lessee. Significant judgements have been made in the determination of the discount rate for the leases. The rate implicit in the leases was not readily determinable so the Company has used the incremental borrowing rate for measuring the leases liabilities and right-of-use asset. The Company used yields of syndicated loans from comparable companies to estimate an incremental borrowing rate. These loans were collateralized as required by ASC 842 and had similar credit ratings as the Company. Operating lease costs for the three and six months ended June 30, 2019 were $0.3 million and $0.6 million respectively. Cash paid for amounts included in the measurement of lease liabilities amounted to $0.3 million and $0.6 million for the three months and six months ended June 30, 2019 and have been included within the operating section of the Condensed Consolidated Statements of Cash Flows. Non-cash activities related to the adoption of ASC 842 include additions to right-of-use assets of $2.4 million arising from operating lease liabilities. The weighted average remaining lease term and weighted average discount rate are as follows: June 30, 2019 Weighted Average Remaining Lease Term Operating Leases 2.41 years Weighted Average Discount Rate Operating Leases 15 % Maturities of lease liabilities are as follows: June 30, 2019 Maturities of lease liabilities 2019 $ 784,706 2020 614,269 2021 385,908 2022 - 2023 - Thereafter - Total lease payments 1,784,883 Less imputed interest (273,985 ) Total $ 1,510,898 In determining the amount the Company expects to derive from the leased solar systems following the end of the lease term, it used significant assumptions. At lease inception, the Company engaged the services of a third-party to perform a study of the future fair market value through the end of the assumed lease term of 20 years using a cost approach and income approach. Inflation was projected based on historical trends to determine the residual value in real dollars. The Company has managed the risk associated with the residual value of its leased panels by incorporating system, home and property maintenance requirements within each lease. The Company expects to derive approximately $0.3 million from the underlying solar panels following the end of the lease term. Maturities of lease receivables are as follows: June 30, 2019 Maturities of lease receivables 2019 $ 41,588 2020 84,441 2021 85,912 2022 87,426 2023 88,983 Thereafter 1,062,602 Total lease receivables 1,450,952 Less imputed interest (610,939 ) Present value of lease receivables 840,013 Plus Unguaranteed residual 251,669 Plus Deferred operations and maintenance expenses 59,412 Less Initial direct costs (80,574 ) Total $ 1,070,520 The components of the Company’s aggregate net investment in sales-type leases as of June 30, 2019 include lease receivables of $1.5 million, unguaranteed residual assets of $0.3 million, initial direct cost of ($0.08) million, deferred operations and maintenance expense of $0.06 million and unearned revenue of $0.6 million. |
April 2019 Offering
April 2019 Offering | 6 Months Ended |
Jun. 30, 2019 | |
Offering [Abstract] | |
April 2019 Offering | 4. April 2019 Offering On April 2, 2019, Company closed an offering and sale of (a) “Primary Units,” each consisting of one share of the Company’s Class A common stock and a Series R Warrant to purchase one share of Class A common stock (the “Series R Warrant”), and (b) “Alternative Units,” each consisting of a Prepaid Series S Warrant to purchase one share of Class A common stock (the “Series S Warrants”) and a Series R Warrant to purchase one share of Class A common stock, pursuant to the Securities Purchase Agreement, dated as of April 2, 2019, by and among the Company and three institutional and accredited investors (the “Investors”) referred to herein as the “April 2019 Offering”. As a result, the Company issued 15,938,280 shares of Class A common stock, Series R Warrants to purchase 17,368,421 shares of Class A common stock, and Series S Warrants to purchase 1,430,141 shares of Class A common stock. The purchase price for a Primary Unit was $0.19 and the purchase price for an Alternative Unit was $0.18. The Series R Warrant is exercisable at any time after issuance and will remain exercisable for a period of five years thereafter at an exercise price of $.0.20 per share, subject to adjustments for stock splits and similar events. The Series S Warrant is exercisable immediately after issuance and for a period of five years thereafter at an exercise price of $0.19 per share, of which $0.18 was paid at the closing with $0.01 per share payable upon exercise. The Company received net proceeds of approximately $2.9 million at the closing, after deducting commissions to the placement agents and estimated offering expenses payable by the Company associated with the offering. In connection with the closing of the offering, the Company paid a cash fee of $231,000 to the placement agent for the offering. The Company also reimbursed $5,000 of the placement agent’s expenses and $35,000 of legal expenses of the placement agent. In addition, the Company issued a warrant to purchase 1,389,474 shares of Class A common stock to the placement agent. The Series R Warrants have been accounted for in accordance with ASC 480. The Series R Warrants are accounted for as liabilities due to provisions allowing the Investors to request redemption in cash, upon a change of control or failure to timely deliver shares of Class A common stock upon exercise. The Company classifies these common stock warrant liabilities on the Condensed Consolidated Balance Sheet as long-term liabilities due to their maturity in 5 years. The Series R Warrants are revalued at each balance sheet date subsequent to their initial issuance. The Company used a Monte Carlo pricing model to value these warrant liabilities. The Monte Carlo pricing model, which is based, in part, upon unobservable inputs for which there is little or no market data, requires the Company to develop its own assumptions. See Note 10. Fair Value Measurements for information about the techniques we use to measure the fair value of our Series R Warrants. The Series S Warrants are derivatives and have been accounted for in accordance with ASC 815. The derivatives do not meet the criteria for equity classification and have been recorded at their fair value on the Condensed Consolidated Balance Sheets as a long-term liability due to their maturity in 5 years. Any changes in the fair value of the conversion options have been recorded as a gain or loss directly on the Condensed Consolidated Statement of Operations. See Note 10. Fair Value Measurements for information about the techniques we use to measure the fair value of our derivative instruments. The placement agent warrants have been accounted for as non-employee compensation in accordance with ASC 718 upon adoption of ASU 2018-07 which became effective for the Company on January 1, 2019. The warrants were issued to the placement agents for their assistance with the April 2019 Offering and do not meet the requirements for liability classification. Additionally, the placement agent warrants contain a redemption feature which is not solely within the control of the Company resulting in temporary equity presentation on the Condensed Consolidated Balance Sheet as of June 30, 2019. They have been reflected at their grant date fair value and will be reassessed if it becomes probable that the warrants will be redeemable. |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | 5. Inventory Inventory for our Solar Division consists primarily of solar energy system components (such as solar panels and inverters) and its cost is determined by the first-in, first-out ("FIFO") method. The inventory is stated at the lower of cost or net realizable value with an allowance for slow moving and obsolete inventory items based on an estimate of the markdown to the retail price required to sell or dispose of such items. The Company has an allowance for obsolete or slow-moving inventory of $0.5 million and $0.7 million at June 30, 2019 and December 31, 2018, respectively. POWERHOUSE™ inventories are recorded at lower of cost (FIFO) or net realizable value. As of June 30, 2019, and December 31, 2018, there was no excess and obsolete inventory reserve for POWERHOUSE™ inventories. June 30, December 31, 2019 2018 Productive material, work in process and supplies $ 1,309 $ 92 Finished product, including service parts, etc. 3,820 2,174 Total inventories 5,129 2,266 Reserve for obsolescence (491 ) (671 ) Total inventories, net $ 4,638 $ 1,595 |
Accrued Liabilities
Accrued Liabilities | 6 Months Ended |
Jun. 30, 2019 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accrued Liabilities | 6. Accrued Liabilities Accrued liabilities consist of the following: June 30, December 31, (in thousands) 2019 2018 Accrued Expenses $ 711 $ 924 Received not billed 870 240 Accrued Compensation 380 476 Other 59 69 Accrued Project Costs 85 102 Total $ 2,105 $ 1,811 |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Parties | 7. Related Parties On May 23, 2017, the Company entered into an agreement with Mobomo, LLC (“Mobomo”) for the design and development of intellectual property at a cost of $0.5 million. The intellectual property consisted of an integrated mobile phone application and the new RGS 365™ customer portal. As of June 30, 2019, and December 31, 2018, Mobomo provided data hosting services which totaled approximately $5,000 and $20,000, respectively. Mobomo’s Chief Executive Officer is the son of the Company’s CEO. The Company approved the agreement in accordance with its related-party transaction policy. |
Contingencies
Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | 8. Contingencies The Company is subject to risks and uncertainties in the normal course of business, including legal proceedings; governmental regulation, such as the interpretation of tax and labor laws; and the seasonal nature of its business due to weather-related factors. The Company has accrued a liability for probable and estimable costs incurred with respect to identified risks and uncertainties based upon the facts and circumstances currently available. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Shareholders' Equity | 9. Shareholders’ Equity During the three and six months ended June 30, 2018, the Company issued stock options under the 2018 Long-Term Incentive Plan, however, none of these options were exercised during the three and six months ended June 30, 2019. During the three months ended June 30, 2019, 215,500 stock options were granted. Related specifically to the Company’s issuance of convertible notes and warrants on April 9, 2018, the Company issued 894,836 shares of its Class A common stock upon the conversion of the 2018 convertible notes and 210,000 shares of its Class A common stock upon exercise of the Series Q warrants during the six months ended June 30, 2019. No such conversions or exercises took place during the three months ended June 30, 2019. As discussed in Note 4. April 2019 Offering, the Company issued the Series R Warrants, Series S Warrants and placement agent warrants. Of the warrants issued, 1,430,141 shares of Class A common stock were issued upon exercise of the Series S warrants and 3,688,935 shares of Class A common stock were issued upon exercise of the Series R warrants during the three months ended June 30, 2019. At June 30, 2019, the Company had the following shares of Class A common stock reserved for future issuance: Stock options and grants outstanding under incentive plans 1,121,228 Common stock warrants outstanding 23,573,833 Total shares reserved for future issuance 24,695,061 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 10. Fair Value Measurements The Company complies with the provisions of FASB ASC No. 820, Fair Value Measurements and Disclosures ASC 820-10-35 discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). The statement utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: Level 1 Inputs – Level 1 inputs are unadjusted quoted prices in active markets for assets or liabilities identical to those to be reported at fair value. An active market is a market in which transactions occur for the item to be fair valued with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 Inputs – Level 2 inputs are inputs other than quoted prices included within Level 1. Level 2 inputs are observable either directly or indirectly. These inputs include: (a) Quoted prices for similar assets or liabilities in active markets; (b) Quoted prices for identical or similar assets or liabilities in markets that are not active, such as when there are few transactions for the asset or liability, the prices are not current, price quotations vary substantially over time or in which little information is released publicly; (c) Inputs other than quoted prices that are observable for the asset or liability; and (d) Inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 Inputs – Level 3 inputs are unobservable inputs for an asset or liability. These inputs should be used to determine fair value only when observable inputs are not available. Unobservable inputs should be developed based on the best information available in the circumstances, which might include internally generated data and assumptions being used to price the asset or liability. When determining the fair value measurements for assets or liabilities required or permitted to be recorded at and/or marked to fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability. When possible, the Company looks to active and observable markets to price identical assets. When identical assets are not traded in active markets, the Company looks to market observable data for similar assets. The Company accounts for Series R Warrants in accordance with ASC 480. The Series R Warrants are accounted for as liabilities due to provisions in the warrants allowing the Investors to request redemption in cash upon a change of control or failure to timely deliver shares of Class A common stock upon exercise. The Company classifies these warrant liabilities on the Consolidated Balance Sheet as long-term liabilities, which are revalued at each balance sheet date subsequent to their initial issuance. The Company used a Monte Carlo pricing model to initially value the Series R Warrants however, due to the immaterial difference in valuations between the two models, the Company utilized Black Scholes as of June 30, 2019 to value these common stock warrant liabilities which is based, in part, upon unobservable inputs some of which have little or no market data, requiring the Company to develop its own assumptions. The following tables summarize the basis used to measure certain financial assets and liabilities at fair value on a recurring basis in the consolidated balance sheets: Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Items Inputs Inputs Balance at June 30, 2019 (in thousands) Total (Level 1) (Level 2) (Level 3) Common stock warrant liability $ 3,766 - - $ 3,766 $ 3,766 - - $ 3,766 The following table shows the reconciliation from the beginning to the ending balance for the Company’s common stock warrant liability measured at fair value on a recurring basis using significant unobservable inputs (i.e. Level 3) for the period ended June 30, 2019: (in thousands) Series Q Series R Series S common Total Fair value of financial liabilities at December 31, 2018 $ 511 $ - $ - $ 511 April 2019 Offering - 2,605 250 2,855 Change in the fair value of common stock warrant liabilities, net (30 ) 1,518 - 1,488 Adjustment for exercise of common stock warrant liabilities (241 ) (597 ) (250 ) (1,088 ) Fair value of financial liabilities at June 30, 2019 $ 240 $ 3,526 $ - $ 3,766 The assumptions used in the Black Scholes model were as follows: Exercise Strike Floor Closing Risk-free Dividend Market Remaining Series Q Common Stock Warrant Liability June 30, 2019 $ 0.19 N/a $ 0.28 1.76 % 0.00 % 151 % 3.78 Series R Common Stock Warrant Liability June 30, 2019 $ 0.20 N/a $ 0.28 1.76 % 0.00 % 151 % 4.76 Other Financial Instruments The Company's financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable, deferred revenue and convertible debt. The carrying values of these financial instruments approximate their fair values, due to their short-term nature. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | 11. Segment Information Financial information for the Company’s segments and a reconciliation of the total of the reportable segments’ income (loss) from operations (measures of profit or loss) to the Company’s consolidated net loss are as follows: Three Months ended June 30, Six Months ended June 30, (in thousands) 2019 2018 2019 2018 Contract revenue: Solar Division $ 2,188 $ 3,568 $ 4,248 $ 6,381 POWERHOUSE™ 106 - 171 - Other - - 37 11 Consolidated contract revenue 2,294 3,568 4,456 6,392 Operating loss: Solar Division (532 ) (571 ) (2,150 ) (1,996 ) POWERHOUSE™ (1,004 ) (57 ) (1,465 ) (108 ) Other (1,816 ) (3,581 ) (4,239 ) (6,496 ) Operating loss (3,352 ) (4,209 ) (7,854 ) (8,600 ) Reconciliation of consolidated loss from operations to consolidated net loss: Change in fair value of derivative liabilities and loss on debt extinguishment (1,502 ) (3,073 ) (1,445 ) (3,046 ) Amortization of debt discount and deferred loan costs (234 ) (1,435 ) (287 ) (1,435 ) Other income 12 955 20 985 Net loss $ (5,076 ) $ (7,762 ) $ (9,566 ) $ (12,096 ) The following is a reconciliation of reportable segments’ assets to the Company’s consolidated total assets. The Other segment includes certain unallocated corporate amounts. June 30, December 31, (in thousands) 2019 2018 Total assets: Solar Division $ 6,224 $ 7,136 POWERHOUSE™ 7,592 4,298 Other 1,669 4,826 $ 15,485 $ 16,260 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Recently Adopted And Issued Accounting Standards | Recently Adopted Accounting Standards ASU 2018-20, ASU 2018-11, ASU 2018-01 and ASU 2016-02 In February 2016, the FASB established Topic 842, Leases, by issuing Accounting Standards Update (ASU) No. 2016-02, which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. Topic 842 was subsequently amended by ASU No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842; ASU No. 2018-10, Codification Improvements to Topic 842, Leases; and ASU No. 2018-11, Targeted Improvements. The new standard establishes a right-of-use model (ROU) that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. The new standard was effective for the Company on January 1, 2019. A modified retrospective transition approach is required, applying the new standard to all leases existing at the date of initial application. An entity may choose to use either (1) its effective date or (2) the beginning of the earliest comparative period presented in the financial statements as its date of initial application. The accounting standards noted above also requires lessors to classify leases as sales-type, direct financing or operating leases and the Company currently holds leases of solar systems where it is the lessor. Please refer to Note 3. Leases for the impact of the Company’s adoption of Topic 842. ASU 2018-07 On June 20, 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2018-07 (“ASU 2018-07”), Compensation—Stock Compensation (Topic 718) Improvements to Nonemployee Share-Based Payment Accounting ASU 2017-11 On July 13, 2017, the FASB issued Accounting Standards Update No. 2017-11 (“ASU 2017-11”), Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Recently Issued Accounting Standards ASU 2016-13 On June 16, 2016, the Financial Accounting Standards Board issued Accounting Standards Update No. 2016-13 (“ASU 2016-13”), Financial Instruments—Credit Losses (Topic 326) |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Schedule of weighted average remaining lease term and weighted average discount rate | June 30, 2019 Weighted Average Remaining Lease Term Operating Leases 2.41 years Weighted Average Discount Rate Operating Leases 15 % |
Schedule of future minimum lease payments | June 30, 2019 Maturities of lease liabilities 2019 $ 784,706 2020 614,269 2021 385,908 2022 - 2023 - Thereafter - Total lease payments 1,784,883 Less imputed interest (273,985 ) Total $ 1,510,898 |
Schedule of maturities of lease receivables | June 30, 2019 Maturities of lease receivables 2019 $ 41,588 2020 84,441 2021 85,912 2022 87,426 2023 88,983 Thereafter 1,062,602 Total lease receivables 1,450,952 Less imputed interest (610,939 ) Present value of lease receivables 840,013 Plus Unguaranteed residual 251,669 Plus Deferred operations and maintenance expenses 59,412 Less Initial direct costs (80,574 ) Total $ 1,070,520 |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | June 30, December 31, 2019 2018 Productive material, work in process and supplies $ 1,309 $ 92 Finished product, including service parts, etc. 3,820 2,174 Total inventories 5,129 2,266 Reserve for obsolescence (491 ) (671 ) Total inventories, net $ 4,638 $ 1,595 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Schedule of components of accrued expenses | June 30, December 31, (in thousands) 2019 2018 Accrued Expenses $ 711 $ 924 Received not billed 870 240 Accrued Compensation 380 476 Other 59 69 Accrued Project Costs 85 102 Total $ 2,105 $ 1,811 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of Stockholders Equity [Table Text Block] | Stock options and grants outstanding under incentive plans 1,121,228 Common stock warrants outstanding 23,573,833 Total shares reserved for future issuance 24,695,061 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value of assets and liabilities measured on recurring basis | Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Items Inputs Inputs Balance at June 30, 2019 (in thousands) Total (Level 1) (Level 2) (Level 3) Common stock warrant liability $ 3,766 - - $ 3,766 $ 3,766 - - $ 3,766 |
Schedule of reconciliation of common stock warrant liability measured at fair value on recurring basis | (in thousands) Series Q Series R Series S common Total Fair value of financial liabilities at December 31, 2018 $ 511 $ - $ - $ 511 April 2019 Offering - 2,605 250 2,855 Change in the fair value of common stock warrant liabilities, net (30 ) 1,518 - 1,488 Adjustment for exercise of common stock warrant liabilities (241 ) (597 ) (250 ) (1,088 ) Fair value of financial liabilities at June 30, 2019 $ 240 $ 3,526 $ - $ 3,766 |
Schedule of assumptions used for fair value measurements | Exercise Strike Floor Closing Risk-free Dividend Market Remaining Series Q Common Stock Warrant Liability June 30, 2019 $ 0.19 N/a $ 0.28 1.76 % 0.00 % 151 % 3.78 Series R Common Stock Warrant Liability June 30, 2019 $ 0.20 N/a $ 0.28 1.76 % 0.00 % 151 % 4.76 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of reconciliation of reportable segments' income (loss) from operations | Three Months ended June 30, Six Months ended June 30, (in thousands) 2019 2018 2019 2018 Contract revenue: Solar Division $ 2,188 $ 3,568 $ 4,248 $ 6,381 POWERHOUSE™ 106 - 171 - Other - - 37 11 Consolidated contract revenue 2,294 3,568 4,456 6,392 Operating loss: Solar Division (532 ) (571 ) (2,150 ) (1,996 ) POWERHOUSE™ (1,004 ) (57 ) (1,465 ) (108 ) Other (1,816 ) (3,581 ) (4,239 ) (6,496 ) Operating loss (3,352 ) (4,209 ) (7,854 ) (8,600 ) Reconciliation of consolidated loss from operations to consolidated net loss: Change in fair value of derivative liabilities and loss on debt extinguishment (1,502 ) (3,073 ) (1,445 ) (3,046 ) Amortization of debt discount and deferred loan costs (234 ) (1,435 ) (287 ) (1,435 ) Other income 12 955 20 985 Net loss $ (5,076 ) $ (7,762 ) $ (9,566 ) $ (12,096 ) |
Schedule of reconciliation of reportable segments' assets to the company's consolidated total assets | June 30, December 31, (in thousands) 2019 2018 Total assets: Solar Division $ 6,224 $ 7,136 POWERHOUSE™ 7,592 4,298 Other 1,669 4,826 $ 15,485 $ 16,260 |
Organization, Nature of Opera_2
Organization, Nature of Operations, and Principles of Consolidation (Detail Textuals) $ in Thousands | 1 Months Ended | 6 Months Ended | ||||||
Mar. 27, 2019USD ($) | Jun. 30, 2019USD ($)Megawatt | Apr. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Principles Of Consolidation, Organization And Nature Of Operations [Line Items] | ||||||||
Cash | $ 1,696 | $ 5,831 | $ 1,541 | $ 1,170 | ||||
Shareholders' equity | $ 3,590 | $ 7,137 | 10,782 | $ (123) | $ 3,356 | $ 6,166 | ||
Term of estimated liquidity | 12 months | |||||||
Reduction of workforce payroll plus burden | $ 4,000 | |||||||
Additional paid-in capital | $ 255,715 | $ 253,331 | ||||||
Powerhouse License Agreement | ||||||||
Principles Of Consolidation, Organization And Nature Of Operations [Line Items] | ||||||||
Sell minimum quantity of solar within 5 - years | Megawatt | 50 | |||||||
Payment for license fee | $ 3,000 | |||||||
Cash | 1,700 | |||||||
Working capital | 2,600 | |||||||
Shareholders' equity | $ 3,600 | |||||||
Additional paid-in capital | $ 3,300 |
Leases (Details)
Leases (Details) | Jun. 30, 2019 |
Leases [Abstract] | |
Weighted Average Remaining Lease Term Operating Leases | 2 years 4 months 28 days |
Weighted Average Discount Rate Operating Leases | 15.00% |
Leases (Details 1)
Leases (Details 1) $ in Thousands | Jun. 30, 2019USD ($) |
Leases [Abstract] | |
2019 | $ 784,706 |
2020 | 614,269 |
2021 | 385,908 |
2022 | 0 |
2023 | 0 |
Thereafter | 0 |
Total lease payments | 1,784,883 |
Less imputed interest | (273,985) |
Total | $ 1,510,898 |
Leases (Details 2)
Leases (Details 2) $ in Thousands | Jun. 30, 2019USD ($) |
Leases [Abstract] | |
2019 | $ 41,588 |
2020 | 84,441 |
2021 | 85,912 |
2022 | 87,426 |
2023 | 88,983 |
Thereafter | 1,062,602 |
Total lease receivables | 1,450,952 |
Less imputed interest | (610,939) |
Present value of lease receivables | 840,013 |
Plus Unguaranteed residual | 251,669 |
Plus Deferred operations and maintenance expenses | 59,412 |
Less Initial direct costs | (80,574) |
Total | $ 1,070,520 |
Leases (Detail Textuals)
Leases (Detail Textuals) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | |
Lessor, Lease, Description [Line Items] | |||
Adjustment to retained earnings | $ 0 | ||
Lease extend term | 3 years | ||
Remaining lease terms | 1 year | 1 year | |
Term of sales-type lease on solar systems | 20 years | 20 years | |
Sales-type lease extend term | one or more additional one-year renewal terms | ||
Amount of expects to derive from underlying solar panels | $ 300 | ||
Operating lease costs | $ 300 | 600 | |
Cash Paid For Lease Liabilities | 300 | 600 | |
Operating lease right-of-use asset | 1,464 | 1,464 | |
Additions to right-of-use assets arising from operating lease liabilities | 2,400 | ||
Lease receivables | 1,500 | 1,500 | |
Unguaranteed residual assets | 300 | 300 | |
Initial direct cost | 80 | ||
Deferred operations and maintenance ("O&M") expense | 60 | ||
Unearned revenue | 600 | ||
Non-current assets | |||
Lessor, Lease, Description [Line Items] | |||
Operating lease right-of-use asset | 2,400 | 2,400 | |
Current liabilities | |||
Lessor, Lease, Description [Line Items] | |||
Operating lease right-of-use asset | 300 | 300 | |
Non-current liabilities | |||
Lessor, Lease, Description [Line Items] | |||
Operating lease right-of-use asset | $ 2,000 | $ 2,000 | |
Maximum | |||
Lessor, Lease, Description [Line Items] | |||
Remaining lease terms | 5 years | 5 years | |
Minimum | |||
Lessor, Lease, Description [Line Items] | |||
Remaining lease terms | 1 year | 1 year |
April 2019 Offering (Detail Tex
April 2019 Offering (Detail Textuals) | Apr. 02, 2019USD ($)Institutional_And_Accredited$ / sharesshares | Jun. 30, 2019shares |
Offering [Line Items] | ||
Number of investors | Institutional_And_Accredited | 3 | |
Proceeds from offering | $ | $ 2,900,000 | |
Placement agent | ||
Offering [Line Items] | ||
Payments for stock issuance cost | $ | 231,000 | |
Reimbursed expense | $ | 5,000 | |
Legal expenses | $ | $ 35,000 | |
Series S Warrant | ||
Offering [Line Items] | ||
Warrant exercise price | $ / shares | $ 0.19 | |
Warrant exercisable period | 5 years | |
Increase warrant exercise price | $ / shares | $ 0.01 | |
Maturity period of long term common stock warrant liabilities | 5 years | |
Series R Warrant | ||
Offering [Line Items] | ||
Warrant exercise price | $ / shares | $ 0.20 | |
Warrant exercisable period | 5 years | |
Increase warrant exercise price | $ / shares | $ 0.01 | |
Maturity period of short term common stock warrant liabilities | 5 years | |
Class A common stock | ||
Offering [Line Items] | ||
Number of shares issued and sold in registered offering | 15,938,280 | |
Class A common stock | Institutional and accredited investors ("Investors") | ||
Offering [Line Items] | ||
Number of shares issued and sold in registered offering | 15,938,280 | |
Class A common stock | Placement agent | ||
Offering [Line Items] | ||
Number of shares called by warrants | 1,389,474 | |
Class A common stock | Series S Warrant | ||
Offering [Line Items] | ||
Number of shares called by warrants | 1,430,141 | |
Class A common stock | Series S Warrant | Institutional and accredited investors ("Investors") | ||
Offering [Line Items] | ||
Number of shares called by warrants | 1,430,141 | |
Share price per share | $ / shares | $ 0.18 | |
Class A common stock | Series R Warrant | ||
Offering [Line Items] | ||
Number of shares called by warrants | 3,688,935 | |
Class A common stock | Series R Warrant | Institutional and accredited investors ("Investors") | ||
Offering [Line Items] | ||
Number of shares called by warrants | 17,368,421 | |
Share price per share | $ / shares | $ 0.19 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Productive material, work in process and supplies | $ 1,309 | $ 92 |
Finished product, including service parts, etc. | 3,820 | 2,174 |
Total inventories | 5,129 | 2,266 |
Reserve for obsolescence | (491) | (671) |
Total inventories, net | $ 4,638 | $ 1,595 |
Inventory (Detail Textuals)
Inventory (Detail Textuals) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Solar Division | ||
Inventory [Line Items] | ||
Inventory allowance for obsolete or slow-moving inventory | $ 0.5 | $ 0.7 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Accrued Expenses | $ 711 | $ 924 |
Received not billed | 870 | 240 |
Accrued Compensation | 380 | 476 |
Other | 59 | 69 |
Accrued Project Costs | 85 | 102 |
Total | $ 2,105 | $ 1,811 |
Related Parties (Detail Textual
Related Parties (Detail Textuals) - Mobomo, LLC ("Mobomo") - Intellectual property - USD ($) | Jun. 30, 2019 | Dec. 31, 2018 | May 23, 2017 |
Related Party Transaction [Line Items] | |||
Finite-Lived Intangible Assets, at cost | $ 500,000 | ||
Hosting services | $ 5,000 | $ 20,000 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) | Jun. 30, 2019shares |
Schedule Of Stockholders Equity [Line Items] | |
Total shares reserved for future issuance | 24,695,061 |
Stock options and grants outstanding under incentive plans | |
Schedule Of Stockholders Equity [Line Items] | |
Total shares reserved for future issuance | 1,121,228 |
Common stock warrants outstanding | |
Schedule Of Stockholders Equity [Line Items] | |
Total shares reserved for future issuance | 23,573,833 |
Shareholders' Equity (Detail Te
Shareholders' Equity (Detail Textuals) - shares | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | |
Schedule Of Stockholders Equity [Line Items] | |||
Stock option granted | 215,500 | ||
Class A common stock | |||
Schedule Of Stockholders Equity [Line Items] | |||
Conversion of 2018 Notes (in shares) | 894,836 | 5,109,553 | 894,836 |
Proceeds from warrant exercises related to 2018 Note Offering (in shares) | 210,000 | 200,000 | |
Class A common stock | Series Q warrants | |||
Schedule Of Stockholders Equity [Line Items] | |||
Proceeds from warrant exercises related to 2018 Note Offering (in shares) | 210,000 | ||
Class A common stock | Series S warrants | |||
Schedule Of Stockholders Equity [Line Items] | |||
Number of shares called by warrants | 1,430,141 | ||
Class A common stock | Series R warrants | |||
Schedule Of Stockholders Equity [Line Items] | |||
Number of shares called by warrants | 3,688,935 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Assets and Liabilities Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets and liabilities at fair value | $ 3,766 | $ 511 |
Recurring basis | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets and liabilities at fair value | 3,766 | |
Recurring basis | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets and liabilities at fair value | 3,766 | |
Recurring basis | Quoted Prices in Active Markets for Identical Items (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets and liabilities at fair value | 0 | |
Recurring basis | Quoted Prices in Active Markets for Identical Items (Level 1) | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets and liabilities at fair value | 0 | |
Recurring basis | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets and liabilities at fair value | 0 | |
Recurring basis | Significant Other Observable Inputs (Level 2) | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets and liabilities at fair value | 0 | |
Recurring basis | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets and liabilities at fair value | 3,766 | |
Recurring basis | Significant Unobservable Inputs (Level 3) | Common stock warrant liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial assets and liabilities at fair value | $ 3,766 |
Fair Value Measurements - Recon
Fair Value Measurements - Reconciliation of Common Stock Warrant Liability Measured at Fair Value on Recurring Basis (Details 1) - Recurring basis - Significant Unobservable Inputs (Level 3) - Warrant $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value of financial liabilities at December 31, 2018 | $ 511 |
April 2019 Offering | 2,855 |
Change in the fair value of common stock warrant liabilities, net | 1,488 |
Adjustment for exercise of common stock warrant liabilities | (1,088) |
Fair value of financial liabilities at June 30, 2019 | 3,766 |
Series Q common stock warrant liability | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value of financial liabilities at December 31, 2018 | 511 |
April 2019 Offering | 0 |
Change in the fair value of common stock warrant liabilities, net | (30) |
Adjustment for exercise of common stock warrant liabilities | (241) |
Fair value of financial liabilities at June 30, 2019 | 240 |
Series R common stock warrant liability | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value of financial liabilities at December 31, 2018 | 0 |
April 2019 Offering | 2,605 |
Change in the fair value of common stock warrant liabilities, net | 1,518 |
Adjustment for exercise of common stock warrant liabilities | (597) |
Fair value of financial liabilities at June 30, 2019 | 3,526 |
Series S common stock warrant liability | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value of financial liabilities at December 31, 2018 | 0 |
April 2019 Offering | 250 |
Change in the fair value of common stock warrant liabilities, net | 0 |
Adjustment for exercise of common stock warrant liabilities | (250) |
Fair value of financial liabilities at June 30, 2019 | $ 0 |
Fair Value Measurements - Assum
Fair Value Measurements - Assumptions used in Black Scholes model (Details 2) - Derivative liability - Warrant | 6 Months Ended |
Jun. 30, 2019Percent | |
Series Q common stock warrant liability | |
Fair Value Disclosures [Line Items] | |
Remaining Term (years) | 3 years 9 months 11 days |
Series Q common stock warrant liability | Exercise Price | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 0.19 |
Series Q common stock warrant liability | Closing Market Price | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 0.28 |
Series Q common stock warrant liability | Risk-free Rate | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 1.76 |
Series Q common stock warrant liability | Dividend Yield | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 0 |
Series Q common stock warrant liability | Market Price Volatility | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 151 |
Series R common stock warrant liability | |
Fair Value Disclosures [Line Items] | |
Remaining Term (years) | 4 years 9 months 4 days |
Series R common stock warrant liability | Exercise Price | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 0.20 |
Series R common stock warrant liability | Closing Market Price | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 0.28 |
Series R common stock warrant liability | Risk-free Rate | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 1.76 |
Series R common stock warrant liability | Dividend Yield | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 0 |
Series R common stock warrant liability | Market Price Volatility | |
Fair Value Disclosures [Line Items] | |
Derivative Liability, Measurement Input | 151 |
Segment Information - Financial
Segment Information - Financial information for segments and reconciliation of Total of Reportable segments' income/(loss)from operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Contract revenue: | ||||||
Consolidated contract revenue | $ 2,294 | $ 3,568 | $ 4,456 | $ 6,392 | ||
Operating loss: | ||||||
Operating loss | (3,352) | (4,209) | (7,854) | (8,600) | ||
Reconciliation of consolidated loss from operations to consolidated net loss: | ||||||
Change in fair value of derivative liabilities and loss on debt extinguishment | (1,502) | (3,073) | (1,445) | (3,046) | ||
Amortization of debt discount and deferred loan costs | (234) | (1,435) | (287) | (1,435) | ||
Other income | 12 | 955 | 20 | 985 | ||
Net loss | (5,076) | $ (4,490) | (7,762) | $ (4,334) | (9,566) | (12,096) |
Solar Division | ||||||
Contract revenue: | ||||||
Consolidated contract revenue | 2,188 | 3,568 | 4,248 | 6,381 | ||
Operating loss: | ||||||
Operating loss | (532) | (571) | (2,150) | (1,996) | ||
POWERHOUSE | ||||||
Contract revenue: | ||||||
Consolidated contract revenue | 106 | 0 | 171 | 0 | ||
Operating loss: | ||||||
Operating loss | (1,004) | (57) | (1,465) | (108) | ||
Other | ||||||
Contract revenue: | ||||||
Consolidated contract revenue | 0 | 0 | 37 | 11 | ||
Operating loss: | ||||||
Operating loss | $ (1,816) | $ (3,581) | $ (4,239) | $ (6,496) |
Segment Information - Reconcili
Segment Information - Reconciliation of reportable segments' assets to consolidated total assets (Details 1) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 15,485 | $ 16,260 |
Solar Division | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 6,224 | 7,136 |
POWERHOUSE | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 7,592 | 4,298 |
Other | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 1,669 | $ 4,826 |