Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Nov. 03, 2014 | Jun. 30, 2013 | |
Document and Entity Information: | ' | ' | ' |
Entity Registrant Name | 'Global Clean Energy Holdings, Inc. | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Amendment Flag | 'false | ' | ' |
Entity Central Index Key | '0000748790 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 339,187,545 | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Current Reporting Status | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Entity Public Float | ' | ' | $5,339,000 |
Entity Incorporation, Date of Incorporation | 20-Nov-91 | ' | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
CURRENT ASSETS | ' | ' |
Cash | $216,531 | $941,579 |
Accounts receivable | 38,559 | 2,100 |
Inventory | 37,296 | 1,564 |
Other current assets | 157,469 | 298,586 |
Total Current Assets | 449,855 | 1,243,829 |
PROPERTY AND EQUIPMENT, NET | 15,495,781 | 14,559,002 |
INVESTMENT HELD FOR SALE | ' | 288,536 |
DEFERRED GROWING COST | 0 | 3,378,990 |
INTANGIBLE ASSETS, NET | 3,972,950 | ' |
OTHER NONCURRENT ASSETS | 7,021 | 11,372 |
TOTAL ASSETS | 19,925,607 | 19,481,729 |
CURRENT LIABILITIES | ' | ' |
Accounts payable and accrued expenses | 3,807,646 | 1,135,594 |
Accrued payroll and payroll taxes | 1,170,223 | 1,018,894 |
Capital lease liability - current portion | 818 | 42,829 |
Notes payable - current portion | 1,376,000 | 60,800 |
Convertible notes payable | 567,000 | 567,000 |
Total Current Liabilities | 6,921,687 | 2,825,117 |
LONG-TERM LIABILITIES | ' | ' |
Accrued interest payable | 3,154,826 | 2,121,787 |
Accrued return on noncontrolling interest | 7,442,730 | 4,963,582 |
Notes payable - long term portion | ' | 40,200 |
Mortgage notes payable | 5,110,189 | 5,110,189 |
Total Long Term Liabilities | 15,707,745 | 12,235,758 |
STOCKHOLDERS' EQUITY (DEFICIT) | ' | ' |
Preferred stock - $0.001 par value; 50,000,000 shares authorized Series B, convertible; 13,000 shares issued (aggregate liquidation preference of $1,300,000) | 13 | 13 |
Common stock, $0.001 par value; 500,000,000 shares authorized; 339,187,545 and 293,683,502 issued and outstanding | 339,187 | 293,683 |
Additional paid-in capital | 25,600,050 | 24,588,022 |
Accumulated deficit | -28,338,875 | -26,599,007 |
Accumulated other comprehensive loss | -63,020 | -56,121 |
Total Global Clean Energy Holdings, Inc. Stockholders' Deficit | -2,462,645 | -1,773,410 |
Noncontrolling interests | -241,180 | 6,194,264 |
Total equity | -2,703,825 | 4,420,854 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $19,925,607 | $19,481,729 |
BALANCE_SHEETS_PARENTHETICAL
BALANCE SHEETS (PARENTHETICAL) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Financial Position | ' | ' |
Preferred Stock, par or stated value | $0.00 | $0.00 |
Preferred Stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred Stock, Series B issued | 13,000 | 13,000 |
Preferred Stock, liquidation preference | $1,300,000 | $1,300,000 |
Common Stock, par or stated value | $0.00 | $0.00 |
Common Stock, shares authorized | 500,000,000 | 500,000,000 |
Common Stock, shares issued | 339,187,545 | 293,683,502 |
Common Stock, shares outstanding | 339,187,545 | 293,683,502 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Income Statement | ' | ' |
Revenue | $281,248 | $367,811 |
Subsidy Income | 51,072 | 768,272 |
Total Revenue | 332,320 | 1,136,083 |
Operating Expenses | ' | ' |
General and administrative | 2,573,719 | 2,069,309 |
Loss on sale of investment held for sale | -178,896 | ' |
Write down of impaired long lived assets | 3,440,904 | 1,639,815 |
Plantation operating costs | 786,300 | 826,227 |
Total Operating Expenses | 6,979,819 | 4,535,351 |
Loss from Operations | -6,647,499 | -3,399,268 |
Other Income (Expenses) | ' | ' |
Other income | 90 | 121 |
Interest expense | -999,524 | -857,439 |
Gain on settlement of liabilities | 50,138 | 1,013,387 |
Foreign currency transaction loss | -1,612 | -32,716 |
Net Other Income (Expenses) | -950,908 | 123,353 |
Net Loss | -7,598,407 | -3,275,915 |
Less Net Loss Attributable to the Noncontrolling Interest | -5,676,647 | -3,339,202 |
Net Income (Loss) Attributable to Global Clean Energy Holdings, Inc. | -1,921,760 | 63,287 |
Amounts attributable to Global Clean Energy Holdings, Inc. common shareholders: | ' | ' |
Net Income (Loss) | ($1,921,760) | $63,287 |
Basic Loss per Common Share: | ' | ' |
Net Basic Income (Loss) per Common Share | ($0.01) | $0.00 |
Basic Weighted-Average Common Shares Outstanding | 327,107,796 | 292,244,373 |
Diluted Income (Loss) per Common Share: | ' | ' |
Net Diluted Income (Loss) per Common Share | ($0.01) | $0.00 |
Diluted Weighted-Average Common Shares Outstanding | 327,107,796 | 318,962,355 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Income Statement | ' | ' |
Net Loss | ($7,598,407) | ($3,275,915) |
Other comprehensive income - foreign currency translation adjustment | 114,765 | 835,263 |
Comprehensive Income (Loss) | -7,483,642 | -2,440,652 |
Add net loss attributable to the noncontrolling interest | 5,676,647 | 3,339,202 |
Add other comprehensive (income) attributable to noncontrolling interest | -121,664 | -869,388 |
Comprehensive Loss Attributable to Global Clean Energy Holdings, Inc. | ($1,928,659) | $29,162 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY (DEFICIT) (USD $) | Series B | Common stock | Additional Paid in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Non-controlling Interests | Total |
Equity Balance, beginning of period, Value at Dec. 31, 2011 | $13 | $285,062 | $24,260,628 | ($26,662,294) | ($21,996) | $5,099,547 | $2,960,960 |
Equity Balance, beginning of period, Shares at Dec. 31, 2011 | 13,000 | 285,062,812 | ' | ' | ' | ' | ' |
Contributions from noncontrolling interests | ' | ' | ' | ' | ' | 5,620,435 | 5,620,435 |
Issuance of common stock for cash, Value | ' | 8,621 | 241,379 | ' | ' | ' | 250,000 |
Issuance of common stock for cash, Shares | ' | 8,620,690 | ' | ' | ' | ' | ' |
Share-based compensation from issuance of options and compensation-based warrants | ' | ' | 86,015 | ' | ' | ' | 86,015 |
Accrual of preferential return for the noncontrolling interests | ' | ' | ' | ' | ' | -2,055,904 | -2,055,904 |
Foreign currency translation gain (loss) | ' | ' | ' | ' | -34,125 | 869,388 | 835,263 |
Net Loss | ' | ' | ' | 63,287 | ' | -3,339,202 | -3,275,915 |
Equity Balance, end of period, Value at Dec. 31, 2012 | 13 | 293,683 | 24,588,022 | -26,599,007 | -56,121 | 6,194,264 | 4,420,854 |
Equity Balance, end of period, Shares at Dec. 31, 2012 | 13,000 | 293,683,502 | ' | ' | ' | ' | ' |
Contributions from noncontrolling interests | ' | ' | ' | ' | ' | 1,598,688 | 1,598,688 |
Issuance of common stock, Value | ' | 40,000 | 760,000 | ' | ' | ' | 800,000 |
Issuance of common stock, Shares | ' | 40,000,000 | ' | ' | ' | ' | ' |
Exercise of options, Value | ' | 1,477 | 13,294 | ' | ' | ' | 14,771 |
Exercise of options, Shares | ' | 1,477,089 | ' | ' | ' | ' | -1,477,089 |
Exercise of warrants, Value | ' | 4,027 | 36,243 | ' | ' | ' | 40,270 |
Exercise of warrants, Shares | ' | 4,026,954 | ' | ' | ' | ' | ' |
Share-based compensation from issuance of options and compensation-based warrants | ' | ' | 202,491 | ' | ' | ' | 202,491 |
Accrual of preferential return for the noncontrolling interests | ' | ' | ' | ' | ' | -2,479,148 | -2,479,148 |
Dissolution of TAL | ' | ' | ' | 181,891 | ' | ' | 181,891 |
Foreign currency translation gain (loss) | ' | ' | ' | ' | -6,899 | 121,644 | 114,765 |
Net Loss | ' | ' | ' | -1,921,760 | ' | -5,676,647 | -7,598,407 |
Equity Balance, end of period, Value at Dec. 31, 2013 | $13 | $339,187 | $25,600,050 | ($28,338,876) | ($63,020) | ($241,180) | ($2,703,825) |
Equity Balance, end of period, Shares at Dec. 31, 2013 | 13,000 | 339,187,545 | ' | ' | ' | ' | ' |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Operating Activities | ' | ' |
Net Loss | ($7,598,407) | ($3,275,915) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Foreign currency transaction loss | 1,612 | 32,716 |
Gain on settlement of liabilities | -50,138 | -1,013,387 |
Share-based compensation | 202,491 | 86,015 |
Write down of deferred growing cost | 3,440,904 | 1,183,991 |
Write down of long lived assets | 33,715 | 455,824 |
Write down of inventory | 0 | 130,038 |
Loss on sale of investment held for sale | 178,896 | ' |
Depreciation and amortization | 475,919 | 267,807 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -35,970 | ' |
Inventory | 87,792 | -22,124 |
Other current assets | 123,041 | 73,646 |
Deferred growing costs | ' | -1,564,751 |
Accounts payable and accrued expenses | 1,522,101 | 1,023,437 |
Deferred revenue | ' | -152,732 |
Other noncurrent assets | -1,302 | -41,414 |
Net Cash Used in Operating Activities | -1,619,346 | -2,816,849 |
Investing Activities | ' | ' |
Plantation development costs | -881,221 | -2,449,858 |
Purchase of property and equipment | -3,112 | -259,978 |
Proceeds from sale of property and equipment | 171,254 | ' |
Net Cash Used in Investing Activities | -713,079 | -2,709,836 |
Financing Activities | ' | ' |
Proceeds from issuance of common stock | ' | 250,000 |
Proceeds from exercise of options and warrants | 55,041 | ' |
Proceeds from issuance of preferred membership in GCE Mexico I, LLC | 1,598,688 | 5,620,435 |
Payments on capital leases and notes payable | -47,776 | -49,839 |
Net Cash Provided by Financing Activities | 1,605,953 | 5,820,596 |
Effect of exchange rate changes on cash | 1,424 | -29,112 |
Net change in Cash | -725,048 | 264,799 |
Cash at Beginning of Period | 941,579 | 676,780 |
Cash at End of Period | 216,531 | 941,579 |
Supplemental Disclosures of Cash Flow Information: | ' | ' |
Cash paid for interest | 9,602 | 75,967 |
Noncash Investing and Financing activities: | ' | ' |
Accrual of return on noncontrolling interest | 2,479,148 | 2,055,904 |
Intangible assets and equipment acquired | 4,359,341 | ' |
Inventory acquired | 123,599 | ' |
Other current assets assumed | 260 | ' |
Other current liabilities assumed | -2,383,100 | ' |
Net assets acquired | 2,100,100 | ' |
Notes payable issued | ($1,300,000) | ' |
Common stock issued | -800,000 | ' |
Note_1_History_and_Basis_of_Pr
Note 1 - History and Basis of Presentation | 12 Months Ended | ||
Dec. 31, 2013 | |||
Notes | ' | ||
Note 1 - History and Basis of Presentation | ' | ||
Note 1 – History and Basis of Presentation | |||
History | |||
Global Clean Energy Holdings, Inc. (the “Company”) is a U.S.-based, multi-national, energy agri-business focused on the development of non-food based bio-feedstocks. | |||
The Company was originally incorporated under the laws of the State of Utah on November 20, 1991. On July 19, 2010, the reincorporation of the company from a Utah corporation to a Delaware corporation was completed, as approved by shareholders. | |||
Principles of Consolidation | |||
The consolidated financial statements include the accounts of Global Clean Energy Holdings, Inc., its subsidiaries, and the variable interest entities of GCE Mexico I, LLC a Delaware limited liability company (“GCE Mexico”), and its Mexican subsidiaries (Asideros, Asideros 2 and Asideros 3). All significant intercompany transactions have been eliminated in consolidation. | |||
Generally accepted accounting principles require that if an entity is the primary beneficiary of a variable interest entity (VIE), the entity should consolidate the assets, liabilities and results of operations of the VIE in its consolidated financial statements. Global Clean Energy Holdings, Inc. considers itself to be the primary beneficiary of GCE Mexico, and it’s Mexican subsidiaries, and accordingly, has consolidated these entities since their formation beginning in April 2008, with the equity interests of the unaffiliated investors in GCE Mexico presented as Noncontrolling Interests in the accompanying consolidated financial statements. | |||
Under ASC 810-10 the Primary Beneficiary is the party that has both of the following: | |||
1. The power to make decisions regarding the activities that most significantly impact the success of the VIE, and | |||
2. The obligation to absorb losses or rights to receive benefits of the entity that could potentially be significant to the VIE. | |||
When multiple parties make decisions over different activities of the entity, only the party with power to direct the activities that most significantly impacts the entity's economic performance will have satisfied the first condition. Global Clean Energy Holdings, Inc. exercises complete operational control over GCE Mexico and its subsidiaries, as these rights were specifically granted to Global Clean Energy Holdings, Inc. under the GCE Mexico’s Operating Agreement (the “LLC Agreement”). | |||
Global Clean Energy Holdings, Inc. satisfies the second condition because as owner of a 50% profits interest, Global Clean Energy Holdings, Inc. is expected to receive the benefits or the largest amounts of profits and cash distributions allocated by GCE Mexico. The partners’ right to receive a preferred return on their investment does not qualify as a “right to receive residual returns” of GCE Mexico. | |||
The guidance also states that “in a multi-tiered legal-entity structure, a reporting entity should generally begin its evaluation at the lowest-level entity. Each entity within the structure should then be evaluated on a consolidated basis. The attributes and variable interests of the underlying consolidated entities become those of the parent company upon consolidation”. | |||
GCE Mexico holds, directly, 99% of the voting interest in the subsidiaries pursuant to the Agency Agreement. GCEH’s rights as Manager of GCE Mexico and as the sole Director of the subsidiaries enables GCEH to conclude that these powers, together with the 50% membership interest in GCE Mexico, gives Global Clean Energy Holdings, Inc. a controlling financial interest and therefore is the primary beneficiary. | |||
GCE MEXICO I, LLC AND SUBSIDIARIES | |||
CONSOLIDATED BALANCE SHEETS | |||
31-Dec-13 | 31-Dec-12 | ||
CURRENT ASSETS | $363,358 | $1,184,194 | |
PROPERTY AND EQUIPMENT, NET | 14,720,296 | 14,209,193 | |
DEFERRED GROWING COST | - | 3,378,990 | |
OTHER NONCURRENT ASSETS | 3,522 | 7,872 | |
TOTAL ASSETS | $15,087,176 | $18,780,249 | |
CURRENT LIABILITIES | $1,008,651 | $437,540 | |
LONG-TERM LIABILITIES | 15,620,765 | 12,186,218 | |
TOTAL LIABILITIES | $16,629,416 | $12,623,758 | |
In March 2013, the Company acquired 100% of all of the outstanding membership interests of Sustainable Oils, LLC, a Delaware limited liability company. Accordingly, the consolidated financial statements for periods after that acquisition include the assets, liabilities and results of operations of that entity. | |||
Accounting for Agricultural Operations | |||
All costs incurred until the actual planting of the Jatropha Curcas plant are capitalized as plantation development costs, and are included in “Property and Equipment” on the balance sheet. Plantation development costs are being accumulated in the balance sheet during the development period and are accounted for in accordance with accounting standards for Agricultural Producers and Agricultural Cooperatives. The direct costs associated with each farm and the production of the Jatropha revenue streams have been deferred and accumulated as a noncurrent asset, “Deferred Growing Costs”, on the balance sheet. These costs will be recognized as a Cost of Goods Sold in the period the revenue is recognized. In 2013, the balance of the Deferred Growing Costs were related to our first Jatropha farm in Mexico and were written off. The trees in certain areas were not expected to produce enough yield or generate enough future revenues to offset the capital expended in a reasonable period of time and, accordingly, an impairment charge was recorded. Other general costs without expected future benefits are expensed when incurred. | |||
Cash and Cash Equivalents | |||
For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments with original maturities of three months or less to be cash equivalents. | |||
Inventories | |||
The Company uses the FIFO valuation method for its inventories. The Company records no inventories above their acquisition costs. There was no losses related to the valuation of inventory during the year ended December 31, 2013 and $130,038 in losses in 2012. | |||
Concentration of Credit Risk | |||
At December 31, 2013 and 2012, the Company had no cash and cash equivalents in the United States in excess of federally-insured limits. The Company had $362,825 excess balances for bank deposits in Mexico at December 31, 2012. The Company has maintained its cash balances at what management considers to be high credit-quality financial institutions. | |||
Property and Equipment | |||
Substantially all property and equipment relate to plantation costs and related equipment to cultivate the Jatropha Curcas plant. Property and equipment are stated at cost. Depreciation of office equipment is computed using the straight-line method over estimated useful lives of 3 to 5 years. Plantation equipment is depreciated using the straight-line method over estimated useful lives of 5 to 15 years. Depreciation of plantation equipment has been capitalized as part of plantation development costs through the date that the plantation becomes commercially productive. Plantation development costs have been accumulated in the balance sheet during the development period and are being accounted for in accordance with generally accepted accounting principles for agricultural producers and agricultural cooperatives. The initial plantations were deemed to be commercially productive on October 1, 2009, at which date the Company commenced the depreciation of plantation development costs over estimated useful lives of 10 to 35 years, depending on the nature of the development. Developments and other improvements with indefinite lives are capitalized and not depreciated. Other developments that have a limited life and intermediate-life plants that have growth and production cycles of more than one year are depreciated over their respective lives once they are placed in service. During 2013, the Company had land, plantation development costs, and plantation equipment located in Mexico, Belize and the Dominican Republic | |||
Except for costs incurred during the development period of the plantation, normal maintenance and repair items are charged to costs and expensed as incurred. During the development period, maintenance, repairs, and depreciation of plantation equipment have been capitalized as part of the plantation development costs. The cost and accumulated depreciation of property and equipment sold or otherwise retired are removed from the accounts and gain or loss on disposition is reflected in results of operations. | |||
. | |||
Impairment of Long-Lived Assets - Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount that the carrying amount of the assets exceeds the fair value of the assets. At December 31, 2013, the Company reviewed its long-lived assets and determined a portion of the Deferred Growing Cost and Plantation Development Costs related to Asideros 1 were impaired. See Note 10 for details. | |||
Income Taxes | |||
The Company utilizes the liability method of accounting for income taxes. Under the liability method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and the carryforward of operating losses and tax credits, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance against deferred tax assets is recorded when it is more likely than not that such tax benefits will not be realized. Assets and liabilities are established for uncertain tax positions taken or positions expected to be taken in income tax returns when such positions are judged to not meet the “more-likely-than-not” threshold based on the technical merits of the positions. Estimated interest and penalties related to uncertain tax positions are included as a component of general and administrative expense. | |||
Income/Loss per Common Share | |||
Income/Loss per share amounts are computed by dividing income or loss applicable to the common shareholders of the Company by the weighted-average number of common shares outstanding during each period. Diluted income or loss per share amounts are computed assuming the issuance of common stock for potentially dilutive common stock equivalents. The number of dilutive warrants and options is computed using the treasury stock method, whereby the dilutive effect is reduced by the number of treasury shares the Company could purchase with the proceeds from exercises of warrants and options. | |||
For the years ended December 31, 2013 | For the years ended December 31, 2012 | ||
Net Income (loss) | ($1,921,760) | $63,287 | |
Basic Weighted-Average Common Shares Outstanding | 327,107,796 | 292,244,373 | |
Effect of dilutive securities | |||
Convertible preferred stock - Series B | - | 11,818,181 | |
Warrants | - | 9,306,783 | |
Options | - | 5,593,018 | |
Diluted Weighted-Average Common Shares Outstanding | 327,107,796 | 318,962,355 | |
Basic Income (loss) Per Common Share | |||
Net Income (loss) | -0.0059 | 0.0002 | |
Diluted Income (loss) Per Common Share | |||
Net Income (loss) | -0.0059 | 0.0002 | |
The following instruments are currently antidilutive and have been excluded from the calculations of diluted income or loss per share at December 31, 2013, as follows: | |||
December 31, | |||
2013 | 2012 | ||
Convertible notes | 18,900,000 | 18,900,000 | |
Convertible preferred stock - Series B | 11,818,181 | - | |
Warrants | 2,000,000 | 1,708,184 | |
Compensation-based stock options and warrants | 69,375,311 | 54,860,000 | |
102,093,492 | 75,468,184 | ||
Revenue Recognition | |||
Revenue is recognized when all of the following criteria are met: persuasive evidence of an arrangement exists; delivery has occurred or services have been rendered; the seller’s price to the buyer is fixed or determinable; collectability is reasonably assured; and title and the risks and rewards of ownership have transferred to the buyer. Value added taxes collected on revenue transactions are excluded from revenue and are included in accounts payable until remittance to the taxation authority. | |||
Jatropha and Camelina biofuel revenue - The Company’s long-term primary source of revenue currently is expected to be be the sale of seeds from elite lines of Jatropha and/or Camelina used for propagation and the sale of Jatropha oil and biomass in the form of charcoal and/or animal feed. Revenue will be recognized net of sales or value added taxes and upon transfer of significant risks and rewards of ownership to the buyer. Revenue is not recognized when there are significant uncertainties regarding recovery of the consideration due, associated costs or the possible return of goods. For the year ended December 31, 2013, the Company had no significant Jatropha or Camelina biofuel revenue. | |||
Advisory services revenue - The Company provides development and management services to other companies regarding their bio-fuels and/or feedstock-Jatropha development operations, on a fee for services basis. The advisory services revenue is recognized upon completion of the work in accordance with each advisory contract. | |||
Agricultural subsidies revenue - the Company receives agricultural subsidies from the Mexican government to supplement the farm development and planting of new trees. Due to the uncertainty of these payments, the revenue is recognized when the payments are received. We recognize these funds as revenue due to these payments being disbursed to supplement the Company’s income and not as direct payments for any specified farming expense. | |||
Fair Value of Financial Instruments | |||
The carrying amounts reported in the consolidated balance sheets for accounts receivable and payable approximate fair value because of the immediate or short-term maturity of these financial instruments. The carrying amounts reported for the various notes payable and the mortgage note payable approximate fair value because the underlying instruments are at interest rates which approximate current market rates. See note 11 for additional information regarding assets measured at fair value on a nonrecurring basis. | |||
Estimates | |||
Management uses estimates and assumptions in preparing financial statements. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and reported revenues and expenses. Significant estimates used in preparing these financial statements include a) those assumed in determining the valuation of common stock, warrants, and stock options, b) estimated useful lives of plantation equipment and plantation development costs, and c) undiscounted future cash flows for purpose of evaluating possible impairment of long-term assets. It is at least reasonably possible that the significant estimates used will change within the next year. | |||
Foreign Currency | |||
During 2013, the Company had operations located in the United States, Mexico, Dominican Republic and Belize. For these foreign operations, the functional currency is the local country’s currency. Consequently, revenues and expenses of operations outside the United States of America are translated into U.S. dollars using weighted average exchange rates, while assets and liabilities of operations outside the United States of America are translated into U.S. dollars using exchange rates at the balance sheet date. The effects of foreign currency translation adjustments are included in equity (deficit) as a component of accumulated other comprehensive loss in the accompanying consolidated financial statements. Foreign currency transaction adjustments are included in other income (expense) in the Company’s results of operations. | |||
The Company has not entered into derivative instruments to offset the impact of foreign currency fluctuations. | |||
Stock Based Compensation | |||
The Company recognizes compensation expense for stock-based awards expected to vest on a straight-line basis over the requisite service period of the award based on their grant date fair value. The Company estimates the fair value of stock options using a Black-Scholes option pricing model which requires management to make estimates for certain assumptions regarding risk-free interest rate, expected life of options, expected volatility of stock and expected dividend yield of stock. The Company recorded stock based compensation expense related to equity instruments granted as general and administrative expenses in the accompanying consolidated statements of operations. | |||
Comprehensive Income | |||
In June 2011, the FASB issued authoritative guidance requiring entities to report components of other comprehensive income in either a single continuous statement or in two separate, but consecutive statements of net income and other comprehensive income. The company has included a consolidated statement of comprehensive income for the years ended December 31, 2013 and 2012. | |||
New Account Guidelines | |||
In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to customers. ASU 2014-09 will be effective for the Company beginning in its first quarter of 2017. Early adoption is not permitted. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Company is currently evaluating the impact of adopting the new revenue standard on its consolidated financial statements. | |||
. |
Note_2_Going_Concern_Considera
Note 2 - Going Concern Considerations | 12 Months Ended |
Dec. 31, 2013 | |
Notes | ' |
Note 2 - Going Concern Considerations | ' |
Note 2 – Going Concern Considerations | |
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As shown in the accompanying consolidated financial statements, the Company incurred loss from continuing operations applicable to its common shareholders of $7,598,407 and $3,275,915 for the year ended December 31, 2013, and 2012, respectively, and has an accumulated deficit applicable to its common shareholders of $28,338,875 at December 31, 2013. The Company also used cash in operating activities of $1,619,345 and $2,816,849 during the years ended December 31, 2013 and 2012, respectively. At December 31, 2013, the Company has negative working capital of $6,471,832 and a deficit attributable to its stockholders of $2,703,825. These factors raise substantial doubt about the Company’s ability to continue as a going concern. | |
The Company commenced its new business related to the cultivation and production of oil from the seed of the Jatropha plant in September 2007. Management plans to meet its cash needs through various means including securing financing, entering into new joint ventures, through fees associated with management and development agreements and fees and profit sharing from developing the current business model. In order to fund its operations, the Company has to date received $21,159,391 in capital contributions from the preferred membership interest in GCE Mexico I, LLC (“GCE Mexico”), has issued mortgages in the total amount of $5,110,189 for the acquisition of land. The Company is developing the new business operation to participate in the rapidly growing bio-diesel industry. While the Company expects to be successful in this new venture, there is no assurance that its business plan will be economically viable. The ability of the Company to continue as a going concern is dependent on that plan’s success. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
Note_3_Jatropha_Business_Ventu
Note 3 - Jatropha Business Venture | 12 Months Ended |
Dec. 31, 2013 | |
Notes | ' |
Note 3 - Jatropha Business Venture | ' |
Note 3 – Jatropha Business Venture | |
The Company entered into the bio-fuels business in 2007 by acquiring certain trade secrets, know-how, business plans, term sheets, business relationships, and other information relating to the cultivation and production of seed oil from the Jatropha plant for the production of bio-diesel, and by entering into certain employment agreements and property management agreements. Subsequent to entering into these transactions, the Company acquired certain real property in Mexico it believed to be suitable for cultivating the Jatropha plant. During 2008, GCE Mexico’s subsidiary acquired the land in Mexico for the cultivation of the Jatropha plant. In July 2009, the Company acquired Technology Alternatives, Limited (“TAL”), a company formed under the laws of Belize that had developed a farm in Belize for cultivation of the Jatropha plant and provided technical advisory services for the propagation of the Jatropha plant. In March 2010, the Company formed Asideros 2, a Mexican corporation, which has acquired additional land in Mexico adjacent to the land acquired by Asideros 1. In October 2011, the Company formed Asideros 3, a Mexican Corporation, which has acquired land in Mexico close to the land acquired by Asideros 1 and Asideros 2. All of these transactions are described in further detail in the remainder of the notes. | |
LODEMO Agreement | |
On October 15, 2007, the Company entered into a service agreement with Corporativo LODEMO S.A DE CV, a Mexican corporation (the LODEMO Group), to provide services related to the establishment, development, and day-to-day operations of the Company’s Jatropha Business in Mexico. The Agreement had a 20-year term but could be terminated or modified earlier by the Company under certain circumstances. In June 2009, the scope of work previously performed by LODEMO was reduced and modified based upon certain labor functions being provided internally by the Company and by Asideros, the Company’s Mexican subsidiary, on a go-forward basis. This agreement was cancelled in 2009. As of December 31, 2013 and as of December 31, 2012, the Company’s financial statements reflect that it owes the LODEMO Group $251,500 for accrued, but unpaid, compensation and cost. The Company disputes the total of these charges. | |
GCE Mexico I, LLC and Subsidiaries | |
GCE Mexico was organized primarily to facilitate the acquisition of the initial 5,000 acres of farm land (the Jatropha Farm) in the State of Yucatan in Mexico to be used primarily for the (i) cultivation of Jatropha curcas, (ii) the marketing and sale of the resulting fruit, seeds, or pre-processed crude Jatropha oil, whether as biodiesel, feedstock, biomass or otherwise, and (iii) the sale of carbon value, green fuel value, or renewable energy credit value (and other similar environmental attributes) derived from activities at the Jatropha Farm. | |
Under GCE Mexico’s operating agreement, as amended (the “LLC Agreement”), the Company owns 50% of the issued and outstanding common membership units of GCE Mexico. The remaining 50% of the common membership units was initially issued to five investors. The Company and the other owners of the common membership interest were not required to make capital contributions to GCE Mexico. | |
In addition, two investors agreed to invest in GCE Mexico through the purchase of preferred membership units and through the funding of the purchase of land in Mexico. An aggregate of 1,000 preferred membership units were issued to these two investors who each agreed to make capital contributions to GCE Mexico in installments and as required, fund the development and operations of the Jatropha Farm. In November 2012, one of the two investors transferred 100% of the interest to the other investor. The preferred members have made capital contributions of $1,598,688 and $5,620,435 during the years ended December 31, 2013 and 2012, respectively, and total contributions of $21,159,391 have been received by GCE Mexico from these investors since the execution of the LLC Agreement. The LLC Agreement calls for additional contributions from the investors, as requested by management and as required by the operation in 2013 and the following years. The holder of the preferred membership interest is entitled to earn a preferential 12% per annum cumulative compounded return on the cumulative balance of the preferred membership interest. The preferential return increased by $2,479,148, and $2,055,904 during the years ended December 31, 2013 and 2012, respectively, and totals $7,442,730 since the execution of the LLC Agreement. | |
The net income or loss of the three Mexican subsidiaries that own the Mexico farms is allocated to the shareholders based on their respective equity ownership; 99% of the equity of each subsidiary is owned by GCE Mexico and 1% is owned by the Company. GCE Mexico has no operations separate from its investments in the Mexican subsidiaries. According to the LLC Agreement of GCE Mexico, the net loss of GCE Mexico is allocated to its members according to their respective investment balances. Accordingly, since the common membership interest did not make a capital contribution, all of the losses have been allocated to the preferred membership interest. The noncontrolling interest presented in the accompanying consolidated balance sheets includes the carrying value of the preferred membership interests and of the common membership interests owned by the Investors, and excludes any common membership interest in GCE Mexico held by the Company. | |
Technology Alternatives, Limited | |
On July 9, 2009, the Company purchased 100% of the stock of Technology Alternatives, Limited (“TAL”), a company formed under the laws of Belize in Central America. TAL owned approximately 400 acres of land that was used as a Jatropha farm. The land was sold in May 2013. | |
The Company owed the former shareholders of TAL $526,462 Belize dollars, including capitalized interest of $10,322 Belize Dollars (US $280,170 based on exchange rates in effect on the funding date of May 17, 2013). | |
The holders agreed to accept $195,747 USD as payment in full for the promissory notes when the land was sold on May 17, 2013 at a discounted sales price of $395,000 USD. The unpaid principal balance of $84,422 of the notes, plus accrued interest of $28,078, was forgiven by the shareholders and written off by the Company. The related gain on forgiveness is included in Loss on Sale of Investment Held for Sale on the statement of operations. The Gain on forgiveness was netted in our calculations for the Loss on Sale of Investment as the debt would not have been forgiven if the investment had not been sold. The debt forgiveness was conditional upon the sale of the investment. | |
The Company dissolved the wholly owned subsidiary, TAL on May 17, 2013. The prior accumulated deficit of TAL totaling $181,891 was netted out of the Stockholders’ equity as part of the transaction recording the Loss on Sale of Investment Held for Sale. | |
. |
Note_4_Property_and_Equipment
Note 4 - Property and Equipment | 12 Months Ended | ||
Dec. 31, 2013 | |||
Notes | ' | ||
Note 4 - Property and Equipment | ' | ||
Note 4 – Property and Equipment | |||
Property and equipment are as follows: | |||
December 31, | |||
2013 | 2012 | ||
Land | $4,512,630 | $4,539,314 | |
Plantation development costs | 10,311,286 | 9,229,638 | |
Plantation equipment | 1,510,878 | 1,546,971 | |
Office equipment | 299,755 | 108,598 | |
Total cost | 16,634,549 | 15,424,521 | |
Less accumulated depreciation | -1,138,768 | -865,518 | |
Property and equipment, net | $15,495,781 | $14,559,002 | |
Depreciation expense for property and equipment was $273,250 and $231,260 for the years ended December 31, 2013 and 2012, respectively. | |||
Commencing in June 2008, Asideros I purchased certain equipment for purposes of rapidly clearing the land, preparing the land for planting, and actually planting the Jatropha trees. The Company has capitalized farming equipment and costs related to the development of land for farm use in accordance with generally accepted accounting principles for accounting by agricultural producers and agricultural cooperatives. Plantation equipment is depreciated using the straight-line method over estimated useful lives of 5 to 15 years. Depreciation expense has been capitalized as part of plantation development costs through the date that the plantation becomes commercially productive. The initial plantations were deemed to be commercially productive on October 1, 2009, at which date the Company commenced the depreciation of plantation development costs over estimated useful lives of 10 to 35 years, depending on the nature of the development. Developments and other improvements with indefinite lives are capitalized and not depreciated. Other developments that have a limited life and intermediate-life plants that have growth and production cycles of more than one year are being depreciated over their useful lives once they are placed in service. The land, plantation development costs, and plantation equipment are located in Mexico. |
Note_5_Intangible_Assets
Note 5 - Intangible Assets | 12 Months Ended | ||
Dec. 31, 2013 | |||
Notes | ' | ||
Note 5 - Intangible Assets | ' | ||
Note 5 – Intangible Assets | |||
In March 2013, the Company purchased certain intangible assets related to the commercial production of Camelina. See further discussion on acquisition in Note 10. The intangible assets include three patents and the related intellectual property associated with these patents. These intangible assets acquired have an expected useful life of 17 years and are carried at cost less any accumulated amortization and any impairment losses. | |||
Amortization is calculated using the straight-line method to allocate the cost of the intangible assets over their estimated useful lives of 17 years. Any future costs associated with the maintenance of these patents with indefinite lives will be capitalized and not amortized. The Intangible Assets as of the year ended December 31, 2013 is shown in the following table: | |||
December 31, | |||
2013 | 2012 | ||
Intangible Assets | 4,168,841 | - | |
Less accumulated amortization | -195,892 | - | |
Intangible Assets, net | $3,972,950 | - | |
Amortization expense for intangible assets was $195,892 for the year ended December 31, 2013 and none in 2012. The estimated amortization expense for the next five years approximates $229,000 annually. |
Note_6_Debt
Note 6 - Debt | 12 Months Ended |
Dec. 31, 2013 | |
Notes | ' |
Note 6 - Debt | ' |
Note 6 – Debt | |
Notes Payable | |
On November 1, 2012, the Company entered into a note payable to Mobius in the aggregate amount of $75,000. The note bears interest at 5% and is unsecured. Principal and interest on this Note shall be payable monthly in the amount of $5,000, commencing on May 1, 2013 with the final payment due on September 1, 2014. | |
Notes Payable to Shareholders | |
Included in notes payable on the accompanying consolidated balance sheet, the Company has notes payable to certain shareholders in the aggregate amount of $26,000 at December 31, 2013 and December 31, 2012. The notes originated in 1999, bear interest at 12%, are unsecured, and are currently in default. Accrued interest on the notes totaled $52,643 and $49,540, respectively at December 31, 2013 and December 31, 2012, respectively. | |
As more fully disclosed in Note 3 the Company had issued promissory notes to the former shareholders of TAL in the aggregate amount of $526,462 Belize dollars, (US $268,630 based on exchange rates in effect at December 31, 2012), including capitalized interest of $10,322 Belize Dollars. The notes were secured by a mortgage on the land and related improvements, all of which were sold on May 17, 2013 at a discounted price of $395,000. The holders agreed to accept $195,747 as payment in full for these mortgage notes when the land was sold on May 17, 2013. The balance of $84,422 in notes payable was forgiven by the holders and written off. | |
Convertible Notes Payable | |
In March 2010, the Company entered into a securities purchase agreement with the preferred members of GCE Mexico pursuant to which the Company issued senior unsecured convertible promissory notes in the original aggregate principal amount of $567,000 and warrants to acquire an aggregate of 1,890,000 shares of the Company’s common stock. The Convertible Notes matured on the earlier of (i) March 16, 2012, or (ii) upon written demand of payment by the note holders following the Company’s default thereunder. The maturity date of the Convertible Notes have been extended until March 15, 2015. Interest accrues on the convertible notes at a rate of 5.97% per annum, and is payable quarterly in cash, in arrears, on each year anniversary of the issuance of the convertible notes. The Company may at its option, in lieu of paying interest in cash, pay interest by delivering a number of unregistered shares of its common stock equal to the quotient obtained by dividing the amount of such interest by the arithmetic average of the volume weighted average price for each of the five consecutive trading days immediately preceding the interest payment date. At any time following the first anniversary of the issuance of the Convertible Notes, at the option of the note holders, the outstanding balance thereof (including unpaid interest) may be converted into shares of the Company’s common stock at a conversion price equal to $0.03. The conversion price may be adjusted in connection with stock splits, stock dividends and similar events affecting the Company’s capital stock. The convertible notes rank senior to all other indebtedness of the Company, and thereafter will remain senior or pari passu with all accounts payable and other similar liabilities incurred by the Company in the ordinary course of business. The Company may not prepay the convertible notes without the prior consent of the Investors. | |
Mortgage Notes Payable | |
The investors holding the preferred membership units of GCE Mexico also directly funded the purchase by Asideros I of approximately 5,000 acres of land in the State of Yucatan in Mexico by the payment of $2,051,282, The land was acquired in the name of Asideros I, and Asideros I issued a mortgage in the amount of $2,051,282 in favor of the two original investors. These two investors also directly funded the purchase by Asideros 2 of approximately 4,500 acres, and a second parcel by Asideros 2 of approximately 600 acres of land adjacent to the land owned by Asideros by the total payment of $963,382. The land was acquired in the name of Asideros 2 and Asideros 2 issued mortgages in the amount of $963,382 in favor of these two investors. These mortgages bear interest at the rate of 12% per annum, payable quarterly. The parties have agreed to accrue the interest until such time as the Board determines that there is sufficient cash flow to pay all accrued interest. The initial mortgage, including any unpaid interest, is due in April 2018. The second mortgage, including any unpaid interest, is due in February 2020. | |
In October 2011, the two original investors also directly funded the purchase by Asideros 3 of approximately 5,600 acres for a total $2,095,525. The land was acquired in the name of Asideros 3 and Asideros 3 issued mortgages in the amount of $2,095,525 in favor of these two investors. These mortgages bear interest at the rate of 12% per annum, payable quarterly. The Board has directed that this interest shall continue to accrue until such time as the Board determines that there is sufficient cash flow to pay all accrued interest. The initial mortgage, including any unpaid interest, is due in October 2021. | |
In November 2012, one of the two holders of the preferred membership interests acquired all of the ownership interests of the other member. Accordingly, all of the foregoing obligations are now owed to the sole holder of GCE Mexico’s preferred membership interests. | |
Promissory Notes Payable | |
In March 2013, the Company issued a secured promissory note in the principal amount of $1,300,000 to Targeted Growth, Inc. for certain Camelina assets. The purchase occurred concurrently with the acquisition of Sustainable Oils, LLC. The note bears an interest rate of ten percent (10.0%) per annum, and is payable upon the earlier of the following: (a) to the extent of 35.1% of, and on the third business day after, the receipt by the Company of any Qualified Funding; or (b) September 13, 2014 (the “Maturity Date”). The term “Qualified Funding” means all equity funding in excess of the $800,000, in the aggregate, received by the Company, its subsidiary or an affiliate after the date hereof for its Camelina business. In September 2014, we renegotiated the terms of the agreement and returned these machines, tractors, and vehicles to Targeted Growth, Inc. in consideration for a reduction of outstanding balance of the Promissory Note and the extension of the maturity date of the Promissory Note to December 31, 2014. The current note is no longer secured by any assets. | |
Settlement of Liabilities | |
The Company has settled certain liabilities previously carried on the consolidated balance sheet, which settlements resulted in gains from the extinguishment of liabilities. There was a $50,138 gain on settlement of liabilities for the year ended December 31, 2013, and a gain on settlement of liabilities of $1,013,387 for the year ended December 31, 2012. The gains in 2013 and 2012 were primarily from the settlement or expiration of historic liabilities primarily incurred by prior management in connection with the discontinued pharmaceutical operations. In addition, the Company wrote off certain liabilities that had been extinguished with the passage of time for collection under applicable statutes of limitation laws. |
Note_7_Equity_Deficit
Note 7 - Equity (Deficit) | 12 Months Ended |
Dec. 31, 2013 | |
Notes | ' |
Note 7 - Equity (Deficit) | ' |
Note 7 - Equity (Deficit) | |
Series B Preferred Stock | |
The Series B Shares may, at the option of each holder, be converted at any time or from time to time into shares of the Company’s common stock at the conversion price then in effect. The number of shares into which one Series B Share shall be convertible is determined by dividing $100 per share by the conversion price then in effect. The initial conversion price per share for the Series B Shares is $0.11, which is subject to adjustment for certain events, including stock splits, stock dividends, combinations, or other recapitalizations affecting the Series B Shares. | |
Each holder of Series B Shares is entitled to the number of votes equal to the number of shares of the Company’s common stock into which the Series B Shares could be converted on the record date for such vote, and has voting rights and powers equal to the voting rights and powers of the holders of the Company’s common stock. In the event of the Company’s dissolution or winding up, each share of the Series B Shares is entitled to be paid an amount equal to $100 (plus any declared and unpaid dividends) out of the assets of the Company then available for distribution to shareholders. | |
No dividends are required to be paid to holders of the Series B shares. However, the Company may not declare, pay or set aside any dividends on shares of any class or series of the Company’s capital stock (other than dividends on shares of our common stock payable in shares of common stock) unless the holders of the Series B shares shall first receive, or simultaneously receive, an equal dividend on each outstanding share of Series B shares. | |
Common Stock | |
In April 2012, the Company issued 8,620,690 shares to an accredited investor at a price of $.029 per share for cash proceeds paid to the Company of $250,000. The proceeds from this sale were used for general corporate purposes. | |
In March 2013, the Company issued 40,000,000 shares, at $.02 per share as partial consideration of the business purchase that included certain assets, patents, and other intellectual property and rights related to the development of Camelina sativa as a biofuels feedstock that it acquired. |
Note_8_Stock_Options_and_Warra
Note 8 - Stock Options and Warrants | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Notes | ' | ||||
Note 8 - Stock Options and Warrants | ' | ||||
Note 8 – Stock Options and Warrants | |||||
Stock Options and Compensation-Based Warrants | |||||
The Company has an incentive stock option plan wherein 20,000,000 shares of the Company’s common stock are reserved for issuance thereunder. | |||||
No income tax benefit has been recognized for share-based compensation arrangements. The Company has recognized plantation development costs totaling $124,565 related to a liability that was satisfied by the issuance of warrants in 2008. Otherwise, no share-based compensation cost has been capitalized in the consolidated balance sheet. | |||||
A summary of the status of options and compensation-based warrants at December 31, 2012 and 2013, and changes during the years then ended is presented in the following table: | |||||
Weighted | |||||
Weighted | Average | ||||
Shares | Average | Remaining | Aggregate | ||
Under | Exercise | Contractual | Intrinsic | ||
Option | Price | Life | Value | ||
Outstanding at December 31, 2011 | 74,731,483 | $0.03 | 4.7 years | $192,033 | |
Granted | 13,780,000 | 0.01 | |||
Forfeited | -4,550,000 | 0.04 | |||
Expired | -15,353,000 | 0.05 | |||
Outstanding at December 31, 2012 | 68,608,483 | $0.02 | 4.3 years | $- | |
Granted | 14,100,000 | 0.01 | |||
Exercised | -1,477,089 | 0.01 | |||
Forfeited | -6,280,000 | 0.01 | |||
Expired | -5,576,083 | 0.03 | |||
Outstanding at December 31, 2013 | 69,375,311 | 0.02 | 9.1 years | $- | |
Exercisable at December 31, 2013 | 51,346,144 | $0.02 | 3.1 years | $- | |
The fair value of other stock option grants and compensation-based warrants is estimated on the date of grant or issuance using the Black-Scholes option pricing model. Options to purchase 14,100,000 shares of common stock were issued in the year ended December 31, 2013 and 13,780,000 in the year ended 2012. The weighted average fair value of stock options issued during the years ended December 31, 2013 and 2012 as $0.015 and $.00916, respectively. The weighted-average assumptions used for the stock options granted and compensation-based warrants issued during the years ended December 31, 2013 and 2012 were risk-free interest rate of 1.30% and . 628%, volatility of 181% and 178%, expected life of 5.0 years, and dividend yield of zero. The expected life of stock options represents the period of time that the stock options granted are expected to be outstanding prior to exercise. The expected volatility is based on the historical price volatility of the Company’s common stock. The risk-free interest rate represents the U.S. Treasury constant maturities rate for the expected life of the related stock options. The dividend yield represents anticipated cash dividends to be paid over the expected life of the stock options. The intrinsic values are based on a December 31, 2013 closing price of $0.01 per share. | |||||
Share-based compensation from all sources recorded during the year ended December 31, 2013 and 2012 was $124,492 and $86,015, respectively, and is reported as general and administrative expense in the accompanying condensed consolidated statements of operations. As of December 31, 2013, there is approximately $148,567 of unrecognized compensation cost related to stock-based payments that will be recognized over a weighted average period of approximately 0.29 years. | |||||
Stock Warrants | |||||
A summary of the status of the warrants outstanding at December 31, 2012 and 2013, and changes during the years then ended is presented in the following table: | |||||
Weighted | Weighted | ||||
Shares | Average | Average | Aggregate | ||
Under | Exercise | Remaining | Intrinsic | ||
Warrant | Price | Contractual Life | Value | ||
Outstanding at December 31, 2011 | 24,585,662 | $0.01 | 1.75 years | $457,550 | |
Issued | 2,000,000 | ||||
Exercised | -4,026,954 | ||||
Expired | -20,558,708 | ||||
Outstanding at December 31, 2012 | 24,585,662 | 0.01 | .75 years | $- | |
Issued | - | - | |||
Exercised | -4,026,954 | 0.01 | ($40,270) | ||
Expired | -20,558,708 | 0.01 | ($205,587) | ||
Outstanding at December 31, 2013 | 2,000,000 |
Note_9_Acquisition_of_Camelina
Note 9 - Acquisition of Camelina Assets and Sustainable Oils | 12 Months Ended | ||
Dec. 31, 2013 | |||
Notes | ' | ||
Note 9 - Acquisition of Camelina Assets and Sustainable Oils | ' | ||
Note 9 - Acquisition of Camelina Assets and Sustainable Oils | |||
On March 13, 2013, the Company completed a business purchase that included certain assets, patents, and other intellectual property and rights related to the development of Camelina sativa as a biofuels feedstock (the “Camelina Assets”) from Targeted Growth, Inc., a Washington based crop biotechnology company focused on developing products with enhanced yield and improved quality for the agriculture and energy industries. Also on March 13, 2013, we purchased all of the membership interests of Sustainable Oils, LLC, (SusOils) a Delaware limited liability company, from Targeted Growth, Inc. and the other, minority owner of that limited liability company. SusOils is a company that, since 2007, has been engaged in the development, production and commercialization of Camelina-based biofuels and FDA approved animal feed. Substantially all of the Camelina Assets were previously owned by SusOils and used in SusOils’ operations. | |||
The Camelina Assets include: three issued U.S. patents on Camelina Sativa varieties; a substantial portfolio of other intellectual property assets, all of the Seller’s intellectual property related to the research, development, breeding and/or genetic development of Camelina; germplasm; licenses, consents, permits, variances, certifications and approvals granted by any governmental agencies relating to Camelina operations; machines, equipment, tractors and vehicles used in Camelina operations; the name “Sustainable Oils” and the Sustainable Oils logo; and certain trade secrets, know-how, and technical data. | |||
We currently intend to operate our Camelina business through a new subsidiary. We intend to capitalize that new subsidiary with the Sustainable Oils intellectual properties and operating assets that we recently purchased. In order to fund the operations and expansion of the Camelina operations, we intend to raise additional capital through the sale of debt or equity in the newly formed Camelina subsidiary. Sustainable Oils’ operations have been headquartered in Bozeman, Montana. We intend to continue to conduct our Camelina operations in Montana. Accordingly, in March 2013, we entered into a sublease with Targeted Oils, Inc., to sublease a portion of Targeted Growth’s research facilities and administrative offices in Bozeman, Montana. | |||
We paid for the Camelina Assets by issuing to Targeted Growth, Inc. (i) a secured promissory note in the principal amount of $1,300,000 (the “Promissory Note” – see note 6 for more details) and (ii) an aggregate of 40,000,000 shares of our common stock. Of the 40,000,000 shares, 4,000,000 shares will be held by an escrow agent for 15 months following the closing for the purpose of providing a partial security to support the indemnity provisions of the purchase agreement. All shares were issued in June 2014. | |||
The fair value of the consideration transferred to Targeted Growth, Inc. is in the following table: | |||
Investment in Camelina Assets | |||
N/P to Targeted Growth | $1,300,000 | ||
Cash (paid out) | 100 | ||
Common stock issued | 800,000 | ||
$2,100,100 | |||
The purchase price for the Sustainable Oils, LLC membership interests was $100. Sustainable Oils’ assets include 295,000 pounds of “certified” Camelina seeds that we intend to sell to farmers this year and/or next year for the production of Camelina feedstock. The liabilities of Sustainable Oils include an approximately $2.3 million liability to UOP LLC, which is secured by a lien on the three patents we acquired as part of the Camelina Assets. | |||
The amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed are as follows: | |||
Fair Values at | |||
Acquisition | |||
Date | |||
Prepaids and other assets | $260 | ||
Inventory | 123,585 | ||
Intangible Assets | 4,168,855 | ||
Equipment | 190,500 | ||
Accounts Payable to UOP | -2,286,727 | ||
Commitment for field testing | -54,034 | ||
Other accounts payable and accrued liabilities | -42,339 | ||
Total net assets of Sustainable Oils | $2,100,100 | ||
The value of the acquired identifiable intangible assets of $4,168,855 has been recorded as of the acquisition date of March 13, 2013. | |||
For accounting purposes, the acquisition of the Camelina Assets and all of the membership interests of Sustainable Oils, LLC is treated as the acquisition of Sustainable Oil’s business. The amounts of Sustainable Oils, LLC 's revenue and earnings included in the Company’s consolidated income statement for the year ended December 31, 2013, and the pro forma revenue and earnings of the combined entity had the acquisition date been January 1, 2013 and January 1, 2012, are as follows: | |||
Revenue | Net Losses | ||
Actual March 13, 2013 - December 31, 2013 | $61,588 | ($342,587) | |
2013 Supplemental pro forma from January 1 - December 31, 2013 | $332,320 | ($1,961,281) | |
2012 Supplemental pro forma from January 1 - December 31, 2012 | $2,843,917 | $195,920 | |
The cost incurred related to the acquisition of Sustainable Oils, LLC includes approximately $21,500 in legal and $6,000 in valuation fees. | |||
The foregoing pro forma data is subject to various assumptions and estimates, and is presented for informational purposes only. This pro forma data does not purport to represent or be indicative of the consolidated operating results that would have been reported had the transaction been completed as described herein, and the data should not be taken as indicative of future consolidated operating results. |
Note_10_Impairment_of_Assets_a
Note 10 - Impairment of Assets and Fair Value Measurements | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Notes | ' | ||||
Note 10 - Impairment of Assets and Fair Value Measurements | ' | ||||
Note 10 – Impairment of assets and fair value measurements | |||||
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. To measure fair value, a hierarchy has been established by generally accepted accounting principles which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs. This hierarchy uses three levels of inputs to measure the fair value of assets and liabilities as follows: | |||||
Level 1 – Quoted prices in active markets for identical assets or liabilities. | |||||
Level 2 – Observable inputs other than Level 1 including quoted prices for similar assets or liabilities, quoted prices in less active markets, or other observable inputs that can be corroborated by observable market data. | |||||
Level 3 – Unobservable inputs supported by little or no market activity for financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. | |||||
As of December 31, 2013 and 2012, the Company does not have any assets or liabilities measured at fair value on a recurring basis. | |||||
Fair value is used on a nonrecurring basis to measure certain assets when applying lower of cost or fair value accounting or when adjusting carrying values. Fair value is also used when evaluating impairment on certain assets, including deferred growing costs and property and equipment. | |||||
The following is a tabular presentation of assets measured at fair value on a nonrecurring basis along with the level within the hierarchy in which the fair value measurement falls as of December 31, 2012 and 2013: | |||||
Fair Value of Measurements at Reporting | |||||
December 31, | Date Using | ||||
Description | 2012 | Level 1 | Level 2 | Level 3 | |
Deferred Growing Cost | $3,378,990 | $- | $- | $3,378,990 | |
Plantation Development Cost | 9,229,638 | - | - | 9,229,638 | |
$12,608,628 | $- | $- | $12,608,628 | ||
Fair Value of Measurements at Reporting | |||||
December 31, | Date Using | ||||
Description | 2013 | Level 1 | Level 2 | Level 3 | |
Deferred Growing Cost | $- | $- | $- | $- | |
Plantation Development Cost | 10,311,286 | - | - | 10,311,286 | |
$10,311,286 | $- | $- | $10,311,286 | ||
The Company performed an analysis of long-lived assets and has identified certain areas considered to be fallow based on the following condition of the trees: no vegetative growth for the age of the trees, bad origins, bad land preparation, and no resistance to fungus. The trees are not expected to produce a commercial yield or generate any future revenues. As such, the Company has identified the costs associated with these areas originally capitalized as Plantation Development Cost and Deferred Growing Cost, which capitalized costs are not expected to be recoverable, and has recognized the following impairment charges for the period ended December 31, 2013 and 2012. | |||||
As of December 31, 2013 and 2012, deferred growing costs, with a carrying value of $3,440,904 and $4,562,981, respectively, were written down to the fair value of $0.00 and $3,378,990 resulting in impairment charges of $3,440,904 and $1,183,991, which were included in operating expenses for the respective periods. The Company estimated the fair value of these assets using the income based approach considering the cash flows that would be obtained as a result of distribution of product tied to those deferred growing costs. The income based approach utilizes unobservable inputs. Due to the use of unobservable inputs, we classify the fair value of these growing areas within Level 3. | |||||
The Company did not write down any plantation development costs in the year ended December 31, 2013. During the year ended December 31, 2012, plantation development costs (included in property and equipment), which had a carrying value of $9,685,462 were written down to the fair value of $9,229,638, resulting in an impairment charge of $455,824, which was included in loss from continuing operations for the period. The Company estimated the fair value of these assets using the income based approach considering the cash flows that would be obtained as a result of the production and distribution of product in areas of continued production. The income based approach utilizes unobservable inputs. Due to the use of unobservable inputs, we classify the fair value of these growing areas within Level 3. |
Note_11_Income_Taxes
Note 11 - Income Taxes | 12 Months Ended | ||
Dec. 31, 2013 | |||
Notes | ' | ||
Note 11 - Income Taxes | ' | ||
Note 11 - Income Taxes | |||
Income taxes are provided for temporary differences between financial and tax bases of assets and liabilities. The following is a reconciliation of the amount of benefit that would result from applying the federal statutory rate to pretax loss with the benefit from income taxes for the years ended December 31, 2013 and 2012: | |||
Rate Reconciliation | |||
2013 | 2012 | ||
Federal income tax (benefit) at statutory rate (34%) | ($2,552,000) | ($1,114,000) | |
State income tax (benefit) , net of federal benefit | -100,000 | 12,000 | |
Foreign income tax benefit | - | 7,000 | |
Losses allocated to preferred members of GCE Mexico | 1,971,000 | 1,151,000 | |
Losses allocated GEHD | 15,000 | 22,000 | |
Share-based compensation | 38,000 | 54,000 | |
Expiration of operating loss and research credit carryforwards | - | 75,000 | |
Other differences | 5,000 | -2,000 | |
Change in valuation allowance | 623,000 | ($205,000) | |
Income tax benefit | $- | $- | |
The components of deferred tax assets and liabilities are as follows at December 31, 2013 and 2012, using a combined deferred income tax rate of 40%: | |||
Components of Net Deferred Taxes | |||
2013 | 2012 | ||
Net operating loss carryforward | $7,225,000 | $6,839,000 | |
Share-based compensation | 781,000 | 692,000 | |
Accrued compensation and other liabilities | 647,000 | 499,000 | |
Impairment of long lived assets | 58,000 | 58,000 | |
Other | -2,000 | -2,000 | |
Valuation allowance | -8,709,000 | -8,086,000 | |
Net deferred tax asset | $- | $- | |
The Company has available net operating losses of approximately $21,052,000 which can be utilized to offset future earnings of the Company. The utilization of the net operating losses are dependent upon the tax laws in effect at the time such losses can be utilized. The loss carryforwards expire between the years 2014 and 2033. Should the Company experience a significant change of ownership, the utilization of net operating losses could be reduced. | |||
The Company and its subsidiaries file tax returns in the U.S. Federal jurisdiction and, in the state of California. The Company is no longer subject to U.S. federal tax examinations for tax years before and including December 31, 2009. The Company is no longer subject to examination by state tax authorities for tax years before and including December 31, 2008. During the years ended December 31, 2013 and 2012, the Company did not recognize interest and penalties. |
Note_12_Commitments_and_Contin
Note 12 - Commitments and Contingencies | 12 Months Ended | |
Dec. 31, 2013 | ||
Notes | ' | |
Note 12 - Commitments and Contingencies | ' | |
Note 12 – Commitments and Contingencies | ||
Commitments | ||
In February 2014, the Company entered into a lease agreement for 1,296 square feet of office space from February 1, 2014 to January 31, 2019. Rent payments range from $2,332.80 to $2,625.59 over the term. Rent expense for the years ended December 31, 2013 and 2012 was $40,880 and $42,982, respectively. The following represents future annual minimum lease payments as of December 31, 2013: | ||
Year Ending | ||
31-Dec | ||
2014 | $24,495 | |
2015 | 28,763 | |
2016 | 29,626 | |
2017 | 30,515 | |
2018 | 31,431 | |
Thereafter | 2,626 | |
Operating Lease Payable | 147,456 | |
The Company previously leased an office facility under a noncancelable operating lease, which had an expiration date of December 31, 2013, with $3500.00 due monthly until expiration. | ||
Legal | ||
In the ordinary course of business, the Company may face various claims brought by third parties and the Company may, from time to time, make claims or take legal actions to assert the Company’s rights, including intellectual property rights, contractual disputes and other commercial disputes. Any of these claims could subject the Company to litigation. Management believes the outcomes of currently pending claims will not likely have a material effect on the Company’s consolidated financial position and results of operations. | ||
Indemnities and Guarantees | ||
In addition to the indemnification provisions contained in the Company’s organization documents, the Company generally enters into separate indemnification agreements with the Company’s directors and officers. These agreements require the Company, among other things, to indemnify the director or officer against specified expenses and liabilities, such as attorneys’ fees, judgments, fines and settlements, paid by the individual in connection with any action, suit or proceeding arising out of the individual’s status or service as the Company’s directors or officers, other than liabilities arising from willful misconduct or conduct that is knowingly fraudulent or deliberately dishonest, and to advance expenses incurred by the individual in connection with any proceeding against the individual with respect to which the individual may be entitled to indemnification by the Company. The Company also indemnifies its lessor in connection with its facility lease for certain claims arising from the use of the facility. These guarantees and indemnities do not provide for any limitation of the maximum potential future payments the Company could be obligated to make. Historically, the Company has not been obligated nor incurred any payments for these obligations and, therefore, no liabilities have been recorded for these indemnities and guarantees in the accompanying consolidated balance sheets. |
Note_13_Subsequent_Event
Note 13 - Subsequent Event | 12 Months Ended |
Dec. 31, 2013 | |
Notes | ' |
Note 13 - Subsequent Event | ' |
Note 13 – Subsequent Event | |
On July 1, 2014, the Company entered into a Technical Services agreement with two distinct components and scope for a total contracted price of $924,687. The two components are (1) the Company will complete a comprehensive feasibility and financial analysis on the business and economic viability of an expanded Caribbean Energy farm for a contracted fee of $367,598, and; (2) the Company will independently develop and operate a certified germplasm nursery over a 12 month period for a contracted fee of $557,089. |
Note_1_History_and_Basis_of_Pr1
Note 1 - History and Basis of Presentation (Policies) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Policies | ' | ||
Principles of Consolidation | ' | ||
Principles of Consolidation | |||
The consolidated financial statements include the accounts of Global Clean Energy Holdings, Inc., its subsidiaries, and the variable interest entities of GCE Mexico I, LLC a Delaware limited liability company (“GCE Mexico”), and its Mexican subsidiaries (Asideros, Asideros 2 and Asideros 3). All significant intercompany transactions have been eliminated in consolidation. | |||
Generally accepted accounting principles require that if an entity is the primary beneficiary of a variable interest entity (VIE), the entity should consolidate the assets, liabilities and results of operations of the VIE in its consolidated financial statements. Global Clean Energy Holdings, Inc. considers itself to be the primary beneficiary of GCE Mexico, and it’s Mexican subsidiaries, and accordingly, has consolidated these entities since their formation beginning in April 2008, with the equity interests of the unaffiliated investors in GCE Mexico presented as Noncontrolling Interests in the accompanying consolidated financial statements. | |||
Under ASC 810-10 the Primary Beneficiary is the party that has both of the following: | |||
1. The power to make decisions regarding the activities that most significantly impact the success of the VIE, and | |||
2. The obligation to absorb losses or rights to receive benefits of the entity that could potentially be significant to the VIE. | |||
When multiple parties make decisions over different activities of the entity, only the party with power to direct the activities that most significantly impacts the entity's economic performance will have satisfied the first condition. Global Clean Energy Holdings, Inc. exercises complete operational control over GCE Mexico and its subsidiaries, as these rights were specifically granted to Global Clean Energy Holdings, Inc. under the GCE Mexico’s Operating Agreement (the “LLC Agreement”). | |||
Global Clean Energy Holdings, Inc. satisfies the second condition because as owner of a 50% profits interest, Global Clean Energy Holdings, Inc. is expected to receive the benefits or the largest amounts of profits and cash distributions allocated by GCE Mexico. The partners’ right to receive a preferred return on their investment does not qualify as a “right to receive residual returns” of GCE Mexico. | |||
The guidance also states that “in a multi-tiered legal-entity structure, a reporting entity should generally begin its evaluation at the lowest-level entity. Each entity within the structure should then be evaluated on a consolidated basis. The attributes and variable interests of the underlying consolidated entities become those of the parent company upon consolidation”. | |||
GCE Mexico holds, directly, 99% of the voting interest in the subsidiaries pursuant to the Agency Agreement. GCEH’s rights as Manager of GCE Mexico and as the sole Director of the subsidiaries enables GCEH to conclude that these powers, together with the 50% membership interest in GCE Mexico, gives Global Clean Energy Holdings, Inc. a controlling financial interest and therefore is the primary beneficiary. | |||
GCE MEXICO I, LLC AND SUBSIDIARIES | |||
CONSOLIDATED BALANCE SHEETS | |||
31-Dec-13 | 31-Dec-12 | ||
CURRENT ASSETS | $363,358 | $1,184,194 | |
PROPERTY AND EQUIPMENT, NET | 14,720,296 | 14,209,193 | |
DEFERRED GROWING COST | - | 3,378,990 | |
OTHER NONCURRENT ASSETS | 3,522 | 7,872 | |
TOTAL ASSETS | $15,087,176 | $18,780,249 | |
CURRENT LIABILITIES | $1,008,651 | $437,540 | |
LONG-TERM LIABILITIES | 15,620,765 | 12,186,218 | |
TOTAL LIABILITIES | $16,629,416 | $12,623,758 | |
In March 2013, the Company acquired 100% of all of the outstanding membership interests of Sustainable Oils, LLC, a Delaware limited liability company. Accordingly, the consolidated financial statements for periods after that acquisition include the assets, liabilities and results of operations of that entity. | |||
Accounting For Agricultural Operations | ' | ||
Accounting for Agricultural Operations | |||
All costs incurred until the actual planting of the Jatropha Curcas plant are capitalized as plantation development costs, and are included in “Property and Equipment” on the balance sheet. Plantation development costs are being accumulated in the balance sheet during the development period and are accounted for in accordance with accounting standards for Agricultural Producers and Agricultural Cooperatives. The direct costs associated with each farm and the production of the Jatropha revenue streams have been deferred and accumulated as a noncurrent asset, “Deferred Growing Costs”, on the balance sheet. These costs will be recognized as a Cost of Goods Sold in the period the revenue is recognized. In 2013, the balance of the Deferred Growing Costs were related to our first Jatropha farm in Mexico and were written off. The trees in certain areas were not expected to produce enough yield or generate enough future revenues to offset the capital expended in a reasonable period of time and, accordingly, an impairment charge was recorded. Other general costs without expected future benefits are expensed when incurred. | |||
Cash and Cash Equivalents | ' | ||
Cash and Cash Equivalents | |||
For purposes of the statement of cash flows, the Company considers all highly liquid debt instruments with original maturities of three months or less to be cash equivalents. | |||
Inventories | ' | ||
Inventories | |||
The Company uses the FIFO valuation method for its inventories. The Company records no inventories above their acquisition costs. There was no losses related to the valuation of inventory during the year ended December 31, 2013 and $130,038 in losses in 2012. | |||
Concentration of Credit Risk | ' | ||
Concentration of Credit Risk | |||
At December 31, 2013 and 2012, the Company had no cash and cash equivalents in the United States in excess of federally-insured limits. The Company had $362,825 excess balances for bank deposits in Mexico at December 31, 2012. The Company has maintained its cash balances at what management considers to be high credit-quality financial institutions. | |||
Property and Equipment | ' | ||
Property and Equipment | |||
Substantially all property and equipment relate to plantation costs and related equipment to cultivate the Jatropha Curcas plant. Property and equipment are stated at cost. Depreciation of office equipment is computed using the straight-line method over estimated useful lives of 3 to 5 years. Plantation equipment is depreciated using the straight-line method over estimated useful lives of 5 to 15 years. Depreciation of plantation equipment has been capitalized as part of plantation development costs through the date that the plantation becomes commercially productive. Plantation development costs have been accumulated in the balance sheet during the development period and are being accounted for in accordance with generally accepted accounting principles for agricultural producers and agricultural cooperatives. The initial plantations were deemed to be commercially productive on October 1, 2009, at which date the Company commenced the depreciation of plantation development costs over estimated useful lives of 10 to 35 years, depending on the nature of the development. Developments and other improvements with indefinite lives are capitalized and not depreciated. Other developments that have a limited life and intermediate-life plants that have growth and production cycles of more than one year are depreciated over their respective lives once they are placed in service. During 2013, the Company had land, plantation development costs, and plantation equipment located in Mexico, Belize and the Dominican Republic | |||
Except for costs incurred during the development period of the plantation, normal maintenance and repair items are charged to costs and expensed as incurred. During the development period, maintenance, repairs, and depreciation of plantation equipment have been capitalized as part of the plantation development costs. The cost and accumulated depreciation of property and equipment sold or otherwise retired are removed from the accounts and gain or loss on disposition is reflected in results of operations. | |||
. | |||
Impairment of Long-Lived Assets | ' | ||
Impairment of Long-Lived Assets - Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount that the carrying amount of the assets exceeds the fair value of the assets. At December 31, 2013, the Company reviewed its long-lived assets and determined a portion of the Deferred Growing Cost and Plantation Development Costs related to Asideros 1 were impaired. See Note 10 for details. | |||
Income Taxes | ' | ||
Income Taxes | |||
The Company utilizes the liability method of accounting for income taxes. Under the liability method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and the carryforward of operating losses and tax credits, and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance against deferred tax assets is recorded when it is more likely than not that such tax benefits will not be realized. Assets and liabilities are established for uncertain tax positions taken or positions expected to be taken in income tax returns when such positions are judged to not meet the “more-likely-than-not” threshold based on the technical merits of the positions. Estimated interest and penalties related to uncertain tax positions are included as a component of general and administrative expense. | |||
Income/loss Per Common Share | ' | ||
Income/Loss per Common Share | |||
Income/Loss per share amounts are computed by dividing income or loss applicable to the common shareholders of the Company by the weighted-average number of common shares outstanding during each period. Diluted income or loss per share amounts are computed assuming the issuance of common stock for potentially dilutive common stock equivalents. The number of dilutive warrants and options is computed using the treasury stock method, whereby the dilutive effect is reduced by the number of treasury shares the Company could purchase with the proceeds from exercises of warrants and options. | |||
For the years ended December 31, 2013 | For the years ended December 31, 2012 | ||
Net Income (loss) | ($1,921,760) | $63,287 | |
Basic Weighted-Average Common Shares Outstanding | 327,107,796 | 292,244,373 | |
Effect of dilutive securities | |||
Convertible preferred stock - Series B | - | 11,818,181 | |
Warrants | - | 9,306,783 | |
Options | - | 5,593,018 | |
Diluted Weighted-Average Common Shares Outstanding | 327,107,796 | 318,962,355 | |
Basic Income (loss) Per Common Share | |||
Net Income (loss) | -0.0059 | 0.0002 | |
Diluted Income (loss) Per Common Share | |||
Net Income (loss) | -0.0059 | 0.0002 | |
The following instruments are currently antidilutive and have been excluded from the calculations of diluted income or loss per share at December 31, 2013, as follows: | |||
December 31, | |||
2013 | 2012 | ||
Convertible notes | 18,900,000 | 18,900,000 | |
Convertible preferred stock - Series B | 11,818,181 | - | |
Warrants | 2,000,000 | 1,708,184 | |
Compensation-based stock options and warrants | 69,375,311 | 54,860,000 | |
102,093,492 | 75,468,184 | ||
Revenue Recognition | ' | ||
Revenue Recognition | |||
Revenue is recognized when all of the following criteria are met: persuasive evidence of an arrangement exists; delivery has occurred or services have been rendered; the seller’s price to the buyer is fixed or determinable; collectability is reasonably assured; and title and the risks and rewards of ownership have transferred to the buyer. Value added taxes collected on revenue transactions are excluded from revenue and are included in accounts payable until remittance to the taxation authority. | |||
Jatropha and Camelina biofuel revenue - The Company’s long-term primary source of revenue currently is expected to be be the sale of seeds from elite lines of Jatropha and/or Camelina used for propagation and the sale of Jatropha oil and biomass in the form of charcoal and/or animal feed. Revenue will be recognized net of sales or value added taxes and upon transfer of significant risks and rewards of ownership to the buyer. Revenue is not recognized when there are significant uncertainties regarding recovery of the consideration due, associated costs or the possible return of goods. For the year ended December 31, 2013, the Company had no significant Jatropha or Camelina biofuel revenue. | |||
Advisory services revenue - The Company provides development and management services to other companies regarding their bio-fuels and/or feedstock-Jatropha development operations, on a fee for services basis. The advisory services revenue is recognized upon completion of the work in accordance with each advisory contract. | |||
Agricultural subsidies revenue - the Company receives agricultural subsidies from the Mexican government to supplement the farm development and planting of new trees. Due to the uncertainty of these payments, the revenue is recognized when the payments are received. We recognize these funds as revenue due to these payments being disbursed to supplement the Company’s income and not as direct payments for any specified farming expense. | |||
Fair Value of Financial Instruments | ' | ||
Fair Value of Financial Instruments | |||
The carrying amounts reported in the consolidated balance sheets for accounts receivable and payable approximate fair value because of the immediate or short-term maturity of these financial instruments. The carrying amounts reported for the various notes payable and the mortgage note payable approximate fair value because the underlying instruments are at interest rates which approximate current market rates. See note 11 for additional information regarding assets measured at fair value on a nonrecurring basis. | |||
Estimates | ' | ||
Estimates | |||
Management uses estimates and assumptions in preparing financial statements. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and reported revenues and expenses. Significant estimates used in preparing these financial statements include a) those assumed in determining the valuation of common stock, warrants, and stock options, b) estimated useful lives of plantation equipment and plantation development costs, and c) undiscounted future cash flows for purpose of evaluating possible impairment of long-term assets. It is at least reasonably possible that the significant estimates used will change within the next year. | |||
Foreign Currency | ' | ||
Foreign Currency | |||
During 2013, the Company had operations located in the United States, Mexico, Dominican Republic and Belize. For these foreign operations, the functional currency is the local country’s currency. Consequently, revenues and expenses of operations outside the United States of America are translated into U.S. dollars using weighted average exchange rates, while assets and liabilities of operations outside the United States of America are translated into U.S. dollars using exchange rates at the balance sheet date. The effects of foreign currency translation adjustments are included in equity (deficit) as a component of accumulated other comprehensive loss in the accompanying consolidated financial statements. Foreign currency transaction adjustments are included in other income (expense) in the Company’s results of operations. | |||
The Company has not entered into derivative instruments to offset the impact of foreign currency fluctuations. | |||
Stock Based Compensation | ' | ||
Stock Based Compensation | |||
The Company recognizes compensation expense for stock-based awards expected to vest on a straight-line basis over the requisite service period of the award based on their grant date fair value. The Company estimates the fair value of stock options using a Black-Scholes option pricing model which requires management to make estimates for certain assumptions regarding risk-free interest rate, expected life of options, expected volatility of stock and expected dividend yield of stock. The Company recorded stock based compensation expense related to equity instruments granted as general and administrative expenses in the accompanying consolidated statements of operations. | |||
Comprehensive Income | ' | ||
Comprehensive Income | |||
In June 2011, the FASB issued authoritative guidance requiring entities to report components of other comprehensive income in either a single continuous statement or in two separate, but consecutive statements of net income and other comprehensive income. The company has included a consolidated statement of comprehensive income for the years ended December 31, 2013 and 2012. | |||
New Account Guidelines | ' | ||
New Account Guidelines | |||
In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which amends the existing accounting standards for revenue recognition. ASU 2014-09 is based on principles that govern the recognition of revenue at an amount an entity expects to be entitled when products are transferred to customers. ASU 2014-09 will be effective for the Company beginning in its first quarter of 2017. Early adoption is not permitted. The new revenue standard may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of adoption. The Company is currently evaluating the impact of adopting the new revenue standard on its consolidated financial statements. | |||
. |
Note_1_History_and_Basis_of_Pr2
Note 1 - History and Basis of Presentation: Principles of Consolidation: GCE Mexico I LLC And Subsidiaries: Condensed Balance Sheets (Tables) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Tables/Schedules | ' | ||
GCE Mexico I LLC And Subsidiaries: Condensed Balance Sheets | ' | ||
GCE MEXICO I, LLC AND SUBSIDIARIES | |||
CONSOLIDATED BALANCE SHEETS | |||
31-Dec-13 | 31-Dec-12 | ||
CURRENT ASSETS | $363,358 | $1,184,194 | |
PROPERTY AND EQUIPMENT, NET | 14,720,296 | 14,209,193 | |
DEFERRED GROWING COST | - | 3,378,990 | |
OTHER NONCURRENT ASSETS | 3,522 | 7,872 | |
TOTAL ASSETS | $15,087,176 | $18,780,249 | |
CURRENT LIABILITIES | $1,008,651 | $437,540 | |
LONG-TERM LIABILITIES | 15,620,765 | 12,186,218 | |
TOTAL LIABILITIES | $16,629,416 | $12,623,758 |
Note_1_History_and_Basis_of_Pr3
Note 1 - History and Basis of Presentation: Income/loss Per Common Share: Schedule of Earnings Per Share, Basic and Diluted (Tables) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Tables/Schedules | ' | ||
Schedule of Earnings Per Share, Basic and Diluted | ' | ||
For the years ended December 31, 2013 | For the years ended December 31, 2012 | ||
Net Income (loss) | ($1,921,760) | $63,287 | |
Basic Weighted-Average Common Shares Outstanding | 327,107,796 | 292,244,373 | |
Effect of dilutive securities | |||
Convertible preferred stock - Series B | - | 11,818,181 | |
Warrants | - | 9,306,783 | |
Options | - | 5,593,018 | |
Diluted Weighted-Average Common Shares Outstanding | 327,107,796 | 318,962,355 | |
Basic Income (loss) Per Common Share | |||
Net Income (loss) | -0.0059 | 0.0002 | |
Diluted Income (loss) Per Common Share | |||
Net Income (loss) | -0.0059 | 0.0002 |
Note_1_History_and_Basis_of_Pr4
Note 1 - History and Basis of Presentation: Income/loss Per Common Share: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Tables) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Tables/Schedules | ' | ||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | ' | ||
December 31, | |||
2013 | 2012 | ||
Convertible notes | 18,900,000 | 18,900,000 | |
Convertible preferred stock - Series B | 11,818,181 | - | |
Warrants | 2,000,000 | 1,708,184 | |
Compensation-based stock options and warrants | 69,375,311 | 54,860,000 | |
102,093,492 | 75,468,184 |
Note_4_Property_and_Equipment_
Note 4 - Property and Equipment: Property and Equipment (Tables) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Tables/Schedules | ' | ||
Property and Equipment | ' | ||
December 31, | |||
2013 | 2012 | ||
Land | $4,512,630 | $4,539,314 | |
Plantation development costs | 10,311,286 | 9,229,638 | |
Plantation equipment | 1,510,878 | 1,546,971 | |
Office equipment | 299,755 | 108,598 | |
Total cost | 16,634,549 | 15,424,521 | |
Less accumulated depreciation | -1,138,768 | -865,518 | |
Property and equipment, net | $15,495,781 | $14,559,002 |
Note_5_Intangible_Assets_Sched
Note 5 - Intangible Assets: Schedule of Intangible Assets (Tables) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Tables/Schedules | ' | ||
Schedule of Intangible Assets | ' | ||
December 31, | |||
2013 | 2012 | ||
Intangible Assets | 4,168,841 | - | |
Less accumulated amortization | -195,892 | - | |
Intangible Assets, net | $3,972,950 | - |
Note_8_Stock_Options_and_Warra1
Note 8 - Stock Options and Warrants: Summary of The Status of Options and Compensation-based Warrants (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Tables/Schedules | ' | ||||
Summary of The Status of Options and Compensation-based Warrants | ' | ||||
Weighted | |||||
Weighted | Average | ||||
Shares | Average | Remaining | Aggregate | ||
Under | Exercise | Contractual | Intrinsic | ||
Option | Price | Life | Value | ||
Outstanding at December 31, 2011 | 74,731,483 | $0.03 | 4.7 years | $192,033 | |
Granted | 13,780,000 | 0.01 | |||
Forfeited | -4,550,000 | 0.04 | |||
Expired | -15,353,000 | 0.05 | |||
Outstanding at December 31, 2012 | 68,608,483 | $0.02 | 4.3 years | $- | |
Granted | 14,100,000 | 0.01 | |||
Exercised | -1,477,089 | 0.01 | |||
Forfeited | -6,280,000 | 0.01 | |||
Expired | -5,576,083 | 0.03 | |||
Outstanding at December 31, 2013 | 69,375,311 | 0.02 | 9.1 years | $- | |
Exercisable at December 31, 2013 | 51,346,144 | $0.02 | 3.1 years | $- |
Note_8_Stock_Options_and_Warra2
Note 8 - Stock Options and Warrants: Stock Warrants (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Tables/Schedules | ' | ||||
Stock Warrants | ' | ||||
Weighted | Weighted | ||||
Shares | Average | Average | Aggregate | ||
Under | Exercise | Remaining | Intrinsic | ||
Warrant | Price | Contractual Life | Value | ||
Outstanding at December 31, 2011 | 24,585,662 | $0.01 | 1.75 years | $457,550 | |
Issued | 2,000,000 | ||||
Exercised | -4,026,954 | ||||
Expired | -20,558,708 | ||||
Outstanding at December 31, 2012 | 24,585,662 | 0.01 | .75 years | $- | |
Issued | - | - | |||
Exercised | -4,026,954 | 0.01 | ($40,270) | ||
Expired | -20,558,708 | 0.01 | ($205,587) | ||
Outstanding at December 31, 2013 | 2,000,000 |
Note_9_Acquisition_of_Camelina1
Note 9 - Acquisition of Camelina Assets and Sustainable Oils: Fair Value of Consideration Transferred to Targeted Growth, Inc. (Tables) | 12 Months Ended | |
Dec. 31, 2013 | ||
Tables/Schedules | ' | |
Fair Value of Consideration Transferred to Targeted Growth, Inc. | ' | |
Investment in Camelina Assets | ||
N/P to Targeted Growth | $1,300,000 | |
Cash (paid out) | 100 | |
Common stock issued | 800,000 | |
$2,100,100 |
Note_9_Acquisition_of_Camelina2
Note 9 - Acquisition of Camelina Assets and Sustainable Oils: Schedule of Business Acquisitions, by Acquisition (Tables) | 12 Months Ended | |
Dec. 31, 2013 | ||
Tables/Schedules | ' | |
Schedule of Business Acquisitions, by Acquisition | ' | |
Fair Values at | ||
Acquisition | ||
Date | ||
Prepaids and other assets | $260 | |
Inventory | 123,585 | |
Intangible Assets | 4,168,855 | |
Equipment | 190,500 | |
Accounts Payable to UOP | -2,286,727 | |
Commitment for field testing | -54,034 | |
Other accounts payable and accrued liabilities | -42,339 | |
Total net assets of Sustainable Oils | $2,100,100 |
Note_9_Acquisition_of_Camelina3
Note 9 - Acquisition of Camelina Assets and Sustainable Oils: Business Acquisition, Pro Forma Information (Tables) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Tables/Schedules | ' | ||
Business Acquisition, Pro Forma Information | ' | ||
Revenue | Net Losses | ||
Actual March 13, 2013 - December 31, 2013 | $61,588 | ($342,587) | |
2013 Supplemental pro forma from January 1 - December 31, 2013 | $332,320 | ($1,961,281) | |
2012 Supplemental pro forma from January 1 - December 31, 2012 | $2,843,917 | $195,920 |
Note_10_Impairment_of_Assets_a1
Note 10 - Impairment of Assets and Fair Value Measurements: Fair Value Measurements on a Nonrecurring Basis (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Tables/Schedules | ' | ||||
Fair Value Measurements on a Nonrecurring Basis | ' | ||||
Fair Value of Measurements at Reporting | |||||
December 31, | Date Using | ||||
Description | 2012 | Level 1 | Level 2 | Level 3 | |
Deferred Growing Cost | $3,378,990 | $- | $- | $3,378,990 | |
Plantation Development Cost | 9,229,638 | - | - | 9,229,638 | |
$12,608,628 | $- | $- | $12,608,628 | ||
Fair Value of Measurements at Reporting | |||||
December 31, | Date Using | ||||
Description | 2013 | Level 1 | Level 2 | Level 3 | |
Deferred Growing Cost | $- | $- | $- | $- | |
Plantation Development Cost | 10,311,286 | - | - | 10,311,286 | |
$10,311,286 | $- | $- | $10,311,286 | ||
Note_11_Income_Taxes_Schedule_
Note 11 - Income Taxes: Schedule of Effective Income Tax Rate Reconciliation (Tables) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Tables/Schedules | ' | ||
Schedule of Effective Income Tax Rate Reconciliation | ' | ||
Rate Reconciliation | |||
2013 | 2012 | ||
Federal income tax (benefit) at statutory rate (34%) | ($2,552,000) | ($1,114,000) | |
State income tax (benefit) , net of federal benefit | -100,000 | 12,000 | |
Foreign income tax benefit | - | 7,000 | |
Losses allocated to preferred members of GCE Mexico | 1,971,000 | 1,151,000 | |
Losses allocated GEHD | 15,000 | 22,000 | |
Share-based compensation | 38,000 | 54,000 | |
Expiration of operating loss and research credit carryforwards | - | 75,000 | |
Other differences | 5,000 | -2,000 | |
Change in valuation allowance | 623,000 | ($205,000) | |
Income tax benefit | $- | $- |
Note_11_Income_Taxes_Schedule_1
Note 11 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Tables) | 12 Months Ended | ||
Dec. 31, 2013 | |||
Tables/Schedules | ' | ||
Schedule of Deferred Tax Assets and Liabilities | ' | ||
Components of Net Deferred Taxes | |||
2013 | 2012 | ||
Net operating loss carryforward | $7,225,000 | $6,839,000 | |
Share-based compensation | 781,000 | 692,000 | |
Accrued compensation and other liabilities | 647,000 | 499,000 | |
Impairment of long lived assets | 58,000 | 58,000 | |
Other | -2,000 | -2,000 | |
Valuation allowance | -8,709,000 | -8,086,000 | |
Net deferred tax asset | $- | $- |
Note_12_Commitments_and_Contin1
Note 12 - Commitments and Contingencies: Schedule of Future Minimum Rental Payments for Operating Leases (Tables) | 12 Months Ended | |
Dec. 31, 2013 | ||
Tables/Schedules | ' | |
Schedule of Future Minimum Rental Payments for Operating Leases | ' | |
Year Ending | ||
31-Dec | ||
2014 | $24,495 | |
2015 | 28,763 | |
2016 | 29,626 | |
2017 | 30,515 | |
2018 | 31,431 | |
Thereafter | 2,626 | |
Operating Lease Payable | 147,456 |
Note_1_History_and_Basis_of_Pr5
Note 1 - History and Basis of Presentation (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Details | ' |
Entity Incorporation, Date of Incorporation | 20-Nov-91 |
Note_1_History_and_Basis_of_Pr6
Note 1 - History and Basis of Presentation: Principles of Consolidation: GCE Mexico I LLC And Subsidiaries: Condensed Balance Sheets (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
CURRENT ASSETS | $449,855 | $1,243,829 |
PROPERTY AND EQUIPMENT, NET | 15,495,781 | 14,559,002 |
DEFERRED GROWING COST | 0 | 3,378,990 |
OTHER NONCURRENT ASSETS | 7,021 | 11,372 |
TOTAL ASSETS | 19,925,607 | 19,481,729 |
CURRENT LIABILITIES | 6,921,687 | 2,825,117 |
LONG-TERM LIABILITIES | 15,707,745 | 12,235,758 |
GCE Mexico I LLC And Subsidiaries | ' | ' |
CURRENT ASSETS | 363,358 | 1,184,194 |
PROPERTY AND EQUIPMENT, NET | 14,720,296 | 14,209,193 |
DEFERRED GROWING COST | 0 | 3,378,990 |
OTHER NONCURRENT ASSETS | 3,522 | 7,872 |
TOTAL ASSETS | 15,087,176 | 18,780,249 |
CURRENT LIABILITIES | 1,008,651 | 437,540 |
LONG-TERM LIABILITIES | 15,620,765 | 12,186,218 |
TOTAL LIABILITIES | $16,629,416 | $12,623,758 |
Note_1_History_and_Basis_of_Pr7
Note 1 - History and Basis of Presentation: Principles of Consolidation (Details) (Sustainable Oils, LLC) | Mar. 31, 2013 |
Sustainable Oils, LLC | ' |
Equity Method Investment, Ownership Percentage | 100.00% |
Note_1_History_and_Basis_of_Pr8
Note 1 - History and Basis of Presentation: Inventories (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Details | ' | ' |
Write down of inventory | $0 | $130,038 |
Note_1_History_and_Basis_of_Pr9
Note 1 - History and Basis of Presentation: Concentration of Credit Risk (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Cash, Uninsured Amount | $0 | $0 |
MEXICO | ' | ' |
Cash, Uninsured Amount | ' | $362,825 |
Recovered_Sheet1
Note 1 - History and Basis of Presentation: Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2013 | |
Equipment | Minimum | ' |
Property, Plant and Equipment, Useful Life | '3 years |
Equipment | Maximum | ' |
Property, Plant and Equipment, Useful Life | '5 years |
Plantation Equipment | Minimum | ' |
Property, Plant and Equipment, Useful Life | '5 years |
Plantation Equipment | Maximum | ' |
Property, Plant and Equipment, Useful Life | '15 years |
Plantation Development Costs | Minimum | ' |
Property, Plant and Equipment, Useful Life | '10 years |
Plantation Development Costs | Maximum | ' |
Property, Plant and Equipment, Useful Life | '35 years |
Recovered_Sheet2
Note 1 - History and Basis of Presentation: Income/loss Per Common Share: Schedule of Earnings Per Share, Basic and Diluted (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Details | ' | ' |
Net Income (loss) | ($1,921,760) | $63,287 |
Basic Weighted Average Common Shares Outstanding | 327,107,796 | 292,244,373 |
Dilutive Securities, Effect on Basic Earnings Per Share, ESOP Convertible Preferred Stock | 0 | 11,818,181 |
Warrants | 0 | 9,306,783 |
Options | $0 | $5,593,018 |
Diluted Weighted-Average Common Shares Outstanding | 327,107,796 | 318,962,355 |
Net Income (loss) | ($0.01) | $0.00 |
Net Income (loss) | ($0.01) | $0.00 |
Recovered_Sheet3
Note 1 - History and Basis of Presentation: Income/loss Per Common Share: Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 102,093,492 | 75,468,184 |
Convertible Debt Securities | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 18,900,000 | 18,900,000 |
Convertible Preferred Stock - Series B | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 11,818,181 | 0 |
Warrant | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,000,000 | 1,708,184 |
Compensation Based Stock Options and Warrants | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 69,375,311 | 54,860,000 |
Note_2_Going_Concern_Considera1
Note 2 - Going Concern Considerations (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Details | ' | ' | ' |
Loss From Continuing Operations Applicable to Common Shareholders | ($7,598,407) | ($3,275,915) | ' |
Loss from Continuing Operations | ' | 3,275,915 | ' |
Accumulated deficit | 28,338,875 | 26,599,007 | ' |
Net Cash Provided by (Used in) Continuing Operations | -1,619,345 | 2,816,849 | ' |
Net Cash Provided by (Used in) Continuing Operations | 1,619,345 | -2,816,849 | ' |
Working Capital | 6,471,832 | ' | ' |
Deficit attributable to stockholders | -2,703,825 | 4,420,854 | 2,960,960 |
Capital Contributions from the Preferred Membership Interest | 21,159,391 | ' | ' |
Mortgages Issued for Land Acquisition | $5,110,189 | ' | ' |
Note_3_Jatropha_Business_Ventu1
Note 3 - Jatropha Business Venture (Details) (USD $) | 12 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2009 | Jul. 09, 2009 | Dec. 31, 2009 | Jul. 09, 2009 | |
LODEMO Agreement | GCE Mexico I LLC And Subsidiaries | GCE Mexico I LLC And Subsidiaries | Technology Alternatives Limited | Technology Alternatives Limited | Technology Alternatives Limited | Technology Alternatives Limited | Technology Alternatives Limited | |||
acre | Belize, Dollars | Belize, Dollars | ||||||||
Agreement Termination, Accrued Liabilities, Unpaid Compensation And Costs | ' | ' | $251,500 | ' | ' | ' | ' | ' | ' | ' |
Equity Method Investment, Ownership Percentage | ' | ' | ' | 50.00% | ' | ' | ' | 100.00% | ' | ' |
Proceeds from issuance of preferred membership in GCE Mexico I, LLC | 1,598,688 | 5,620,435 | ' | ' | ' | ' | ' | ' | ' | ' |
Capital Contributions from the Preferred Membership Interest | 21,159,391 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investors Preferential Return Rate | ' | ' | ' | 12.00% | ' | ' | ' | ' | ' | ' |
Investors Preferential Return During Period | ' | ' | ' | 2,479,148 | 2,055,904 | ' | ' | ' | ' | ' |
Accrual of preferential return for the noncontrolling interests | -2,479,148 | -2,055,904 | ' | 7,442,730 | ' | ' | ' | ' | ' | ' |
Area of Land | ' | ' | ' | ' | ' | 400 | ' | ' | ' | ' |
Long-term Debt, Gross | ' | ' | ' | ' | ' | ' | ' | ' | ' | 526,462 |
Interest Costs Capitalized | ' | ' | ' | ' | ' | ' | 280,170 | ' | 10,322 | ' |
Repayments of Debt | ' | ' | ' | ' | ' | 195,747 | ' | ' | ' | ' |
Debt Instrument, Collateral Amount | ' | ' | ' | ' | ' | 395,000 | ' | ' | ' | ' |
Debt Instrument, Decrease, Forgiveness | ' | ' | ' | ' | ' | 84,422 | ' | ' | ' | ' |
Debt Instrument, Decrease Interest Forgiveness | ' | ' | ' | ' | ' | $28,078 | ' | ' | ' | ' |
Dissolution of TAL | 181,891 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note_4_Property_and_Equipment_1
Note 4 - Property and Equipment: Property and Equipment (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Property Plant and Equipment, Gross | $16,634,549 | $15,424,521 |
Less accumulated depreciation | -1,138,768 | -865,518 |
Property and Equipment, net | 15,495,781 | 14,559,002 |
Land | ' | ' |
Property Plant and Equipment, Gross | 4,512,630 | 4,539,314 |
Plantation Development Costs | ' | ' |
Property Plant and Equipment, Gross | 10,311,286 | 9,229,638 |
Plantation Equipment | ' | ' |
Property Plant and Equipment, Gross | 1,510,878 | 1,546,971 |
Office Equipment | ' | ' |
Property Plant and Equipment, Gross | $299,755 | $108,598 |
Note_4_Property_and_Equipment_2
Note 4 - Property and Equipment (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Depreciation expense | $273,250 | $231,260 |
Plantation Equipment | Minimum | ' | ' |
Property, Plant and Equipment, Useful Life | '5 years | ' |
Plantation Equipment | Maximum | ' | ' |
Property, Plant and Equipment, Useful Life | '15 years | ' |
Plantation Development Costs | Minimum | ' | ' |
Property, Plant and Equipment, Useful Life | '10 years | ' |
Plantation Development Costs | Maximum | ' | ' |
Property, Plant and Equipment, Useful Life | '35 years | ' |
Note_5_Intangible_Assets_Detai
Note 5 - Intangible Assets (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Details | ' | ' |
Finite-Lived Intangible Asset, Useful Life | '17 years | ' |
Amortization Expense | $195,892 | $0 |
Estimated Amortization Expense | $229,000 | ' |
Note_5_Intangible_Assets_Sched1
Note 5 - Intangible Assets: Schedule of Intangible Assets (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Details | ' | ' |
Intangible Assets | $4,168,841 | $0 |
Less accumulated amortization | -195,892 | 0 |
Intangible Assets, net | $3,972,950 | $0 |
Note_6_Debt_Details
Note 6 - Debt (Details) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2013 | |
Notes Payable to Mobius | Notes Payable to Shareholder | Notes Payable to Shareholder | Notes Payable to Shareholder | Notes Payable to Shareholder | Notes Payable to Shareholder | Convertible Debt Securities | Asideros I | Asideros 2 | Asideros 2 | Asideros 2 | Asideros 3 | Sustainable Oils LLC Acquisition | Sustainable Oils LLC Acquisition | |||
Secured Debt | Secured Debt | Secured Debt | GCE Mexico I LLC And Subsidiaries | acre | Parcel 1 | Parcel 2 | acre | |||||||||
Belize, Dollars | acre | acre | ||||||||||||||
Long-term Debt, Gross | ' | ' | $75,000 | $26,000 | $26,000 | ' | $268,630 | $526,462 | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | 5.00% | 12.00% | ' | ' | ' | ' | 5.97% | ' | 12.00% | ' | ' | 12.00% | ' | 10.00% |
Debt Instrument, Frequency of Periodic Payment | ' | ' | 'monthly | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Periodic Payment | ' | ' | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Payable, Current | ' | ' | ' | 52,643 | 49,540 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Costs Capitalized | ' | ' | ' | ' | ' | ' | ' | 10,322 | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Collateral Amount | ' | ' | ' | ' | ' | 395,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayments of Debt | ' | ' | ' | ' | ' | 195,747 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Decrease, Forgiveness | ' | ' | ' | ' | ' | 84,422 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | ' | ' | ' | ' | ' | ' | 567,000 | 2,051,282 | 963,382 | ' | ' | 2,095,525 | 1,300,000 | 1,300,000 |
Class of Warrant or Right, Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | 1,890,000 | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Maturity Date, Description | ' | ' | ' | ' | ' | ' | ' | ' | 'The Convertible Notes matured on the earlier of (i) March 16, 2012, or (ii) upon written demand of payment by the note holders following the Company’s default thereunder. The maturity date of the Convertible Notes have been extended until March 15, 2015. | 'The initial mortgage, including any unpaid interest, is due in April 2018. | 'The second mortgage, including any unpaid interest, is due in February 2020. | ' | ' | ' | 'payable upon the earlier of the following: (a) to the extent of 35.1% of, and on the third business day after, the receipt by the Company of any Qualified Funding; or (b) September 13, 2014 (the “Maturity Date”). The term “Qualified Funding” means all equity funding in excess of the $800,000, in the aggregate, received by the Company, its subsidiary or an affiliate after the date hereof for its Camelina business. In September 2014, we renegotiated the terms of the agreement and returned these machines, tractors, and vehicles to Targeted Growth, Inc. in consideration for a reduction of outstanding balance of the Promissory Note and the extension of the maturity date of the Promissory Note to December 31, 2014. The current note is no longer secured by any assets. | ' |
Debt Instrument, Interest Rate Terms | ' | ' | ' | ' | ' | ' | ' | ' | 'payable quarterly in cash, in arrears, on each year anniversary of the issuance of the convertible notes. The Company may at its option, in lieu of paying interest in cash, pay interest by delivering a number of unregistered shares of its common stock equal to the quotient obtained by dividing the amount of such interest by the arithmetic average of the volume weighted average price for each of the five consecutive trading days immediately preceding the interest payment date. | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Convertible, Conversion Price | ' | ' | ' | ' | ' | ' | ' | ' | $0.03 | ' | ' | ' | ' | ' | ' | ' |
Area of Land | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' | 4,500 | 600 | 5,600 | ' | ' |
Payments to Acquire Land Held-for-use | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,051,282 | 963,382 | ' | ' | 2,095,525 | ' | ' |
Debt Instrument, Maturity Date | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1-Oct-21 | ' | ' |
Gain on settlement of liabilities | $50,138 | $1,013,387 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note_7_Equity_Deficit_Details
Note 7 - Equity (Deficit) (Details) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 | Dec. 31, 2012 | Apr. 30, 2012 | |
Series B Preferred Stock | Common stock | Common stock | Common stock | Common stock | Common stock | ||
Sustainable Oils LLC Acquisition | Investor | Investor | |||||
Preferred Stock, Conversion Basis | ' | 'The Series B Shares may, at the option of each holder, be converted at any time or from time to time into shares of the Company’s common stock at the conversion price then in effect. The number of shares into which one Series B Share shall be convertible is determined by dividing $100 per share by the conversion price then in effect. The initial conversion price per share for the Series B Shares is $0.11, which is subject to adjustment for certain events, including stock splits, stock dividends, combinations, or other recapitalizations affecting the Series B Shares. | ' | ' | ' | ' | ' |
Issuance of common stock for cash, Shares | ' | ' | ' | 8,620,690 | ' | ' | ' |
Share Price | ' | ' | ' | ' | $0.02 | ' | $0.03 |
Issuance of common stock for cash, Value | $250,000 | ' | ' | $8,621 | ' | $250,000 | ' |
Stock Issued During Period, Shares, Acquisitions | ' | ' | 40,000,000 | ' | 40,000,000 | ' | ' |
Note_8_Stock_Options_and_Warra3
Note 8 - Stock Options and Warrants (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2008 | |
Plantation development costs | $881,221 | $2,449,858 | $124,565 |
Options, Granted | 14,100,000 | 13,780,000 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $0.02 | $0.01 | ' |
Share-based Compensation | 124,492 | 86,015 | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $148,567 | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | '3 months 14 days | ' | ' |
2010 Stock Incentive Plan | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Method Used | 'Black-Scholes option pricing model | ' | ' |
Employee Stock Option | ' | ' | ' |
Risk Free Interest Rate | 1.30% | 628.00% | ' |
Expected Volatility Rate | 181.00% | 178.00% | ' |
Expected Life | '5 years | ' | ' |
Expected Dividend Yield | 0.00% | ' | ' |
Share Price | $0.01 | ' | ' |
Common stock | ' | ' | ' |
Shares Held in Employee Stock Option Plan, Allocated | 20,000,000 | ' | ' |
Note_8_Stock_Options_and_Warra4
Note 8 - Stock Options and Warrants: Summary of The Status of Options and Compensation-based Warrants (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Details | ' | ' | ' |
Options, Outstanding | 68,608,483 | 74,731,483 | ' |
Options, Outstanding, Weighted Average Exercise Price | $0.02 | $0.02 | $0.03 |
Options, Outstanding, Weighted Average Remaining Contractual Term | '9 years 1 month 6 days | '4 years 3 months 18 days | '4 years 8 months 12 days |
Options, Outstanding, Intrinsic Value | ' | ' | $192,033 |
Options, Granted | 14,100,000 | 13,780,000 | ' |
Options, Granted, Weighted Average Exercise Price | $0.01 | $0.01 | ' |
Options, Forfeited | -6,280,000 | -4,550,000 | ' |
Options, Forfeited, Weighted Average Exercise Price | $0.01 | $0.04 | ' |
Options, Expired | -5,576,083 | -15,353,000 | ' |
Options, Expired, Weighted Average Exercise Price | $0.03 | $0.05 | ' |
Options, Outstanding | 69,375,311 | 68,608,483 | 74,731,483 |
Options, Exercised | -1,477,089 | ' | ' |
Options, Exercised, Weighted Average Exercise Price | $0.01 | ' | ' |
Options, Outstanding | 69,375,311 | 68,608,483 | 74,731,483 |
Options, Exercisable | 51,346,144 | ' | ' |
Options, Exercisable, Weighted Average | $0.02 | ' | ' |
Options, Exercisable, Weighted Average Remaining Contractual Term | '3 years 1 month 6 days | ' | ' |
Note_8_Stock_Options_and_Warra5
Note 8 - Stock Options and Warrants: Stock Warrants (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Details | ' | ' | ' |
Warrants, Outstanding | 24,585,662 | 24,585,662 | ' |
Warrants, Weighted Average Exercise Price | ' | 0.01 | ' |
Warrants, Weighted Average Remaining Contractual Life | ' | '9 months | '1 year 9 months |
Warrants, Aggregate Intrinsic Value, Outstanding | ' | ' | $457,550 |
Warrants, Issued | ' | 2,000,000 | ' |
Warrants Issued, Weighted Average Grant Date Fair Value | ' | ' | ' |
Warrants, Exercised | -4,026,954 | -4,026,954 | ' |
Warrants, Exercised, Weighted Average | $0.01 | ' | ' |
Warrants, Expired | -20,558,708 | -20,558,708 | ' |
Warrants, Forfeitures, Weighted Average Grant Date Fair Value | $0.01 | ' | ' |
Warrants, Outstanding | 2,000,000 | 24,585,662 | 24,585,662 |
Warrants Exercised, Aggregate Intrinsic Value | -40,270 | ' | ' |
Aggregate Intrinsic Value, Expired Warrants | ($205,587) | ' | ' |
Note_9_Acquisition_of_Camelina4
Note 9 - Acquisition of Camelina Assets and Sustainable Oils (Details) (USD $) | 12 Months Ended | 12 Months Ended | 1 Months Ended | ||||||
Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2013 | |
Common stock | Common stock | Sustainable Oils LLC Acquisition | Sustainable Oils LLC Acquisition | Sustainable Oils LLC Acquisition | Sustainable Oils LLC Acquisition | Sustainable Oils LLC Acquisition | Sustainable Oils LLC Acquisition | Sustainable Oils LLC Acquisition | |
Escrow Shares | Legal Fees | Valuation Fees | UOP LLC | Notes Payable to Targeted Growth, Inc. | Common stock | ||||
Debt Instrument, Face Amount | ' | ' | $1,300,000 | $1,300,000 | ' | ' | ' | ' | ' |
Stock Issued During Period, Shares, Acquisitions | 40,000,000 | 4,000,000 | ' | ' | ' | ' | ' | ' | 40,000,000 |
Cash (paid out) | ' | ' | ' | ' | ' | ' | ' | 100 | ' |
Description of current assets | ' | ' | '295,000 pounds of “certified” Camelina seeds | ' | ' | ' | ' | ' | ' |
Liabilities of Sustainable Oils, LLC | ' | ' | ' | ' | ' | ' | 2,300,000 | 1,300,000 | ' |
Value of the acquired identifiable intangible assets | ' | ' | 4,168,855 | ' | ' | ' | ' | ' | ' |
Business Acquisition, Transaction Costs | ' | ' | ' | ' | $21,500 | $6,000 | ' | ' | ' |
Note_9_Acquisition_of_Camelina5
Note 9 - Acquisition of Camelina Assets and Sustainable Oils: Fair Value of Consideration Transferred to Targeted Growth, Inc. (Details) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Common stock issued | -800,000 |
Sustainable Oils LLC Acquisition | ' |
Fair value of consideration transferred | 2,100,100 |
Notes Payable to Targeted Growth, Inc. | Sustainable Oils LLC Acquisition | ' |
Liabilities of Sustainable Oils, LLC | 1,300,000 |
Cash (paid out) | 100 |
Common stock issued | Sustainable Oils LLC Acquisition | ' |
Common stock issued | 800,000 |
Note_9_Acquisition_of_Camelina6
Note 9 - Acquisition of Camelina Assets and Sustainable Oils: Schedule of Business Acquisitions, by Acquisition (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Inventory | $37,296 | $1,564 |
Property Plant and Equipment, Gross | 16,634,549 | 15,424,521 |
TOTAL ASSETS | 19,925,607 | 19,481,729 |
Sustainable Oils LLC Acquisition | ' | ' |
Prepaid Expense and Other Assets, Current | 260 | ' |
Inventory | 123,585 | ' |
Intangible Assets, Current | 4,168,855 | ' |
Property Plant and Equipment, Gross | 190,500 | ' |
Accounts Payable, Current | -2,286,727 | ' |
Other Liabilities, Current | -54,034 | ' |
Accounts Payable and Other Accrued Liabilities, Current | -42,339 | ' |
TOTAL ASSETS | $2,100,100 | ' |
Note_9_Acquisition_of_Camelina7
Note 9 - Acquisition of Camelina Assets and Sustainable Oils: Business Acquisition, Pro Forma Information (Details) (Sustainable Oils LLC Acquisition, USD $) | 10 Months Ended | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
Sustainable Oils LLC Acquisition | ' | ' | ' |
Business Acquisition, Pro Forma Revenue | $61,588 | $332,320 | $2,843,917 |
Business Acquisition, Pro Forma Net Income (Loss) | ($342,587) | ($1,961,281) | $195,920 |
Note_10_Impairment_of_Assets_a2
Note 10 - Impairment of Assets and Fair Value Measurements: Fair Value Measurements on a Nonrecurring Basis (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Fair Value, Inputs, Level 1 | ' | ' |
Assets, Fair Value Disclosure, Nonrecurring | ' | ' |
Fair Value, Inputs, Level 2 | ' | ' |
Assets, Fair Value Disclosure, Nonrecurring | ' | ' |
Fair Value, Inputs, Level 3 | ' | ' |
Assets, Fair Value Disclosure, Nonrecurring | 10,311,286 | ' |
Deferred Growing Cost | ' | ' |
Assets, Fair Value Disclosure, Nonrecurring | 10,311,286 | 12,608,628 |
Deferred Growing Cost | Fair Value, Inputs, Level 3 | ' | ' |
Assets, Fair Value Disclosure, Nonrecurring | ' | 12,608,628 |
Plantation Development Costs | ' | ' |
Assets, Fair Value Disclosure, Nonrecurring | 10,311,286 | 9,229,638 |
Plantation Development Costs | Fair Value, Inputs, Level 1 | ' | ' |
Assets, Fair Value Disclosure, Nonrecurring | ' | ' |
Plantation Development Costs | Fair Value, Inputs, Level 2 | ' | ' |
Assets, Fair Value Disclosure, Nonrecurring | ' | ' |
Plantation Development Costs | Fair Value, Inputs, Level 3 | ' | ' |
Assets, Fair Value Disclosure, Nonrecurring | $10,311,286 | $9,229,638 |
Note_10_Impairment_of_Assets_a3
Note 10 - Impairment of Assets and Fair Value Measurements (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Deferred growing costs, carrying value | $3,440,904 | $4,562,981 |
DEFERRED GROWING COST | 0 | 3,378,990 |
Deferred Growing Cost | 0 | 3,378,990 |
Plantation development costs, carrying value | ' | 9,685,462 |
Property Plant and Equipment, Gross | 16,634,549 | 15,424,521 |
Deferred Growing Cost | ' | ' |
Assets, Fair Value Adjustment | 3,440,904 | 1,183,991 |
Plantation Development Costs | ' | ' |
Assets, Fair Value Adjustment | ' | 455,824 |
Property Plant and Equipment, Gross | $10,311,286 | $9,229,638 |
Note_11_Income_Taxes_Schedule_2
Note 11 - Income Taxes: Schedule of Effective Income Tax Rate Reconciliation (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount | ($2,552,000) | ($1,114,000) |
State income tax (benefit) , net of federal benefit | -100,000 | 12,000 |
Foreign income tax benefit | 0 | 7,000 |
Share-based compensation | 38,000 | 54,000 |
Expiration of operating loss and research credit carryforwards | 0 | 75,000 |
Other differences | 5,000 | -2,000 |
Change in valuation allowance | 623,000 | -205,000 |
Income Tax Expense (Benefit) | ' | ' |
Preferred Members Of GCE Mexico | ' | ' |
Effective Income Tax Rate Reconciliation, Noncontrolling Interest Income (Loss), Amount | 1,971,000 | 1,151,000 |
GEHD | ' | ' |
Effective Income Tax Rate Reconciliation, Noncontrolling Interest Income (Loss), Amount | $15,000 | $22,000 |
Note_11_Income_Taxes_Details
Note 11 - Income Taxes (Details) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 40.00% |
Operating Loss Carryforwards | $21,052,000 |
Minimum | ' |
Operating Loss Carryforwards, Expiration Date | 31-Dec-14 |
Maximum | ' |
Operating Loss Carryforwards, Expiration Date | 31-Dec-33 |
Note_11_Income_Taxes_Schedule_3
Note 11 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Details | ' | ' |
Net operating loss carryforward | $7,225,000 | $6,839,000 |
Share-based compensation | 781,000 | 692,000 |
Accrued compensation and other liabilities | 647,000 | 499,000 |
Impairment of long lived assets | 58,000 | 58,000 |
Other | -2,000 | -2,000 |
Valuation allowance | -8,709,000 | -8,086,000 |
Net deferred tax asset | ' | ' |
Note_12_Commitments_and_Contin2
Note 12 - Commitments and Contingencies (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Rent Expense | $40,880 | $42,982 |
Minimum | ' | ' |
Monthly Rent payments | 2,332.80 | ' |
Maximum | ' | ' |
Monthly Rent payments | $2,625.59 | ' |
Note_12_Commitments_and_Contin3
Note 12 - Commitments and Contingencies: Schedule of Future Minimum Rental Payments for Operating Leases (Details) (USD $) | Dec. 31, 2013 |
2014 | $24,495 |
2015 | 28,763 |
2016 | 29,626 |
2017 | 30,515 |
2018 | 31,431 |
Thereafter | 2,626 |
Operating Lease Payable | $147,456 |
Note_13_Subsequent_Event_Detai
Note 13 - Subsequent Event (Details) (Subsequent Event, USD $) | 3 Months Ended |
Sep. 30, 2014 | |
Subsequent Event | ' |
Total Contracted Price | $924,687 |
Comprehensive Feasibility and Financial Analysis Contract Fee | 367,598 |
Germoplasm Nursery Development Fee | $557,089 |