Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 14, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-31540 | |
Entity Registrant Name | FLEXIBLE SOLUTIONS INTERNATIONAL INC. | |
Entity Central Index Key | 0001069394 | |
Entity Tax Identification Number | 71-1630889 | |
Entity Incorporation, State or Country Code | A0 | |
Entity Address, Address Line One | 6001 54 Ave. | |
Entity Address, City or Town | Taber | |
Entity Address, Country | CA | |
Entity Address, Postal Zip Code | T1G 1X4 | |
City Area Code | 403 | |
Local Phone Number | 223-2995 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | FSI | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 12,384,746 |
Condensed Interim Consolidated
Condensed Interim Consolidated Balance Sheets - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Current | ||
Cash and cash equivalents | $ 4,339,483 | $ 5,710,227 |
Term deposits | 1,025,347 | |
Accounts receivable (Note 4) | 9,773,609 | 7,129,329 |
Inventory (Note 5) | 14,704,726 | 9,502,005 |
Prepaid expenses | 492,910 | 442,161 |
Total current assets | 29,310,728 | 23,809,069 |
Property, equipment and leaseholds, net (Note 6) | 8,799,397 | 4,931,713 |
Patents (Note 7) | 1,370 | 13,699 |
Right of use assets (Note 3) | 179,519 | 217,267 |
Intangible assets (Note 8) | 2,480,000 | 2,600,000 |
Long term deposits (Note 9) | 8,540 | 8,540 |
Investments (Note 10) | 5,481,337 | 5,424,010 |
Goodwill (Note 8) | 2,534,275 | 2,534,275 |
Deferred tax asset | 12,697 | 12,697 |
Total Assets | 48,807,863 | 39,551,270 |
Current | ||
Accounts payable | 1,434,766 | 1,283,486 |
Accrued liabilities | 705,638 | 457,062 |
Deferred revenue | 278,709 | 349,004 |
Income taxes payable | 6,165,825 | 4,561,396 |
Short term line of credit (Note 11) | 2,024,740 | 2,300,819 |
Current portion of lease liability (Note 3) | 57,735 | 77,715 |
Current portion of long term debt (Note 12) | 701,069 | 793,574 |
Total current liabilities | 11,368,482 | 9,823,056 |
Lease liability (Note 3) | 121,784 | 139,552 |
Deferred income tax liability | 484,744 | 310,162 |
Long term debt (Note 12) | 4,591,101 | 1,573,024 |
Total Liabilities | 16,566,111 | 11,845,794 |
Stockholders’ Equity | ||
Capital stock (Note 15) Authorized: 50,000,000 common shares with a par value of $0.001 each; 1,000,000 preferred shares with a par value of $0.01 each 12,384,746 (December 31, 2021: 12,355,246) common share | 12,385 | 12,355 |
Capital in excess of par value | 17,222,297 | 16,983,648 |
Other comprehensive loss | (805,261) | (775,730) |
Accumulated earnings | 13,186,005 | 8,882,360 |
Total stockholders’ equity – controlling interest | 29,615,426 | 25,102,633 |
Non-controlling interests (Note 15) | 2,626,326 | 2,602,843 |
Total Stockholders’ Equity | 32,241,752 | 27,705,476 |
Total Liabilities and Stockholders’ Equity | $ 48,807,863 | $ 39,551,270 |
Condensed Interim Consolidate_2
Condensed Interim Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares issued | 12,384,746 | 12,355,246 |
Common stock, shares outstanding | 12,384,746 | 12,355,246 |
Condensed Interim Consolidate_3
Condensed Interim Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Statement [Abstract] | ||||
Sales | $ 11,685,107 | $ 9,214,467 | $ 33,633,530 | $ 25,374,615 |
Cost of sales | 8,502,551 | 5,718,082 | 22,777,467 | 16,210,071 |
Gross profit | 3,182,556 | 3,496,385 | 10,856,063 | 9,164,544 |
Operating Expenses | ||||
Wages | 587,935 | 482,561 | 1,890,727 | 1,482,036 |
Administrative salaries and benefits | 220,406 | 217,968 | 681,017 | 663,978 |
Insurance | 185,371 | 204,340 | 508,056 | 402,158 |
Professional fees | 131,602 | 83,033 | 597,505 | 177,008 |
Office and miscellaneous | 111,832 | 46,649 | 271,144 | 184,352 |
Consulting | 85,477 | 76,611 | 248,168 | 225,151 |
Interest expense | 80,609 | 41,749 | 190,366 | 155,078 |
Investor relations and transfer agent fee | 34,440 | 20,761 | 100,317 | 68,867 |
Advertising and promotion | 32,705 | 33,456 | 124,910 | 113,980 |
Lease expense | 30,284 | 28,336 | 124,123 | 158,579 |
Travel | 27,659 | 39,970 | 120,185 | 72,274 |
Research | 19,088 | 16,417 | 63,345 | 50,639 |
Telecommunications | 10,879 | 12,277 | 31,438 | 32,476 |
Shipping | 6,042 | 3,634 | 18,943 | 10,897 |
Utilities | 5,451 | 5,301 | 20,635 | 15,866 |
Commissions | 529 | (48,070) | 61,459 | 9,180 |
Bad debt expense | 2,000 | 2,000 | ||
Currency exchange | (20,983) | (13,050) | (9,351) | 20,776 |
Total operating expenses | 1,549,326 | 1,253,943 | 5,042,987 | 3,845,295 |
Operating income | 1,633,230 | 2,242,442 | 5,813,076 | 5,319,249 |
PPP loan forgiveness | 537,960 | |||
Gain on acquisition of ENP Peru | 335,051 | |||
Gain on investment | (451) | 92,445 | 213,865 | 491,681 |
Interest income | 37,213 | 35,475 | 69,354 | 67,920 |
Income before income tax | 1,669,992 | 2,370,362 | 6,431,346 | 6,416,810 |
Income taxes | ||||
Income tax expense | (349,181) | (864,510) | (1,604,429) | (1,828,693) |
Net income for the period including non-controlling interests | 1,320,811 | 1,505,852 | 4,826,917 | 4,588,117 |
Less: Net income attributable to non-controlling interests | (212,680) | (343,228) | (523,272) | (798,161) |
Net income attributable to controlling interest | $ 1,108,131 | $ 1,162,624 | $ 4,303,645 | $ 3,789,956 |
Income per share (basic) | $ 0.09 | $ 0.09 | $ 0.35 | $ 0.31 |
Income per share (diluted) | $ 0.34 | $ 0.30 | ||
Weighted average number of common shares (basic) | 12,384,746 | 12,324,539 | 12,376,818 | 12,312,503 |
Weighted average number of common shares (diluted) | 12,417,026 | 12,545,102 | 12,479,769 | 12,520,074 |
Other comprehensive income: | ||||
Net income | $ 1,320,811 | $ 1,505,852 | $ 4,826,917 | $ 4,588,117 |
Unrealized gain (loss) on foreign currency translations | (70,167) | (31,661) | (29,531) | 88,284 |
Total comprehensive income | 1,250,644 | 1,474,191 | 4,797,386 | 4,676,401 |
Comprehensive income – non-controlling interest | (212,680) | (343,228) | (523,272) | (798,161) |
Comprehensive income attributable to Flexible Solutions International Inc. | $ 1,037,964 | $ 1,130,963 | $ 4,274,114 | $ 3,878,240 |
Condensed Interim Consolidate_4
Condensed Interim Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Operating activities | |||||||
Net income for the period including non-controlling interests | $ 1,320,811 | $ 1,677,536 | $ 1,505,852 | $ 1,637,055 | $ 4,826,917 | $ 4,588,117 | |
Adjustments to reconcile net income to net cash: | |||||||
Stock based compensation | 164,659 | 118,767 | |||||
Depreciation and amortization | 811,877 | 710,583 | |||||
Lease right of use depreciation | 37,748 | 230,046 | |||||
Lease right of use financing | 6,687 | 19,164 | |||||
Gain on investment | 451 | (92,445) | (213,865) | (491,681) | |||
Gain on ENP Peru | (335,051) | ||||||
PPP loan forgiveness | (537,960) | ||||||
Bad debt expense | (2,000) | ||||||
Changes in non-cash working capital items: | |||||||
(Increase) decrease in accounts receivable | (2,638,030) | 22,643 | |||||
(Increase) decrease in inventory | (5,202,721) | (2,366,782) | |||||
Increase in prepaid expenses | (50,749) | (45,701) | |||||
Increase (decrease) in accounts payable and accrued liabilities | 399,856 | 247,952 | |||||
Increase in income taxes payable | 1,604,429 | 1,856,387 | |||||
Increase (decrease) in deferred revenue | (70,295) | (55,194) | |||||
Cash provided by (used in) operating activities | (658,538) | 4,294,341 | |||||
Investing activities | |||||||
Acquisition of ENP Peru | (499,329) | ||||||
Investment | (500,000) | ||||||
Proceeds of equity investment | 108,750 | 252,500 | |||||
Net purchase of property, equipment and leaseholds | (233,862) | (158,231) | (647,232) | (610,957) | |||
Cash used in investing activities | (1,037,811) | (858,457) | |||||
Financing activities | |||||||
Repayment of short term line of credit | (276,079) | (626,919) | |||||
Loan repayments | (2,117,928) | (735,722) | |||||
Loan proceeds received | 2,194,000 | ||||||
Lease financing costs | (44,435) | (249,210) | |||||
Partnership distributions | (499,789) | (526,577) | |||||
Proceeds of issuance of common stock | 74,020 | 97,520 | |||||
Cash used in financing activities | (670,211) | (2,040,908) | |||||
Effect of exchange rate changes on cash | (29,531) | 88,284 | |||||
Inflow (outflow) of cash | (2,396,091) | 1,483,260 | |||||
Cash and cash equivalents, beginning | $ 6,735,574 | $ 4,472,776 | 6,735,574 | 4,472,776 | $ 4,472,776 | ||
Cash and cash equivalents, ending | 4,339,483 | 5,956,036 | 4,339,483 | 5,956,036 | $ 6,735,574 | ||
Cash and cash equivalents consists of: | |||||||
Term Deposits | $ 1,025,347 | 1,025,347 | |||||
Supplemental disclosure of cash flow information: | |||||||
Income taxes paid | |||||||
Interest paid | 190,366 | 155,078 | |||||
Proceeds of equity investment included in accounts receivable | $ 6,250 |
Condensed Interim Consolidate_5
Condensed Interim Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Capital in Excess of Par Value [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Parent [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance, value at Dec. 31, 2020 | $ 12,261 | $ 16,633,190 | $ 5,433,198 | $ (872,121) | $ 21,206,528 | $ 2,561,751 | $ 23,768,279 |
Beginning balance, shares at Dec. 31, 2020 | 12,260,545 | ||||||
Translation adjustment | 82,352 | 82,352 | 82,352 | ||||
Net income | 1,450,571 | 1,450,571 | 186,484 | 1,637,055 | |||
Common stock issued | $ 55 | 76,305 | 76,360 | 76,360 | |||
Common stock issued, shares | 55,201 | ||||||
Distributions to non-controlling interests | (157,952) | (157,952) | |||||
Stock-based compensation | 39,589 | 39,589 | 39,589 | ||||
Ending balance, value at Mar. 31, 2021 | $ 12,316 | 16,749,084 | 6,833,769 | (789,769) | 22,855,400 | 2,590,283 | 25,445,683 |
Ending balance, shares at Mar. 31, 2021 | 12,315,746 | ||||||
Beginning balance, value at Dec. 31, 2020 | $ 12,261 | 16,633,190 | 5,433,198 | (872,121) | 21,206,528 | 2,561,751 | 23,768,279 |
Beginning balance, shares at Dec. 31, 2020 | 12,260,545 | ||||||
Net income | 4,588,117 | ||||||
Ending balance, value at Sep. 30, 2021 | $ 12,327 | 16,849,411 | 9,223,154 | (783,837) | 25,301,055 | 2,833,336 | 28,134,391 |
Ending balance, shares at Sep. 30, 2021 | 12,327,246 | ||||||
Beginning balance, value at Dec. 31, 2020 | $ 12,261 | 16,633,190 | 5,433,198 | (872,121) | 21,206,528 | 2,561,751 | 23,768,279 |
Beginning balance, shares at Dec. 31, 2020 | 12,260,545 | ||||||
Ending balance, value at Dec. 31, 2021 | $ 12,355 | 16,983,648 | 8,882,360 | (775,730) | 25,102,633 | 2,602,843 | 27,705,476 |
Ending balance, shares at Dec. 31, 2021 | 12,355,246 | ||||||
Beginning balance, value at Mar. 31, 2021 | $ 12,316 | 16,749,084 | 6,833,769 | (789,769) | 22,855,400 | 2,590,283 | 25,445,683 |
Beginning balance, shares at Mar. 31, 2021 | 12,315,746 | ||||||
Translation adjustment | 37,593 | 37,593 | 37,593 | ||||
Net income | 1,176,761 | 1,176,761 | 268,449 | 1,445,210 | |||
Distributions to non-controlling interests | (151,714) | (151,714) | |||||
Stock-based compensation | 39,141 | 39,141 | 39,141 | ||||
Ending balance, value at Jun. 30, 2021 | $ 12,316 | 16,788,225 | 8,060,530 | (752,176) | 24,108,895 | 2,707,018 | 26,815,913 |
Ending balance, shares at Jun. 30, 2021 | 12,315,746 | ||||||
Translation adjustment | (31,661) | (31,661) | (31,661) | ||||
Net income | 1,162,624 | 1,162,624 | 343,228 | 1,505,852 | |||
Common stock issued | $ 11 | 21,149 | 21,160 | 21,160 | |||
Common stock issued, shares | 11,500 | ||||||
Distributions to non-controlling interests | (216,910) | (216,910) | |||||
Stock-based compensation | 40,037 | 40,037 | 40,037 | ||||
Ending balance, value at Sep. 30, 2021 | $ 12,327 | 16,849,411 | 9,223,154 | (783,837) | 25,301,055 | 2,833,336 | 28,134,391 |
Ending balance, shares at Sep. 30, 2021 | 12,327,246 | ||||||
Beginning balance, value at Dec. 31, 2021 | $ 12,355 | 16,983,648 | 8,882,360 | (775,730) | 25,102,633 | 2,602,843 | 27,705,476 |
Beginning balance, shares at Dec. 31, 2021 | 12,355,246 | ||||||
Translation adjustment | 42,543 | 42,543 | 42,543 | ||||
Net income | 1,533,059 | 1,533,059 | 144,477 | 1,677,536 | |||
Common stock issued | $ 23 | 56,917 | 56,940 | 56,940 | |||
Common stock issued, shares | 22,500 | ||||||
Distributions to non-controlling interests | (265,922) | (265,922) | |||||
Stock-based compensation | 54,271 | 54,271 | 54,271 | ||||
Ending balance, value at Mar. 31, 2022 | $ 12,378 | 17,094,836 | 10,415,419 | (733,187) | 26,789,446 | 2,481,398 | 29,270,844 |
Ending balance, shares at Mar. 31, 2022 | 12,377,746 | ||||||
Beginning balance, value at Dec. 31, 2021 | $ 12,355 | 16,983,648 | 8,882,360 | (775,730) | 25,102,633 | 2,602,843 | 27,705,476 |
Beginning balance, shares at Dec. 31, 2021 | 12,355,246 | ||||||
Net income | 4,826,917 | ||||||
Ending balance, value at Sep. 30, 2022 | $ 12,385 | 17,222,297 | 13,186,005 | (805,261) | 29,615,426 | 2,626,326 | 32,241,752 |
Ending balance, shares at Sep. 30, 2022 | 12,384,746 | ||||||
Beginning balance, value at Mar. 31, 2022 | $ 12,378 | 17,094,836 | 10,415,419 | (733,187) | 26,789,446 | 2,481,398 | 29,270,844 |
Beginning balance, shares at Mar. 31, 2022 | 12,377,746 | ||||||
Translation adjustment | (1,907) | (1,907) | (1,907) | ||||
Net income | 1,662,455 | 1,662,455 | 166,115 | 1,828,570 | |||
Common stock issued | $ 7 | 17,073 | 17,080 | 17,080 | |||
Common stock issued, shares | 7,000 | ||||||
Distributions to non-controlling interests | (116,934) | (116,934) | |||||
Stock-based compensation | 55,194 | 55,194 | 55,194 | ||||
Ending balance, value at Jun. 30, 2022 | $ 12,385 | 17,167,103 | 12,077,874 | (735,094) | 28,522,268 | 2,530,579 | 31,052,847 |
Ending balance, shares at Jun. 30, 2022 | 12,384,746 | ||||||
Translation adjustment | (70,167) | (70,167) | (70,167) | ||||
Net income | 1,108,131 | 1,108,131 | 212,680 | 1,320,811 | |||
Distributions to non-controlling interests | (116,933) | (116,933) | |||||
Stock-based compensation | 55,194 | 55,194 | 55,194 | ||||
Ending balance, value at Sep. 30, 2022 | $ 12,385 | $ 17,222,297 | $ 13,186,005 | $ (805,261) | $ 29,615,426 | $ 2,626,326 | $ 32,241,752 |
Ending balance, shares at Sep. 30, 2022 | 12,384,746 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | 1. basis of presentation BASIS OF PRESENTATION These condensed interim consolidated financial statements (“consolidated financial statements”) include the accounts of Flexible Solutions International, Inc. (the “Company”), its wholly-owned subsidiaries Flexible Fermentation Ltd., NanoChem Solutions Inc. (“NanoChem”), Flexible Solutions Ltd., Flexible Biomass LP, FS Biomass Inc., NCS Deferred Corp., Natural Chem SEZC Ltd., and InnFlex Holdings Inc., its 97% controlling interest in ENP Peru Investments LLC (“ENP Peru”) and its 65 In 2018, NanoChem completed the purchase of a 65 5,110,560 35 24 100 In 2022, NanoChem purchased an additional 50 91.67 8.33 65 35 The Company and its subsidiaries develop, manufacture and market specialty chemicals which slow the evaporation of water. One product, HEATSAVR®, is marketed for use in swimming pools and spas where its use, by slowing the evaporation of water, allows the water to retain a higher temperature for a longer period of time and thereby reduces the energy required to maintain the desired temperature of the water in the pool. Another product, WATERSAVR®, is marketed for water conservation in irrigation canals, aquaculture, and reservoirs where its use slows water loss due to evaporation. In addition to the water conservation products, the Company also manufactures and markets water-soluble chemicals utilizing thermal polyaspartate biopolymers (hereinafter referred to as “TPAs”), which are beta-proteins manufactured from the common biological amino acid, L-aspartic. TPAs can be formulated to prevent corrosion and scaling in water piping within the petroleum, chemical, utility and mining industries. TPAs are also used as proteins to enhance fertilizers in improving crop yields and can be used as additives for household laundry detergents, consumer care products and pesticides. The TPA division also manufactures two nitrogen conservation products for agriculture that slows nitrogen loss from fields. The outbreak of the novel strain of coronavirus, specifically identified as “COVID-19”, has resulted in a widespread health crisis that has affected economies and financial markets around the world resulting in an economic downturn. This outbreak may also cause staff shortages, reduced customer demand, increased government regulations or interventions, all of which may negatively impact the business, financial condition or results of operations of the Company. The duration and impact of the COVID-19 outbreak is unknown at this time and it is not possible to reliably estimate the length and severity of these developments. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | 2. Significant Accounting Policies . SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements of the Company have been prepared by management in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”), applied on a basis consistent for all periods. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for a complete set of financial statements. These consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K/A for the year ended December 31, 2021, filed with the Securities and Exchange Commission on May 13, 2022. In the opinion of management, all adjustments of a normal recurring nature considered necessary for a fair presentation have been included. The results of operations of any interim period are not necessarily indicative of the results of operations to be expected for the full fiscal year. (a) Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original or remaining maturity of less than three months at the date of purchase to be cash equivalents. Cash and cash equivalents are maintained with several financial institutions. (b) Term Deposits The deposits maintained by the Company with banks comprises term deposits, which can be withdrawn by the Company at any point without prior notice or penalty on the principal. (c) Inventories and Cost of Sales The Company has three major classes of inventory: completed goods, work in progress and raw materials and supplies. In all classes inventories are stated at the lower of cost and net realizable value. Cost is determined on a first-in, first-out basis or weighted average cost formula to inventories in different subsidiaries. Cost of sales includes all expenditures incurred in bringing the goods to the point of sale. Inventory costs and costs of sales include direct costs of the raw material, inbound freight charges, warehousing costs, handling costs (receiving and purchasing) and utilities and overhead expenses related to the Company’s manufacturing and processing facilities. Shipping and handling charges billed to customers are included in revenue for the three and nine months ended September 30 (Nine months ended 2022 - $ 341,918 362,035 783,917 855,717 (d) Allowance for Doubtful Accounts The Company provides an allowance for doubtful accounts when management estimates collectability to be uncertain. Accounts receivable are continually reviewed to determine which, if any, accounts are doubtful of collection. In making the determination of the appropriate allowance amount, the Company considers current economic and industry conditions, relationships with each significant customer, overall customer credit-worthiness and historical experience. (e) Property, Equipment, Leaseholds and Intangible Assets The following assets are recorded at cost and depreciated using the methods and annual rates shown below: SCHEDULE OF METHOD OF DEPRECIATION Computer hardware 30% Declining balance Furniture and fixtures 20% Declining balance Manufacturing equipment 20% Declining balance Office equipment 20% Declining balance Boat 20% Declining balance Building and improvements 10% Declining balance Trailer 30% Declining balance Automobiles Straight-line over 5 years Patents Straight-line over 17 years Technology Straight-line over 10 years Right of Use Assets Straight-line over lease term Leasehold improvements Straight-line over lease term Customer Relationships – ENP Investments Straight-line over 15 years Software – ENP Investments Straight-line over 3 years (f) Impairment of Long-Lived Assets In accordance with FASB Codification Topic 360, “Property, Plant and Equipment (ASC 360), the Company reviews long-lived assets, including, but not limited to, property, equipment and leaseholds, patents and other assets, for impairment annually or whenever events or changes in circumstances indicate the carrying amounts of assets may not be recoverable. The carrying value of long-lived assets is assessed for impairment by evaluating operating performance and future undiscounted cash flows of the underlying assets. If the expected future cash flows of an asset is less than its carrying value, an impairment measurement is indicated. Impairment charges are recorded to the extent that an asset’s carrying value exceeds its fair value. Accordingly, actual results could vary significantly from such estimates. There were no impairment charges during the periods presented. (g) Foreign Currency The functional currency of the Company is the U.S. dollar. The functional currency of three of the Company’s subsidiaries is the Canadian dollar. The translation of the Canadian dollar to the reporting currency of the Company, the U.S. dollar, is performed for assets and liabilities using exchange rates in effect at the balance sheet date. Revenue and expense transactions are translated using average exchange rates prevailing during the year. Translation adjustments arising on conversion of the Company’s financial statements from the subsidiary’s functional currency, Canadian dollars, into the reporting currency, U.S. dollars, are excluded from the determination of income (loss) and are disclosed as other comprehensive income in the consolidated statements of operations and comprehensive income. Foreign exchange gains and losses relating to transactions not denominated in the applicable local currency are included in operating income (loss) if realized during the year and in comprehensive income (loss) if they remain unrealized at the end of the year. (h) Revenue Recognition The Company generates revenue primarily from energy and water conservation products and biodegradable polymers, as further discussed in Note 16. The Company follows a five-step model for revenue recognition. The five steps are: (1) identification of the contract(s) with the customer, (2) identification of the performance obligation(s) in the contract(s), (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligation, and (5) recognition of revenue when (or as) the performance obligation is satisfied. The Company has fulfilled its performance obligations when control transfers to the customer, which is generally at the time the product is shipped since risk of loss is transferred to the purchaser upon delivery to the carrier. For shipments which are F.O.B. shipping point, the Company has elected to account for shipping and handling activities as a fulfillment cost rather than as an additional promised service and performance obligation. Since the Company’s inception, product returns have been insignificant; therefore, no provision has been established for estimated product returns. Deferred revenues consist of products sold to distributors with payment terms greater than the Company’s customary business terms due to lack of credit history or operating in a new market in which the Company has no prior experience. The Company defers the recognition of revenue until the criteria for revenue recognition has been met and payments become due or cash is received from these distributors. (i) Stock Issued in Exchange for Services The Company’s common stock issued in exchange for services is valued at estimated fair market value based upon trading prices of the Company’s common stock on the dates of the stock transactions. The corresponding expense of the services rendered is recognized over the period that the services are performed. (j) Stock-based Compensation The Company recognizes compensation expense for all share-based payments in accordance with FASB Codification Topic 718, Compensation — Stock Compensation The fair value at grant date of stock options is estimated using the Black-Scholes option-pricing model. Compensation expense is recognized on a straight-line basis over the stock option vesting period based on the estimated number of stock options that are expected to vest. Shares are issued from treasury upon exercise of stock options. (k) Other Comprehensive Income Other comprehensive income refers to revenues, expenses, gains and losses that under generally accepted accounting principles are included in comprehensive income, but are excluded from net income as these amounts are recorded directly as an adjustment to stockholders’ equity. The Company’s other comprehensive income is comprised only of unrealized foreign exchange gains and losses. (l) Income Per Share Basic earnings per share is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding in the period. Diluted earnings per share are calculated giving effect to the potential dilution of the exercise of options and warrants. Common equivalent shares, composed of incremental common shares issuable upon the exercise of stock options and warrants are included in diluted net income per share to the extent that these shares are dilutive. Common equivalent shares that have an anti-dilutive effect on net income per share have been excluded from the calculation of diluted weighted average shares outstanding for the three and nine months ended September 30, 2022 and 2021. (m) Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and would impact the results of operations and cash flows. Estimates and underlying assumptions are reviewed at each period end. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. Significant areas requiring the use of management estimates include assumptions and estimates relating to the valuation of goodwill and intangible assets, valuation of assets acquired at fair value, asset impairment analysis, share-based payments, valuation allowances for deferred income tax assets, determination of useful lives of property, equipment and leaseholds and intangible assets, recoverability of accounts receivable, recoverability of investments, discount rates for right of use assets and the valuation of inventory. (n) Fair Value of Financial Instruments 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. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs described below, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. ● Level 1 – Quoted prices in active markets for identical assets or liabilities ● Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. ● Level 3 — Unobservable inputs that are supported by little or no market activity which is significant to the fair value of the assets or liabilities. The fair values of cash and cash equivalents, term deposits, accounts receivable, accounts payable, accrued liabilities and the short term line of credit for all periods presented approximate their respective carrying amounts due to the short term nature of these financial instruments. The fair value of the long term debt for all periods presented approximate their respective carrying amounts due to these financial instruments being at market rates. (o) Contingencies Certain conditions may exist as of the date the consolidated financial statements are issued which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management and its legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Legal fees associated with loss contingencies are expensed as incurred. (p) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance so that the assets are recognized only to the extent that when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. In accordance with FASB Codification Topic 740, “ Income taxes (q) Risk Management The Company’s credit risk is primarily attributable to its accounts receivable. The amounts presented in the accompanying consolidated balance sheets are net of allowances for doubtful accounts, estimated by the Company’s management based on prior experience and the current economic environment. The Company is exposed to credit-related losses in the event of non-payment by customers. Credit exposure is minimized by dealing with only credit worthy counterparties. Revenue for the Company’s three primary customers totaled $ 19,050,848 57 11,236,707 44 6,412,716 66 4,940,995 69 The credit risk on cash and cash equivalents is limited because the Company limits its exposure to credit loss by placing its cash and cash equivalents with major financial institutions. The Company maintains cash balances at financial institutions which at times exceed federally insured amounts. The Company has not experienced any losses in such accounts. The Company is exposed to foreign exchange and interest rate risk to the extent that market value rate fluctuations materially differ from financial assets and liabilities, subject to fixed long-term rates. In order to manage its exposure to foreign exchange risks, the Company is closely monitoring the fluctuations in the foreign currency exchange rates and the impact on the value of cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities. The Company has not hedged its exposure to currency fluctuations. The Company is exposed to interest rate risk to the extent that the fair value or future cash flows for financial liabilities will fluctuate as a result of changes in market interest rates. The Company is exposed to interest rate risk on its long-term debt. In order to manage its exposure to interest rate risk, the Company is closely monitoring fluctuations in market interest risks and will refinance its long-term debt where possible to obtain more favourable rates. (r) Equity Method Investment The Company accounts for investments using the equity method of accounting if the investment provides the Company the ability to exercise significant influence, but not control, over the investee. Significant influence is generally deemed to exist if the Company’s ownership interest in the voting stock of the investee ranges between 20% and 50%, although other factors, such as representation on the investee’s board of directors, are considered in determining whether the equity method of accounting is appropriate (s) Goodwill and intangible assets Goodwill represents the excess of the purchase price of an acquired entity over the amounts assigned to the assets acquired and liabilities assumed. Goodwill is not amortized, but is reviewed for impairment annually or more frequently if certain impairment conditions arise. The Company performs an annual goodwill impairment review in the fourth quarter of each year at the reporting unit level. The evaluation begins with a qualitative assessment of the factors that could impact the significant inputs used to estimate fair value. If after performing the qualitative assessment, it is determined that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount, including goodwill, then no further analysis is necessary. However, if the results of the qualitative test are unclear, the Company performs a quantitative test, which involves comparing the fair value of a reporting unit with its carrying amount, including goodwill. The Company uses an income-based valuation method, determining the present value of future cash flows, to estimate the fair value of a reporting unit. If the fair value of a reporting unit exceeds its positive carrying amount, goodwill of the reporting unit is considered not impaired, and no further analysis is necessary. If the fair value of the reporting unit is less than its carrying amount, goodwill impairment would be recognized equal to the amount of the carrying value in excess of the reporting unit’s fair value, limited to the total amount of goodwill allocated to the reporting unit. Intangible assets primarily include trademarks and trade secrets with indefinite lives and customer-relationships with finite lives. Intangible assets with indefinite lives are not amortized but are tested for impairment on an annual basis, or more frequently if indicators of impairment are present. Indefinite lived intangible assets are assessed using either a qualitative or a quantitative approach. The qualitative assessment evaluates factors including macro-economic conditions, industry and company-specific factors, legal and regulatory environments, and historical company performance in assessing fair value. If it is determined that it is more likely than not that the fair value of the intangible asset is less than its carrying value, a quantitative test is then performed. Otherwise, no further testing is required. When using a quantitative approach, the Company compares the fair value of the intangible asset to its carrying amount, including goodwill. If the estimated fair value of the intangible asset is less than the carrying amount of the intangible asset, impairment is indicated, requiring recognition of an impairment charge for the differential. Qualitative assessments of goodwill and indefinite-lived intangible assets were performed in 2021 and 2020. Based on the results of the assessment, it was determined that it is more likely than not the reporting unit, customer lists and trademarks had a fair value in excess of their carrying value. Accordingly, no further impairment testing was completed and no impairment charges related to goodwill or indefinite-lived intangibles were recognized during the three or nine months ended September 30, 2022. Finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives. The Company reviews for impairment indicators of finite-lived intangibles and other long-lived assets as described in the “Impairment of Long Lived Assets” significant accounting policy. (t) Recent Accounting Pronouncements The Company has implemented all applicable new accounting pronouncements that are in effect. Those pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2022 | |
Leases | |
LEASES | 3. LEASES LEASES Accounting and reporting guidance for leases requires that leases be evaluated and classified as either operating or finance leases by the lessee and as either operating, sales-type or direct financing leases by the lessor. For leases with terms greater than 12 months, the Company records the related right-of-use (“ROU”) asset and lease obligation at the present value of lease payments over the term. Leases may include fixed rental escalation clauses, renewal options and / or termination options that are factored into the determination of lease payments when appropriate. The Company’s operating leases are included in ROU assets, lease liabilities-current portion and lease liability-less current portion in the accompanying consolidated balance sheets. ROU assets represent the Company’s right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. The Company’s leases do not usually provide a readily determinable implicit rate; therefore, an estimate of the Company’s incremental borrowing rate is used to discount the lease payments based on information available at the lease commencement date. The discount rate used was 5.5 The table below summarizes the right-of-use asset and lease liability for the nine months ended September 30, 2022 and the year ended December 31, 2021: SUMMARY OF RIGHT-OF-USE ASSET AND LEASE LIABILITY September 30, 2022 December 31, 2021 Right of Use Assets Balance, January 1 $ 217,267 $ 483,113 Right of use assets, beginning balance 217,267 483,113 Depreciation (37,748 ) (265,846 ) Balance, end of period $ 179,519 $ 217,267 Right of use assets, ending balance $ 179,519 $ 217,267 Lease Liability Balance, January 1 $ 217,267 $ 483,113 Lease liability, beginning balance $ 217,267 $ 483,113 Lease interest expense 6,687 22,057 Payments (44,435 ) (287,903 ) Balance, end of period $ 179,519 $ 217,267 Lease liability, ending balance 179,519 217,267 Short-term portion $ 57,735 $ 77,715 Long-term portion 121,784 139,552 Total $ 179,519 $ 217,267 Lease liability, ending balance 179,519 217,267 Undiscounted rent payments for the next four years are as follows: SCHEDULE OF UNDISCOUNTED RENT PAYMENTS 2022 14,175 2023 58,080 2024 59,520 2025 61,020 Total $ 192,795 Impact of discounting (13,276 ) Lease liability, September 30, 2022 $ 179,519 |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 9 Months Ended |
Sep. 30, 2022 | |
Receivables [Abstract] | |
ACCOUNTS RECEIVABLE | 4. Accounts Receivable ACCOUNTS RECEIVABLE SCHEDULE OF ACCOUNTS RECEIVABLE September 30, 2022 December 31, 2021 Accounts receivable $ 10,044,593 $ 7,403,308 Allowances for doubtful accounts (270,984 ) (273,979 ) Total accounts receivable $ 9,773,609 $ 7,129,329 |
INVENTORY
INVENTORY | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
INVENTORY | 5. Inventory INVENTORY SCHEDULE OF INVENTORY September 30, 2022 December 31, 2021 Completed goods $ 4,313,658 $ 3,417,829 Raw materials and supplies 10,391,068 6,084,176 Total inventory $ 14,704,726 $ 9,502,005 |
PROPERTY, PLANT & EQUIPMENT
PROPERTY, PLANT & EQUIPMENT | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT & EQUIPMENT | 6. Property, Plant & equipment PROPERTY, PLANT & EQUIPMENT SCHEDULE OF PROPERTY, EQUIPMENT AND LEASEHOLDS September 30, Accumulated September 30, 2022 Cost Depreciation 2022 Net Buildings and improvements $ 8,635,052 $ 3,174,443 $ 5,460,609 Automobiles 196,255 98,106 98,149 Computer hardware 43,402 42,557 845 Furniture and fixtures 129,825 109,106 20,719 Manufacturing equipment 7,440,747 4,614,546 2,826,201 Boat 34,400 27,502 6,898 Office equipment 1,732 1,168 564 Trailer 8,753 7,368 1,385 Leasehold Improvements 88,872 88,872 — Land 384,027 — 384,027 Technology 99,671 99,671 — $ 17,062,736 $ 8,263,339 $ 8,799,397 December 31, Accumulated December 31, 2021 Cost Depreciation 2021 Net Buildings and improvements $ 4,823,708 $ 2,983,589 $ 1,840,119 Automobiles 196,255 71,258 124,997 Computer hardware 43,605 42,456 1,149 Furniture and fixtures 130,658 106,101 24,557 Manufacturing equipment 6,867,799 4,171,699 2,696,100 Boat 34,400 26,284 8,116 Office equipment 1,872 1,155 717 Trailer 9,463 7,532 1,931 Leasehold Improvements 88,872 88,872 — Land 234,027 — 234,027 Technology 107,759 107,759 — $ 12,538,418 $ 7,606,705 $ 4,931,713 Amount of depreciation expense for nine months ended September 30, 2022: $ 679,548 566,254 |
PATENTS
PATENTS | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
PATENTS | 7. Patents PATENTS In fiscal 2005, the Company started the patent process for additional WATER$AVR® products. Patents associated with these costs were granted in 2006 and they have been amortized over their legal life of 17 years. SCHEDULE OF PATENTS September 30, 2022 Cost Accumulated September 30, 2022 Net Patents $ 193,418 $ 192,048 $ 1,370 December 31, 2021 Cost Accumulated December 31, 2021 Net Patents $ 208,079 $ 194,380 $ 13,699 Decrease in 2022 cost was due to currency conversion. 2022 cost in Canadian dollars - $ 265,102 265,102 Amount of amortization for the nine months ended September 30, 2022 was $ 12,329 12,329 Estimated amortization expense over the year is as follows: SCHEDULE OF ESTIMATED AMORTIZATION EXPENSE 2022 13,699 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | 8. Goodwill and Intangible Assets GOODWILL AND INTANGIBLE ASSETS SCHEDULE OF GOODWILL AND INDEFINITE LIVED INTANGIBLE ASSETS Goodwill Balance as of December 31, 2020 $ 2,534,275 Additions - Impairment - Balance as of December 31, 2021 and September 30, 2022 $ 2,534,275 Indefinite Lived Intangible Assets Balance as of December 31, 2020 $ 770,000 Additions - Impairment - Balance as of December 31, 2021 and September 30, 2022 $ 770,000 Goodwill relates to the acquisition of ENP Investments. Indefinite lived intangible assets consist of trade secrets and trademarks related to the acquisition of ENP Investments. Definite Life Intangible Assets Balance as of December 31, 2020 $ 2,006,000 Amortization (176,000 ) Balance as of December 31, 2021 1,830,000 Amortization (120,000 ) Balance as of September 30, 2022 $ 1,710,000 Definite life intangible assets consist of customer relationships and software related to the acquisition of ENP Investments. Customer relationships and software are amortized over their estimated useful life of 15 3 Estimated amortization expense over the next five years is as follows: SCHEDULE OF ESTIMATED FUTURE AMORTIZATION EXPENSE 2022 $ 160,000 2023 160,000 2024 160,000 2025 160,000 2026 160,000 |
LONG TERM DEPOSITS
LONG TERM DEPOSITS | 9 Months Ended |
Sep. 30, 2022 | |
Long Term Deposits | |
LONG TERM DEPOSITS | 9. Long Term Deposits LONG TERM DEPOSITS Long term deposits consist of damage deposits held by landlords and security deposits held by various vendors. SCHEDULE OF LONG TERM DEPOSITS September 30, 2022 December 31, 2021 Long term deposits $ 8,540 $ 8,540 |
INVESTMENTS
INVESTMENTS | 9 Months Ended |
Sep. 30, 2022 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENTS | 10. Investments INVESTMENTS ( a ) The Company previously held a 50 41.67 8.33 50 506,659 259,000 35 8.33 It was determined that ENP Peru did not meet the definition of a business in accordance with FASB Codification Topic 805, Business Combinations (ASC 805) , SCHEDULE OF FAIR VALUES OF THE ASSETS ACQUIRED AND LIABILITIES ASSUMED Purchase consideration $ 506,659 Assets acquired: Cash 7,330 Building 3,750,000 Land 150,000 Liabilities assumed: Deferred tax liability (174,582 ) Long term debt (2,849,500 ) Total identifiable net assets: 883,248 Excess of assets acquired over consideration 376,589 Less investment eliminated upon consolidation (41,538 ) Gain on acquisition of ENP Peru $ 335,051 A summary of the Company’s investment follows: SCHEDULE OF EQUITY METHOD INVESTMENT Balance, December 31, 2020 $ 3,822 Return of equity (3,822 ) Gain in equity method investment 22,642 Balance, December 31, 2021 22,642 Return of equity (8,750 ) Gain in equity method investment 27,646 Investment eliminated upon consolidation (41,538 ) Balance, June 30 and September 30, 2022 $ - Summarized profit and loss information related to the equity accounted investment is as follows: SUMMARY OF PROFIT AND LOSS INFORMATION RELATED TO EQUITY ACCOUNTED INVESTMENT Six months ended Full year ended Net sales $ 162,000 $ 322,079 Gross profit Net income 55,292 $ 45,285 ( b ) In December 2018 the Company invested $ 200,000 Investments – Equity Method and Joint Ventures ( c ) 500,000 50,000 10.00 Investments – Equity Securities ( ( d) In January 2019, the Company invested in a Florida based LLC that is engaged in international sales of fertilizer additives. The Company accounts for this investment using the equity method of accounting. According to the operating agreement, the Company has a 50 A summary of the Company’s investment follows: SCHEDULE OF EQUITY METHOD INVESTMENT Balance, December 31, 2020 $ 3,572,345 Gain in equity method investment 454,023 Return of equity (325,000 ) Balance, December 31, 2021 3,701,368 Gain in equity method investment 179,969 Return of equity (100,000 ) Balance, September 30, 2022 $ 3,781,337 Summarized profit and loss information related to the equity accounted investment is as follows: SUMMARY OF PROFIT AND LOSS INFORMATION RELATED TO EQUITY ACCOUNTED INVESTMENT Nine months ended Nine months ended Net sales $ 11,101,350 $ 7,103,337 Gross profit 2,519,331 2,630,168 Net income 359,938 $ 936,005 During the nine months ended September 30, 2022, the Company had sales of $ 7,931,549 4,428,663 2,422,104 2,202,345 f) 500,000 intend to work together in pursuit of sustainable aspartic acid through synthetic biology. In 2021, a second investment of $ 500,000 T SCHEDULE OF EQUITY METHOD INVESTMENT Balance, December 31, 2020 $ 500,000 Additional payment 500,000 Balance, December 31, 2021 and September 30, 2022 $ 1,000,000 |
SHORT-TERM LINE OF CREDIT
SHORT-TERM LINE OF CREDIT | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
SHORT-TERM LINE OF CREDIT | 11. Short-Term Line of Credit SHORT-TERM LINE OF CREDIT ( a ) In March 2022, ENP Investments signed a new agreement with Midland to renew the credit line. In June 2022, ENP Investments closed the account. The revolving line of credit was for an aggregate amount up to $ 4,000,000 1.000 4.25 4.25 The revolving line of credit contained customary affirmative and negative covenants, including the following: compliance with laws, provisions of financial statements and periodic reports, payment of taxes, maintenance of inventory and insurance, maintenance of operating accounts at Midland, Midland’s access to collateral, formation or acquisition of subsidiaries, incurrence of indebtedness, dispositions of assets, granting liens, changes in business, ownership or business locations, engaging in mergers and acquisitions, making investments or distributions and affiliate transactions. NanoChem was a guarantor of 65 2,600,000 To secure the repayment of any amounts borrowed under the revolving line of credit, ENP Investments granted Midland a security interest in all inventory, equipment and fixtures and acknowledges a separate commercial security agreement from guarantor to Midland dated February 15, 2011 which has now been terminated. Short-term borrowings outstanding under the revolving line as of September 30, 2022 were $ nil 811,665 (b) 3,500,000 80 50 0.500 4.50 4.50 The revolving line of credit contained customary affirmative and negative covenants, including the following: compliance with laws, provision of financial statements and periodic reports, payment of taxes, maintenance of inventory and insurance, maintenance of operating accounts at Midland, Midland’s access to collateral, formation or acquisition of subsidiaries, incurrence of indebtedness, dispositions of assets, granting liens, changes in business, ownership or business locations, engaging in mergers and acquisitions, making investments or distributions and affiliate transactions. The covenants also required that the Company maintain a minimum ratio of qualifying financial assets to the sum of qualifying financial obligations. To secure the repayment of any amounts borrowed under the revolving line of credit, the Company had granted Midland a security interest in substantially all of the assets of NanoChem, exclusive of intellectual property assets which has been revoked. Short-term borrowings outstanding under the revolving line as of September 30, 2022 were $ nil 1,489,154 (c) 4,000,000 50 2,000,000 6.25 The revolving line of credit contains customary affirmative and negative covenants, including the following: compliance with laws, provisions of financial statements and periodic reports, payment of taxes, maintenance of inventory and insurance, maintenance of operating accounts at Stock Yards, Stock Yard’s access to collateral, formation or acquisition of subsidiaries, incurrence of indebtedness, dispositions of assets, granting liens, changes in business, ownership or business locations, engaging in mergers and acquisitions, making investments or distributions and affiliate transactions. NanoChem is a guarantor of 65 2,600,000 To secure the repayment of any amounts borrowed under the revolving line of credit, the Company granted Stock Yards a security interest in substantially all of the assets of ENP Investments, exclusive of intellectual property assets. Short-term borrowings outstanding under the revolving line as of September 30, 2022 were $ 875,086 (d) 4,000,000 80 50 2,000,000 6.25 The revolving line of credit contains customary affirmative and negative covenants, including the following: compliance with laws, provision of financial statements and periodic reports, payment of taxes, maintenance of inventory and insurance, maintenance of operating accounts at Stock Yards, Stock Yards access to collateral, formation or acquisition of subsidiaries, incurrence of indebtedness, dispositions of assets, granting liens, changes in business, ownership or business locations, engaging in mergers and acquisitions, making investments or distributions and affiliate transactions. The covenants also require that the Company maintain a minimum ratio of qualifying financial assets to the sum of qualifying financial obligations. As of September 30, 2022, the Company was in compliance with all loan covenants. To secure the repayment of any amounts borrowed under the revolving line of credit, the Company granted Stock Yards a security interest in substantially all of the assets of NanoChem, exclusive of intellectual property assets. Short-term borrowings outstanding under the revolving line as of September 30, 2022 were $ 1,149,654 |
LONG TERM DEBT
LONG TERM DEBT | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
LONG TERM DEBT | 12. Long Term Debt LONG TERM DEBT ( a ) In January 2018, ENP Investments signed a $ 200,000 5.250 7 2,788 ( b ) In April 2020, NanoChem received a two year 322,000 1 (c) two year 215,960 1 (d) 1,980,947 3.85 5 65 30,334 36,798 nil 1,554,044 (e) 894,253 3.85 two years 5,816 14,670 nil 381,674 (f) 450,000 10 4.35 5 2.5 13,959 14,339 418,122 430,880 (g) 1,935,000 2.25 three years 65 23,632 nil 1,784,911 nil (h) 3,000,000 4.35 ten years 2,849,500 23,632 nil 2,831,527 nil (i) 259,000 10 5.4 3,568 nil 257,610 nil As of September 30, 2022, Company was in compliance with all loan covenants. SCHEDULE OF LOAN COVENANTS Continuity September 30, 2022 December 31, 2021 Balance, January 1 $ 2,366,598 $ 3,847,638 Balance, beginning of period $ 2,366,598 $ 3,847,638 Plus: Proceeds from loans 2,194,000 - Plus: Loan acquired with acquisition of ENP Peru 2,849,500 - Less: Forgiveness on PPP loans - (537,960 ) Less: Payments on loan (2,117,928 ) (943,080 ) Balance, end of period $ 5,292,170 $ 2,366,598 SCHEDULE OF OUTSTANDING BALANCE LOAN Outstanding balance at December 31, September 30, 2022 December 31, 2021 a) Long term debt – Midland States Bank $ - $ - b) Long term debt – PPP - - c) Long term debt – PPP - - d) Long term debt – Midland States Bank - 1,554,044 e) Long term debt – Midland States Bank - 381,674 f) Long term debt – Stock Yards Bank & Trust 418,122 430,880 g) Long term debt – Stock Yards Bank & Trust 1,784,911 - h) Long term debt – Stock Yards Bank & Trust 2,831,527 - i) Long term debt – Stock Yards Bank & Trust 257,610 - Total 5,292,170 2,366,598 Less: current portion (701,069 ) (793,574 ) Long term debt $ 4,591,101 $ 1,573,024 |
STOCK OPTIONS
STOCK OPTIONS | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK OPTIONS | 13. Stock Options STOCK OPTIONS The Company has a stock option plan (“Plan”). The purpose of this Plan is to provide additional incentives to key employees, officers, directors and consultants of the Company and its subsidiaries in order to help attract and retain the best available personnel for positions of responsibility and otherwise promote the success of the Company’s business. It is intended that options issued under this Plan constitute non-qualified stock options. The general terms of awards under the option plan are that 100 5 The following table summarizes the Company’s stock option activities for the year ended December 31, 2021 and the nine month period ended September 30, 2022: SCHEDULE OF STOCK OPTION ACTIVITIES Number of shares Exercise price Weighted average Balance, December 31, 2020 749,000 $ 0.75 4.13 $ 2.42 Granted 170,000 $ 3.61 $ 3.61 Cancelled or expired (34,799 ) $ 1.42 3.46 $ 2.30 Exercised (94,701 ) $ 0.75 3.46 $ 1.58 Balance, December 31, 2021 789,500 $ 1.42 4.13 $ 2.78 Granted 5,000 $ 3.61 $ 3.61 Cancelled or expired (3,000 ) $ 3.61 $ 3.61 Exercised (29,500 ) $ 2.44 3.46 $ 2.51 Balance, September 30, 2022 762,000 $ 1.42 4.13 $ 2.82 Exercisable, September 30, 2022 535,000 $ 1.42 4.13 $ 2.68 The weighted average remaining contractual life of options outstanding is 2.5 The fair value of each option grant is calculated using the following weighted average assumptions: SCHEDULE OF STOCK OPTION FAIR VALUE ASSUMPTIONS 2022 2021 Expected life – years 3.0 3.0 Interest rate 1.76 % 1.23 % Volatility 69.66 % 63.28 % Weighted average fair value of options granted $ 1.46 $ 1.54 During the nine months ended September 30, 2022 and 2021, the Company did not grant any new options to consultants. Options granted in previous quarters resulted in expenses in the amount of $ 47,380 39,196 5,000 nil 5,475 nil 111,804 79,571 29,500 nil 33,500 33,201 As of September 30, 2022, there was approximately $ 57,049 4 The aggregate intrinsic value of vested options outstanding at September 30, 2022 is $ nil 388,460 |
CAPITAL STOCK
CAPITAL STOCK | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
CAPITAL STOCK | 14. Capital Stock . CAPITAL STOCK During the nine months ended September 30, 2022, 29,500 33,500 33,201 On March 19, 2020, the Company suspended its annual dividend until further notice due to the uncertainty surrounding the COVID-19 virus. |
NON-CONTROLLING INTERESTS
NON-CONTROLLING INTERESTS | 9 Months Ended |
Sep. 30, 2022 | |
Noncontrolling Interest [Abstract] | |
NON-CONTROLLING INTERESTS | 15. Non-Controlling Interests NON-CONTROLLING INTERESTS ENP Investments is a limited liability corporation (“LLC”) that manufactures and distributes golf, turf and ornamental agriculture products in Mendota, Illinois. 65 35 ENP Investments makes cash distributions to its equity owners based on formulas defined within its Ownership Interest Purchase Agreement dated October 1, 2018. Distributions are defined in the Ownership Interest Purchase Agreement as cash on hand to the extent it exceeds current and anticipated long-term and short-term needs, including, without limitation, needs for operating expenses, debt service, acquisitions, reserves, and mandatory distributions, if any. From the effective date of acquisition onward, the minimum distributions requirements under the Ownership Interest Purchase Agreement were satisfied. The total distribution from the effective date of acquisition onward was $ 2,316,874 SCHEDULE OF DISTRIBUTIONS Balance, December 31, 2020 $ 2,561,751 Distribution (804,003 ) Non-controlling interest share of income 845,095 Balance, December 31, 2021 2,602,843 Distribution (499,789 ) Non-controlling interest share of income 523,272 Balance, September 30, 2022 $ 2,626,326 During the nine months ended September 30, 2022, the Company had sales of $ 4,913,342 4,014,063 35 1,904,110 2,215,119 |
SEGMENTED, SIGNIFICANT CUSTOMER
SEGMENTED, SIGNIFICANT CUSTOMER INFORMATION AND ECONOMIC DEPENDENCY | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
SEGMENTED, SIGNIFICANT CUSTOMER INFORMATION AND ECONOMIC DEPENDENCY | 16. Segmented, Significant Customer Information and Economic Dependency . SEGMENTED, SIGNIFICANT CUSTOMER INFORMATION AND ECONOMIC DEPENDENCY The Company operates in two (a) Energy and water conservation products (as shown under the column heading “EWCP” below), which consists of a (i) liquid swimming pool blankets which saves energy and water by inhibiting evaporation from the pool surface, and (ii) food-safe powdered form of the active ingredient within the liquid blankets and which are designed to be used in still or slow moving drinking water sources. (b) Biodegradable polymers, also known as TPA’s, used by the petroleum, chemical, utility and mining industries to prevent corrosion and scaling in water piping. This product can also be used in detergents to increase biodegradability and in agriculture to increase crop yields by enhancing fertilizer uptake. The accounting policies of the segments are the same as those described in Note 2, Significant Accounting Policies The Company’s reportable segments are strategic business units that offer different, but synergistic products and services. They are managed separately because each business requires different technology and marketing strategies. SCHEDULE OF REPORTABLE SEGMENTS EWCP TPA Total Three months ended September 30, 2022: EWCP TPA Total Revenue $ 179,007 $ 11,506,100 $ 11,685,107 Interest expense - 80,609 80,609 Depreciation and amortization 9,091 330,508 339,599 Income tax expense 24,035 325,146 349,181 Segment profit (loss) 69,376 1,038,755 1,108,131 Segment assets 2,345,580 46,462,283 48,807,863 Expenditures for segment assets - (233,862 ) (233,862 ) EWCP TPA Total Three months ended September 30, 2021: EWCP TPA Total Revenue $ 97,307 $ 9,117,160 $ 9,214,467 Interest expense - 41,749 41,749 Depreciation and amortization 10,052 220,681 230,733 Income tax expense - 864,510 864,510 Segment profit (loss) (273,239 ) 1,435,863 1,162,624 Segment assets 1,880,310 37,670,960 39,551,270 Expenditures for segment assets - (158,231 ) (158,231 ) EWCP TPA Total Nine months ended September 30, 2022: EWCP TPA Total Revenue $ 415,830 $ 33,217,700 $ 33,633,530 Interest expense - 190,366 190,366 Depreciation and amortization 27,537 784,340 811,877 Income tax expense 35,341 1,569,088 1,604,429 Segment profit (loss) (139,362 ) 4,443,007 4,303,645 Segment assets 2,345,580 46,462,283 48,807,863 Expenditures for segment assets - (647,232 ) (647,232 ) EWCP TPA Total Nine months ended September 30, 2021: EWCP TPA Total Revenue $ 336,152 $ 25,038,463 $ 25,374,615 Interest expense - 155,078 155,078 Depreciation and amortization 30,238 680,345 710,583 Income tax expense - 1,828,693 1,828,693 Segment profit (loss) (443,375 ) 4,233,331 3,789,956 Segment assets 1,880,310 37,670,960 39,551,270 Expenditures for segment assets - (610,957 ) (610,957 ) The sales generated in the United States and Canada are as follows: SCHEDULE OF REVENUE GENERATED IN UNITED STATES AND CANADA Nine months ended Nine months ended Canada $ 449,106 $ 350,004 United States and abroad 33,184,424 25,024,611 Total $ 33,633,530 $ 25,374,615 The Company’s long-lived assets (property, equipment, intangibles, goodwill, leaseholds, patents and right of use assets) are located in Canada and the United States as follows: SCHEDULE OF LONG-LIVED ASSETS ARE LOCATED IN CANADA AND UNITED STATES September 30, 2022 December 31, 2021 Canada $ 151,831 $ 191,752 United States 13,842,730 10,105,202 Total $ 13,944,561 $ 10,296,954 Three primary customers accounted for $ 19,050,848 57 11,236,707 44 |
COMPARATIVE FIGURES
COMPARATIVE FIGURES | 9 Months Ended |
Sep. 30, 2022 | |
Comparative Figures | |
COMPARATIVE FIGURES | 17. Comparative Figures . COMPARATIVE FIGURES Certain of the comparative figures have been reclassified to conform with the current period’s presentation. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 18. Subsequent Events SUBSEQUENT EVENTS None. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents | (a) Cash and Cash Equivalents The Company considers all highly liquid investments purchased with an original or remaining maturity of less than three months at the date of purchase to be cash equivalents. Cash and cash equivalents are maintained with several financial institutions. |
Term Deposits | (b) Term Deposits The deposits maintained by the Company with banks comprises term deposits, which can be withdrawn by the Company at any point without prior notice or penalty on the principal. |
Inventories and Cost of Sales | (c) Inventories and Cost of Sales The Company has three major classes of inventory: completed goods, work in progress and raw materials and supplies. In all classes inventories are stated at the lower of cost and net realizable value. Cost is determined on a first-in, first-out basis or weighted average cost formula to inventories in different subsidiaries. Cost of sales includes all expenditures incurred in bringing the goods to the point of sale. Inventory costs and costs of sales include direct costs of the raw material, inbound freight charges, warehousing costs, handling costs (receiving and purchasing) and utilities and overhead expenses related to the Company’s manufacturing and processing facilities. Shipping and handling charges billed to customers are included in revenue for the three and nine months ended September 30 (Nine months ended 2022 - $ 341,918 362,035 783,917 855,717 |
Allowance for Doubtful Accounts | (d) Allowance for Doubtful Accounts The Company provides an allowance for doubtful accounts when management estimates collectability to be uncertain. Accounts receivable are continually reviewed to determine which, if any, accounts are doubtful of collection. In making the determination of the appropriate allowance amount, the Company considers current economic and industry conditions, relationships with each significant customer, overall customer credit-worthiness and historical experience. |
Property, Equipment, Leaseholds and Intangible Assets | (e) Property, Equipment, Leaseholds and Intangible Assets The following assets are recorded at cost and depreciated using the methods and annual rates shown below: SCHEDULE OF METHOD OF DEPRECIATION Computer hardware 30% Declining balance Furniture and fixtures 20% Declining balance Manufacturing equipment 20% Declining balance Office equipment 20% Declining balance Boat 20% Declining balance Building and improvements 10% Declining balance Trailer 30% Declining balance Automobiles Straight-line over 5 years Patents Straight-line over 17 years Technology Straight-line over 10 years Right of Use Assets Straight-line over lease term Leasehold improvements Straight-line over lease term Customer Relationships – ENP Investments Straight-line over 15 years Software – ENP Investments Straight-line over 3 years |
Impairment of Long-Lived Assets | (f) Impairment of Long-Lived Assets In accordance with FASB Codification Topic 360, “Property, Plant and Equipment (ASC 360), the Company reviews long-lived assets, including, but not limited to, property, equipment and leaseholds, patents and other assets, for impairment annually or whenever events or changes in circumstances indicate the carrying amounts of assets may not be recoverable. The carrying value of long-lived assets is assessed for impairment by evaluating operating performance and future undiscounted cash flows of the underlying assets. If the expected future cash flows of an asset is less than its carrying value, an impairment measurement is indicated. Impairment charges are recorded to the extent that an asset’s carrying value exceeds its fair value. Accordingly, actual results could vary significantly from such estimates. There were no impairment charges during the periods presented. |
Foreign Currency | (g) Foreign Currency The functional currency of the Company is the U.S. dollar. The functional currency of three of the Company’s subsidiaries is the Canadian dollar. The translation of the Canadian dollar to the reporting currency of the Company, the U.S. dollar, is performed for assets and liabilities using exchange rates in effect at the balance sheet date. Revenue and expense transactions are translated using average exchange rates prevailing during the year. Translation adjustments arising on conversion of the Company’s financial statements from the subsidiary’s functional currency, Canadian dollars, into the reporting currency, U.S. dollars, are excluded from the determination of income (loss) and are disclosed as other comprehensive income in the consolidated statements of operations and comprehensive income. Foreign exchange gains and losses relating to transactions not denominated in the applicable local currency are included in operating income (loss) if realized during the year and in comprehensive income (loss) if they remain unrealized at the end of the year. |
Revenue Recognition | (h) Revenue Recognition The Company generates revenue primarily from energy and water conservation products and biodegradable polymers, as further discussed in Note 16. The Company follows a five-step model for revenue recognition. The five steps are: (1) identification of the contract(s) with the customer, (2) identification of the performance obligation(s) in the contract(s), (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligation, and (5) recognition of revenue when (or as) the performance obligation is satisfied. The Company has fulfilled its performance obligations when control transfers to the customer, which is generally at the time the product is shipped since risk of loss is transferred to the purchaser upon delivery to the carrier. For shipments which are F.O.B. shipping point, the Company has elected to account for shipping and handling activities as a fulfillment cost rather than as an additional promised service and performance obligation. Since the Company’s inception, product returns have been insignificant; therefore, no provision has been established for estimated product returns. Deferred revenues consist of products sold to distributors with payment terms greater than the Company’s customary business terms due to lack of credit history or operating in a new market in which the Company has no prior experience. The Company defers the recognition of revenue until the criteria for revenue recognition has been met and payments become due or cash is received from these distributors. |
Stock Issued in Exchange for Services | (i) Stock Issued in Exchange for Services The Company’s common stock issued in exchange for services is valued at estimated fair market value based upon trading prices of the Company’s common stock on the dates of the stock transactions. The corresponding expense of the services rendered is recognized over the period that the services are performed. |
Stock-based Compensation | (j) Stock-based Compensation The Company recognizes compensation expense for all share-based payments in accordance with FASB Codification Topic 718, Compensation — Stock Compensation The fair value at grant date of stock options is estimated using the Black-Scholes option-pricing model. Compensation expense is recognized on a straight-line basis over the stock option vesting period based on the estimated number of stock options that are expected to vest. Shares are issued from treasury upon exercise of stock options. |
Other Comprehensive Income | (k) Other Comprehensive Income Other comprehensive income refers to revenues, expenses, gains and losses that under generally accepted accounting principles are included in comprehensive income, but are excluded from net income as these amounts are recorded directly as an adjustment to stockholders’ equity. The Company’s other comprehensive income is comprised only of unrealized foreign exchange gains and losses. |
Income Per Share | (l) Income Per Share Basic earnings per share is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding in the period. Diluted earnings per share are calculated giving effect to the potential dilution of the exercise of options and warrants. Common equivalent shares, composed of incremental common shares issuable upon the exercise of stock options and warrants are included in diluted net income per share to the extent that these shares are dilutive. Common equivalent shares that have an anti-dilutive effect on net income per share have been excluded from the calculation of diluted weighted average shares outstanding for the three and nine months ended September 30, 2022 and 2021. |
Use of Estimates | (m) Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and would impact the results of operations and cash flows. Estimates and underlying assumptions are reviewed at each period end. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. Significant areas requiring the use of management estimates include assumptions and estimates relating to the valuation of goodwill and intangible assets, valuation of assets acquired at fair value, asset impairment analysis, share-based payments, valuation allowances for deferred income tax assets, determination of useful lives of property, equipment and leaseholds and intangible assets, recoverability of accounts receivable, recoverability of investments, discount rates for right of use assets and the valuation of inventory. |
Fair Value of Financial Instruments | (n) Fair Value of Financial Instruments 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. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs described below, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. ● Level 1 – Quoted prices in active markets for identical assets or liabilities ● Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. ● Level 3 — Unobservable inputs that are supported by little or no market activity which is significant to the fair value of the assets or liabilities. The fair values of cash and cash equivalents, term deposits, accounts receivable, accounts payable, accrued liabilities and the short term line of credit for all periods presented approximate their respective carrying amounts due to the short term nature of these financial instruments. The fair value of the long term debt for all periods presented approximate their respective carrying amounts due to these financial instruments being at market rates. |
Contingencies | (o) Contingencies Certain conditions may exist as of the date the consolidated financial statements are issued which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company’s management and its legal counsel assess such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company’s legal counsel evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Legal fees associated with loss contingencies are expensed as incurred. |
Income Taxes | (p) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance so that the assets are recognized only to the extent that when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will be realized. In accordance with FASB Codification Topic 740, “ Income taxes |
Risk Management | (q) Risk Management The Company’s credit risk is primarily attributable to its accounts receivable. The amounts presented in the accompanying consolidated balance sheets are net of allowances for doubtful accounts, estimated by the Company’s management based on prior experience and the current economic environment. The Company is exposed to credit-related losses in the event of non-payment by customers. Credit exposure is minimized by dealing with only credit worthy counterparties. Revenue for the Company’s three primary customers totaled $ 19,050,848 57 11,236,707 44 6,412,716 66 4,940,995 69 The credit risk on cash and cash equivalents is limited because the Company limits its exposure to credit loss by placing its cash and cash equivalents with major financial institutions. The Company maintains cash balances at financial institutions which at times exceed federally insured amounts. The Company has not experienced any losses in such accounts. The Company is exposed to foreign exchange and interest rate risk to the extent that market value rate fluctuations materially differ from financial assets and liabilities, subject to fixed long-term rates. In order to manage its exposure to foreign exchange risks, the Company is closely monitoring the fluctuations in the foreign currency exchange rates and the impact on the value of cash and cash equivalents, accounts receivable, and accounts payable and accrued liabilities. The Company has not hedged its exposure to currency fluctuations. The Company is exposed to interest rate risk to the extent that the fair value or future cash flows for financial liabilities will fluctuate as a result of changes in market interest rates. The Company is exposed to interest rate risk on its long-term debt. In order to manage its exposure to interest rate risk, the Company is closely monitoring fluctuations in market interest risks and will refinance its long-term debt where possible to obtain more favourable rates. |
Equity Method Investment | (r) Equity Method Investment The Company accounts for investments using the equity method of accounting if the investment provides the Company the ability to exercise significant influence, but not control, over the investee. Significant influence is generally deemed to exist if the Company’s ownership interest in the voting stock of the investee ranges between 20% and 50%, although other factors, such as representation on the investee’s board of directors, are considered in determining whether the equity method of accounting is appropriate |
Goodwill and intangible assets | (s) Goodwill and intangible assets Goodwill represents the excess of the purchase price of an acquired entity over the amounts assigned to the assets acquired and liabilities assumed. Goodwill is not amortized, but is reviewed for impairment annually or more frequently if certain impairment conditions arise. The Company performs an annual goodwill impairment review in the fourth quarter of each year at the reporting unit level. The evaluation begins with a qualitative assessment of the factors that could impact the significant inputs used to estimate fair value. If after performing the qualitative assessment, it is determined that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount, including goodwill, then no further analysis is necessary. However, if the results of the qualitative test are unclear, the Company performs a quantitative test, which involves comparing the fair value of a reporting unit with its carrying amount, including goodwill. The Company uses an income-based valuation method, determining the present value of future cash flows, to estimate the fair value of a reporting unit. If the fair value of a reporting unit exceeds its positive carrying amount, goodwill of the reporting unit is considered not impaired, and no further analysis is necessary. If the fair value of the reporting unit is less than its carrying amount, goodwill impairment would be recognized equal to the amount of the carrying value in excess of the reporting unit’s fair value, limited to the total amount of goodwill allocated to the reporting unit. Intangible assets primarily include trademarks and trade secrets with indefinite lives and customer-relationships with finite lives. Intangible assets with indefinite lives are not amortized but are tested for impairment on an annual basis, or more frequently if indicators of impairment are present. Indefinite lived intangible assets are assessed using either a qualitative or a quantitative approach. The qualitative assessment evaluates factors including macro-economic conditions, industry and company-specific factors, legal and regulatory environments, and historical company performance in assessing fair value. If it is determined that it is more likely than not that the fair value of the intangible asset is less than its carrying value, a quantitative test is then performed. Otherwise, no further testing is required. When using a quantitative approach, the Company compares the fair value of the intangible asset to its carrying amount, including goodwill. If the estimated fair value of the intangible asset is less than the carrying amount of the intangible asset, impairment is indicated, requiring recognition of an impairment charge for the differential. Qualitative assessments of goodwill and indefinite-lived intangible assets were performed in 2021 and 2020. Based on the results of the assessment, it was determined that it is more likely than not the reporting unit, customer lists and trademarks had a fair value in excess of their carrying value. Accordingly, no further impairment testing was completed and no impairment charges related to goodwill or indefinite-lived intangibles were recognized during the three or nine months ended September 30, 2022. Finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives. The Company reviews for impairment indicators of finite-lived intangibles and other long-lived assets as described in the “Impairment of Long Lived Assets” significant accounting policy. |
Recent Accounting Pronouncements | (t) Recent Accounting Pronouncements The Company has implemented all applicable new accounting pronouncements that are in effect. Those pronouncements did not have any material impact on the consolidated financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
SCHEDULE OF METHOD OF DEPRECIATION | The following assets are recorded at cost and depreciated using the methods and annual rates shown below: SCHEDULE OF METHOD OF DEPRECIATION Computer hardware 30% Declining balance Furniture and fixtures 20% Declining balance Manufacturing equipment 20% Declining balance Office equipment 20% Declining balance Boat 20% Declining balance Building and improvements 10% Declining balance Trailer 30% Declining balance Automobiles Straight-line over 5 years Patents Straight-line over 17 years Technology Straight-line over 10 years Right of Use Assets Straight-line over lease term Leasehold improvements Straight-line over lease term Customer Relationships – ENP Investments Straight-line over 15 years Software – ENP Investments Straight-line over 3 years |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases | |
SUMMARY OF RIGHT-OF-USE ASSET AND LEASE LIABILITY | The table below summarizes the right-of-use asset and lease liability for the nine months ended September 30, 2022 and the year ended December 31, 2021: SUMMARY OF RIGHT-OF-USE ASSET AND LEASE LIABILITY September 30, 2022 December 31, 2021 Right of Use Assets Balance, January 1 $ 217,267 $ 483,113 Right of use assets, beginning balance 217,267 483,113 Depreciation (37,748 ) (265,846 ) Balance, end of period $ 179,519 $ 217,267 Right of use assets, ending balance $ 179,519 $ 217,267 Lease Liability Balance, January 1 $ 217,267 $ 483,113 Lease liability, beginning balance $ 217,267 $ 483,113 Lease interest expense 6,687 22,057 Payments (44,435 ) (287,903 ) Balance, end of period $ 179,519 $ 217,267 Lease liability, ending balance 179,519 217,267 Short-term portion $ 57,735 $ 77,715 Long-term portion 121,784 139,552 Total $ 179,519 $ 217,267 Lease liability, ending balance 179,519 217,267 |
SCHEDULE OF UNDISCOUNTED RENT PAYMENTS | Undiscounted rent payments for the next four years are as follows: SCHEDULE OF UNDISCOUNTED RENT PAYMENTS 2022 14,175 2023 58,080 2024 59,520 2025 61,020 Total $ 192,795 Impact of discounting (13,276 ) Lease liability, September 30, 2022 $ 179,519 |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Receivables [Abstract] | |
SCHEDULE OF ACCOUNTS RECEIVABLE | SCHEDULE OF ACCOUNTS RECEIVABLE September 30, 2022 December 31, 2021 Accounts receivable $ 10,044,593 $ 7,403,308 Allowances for doubtful accounts (270,984 ) (273,979 ) Total accounts receivable $ 9,773,609 $ 7,129,329 |
INVENTORY (Tables)
INVENTORY (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
SCHEDULE OF INVENTORY | SCHEDULE OF INVENTORY September 30, 2022 December 31, 2021 Completed goods $ 4,313,658 $ 3,417,829 Raw materials and supplies 10,391,068 6,084,176 Total inventory $ 14,704,726 $ 9,502,005 |
PROPERTY, PLANT & EQUIPMENT (Ta
PROPERTY, PLANT & EQUIPMENT (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY, EQUIPMENT AND LEASEHOLDS | SCHEDULE OF PROPERTY, EQUIPMENT AND LEASEHOLDS September 30, Accumulated September 30, 2022 Cost Depreciation 2022 Net Buildings and improvements $ 8,635,052 $ 3,174,443 $ 5,460,609 Automobiles 196,255 98,106 98,149 Computer hardware 43,402 42,557 845 Furniture and fixtures 129,825 109,106 20,719 Manufacturing equipment 7,440,747 4,614,546 2,826,201 Boat 34,400 27,502 6,898 Office equipment 1,732 1,168 564 Trailer 8,753 7,368 1,385 Leasehold Improvements 88,872 88,872 — Land 384,027 — 384,027 Technology 99,671 99,671 — $ 17,062,736 $ 8,263,339 $ 8,799,397 December 31, Accumulated December 31, 2021 Cost Depreciation 2021 Net Buildings and improvements $ 4,823,708 $ 2,983,589 $ 1,840,119 Automobiles 196,255 71,258 124,997 Computer hardware 43,605 42,456 1,149 Furniture and fixtures 130,658 106,101 24,557 Manufacturing equipment 6,867,799 4,171,699 2,696,100 Boat 34,400 26,284 8,116 Office equipment 1,872 1,155 717 Trailer 9,463 7,532 1,931 Leasehold Improvements 88,872 88,872 — Land 234,027 — 234,027 Technology 107,759 107,759 — $ 12,538,418 $ 7,606,705 $ 4,931,713 |
PATENTS (Tables)
PATENTS (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF PATENTS | In fiscal 2005, the Company started the patent process for additional WATER$AVR® products. Patents associated with these costs were granted in 2006 and they have been amortized over their legal life of 17 years. SCHEDULE OF PATENTS September 30, 2022 Cost Accumulated September 30, 2022 Net Patents $ 193,418 $ 192,048 $ 1,370 December 31, 2021 Cost Accumulated December 31, 2021 Net Patents $ 208,079 $ 194,380 $ 13,699 |
SCHEDULE OF ESTIMATED AMORTIZATION EXPENSE | Estimated amortization expense over the year is as follows: SCHEDULE OF ESTIMATED AMORTIZATION EXPENSE 2022 13,699 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF GOODWILL AND INDEFINITE LIVED INTANGIBLE ASSETS | SCHEDULE OF GOODWILL AND INDEFINITE LIVED INTANGIBLE ASSETS Goodwill Balance as of December 31, 2020 $ 2,534,275 Additions - Impairment - Balance as of December 31, 2021 and September 30, 2022 $ 2,534,275 Indefinite Lived Intangible Assets Balance as of December 31, 2020 $ 770,000 Additions - Impairment - Balance as of December 31, 2021 and September 30, 2022 $ 770,000 Goodwill relates to the acquisition of ENP Investments. Indefinite lived intangible assets consist of trade secrets and trademarks related to the acquisition of ENP Investments. Definite Life Intangible Assets Balance as of December 31, 2020 $ 2,006,000 Amortization (176,000 ) Balance as of December 31, 2021 1,830,000 Amortization (120,000 ) Balance as of September 30, 2022 $ 1,710,000 |
SCHEDULE OF ESTIMATED FUTURE AMORTIZATION EXPENSE | Estimated amortization expense over the next five years is as follows: SCHEDULE OF ESTIMATED FUTURE AMORTIZATION EXPENSE 2022 $ 160,000 2023 160,000 2024 160,000 2025 160,000 2026 160,000 |
LONG TERM DEPOSITS (Tables)
LONG TERM DEPOSITS (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Long Term Deposits | |
SCHEDULE OF LONG TERM DEPOSITS | Long term deposits consist of damage deposits held by landlords and security deposits held by various vendors. SCHEDULE OF LONG TERM DEPOSITS September 30, 2022 December 31, 2021 Long term deposits $ 8,540 $ 8,540 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
ENP Peru Investments Llc [Member] | |
SCHEDULE OF FAIR VALUES OF THE ASSETS ACQUIRED AND LIABILITIES ASSUMED | SCHEDULE OF FAIR VALUES OF THE ASSETS ACQUIRED AND LIABILITIES ASSUMED Purchase consideration $ 506,659 Assets acquired: Cash 7,330 Building 3,750,000 Land 150,000 Liabilities assumed: Deferred tax liability (174,582 ) Long term debt (2,849,500 ) Total identifiable net assets: 883,248 Excess of assets acquired over consideration 376,589 Less investment eliminated upon consolidation (41,538 ) Gain on acquisition of ENP Peru $ 335,051 |
SCHEDULE OF EQUITY METHOD INVESTMENT | A summary of the Company’s investment follows: SCHEDULE OF EQUITY METHOD INVESTMENT Balance, December 31, 2020 $ 3,822 Return of equity (3,822 ) Gain in equity method investment 22,642 Balance, December 31, 2021 22,642 Return of equity (8,750 ) Gain in equity method investment 27,646 Investment eliminated upon consolidation (41,538 ) Balance, June 30 and September 30, 2022 $ - |
SUMMARY OF PROFIT AND LOSS INFORMATION RELATED TO EQUITY ACCOUNTED INVESTMENT | Summarized profit and loss information related to the equity accounted investment is as follows: SUMMARY OF PROFIT AND LOSS INFORMATION RELATED TO EQUITY ACCOUNTED INVESTMENT Six months ended Full year ended Net sales $ 162,000 $ 322,079 Gross profit Net income 55,292 $ 45,285 |
Florida Based LLC [Member] | |
SCHEDULE OF EQUITY METHOD INVESTMENT | SCHEDULE OF EQUITY METHOD INVESTMENT Balance, December 31, 2020 $ 3,572,345 Gain in equity method investment 454,023 Return of equity (325,000 ) Balance, December 31, 2021 3,701,368 Gain in equity method investment 179,969 Return of equity (100,000 ) Balance, September 30, 2022 $ 3,781,337 |
SUMMARY OF PROFIT AND LOSS INFORMATION RELATED TO EQUITY ACCOUNTED INVESTMENT | SUMMARY OF PROFIT AND LOSS INFORMATION RELATED TO EQUITY ACCOUNTED INVESTMENT Nine months ended Nine months ended Net sales $ 11,101,350 $ 7,103,337 Gross profit 2,519,331 2,630,168 Net income 359,938 $ 936,005 |
Lygos Inc [Member] | |
SCHEDULE OF EQUITY METHOD INVESTMENT | SCHEDULE OF EQUITY METHOD INVESTMENT Balance, December 31, 2020 $ 500,000 Additional payment 500,000 Balance, December 31, 2021 and September 30, 2022 $ 1,000,000 |
LONG TERM DEBT (Tables)
LONG TERM DEBT (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF LOAN COVENANTS | SCHEDULE OF LOAN COVENANTS Continuity September 30, 2022 December 31, 2021 Balance, January 1 $ 2,366,598 $ 3,847,638 Balance, beginning of period $ 2,366,598 $ 3,847,638 Plus: Proceeds from loans 2,194,000 - Plus: Loan acquired with acquisition of ENP Peru 2,849,500 - Less: Forgiveness on PPP loans - (537,960 ) Less: Payments on loan (2,117,928 ) (943,080 ) Balance, end of period $ 5,292,170 $ 2,366,598 |
SCHEDULE OF OUTSTANDING BALANCE LOAN | SCHEDULE OF OUTSTANDING BALANCE LOAN Outstanding balance at December 31, September 30, 2022 December 31, 2021 a) Long term debt – Midland States Bank $ - $ - b) Long term debt – PPP - - c) Long term debt – PPP - - d) Long term debt – Midland States Bank - 1,554,044 e) Long term debt – Midland States Bank - 381,674 f) Long term debt – Stock Yards Bank & Trust 418,122 430,880 g) Long term debt – Stock Yards Bank & Trust 1,784,911 - h) Long term debt – Stock Yards Bank & Trust 2,831,527 - i) Long term debt – Stock Yards Bank & Trust 257,610 - Total 5,292,170 2,366,598 Less: current portion (701,069 ) (793,574 ) Long term debt $ 4,591,101 $ 1,573,024 |
STOCK OPTIONS (Tables)
STOCK OPTIONS (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
SCHEDULE OF STOCK OPTION ACTIVITIES | The following table summarizes the Company’s stock option activities for the year ended December 31, 2021 and the nine month period ended September 30, 2022: SCHEDULE OF STOCK OPTION ACTIVITIES Number of shares Exercise price Weighted average Balance, December 31, 2020 749,000 $ 0.75 4.13 $ 2.42 Granted 170,000 $ 3.61 $ 3.61 Cancelled or expired (34,799 ) $ 1.42 3.46 $ 2.30 Exercised (94,701 ) $ 0.75 3.46 $ 1.58 Balance, December 31, 2021 789,500 $ 1.42 4.13 $ 2.78 Granted 5,000 $ 3.61 $ 3.61 Cancelled or expired (3,000 ) $ 3.61 $ 3.61 Exercised (29,500 ) $ 2.44 3.46 $ 2.51 Balance, September 30, 2022 762,000 $ 1.42 4.13 $ 2.82 Exercisable, September 30, 2022 535,000 $ 1.42 4.13 $ 2.68 |
SCHEDULE OF STOCK OPTION FAIR VALUE ASSUMPTIONS | The fair value of each option grant is calculated using the following weighted average assumptions: SCHEDULE OF STOCK OPTION FAIR VALUE ASSUMPTIONS 2022 2021 Expected life – years 3.0 3.0 Interest rate 1.76 % 1.23 % Volatility 69.66 % 63.28 % Weighted average fair value of options granted $ 1.46 $ 1.54 |
NON-CONTROLLING INTERESTS (Tabl
NON-CONTROLLING INTERESTS (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Noncontrolling Interest [Abstract] | |
SCHEDULE OF DISTRIBUTIONS | SCHEDULE OF DISTRIBUTIONS Balance, December 31, 2020 $ 2,561,751 Distribution (804,003 ) Non-controlling interest share of income 845,095 Balance, December 31, 2021 2,602,843 Distribution (499,789 ) Non-controlling interest share of income 523,272 Balance, September 30, 2022 $ 2,626,326 |
SEGMENTED, SIGNIFICANT CUSTOM_2
SEGMENTED, SIGNIFICANT CUSTOMER INFORMATION AND ECONOMIC DEPENDENCY (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Segment Reporting [Abstract] | |
SCHEDULE OF REPORTABLE SEGMENTS | The Company’s reportable segments are strategic business units that offer different, but synergistic products and services. They are managed separately because each business requires different technology and marketing strategies. SCHEDULE OF REPORTABLE SEGMENTS EWCP TPA Total Three months ended September 30, 2022: EWCP TPA Total Revenue $ 179,007 $ 11,506,100 $ 11,685,107 Interest expense - 80,609 80,609 Depreciation and amortization 9,091 330,508 339,599 Income tax expense 24,035 325,146 349,181 Segment profit (loss) 69,376 1,038,755 1,108,131 Segment assets 2,345,580 46,462,283 48,807,863 Expenditures for segment assets - (233,862 ) (233,862 ) EWCP TPA Total Three months ended September 30, 2021: EWCP TPA Total Revenue $ 97,307 $ 9,117,160 $ 9,214,467 Interest expense - 41,749 41,749 Depreciation and amortization 10,052 220,681 230,733 Income tax expense - 864,510 864,510 Segment profit (loss) (273,239 ) 1,435,863 1,162,624 Segment assets 1,880,310 37,670,960 39,551,270 Expenditures for segment assets - (158,231 ) (158,231 ) EWCP TPA Total Nine months ended September 30, 2022: EWCP TPA Total Revenue $ 415,830 $ 33,217,700 $ 33,633,530 Interest expense - 190,366 190,366 Depreciation and amortization 27,537 784,340 811,877 Income tax expense 35,341 1,569,088 1,604,429 Segment profit (loss) (139,362 ) 4,443,007 4,303,645 Segment assets 2,345,580 46,462,283 48,807,863 Expenditures for segment assets - (647,232 ) (647,232 ) EWCP TPA Total Nine months ended September 30, 2021: EWCP TPA Total Revenue $ 336,152 $ 25,038,463 $ 25,374,615 Interest expense - 155,078 155,078 Depreciation and amortization 30,238 680,345 710,583 Income tax expense - 1,828,693 1,828,693 Segment profit (loss) (443,375 ) 4,233,331 3,789,956 Segment assets 1,880,310 37,670,960 39,551,270 Expenditures for segment assets - (610,957 ) (610,957 ) |
SCHEDULE OF REVENUE GENERATED IN UNITED STATES AND CANADA | The sales generated in the United States and Canada are as follows: SCHEDULE OF REVENUE GENERATED IN UNITED STATES AND CANADA Nine months ended Nine months ended Canada $ 449,106 $ 350,004 United States and abroad 33,184,424 25,024,611 Total $ 33,633,530 $ 25,374,615 |
SCHEDULE OF LONG-LIVED ASSETS ARE LOCATED IN CANADA AND UNITED STATES | The Company’s long-lived assets (property, equipment, intangibles, goodwill, leaseholds, patents and right of use assets) are located in Canada and the United States as follows: SCHEDULE OF LONG-LIVED ASSETS ARE LOCATED IN CANADA AND UNITED STATES September 30, 2022 December 31, 2021 Canada $ 151,831 $ 191,752 United States 13,842,730 10,105,202 Total $ 13,944,561 $ 10,296,954 |
BASIS OF PRESENTATION (Details
BASIS OF PRESENTATION (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2020 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Purchase price | $ 506,659 | ||
ENP Peru Investments Llc [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Purchase price | $ 5,110,560 | ||
ENP Investments Llc And Enp Mendota [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Subsidiary company ownership interest rate | 65% | ||
ENP Investments LLC [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Subsidiary company ownership interest rate | 65% | 65% | |
Minority interest ownership percentage by parent | 35% | ||
ENP Investments LLC [Member] | Unrelated Party [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Subsidiary company ownership interest rate | 35% | ||
ENP Realty LLC [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Subsidiary company ownership interest rate | 24% | ||
ENP Realty LLC [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Subsidiary company ownership interest rate | 100% | ||
Enp Peru [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Subsidiary company ownership interest rate | 65% | ||
Increase decrease in share percentage | 91.67% | ||
Remaining investment owned percentage | 8.33% | ||
Minority interest ownership percentage by parent | 35% | ||
Enp Peru [Member] | Unrelated Party [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Subsidiary company ownership interest rate | 50% |
SCHEDULE OF METHOD OF DEPRECIAT
SCHEDULE OF METHOD OF DEPRECIATION (Details) | 9 Months Ended |
Sep. 30, 2022 | |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | 30% Declining balance |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | 20% Declining balance |
Machinery and Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | 20% Declining balance |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | 20% Declining balance |
Boat [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | 20% Declining balance |
Building and improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | 10% Declining balance |
Trailer [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | 30% Declining balance |
Automobiles [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | Straight-line over 5 years |
Patents [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | Straight-line over 17 years |
Technology Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | Straight-line over 10 years |
Right Of Use Assets [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | Straight-line over lease term |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | Straight-line over lease term |
Customer Relationships - ENP Investments [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | Straight-line over 15 years |
Software - ENP Investments [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation method used and annual rate | Straight-line over 3 years |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Product Information [Line Items] | |||||
Sales | $ 11,685,107 | $ 9,214,467 | $ 33,633,530 | $ 25,374,615 | |
Cost of sales | 8,502,551 | $ 5,718,082 | $ 22,777,467 | 16,210,071 | |
Investment [Member] | |||||
Product Information [Line Items] | |||||
Equity method investment, description | Significant influence is generally deemed to exist if the Company’s ownership interest in the voting stock of the investee ranges between 20% and 50%, although other factors, such as representation on the investee’s board of directors, are considered in determining whether the equity method of accounting is appropriate | ||||
Three Primary Customers [Member] | |||||
Product Information [Line Items] | |||||
Sales | $ 19,050,848 | $ 11,236,707 | |||
Accounts receivable, after allowance for credit loss | $ 6,412,716 | $ 6,412,716 | $ 4,940,995 | ||
Three Primary Customers [Member] | Revenue from Contract with Customer Benchmark [Member] | |||||
Product Information [Line Items] | |||||
Accounts receivable, after allowance for credit loss, percentage | 57% | 44% | |||
Three Primary Customers [Member] | Accounts Receivable [Member] | |||||
Product Information [Line Items] | |||||
Accounts receivable, after allowance for credit loss, percentage | 66% | 69% | |||
Shipping and Handling [Member] | |||||
Product Information [Line Items] | |||||
Sales | $ 341,918 | $ 362,035 | |||
Cost of sales | $ 783,917 | $ 855,717 |
SUMMARY OF RIGHT-OF-USE ASSET A
SUMMARY OF RIGHT-OF-USE ASSET AND LEASE LIABILITY (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Leases | ||
Right of use assets, beginning balance | $ 217,267 | $ 483,113 |
Depreciation | (37,748) | (265,846) |
Right of use assets, ending balance | 179,519 | 217,267 |
Lease liability, beginning balance | 217,267 | 483,113 |
Lease interest expense | 6,687 | 22,057 |
Payments | (44,435) | (287,903) |
Lease liability, ending balance | 179,519 | 217,267 |
Short-term portion | 57,735 | 77,715 |
Long-term portion | $ 121,784 | $ 139,552 |
SCHEDULE OF UNDISCOUNTED RENT P
SCHEDULE OF UNDISCOUNTED RENT PAYMENTS (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Leases | |||
2022 | $ 14,175 | ||
2023 | 58,080 | ||
2024 | 59,520 | ||
2025 | 61,020 | ||
Total | 192,795 | ||
Impact of discounting | (13,276) | ||
Lease liability, September 30, 2022 | $ 179,519 | $ 217,267 | $ 483,113 |
LEASES (Details Narrative)
LEASES (Details Narrative) | Sep. 30, 2022 |
Leases | |
Operating leases discount rate | 5.50% |
SCHEDULE OF ACCOUNTS RECEIVABLE
SCHEDULE OF ACCOUNTS RECEIVABLE (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Receivables [Abstract] | ||
Accounts receivable | $ 10,044,593 | $ 7,403,308 |
Allowances for doubtful accounts | (270,984) | (273,979) |
Total accounts receivable | $ 9,773,609 | $ 7,129,329 |
SCHEDULE OF INVENTORY (Details)
SCHEDULE OF INVENTORY (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Completed goods | $ 4,313,658 | $ 3,417,829 |
Raw materials and supplies | 10,391,068 | 6,084,176 |
Total inventory | $ 14,704,726 | $ 9,502,005 |
SCHEDULE OF PROPERTY, EQUIPMENT
SCHEDULE OF PROPERTY, EQUIPMENT AND LEASEHOLDS (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Cost | $ 17,062,736 | $ 12,538,418 |
Accumulated Depreciation | 8,263,339 | 7,606,705 |
Property, plant and equipment, net, total | 8,799,397 | 4,931,713 |
Building and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 8,635,052 | 4,823,708 |
Accumulated Depreciation | 3,174,443 | 2,983,589 |
Property, plant and equipment, net, total | 5,460,609 | 1,840,119 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 196,255 | 196,255 |
Accumulated Depreciation | 98,106 | 71,258 |
Property, plant and equipment, net, total | 98,149 | 124,997 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 43,402 | 43,605 |
Accumulated Depreciation | 42,557 | 42,456 |
Property, plant and equipment, net, total | 845 | 1,149 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 129,825 | 130,658 |
Accumulated Depreciation | 109,106 | 106,101 |
Property, plant and equipment, net, total | 20,719 | 24,557 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 7,440,747 | 6,867,799 |
Accumulated Depreciation | 4,614,546 | 4,171,699 |
Property, plant and equipment, net, total | 2,826,201 | 2,696,100 |
Boat [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 34,400 | 34,400 |
Accumulated Depreciation | 27,502 | 26,284 |
Property, plant and equipment, net, total | 6,898 | 8,116 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 1,732 | 1,872 |
Accumulated Depreciation | 1,168 | 1,155 |
Property, plant and equipment, net, total | 564 | 717 |
Trailer [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 8,753 | 9,463 |
Accumulated Depreciation | 7,368 | 7,532 |
Property, plant and equipment, net, total | 1,385 | 1,931 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 88,872 | 88,872 |
Accumulated Depreciation | 88,872 | 88,872 |
Property, plant and equipment, net, total | ||
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 384,027 | 234,027 |
Accumulated Depreciation | ||
Property, plant and equipment, net, total | 384,027 | 234,027 |
Developed Technology Rights [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 99,671 | 107,759 |
Accumulated Depreciation | 99,671 | 107,759 |
Property, plant and equipment, net, total |
PROPERTY, PLANT & EQUIPMENT (De
PROPERTY, PLANT & EQUIPMENT (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation | $ 679,548 | $ 566,254 |
SCHEDULE OF PATENTS (Details)
SCHEDULE OF PATENTS (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Patents, cost | $ 193,418 | $ 208,079 |
Accumulated amortization | 192,048 | 194,380 |
Patents, net | $ 1,370 | $ 13,699 |
SCHEDULE OF ESTIMATED AMORTIZAT
SCHEDULE OF ESTIMATED AMORTIZATION EXPENSE (Details) | Sep. 30, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 | $ 13,699 |
SCHEDULE OF GOODWILL AND INDEFI
SCHEDULE OF GOODWILL AND INDEFINITE LIVED INTANGIBLE ASSETS (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Goodwill, beginning balance | $ 2,534,275 | |
Goodwill, additions | ||
Goodwill, impairment | ||
Goodwill, ending balance | 2,534,275 | $ 2,534,275 |
Indefinite lived intangible assets, beginning balance | 770,000 | |
Indefinite lived intangible assets, additions | ||
Indefinite lived intangible assets, impairment | ||
Indefinite lived intangible assets, ending balance | 770,000 | 770,000 |
ENP Investments Limited Liability Corporation (LLC) [Member] | ||
Indefinite lived intangible assets, beginning balance | 1,830,000 | 2,006,000 |
Indefinite lived intangible assets, ending balance | 1,710,000 | 1,830,000 |
Amortization | $ (120,000) | $ (176,000) |
PATENTS (Details Narrative)
PATENTS (Details Narrative) | 9 Months Ended | |||
Sep. 30, 2022 USD ($) | Sep. 30, 2021 USD ($) | Sep. 30, 2022 CAD ($) | Sep. 30, 2021 CAD ($) | |
Finite-Lived Intangible Assets [Line Items] | ||||
Increase in currency conversion | $ 265,102 | $ 265,102 | ||
Patents [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 12,329 | $ 12,329 |
SCHEDULE OF ESTIMATED FUTURE AM
SCHEDULE OF ESTIMATED FUTURE AMORTIZATION EXPENSE (Details) | Sep. 30, 2022 USD ($) |
Impairment Effects on Earnings Per Share [Line Items] | |
2022 | $ 13,699 |
Finite-Lived Intangible Assets [Member] | |
Impairment Effects on Earnings Per Share [Line Items] | |
2022 | 160,000 |
2023 | 160,000 |
2024 | 160,000 |
2025 | 160,000 |
2026 | $ 160,000 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS (Details Narrative) | 9 Months Ended |
Sep. 30, 2022 | |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 15 years |
Computer Software, Intangible Asset [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Estimated useful life | 3 years |
SCHEDULE OF LONG TERM DEPOSITS
SCHEDULE OF LONG TERM DEPOSITS (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Long Term Deposits | ||
Long term deposits | $ 8,540 | $ 8,540 |
SCHEDULE OF FAIR VALUES OF THE
SCHEDULE OF FAIR VALUES OF THE ASSETS ACQUIRED AND LIABILITIES ASSUMED (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | ||||
Purchase consideration | $ 506,659 | |||
Cash | $ 7,330 | 7,330 | ||
Building | 3,750,000 | 3,750,000 | ||
Land | 150,000 | 150,000 | ||
Deferred tax liability | (174,582) | (174,582) | ||
Long term debt | (2,849,500) | (2,849,500) | ||
Total identifiable net assets: | 883,248 | 883,248 | ||
Excess of assets acquired over consideration | 376,589 | 376,589 | ||
Less investment eliminated upon consolidation | (41,538) | |||
Gain on acquisition of ENP Peru | $ 335,051 |
SCHEDULE OF EQUITY METHOD INVES
SCHEDULE OF EQUITY METHOD INVESTMENT (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Balance, Beginning | $ 5,424,010 | |
Investment eliminated upon consolidation | (41,538) | |
Balance, Ending | 5,481,337 | $ 5,424,010 |
ENP Peru Investments Llc [Member] | ||
Balance, Beginning | 22,642 | 3,822 |
Return of equity | (8,750) | (3,822) |
Gain (loss) in equity method investment | 27,646 | 22,642 |
Investment eliminated upon consolidation | (41,538) | |
Balance, Ending | 22,642 | |
Florida Based LLC [Member] | ||
Balance, Beginning | 3,701,368 | 3,572,345 |
Return of equity | (100,000) | (325,000) |
Gain (loss) in equity method investment | 179,969 | 454,023 |
Balance, Ending | 3,781,337 | 3,701,368 |
Lygos Inc [Member] | ||
Balance, Beginning | $ 1,000,000 | 500,000 |
Balance, Ending | 1,000,000 | |
Additional payment | $ 500,000 |
SUMMARY OF PROFIT AND LOSS INFO
SUMMARY OF PROFIT AND LOSS INFORMATION RELATED TO EQUITY ACCOUNTED INVESTMENT (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
ENP Peru Investments Llc [Member] | |||
Net sales | $ 162,000 | $ 322,079 | |
Net income | 55,292 | $ 45,285 | |
Florida Based LLC [Member] | |||
Net sales | 11,101,350 | $ 7,103,337 | |
Gross profit | 2,519,331 | 2,630,168 | |
Net income | $ 359,938 | $ 936,005 |
INVESTMENTS (Details Narrative)
INVESTMENTS (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2018 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | Jan. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||||||
Payments to Acquire Investments | $ 500,000 | |||||
Florida Based LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Sales | 7,931,549 | $ 4,428,663 | ||||
Accounts receivable related parties | 2,422,104 | $ 2,202,345 | ||||
Applied Holding Corp [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investment | $ 200,000 | |||||
Trio Opportunity Corp [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investment | $ 500,000 | |||||
Trio Opportunity Corp [Member] | Common Class B [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Common stock issued, shares | 50,000 | |||||
Share price | $ 10 | |||||
Lygos Inc [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Payments to Acquire Investments | $ 500,000 | $ 500,000 | ||||
Enp Peru [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Remainning share outstanding | 506,659 | |||||
cash | $ 259,000 | |||||
Minority Interest Ownership Percentage | 35% | |||||
ENP Investments LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Minority Interest Ownership Percentage | 35% | |||||
ENP Peru Investments Llc [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership percentage | 50% | |||||
Nano Chem [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership percentage | 41.67% | |||||
Additional ownership interest | 50% | |||||
ENP Investments LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership percentage | 8.33% | |||||
Florida Based LLC [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Ownership percentage | 50% |
SHORT-TERM LINE OF CREDIT (Deta
SHORT-TERM LINE OF CREDIT (Details Narrative) - USD ($) | 1 Months Ended | ||||
Jun. 30, 2022 | Mar. 31, 2022 | Oct. 31, 2021 | Sep. 30, 2022 | Dec. 31, 2021 | |
Line of Credit Facility [Line Items] | |||||
Line of credit | $ 2,024,740 | $ 2,300,819 | |||
New Agreement [Member] | NanoChem Solutions Inc [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Loan guaranteed rate | 65% | ||||
Line of credit | $ 2,600,000 | ||||
New Agreement [Member] | NanoChem Solutions Inc [Member] | Stock Yard And Bank One [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Loan guaranteed rate | 65% | ||||
Line of credit | $ 2,600,000 | ||||
Short term borrowings | 875,086 | ||||
New Agreement [Member] | NanoChem Solutions Inc [Member] | Stock Bank [Member] | Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Short term borrowings | 1,149,654 | ||||
Midland States Bank [Member] | New Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Aggregate amount of revolving line of credit | $ 4,000,000 | ||||
Debt effective rate | 1% | 0.50% | |||
Annual interest rate of loan | 4.25% | ||||
Short term borrowings | $ 811,665 | ||||
Midland States Bank [Member] | New Agreement [Member] | Harris Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Aggregate amount of revolving line of credit | $ 3,500,000 | ||||
Annual interest rate of loan | 4.50% | ||||
Line of credit | $ 1,489,154 | ||||
Eligible percentage of domestic accounts receivable | 80% | ||||
Percentage of foreign accounts receivable of inventory | 50% | ||||
Midland States Bank [Member] | New Agreement [Member] | Stock Yard And Bank One [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Aggregate amount of revolving line of credit | $ 4,000,000 | ||||
Percentage of foreign accounts receivable of inventory | 50% | ||||
Interest rate | 6.25% | ||||
Debt face amount | $ 2,000,000 | ||||
Midland States Bank [Member] | New Agreement [Member] | Stock Bank [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Aggregate amount of revolving line of credit | $ 4,000,000 | ||||
Eligible percentage of domestic accounts receivable | 80% | ||||
Percentage of foreign accounts receivable of inventory | 50% | ||||
Interest rate | 6.25% | ||||
Debt face amount | $ 2,000,000 | ||||
Midland States Bank [Member] | New Agreement [Member] | Maximum [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Annual interest rate of loan | 4.25% | ||||
Harris Bank [Member] | NanoChem Solutions Inc [Member] | Term Loan [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Interest rate | 4.50% |
SCHEDULE OF LOAN COVENANTS (Det
SCHEDULE OF LOAN COVENANTS (Details) - USD ($) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||
Balance, beginning of period | $ 2,366,598 | $ 3,847,638 |
Plus: Proceeds from loans | 2,194,000 | |
Plus: Loan acquired with acquisition of ENP Peru | 2,849,500 | |
Less: Forgiveness on PPP loans | (537,960) | |
Less: Payments on loan | (2,117,928) | (943,080) |
Balance, end of period | $ 5,292,170 | $ 2,366,598 |
SCHEDULE OF OUTSTANDING BALANCE
SCHEDULE OF OUTSTANDING BALANCE LOAN (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Defined Benefit Plan Disclosure [Line Items] | |||
Total | $ 5,292,170 | $ 2,366,598 | $ 3,847,638 |
Less: current portion | (701,069) | (793,574) | |
Long term debt | 4,591,101 | 1,573,024 | |
Midland States Bank [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | |||
Paycheck Protection Program [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | |||
Paycheck Protection Program One [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | |||
Midland States Bank One [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 1,554,044 | ||
Midland States Bank Two [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 381,674 | ||
Stock Yards Bank Trust [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 418,122 | 430,880 | |
Stock Yards Bank Trust Two [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 1,784,911 | ||
Stock Yards Bank Trust Three [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | 2,831,527 | ||
Stock Yards Bank Trust Four [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Total | $ 257,610 |
LONG TERM DEBT (Details Narrati
LONG TERM DEBT (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||
Jun. 30, 2022 | Oct. 31, 2020 | Apr. 30, 2020 | Jan. 31, 2020 | Jan. 31, 2018 | Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Short-Term Debt [Line Items] | ||||||||||
Interest expense | $ 80,609 | $ 41,749 | $ 190,366 | $ 155,078 | ||||||
Midland Bank [Member] | Term Loan [Member] | NanoChem Solutions Inc [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 65% | |||||||||
Midland Bank [Member] | ENP Peru Investments Llc [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 200,000 | |||||||||
Debt instrument interest rate stated percentage | 5.25% | |||||||||
Debt instrument term | 7 years | |||||||||
Interest expense debt | 2,788 | |||||||||
Midland Bank [Member] | NanoChem Solutions Inc [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 894,253 | |||||||||
Debt instrument term | 2 years | |||||||||
Interest expense debt | 5,816 | 14,670 | ||||||||
Debt Long term debt amount | $ 381,674 | |||||||||
Midland Bank [Member] | NanoChem Solutions Inc [Member] | Prime Rate [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 3.85% | |||||||||
Midland Bank [Member] | NanoChem Solutions Inc [Member] | Term Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 1,980,947 | |||||||||
Debt instrument term | 5 years | |||||||||
Interest expense debt | 30,334 | 36,798 | ||||||||
Debt Long term debt amount | 1,554,044 | |||||||||
Midland Bank [Member] | NanoChem Solutions Inc [Member] | Term Loan [Member] | Prime Rate [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 3.85% | |||||||||
Midland Bank [Member] | Enp Mendota [Member] | Term Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 450,000 | |||||||||
Debt instrument term | 5 years | |||||||||
Interest expense debt | 13,959 | |||||||||
Debt Long term debt amount | 418,122 | 418,122 | 430,880 | |||||||
Midland Bank [Member] | Nano Chem [Member] | Term Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 1,935,000 | |||||||||
Debt instrument interest rate stated percentage | 65% | |||||||||
Debt instrument term | 3 years | |||||||||
Interest expense debt | 23,632 | |||||||||
Debt Long term debt amount | 1,784,911 | 1,784,911 | ||||||||
Midland Bank [Member] | Nano Chem [Member] | Term Loan [Member] | Prime Rate [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 2.25% | |||||||||
Midland Bank [Member] | ENP Peru One [Member] | Term Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 3,000,000 | |||||||||
Debt instrument term | 10 years | |||||||||
Midland Bank [Member] | ENP Peru One [Member] | Term Loan [Member] | Prime Rate [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 4.35% | |||||||||
Midland Bank [Member] | ENP Peru Investments [Member] | Term Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 259,000 | |||||||||
Debt instrument term | 10 years | |||||||||
Interest expense debt | 3,568 | |||||||||
Debt Long term debt amount | 257,610 | 257,610 | ||||||||
Midland Bank [Member] | ENP Peru Investments [Member] | Term Loan [Member] | Prime Rate [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 5.40% | |||||||||
Paycheck Protection Program [Member] | NanoChem Solutions Inc [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 322,000 | |||||||||
Debt instrument interest rate stated percentage | 1% | |||||||||
Debt instrument term | 2 years | |||||||||
Ford Motor Credit Company [Member] | ENP Peru Investments Llc [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 215,960 | |||||||||
Debt instrument term | 2 years | |||||||||
Harris Bank [Member] | ENP Investments LLC [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 1% | |||||||||
Stock Yards Bank Trust [Member] | ENP Realty LLC [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument term | 10 years | |||||||||
Stock Yards Bank Trust [Member] | ENP Realty LLC [Member] | Prime Rate [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 4.35% | |||||||||
Stock Yards Bank Trust [Member] | ENP Realty LLC [Member] | Prime Rate [Member] | Federal Home Loan Bank of Cincinnati [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument interest rate stated percentage | 2.50% | |||||||||
Enp Mendota [Member] | Enp Mendota [Member] | Term Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Interest expense debt | 14,339 | |||||||||
Stock Yard [Member] | ENP Peru One [Member] | Term Loan [Member] | ||||||||||
Short-Term Debt [Line Items] | ||||||||||
Debt instrument face amount | $ 2,849,500 | $ 2,831,527 | 2,831,527 | |||||||
Interest expense | $ 23,632 |
SCHEDULE OF STOCK OPTION ACTIVI
SCHEDULE OF STOCK OPTION ACTIVITIES (Details) - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of shares, Beginning Balance | 789,500 | 749,000 |
Weighted average exercise price, Ending Balance | $ 2.78 | $ 2.42 |
Number of shares, Granted | 5,000 | 170,000 |
Exercise price per share, Granted | $ 3.61 | $ 3.61 |
Weighted average exercise price, Granted | $ 3.61 | $ 3.61 |
Number of shares, Cancelled or expired | (3,000) | (34,799) |
Exercise price per share,cancelled | $ 3.61 | |
Weighted average exercise price, Cancelled or expired | $ 3.61 | $ 2.30 |
Number of shares, Exercised | (29,500) | (94,701) |
Weighted average exercise price, Exercised | $ 2.51 | $ 1.58 |
Number of shares, Ending Balance | 762,000 | 789,500 |
Weighted average exercise price, Ending Balance | $ 2.82 | $ 2.78 |
Number of shares Exercisable, Ending Balance | 535,000 | |
Weighted average exercise price, Ending Balance | $ 2.68 | |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Exercise price per share, Beginning Balance | 1.42 | 0.75 |
Exercise price per share,cancelled | 1.42 | |
Exercise price per share, Exercised | 2.44 | 0.75 |
Exercise price per share, Ending Balance | 1.42 | 1.42 |
Exercise price per share Exercisable, Ending Balance | 1.42 | |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Exercise price per share, Beginning Balance | 4.13 | 4.13 |
Exercise price per share,cancelled | 3.46 | |
Exercise price per share, Exercised | 3.46 | 3.46 |
Exercise price per share, Ending Balance | 4.13 | $ 4.13 |
Exercise price per share Exercisable, Ending Balance | $ 4.13 |
SCHEDULE OF STOCK OPTION FAIR V
SCHEDULE OF STOCK OPTION FAIR VALUE ASSUMPTIONS (Details) - $ / shares | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||
Expected life - years | 3 years | 3 years |
Interest rate | 1.76% | 1.23% |
Volatility | 69.66% | 63.28% |
Weighted average fair value of options granted | $ 1.46 | $ 1.54 |
STOCK OPTIONS (Details Narrativ
STOCK OPTIONS (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Options granted percentage | 100% | ||
Options maximum granted term | 5 years | ||
Weighted-average remaining contractual life | 2 years 6 months | ||
Stock option granted | 5,000 | 170,000 | |
Stock options exercised | 29,500 | 94,701 | |
Stock vested compensation non vested | $ 57,049 | ||
Weighted average period expected to be recognized | 4 months | ||
Vested options | $ 388,460 | ||
Consultants [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Stock option plan expense | $ 47,380 | $ 39,196 | |
Stock options exercised | 33,201 | ||
Employees [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Stock option granted | 5,000 | ||
Additional expenses due to options granted | $ 111,804 | $ 79,571 | |
Stock options exercised | 29,500 | 33,500 | |
Equity Option [Member] | |||
Deferred Compensation Arrangement with Individual, Excluding Share-Based Payments and Postretirement Benefits [Line Items] | |||
Additional expenses due to options granted | $ 5,475 |
CAPITAL STOCK (Details Narrativ
CAPITAL STOCK (Details Narrative) - shares | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Offsetting Assets [Line Items] | |||
Stock options exercised | 29,500 | 94,701 | |
Equity Option [Member] | |||
Offsetting Assets [Line Items] | |||
Stock options exercised | 29,500 | 33,500 | |
Equity Option [Member] | Consultant [Member] | |||
Offsetting Assets [Line Items] | |||
Stock options exercised | 33,201 |
SCHEDULE OF DISTRIBUTIONS (Deta
SCHEDULE OF DISTRIBUTIONS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||||||
Distribution to noncontrolling interests, Beginning balance | $ 2,602,843 | $ 2,602,843 | |||||||
Distribution | $ (116,933) | $ (116,934) | (265,922) | $ (216,910) | $ (151,714) | $ (157,952) | |||
Non-controlling interest share of income | 212,680 | $ 343,228 | 523,272 | $ 798,161 | |||||
Distribution to noncontrolling interests, Ending balance | 2,626,326 | 2,626,326 | $ 2,602,843 | ||||||
ENP Investments LLC [Member] | Ownership Interest Purchase Agreement [Member] | |||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||||||||
Distribution to noncontrolling interests, Beginning balance | $ 2,602,843 | $ 2,561,751 | 2,602,843 | $ 2,561,751 | 2,561,751 | ||||
Distribution | (499,789) | (804,003) | |||||||
Non-controlling interest share of income | 523,272 | 845,095 | |||||||
Distribution to noncontrolling interests, Ending balance | $ 2,626,326 | $ 2,626,326 | $ 2,602,843 |
NON-CONTROLLING INTERESTS (Deta
NON-CONTROLLING INTERESTS (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | Dec. 31, 2018 | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Accounts receivable | $ 9,773,609 | $ 7,129,329 | |
ENP Investments LLC [Member] | |||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items] | |||
Subsidiary company ownership interest rate | 65% | 65% | |
Related party owner ship percentage | 35% | ||
Payments to Noncontrolling Interests | $ 2,316,874 | ||
Sales | 4,913,342 | 4,014,063 | |
Accounts receivable | $ 1,904,110 | $ 2,215,119 |
SCHEDULE OF REPORTABLE SEGMENTS
SCHEDULE OF REPORTABLE SEGMENTS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenue from External Customer [Line Items] | ||||
Revenue | $ 11,685,107 | $ 9,214,467 | $ 33,633,530 | $ 25,374,615 |
Interest expense | 80,609 | 41,749 | 190,366 | 155,078 |
Depreciation and amortization | 339,599 | 230,733 | 811,877 | 710,583 |
Income tax expense | 349,181 | 864,510 | 1,604,429 | 1,828,693 |
Segment profit (loss) | 1,108,131 | 1,162,624 | 4,303,645 | 3,789,956 |
Segment assets | 48,807,863 | 39,551,270 | 48,807,863 | 39,551,270 |
Expenditures for segment assets | (233,862) | (158,231) | (647,232) | (610,957) |
EWCP [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Revenue | 179,007 | 97,307 | 415,830 | 336,152 |
Interest expense | ||||
Depreciation and amortization | 9,091 | 10,052 | 27,537 | 30,238 |
Income tax expense | 24,035 | 35,341 | ||
Segment profit (loss) | 69,376 | (273,239) | (139,362) | (443,375) |
Segment assets | 2,345,580 | 1,880,310 | 2,345,580 | 1,880,310 |
Expenditures for segment assets | ||||
TPA [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Revenue | 11,506,100 | 9,117,160 | 33,217,700 | 25,038,463 |
Interest expense | 80,609 | 41,749 | 190,366 | 155,078 |
Depreciation and amortization | 330,508 | 220,681 | 784,340 | 680,345 |
Income tax expense | 325,146 | 864,510 | 1,569,088 | 1,828,693 |
Segment profit (loss) | 1,038,755 | 1,435,863 | 4,443,007 | 4,233,331 |
Segment assets | 46,462,283 | 37,670,960 | 46,462,283 | 37,670,960 |
Expenditures for segment assets | $ (233,862) | $ (158,231) | $ (647,232) | $ (610,957) |
SCHEDULE OF REVENUE GENERATED I
SCHEDULE OF REVENUE GENERATED IN UNITED STATES AND CANADA (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total | $ 11,685,107 | $ 9,214,467 | $ 33,633,530 | $ 25,374,615 |
CANADA | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total | 449,106 | 350,004 | ||
United States and Abroad [Member] | ||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||||
Total | $ 33,184,424 | $ 25,024,611 |
SCHEDULE OF LONG-LIVED ASSETS A
SCHEDULE OF LONG-LIVED ASSETS ARE LOCATED IN CANADA AND UNITED STATES (Details) - USD ($) | Sep. 30, 2022 | Dec. 31, 2021 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 13,944,561 | $ 10,296,954 |
CANADA | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 151,831 | 191,752 |
United States and Abroad [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 13,842,730 | $ 10,105,202 |
SEGMENTED, SIGNIFICANT CUSTOM_3
SEGMENTED, SIGNIFICANT CUSTOMER INFORMATION AND ECONOMIC DEPENDENCY (Details Narrative) | 9 Months Ended | |
Sep. 30, 2022 USD ($) Segments | Sep. 30, 2021 USD ($) | |
Revenue, Major Customer [Line Items] | ||
Number of operating segment | Segments | 2 | |
Three Customers [Member] | ||
Revenue, Major Customer [Line Items] | ||
Stock option exercise percent | 57% | 44% |
Accounts Receivable [Member] | Three Customers [Member] | ||
Revenue, Major Customer [Line Items] | ||
Accounts Receivable, after Allowance for Credit Loss | $ | $ 19,050,848 | $ 11,236,707 |