Note 16 - Notes Payable and Line of Credit (Details Textual) - USD ($) | | | | | | | | | | | 1 Months Ended | 3 Months Ended | | | | | | | |
Apr. 01, 2023 | Mar. 06, 2023 | Feb. 24, 2023 | Dec. 31, 2022 | Dec. 09, 2022 | May 06, 2022 | Dec. 10, 2021 | Nov. 17, 2021 | Aug. 19, 2021 | Apr. 01, 2020 | Apr. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Nov. 30, 2022 | Jun. 30, 2022 | Apr. 30, 2022 | Nov. 30, 2021 | Aug. 31, 2021 | Mar. 31, 2023 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Feb. 28, 2023 | Sep. 30, 2022 | Aug. 18, 2022 | Jul. 31, 2022 | Dec. 20, 2021 | Dec. 31, 2020 | Oct. 30, 2020 |
Long-term Debt, Total | | | | | $ 245,236,000 | | | | | | | | $ 251,987,000 | $ 245,236,000 | | | | | | $ 251,987,000 | $ 245,236,000 | | | | | | | | | |
Gain (Loss) on Extinguishment of Debt, Total | | | | | | | | | | | | | | | | | | | | (583,000) | | $ (26,019,000) | | | | | | | | |
Long-Term Debt, Gross | | | | | $ 266,885,000 | | | | | | | | $ 272,538,000 | $ 266,885,000 | | | | | | 272,538,000 | $ 266,885,000 | | | | | | | | | |
Amortization of Debt Discount (Premium) | | | | | | | | | | | | | | | | | | | | $ 4,224,000 | | 1,635,000 | | | | | | | | |
Common Stock, Par or Stated Value Per Share (in dollars per share) | | | | | $ 0.001 | | | | | | | | $ 0.001 | $ 0.001 | | | | | | $ 0.001 | $ 0.001 | | | | | | | | | |
Line of Credit [Member] | GTS Subsidiary [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Line of Credit Facility, Maximum Borrowing Capacity | | | | | | | | | | $ 4,000,000 | | | | | | | | | | | | | | | | | | | | |
Long-Term Line of Credit, Total | | | | | | | | | | | | | | | | | | | | | | | | | $ 4,000,000 | | | | | |
Line of Credit Facility, Remaining Borrowing Capacity | | | | | | | | | | | | | | | | | | | | | | | | | $ 0 | | | | | |
Exchange Agreement to Reduce Principal on Seller-financed Note Payable [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Conversion, Converted Instrument, Shares Issued (in shares) | | | | | | | | | | | | | | | | | | | 3,895 | | | | | | | | | | | |
Debt Conversion, Original Debt, Amount | | | | | | | | | | | | | | | | | | | $ 1,000,000 | | | | | | | | | | | |
Prior Promissory Note Converted The New Note [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gain (Loss) on Extinguishment of Debt, Total | | | | | | $ (1,300,000) | | | | | | | | | | | | | | | | | | | | | | | | |
Seller Financed Notes Payable, Two [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Long-term Debt, Total | | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 1,500,000 | |
Unsecured Debt [Member] | Streeterville Capital, LLC [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 14,900,000 | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | | | | | | | | | | | | | | | | | | | | 9% | | |
Gain (Loss) on Extinguishment of Debt, Total | | | | $ (94,000) | | | | | | | | | | | | | | | | | | | | | | | | | | |
Syndicated Lenders [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Payments for Working Capital Adjustment | | | | | | | | | | | | | | | $ 9,500,000 | | | | | | | | | | | | | | | |
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | Line of Credit [Member] | GTS Subsidiary [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Basis Spread on Variable Rate | | | | | | | | | | 2.05% | | | | | | | | | | | | | | | | | | | | |
Syndicated Term Note [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Share Price Covenant (in dollars per share) | | | | | | | | | | | | | $ 6 | | | | | | | $ 6 | | | | | | | | | | |
Long-Term Debt, Gross | [1] | | | | $ 114,725,000 | | | | | | | | $ 114,463,000 | $ 114,725,000 | | | | | | $ 114,463,000 | $ 114,725,000 | | | | | | | | | |
Syndicated Term Note [Member] | Syndicated Lenders [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Paid-in-kind Amount | | | | | | | | | | | | | | | 10,500,000 | | | | | | | | | | | | | | | |
Interest Payable | | | | | | | | | | | | | | | 1,000,000 | | | | | | | | | | | | | | | |
Paid-in-Kind Interest | | | | | | | | | | | | | | | 10,500,000 | | | | | | | | | | | | | | | |
Long-Term Debt, Current Maturities | | | | | | | | | | | | | 96,500,000 | | | | | | | 96,500,000 | | | | | | | | | | |
Unsecured Promissory Note With Kurt A Johnson [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | | | | | $ 34,256,000 | | | | | | | | | | | | | | | | | | | | | |
Unsecured Promissory Note With Tidal Power Group [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | | | | | $ 51,384,000 | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | 6% | | | | | | | | | | | | | | | | | | | | | |
Repayments of Debt | | | | | 15,000,000 | | $ 20,000,000 | | | | | | | | | | | | | | | | | | | | | | | |
Payments for Additional Consideration | | | | | | | | | | | | | | | | | | | | | | 28,852,844 | | | | | | | | |
Unsecured Promissory Note With Tidal Power Group [Member] | Minimum [Member] | Subsequent Event [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Payments for Additional Consideration | | $ 17,635,228 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Unsecured Promissory Note With Tidal Power Group [Member] | Maximum [Member] | Subsequent Event [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Payments for Additional Consideration | | $ 28,852,844 | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Unsecured Promissory Note With Kurt A Johnson 2 [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | | | | $ 1,090,000 | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | 6% | | | | | | | | | | | | | | | | | | | | | | |
Reduction in Stock Shares in Exchange for Debt (in shares) | | | | | | | | 400,000 | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Share Price Covenant (in dollars per share) | | | | | | | | $ 160 | | | | | | | | | | | | | | | | | | | | | | |
Payments for Additional Consideration | | | | | | | | | | | | | | | | | | | | | | 17,635,228 | | | | | | | | |
Seller Financed Notes Payable - Front Line Power Acquisition [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Extinguishment of Debt, Gain (Loss), Net of Tax | | | | | | | | | | | | | | | | | | | | | | (26,200,000) | | | | | | | | |
Long-Term Debt, Gross | [2] | | | | 69,168,000 | | | | | | | | 69,168,000 | 69,168,000 | | | | | | 69,168,000 | 69,168,000 | | | | | | | | | |
Seller Financed Notes Payable, One [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | | | | | | | | | | | 6% | | | | | | | | | | | |
Repayments of Debt | | | | | | | | | | | | | | | | | | | $ 1,000,000 | | | | | | | | | | | |
Long-term Debt, Total | | | | | | | | | | | | | | | | | | | $ 5,000,000 | | | | | | | | | | $ 5,000,000 | |
Debt Instrument, Term (Month) | | | | | | | | | | | | | | | | | | | 18 months | | | | | | | | | | | |
August 2021 Seller-financed Notes Payable [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | | | | | | | | | | | | | | | $ 2,000,000 | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | | | | | | | | | | | 6% | | | | | | | | | | | |
Estimated Market Interest Rate on Which Debt Instrument is Based | | | | | | | | | | | | | | | | | | | 10% | | | | | | | | | | | |
Debt Instrument, Unamortized Discount, Total | | | | | | | | | | | | | | | | | | | $ 48,000 | | | | | | | | | | | |
Seller Financed Notes Payable, Two [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Term (Month) | | | | | | | | | | | 36 months | | | | | | | | | | | | | | | | | | | |
Vehicle and Equipment loans [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Long-Term Debt, Gross | [3] | | | | 2,014,000 | | | | | | | | 2,120,000 | 2,014,000 | | | | | | 2,120,000 | 2,014,000 | | | | | | | | | |
Vehicle and Equipment loans [Member] | Minimum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | | | | | | | | | | | | | | | | | 0% | | | | | |
Vehicle and Equipment loans [Member] | Maximum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | | | | | | | | | | | | | | | | | 9.15% | | | | | |
Refinanced Agreement [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | $ 11,400,000 | | | | | | | | | 11,400,000 | | | | | | | $ 11,400,000 | | | $ 1,800,000 | | | | | | |
Debt Instrument, Periodic Payment, Total | | | | | | | | | | | | | | $ 260,000 | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Effective Percentage | | | | | | | | | | | | | | | | | | | | | | | | 164% | | | | | | |
Debt Instrument, Unamortized Discount, Total | | | | | | | | | | | | | 1,400,000 | | | | $ 3,600,000 | | | 1,400,000 | | | | | | | | | | |
Debt Instrument, Effective Interest Rate for Discount Amortization | | | | | 94% | | | | | | | | | 94% | | | | | | | 94% | | | | | | | | | |
Long-Term Debt, Gross | | | | | | | | | | | | | 3,800,000 | | | | | | | 3,800,000 | | | | | | | | | | |
New Secured Promissory Note [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Periodic Payment, Total | | | | $ 1,250,000 | | | | | | | | | 2,500,000 | | | | | | | | | | | | | | | | | |
Long-Term Debt, Gross | | | | | | | | | | | | | 15,400,000 | | | | | | | 15,400,000 | | | | | | | | | | |
Debt Instrument, Redemption Price, Percentage | | | | 115% | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Liquidated Damages | | | | | | | | | | | | | 4,000,000 | | | | | | | | | | | | | | | | | |
Forbearance and Investment Agreement [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | | 42,100,000 | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Periodic Payment, Total | | | | | | $ 2.5 | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | 9% | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Unamortized Discount, Total | | | | | | $ 350,000 | | | | | | | | | | | | | | | | | | | | | | | | |
Long-Term Debt, Gross | | | | | | | | | | | | | 48,600,000 | | | | | | | 48,600,000 | | | | | | | | | | |
Debt Instrument, Liquidated Damages | | | | | | | | | | | | | | | | | | | | 3.4 | | | | | | | | | | |
Debt Instrument, Additional Funds | | | | | | 5,000,000 | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Issuance Costs, Gross | | | | | | $ 50,000 | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Prepaid Option, Percentage Paid on Elected Prepaid Amount. | | | | | | 115% | | | | | | | | | | | | | | | | | | | | | | | | |
Unsecured Investor Note [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Extinguishment of Debt, Amount | | | | | | $ 36,700,000 | | | | | | | | | | | | | | | | | | | | | | | | |
Amended and Restated Secured Promissory Note [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | $ 20,900,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Periodic Payment, Total | | | | | | | | | | | | | | | | | | | | 2,500,000 | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | 9% | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Unamortized Discount, Total | | | $ 2,900,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Long-Term Debt, Gross | | | | | | | | | | | | | 10,600,000 | | | | | | | 10,600,000 | | | | | | | | | | |
Debt Instrument, Liquidated Damages | | | | | | | | | | | | | | | | | | | | 3,000,000 | | | | | | | | | | |
Amortization of Debt Discount (Premium) | | | 3,000,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Proceeds from Issuance of Debt | | | 4,250,000 | | | | | | | | | | | | | | | | | 9,750,000 | | | | | | | | | | |
Debt Instrument, Restructuring Fee | | | 1,500,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Unused Borrowing Capacity, Amount | | | $ 13,800,000 | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Prepaid Advance Agreement [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Long-Term Debt, Gross | [4] | | | | $ 1,829,000 | | | | | | | | $ 0 | $ 1,829,000 | | | | | | 0 | $ 1,829,000 | | | | | | | | | |
Common Stock, Par or Stated Value Per Share (in dollars per share) | | | | | | | | | | | | | | | | | | | | | | | | | | $ 0.001 | | | | |
Pre-paid Advance Offset by Issuance of Common Stock, Price per Share above the Market Price (in dollars per share) | | | | | | | | | | | | | | | | | | | | | | | | | | $ 0.01 | | | | |
Pre-paid Advance Offset by Issuance of Common Stock, Percentage of the Lowest Daily Volume Weighted Average Price of Our Common Stock | | | | | | | | | | | | | | | | | | | | | | | | | | 96% | | | | |
Conditional Settlement Agreement [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 5% |
Repayments of Debt | | | | | | | | | | | | | | | | | | | | $ 750,000 | $ 250,000 | $ 500,000 | $ 500,000 | | | | | | | |
Long-term Debt, Total | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 3,500,000 |
Long-Term Debt, Without Interest, Total | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2,600,000 |
Long Term Debt, With Interest, Amount | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | $ 900,000 |
Conditional Settlement Agreement [Member] | Subsequent Event [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | | | | 5% | | | | | | | | | | | | | | | | | | |
Repayments of Debt | | | | | | | | | | | | $ 1,500,000 | | | | | | | | | | | | | | | | | | |
Long-term Debt, Total | | | | | | | | | | | | $ 1,500,000 | | | | | | | | | | | | | | | | | | |
Alter Domus and Various Lenders [Member] | Financing Acquisition Term Loan [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | | | | | $ 105,000,000 | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Periodic Payment, Total | | | | | | | | | $ 262,500 | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Initial Prepayment Premium, Percentage | | | | | | | | | 5% | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Final Prepayment Premium, Percentage | | | | | | | | | 1% | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | | | | | 17.38% | | | | | | | 17.38% | | | | | | | | | | |
Debt Instrument, Interest Rate, Effective Percentage | | | | | | | | | | | | | 23.50% | | | | | | | 23.50% | | | | | | | | | | |
Alter Domus and Various Lenders [Member] | Financing Acquisition Term Loan [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Basis Spread on Variable Rate | | | | | | | | | 2.50% | | | | | | | | | | | | | | | | | | | | | |
First Insurance Funding [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | | | | | | | | | | | $ 700,000 | | | | | | | | | | | | $ 3,300,000 | | | |
Debt Instrument, Interest Rate, Stated Percentage | | | | | | | | | | | | | | | | | | | | | | | | | | | 3.28% | | | |
C6 Capital [Member] | Future Revenue Payable Two [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Face Amount | | | | | | | | | | | | | | | | | 20,200,000 | $ 9,500,000 | | | | | | | | | | | | |
Debt Instrument, Periodic Payment, Total | | | | | | | | | | | | | | | | | | 384,000 | | | | | | | | | | | | |
Repayments of Debt | | | | | | | | | | | | | | | | | 4,200,000 | | | | | | | | | | | | | |
Debt Instrument, Unamortized Discount, Total | | | | | | | | | | | | | | | | | | 2,600,000 | | | | | | | | | | | | |
Proceeds from Issuance of Long-term Debt, Total | | | | | | | | | | | | | | | | | $ 13,300,000 | $ 6,900,000 | | | | | | | | | | | | |
Debt Instrument, Effective Interest Rate for Discount Amortization | | | | | | | | | | | | | | | | | 88% | 89% | | | | | | | | | | | | |
Gain (Loss) on Extinguishment of Debt, Total | | | | | | | | | | | | | | $ (500,000) | | $ (100,000) | $ (400,000) | | | | | | | | | | | | | |
C6 Capital [Member] | Future Revenue Payable Two [Member] | Minimum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Term (Month) | | | | | | | | | | | | | | | | | 182 days | | | | | | | | | | | | | |
C6 Capital [Member] | Future Revenue Payable Two [Member] | Maximum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Term (Month) | | | | | | | | | | | | | | | | | 336 days | | | | | | | | | | | | | |
C6 Capital [Member] | Future Revenue Payable One [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Periodic Payment, Total | | | | | | | | | | | | | | | | | | $ 148,000 | | | | | | | | | | | | |
Yorkville [Member] | Prepaid Advance Agreement [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Prepaid Advances Limitation, Outstanding | | | | | | | | | | | | | | | | | | | | | | | | | | $ 5,000,000 | | | | |
Yorkville [Member] | Prepaid Advance Agreement [Member] | Minimum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Maximum Prepaid Advances | | | | | | | | | | | | | | | | | | | | | | | | | | 5,000,000 | | | | |
Yorkville [Member] | Prepaid Advance Agreement [Member] | Maximum [Member] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Debt Instrument, Maximum Prepaid Advances | | | | | | | | | | | | | | | | | | | | | | | | | | $ 50,000,000 | | | | |
| |
[1]On November 17, 2021, the Company entered into a credit agreement and associated documents (the “Credit Agreement”) with Alter Domus (US), LLC (“Alter Domus”), as administrative agent and collateral agent and various lenders (the “Lenders”) in order to enable the Company to finance the acquisition of Front Line Power Construction, LLC. The Lenders made a Term Loan to Front Line in the initial principal amount of $105,000,000 for the purposes of financing the acquisition and the associated expenses. The term loan initially bears interest at the three-month Adjusted LIBOR Rate, plus the Applicable Margin, of which 2.5% may be paid in-kind. The Term Loan shall be repaid in consecutive quarterly installments of $262,500, and commenced on June 30, 2022. The Credit Agreement provides for mandatory prepayments on the occurrence of events such as sales of assets, Consolidated Excess Cash Flow and Excess Receipts during the term. The credit agreement provides for prepayment premiums (initially 5% on prepayments made in the first 30 months of the term, declining to 1% in the final year of the term). The Term Loan matures on November 17, 2026, subject to acceleration on Events of Default. The interest rate on the term notes at March 31, 2023 was 17.38% with an effective rate of 23.5%. In November 2022, The Company resolved a dispute with the Syndicated lenders whereby the Syndicated lenders deemed the Company to be in default of its credit agreement due to the Company using proceeds from Front Line Power's operations to pay down $9.5 million of the Company's working capital adjustment with the sellers of Front Line Power. As part of a consent agreement with the lenders, the Company agreed to pay the lenders in a paid-in-kind amount of $10.5 million, which was added to the Syndicated debt balance and included $1.0 million of interest calculated from the date of the first intercompany advance that the Company made. The $10.5 million was added to the original issue discount and will be amortized to interest expense over the life of the loan. At March 31, 2023 the Company was not in compliance with all debt covenants and as such, has reclassified the $96.5 million long-term balance of the term loan net of discount to current liabilities.[2]On November 17, 2021, the Company entered into two unsecured promissory notes, one with Kurt A Johnson, Jr, for $34,256,000 and the second for $51,384,000 with Tidal Power Group LLC. These promissory notes bear interest at a rate of 6% per annum and as modified on April 29, 2022 and December 30, 2022, $20 million was paid on May 6, 2022, $15 million is due on or before April 1, 2023 and the remaining balance is due on May 31, 2023. On December 10, 2021, Kurt A Johnson Jr. received an additional unsecured promissory note in the principal sum of $1,090,000 also with a 6% per annum interest rate in exchange for a reduction of shares issued to Kurt of 400,000. This note was paid off as part of the May 6, 2022 payment. Additionally in amendments to the note, the Company also agreed to reduce the restriction period under the Tidal Lockup letter from two years to one year and to the extent that if the value of the shares previously issued to Tidal Power were less than $160.00 per share after the effects of the reverse stock split, upon expiration of the restriction period ending April 1, 2023, the Company has agreed to pay additional consideration to Tidal Power so that the value of Tidal Power's shares are equal to no less than $28,852,844. For the Johnson lockup letter, the Company agreed to pay additional consideration to Mr. Johnson upon expiration of the restriction period ending April 1, 2023, so that the value of his stock consideration is no less than $17,635,228, which is equal to $160.00 per common share after the effects of the reverse stock split. Any shortfall would be made up by issuing Mr. Johnson additional common shares. In 2022, the Company recorded a $26.2 million loss on extinguishment related to these loan modifications. The Company did not make the required cash payments on April 1, 2023 and is in default on the unsecured promissory notes but received a verbal forbearance from the note holders. The Company did not issue make-whole shares upon the April 1, 2023 expiration of the restriction period and effected an agreement to extend the restriction period to September 30, 2023. See Note 19 - Subsequent Events for additional information.[3]Includes vehicle and equipment loans with interest rates ranging from 0% to 9.15%.[4]On August 18, 2022, the Company entered into a Prepaid Advance Agreement (the “PPA”) with YA II PN, Ltd., a Cayman Islands exempt limited partnership (“Yorkville”). In accordance with the terms of the PPA, the Company may request advances of up to $5.0 million from Yorkville (or such greater amount that the parties may mutually agree) (the “Pre-Paid Advance”), with a limitation on outstanding Pre-Paid Advances of $5.0 million and an aggregate limitation on the Pre-Paid Advances of $50.0 million. Each such Pre-Paid Advance will be offset upon the issuance of the Company’s common stock, par value $0.001 per share (“Common Stock”) to Yorkville at a price per share equal to the lower of: (a) a price per share equal to $0.01 above the market price on The Nasdaq Global Select Market (“Nasdaq”) as of the trading day immediately prior to the date of each closing (the “Fixed Price”), or (b) 96% of the lowest daily volume weighted average price of our Common Stock on Nasdaq during the five (5) trading days prior to each conversion date (the “Market Price” and the lower of the Fixed Price and the Market Price shall be referred to as the “Purchase Price”); however, in no event shall the Purchase Price be less than $8.00 per share after the effects of the reverse stock split. The Company elected the fair value option for this agreement with the debt being marked to market on a quarterly basis. The discount was amortized through interest expense over the life of the loan. The note had an original maturity date of October 27, 2022, which was extended to February 2023 in October 2022 and was paid off and has no carrying balance as of March 31, 2023. | |